HomeMy WebLinkAbout07- Dick Anderson Construction Agreement, New City Hall Renovation and Amendment #1 to Agreement
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"AlA Document A 121 "CMc - 2003 and AGC
Document 565
Standard Form of Agreement Between Owner and Construction Manager
where the Construction Manager is Also the Constructor
AGREEMENT
made as of the Eleventh day of Odober in the year of Two Thousand Seven
(In words, indicate day, month and year)
City of Bozeman - City Hall
121 North Rouse Avenue
Bozeman, MT 59715
ADDITIONS AND DELETIONS:
The author of this document has
added information needed for its
completion. The author may also
have revised the text of the original
AlA standard form. An Additions and
Deletions Report that notes added
information as well as revisions to
the standard form text is available
from the author and should be
reviewed. A vertical line in the left
margin ot this document indicates
where the author has added
necessary information and where
the author has added to or deleted
from the original AlA text.
This document has important legal
consequences. Consultation with an
attorney is encouraged with respect
to its completion or modification.
BETWEEN the Owner:
(Name and address)
City of Bozeman
P.O. Box 1230
Bozeman, MT 59771
and the Construction Manager:
(Name and address)
Dick Anderson Construction, Jnc
705 Bridger Drive, suite A
Bozeman, MT 59715
The Project is:
(Name, address and brief description)
Renuvation of the old Library building into the New Bozeman City Hall as City Staff
Offices and an addition fur the expanded Commission Meeting Roum.
The 1997 Edition of AlA Document
A201, General Conditions of the
Contract for Construction, is referred
to herein. This Agreement requires
modification if other general
conditions are utilized.
The Architect is:
(Name and address)
Comma-Q Architecture, Inc.
109 N Rouse Ave, #1
Bozeman, MT 59715
The Owner and Construction Manager agree as set forth below:
PLEASE NOTE: This document has been modified significantly by Addendum #1 to the
Standard Form of Agreement Between Owner and Construction Manager AlA Document
A121CMc - 2003, which is attached herewith.
AlA Document A 121 rMCMc _ 2003 and AGC Document 565. Copyright @ 1991 and 2003 by The American Institute of Architects and The Associated
General Contractors of America. All rights reserved. WARNING: This document Is protected by U.S. Copyright Law and International Treaties.
Unauthoriled reproduction or distribution of this document, or any portion of It, may result in severe civil and criminal penalties, and will be
prosecuted to the maximum extent possible under the law. This document was produced by AlA software at 11,23:43 on 11/15/2007 under Order
No.1000317133_1 which expires on 8/18/2008, and is not for resale.
User Notes: (3539139740)
1
'nit.
TABLE OF CONTENTS
ARTICLE 1 GENERAL PROVISIONS
fi 1.1 Relationship of the Parties
fi 1.2 General Conditions
ARTICLE 2 CONSTRUCTION MANAGER'S RESPONSIBILITIES
ti 2.1 Preconstruction Phase
fi 2.2 Guaranteed Maximum Price Proposal and Contract Time
ti 2.3 Construction Phase
ti 2.4 Professional Services
ti 2.5 Hazardous Materials
ARTICLE 3 OWNER'S RESPONSIBILITIES
ti 3.1 Information and Services
ti 3.2 Owner's Designated Representative
ti 3.3 Architect
fi 3.4 Legal Requirements
ARTICLE 4 COMPENSATION AND PAYMENTS FOR PRECONSTRUCTlON PHASE SERVICES
ti 4.1 Compensation
ti 4.2 Payments
ARTICLE 5 COMPENSATION FOR CONSTRUCTION PHASE SERVICES
ti 5.1 Compensation
ti 5.2 Guaranteed Maximum Price
fi 5.3 Changes in the Work
ARTICLE 6 COST OF THE WORK FOR CONSTRUCTION PHASE
fi 6.1 Costs to Be Reimbursed
ti 6.2 Costs Not to Be Reimbursed
fi 6.3 Discounts, Rebates and Refunds
fi 6.4 Accounting Records
ARTICLE 7 CONSTRUCTION PHASE
~ 7.1 Progress Payments
fi 7.2 Final Payment
ARTICLE 8 INSURANCE AND BONDS
fi 8.1 Insurance Required of the Construction Manager
fi 8.2 Insurance Required of the Owner
fi 8.3 Performance Bond and Payment Bond
ARTICLE 9 MISCELLANEOUS PROVISIONS
~ 9.1 Dispute Resolution
fi 9.2 Other Provisions
ARTICLE 10 TERMINATION OR SUSPENSION
~ 10.1 Termination Prior to Establishing Guaranteed Maximum Price
fi 10.2 Termination Subsequent to Establishing Guaranteed Maximum Price
fi 10.3 Suspension
ARTICLE 11 OTHER CONDITIONS AND SERVICES
AlA Document A 121 mCMc - 2003 and AGC Document 565. Copyright @ 1991 and 2003 by The American Institute of Architects and The Associated
Generai Contractors of America. All rights reserved. WARNING: This document Is protected by U.S. Copyright Law and International Treaties.
Unauthorized reprOduction or distribution of this document, or any portion of It, may result In severe civil and criminal penalties, and will be
prosecuted to the maximum extent possible under the law. This document was produced by AlA software at 1 t :23:43 on 11/15/2007 under Order
No.l000317133_1 which expires on 8/18/2008, and is not for resaie.
User Notes: (3539139740)
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ARTICLE 1 GENERAL PROVISIONS
~ 1.1 RELATIONSHIP OF PARTIES
The Construction Manager accepts the relationship of trust and confidence established with the Owner by this
Agreement, and covenants with the Owner to furnish the Construction Manager's reasonable skill and judgment and
to cooperate with the Architect in furthering the interests of the Owner. The Construction Manager shall furnish
construction administration and management services and use the Construction Manager's best efforts to perform
the Project in an expeditious and economical manner consistent with the interests of the Owner. The Owner shall
endeavor to promote harmony and cooperation among the Owner, Architect, Construction Manager and other
persons or entities employed by the Owner for the Project.
~ 1.2 GENERAL CONDITIONS
For the Construction Phase, the General Conditions of the contract shall be the AIA@ Document A201 TM-1997,
General Conditions of the Contract for Construction, which is incorporated herein by reference. For the
Preconstruction Phase, or in the event that the Preconstruction and Construction Phases proceed concurrently,
A20pM-1997 shall apply to the Preconstruction Phase only as specifically provided in this Agreement. The term
"Contractor" as used in A20JTM-1997 shall mean the Construction Manager.
ARTICLE 2 CONSTRUCTION MANAGER'S RESPONSIBILITIES
The Construction Manager shall perform the services described in this Article. The services to be provided under
Sections 2.1 and 2.2 constitute the Preconstruction Phase services. If the Owner and Construction Manager agree,
after consultation with the Architect, the Construction Phase may commence before the Preconstruction Phase is
completed, in which case both phases will proceed concurrently.
~ 2.1 PRECONSTRUCTlON PHASE
~ 2.1.1 PRELIMINARY EVALUATION
The Construction Manager shall provide a preliminary evaluation of the Owner's program and Project budget
requirements. each in terms of the other.
~ 2.1.2 CONSULTATION
The Construction Manager with the Architect shall jointly schedule and attend regular meetings with the Owner.
The Construction Manager shall consult with the Owner and Architect regarding site use and improvements and the
selection of materials, building systems and equipment. The Construction Manager shall provide recommendations
on construction feasibility; actions designed to minimize adverse effects of labor or material shortages; time
requirements for procurement, installation and construction completion; and factors related to construction cost,
including estimates of alternative designs or materials, preliminary budgets and possible economies.
~ 2.1.3 PRELIMINARY PROJECT SCHEDULE
When Project requirements described in Section 3.1.1 have been sufficiently identified, the Construction Manager
shall prepare, and periodically update, a preliminary Project schedule for the Architect's review and the Owner's
approval. The Construction Manager shall obtain the Architect's approval of the portion of the preliminary Project
schedule relating to the performance of the Architect's services. The Construction Manager shall coordinate and
integrate the preliminary Project schedule with the services and activities of the Owner, Architect and Construction
Manager. As design proceeds. the preliminary Project schedule shall be updated to indicate proposed activity
sequences and durations, milestone dates for receipt and approval of pertinent information, submittal of a
Guaranteed Maximum Price proposal, preparation and processing of shop drawings and samples. delivery of
materials or equipment requiring long-lead-time procurement, Owner's occupancy requirements showing portions of
the Project having occupancy priority, and proposed date of Substantial Completion. If preliminary Project schedule
updates indicate that previously approved schedules may not be met, the Construction Manager shall make
appropriate recommendations to the Owner and Architect.
~ 2.1.4 PHASED CONSTRUCTION
The Construction Manager shall make recommendations to the Owner and Architect regarding the phased issuance
of Drawings and Specifications to facilitate phased construction of the Work, if such phased construction is
appropriate for the Project, taking into consideration such factors as economies, time of performance, availability of
labor and materials, and provisions for temporary facilities.
AlA Document A 121 TIICMc - 2003 end AGC Document 565. Copyright @ 1991 and 2003 by The American Institute of Architects and The Associated
General Contractors of America. All rights reserved. WARNING: This document Is protected by U.S. Copyright Law and International Treaties.
Unauthorized reprOduction or distribution ot this document, or any portion of It, may result In severe civil and criminal penalties, and will be
prosecuted to the maximum extent possible under the law. This document was produced by AlA software at 11 ;23:43 on 11/15/2007 under Order
No.l000317133.__1 which expires on 8/18/2008. and is not for resale.
User Notes: (3539139740)
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~ 2.1.5 PRELIMINARY COST ESTIMATES
~ 2.1.5.1 When the Owner has sufficiently identified the Project requirements and the Architect has prepared other
basic design criteria, the Construction Manager shall prepare, for the review of the Architect and approval of the
Owner, a preliminary cost estimate utilizing area, volume or similar conceptual estimating techniques.
~ 2.1.5.2 When Schematic Design Documents have been prepared by the Architect and approved by the Owner, the
Construction Manager shall prepare, for the review of the Architect and approval of the Owner, a more detailed
estimate with supporting data. During the preparation of the Design Development Documents, the Construction
Manager shall update and refine this estimate at appropriate intervals agreed to by the Owner, Architect and
Construction Manager.
~ 2.1.5.3 When Design Development Documents have been prepared by the Architect and approved by the Owner,
the Construction Manager shall prepare a detailed estimate with supporting data for review by the Architect and
approval by the Owner. During the preparation of the Construction Documents, the Construction Manager shall
update and refine this estimate at appropriate intervals agreed to by the Owner, Architect and Construction Manager.
fi 2.1.5.4 If any estimate submitted to the Owner exceeds previously approved estimates or the Owner's budget, the
Construction Manager shall make appropriate recommendations to the Owner and Architect.
~ 2.1.6 SUBCONTRACTORS AND SUPPLIERS
The Construction Manager shall seek to develop subcontractor interest in the Project and shall furnish to the Owner
and Architect for their information a list of possible subcontractors, including suppliers who are to furnish materials
or equipment fabricated to a special design, from whom proposals will be requested for each principal portion of the
Work. The Architect will promptly reply in writing to the Construction Manager if the Architect or Owner know of
any objection to such subcontractor or supplier. The receipt of such list shall not require the Owner or Architect to
investigate the qualifications of proposed subcontractors or suppliers, nor sball it waive the right of the Owner or
Architect later to object to or reject any proposed subcontractor or supplier.
~ 2.1.7 LONG.LEAD-TIME ITEMS
The Construction Manager shall recommend to the Owner and Architect a schedule for procurement of long-lead-
time items which will constitute part of the Work as required to meet the Project schedule. If such long-lead-time
items are procured by the Owner, they shall be procured on terms and conditions acceptable to the Construction
Manager. Upon the Owner's acceptance of the Construction Manager's Guaranteed Maximum Price proposal, all
contracts for such items shall be assigned by the Owner to the Construction Manager, who shall accept
responsibility for such items as if procured by the Construction Manager. The Construction Manager shall expedite
the delivery of long-lead-time items.
~ 2.1.8 EXTENT OF RESPONSIBILITY
The Construction Manager does not warrant or guarantee estimates and schedules except as may be included as part
of the Guaranteed Maximum Price. The recommendations and advice of the Construction Manager concerning
design alternatives shall be subject to the review and approval ofthe Owner and the Owner's professional
consultants. It is not the Construction Manager's responsibility to ascertain that the Drawings and Specifications are
in accordance with applicable laws, statutes, ordinances, building codes, rules and regulations. However, if the
Construction Manager recognizes that portions of the Drawings and Specifications are at variance therewith, the
Construction Manager shall promptly notify the Architect and Owner in writing.
~ 2.1.9 EQUAL EMPLOYMENT OPPORTUNITY AND AFFIRMATIVE ACTION
The Construction Manager shall comply with applicable laws, regulations and special requirements of the Contract
Documents regarding equal employment opportunity and affirmative action programs.
~ 2.2 GUARANTEED MAXIMUM PRICE PROPOSAL AND CONTRACT TIME
~ 2.2.1 When the Drawings and Specifications are sufficiently complete, the Construction Manager shall propose a
Guaranteed Maximum Price, which shall be the sum of the estimated Cost of the Work and the Construction
Manager's Fee.
~ 2.2.2 As the Drawings and Specifications may not be finished at the time the Guaranteed Maximum Price proposal
is prepared, the Construction Manager shall provide in the Guaranteed Maximum Price for further development of
AlA Doeument A 121.....CMe - 2003 and AGC Doeument 565. Copyright @ 1991 and 2003 by The American Institute of Architects and The Associated
General Contractors of America. All rights reserved. WARNING: This document Is protected by U.S. Copyright Law and International Treaties.
Unauthorized reproduction or distribullon of this doeument, or any porllon of It. may resullln severe eMI and erlminal penalties, and will be
prosecuted to the maximum extent possible under the law. This document was produced by AlA software at 11 :23:43 on 11/15/2007 under Order
NO.1 000317133_1 which expires on 8/18/2008, and is not for resaie.
User Notes: (3539139740)
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the Drawings and Specifications by the Architect that is consistent with the Contract Documents and reasonably
inferable therefrom. Such further development does not include such things as changes in scope, systems, kinds and
quality of materials, finishes or equipment, all of which, if required, shall be incorporated by Change Order.
! 2.2.3 The estimated Cost of the Work shall include the Construction Manager's contingency, a sum established by
the Construction Manager for the Construction Manager's exclusive use to cover costs arising under Section 2.2.2
and other costs which are properly reimbursable as Cost of the Work but not the basis for a Change Order.
! 2.2.4 BASIS OF GUARANTEED MAXIMUM PRICE
The Construction Manager shall include with the Guaranteed Maximum Price proposal a written statement of its
basis, which shall include:
.1 A list of the Drawings and Specifications, including all addenda thereto and the Conditions of the
Contract, which were used in preparation of the Guaranteed Maximum Price proposal.
.2 A list of allowances and a statement of their basis.
.3 A list of the clarifications and assumptions made by the Construction Manager in the preparation of
the Guaranteed Maximum Price proposal to supplement the information contained in the Drawings
and Specifications.
.4 The proposed Guaranteed Maximum Price, including a statement of the estimated cost organized by
trade categories, allowances. contingency, and other items and the Fee that comprise the Guaranteed
Maximum Price.
.5 The Date of Substantial Completion upon which the proposed Guaranteed Maximum Price is based,
and a schedule of the Construction Documents issuance dates upon which the date of Substantial
Completion is based.
! 2.2.5 The Construction Manager shall meet with the Owner and Architect to review the Guaranteed Maximum
Price proposal and the written statement of its basis. In the event that the Owner or Architect discover any
inconsistencies or inaccuracies in the information presented, they shall promptly notify the Construction Manager,
who shall make appropriate adjustments to the Guaranteed Maximum Price proposal, its basis, or both.
! 2.2.6 Unless the Owner accepts the Guaranteed Maximum Price proposal in writing on or before the date specified
in the proposal for such acceptance and so notifies the Construction Manager, the Guaranteed Maximum Price
proposal shall not be effective without written acceptance by the Construction Manager.
! 2.2.7 Prior to the Owner's acceptance of the Construction Manager's Guaranteed Maximum Price proposal and
issuance of a Notice to Proceed, the Construction Manager shall not incur any cost to be reimbursed as part of the
Cost of the Work, except as the Owner may specifically authorize in writing.
! 2.2.8 Upon acceptance by the Owner of the Guaranteed Maximum Price proposal, the Guaranteed Maximum Price
and its basis shall be set forth in Amendment No. I. The Guaranteed Maximum Price shall be subject to additions
and deductions by a change in the Work as provided in the Contract Documents, and the Date of Substantial
Completion shall be subject to adjustment as provided in the Contract Documents.
! 2.2.9 The Owner shall authorize and cause the Architect to revise the Drawings and Specifications to the extent
necessary to reflect the agreed-upon assumptions and clarifications contained in Amendment No. I. Such revised
Drawings and Specifications shall be furnished to the Construction Manager in accordance with schedules agreed to
by the Owner, Architect and Construction Manager. The Construction Manager shall promptly notify the Architect
and Owner if such revised Drawings and Specifications are inconsistent with the agreed~upon assumptions and
clarifications.
! 2,2.10 The Guaranteed Maximum Price shall include in the Cost of the Work only those taxes which are enacted at
the time the Guaranteed Maximum Price is established.
~ 2.3 CONSTRUCTION PHASE
! 2.3.1 GENERAL
! 2.3.1.1 The Construction Phase shall commence on the earlier of:
AlA Document A121 TMCMc - 2003 and AGC Document 565. Copyright @ 1991 and 2003 by The American Institute of Architects and The Associated
General Contractors of America. All rights reserved. WARNING: This document Is protected by U.S. Copyright Law ,md International Treilties.
Uniluthorlzed reproduction or distribution 01 this document, Or any portion 01 it, milY result in severe civil i1nd criminal penalties, and will be
prosecuted to the maximum extent possible under the Iilw. This document was produced by AlA software atl1 :23:43 On 11/15/2007 under Order
No.l000317133_1 which expires on 8/18/2008. and is not for resale.
User Notes: (3539139740)
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(I) the Owner's acceptance of the Construction Manager's Guaranteed Maximum Price proposal and
issuance of a Notice 10 Proceed, or
(2) the Owner's first authori7.ation to the Construction Manager to:
(a) award a subcontract, or
(b) undertake construction Work with the Construction Manager's own forces, or
(c) issue a purchase order for materials or equipment required for the Work.
~ 2.3.2 ADMINISTRATION
~ 2.3.2.1 Those portions of the Work that the Construction Manager does not customarily perform with the
Construction Manager's own personnel shall be performed under subcontracts or by other appropriate agreements
with the Construction Manager, The Construction Manager shall obtain bids from Subcontractors and from suppliers
of materials or equipment fabricated to a special design for the Work from the list previously reviewed and, after
analyzing such bids, shall deliver such bids to the Owner and Architect. The Owner will then determine, with the
advice of the Construction Manager and subject to the reasonable objection of the Architect, which bids will be
accepted, The Owner may designate specific persons or entities from whom the Construction Manager shall obtain
bids; however, if the Guaranteed Maximum Price has been established, the Owner may not prohibit the Construction
Manager from obtaining bids from other qualified bidders, The Construction Manager shall not be required to
contract with anyone to whom the Construction Manager has reasonable objection,
~ 2.3.2.2 If the Guaranteed Maximum Price has been established and a specific bidder among those whose bids are
delivered by the Construction Manager to the Owner and Architect ( I ) is recommended to the Owner by the
Construction Manager; (2) is qualified to perform that portion of the Work; and (3) has submitted a bid which
conforms to the requirements of the Contract Documents without reservations or exceptions, but the Owner requires
that another bid be accepted, then the Construction Manager may require that a change in the Work be issued to
adjust the Contract Time and the Guaranteed Maximum Price by the difference between the bid of the person or
entity recommended to the Owner by the Construction Manager and the amount of the subcontract or other
agreement actually signed with the person or entity designated by the Owner.
~ 2.3.2.3 Subcontracts and agreements with suppliers furnishing materials or equipment fabricated to a special design
shall conform to the payment provisions of Sections 7, I ,8 and 7, I ,9 and shall not be awarded on the basis of cost
plus a fee without the prior consent of the Owner.
~ 2.3.2.4 The Construction Manager shall schedule and conduct meetings at which the Owner, Architect,
Construction Manager and appropriate Subcontractors can discuss the status of the Work. The Construction
Manager shall prepare and promptly distribute meeting minutes,
~ 2.3.2.5 Promptly after the Owner's acceptance of the Guaranteed Maximum Price proposal, the Construction
Manager shall prepare a schedule in accordance with Section 3,10 of A20FM-1997, including the Owner's
occupancy requirements,
~ 2.3.2.6 The Construction Manager shall provide monthly written reports to the Owner and Architect on the
progress of the entire Work. The Construction Manager shall maintain a daily log containing a record of weather,
Subcontractors working on the site, number of workers, Work accomplished, problems encountered and other
similar relevant data as the Owner may reasonably require, The log shall be available to the Owner and Architect.
i 2.3.2.7 The Construction Manager shaH develop a system of cost control for the Work, including regular
monitoring of actual costs for activities in progress and estimates for uncompleted tasks and proposed changes, The
Construction Manager shall identify variances between actual and estimated costs and report the variances to the
Owner and Architect at regular intervals,
~ 2.4 PROFESSIONAL SERVICES
Section 3.12, I 0 of A20 FM-1997 shall apply to both the Preconstruction and Construction Phases.
~ 2.5 HAZARDOUS MATERIALS
Section 10.3 of A20 jTM_I 997 shall apply to both the Preconstruction and Construction Phases.
Init.
AlA Document A121™CMc - 2003 and AGC Document 565. Copyright @ 1991 and 2003 by The American Institute of Architects and The Associated
General Contractors of AmeriCa. All rights reserved. WARNING: This document Is protected by U.S. Copyright Law and Internallonal Treaties.
Unauthorized reproduction or distribution of this document, or any portion of it, may result in severe civil and criminal penalties, and will be
prosecuted to the maximum extent possible under the law. This document was produced by AlA software atll :23:43 on 11/15/2007 under Order
No.l000317133_.1 which expires on 8/18/2008, and is not for reSale.
User Notes: (3539139740)
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ARTICLE 3 OWNER'S RESPONSIBILITIES
g 3.1INFORMA TION AND SERVICES
g 3.1.1 The Owner shall provide full information in a timely manner regarding the requirements of the Project,
including a program which sets forth the Owner's objectives, constraints and criteria, including space requirements
and relationships, flexibility and expandability requirements, special equipment and systems, and site requirements.
! 3.1.2 The Owner shall, at the written request of the Construction Manager prior to commencement of the
Construction Phase and thereafter, furnish to the Construction Manager reasonable evidence that financial
arrangements have been made to fulfill the Owner's obligations under the Contract. Furnishing of such evidence
shall be a condition precedent to commencement or continuation of the Work. After such evidence has been
furnished, the Owner shall not materially vary such financial arrangements without prior notice to the Construction
Manager.
! 3.1.3 The Owner shall establish and update an overall budget for the Project, based on consultation with the
Construction Manager and Architect, which shall include contingencies for changes in the Work and other costs
which are the responsibility of the Owner.
g 3.1.4 STRUCTURAL AND ENVIRONMENTAL TESTS, SURVEYS AND REPORTS
In the Preconstruction Phase, the Owner shall furnish the following with reasonable promptness and at the Owner's
expense. Except to the extent that the Construction Manager knows of any inaccuracy, the Construction Manager
shall be entitled to rely upon the accuracy of any such information, reports, surveys, drawings and tests described in
Sections 3.1.4.1 through 3.1.4.4 but shall exercise customary precautions relating to the performance of the Work.
g 3.1.4.1 Reports, surveys, drawings and tests concerning the conditions of the site which are required by law.
! 3.1.4.2 Surveys describing physical characteristics, legal limitations and utility locations for the site of the Project,
and a written legal description of the site. The surveys and legal information shall include, as applicable, grades and
lines of streets, alleys, pavements and adjoining property and structures; adjacent drainage; rights-of-way,
restrictions, easements, encroachments, zoning, deed restrictions, boundaries and contours of the site; locations,
dimensions and necessary data pertaining to existing buildings, other improvements and trees; and information
concerning available utility services and lines, both public and private, above and below grade, including inverts and
depths. All information on the survey shall be referenced to a project benchmark.
g 3.1.4.3 The services of a geotechnical engineer when such services are requested by the Construction Manager.
Such services may include but are not limited to test borings, test pits, determinations of soil bearing values,
percolation tests, evaluations of hazardous materials, ground corrosion and resistivity tests, including necessary
operations for anticipating subsoil conditions, with reports and appropriate professional recommendations.
! 3.1.4.4 Structural, mechanical, chemical, air and water pollution tests, tests for hazardous materials, and other
laboratory and environmental tests, inspections and reports which are required by law.
! 3.1.4.5 The services of other consultants when such services are reasonably required by the scope of the Project and
are requested by the Construction Manager.
! 3.2 OWNER'S DESIGNATED REPRESENTATIVE
The Owner shall designate in writing a representative who shall have express authority to bind the Owner with
respect to all matters requiring the Owner's approval or authorization. This representative shall have the authority to
make decisions on behalf of the Owner concerning estimates and schedules, construction budgets, and changes in
the Work, and shall render such decisions promptly and furnish information expeditiously, so as to avoid
unreasonable delay in the services or Work of the Construction Manager. Except as otherwise provided in Section
4.2.1 of A20FM-1997, the Architect does not have such authority.
g 3.3 ARCHITECT
The Owner shall retain an Architect to provide Basic Services, including normal structural, mechanical and
electrical engineering services, other than cost estimating services, described in the edition of AIA@ Document
B 151 TM-1997, Abbreviated Standard Form of Agreement Between Owner and Architect current as of the date of
this Agreement. The Owner shall authorize and cause the Architect to provide those Additional Services described
Inlt.
AlA Document A121 TlIICMc - 2003 and AGC Document 565. Copyright @ 1991 and 2003 by The American Institute of Architects and The Associated
General Contractors of America. All rights reserved. WARNING: This document Is protected by U.S. Copyright Law and International Treaties.
Unauthorized reproduction or distribution of this document, or any portion of It, may result In severe civil and criminal penalties, and will be
prosecuted to the maximum extent possible undar the law. This document waS produced by AlA software at 11 :23:43 on 11/15/2007 under Order
No.1000317'33_' which expires on 8/18/2008, and is not for resale.
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in B 151 TM-1997, requested by the Construction Manager which must necessarily he provided by the Architect for
the Preconstruction and Construction Phases of the Work. Such services shaH be provided in accordance with time
schedules agreed to by the Owner, Architect and Construction Manager. Upon request of the Construction Manager,
the Owner shaH furnish to the Construction Manager a copy of the Owner's Agreement with the Architect, from
which compensation provisions may be deleted.
~ 3.4 LEGAL REQUIREMENTS
The Owner shall determine and advise the Architect and Construction Manager of any special legal requirements
relating specificaHy to the Project which differ from those generally applicable to construction in the jurisdiction of
the Project. The Owner shall furnish such legal services as are necessary to provide the information and services
required under Section 3.1.
ARTICLE 4 COMPENSATION AND PAYMENTS FOR PRECONSTRUCTION PHASE SERVICES
The Owner shall compensate and make payments to the Construction Manager for Preconstruction Phase services as
follows:
~ 4.1 COMPENSATION
~ 4.1.1 For the services described in Sections 2.1 and 2.2, the Construction Manager's compensation shall he
calculated as foHows:
See Addendum #1 to the Standard Form of Agreement Between Owner and Construction Manager AlA Document
AI21CMc - 2003
(State basis of compensation, whether a stipulated sum, multiple of Direct Personnel Expense, actual cost, etc.
Include a statement of reimbursable cost items as applicable.)
~ 4.1.2 Compensation for Preconstruction Phase Services shaH be equitably adjusted if such services extend beyond
( ) days from the date of this Agreement or if the originally contemplated scope of services is significantly
modified.
~ 4.1.3 If compensation is based on a multiple of Direct Personnel Expense, Direct Personnel Expense is defined as
the direct salaries ofthe Construction Manager's personnel engaged in the Project and the portion of the cost of their
mandatory and customary contributions and benefits related thereto, such as employment taxes and other statutory
employee benefits, insurance, sick leave, holidays, vacations, pensions and similar contributions and benefits.
~ 4.2 PAYMENTS
~ 4.2.1 Payments shall be made monthly following presentation of the Construction Manager's invoice and, where
applicable, shall be in proportion to services performed.
~ 4.2.2 Payments are due and payable ( ) days from the date the Construction Manager's invoice is received
by the Owner. Amounts unpaid after the date on which payment is due shall bear interest at the rate entered below,
or in the absence thereof, at the legal rate prevailing from time to time at the place where the Project is located.
(I nse rt rate of intere st ag reed upon.)
per annum
(Usury laws and requirement.I' under the Federal Truth in Lending Act, similar state and local consumer credit laws
and other regulations at the Owner's and Contractor's principal places of business, the location of the Prl!iect and
elsewhere may affect the validity of this provision. Legal advice should be obtained with respect to deletions or
modifications, and also regarding requirements such as written disclosures or waivers.)
ARTICLE 5 COMPENSATION FOR CONSTRUCTION PHASE SERVICES
The Owner shall compensate the Construction Manager for Construction Phase services as follows:
AlA Dooument A 121 mCMc _ 2003 and AGC Document 565. Copyright @ 1991 and 2003 by The American Institute of Architects and The Associated
General Contractors of America. All rights reserved. WARNING: This document Is protected by U.S. Copyright Law and International Treaties.
Unauthorized reproduction or distribution of this document, or any portion of it, milY result in severe civil and crlminill penalties, and will be
prosecuted to the maximum extent possible under the law. This document was produced by AlA software ilt 11 :23:43 on 11/15/2007 under Order
No.l000317133_1 which expires on 8/18/2008. and is not for resale,
User Notes: (3539139740)
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~ 5.1 COMPENSATION
~ 5.1.1 For the Construction Manager's performance of the Work as described in Section 2.3, the Owner shall pay
the Construction Manager in current funds the Contract Sum consisting of the Cost of the Work as defined in Article
6 and the Construction Manager's Fee determined as follows:
See Addendum #1 to the Standard Form of Agreement Between Owner and Construction Manager AlA Document
AI21CMc - 2003
(State a lump sum, percentage of actual Cost (~f the Work or other provision for determining the Construction
Manager's Fee, and explain how the Construction Manager's Fee is to he adjustedfor changes in the Work.)
~ 5.2 GUARANTEED MAXIMUM PRICE
fi 5.2.1 The sum of the Cost of the Work and the Construction Manager's Fee are guaranteed by the Construction
Manager not to exceed the amount provided in Amendment No. I, subject to additions and deductions by changes in
the Work as provided in the Contract Documents. Such maximum sum as adjusted by approved changes in the Work
is referred to in the Contract Documents as the Guaranteed Maximum Price. Costs which would cause the
Guaranteed Maximum Price to be exceeded shall be paid by the Construction Manager without reimbursement by
the Owner.
(Insert specific provisions if the Construction Manager is to participute in any savings.)
~ 5.3 CHANGES IN THE WORK
fi 5.3.1 Adjustments to the Guaranteed Maximum Price on account of changes in the Work subsequent to the
execution of Amendment No. I may be determined by any of the methods listed in Section 7.3.3 of A201 TM-1997.
fi 5.3.2 In calculating adjustments to subcontracts (except those awarded with the Owner's prior consent on the basis
of cost plus a fee), the terms "cost" and "fee" as used in Section 7.3.3.3 of A201 TM_1997 and the terms "costs" and
"a reasonable allowance for overhead and profit" as used in Section 7.3.6 of A20FM-1997 shall have the meanings
assigned to them in that document and shall not be modified by this Article 5. Adjustments to subcontracts awarded
with the Owner's prior consent on the basis of cost plus a fee shall be calculated in accordance with the terms of
those subcontracts.
fi 5.3.3 In calculating adjustments to the Contract, the terms "cost" and "costs" as used in the above-referenced
provisions of A20 I TM-1997 shall mean the Cost of the Work as defined in Article 6 of this Agreement, and the term
"and a reasonable allowance for overhead and profit" shall mean the Construction Manager's Fee as defined in
Section 5.1.1 of this Agreement.
fi 5.3.4 If no specific provision is made in Section 5.1.1 for adjustment of the Construction Manager's Fee in the case
of changes in the Work, or if the extent of such changes is such, in the aggregate, that application of the adjustment
provisions of Section 5.1.1 will cause substantial inequity to the Owner or Construction Manager, the Construction
Manager's Fee shall be equitably adjusted on the basis of the Fee established for the original Work.
ARTICLE 6 COST OF THE WORK FOR CONSTRUCTION PHASE
fi 6.1 COSTS TO BE REIMBURSED
~ 6.1.1 The term "Cost of the Work" shall mean costs necessarily incurred by the Construction Manager in the proper
performance of the Work. Such costs shall be at rates not higher than those customarily paid at the place of the
Project except with prior consent of the Owner. The Cost of the Work shall include only the items set forth in this
Article 6.
fi 6.1.2 lABOR COSTS
.1 Wages of construction workers directly employed by the Construction Manager to perform the
construction of tbe Work at the site or, with the Owner's agreement, at off-site workshops.
.2 Wages or salaries of the Construction Manager's supervisory and administrative personnel when
stationed at the site with the Owner's agreement.
Init.
AlA Document A121"'CMc - 2003 and AGC Document 565. Copyright @ 1991 and 2003 by The American Institute of Architects and The Associated
General Contractors of America. All rights reserved. WARNING: This document is protected by U.S. Copyright Law and International Treaties.
Unauthoriled reproduction or distribution of this document, or any portion of it, may result In severe civil and criminal penalties, and will be
prosecuted to the maximum extent possible under the law. This document was produced by AlA software at 11 :23:43 on 11/15/2007 under Order
No.1 000317133_1 which expires on 8/18/2008, and is not for resale.
User Notes: (3539139740)
9
Classification
Name
(If it is intended that the wages or salaries of certain perJ"onnel stationed at the Construction
Manager's principal office or offices other than the site office shall be included in the Cost of the
Work, such personnel shall he ident(fied below.)
.3 Wages and salaries of the Construction Manager's supervisory or administrative personnel engaged,
at factories, workshops or on the road, in expediting the production or transportation of materials or
equipment required for the Work, but only for that portion of their time required for the Work.
.4 Costs paid or incurred by the Construction Manager for taxes, insurance, contributions, assessments
and benefits required by law or collective bargaining agreements, and, for personnel not covered by
such agreements, customary benefits such as sick leave, medical and health benefits, holidays,
vacations and pensions, provided that such costs are based on wages and salaries included in the Cost
of the Work under Sections 6. 1.2. I through 6. 1.2.3.
~ 6.1.3 SUBCONTRACT COSTS
Payments made by the Construction Manager to Subcontractors in accordance with the requirements of the
subcontracts.
~ 6.1.4 COSTS OF MATERIALS AND EQUIPMENT INCORPORATED IN THE COMPLETED CONSTRUCTION
.1 Costs, including transportation, of materials and equipment incorporated or to be incorporated in the
completed construction.
.2 Costs of materials described in the preceding Section 6.1.4.1 in excess of those actually installed but
required to provide reasonable allowance for waste and for spoilage. Unused excess materials, if any,
shall be handed over to the Owner at the completion ofthe Work or, at the Owner's option, shall be
sold by the Construction Manager; amounts realized, if any, from such sales shall be credited to the
Owner as a deduction from the Cost of the Work.
~ 6.1.5 COSTS OF OTHER MATERIALS AND EQUIPMENT, TEMPORARY FACILITIES AND RELATED ITEMS
.1 Costs, including transportation, installation, maintenance, dismantling and removal of materials,
supplies, temporary facilities, machinery, equipment, and hand tools not customarily owned by the
construction workers, which are provided by the Construction Manager at the site and fully consumed
in the performance of the Work; and cost less salvage value on such items if not fully consumed,
whether sold to others or retained by the Construction Manager. Cost for items previously used by the
Construction Manager shall mean fair market value.
.2 Rental charges for temporary facilities, machinery, equipment and hand tools not customarily owned
by the construction workers, which are provided by the Construction Manager at the site, whether
rented from the Construction Manager or others, and costs of transportation, installation, minor
repairs and replacements, dismantling and removal thereof. Rates and quantities of equipment rented
shall be subject to the Owner's prior approval.
.3 Costs of removal of debris from the site.
.4 Reproduction costs, costs of telegrams, facsimile transmissions and long-distance telephone calls,
postage and express delivery charges, telephone at the site and reasonable petty cash expenses of the
site office.
.5 That portion of the reasonable travel and subsistence expenses of the Construction Manager's
personnel incurred while traveling in discharge of duties connected with the Work.
~ 6.1.6 MISCELLANEOUS COSTS
.1 That portion directly attributable to this Contract of premiums for insurance and bonds.
(If charges for self-insurance are to he included, specify the has is of reimbursement.)
.2 Sales, use or similar taxes imposed by a governmental authority which are related to the Work and for
which the Construction Manager is liable.
.3 Fees and assessments for the building permit and for other permits, licenses and inspections for which
the Construction Manager is required by the Contract Documents to pay.
.4 Fees of testing laboratories for tests required by the Contract Documents, except those related to
nonconforming Work other than that for which payment is permitted by Section 6. I .8.2.
Inlt.
AlA Document A 121 """CMc - 2003 imd AGC Document 565. Copyright @ 1991 and 2003 by The American Institute of Architects and The Associated
General Contractors of America. All rights reserved. WARNING: This document is protected by U.S. Copyright Law imd Internationsl Treaties.
Unauthorized reproduction or distribution of this document, or any portion of it, may result In severe civil and criminal penalties, and will be
prosecuted to the maximum extent possible under the law. This document was produced by AlA software at 11 :23:43 on 11/15/2007 under Order
No.l000317133_' which expires on 8/18/2008, and is not for resale.
User Notes: (3539139740)
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.5 Royalties and license fees paid for the use of a particular design, process or product required by the
Contract Documents; the cost of defending suits or claims for infringement of patent or other
intellectual property rights arising from such requirement by the Contract Documents; payment,~
made in accordance with legal judgments against the Construction Manager resulting from such suits
or claims and payments of settlements made with the Owner's consent; provided, however, that such
costs of legal defenses, judgment and settlements shall not be included in the calculation of the
Construction Manager's Fee or the Guaranteed Maximum Price and provided that such royalties, fees
and costs are not excluded by the last sentence of Section 3.17.1 of A201 TM-1997 or other provisions
of the Contract Documents.
.6 Data processing costs related to the Work.
.7 Deposits lost for causes other than the Construction Manager's negligence or failure to fulfill a
specit1c responsibility to the Owner set forth in this Agreement.
.8 Legal, mediation and arbitration costs, other than those arising from disputes between the Owner and
Construction Manager, reasonably incurred by the Construction Manager in the performance of the
Work and with the Owner's written permission, which permission shall not be unreasonably
withheld.
.9 Expenses incurred in accordance with Construction Manager's standard personnel policy for
relocation and temporary living allowances of personnel required for the Work, in case it is necessary
to relocate such personnel from distant locations.
~ 6.1.7 OTHER COSTS
.1 Other costs incurred in the performance of the Work if and to the extent approved in advance in
writing by the Owner.
~ 6.1.8 EMERGENCIES AND REPAIRS TO DAMAGED OR NONCONFORMING WORK
The Cost of the Work shall also include costs described in Section 6.1.1 which are incurred by the Construction
Manager:
.1
.2
In taking action to prevent threatened damage, injury or loss in case of an emergency affecting the
safety of persons and property, as provided in Section 10.6 of A20I™-1997.
In repairing or correcting damaged or noncontorming Work executed by the Construction Manager or
the Construction Manager's Subcontractors or suppliers, provided that such damaged or
nonconforming Work was not caused by the negligence or failure to fulfill a specific responsibility to
the Owner set forth in this agreement of the Construction Manager or the Construction Manager's
foremen, engineers or superintendents, or other supervisory, administrative or managerial personnel
of the Construction Manager, or the failure of the Construction Manager's personnel to supervise
adequately the Work of the Subcontractors or suppliers, and only to the extent that the cost of repair
or correction is not recoverable by the Construction Manager from insurance, Subcontractors or
suppliers.
~ 6.1.9 The costs described in Sections 6.1.1 through 6.1.8 shall be included in the Cost of the Work notwithstanding
any provision of AlA or A20 I TM-1997 other Conditions of the Contract which may require the Construction
Manager to pay such costs, unless such costs are excluded by the provisions of Section 6.2.
ti 6.2 COSTS NOT TO BE REIMBURSED
ti 6.2.1 The Cost of the Work shall not include:
.1 Salaries and other compensation of the Construction Manager's personnel stationed at the
Construction Manager's principal office or offices other than the site office, except as specifically
provided in Sections 6.1.2.2 and 6.1.2.3.
.2 Expenses of the Construction Manager's principal office and offices other than the site office, except
as specifically provided in Section 6.1.
.3 Overhead and general expenses, except as may be expressly included in Section 6.1 .
.4 The Construction Manager's capital expenses, including interest on the Construction Manager's
capital employed for the Work.
.5 Rental costs of machinery and equipment, except as specifically provided in Section 6.1.5.2.
.6 Except as provided in Section 6.1.8.2, costs due to the negligence of the Construction Manager or to
the failure of the Construction Manger to fulfill a specific responsibility to the Owner set forth in this
Agreement.
Init.
AlA Document A121™CMc - 2003 and AGe Document 565. Copyright @ 1991 and 2003 by The American Institute ot Architects and The Associated
General Contractors of America. All rights reserved. WARNING: This document is protected by U.S. Copyright law and International Treaties.
Unauthorized reproduction or distribullon of this document, or any portion of it, may resullln severe civil and criminal penalties, and will be
prosecuted to the maxImum extent possible under the law. This document was produced by AlA software at 11 :23:43 on 11/15/2007 under Order
No.l000317133_1 which expires on 8/18/2008, and is not for resale.
User Noles: (3539139740)
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.7
.8
Costs incurred in the performance of Preconstruction Phase Services.
Except as provided in Section 6.1.7.1, any cost not specifically and expressly
Section 6.1 .
Cost~ which would cause the Guaranteed Maximum Price to be exceeded.
described in
.9
A 6.3 DISCOUNTS, REBATES AND REFUNDS
A 6.3.1 Cash discounts obtained on payments made by the Construction Manager shall accrue to the Owner if (1 )
before making the payment, the Construction Manager included them in an Application for Payment and received
payment therefor from the Owner, or (2) the Owner has deposited funds with the Construction Manager with which
to make payments; otherwise, cash discounts shall accrue to the Construction Manager. Trade discounts, rebates,
refunds and amounts received from sales of surplus materials and equipment shall accrue to the Owner, and the
Construction Manager shall make provisions so that they can be secured.
A 6.3.2 Amounts which accrue to the Owner in accordance with the provisions of Section 6.3.1 shall be credited to
the Owner as a deduction from the Cost of the Work.
A 6.4 ACCOUNTING RECORDS
A 6.4.1 The Construction Manager shall keep full and detailed accounts and exercise such controls as may be
necessary for proper financial management under this Contract; the accounting and control systems shall be
satisfactory to the Owner. The Owner and the Owner's accountants shall be afforded access to the Construction
Manager's records, books, correspondence, instructions, drawings, receipts, subcontracts, purchase orders, vouchers,
memoranda and other data relating to this Project, and the Construction Manager shall preserve these for a period of
three years after final payment, or for such longer period as may be required by law.
ARTICLE 7 CONSTRUCTION PHASE
A 7.1 PROGRESS PAYMENTS
A 7.1.1 Based upon Applications for Payment submitted to the Architect by the Construction Manager and
Certificates for Payment issued by the Architect, the Owner shall make progress payments on account of the
Contract Sum to the Construction Manager as provided below and elsewhere in the Contract Documents.
A 7.1.2 The period covered by each Application for Payment shall be one calendar month ending on the last day of
the month, or as follows:
A 7.1.3 Provided an Application for Payment is received by the Architect not later than the day of a month, the
Owner shall make payment to the Construction Manager not later than the day of the same month. If an
Application for Payment is received by the Architect after the application date fixed above, payment shall be made
by the Owner not later than ( ) days after the Architect receives the Application for Payment.
A 7.1.4 With each Application for Payment, the Construction Manager shall submit payrolls, petty cash accounts,
receipted invoices or invoices with check vouchers attached and any other evidence required by the Owner or
Architect to demonstrate that cash disbursements already made by the Construction Manager on account of the Cost
of the Work equal or exceed (1) progress payments already received by the Construction Manager; less (2) that
portion of those payments attributable to the Construction Manager's Fee; plus (3) payrolls for the period covered by
the present Application for Payment.
A 7.1.5 Each Application for Payment shall be based upon the most recent schedule of values submitted by the
Construction Manager in accordance with the Contract Documents. The schedule of values shall allocate the entire
Guaranteed Maximum Price among the various portions of the Work, except that the Construction Manager's Fee
shall be shown as a single separate item. The schedule of values shall be prepared in such form and supported by
such data to substantiate its accuracy as the Architect may require. This schedule, unless objected to by the
Architect, shall be used as a basis for reviewing the Construction Manager's Applications for Payment.
A 7.1.6 Applications for Payment shall show the percentage completion of each portion of the Work as of the end of
the period covered by the Application for Payment. The percentage completion shall be the lesser of (1 ) the
percentage of that portion of the Work which has actually been completed or (2) the percentage obtained by dividing
AlA Document A12l ""CMc - 2003 and AGe Document 565. Copyright @ 1991 and 2003 by The American Institute of Architects and The Associated
General Contractors of America. All rights reserved. WARNING: This document Is protected by U.S. Copyright Law and International Treaties.
Unauthorized reproduction or distribution of this document, or any portion of it, may result in severe civil and criminal penalties, and will be
prosecuted to the maximum extent possible under the law. This document was produced by AlA software at 11 :23:43 on 11/15/2007 under Order
No.1000317133 1 which expires on 8/18/2008, and is not for resale.
User Notes: (3539139740)
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Init.
(a) the expense which has actually been incurred by the Construction Manager on account of that portion of the
Work for which the Construction Manager has made or intends to make actual payment prior to the next Application
for Payment by (b) the share of the Guaranteed Maximum Price allocated to that portion of the Work in the schedule
of values.
~ 7.1.7 Subject to other provisions of the Contract Documents, the amount of each progress payment shall be
computed as follows:
.1 Take that portion of the Guaranteed Maximum Price properly allocable to completed Work as
determined by multiplying the percentage completion of each portion of the Work by the share of the
Guaranteed Maximum Price allocated to that portion of the Work in the schedule of values. Pending
final determination of cost to the Owner of changes in the Work, amounts not in dispute may be
included as provided in Section 7.3.8 of A20 P'M-l 997, even though the Guaranteed Maximum Price
has not yet been adjusted hy Change Order.
.2 Add that portion of the Guaranteed Maximum Price properly allocable to materials and equipment
delivered and suitably stored at the site for subsequent incorporation in the Work or, if approved in
advance by the Owner, suitably stored off the site at a location agreed upon in writing.
.3 Add the Construction Manager's Fee, less retainage of ( ). The Construction Manager's Fee
shall he computed upon the Cost of the Work described in the two preceding Sections at the rate
stated in Section 5.1.1 or, if the Construction Manager's Fee is stated as a fixed sum in that Section,
shall be an amount which bears the same ratio to that fixed-sum Fee as the Cost of the Work in the
two preceding Sections hears to a reasonable estimate of the probable Cost of the Work upon its
completion.
.4 Subtract the aggregate of previous payments made by the Owner.
.5 Subtract the shortfall, if any, indicated by the Construction Manager in the documentation required by
Section 7.1.4 to substantiate prior Applications for Payment, or resulting from errors subsequently
discovered by the Owner's accountants in such documentation.
.6 Subtract amounts, if any, for which the Architect has withheld or nullified a Certificate for Payment
as provided in Section 9.5 of A201 TM-1997.
~ 7.1.8 Except with the Owner's prior approval, payments to Subcontractors shall be subject to retention of not less
than ( ). The Owner and the Construction Manager shall agree upon a mutually acceptable procedure for
review and approval of payments and retention for suhcontracts.
~ 7.1.9 Except with the Owner's prior approval, the Construction Manager shall not make advance payments to
suppliers for materials or equipment which have not heen delivered and stored at the site.
~ 7.1.10 In taking action on the Construction Manager's Applications for Payment, the Architect shall be entitled to
rely on the accuracy and completeness of the information furnished by the Construction Manager and shall not be
deemed to represent that the Architect has made a detailed examination, audit or arithmetic verification of the
documentation submitted in accordance with Section 7.1.4 or other supporting data, that the Architect has made
exhaustive or continuous on-site inspections or that the Architect has made examinations to ascertain how or for
what purposes the Construction Manager has used amounts previously paid on account of the Contract. Such
examinations, audits and verifications, if required by the Owner, will be performed by the Owner's accountants
acting in the sole interest of the Owner.
~ 7.2 FINAL PAYMENT
~ 7.2.1 Final payment shall be made by the Ownerto the Construction Manager when (!) the Contract has been fully
performed by the Construction Manager except for the Construction Manager's responsibility to correct
nonconforming Work, as provided in Section 12.2.2 of A20ITM-1997, and to satisfy other requirements, if any,
which necessarily survive final payment; (2) a final Application for Payment and a final accounting for the Cost of
the Work have been submitted by the Construction Manager and reviewed by the Owner's accountants; and (3) a
final Certificate for Payment has then been issued by the Architect; such final payment shall be made by the Owner
not more than 30 days after the issuance of the Architect's final Certificate for Payment, or as follows:
~ 7.2.2 The amount of the final payment shall be calculated as follows:
Inlt.
AlA Document A121T>1CMc -2003 and AGC Document 565. Copyright @ 1991 and 2003 by The American Institute of Architects and The Associated
General Contractors of America. All rights reserved. WARNING: This document Is protected by U.S. Copyright Law and International Treaties.
Unauthoriled reproduction or distribution of this document, or any portion of It, may result in severe civil and criminal penalties, and will be
prosecuted to the maximum extent possible under the law. This document was produced by AlA software at 11 ;23:43 on 11/15/2007 under Order
No,1000317133 1 which expires on 8/18/2008, and is not for resale,
User Notes: (3539139740)
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.1 Take the sum of the Cost of the Work substantiated by the Construction Manager's final accounting
and the Construction Manager's Fee, but not more than the Guaranteed Maximum Price.
.2 Subtract amounts, if any, for which the Architect withholds, in whole or in part, a final Certificate for
Payment as provided in Section 9.5.1 of A20ITM-1997 or other provisions of the Contract
Documents.
.3 Subtract the aggregate of previous payments made by the Owner.
If the aggregate of previous payments made by the Owner exceeds the amount due the Construction Manager, the
Construction Manager shall reimburse the difference to the Owner.
~ 7.2,3 The Owner's accountants will review and report in writing on the Construction Manager's final accounting
within 30 days after delivery of the final accounting to the Architect by the Construction Manager. Based upon such
Cost of the Work as the Owner's accountants report to be substantiated by the Construction Manager's final
accounting, and provided the other conditions of Section 7.2.] have been met, the Architect will, within seven days
after receipt of the written report of the Owner's accountants, either issue to the Owner a final Certificate for
Payment with a copy to the Construction Manager or notify the Construction Manager and Owner in writing of the
Architect's reasons for withholding a certificate as provided in Section 9.5.] of A20)TM-] 997 . The time periods
stated in this Section 7.2 supersede those stated in Section 9.4.1 of A20I™-]997.
~ 7.2.4 If the Owner's accountants report the Cost of the Work as substantiated by the Construction Manager's final
accounting to be less than claimed by the Construction Manager, the Construction Manager shall be entitled to
proceed in accordance with Article 9 without a further decision of the Architect. Unless agreed to otherwise, a
demand for mediation or arbitration of the disputed amount shall be made by the Construction Manager within 60
days after the Construction Manager's receipt of a copy of the Architect's final Certiticate for Payment. Failure to
make such demand within this 60-day period shall result in the substantiated amount reported by the Owner's
accountants becoming binding on the Construction Manager. Pending a final resolution of the disputed amount, the
Owner shall pay the Construction Manager the amount certified in the Architect's final Certificate for Payment.
~ 7.2.5 If, subsequent to final payment and at the Owner's request, the Construction Manager incurs costs described
in Section 6.] and not excluded by Section 6.2 (I) to correct nonconforming Work or (2) arising from the resolution
of disputes, the Owner shall reimburse the Construction Manager such costs and the Construction Manager's Fee, if
any, related thereto on the same basis as if such costs had been incurred prior to final payment, but not in excess of
the Guaranteed Maximum Price. If the Construction Manager has participated in savings, the amount of such
savings shall be recalculated and appropriate credit given to the Owner in determining the net amount to be paid by
the Owner to the Construction Manager.
ARTICLE 8 INSURANCE AND BONDS
fi 8.1 INSURANCE REQUIRED OF THE CONSTRUCTION MANAGER
During both phases of the Project, the Construction Manager shall purchase and maintain insurance as set forth in
Section 11.1 of A201 TM-1997. Such insurance shall be written for not less than the following limits, or greater if
required by law:
fi 8.1.1 Workers' Compensation and Employers' Liability meeting statutory limits mandated by state and federal
laws. If (J ) limits in excess of those required by statute are to be provided, or (2) the employer is not statutorily
bound to obtain such insurance coverage or (3) additional coverages are required, additional coverages and limits for
such insurance shall be as follows:
See Addendum #1 to the Standard Form of Agreement Between Owner and Construction Manager AlA Document
A]21CMc - 2003
fi 8.1.2 Commercial General Liability including coverage for Premises-Operations, Independent Contractors'
Protective, Products-Completed Operations, Contractual Liability, Personal Injury and Broad Form Property
Damage (including coverage for Explosion, Collapse and Underground hazards):
Each Occurrence
General Aggregate
Personal and Advertising Injury
Products-Completed Operations Aggregate
Init.
AlA Document A121™CMc -2003 and AGC Document 565. Copyright @ 1991 and 2003 by The American Institute of Architects and The Associated
General Contractors of America. All rights reserved. WARNING: This document is protected by U.S. Copyright Law end International Treaties.
Unauthorized reproduction or distribution of this document, or any portion of it, may result In severe civil and criminal penalties, and will be
prosecuted to the mal<imum el<tent possible under the law. This document was produced by AlA software at 11 :23:43 on 11/15/2007 under Order
No.1 000317133 ,1 which expires on 8/18/2008. and is not for resale.
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14
.1 The policy shall be endorsed to have the General Aggregate apply to this Project only.
.2 Products and Completed Operations insurance shall be maintained for a minimum period of at least
( ) year(s) after either 90 days following Substantial Completion or final payment, whichever is
earlier.
.3 The Contractual Liability insurance shall include coverage sufficient to meet the obligations in
Section 3.1 8 of A201 '1M -1997.
~ 8.1.3 Automobile Liability (owned, non-owned and hired vehicles) for bodily injury and property damage:
Each Accident
~ 8.1.4 Other coverage:
(If Umbrella Excess Liability coverage is required over the primary insurance or retention, insert the coverage
limits. Commercial General Liability and Automobile Liability limits may be attained by individual policies or by a
combination of primary policies and Umbrella and/or Excess Liahility policies. If Project Management Protective
Liahility Insurance is to be provided, state the limits here.)
~ 8.2 INSURANCE REQUIRED OF THE OWNER
During both phases of the Project, the Owner shall purchase and maintain liability and property insurance, including
waivers of subrogation, as set forth in Sections 11.2 and 11.4 of A20 I TM_1997. Such insurance shall be written for
not less than the following limits, or greater if required by law:
~ 8.2.1 Property Insurance:
Deductible Per Occurrence
Aggregate Deductible
~ 8.2.2 Boiler and Machinery insurance with a limit of:
(If not a blanket policy, list the objects to be insured.)
~ 8.3 PERFORMANCE BOND AND PAYMENT BOND
~ 8.3.1 The Construction Manager shall (lnsert" shall" or "shall not") furnish bonds covering faithful performance
of the Contract and payment of obligations arising thereunder. Bonds may be obtained through the Construction
Manager's usual source, and the cost thereof shall be included in the Cost of the Work. The amount of each bond
shall be equal to ( ) of the Contract Sum.
~ 8.3.2 The Construction Manager shall deliver the required bonds to the Owner at least three days before the
commencement of any Work at the Project site.
ARTICLE 9 MISCELLANEOUS PROVISIONS
~ 9.1 DISPUTE RESOLUTION
~ 9.1.1 During both the Preconstruction and Construction Phases, Claims, disputes or other matters in question
between the parties to this Agreement shall be resolved as provided in Sections 4.3 through 4.6 of A201 TM-1997
except that, during the Preconstruction Phase, no decision by the Architect shall be a condition precedent to
mediation or arbitration.
~ 9.2 OTHER PROVISIONS
~ 9.2.1 Unless otherwise noted, the terms used in this Agreement shall have the same meaning as those in A20 I TM_
1997, General Conditions of the Contract for Construction.
~ 9.2.2 EXTENT OF CONTRACT
This Contract, which includes this Agreement and the other documents incorporated herein by reference, represents
the entire and integrated agreement between the Owner and the Construction Manager and supersedes all prior
AlA Document A121™CMc - 2003 and AGC Document 565. Copyright @ 1991 and 2003 by The American Institute of Architects and The Associated
General Contractors of America. All rights reserved. WARNING: This document is protected by U.S. Copyright Law and International Treaties.
Unauthorized reproduction or distribution of this document, or any portion of It, may result in severe civil and criminal penalties, and will be
prosecuted to the maximum extent possible under the law. This document waS produced by AlA software at 11 :23:43 on 11/15/2007 under Order
No.1 000317133.J which expires on 8/18/2008, and is not for resale.
User Notes: (3539139740)
15
Init.
negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written
instrument signed by both the Owner and Construction Manager. If anything in any document incorporated into this
Agreement is inconsistent with this Agreement, this Agreement shall govern.
~ 9.2.3 OWNERSHIP AND USE OF DOCUMENTS
Article 1.6 of AlO I TM-1997 shall apply to both the Preconstruction and Construction Phases.
~ 9.2.4 GOVERNING LAW
The Contract shall be governed by the law of the place where the Project is located.
~ 9.2.5 ASSIGNMENT
The Owner and Construction Manager respectively bind themselves, their partners, successors, assigns and legal
representatives to the other party hereto and to partners, successors, assigns and legal representatives of such other
party in respect to covenants, agreements and obligations contained in the Contract Documents. Except as provided
in Section 13.2.2 of A20jTM-1997, 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.
ARTICLE 10 TERMINATION OR SUSPENSION
~ 10.1 TERMINATION PRIOR TO ESTABLISHING GUARANTEED MAXIMUM PRICE
~ 10.1.1 Prior to execution by both parties of Amendment No. I establishing the Guaranteed Maximum Price, the
Owner may terminate this Contract at any time without cause, and the Construction Manager may terminate this
Contract for any of the reasons described in Section 14.1.1 of A20 jTM-1997.
~ 10.1.2 If the Owner or Construction Manager terminates this Contract pursuant to this Section 10.1 prior to
commencement of the Construction Phase, the Construction Manager shall be equitably compensated for
Preconstruction Phase Services performed prior to receipt of notice of termination; provided, however, that the
compensation for such services shall not exceed the compensation set forth in Section 4.1.1.
~ 10.1.3 If the Owner or Construction Manager terminates this Contract pursuant to this Section 10.1 after
commencement of the Construction Phase, the Construction Manager shall, in addition to the compensation
provided in Section 10.1.2, be paid an amount calculated as follows:
.1 Take the Cost of the Work incurred by the Construction Manager.
.2 Add the Construction Manager's Fee computed upon the Cost of the Work to the date of termination
at the rate stated in Section 5.1 or, if the Construction Manager's Fee is stated as a fixed sum in that
Section, an amount which bears the same ratio to that fixed-sum Fee as the Cost of the Work at the
time of termination bears to a reasonable estimate of the probable Cost of the Work upon its
completion.
.3 Subtract the aggregate of previous payments made by the Owner on account of the Construction
Phase.
The Owner shall also pay the Construction Manager fair compensation, either by purchase or rental at the election of
the Owner, for any equipment owned by the Construction Manager which the Owner elects to retain and which is
not otherwise included in the Cost of the Work under Section 10.1.3 .1. To the extent that the Owner elects to take
legal assignment of subcontracts and purchase orders (including rental agreements), the Construction Manager shall,
as a condition of receiving the payments referred to in this Article 10, execute and deliver all such papers and take
all such steps, including the legal assignment of such subcontracts and other contractual rights of the Construction
Manager, as the Owner may require for the purpose of fully vesting in the Owner the rights and benefits of the
Construction Manager under such subcontracts or purchase orders.
Subcontracts, purchase orders and rental agreements entered into by the Construction Manager with the Owner's
written approval prior to the execution of Amendment No. I shall contain provisions permitting assignment to the
Owner as described above. If the Owner accepts such assignment, the Owner shall reimburse or indemnify the
Construction Manager with respect to all costs arising under the subcontract, purchase order or rental agreement
except those which would not have been reimbursable as Cost of the Work if the contract had not been terminated. If
the Owner elects not to accept the assignment of any subcontract, purchase order or rental agreement which would
have constituted a Cost of the Work had this agreement not been terminated, the Construction Manager shall
AlA Document A121"'CMc - 2003 and AGC Document 565. Copyright @ 1991 and 2003 by The American Institute of Architects and The Associated
General Contractors of America. All rights reserved. WARNING: This document is protected by U.S. Copyright Law and International Treaties.
Unauthorized reproduction or distribution of this document, or any portion of it, may result in severe civil and criminal penalties, and will be
prosecuted to the maximum extent possible under the law. This document was produced by AlA software at 11 :23:43 on 11/15/2007 under Order
NO.1 000317133_' which expires on 8/18/2008. and is not for resale.
User Notes: (3539139740)
16
Init.
terminate such subcontract, purchase order or rental agreement and the Owner shall pay the Construction Manager
the costs necessarily incurred by the Construction Manager by reason of such termination.
~ 10.2 TERMINATION SUBSEQUENT TO ESTABLISHING GUARANTEED MAXIMUM PRICE
Subsequent to execution by both parties of Amendment No. I, the Contract may be terminated as provided in Article
14 of A20l™-1997.
~ 10.2.1 In the event of such termination by the Owner, the amount payable to the Construction Manager pursuant to
Section 14. 1.3 of A2UI TM_I 997 shall not exceed the amount the Construction Manager would have been entitled to
receive pursuant to Sections 10.1.2 and 10.1.3 of this Agreement.
~ 10.2.2 In the event of such termination by the Construction Manager, the amount to be paid to the Construction
Manager under Section 14.1.3 of A20 I TM-1997 shall not exceed the amount the Construction Manager would have
been entitled to receive under Sections 10.1.2 and 10.1.3 above, except that the Construction Manager's Fee shall be
calculated as if the Work had been fully completed by the Construction Manager, including a reasonable estimate of
the Cost of the Work for Work not actually completed.
~ 10.3 SUSPENSION
The Work may be suspended by the Owner as provided in Article 14 of A20JTM-1997; in such case, the Guaranteed
Maximum Price, if established, shall be increased as provided in Section 14.3.2 of A201 TM-1997 except that the
term "cost of performance of the Contract" in that Section shall be understood to mean the Cost of the Work and the
term "profit" shall be understood to mean the Construction Manager's Fee as described in Sections 5.1.1 and 5.3.4
of this Agreement.
ARTICLE 11 OTHER CONDITIONS AND SERVICES
See Addendum #1 to the Standard Form of Agreement Between Owner and Construction Manager AlA Document
A12ICMc - 2003
This Agreement entered into as of the day and year first written above.
Ignature)
Derek Didriksen, Project Manager
(printedltme/:;d title) I
10 1/ )
~9 f
. ~ Q Q.A/\ J
A S - ~
l/tJ
rt\ C0Cu)
AlA Document A121TNCMc - 2003 and AGC Document 565. Copyright @ 1991 and 2003 by The American Institute of Architects and The Associated
General Contractors of America. All rights reserved. WARNING: This document is protected by U.S. Copyright Law and International Treaties.
Unauthorized reproduction or distribution of this document, or any portion of It, may result In severe civil and criminal penalties, and will be
prosecuted to the maximum extent possible under the law. This document was produced by AlA software at1 1 :23:43 on 11/15/2007 under Order
No.1 0003171 33 1 which expires on 8/18/2008. and is not for resale.
User Notes: (3539139740)
17
Init.
Additions and Deletions Report for
@ TM
AlA Document A121 CMc- 2003 and AGC Document 565
This Additions and Deletions Report, as defined on page 1 of the associated document, reproduces below all text the author has
added to the standard form AlA document in order to complete it, as well as any text the author may have added to or deleted from
the original AlA text. Added text is shown underlined. Deleted text is indicated with a horizontal line through the original AlA text.
Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any
part of the associated AlA document. This Additions and Deletions Report and its associated document were generated
simultaneously by AlA software at 11 :23:43 on 11/15/2007.
PAGE 1
made as of the Eleventh day of October in the year of Two Thousand Seven
City of Bozeman
P.O. Box 1230
Bozeman. MT 59771
Dick Anderson Construction. Inc
705 Bridger Drive. suite A
Bozeman. MT 59715
Citv of Bozeman - City Hall
121 North Rouse Avenue
Bozeman. MT 59715
Renovation of the old Library building into the New Bozeman Citv Hall as City Staff Offices and an addition for the
exoanded Commission Meeting Room.
Comma-O Architecture. Inc.
109 N Rouse Ave. # I
Bozeman. MT 59715
PLEASE NOTE: This document has been modified siGnificantly by Addendum #1 to the Standard Form of AQreement
Between Owner and Construction ManaGer AlA Document A121CMc - 2003. which is attached herewith.
Additions and Deletions Report lor AlA Document A121 """CMc - 2003 and AGC Document 565. Copyright @ 1991 and 2003 by The American Institute of
Architects and The Associated General Contractors of America. All rights reserved. WARNING: This document Is protected by U.S. Copyright Law and 1
International Trealles. Unauthorized reproduction or distribution of this document, or any portion 01 It, may result in severe civil and criminal
penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AlA software at 11 :23:43 on 11/15/2007
under Order NO.1 00031 71 33_ 1 which expires on 8/18/2008, and is not for resale.
User Notes: (3539139740)
TABLE OF CONTENTS
PAGE 8
See Addendum #1 to the Standard Form of Agreement Between Owner and Construction Manager ALA Document
AI2ICMc - 2003
per annum
PAGE 9
See Addendum #1 to the Standard Form of Agreement Between Owner and Construction Manager ALA Document
Al21CMc - 2003
PAGE 12
~ 7,1.3 Provided an Application for Payment is received by the Architect not later than the day of a month, the
Owner shall make payment to the Construction Manager not later than the day of the same month, If an
Application for Payment is received by the Architect after the application date fixed above, payment shall be made
by the Owner not later than ( ) days after the Architect receives the Application for Payment.
PAGE 14
See Addendum #1 to the Standard Form of Agreement Between Owner and Construction Manager ALA Document
A 121CMc - 2003
PAGE 15
~ 8.3,1 The Construction Manager shall (Insert "shall" or "shall not") furnish bonds covering faithful performance
of the Contract and payment of obligations arising thereunder. Bonds may be obtained through the Construction
Manager's usual source, and the cost thereof shall be included in the Cost of the Work. The amount of each bond
shall be equal to ( ) of the Contract Sum,
PAGE 17
See Addendum #1 to the Standard Form of Agreement Between Owner and Construction Manager ALA Document
A121CMc - 2003
Chris Kukulski. City Manager
Derek Didriksen. Proiect Manager
Additions and Deletions Report for AlA Document A121™CMc - 2003 and AGC Document 565. Copyright @ 1991 and 2003 by The American Institute of
Architects and The Associated General Contractors of America. All rights reserved. WARNING: This document is protected by U.S. Copyright Law and 2
International Treaties, Unauthorized reproduction or distribution of this document, or any portion of it, may result in severe civil and criminal
penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AlA software at 11 :23:43 on 11/15/2007
under Order No.1000317133. 1 which expires on 8/18/2008, and is not for resale.
User Notes: (3539139740)
Certification of Document's Authenticity
AIA@ Document 0401 ™ - 2003
I, Ben Lloyd, hereby certify, to the best of my knowledge, information and belief, that I created the attached final
document simultaneously with its associated Additions and Deletions Report and this certification at II :23:43 on
11/15/2007 under Order No. I 000317133_1 from AlA Contract Documents software and that in preparing the
attached final document I made no changes to the original text of AlA (!i) Document A 121 TMCMc - 2003 and AGC
Document 565 - Standard Form of Agreement Between Owner and Construction Manager where the Construction
Manager is Also the Constructor, as published by the AlA in its software, other than those additions and deletions
shown in the associated Additions and Deletions Report.
~
(Signed)
r-rSt4:-"f / ~ ~
,
(Title)
II !Ir- L/[J_
(Dated)
AlA Document 0401"" - 2003. Copyright @ 1992 and 2003 by The American Institute of Architects. All rights reserved. WARNING: This AlA" Document
Is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distrlbullon of this AlA" Document, or any portion of it, 1
may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by
AlA software at 11 :23:43 on 11/15/2007 under Order NO,1000317133 1 which expires on 8/18/2008, and is not for resale.
User Notes: (3539139740)
ADDENDUM #1 TO THE STANDARD FORM OF AGREEMENT
BETWEEN OWNER AND CONSTRUCTION MANAGER
AlA DOCUMENT A121 CMc - 2003
The following provisions modify, change, delete from or add to the agreement between
Owner and Construction Manager, AlA Document A 121 CMc, 2003 ("AlA Document
A 121 "). Except where any article of the standard form is modified, or any paragraph,
subparagraph or clause thereof is modified or deleted by this Addendum, the provisions of that
article, paragraph, paragraphs or clause shall remain in effect. For purposes ofthis Project, the
term Construction Manager, General Contractor Construction Manager ("GCCM") and
"Contractor" shall a1l mean the Construction Manager identified in this contract. For purposes of
this Project and this Agreement, and except where otherwise noted, the term "Subcontractors"
shall mean any contractors, subcontractors, trade contractors, or other entities who are successful
bidders in the competitive bidding processes conducted by the Owner and who are awarded
contracts for construction work on this Project.
1.1
1.2 Delete in its entirety Subparagraph 1.2 and replace with the following:
During the Construction Phase ofthis Project, the Construction Manager's responsibilities to the
Owner sha1l be as set forth in this Addendum and in the 1997 Edition of the AlA Document
A20 I, "General Conditions of the Contract for Construction," and the Supplementary
Conditions, which are incorporated herein by reference (hereinafter co1lectively referred to as
"AlA Document A201 "). For the Preconstruction Phase, or in the event that the Preconstruction
and Construction Phases proceed concurrently, AlA Document A20I shall apply to the
Preconstruction Phase only as specifically provided in this Agreement. The term Contractor as
used in AIA Document A20 I sha1l mean the Construction Manager.
Add new Subparagraph to Article I as follows:
1.3 Preconstruction and Construction Phases ofW ork
The Parties acknowledge and agree that the Construction Manager will provide services at the
Preconstruction Phase, (which shall run through the Bidding Phase) and, if approved by the
Owner, through the Construction Phase. The Parties agree and acknowledge that the Project will
proceed with a phased or sequential bidding process and that portions of the
Project may enter Construction Phase while other portions of the Project remain in the
Preconstruction Phase. Until the Owner has given approval for use of the Construction
Manager beyond the Preconstruction Phase of a phased or sequential portion of the Project,
pursuant to Amendment No. I hereto or any subsequently numbered Amendment, the
Construction Manager shall have the authority to provide services only through the
Preconstruction Phase of that phased or sequential portion of the Project at the compensation set
forth in Section 4.1.1.
ADDENDUM NO. I-BOZEMAN CITY lIALL REMODEL PROJECT
AlA A 1211CMc- Page 1
2.1
2.1.6 Delete Subparagraph 2.1.6 in its entirety.
2.1.8 Replace the first sentence of Subparagraph 2.1.8 with the following:
Except as may otherwise be provided herein, the Construction Manager does not warrant or
guarantee estimates and schedules. It is understood that the Construction Manager/Architect
team will invest substantial time before, during and after the bidding phase and that value
engineering and minor scope changes to the design of the Project will frequently be necessary
during the Preconstruction Phrase to protect and maintain the Owner's overall budget. It is
recognized that neither the Owner nor the Construction Manager has control over the cost of
labor, materials or equipment, competitive bidding, market or negotiating conditions.
Accordingly, the Construction Manager cannot and does not warrant or represent that bids or
negotiated prices will not vary from the Owner's Project budget or from any estimate of the
Cost of Work or evaluation prepared by the Architect.
Add new Subparagraph to Paragraph 2.1 as follows:
2.1.10 Overview of Services.
Without assuming any responsibility for the design of the Work, the Construction Manager
will, in addition to any other services set forth under Paragraph 2.1, provide the following
Preconstruction services:
.1 Consult with, advise, assist, and provide recommendations to the Owner and
Architect on all aspects of the planning and design ofthe Work. The Architect
is, however, ultimately responsible for the design ofthe Work.
.2 Provide information, estimates, and participate in decisions regarding
construction materials, methods, systems, phasing, and costs to assist in
determinations that are aimed at providing the highest quality building within
the budget and schedule.
.3 Review in-progress design documents and provide input and advise on
construction feasibility, alternative materials, and availability of materials and
equipment; Review completed design documents and suggest modifications to
improve completeness and clarity.
.4 Provide input regarding the current construction market bidding climate, status
of key subcontract markets, etc.; Recommend division of work to facilitate
bidding and award of trade contracts, considering such factors as bidding
climate, improving or accelerating construction completion, minimizing trade
jurisdictional disputes and related issues.
ADDENDUM NO. I-BOZEMAN CITY HALL REMODEL PROJECT
AlA A121/CMc- Page 2
.5 Work with the Architect to develop and monitor the Project critical path
schedule and recommend adj ustments in the design documents or construction
bid packaging to ensure completion of the Project in an expeditious manner,
while addressing and meeting schedule requirements.
.6 Prepare construction cost estimates for the project at appropriate times
throughout the design phases of the work; Notify the Owner as soon as
reasonably possible if the provided construction cost estimates appear to be
exceeding the Owner's budget.
.7 Work with the Owner and Architect to assist the Architect with its goal of
achieving a building that will become LEED certified.
.8 Work with the Architect in order for the Architect to complete all design work in
accordance with applicable government codes.
.9 Attend a minimum of 3 meetings of the Required City Review Boards, at the Design
Development, Construction Documents and Bidding Phase, as coordinated with
the Owner and Architect.
.10 Assist the Architect in the submission of the Construction Documents to the
specific state and local agencies having jurisdiction over the Project, including
but not limited to review under S 20-6-622, MCA and in securing written
approval from those agencies.
.11 Work with the Architect in the preparation of the advertisements for bids, as
well as the necessary forms, record of bidders, plan deposits, proposals and other
bidding and construction documents, all subject to the Owner's approval prior to
distribution to prospective bidders. The Construction Manager shall also work
with the Architect to ensure that the bid specifications and Construction
Documents contain the provisions required by Montana law concerning
prevailing wage (S918-2403 and 18-2-422, MCA; ARM 24.16.9005), resident
hiring preference (s 18-2-403, MeA), nondiscrimination (S49-3-207, MCA),
bid security (S18-2-302, MCA), posting of wages and maintenance of records
(SS 18-2-406 and 422, MCA, as amended) and all other provisions required by
Montana and Federal law for public contracting
.12 Assist the Owner and Architect in determining the number and nature of the bid
packages to be placed for bid, open the bids on behalf of the Owner at a
public meeting on school premises and following a review of the bids
conducted with the Architect, assist the Architect in the preparation of a
written bid analysis for presentation to the Owner, along with supporting
documentation.
ADDENDUM NO. I-BOZEMAN CITY HALL REMODEL PROJECT
AlA Al21/CMc- Page 3
.13 Work with the Architect to require that all contracts for construction contain
requirements that the Subcontractors provide operations manuals and adequate
training and support for the Owner in the operation of mechanical, electrical,
heating and air conditioning systems installed by the Subcontractor.
.14 Act as the advisor to and agent of the Owner.
2.1.11 Additional Pre-Construction Phase Responsibilities.
The Construction Manager will work with the Architect in the preparation of the bidding
information, which must be approved by the Owner before distribution to prospective bidders.
Construction will not commence until plans and specifications have been submitted to and
approved by the City of Bozeman. Plans and specifications must show in detail the proposed
construction and indicate conformity with the applicable building code. (see ~20-2-622, MCA.)
2.2
2.2.1 Replace Subparagraph 2.2.1 in its entirety with the following:
At the end of the Bidding Phase, the Construction Manager shall propose, in writing, a
guaranteed maximum price (GMP) in the form of Amendment No.1, attached hereto. The
GMP shall be calculated by adding: (i) the sum of all of the awarded contracts for the Work;
(ii) the Construction Manager's Reimbursable Direct Job Costs; (iii) the Construction
Manager's Fee; and (iv) the Construction Contingency. The Construction Manager's fee shall
be calculated by adding the sum of all of the awarded contracts for the Work to the
Construction Manager's Reimbursable Direct Job Costs, and multiplying that sum by 5.5%.
The Owner shall have the right to pay Reimbursable Direct Job Costs directly where feasible,
thereby reducing the overall GMP.
If the GMP proposal exceeds the Construction Manager's most recent approved cost estimate
relating to a portion of the construction work, the Construction Manager shall work with the
Architect to bring the project within the approved cost estimate.
The Construction Manager's Fee shall be established in accordance with Article 5, as
amended.
If the proposed GMP is acceptable, the Owner shall, within ten (10) days, approve Amendment
No.1 and issue a Notice to Proceed to the Construction Manager indicating its approval of
the GMP and its decision to utilize the Construction Manager throughout the Construction
Phase of that portion of the Project.
Bids for construction work shall be formally awarded by the Construction Manager after the
Construction Manager receives the Notice to Proceed and shall be awarded on behalf of the
ADDENDUM NO. I-BOZEMAN CITY HALL REMODEL PROJECT AlA A 121/CMc. Page 4
Owner to the lowest responsible and responsive bidder in accordance with Montana Law.
Any bid for construction work for which the Construction Manager is the lowest responsible
and responsive bidder shall be awarded by the Owner to the Construction Manager and shall
constitute a contract between the Owner and Construction Manager and the Construction
Manager shall be the guarantor of such contract under the provisions ofthis Agreement relating
to the GMP.
2.2.2 Delete Subparagraph 2.2.2 in its entirety.
2.2.3 Replace Subparagraph 2.2.3 with the following:
The Owner shall maintain the construction contingency and this cost shall not be included as part
of the Construction Managers GMP.
2.2.4 Delete Subparagraph 2.2.4 in its entirety.
Add the following new Subparagraphs to Paragraph 2.2:
2.2.11 If, after executing Amendment No.1, the parties agree to change the total sum of
the GMP, both parties shall sign a new, sequentially numbered, amendment in the form of
Amendment No.1, evidencing their agreement to change the total sum of the GMP.
The GMP shall be amended only in the event of a Change in the Scope of Work, and any
amendment to the GMP shall be limited to the actual, substantiated increase or decrease in the
Cost of Work caused thereby plus or minus the Construction Manager's fee specified in Section
5.1.1.
.1 A Change in Scope means a change to the Project that is initiated, requested or
approved by the Owner and (a) involves a change to a design, schedule or procurement
previously approved by the Owner; or (b) expands, enlarges or diminishes the Scope of
the Work and the nature, quantity, scope or quality of the Construction Manager's work
and services; or (c) is approved by the Owner in writing as a Change in Scope. A
Change in Scope may result in an increase or decrease to the GMP, an increase or
decrease to the Project's Contract Time or a combination of the two.
.2 To effectuate a Change in Scope, either the Owner may initiate the Change or
the Construction Manager shall notify the Owner and Architect in writing if it believes it
is entitled:
(a) to an increase in the GMP, or
(b) to an extension in the Contract Time, or
(c) to a combination of the two.
.3 The Construction Manager's failure to provide the Owner with written notice of a
proposed Change in Scope within the 30 calendar days of the event giving rise to the
Construction Manager's claim shall mean that the Construction Manager has waived any
Claim arising therefrom and the Construction Manager shall perform all work associated
with the alleged Change in Scope at issue without an increase in the GMP or the Contract
Time, and without use of the Construction Contingency Account.
ADDENDUM NO.1-BOZEMAN CITY HALL REMODEL PROJECT
AlA A12I1CMc- Page 5
2.2.12 After receiving the Construction Manager's notice as provided in Section 2.2.11, the
Owner may request that the Construction Manager prepare and submit specific comments,
recommendations and alternatives for modifying the Project to fit within the GMP and
Completion Date(s).
2.2.13 Within 30 calendar days of receiving the Construction Manager's notice as provided in
Section 2.2.11 or after receiving the Construction Manager's comments, recommendations or
alternatives as provided in Section 2.2.12, whichever is later, the Owner shall exercise one of
the following options:
(a) agree with the Construction Manager's request to increase the GMP or the Contract
Time, or both, as requested in the Construction Manager's written notice; or
(b) accept only a portion of the Construction Manager's request to increase the GMP or
the Contract Time or both; or
(c) reject the Construction Manager's request for an increase to the GMP and the
Contract Time or both and direct the Construction Manager to proceed with the Work.
Tn the event the Owner refuses to agree with the Construction Manager's request to increase the
GMP or the Contract Time, or both, in whole or in part, and notwithstanding any provision of
the Contract Documents to the contrary, the Construction Manager may pursue a claim for an
increase in the GMP or the Contract Time, or both, in accordance with the procedure provided
AlA Document A20 1-1997, including Articles 4 and 7 thereof.
2.3
2.3.1.1 Replace subparagraph 2.3.1.1 in its entirety with the following:
The Construction Phase with respect to any portion ofthe Project shall commence no later than
the date ofthe issuance of the Notice to Proceed.
Add the following new Subparagraphs to Paragraph 2.3:
2.3.1.2 During the Construction Phase of any portion of the Project, the Construction
Manager's obligations to the Owner, in addition to those set forth herein, shall generally be as set
forth in AlA Document A201 and the supplement conditions thereto, and shall specifically
include the performance of general and comprehensive oversight of the Project on behalf of
the Owner. The Construction Manager shall, on behalf of the Owner, enter into contracts with
Subcontractors that shall be subject to AlA Document A201, and the supplemental conditions
thereto, agreed upon by the Owner, Architect and Construction Manager. Such
documents shall become part of the Contract Documents governing the Work.
2.3.1.2.1 The Construction Manager shall, on behalf of the Owner, enter into contracts in
accordance with Paragraph 2.2.1 above for the performance of the Work with all
successful, responsive, and responsible bidders in the competitive bidding process
Conducted by the Owner In accordance with Section 2.2.1, the Owner will enter into the
ADDENDUM NO.1 BOZEMAN CITY HALL REMODEL PROJECT
AlA A 121/CMe- Page 6
Contracts for specific work with the Construction Manager where the Construction Manager
is the lowest bidder. All such direct contracts with the Construction Manager are guaranteed by
the Construction Manager's GMP and shall be treated in the same fashion as other subcontracts
for all purposes except as otherwise noted herein or expressly stated in the contracts themselves.
2.3.1.2.2 The Construction Manager shall be directly obligated to the Owner for the
administration and performance of the Work under all of the contracts referenced in
Subparagraph 2.3.1.2.1.
2.3.1.2.3 The Construction Manager may undertake construction work with the Construction
Manager's own forces only under the following conditions: (1) such work is publicly bid
according to the invitations to bid and requirements of state law; (2) the Construction
Manager is the lowest responsive and responsible bidder for the work as confirmed by the
Architect and Owner.
2.3.2.1 Delete the third sentence of Section 2.3.2.1 and insert a new third sentence as follows:
The Owner will determine, with the advice ofthe Construction Manager, which bids will be
accepted; provided however, the Construction Manager, at its sole discretion, may require that
any bidder provide full performance and payments bonds as a condition precedent to any work
being awarded to such bidder.
2.3.2.3 Replace Subparagraph 2.3.2.3 in its entirety with the following:
Subcontracts and agreements with suppliers furnishing material or equipment fabricated to a
special design shall conform to the payment provisions of Subparagraphs 7.1.8 and 7.1.9.
2.3.2.5 Replace Subparagraph 2.3.2.5 in its entirety with the following:
The Construction Manager shall prepare a schedule in accordance with Paragraph 3.10 of
AlA Document A201, including the Owner's occupancy requirements.
2.3.2.6 Replace Subparagraph 2.3.2.6 in its entirety with the following:
The Construction Manager shall record the progress of the Project and shall submit monthly
written progress reports to the Owner and Architect including information on each
Subcontractor's Work, as well as the entire Project, showing percentages of completion.
The Construction Manager shall keep a daily log containing a record of weather, each
Subcontractor's Work on the site, number of workers, identification of equipment, Work
accomplished, problems encountered, and other similar data as the Owner may require. The log
shall be available to the Owner and Architect.
Add the following new Subparagraphs to Subparagraph 2.3.2:
2.3.2.8 The Construction Manager shall, on behalf of the Owner, execute and enter into
all contracts with Subcontractors and shall ensure that the contracts contain all provisions
required by law, including, but not limited to, compliance with provisions addressing
prevailing wages (SI8-2-403, 422, MCA); Montana residential preferences (S 18-2-403,
MCA), nondiscrimination (*49-3-207, MCA), and maintenance of records requirements
(918-2-406 and 422, MCA, as amended). (See generally Article 2.1.10(11) above).
ADDENDUM NO.1 BOZEMAN CITY HALL REMODEL PROJECT AlA A121/CMc- Page 7
The Construction Manager will conform to the provisions of 915-50-206, MCA, requiring
the withholding of 1 % of all payments due the Subcontractors. For each contract, the
Construction Manager will file the necessary forms, including the Form PC-l and related
forms, with the Montana Department of Revenue containing the information set forth in
ARM 42.31.2121, within 10 days of the award of the contract. The Construction Manager
will copy the Owner with all filings and transmittals made with or to the Department of
Revenue in fulfillment of its obligations under this provision.
2.3.2.9 Utilizing the construction schedules provided by the various Subcontractors, the
Construction Manager shall update the Project construction schedule incorporating the
activities of the Subcontractors on the Project, including activity sequences and durations,
allocation oflabor and materials, and delivery of products requiring long-lead time and
procurement. The Construction Manager shall maintain Shop Drawings, Product Data and
Samples and other submittal material from the Subcontractors in a separate tabular schedule.
The Project construction schedule shall include the Owner's occupancy requirements showing
portions of the Project having occupancy priority. The Construction Manager shall update and
reissue the Project Construction schedule as required to show current conditions. If an update
indicates that the previously approved Project construction schedule may not be met, the
Construction Manager shall recommend corrective action to the Owner and Architect.
2.3.2.10 Consistent with the various bidding documents and utilizing information from the
Subcontractors, the Construction Manager shall coordinate the sequence
of construction and the assigning of space in areas where the Subcontractors are performing
Work.
2.3.2.11 The Construction Manager shall determine in general that the Work of each
Subcontractor is being performed in accordance with the requirements of the Contract
Documents to guard the Owner against defects and deficiencies in the Work. As appropriate,
the Construction Manager shall have the authority, upon written authorization from the Owner,
to require additional inspection or testing of the Work in accordance with the provisions of
the Contract Documents, whether or not such Work is fabricated, installed or completed. The
Construction Manager, in consultation with the Architect, may reject Work that does not
conform to the requirements of the Contract Documents.
2.3.2.12 The Construction Manager shall schedule and coordinate the sequence of construction
in accordance with the Contract Documents and the latest approved Project construction
schedule, as well as schedule and coordinate any outside inspections required by law so as to
avoid unnecessary delays.
2.3.2.13 The Construction Manager shall arrange for the delivery, storage, protection and
security of Owner purchased materials, systems and equipment that are part ofthe Project until
such items are incorporated into the Project, if such materials, systems and equipment are
identified in the plans and specifications.
2.3.2.14 The Construction Manager shall review requests for changes, assist in negotiating
ADDENDUM NO. I--BOZEMAN CITY HALl, REMODEL PROJECT AlA Al 21/CMc- Page 8
the Subcontractor's proposals, submit recommendations to the Architect and Owner and, if
they arc accepted, prepare Change Orders and Construction Change Directives which
incorporate the Architect's modifications to the Documents.
2.3.2.15 In collaboration with the Architect, the Construction Manager shall establish and
implement procedures for expediting the processing and approval of Shop Drawings, Product
Data, Samples and other submittals. The Construction Manager shall review all Shop
Drawings, Product Data, Samples and other submittals from the Subcontractors. The
Construction Manager shall coordinate submittals with information contained in related
documents and simultaneously transmit to the Architect and Owner those that have been
approved by the Construction Manager. The Construction Manager's actions shall be taken
with such reasonable promptness as to cause no delay in the Work or in the activities of the
Owner or Subcontractors.
2.3.2.16 The Construction Manager shall maintain at the Project 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 changes and selections made
during construction, and in addition, approved Shop Drawings, Product Data, Samples and
similar required submittals. The Construction Manager shall maintain records, in duplicate, of
principal building layout lines, elevations of the bottom ofthe footings, floor levels and key
site elevations certified by a qualified surveyor or professional engineer. The Construction
Manager shall make all such records and record Drawings available to the Architect and upon
completion of the Project shall deliver them to the Owner.
2.3.2.17 With the Architect and the Owner's maintenance personnel, the Construction
Manager shall conduct the final testing and start-up of utilities, operating systems and
equipment.
2.3.2.18 When the Construction Manager considers each Subcontractor's Work or designated
portion thereof substantially complete, the Construction Manager shall notify the Architect.
The Construction Manager shall assist the Architect in conducting inspections to determine
whether the Work or designated portion thereof is substantially complete.
2.3.2.19 The Construction Manager shall coordinate and administer any required correction
and completion of the Work. Following issuance ofa Certificate of Substantial Completion
ofthe Work or a designated portion thereof, the Construction Manager shall evaluate the
completion of the Work of the Subcontractors and make recommendations to the Architect
when Work is ready for final inspection. The Construction Manager shall assist the Architect
in making final inspections.
2.3.2.20 The Construction Manager shall, accompanied by the Architect and a representative of
the Owner, make the following inspections per agreed dates on the schedule. "Substantial
Completion" - to determine that building systems are operational but not necessarily balanced,
flooring is installed and walls painted, that all furnishings and other materials will be able to be
staged in classrooms and offices. "Balance" ~ to determine that all building systems will be
balanced, all trim and cabinetry will be installed, the spaces will be completed and ready for
ADDENDUM NO. i-BOZEMAN CiTY HALL REMODEL PROJECT AlA AI 211CMc- Page 9
staged materials to be unpacked and the rooms put into use, the gymnasium will be completed
and all outside hard surfaces will be fully completed. "Final" - to determine that all outside
landscaping shall be completed and all punch list items for minor adjustments and repairs shall
be completed. "Warranty" - such inspection shall be made approximately eleven months after
Substantial Completion and acceptance of the Work. These inspections may be at different
times for different portions of the Work. The Construction Manager shall assist the Architect in
determining whether the Work has been completed in accordance with the Contract Documents
and shall assist the Architect in endeavoring to see that any remedial work found to be necessary
is performed in a satisfactory and workmanlike manner by the Subcontractor responsible for the
same.
2.3.2.21 The Construction Manager shall secure and transmit to the Architect all warranties
and similar submittals required by the Contract Documents for delivery to the Owner and
deliver all keys, manuals, record drawings and maintenance stocks to the Owner. The
Construction Manager shall forward to the Architect a final Project Application for Payment
upon compliance with the requirements of the Contract Documents.
2.5
.5 Insert the following after the first sentence of Subparagraph 2.5 with the following:
Except as otherwise provided, the Owner, Construction Manager and Architect shall then
proceed in the manner described in Article 10 of AlA Document A20 1. The Owner shall be
responsible for obtaining the services of a licensed laboratory to verify the presence or absence
of the material or substance reported by the Construction Manager and, in the event such
material or substance is found to be present, to verify that it has been rendered harmless. The
Construction Manager shall assist the Owner in procuring the services of persons or entities to
perform tests verifying the presence or absence of such material or substance or to perform the
task of removal or safe containment of such material or substance.
4.1
4.1.1 Replace Subparagraph 4.1.1 in its entirety with the following:
For the Construction Manager's services during the Preconstruction phase, the Construction
Manager shall be paid the fixed sum of$8,500.00 and the Construction Manager will keep
a log of services rendered during this period
4.1.2 Delete Subparagraph 4.1.2 in its entirety.
4.1.3 Delete Subparagraph 4.1.3 in its entirety.
4.2.1 Add the following to Subparagraph 4.2.1 :
Payments are due and payable pursuant to 928-2-2101 et seq., MCA, which provides, in part,
ADDENDUM NO. I-BOZEMAN CITY HALL REMODEL PROJECT AlA A12I1CMc- Page 10
that a contractor's request for payment is considered approved by the owner 21 days after
receipt of the request by the Owner or the person designated in the contract by the Owner to
receive the payment request unless, prior to that time, the Owner provides the contractor with
a written statement containing specific items in the request for payment that are being
disapproved by the Owner. If the Owner approves all or a portion of a contractor's request
for payment as provided in the statute, the Owner shall pay the contractor the approved
amount within 7 days after contractor's request for payment is approved.
4.2.2 Delete Subparagraph 4.2.2 in its entirety.
5.1
5.1.1 Replace Subparagraph 5.1.1 in its entirety with the following:
For the Construction Manager's services during the Construction Phase, the Construction
Manager's Fee shall be 5.5% of the sum of all of the awarded contracts for the Work plus the
Construction Manager's Reimbursable Direct Job Costs as defined in Subparagraph 2.2.1 above,
less any credit amount under Subparagraph 4.1.1 above
The Owner shall in no event be obligated to the Construction Manager for more than the amount
set forth in this Subparagraph 5.1.1 for Construction Phase fees in connection with this Project.
Notwithstanding any other provisions in the Contract Documents, the basis for computing the
Construction Manager's compensation under this paragraph shall specifically not include
any increased contract sums necessitated by changes in the work, increased costs, or costs
approved for any other reason, except as provided by Sections 2.2.11 and 2.2.12.
5.2
5.2.1 Replace Subparagraph 5.2.1 in its entirety with the following:
The sum ofthe Cost ofthe Work as defined in Subparagraph 6.1.1 below, together with the
Construction Manager's Fee, is guaranteed by the Construction Manager not to exceed the
Guaranteed Maximum Price provided in Amendment No.1 or any sequentially numbered
Amendment, subject only to additions approved in accordance with this Agreement and the
General and Supplemental Conditions made a part hereof. Such maximum sum as adjusted by
approved changes in the Work is referred to herein as the adjusted Guaranteed Maximum
Price. Any costs or expenses that cause the adjusted Guaranteed Maximum Price to be
exceeded shall be the sole responsibility of and paid by the Construction Manager without
reimbursement by the Owner except as provided in Section 2.2.11 and 2.212.
5.3
5.3.2 Replace Subparagraph 5.3.2 in its entirety with the following:
In calculating adjustments to Subcontracts, the terms "cost" and "fee" as used in
Subparagraph 7.3.3.3 of AlA Document A201 and the terms "cost" and "a reasonable
allowance for overhead and profit" as used in Subparagraph 7.3.6 of AlA Document A20l
shall have the meanings assigned to them in that document and shall not be modified by this
Article 5. The Construction Manager's fee and/or overhead and profit shall not be increased
ADDENDUM NO.1-BOZEMAN CITY HALL REMODEL PROJECT AlA A121/CMc- Page 11
based on changes to the work except as specifically provided in Section 5.1.1, where the
Owner requests material changes which are outside the scope of the Project.
5.3.3 Delete Subparagraph 5.3.3 in its entirety.
5.3.4 Delete Subparagraph 5.3.4 in its entirety.
6.1
6.1.1 Replace Subparagraph 6.1.1 in its entirety with the following:
The term "Cost of the Work" shall mean the aggregate total of all Subcontracts
competitively solicited and awarded for construction work in connection with the Project,
including any contracts competitively solicited and awarded to the Construction Manager for
construction work in connection with the Project, and Reimbursable Direct Job Costs defined on
Exhibit A. In the event inconsistency between any Contract Document and Exhibit A, Exhibit A
shall govern.
6.1.2 Delete Subparagraph 6.1.2 in its entirety.
6.1.3 Delete Subparagraph 6.1.3 in its entirety.
6.1.4 Delete Subparagraph 6.1.4 in its entirety.
6.1.5 Delete Subparagraph 6.1.5 in its entirety.
6.1.6 Delete Subparagraph 6.1.6 in its entirety.
6.1. 7 Delete Subparagraph 6.1. 7 in its entirety.
6.1.8 Delete Subparagraph 6.1.8 in its entirety.
6.1.9 Delete Subparagraph 6.1.9 in its entirety.
6.2
6.2.1 Delete Subparagraph 6.2.1 in its entirety.
6.4
6.4.1 Add the following to Paragraph 6.4.1 after the first sentence:
The Construction Manager shall maintain records for all subcontracts, change orders and scope
of Work changes resulting from all Subcontractors.
ADDENDUM NO. I. BOZEMAN CITY IIALL REMODEL PROJECT
AlA AI2I!CMc" Page 12
7.1
7.1.1 Delete the words "on account of the Contract Sum" from the first sentence of
Subparagraph 7.1.1.
7.1.3 Replace Subparagraph 7.1.3 in its entirety with the following:
Progress payments are due and payable pursuant to 928-2-2101 et seq., MCA, which
provides, in part, that a contractor's request for payment is considered approved by the
Owner 21 days after receipt of the request by the Owner or the person designated in the
contract by the Owner to receive the payment request unless, prior to that time, the Owner
provides the contractor with a written statement containing specific items in the request for
payment that are being disapproved by the Owner. If the Owner approves all or a portion of
a contractor's request for payment as provided in the statute, the Owner shall pay the
contractor the approved amount within 7 days after contractor's request for payment is
approved.
Replace Subparagraph 7.1.8 in its entirety with following:
7.1.8 After the words "retainage of" in the first sentence of Subparagraph 7.1.7.3, insert the
words "five percent (5%)". All retainage amounts under this provision shall be placed in an
interest-bearing account by the Owner in the name of both parties in accordance with Montana
law. The interest from that account shall be payable to the Construction Manager as it is
accrued. The payment of the escrow account shall be made to the Construction Manager
simultaneously with the final payment, less only such amount as may reasonably be necessary to
correct any identified deficiency in the Work in accordance with Sections 28-2-2101, et seq, of
the Montana Code Annotated.
Except with the Owner's prior approval, payments to Subcontractors shall be subject to
retention of not less than five percent (5%).
Add the following new Subparagraphs to Subparagraph 7.1:
7.1.11 The Construction Manager shall develop and implement procedures for the timely
review and processing of applications for payment by Subcontractors for progress and final
payments.
7.1.12 Based on the Construction Manager's observations and evaluations of each
Subcontractor's application for payment, the Construction Manager shall review and certify
the amounts due the respective Subcontractors and shall incorporate such certified amounts
into the Application for Payment developed under Subparagraph 7.1.5 above.
7.1.13 The Construction Manager's certification for payment shall constitute a representation
to the Owner, based on the Construction Manager's determinations at the site and on the data
comprising the Subcontractor's applications for payment, that, to the best of the Construction
Manager's knowledge, information and belief, the Work has progressed to the point indicated
and the 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 the Contract
ADDENDUM NO. I-BOZEMAN CITY I [ALL REMODEL PROJECT AlA A 121/CMc- Page 13
Documents upon Substantial Completion, to results of subsequent tests and inspections, to
minor deviations from the Contract Documents correctable prior to completion and to
specific qualifications expressed by the Construction Manager in writing. The issuance of a
Certificate for Payment shall further constitute a representation that the various
Subcontractors are entitled to payment in the amount certified.
7.2
7.2.1 Replace Subparagraph 7.2.1 in its entirety with the following:
Except as may otherwise be provided herein, final payment shall be made by the Owner to
the Construction Manager when (I) this Agreement has been fully performed by the
Construction Manager and all Work completed by the Subcontractors, except for their
respective responsibilities to (a) correct nonconforming Work as provided in AlA Document
A20 I and (b) satisfy other requirements, if any, which necessarily survive final payment;
(2) a final Application for Payment and a final accounting for the Cost ofthe Work and
General Condition Expenses have been submitted by the Construction Manager and
reviewed by the Owner and/or its accountants; and (3) a final Certificate for Payment has
then been issued by the Architect. Such final payment shall be made pursuant to 928-2-2101
et seq., MCA.
7.2.4 Replace Subparagraph 7.2.4 in its entirety with the following:
If the Owner's accountants report the Cost of the Work and AIA Document A20 I Expenses as
substantiated by the Construction Manager's final accounting to be less than claimed by the
Construction Manager, the Construction Manager shall be entitled to proceed to resolve such
dispute under Article 9 or as otherwise provided herein without a further decision of the
Architect. Pending a final resolution of the disputed amount, the Owner shall pay the
Construction Manager the amount certified in the Architect's final Certificate for Payment.
7.2.5 Delete Subparagraph 7.2.5 in its entirety.
8.1
8.1.1 Replace Subparagraph 8. l.1 in its entirety with the following:
Without limiting any of the other obligations or liabilities of the Construction Manager, the
Construction Manager shall secure and maintain such insurance from an admitted insurance
company (or companies) authorized to write insurance in the State of Montana, with a
minimum "A.M. Best Rating" of A, as will protect himself, his subcontractors, the Owner and
the Architect/Engineer and their respective agents and employees from claims for bodily
injury, death, or property damage which may arise from operations and completed operations
under this Agreement. Such coverage shall be written for claims arising out of all
premises/operations, and all liability assumed by the Construction Manager under any
contract or agreement. Construction Manager shall not commence work under this Agreement
until such insurance has been obtained and certificates of insurance, with binders, or certified
copies of the insurance policy, shall have been filed with the Owner and the
Architect/Engineer.
ADDENDUM NO. 1-1l0ZEMAN CITY HALL REMODEL PROJECT AlA A 121/CMc- Page 14
All insurance coverages shall remain in effect throughout the life of the Agreement, except
that the Construction Manager shall maintain the Commercial General Liability coverage for a
period of at least one year following the substantial completion date for property damage
resulting from occurrences during the agreement period.
Each insurance policy shall contain a clause providing that it win not be cancelled by the
insurance company without 45 days written notice to the Owner and Architect/Engineer of
intention to cancel.
Owner and Architect/Engineer are to be added as additional insureds under the General
Liability Coverages. However, the Owner and the Construction Manager understand that the
insurance coverage procured by the Construction Manager shall not provide coverage for design
related liabilities, it being the responsibility ofthe Architect to provide for the same.
Certificates of Insurance shan be provided identifying such interests.
The minimum amount of such primary insurance coverages shan be as follows:
.1 Commercial General Liability - Occurrence Form
Bodily Injury and Property Damage:
$1,000,000.00 per occurrence
$2,000,000.00 General Aggregate
$2,000,000.00 Products and Completed Operations Aggregate
Coverage to include:
Premises Operations
Products Completed Operations
Contractual Liability
Operations of Independent Contractors
Personal Injury
Broad Form Property Damage
Deductible: Not more than $5,000.00 per occurrence on property damage.
.2 Automobile Liability-Combined Single Limit
Combined Single Limits: $1,000,000.00 each accident
Uninsured / Underinsured Motorist Limits: $1,000,000.00.
Bodily Injury and Property Damage: Coverage to include:
All owned autos
All hired autos
All non-owned autos
.3 Umbrella or Excess Insurance
Per Occurrence Limit: $5,000,000.00
Annual Aggregate Limit: $5,000,000.00
ADDENDUM NO_ I-BOZEMAN CITY HALL REMODEL PROJECT
AlA A121/CMc- Page 15
This coverage to apply to the commercial general liability and the
automobile liability. Total limit of liability coverage requested is
$5,000,000 and can be made up of a combination ofthe primary
and the umbrella or excess insurance coverage.
.4 Workers' Compensation
Occupational Injury and Disease Statutory Employer's Liability:
These requirements may be written with General Liability Policy by
endorsement if unavailable from Workers' Compensation carrier.
8.1.2 Delete Subparagraph 8.1.2 in its entirety.
8.1.3 Delete Subparagraph 8.1.3 in its entirety.
8.1.4 Delete Subparagraph 8.1.4 in its entirety.
8.2
8.2 Replace in its entirety with the following:
During both phases of the Project, The Owner will maintain liability and property insurance with
the City's insurance carrier at the recommended carrier's levels.
8.3
8.3.1 Replace Subparagraph 8.3.1 in its entirety with the following:
The Construction Manager shall furnish bonds covering the faithful performance of this
contract and all contracts competitively solicited and awarded for construction work in
connection with the Project and payment of all obligations arising thereunder, including labor
and materials. Bonds may be obtained through the Construction Manager's usual source and
the cost thereof shall be included in the Cost of the Work. The amount of each bond
shall be equal to 100% of the Contract Sum of this contract and any and all contracts
competitively solicited and awarded for construction work in connection with the Project.
Both the Construction Manager and the Owner shall be listed as obligees on the payment and
performance bonds.
9.1
9.1.1 Replace Subparagraph 9.1.1 in its entirety with the following:
During both the Preconstruction and Construction Phases, Claims, disputes or other matters in
question between the parties to this Agreement shall be resolved as provided in Sections 4.3
through 4.6 in AlA Document A201, except that, during the Preconstruction Phase, no decision
by the Architect shall be a condition precedent to mediation.
ADDENDlJM NO. I-BOZEMAN CITY HALL REMODEL PROJECT AJA AJ 2 J/CMc- Page 16
9.2
9.2.1 Replace Subparagraph 9.2.1 in its entirety with the following:
Unless otherwise noted or unless otherwise inconsistent with their intended meaning in this
Agreement, the terms used in this Agreement shall have the same meaning as those in the
AIA Document A201.
9.2.2 Replace Subparagraph 9.2.2 in its entirety with the following:
This contract, which includes this Agreement, its Addendum, its Amendments and the other
documents incorporated herein by reference, represents the entire and integrated Agreement
between the Owner and Construction Manager and supersedes all prior negotiations,
representations or agreements, either written or oral. This Agreement and its Addendum
may be amended only by written instrument signed by both the Owner and the Construction
Manager. If any document incorporated into this Agreement or its Addendum is inconsistent
with either, this Agreement and its Addendum shall govern.
10.1
10.1.1 Replace Subparagraph 10.1.1 in its entirety with the following:
During the Preconstruction Phase, the Owner may terminate this Agreement at any time
without cause, and the Construction Manager may terminate this Agreement for any of the
reasons described in Subparagraph 14.1.1 of ALA Document A201.
10.1.2 Replace Subparagraph 10.1.2 in its entirety with the following:
If the Owner or Construction Manager terminates this Agreement pursuant to
Subparagraph 1 0.1.1 above prior to the commencement of the Construction Phase, the
Construction Manager shall be equitably compensated for Preconstruction Phase services
performed prior to receipt of notice oftermination; provided, however, that the compensation
for such services shall not exceed the compensation set forth in Subparagraph 4.1.1.
10.1.3 Replace Subparagraph 10.1.3 in its entirety with the following:
After commencement of the Construction Phase, the Construction Manager may terminate
this Agreement for any of the reasons set forth in and pursuant to Subparagraph 14.1 of AIA
Document A20 1. The Owner may terminate this Agreement for any of the reasons set forth
and pursuant to Subparagraphs 14.2 or 14.4 of AlA Document A20I.
10.1.4 If the Owner or Construction Manager terminates this Agreement pursuant to
Paragraph 10.1.3, the Construction Manager shall be entitled to compensation for services
rendered prior to termination in an amount that bears the same ratio to the Construction
Manager's total Fce as the amount of Work completed during the Construction Manager's
period of Construction Phase services bears to the total Cost of the Work. The aggregate of
previous payments made by the Owner with respect to the Construction Manager's Fee shall
ADDENDUM NO. 1--- BOZEMAN CITY HALL REMODEL PROJECT AlA A1211CMe- Page 17
be deducted from the figure arrived at through the above-referenced ratio. No amounts beyond
amounts that are tied to actual work performed shall be paid to the Construction Manager.
10.2
10.2.1 Delete Subparagraph 10.2.1 in its entirety.
10.2.2 Delete Subparagraph 10.2.2 in its entirety.
10.3
10.3 Replace Subparagraph 10.3 in its entirety with the following:
The Work may be suspended by the Owner as provided in Article 14 of ALA Document A201.
Add Article 11 and the following Subparagraphs of Article 11:
ARTICLE 11
11.1 The Construction Manager shall itself comply with and shall ensure the compliance
ofthe various Subcontractors with S 18-2-403, MCA in terms of giving preference to the
employment of bona fide Montana residents in the work it performs under this Agreement
and in paying the standard prevailing wage rate of wages, including travel allowance and
fringe benefits, in effect and applicable to the operations that are conducted in performing
the Work on this Project. The Construction Manager wi11 properly classify its employees and
ensure that the various Subcontractors properly classify their respective employees in
accordance with the most recent Montana prevailing wage rates as established by the
Montana Department of Labor prior to commencing operations under this Agreement. A copy
of the applicable prevailing wage rates are contained in the Project Manual and are expressly
incorporated herein by reference.
11.2 No waiver of any breach of anyone of the agreements, terms, conditions or covenants
of this Agreement by the Owner or Construction Manager shall be deemed to imply or
constitute a waiver of any other agreement, term, condition or covenant of this Agreement.
The failure of either party to insist on strict performance of any agreement, term, condition
or covenant herein set forth, shall not constitute or be construed as a waiver ofthe rights of
either or the other thereafter to enforce any other default of such agreement, term, condition
or covenant; neither shall such failure to insist upon strict performance be deemed sufficient
grounds to enable either party to forego or subvert or otherwise disregard any other
agreement, term, condition or covenant of this Agreement.
11.3 If in any instance any provision hereof shall be determined to be invalid or
unenforceable under any applicable law, such provision shall not apply in such instances, but
the remaining provisions shall be given effect in accordance with their terms.
11.4 Any notices required or permitted under this Agreement or which any party elects to
ADDENDUM NO. 1-1l0ZFMAN CITY HALL REMODEL PROJECT AlA A 121/CMc- Page 18
give shall be in writing and delivered either personally to the other party's authorized agent
set forth below (or as changed by written notice); or by depositing such notice with the
United States Postal Service, postage fully prepaid, to the person at the address set forth below;
by certified mail, return receipt requested; or to such other address as either party may later
designate in writing. Any notice given by mail as herein provided shall be deemed given
when deposited in the United States mail:
Owner: James Goehrung
Director of Facility Services
City of Bozeman
POBox 1230
Bozeman, MT 59771
Construction Manager: Dick Anderson Construction, Inc.
Attn: Derek
705 Bridger Drive, Suite A
Bozeman, MT 59715
11.5 This Agreement may be executed in several counterparts, and each such counterpart
shall be deemed an original.
11.6 Time is ofthe essence, and the Construction Manager agrees to proceed with the
provision of services under this Agreement with due diligence and without delay, in order
to meet the Owner's schedule of construction and occupancy. It is expressly agreed and
understood between the parties that the Project must reach Substantial Completion no later
than August 1,2008.
11.7 The Construction Manager shall reject the use of any hazardous material in the
construction of the project, including but not limited to asbestos, asbestos products,
polychlorinated biphenyl (PCB) or other toxic substances. Further, if any such materials are
discovered in the course of the construction, the Construction Manager shall notify the Owner
immediately.
11.8 In the event either party files suit to enforce their rights under this agreement, the
prevailing party shall be entitled to recover their costs and attorneys fees from the other party,
in addition to any other damages awarded by the court. It is understood and agreed that any
suit filed to interpret or enforce any of the provisions of this agreement shall be filed in the
Eighteenth Judicial District Court ofthe State of Montana.
ADDENDUM NO. I... BOZEMAN CITY HALL REMODEl. PROJECT
AlA A121/CMc- Page 19
This ADDENDUM No.1 entered into on this
OWNER:
City of Bozeman
P.o. Box 1230
Bozeman MT 59771
By:~l ~
Chris Kuku1ski
City Manager
ATTEST: ~F
Sta y VIm Ii ~ -
City Clerk -
/ /IJ-
day of
Q <..-1oi ~07.
CONSTRUCTION MANAGER:
Dick Anderson Construction, Inc.
520 705 Bridger Drive, Suite A
Q;o~~
ADDENDUM NO. I-BOZEMAN CITY HALL REMODEL PROJECT
AlA Al 21/CMc- Page 20
AMENDMENT NO.1 TO AGREEMENT BETWEEN OWNER
AND CONSTRUCTION MANAGER
Pursuant to Subparagraph 2.2 of the Agreement between Owner and Construction Manager (as
modified by Addendum No 1), dated this day of ,2007, between
the City of Bozeman ("Owner") and Dick Anderson Construction, Inc. ("Construction Manager")
for the Bozeman City Hall Remodel Project, the Owner and Construction Manager hereby
establish a Guaranteed Maximum Price and Contract Time for this portion of the Project as set
forth below:
GUARANTEED MAXIMUM PRICE
The Construction Manager's Guaranteed Maximum Price (GMP) for the Work, including the
Cost of the Work as defined in Article 6 and the Construction Manager's Fee as defined in
Article 5 is as follows:
$
Total of all Contracts competitively solicited and awarded
for construction work in connection with the Project.
$
Construction Manager's Fee for Construction Phase of the
Project.
$
Reimbursable Direct Job Costs identified on Exhibit A, that
are not paid for directly by the Owner.
$
TOTAL GUARANTEED MAXIMUM PRICE
ADD)-;NDUM NO. I-BOZEMAN CITY HALL REMOD)-;L PROJJ-;CT
AlA AI21/CMc- Page 21
CONTRACT TIME
The date of Substantial Completion for the Work underlying the contracts identified in Article 2
is: August 1,2008.
This Amendment No.1 is entered into on this
day of
,2007.
OWNER:
City of Bozeman
P.O. Box 1230
Bozeman MT, 59771
CONSTRUCTION MANAGER:
Dick Anderson Construction, Inc.
705 Bridger Drive, Suite A
Bozeman, MT 59715
By:
By:
Chris Kuku1ski
City Manager
ATTEST:
Stacy Ulmen
City Clerk
ADDENDUM NO. I---BOZEMAN CITY HALL REMODEL PROJECT
AlA AI 2 IICMc- Page 22
. AlA Document A20r" - 1997
General Conditions of the Contract for Construction
for the following PROJECT:
(Name and location or address):
City of Bozeman - City Hall
121 N Rouse Ave.
Bozeman, MT 59715
TABLE OF ARTICLES
ADDITIONS AND DELETIONS:
The author of this document has
added information needed for its
completion. The author may also
have revised the text of the original
AlA standard form. An Additions and
Deletions Report that notes added
information as well as revisions to
the standard form text is available
from the author and should be
reviewed. A vertical line in the left
margin of this document indicates
where the author has added
necessary information and where
the author has added to or deleted
from the original AlA text.
This document has important legal
consequences. Consultation with an
attorney is encouraged with respect
to its completion or modification.
THE OWNER:
(Name and address):
City of Bozeman
P.O. Box 1230
Bozeman, MT 5977 ]
THE ARCHITECT:
(Name and address):
Comma-Q Architecture, Inc.
109 N Rouse Ave, #1
Bozeman, MT 59715
GENERAL PROVISIONS
This document has been approved
and endorsed by The Associated
General Contractors of America
2 OWNER
3 CONTRACTOR
4 ADMINISTRATION OF THE CONTRACT
5 SUBCONTRACTORS
6 CONSTRUCTION BY OWNER OR BY SEPARATE 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
Init.
AlA Document A201™ ~ 1997. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987 and 1997 by The American
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reproduction or distribution of this AlA'" Document, or any portion of it, may result In severe civil and criminal penalties, and will be prosecuted to the
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User Notes: (3847826007)
INDEX
(Numbers and Topks in Bold are Section Headings)
Acceptance of Nonconforming Work
9.6.6,9.9.3, 12.3
Acceptance of Work
9.6.6,9.8.2,9.9.3,9.10.1,9.10.3,12.3
Access to Work
3.16, 6.2.1, 12.1
Accident Prevention
4.2.3, 10
Acts and Omissions
3.2,3.3.2,3.12.8,3.18,4.2.3,4.3.8,4.4.],8.3.1,
9.5.],10.2.5,13.4.2,13.7,14.1
Addenda
1.1.1,3.11
Additional Costs. Claims for
4.3.4,4.3.5,4.3.6,6.1.1, 10.3
Additional Inspections and Testing
9.8.3,12.2.1,13.5
Additional Time, Claims for
4.3.4,4.3.7,8.3.2
ADMINISTRA TION OF THE CONTRACT
3.1.3,4,9.4,9.5
Advertisement or Invitation to Bid
1.1.1
Aesthetic Effect
4.2.13, 4.5.1
Allowances
3.8
All-risk Insurance
11.4.1.1
Applications for Payment
4.2.5,7.3.8,9.2,9.3,9.4,9.5.1,9.6.3,9.7.1,9.8.5,
9.10,11.1.3,14.2.4,14.4.3
Approvals
2.4, 3.1.3, 3.5, 3.10.2, 3.12,4.2.7,9.3.2, 13.4.2, 13.5
Arbitration
4.3.3,4.4,4.5.1,4.5.2,4.6,8.3.1,9.7.1, 11.4.9,
11.4.10
Architect
4.1
Architect, Definition of
4.1.1
Architect, Extent of Authority
2.4,3.12.7,4.2,4.3.6,4.4,5.2,6.3,7.1.2,7.3.6,7.4,
9.2,9.3.1,9.4,9.5,9.8.3,9.10.1, 9.10.3,12.1,12.2.1,
13.5.1, 13.5.2, 14.2.2, 14.2.4
Architect, Limitations of Authority and
Responsibility
2.1.1,3.3.3,3.12.4,3.12.8,3.12.10,4.1.2,4.2.1,
4.2.2, 4.2.3, 4.2.6, 4.2.7, 4.2.10, 4.2.12, 4.2.13, 4.4,
5.2.1,7.4,9.4.2,9.6.4,9.6.6
Architect's Additional Services and Expenses
2.4, ] 1.4.1.1, 12.2.1, 13.5.2, 13.5.3, 14.2.4
Architect's Administration of the Contract
3.1.3,4.2,4.3.4,4.4,9.4,9.5
Architect's Approvals
2.4,3.1.3, 3.5.1, 3.10.2.4.2.7
Architect's Authority to Reject Work
3.5.1,4.2.6,12.1.2,12.2.1
Architect's Copyright
1.6
Architect's Decisions
4.2.6,4.2.7,4.2.11,4.2.12,4.2.] 3,4.3.4,4.4.1,4.4.5,
4.4.6,4.5,6.3,7.3.6,7.3.8,8.1.3,8.3.1,9.2,9.4,
9.5.1,9.8.4,9.9.1,13.5.2,14.2.2,14.2.4
Architect's Inspections
4.2.2,4.2.9,4.3.4,9.4.2,9.8.3,9.9.2,9.10.],13.5
Architect's Instructions
3.2.3,3.3.1,4.2.6,4.2.7,4.2.8,7.4.1,12.1,13.5.2
Architect's Interpretations
4.2.11,4.2.12,4.3.6
Architect's Project Representative
4.2.10
Architect's Relationship with Contractor
1.1.2,1.6,3.1.3,3.2.1,3.2.2,3.2.3,3.3.1,3.4.2,3.5.1,
3.7.3, 3.10, 3.11, 3. ] 2, 3.16, 3.18, 4.1.2,4.1.3, 4.2,
4.3.4,4.4.1,4.4.7,5.2,6.2.2,7,8.3.1,9.2,9.3,9.4,
9.5,9.7,9.8,9.9, 10.2.6,10.3, 11.3, 11.4.7, 12,
13.4.2, 13.5
Architect's Relationship with Subcontractors
1.1.2,4.2.3,4.2.4,4.2.6,9.6.3,9.6.4, 11.4.7
Architect's Representations
9.4.2,9.5.1,9.10.1
Architect's Site Visits
4.2.2,4.2.5,4.2.9,4.3.4,9.4.2,9.5.1,9.9.2,9.10.1,
13.5
Asbestos
10.3.1
Attorneys' Fees
3.18.1,9.10.2,10.3.3
A ward of Separate Contracts
6.1.1, 6.1.2
A ward of Subcontracts and Other Contracts for
Portions of the Work
5.2
Basic Definitions
1.1
Bidding Requirements
1.1.1,1.1.7,5.2.1,11.5.1
Boiler and Machinery Insurance
11.4.2
Bonds, Lien
9.10.2
Bonds, Performance, and Payment
7.3.6.4,9.6.7,9.10.3, 11.4.9, 11.5
Building Permit
3.7.]
Capitalization
1.3
Certificate of Substantial Completion
Init.
AlA Document A201'" -1997. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961. 1963, 1966, 1970, 1976, 1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AlA'" Document is proteeted by U.S. Copyright Law and Internallonal Treaties. Unauthorized 2
reproduction or distribution of this AlA" Document, or any portion of it, may result In severe civil and criminal penallles, and will be prosecuted to the
maximum extent possible under the law. This document was produced by AlA software at11 :26:03 on 11/15/2007 under Order No.1000317133_1 which
expires on 8/18/2008, and is not for resale.
User Notes: (3847826007)
9.8.3,9.8.4,9.8.5
Certificates for Payment
4.2.5,4.2.9,9.3.3,9.4,9.5,9.6.1,9.6.6,9.7.1,9.10.1,
9.10.3,13.7,14.1.1.3,14.2.4
Certificates of Inspection, Testing or Approval
13.5.4
Certificates of Insurance
9.10.2, 11.1.3
Change Orders
1.1.1,2.4.\,3.4.2,3.8.2.3,3.11.1, 3.12.8,4.2.8,4.3.4,
4.3.9,5.2.3,7.1,7.2,7.3,8.3.1,9.3.1.1,9.10.3,
11.4.1.2, 11.4.4, 11.4.9, 12.1.2
Change Orders, Definition of
7.2.]
CHANGES IN THE WORK
3.11,4.2.8,7,8.3.1,9.3.1.1,11.4.9
Claim, Definition of
4.3.1
Claims and Disputes
3.2.3,4.3,4.4,4.5,4.6,6.1.1,6.3, 7.3.8, 9.3.3, 9.10.4,
10.3.3
Claims and Timely Assertion of Claims
4.6.5
Claims for Additional Cost
3.2.3,4.3.4,4.3.5,4.3.6,6.1.1,7.3.8, 10.3.2
Claims for Additional Time
3.2.3,4.3.4,4.3.7,6.1.1,8.3.2,10.3.2
Claims for Concealed or Unknown Conditions
4.3.4
Claims for Damages
3.2.3,3.18,4.3.10,6.1.1,8.3.3,9.5.\,9.6.7, ]0.3.3,
] 1.1.1,1].4.5, ]1.4.7, ]4.1.3, 14.2.4
Claims Subject to Arbitration
4.4. I, 4.5.],4.6.]
Cleaning Up
3.15, 6.3
Commencement of Statutory Limitation Period
13.7
Commencement of the Work, Conditions Relating to
2.2.1, 3.2.1,3.4.1,3.7.1,3.10.1, 3.12.6,4.3.5,5.2.1,
5.2.3,6.2.2,8.1.2,8.2.2,8.3.1,11.1, 11.4.1,11.4.6,
11.5.1
Commencement of the Work, Definition of
8.1.2
Communications Facilitating Contract
Administration
3.9.1,4.2.4
Completion, Conditions Relating to
1.6.1,3.4.1,3.11,3.15,4.2.2,4.2.9,8.2,9.4.2,9.8,
9.9.],9.10,12.2,13.7,14.1.2
COMPLETION, PAYMENTS AND
9
Completion, Substantial
4.2.9,8.1.1,8.1.3,8.2.3,9.4.2,9.8,9.9. J, 9.10.3,
9.10.4.2,12.2,13.7
Compliance with Laws
1.6.1, 3.2.2, 3.6, 3.7, 3.12.10, 3.13, 4.1.1, 4.4.8, 4.6.4,
4.6.6,9.6.4,10.2.2,11.1,11.4,13.1,13.4,13.5.1,
13.5.2,13.6,14.1.1,14.2.1.3
Concealed or Unknown Conditions
4.3.4,8.3.1, 10.3
Conditions of the Contract
1.1.1, 1.1.7,6.1.1,6.1.4
Consent, Written
1.6,3.4.2, 3.12.8, 3. ]4.2,4.] .2,4.3.4,4.6.4,9.3.2,
9.8.5,9.9.1,9.]0.2,9.10.3,11.4.1, 13.2,13.4.2
CONSTRUCTION BY OWNER OR BY
SEP ARA TE CONTRACTORS
1.1.4, 6
Construction Change Directive, Definition of
7.3.]
Construction Change Directives
1.1.1,3.12.8,4.2.8,4.3.9, 7.],7.3,9.3.1.1
Construction Schedules, Contractor's
1.4.1.2,3.10,3.12.1,3.12.2,4.3.7.2,6.] .3
Contingent Assignment of Subcontracts
5.4,14.2.2.2
Continuing Contract Performance
4.3.3
Contract, Definition of
1.1.2
CONTRACT, TERMINATION OR
SUSPENSION OF THE
5.4.1.1, 11.4.9,14
Contract Administration
3.1.3,4,9.4,9.5
Contract Award and Execution, Conditions Relating
to
3.7.1,3.10,5.2,6.1,11.1.3,11.4.6,11.5.1
Contract Documents, The
1.1, 1.2
Contract Documents, Copies Furnished and Use of
1.6, 2.2.5, 5.3
Contract Documents, Definition of
1.1.1
Contract Sum
3.8,4.3.4,4.3.5,4.4.5,5.2.3,7.2,7.3,7.4,9.1,9.4.2,
9.5.1.4,9.6.7,9.7,10.3.2,11.4.1, 14.2.4,14.3.2
Contract Sum, Definition of
9.1
Contract Time
4.3.4,4.3.7,4.4.5,5.2.3,7.2.1.3,7.3,7.4, 8.1.1, 8.2,
8.3.1,9.5.1,9.7,10.3.2,12.1.1, ]4.3.2
Contract Time, Definition of
8.1.1
CONTRACTOR
3
Contractor, Definition of
3.1,6.1.2
Contractor's Construction Schedules
1.4.1.2,3.10,3.]2.1,3.]2.2,4.3.7.2,6.1.3
Contractor's Employees
Init.
AlA Document A201 T1I -1997. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958. 1961, 1963, 1966, 1970, 1976, 1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AlA'" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 3
reproduction or distribution 01 this AlA'" Document, or any portion 01 it, may result in severe civil and criminal penalties, and will be prosecuted to the
maximum extent possible under the law. This document was produced by AlA software at 11 :26:03 On 11/15/2007 under Order No.l000317133.__1 which
expires on 8/18/2008, and is not for resale.
User Notes: (3847826007)
3.3.2,3.4.3,3.8.1,3.9, 3.18.2,4.2.3,4.2.6, 10.2, 10.3,
I I. 1.1, 11.4.7, 14.1, 14.2.1.1,
Contractor's Liability Insurance
11.1
Contractor's Relationship with Separate Contractors
and Owner's Forces
3.12.5,3.14.2,4.2.4,6,11.4.7,12.1.2,12.2.4
Contractor's Relationship with Subcontractors
1.2.2,3.3.2,3.18.1,3.18.2,5,9.6.2,9.6.7,9.10.2,
11.4.1.2,11.4.7,11.4.8
Contractor's Relationship with the Architect
1.1.2, 1.6,3.1.3, 3.2.1, 3.2.2, 3.2.3, 3.3.1, 3.4.2,3.5.1,
3.7.3,3.10,3.11,3.12,3.16,3.18, 4.1.2,4.1.3,4.2,
4.3.4,4.4.1,4.4.7,5.2,6.2.2,7,8.3.1,9.2,9.3,9.4,
9.5,9.7,9.8,9.9,10.2.6,10.3,11.3,11.4.7,12,
13.4.2, 13.5
Contractor's Representations
1.5.2,3.5.1,3.12.6,6.2.2,8.2.1,9.3.3,9.8.2
Contractor's Responsibility for Those Performing the
Work
3.3.2,3.18,4.2.3,4.3.8,5.3.1,6.1.3,6.2,6.3,9.5.1,
10
Contractor's Review of Contract Documents
1.5.2,3.2,3.7.3
Contractor's Right to Stop the Work
9.7
Contractor's Right to Terminate the Contract
4.3.10,14.1
Contractor's Submittals
3.10,3.11,3.12,4.2.7,5.2.1,5.2.3,7.3.6,9.2,9.3,
9.8.2,9.8.3,9.9.1,9.10.2,9.10.3, 11.1.3, 11.5.2
Contractor's Superintendent
3.9, 10.2.6
Contractor's Supervision and Construction
Procedures
1.2.2,3.3,3.4,3.12.10,4.2.2,4.2.7,4.3.3,6.1.3,
6.2.4,7.1.3,7.3.4,7.3.6,8.2, 10, 12, 14
Contractual Liability Insurance
11.1.1.8, 11.2, 11.3
Coordination and Correlation
1.2, 1.5.2,3.3.1,3.10,3.12.6,6.1.3,6.2.1
Copies Furnished of Drawings and Specifications
1.6,2.2.5,3.11
Copyrights
1.6,3.17
Correction of Wark
2.3,2.4,3.7.4,4.2.1,9.4.2,9.8.2,9.8.3,9.9.1,12.1.2,
12.2, 13.7.1.3
Correlation and Intent of the Contract Documents
1.2
Cost, Definition of
7.3.6
Costs
2.4,3.2.3,3.7.4,3.8.2,3.15.2,4.3,5.4.2,6.1.1,6.2.3,
7.3.3.3,7.3.6,7.3.7,7.3.8,9.10.2, 10.3.2, 10.5, 11.3,
11.4,12.1,12.2.1,12.2.4,13.5,14
Cutting and Patching
6.2.5, 3.14
Damage to Construction of Owner or Separate
Contractors
3.14.2,6.2.4,9.2.1.5,10.2.1.2,10.2.5,10.6,11.1,
11.4, 12.2.4
Damage to the Work
3.14.2,9.9.1,10.2.1.2,10.2.5,10.6,11.4,12.2.4
Damages, Claims for
3.2.3,3.18,4.3.10,6.1.1,8.3.3,9.5.1,9.6.7,10.3.3,
11.1.1, 11.4.5, 11.4.7, 14.1.3, 14.2.4
Damages for Delay
6.1.1,8.3.3,9.5.1.6,9.7,10.3.2
Date of Commencement of the Work, Definition of
8.1.2
Date of Substantial Completion, Definition of
8.1.3
Day, Definition of
8.1.4
Decisions of the Architect
4.2.6,4.2.7,4.2.11,4.2.12,4.2.13,4.3.4,4.4.1,4.4.5,
4.4.6,4.5,6.3,7.3.6,7.3.8,8.1.3,8.3.1,9.2,9.4,
9.5.1,9.8.4,9.9.1,13.5.2,14.2.2,14.2.4
Decisions to Withhold Certification
9.4.1,9,5,9.7,14.1.1.3
Defective or Nonconforming Work, Acceptance,
Rejection and Correction of
2.3,2.4,3.5.1,4.2.6,6.2.5,9.5.1,9.5.2,9.6.6,9.8.2,
9.9.3,9.10.4, 12.2.1, 13.7.1.3
Defective Work, Definition of
3.5.1
Definitions
1.1,2.1.1,3.1,3.5.1,3.12.1,3.12.2,3.12.3,4.1.1,
4.3.1,5.1,6.1.2,7.2.1,7.3.1,7.3.6,8.1, 9.1,9.8.1
Delays and Extensions of Time
3.2.3,4.3.1,4.3.4,4.3.7,4.4.5,5.2.3,7.2.1,7.3.1,
7.4.1,8.3,9.5.1,9.7.1,10.3.2, 10.6.1,14.3.2
Disputes
4.1.4,4.3,4.4,4.5,4.6,6.3,7.3.8
Documents and Samples at the Site
3,11
Drawings, Definition of
1.1.5
Drawings and Specifications, Use and Ownersbip of
1.1.1, 1.3, 2.2.5, 3.11, 5.3
Effective Date of Insurance
8.2.2, 11.1.2
Emergencies
4.3.5,10.6,14.1.1.2
Employees, Contractor's
3.3.2,3.4.3,3.8.1,3.9,3.18.2,4.2.3,4.2.6, 10.2, 10.3,
11.1.1,11.4.7,14.1,14.2.1.1
Equipment, Labor, Materials and
1.1.3,1.1.6,3.4,3.5.1,3.8.2,3.8.3,3.12,3.13,3.15.1,
4.2.6,4.2.7,5.2.1,6.2.1,7.3.6, 9.3.2,9.3.3,9.5.1.3,
9.10.2,10.2.1,10.2.4,14.2.1.2
Execution and Progress of the Work
Init.
AlA Document A201"" - 1997. Copyright @ 1911,1915,1918,1925,1937,1951,1958,1961,1963. 1966, 1970, 1976, 1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AlA'" Document Is protected by U.S. Copyright Lsw snd Internstional Treaties. Unsuthorized 4
reproduction or distribution of this AlA" Document, or sny portion of It, may result in severe civil and criminal penalties, and will be prosecuted to the
maximum extent possible under the law. This document was produced by AlA software at 11 :26:03 on 11115/2007 under Order No.1000317133_ 1 Which
expires on 8/18/2008. and is not for resale.
User Notes: (3847826007)
1.1.3, 1.2.1, 1.2.2, 2.2.3, 2.2.5, 3.1,3.3, 3.4, 3.5, 3.7,
3.10,3.12,3.14,4.2.2,4.2.3,4.3.3,6.2.2,7.1.3,7.3.4,
8.2,9.5,9.9.1,10.2,10.3,12.2,14.2,14.3
Extensions of Time
3.2.3,4.3.1,4.3.4,4.3.7,4.4.5,5.2.3,7.2.1,7.3,7.4.1,
9.5.1,9.7.1,10.3.2,10.6.1,14.3.2
Failure of Payment
4.3.6,9.5.1.3,9.7,9.10.2, 14.1.1.3, 14.2.1.2, 13.6
Faulty Work
(See Defective or Nonconforming Work)
Final Completion and Final Payment
4.2.1,4.2.9,4.3.2,9.8.2,9.10, 11.1.2, 11. 1.3, 11.4.1,
11.4.5,12.3.1,13.7,14.2.4, ]4.4.3
Financial Arrangements, Owner's
2.2.1,13.2.2,14.1.1.5
Fire and Extended Coverage Insurance
11.4
GENERAL PROVISIONS
1
Governing Law
13.1
Guarantees (See Warranty)
Hazardous Materials
10.2.4, 10.3, 10.5
Identification of Contract Documents
1.5.1
Identification of Subcontractors and Suppliers
5.2.1
Indemnification
3.17,3.18,9.10.2,10.3.3, 10.5, 11.4.1.2, 11.4.7
Information and Services Required of the Owner
2.1.2,2.2,3.2.1,3.12.4,3.12.10,4.2.7,4.3.3,6.1.3,
6.1.4,6.2.5,9.3.2,9.6.1,9.6.4,9.9.2,9.10.3, 10.3.3,
11.2,11.4,13.5.1,13.5.2, ]4.1.1.4, ]4.1.4
Injury or Damage to Person or Property
4.3.8,10.2,10.6
Inspections
3.1.3,3.3.3,3.7.1,4.2.2,4.2.6,4.2.9,9.4.2,9.8.2,
9.8.3,9.9.2,9.10.1, 12.2.1, 13.5
Instructions to Bidders
1.1.1
Instructions to the Contractor
3.2.3,3.3.1,3.8.1,4.2.8,5.2.1.7, 12, 8.2.2, 13.5.2
Insurance
3.18.1,6.1.1,7.3.6,8.2.1,9.3.2,9.8.4,9.9.1,9.10.2,
9.10.5, II
Insurance, Boiler and Machinery
11.4.2
Insurance, Contractor's Liability
11.1
Insurance, Effective Date of
8.2.2, 11.1.2
Insurance, Loss of Use
11.4.3
Insurance, Owner's Uability
11.2
Insurance, Project Management Protective
Liability
11.3
Insurance, Property
10.2.5, 11.4
Insurance, Stored Materials
9.3.2, 11.4.1.4
INSURANCE AND BONDS
II
Insurance Companies, Consent to Partial Occupancy
9.9.1, 11.4.1.5
Insurance Companies, Settlement with
1] .4.10
Intent of the Contract Documents
1.2.1,4.2.7,4.2.12,4.2.13,7.4
Interest
13.6
Interpretation
1.2.3,1.4,4.1.1,4.3.1,5.1,6.1.2,8.1.4
Interpretations, Written
4.2.11, 4.2.12, 4.3.6
Joinder and Consolidation of Claims Required
4.6.4
Judgment on Final Award
4.6.6
I_abor and Materials, Equipment
1.1.3, 1.1.6,3.4,3.5.1, 3.8.2, 3.8.3, 3.12, 3.13, 3.15.1,
42.6,4.2.7,5.2.1,6.2.1,7.3.6, 9.3.2,9.3.3,9.5.1.3,
9.10.2,10.2.1,10.2.4, 14.2.1.2
Labor Disputes
8.3.1
Laws and Regulations
1.6,3.2.2,3.6,3.7,3.12.10,3.13,4.1.1,4.4.8,4.6,
9.6.4,9.9.1,10.2.2,11.1,11.4,13.1, 13.4,13.5.1,
13.5.2, 13.6, 14
Liens
2.1.2,4.4.8,8.2.2,9.3.3,9.10
Umitation on Consolidation or Joinder
4.6.4
Limitations, Statutes of
4.6.3,12.2.6,13.7
Limitations of Liability
2.3,3.2.1,3.5.1,3.7.3,3.12.8,3.12.10.3.17,3.18,
4.2.6,4.2.7,4.2.12,6.2.2,9.4.2,9.6.4, 9.6.7,9.10.4,
10.3.3, 10.2.5, 11.1.2, 11.2.1, 11.4.7, 12.2.5, 13.4.2
Limitations of Time
2.1.2,2.2,2.4,3.2.1,3.7.3,3.10,3.11,3.]2.5,3.15.1,
4.2.7,4.3,4.4,4.5,4.6,5.2,5.3, 5.4,6.2.4,7.3, 7.4,
8.2,9.2,9.3.1,9.3.3,9.4.1,9.5,9.6,9.7,9.8,9.9,
9.10, 11.1.3, 11.4.1.5, 11.4.6, 11.4.10, 12.2, 13.5,
13.7,14
Loss of Use Insurance
11.4.3
Material Suppliers
1.6,3.12.1,4.2.4,4.2.6,5.2.1,9.3,9.4.2,9.6,9.10.5
Materials, Hazardous
10.2.4, 10.3, 10.5
Inlt.
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Institute of Architects. All rights reserved, WARNING: This AlAS Document is protected by U.S. Copyright Law and Inlernatlonal Treaties. Unauthorized 5
reproduction Or distribution of this AlAS Documenl, or any porllon of II, may resullln severe civil and criminal penalties, and will be prosecuted to lhe
maximum extent possible under the law. This document was produced by AlA software alll:26:03 on 11/15/2007 under Order No.l000317133 1 which
expires on 8/18/2008, and is nOI for resale.
User Notes: (3847826007)
Materials, Labor, Equipment and
1.1.3,1.1.6,1.6.1,3.4,3.5.1, 3.R.2, 3.R.23, 3.12, 3.13,
3.15.1,4.2.6,4.2.7,5.2.1,6.2.1, 7.3.6,9.3.2,9.3.3,
9.5.1.3,9.10.2,10.2.1,10.2.4,14.2.1.2
Means, Methods, Techniques, Sequences and
Procedures of Construction
3.3.1,3.12.10,4.2.2,4.2.7,9.4.2
Mechanic's Lien
4.4.R
Mediation
4.4.1,4.4.5,4.4.6, 4.4.R, 4.5, 4.6.1,4.6.2,8.3.1, 10.5
Minor Changes in the Work
1.1.I, 3.12.8, 4.2.8, 4.3.6,7.1,7.4
MISCELLANEOUS PROVISIONS
13
Modifications, Definition of
1.1.I
Modifications to the Contract
1.1.1,1.1.2,3.7.3,3.11,4.1.2.4.2.1,5.2.3,7,8.3.1,
9.7,10.3.2,11.4.1
Mutual Responsibility
6.2
Nonconforming Work, Acceptance of
9.6.6,9.9.3,12.3
Nonconforming Work, Rejection and Correction of
2.3,2.4,3.5.1,4.2.6,6.2.5,9.5.1,9.8.2,9.9.3,9.10.4,
12.2.1,13.7.1.3
Notice
2.2.1,2.3,2.4,3.2.3,3.3.1,3.7.2,3.7.4,3.12.9,4.3,
4.4.8,4.6.5,5.2.1,8.2.2,9.7,9.10, 10.2.2, 11.1.3,
11.4.6,12.2.2,12.2.4,13.3.13.5.1,13.5.2,14.1,14.2
Notice, Written
2.3, 2.4, 3.3.1, 3.9, 3.12.9, 3.12.10,4.3, 4.4.8, 4.6.5,
5.2.1,8.2.2,9.7,9.10,10.2.2,10.3, 11.1.3, 11.4.6,
12.2.2, 12.2.4,13.3, 14
Notice of Testing and Inspections
13.5.1, 13.5.2
Notice to Proceed
8.2.2
Notices, Permits, Fees and
2.2.2,3.7,3.13,7.3.6.4,10.2.2
Observations, Contractor's
1.5.2,3.2,3.7.3,4.3.4
Occupancy
2.2.2,9.6.6,9.8, 11.4.1.5
Orders, Written
1.1.1,2.3,3.9,4.3.6,7,8.2.2,11.4.9,12.1,12.2,
13.5.2, 14.3.1
OWNER
2
Owner, Definition of
2.1
Owner, Information and Services Required of the
2.1.2,2.2, 3.2.1, 3. I 2.4, 3.12.10, 4.2.7,4.3.3, 6.1.3,
6. 1.4,6.2.5,9.3.2,9.6.1,9.6.4,9.9.2,9.10.3, 10.3.3,
11.2,11.4,13.5.1,13.5.2,14.1.1.4,14.1.4
Owner's Authority
1.6,2.1.1,2.3,2.4,3.4.2,3.8.1,3.12.10,3.14.2,4.1.2,
4.1.3,4.2.4,4.2.9,4.3.6,4.4.7, 5.2.1,5.2.4,5.4.1,
6.1,6.3,7.2.1,7.3.1,8.2.2,8.3.1,9.3.1,9.3.2,9.5.1,
9.9.1,9.10.2,10.3.2,11.1.3,11.3.1,11.4.3,11.4.10,
12.2.2,12.3.1,13.2.2,14.3,14.4
Owner's Financial Capability
2.2.1, 13.2.2, 14.1.1.5
Owner's Liability Insurance
11.2
Owner's Loss of Use Insurance
11.4.3
Owner's Relationship with Subcontractors
1.1.2,5.2,5.3,5.4,9.6.4,9.10.2,14.2.2
Owner's Right to Carry Out the Work
2.4,12.2.4. 14.2.2.2
Owner's Right to Clean Up
6.3
Owner's Right to Perform Construction and to
A ward Separate Contracts
6.1
Owner's Right to Stop the Work
2.3
Owner's Right to Suspend the Work
14.3
Owner's Right to Tenninate the Contract
14.2
Ownership and Use of Drawings, Specifications
and Other Instruments of Service
1.1.1,1.6,2.2.5,3.2.1,3.11.1,3.17.1,4.2.12,5.3
Partial Occupancy or Use
9.6.6,9.9, 11.4.1.5
Patching, Cutting and
3.14,6.2.5
Patents
3.17
Payment, Applications for
4.2.5,7.3.8,9.2,9.3,9.4,9.5.1,9.6.3,9.7.\,9.8.5,
9.10.1,9.10.3,9.10.5,11.1.3,14.2.4,14.4.3
Payment, Certificates for
4.2.5,4.2.9,9.3.3,9.4,9.5,9.6.1,9.6.6,9.7.1,9.10.1,
9.10.3,13.7,14.1.1.3,14.2.4
Payment, J<'ailure of
4.3.6,9.5.1.3,9.7,9.10.2, 14.1.1.3, 14.2.1.2, 13.6
Payment, Final
4.2.1,4.2.9,4.3.2,9.8.2,9.10, 11.1.2, 11.1.3, 11.4.1,
11.4.5,12.3.1,13.7,14.2.4,14.4.3
Payment Bond, Performance Bond and
7.3.6.4,9.6.7,9.10.3,11.4.9,11.5
Payments, Progress
4.3.3,9.3,9.6,9.8.5,9.10.3, 13.6, 14.2.3
PAYMENTS AND COMPLETION
9
Payments to Subcontractors
5.4.2,9.5.1.3,9.6.2,9.6.3,9.6.4,9.6.7, 11.4.8,
14.2.1.2
PCB
10.3.1
Init.
AlA Document A201lM -1997. Copyright @ 1911.1915,1918, 1925. 1937, 1951, 1958, 1961, 1963, 1966. 1970, 1976,1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AlA'" Document Is protected by U.S. Copyright Law and International Treaties. Unauthorized 6
reproduction or distribution of this AlA'" Document, or any portion of It, may result in severe civil and criminal penillties, and will be prosecuted to the
milximum extent possible under the law. This document was produced by AlA software at11 :26:03 on 11/15/2007 under Order No.1000317133_1 which
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Performance Bond and Payment Bond
7.3.6.4,9.6.7,9.10.3,11.4.9,11.5
Permits, Fees and Notices
2.2.2,3.7,3.13,7.3.6.4,10.2.2
PERSONS AND PROPERTY, PROTECTION
OF
10
Polychlorinated Biphenyl
10.3.1
Product Data, Definition of
3.12.2
Product Data and Samples, Shop Drawings
3.11,3.12,4.2.7
Progress and Completion
4.2.2,4.3.3,8.2,9.8,9.9.1,14.1.4
Progress Payments
4.3.3,9.3,9.6,9.8.5,9.10.3,13.6, 14.2.3
Project, Definition of the
1.1.4
Project Management Protective Liability
Insurance
11.3
Project Manual, Definition of the
1.1.7
Project Manuals
2.2.5
Project Representatives
4.2.10
Property Insurance
10.2.5, 11.4
PROTECTION OF PERSONS AND PROPERTY
10
Regulations and Laws
1.6,3.2.2,3.6, 3.7, 3.12.10, 3.13, 4.1.1, 4.4.8, 4.6,
9.6.4,9.9.1,10.2.2,11.1,11.4,13.1, 13.4,13.5.1,
13.5.2, 13.6, 14
Rejection of Work
3.5.1,4.2.6,12.2.1
Releases and Waivers of Liens
9.10.2
Representations
1.5.2,3.5.1,3.12.6,6.2.2,8.2.1,9.3.3,9.4.2,9.5.1,
9.8.2,9.10.1
Representatives
2.1.1, 3.1.1, 3.9, 4.1.1, 4.2.1, 4.2.10, 5.1.1,5.1.2,
13.2.1
Resolution of Claims and Disputes
4.4, 4.5, 4.6
Responsibility for Those Performing the Work
3.3.2,3.18,4.2.3,4.3.8,5.3.1,6.1.3,6.2,6.3,9.5.1,
10
Retainage
9.3.1,9.6.2,9.8.5,9.9.1,9.10.2,9.10.3
Review of Contract Documents and Field
Conditions by Contractor
1.5.2,3.2,3.7.3,3.12.7,6.1.3
Review of Contractor's Submittals by Owner and
Architect
3.10.1,3.10.2,3.11, 3.12,4.2,5.2,6.1.3,9.2,9.8.2
Review of Shop Drawings, Product Data and
Samples by Contractor
3.12
Rights and Remedies
1.1.2,2.3,2.4,3.5.1,3.15.2,4.2.6,4.3.4,4.5,4.6,5.3,
5.4,6.1,6.3,7.3.1,8.3,9.5.1,9.7, 10.2.5,10.3,
12.2.2,12.2.4,13.4,14
Royalties, Patents and Copyrights
3.17
Rules and Notices for Arbitration
4.6.2
Safety of Persons and Property
10.2, 10.6
Safety Precautions and Programs
3.3.1,4.2.2,4.2.7,5.3.1,10.1,10.2,10.6
Samples, Definition of
3.12.3
Samples, Shop Drawings, Product Data and
3.11,3.12,4.2.7
Samples at the Site, Documents and
3.11
Schedule of Values
9.2,9.3.1
Schedules,
1.4.1.2,3.10, 3.Construction 12.1, 3.12.2,4.3.7.2,
6.1.3
Separate Contracts and Contractors
1.1.4,3.12.5,3.14.2,4.2.4,4.2.7,4.6.4,6, 8.3.1,
11.4.7, 12.1.2,12.2.5
Shop Drawings, Definition of
3.12.1
Shop Drawings, Product Data and Samples
3.11,3.12,4.2.7
Site, Use of
3.13,6.1.1,6.2.1
Site Inspections
1.2.2,3.2.1,3.3.3,3.7.1,4.2,4.3.4,9.4.2,9.10.1,13.5
Site Visits, Architect's
4.2.2,4.2.9,4.3.4,9.4.2,9.5.1,9.9.2,9.10.1, 13.5
Special Inspections and Testing
4.2.6,12.2.1,13.5
Specifications, Definition of the
1.1.6
Specifications, The
1.1.1,1.1.6,1.1.7,1.2.2,1.6,3.11,3.12.10,3.17
Statute of Limitations
4.6.3, 12.2.6, 13.7
Stopping the Work
2.3,4.3.6,9.7,10.3,14.1
Stored Materials
6.2.1,9.3.2, 10.2.1.2, 10.2.4, 11.4.1.4
Subcontractor, Definition of
5.1.1
SUBCONTRACTORS
Init.
AlA Document A201 1M -1997. Copyright @ 1911, 1915, 1918, 1925, 1937. 1951, 1958, 1961, 1963, 1966. 1970, 1976, 1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AlA"' Document is protected by U.S. Copyright Law and International Treaties. Unauthori..ed 7
reproduction or distribution of this AlA"' Document, or any portion of It, may result in severe civil and criminal penalties, and will be prosecuted to the
maximum extent possible under the law. This document was produced by AlA software at 11:26:03 on 11/15/2007 under Order No.l000317133_1 Which
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User Notes: (3847826007)
5
Subcontractors, Work by
1.2.2,3.3.2,3.12.1,4.2.3,5.2.3,5.3,5.4,9.3.1.2,
9.6.7
Subcontractual Relations
5.3,5.4,9.3.1.2,9.6,9.10 10.2.1, 11.4.7, 11.4.8, 14.1,
14.2.1,14.3.2
Submittals
1.6,3.10,3.11,3.12,4.2.7,5.2.1,5.2.3, 7.3.6, 9.2,
9.3.9.8.9.9.1,9.10.2,9.10.3,11.1.3
Subrogation, Waivers of
6.1.1,11.4.5,11.4.7
Substantial Completion
4.2.9,8.1.1,8.1.3,8.2.3,9.4.2,9.8,9.9.1,9.10.3,
9.10.4.2,12.2, ]3.7
Substantial Completion, Definition of
9.8.1
Substitution of Subcontractors
5.2.3,5.2.4
Substitution of Architect
4.1.3
Substitutions of Materials
3.4.2,3.5.1,7.3.7
Sub-subcontractor, Definition of
5.1.2
Subsurface Conditions
4.3.4
Successors and Assigns
13.2
Superintendent
3.9,10.2.6
Supervision and Construction Procedures
1.2.2, 3.3, 3.4, 3.12.10, 4.2.2, 4.2.7,4.3.3, 6.1.3,
6.2.4,7.1.3.7.3.6,8.2,8.3.1,9.4.2,10, 12,14
Surety
4.4.7,5.4.1.2,9.8.5,9.10.2,9.10.3,14.2.2
Surety, Consent of
9.10.2,9.10.3
Surveys
2.2.3
Suspension by the Owner for Convenience
14.4
Suspension of the Work
5.4.2, 14.3
Suspension or Termination of the Contract
4.3.6,5.4.1.1,11.4.9, 14
Taxes
3.6,3.8.2.1,7.3.6.4
Termination by the Contractor
4.3.10,14.1
Termination by the Owner for Cause
4.3.10, 5.4.1.1, 14.2
Termination of the Architect
4.1.3
Termination of the Contractor
14.2.2
TERMINA TION OR SUSPENSION OF THE
CONTRACT
14
Tests and Inspections
3.1.3,3.3.3,4.2.2,4.2.6,4.2.9,9.4.2,9.8.3,9.9.2,
9.10.1,10.3.2,11.4.1.1,12.2.1,13.5
TIME
8
Time, Delays and Extensions of
3.2.3,4.3.1,4.3.4,4.3.7,4.4.5,5.2.3, 7.2.1,7.3.1,
7.4.1,8.3,9.5.1,9.7.],10.3.2, 10.6.1,14.3.2
Time Limits
2.1.2,2.2,2.4,3.2.1,3.7.3,3.10,3.11,3.12.5,3.15.1,
4.2,4.3,4.4,4.5,4.6,5.2,5.3,5.4, 6.2.4, 7.3, 7.4,
8.2,9.2,9.3.1,9.3.3,9.4.1,9.5,9.6,9.7,9.8,9.9,
9.10,11.1.3,11.4.1.5, 11.4.6,11.4.10,12.2,13.5,
13.7,14
Time Limits on Claims
4.3.2, 4.3.4, 4.3.8, 4.4, 4.5, 4.6
Title to Work
9.3.2,9.3.3
UNCOVERING AND CORRECTION OF
WORK
12
Uncovering of Work
12.1
Unforeseen Conditions
4.3.4, 8.3.], 10.3
Unit Prices
4.3.9,7.3.3.2
Use of Documents
1.1.1,1.6,2.2.5,3.12.6,5.3
Use of Site
3.13,6.1.1, 6.2.1
Values, Schedule of
9.2,9.3.1
Waiver of Claims by the Architect
13.4.2
Waiver of Claims by the Contractor
4.3.10,9.10.5,11.4.7,13.4.2
Waiver of Claims by the Owner
4.3.10,9.9.3,9.10.3,9.10.4,11.4.3,11.4.5,11.4.7,
12.2.2.1,13.4.2,14.2.4
Waiver of Consequential Damages
4.3.10, 14.2.4
Waiver of Liens
9.10.2,9.10.4
Waivers of Subrogation
6.1.1, 11.4.5,11.4.7
Warranty
3.5,4.2.9,4.3.5.3,9.3.3,9.8.4,9.9.1,9.10.4,12.2.2,
13.7.1.3
Weather Delays
4.3.7.2
Work, Definition of
1.1.3
Written Consent
Inlt.
AlA Document A201"" - 1997. Copyright @ 1911,1915,1918,1925.1937,1951,1958,1961,1963, 1966, 1970, 1976, 1987 and 1997 by The American
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reproduction or distribution of this AlA'" Document, or any portion of It, may result in severe civil and criminal penalties, and will be prosecuted to the
maximum extent possible under the law. This document was produced by AlA soltware at t I :26:03 on 11/15/2007 under Order No.l000317133...' which
expires on 8/18/2008, and is not for resale.
User Notes: (3847826007)
1.6,3.4.2,3.12.8,3.14.2,4.1.2,4.3.4,4.6.4,9.3.2,
9.8.5,9.9.1,9.10.2,9.10.3,11.4.1, 13.2,13.4.2
Written Interpretations
4.2.11,4.2.12, 4.3.6
Written Notice
2.3,2.4,3.3.1, 3.9, 3.12.9, 3.12.10,4.3,4.4.8,4.6.5,
5.2.1,8.2.2,9.7,9.10,10.2.2,10.3, 11.1.3,11.4.6,
12.2.2, 12.2.4, 13.3, 14
Written Orders
1.1.1,2.3,3.9,4.3.6,7,8.2.2,11.4.9,12.1,12.2,
13.5.2, 14.3.1
AlA Document A20pM -1997. Copyright @ 1911,1915,1918,1925,1937,1951,1958,1961.1963, 1966,1970,1976,1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AlA'" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 9
reproduction or distribution of this AlA'" Document, or any porllon of it, may result In severe civil and criminal penalties, and will be prosecuted to the
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Init.
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 Modifications issued after
execution of the Contract. A Modification is (I) a written amendment to the Contract signed by both parties, (2) a
Change Order, (3) a Construction Change Directive or (4) a written order for a minor change in the Work issued by
the Architect. 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, sample forms,
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 entire and integrated
agreement between the parties hereto and supersedes prior negotiations, representations or agreements, either written
or oral. The Contract may be amended or modified only by a Modification. The Contract Documents shall not be
construed to create a contractual relationship of any kind (1) between the Architect and Contractor, (2) between the
Owner and a Subcontractor or Sub-subcontractor, (3) between the Owner and Architect or (4) between any persons
or entities other than the Owner and Contractor. The Architect shall, however, be entitled to perfonnance and
enforcement of obligations under the Contract intended to facilitate performance of the Architect's duties.
~ 1.1.3 THE WORK
The term "Work" means the construction and services required by the Contract Documents, whether completed or
partially completed, and includes all other labor, materials, equipment and services provided or to be provided by
the Contractor to fulfill the Contractor's obligations. The Work may constitute the whole or a part of the Project.
~ 1.1.4 THE PROJECT
The Project is the total construction of which the Work performed under the Contract Documents may be the whole
or a part and which may include construction by the Owner or by separate contractors.
~ 1.1.5 THE DRAWINGS
The Drawings are the graphic and pictorial portions of the Contract Documents showing the design, location and
dimensions of the Work, generally including plans, elevations, sections, details, schedules and diagrams.
~ 1.1.6 THE SPECIFICATIONS
The Specifications are that portion of the Contract Documents consisting of the written requirements for materials,
equipment, systems, standards and workmanship for the Work, and performance of related services.
~ 1.1.7 THE PROJECT MANUAL
The Project Manual is a volume assembled for the Work which may include the bidding requirements, sample
forms, Conditions of the Contract and Specifications.
~ 1.2 CORRELATION AND INTENT OF THE CONTRACT DOCUMENTS
~ 1.2.1 The intent of the Contract Documents is to include all items necessary for the proper execution and
completion of the Work by the Contractor. The Contract Documents are complementary, and what is required by
one shall be as binding as if required by all; performance by the Contractor shall be required only to the extent
consistent with the Contract Documents and reasonably inferable from them as being necessary to produce the
indicated results.
~ 1.2.2 Organization of the Specifications into divisions, sections and articles, and arrangement of Drawings shall not
control the Contractor in dividing the Work among Subcontractors or in establishing the extent of Work to be
perfonned by any trade.
~ 1.2.3 Unless otherwise stated in the Contract Documents, words which have well-known technical or construction
industry meanings are used in the Contract Documents in accordance with such recognized meanings.
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Institute of Architects. All rights reserved. WARNING: This AlA'" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 10
reproduction or distribution of this AlA" Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the
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User Notes: (3847826007)
Inlt.
g 1.3 CAPIT AUlA TION
g 1.3.1 Tenus capitalized in these General Conditions include those which are (I) specifically defined, (2) the titles
of numbered articles or (3) the titles of other documents published by the American Institute of Architects.
g 1.4 INTERPRET A TION
g 1.4.11n the interest of brevity the Contral:t Documents frequently omit modifying words such as "all" and "any"
and articles such as "the" and "an," but the fact that a modifier or an article is absent from one statement and appears
in another is not intended to affect the interpretation of either statement.
g 1.5 EXECUTION OF CONTRACT DOCUMENTS
g 1.5.1 The Contract Documents shall be signed by the Owner and Contractor. If either the Owner or Contractor or
both do not sign all the Contract Documents, the Architect shall identify sUl:h unsigned Documents upon request.
g 1.5.2 Execution of the Contract by the Contractor is a representation that the Contractor has visited the site,
become generally familiar with local conditions under which the Work is to be performed and correlated personal
observations with requirements of the Contract Documents.
g 1.6 OWNERSHIP AND USE OF DRAWINGS, SPECIFICATIONS AND OTHER INSTRUMENTS OF SERVICE
g 1.6.1 The Drawings, Specifications and other documents, including those in elel:tronic form, prepared by the
Architect and the Architect's consultants are Instruments of Service through which the Work to be executed by the
Contractor is described. The Contractor may retain one record set. Neither the Contractor nor any Subcontractor,
Sub-subcontractor or material or equipment supplier shall own or claim a copyright in the Drawings, Specifications
and other documents prepared by the Architect or the Architect's consultants, and unless otherwise indicated the
Architect and the Architect's consultants shall be deemed the authors of them and will retain all common law,
statutory and other reserved rights, in addition to the copyrights. All copies of Instruments of Service, except the
Contractor's record set, shall be returned or suitably accounted for to the Architect, on request, upon completion of
the Work. The Drawings, Specifications and other documents prepared by the Architect and the Architect's
consultants, and copies thereof furnished to the Contractor, are for use solely with respect to this Project. They are
not to be used by the Contractor or any Subcontractor, Sub-subcontractor or material or equipment supplier on other
projects or for additions to this Project outside the scope of the Work without the specific written consent of the
Owner, Architect and the Architect's consultants. The Contractor, Subcontractors, Sub-subcontractors and material
or equipment suppliers are authorized to use and reproduce applicable portions of the Drawings, Specifications and
other documents prepared by the Architect and the Architect's consultants appropriate to and for use in the
execution of their Work under the Contract Documents. All copies made under this authorization shall bear the
statutory copyright notice, if any, shown on the Drawings, Specifications and other documents prepared by the
Architect and the Architect's consultants. Submittal or distribution to meet official regulatory requirements or for
other purposes in connection with this Project is not to be construed as publication in derogation of the Architect's
or Architect's consultants' copyrights or other reserved rights.
ARTICLE 2 OWNER
g 2.1 GENERAL
g 2.1.1 The Owner 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 Owner shall designate in writing a representative who shall have
express authority to bind the Owner with respect to all matters requiring the Owner's approval or authorization.
Except as otherwise provided in Section 4.2.1, the Architect does not have such authority. The term "Owner" means
the Owner or the Owner's authorized representative.
g 2.1.2 The Owner shall furnish to the Contractor within fifteen days after receipt of a written request, information
necessary and relevant for the Contractor to evaluate, give notice of or enforce mechanic's lien rights. Such
information shall include a l:Orrect 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.
g 2.2 INFORMATION AND SERVICES REQUIRED OF THE OWNER
g 2.2.1 The Owner shall, at the written request of the Contractor, prior to commencement of the Work and thereafter,
furnish to the Contractor reasonable evidence that financial arrangements have been made to fulfill the Owner's
obligations under the Contract. Furnishing of such evidence shall be a condition precedent to commencement or
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Institute of Architects. All rights reserved. WARNING: This AlA" Document is prolected by U.S, Copyright Law and International Trealles. Unauthorized 11
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expires on 8/18/2008, and is not for resale.
continuation of the Work. After such evidence has been furnished, the Owner shall not materially vary such
financial arrangements without prior notice to the Contractor.
fi 2.2.2 Except for permits and fees, including those required under Section 3.7.], 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.
fi 2.2.3 The Owner shall furnish surveys describing physic a] characteristics, ]egallimitations and utility locations for
the site of the Project, and a legal description of the site. The Contractor shall be entitled to rely on the accuracy of
information furnished by the Owner but shall exercise proper precautions relating to the safe performance of the
Work.
fi 2.2.4 Information or services required of the Owner by the Contract Documents shall be furnished by the Owner
with reasonable promptness. Any other information or services relevant to the Contractor's performance of the
Work under the Owner's control shall be furnished by the Owner after receipt from the Contractor of a written
request for such information or services.
fi 2.2.5 Unless otherwise provided in the Contract Documents, the Contractor will be furnished, free of charge, such
copies of Drawings and Project Manua]s as are reasonably necessary for execution of the Work.
fi 2.3 OWNER'S RIGHT TO STOP THE WORK
fi 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 ]2.2 or persistently fails to carry out Work in accordance with the Contract
Documents, the Owner may issue a written order to the Contractor to stop the Work, or any portion thereof, until the
cause for such order has been eliminated; however, the right of the Owner to stop the Work shall not give rise to a
duty on the part of the Owner to exercise this right for the benefit of the Contractor or any other person or entity,
except to the extent required by Section 6.] .3.
fi 2.4 OWNER'S RIGHT TO CARRY OUT THE WORK
fi 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 correction
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 three-day period. If the Contractor within
such three-day period after receipt of such second notice fails to commence and continue to correct any deficiencies,
the Owner may, without prejudice to other remedies the Owner may have, correct such deficiencies. In such case an
appropriate Change Order shall be issued deducting from payments then or thereafter due the Contractor the
reasonable cost of correcting such deficiencies, including Owner's expenses and compensation for the Architect's
additional services made necessary by such default, neglect or failure. Such action by the Owner and amounts
charged to the Contractor are both subject to prior approval of the Architect. If payments then or thereafter due the
Contractor are not sufficient to cover such amounts, the Contractor shall pay the difference to the Owner.
ARTICLE 3 CONTRACTOR
fi 3.1 GENERAL
fi 3.1.1 The Contractor is the person or entity identified as such in the Agreement and is referred to throughout the
Contract Documents as if singular in number. The term "Contractor" means the Contractor or the Contractor's
authorized representative.
fi 3.1.2 The Contractor shall perform the Work in accordance with the Contract Documents.
fi 3.1.3 The Contractor shall not be relieved of obligations to perform the Work in accordance with the Contract
Documents either by activities or duties of the Architect in the Architect's administration of the Contract, or by tests,
inspections or approvals required or performed by persons other than the Contractor.
fi 3.2 REVIEW OF CONTRACT DOCUMENTS AND FIELD CONDITIONS BY CONTRACTOR
fi 3.2.1 Since the Contract Documents are complementary, before starting each portion of the Work, the Contractor
shall carefully study and compare the various Drawings and other Contract Documents relative to that portion of the
Init.
AlA Document A201"" -1997. Copyright @ 1911,1915,1918,1925,1937,1951,1958,1961,1963. 1966, 1970, 1976. 1987 and 1997 by The American
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reproduction or distribution of this AlA"' Document, or any portion of It, may result In severe civil and criminal penalties. and will be prosecuted to the
maximum extent possible under the law. This document was produced by AlA software at 11:26:03 on 11/15/2007 under Order No.1000317133 1 which
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Work, as well as the information furnished by the Owner pursuant to Section 2.2.3, shall take field measurements of
any existing conditions related to that portion of the Work and shall observe any conditions at the site affecting it.
These obligations are for the purpose of facilitating construction by the Contractor and are not for the purpose of
discovering errors, omissions, or inconsistencies in the Contract Documents; however, any errors, inconsistencies or
omissions discovered by the Contractor shall be reported promptly to the Architect as a request for information in
such form as the Architect may require.
~ 3.2.2 Any design errors or omissions noted by the Contractor during this review shall be reported promptly to the
Architect, but it is recognized that the Contractor's review is made in the Contractor's capacity as a contractor and
not as a licensed design professional unless otherwise specifically provided in the Contract Documents. The
Contractor is not required to ascertain that the Contract Documents arc in accordance with applicable laws, statutes,
ordinances, building codes, and rules and regulations, but any nonconformity discovered by or made known to the
Contractor shall be reported promptly to the Architect.
~ 3.2.3 If the Contractor believes that additional cost or time is involved because of clarifications or instructions
issued by the Architect in response to the Contractor's notices or requests for information pursuant to Sections 3.2.1
and 3.2.2, the Contractor shall make Claims as provided in Sections 4.3.6 and 4.3.7. If the Contractor fails to
perform the obligations of Sections 3.2.1 and 3.2.2, the Contractor shall pay such costs and damages to the Owner as
would have been avoided if the Contractor had performed such obligations. The Contractor shall not be liable to the
Owner or Architect for damages resulting from errors, inconsistencies or omissions in the Contract Documents or
for differences between field measurements or conditions and the Contract Documents unless the Contractor
recognized such error, inconsistency, omission or difference and knowingly failed to report it to the Architect.
~ 3.3 SUPERVISION AND CONSTRUCTION PROCEDURES
~ 3.3.1 The Contractor shall supervise and direct the Work, using the Contractor's best skill and attention. The
Contractor shall be solely responsible for and have control over construction means, methods, techniques, sequences
and procedures and for coordinating all portions of the Work under the Contract, unless the Contract Documents
give other specific instructions concerning these matters. If the Contract Documents give specific instructions
concerning construction means, methods, techniques, sequences or procedures, the Contractor shall evaluate the
jobsite safety thereof and, except as stated below, shall be fully and solely responsihle for the jobsite safety of such
means, methods, techniques, sequences or procedures. If the Contractor determines that such means, methods,
techniques, sequences or procedures may not be safe, the Contractor shall give timely written notice to the Owner
and Architect and shall not proceed with that portion of the Work without further written instructions from the
Architect. If the Contractor is then instructed to proceed with the required means, methods, techniques, sequences or
procedures without acceptance of changes proposed by the Contractor, the Owner shall be solely responsible for any
resulting loss or damage.
~ 3.3.2 The Contractor shall be responsible to the Owner for acts and omissions of the Contractor's employees,
Subcontractors and their agents and employees, and other persons or entities performing portions of the Work for or
on behalf of the Contractor or any of its Subcontractors.
~ 3.3.3 The Contractor shall be responsible for inspection of portions of Work already performed to determine that
such portions are in proper condition to receive subsequent Work.
t 3.4 LABOR AND MATERIALS
~ 3.4.1 Unless otherwise provided in the Contract Documents, the Contractor shall provide and pay for labor,
materials, equipment, tools, construction equipment and machinery, water, heat, utilities, transportation, and other
facilities and services necessary for proper execution and completion of the Work, whether temporary or permanent
and whether or not incorporated or to be incorporated in the Work.
~ 3.4.2 The Contractor may make substitutions only with the consent of the Owner, after evaluation by the Architect
and in accordance with a Change Order.
~ 3.4.3 The Contractor shall enforce strict discipline and good order among the Contractor's employees and other
persons carrying out the Contract. The Contractor shall not permit employment of unfit persons or persons not
skilled in tasks assigned to them.
Inlt.
AlA Document A201'M -1997. Copyright @ 1911,1915,1918,1925,1937,1951,1958,1961,1963, 1966, 1970, 1976, 1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AlA"' Document Is protected by U.S. Copyright Law and International Treaties. Unauthori~ed 13
reproduction or distribution of this AlA'" Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the
maximum extent possible under the law. This document was produced by AlA software at 11 :26:03 on 11/15/2007 under Order No.1000317133 1 which
expires on 8/18/2008, and is not for resale.
User Notes: (3847826007)
~ 3.5 WARRANTY
~ 3.5.1 The Contrador warrants to the Owner and Architect that materials and equipment furnished under the
Contract will be of good quality and new unless otherwise required or permitted hy the Contract Documents, that the
Work will be free from defects not inherent in the quality required or permitted, and that the Work will conform to
the requirements of the Contract Documents. Work not conforming to these requirements, including substitutions
not properly approved and authorized, may be considered defective. The Contractor's warranty excludes remedy for
damage or defect caused by abuse, modifications not executed by the Contractor, improper or insufficient
maintenance, improper operation, or normal wear and tear and normal usage. If required hy the Architect, the
Contractor shall furnish satisfactory evidence as to the kind and quality of materials and equipment.
~ 3.6 TAXES
~ 3.6.1 The Contractor shall pay sales, consumer, use and similar taxes for the Work 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 Contractor shall secure and pay for the building
permit and other permits and governmental fees, licenses and inspections necessary for proper execution and
completion of the Work which are customarily secured after execution of the Contract and which are legally
required when bids are received or negotiations concluded.
~ 3.7.2 The Contractor shall comply with and give notices required by laws, ordinances, rules, regulations and lawful
orders of public authorities applicahle to performance of the Work.
~ 3.7.3 It is not fhe Contractor's responsibility to ascertain that the Contract Documents are in accordance with
applicable laws, statutes, ordinances, building codes, and rules and regulations. However, if the Contractor observes
that portions of the Contract Documents are at variance therewith, the Contractor shall promptly notify the Architect
and Owner in writing, and necessary changes shall be accomplished by appropriate Modification.
~ 3.7.4 If the Contractor performs Work knowing it to be contrary to laws, statutes, ordinances, building codes, and
rules and regulations without such notice to the Architect and Owner, the Contractor shall assume appropriate
responsibility for such Work and shall bear the costs attributable to correction.
~ 3.8 ALLOWANCES
~ 3.8.1 The Contractor shall include in the Contract Sum all allowances stated in the Contract Documents. Items
covered by allowances shall be supplied for such amounts and by such persons or entities as the Owner may direct,
but fhe Contractor shall not be required to employ persons or entities to whom the Contractor has reasonable
ohjection.
~ 3.8.2 Unless otherwise provided in the Contract Documents:
.1 allowances shall cover the cost to the Contractor of materials and equipment delivered at the site and
all required taxes, less applicable trade discounts;
.2 Contractor's costs for unloading and handling at the site, labor, installation costs, overhead, profit and
other expenses contemplated for stated allowance amounts shall be included in the Contract Sum but
not in the allowances;
.3 whenever costs are more than or less than allowances, the Contract Sum shall be adjusted accordingly
by Change Order. The amount of the Change Order shall reflect (1) the difference between actual
costs and the allowances under Section 3.8.2.1 and (2) changes in Contractor's costs under Section
3.8.2.2.
~ 3.8.3 Materials and equipment under an allowance shall be selected by the Owner in sufficient time to avoid delay
in the Work.
~ 3.9 SUPERINTENDENT
~ 3.9.1 The Contractor shall employ a competent superintendent and necessary assistants who shall be in attendance
at the Project site during performance of the Work. The superintendent shall represent the Contractor, and
communications given to the superintendent shall be as binding as if given to the Contractor. Important
Inlt.
AlA Document A201'" -1997. Copyright @ 1911,1915,1918,1925,1937,1951,1958,1961, 1963,1966,1970,1976,1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AlA'" Document Is protected by U.S. Copyright Law and International Treaties. Unauthorized 14
reproduction or distribution of this AlA" Document, or any portion of It, may result In severe civil and criminal penalties, and will be prosecuted to the
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communications shall be confirmed in writing. Other communications shall be similarly confirmed on written
request in each case.
~ 3.10 CONTRACTOR'S CONSTRUCTION SCHEDULES
~ 3.10.1 The Contractor, promptly after being awarded the Contract, shall prepare and submit for the Owner's and
Architect's information a Contractor's construction schedule for the Work. The schedule shall not exceed time limits
current under the Contract Documents, shall be revised at appropriate intervals as required by the conditions of the
Work and Project, shall be related to the entire Project to the extent required by the Contract Documents, and shall
provide for expeditious and practicable execution of the Work.
~ 3.10.2 The Contractor shall prepare and keep current, for the Architect's approval, a schedule of submittals which
is coordinated with the Contractor's construction schedule and allows the Architect reasonable time to review
submittals.
~ 3.10.3 The Contractor shall perform the Work in general accordance with the most recent schedules submitted to
the Owner and Architect.
~ 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 field changes and
selections made during construction, and one record copy of approved Shop Drawings, Product Data, Samples and
similar required submittals. These shall be available to the Architect and shall be delivered to the Architect for
submittal to the Owner upon completion of the Work.
~ 3.12 SHOP DRAWINGS, PRODUCT DATA AND SAMPLES
~ 3.12.1 Shop Drawings are drawings, diagrams, schedules and other data specially prepared for the Work by the
Contractor or a Subcontractor, Sub-subcontractor, manufacturer, supplier or distributor to illustrate some portion of
the Work.
~ 3.12.2 Product Data are illustrations, standard schedules, performance charts, instructions, brochures, diagrams and
other information furnished by the Contractor to illustrate materials or equipment for some portion of the Work.
~ 3.12.3 Samples are physical examples which illustrate materials, equipment or workmanship and establish
standards by which the Work will be judged.
~ 3.12.4 Shop Drawings, Product Data, Samples and similar submittals are not Contract Documents. The purpose of
their submittal is to demonstrate for those portions of the Work for which submittals are required by the Contract
Documents the way by which the Contractor proposes to conform to the information given and the design concept
expressed in the Contract Documents. Review by the Architect is subject to the limitations of Section 4.2.7.
Informational submittals upon which the Architect is not expected to take responsive action may be so identified in
the Contract Documents. Submittals which are not required by the Contract Documents may be returned by the
Architect without action.
~ 3.12.5 The Contractor shall review for compliance with the Contract Documents, approve and submit to the
Architect Shop Drawings, Product Data, Samples and similar submittals required by the Contract Documents with
reasonable promptness and in such sequence as to cause no delay in the Work or in the activities of the Owner or of
separate contractors. Submittals which are not marked as reviewed for compliance with the Contract Documents and
approved by the Contractor may be returned by the Architect without action.
~ 3.12.6 By approving and submitting Shop Drawings, Product Data, Samples and similar submittals, the Contractor
represents that the Contractor has determined and verified materials, field measurements and field construction
criteria related thereto, or will do so, and has checked and coordinated the information contained within such
submittals with the requirements of the Work and of the Contract Documents.
~ 3.12.7 The Contractor shall perform no portion of the Work for which the Contract Documents require submittal
and review of Shop Drawings, Product Data, Samples or similar submittals until the respective submittal has been
approved by the Architect.
Inlt.
AlA Document A201'M -1997. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987 and 1997 by The American
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reproduction or distribution of this AlA"' Document, or any portion of If, may resulf in severe civil and criminal penallles, and will be prosecuted to the
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g 3.12.8 The Work shall be in accordance with approved submittals except that the Contractor shall not be relieved of
responsibility for deviations from rey'uirements of the Contract Documents by the Architect's approval of Shop
Drawings, Product Data, Samples or similar submittals unless the Contractor has specifically informed the Architect
in writing of such deviation at the time of submittal and (I) the Architect has given written approval to the specific
deviation as a minor change in the Work, or (2) a Change Order or Construction Change Directive has been issued
authorizing the deviation. The Contractor shall not be relieved of responsibility for errors or omissions in Shop
Drawings, Product Data, Samples or similar submittals by the Architect's approval thereof.
g 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 Architect on previous submittals. Tn the
absence of such written notice the Architect's approval of a resubmission shall not apply to such revisions.
g 3.12.10 The Contractor shall not be required to provide professional services which constitute the practice of
architecture or engineering unless such services are specifically required by the Contract Documents for a portion of
the Work or unless tbe Contractor needs to provide such services in order to carry out the Contractor's
responsibilities for construction means, methods, techniques, sequences and procedures. The Contractor shall not be
required to provide professional services in violation of applicable law. If professional design services or
certifications by a design professional related to systems, materials or equipment are specifically required of the
Contractor by the Contract Documents, the Owner and the Architect will specify all performance and design criteria
that such services must satisfy. The Contractor shall cause such services or certifications to be provided by a
properly licensed design professional, whose signature and seal shall appear on all drawings, calculations,
specifications, certifications, Shop Drawings and other submittals prepared by such professional. Shop Drawings
and other submittals related to the Work designed or certified by such professional, if prepared by others, shall bear
such professional's written approval when submitted to the Architect. The Owner and the Architect shall be entitled
to rely upon the adequacy, accuracy and completeness of the services, certifications or approvals performed by such
design professionals, provided the Owner and Architect have specified to the Contractor all performance and design
criteria that such services must satisfy. Pursuant to this Section 3.12.10, the Architect will review, approve or take
other appropriate action on submittals only for the limited purpose of checking for conformance with information
given and the design concept expressed in the Contract Documents. The Contractor shall not be responsible for the
adequacy of the performance or design criteria required by the Contract Documents.
g 3.13 USE OF SITE
g 3.13.1 The Contractor shall confine operations at the site to areas permitted by law, ordinances, permits and the
Contract Documents and shall not unreasonably encumber the site with materials or equipment.
g 3.14 CUTTING AND PATCHING
g 3.14.1 The Contractor shall be responsible for cutting, fitting or patching required to complete the Work or to make
its parts fit together properly.
g 3.14.2 The Contractor shall not damage or endanger a portion of the Work or fully or partially completed
construction of the Owner or separate contractors by cutting, patching or otherwise altering such construction, or by
excavation. The Contractor shall not cut or otherwise alter such construction by the Owner or a separate contractor
except with written consent of the Owner and of such separate contractor; such consent shall not be unreasonably
withheld. The Contractor shall not unreasonably withhold from the Owner or a separate contractor the Contractor's
consent to cutting or otherwise altering the Work.
g 3.15 CLEANING UP
g 3.15.1 The Contractor shall keep the premises and surrounding area free from accumulation of waste materials or
rubbish caused by operations under the Contract. At completion of the Work, the Contractor shall remove from and
about the Project waste materials, rubbish, the Contractor's tools, construction equipment, machinery and surplus
materials.
g 3.15.2 If the Contractor fails to clean up as provided in the Contract Documents, the Owner may do so and the cost
thereof shall be charged to the Contractor.
Init.
AlA Document A201'" -1997. Copyright @ 1911,1915,1918,1925.1937.1951,1958,1961,1963, 1966, 1970, 1976. 1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AlA'" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 16
reproduction or distribution of this AlA" Document, or any porllon of It, may result in severe civil and criminal penalties, and will be prosecuted to the
maximum extent possible under the law. This document was produced by AlA software at 11 :26:03 on 11/15/2007 under Order NO.1000317133 ..1 which
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~ 3.16 ACCESS TO WORK
~ 3.16.1 The Contractor shall provide the Owner and Architect access to the Work in preparation and progress
wherever located.
~ 3.17 ROYALTIES, PATENTS AND COPYRIGHTS
~ 3.17.1 The Contractor shall pay all royalties and license fees. The Contractor shall defend suits or claims for
infringement of copyrights and patent rights and shall hold the Owner and Architect harmless from loss on account
thereof, but shall not be responsible for such defense or loss when a particular design, process or product of a
particular manufacturer or manufacturers is required by the Contract Documents or where the copyright violations
are contained in Drawings, Specifications or other documents prepared by the Owner or Architect. However, if the
Contractor has reason to believe that the required design, process or product is an infringement of a copyright or a
patent, the Contractor shall be responsible for such loss unless such information is promptly furnished to the
Architect.
~ 3.18 INDEMNIFICATION
~ 3.18.1 To the fullest extent permitted by law and to the extent claims, damages, losses or expenses are not covered
by Project Management Protective Liability insurance purchased by the Contractor in accordance witb Section 11.3,
the Contractor shall indemnify and hold harmless the Owner, Architect, Architect's consultants, and agents and
employees of any of them from and against claims, damages, losses and expenses, including but not limited to
attorneys' fees, arising out of or resulting from performance of the Work, 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), but only to tbe extent caused by the 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.
SUl:h obligation shall not be construed to negate, abridge, or reduce other rights or obligations of indemnity which
would otherwi se 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 Section 3.18.1 shall not be limited by a limitation on amount or type of damages,
compensation or benetits payable by or for the Contractor or a Subcontractor under workers' compensation acts,
disability benefit acts or other employee benefit acts.
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 lawfully practicing
architecture identified as such in the Agreement and is referred to throughout the Contract Documents as if singular
in number. The term "Architect" means the Architect or the Architect's authorized representative.
~ 4.1.2 Duties, responsibilities and limitations of authority of the Architect as set forth in the Contract Documents
shall not be restricted, modified or extended without written consent of the Owner, Contractor and Architect.
Consent shall not be unreasonably withheld.
~ 4.1.3 If the employment of the Architect is terminated, the Owner shall employ a new Architect against whom the
Contractor has no reasonable objection and whose status under the Contract Documents shall be that of the former
Architect.
~ 4.2 ARCHITECT'S ADMINISTRATION OF THE CONTRACT
~ 4.2.1 The Architect will provide administration of the Contract as described in the Contract Documents, and will be
an Owner's representative (1) during construction, (2) until final payment is due and (3) with the Owner's
concurrence, from time to time during the one-year period for correction of Work described in Section 12.2. The
Architect will have authority to act on behalf of the Owner only to the extent provided in the Contract Documents,
unless otherwise modified in writing in accordance with other provisions of the Contract.
~ 4.2.2 The Architect, as a representative of the Owner, will visit the site at intervals appropriate to the stage of the
Contractor's operations (l) to become generally familiar with and to keep the Owner informed about the progress
and quality of the portion of the Work completed, (2) to endeavor to guard the Owner against defects and
Init.
AlA Document A201™ -1997. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AlA"' Document Is protected by U.S. Copyright Law and Internallonal Treaties. Unauthorized 17
reproduction or distrlbullon of this AlA"' Document, or any portion of it, may result In severe civil and criminal penalties, and will be prosecuted to the
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deficiencies in the Work, and (3) to determine in general if the Work is being performed in a manner indicating that
the Work, when fully completed, will be in accordance with the Contract Documents. However, the Architect will
not be required to make exhaustive or continuous on-site inspections to check the quality or quantity of the Work.
The Architect will neither have control over or charge of, nor be responsible for, the construction means, methods,
techniques, sequences or procedures, or for the safety precautions and programs in connection with the Work, since
these are solely the Contractor's rights and responsibilities under the Contract Documents, except as provided in
Section 3.3.1.
~ 4.2,3 The Architect will not be responsible for the Contractor's failure to perform the Work in accordance with the
requirements of the Contract Documents. The Architect will not have control over or charge of and will not be
responsible for acts or omissions of the Contractor, Subcontractors, or their agents or employees, or any other
persons or entities performing portions of the Work.
~ 4.2,4 Communications Facilitating Contract Administration. Except as otherwise provided in the Contract
Documents or when direct communications have been specially authorized, the Owner and Contractor shall
endeavor to communicate with each other through the Architect about matters arising out of or relating to the
Contract. 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
separate contractors shall be through the Owner.
~ 4,2.5 Based on the Architect's evaluations of the Contractor's Applications for Payment, the Architect will review
and certify the amounts due the Contractor and will issue Certificates for Payment in such amounts.
~ 4.2.6 The Architect will have authority to reject Work that does not conform to the Contract Documents. Whenever
the Architect considers it necessary or advisable, the Architect will have authority to require 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. However. neither this authority of the Architect nor a decision made in good faith either to exercise or
not to exercise such authority shall give rise to a duty or responsibility of the Architect to the Contractor,
Subcontractors, material and equipment suppliers, their agents or employees, or other persons or entities performing
portions of the Work.
~ 4.2.7 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 or in the activities of the Owner, Contractor or
separate contractors, while allowing sutllcient time in the Architect's professional judgment to permit adequate
review. Review of such submittals is not conducted for the purpose of determining the 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 of the Contractor as required by the Contract
Documents. The Architect's review of the Contractor's submittals shall not relieve the Contractor of the obligations
under Sections 3.3, 3.5 and 3.12. The Architect's review shall not constitute approval of safety precautions or, unless
otherwise specifically stated by the Architect, of any construction means, methods, techniques, sequences or
procedures. The Architect's approval of a specific item shall not indicate approval of an assembly of which the item
is a component.
~ 4.2.8 The Architect will prepare Change Orders and Construction Change Directives, and may authorize minor
changes in the Work as provided in Section 7.4.
~ 4.2.9 The Architect will conduct inspections to determine the date or dates of Substantial Completion and the date
of final completion, will receive and forward to the Owner, for the Owner's review and records, written warranties
and related documents required by the Contract and assembled by the Contractor, and will issue a final Certificate
for Payment upon compliance with the requirements of the Contract Documents.
~ 4.2.10 If the Owner and Architect agree, the Architect will provide one or more project representatives to assist in
carrying out the Architect's responsibilities at the site. The duties, responsibilities and limitations of authority of
such project representatives shall be as set forth in an exhibit to be incorporated in the Contract Documents.
Inlt.
AlA Document A201 TM - 1997. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AlA"" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 18
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User Notes: (3847826007)
g 4.2.11 The Architel:t will interpret and decide matters l:oncerning performance under and requirements of, the
Contral:t Documents on written request of either the Owner or Contractor. The Architect's response to such requests
will be made in writing within any time limits agreed upon or otherwise with reasonable promptness. If no
agreement is made concerning the time within which interpretations required of the Architect shall be furnished in
compliance with this Section 4.2, then delay shall not be recognized on al:count of failure by the Architect to furnish
such interpretations until 15 days after written request is made for them.
g 4.2.12 Interpretations and decisions of the Architel:t will be consistent with the intent of and reasonably inferable
from the Contral:t Documents and will be in writing or in the form of drawings. When making such interpretations
and initial decisions, the Architect will endeavor to sel:ure faithful performance by both Owner and Contral:tor, will
not show partiality to either and will not he liable for results of interpretations or decisions so rendered in good faith.
g 4.2.13 The Architect's decisions on matters relating to aesthetic effect will be final if consistent with the intent
expressed in the Contral:t Documents.
g 4.3 CLAIMS AND DISPUTES
g 4.3.1 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 resped 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 initiated by written notice. The responsibility to
substantiate Claims shall rest with the party making the Claim.
g 4.3.2 Time Limits on Claims. Claims by either party must be initiated within 21 days after occurrence of the event
giving rise to such Claim or within 21 days after the claimant first recognizes the l:ondition giving rise to the Claim,
whichever is later. Claims must be initiated hy written notil:e to the Architect and the other party.
g 4.3.3 Continuing Contract Performanl:e. Pending tinal resolution of a Claim eXl:ept as otherwise agreed in writing
or as provided in Section 9.7.1 and Article 14, the Contral:tor shall proceed diligently with performance of the
Contract and the Owner shall continue to make payments in accordance with the Contract Documents.
g 4.3.4 Claims for Conl:ealed or Unknown Conditions. If conditions are encountered at the site which are (I)
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 from those ordinarily
found to exist and generally recognized as inherent in construction activities of the character provided for in the
Contract Documents, then notice by the observing party shall be given to the other party promptly hefore conditions
are disturbed and in no event later than 21 days after tirst observance of the conditions. The Architect will promptly
investigate such conditions and, if they differ materially and cause an increase or decrease in the Contrador's cost
of, or time required for, performance of any part of the Work, will recommend an equitable adjustment in the
Contract Sum or Contract Time, or both. If the Architect determines that the conditions at the site are not materially
different from those indil:ated in the Contract Documents and that no change in the terms of the Contract is justified,
the Architel:t 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 of the del:ision. If
the conditions encountered are materially different, the Contract Sum and Contract Time shall be equitably adjusted,
but 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, suhject to further prol:eedings pursuant to
Section 4.4.
g 4.3.5 Claims for Additional Cost. If the Contral:tor wishes to make Claim for an increase in the Contract Sum,
written notice as provided herein shall be given before prol:eeding to execute the Work. Prior notice is not required
for Claims relating to an emergency endangering life or property arising under Section 10.6.
g 4.3.6 If the Contractor believes additional cost is involved for reasons including but not limited to (1) a written
interpretation 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 l:hange in the Work issued by the Architect, (4) failure of payment by the Owner, (5)
termination of the Contract hy the Owner, (6) Owner's suspension or (7) other reasonable grounds, Claim shall be
filed in accordance with this Section 4.3.
Inlt.
AlA Document A201'" -1997. Copyright @ 1911,1915,1918.1925.1937,1951,1958.1961,1963, 1966, 1970, 1976, 1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AlA" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 19
reproduction or distribution of this AlA" Document, or any portion of It, may result in severe civil and criminal penalties, and will be prosecuted to the
maximum extent possible under the law. This document was produced by AlA software at 11 :26:03 on 11/15/2007 under Order No.1000317133..' which
expires on 8/18/2008, and is not for resale.
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~ 4.3.7 Claims for Additional Time
~ 4.3.7.1 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.
~ 4.3.7.2 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, could not have been reasonably
anticipated and had an adverse effect on the scheduled construction.
~ 4.3.8 Injury or Damage to Person or Property. If either party to the Contract suffers injury or damage to person or
property hecause of an act or omission of the other party, or of others for whose acts such party is legally
responsible, written notice of such injury or damage, whether or not insured, shall be given to the other party within
a reasonable time not exceeding 21 days after discovery. The notice shall provide sufficient detail to enable the other
party to investigate the matter.
~ 4.3.9 If unit prices are stated in the Contract Documents or subsequently agreed upon, and if quantities originally
contemplated are materially changed in a proposed Change Order or Construction Change Directive so 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.
~ 4.3.10 Claims for Consequential Damages. The Contractor and Owner waive Claims against each other for
consequential damages arising out of or relating to this Contract. This mutual waiver includes:
.1 damages incurred by the Owner for rental expenses, for losses of use, income, profit, financing,
business and reputation, and for loss of management or employee productivity or of the services of
such persons; and
.2 damages incurred by the Contractor for principal office expenses including the compensation of
personnel stationed there, for losses of financing, business and reputation, and for loss of profit
except anticipated profit arising directly from the Work.
This mutual waiver is applicable, without limitation, to all consequential damages due to either party's termination
in accordance with Article 14. Nothing contained in this Section 4.3.10 shall be deemed to preclude an award of
liquidated direct damages, when applicable, in accordance with the requirements of the Contract Documents.
~ 4.4 RESOLUTION OF CLAIMS AND DISPUTES
~ 4.4.1 Decision of Architect. Claims, including those alleging an error or omission by the Architect but excluding
those arising under Sections 10.3 through 10.5, shall be referred initially to the Architect for decision. An initial
decision by the Architect shall be required as a condition precedent to mediation, arbitration or litigation of all
Claims between the Contractor and Owner arising prior to the date final payment is due, unless 30 days have passed
after the Claim has been referred to the Architect with no decision having been rendered by the Architect. The
Architect will not decide disputes between the Contractor and persons or entities other than the Owner.
~ 4.4.2 The Architect will review Claims and within ten days of the receipt of the Claim take one or more of the
following actions: (I) request additional supporting data from the claimant or a response with supporting data from
the other party, (2) reject the Claim in whole or in part, (3) approve the Claim, (4) suggest a compromise, or (5)
advise the parties that the Architect is unable to resolve the Claim if the Architect lacks sufficient information to
evaluate the merits of the Claim or if the Architect concludes that, in the Architect's sole discretion, it would be
inappropriate for the Architect to resolve the Claim.
~ 4,4.31n evaluating Claims, the Architect may, but shall not be obligated to, consult with or seek information from
either party or from persons with special knowledge or expertise who may assist the Architect in rendering a
decision. The Architect may request the Owner to authorize retention of such persons at the Owner's expense.
~ 4.4.4 If the Architect requests a party to provide a response to a Claim or to furnish additional supporting data,
such party shall respond, within ten days after receipt of such request, and shall either provide a response on the
requested supporting data, advise the Architect when the response or supporting data will be furnished or advise the
Architect that no supporting data will be furnished. Upon receipt of the response or supporting data, if any, the
Architect will either reject or approve the Claim in whole or in part.
Inlt.
AlA Document A201™ -1997. Copyright @ 1911,1915,1918,1925, 1937, 1951, 1958, 1961,1963,1966,1970,1976,1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AlA'" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 20
reproduction or distribution of this AlA'" Document, or any portion of ii, may result in severe civil and criminal penalties, and will be prosecuted to the
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User Notes: (3847826007)
~ 4.4.5 The Architect will approve or reject Claims by written decision, which shall state the reasons therefor and
which shall notify the parties of any change in the Contract Sum or Contract Time or both. The approval or rejection
of a Claim by the Architect shall be final and binding on the parties but subject to mediation and arbitration.
~ 4.4.6 When a written decision of the Architect states that (I) the decision is final but subject to mediation and
arbitration and (2) a demand for arbitration of a Claim covered by such decision must be made within 30 days after
the date on which the party making the demand receives the final written decision, then failure to demand arbitration
within said 30 days' period shall result in the Architect's decision becoming final and binding upon the Owner and
Contractor. If the Architect renders a decision after arbitration proceedings have been initiated, such decision may
be entered as evidence, but shall not supersede arbitration proceedings unless the decision is acceptable to all parties
concerned.
~ 4.4.7 Upon receipt of a Claim against the Contractor or at any time thereafter, the Architect or the Owner may, but
is not obligated to, notify the surety, if any, of the nature and amount of the Claim. If the Claim relates to a
possibility of a Contractor's default, the Architect or the Owner may, but is not obligated to, notify the surety and
request the surety's assistance in resolving the controversy.
~ 4.4.8 If a Claim relates to or is the subject of a mechanic's lien, the party asserting such Claim may proceed in
accordance with applicable law to comply with the lien notice or filing deadlines prior to resolution of the Claim by
the Architect, by mediation or by arbitration.
~ 4.5 MEDIATION
~ 4.5.1 Any Claim arising out of or related to the Contract, except Claims relating to aesthetic effect and except those
waived as provided for in Sections 4.3.10,9.10.4 and 9.10.5 shall, after initial decision by the Architect or 30 days
after submission of the Claim to the Architect, be subject to mediation as a condition precedent to arbitration or the
institution of legal or equitable proceedings by either party.
~ 4.5.2 The parties shall endeavor to resolve their Claims by mediation which, unless the parties mutually agree
otherwise, shall be in accordance with the Construction Industry Mediation Rules of the American Arbitration
Association currently in effect. Request for mediation shalI be filed in writing with the other party to the Contract
and with the American Arbitration Association. The request may be made concurrently with the filing of a demand
for arbitration but, in such event, mediation shall proceed in advance of arbitration or legal or equitable proceedings,
which shall be stayed pending mediation for a period of 60 days from the date of filing, unless stayed for a longer
period by agreement of the parties or court order.
~ 4.5.3 The parties shall share the mediator's fee and any filing fees equally. The mediation shall be held in the place
where the Project is located, unless another location is mutually agreed upon. Agreements reached in mediation shall
be enforceable as settlement agreements in any court having jurisdiction thereof.
~ 4.6 ARBITRATION
~ 4.6.1 Any Claim arising out of or related to the Contract, except Claims relating to aesthetic effect and except those
waived as provided for in Sections 4.3.10, 9.10.4 and 9.10.5, shall, after decision by the Architect or 30 days after
submission of the Claim to the Architect, be subject to arbitration. Prior to arbitration, the parties shall endeavor to
resolve disputes by mediation in accordance with the provisions of Section 4.5.
~ 4.6.2 Claims not resolved by mediation shall be decided by arbitration which, unless the parties mutually agree
otherwise, shall be in accordance with the Construction Industry Arbitration Rules of the American Arbitration
Association currently in effect. The demand for arbitration shall be filed in writing with the other party to the
Contract and with the American Arbitration Association, and a copy shall be filed with the Architect.
~ 4.6.3 A demand for arbitration shall be made within the time limits specified in Sections 4.4.6 and 4.6.1 as
applicable, and in other cases within a reasonable time after the Claim has arisen, and in no event shall it be made
after the date when institution of legal or equitable proceedings based on such Claim would be barred by the
applicable statute of limitations as determined pursuant to Section 13.7.
Init.
AlA Document A201'" - 1997. Copyright @ 1911,1915,1918,1925,1937,1951,1958,1961,1963, 1966, 1970, 1976, 1987 and 1997 by The American
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~ 4.6.4 Limitation on Consolidation or Joinder. No arbitration arising out of or relating to the Contract shall include,
by consolidation or joinder or in any other manner, the Architect, the Architect's employees or consultants, except
by written consent containing specific reference to the Agreement and signed by the Architect, Owner, Contractor
and any other person or entity sought to be joined. No arbitration shall include, by consolidation or joinder or in any
other manner, parties other than the Owner, Contractor, a separate contractor 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 person or entity other than the Owner, Contractor or a separate contractor as
described in Article 6 shall be included as an original third party or additional third party to an arbitration whose
interest or responsibility is insubstantial. Consent to arbitration involving an additional person or entity shall not
constitute consent to arbitration of a Claim not described therein or with a person or entity not named or described
therein. The foregoing agreement to arbitrate and other agreements to arbitrate with an additional person or entity
duly consented to by parties to the Agreement shall be specifically enforceahle under applicahle law in any court
having jurisdiction thereof.
~ 4.6.5 Claims and Timely Assertion of Claims. The party filing 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.
~ 4.6.6 Judgment on Final Award. The award rendered by the arbitrator or arbitrators shall be final, and judgment
may be entered upon it in accordance with applicable law in any court having jurisdiction thereof.
ARTICLE 5 SUBCONTRACTORS
~ 5.1 DEFINITIONS
~ 5.1.1 A Subcontractor is a person or entity who has a direct contract with the Contractor to perform a portion of the
Work at the site. The term "Subcontractor" is referred to throughout the Contract Documents as if singular in
number and means a Subcontractor or an authorized representative of the Subcontractor. The term "Suhcontractor"
does not include a separate contractor or subcontractors of a separate contractor.
~ 5.1.2 A Sub-subcontractor is a person or entity who has a direct or indirect contract with a Subcontractor to
perform a portion of the Work at the site. The term "Sub-subcontractor" is referred to throughout the Contract
Documents as if singular in number and means a Sub-subcontractor or an authorized representative of the Sub-
subcontractor.
~ 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 Contractor, as soon as
practicable after award of the Contract, shall furnish in writing to the Owner through the Architect the names of
persons or entities (including those who are to furnish materials or equipment fabricated to a special design)
proposed for each principal portion of the Work. The Architect will promptly reply to the Contractor in writing
stating whether or not the Owner or the Architect, after due investigation, has reasonable objection to any such
proposed person or entity. Failure of the Owner or Architect 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 Owner 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 or Architect has reasonable objection to a person or entity proposed by the Contractor, the
Contractor shall propose another to whom the Owner or Architect has no reasonable objection. If the proposed but
rejected Subcontractor was reasonably capable of performing the Work, the Contract Sum and Contract Time shall
be increased or decreased by the difference, if any, occasioned by such change, and an appropriate Change Order
shall be issued before commencement of the substitute Subcontractor's Work. However, no increase in the Contract
Sum or Contract Time shall be allowed for such change unless the Contractor has acted promptly and responsively
in submitting names as required.
~ 5.2.4 The Contractor shall not change a Subcontractor, person or entity previously selected if the Owner or
Architect makes reasonable objection to such substitute.
Init.
AlA Document A201tM -1997. Copyright @ 1911. 1915. 1918. 1925. 1937, 1951. 1958, 1961, 1963, 1966, 1970, 1976, 1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AlA" Document Is protected by U.S. Copyright Lilw ilnd Internallonill Treilties. Uniluthorlzed 22
reproducllon or dlstrlbullon of this AlA" Document, or any porllon of It, may result In severe civil and criminal penalties. and will be prosecuted to the
maximum extent pOSSible under the law. This document was produced by AlA software at 11 :26:03 on 11/15/2007 under Order No.1000317133....1 which
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g 5.3 SUBCONTRACTUAl RELATIONS
g 5.3.1 By appropriate agreement, written where legally required for validity, the Contractor shall require each
Subcontractor, to the extent of the Work to be performed by the Subcontractor, to be bound to the Contractor by
terms of the Contract Documents, and to assume toward the Contractor all the obligations and responsibilities,
including the responsibility for safety of the Subcontractor's Work, which the Contractor, by these Documents,
assumes toward the Owner and Architect. Each subcontract agreement shall preserve and protect the rights of the
Owner and Architect under the Contract Documents with respect to the Work to be performed by the Subcontractor
so that suhcontracting thereof will not prejudice such rights, and shall allow to the Subcontractor, unless specifically
provided otherwise in the subcontract agreement, the henefit 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 require each Subcontractor to enter into similar agreements with Sub-subcontractors. The
Contractor shall make available to each proposed Subcontractor, prior to the execution of the subcontract agreement,
copies of the Contract Documents to which the Subcontractor will be bound, and, upon written request of the
Subcontractor, identify to the Subcontractor terms and conditions of the proposed subcontract agreement which may
be at variance with the Contract Documents. Subcontractors will similarly make copies of applicable portions of
such documents available to their respective proposed Sub-subcontractors.
fi 5.4 CONTINGENT ASSIGNMENT OF SUBCONTRACTS
g 5.4.1 Each subcontract agreement for a portion of the Work is assigned by the Contractor to the Owner provided
that:
.1 assignment is effective only after termination of the Contract by the Owner for cause pursuant to
Section 14.2 and only for those subcontract agreements which the Owner accepts by notifying the
Subcontractor and Contractor in writing; and
.2 assignment is subject to the prior rights of the surety, if any, obligated under bond relating to the
Contract.
g 5.4.2 Upon such assignment, if the Work has been suspended for more than 30 days, the Subcontractor's
compensation shall be equitably adjusted for increases in cost resulting from the suspension.
ARTICLE 6 CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS
g 6.1 OWNER'S RIGHT TO PERFORM CONSTRUCTION AND TO AWARD SEPARATE CONTRACTS
g 6.1.1 The Owner reserves the right to perform construction or operations related to the Project with the Owner's
own forces, and to award separate contracts in connection with other portions of the Project or other construction or
operations on the site under Conditions of the Contract identical 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 shall make such Claim as provided in Section 4.3.
fi 6.1.2 When separate contracts are awarded for different portions of the Project or other construction or operations
on the site, the term "Contractor" in the Contract Documents in each case shall mean the Contractor who executes
each separate Owner-Contractor Agreement.
fi 6.1.3 The Owner shall provide for coordination of the activities of the Owner's own forces and of each separate
contractor with the Work of the Contractor, who shall cooperate with them. The Contractor shall participate with
other separate contractors and the Owner in reviewing their construction schedules when directed to do so. The
Contractor shall make any revisions to the construction schedule deemed necessary after ajoint review and mutual
agreement. The construction schedules shall then constitute the schedules to be used by the Contractor, separate
contractors and the Owner until subsequently revised.
g 6.1.4 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 subject to the 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 Article 3, this Article 6 and Articles 10, 11 and 12.
g 6.2 MUTUAL RESPONSIBILITY
fi 6.2.1 The Contractor shall afford the Owner and separate contractors reasonable opportunity for introduction and
storage of their materials and equipment and performance of their activities, and shall connect and coordinate the
Contractor's construction and operations with theirs as required by the Contract Documents.
Init.
AlA Document A201m -1997. Copyright @ 1911,1915,1918,1925,1937,1951,1958,1961.1963. 1966, 1970, 1976, 1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AlA" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 23
reproduction or distribution 01 this AlA" Document, or any portion 01 it, may result in severe civil and criminal penalties, and will be prosecuted to the
maximum extent possible under the law. This document was produced by AlA software at 11 :26:03 on 11/15/2007 under Order No.l000317133 1 which
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~ 6.2,2 If part of the Contractor's Work depends for proper execution or results upon construction or operations by
the Owner or a separate contractor, the Contractor shall, prior to proceeding with that portion of the Work, promptly
report to the Architect apparent discrepancies or defects in such other construction that would render it unsuitable
for such proper execution and results. Failure of the Contractor so to report shall constitute an acknowledgment that
the Owner's or separate contractor's completed or partially completed construction is fit and proper to receive the
Contractor's Work, except as to defects not then reasonably discoverable.
~ 6.2.3 The Owner shall be reimbursed by the Contractor for costs incurred by the Owner which are payable to a
separate contractor because of delays, improperly timed activities or defective construction of the Contractor. The
Owner shall be responsible to the Contractor for costs incurred by the Contractor because of delays, improperly
timed activities, damage to the Work or defective construction of a separate contractor.
~ 6,2.4 The Contractor shall promptly remedy damage wrongfully caused by the Contractor to completed or partially
completed construction or to property of the Owner or separate contractors as provided in Section 10.2.5.
~ 6.2.5 The Owner and each separate contractor shall have the same responsibilities for cutting and patching as are
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, separate contractors and the Owner as to the responsibility under
their respective contracts for maintaining the premises and surrounding area free from waste materials and rubbish,
the Owner may clean up and the Architect will allocate the cost among those responsible.
ARTICLE 7 CHANGES IN THE WORK
~ 7.1 GENERAL
~ 7,1,1 Changes in the Work may be accomplished after execution of the Contract, and without invalidating the
Contract, by Change Order, Construction Change Directive or order for a minor change in the Work, subject to the
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, Contractor and Architect; a Construction
Change Directive requires agreement by the Owner and Architect and mayor may not be agreed to by the
Contractor; an order for a minor change in the Work may be issued by the Architect alone.
~ 7.1.3 Changes in the Work shall be performed under applicable provisions of the Contract Documents, and the
Contractor shall proceed promptly, unless otherwise provided in the Change Order, Construction Change Directive
or order for a minor change in the Work.
S 7.2 CHANGE ORDERS
~ 7.2.1 A Change Order is a written instrument prepared by the Architect and signed by the Owner, Contractor and
Architect, stating their agreement upon all of the following:
.1 change in the Work;
,2 the amount of the adjustment, if any, in the Contract Sum; and
.3 the extent of the adjustment, if any, in the Contract Time.
~ 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 Architect and signed by the Owner and
Architect, directing a change in the Work prior to agreement on adjustment, if any, in the Contract Sum or Contract
Time, or both. The Owner may by Construction Change Directive, without invalidating the Contract, order changes
in the Work within the general scope of the Contract consisting of additions, deletions or other revisions, the
Contract Sum and Contract Time being adjusted accordingly.
~ 7.3,2 A Construction Change Directive shall be used in the absence of total agreement on the terms of a Change
Order.
Init.
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~ 7.3.3 If the Construction Change Directive provides for an adjustment to the Contract Sum, the adjustment shall be
based on one of the following methods:
.1 mutual acceptance of a lump sum properly itemized and supported by sufficient substantiating 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 mutually acceptable 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 Architect of the Contractor's agreement or disagreement with the method, if any,
provided in the Construction Change Directive for determining the proposed adjustment in the Contract Sum or
Contract Time.
~ 7.3.5 A Construction Change Directive signed by the Contractor indicates the agreement of the Contractor
therewith, including adjustment in Contract Sum and Contract Time or the method for determining 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 Contract Sum,
the method and the adjustment shall be determined by the Architect on the basis of reasonable 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 Architect may prescribe, an itemized accounting together with
appropriate supporting data. Unless otherwise provided in the Contract Documents, costs for the purposes of this
Section 7.3.6 shall be limited to the following:
.1 costs of labor, 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 the Contractor
or others;
.4 costs of premiums for all bonds and insurance, permit fees, and sales, use or similar taxes related to
the Work; and
.5 additional costs of supervision and field office personnel directly attributable to the change.
~ 7.3.7 The amount of credit to be allowed by the Contractor to the Owner for a deletion or change which results in a
net decrease in the Contract Sum shall be actual net cost as confirmed by the Architect. When both additions and
credits covering related Work or substitutions are involved in a change, the allowance for overhead and profit shall
be figured on the basis of net increase, if any, with respect to that change.
~ 7.3.8 Pending final determination of the total cost of a Construction Change Directive to the Owner, amounts not in
dispute for such changes in the Work shall be included in Applications for Payment accompanied by a Change
Order indicating the parties' agreement with part or all of such costs. For any portion of such cost that remains in
dispute, the Architect will make an interim determination for purposes of monthly certification for payment for those
costs. That determination of cost shall adjust the Contract Sum on the same basis as a Change Order, subject to the
right of either party to disagree and assert a claim in accordance with Article 4.
~ 7.3.9 When the Owner and Contractor agree with the determination made by the Architect concerning the
adjustments in the Contract Sum and Contract Time, or otherwise reach agreement upon the adjustments, such
agreement shall be effective immediately and shall be recorded by preparation and execution of an appropriate
Change Order.
~ 7.4 MINOR CHANGES IN THE WORK
~ 7.4.1 The Architect will have authority to order minor changes in the Work not involving adjustment in the
Contract Sum or extension of the Contract Time and not inconsistent with the intent of the Contract Documents.
Such changes shall be effected by written order and shall be binding on the Owner and Contractor. The Contractor
shall carry out such written orders promptly.
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ARTICLE 8 TIME
g 8.1 DEFINITIONS
g 8.1.1 Unless otherwise provided, Contract Time is the period of time, including authorized adjustments, allotted in
the Contract Documents for Substantial Completion of the Work.
g 8.1.2 The date of commencement of the Work is the date established in the Agreement.
g 8.1.3 The date of Substantial Completion is the date certified by the Architect in accordance with Section 9.8.
g 8.1.4 The term "day" as used in the Contract Documents shall mean calendar day unless otherwise specifically
defined.
g 8.2 PROGRESS AND COMPLETION
g 8.2.1 Time limits stated in the Contract Documents are of the essence of the Contract. By executing the Agreement
the Contractor confirms that the Contract Time is a reasonable period for performing the Work.
g 8.2.2 The Contractor shall not knowingly, except by agreement or instruction of the Owner in writing, prematurely
commence operations on the site or elsewhere prior to the effective date of insurance required by Article I I to be
furnished by the Contractor and Owner. 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 the Contract Documents or a
notice to proceed given by the Owner, 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.
g 8.2.3 The Contractor shall proceed expeditiously with adequate forces and shall achieve Substantial Completion
within the Contract Time,
g 8.3 DELAYS AND EXTENSIONS OF TIME
g 8.3.1 lfthe Contractor is delayed at any time in the commencement or progress of the Work by an act or neglect of
the Owner or Architect, or of an employee of either, or of a separate contractor employed by the Owner, 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 mediation and arbitration, or
by other causes which the Architect determines may justify delay, then the Contract Time shall be extended by
Change Order for such reasonable time as the Architect may determine.
g 8.3.2 Claims relating to time shall be made in accordance with applicable provisions of Section 4.3.
g 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
g 9.1 CONTRACT SUM
g 9.1.1 The Contract Sum is stated in the Agreement and, including authorized adjustments, is the total amount
payable by the Owner to the Contractor for performance of the Work under the Contract Documents.
g 9.2 SCHEDULE OF VALUES
g 9.2.1 Before the first Application for Payment, the Contractor shall submit to the Architect a schedule of values
allocated to various portions of the Work, prepared in such form and supported by such data to substantiate its
accuracy as the Architect may require, This schedule, unless objected to by the Architect, shall be used as a basis for
reviewing the Contractor's Applications for Payment.
g 9.3 APPLICATIONS FOR PAYMENT
g 9.3.1 At least ten days before the date established for each progress payment, the Contractor shall submit to the
Architect an itemized Application for Payment for operations 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
Inlt.
AlA Document A201'" -1997. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987 and 1997 by The American
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payment as the Owner or Architect may require, such as copies of requisitions from Subcontractors and material
suppliers, and reflecting retainage if provided for in the Contract Documents.
~ 9.3.1.1 As provided in Section 7.3.8, such applications may include requests for payment on account of changes in
the Work which have been properly authorized by Construction Change Directives, or by interim determinations of
the Architect, but not yet included in Change Orders.
g 9.3.1.2 Such applications may not include requests for payment for portions of the Work for which the Contractor
does not intend to pay to a Subcontractor or material supplier, unless such Work has been performed by others
whom the Contractor intends to pay.
~ 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 be conditioned upon
compliance by the Contractor with procedures satisfactory to the Owner to establish the Owner's title to such
materials and equipment or otherwise protect the Owner's interest, and shall include the costs of applicable
insurance, storage and transportation to the site for such materials and equipment stored off the site.
~ 9.3.3 The Contractor warrants that title to all Work covered by an Application for Payment will pass to the Owner
no later than the time of payment. The Contractor further warrants that upon submittal of an Application for
Payment all Work for which Certificates for Payment have been previously issued and payments 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 Architect will, within seven days after receipt of the Contractor's Application for Payment, either issue
to the Owner a Certificate for Payment, with a copy to the Contractor, for such amount as the Architect determines
is properly due, or notify the Contractor and Owner in writing of the Architect's reasons for withholding
certification in whole or in part as provided in Section 9.5.1.
~ 9.4,2 The issuance of a Certificate for Payment will constitute a representation by the Architect to the Owner,
based on the Architect's evaluation of the Work and the data comprising the Application for Payment, that the Work
has progressed to the point indicated and that, to the best of the Architect's knowledge, information and belief, the
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 the Contract Documents upon Substantial Completion, to results of
subsequent tests and inspections, to correction of minor deviations from the Contract Documents prior to completion
and to specific qualifications expressed by the Architect. The issuance of a Certificate for Payment will further
constitute a representation that the Contractor is entitled to payment in the amount certitied. However, the issuance
of a Certificate for Payment will not be a representation that the Architect has (I) made exhaustive or continuous on~
site inspections to check the quality or quantity of the Work, (2) reviewed construction means, methods, techniques,
sequences or procedures, (3) reviewed copies of requisitions received from Subcontractors and material suppliers
and other data requested by the Owner to substantiate the Contractor's right to payment, or (4) made examination to
ascertain how or for what purpose the Contractor has used money previously paid on account of the Contract Sum.
~ 9.5 DECISIONS TO WITHHOLD CERTIFICATION
~ 9.5.1 The Architect may withhold a Certificate for Payment in whole or in part, to the extent reasonably necessary
to protect the Owner, if in the Architect's opinion the representations to the Owner required by Section 9.4.2 cannot
be made. If the Architect is unable to certify payment in the amount of the Application, the Architect will notify the
Contractor and Owner as provided in Section 9.4.1. If the Contractor and Architect cannot agree on a revised
amount, the Architect will promptly issue a Certificate for Payment for the amount for which the Architect is able to
make such representations to the Owner. The Architect may also withhold a Certificate for Payment or, because of
subsequently discovered evidence, may nullify the whole or a part of a Certificate for Payment previously issued, to
such extent as may be necessary in the Architect's opinion to protect the Owner from loss for which the Contractor
is responsible, including loss resulting from acts and omissions described in Section 3.3.2, because of:
.1 defective Work not remedied;
Init.
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.2 third party claims filed or reasonable evidence indicating probable filing of such claims unless
security acceptable to the Owner is provided by the Contractor;
.3 failure of the Contractor to make payments properly to Subcontractors or for labor, materials or
equipment;
.4 reasonable evidence that the Work cannot be completed for the unpaid balance of the Contract Sum;
.5 damage to the Owner or another contractor;
.6 reasonable evidence that the Work will not be completed within the Contract Time, and that the
unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay;
or
.7 persistent failure to carry out the Work in accordance with the Contract Documents,
~ 9.5.2 When the above reasons for withholding certification are removed, certification will be made for amounts
previously withheld.
~ 9.6 PROGRESS PAYMENTS
~ 9.6.1 After the Architect has issued a Certificate for Payment, the Owner shall make payment in the manner and
within the time provided in the Contract Documents, and shall so notify the Architect.
~ 9.6.2 The Contractor shall promptly pay each Subcontractor, upon receipt of payment from the Owner, out of the
amount paid to the Contractor on account of sucb Subcontractor's portion of the Work, the amount to which said
Subcontractor is entitled, reflecting percentages actually retained from payments to the Contractor on account of
such Subcontractor's portion of the Work. The Contractor shall, by appropriate agreement with each Subcontractor,
require each Subcontractor to make payments to Sub-subcontractors in a similar manner,
~ 9.6.3 The Architect will, on request, furnish to a Subcontractor, if practicable, information regarding percentages of
completion or amounts applied for by tbe Contractor and action taken thereon by the Architect and Owner on
account of portions of the Work done by such Subcontractor.
~ 9.6.4 Neither the Owner nor Architect shall 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 of the Project by the
Owner shall not constitute acceptance of Work not in accordance with the Contract Documents.
~ 9.6.7 Unless the Contractor provides the Owner with a payment bond in the full penal sum of the Contract Sum,
payments received by the Contractor for Work properly performed by Subcontractors and suppliers shall be held by
the Contractor for those Subcontractors or suppliers who performed Work or furnished materials, or both, under
contract with the Contractor for which payment was made by the Owner. Nothing contained herein shall require
money to be placed in a separate account and not commingled with money of the Contractor, shall create any
fiduciary liability or tort liability on the part of the Contractor for breach of trust or shall entitle any person or entity
to an award of punitive damages against the Contractor for breach of the requirements of this provision.
~ 9.7 FAILURE OF PAYMENT
~ 9.7.1 If the Architect does not issue a Certificate for Payment, through no fault of the Contractor, within seven days
after receipt of the Contractor's Application for Payment, or if the Owner does not pay the Contractor within seven
days after the date established in the Contract Documents the amount certified by the Architect or awarded by
arbitration, then the Contractor may, upon seven additional days' written notice to the Owner and Architect, 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, delay and
start-up, plus interest as provided for in the Contract Documents.
Init.
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~ 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 that the Owner can occupy or utilize the
Work for 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 shall prepare and submit to the Architect a comprehensive list of
items to be completed or corrected prior to tinal payment. 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.
~ 9.8,3 Upon receipt of the Contractor's list, the Architect will make an inspection to determine whether the Work or
designated portion thereof is substantially complete. If the Architect's inspection discloses any item, whether or not
included on the Contractor's list, which is not sufficiently complete in accordance with the Contract Documents so
that the Owner can occupy or utilize the Work or designated portion thereof for its intended use, the Contractor
shall, before issuance of the Certificate of Substantial Completion, complete or correct such item upon notification
by the Architect. In such case, the Contractor shall then submit a request for another inspection by the Architect to
determine Substantial Completion.
~ 9.8.4 When the Work or designated portion thereof is substantially complete, the Architect will prepare a
Certificate of Substantial Completion which shall establish the date of Substantial Completion, shall establish
responsibilities of the Owner and Contractor for security, maintenance, heat, utilities, damage to the Work and
insurance, and shall fix the time within which the Contractor shall finish all items on the list accompanying the
Certificate. Warranties required by the Contract Documents shall commence on the date of Substantial Completion
of the Work or designated portion thereof unless otherwise provided in the Certificate of Substantial Completion.
~ 9.8.5 The Certificate of Substantial Completion shall be submitted to the Owner and Contractor for their written
acceptance of responsibilities assigned to them in such Certificate. Upon such acceptance and consent of surety, if
any, the Owner shall make payment of retainage applying to such Work or designated portion thereof. Such payment
shall be adjusted for Work that is incomplete or not in accordance with the requirements of the Contract Documents.
~ 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 11.4.1.5 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,
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 shall 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 agreement is reached, by decision of the Architect.
~ 9.9.2 Immediately prior to such partial occupancy or use, the Owner, Contractor and Architect shall jointly inspect
the area to be occupied or portion of the Work to be used in order to determine and record the condition of the
Work.
~ 9,9.3 Unless otherwise agreed upon, partial occupancy or use of a portion or portions of the Work shall not
constitute acceptance of Work not complying with the requirements of the Contract Documents.
~ 9.10 FINAL COMPLETION AND FINAL PAYMENT
~ 9.10.1 Upon receipt of written notice that the Work is ready for tlnal inspection and acceptance and upon receipt of
a tlnal Application for Payment, the Architect will promptly make such inspection and, when the Architect tlnds the
Work acceptable under the Contract Documents and the Contract fully performed, the Architect will promptly issue
a final Certiticate for Payment stating that to the best of the Architect's knowledge, information and belief, and on
the basis of the Architect's on-site visits 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
Init.
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the final Certificate is due and payable. The 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 been fulfilled.
! 9.10.2 Neither t1nal payment nor any remaining retained percentage shall become due until the Contractor submits
to the Architect (I) an affidavit that payrolls, bills for materials and equipment, 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 otherwise satisfied, (2) a certificate evidencing 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 not be renewable to cover the period required by
the Contract Documents, (4) consent of surety, if any, to final payment and (5), if required by the Owner, other data
establishing payment or satisfaction of obligations, such as receipts, releases and waivers of liens, claims, security
interests or encumbrances arising out of the Contract, to the extent and in such form as may be designated by the
Owner. If a Subcontractor refuses to furnish a release or waiver required by the Owner, the Contractor may furnish a
bond satisfactory to the Owner to indemnify the Owner against such lien. If such lien remains unsatisfied after
payments are made, the Contractor shall refund to the Owner all money that the Owner may be compelled to pay in
discharging such lien, including all costs and reasonable attorneys' fees.
! 9.10.3 If, after Substantial Completion of the Work, final completion thereof is materially delayed through no fault
of the Contractor or by issuance of Change Orders affecting final completion, and the Architect so confirms, the
Owner shall, upon application by the Contractor and certification by the Architect, and without terminating the
Contract, make payment of the balance due forth at portion of the Work fully completed and accepted. lEthe
remaining balance for Work not fully completed or corrected is less than retain age stipulated in the Contract
Documents, and if bonds have been furnished, the written consent of surety to payment of the balance due for that
portion of the Work fully completed and accepted shall be submitted by the Contractor to the Architect prior to
certification of such payment. Such payment shall be made under terms and conditions governing final payment,
except that it shall not constitute a waiver of claims.
! 9.10.4 The making of final payment shall constitute a waiver of Claims by the Owner except those arising from:
.1 liens, Claims, security interests or encumbrances arising out of the Contract and unsettled;
.2 failure of the Work to comply with the requirements of the Contract Documents; or
.3 terms of special warranties required by the Contract Documents.
! 9.10.5 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.
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.
! 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;
.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 Sub-
subcontractors; and
.3 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.
! 10.2.2 The Contractor shall give notices and comply with applicable laws, ordinances, rules, regulations and lawful
orders of public authorities bearing on safety of persons or property or their protection from damage, injury or loss.
Init.
AlA Document A201n.t -1997. Copyright @ 1911, 1915, 1918. 1925. 1937. 1951, 1958, 1961, 1963, 1966, 1970. 1976. 1987 and 1997 by The American
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~ 10.2.3 The Contractor shall erect and maintain, as required by existing conditions and performance of the Contract,
reasonable safeguards for safety and protection, including posting danger signs and other warnings against hazards,
promulgating safety regulations and notifying owners and users of adjacent sites and utilities.
~ 10.2.4 When use or 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 carryon such activities under
supervision of properly qualified personnel.
~ 10.2.5 The Contractor shall promptly remedy damage and loss (other than damage or loss insured under property
insurance required by the Contract Documents) to property referred to in Sections 10.2.1.2 and 10.2.1.3 caused in
whole or in part by the Contractor, a Subcontractor, a Sub-subcontractor, or anyone directly or indirectly employed
by any of them, or by anyone for whose acts they may be liable and for which the Contractor is responsible under
Sections 10.2.1.2 and 10.2.1.3, except damage or loss attributable to acts or omissions of the Owner or Architect or
anyone directly or indirectly employed by either of them, or by anyone for whose acts either of them may be ]iable,
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.
~ 10.2.6 The Contractor shall designate a responsible member of the Contractor's organization at the site whose duty
shall be the prevention of accidents. This person shall be the Contractor's superintendent unless otherwise
designated by the Contractor in writing to the Owner and Architect.
~ 10.2.7 The Contractor shall not load or permit any part of the construction or site to he loaded so as to endanger its
safety.
~ 10.3 HAZARDOUS MATERIALS
~ 10.3.1 If reasonable precautions will he inadequate to prevent foreseeable bodily injury or death to persons
resulting from a material or substance, including but not limited to asbestos or polych]orinated biphenyl (PCB),
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 and Architect in writing.
~ 10.3.2 The Owner shall obtain the services of a licensed laboratory to verify the presence or absence of the material
or substance reported by the Contractor and, in the event such material or substance is found to he present, to verify
that it has heen rendered harmless. Unless otherwise required by the Contract Documents, the Owner shall furnish in
writing to the Contractor and Architect the names and qualifications of persons or entities who are to perform tests
verifying the presence or absence of such material or substance or who are to perform the task of removal or safe
containment of such material or substance. The Contractor and the Architect will promptly reply to the Owner in
writing stating whether or not either has reasonable objection to the persons or entities proposed hy the Owner. If
either the Contractor or Architect has an objection to a person or entity proposed by the Owner, the Owner shall
propose another to whom the Contractor and the Architect have no reasonable objection. When the material or
substance has been rendered harmless, Work in the affected area shall resume upon written agreement of the Owner
and Contractor. The Contract Time shall be extended appropriately and the Contract Sum shall be increased in the
amount of the Contractor's reasonable additional costs of shut-down, delay and start-up, which adjustments shall be
accomplished as provided in Article 7.
~ 10.3.3 To the fullest extent permitted by law, the Owner shall indemnify and hold harmless the Contractor,
Subcontractors, Architect, Architect's consultants and agents and employees of any of them from and against
claims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from
performance of the Work in the affected area if in fact the material or substance presents the risk of bodily injury or
death as described in Section 10.3.1 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) and provided that such damage, loss or expense is not due to the sole negligence of a
party seeking indemnity.
~ 10.4 The Owner shall not be responsihle under Section 10.3 for materials and substances brought to the site by the
Contractor unless such materials or substances were required by the Contract Documents.
Inlt.
AlA Document A201TM -1997. Copyright @ 1911,1915,1918,1925,1937,1951,1958,1961,1963. 1966. 1970, 1976. 1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AlA" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 31
reproduction or distribution of this AlA" Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the
maximum eXlenl possible under Ihe law. This document was produced by AlA software alII :26:03 on 11/15/2007 under Order No.'000317'33_' which
expires on 8/18/2008, and is not for resale.
User NOles: (3847826007)
~ 10.5 If, without negligence on the part of the Contractor, the Contractor is held liable for the cost of remediation of
a hazardous material or substance solely by reason of performing Work as required by the Contract Documents, the
Owner shall indemnify the Contractor for all cost and expense thereby incurred.
~ 10.6 EMERGENCIES
~ 10.6.1 In an emergency affecting safety of persons or property, the Contractor shall act, at the Contractor's
discretion, to prevent threatened damage, injury or loss. Additional compensation or extension of time claimed by
the Contractor on account of an emergency shall be determined as provided in Section 4.3 and Article 7.
ARTICLE 11 INSURANCE AND BONDS
~ 11.1 CONTRACTOR'S LIABILITY INSURANCE
~ 11.1.1 Tbe Contractor shall purchase from and maintain in a company or companies lawfully autborir.ed to do
business in the jurisdiction in which the Project is located such insurance as will protect the Contractor from claims
set forth below which may arise out of or result from the Contractor's operations under the Contract and for which
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 may be liable:
.1 claims under workers' compensation, disability benefit and other similar employee benefit acts which
are applicable to the Work to be performed;
.2 claims for damages because of bodily injury, occupational sickness or disease, or death of the
Contractor's employees;
.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;
.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;
.7 claims for bodily injury or property damage arising out of completed operations; and
.8 claims involving contractu a] 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 of liability specified in the
Contract Documents or required by law, whichever coverage is greater. Coverages, whether written on an
occurrence or claims-made basis, shall be maintained without interruption from date of commencement of the Work
until date of final payment and termination of any coverage required to be maintained after final payment.
~ 11.1.3 Certiticates of insurance acceptable to the Owner shall be filed with the Owner prior to commencement of
the Work. These certificates and the insurance policies required by this Section 11.1 shall contain a provision that
coverages afforded under the policies will not be canceled or allowed to expire until at least 30 days' prior written
notice has been given to the Owner. If any of the foregoing insurance coverages are required to remain in force after
final payment and are reasonably available, an additional certificate evidencing continuation of such coverage shall
be submitted with the final Application for Payment as required by Section 9.10.2. Information concerning reduction
of coverage on account of revised limits or claims paid under the Genera] Aggregate, or both, shall be furnished by
the Contractor with reasonable promptness in accordance with the Contractor's information and belief.
~ 11.2 OWNER'S LIABILITY INSURANCE
~ 11.2.1 The Owner shall be responsible for purchasing and maintaining the Owner's usual liability insurance.
~ 11.3 PROJECT MANAGEMENT PROTECTIVE LIABILITY INSURANCE
~ 11.3.1 Optionally, the Owner may require the Contractor to purchase and maintain Project Management Protective
Liability insurance from the Contractor's usual sources as primary coverage for the Owner's, Contractor's and
Architect's vicarious liability for construction operations under the Contract. Unless otherwise required by the
Contract Documents, the Owner shall reimburse the Contractor by increasing the Contract Sum to pay the cost of
purchasing and maintaining such option a] insurance coverage, and the Contractor shall not be responsible for
purchasing any other liability insurance on behalf of the Owner. The minimum limits of liability purchased with
such coverage shall be equal to the aggregate of the limits required for Contractor's Liability Insurance under
Sections 11.1.1.2 through 11.1.1.5.
Inlt.
AlA Document A201 "" -1997. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AIA~ Document is protected by U.S. Copyright Lilw ilnd Interniltionill Treilties. Uniluthorized 32
reproduction or distribution of this AlA" Document, or any portion of it, milY result in severe civil ilnd criminill penalties, ilnd will be prosecuted to the
milximum extent possible underthe law. This document was produced by AlA software at 11 :26:03 on 11115/2007 under Order No.1000317133_1 which
expires on 8/18/2008, and is not for resale.
User Notes: (3847826007)
g 11.3.2 To the extent damages are covered hy Project Management Protective Liability insurance, the Owner,
Contractor and Architect waive all rights against each other for damages, except such rights as they may have to the
proceeds of such insurance. The policy shall provide for such waivers of subrogation by endorsement or otherwise.
~ 11.3.3 The Owner shall not require the Contractor to include the Owner, Architect or other persons or entities as
additional insureds on the Contractor's Liability Insurance coverage under Section II.].
g 11.4 PROPERTY INSURANCE
g 11.4.1 Unless otherwise provided, the Owner shall purchase and maintain, in a company or companies lawfully
authorized to do business in the jurisdiction in which the Project is located, property insurance written on a builder's
risk "all-risk" or equivalent policy form in the amount of the initial Contract Sum, plus value of subsequent Contract
modifications and cost of materials supplied or installed by others, comprising total value for the entire Project at the
site on a replacement cost basis without optional deductib]es. Such property insurance shall be maintained, unless
otherwise provided in the Contract Documents or otherwise agreed in writing by all persons and entities who are
beneficiaries of such insurance, until final 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 hy this Section] ] .4 to be covered,
whichever is later. This insurance shall include interests of the Owner, the Contractor, Subcontractors and Suh-
subcontractors in the Project.
g 11.4.1.1 Property insurance shall be on an "all-risk" or equivalent policy form and shall include, without limitation,
insurance against the perils of fire (with extended coverage) and physical loss or damage including, without
duplication of coverage, theft, vandalism, malicious mischief, collapse, earthquake, flood, windstorm, falsework,
testing and startup, temporary buildings and debris removal including demolition occasioned hy enforcement of any
applicable legal requirements, and shall cover reasonahle compensation for Architect's and Contractor's services
and expenses required as a result of such insured loss.
g 11.4.1.2 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 interests of the
Contractor, Subcontractors and Sub-subcontractors in the Work, and hy appropriate Change Order the cost thereof
shall be charged tn 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 in writing, then the Owner shall bear all
reasonable costs properly attributable thereto.
g 11.4.1.3 If the property insurance requires deductibles, the Owner shall pay costs not covered because of such
deductibles.
g 11.4.1.4 This property insurance shall cover portions of the Work stored off the site, and also portions of the Work
in transit.
g 11.4.1.5 Partial occupancy or use in accordance with Section 9.9 shall not commence until the insurance company
or companies providing property insurance have consented to such partial occupancy or use hy endorsement or
otherwise. The Owner and the Contractor shall take reasonable steps to obtain consent of the insurance company or
companies and shall, without mutual written consent, take no action with respect to partial occupancy or use that
would cause cancellation, lapse or reduction of insurance.
g 11.4.2 Boiler and Machinery Insurance. The Owner shall purchase and maintain boiler and machinery insurance
required by the Contract Documents or by law, which shall specifically cover such insured objects during
installation and until final acceptance by the Owner; this insurance shall include interests of the Owner, Contractor,
Subcontractors and Sub-subcontractors in the Work, and the Owner and Contractor shall be named insureds.
g 11.4.3 Loss of Use Insurance. The Owner, at the Owner's option, may purchase and maintain such insurance as
will insure the Owner against loss of use of the Owner's property due to fire or other hazards, however caused. The
Owner waives all rights of action against the Contractor for loss of use of the Owner's property, including
consequential losses due to fire or other hazards however caused.
Inlt.
AlA Document A201'" -1997. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966. 1970, 1976, 1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AlA"' Document Is protected by U.S. Copyright Law and International Treaties. Unauthorized 33
reproduction or distribution of this AlA"' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the
maXimum extent possible under the law. This document was produced by AlA software at 11 :26:03 on 11/15/2007 under Order No.l000317133_1 which
expires on 8/18/2008, and is not for resale.
User Notes: (3847826007)
~ 11.4.4 If the Contractor requests in writing that insurance for risks other than those described herein or other
special causes of loss 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.
~ 11.4.5 If during the Project construction period the Owner insures properties, real or personal or both, at or adjacent
to the site by property insurance under policies separate from those insuring the Project, or if after final payment
property insurance is to be provided on the completed Project through a policy or policies other than those insuring
the Project during the construction period, the Owner shall waive all rights in accordance with the terms of Section
1104.7 for damages caused by fire or other causes of loss covered hy this separate property insurance. All separate
policies shall provide this waiver of subrogation by endorsement or otherwise.
~ 11.4.6 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 I ] A. Each policy shall contain all generally applicable
conditions, definitions, exclusions and endorsements related to this Project. Each policy shall contain a provision
that the policy will not be canceled or allowed to expire, and that its limits will not be reduced, until at least 30 days'
prior written notice has been givcn to the Contractor.
~ 11.4.7 Waivers of Subrogation. The Owner and Contractor waive all rights against (I) each other and any of their
subcontractors, sub-subcontractors, agents and employees, each of the other, and (2) the Architect, Architect's
consultants, separate contractors described in Article 6, if any, and any of their subcontractors, sub-subcontractors,
agents and employees, for damages caused by fire or other causes of loss to the extent covered by property insurance
obtained pursuant to this Section] ] A or other property insurance applicable to the Work, except such rights as they
have to proceeds of such insurance held by the Owner as fiduciary. The Owner or Contractor, as appropriate, shall
require of the Architect, Architect's consultants, separate contractors described in Article 6, if any, and the
subcontractors, sub-subcontractors, agents and employees of any of them, by appropriate agreements, written where
legally required for validity, similar waivers each in favor of other parties enumerated herein. The policies shall
provide such waivers of subrogation by endorsement or otherwise. A waiver of subrogation shall be effective as to a
person or entity even though that person or entity would otherwise have a duty of indemnification, contractual or
otherwise, did not pay the insurance premium directly or indirectly, and whether or not the person or entity had an
insurable interest in the property damaged.
~ 11.4.8 A loss insured under Owner's property insurance shall be adjusted by the Owner as fiduciary and made
payable to the Owner as fiduciary for the insureds, as their interests may appear, subject to requirements of any
applicab]e mortgagee clause and of Section] ] A.] O. The Contractor shall pay Subcontractors their just shares of
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.
fi 11.4.9 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 4.6. If after such loss no other
special agreement is made and unless the Owner terminates the Contract for convenience, replacement of damaged
property shall be performed by the Contractor after notification of a Change in the Work in accordance with Article
7.
fi 11.4.10 The Owner as fiduciary shall have power to adjust and settle a loss with insurers unless one of the parties in
interest shall object in writing within five days after occurrence of loss to the Owner's exercise of this power; if such
objection is made, the dispute shall be resolved as provided in Sections 4.5 and 4.6. The Owner as fiduciary shall, in
the case of arbitration, make settlement with insurers in accordance with directions of the arbitrators. If distribution
of insurance proceeds by arbitration is required, the arbitrators will direct such distribution.
~ 11.5 PERFORMANCE BOND AND PAYMENT BOND
~ 11.5.1 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.
Init.
AlA Document A201™ -1997. Copyright @ 1911.1915,1918,1925,1937,1951,1958,1961,1963, 1966, 1970, 1976. 1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AlA'" Document Is protected by U.S. Copyright Law and International Treaties. Unauthorized 34
reproduction or distribution of this AlA" Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the
maximum extent possible under the law. This document was produced by AlA software at 11 :26:03 on 11/15/2007 under Order No.1000317133_1 which
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~ 11.5.2 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 Architect's request or to requirements specifically
expressed in the Contract Documents, it must, if required in writing by the Architect, be uncovered for the
Architect's examination and be replaced at the Contractor's expense without change in the Contract Time.
~ 12.1.2 If a portion of the Work has been covered which the Architect has not specifically requested to examine
prior to its being covered. the Architect may request to see such Work and it shall be uncovered by the Contractor. If
such Work is in accordance with the Contract Documents. costs of uncovering and replacement shall, by appropriate
Change Order, be at the Owner's expense. If such Work is not in accordance with the Contract Documents,
correction shall be at the Contractor's expense unless the condition was caused by the Owner or a separate
contractor in which event the Owner shall be responsible for payment of such costs.
~ 12.2 CORRECTION OF WORK
~ 12.2.1 BEFORE OR AFTER SUBSTANTIAL COMPLETION
~ 12.2.1.1 The Contractor shall promptly correct Work rejected by the Architect or failing to conform to the
requirements of the Contract Documents, whether discovered before or after Substantial Completion and whether or
not fabricated, installed or completed. Costs of correcting such rejected Work, including additional testing and
inspections and compensation for the Architect's services and expenses made necessary thereby, shall be at the
Contractor's expense.
~ 12.2.2 AFTER SUBSTANTIAL COMPLETION
~ 12.2.2.1 In addition to the Contractor's obligations under Section 3.5, 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. The Owner shall give such notice promptly after
discovery of the condition. During the one-year period for correction of Work, if the Owner fails to notify the
Contractor and give the Contractor an opportunity to make the correction, the Owner waives the rights to require
correction by the Contractor and to make a claim for breach of warranty. If the Contractor fails to correct
nonconforming Work within a reasonable time during that period after receipt of notice from the Owner or
Architect, the Owner may correct it in accordance with Section 2.4.
~ 12.2.2.2 The one-year period for correction of Work shall be extended with respect to portions of Work first
performed after Substantial Completion by the period of time between Substantial Completion and the actual
performance of the Work.
~ 12.2.2.3 The one-year period for correction of Work shall not be extended by corrective Work performed by the
Contractor pursuant to this Section 12.2.
~ 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 accepted by the Owner.
~ 12.2.4 The Contractor shall bear the cost of correcting destroyed or damaged construction, whether completed or
partially completed, of the Owner or separate contractors caused by the Contractor's correction or removal of Work
which is not in accordance with the requirements of the Contract Documents.
~ 12.2.5 Nothing contained in this Section 12.2 shall be construed to establish a period of limitation with respect to
other obligations which the Contractor might have under the Contract Documents. Establishment of the one-year
period for correction of Work 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
Inlt.
AlA Document A201™ -1997. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AlA" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 35
reproduction or distribution 01 this AlA" Document, or any portion 01 It, may result In severe civil and criminal penalties, and will be prosecuted to the
maximum extent possible under the law. This document was produced by AlA software at 11 :26:03 on 11/15/2007 under Order NO.1 000317133._1 which
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Documents may be sought to be enforced, nor to the time within which proceedings may be commenced to establish
the Contractor's liability with respect to the Contractor's obligations other than specifically to correct the Work.
g 12.3 ACCEPTANCE OF NONCONFORMING WORK
g 12.3.1 If the Owner prefers to accept Work which is not in accordance with the requirements of the Contract
Documents, the Owner may do so instead of requiring its removal and correction. in which case the Contract Sum
will be reduced as appropriate and equitable. Such adjustment shall be effected whether or not final payment has
been made.
ARTICLE 13 MISCELLANEOUS PROVISIONS
g 13.1 GOVERNING LAW
g 13.1.1 The Contract shall be governed by the law of the place where the Project is located.
g 13.2 SUCCESSORS AND ASSIGNS
g 13.2.1 The Owner and Contractor respectively bind themselves, their partners, successors, assigns and legal
representatives to the other party hereto and to partners, successors, assigns and legal representatives of such other
party in respect to covenants, agreements and obligations contained in the Contract Documents. Except as provided
in Section 13.2.2, 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.
g 13.2.2 The Owner may, without consent of the Contractor, assign the Contract to an institutional lender providing
construction financing for the Project. In such event, the lender shall assume the Owner's rights and obligations
under the Contract Documents. The Contractor shall execute all consents reasonably required to facilitate such
assignment.
g 13.3 WRITTEN NOTICE
g 13.3.1 Written notice shall be deemed to have been duly served if delivered in person to the individual 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.
g 13.4 RIGHTS AND REMEDIES
g 13.4.1 Duties and obligations imposed by the Contract Documents and rights and remedies available thereunder
shall be in addition to and not a limitation of duties, obligations, rights and remedies otherwise imposed or available
bylaw.
g 13.4.2 No action or failure to act by the Owner, 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.
g 13.5 TESTS AND INSPECTIONS
g 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, and shall
bear all related costs of tests, inspections and approvals. The Contractor shall give the Architect timely notice of
when and where tests and inspections are to be made so that the Architect may be present for such procedures. The
Owner shall bear costs of tests, inspections or approvals which do not become requirements until after bids are
received or negotiations concluded.
g 13.5.2 If the Architect, Owner or public authorities having jurisdiction determine that portions of the Work require
additional testing, inspection or approval not included under Section 13.5.1, the Architect will, upon written
authorization from the Owner, instruct the Contractor to make arrangements for such additional testing, inspection
or approval by an entity acceptable to the Owner, and the Contractor shall give timely notice to the Architect of
when and where tests and inspections are to be made so that the Architect may be present for such procedures. Such
costs, except as provided in Section 13.5.3, shall be at the Owner's expense.
Inlt.
AlA Document A201™ -1997. Copyright @ t911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AlA'" Document Is protected by U.S. Copyright Law and International Treaties. Unauthorized 36
reproduction Or distribution of this AlA'" Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the
maximum extent possible under the law. This document was produced by AlA software at 11 :26:03 on II/t5/2007 under Order No.l000317133....1 which
expires on 8/18/2008, and is not for resale.
User Notes: (3847826007)
~ 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, all costs made necessary
by such failure including those of repeated procedures and compensation for the Architect's services and expenses
shall be at the Contractor's expense.
~ 13.5.4 Required certificates of testing, inspection or approval shall, unless otherwise required by the Contract
Documents, be secured by the Contractor and promptly delivered to the Architect.
~ 13.5.5 If the Architect is to observe tests, inspections or approvals required by the Contract Documents, the
Architect will do so promptly and, where practicable, at the normal place of testing.
~ 13.5.6 Tests or inspections conducted pursuant to the Contract Documents shall be made promptly to avoid
unreasonable delay in the Work.
~ 13.6 INTEREST
~ 13.6.1 Payments due and unpaid under the Contract Documents shall bear interest from the date payment is due at
such rate as the parties may agree upon in writing or, in the absence thereof, at the legal rate prevailing from time to
time at the place where the Project is located.
~ 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 relevant date of
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 later than such date of
Substantial Completion;
.2 Between Substantial Completion and Final Certificate for Payment. As to acts or failures to act
occurring subsequent to the relevant date of Substantial Completion and prior to issuance 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
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 BYTHE CONTRACTOR
~ 14.1.1 The Contractor may terminate the Contract if the Work is stopped for a period of 30 consecutive days
through no act or fault of the Contractor or a Subcontractor, Sub-subcontractor or their agents or employees or any
other persons or entities performing portions of the Work under direct or indirect contract with the Contractor, for
any of the following reasons:
.1 issuance of an order of a court or other public authority having jurisdiction which requires all Work to
be stopped;
.2 an act of government, such as a declaration of national emergency which requires all Work to be
stopped;
.3 because the Architect has not issued a Certificate for Payment and has not notified the Contractor of
the reason for withholding certification as provided in Section 9.4.1, or because the Owner has not
made payment on a Certificate for Payment within the time stated in the Contract Documents; or
.4 the Owner has failed to furnish to the Contractor promptly, upon the Contractor's request, reasonable
evidence as required by Section 2.2.1 .
~ 14.1.2 The Contractor may terminate the Contract if, through no act or fault of the Contractor or a Subcontractor,
Sub-subcontractor or their agents or employees or any other persons or entities performing portions of the Work
under direct or indirect contract with the Contractor, repeated suspensions, delays or interruptions of the entire Work
Init.
AlA Document A201Tl11 -1997. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AIA~ Document Is protected by U.S. Copyright Law and International Treaties. Unauthorized 37
reproducllon or distribution of this AIA~ Document, or any portion of it, may result in severe civil and criminal penalties. and will be prosecuted to the
maximum extent possible under the law. This document was produced by AlA software at 11:26:03 on 1111512007 under Order No,1000317133_1 which
expires on 811812008, and is not for resale.
User Notes: (3847826007)
by the Owner as described in Section] 4.3 constitute in the aggregate more than] 00 percent of the total number of
days scheduled for completion, or 120 days in any 365-day period, whichever is less.
~ 14.1.3 If one of the reasons described in Section 14.1.1 or ]4.1.2 exists, the Contractor may, upon seven days'
written notice to the Owner 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.
~ 14.1.4 If the Work is stopped for a period of 60 consecutive days through no act or fault of the Contractor or a
Subcontractor or 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 Contract
Documents with respect to matters important to the progress of the Work, the Contractor may, upon seven additional
days' written notice to the Owner and the Architect, terminate the Contract and recover from the Owner as provided
in Section ]4.1.3.
~ 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 workers or proper
materials;
.2 fails to make payment to Subcontractors for materials or labor in accordance with the respective
agreements between the Contractor and the Subcontractors;
.3 persistently disregards laws, ordinances, or rules, regulations or orders of a public authority having
jurisdiction; or
.4 otherwise is guilty of substantial breach of a provision of the Contract Documents.
~ 14.2.2 When any of the above reasons exist, the Owner, upon certification hy the Architect that sufficient cause
exists to justify such action, may without prejudice to any other rights or remedies of the Owner and after gi ving the
Contractor and the Contractor's surety, if any, seven days' written notice, terminate employment of the Contractor
and may, subject to any prior rights of the surety:
.1 take possession of the site and of all materials, equipment, tools, and construction equipment and
machinery thereon owned by the Contractor;
.2 accept assignment of subcontracts pursuant to Section 5.4; and
.3 finish the Work by whatever reasonable method the Owner may deem expedient. Upon request of the
Contractor, the Owner shall furnish to the Contractor a detailed accounting of the costs incurred hy
the Owner in finishing the Work.
~ 14.2.3 When the Owner terminates the Contract for one of the reasons stated in Section 14.2.1, the Contractor shall
not be entitled to receive further payment until the Work is finished.
~ 14.2.4 If the unpaid balance of the Contract Sum exceeds costs of finishing the Work, including compensation for
the Architect's services and expenses made necessary thereby, and other damages incurred by the Owner and not
expressly waived, such excess shall be paid to the Contractor. If such costs and damages 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 be certified by the Architect, upon application, and this obligation for payment shall survive
termination of the Contract.
~ 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.
~ 14.3,2 The Contract Sum and Contract Time shall be adjusted for increases in the cost and time caused by
suspension, delay or interruption as described in Section] 4.3. ]. Adjustment of the Contract Sum shall include
profit. No adjustment shall he made to the extent:
.1 that performance is, was or would have been so suspended, delayed or interrupted by another cause
for which the Contractor is responsible; or
.2 that an equitable adjustment is made or denied under another provision of the Contract.
Inlt.
AlA Document A20pM -1997. Copyright @ 1911,1915,1918,1925,1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AlA'" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 38
reproduction Or distribution of this AlA'" Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the
maximum extent possible under the law. This document was produoed by AlA software at 11 :26:03 on 11/15/2007 under Order No.'000317'33_' which
expires on 8/18/2008. and is not for resale.
User Notes: (3847826007)
g 14.4 TERMINATION BY THE OWNER FOR CONVENIENCE
g 14.4.1 The Owner may, at any lime, terminate the Contract for the Owner's convenience and without cause.
g 14.4.2 Upon receipt of written notice from the Owner of such termination for the Owner's convenience, the
Contractor shall:
.1 cease operations as directed by the Owner in the notice;
.2 take actions necessary, or that the Owner may direct, for the protection and preservation of the Work;
and
.3 except for Work directed to be performed prior to the effective date of termination stated in the
notice, terminate all existing subcontracts and purchase orders and enter into no further subcontracts
and purchase orders.
g 14.4.3 In case of such termination for the Owner's convenience, the Contractor shall be entitled to receive payment
for Work executed, and costs incurred by reason of such termination, along with reasonable overhead and profit on
the Work not executed.
Init.
AlA Document A20FM -1997. Copyright @ 1911,1915,1918,1925,1937,1951,1958,1961,1963, 1966, 1970, 1976, 1987 and 1997 by The American
Institute of Architects. All rights reserved. WARNING: This AlA'" Document is protected by U.S. Copyright Law and Internallonal Treaties. Unauthorized 39
reproduction or distribullon of this AlA" Document, or any porllon of It, may result in severe civil and criminal penalties, and will be prosecuted to the
maximum extent possible under the law. This document was produced by AlA software at 11 :26:03 on 11/15/2007 under Order No,1000317133_1 which
expires On 8/18/2008, and is not for resale.
User Notes: (3847826007)
Additions and Deletions Report for
(fj) TM
AlA Document A201 - 1997
This Additions and Deletions Report, as defined on page 1 of the associated document, reproduces below all text the author has
added to the standard form AlA document in order to complete it, as well as any text the author may have added to or deleted from
the original AlA text. Added text is shown underlined. Deleted text is indicated with a horizontal line through the original AlA text.
Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any
part of the associated AlA document. This Additions and Deletions Report and its associated document were generated
simultaneously by AlA software at 11 :26:03 on 11/15/2007.
PAGE 1
City of Bozeman - City Hall
121 N Rouse Ave.
Bozeman. MT 59715
(Name and address):
City of Bozeman
P.O. Box 1230
Bozeman. MT 59771
(Name and address):
Comma-O Architecture, Inc.
109 N Rouse Ave. #1
Bozeman. MT 59715
Additions <lnd Deletions Reporlfor AlA Document A201™ - 1997. Copyright @ 1911,1915,1918,1925.1937,1951, 1958, 1961, 1963. 1966, 1970, 1976,
1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING: This AlA'" Document Is protected by U.S. Copyright Law and 1
International Treaties. Unauthorized reproduction or distribution of this AlA'" Document, or any portion of it, may result In severe civil and criminal
penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AtA software at 11 :26:03 On 11/15/2007
under Order No.l000317133_1 which expires on 8/18/2008, and is not for resale,
User Notes: (3847826007)
Certification of Document's Authenticity
AIA@ Document D401™ - 2003
I, Ben Lloyd, hereby certify, to the best of my knowledge, information and belief, that I created the attached final
document simultaneously with its associated Additions and Deletions Report and this certification at II :26:03 on
11/1512007 under Order No. 1000317133_1 from AlA Contract Documents software and that in preparing the
attached final document I made no changes to the original text of AIA@ Document A201 ™ ~ 1997 - General
Conditions of the Contract for Construction, as published by the AlA in its software, other than those additions and
deletions shown in the associated Additions and Deletions Report.
~.,,~~
(Signed)
~t;(MI;I- /~~
(Title)
tr !f,!tJ7
(Dated)
AlA Document D401"" - 2003. Copyright @ 1992 and 2003 by The American Institute of Architects. All rights reserved. WARNING: This AlA'" Document
is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA'" Document, Or any portion of it, 1
may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by
AlA software at 11 ;26;03 on 11/15/2007 under Order No.1000317133_1 which expires on 8/18/2008. and is not for resale.
User Notes: (3847826007)
AlA DOCUMENT A201, 15th EDITION - 1997
SUPPLEMENTARY CONDITIONS
General Conditions:
The General Conditions of the Contract for Construction, AlA Document A201, 15th Edition,
1997, Articles 1 through 14 inclusive, is part of this Contract and is incorporated by reference as
if fully set forth herein. For brevity, the General Conditions of the Contract for Construction,
ALA Document A201, 15th Edition, 1997, is also referred to in the Contract Documents as the
"General Conditions." The following Supplementary Conditions modify, change, delete from,
and add to, the General Conditions. Where any portion of the General Conditions is modified or
deleted or any paragraph, subparagraph or thereof is modified or deleted by these Supplementary
Conditions, the unaltered provisions of the General Conditions shall remain in effect.
1.1
1.1.1 Add the following at the end of Subparagraph 1.1.1:
The Contract Documents do include the Standard Form Agreement Between Owner and
Architect with the Standard Form of Architect's Services: Design and Contract Administration,
AlA Document B141, 15th Edition, 1997, and the Supplementary Form to the AlA Document
B 141, 15th Edition, 1997.
Add the following new subparagraphs to this Paragraph 1.1:
1.1.8 Approved
When the words "approved," "satisfactory," "proper" or "as directed" are used, including
derivatives thereof, approval by the Architect shall be required.
1.1.9 Provide
When the word "provide" is used, including derivatives thereof, it shall mean to properly
fabricate, complete, transport, deliver, install, erect, construct, test and furnish all labor,
materials, equipment, apparatuses, appurtenances, and all items and expenses necessary to
properly complete in place, ready for operation or use under the terms of the Specifications.
1.1.10 Addenda
Addenda are written or graphic instruments issued prior to the execution of the Contract
Documents which modify or interpret the bidding documents, including the Drawings and the
Specifications, by additions, deletions, clarifications or corrections.
City of Bozeman City Hall Remodel
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1.1.11 Bulletins
Bulletins are written or graphic instruments issued by the Architect after the execution ofthe
Contract Documents which request a proposal from the Contractor that, if accepted by the
Owner, will cause the execution of a Change Order to modify the Contract Documents.
1.1.12 Knowledge
The terms "knowledge," "recognize" and "discover," including derivatives thereof, and similar
terms in the Contract Documents, as used in reference to the Contractor, shall be interpreted to
mean that which the Contractor knows (or should know), recognizes (or should recognize) and
discovers (or should discover) in exercising the care, skill, and diligence required by the Contract
Documents. Analogously, the expression "reasonably inferable," and similar terms in the
Contract Documents, shall be interpreted to mean reasonably inferable by a contractor familiar
with the Project and exercising the care, skill and diligence required of the Contractor by the
Contract Documents.
1.1.13 Persistently
The expression "persistently fails," and similar terms in the Contract Documents, as used in
reference to the Contractor, shall be interpreted to mean any combination of acts or omissions
that causes the Owner or the Architect to reasonably conclude that the Contractor will not
complete the Work within the Contract Time, for the Contract Sum or in substantial compliance
with the requirements ofthe Contract Documents.
1.2
1.2.1 Add the following at the end of Subparagraph 1.2.1:
With regard to the construction of the Project, in the event of inconsistencies within or between
parts of the Contract Documents, or between the Contract Documents and applicable standards,
codes, and ordinances, the Contractor shall (i) provide the better quality or greater quantity of the
Work or (ii) comply with the more stringent requirement; either or both in accordance with the
Architect's interpretation. The terms and conditions of this Subparagraph 1.2.1, however, shall
not relieve the Contractor of any of the obligations set forth in Paragraphs 3.2 and 3.7.
.1 On the Drawings, given dimensions shall take precedence over scaled
measurements, and large scale drawings over small scale drawings.
.2 Before ordering any materials or beginning any Work, the Contractor and each
Subcontractor shall verify measurements at the Project site and shall be
responsible for the correctness of such measurements. No extra charge or
compensation will be allowed on account of differences between actual
dimensions and the dimensions indicated in the Drawings. Any difference which
City of Bozeman City Hall Remodel
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may be found shall be submitted to the Architect for resolution before proceeding
with the Work.
.3 If a minor change in the Work is found necessary due to actual field
conditions, the Contractor shall submit reasonably detailed drawings of
such minor change to the Architect for approval before making said
change.
With regard to all other matters, including Changes to the Scope of the Work, the GMP-
including the Cost ofthe Work-- the responsibility for assuring that the Project conforms with
applicable rules, laws, regulations and ordinances, and the right of the Contractor, as Contractor
or Construction Manager, to appeal claims, including claims for changes in the Work unrelated
to changes in the Scope of Work, and in the event of inconsistencies among the Contract
Documents, the Contract Documents shall be given precedence in the following order:
.1 Exhibit A to thc Addendum to AlA Document CMc-2003
.2 Amendment 1 to the Addendum to AlA Document CMc-2003
.3 The Addendum to AlA Document Al21 CMc-2003
.4 AlA Document A12l CMc-2003
.5 This Supplement to AlA Document A20l-l997
.6 And, finally, AlA Document A20l-l997.
1.2.3 Add the following Clause to the end of Subparagraph 1.2.3:
.1 Whenever a product is specified in accordance with a Federal Specification, an
ASTM Standard, an American National Standards Institute Specification, or other
Association Standard, the Contractor shall present an affidavit from the
manufacturer when requested by the Architect or required in the Specifications,
certifying the product complies with the particular Standard or Specification.
When requested by the Architect or specified, support test data shall be submitted
to substantiate compliance.
1.5
1.5.2 Add the following at the end of Subparagraph 1.5.2:
Prior to the execution of the Contract Documents, the Contractor and each Subcontractor shall
evaluate and satisry for themselves as to the conditions and limitations under which the Work is
to be performed, including, without limitation, (i) the location, condition, layout, and nature of
the Project site and surrounding areas, (ii) generally prevailing climatic conditions, (iii)
anticipated labor supply and costs, (iv) availability and costs of materials, tools, and equipment,
and (v) other similar issues. The Owner assumes no responsibility or liability for the physical
condition or safety of the Project site or any improvements located on the Project site. Except as
set forth in Paragraph 10.3, the Contractor shall be solely responsible for providing a safe place
for the performance of the Work. The Owner shall not be required to make any adjustments in
City of Bozeman City Hall Remodel
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either the Contract Sum or the Contract Time in connection with any failure by the Contractor or
any Subcontractor to have complied with the requirements ofthis Subparagraph 1.5.2.
2.1
2.1.1. Delete the last three sentences of Subparagraph 2.1.1 and replace with the following:
James Goehrung, Director of Facility Services and Chris Kukulski, City Manager are hereby
designated respectively by the Owner as the Owner's Designated Representative and the
Owner's Construction Representative and are authorized to act on behalf of the Owner, unless a
new representative is subsequently designated in writing by the Owner.
2.2
2.2.3 Add the following after the first sentence of Subparagraph 2.2.3:
Notwithstanding the above, information furnished by the Owner regarding surveys, subsurface
investigation reports, soil borings, utility locates and other material of a similar nature is for
general information only and is not a guarantee of the completeness or accuracy of such
information, unless specifically noted otherwise herein. Contractor shall verifY all existing
grades, conditions and dimensions of existing physical conditions and structures and shall
simultaneously report any inconsistencies in writing to the Owner and Architect. Contractor shall
establish all lines and levels required to execute the Work and shall bear all costs involved, and
shall be responsible for their accuracy and maintenance.
In the last sentence of Subparagraph 2.2.3 delete the following language "shall be entitled to rely
on the accuracy of information furnished by the Owner but",
2.4
2.4.1 Delete the language in the fourth through the seventh lines of Subparagraph 2.4.1,
beginning with the words "the Owner may have such seven-day period" and ending with the
words "commence and continue to correct any deficiencies."
2.5
Add the following new Paragraph 2.5:
2.5 Extent of Owner Rights
2.5.1 The rights stated in this Article 2 and elsewhere in the Contract Documents are
cumulative and not in limitation of any rights of the Owner (i) granted in the Contract
Documents, (ii) at law or (iii) in equity.
City of Bozeman City Hall Remodel
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2.5.2 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.
3.2
Replace Subparagraph 3.2.1 in its entirety with the following:
3.2.1 The Contractor shall study and compare the Contract Documents with each other, and
with the infonnation furnished by the Owner pursuant to Subparagraph 2.2.3, and shall
simultaneously report to the Architect and the Owner any discovered errors, inconsistencies or
omissions within a reasonable time of the Contractor's discovering the same. The Contractor
shall not be liable to the Owner or Architect for damages resulting from errors, inconsistencies or
omissions in the Contract Documents unless the Contractor recognized such error, inconsistency
or omission and failed to report it to the Architect and the Owner. If the Contractor performs any
construction activity knowing it involves a recognized error, inconsistency or omission in the
Contract Documents without such notice to the Architect and the Owner, the Contractor shall
assume appropriate responsibility for such performance and shall bear an appropriate amount of
the attributable cost for correction.
.1 The exactness of grades, elevations, dimensions, or locations given on any
Drawings issued by the Architect, or the work installed by other contractors, is
not guaranteed by the Architect or the Owner.
.2 The Contractor shall, therefore, satisfY itself as to the accuracy of all grades,
elevations, dimensions, and locations. In all cases of interconnection of its Work
with existing or other work, the Contractor shall verifY at the site all dimensions
relating to such existing or other work. Any errors due to the Contractor's failure
to so verifY all such grades, elevations, dimensions, or locations shall be promptly
rectified by the Contractor without any additional cost to the Owner.
3.3
3.3.2 In the second line of Subparagraph 3.3.2 add the words "any entity or" between the
words "and" and "other."
3.4
Add the following new subparagraphs to Paragraph 3.4:
3.4.4 The Contractor shall give employment preference to bona fide residents of Montana, as
defined in * 18-2-401, M.C.A., in the performance of the Work and shall pay the standard
prevailing rate of wages, including fringe benefits for health and welfare, and pension
City of Bozeman City Hall Remodel
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contributions and travel allowance provisions in effect and applicable to the county or locality in
which the Work is being performed.
.1 The Montana Commissioner of Labor and Industry has established the standard
prevailing rate of wages in accordance with ~~ 18-2-401 and 18-2-402, M.C.A., a
copy of which, entitled Montana Prevailing Wage Rates, is provided in the Project
Manual and is incorporated as if fully set forth herein.
.2 The Contractor shall classify all workers in the project in accordance with the
Montana Prevailing Wage Rates. In the event the Contractor is unable to classify
a worker in accordance with these wage rates, he shall contact the Department of
Labor and Industry, Labor Standards Division, Capitol Station, Helena, Montana
59620, for a determination of the prevailing wage rate to be paid that particular
worker. The Contractor shall be responsible for obtaining wage rates for all
workers in the Project prior to their performing any Work on the Project.
3.5
Add the following new Subparagraph 3.5.2 to Paragraph 3.5:
3.5.2 The Contractor agrees to assign to the Owner at the time of final completion of the Work,
any and all manufacturer's warranties relating to materials and labor used in the Work and
further agree to perform the Work in such manner so as to preserve any and all such
manufacturer's warranties.
3.7
Replace Subparagraph 3.7.1 in its entirety with the following:
3.7.1 Except as set forth in Subparagraph 2.2.2, the Contractor shall secure, pay for, and, as
soon as practicable, furnish the Owner with copies or certificates of all permits and fees, licenses,
and inspections necessary for the proper execution and completion of the Work, including,
without limitation, all building permits. All connection charges, assessments or inspections fees
as may be imposed by any municipal agency or utility company are included in the Contract Sum
and shall be the Contractor's responsibility. Any charge that may be assessed against the
Contractor under this Paragraph 3.7.1 shall be included as a Construction Manager's
Reimbursable Direct Job Cost in accordance with AlA Document A121-2003, as amended by the
parties.
3.10
Add the following new subparagraphs to Paragraph 3.10:
3.10.4 The construction schedule shall be in a detailed precedence-style critical path
City of Bozeman City Hall Remodel
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management ("CPM") or primavera-type format satisfactory to the Owner and the Architect that
shall also (i) provide a graphic representation of all activities and events that will occur during
performance of the Work; (ii) identify each phase of construction and occupancy; and (iii) set
forth dates that are critical in ensuring the timely and orderly completion of the Work in
accordance with the requirements of the Contract Documents (hereinafter referred to as
"Milestone Dates"). Upon review and acceptance by the Owner and Architect of the Milestone
Dates, the construction schedule shall be deemed part of the Contract Documents and attached
hereto and incorporated herein as Exhibit B. If not accepted, the construction schedule shall be
promptly revised by the Contractor in accordance with the recommendations ofthe Owner and
the Architect and resubmitted for acceptance. The Contractor shall monitor the progress of the
Work for conformance with the requirements of the construction schedule and shall promptly
advise the Owner of any delays or potential delays. The accepted construction shall be updated
to reflect actual conditions (hereinafter sometimes referred to as "Progress Reports") as set forth
in Subparagraph 3.10.1 or if requested by either the Owner or the Architect. In the event any
Progress Report indicates any delays, the Contractor shall propose an affirmative plan to correct
the delay, including overtime and/or additional labor, if necessary. In no event shall any
Progress Report constitute an adjustment in the Contract Time, any Milestone Date, or the
Contract Sum unless any such adjustment is agreed to by the Owner and authorized pursuant to a
Change Order.
3.10.5 In the event the Owner determines that the performance ofthe Work, as of a Milestone
Date, has not progressed or reached the level of completion required by the Contract Documents,
the Owner shall have the right to order the Contractor to take corrective measures necessary to
expedite the progress of construction, including, without limitation, (i) working additional shifts
or overtime, (ii) supplying additional manpower, equipment, and facilities, and (iii) other similar
measures (hereinafter referred to collectively as "Extraordinary Measures"). Such Extraordinary
Measures shall continue until the progress of the Work complies with the stage or completion
required by the Contract Documents. The Owner's right to require Extraordinary Measures is
solely for the purpose of ensuring the Contractor's compliance with the construction schedule.
.1 The Contractor shan not be entitled to an adjustment in the Contract Sum in
connection with Extraordinary Measures required by the Owner under or
pursuant to Subparagraph 3.10.5.
.2 The Owner may exercise the rights furnished the Owner under or pursuant to this
Subparagraph 3.10.5 as frequently as the Owner deems necessary to ensure that
the Contractor's performance of the Work will comply with any Milestone Date
or completion date set forth in the Contract Documents.
3.10.6 The Owner shall have the right to direct a postponement or rescheduling of any date or
time for the performance of any part of the Work that may interfere with the operation of the
Owner's premises or any tenants or invitees thereof. The Contractor shall, upon the Owner's
request, reschedule any portion of the Work affecting operation of the premises during hours
when the premises are not in operation. Any postponement, rescheduling, or performance of the
City of Bozeman City Hall Remodel
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Work under this Subparagraph 3.10.6 may be grounds for an extension of the Contract Time, if
permitted under Subparagraph 8.3.1, and an equitable adjustment in the Contract Sum if (i) the
performance of the Work was properly scheduled by the Contractor in compliance with the
requirements of the Contract Documents, and (ii) such rescheduling or postponement is required
for the convenience ofthe Owner. The Contractor's right to an equitable adjustment provided
by this section is not subject to any provision of the Contract Documents to the contrary.
3.13
Add the following new subparagraphs to Paragraph 3.13:
3.13.2 Only the materials and equipment which are to be used directly in the Work shall be
brought to and stored on the Project site by the 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 ofthe Contractor. The Contractor shall ensure that the
Work, at all times, is performed in a manner that affords reasonable access, both vehicular and
pedestrian, to the site of the Work and all adjacent areas. The Work shall be performed, to the
extent reasonably possible, in such a manner that public areas adjacent to the site ofthe Work
shall be free from all debris, building materials, and equipment likely to cause hazardous
conditions.
3.13.3 The Contractor and any entity for whom the Contractor is responsible shall not erect any
sign on the Project site without the prior written consent of the Owner, which maybe withheld in
the sole discretion of the Owner.
3.13.4 Without limitation of any other provision of the Contract Documents, the Contractor
shall use best efforts to minimize any interference with the occupancy or beneficial use of (i) any
areas and buildings adjacent to the site ofthe Work and (ii) the Building in the event of partial
occupancy, as more specifically described in Paragraph 9.9. Without prior approval of the
Owner, the Contractor shall not permit any workers to use any existing facilities at the Project
site, including, without limitation, lavatories, toilets, entrances, and parking areas other than
those designated by the Owner.
.1 Without limitation of any other provision of the Contract Documents, the
Contractor shall use its reasonably, best efforts to comply with all the rules and
regulations promulgated by the Owner in connection with the use and occupancy
of the Project site and the Building, as amended from time to time. The
Contractor shall immediately notity the Owner in writing if during the
performance of the Work, the Contractor finds compliance with any
portion of such rules and regulations to be impracticable, setting forth the
problems of such compliance and suggesting alternatives through which the same
results intended by such portions of the rules and regulations can be achieved.
The Owner may, in the Owner's sole discretion, adopt such suggestions, develop
City of Bozeman City Hall Remodel
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new alternatives, or require compliance with the existing requirements of the rules
and regulations.
.2 The Contractor shall also comply with all insurance requirements and collective
bargaining agreements applicable to use and occupancy of the Project site and the
Building.
3.18
3.18.1 Delete the following language from Subparagraph 3.18.1, "and to the extent claims,
damages, losses or expenses are not covered by Project Management Protective Liability
insurance purchased by the Contractor in accordance with Paragraph 11.3" and ", Architect,
Architect's consultants, and agents and employees of any of them." Add the language "including
loss of use resulting therefrom," after the parenthetical "(other than the Work itself)".
Add the following new subparagraphs to Paragraph 3.18:
3.18.3 Subject to Montana law regarding indemnitication, the Contractor's indemnity
obligations under Paragraph 3.18 shall also specifically include, without limitation, all tines,
penalties, damages, liability, costs, expenses (including, reasonable attorneys' fees and costs as
authorized by Montana law), punitive damages (if any) arising out of, or in connection with, any
(i) violation of or failure to comply with any law, statute, ordinance, rule, regulation, code, or
requirement of a public authority that bears upon the performance of the Work by the Contractor,
Subcontractor, or any person or entity for whom either is responsible, (ii) means methods,
procedures, techniques, or sequences of execution or performance ofthe Work, and (iii) failure
to secure and pay permits, fees, approvals, licenses, locates and inspections as required under the
Contract Documents, or any violation of any permit or other approval of a public authority
applicable to the Work, by the Contractor, a Subcontractor, or any person or entity for whom
either is responsible.
3.18.4 In accordance with Montana law, the Contractor shan not indemnify any other party for
such third party's own negligence. The Contractor shall indemnify and hold harmless its
Indemnitees from and against any costs and expenses (including reasonable attorneys' fees and
costs) incurred by its Indemnitees in enforcing any of the Contractor's defense, indemnity, and
hold-harmless obligations under this Contract.
4.1
4.1.1 Add the following language to the end of Subparagraph 4.1.1 :
The Architect for the Project is: Comma Q Architecture, Inc. Any reference in the Contract
Documents to the Architect taking action or rendering a decision within a "reasonable time" or
with "reasonable promptness" is understood to mean no more than two (2) weeks.
4.1.3 In the second line of Subparagraph 4.1.3, delete the following language "against whom
the Contractor has no reasonable objection and,"
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4.2
4.2.4 Add the following at the end of Subparagraph 4.2.4:
All written communication between the Contractor and Architect or its consultants shall be
simultaneously copied to the Owner.
4.2.13 Insert the words "approved by the Owner and" between the words "if' and "consistent"
in Subparagraph 4.2.13.
4.3
4.3.2 Add the following at the end of the first sentence of Subparagraph 4.3.2:
; provided, however, that the claimant shall use its best efforts to furnish the Architect and the
other party, as expeditiously as possible, with notice of any Claim including, without limitation,
those in connection with concealed or unknown conditions, once such claim is recognized, and
shall cooperate with the Architect and the party against whom the claim is made in any effort to
mitigate the alleged or potential damages, delay, or other adverse consequences arising out of the
condition that is the cause of such a Claim.
Add the following at the end of Subparagraph 4.3.2:
Claims may also be reserved in writing within the time limits set forth in this Subparagraph
4.3.2. If a Claim is reserved, the resolution of Claims and Disputes procedures described in
Paragraph 4.4 shall not commence until a written notice from the claimant is received by the
Architect. Any notice of Claim or reservation of Claim must clearly identifY the alleged cause
and the nature of the Claim and include data and information then available to the claimant that
will facilitate prompt verification and evaluation of the Claim.
4.3.4 Add the following at the end of Subparagraph 4.3.4:
No adjustment in the Contract Time or Contract Sum shall be permitted, however, in connection
with a concealed or unknown condition that does not differ materially from those conditions
disclosed or that reasonably should have been disclosed by the Contractor's (i) prior inspections,
tests, reviews, and preconstruction services for the Project; or (ii) inspections, test, reviews, and
preconstruction services that the Contractor had the opportunity to make or should have
perfonned in connection with the Project.
4.3.10 Delete Subparagraph 4.3.10 in its entirety.
4.4
4.4.1 Add the following at the end of the first sentence in Subparagraph 4.4.1:
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if the claimant first recognizes the condition giving rise to the claim prior to the date of final
payment.
Add the following new Subparagraph 4.4.9 to Paragraph 4.4:
4.4.9 The decision ofthe Architect in response to a Claim shall not be a condition precedent to
arbitration in the event (1) the position of Architect is vacant; (2) the Architect has failed to
render a decision within the agreed time limits or (3) the Architect has failed to take action
required under Subparagraph 4.4.5 within thirty (30) days after the Claim is made. In addition,
the decision of the Architect in response to a Claim is not necessary during the Preconstruction
Phase of the Project.
4.5
4.5.3 Add the following at the end of Subparagraph 4.5.3:
In no event shall any mediator in connection with a Claim be permitted to serve as an arbitrator
for that, or any other, claim that is not resolved pursuant to mediation.
4.6
Replace Subparagraph 4.6.1 in its entirety with the following:
4.6.1 The Owner may elect to subject disputes arising out of this Agreement to resolution by
litigation, after having mediated the dispute. If, however, the parties mutually agree in writing, a
dispute arising out of this Agreement may be submitted by the parties to resolution by binding
arbitration. Mediation is, however, a condition precedent to either party electing to subject
disputes arising out of this Agreement to resolution by binding arbitration or litigation. Unless
otherwise agreed by the parties at the time of such election, the rules governing binding
arbitration invoked by the Owner shall be the Construction Industry Dispute Resolution
Procedures of the American Arbitration Association. Any binding arbitration or lawsuit initiated
to interpret or enforce the terms, conditions and agreements set forth in this Agreement and all
Contract Documents must occur in and be filed in the 18th Judicial District Court of the State of
Montana, Gallatin County
4.6.2 Delete Subparagraph 4.6.2 in its entirety.
4.6.3 Delete Subparagraph 4.6.3 in its entirety.
4.6.4 Delete Subparagraph 4.6.4. in its entirety.
4.6.5 Delete Subparagraph 4.6.5 in its entirety.
4.6.6 Delete Subparagraph 4.6.6 in its entirety.
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5.2
5.2.1 Replace the first sentence of Subparagraph 5.2.1 with the following:
No later than forty-five (45) days subsequent to the full execution of the Contract, the Contractor
shall furnish the Owner and the Architect, in writing, with (i) the name, trade and subcontract
amount for each Subcontractor and (ii) the names of all persons or entities proposed as
manufacturers ofthe products identified in the Specifications (including those who are to furnish
materials or equipment fabricated to a special design) and, where applicable, the name of the
installing Subcontractor.
5.3
5.3.1 In the first sentence of Subparagraph 5.3.1, delete the language "written where legally
required for validity" and insert the word "written" between the words "appropriate" and
"agreement. "
Add the following new Subparagraph 5.3.2 to Paragraph 5.3:
5.3.2 All subcontracts shall be in writing in form and substance substantially similar to the
Contractor's standard form subcontract, attached hereto and incorporated herein as Exhibit C,
and shall specifically provide that the Owner is an intended third party beneficiary of such
subcontract.
5.4
Replace Subparagraph 5.4.2 in its entirety with the following:
5.4.2 Subject to Sections 28-2-2101, et.seq., and ifthe Work in connection with a subcontract
has been suspended for more than thirty (30) days after termination of the Contract by the Owner
pursuant to Paragraph 14.2 and the Owner accepts assignment of such subcontract, the
Subcontractor's compensation shall be equitably adjusted for any increase in direct costs
incurred by such Subcontractor as a result of the suspension.
Add the following new Subparagraph 5.4.3 to Paragraph 5.4:
5.4.3 Each subcontract shall specifically provide that the Owner shall only be responsible to the
Subcontractor for those obligations of the Contractor that accrue subsequent to the Owner's
exercise of any rights under this conditional assignment.
6.1
Add the following new Subparagraph 6.1.5 to Paragraph 6.1:
6.1.5 The Contractor accepts assignment of, and liability for, all purchase orders and other
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agreements for procurement of materials and equipment that are identified as part of the Contract
Documents. The Contractor shall be responsible for such pre-purchased items, if any, as if the
Contractor were the original purchaser. The Contract Sum includes, without limitation, all costs
and expenses in connection with delivery, storage, insurance, installation, and testing of items
covered in any assigned purchase orders or agreements. All warranty and correction of the Work
obligations under the Contract Documents shall also apply to any pre-purchased items, unless the
Contract Documents specifically provide otherwise or are agreed to in writing by the Owner
prior to purchase of the items.
7.1
7.1.3 Add the following at the end of Subparagraph 7.1.3:
Except as permitted in Paragraph 7.3 and Subparagraph 9.7.2, a change in the Contract Sum or
the Contract Time shall be accomplished only by Change Order. Except as provided otherwise
by the Addendum to ALA Document 121-2003, no course of conduct or dealings between the
parties, nor express or implied acceptance of alterations or additions to the Work, and no claim
that Owner has been unjustly enriched by any alteration or addition to the Work, whether or not
there is, in fact, any unjust enrichment to the Work, shall be the basis of any claim to an increase
in any amounts due under the Contract Documents or a change in any time period provided for in
the Contract Documents.
7.3.
Replace Clause 7.3.6.5 in its entirety with the following:
7.3.6.5 by actual cost as shown by the Contractor's invoice, plus 5 % allowance for overhead,
plus 10% allowance for profit.
7.5
Add the following new Paragraph 7.5:
7.5 Agreed Overhead and Profit Rates
7.5.1 For any adjustments to the Contract Sum that are based on other than the unit prices
method, the Contractor agrees to charge, and accept, as payment for overhead and profit, the
following percentages of costs attributable to the change in the Work:
.1 Fifteen percent (15%) for Work by the Contractor not involving the
Subcontractors;
.2 Twenty percent (20%) for Work by Subcontractors;
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.3 When both additions and credits are involved in anyone change, the allowance
for overhead and profit shall be figured on the basis of the net increase, if any;
.4 For additional Work ordered as described above that will be executed by
Subcontractors, it is agreed that the Subcontractors will be permitted to charge
fifteen percent (15%) for Work not involving Sub-subcontractors and twenty
percent (20%) for Work by Sub-subcontractors.
7.5.2 Overtime, when specifically authorized by the Owner and not as an Extraordinary
Measure, shall be paid for by the Owner on the basis of premium payment only, plus the
cost of insurance and taxes based on the premium payment period. Overhead and profit
will not be paid y the Owner for overtime.
8.3
8.3.1 Replace all language in Subparagraph 8.3.1 after the word "Order" in the sixth line with
the following:
to the extent such delay will prevent the Contractor from achieving Substantial Completion
within the Contract Time and ifthe performance of the Work is not, was not, or would not have
been delayed by any other cause for which the Contractor is not entitled to an extension in the
Contract Time under the Contract Documents. The Contractor further acknowledges and agrees
that adjustments in the Contract Time will be permitted for a delay only to the extent such delay
(i) is not cause, or could not have been anticipated, by the Contractor, and (ii) could not be
limited or avoided by the Contractor's timely notice to the Owner ofthe delay or reasonable
likelihood that a delay will occur,.
9.2
9.2.1 Replace the words "Before the first Application for Payment" in the first line of
Subparagraph 9.2.1 with the following:
Upon full execution ofthis Contract
9.3
9.3.1 Add the following Clause at the end of Subparagraph 9.3.1:
.3 Each Application for Payment shall be accompanied by the following, all in form
and substance satisfactory to the Owner: (i) a current Contractor's lien waiver and
duly executed and acknowledged sworn statement showing all Subcontractors and
material suppliers with whom the Contractor has entered into subcontracts, the
amount of each such subcontract, the amount requested for any Subcontractor and
material supplier in the requested progress payment, and the amount to be paid to
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the Contractor from such progress payment, together with similar sworn
statements from all such Subcontractors and material suppliers; (ii) duly executed
waivers of mechanics' and material suppliers' liens from all Subcontractors and,
when appropriate, from material suppliers and lower tier Subcontractors
establishing payment or satisfaction of payment of all amounts requested by the
Contractor on behalf of such entities or person in any previous Application for
Payment; and (iii) all information and materials required to comply with the
requirements of the Contract Documents or reasonably requested by the Owner or
the Architect.
9.6
9.6.2 Add the following at the end of Subparagraph 9.6.2:
Subject to the agreement of the Contractor and the Subcontractor that a joint check constitutes
payment under Montana law, the Owner may elect to make any payment requested by the
Contractor on behalf of a Subcontractor of any tier jointly payable to the Contractor and said
Subcontractor. The Contractor and said Subcontractor shall be responsible for the allocation and
disbursement of funds included as part of any such joint payment. In no event shall any joint
payment be construed to create any (i) contract between the Owner and a Subcontractor of any
tier, (ii) obligations from the Owner to such Subcontractor, or (iii) rights in such Subcontractor
against the Owner.
Add the following new Subparagraph 9.6.8 to Paragraph 9.6:
9.6.8 A 1 % Montana Contractors License tax will be withheld from all payments to the
Contractor, and the Owner will transmit such moneys to the Department of Revenue.
9.7
9.7.1 Delete the following language from the last sentence of Subparagraph 9.7.1:
plus interest as provided for in the Contract Documents
Add the following new Subparagraph 9.7.2 to Paragraph 9.7:
9.7.2 If the Owner is entitled to reimbursement or payment from the Contractor under or
pursuant to the Contract Documents, such payment shall be made reasonably promptly upon
demand by the Owner. Notwithstanding anything contained in the Contract Documents to the
contrary, if the Contractor fails to reasonably promptly make any payment due the Owner, or if
the Owner incurs any costs and expenses to cure any defaults of the Contractor or to correct
defective Work, the Owner shall have an absolute right to offset such amount against the
Contract Sum and may, in the Owner's sole discretion, elect either to (i) deduct an amount equal
to that which the Owner is entitled from any payment then or thereafter due the Contractor from
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the Owner, or (ii) issue a written notice to the Contractor reducing the Contract Sum by an
amount equal to that which the Owner is entitled.
9.8
9.8.1 Add the following at the end of Subparagraph 9.8.1:
; provided, however, that as a condition precedent to Substantial Completion, the Owner has
received all certificates of occupancy and any other permits, approvals, licenses, and other
documents from any governmental authority having jurisdiction thereof necessary for the
beneficial occupancy of the Project.
9.8.4 In the first line of Subparagraph 9.8.4 insert the words "the Owner and the Architect
a!,Yfee that" after the word "When."
In fifth line of Subparagraph 9.8.4 after the word "Certificate" insert the following:
which shall identify all nonconforming, defective and incomplete work and establish the date of
commencement of warranties in connection with any such work.
9.8.5 In the third line of Subparagraph 9.8.5 delete "Upon such acceptance and consent of
surety, if any," and capitalize the "t" in "the" immediately prior to the word "Owner."
9.10
9.10.2 In the tenth line of Subparagraph 9.10.2, delete the word "and."
Add the following in the thirteenth line of Subparagraph 9.10.2 after the word "Owner":
, (6) submission by the Contractor to the Architect and the Owner of as-built drawings, (7)
submission by the Contractor to the Owner of a complete list of Subcontractors and principal
vendors on the Project, including addresses and telephone numbers, (8) submission by the
Contractor to the Owner of an indexed, looseleaf binder of complete installation, operation and
maintenance manuals, including all manufacturers' literature, of equipment and materials used in
the Work, (9) submission by the Contractor to the Owner, in an indexed, loose1eafbinder, of all
inspection reports, permits and temporary and final certificates of occupancy and licenses
necessary for the occupancy of the Project, and (10) any an all other items required pursuant to
the Contract Documents.
Replace Subparagraph 9.10.4 in its entirety with the following:
9.10.4 Final payment shall not be due until the Contractor has furnished the Owner with an
affidavit from the Contractor executed on AlA Form G706, Contractor's Affidavit of Payment of
Debts and Claims.
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9.11
Add the following new Paragraph 9.11:
9.11 Public Contractor's License Regulations
9.11.1 Each "Public Contractor," which includes all Subcontractors with contracts for smns
greater then $5000.00 each, shall include 1 % in their bid to the Contractor. The Contractor shall
withhold said 1 % from payments made to the Subcontractor.
9.12
Add the following new Paragraph 9.12:
9.12 Essential Conditions and Liquidated Damages
9.12. t It is hereby understood and mutually agreed, by and between the Contractor and the
Owner, that the date of commencement, the rate of progress and the date of final completion as
set forth in the Contract Documents are essential conditions ofthe Contract.
9.12.2 The Contractor agrees to prosecute the Work regularly, diligently, and uninterrupted to
insure final completion as specified in the Contract Documents. It is understood that the time for
final completion of the Work, as specified in the Contract Documents, is reasonable, taking into
consideration the average climatic range in this locality and discounting any Delay for which the
Contractor is not responsible.
9.12.3 The Owner will suffer financial loss if the Project is not substantially complete on the
date specified for Substantial Completion in the Contract Documents. The Contractor and their
Surety shall be liable for and shall pay the Owner the smn hereinafter stipulated as Liquidated
Damages for each calendar day of Delay until the work is substantially complete in accordance
with the Contract Docmnents. The stipulated Liquidated Damages shall be One Hundred and
00/1 00 Dollars ($100.00) per day.
9.12.4 Provide that the Contractor shall not be charged Liquidated Damages of any excess cost
when Delay in Substantial Completion of the Work is due to:
.1 Unforeseeable causes beyond the control and without the fault or negligence of
the Contractor, including, but not limited to, acts of God or terrorism, acts of the
Owner, fires, floods, epidemics, quarantine restrictions, strikes, freight
embargoes, and unusually severe weather.
.2 Any Delays of Subcontractors or suppliers resulting from any of the
unforeseeable causes specified in Subparagraph 9.12.4.1.
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9.12.5 The Contractor shall within ten (10) days from the beginning of such Delay, notify the
Owner in writing ofthe cause or causes ofthe Delay.
10.2
10.2.3 Add to the following at the end of Subparagraph 10.2.3:
The Contractor shall also be responsible, at the Contractor's sole cost and expense, for measures
reasonably necessary to protect any property adjacent to the Project site and improvements
therein. Any damage to such property or improvements shall be promptly repaired by the
Contractor.
10.2.4 Add the following at the end of Subparagraph 10.2.4:
When use or storage of explosives or other hazardous materials or equipment or unusual
construction methods are reasonably necessary, the Contractor shall give the Owner and the
Architect reasonable advance notice.
Add the following new subparagraphs to Paragraph 10.2:
10.2.8 When all or a portion of the Work is suspended for any reason, the Contractor shall
protect the Work and the Project site, as reasonably necessary, from injury.
10.2.9 The Contractor shall promptly report in writing to the Owner and the Architect all
accidents arising out of or in connection with the Work or on the Project site that cause death,
personal injury, or property damage, giving full details and statements of any witnesses. In
addition, if death, serious personal injuries, or serious damages are caused, the accident shall be
reported immediately by telephone or messenger to the Owner and the Architect.
10.3
10.3.1 Replace the words "material or substance" in the second line of Subparagraph 10.3.1
with the following:
concealed and undisclosed hazardous material or substance as defined in the Comprehensive
Environmental Response, Compensation and Liability Act, 42 U.S. Code S 9601 (hereinafter
referred to in Paragraph 10.3 as "material or substance"),
10.3.2 Replace the second to the last sentence of Subparagraph 10.3.2 with the following:
The Work in the affected area shall be resumed immediately following the occurrence of anyone
(1) ofthe following events: (i) the Owner causes remedial work to be performed that results in
the absence of said material or substance, such as asbestos or polychlorinated biphenyl (PCB), or
(ii) the Owner and the Contractor, by written agreement, decide to resume performance of the
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Work, or (iii) the Work may safely and lawfully proceed, as determined by an appropriate
governmental authority or as evidenced by a written report to both the Owner and the Contractor,
which is prepared by an environmental engineer reasonably satisfactory to both the Owner and
the Contractor.
10.3.3 Delete Subparagraph 10.3.3 in its entirety.
11.1
11.1.1 Add the following at the beginning of Subparagraph 11.1.1:
Liability insurance shall be provided under an ISO Commercial General Liability form or its
equivalent with no coverage removed by exclusionary endorsement. All Contractor's insurance
policies shall name the Owner as an additional insured.
11.1.1.7 Add the following after the word "operations" in Clause 11.1.1.7:
, which coverage shall be maintained for no less than two (2) years following final payment.
Replace Subparagraph 11.2.1 in its entirety with the following:
11.1.2 The Contractor shall, for the protection and benefit of the Indemnitees, the Contractor,
and the Owner and as part of the Contractor's effort to satisfY the obligations set forth in
Subparagraph 11.1.1, procure, pay for, and maintain in full force and effect, at all times during
the performance of the Work, until final acceptance of the Work or for such duration as required,
policies of insurance issued by a carrier or carriers acceptable to the Owner, and in form and
substance reasonably satisfactory to the Owner, which afford coverage not less than the
following, or greater if required by Montana law:
.1 Workers' Compensation -- Statutory
.2 Commercial General Liability (including all provisions of standard policy form):
.2.1 Bodily Injury and Property Damage:
$ 1,000,000.00 per occurrence;
$ 3,000,000.00 annual aggregate.
.2.2 Products and Completed Operations:
$ 1,000,000.00 per occurrence;
$ 3,000,000.00 products and completed operations annual aggregate.
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.3 Comprehensive Automobile Liability:
.3.1 Bodily Injury and Property Damage:
$ 1,000,000.00 combined single limit per accident.
.3.2 Coverage will include owned, non-owned and hired automobiles.
.3.3 The Contractor shall be certain this insurance conforms to the specific
stipulations of governing Montana law.
.4 Commercial Umbrella or Excess Coverage:
$ 2,000,000.00 per occurrence;
$ 2,000,000.00 annual aggregate.
Replace Suhpara!,1faph 11.1.3 in its entirety with the following:
11.1.3 Prior to the Owner's execution of the Contract by the Owner, the Contractor hereby
agrees to deliver to the Owner certified copies of all insurance policies procured by the
Contractor under or pursuant to this Paragraph 11.1 or, with consent of the Owner, Certificates of
Insurance in form and substance satisfactory to the Owner evidencing the required coverages
with limits not less than those specified in Subparagraph 11.1.2. The coverage afforded under
any insurance policy obtained under or pursuant to this Paragraph 11.1 shall be primary to any
valid and collectible insurance carried separately by any of the Indemnitees. Furthermore, a11
policies and Certificates of Insurance sha11 expressly provide that no less than thirty (30) days'
prior written notice shall be given the Owner in the event of material alteration, cance11ation,
nonrenewal, or expiration of the coverage contained in such policy or evidenced by such
certified copy of Certificate of Insurance.
Add the following new subparagraphs to Paragraph 11.1:
11.1.4 In no event shall any failure of the Owner to receive certified copies or certificates of
policies required under Paragraph 11.1 or to demand receipt of such certified copies or
certificates prior to the Contractor's commencing the Work be construed as a waiver by the
Owner or the Architect of the Contractor's obligations to obtain insurance pursuant to this
Article 11. The obligation to procure and maintain any insurance required by this Article 11 is a
separate rcsponsibility of the Contractor and independent of the duty to furnish a certified copy
or certificate of such insurance policies.
11.1.5 If the Contractor fails to purchase and maintain, or require to be purchased and
maintained, any insurance required under this Paragraph 11.1, the Owner may, but shall not be
obligated to, upon five (5) days' written notice to the Contractor, purchase such insurance on
behalf of the Contractor and shall be entitled to be reimbursed by the Contractor upon demand.
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11.1.6 When any required insurance, due to the attainment of a normal expiration date or
renewal date, shall expire, the Contractor shall supply the Owner with Certificates ofInsurance
and amendatory riders or endorsements that clearly evidence the continuation of all coverage in
the same manner, limits of protection, and scope of coverage as was provided by the previous
policy. In the event any renewal or replacement policy, for whatever reason obtained or
required, is written by a carrier other than that with whom the coverage was previously placed, or
the subsequent policy differs in any way from the previous policy, the Contractor shall also
furnish the Owner with a certified copy of the renewal or replacement policy unless the Owner
provides the Contractor with prior written consent to submit only a Certificate of Insurance for
any such policy. All renewal and replacement policies shall be in form and substance
satisfactory to the Owner and written by carriers acceptable to the Owner.
11.1.7 Any aggregate limit under the Contractor's liability insurance shall, by endorsement,
apply to this Project separately.
11.1.8 The Contractor shall cause each Subcontractor to (i) procure insurance reasonably
satisfactory to the Owner and (ii) name the Owner and Indemnitees as additional insureds under
the Subcontractor's comprehensive general liability policy. The additional insured endorsement
included on the Subcontractor's comprehensive general liability policy shall state that coverage
is afforded the additional insureds with respect to claims arising out of operations performed by
or on behalf of the Contractor. If the additional insureds have other insurance that is applicable
to the loss, such other insurance shall be on an excess or contingent basis. The amount ofthe
insurer's liability under this insurance policy shall not be reduced by the existence of such other
msurance.
11.4
Replace any reference to the words "as fiduciary" in Paragraph 1104 with the words "in good
faith."
11.4.1 In the second line of Subparagraph 11.4.1, delete the words "jurisdiction in which the
project is located" and replace with the words "State of Montana." In the seventh line of
Subparagraph 1104.1, delete the words "otherwise provided in the Contract Documents or."
11.4.1.1 In the sixth line of Subparagraph 11.4.1.1, insert the words "the Owner and the"
between the word "for" and "Architect's."
Add the following at the end of Clause 1104.1.1:
Property insurance provided by the Owner shall not cover any tools, apparatus, machinery,
scaffolding, hoists, forms, staging, shoring, and other similar items commonly referred to as
construction equipment that may be on the Project site and the capital value of which is not
included in the Work. The Contractor shall make its own arrangements for any insurance it may
require on such construction equipment.
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11.4.1.3 Add the following at the end of Clause 11.4.1.3:
Notwithstanding, if the cause of any loss payment under such insurance is the fault of the
Contractor, then the Contractor shall pay such deductible.
11.4.3 Delete the last sentence of Subparagraph 11.4.3 in its entirety.
11.4.6 Replace the words "a copy of each policy that includes" beginning in the first line of
Subparagraph 11.4.6 with the words "certificates of insurance evidencing such."
11.4.7 Delete Subparagraph 11.4.7 in its entirety.
11.5
Replace Subparagraph 11.5.1 with the following:
11.5.1 The Contractor shall furnish a Performance Bond and Labor and Material Payment
Bond meeting all statutory requirements of the State of Montana, in form and substance
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 bonds
shall be satisfactory to the Owner in the Owner's sole judgment.
.2 Bonds shall be executed by a responsible surety licensed in Montana with policy
holder ratings no lower than "A" and financial ratings no lower then "XII" in the
Best's Insurance Guide, latest edition in effect as of the date of this Contract and
subsequently in effect at the time of renewal of any policies required by the
Contract Documents. Said bonds shall remain in effect for a period not less than
One (1) years following the date of Substantial Completion or the time required to
resolve any items of incomplete Work and the payment of any disputed amounts,
whichever time period is longer.
.3 The Performance Bond and the Labor and Material Payment Bond shall each be
in an amount equal to the Contract Sum and all subsequent increases.
.4 The Contractor shall require the attorney in fact who executes the required bonds
on behalf ofthe 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 Subparagraph 11.5.1 must display the Surety's Bond Number.
A rider including the following provisions shall be attached to each Bond:
(i) The Surety hereby agrees that it consents to and waives notice of any
addition, alteration, omission, change, or other modification of the
Contract Documents. Any addition, alteration, change, extension of time,
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or other modification of the Contract Documents, or a forbearance on the
part of either the Owner or the Contractor to the other shall not release the
Surety of its obligations hereunder, and notice to the Surety of such
matters is hereby waived.
(ii) The Surety agrees that it is obligated under the bonds to any successor,
grantee or assignee of the Owner.
Add the following new Subparagraph 11.5.3 to Paragraph 11.5:
11.5.3 The Contractor shall keep the Surety informed of the progress of the Work, and, where
necessary obtain the Surety's consent to, or waiver of, (i) notice of changes in the Work; (ii)
request for the reduction or release of retention; (iii) request for final payment; and (iv) any other
item 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 the
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.
11.5.4 In addition to the Construction Manager's right pursuant to the Addendum to AlA
Document 121-2003 to require payment and performance bonds from any subcontractor,
performance and payment bonds may be required by the Owner in the Owner's sole discretion
from any Subcontractor whose Subcontract exceeds One Hundred Thousand DoUars
($100,000.00). If the cost of the premium for any Subcontractor bond has not been included in
the Cost of Work in accordance with Exhibit A and Amendment No.1 to the Addendum to ALA
Document 121-2003, then the Owner shall pay for any premiums charged for obtaining required
Subcontractor bonds by executing a Change Order which shall increase the Contract Sum or the
Cost of Work in an amount equal to said premiums. Any bond required by the Owner shall be in
form and substance satisfactory to the Owner in the Owner's sole judgment.
11.6
Add the following new Paragraph 11.6:
11.6 General Requirements
11.6.1 AU insurance coverage procured by the Contractor shall be provided by insurance
companies having policy holder ratings no lower than "A" and financial ratings not lower than
"XII" in the Best's Insurance Guide, latest edition in effect as of the date of the Contract, and
subsequently in effect at the time of renewal of any policies required by the Contract Documents.
11.6.2. Ifthe Owner or the Contractor is damaged by the failure of the other party to purchase
or maintain insurance required under Article 11, then the party who failed to purchase or
maintain the insurance shall bear all reasonable costs (including attorneys' fees and court and
settlement expenses) properly attributable thereto.
City of Bozeman City Hall Remodel
Page 23 of 29
12.2
12.2.1.1 Add the following at the end of Clause 12.2.1.1:
In addition, the Contractor shall reasonably promptly remedy any damage and loss, at no expense
to the Owner, arising in conjunction with the Project, including, without limitation, mechanical,
electrical, plumbing, and other building systems, machinery, equipment, or other mechanical
device, caused in whole or in part by the Contractor, the Subcontractors, the Sub-subcontractors,
or anyone directly or indirectly employed by any of them, or anyone for whose acts they may be
liable and for which the Contractor is responsible.
12.2.2.1 Delete the following language trom Clause 12.2.2.1:
and to make a claim for breach of warranty
12.2.2.2 Add the following to Clause 12.2.2.2:
.1 The Contractor shall and does hereby warrant and/or guarantee that for a period of
one year from the date of Substantial Completion, all movable or adjustable Work
shall reasonably remain in working order, including hardware, doors, windows,
drawers, apparatus, machinery, electrical equipment, valves, appliances, controls,
devices, and all equipment to which the heating is applicable, reasonable wear and
tear, abuse or neglect by the Owner or the Owner's tenants excepted.
.2 The Contractor and Owner understand and agree that the Owner and Architect
shall initiate a complete, final inspection of the Project approximately eleven
months after the completion and acceptance of the Work. In the event the
Architect, in good faith, determines that the Work or portions thereof are not in
accordance with the Contract Documents, the Architect shall notify the Owner,
which in turn shall notify the Contractor of such defects within a reasonable time
following the complete, final inspection.
.3 The Contractor shall respond to any notice of defect from the Owner that results
trom the complete final inspection within a reasonable time after notice has been
given by the Owner and shall proceed to remedy said defects. Under normal
circumstances, the parties agree that a reasonable time within which to respond to
the notice shall be interpreted to mean seven (7) calendar days. The Contractor's
response shall specify a reasonable time within which the Contractor shall
commence remediation of the noticed defects.
13.1
Replace Subparagraph 13.1.1 in it s entirety with the following:
13.1.1 The Contract and all Contract Documents shall be governed by the laws of the State of
Montana.
City of Bozeman City Hall Remodel
Page 24 of 29
13.2
13.2.1 After the words "Subparagraph 13.2.2" in the fourth line of Subparagraph 13.2.1, insert
the following:
or set forth elsewhere in the Contract Documents.
13.2.2 Replace the first and second sentence of Subparagraph 13.2.2 with the following:
The Owner may, without consent of the Contractor, assign the Contract to a lender or other entity
providing construction financing or credit enhancement for the Project. In such event, the lender
or other entity providing construction financing or credit enhancement shall assume the Owner's
rights and obligations under the Contract Documents.
Add the following at the end of Subparagraph 13.2.2:
The Contractor 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 the event the Contractor assigns
all or any part of any monies due or to become due under this Contract with the Owner's prior
consent, 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 the monies due or to become due to the
Contractor shall be subject to prior claims of all persons, firms, entities and corporations for
services rendered or materials supplied for the performance of the Work pursuant to the
Contract.
Add the following new Subparagraph 13.2.3. to Paragraph 13.2:
13.2.3 The Contractor and all Subcontractors hereby assign to the City of Bozeman,
any and all claims or causes of action for any anti-trust law violations or damages arising
therefrom as to goods, materials or services purchased under the terms of the Contract, and any
Change Order that may result from this Contract. This assignment is made on behalf of the
Contractor and all Subcontractors which may be hired or contracted by the Contractor to furnish
goods, materials or services under the terms of the Contract.
13.3
13.3.1 Delete the words "a member of the firm or entity or" in the second line of Subparagraph
13.3.1.
13.4
13.4.1 Add the following at the beginning of Subparagraph 13 A.l :
Except as expressly provided in the Contract Documents.
City of Bozeman City Hall Remodel
Page 25 of 29
13.5
13.5.1 Add the following at the end of Subparagraph 13.5.1:
The Contractor also agrees that the cost of testing services required for the convenience of the
Contractor in the schedule and performance of the Work, and the cost oftesting services related
to remedial operations performed to correct deficiencies in the Work, shall be borne by the
Contractor.
13.6
Replace Paragraph 13.6 in its entirety with the following.
13.6 Except as provided to the contrary by Sections 28-2-2101, et seq., MCA., no interest shall
be paid on payments due and unpaid under the Contract Documents.
13.7
Delete Paragraph 13.7 in its entirety.
13.8
Add the following new Paragraph 13.8 to Article 13:
13.8 General Provisions
13.8.1 All personal pronouns used in this Contract, whether used in the masculine, feminine, or
neuter gender, shall include all other genders; and the singular shall include the plural and vice
versa. Titles of articles, paragraphs, subparagraphs, and clauses are for convenience only and
neither limit nor amplify the provisions of this Contract in itself. The use herein of the word
"including," when following any general statement, term, or matter, shall not be construed to
limit such statement, term, or matter to the specific items or matters set forth immediately
following such word or to similar items or matters, whether or not non-limiting language (such
words as "without limitation," or "but not limited to," or words of similar import) is used with
reference thereto, but rather shall be deemed to refer to all other items or matters that could
reasonably fall within the broadest possible scope of such general statement, term, or matter.
13.8.2 Wherever possible, each paragraph, subparagraph and clause (hereinafter referred as
"provision") of this Contract shall be interpreted in a manner as to be effective and valid under
applicable law. It: however, any provision of this Contract, or portion thereof, is prohibited by
law or found invalid under any law, only such provision or portion thereof shall be ineffective,
without in any manner invalidating or affecting the remaining provisions of this Contract or valid
portions of such provision of this Contract or valid portions of such provision, which are hereby
deemed severable.
City of Bozeman City Hall Remodel
Page 26 of 29
13.8.3 Each party hereto agrees to do all acts and things and to make, execute and deliver such
written instruments, as shall from time to time be reasonably required to carry out the terms and
conditions of the Contract Documents.
13.8.4 Any specific requirement in this Contract that the responsibilities or obligations of the
Contractor also apply to a subcontractor is added for emphasis and is also hereby deemed to
include a subcontractor of any tier. The omission of a reference to a subcontractor in connection
with any ofthe Contractor's responsibilities or obligations shall not be construed to diminish,
abrogate, or limit any responsibilities or obligations of a subcontractor of any tier under the
Contract Documents or the applicable standard.
13.9
Add the following Paragraph 13.9 to Article 13:
13.9 Lawsuits
13.9.1 Tn the event that either party to this Contract files suit or proceeds to binding arbitration
to enforce theirs rights under the Contract Documents, the prevailing part in such suit or binding
arbitration shall be entitled to recover costs of the suit, and any subsequent appeal of such suit,
including reasonable attorney fees, from the other party, in addition to any other damages
awarded by the Court. In the event of mediation, neither party is entitled to recover costs of the
mediation, including reasonable attorney fees, from the other party.
13.9.2 All lawsuits filed to interpret or enforce the terms, conditions and agreements set forth in
the Contract Documents must be filed in the 18th Judicial District Court of the State of Montana,
Gallatin County.
13.10
Add the following Paragraph 13.10 to Article 13:
13.10 No Oral Waiver
13.10.1 The provisions of the Contract Documents shall not be changed, amended, waived, or
otherwise modified in any respect except by a writing signed by Owner. No person is authorized
on behalf of Owner to orally change, amend, waive, or otherwise modify the terms of the
Contract Documents or any of the Contractor's duties or obligations under or arising out of the
Contract Documents. Any change, waiver, approval or consent granted by the Contractor shall
be limited to the specific matters stated in the writing signed by the Owner, and shall not relieve
Contractor of any other duties or obligations under the Contract Documents. No "constructive"
changes shall be allowed.
City of Bozeman City Hall Remodel
Page 27 of 29
13.11
Add the following Paragraph 13.11 to Article 13:
13.11 Notices Regarding Liens
13.11.1 Contractor shall provide all notices required or permitted by the laws of the State of
Montana for the protection of Owner from liens and claims of liens. Contractor shall be
responsible for filing in the appropriate court or other governmental office all such notices as
required or permitted by the laws of the State of Montana.
13.11.2 Contractor shall provide Owner with copies of all notices received by Contractor from
the Subcontractors, Sub-subcontractors and/or suppliers to Contractor.
14.1
14.1.1 Delete Clauses .3 and .4 in Subparagraph 14.1.1.
14.2
14.2.1 Add the following Clauses to Subparagraph 14.2.1:
.s breaches the warranties made by the Contractor under or pursuant to the Contract
Documents;
.6 fails to furnish the Owner with assurances satisfactory to the Owner evidencing
the Contractor's ability to complete the Work in compliance with all of the
requirements of the Contract Documents;
.7 fails to, after the commencement of the Work, proceed continuously with the
construction and completion of the Work and the Project for more than ten (10)
days, except as permitted under the Contract Documents.
14.3
14.3.2 Delete Subparagraph 14.3.2 in its entirety.
14.4
Replace Subparagraph 14.4.1 in its entirety with the following:
14.4.1 The Owner may, at any time, terminate the Contract in whole or in part for the Owner's
convenience and without cause. Termination by the Owner under Paragraph 14.4 shall be by a
written notice of termination delivered to the Contractor specifying the extent of the termination
and the effective date.
City of Bozeman City Hall Remodel
Page 28 of 29
Replace Subparagraph 14.4.3 in its entirety with the following:
14.4.3 Upon such a termination, the Contractor shall recover as its sole remedy payment for
the Work properly performed in connection with the terminated portion of the Work prior to the
effective date oftermination and for items properly and timely fabricated off the Project site,
delivered and stored in accordance with the Owner's instructions. The Contractor hereby waives
and forfeits all other claims for payment and damages, including, without limitation, anticipated
profits except that the Contractor does not waive any claim timely filed before such termination.
The Owner shall be credited for (i) payments previously made to the Contractor for the
terminated portion of the Work, (ii) claims that the Owner has against the Contractor under the
Contract, and (iii) the value of materials, supplies, equipment, or other items that are to be
disposed of by the Contractor that are part of the Contract Sum.
Add the following Article 15:
Article 15
15.1 Equal Opportunity
15.1.1 The Contractor and all Subcontractors shall not discriminate against any employee 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:: (i)
employment upgrading, demotion or transfer; (ii) recruitment or recruitment advertising; (iii)
layoff or termination; (iv) rates of payor other forms of compensation; and (v) selection for
training, including apprenticeship. The Contractor agrees to post in conspicuous places available
to employees and applicants for employment, all notices concerning the Contractor's non-
discrimination policies.
15.1.2 The Contractor and all Subcontractors 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.
City of Bozeman City Hall Remodel
Page 29 of 29
Exhibit A
Reimbursable Direct Job Costs - Any costs that pertain directly to the project but are not
part of the actual work or final product.
Some of the items listed below can be paid for directly by the Owner and. some may be
included in Subcontractor bid packages. Most will be included as Reimbursable Direct
Job Costs and will be paid for by the GCCM. The Owner and the GCCM must agree on
which party is paying for each item, or subsequently identified items, prior to the Bidding
Phase of the project. Costs to be included by the GCCM will be negotiated and/or
competitively bid during the Bidding Phase of the project and included in the GMP as
Reimbursable Direct Job Costs.
The GCCM Fee for this project does not include any ofthe items listed below, nor any
other item that can be defined as a Reimbursable Direct Job Cost. The Fee for this
project includes only general office overhead (overhead that does not relate directly to
this project) and profit.
Reimbursable Direct Job Costs include but are not limited to the following for this
project.
Local Project Management
proj ect Engineer
Project Superintendent
Mobilization
Field Offices/Office Supplies/Equipment
Office Administration (as it relates directly to this project)
Postage/Photos/Printing and Duplication
Protection of existing property that is not disturbed by the project
Job Signage
Material Storage
Drinking Water
Sanitation Units
Temporary Fencing
Temporary Roads
Erosion Control
Dust Control
Dewatering
Traffic Control
Street Cleaning/Maintenance
Snow Removal
Surveying and Layout
Material Testing and Inspection
Equipment Rentals and Operation
Small Tools and Consumables
V chicles/Fuel/Maintenance
""
Temporary Electric
Construction Water
Temporary Heat
Temporary Fire Protection
Temporary Enclosures or Partitions
Job Site Safety Items
Daily Cleanup/Dump Fees
Final Cleaning
Utility Company Fees
All Permits Taxes and Fees
GCCM Bond and Insurance/Builders Risk
Subcontractor Bonds
EXH1BlT B
Act . . Orig Rem Early Early' Total . 2007
ID DescnptlOn 0 D 5t rt F' 'h FI t 1. Resource ocr NOV DEC
ur ur a InlS oa 15 22 29 05 12 19 26 03
Preliminary Estimate
, , , -
~-- _ Steel Bidding :
!.--:--_m--~W~te Bid Documents
I ' i' 7~% Estimate
, ; : _ _ City Approval Steel
.... . ~_.._..._.L:_._.._'._...a:':':=:o;~
i :~~
-. -~--- ---1
,~ \
1000 Preliminary Estimate 1d 1 d 250CT07 250CT07 23d 0
1050 Steel Biddina 5d 5d 06NOV07. 12NOV07 · 4d 0
1030 Write Bid Documents 4d 4d 13NOV07' 16NOV07 0 0
1020 75% Estimate 12d 'I2d 02NOV07 * 19NOV07 6d 0
1060 City Approval Steel 5d 5d 13NOV07 19NOV07 4d 0
1040 Review Bid Documents 3d 3d 19NOV07 21 NOV07 -4d 0
1010 Final CD Documents 20d 20d 260CT07 26NOV07 23d 0
1070 Steel Detailing 9d 9d 20NOV07 04DEC07 4d 0
'\080 Steel Shop Approval 5d 5d 05DEC07 11DEC07 4d 0
1100 Put out to Bid 18d 18d 26NOV07 19DEC07 -4d 0
1110 Final Estimate Self Work 18d 18d 26NOV07 19DEC07 -4d 0
i 1120 Open Bids 0 o 20DEC07 -4d 0
1130 Write Contracts 10d 1 Cd. 20DEC07 07JAN08 72d 0
i 1140 City Approval of Bids 10d 10d 20DEC07 07JAN08 -4d 0
'1150 Sign Contracts wI City and Subs 4d 4d OaJAN08 11 JANDa -4d 0
1170 Carpet Demolition 2nd Floor 4d 4d 14JAN08 17JAN08 60d 0
1160 Selective Demoliton 2nd Floor 8d 8d 14JANOa 24JANOa -4d 0
1190 Carpet Demolition 1st Floor 4d 4d 21 JANOa 24JANOa 60d 0
1090 Steel Production 30d 30d 12DEC07 29JANOa 4d 0
1180 Second Floor Remodel Framing ad 8d 21 JANOa · 31JANOa 0 0
1200 lnfill Structural Steel Installation 3d 3d 30JAN08 04FEBOa 4d 0
1210 Pan Deck Installation 'Id 1d 05FEB08 05FEBOa 4d 0
1260 Selective Demolition 1st Floor 6d 6d 28JAN08 05FEB08 2d 0
1350 InterlDoorlWind Frame Install 2nd Floor 2d 2d 04FEBOa 05FEB08 2d 0
:1690 Fire Sprinkler Install 2nd Floor 6d 6d 28JAN08 05FEB08 11d 0
1710 Fire Sprinkler 1st Floor 1d 1d 06FEB08 06FEB08 13d 0
1220 Pour Gypcrete 2d 2d 06FEB08 07FEB08 4d 0
1320 Mechanical Rough In 2nd Fioor Remodel 8d 8d 28JAN08 * 07FEB08 0 0
1230 InfiU Framing 4d 4d 11FEB08 14FEB08 4d 0
1240 Electrical Rough In Second Floor Remodel 8d ad 04FEB08 14FEB08 -4d 0
1280 Sound Batt Installation 2nd Floor Remodel 4d 4d 11FEB08 * 14FEB08 0 0
1330 Mechanical Rough In Infill 4d 4d 1 'lFEB08 14FEB08 40d 0
1360 ,Interior DoorlWindow Frame Installation InfiJl 1d 1d 1BFEBOB 18FEB08 27d 0
1270 1st Floor Remodel Framing, 8d 8d 06FEB08 19FEB08 2d 0
1250 Electrical Rouoh In Infill 4d 4d 18FEB08 21 FEB08 4d 0
1300 Sound Batt Installation Infill 2d 2d 20FEB08 21FEB08 4d 0
1370 Interiror DoorlWind Frame Installation 1st 4d 4d 20FEB08 26FEB08 2d 0
Start date 250CT07
Finish date 16JUN08
Data date 250CT07 DAC
Run date 15NOV07 City Hall
Page number 1A
@PrimaveraSystems, Inc.
.. Early bar
_ Progress bar
_ Critical bar
- Summary bar
. Start milestone point
. Finish m\lestone point
Act Orig Rem Early Early Total 2007
Description % Resource OCT NOV DEe
10 Dur Our Start Finish Float 15 22 29 05 12 19 26 03
oun a ns a a on s oor
1310 Electrical Rough In 1st Floor 8d 8d 18FEB08 28FEB08 10d ol l
1340 Mechanical Rough In 1st Floor 8d 3d 18FEB08 28FEB08 40di 0
1380 2nd Floor Remodel Sheetrock 3d 3d 18FEB08 28FEB08 -4d 0
1390 2nd Floor Intll Sheetrock 3d 3d 03MAR08 05MAR08 -3d 0
1410 2nd Floor Remodel Taping 10d 10d 25FEB08 * 11 MAR08 0 0
1420 2nd Floor Inm! Taping 4d 4di12MAR08 18MAR08 -2d 0
1440 2nd Floor Remodel Painting 10d 10d 03MAR08 . 18MAR08 0 0,
p
1400 1st Floor Remodel Sheetrock 10d 10d OeMAR08 24MAR08 -3d, 0 i
i 1450 2nd Floor Infill Painting 4d 4d 19MAR08 25MAR08 -18d 0
1470 , Display Wall System 2d 2d 25MAR08 26MAR08 -3d 0
1480 :- Electrical Trim 2nd Floor Remodel 6d 6d 19MAR08 27MAR08 -3d 0
1510 ' Mechanical Trim 2nd Floor Infill 6d 6d 19MAR08 27MAR08 -12d 0
-
1490 Electrical Trim 2nd Floor Infill 4d 4d 31 MAR08 03APROa -8d 0' ,
1520 Mechanical Trim Infill 4d 4d 31 MAROa 03APROa -12d: 01
1430 1st Floor Remodel Taping 12d 12d 19MAR08 08APR08 -2d 0
.'1590 2nd Floor Remodel ACT 4d 4d 07APR08 10APR08 -6d 0
! 1460 1st Floor Remodel Painting 12d 12d 26MAR08 15APROa -18d 0
,1660 Site Work Concrete Repair 2d 2d 14APR08 15APROa -6d 0
11500 Electrical Trim 1st Floor Remodel 3d 8d 07APR08 17 APR08 -8d 0
11530 Mechanical Trim 1st Floor ad ad 07APR08 17 APROa -12d 0
1540 Casework 4d 4d 16APR08 22APROa -18d 0
1550 StorefrontlWindow Replacement 1&1 1&1 26MAR08 22APR08 -10d 0
-
, 1600 1st Floor Remodel ACT 4d 4d 21APROa 24APR08 -12d 0
: 1560 2nd Floor -Floorina 4d 4d 23APR08 29APR08 -18d 0
1570 2nd Floor Infill Flooring 2d 2d 30APR08 01MAY08 -18d 0
1610 2nd Floor Remodel Trim 3d 3d 30APR08 05MA Y08 3d 0
1620 2nd Floor Inlill Trim 2d 2d 05MA YOa 06MA YOa -18d 0
1580 1st Floor- Flooring 4d 4d 05MAYOa 08MAYOa -4d 0
1630 1 st Floor Remodel Trim 4d 4d 06MA Y08 * 12MAYOa -1d 0
1670 Division 10 work 2d 2d 12MA YOa 13MAYOa -2d 0
1640 PunchlisllOwner Commissioning 12d 12d 13MAY08 02JUN08 -21d I 0
1650 Building Flushout ad 3d 03JUN08 16JUN08 -21d 0
1290
S dBltltllti 1t
d
2
08
8 B a
i
I Start date
250CT07
I .. Early bar
Finish date 16JUN08 \ _ Progress bar \
Data date 250CT07 DAC _ Critical bar
Run date 15NOV07 City Hall \ - Summary bar
; PaQe number 2A "
, @ Primavera Systems, Inc. l. Start milestone point i
t i+ Finish milestone point i
EXHIBIT C
4610 TRI~HILL FRONTAGE ROAD * GREAT FALLS, MONTANA 59404
THIS AGREEMENT, Made this oth day of December, 20 07, by and between CONTRACTOR hereinafter called the
Contractor, and DICK ANDERSON CONSTRUCTION, INC., hereinafter called the Construction Manager, WITNESSETH:
SECTION 1: The Contractor agrees to furnish all materials, labor, tools, equipment, services, supplies, fees, permits and any
miscellaneous items, and to fully construct, perform and in every respect complete all work set forth in Section 2 hereof, in the
construction of - Bozeman City Hall Remodel Project for City of Bozeman, hereinafter called the OWNER, at PO
Box 1230, Bozeman, MT 59771, in accordance with the terms and provisions of the contract documents, dated 00/00/2007,
including all the general and special conditions, drawings and specifications, and other documents and addenda.
SECTION 2: The work to be done by the Contractor and the consideration to be paid therefore will consist of, but is not necessarily
limited to the furnishing of all plant, labor, equipment, appliances and materials and performance of all operations in connection with
the installation of all work associated with Bid Package # 00. All work is to be completed in accordance with specifications and
drawings including incidentals necessary and required for their completion.
The total contract amount to be paid for satisfactory completion of the above work is hereby agreed to be:
and noll00 dollars
$0.00
Retention will be held at the rate of 5%
Monthly estimates must be received by the Construction Manager from the Contractor on or before the 28th day of each month, in
order to be included in the Construction Manager's monthly payment estimate to the Owner.
SECTION 3: The Contractor will begin the work immediately upon receipt of notice to proceed from the Construction Manager, and
will prosecute such work to completion diligently and so as not to delay the Construction Manager in the performance of its contract
with the Owner. The Contractor will fully complete the work required For A Substantial Completion of the Entire
Project by June 15,2007. The parties acknowledge that the time specified herein for completion of the Contractor's work is an
essential part of this agreement, and that delay therein will cause serious damage, difficult to assess. For each calendar day of delay in
completing performance, the Contractor will be required to pay the Construction Manager liquidated damages, in the amount of
$100.00 1 calendar day. Payment of such damages shall not release the Contractor from any obligation under this Contract. No
extension of time, for any cause whatsoever, shall be claimed by or made to the Contractor, except for reasons and causes provided for
F:\FORMS\Project Fonns\Subcontract
in the Construction Managers agreement with the Owner for an extension of time to the Construction Manager, and unless the
Contractor shall have made written request upon the Construction Manager for such extension within forty-eight (48) hours after the
cause for such extension occurred and a similar extension of time is granted to the Construction Manager by the Owner by reason
thereof. No extension of time shall, in any event, be made to the Contractor for delay by the Contractor in preparing submittals, shop
drawings or in securing approval of the Owner's representative thereto when such drawings are not properly prepared, or when the
Contractor, by the exercise of reasonable diligence and judgment, could have anticipated and avoided the delay. All submittals and
shop drawings of the Contractor must be submitted for approval through the Construction Manager's office.
SECTION 4: It is understood and agreed that the Contractor shall not be entitled to receive extra compensation for extra work of any
kind whatsoever, regardless of whether same was ordered by the Construction Manager or any of its representatives unless such extra
order is given in writing, which constitutes a change order, is signed by an authorized representative of the Construction Manager, and
contains the cost of such change. No change, modification, or alteration of this Subcontract shall be valid unless it be in writing, duly
executed by the parties hereto, and no course of dealing between the Construction Manager and Contractor shall be construed to alter
the terms of this Contract in any manner.
SECTION 5: The Construction Manager agrees to pay to the Contractor, for the performance of this contract, the consideration as set
forth in Section 2 hereof, subject to additions and deductions as may be agreed upon in writing, payable as follows: Within three (3)
working days after receipt from the Owner of payment for the work of the Contractor completed and accepted during the prior
estimate period, the Construction Manager will pay to the Contractor the amount due, less 5% retainage, of the consideration to be
paid to the Contractor for such work, computed in accordance with the provision of Section 2 hereof Upon complete performance of
this Contract, the Construction Manager shaU make final payment to the Contractor of the balance due the Contractor within three (3)
working days after final payment is received by the Construction Manager from the Owner. No payment on account shall operate as
an approval and acceptance for the work done or materials furnished, or any part thereof.
The Construction Manager may deduct from any amounts due or to become due to the Contractor hereunder any sum or sums owing
by the Contractor to the Construction Manager; and, in the event of any breach by the Contractor of any provision of this contract, or
in the event of the assertion by other parties of any claim or lien against the Construction Manager of the premises arising out of the
Contractor's performance of this contract, the Construction Manager may retain, out of any payments due or to become due to the
Contractor, an amount sufficient to completely protect the Construction Manager from any and all loss, damage, and expense
therefrom, until the situation has been remedied or adjusted by the Contractor to the satisfaction of the Construction Manager.
SECTION 6: The Contractor acknowledges and hereby agrees that he will be solely responsible for the cleaning, unloading, and
storing of all his materials and supplies on said project. The Contractor also acknowledges and hereby agrees that they will be solely
responsible for aU clean up related to this work. The Construction Manager will charge the Contractor accordingly for any clean up
that is not done by the Contractor that is determined to be the Contractor's responsibility. The Contractor will have twenty-four (24)
hours to comply with a verbal or written notice to clean up his site.
SECTION 7: It is hereby made a part of this contract that with respect to labor requirements, wage scales, overtime wages,
nondiscrimination, and equal employment practices, the Contractor will comply with all statutory and specification requirements, will
pay all taxes assessed against his labor, and will also comply with all statutory and specification requirements as to equal opportunity
employment, labor reports, payroll taxes, etc., where applicable.
SECTION 8: The Contractor shall provide and maintain compensation insurance for the protection of the Contractor's employees, as
required by law of an employer and as wiU protect the Contractor from loss or damage because of personal injuries, including death,
to his employees; the Contractor shall provide and maintain public liability insurance as will protect him, the Construction Manager,
and the Owner from any and all claims for damages for personal injury, including death, suffered by persons and damages to property
which may arise from operations under this contract, which insurance shall be in such form and in such amounts as may be determined
by the Construction Manager. The Contractor shall furnish the Construction Manager with satisfactory evidence that such insurance is
provided and in full force and effect before starting work; and at any other time when requested by the Construction Manager.
Further, Contractor agrees to indemnify the Construction Manager against and save the Construction Manager harmless from any and
all liability for injuries to or death of an employee of the Contrac~or.
SECTION 9: The Contractor acknowledges and hereby agrees that he will fully comply with the "Occupational Safety and Health
Act of 1970," and all amendments thereto, in respect to his employees, and further agrees to indemnify and save harmless the
Construction Manager and the Owner from any and all claims or legal liabilities arising from the Contractor's failure to comply with
such act. Contractor also agrees to provide Construction Manager with the previous years and a current years OSHA 200 Log.
SECTION 10: The Contractor may be required to furnish a Performance Bond and a Labor and Material Payment Bond, within 10
days from date of execution of this contract to the Construction Manager in the sum of 100 percent of the Contract amount
conditioned for the faithful performance of this contract in all its particulars and the payment by the Contractor of all labor and
materials furnished hereunder, said bond to be in such form and with such sureties as will be acceptable to the Construction Manager.
F:\FORMS\Project Fonns\Subcontracl
SECTION 11: Whenever, in the opinion of the Construction Manager, the work of the Contractor is not progressing as expeditiously
as it should, the Construction Manager may require the Contractor to furnish additional machinery, tools and equipment and employ
additional labor, and if, in the opinion of the Construction Manager, it is desirable to do so, the Contractor may, in such case, be
required to work additional shifts of labor, all without extra cost or expense to the Construction Manager. In the event the Contractor
fails to comply or becomes disabled from complying with any of the provisions of this contract, and the failure is not corrected within
forty -eight (48) hours after written request by the Construction Manager to the Contractor, the Construction Manager may, without
prejudice to any other right or remedy, take possession of all tools, machinery, and equipment of the Contractor, and take over and
complete the performance of this contract at the expense of the Contractor; or, the Construction Manager may, in such event, without
taking over the work, furnish the necessary materials and/or employ the necessary workmen required to remedy the situation, at the
expense of the Contractor. It is agreed that the Contractor shall be considered as disabled from complying with his contract whenever
a petition in bankruptcy is filed by or against the Contractor, whenever the Contractor is adjudged bankrupt, whenever the
Construction Manager makes a general assignment for the benefit of the Contractor's creditors, or whenever a receiver is appointed on
account of the insolvency of the Contractor.
SECTION 12: Contractor is unconditionally obligated to provide a labor force consisting of a sufficient number of properly skilled
workers to meet the project schedule applicable to its work. Construction Manager has sole discretionary authority to require
Contractor to supplement its labor force to the extent deemed necessary by the Construction Manager to ensure that the Contractor's
work progresses in accordance with the project schedule. At the Construction Manager's option, the Contractor shall provide to
Construction Manager at its field office daily written reports of the size of the labor force that Contractor employs on the project.
Each report shall specify the tasks performed by Contractors labor force on that day and shall break down the total labor force
employed into specific types and numbers of workers (for example, laborers, mechanics, etc.). Contractor's daily report shall be
signed by Contractor's foreman. In the event that Construction Manager determines, in its sole discretion, that Contractor has failed
or refused to provide a sufficient labor force to meet the project schedule, Construction Manager may, without being required to do so
and without waiving its other remedies under the contract, supplement Contractor's labor force and charge Contractor for all costs
incurred in doing so, including reasonable overhead, profit, and attorney's fees. Construction Manager is required to give Contractor
written notice of its determination that Contractor has failed to provide a sufficient labor force and shall give Contractor forty-eight
(48) hours from such notice to cure any identified deficiencies before Construction Manager supplements the labor force as described
above. Construction Manager may withhold payment of all monies due Contractor pending Contractor's performance of corrective
action, as required by Construction Manager, relating to Contractor's insufficient labor force. In the event that Contractor fails to
provide a sufficient labor force to maintain the project schedule, mere payment of money damages may not adequately protect the
interests of Construction Manager. Therefore, in the event that Construction Manager determines that Contractor has failed or refused
to provide a sufficient labor force, Contractor agrees that Construction Manager has the right to apply to a court of proper jurisdiction
for an order requiring Contractor's immediate specific performance of its contractual duties by furnishing to the project the additional
labor force deemed necessary by Construction Manager.
SECTION 13: The Contractor is further specifically obligated to the Construction Manager as follows: (a) To indemnify the Construction
Manager against and save the Construction Manager harmless from any and all claims, suits, liability, expense or damage for any alleged or
actual infringement or violation of any patent or patent right, arising in connection with this contract and anything done thereunder; (b) To
indemnify the Construction Manager against and save the Construction Manager harmless from any and all claims, suits or liability on
account of any acts that are caused in whole or in part by an act or omission of the Contractor or others working for the Contractor; (c) To
pay for all materials furnished and work and labor performed under this contract, and to satisfy the Construction Manager thereupon
whenever demand is made, and to indemnify the Construction Manager and the Owner against and save them and the premises harmless from
any and all claims, suits or liens therefor, by others working for the Contractor; (d) To obtain and pay for all permits, licenses and official
inspections made necessary by the Contractor's work, and to comply with all laws, ordinances and regulations bearing on the Contractor's
work and the conduct thereof; (e) Not to employ or keep on the job any person not acceptable to the Owner or the Construction Manager; (f)
To warrant and guarantee the work and the materials covered by this contract, and to make good, at the Contractor's own expense, any defect
in materials or workmanship which may occur or develop prior to the Construction Managers release from responsibility to the Owner
therefor; (g) To assume towards the Construction Manager all the obligations and responsibilities that the Construction Manager assumes
towards the Owner, as set forth in the contract between the Owner and Construction Manager, general and special conditions, drawings,
specifications, and other documents hereinabove referred to, insofar as applicable generally or specifically to the portion of the work covered
by this contract; (h) To indemnify the Construction Manager and the Owner against and save them harmless from any and all loss, damage,
costs or expense, including counsel fees, suffered or incurred on account of any breach of the aforesaid obligations and covenants, and any
other provision or covenant of this contract.
SECTION 14: NA
SECTION 15: Should the Construction Manager be terminated by the Owner in accordance with any provision therein for termination, or
should the Construction Manager be prevented or excused from continuing to furnish to the Owner the work and materials hereby required to
be provided by the Contractor, then this contract may immediately be terminated by the Construction Manager. Upon any such termination
of this contract, the Construction Manager's only obligation hereunder shall be to make a settlement with the Contractor computed as nearly
as possible in the same manner and upon the same basis as any settlement received from the Owner.
f:\FORMS\Project Fomls\Subconlract
Furthermore, the Construction Manager, without invalidating this contract or any bonds or security furnished hereunder, and without notice
to the sureties, if any, may, at any time after the execution of the contract, reduce or omit the Contractor's scope of Work. The Construction
Manager shall order such reductions or omissions by giving written notice to the Contractor not later than five (5) days prior to when the
Work that has been reduced or omitted was scheduled to begin. When Work is omitted or reduced, in whole or in part, the Construction
Manager shall pay, subject to the provisions of this contract, for all Work actually performed. Contractor is not entitled to compensation or
damages for any losses, including loss of profit or overhead relating to the reduced or omitted work.
It is specifically understood and agreed that once the work under this contract is completed (whether provided on a time and materials basis
or otherwise), the Construction Manager has no further obligation to hire, retain or contract with the Contractor, or others working for or
supplying the Contractor, including material suppliers, and there is no guarantee of any future or additional work, whether to be performed
for the Owner or Construction Manager, or on any other project, as no future or additional work is contemplated or implied by this
agreement.
SECTION 16: The Contractor agrees to be bound by any applicable Federal renegotiation provisions.
SECTION 17: All negotiations and agreements prior to the date of this contract that are in written form and specifically referred to
herein or attached are merged into this contract agreement.
SECTION 18: It is agreed by and between the parties hereto that there will be no concerted failure to report to work, cessation or
interruption of work, slowdown, strike, picketing, or lockout, during the term of this agreement, or during any period of time while
negotiations are in progress between the parties hereto for the continuance or renewal of the Agreement. A strike shall be defined as
an intentional slowdown in the rate of production, any intentional interruption of production or suspension of work stoppage, any
work stoppage, labor holiday, continuous meeting or concerted mass sickness.
SECTION 19: It is the policy of the Construction Manager, that we must have the following information in our files, within 10
days after you receive this contract:
(1) Proof of Liability Insurance Coverage - Limits as noted on attached sample
(2) Proof that Dick Anderson Construction is named as an Additional Insured.
(3) Proof of Worker's Compensation Insurance Coverage and Experience Mod. Factor
(4) Worker's Compensation Claim History
(5) Copy of Certificate of Contractor Registration
or
Proof of Labor Bond filed with the State
(6) Completed W.9 Form (enclosed with contract)
(7) Provide current Company safety plan if one is in place and job specific safety plan.
(8) Please initial to acknowledge reading and understanding of Section 12.
NOTE: Contractor to provide Construction Manager with a copy of all items specified in
this section for each of their SubCOntractors.
SECTION 19: Additional Provisions:
l:,;$EE"EXR$IT'A~A.tt<iyliecl':,:" ..:.
2. All progress billings must be submitted on the attached form and received by Dick Anderson ConstructiOn by the 28th day
of the month. All certified payroll reports for the current month must be accurately completed and received along with, or
prior to, your monthly progress billing. Should certified payroll reports not be submitted or accurately filled out, the
Contractor's progress billing will not be submitted in the current billing cycle.
3. Retainage will not be released to the Contractor until all punchlist items are completed, O&M and As-Built informatiOn is
submitted and approved, and all applicable warranty and lien release information is submitted to DAC and approved.
4. As-Built information shall be updated on an on-going basis on the designated set of plans kept in the Construction
Manager's field office. Should as-builts not be updated on the designated set by the end of a pay period, the Construction
Manager can withhold payment to the Contractor until these as-builts are properly updated
5. Complete Operation & Maintenance Manuals shall be submitted to the Construction Manager prior to substantial
completion. Construction Manager will turn O&M manuals over to the owner On the date of substantial completion. All
training shall be completed before the date of substantial completion.
F:\FORMS\Project FOllns\Subcuntract
6.
IN WITNESS WHEREOF, the parties have executed this Subcontract by their proper officers, duly authorized herein.
IN THE PRESENCE OF:
( Contractor)
By
As to Contractor
(Contractor)
Name:
Address:
Contractor's State License No.:
DICK ANDERSON CONSTRUCTION, INC.
(Construction Manager)
By
As to Construction Manager
F:\FORMS\Projcct FOTIns\Subcontract
EXHIBIT "A"
ATTACHMENT TO CONTRACT AGREEMENT
DICK ANDERSON CONSTRUCTION, INC.
I. Contractor shall provide all required resources to comply with Dick Anderson Construction's (DAC), project
schedule.
2. Contractor shall supply their hourly labor rates including overhead and profit to DAC for use in calculating
extra work order changes. Overhead and profit shall be limited to a combined total of 15%.
3. Contractor shall comply at all times with known federal, state and local safety laws. They shall also comply
with DAC's safety policies.
4. Certified payroll reports are required to be submitted at the end of every month for the current month.
Preferably, these should be turned in weekly. Minimum pay rates are to be as specified in the contract
documents.
5. Final payment will require a waiver oflien for all obligations of Contractor related to this project. In
addition to a lien waiver, complete submittal, and acceptance by owner, of all required as-built drawings,
warranties, operational and maintenance manuals, diagrams, etc. which fully meets the project specifications
must be done prior to any final payment.
6. Contractor shall remove all materials and debris from the jobsite. A garbage container and/or garbage truck
shall be provided for your use.
7. Contractor shall reimburse any deductible paid by DAC for damage to the project that occurs through
intentional or unintentional negligence of Contractor, because of a claim on DAC's Builders Risk. This
shall be done through a deductive change order, in the amount of the deductible.
8. Contractor shall provide seven sets of submittals for the architect's approval. The submittal package should
include shop drawings, material samples, color charts, painting schedule, and laboratory test results as
required. All submittal packages shall be COMPLETE. By transmitting submittals to DAC, Contractor is
guaranteeing that a careful review has been made of all submittal items in regard to compliance with all
applicable specifications and plan sheets. Where dimensioning is required, all dimensions shall be
thoroughly checked. Verification of field dimensions shall always be the responsibility of the Contractor.
9. All Contractors will be required to attend a weekly jobsite safety meeting. All personnel working on the
jobsite will need to adhere to all Dick Anderson Constructions Safety plan, and all OSHA regulations as
applicable. All workers on the jobsite must wear hard hats and hardened-toed boots at all times, and safety
glasses as necessary. Any Contractor that is found in non-compliance will be subject to our subcontractor
disciplinary policy.
10. Each Contractor will be responsible for cleanup and removal, from the jobsite, all debris caused by their
work. Cleanup must be done on a daily basis. Should the Contractor fail to comply with these
housekeeping provisions, DAC may perform these functions, with his own crew, at the expense of the
Contractor. In addition this cleanup may be performed on an overtime basis. Cleanup charges will be billed
by the actual cost plus 30% markup.
F:\FORMS\Projcct Forms\Subcontract
11. All costs tor extra work over and above the contract must be presented to our office prior to its execution
with a complete breakdown of labor and materials required to perform the work. Neither DAC or the
Owner will pay for any additional work unless written approval was given by the DAC Project Manager
prior to execution of the work or unless the DAC Project Manager has given express verbal acceptance of
the costs and given direction to proceed with the work.
12. All Contractors jobsite representative will be required to attend a weekly scheduling meeting when they
have people working on site or as requested by the Construction Manager.
13. Construction Manager makes no assurances that power, light, or water will be provided at the points the
Contractor may require. Sources of power and water will be made to general areas for Contractor extension.
Adequate lighting for access ways will be provided but Contractor may require additional lights for work
operations.
14. Contractor will be responsible for their own line, elevation and layout.
15. Contractor is responsible for providing labor for unloading or loading oftheir jobsite materials.
F:\FORMS\Project Fonns\Subcontract
DICK ANDERSON CONSTRUCTION, INC.
3424 HIGHWAY 12 EAST, HELENA, MT 59601 PHONE (406)443-3225 FAX (406)443-1537
4610 TRI-HILL FRONTAGE RD, GREAT FALLS, MT 59404 PHONE (406)761-8707 FAX (406)761-3134
CONTRACT DOCUMENTS CHECKLIST
JOB: Centene Corporation Claims Center - Montana
CONTRACTOR:
DATE:
Please check-off to ensure the following documents are returned to Dick Anderson Construction
prior to beginning work. All documents must be received before the first check will be issued.
D Sign and Return THREE Copies of Contract (we will sign and return one to you)
D Proof of Liability Insurance Coverage Listing Dick Anderson Construction as Additional
Insured
D Copy of Contractor Registration Certificate OR Proof of Labor Bond filed with State
D Proof of Workers' Compensation Insurance Coverage and Experience Modifier Factor
D Workers' Compensation Claims History
D Completed W-9 Form or provide Employer Identification Number
D Current Company Safety Plan and Job-Specific Safety Plan
D lni tial to acknowledge reading and understanding of Section 12 of Subcontract
*Note: Contractor must provide all items specified for each ofvour contractors.
Please complete this checklist and return with your Contract
F:\FORMS\Projcct Forms\Subcontract
Dick Anderson Construction, Inc.
3424 Highway 12 East, Helena, MT 59601 (406) 443-3225 Fax (406) 443-1537
4610 Tri-Hill Frontage Rd, Great Falls, MT 59404 (406)761-8707 Fax (406) 761-3134
CONTRACTOR REQUEST FOR PAYMENT
CONTRACTOR:
PROJECT:
PAY REQUEST #
FROM
TO
1. Original Contract Amount
2. Approved Changes
3. Total Current Contract
4. Total Work Complete To Date
5. Less Retainage _5_%
6. Less State 1 % Tax (If applicable)
7. Total Earned Less Retainage & 1 %
(Line 4 minus Lines 5-6)
8. Less Amounts Previously Billed
(Line 7 From last Pay Request)
9. Current Payment Due
(To Be Completed By Dick Anderson Construction)
Gross
Retainage %
1%
Due This Payment
F:\FORMS\Pruject FOlms\Subcontract
ACORD... CERTIFICATE OF LIABILITY INSURANCE I DA Tt (Ill\f/Dll/V''I''
PROll~. TIllS CERTIFICATE IS ISSUlWA.SA lIfl\'l'TJllR OFINFOlWAT1ON
ONLY AND CONFERS NO RIGHTS tJPoN TIlE CtRTmCATE
YQUR INSURANCE AGENT'S NAME & ADDRESS HOWER.. 11I1~ GlR1'IFI<:lA.TEDOES NOT AMENl), EXTEND OR
ALnm TIlE. COVE~GE ArrORDED llV TIlE I'OLlCIES BELOW.
INSURERS AFFORDING COVERAGl!:
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POLICIES. AGGREGATE UMITSSJIOWN MAYHAVl! 1l,IlEN RIltIUCED BY PAID CLAIMS.
R TVl'E .or ~st/llA;NCIt \'OLICV NIlI\fBQ. CYEnE roLl '1'1 LIMITS ~
GENERAl, L)ABI.LI1'l' n J.. Q 0 a . 0 0 a
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PROJECT DESCRIPTION
DUClUP'nON'O"ot:n^T[ON~TIQPI8~IDCLES/!Il!I1!.~OJIIllAIID~'"lIlNIl9!~~L ~(lVISl~,_ _ _
1. THE CERTIFICATE HOLDER IS AN A~DmC>NALINSURED..
2. THIS INSURANCE IS PRIMARY AND NC>NCONTRIBUTORY WITH CERTICATE HOLDER'S INSURANCE.
3. WE WAIVE OUR TRANSFER OF RIGHTS c>FRECOVl:RYAGAlNST THE CERTIFICATE HOLDER.
AIlDIPlNAL~SIJIlI!D'NlURJ;R II!TlXRr
CANCELLAI
SIlOOLD,ANYo,,11l11..\BO\lll)$St;R.lIIP MIXES BIi CANCIWlllltlll'(lItIl 'I1U; 1lll8lA'I1Of'I
llAlll TIlUlllOI'. tllElSSlJlNC ll'lStIRIR WILI,EN1>lAVORT(lMAIL1.L DA\'II \\'RII'mI
IjOlEE101HE Ct:IlTFI:Att H()L)JERIjAMllD:mntJ:Ll:IiT.,lIUTIIAI.UIlE mDOS.O~HAU,
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ATMIS.
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DICK ANDERSON CONSTRUCTION, INC.
3424 HIGHWAY 12 EAST
HELENA. MT 59601
ACORD 25.S (1197) 1
@ACORD CORPORATION 1988
F:\FORMS\Project FonnslSubcontract
~ ~ ff I'll ~ r` 7~ ~
DICK ANDERSON Customer Address: 411 E. MAIN STREET, PO BOX 1230, BOZEMAN, MT 597~~~6'S82-300' F 4~6 5$~~3
C~JNST'RUCTION INC
]onsite Address: 21 N ROUSE AVENUE, e02EMAN, MT 59715
TRANSMITTAL gOZ CITY HALL CONST MANAG ~ '°°
1 Job: 2811 BOZ CITY HALL CONST MANAG
Customer: CITBOZ CITY OF BOZEMAN
Issued To: CITY OF BOZEMAN- CITY HALL Date Issued: 02,/11/08
411 EAST MAIN STREET
BOZEMAN, MT 59715
Attention: ,DAMES GOERUNG Fax Np:
Subject: Amendment Number One
we Are Sending You: Contract Amendment
Copies Date Description
-- -
2 02/].1/08 AMENDMENT #1 TO AGREEMENT BETWEEN OWNER AND CONST. MANAGER
These are transmitted: For ianature
Remarks:
FOR Y~'~UR APPROVAL AND SIGNATURE
Signed:, /~~y .~l~/
File: CITY OF 80ZEMAN- CITY HALL
cc: ALLEN bREILING
DEREK DIDRIKSEN
Printed by CLH as of 02/11/08 11:19.51AM
AMENDMENT NO. 1 TO AGREEMENT BETWEEN OWNER ~r~
AND CONSTRUCTION MANAGER ~p(~
Pursuant to Subparagraph 2.2 of the Agreement between Owner rld Constructio anager (as
madifed by Addendum No 1), dated this ~ day of 7, between
the City of Bozeman ("Owner") and Dick Anderson Construction, Inc. (Construction Manager")
for the Bozeman City Hall Remodel Project, the Owner and Construction Manager hereby
establish a Guaranteed Maxirnurn Price and Contract Tirne for this portion of the Project as set
forth below:
GUARANTEED MAXIMUM PRICE
The Construction Manager's Guaranteed Maximum Price (GMP) for the Wark, including the
Cost of the Work as defined in Article 6 and the Construction Manager's Fee as defined in
Article 5 is as follows:
~ ~~b U Total of all Contracts competitively solicited and awarded
Q' for construction work in connection with the Project.
~ ~~r ~~~ Construction Manager's Fee for Construction Phase of the
p n Project.
~ ~ / ~ ~ ~S ~ Reimbursable Direct Job Costs identified on Exhibit A, that
are not paid for directly by the Owner.
$ ~ TOTAL GUARANTEED MAXIMUM PRICE
ADDP.NDUM 110. 1--B07..EMAN CITY HALL NEMODEL PRC77ECT AIA A121/CMa Page 21
CONTRACT TIME
The date of Substantial Completion for the Work underlying the contracts identified in Article 2
is: ~~~ ~U~ ~ ~
This Amendment N"o. 1 is entered into on this ~_ day of C Gr x~
~ ~
OWNER: CONSTRUCTION MANAGER:
City of Bozeman Dick Anderson Construction, Inc.
P.O. Box 1230 705 Bridger Drive, Suite A
Bozem MT, 59771 Bozeman, MT 5971 S
By: _ By:
Chris Kukulski
City Manager
ATTEST:
S y Ul en
City Clerk
ADDENl]i7M NO. 1-J307.,F.MAN Cl'1'Y IIAI.,I.. REMODEL PROJECT AIA A121/CMc-Page 22
DICK ANDERSON CONSTRUCTION, 1NC.
January 30, 2008
City of Bozeman
411 East Main Street
Bozeman MT 59715
Att: James Goehrung
Re: City Hall -Award Recommendations
Dear James,
As you are aware, bids were publicly opened for the New City Ha11 Renovations on January 23"`~ and
January 25`h for bid packages 2 thru 21.
We are please to report the following total construction costs including all general conditions,
Construction Managers:
1) Base Bid - $1,327,189.00
2) Alternate 1 -Commission Room Addition - $223,922.00
3) Alternate 2 -New DX Condensing Unit - $51,892.00
4) Alternate 3 -New Chilled Water Condensing Unit - $101,5D1.D0
S) Alternate 4 -New Glass in Skylight - $22,933.00
6) Alternate 5 -- Manual Window Shades - $13,720.D0
7) Alteniate 6 -New Meeting Room Dias and Casework - No Hid
8) Alternate 7 -Add Operator to new windows - $21,754.00
Dick Anderson Construction intended to turn in a price for alternate number 6 and inadvertently left it
off of our bid form,. If this work is re-bid our price will be $14,500.00. If the City chooses to add this
work to the contract as a change order our cost will be $14,SDO.OD,
It is our understand that at this time City would like to award the Base Bid along with alternates 1,3,4,5
and 7. We are plazming to continue evaluating options far skylight glass which could potentially result
in a cost saving. We would reconnmend awarding the alternate as bid and dealing with any cost
revision via change order. The total of these items is $1,711,019.00 and this figure will be Dick
Anderson Constructions GMI' far the project (see attached contract).
3424 WIGHWAY 12 EAST, HELENA, MDNTANA 59601 40fi-443-3225 FAX 406-443-1537
4610 TRI-HILL FRONTAGE ROAD, GREAT FALLS, MONTANA 59404 406-761-8707 FAX 406-7fi1-3134
705 BRINGER DRIVE, STE A, BOZEMAN, MONTANA 59715 406-586-0889
Based an the above alternate selection we suggest the following awards.
Bid Package #1 has already been awarded to WMK from Billings MT, at their bid prig of $ I4,290.00.
We recommend Awarding Bid Package #2- Selective Demolition, to Dick Anderson Construction
from Bozeman Mt, at their hid price of $51,800.00.
We recommend Awarding Bid Package #3- Earthwork, to H and H Earthwork fiorn Bozeman Mt, at
their bid price of $25,140A0.
We recommend Awarding Bid Package #4- Concrete, to Dick Anderson Construction from Bozeman
Mt, at their bid price of $42,000.00.
We recommend Awarding Bid Package #5- Masonry, to Sacry.Com, Inc. from Bozeman Mt, at their
bid price of $40,170.00.
We recommend Awarding Bid Package #7- Steel Supply, to North Ames-i,can Pipe and Welding Inc.
from Bozeman Mt, at their bid price of $11,570.00.
We recommend Awarding Bid Package #8- Steel Install, to Montana Construction and Consulting Inc.
from Bozeman. Mt, at their bid price of $26,710.00.
We recommend Awarding Bid Package #9- Finish Carpentry, to Dick Anderson Construction from
Bozeman Mt, at their bid price of $47,800.00,
We recommend Awarding Bid Package #10- Insulation, to Gallatin Insulation from Belgrade Mt, at
their bid price of $5,764.00.
We recommend Awarding Bid Package #11-Membrane Raaling, to Melees Inc. from Belgrade Mt, at
their bid price of $13,990.00.
We recommend Awarding Bid Package #12- Doors, to Dick Anderson Construction from Bozeman
Mt, at their bid price of $54,400.00.
We recommend Awarding Bid Package #13- Glass and Glazing, to Valley Glass and Windows Inc.
from Bozeman Mt, at their bid price of $122,475.00.
We recoznrnend Awarding Bid Package #14- Framing and Sheetrock, to Dick Anderson Construction
from Bateman Mt, at their bid price of $1.23,450.00.
3424 HIGHWAY 12 EAST, HELENA, MONTANA 59601 406-443-3225 FAX 406-443-1597
4610 TRI-HILL FRONTAGE ROAa, GREAT FALLS, MONTANA 59404 4D6-761-87D7 FAX 408-761-3134
706 BRIDGER DRIVE, STE A, BaZEMAN, MONTANA 59715 406-586-0889
We recommend Awarding Bid Package #l5- Flooring and Tile, to Piexce Flooring anal Design from
Sozernan Mk, at their bid price of $68,9~4AQ.
We recommend Awarding Bid Package #1b- Suspended Ceilings, tea Rimrock Contracting Inc. from
Stanford Mt, at their bid pride of $22,8pp.00
We recommend Awarding Sid Package #l7- Painting, to T and L Painting Inc. from C3reat Falls Mt, at
theix bid price of $54,150,Dp.
We recommend Awarding Bid Package #1 S- Specialties, to Dick Ande~san Construction from
Bozeman Mt, at their bid price of 537,27U.OD.
We recommend Award~vag Bid Package #19- Fire Sprinkler, to Federal Fire Protection from Livingstan
Mt, at their bid price of $70,St50.U0.
We recarnmend Awarding Bid Package #20- Mechanical, to Summit Mechanical from Belgrade Mt, at
their bid price of $4D7,O39.p0.
We recoml'nend Awarding $id Package #22- Electrical, to Townsend Electric from Townsend Mt, at
their bid prime of $1$3,ODU.UO.
All recommendations have been made to the low bidder for every Bid Package with the exception of
Bid Package #19. Upan further uavestigation it was discovered that the ]ow bidder on this package did
trot include a sigttificant partian of this package, Because of this we feel that it would be im the best
interest of the City to award this Sid Package to the second lowest bidder as recommended above.
Thank you and please let us know if you have any questions.
.~.!'t'-r ~ ,~. ,
Derek Didriksen
Project Manager
3424 HIGHWAY 12 EAST, HELENA, MONTANA 59801 408-443-3225 FAX 406-443-1537
461 D TRI•HILL FRONTAC3E RpAD. OREAT FALLS, MONTANA 59404 406-781-8707 FAK 4DB-781.8134
70S BRII7GEFt !TRINE, STE A, BOZEMAN, MONTANA 59715 40fi~aHFr0889
Commission Memorandum
REPORT TO: Honorable Mayor and City Commission
FROM: James Goehrung, Director of Facility Services
Chris Kukulski, City Manager
SUBJECT: Award of Bid for the Rcmodcl of the old Library into a
new City Hall
MEETING DATE: February 4, 2008
RECOMMENDATION: Authorize the City Manager to sign the award of bid for the rernode]
of the new City Hall with Construction Manager Dick Anderson Construction in the amount of
$1,711,019.00. (Please note chat there are items outside the scope of the construction contract
that will result in a total project cost of $2,1.38,726.00, explanation of these items are detailed
below.)
BACKGROUND: The bids were opened for the remodel on Jan. uary 23 and January 25 for
the 21 construction division categories. Prices were very competitive for the bidding on this
project. There arc some items that still need to be negotiated on the contract before the contract
is formalized.
The award includes the base bid and 7 alternates. The 7 alternates are: Alt. 1, the Commission
Room Addition; Alt. 2, Changing out the Air Conditioner; Alt.3, Conversion of the DX coil to a
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Chilled Water coil on the Air Conditioner; Alt. 4, Repair of the Glass Skylight; Alt. 5, Manual
Window Shades; Alt. 6, New Meeting Room Dias and Case Work; Alt. 7, Change out. some
Windows to Operable Units.
There are a number of items that arc outside the scope of the contract so that we can have more
direct control of the award and that will be bid separately. These items are: A project
contingency of $150,000; the back-up generator at $75,000.00; The Fire Alarm System at
$25,000; the Security System at $12,000; the Teledata system at $55,000; The Commission
Room Audio System at $30,323; The Commission Room Video System at $24,8G4; the Building
Commissioning Agent at $20,520, (a. LEED requirement); and our match of the grant from
Northwestern Energy for a solar panel array $35,000.
FISCAL EFFECTS: Money for this project was originally budgeted at $2 million.
ldentifiied funding sources for this project are: General fi'und reserves; tlae Special Projects Fund,
(old Valley Unit Money); and from the sale of the current City Hall building at 411 East Main.
The recent appraisal for the 41 I East Main property came in at $1.6 million.
ALTERNATIVES: As suggested by the City Conunission.
Respectfully submitted,
James Goehrung
Chris A. Kukulski, City Manager
Director of Facility Services
Attachments: Award Letter from Dick Anderson Construction
Report compiled on January 30, 2008
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