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Construction Manager at Risk Agreement
By and Between
The City Of Miami
And
Suffolk Construction Company, Inc.
For
Construction Manager at Risk Services
For Stadium Site Parking
Capital Improvements Program
444 SW 2"d Avenue, 8th Floor
Miami, Florida 33130
09-01238'- Exkb*(t- SV2)
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TABLE OF CONTENTS
Contents
Section1 - General Terms and Conditions................................................................................. 5
1.
Overview/Recitals................................................................................................................ 5
2.
Intention of City...................................................................................................................
5
3.
Construction of the Agreement............................................................................................
6
4.
Agreement Term..................................................................................................................
6
5.
Definitions............................................................................................................................6
6.
Time is of the Essence.......................................................................................................
12
7.
Taxes..................................................................................................................................
13
8.
Contract Documents...........................................................................................................
13
9.
Review of Contract Documents.........................................................................................
14
10.
Site Investigation and Representation............................................................................
14
11.
Construction Manager's Duties......................................................................................
15
12.
Construction Key Personnel and Staffing......................................................................
16
13.
Subcontractors................................................................................................................
17
14.
Quality Management......................................................................................................
19
15.
Progress Report ..............................................................................................................
20
16.
Architect of Record........................................................................................................
20
17.
Construction Inspection Services...................................................................................
21
18.
Primary Contact..............................................................................................................
21
19.
Partnering.......................................................................................................................
21
20.
Policies, Procedures and Reporting................................................................................
21
21.
Ownership and Use of Documents.................................................................................
21
22.
Plans and Working Drawings.........................................................................................
22
23.
Supplementary Drawings...............................................................................................
22
24.
Supplemental Drawings and Instructions.......................................................................
22
25.
Continuing the Work......................................................................................................
22
26.
Discretion of Director.....................................................................................................
23
27.
Authority Of The City's Project Manager ..............................
28.
Lines and Grades............................................................................................................
24
29.
Removal of Unsatisfactory Personnel............................................................................
24
30.
Defective Work..............................................................................................................
24
31.
Correction Of Work.......................................................................................................
25
32.
Warranty of Materials and Equipment...........................................................................
25
33.
Material and Equipment Shipment, Handling, Storage and Protection .........................
26
34.
Manufacturer's Instructions...........................................................................................
27
35.
Manufacturer's Warranty...............................................................................................
28
36.
Reference Standards.......................................................................................................
28
37.
Changes in the Work or Terms of Contract Documents ................................................
29
38.
Construction Manager's Damages for Delay.................................................................
29
39.
Occupational Health and Safety.....................................................................................
29
40.
Safety Precautions..........................................................................................................
30
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41.
Accidents........................................................................................................................
31
42.
Loss & Damage to Property...........................................................................................
32
43.
Priority Of Provisions.....................................................................................................
32
44.
Payments........................................................................................................................
33
45.
Communication and Notices..........................................................................................
33
46.
Indemnification..............................................................................................................
34
47.
Owner Controlled Insurance Program & Construction Manager's Insurance ...............
35
48.
Modifications To Coverage............................................................................................
40
49.
Payments Related to Guaranteed Obligations................................................................
41
50.
Default/ Events of Default..............................................................................................
41
51.
Notice of Default -Opportunity to Cure..........................................................................
42
52.
Remedies for Construction Manager's Default /Waiver of Claims for Consequential
Damages.........................................................................................................................
42
53.
Termination for Convenience.........................................................................................
43
54.
Termination Due To Undisclosed Lobbyist Or Agent ...................................................
44
55.
Materiality And Waiver Of Breach................................................................................
45
56.
Force Majeure................................................................................................................
45
57.
Resolution Of Agreement Disputes................................................................................
45
58.
Mediation - Waiver Of Jury Trial..................................................................................
46
59.
Applicable Law And Venue Of Litigation.....................................................................
47
60.
City May Avail Itself of All Remedies..........................................................................
47
61.
Permits, Licenses and Impact Fees................................................................................
47
62.
Compliance With Applicable Laws...............................................................................
48
63.
Public Entity Crimes......................................................................................................
48
64.
Audit Rights...................................................................................................................
48
65.
Nondiscrimination, Equal Employment Opportunity, and Americans with Disabilities
Act..................................................................................................................................
49
66.
Independent Contractor..................................................................................................
49
67.
Successors And Assigns.................................................................................................
49
68.
Third Party Beneficiaries...............................................................................................
50
69.
Contingency Clause........................................................................................................
50
70.
Performance Evaluation.................................................................................................
50
71.
Joint Preparation- Interpretation.....................................................................................
50
72.
Confidentiality................................................................................................................51
73.
Agreement Limiting Time in Which to Bring Action Against the City ........................
51
74.
Defense of Claims..........................................................................................................
51
75.
Amendments...................................................................................................................51
76.
Severability.....................................................................................................................51
77.
Survival..........................................................................................................................52
78.
Entire Agreement...........................................................................................................
52
79.
Small Business/Local Workforce Participation.............................................................
52
80.
First Source Hiring Agreements.....................................................................................
52
81.
Special City Provisions: .................................................................................................
53
Section2 - Pre -Construction Phase...........................................................................................
54
1.
Agreement Time................................................................................................................
54
2.
Fixed Construction Budget................................................................................................
54
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3.
Pre -Construction Phase Services.......................................................................................
54
4.
Value Engineering & Constructability...............................................................................
55
5.
IGMP..................................................................................................................................
56
6.
Pre -Construction Phase Additional Services.....................................................................
56
7.
Compensation for Preconstruction Phase Services............................................................
57
8.
Pre -Construction Phase Performance and Delegation.......................................................
57
9.
Pre -Construction Fee Application for Payment Submittal ................................................
58
10.
Pre -Construction Phase Meetings..................................................................................
58
11.
Guaranteed Maximum Price...........................................................................................
58
12.
Cost Control...................................................................................................................
60
13.
Market Analysis and Stimulation of Bidder Interest......................................................
60
14.
Bid and Award of Subcontracts.....................................................................................
60
15.
Responsibility.................................................................................................................62
16.
Project Schedule.............................................................................................................
62
Section3 - Construction Phase..................................................................................................
64
1.
Construction Phase Services..............................................................................................
64
2.
Construction Phase Time for Completion..........................................................................
64
3.
Liquidated Damages..........................................................................................................
64
4.
Hours Of Operation............................................................................................................
65
5.
Construction Manager's Supervision.................................................................................
65
6.
Construction Coordination/Adjacent Development Work .................................................
65
7.
Acceleration.......................................................................................................................
66
8.
Construction Work Meetings.............................................................................................
67
9.
Progress Payments.............................................................................................................
67
10.
Acceptance and Final Payment......................................................................................
68
11.
Subcontracts:..................................................................................................................69
12.
Interfacing of Subcontracts............................................................................................
69
13.
Performance Bond and Payment Bond..........................................................................
69
14.
Qualification of Surety: ..................................................................................................
70
15.
Warranty of Construction...............................................................................................
71
16.
Methods Of Performing The Work................................................................................
71
17.
Construction Manager's Use Of Project Site.................................................................
72
18.
Work Staging And Phasing............................................................................................
72
19.
Existing Utilities and Trees............................................................................................
72
20.
Construction Manager's Responsibility for Utility Properties and Service ...................
73
21.
Differing Site Conditions...............................................................................................
74
22.
Product and Material Testing.........................................................................................
74
23.
Project Site Facilities......................................................................................................
75
24.
Safety and Security.........................................................................................................
75
25.
Worker's Identification..................................................................................................
76
26.
Royalties and Patents:....................................................................................................
77
27.
Labor and Materials.......................................................................................................
77
28.
Substitutions...................................................................................................................
77
29.
Maintenance of Traffic and Public Streets.....................................................................
78
30.
NDPES Requirements....................................................................................................
80
31.
Construction Signage.....................................................................................................
80
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32.
Inspection of Work......................................................................................................... 80
33.
Mounting Heights...........................................................................................................
81
34.
Submittals.......................................................................................................................81
35.
Shop Drawings...............................................................................................................
82
36.
Product Data...................................................................................................................
84
37.
Samples..........................................................................................................................
84
38.
Record Set......................................................................................................................
84
39.
As -Built Drawings..........................................................................................................
84
40.
Requests For Information (RFI).....................................................................................
85
41.
Field Directives..............................................................................................................
86
42.
Work Logs......................................................................................................................
86
43.
Change Orders................................................................................................................
86
44.
Value of Change Order Work........................................................................................
87
45.
Substantial Completion, Punch List & Final Completion ..............................................
90
46.
Training..........................................................................................................................
91
47.
Post Occupancy Inspection............................................................................................
91
48.
Excusable Delay.............................................................................................................
91
49.
Notification and Claim for Change of Construction Work Time for Completion or GMP
92
50.
Hurricane Preparedness..................................................................................................
92
51.
Stop Work Order............................................................................................................ 93
52.
Cleaning Up; City's Right to Clean Up..........................................................................
93
53.
Removal of Equipment...................................................................................................
94
54.
Warranty Phase.............................................................................................................. 94
ATTACHMENTA....................................................................................................................... 95
ATTACHMENTB.....................................................................................................................
102
ATTACHMENTD.....................................................................................................................
106
ATTACHMENTE......................................................................................................................
108
FORM
OF PERFORMANCE BOND (Page 1 of 3)...................................................................
109
FORM
OF PAYMENT BOND (Page Iof 3)..............................................................................
112
PERFORMANCE AND PAYMENT GUARANTY FORM .....................................................
115
GMP AMENDMENT TO AGREEMENT.................................................................................
118
MATERIALS PURCHASED AND STORED AT PROJECT SITE .........................................
120
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THIS AGREEMENT, made and entered into this day of , 2009-2010 by and
between the City of Miami, Florida, a municipal corporation, hereinafter called the City, and
(Name of Contractor), a Florida Corporation, hereinafter called Construction Manager.
WITNESSETH:
WHEREAS, the City, Miami -Dade County (the "County") and Marlins Ballpark Developer LLC
("Stadium Developer") entered into a Construction Administration Agreement ("CAA") that
provides for the design, development and construction of a baseball stadium, public
infrastructure and related improvements (the "Baseball Stadium") on the site depicted and
described in Attachment A as the "Baseball Stadium Site," which Exhibit is incorporated into and
made a part of this Agreement (the "Adjacent Site"); and
WHEREAS, the City, the County and Marlins Stadium Operator LLC entered into a City Parking
Agreement (the "Parking Agreement') that provides for the construction, operation and use of
certain parking facilities on the site located within the vicinity of 1501 NW 3rd Street, Miami, Fl,
and depicted and described in Attachment C as the "Parking Site", which Exhibit is incorporated
into and made a part of this Agreement (the "Project Site"); and
WHEREAS, on , 2010, the City issued a Request for Proposal for Construction
Management -at -Risk Services for Stadium Site Parking (RFP) for the construction of the
Stadium Site Parking on the Project Site (the "Stadium Site Parking"); and
WHEREAS, the Construction Manager submitted the Response to the RFP (the "Response")
that was deemed the most qualified for the performance of the services described in the RFP,
which Response and RFP are incorporated into and made a part of this Agreement; and
WHEREAS, the Construction Manager has tendered a letter to the Mayor of the City of Miami,
dated XXX, XX, 2010 guaranteeing that the Construction Manager will enter into the GMP
Amendment with the City, which is incorporated into and made a part of this Agreement; and
WHEREAS, Construction Manager represents that it possesses the requisite expertise and
desires to enter into an agreement to act as the Construction Manager at Risk to the City to
provide the services as set forth herein; and
WHEREAS, the City Commission has authorized the City Manager to execute and enter into
this Agreement by Resolution No. (xx-xxxx) adopted (date);
NOW THEREFORE, in consideration of the foregoing and of the mutual covenants and
compensation set forth herein the City and Construction Manager agree as follows:
Section 1 - General Terms and Conditions
1. Overview/Recitals
This Agreement sets forth the terms and conditions pursuant to which Construction
Manager will provide Construction Manager at Risk Services for the construction of the
Stadium Site Parking, as further detailed in the Agreement. The Recitals are
incorporated into and made a part of this Agreement.
2. Intention of City
It is the intent of City to describe in the Contract Documents a functionally complete
Project to be constructed in accordance with the Contract Documents and in accordance
with all codes and regulations governing construction of the Project. Any work, materials
Stadium Site Parking, B-30648 Page 5
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or equipment that may reasonably be inferred from the Contract Documents as being
required to produce the intended result shall be supplied by Construction Manager
whether or not specifically called for. Where words, which have a well-known technical
or trade meaning, are used to describe work, materials or equipment, such words shall
be interpreted in accordance with that meaning. Reference to standard specifications,
manuals, or codes of any technical society, organization or association, or to the laws or
regulations of any governmental authority, whether such reference be specific or by
implication, shall mean the latest standard specification, manual, code or laws or
regulations in effect at the time of opening of bids and Construction Manager shall
comply therewith. City shall have no duties other than those duties and obligations
expressly set forth within the Contract Documents.
3. Construction of the Agreement
This Agreement is comprised of three sections, which are applicable in the following
manner:
• Section 1 — General Terms and Conditions: This Section applies to both the
Pre -Construction and Construction Phase Services, if awarded, except where
it is stated that the requirements apply to only a specific Phase.
Section 2 — Pre -Construction Phase: The provisions of this Section apply
only to the Pre -Construction Phase Services.
• Section 3 — Construction Phase: The provisions of this Section are only
applicable to the Construction Phase Services and shall only become
effective upon the City's execution of the GMP Amendment.
4. Agreement Term
The Agreement shall commence upon issuance of the Notice of Award, which shall be
issued subsequent to the execution of the Agreement by the City. The Agreement shall
terminate upon notice by the City that the Agreement has been closed -out after final
completion or otherwise terminated by the City pursuant to the terms and conditions
herein set forth.
5. Definitions
Adjacent Property shall have the meaning ascribed to it in the Recitals.
Agreement means this Agreement, together with all documents incorporated herein by
reference and the Contract Documents.
Adjacent Development Work means work contemplated for the development and
construction of the Baseball Stadium.
Agreement Time means the time period defined in this Agreement for the Construction
Manager to complete the Pre -Construction Phase Services and submit the GMP
Proposal, which shall be amended to reflect the Construction Phase should the City
accept the GMP Proposal.
Baseball Stadium shall have the meaning ascribed to it in the Recitals.
Basis of Design means a specific manufacturer's product that is named, including the
make or model number or other designation, establishing the significant qualities related
to type, function, dimension, in-service performance, physical properties, appearance,
and other characteristics for purposes of evaluating comparable products of other
manufacturers.
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CAA shall have the meaning ascribed to it in the Recitals.
Change Order means a written document ordering a change in the Agreement Price or
Agreement Time or a material change in the Work. A change order must comply with
the Contract Documents.
City means the City of Miami, Florida, a Florida municipal corporation. In all respects
hereunder, City's performance is pursuant to the City's capacity as Owner of the Project.
In the event the City exercises its regulatory authority as a governmental body, the
exercise of such regulatory authority and the enforcement of any rules, regulations,
codes, laws and ordinances shall be deemed to have occurred pursuant to City's
authority as a governmental body and shall not be attributable in any manner to the City
as a party to this Agreement. For the purposes of this Agreement, "City" without
modification shall mean the City Manager or Director, as applicable.
City Commission means the legislative body of the City of Miami.
City Manager means the duly appointed chief administrative officer of the City of Miami.
City's Project Manager means an employee or representative of the City assigned by
the Director to manage and monitor the Work to be performed under this Agreement and
the construction of the Project.
Construction Manager's Project Manager or CM's Project Manager means the
person designated by Construction Manager as its lead representative to the City. The
Construction Manager Project Manager shall have the authority to obligate and bind
Construction Manager and to act on all matters on behalf of Construction Manager
except for revisions to the Contract Documents and Change Orders. CM Project
Manager's responsibilities include creating clear and attainable project objectives,
building the project requirements, and managing cost, time, and scope.
Constructability: means the creative, organized process of analyzing a project's
drawings, specifications and other project documentation with a goal of minimizing
design, detailing, and specification problems which might render the construction
contract documents unbuildable or requiring addenda or change orders to make them
buildable.
Construction Change Directive means a written directive to effect changes to the
Work, prepared by the Consultant and executed by the City
Construction Estimate means a cost estimate for the completion of the Work, which
estimate shall include all components of the cost of the Work, as well as the
Construction Manager's Fee for the Project.
Contract Documents means the documents described in Section 1, Article 8 of this
Agreement.
Construction Change Directive means a written directive to effect changes to the
Work, issued by the Consultant or the City's Project Manager that may affect the
Agreement Price or Time.
Construction Manager means that (name of Firm), shall provide services including, but
not limited to preparation of cost estimates, constructability reviews, value engineering
and assist in systems life cycle cost analysis, estimating, scheduling, bidding and
submission of a GMP, as defined below, for construction, and construction management.
Upon execution of the GMP Amendment, the Construction Manager shall serve, from
that point forward, as the General Contractor under this Agreement.
Stadium Site Parking, B-30648 Page 7
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Construction Manager's Fee means the Construction Phase Fee to be negotiated with
the Construction Manager for general conditions, overhead and profit compensation
portion of the GMP, as defined below.
Construction Manager's General Conditions Costs means the necessary and
reasonable costs incurred by the Construction Manager directly attributable to the GMP
exclusive of the Construction Manager's overhead and profit. The Construction
Manager's General Conditions Costs shall be a component of the Construction
Manager's fee, and shall be a fixed amount during the entire Construction Phase for the
Project, as set forth in the GMP.
Construction Manager's Project Schedule or Project Schedule means the schedule
that the Construction Manager prepares and maintains for the Project. The Project
Schedule includes all aspects of the Project, including but not limited to: design, pre -
construction services, construction, construction engineering and observation services,
testing, project closeout, and warranty.
Construction Superintendent means the CM's representative who is responsible for
continuous field supervision, coordination, and completion of the Work. The Construction
Superintendent is responsible for management of the Project Site and tasks including,
but not limited to, organization and coordination of the Work of trade craft employees,
keeping cost records on Work performed and materials, controlling of costs in materials
and wages; exercising control over rate of construction progress to assure complete
construction Project within scheduled time; inspecting Construction Work to enforce
conformity to the Contract Documents and supervising trades, subcontractors, clerical
staff, and other personnel employed in the construction.
Construction Phase Services means the services to be performed through the
Construction Manager during the construction phase of the Project, including without
limitation, the Construction Work and such other services as required by this Agreement
or reasonably inferred herein.
Construction Work means all Work required by this Agreement for the Construction
Phase of the Project.
Consultant means a firm that has entered into a separate agreement with the City for
the provision of design/engineering services for the Project. Wherever the word
"Architect" or "Engineer' appears in the Contract Documents, it shall be deemed to
include Architect's or Engineer's consultants, including architects, engineers, landscape
architects and others engaged by Architect. All communications, directives, instructions,
interpretations and actions required of Architect shall be issued or taken only by or
through the individual identified as Architect in the Agreement or Architect's authorized
representative. For the purposes of this Agreement, the Consultant means Leo A. Daly.
Construction Manager's Contingency means the sum included in the GMP to cover
unforeseen costs during construction. The City retains exclusive use and control of said
Contingency, and all expenditures must be approved in writing by the City's Project
Manager.
Cure means the action taken by the Construction Manager promptly after receipt of
written notice from the City of a breach of the Agreement for the Work, which shall be
performed at no cost to the City, to repair, replace, correct, or remedy all material,
equipment, or other elements of the Work or the Agreement affected by such breach, or
to otherwise make good and eliminate such breach, including, without limitation,
Stadium Site Parking, B-30648 Page 8
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repairing, replacing or correcting any portion of the Work or the Project site disturbed in
performing such cure.
Cure Period means the period of time in which the Contractor is required to remedy
deficiencies in the Work or compliance with the Contract Documents after receipt of
written notice to Cure from the City identifying the deficiencies and the time to Cure.
Design Development means the requirements established in the Consultant's
Agreement with the City establishing the requirements for Design Development.
Design Documents means the construction plans and specification prepared by the
Consultant for this Project.
Director means the Director of the Capital Improvements Program and or designee,
who has the authority and responsibility for managing the Project under this Agreement.
Drawings means the graphic and pictorial portions of the Work, which serve to show the
design, location and dimensions of the Construction Work to be performed, including,
without limitation, all notes, schedules and legends on such Drawings.
Field Directive means a written approval for the Construction Manager to proceed with
Work requested by the City or the Consultant, which is minor in nature and should not
involve additional cost.
Final Completion means the date subsequent to the date of Substantial Completion at
which time the Construction Manager has completed all the Work in accordance with the
Agreement as certified by the Consultant and the City and submitted all documentation
required by the Agreement
Fixed Construction Budget means the cost of construction provided by the City for
purposes of design development, which has been established at $84,600,000, inclusive
of the Construction Manager's Contingency.
Guaranteed Maximum Price (GMP) means the sum agreed to between the
Construction Manager and the City and set forth in the GMP Amendment as the
maximum total Project price that the Construction Manager guarantees not to exceed for
the construction of the Project and for all services under this Agreement, excluding only
the Pre -Construction Fee. The Construction Manager's Fee plus the sum of the
accepted subcontract bids and the Construction Manager's Contingency shall comprise
the GMP. The City reserves the right to request the submission of the GMP proposal to
reflect one or more stages of construction.
GMP Amendment means the GMP Proposal, as may be amended and accepted by the
City, at its sole discretion, which amendment shall automatically become incorporated
herein upon the City and the Construction Manager's execution of same, and shall
establish, among other things, the GMP, the names of the Construction Manager's on-
site management and supervisory personnel for the Project, and the Agreement Time for
the Construction Work.
GMP Proposal means a proposal for completing the Construction Work, which will be
submitted at 95% completion of Construction Documents. Such proposal shall include
the GMP for the construction of the Project once it has been accepted by the City based
upon the Drawings and Specifications, the Contract Documents and the Memorandum of
Changes. However, the City has no obligation to accept the GMP Proposal.
IGMP means the Interim GMP Proposal which shall be due at 50% completion of Design
Development and 50% completion of Construction Documents.
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Master Project Schedule means the project schedule prepared by the construction
manager of the Baseball Stadium pursuant to the CAA, using a critical path method, as
updated from time to time, that identifies, coordinates and integrates the design and
construction schedules for the development of the Baseball Stadium (which includes the
Public Infrastructure Work) and the Project. The Preliminary Master Project Schedule is
attached to the CAA.
Memorandum of Changes means the notification provided to the City and the
Consultant by the Construction Manager at the times specified in this Agreement that
recommends changes based on the Value Engineering and Constructability reviews.
Notice To Proceed means a written letter or directive issued by the Director or City's
Project Manager acknowledging that all conditions precedent have been met and
directing that the Construction Manager may begin Work on the Project or a specific task
of the Project.
Parking Agreement shall have the meaning ascribed to it in the Recitals.
Pre -Construction Fee means the fixed lump sum fee of One
Hundred Sixty Eight Thousand, One Hundred Seventy Four Dollars ($168,174$),
payable to the Construction Manager for the Work performed during the Pre -
Construction Phase related to the Project, accepted by the City and the Construction
Manager, which fee includes all direct and indirect costs incurred by the Construction
Manager in the proper performance of the design, bid and award services.
Pre -Construction Phase Services mean the services the Construction Manager shall
perform for the design phase of the Agreement and culminates with the exercise by City
of one of the City's options regarding the GMP proposal.
Pre -Construction Work means all Work required by this Agreement during the Pre -
Construction Phase of the Project including the IGMP submittals.
Professional Services means those services within the scope of the practice of
architecture, professional engineering, landscape architecture, or registered surveying
and mapping, as applicable, as defined by the laws of the State of Florida, or those
performed by any architect, professional engineer, landscape architect, or registered
surveyor or mapper in connection with his or her professional employment or practice.
Progress Report means a monthly progress report to be prepared by Construction
Manager and will contain the following: (a) listing of actual costs for completed activities
and estimates for uncompleted tasks; (b) identification of variances between actual and
budgeted or estimated costs; (c) the updated Project Schedule; (d) progress photos;
(e) an executive summary; (f) a discussion of pending items and existing or anticipated
problems, status of Requests For Information ("RFIs"); (g) a safety and accident report;
(h) information on each Subcontractor and each Subcontractor's Work as well as the
entire Work, showing percentages of completion and the number and amounts of
Change Orders and Field Directives and relating such information to the Project
Schedule and the GMP; (i) a list of all identified claims or disputes, any threatened
claims and issues that, in the reasonable judgment of Construction Manager, may
potentially become claims; Q) status of Construction Manager's Contingency; (k)
information on compliance with the Small Business and Local Workforce participation
goals established for the Project; (1) monthly procurement decisions; and (m) such other
relevant information as may be reasonably required by the City from time to time.
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•
Project shall mean the total construction of the Stadium Site Parking including surface
lots and infrastructure and related improvements, including sitework, as detailed in the
Contract Documents.
Project Site shall have the meaning ascribed to it in the Recitals.
Punch List means a compilation of items of Construction Work required to be performed
by, or through the Construction Manager, after the Substantial Completion inspection
and prior to Final Completion and payment.
Project Manual means volumes assembled for the Work that include the bidding
requirements, sample forms, General Conditions, Specifications and Drawings.
Public Infrastructure Work means the utilities, roadwork, walkways, street lighting,
way -finding signage, traffic control, off-site improvements and transportation linkages
which will provide ingress and egress to, and support the construction of, the Baseball
Stadium, and this Project the construction of which is governed by the CAA.
QM/QA Plan means the comprehensive Construction Quality Management and Quality
Assurance Plan described in Article 14.
Record Set means the copy of the Drawings, Specifications, Change Orders and other
modifications of the Agreement to be maintained at the Project Site by the Construction
Manager, in good order and updated to record current changes which shall include
additions, revisions, modifications, change orders, approved substitutions, shop
drawings and accurate dimensioned locations for items recorded, including but not
limited to, all underground utilities.
Request for Information (RFI) means a request from the Construction Manager
seeking an interpretation or clarification by the Consultant relative to the Agreement
and/or the Contract Documents. The RFI, which shall be clearly marked RFI, shall
clearly and concisely set forth the issue(s) or item(s) requiring clarification or
interpretation and why the response is needed. The RFI must set forth the Construction
Manager's interpretation or understanding of the document(s) in question, along with the
reason for such understanding or recommendation for proposed change.
Risk Administrator means the City's Risk Management Administrator, or designee, or
the individual named by the City Manager to administer matters relating to insurance and
risk of loss for the City.
Schedule of Values means a written schedule setting forth the detailed and itemized
cost breakdown, inclusive of labor, material, and taxes of all elements comprising the
GMP set forth in the GMP Proposal.
Separate Contractor means any entity hired by the City, the County or the developer of
the Adjacent Development Work to render any services at the Project Site or the
Adjacent Property.
Small Business/Local Workforce Goals means the requirements set forth in the
Request for Proposals.
Specifications as used herein means that portion of the Contract Documents which are
the written requirements for the materials, equipment, systems, standards and
workmanship for completion of the Work and performance of related services.
Subconsultant means a firm contracted by the Construction Manager to provide
Professional Services during the Pre -Construction Phase of the Project.
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AT THE END OF THIS DOCUMENT.
Subcontractor(s) means a person or entity other than a materialman or laborer, that
has a direct contract with the Construction Manager to perform or supply a portion of the
Construction Work.
Submittals mean documents prepared by the Construction Manager or those working
on its behalf to show how a particular aspect of the Construction Work is to be fabricated
and installed. The Construction Manager's submittals include shop drawings, product
data, samples, mock-ups, test results, warranties, maintenance agreements, Project
photographs, record documents, field measurement data, operating and maintenance
manuals, reports, certifications and any other information described in the Agreement.
Substantial Completion means that point at which the Construction Work is at a level
of completion in substantial compliance with the Agreement such that the City can use,
occupy and/or operate the facility in all respects to its intended purpose. Substantial
Completion shall not be deemed to have occurred until any and all governmental
entities, which regulate or have jurisdiction over the Work, have inspected, and approved
the Work. Beneficial use or occupancy shall not be the sole determining factor in
determining whether Substantial Completion has been achieved. The Project will not be
reviewed for Substantial Completion unless a Temporary Certificate of Occupancy has
been issued.
Value Engineering (VE): means the detailed analysis of systems, equipment, materials,
services, facilities and supplies required by this Agreement for the purpose of achieving
the desired and essential functions at the lowest cost consistent with required and
necessary performance, reliability, quality and safety through the elimination or
modification of those features which add cost without contributing to the facility's
required function or design value.
Work as used herein refers to all pre -construction, construction and other services
required by the Contract Documents, including all labor, materials, equipment,
supervision and services needed to complete the Project.
Unless otherwise defined herein, terms in the Agreement shall have the same meaning
as those words that have well known technical or construction industry meanings and
are used in the Agreement with such recognized meanings.
As the context of the Agreement may require, terms in the singular shall include the
plural (and vice versa) and the use of feminine, masculine or neuter genders shall
include each other. Wherever the word "including" or any variation thereof, is used
herein, it shall mean "including, without limitation," and shall be construed as a term of
illustration, not a term of limitation. Wherever the word "or" is used herein, it shall mean
"and/or".
6. Time is of the Essence
Time is of the essence of this Agreement and the Construction Manager will promptly
perform its duties under the Contract Documents and will give the Work as much priority
as is necessary to cause the Work to be completed on a timely basis in accordance with
the Contract Documents. All Work shall be performed strictly (not substantially) within
the time limitations necessary to maintain the critical path and all deadlines established
in the Contract Documents.
All dates and periods of time set forth in the Contract Documents, including those for the
commencement, prosecution, interim milestones, milestones, and completion of the
Work, and for the delivery and installation of materials and equipment, were included
because of their importance to the City.
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• SUBSTITUTION TO ORIGINAL
BACKUP. ORIGINAL CAN BE SEEN
AT THE END OF THIS DOCUMENT.
Construction Manager acknowledges and recognizes that (i) the Work must be
performed in accordance with the Master Project Schedule and the Project Schedule, (ii)
Substantial Completion must occur no later than December 31, 2011, (iii) City is entitled
to full and beneficial occupancy and use of the completed Work following expiration of
the Construction Phase Time for Completion, and (iv) the City will schedule the opening
of the Project Site based upon the Construction Manager's achieving Final Completion
of the Work at the time stipulated for final completion in the Contract Documents.
Except and only to the extent provided otherwise by signing this Agreement, the
Construction Manager agrees to the assessment of liquidated damages under the
Construction Phase Services as provided in Section 3, Article 3.
In agreeing to bear the risk of delays for completion of the Work except for extensions
approved in accordance with the Agreement, the Construction Manager understands
that, except and only to the extent provided otherwise in the Agreement, the occurrence
of events of delay within the Construction Manager's control, the Work shall not excuse
the Construction Manager from its obligation to achieve full completion of the Work
within the Construction Phase Time for Completion, and shall not entitle the Construction
Manager to an adjustment of the GMP. All parties under the control or contract with the
Construction Manager shall include but are not limited to Subcontractors, materialmen
and laborers.
The Construction Manager acknowledges that the City is purchasing the right to have
the CM's Project Manager 100% of the time, and Construction Superintendent full time
at the Project Site for the full duration of the Project during the time Work is being
performed.
7. Taxes
Construction Manager shall pay all applicable sales, consumer, use and other taxes
required by law unless the City implements a Direct Purchase Program. Construction
Manager is responsible for reviewing the pertinent state statutes involving state taxes
and complying with all requirements.
8. Contract Documents
The Contract Documents are complementary and are intended to include all items
necessary for the execution and performance of the Work by Construction Manager.
Construction Manager shall perform all Work indicated in or reasonably inferable from
and consistent with the Contract Documents for the proper execution and completion of
the Work. The Contract Documents shall consist of this Agreement, the Drawings and
Specifications, approved written interpretations and clarifications, Field Directives,
Construction Change Directives, any Change Orders issued thereto, and any
modifications, including the GMP Amendment, duly issued after execution of the
Agreement. Any modification to this Agreement shall only be effective if it is reduced to
writing, and duly executed by both parties, except a Field Directive or Constructive
Change Directive shall be effective after approval and execution by Director or designee.
The general intent of the Contract Documents is to include all items necessary for the
proper execution and completion of the Project by the Construction Manager.
The Contract Documents represent the entire and integrated agreement between
Construction Manager and City hereto and supersedes all prior negotiations,
representations or agreements, either written or oral. The Contract Documents shall not
be construed to create a contractual relationship of any kind (a) between Consultant and
Construction Manager or (b) between the City and a Subcontractor or sub -subcontractor.
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9. Review of Contract Documents
Construction Manager shall carefully study, compare and coordinate the Contract
Documents and shall at once report to the Consultant and the City's Project Manager
any error, inconsistency or omission or any variance from Applicable Laws that may be
discovered and any necessary changes shall be accomplished by appropriate
modification. Notwithstanding the above, Consultant, and not Construction Manager,
shall have responsibility to confirm that the Drawings and Specifications comply with
Applicable Laws and the requirements of the CAA and the Parking Agreement, relating
to design matters. Construction Manager shall not be liable to City, or Consultant for
any damage resulting from any such errors, inconsistencies or omissions in the Contract
Documents, unless Construction Manager discovered such errors, inconsistencies or
omissions and failed to report as required by this Article. In such event, Construction
Manager shall be liable for only the cost that would have otherwise been avoided had
Construction Manager reported such errors, inconsistencies or omissions to the City as
required above. Construction Manager shall not be authorized to perform, and shall not
be entitled to compensation for, any portion of the Work that is not in compliance with
the requirements of the Contract Documents or, if required Submittals.
In the event that errors, inconsistencies or omissions are discovered by Construction
Manager in the Contract Documents, Construction Manager shall not proceed with the
affected portions of the Work until Construction Manager has requested and received
written interpretation with respect thereto from the Consultant. Requests for
interpretation shall not become a reason for an extension of time, unless Consultant
unreasonably delays providing such interpretation. If Construction Manager proceeds
with Work involving an error, inconsistency or omission in the Contract Documents prior
to receipt of a clarification thereof requested from Consultant, or knowing that an error,
inconsistency or omission exists, nonetheless proceeds with Work without requesting
such interpretation, Construction Manager shall, without increase to the GMP, correct
Work performed, and/or furnish and install Work that may be required in accordance with
the Contract Documents as determined by the Consultant.
Unless otherwise noted by Construction Manager to the City in writing, commencement
of any particular portion of the Work shall constitute a representation by Construction
Manager that Construction Manager has reviewed the Contract Documents associated
with such portion of the Work, and that to the best of Construction Manager's knowledge,
the Contract Documents are sufficiently detailed and complete to permit Construction
Manager to (1) commence that portion of the Work and (2) complete that portion of the
Work in accordance with the Contract Documents and all Applicable Laws; provided that
the City (as between Construction Manager and the City) and Architect shall have
responsibility for the sufficiency and completeness of the Contract Documents and for
confirming that the Contract Documents conform to the requirements of the CAA and the
Parking Agreement and all governmental requirements relating to design matters.
If Construction Manager observes that any of the Contract Documents are at variance
with any permits or governmental notices, or with the requirements of the CAA or the
Parking Agreement, Construction Manager shall promptly notify Consultant and the
City's Project Manger in writing, and any necessary changes shall be accomplished by
appropriate Change Order.
10. Site Investigation and Representation
The Construction Manager acknowledges that it has satisfied itself as to the nature and
location of the Work, the Adjacent Development Work to be performed on the Adjacent
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Property, the general and local conditions, particularly those bearing upon availability of
transportation, disposal, handling and storage of materials, availability of labor, water,
electric power, and roads, the conformation and conditions at the ground based on
owner provided reports, the type of equipment and facilities needed preliminary to and
during the prosecution of the Work and all other matters which can in any way affect the
Construction Work or the cost thereof under the Contract Documents.
The Construction Manager further acknowledges that it has satisfied itself based on City
provided geotechnical reports and inspection of the Project Site as to the character,
quality, and quantity of surface and subsurface materials to be encountered from
inspecting the site and from evaluating information derived from exploratory work that
may have been done by the City or included in the Contract Documents.
Construction Manager should examine the soil conditions at the Project Site to
determine if any special shoring, sheeting, or other procedures are necessary to protect
the Adjacent Property during excavation of subsoil materials or during filling of any
area(s), or for any operation during the performance of the Work.
Any failure by the Construction Manager to acquaint itself with all the provided
information and information obtained by visiting the Project Site, will not relieve
Construction Manager from responsibility for properly estimating the difficulty or cost
under the Contract Documents. In the event that the actual subsurface conditions vary
from the reports provided by the Construction, City shall notify the City and the
Agreement amount shall be adjusted up or down depending on the conditions.
11. Construction Manager's Duties
Construction Manager accepts the relationship of trust and confidence established
between Construction Manager and City by this Agreement. Construction Manager
recognizes the necessity of a close working relationship with City and agrees to furnish
the skill and judgment of its organization in the performance of this Agreement and to
cooperate with the Consultant in furthering the interests of City. Construction Manager
shall provide Construction Manager's knowledge, ideas, experience and abilities relating
to the planning of the construction of the Project; furnish efficient business administration
and superintendence; and use its best efforts to arrange for an adequate supply of
workmen and materials, equipment, tools and other services and things to complete the
Work in the best and soundest way and in the most expeditious and economical manner
consistent with the interests and objectives of City and the Contract Documents.
Construction Manager agrees to advise and make recommendations to City as specified
in the Agreement.
Construction Manager shall provide administrative, management and related services as
required to coordinate, supervise and direct the performance of the Work by all
Subcontractors with each other and with the activities and responsibilities of the City and
Consultant to complete the Work in accordance with the Contract Documents.
Construction Manager shall be solely responsible for all construction means, methods,
techniques, sequences and procedures, including those employed by Subcontractors in
the performance of the Work.
Construction Manager shall coordinate all aspects of the Work with all Governmental
Authorities, utility companies, Adjacent Property Work and the work of separate
Contractors.
Construction Manager shall be responsible to the City for the acts and omissions of
Construction Manager's employees, Subcontractors and their agents and employees,
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and any other persons performing any of the Work under a contract with Construction
Manager, or claiming by, through or under Construction Manager, for all damages,
losses, costs and expenses resulting from such acts or omissions.
Construction Manager shall not be relieved from Construction Manager's obligations to
perform the Work in accordance with the Contract Documents either by the activities or
duties of the City, its Representative or the Consultant in their administration of the
Agreement, or by inspections, tests or approvals required or performed under the
Agreement by persons other than Construction Manager.
Construction Manager shall keep a daily log containing a record of weather (including
specific information regarding named storm preparation and costs incurred or lost time
due to named storms), Subcontractor's Work on the Site, number of workers, Work
accomplished, problems encountered, and other similar relevant data as the City may
reasonably require. This log shall be available to the City and the Consultant at the
jobsite.
Construction Manager shall inspect the Work on an ongoing basis and shall maintain an
ongoing log of non -conforming Work that has been installed. The log shall record any
items that have been noted as non -conforming by Governmental Authorities, City, or
Consultant. Such log shall be available to the City and the Consultant during regular
business hours and shall be included in Construction Manager's monthly Progress
Report.
Construction Manager shall maintain a spreadsheet based concrete placement log and
shall regularly and diligently enter all concrete placement yardage for all pours broken
down by footings, slab on grade, columns, beams, shear walls and elevated slabs in a
format acceptable to the City and the Consultant and such log shall be available to the
City and the Consultant during regular business hours.
Construction Manager shall maintain a log of (1) recordable OSHA incidents and
(2) recordable lost time accidents, a format that is acceptable to the City and the
Consultant. Such log shall be available to the City and the Consultant during regular
business hours.
Construction Manager shall maintain a log of all Submittals in a format that is acceptable
to the City and the Consultant. Such log shall be available to the City and the
Consultant during regular business hours.
Construction Manager shall establish and enforce a recycling program including all
waste and construction materials.
12. Construction Key Personnel and Staffing
Construction Manager shall assign to this Project all of the Key Personnel identified in its
Response to the RFP. Such personnel shall remain assigned to the Project through the
duration of this Project and shall not be reassigned without the prior written approval of
the City's Project Manager, unless the individual has left the employment of the
Construction Manager. The Construction Superintendent and CM's Project Manager
shall be authorized to act on behalf of the Construction Manager to coordinate, inspect
provide general direction of the Work in progress.
The Project Manger is expected to spend at a minimum 100% of his/her time full-time on
site and the Construction Superintendent is to be on site 100% of the time.
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AT THE END OF THIS DOCUMENT.
The employee(s) of the Construction Manager and Subcontractors shall be considered
to be at all times employee(s) of the Construction Manager or the Subcontractors, as
applicable, and not an employee(s) or agent(s) of the City or any of its departments.
The Construction Manager agrees that the Construction Manager and its Subcontractors
shall at all times employ, maintain and assign to the performance of the Project a
sufficient number of competent and qualified professionals and other personnel to meet
the requirements of the Work to be performed.
The Construction Manager and Subcontractors agrees to adjust staffing levels or to
replace any staff personnel if so requested by the City's Project Manager, should the
City's Project Manager make a determination that said staffing is unacceptable or that
any individual is not performing in a manner consistent with the requirements for such a
position.
13. Subcontractors
A Subcontractor is any person or entity that is performing, furnishing, supplying or
providing any portion of the Work pursuant to a contract with Construction Manager.
Construction Manager shall be solely responsible for and have control over the
Subcontractors.
All subcontracts shall:
• require each Subcontractor to be bound to the Construction Manager to the
same extent Construction Manager is bound to the City by the terms of the
Contract Documents, as those terms may apply to the portion of the Construction
Work to be performed by the Subcontractor;
require the Subcontractor to indemnify and hold harmless the City, its officers,
agents, directors, and employees, and instrumentalities as provided in this
Agreement.
an agreement that the City is a third -party beneficiary of the Subcontract, entitled
to enforce any rights thereunder for their respective benefits, and that, subject to
the terms of the applicable Subcontract, the City shall have the same rights and
remedies vis -6 -vis such Subcontractors that Construction Manager shall have,
including, without limitation, the right to be compensated for any loss, expense or
damage of any nature whatsoever incurred by the City resulting from any breach
of such Subcontract by Subcontractor, any breach of representations and
warranties, if any, implied or expressed, arising out of such agreements and any
error, omission or negligence of such Subcontractor in the performance of any of
its obligations under such Subcontract;
• provide that the City will be an additional indemnified party of the subcontract;
• a provision requiring Subcontractor to maintain insurance in accordance with the
Contract Documents;
• provide that the City will be an additional insured on all insurance policies
required to be provided by the Subcontractor except workman's' compensation;
• a provision that such Subcontract shall be terminable for default or convenience
upon ten (10) days' prior written notice by Construction Manager, or, if the
Subcontract has been assigned to the City, by the City or its designee;
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• a provision that neither Construction Manager nor such Subcontractor shall have
the right to require arbitration of any disputes in those cases where the City (or its
assignee) is a party;
• a provision that Subcontractor shall promptly notify the City (with a copy to
Construction Manager) of any default of Construction Manager under the
Subcontract, whether as to payment or otherwise;
• a provision that Construction Manager and Subcontractor acknowledge that (i) it
is entering into a contract for the construction of a public building as
contemplated in Chapter 255, Florida Statutes, and (ii) it has no right to file a
construction lien against the Work or the Project and agrees to include a similar
requirement in any purchase order or subcontract entered into by Subcontractor;
• provisions that Subcontractor shall comply with all Applicable Laws (including
prompt payment) and the City requirements as set forth in the Agreement and
maintain all files, records, accounts of expenditures for Subcontractor's portion of
the Work to the standards set forth in the Agreement.
• a provision that the City may, at reasonable times, contact Subcontractor, after
notice to Construction Manager, to discuss, or obtain a written report of,
Subcontractor's services, with Construction Manager entitled to be present
during any such discussions; provided that in no event, prior to any assignment
of the Subcontract to the City, shall Subcontractor take instructions directly from
the City;
• a requirement that Subcontractor promptly disclose to the City and Construction
Manager any defect, omission, error or deficiency in the Contract Documents or
the Work about which it has knowledge;
• a provision that permits Construction Manager's rights and duties under the
Subcontract to be assigned, at the same price, to City's designee after
termination of the Agreement upon written notice thereof given by the City to both
Construction Manager and Subcontractor;
assign all warranties directly to the City, identify the City as an intended third -
party beneficiary of the subcontract, and prior to the execution of the
subcontract, provide copies of the Contract Documents to the Subcontractor who
will be bound by this Article. Pursuant to the Agreement, Construction Manager
has conditionally assigned to the City all the rights, title and interest of
Construction Manager in, to and under any and all Subcontracts. The
assignment is exercisable by the City, at its election, in the event that the City
has exercised its right to terminate the Agreement in whole or in part or to take
control of, or cause control to be taken of, the Work, or any portion thereof. The
City may reassign the Subcontracts to another contractor or any other person or
entity, and such assignee may exercise the City's rights in the Subcontracts.
Each Subcontractor shall, upon written notice that the City has exercised its
rights under the Contract Documents (or the portion thereof applicable to the
materials or services being furnished by such Subcontractor), continue to
perform all of such party's obligations, covenants and agreements under such
Subcontract for the benefit of the City.
Each Subcontract entered into by Construction Manager in connection with the Work
shall contain the consent of each Subcontractor to the foregoing assignment and the
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agreement of each such Subcontractor that, upon written notice from the City, it has
assumed the Subcontract and exercised its rights under these General Conditions or
portion thereof applicable to the materials or services being furnished by such
Subcontractor. Such Subcontractor, as so requested by the City, shall continue to
perform all of such party's obligations, covenants and agreements under Subcontractor's
Subcontract with Construction Manager for the benefit of the City.
The Subcontractor must agree to provide field (on-site) supervision through a named
superintendent for each trade (e.g., general concrete forming and placement, masonry,
mechanical, plumbing, electrical and roofing) included in the subcontract. In addition, the
Subcontractor shall assign and name a qualified employee for scheduling direction for its
Work.
Construction Manager shall be fully responsible for all acts and omissions of its
Subcontractor and of persons directly or indirectly employed by its subcontractors and of
persons for whose acts any of them may be liable to the same extent that Construction
Manager is responsible for the acts and omissions of persons directly employed by it.
Nothing in the Contract Documents shall create any contractual relationship between
any Subcontractor and City or any obligation on the part of City to pay or to see the
payment of any monies due any Subcontractor. City or Consultant may furnish to any
subcontractor evidence of amounts paid to Construction Manager on account of specific
work performed.
Construction Manager shall be required to comply with all City requirements for
Subcontractor utilization reports.
Construction Manager agrees to bind specifically every Subcontractor to the applicable
terms and conditions of the Contract Documents for the benefit of City.
If Construction Manager requires a Subcontractor to obtain performance and payment
bonds, then such bonds shall name the Construction Manager and the City as co -
obligees, shall cover all warranties and guarantees of the Subcontractor, and shall
comply with all bond requirements under this Agreement.
Construction Manager shall require all Subcontractor agreements to include a provision
that they will indemnify and hold harmless the City, its officers, agents, directors, and
employees, and instrumentalities as herein provided.
14. Quality Management
Construction Manager shall develop and implement the Quality Management/Quality
Assurance ("QM/QA") Plan that includes the prevention of defects and have a Quality
Control Manager who is the person directly responsible for ensuring the Project is of the
highest standards and conforms to the drawings and specification. The QM/QA Plan
shall ensure that appropriate procedures are implemented to verify and document
compliance with the Contract Documents. The QM/QA Plan shall include the following:
(a) allocation of quality control and assurance responsibilities to the various participants
in the Work; (b) an inspection and testing plan for each critical component of the Work;
(c) field monitoring and inspection reports, documenting the results of inspection;
(d) audit plan to audit Subcontractor's quality control and assurance efforts;
(e) identification and reporting procedures for non -conforming Work; (f) tracking system
to monitor correction of non -conforming Work; (g) address concerns specific to the City,
including issues associated with ingress and egress.
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As part of the QM/QA Plan, Construction Manager shall review the Work of
Subcontractors to determine if the Work of each Subcontractor is being performed in
accordance with the requirements of the Contract Documents, and to determine if there
are any defects and deficiencies in the Work. Construction Manager shall promptly bring
all such material defects and deficiencies that are not subject to correction in the normal
course of construction to the attention of the applicable Subcontractor and the City.
Communications between Construction Manager and Subcontractors with regard to
quality management and assurance shall not in any way be construed as releasing
Construction Manager or its Subcontractors from performing their Work in accordance
with the terms of the Contract Documents.
Within 30 days after award of the Agreement, the Construction Manager shall submit the
formalized QM/QA Plan to the City's Project Manager and Consultant for review and
acceptance. The Construction Manager's format is acceptable, provided the QM/QA
Plan is legibly typed on 8'/2" x 11" paper. The Construction Manager shall provide any
update(s) to the City's Project Manager and Consultant at least 30 days prior to
incorporation. The Construction Manager shall not incorporate such update(s) until it
receives the City's Project Manager and Consultant's written acceptance.
15. Progress Report
Construction Manager shall submit to the City and the Consultant, within thirty (30) days
of the effective date of the Agreement, a form of the Progress Report for use on the
Project for the City and the Consultant review, comment and acceptance. Upon
acceptance by the City and the Consultant, the form of Progress Report shall establish
the standard for detail required for the remainder of the Work and shall be updated
monthly. The Progress Report shall be indexed, bound and tabulated in a manner
acceptable to the City. The Progress Report shall be delivered with each monthly
Application for Payment. Delivery of the Progress Report shall be a condition precedent
to payment of that Application for Payment.
16. Architect of Record
The City has retained Leo A. Daly to serve as the Architect of Record and to provide
basic architectural services, including normal civil, structural, mechanical, and electrical
engineering services, as described in the City's agreement with the Consultant. The City
shall authorize and cause the Consultant to provide those additional services which must
necessarily be provided by the Consultant for the Pre -Construction and Construction
Phases of the Work. Such services shall be provided in accordance with time schedules
agreed to by the City, Consultant, and Construction Manager. Upon request of the
Construction Manager, the City will furnish to the Construction Manager a copy of the
City's agreement with the Consultant.
On the basis of the on-site observations, the Consultant will keep the City's Project
Manager informed of the progress of the Work. In the capacity of interpreter, the
Consultant will exercise the best efforts to ensure faithful performance by the
Construction Manager.
The City's Project Manager will assist the Consultant in conducting inspections to
determine the date or dates of Substantial Completion and Final Acceptance and will
receive and review written warranties and related documents required by the Contract
Documents. The Consultant will be responsible for receiving all documentation for
review and acceptance. Upon acceptance such documentation will be forwarded to the
City's Project Manager. The City's Project Manager in conjunction with the Consultant
will review Schedules of Values, Project Schedule, Subcontractors and invoices.
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In case of the termination of employment of the Consultant, the City may, at its sole
discretion, appoint another Consultant, whose status under the Agreement shall be as
that of the former Consultant.
During the performance of the Work, should any errors, omissions, conflicts, ambiguities
or discrepancies be found in the drawings and/or specifications, the Consultant will
clarify in writing the intent of the drawings and/or specifications and the Construction
Manager agrees to abide by the Consultant's interpretation and perform the Work in
accordance with the decision of the Consultant. In such event, the Construction
Manager will be held to have included in its GMP the best materials suitable for the
purpose and/or methods of construction.
17. Construction Inspection Services
The City may utilize a company under contract with the City to provide on-site
construction examination and observation services. Such services are intended to be
additional services and are not intended to and shall not be construed to supplant or
alter the role and responsibilities of the Consultant. While this company will represent
the City at the site, the company and its employees have no authority to authorize
changes or deviations from the Contract Documents.
18. Primary Contact
Construction Manager shall coordinate all correspondence, submittals, applications for
payment, requests for information, change orders, claims and any other requests or
documents through the Consultant.
19. Partnering
Construction Manager, prior to commencement of the Construction Phase Services,
shall prepare and submit for the Director's review and acceptance a proposed Partnering
Program for the Project. The Partnering Program shall contain, at a minimum,
procedures for the enhancement of communication and cooperation between the City,
Construction Manager, Consultant, separate contractors, inspectors and other
consultants and subcontractors on the Project, as well as procedures for the speedy and
efficient resolution of problems and disagreements during construction. Upon
acceptance by the Director, the Partnering Program shall be implemented and
coordinated by Construction Manager throughout the remainder of the Project
20. Policies, Procedures and Reporting
Construction Manager shall be responsible for compliance with the policies and
procedures manual and reporting requirements contained in Attachment A.
21. Ownership and Use of Documents
The Drawings, Specifications and other documents prepared by the Consultant, and
copies thereof furnished to the Construction Manager, are for use solely with respect to
this Agreement. They are not to be used by the Construction Manager, Subconsultants,
Subcontractors, or material suppliers on other projects, without the specific written
consent of the City. The Construction Manager, Subcontractors, Subconsultants, and
material suppliers are granted only a limited license to use and reproduce applicable
portions of the Drawings, Specifications, and other documents prepared by the
Consultant appropriate to and for use in the execution of their Work under this
Agreement.
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22. Plans and Working Drawings
City, through Consultant, shall have the right to modify the details of the Drawings and
Specifications, to supplement the Drawings and Specifications with additional plans,
drawings or additional information as the Work proceeds, all of which shall be
considered as part of the Contract Documents.
Where the Construction Manager believes that the modification or supplement is outside
the scope of the Work, the Construction Manager shall, within 48 hours, notify the
Consultant and the City's Project Manager that the modification or supplement is outside
the scope of the Work. At that time the modification or supplement may be rescinded or
the Construction Manager may be required to submit a request for a Change Order
proposal. Where the Construction Manager is notified of the City's position that the
modification or supplement is within the scope and the Construction Manager disagrees,
the Construction Manager shall notify the Consultant and the City's Project Manager that
the Construction Manager reserves the right to make a claim for the time and monies
based on the modification or supplement. At no time shall the Construction Manager
refuse to comply with the modification or supplement.
23. Supplementary Drawings
When, in the opinion of Consultant, it becomes necessary to explain the Work to be
done more fully, or to illustrate the Work further, or to show any changes which may be
required, supplementary drawings, with specifications pertaining thereto, will be
prepared by Consultant.
The supplementary drawings shall be binding upon Construction Manager with the same
force as the Contract Documents. Where such supplementary drawings require either
less or more than the original quantities of work, appropriate adjustments shall be made
by Change Order.
24. Supplemental Drawings and Instructions
The City's Project Manager and/or Consultant, as applicable, shall have the right to
approve and issue Supplemental Instructions setting forth written orders, instructions, or
interpretations concerning the Contract Documents or its performance, provided such
Supplemental Instructions involve no change in the Agreement price or this Agreement
time for performing the Work.
City's Project Manager and/or Consultant shall have the right to modify the details of the
plans and specifications, to supplement the plans and specifications with additional
plans, drawings or additional information as the Work proceeds, all of which shall be
considered as part of the Contract Documents.
25. Continuing the Work
Construction Manager shall carry on the Work and adhere to the Project Schedule
during all disputes or disagreements with City, including, without limitation, disputes or
disagreements concerning a request for a Change Order, a request for a change in the
Pre -Construction Fee, the GMP, the Agreement Time, or Construction Work Time for
Completion. The Work shall not be delayed or postponed pending resolution of any
disputes or disagreements. All disputes shall be resolved in accordance with the
provisions of the Contract Documents.
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26. Discretion of Director
Any matter not expressly provided for herein dealing with the City or decisions of the City
shall be within the exercise of the reasonable professional discretion of the Director or
the Director's authorized designee.
27. Authority of The City's Project Manager
The Director hereby authorizes the City's Project Manager and/or the Consultant,
without limitation, to determine or answer, all questions of any nature whatsoever arising
out of, under or in connection with, or in any way relating to or on account of the Work,
and/or as to the interpretation of the Work to be performed the Contract Documents.
The Construction Manager shall be bound by all determinations or orders of the City's
Project Manager and/or Consultant and shall promptly respond to requests of the City's
Project Manager and/or Consultant, including the withdrawal or modification of any
previous order, and regardless of whether the Construction Manager agrees with the
City's Project Manager's and/or Consultant's determination or requests. Where requests
are made orally, the City's Project Manager and/or Consultant will follow up in writing, as
soon thereafter as is practicable.
The City's Project Manager and/or Consultant shall have authority to act on behalf of the
City to the extent provided by the Agreement, unless otherwise modified in writing by the
City. All instructions to the Construction Manager shall be issued in writing. All
instructions to the Construction Manager shall be issued through the Director, City's
Project Manager or the Consultant.
The City's Project Manager and Consultant shall have access to the Project Site during
normal work hours, unless access is required by the City due to health, safety or welfare
of the City or the public. The Construction Manager shall provide safe facilities for such
access so the City's Project Manager and Consultant may perform their functions under
the Agreement. The City's Project Manager and Consultant will make periodic visits to
the Work Site to become generally familiar with the progress and quality of the Work,
and to determine if the Work is proceeding in accordance with the Contract Documents.
The City's Project Manager and Consultant will not be responsible for construction
means, methods, techniques, sequences or procedures, or for safety precautions and
programs in connection with the Work, and will not be responsible for the Construction
Manager's failure to carry out the Construction Work in accordance with the Contract
Documents.
The City's Project Manager and Consultant will have authority to reject Construction
Work that does not conform to the Contract Documents requirements. Whenever, in his
or her opinion, it is considered necessary or advisable to insure the proper
implementation of the Contract Documents, the City's Project Manager and Consultant
will have authority to require special inspections or testing of the Construction Work,
whether or not such Construction Work is fabricated, installed or completed. Neither the
City's Project Manager's and Consultant's authority to act under this Article, nor any
decision made by him/her in good faith either to exercise or not to exercise such
authority, shall give rise to any duty or responsibility of the City's Project Manager and
Consultant to the Construction Manager, any Subcontractor, Subconsultant, supplier or
any of their agents, employees, or any other person performing any of the Construction
Work.
All interpretations and recommendations of the City's Project Manager and Consultant
shall be consistent with the intent of the Contract Documents.
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The City's Project Manager and Consultant will not be responsible for the acts or
omissions of the Construction Manager, or anyone employed or contracted directly or
indirectly by the Construction Manager including any Subcontractor, Subconsultant, or
any of their agents or employees, or any other persons performing any of the Work.
28. Lines and Grades
The Construction Manager shall, at its own expense, establish all working and
construction lines and grades as required from the Project control points set by the
Construction Manager, and shall be solely responsible for the accuracy thereof.
29. Removal of Unsatisfactory Personnel
The City may make written request to Construction Manager for the prompt removal and
replacement of any personnel employed or retained by the Construction Manager, or
any Sub -Consultants or Subcontractors, or any personnel of any such Sub -Consultants
or Subcontractors engaged by the Construction Manager to provide and perform
services or Work pursuant to the requirements of this Agreement. The Construction
Manager shall respond to the City within fourteen (14) calendar days of receipt of such
request with either the removal and replacement of such personnel or written justification
as to why that may not occur. The City shall make the final determination as to the
removal of unsatisfactory personnel. Such decision shall not be construed as directing
the Construction Manager to terminate any employee's employment with the
Construction Manager.
30. Defective Work
City's Project Manager and/or Consultant shall have the authority to reject or disapprove
Work which Consultant finds to be defective. If required by Consultant, Construction
Manager shall promptly either correct all defective work or remove such defective Work
and replace it with non -defective Work. Construction Manager shall bear all direct and
indirect costs of such removal or corrections including cost of testing laboratories and
personnel.
Should Construction Manager fail or refuse to remove or correct any defective Work or
to make any necessary repairs in accordance with the requirements of the Contract
Documents within the time indicated in writing by Consultant, City shall have the
authority to cause the defective work to be removed or corrected, or make such repairs
as may be necessary at Construction Manager's expense. Any expense incurred by City
in making such removals, corrections or repairs, shall be paid for out of any monies due
or which may become due to Construction Manager, or may be charged against the
Performance Bond. In the event of failure of Construction Manager to make all
necessary repairs promptly and fully, which is not cured in the Cure Period, City may
declare Construction Manager in default.
If, within one (1) year after the date of Substantial Completion or such longer period of
time as may be prescribed by the terms of any applicable special warranty required by
the Contract Documents, or by any specific provision of the Contract Documents, any of
the Construction Work is found to be defective or not in accordance with the Contract
Documents, Construction Manager, after receipt of written notice from City, shall
promptly correct such defective or nonconforming Construction Work within the time
specified by City without cost to the City. Nothing contained herein shall be construed to
establish a period of limitation with respect to any other obligation which Construction
Manager might have under the Contract Documents including but not limited to any
claim regarding latent defects.
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Failure to reject any defective work or material shall not in any way prevent later
rejection when such defect is discovered, or obligate City to final acceptance.
31. Correction of Work
The Construction Manager shall promptly correct all Work rejected by the City's Project
Manager or Consultant as defective or as failing to conform to the Contract Documents,
whether observed before or after Substantial Completion and whether or not fabricated,
installed or completed. The Construction Manager shall bear all cost of correcting such
rejected Work, including the cost of the City's additional services thereby made
necessary.
The Construction Manager further agrees that after being notified in writing by the City's
Project Manager or Consultant of any Work not in accordance with the requirements of
the Contract Documents or any defects in the Work, the Construction Manager will
commence and prosecute with due diligence all Work necessary to fulfill the terms of the
Agreement and to complete the Work within a reasonable period of time, as determined
by the City's Project Manager or Consultant, and in the event of failure to so comply, the
Construction Manager does hereby authorize the City to proceed to have such Work
done at the Construction Manager's expense and that the Construction Manager will pay
the cost thereof upon demand. The City shall be entitled to all costs, including
reasonable attorneys' fees, necessarily incurred upon the Construction Manager's
refusal to pay the above costs. Notwithstanding the foregoing paragraph, in the event of
an emergency constituting an immediate hazard to the health or safety of personnel,
property, or licensees, the City may undertake, at the Construction Manager 's expense,
without prior notice, all Work necessary to correct such hazardous condition when it was
caused by Work of the Construction Manager not being in accordance with the
requirements of the Agreement.
If, within one (1) year after the date of final completion of the Project or within such
longer period of time as may be prescribed by law, by the Contract Documents, or by the
terms of any applicable special warranty required by the Contract Documents, any of the
Work is found to be defective or not in accordance with the Contract Documents, the
Construction Manager shall correct it promptly after receipt of a written notice from the
City to do so. The City shall give such notice promptly after discovery of the condition.
All such defective or non -conforming Work shall be removed from the site if necessary
and the Work shall be corrected to comply with the Contract Documents without cost to
the City.
In no event shall the failure of the City or the Consultant to bring to the attention of the
Construction Manager such faults act as a waiver, or release the Construction Manager
from responsibility or liability for such fault, defect or non -conforming Work.
32. Warranty of Materials and Equipment
Construction Manager warrants to City that all materials and equipment furnished under
this Agreement will be new unless otherwise specified and that all of the Work will be of
good quality, free from faults and defects and in conformance with the Contract
Documents. All equipment and materials not conforming to these requirements,
including substitutions not properly approved and authorized, may be considered
defective. If required by Consultant, Construction Manager shall furnish satisfactory
evidence as to the kind and quality of materials and equipment. This warranty is not
limited by any other provisions within the Contract Documents.
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33. Material and Equipment Shipment, Handling, Storage and Protection
Preparation for Shipment
When practical, equipment shall be factory assembled. The equipment parts and
assemblies that are shipped unassembled shall be furnished with assembly plan and
instructions. The separate parts and assemblies shall be factory match -marked or
tagged in a manner to facilitate assembly. All assemblies are to be made by the
Construction Manager at no additional cost to the City.
Generally, machined and unpainted parts subject to damage by the elements shall
be protected with an application of a strippable protective coating, or other approved
protective method. Equipment shall be packaged or crated in a manner that will
provide protection from damage during shipping, handling, and storage.
The outside of the package or crate shall be adequately marked or tagged to indicate
its contents by name and equipment number, if applicable; approximate weight; state
any special precautions for handling; and indicate the recommended requirements
for storage prior to installation.
Packaging and Delivery of Spare Parts and Special Tools
Any spare parts and/or specialty tools shall be properly mark to identify the
associated equipment by name, equipment, and part number. Parts shall be
packaged in a manner for protection against damage from the elements during
shipping, handling, and storage. Shipping boxes are to be marked to indicate the
contents. Delivery of spare parts and special tools shall be made prior to the time
associated equipment is scheduled for the initial test run.
Shipment
All equipment and material shall be shipped with freight and shipping paid, FOB job
site.
The Construction Manager shall request a 7 -day advance notice of shipment from
manufacturers, and upon receipt of such notice, provide the Consultant with a copy
of the current delivery information concerning equipment items and material items of
critical importance to the Project Schedule.
Receiving
The Construction Manager shall unload and record the receipt of all equipment and
materials at the jobsite.
All costs for receiving, inspection, handling, storage, insurance, inventory control,
and equipment maintenance for the Construction Manager supplied materials and
equipment, shall be included in the prices bid and no extra compensation will be
allowed.
Inspection
Immediately upon receipt of equipment and materials at the jobsite, the Construction
Manager shall inspect for completeness and any evidence of damage during
shipment. City's furnished equipment and material shall be inspected and inventoried
together with City's inspector. Should there appear to be any shortage or damage,
the Consultant shall be immediately notified; and the Construction Manager shall be
fully responsible for informing the manufacturers and the transportation company of
the extent of the shortage or damage. If the item or items require replacing or
supplying of missing parts, the Construction Manager shall take the necessary
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measures to expedite the replacement or supply the missing parts. The Construction
Manager shall be responsible for shortages or damages to all materials and
equipment except for materials and equipment furnished by the City.
Handlinq
Equipment and materials received for installation on this Project shall be handled in
accordance with the manufacturer's recommendations, and in a manner that will
prevent damage.
Storage
The Construction Manager may be paid for materials or equipment purchased and
stored at the Project Site. Payment shall be conditioned upon submission by the
Construction Manager of proof or purchase and an executed Material
Purchased/Stored On -Premises form to establish the City's title to such materials or
equipment, or otherwise protect the City's interest.
Equipment and materials shall be stored prior to installation as recommended by the
manufacturer. The City shall inspect, check, or audit, the materials stored on site
prior to payment. It is expressly understood and agreed that these actions are solely
for the purpose of payment for the materials or equipment. The City shall only pay
for the cost of the materials and shall not pay any indirect cost, profit or other direct
costs including the installation of the materials or equipment.
All materials shall be stored in accordance with the manufacturer's instructions. It is
further understood that payment made on account of said materials not incorporated
in the Work does not relieve the Construction Manager from the responsibility for
proper insurance coverage and transportation to the site, or for replacing said
materials that may be subsequently damaged, lost, or rejected for non-compliance
with the Contract Documents prior to or during installation, or prior to final
acceptance by the City.
Insurance
The Construction Manager's insurance shall adequately cover the value of materials
delivered but not yet incorporated into the work. The Construction Manager and the
City shall be named as co-insured insofar as their respective interests may appear.
Equipment Maintenance Prior to Acceptance by the Citv
Construction Manager shall provide the required or manufacturer's recommended
maintenance during storage, during the installation, and until such time as the City
accepts the equipment for full-time operation.
Salvage Equipment
Any salvageable pipe, fittings, or other miscellaneous material or equipment
removed during construction and not reused in the Work shall be cleaned, hauled,
and stored by the Construction Manager at his own expense, where directed by the
City's Project Manager or Consultant, and shall remain the property of the City. All
other material shall be disposed of by the Construction Manager at his own expense.
34. Manufacturer's Instructions
The Construction Manager shall:
Comply with manufacturer's requirements for the handling, delivery and storage
of all materials. Where required by the Contract Documents, Construction
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Manager shall submit manufacturer's printed instructions for delivery, storage,
assembly, and installation.
Comply with the manufacturer's applicable instructions and recommendations for
the performance of the Work, to the extent that these instructions and
recommendations are more explicit or more stringent than requirements
indicated in the Agreement.
Inspect each item of material or equipment immediately prior to installation and
reject damaged and defective items.
Provide attachment and connection devices and methods for securing the
Construction Work; secure Construction Work true to line plumb and level, and
within recognized industry standards; allow for expansion and building
movement; provide uniform joint width in exposed Construction Work; arrange
joints in exposed Construction Work to obtain the best visual effect and refer
questionable visual effect choices to the Consultant for final decision when
applicable to the Construction Work.
Recheck measurements and dimensions of the Construction Work, as an integral
step in starting each portion of the Construction Work.
Install each unit or section of Construction Work during favorable weather
conditions, which shall ensure the best possible results in coordination with the
entire Project and isolate each unit of Construction Work from incompatible
Construction Work as necessary to prevent potential interference among each
section and/or deterioration of equipment.
Coordinate enclosure of the Construction Work, which requires inspections and
tests so as to minimize the necessity of uncovering Construction Work for that
purpose.
When required by the Contract Documents or the manufacturer, a qualified
representative shall be present to observe field conditions, conditions of surface and
installation, quality of workmanship, and applications. Manufacturer's representative
shall provide the Construction Manager and the Consultant a written report of field
observations.
35. Manufacturer's Warranty
Construction Manager shall provide to City all manufacturers' warranties. All warranties,
expressed and/or implied, shall be given to the City for all material and equipment
covered by this Agreement. All material and equipment furnished shall be fully
guaranteed by the Construction Manager against factory defects and workmanship. At
no expense to the City, the Construction Manager shall correct any and all apparent and
latent defects that are required by Florida law. The Contract Documents may supersede
the manufacturer's standard warranty. Manufacturer's warranties will become effective
upon Substantial Completion of the Project.
36. Reference Standards
Reference to the standards of any technical society, organization or body shall be
construed to mean the latest standard adopted and published at the date of request for
qualifications, even though reference may have been made to an earlier standard. Such
reference is hereby made a part of the Contract Documents the same as if herein
repeated in full and in the event of any conflict between any of these standards and
those specified, the most stringent shall govern unless otherwise stated.
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37. Changes in the Work or Terms of Contract Documents
Without invalidating the Agreement and without notice to any Surety, City reserves and
shall have the right, from time to time to make such increases, decreases or other
changes in the character or quantity of the Work as may be considered necessary or
desirable to complete fully and acceptably the proposed construction in a satisfactory
manner. Any extra or additional Work within the scope of the Project(s) must be
accomplished by means of appropriate Field Orders, Supplemental Instructions, and/or
Change Orders issued in accordance with this Agreement.
Any changes to the terms of the Contract Documents must be contained in a written
document, executed by the parties hereto, This Article shall not prohibit the issuance of
Change Orders executed only by City as hereinafter provided.
Construction Manager shall increase or decrease the value of the Performance and
Payment Bonds to reflect the value of the GMP as it may be revised.
38. Construction Manager's Damages for Delay
No claim for damages or any claim, other than for an extension of time, shall be made or
asserted against City by reason of any delays except as provided herein. Construction
Manager shall not be entitled to an increase in the Agreement Price or payment or
compensation of any kind from City for direct, indirect, consequential, impact or other
costs, expenses or damages, including but not limited to costs of acceleration or
inefficiency, arising because of delay, disruption, interference or hindrance from any
cause whatsoever, whether such delay, disruption, interference or hindrance be
reasonable or unreasonable, foreseeable or unforeseeable, or avoidable or unavoidable;
provided, however, that this provision shall not preclude recovery of damages by
Construction Manager for actual delays due solely to fraud, bad faith or active
interference on the part of City or its Consultant. Otherwise, Construction Manager shall
be entitled only to extensions of the Agreement time for completion of the Work as the
sole and exclusive remedy for such resulting delay, in accordance with and to the extent
specifically provided above.
Except as may be otherwise specifically provided for in the Contract Documents, the
Construction Manager agrees to make no claim for damages for delay of any kind in the
performance of the Contract Documents whether occasioned by any act or omission of
the City or any of its representatives (whether it is an Excusable Delay or otherwise) and
the Construction Manager agrees that any such claim shall be compensated solely by an
extension of time to complete performance of the Work. In this regard, the Construction
Manager alone hereby specifically assumes the risk of such delays, including without
limitation: delays in processing or approving shop drawings, samples or other submittals
or the failure to render determinations, approvals, replies, inspections or tests of the
Work, in a timely manner. Construction Manager shall not receive monetary
compensation for City delay. Time extensions may be authorized by the City in certain
situations.
39. Occupational Health and Safety
The Construction Manager warrants that it will comply with all safety precautions as
required by federal, state or local laws, rules, regulations and ordinances.
In compliance with 29 CFR 1910 and with Section 442, Florida Statutes, any toxic
substance listed in Section 381-30.33.03 of the Florida Administrative Code delivered as
a result of a Project must be accompanied by a Material Safety Data Sheet (MSDS)
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which may be obtained from the manutacturer. i ne MSub must include the following
information:
• The chemical name and the common name of the substance.
• The hazards or other risks in the use of the substance, including: The potential
for fire, explosion, corrosion, and reaction; the known acute and chronic health
effects of risks from exposure, including the medical conditions which are
generally recognized as being aggravated by exposure to the substance; and the
primary routes of entry and symptoms of overexposure.
• The proper precautions, handling practices, necessary personal protective
equipment, and other safety precautions in the use of or exposure to the
substances, including appropriate emergency treatment in case of overexposure.
• The emergency procedure for spills, fire, disposal, and first aid.
• A description in lay terms of the known specific potential health risks posed by
the substance intended to alert any person reading this information.
• The year and month, if available, that the information was compiled and the
name, address, and emergency telephone number of the manufacturer
responsible for preparing the information.
40. Safety Precautions
Construction Manager shall be solely responsible for initiating, maintaining and
supervising all safety precautions and programs in connection with the Project.
Construction Manager and its Subcontractors shall take all necessary precautions for the
safety of, and shall provide the necessary protection to prevent damage, injury or loss to:
• All employees on the Project site and other persons who may be affected
thereby;
• All the Construction Work and all materials or equipment to be incorporated
therein, whether in storage on or off the Project site; and
• Other property at the Project Site or adjacent thereto, including trees, shrubs,
lawns, walks, pavements, roadways, structures and utilities not designated for
removal, relocation or replacement in the course of construction.
Construction Manager shall monitor the establishment and execution of effective safety
practices known to the industry, as applicable to Work on the Project, and the
compliance with all applicable regulatory and advisory agency construction safety
standards.
Construction Manager shall designate a responsible member of its organization at the
Project site whose duty shall be the prevention and management of accidents. This
person shall be Construction Manager's Superintendent unless otherwise designated in
writing by Construction Manager to the City's Project Manager.
Construction Manager shall comply with all applicable laws, ordinances, rules,
regulations and orders of any public body having jurisdiction for the safety of persons or
property or to protect them from damage, injury or loss; and shall erect and maintain all
necessary safeguards for such safety and protection. Construction Manager shall notify
owners of adjacent property and utilities when prosecution of the Construction Work may
affect them. All damage, injury or loss to any property, caused directly or indirectly, in
whole or in part, by Construction Manager, any Subcontractor or anyone directly or
indirectly employed by any of them or anyone for whose acts any of them may be liable,
shall be remedied by Construction Manager. Construction Manager's duties and
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responsibilities for the safety and protection of the Work shall continue until such time as
all the Work is completed and Consultant has issued a notice to City and Construction
Manager a notice of Final Acceptance.
Construction Manager must adhere to the applicable environmental protection guidelines
for the duration of the Project. If hazardous waste materials are used, detected or
generated at any time, the Consultant and the City's Project Manager must be
immediately notified of each and every occurrence. The Construction Manager shall
comply with all codes, ordinances, rules, orders and other legal requirements of public
authorities (including, without limitation, OSHA, EPA, DERM, the City, Miami -Dade
County, State of Florida, and Florida Building Code) which bear on the performance of
the Work.
Construction Manager shall have the responsibility to ensure that all Construction Work
is performed using adequate safeguards, including but not limited to: proper safe rigging,
safety nets, fencing, scaffolding, barricades, chain link fencing, railings, barricades, steel
plates, safety lights, and ladders that are necessary for the protection of its employees,
as well as the public and City employees. All riggings and scaffolding shall be
constructed with good sound materials, of adequate dimensions for their intended use,
and substantially braced, tied or secured to insure absolute safety for those required to
use it, as well as those in the vicinity. All riggings, scaffolding, platforms, equipment
guards, trenching, shoring, ladders and similar actions or equipment shall be OSHA
approved, as applicable, and in accordance with all federal state and local regulations.
All open trenches or holes shall be properly marked and barricaded to assure the safety
of both vehicular and pedestrian traffic. No open trenches or holes are to be left open
during nighttime or non -working hours without the prior written approval of the City's
Project Manager.
If an emergency condition should develop during the Project, the Construction Manager
must immediately notify the Consultant and the City's Project Manager of each and
every occurrence. The Construction Manager should also recommend any appropriate
course(s) of action to the Consultant and the City's Project Manager.
41. Accidents
Construction Manager shall immediately notify the City's Project Manager and Brown &
Brown of any accident, incident or circumstance, where property damage, injury or death
has occurred. This includes any circumstances that may lead to an insurance claim.
Failure to notify the City's Project Manager and Brown & Brown could result in denial of
the claim by the insurance carrier. Contact the City's Project Manager and Brown &
Brown for clarifications on insurance coverage.
Construction Manager shall report in writing to City's Project Manager, OSHA and all
applicable governmental entities of all accidents arising out of or in connection with the
Work which cause death, personal injury or property damage, giving full details and
statements of witnesses. Construction Manager shall submit five copies of a detailed
report to the City's Project Manager within twenty (20) days after the occurrence. In
addition, if death or serious personal injuries or serious property damage are caused, the
accident shall be reported immediately by telephone or messenger to City's Project
Manager.
In preparing the report the Construction Manager shall clearly identify the impacted
insurance coverage, including the following:
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• Worker's Compensation — Report shall be completed for all individuals becoming
sick or injured
• General Liability — Report shall be completed when any member of the public is
injured or his/her property is damaged. A report shall also be made when injury
occurs to personnel or property of other contractors and/or subcontractors.
42. Loss & Damage to Property
Construction Manager shall accept full responsibility for Work against all losses or
damages of whatever nature sustained until Final Acceptance by City, and shall
promptly repair or replace, at no additional cost to the City any Work, materials,
equipment, or supplies damaged, lost, stolen, or destroyed from any cause whatsoever.
Construction Manager shall accept full responsibility for Work against all losses or
damages of whatever nature sustained until Final Acceptance by City, and shall
promptly repair or replace, at no additional cost to the City, and to the satisfaction of the
City's Project Manager, any Work, materials, equipment, or supplies damaged, lost,
stolen, or destroyed from any cause whatsoever.
Lawn Areas - All lawn areas disturbed by construction shall be replaced with like kind to
a condition similar or equal to that existing before construction. Where sod is to be
removed, it shall be carefully removed, and the same re -sodded, or the area where sod
has been removed shall be restored with new sod in the manner described in the
applicable section. Fences - Any fence, or part thereof, that is damaged or removed
during the course of the work shall be replaced or repaired by the Construction Manager,
and shall be left in as good a condition as before the starting of the work.
Where fencing, walls, shrubbery, grass strips or area must be removed or destroyed
incidental to the construction operation, the Construction Manager shall, after completion
of the work, replace or restore to the original condition all such destroyed or damaged
landscaping and improvements.
The Construction Manager shall provide such equipment and facilities as are necessary
or required, in the case of accidents, for first aid service to person who may be injured
during the Project duration. The Construction Manager shall also comply with the OSHA
requirements as defined in the United States Labor Code 29 CFR 1926.50.
43. Priority Of Provisions
If there is a conflict or inconsistency between any term, statement requirement, or
provision of any exhibit attached hereto, any document or events referred to herein, or
any document incorporated into this Agreement by reference and a term, statement,
requirement, the specifications and plans prepared by the Consultant, or provision of this
Agreement, then the provision that imposes the quality, quantity, duty or obligation most
consistent with the intent of the Contract Documents, as reasonably determined by the
City, shall govern. Should any conflict or inconsistency continue to exist, the following
order of precedence shall apply:
In the event of conflicts in the Contract Documents, the priorities stated below shall
govern;
Revisions to the Contract Documents shall govern over the Contract
Documents.
No section of the Scope of Work, specifications or plans shall govern over
the Agreement Terms and Conditions.
Scope of Work and Specifications shall govern over plans and drawings.
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•
THIS DOCUMENT IS A
SUBSTITUTION TO ORIGINAL
BACKUP. ORIGINAL CAN BE SEE*
AT THE END OF THIS DOCUMENT.
In the event of conflicts with the plans, the priorities stated below shall govern:
• Schedules, when identified as such shall govern over all other portions of
the plans.
• Specific notes shall govern over all other notes, and all other portions of the
plans, unless specifically stated otherwise.
• Larger scale drawings shall govern over smaller scale drawings.
• Figured or numerical dimensions shall govern over dimensions obtained by
scaling.
• Where provisions of codes, manufacturer's specifications or industry
standards are in conflict, the more restrictive or higher quality shall govern.
In the event of omissions in the Contract Documents which are not complete as to any
incidental detail of construction or construction system or with regard to the
manner of combining or installing equipment, parts, or materials, such detail shall
be deemed to be an implied requirement of the Contract Documents. "Minor
Detail" shall include the concept of substantially identical components, where the
price of each such component is small. The quality and quantity of the
equipment, material, or part so furnished shall conform to trade standards and be
compatible with the type, composition, strengths, size and profile of the
equipment, materials or parts otherwise specified in the Contract Documents.
44. Payments
Payment of an approved Application for Payment approved by the Consultant shall be
made within thirty (30) days after receipt of Construction Manager's Application for
Payment by the City, which shall be accompanied by sufficient supporting
documentation and contain sufficient detail, to allow a proper audit of expenditures,
should the City require one to be performed.
45. Communication and Notices
Whenever notice is desired or required under this Agreement, the notice shall be given
in writing, by mail, email, facsimile or via courier/delivery service, must be addressed to
the party for whom it is intended and delivered at the place last specified ("Notice"); and
the place for giving of notice shall remain such until it shall have been changed by Notice
given in compliance with this provision. Notice shall be deemed given on the date
received or within 3 days of mailing, if mailed through the United States Postal Service.
If given via email or facsimile, Notice shall be deemed given on the date sent.. If given
via courier/delivery service, Notice shall be deemed given upon the initial delivery date
by the courier/delivery service. For the present, the parties designate the following as
the respective places for giving of notice:
For City of Miami:
Pedro G. Hernandez, P.E.,
City Manager
3500 Pan American Drive
Miami, Florida 33133
Julie O. Bru,
City Attorney
City of Miami
444 S.W. 2nd Avenue, - 9th Floor
Miami, Florida 33130
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THIS DOCENT IS A
SUBSTITUTION TO ORIGINAL
BACKUP. ORIGINAL CAN BE SEEN
with copies to: AT THE END OF THIS DOCUMENT.
Mr. Gary Fabrikant,
Assistant Director
Capital Improvements Program
City of Miami
444 S.W. 2nd Avenue, - 8th Floor
Miami, Florida 33130
Robert Fenton,
Project Manager
Office of the City Manager
City of Miami
444 S.W. 2nd Avenue,- 101h Floor
Miami, Florida 33130
FOR Construction Manager:
Mr. Rex B. Kirby
President & General Manager -Southeast Region
Suffolk Construction Company, Inc.
One Harvard Circle, Suite 100
West Palm Beach, FL 33409
Mr. Timothy W. Sterling
Vice -President- Miami Operations
Suffolk Construction Company, Inc.
80 SW 8th Street, Suite 2710
Miami, FL 33130
Construction Manager shall develop, in conjunction with the City and the Consultant,
procedures acceptable to the City and the Consultant for implementing, documenting,
reviewing and processing field questions and responses, field variance authorizations
and directives, minor changes, Construction Change Directives, Field Directives, and
Change Orders.
46. Indemnification
Construction Manager shall indemnify and hold harmless City, its officers, agents,
directors, and employees, from liabilities, damages, losses, and costs, including, but not
limited to reasonable attorney's fees, to the extent caused by the negligence,
recklessness or intentional wrongful misconduct of Construction Manager and persons
employed or utilized by Construction Manager in the performance of this Agreement.
These indemnifications shall survive the term of this Agreement. In the event that any
action or proceeding is brought against City by reason of any such claim or demand,
Construction Manager shall, upon written notice from City, resist and defend such action
or proceeding by counsel satisfactory to City. The Construction Manager expressly
understands and agrees that any insurance protection required by this Agreement or
otherwise provided by Construction Manager shall in no way limit the responsibility to
indemnify, keep and save harmless and defend the City or its officers, employees,
agents and instrumentalities as herein provided.
The indemnification provided above shall obligate Construction Manager to defend at its
own cost and expense to and through appellate, supplemental or bankruptcy
proceeding, or to provide for such defense, at City's option, any and all claims of liability
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THIS DOCUMENT IS A
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BACKUP. ORIGINAL CAN BE SEEN
AT THE END OF TRIS DOCUMENT.
and all suits and actions of every name and description which may be brought against
City whether performed by Construction Manager, or persons employed or utilized by
Construction Manager.
This indemnity will survive the cancellation or expiration of the Agreement. This
indemnity will be interpreted under the laws of the State of Florida, including without
limitation, Chapter 725, Florida Statutes. To the extent this indemnification provision
does not comply with Chapter 725, Florida Statutes, as may be amended, this provision
shall hereby be interpreted as the parties intention for the indemnification clauses to
comply with Chapter 725, Florida Statutes.
Construction Manager shall require all Subcontractor agreements to include a provision
that they will indemnify and hold harmless the City, its officers, agents, directors, and
employees, and instrumentalities as herein provided.
The Construction Manager agrees and recognizes that the City shall not be held liable or
responsible for any claims which may result from any actions or omissions of the
Construction Manager in which the City participated either through review or
concurrence of the Construction Manager's actions. In reviewing, approving or rejecting
any submissions by the Construction Manager or other acts of the Construction
Manager, the City in no way assumes or shares any responsibility or liability of the
Construction Manager or Subcontractor, under this Agreement.
Ten ($10.00) dollars payable by the City to the Construction Manager constitutes
separate and distinct consideration for this indemnity and hold harmless provision, the
sufficiency of which is hereby acknowledged by the Construction Manager.
47. Owner Controlled Insurance Program & Construction Manager's Insurance
The City will utilize an Owner Controlled Insurance Program (OCIP) for this Project. In
addition to the OCIP the Construction Manager is required to maintain off-site insurance
in accordance with the following:
KOM
The City will procure and maintain the insurance coverages, excess or additional
required under an OCIP. The purpose of the OCIP is to provide one master insurance
program that provides broad coverages with high limits that will benefit all participants
involved in the Project. The City shall procure, pay for, and administer the OCIP during
the duration of the Project. The OCIP will be administered by Brown & Brown Insurance
on behalf of the City. The program will include the following Coverages:
• Builder Risk
• Worker's Compensation
• Commercial Liability
• Excess Umbrella Liability
The OCIP will not include the following:
• Automobile liability Coverage
• Business Interruption of Loss of Use
• Professional Liability (E&O)
Equipment Floater
The OCIP will also not cover any contracts for asbestos abatement, consultants such as
architects and engineers, pollution liability, suppliers, vendors, material dealers, and day
laborers (labor services).
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THIS DOCUMENT IS A •
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BACKUP. ORIGINAL CAN BE SEEN
AT THE END OF THIS DOCUMENT.
The named insured on the OCIP shall include the City, Construction Manager, and
Subcontractors of any tier, exclusive of suppliers.
Coverages shall be limited to the Project Site.
Within two (2) days after award of the Agreement the Construction Manager shall furnish
to Brown and Brown Insurance construction insurance information form (IF201), which
will be provided by the City to the Construction Manager.
The Construction Manager, for the coverages provided under the OCIP warrants that all
insurance charges, except as provided on IF201, are excluded from this Agreement.
The Construction Manager hereby warrants the accuracy of the information to be
provided on IF201 and agrees that the City, its insurance representative, Brown &
Brown, and/or OCIP carrier may audit the Construction Manager's records to confirm the
accuracy of any and all insurance credit, including without limitation, in connection with
any changes in the work as referenced in this Agreement. The Construction Manager
also agrees to provide complete certified copies of the current insurance policy(ies) if
requested by the City to verify insurance deduction accuracy. The Construction Manager
further warrants and agrees that the City is entitled to and may collect additional
insurance credits as may be developed as a result of said audit.
The OCIP will provide the following coverages:
Workers' Compensation and Employers Liability Workers' Compensation —
Statutory amount and coverages as required by law, including any applicable
provisions for voluntary Workers' Compensation benefits as required by Labor
Union Agreements and including the "All State" endorsement; USL&H.
o Employers Liability — A minimum of $1,000,000 Each Accident $1,000,000
Each Employee, and $1,000,000 Policy Limit Disease.
Commercial General Liability to cover Construction Manager and any
Subcontractor performing work under the Agreement from claim for damages for
personal injury including accidental death, as well as from claims for personal
property damages which may arise from operations under the Agreement,
whether such operations be by Construction Manager or by any Subcontractor or
by anyone directly or indirectly employed by them.
City shall procure insurance coverage for direct operations, sublet work,
contractual liability, and completed operation with limits not less than those
stated below.
o Bodily Injury and Property Damage Liability — a minimum of $2,000,000 Per
Each Occurrence.
o Products and Completed Operations Aggregate Limit — a minimum of
$2,000,000 Per Each Occurrence.
o General Aggregate Limit Products and Completed Operations — $4,000,000
annual; coverage will continue for a period of ten (10) years beyond
termination and/or completion of the construction program.
o Personal and Advertising Injury Limit — a minimum of $2,000,000 per
occurrence;
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AT THE END OF THIS DOCUMENT.
• Excess/Umbrella policy raising the above limits to a minimum of $50,000,000 and
to also cover the primary Liability Coverage — Employers Liability, Public Liability,
and Products and Completed Operations.
Certification and Policies — All City furnished insurance coverage outlined above shall
be written by insurance companies approved to do business in the State of Florida. The
City shall provide all the Construction Manager and Subcontractors with appropriate
certificates of insurance evidencing the coverage outlined above. The actual insurance
policies will be available for inspection at the City. Construction Manager nor
Subcontractors shall commence Work at the Project Site until they have received a
copy of the Certificate of Insurance.
The Construction Manager agrees that, in case of payment by the insurers arising out
of Damage to property caused by Construction Manager, the City will withhold from the
Construction Manager a sum equal to such payment, but not to exceed $2,500 for each
occurrence, except that for the utilities of gas, electrical, telephone, telegraph, sewer
and water, the City will withhold $5,000 per utility for the first occurrence after the
second. The sum shall be assessed to the Construction Manager as determined by the
insurer and shall become the property of the City and not collectible under any part of
parts of City -furnished insurance policies.
In addition to completing and submitting Form IF201, the Construction Manager shall,
within two (2) days after award of the Agreement, submit the following information to the
City's Project Manager and to Brown & Brown, in writing by certified mail, e-mail, or hand
delivery:
1. Agreement Number
2. Prime Contractor
3. Legal Name of Subcontractor(s)
4. Address(es)
5. Telephone, persons to contact for insurance information
6. Estimated amount of subcontract
7. Estimated dates the subcontract work will commence and will be completed
8. Type(s) of work to be performed
9. Estimated Project Site payroll by Workers' Compensation classification
10. Present Workers' Compensation experience modification
11. Present Workers' Compensation Policy anniversary date
12. Whether or not any work will be sublet under the subcontract and, if so the
names of potential subcontractors and estimated subcontract amount.
The City, its elected officials, officers, representatives, agents, and employees shall have
no responsibility whatsoever to the Construction Manager with respect to any insurance
coverage, its procurement or absence thereof. The policies of insurance procured and
maintained hereunder shall not affect the Construction Manager's liability to City, or for
the performance of any obligations assumed by Construction Manager under the
Contract Documents.
All dividends or refunds payable under the policy shall belong to the City, and are hereby
assigned to the City, and the Construction Manager, at the request of the City, shall
execute and deliver to the City any release, assignment, directions, or authorization
which the City or an insurance company may require for such purpose.
In addition to the OCIP provided by the City and without limiting any of the other
obligations or liabilities of Construction Manager, Construction Manager shall provide,
Stadium Site Parking, B-30648 Page 37
0
0
pay for, and maintain in force until all of its Work to be performed under this Agreement
has been completed and accepted by City (or for such duration as is otherwise specified
hereinafter), the insurance coverages set forth herein.
The Construction Manager shall not commence Work under the Agreement until the
Construction Manager has obtained the insurance required hereunder and the City's
Risk Administrator has approved such insurance.
rHIS DOCUMENT IS A
SUBSTITUTION TO ORIGINAL
BACKUP. ORIGINAL CAN BE SEEN
AT THE END OF THIS DOCUMENT.
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THIACUMENT IS A
SUBSTITUTION TO ORIGINAL
BACKUP. ORIGINAL CAN BE SEEN
AT THE END OF THIS DOCUMENT.
Companies Providing Coverage
All insurance policies shall be issued by companies authorized to do business
under the laws of the State of Florida and satisfactory to the Risk Administrator.
All companies shall have a Florida resident agent and be rated at least A(X), as
per A.M. Best Company's Key Rating Guide, latest edition.
Verification of Insurance Coverage
The Construction Manager shall furnish certificates of insurance to the Risk
Administrator for review and approval prior to the execution of this Agreement and any
amendment thereto. The Certificates shall clearly indicate that the Construction Manager
has obtained insurance of the type, amount and classification required by these
provisions, in excess of any pending claims at the time of contract award to the
Construction Manager. Construction Manager shall maintain coverage with equal or
better rating as identified herein for the term of this Agreement. Construction Manager
shall provide written notice to the Risk Administrator of any material change, cancellation
and/or notice of non -renewal of the insurance within 30 days of the change.
Construction Manager shall furnish a copy of the insurance policy or policies upon
request of the Risk Administrator.
Construction Manager shall ensure that all Subconsultants comply with these same
insurance requirements unless otherwise stipulated.
Automobile, Bodily Injury, and Property Damage Liability — On and Off Site
Coverage shall include all owned, hired, borrowed or non -owned autos, with a combined
single limit of $1,000,000 for Bodily Injury, or Property Damage. The City of Miami,
Marlins Stadium Operator, LLC, Marlins Stadium Developer, LLC, Florida Marlins, LP
and Miami -Dade County shall be named as an additional insured.
All Risk Contractor's Equipment
Coverage shall include all owned, used, and leased equipment required to perform the
services called for in the Contract Documents.
Worker's Compensation Insurance - Off Site Activities Only
The Construction Manager shall maintain Worker's Compensation Insurance in
compliance with Florida Statutes, Chapter 440, as amended, and Employee's Liability
with the following minimum limits:.
• Employers' Liability with a limit of One Million Dollars ($1,000,000.00)
Dollars each bodily injury caused by an accident, each accident. One Million
Dollars ($1,000,000.00) Dollars each bodily injury caused by disease, each
employee. One Million Dollars ($1,000,000.00 Dollars each bodily injury
caused by disease, policy limit.
• Waiver of subrogation
Commercial General Liabilitv - Off Site Activities On
The Construction Manager shall maintain a commercial general liability policy written
on a "primary and non-contributory basis" with minimum limits of One Million
Dollars ($1,000,000.00) per occurrence combined single limit for Bodily Injury
Liability and Property Damage Liability; General Aggregate Limit of Two Million
Dollars ($2,000,000.00). Coverage must be afforded on a form no more restrictive
than the latest edition of the Commercial General Liability form, without restrictive
endorsements, as filed by the Insurance Services Office, and must include:
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THISOCUMENT IS A
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BACKUP. ORIGINAL CAN BE SEEN
AT THE END OF THIS DOCUMENT.
• Premises and Operations Liability
• Products and Completed Operations Liability (3 yrs after date of completion)
• Contractual and Contingent Liability
• Personal and advertising Liability
• Explosion, Collapse and Underground Hazard
• Waiver of Subrogation
• City of Miami as Additional Insured as per CG 2010 (11/85) as well as Marlins
Stadium Operator, LLC, Marlins Stadium Developer, LLC, Florida Marlins, LP
and Miami -Dade County
Umbrella Policy
The Construction Manager shall maintain an umbrella policy issued on an "excess
follow form" basis providing for Bodily injury and property damage liability with limits
of Five Million Dollars ($5,000,000) each occurrence and an aggregate limit of Five
Million Dollars ($5,000,000). The umbrella policy shall be excess over the
Commercial General Liability, and Automobile Liability and Employer's Liability.
Subcontractors shall provide the Construction Manager a certificate of insurance
affording coverage for general liability with limits of $300,000 each occurrence and
$600,000 aggregate limit, including premises and operations, products and
completed operations, contractual liability, personal and advertising liability and
Explosion, Collapse and Underground Hazard. In addition, Subcontractors shall
furnish the Construction Manager a certificate of insurance for automobile insurance
with limits of $300,000 combined single limit for bodily injury and property damage,
covering all owned, hired, borrowed, and non -owned autos. In addition, the
Subcontractor shall provide the Construction Manager with a certificate of workers'
compensation with statutory limits in accordance to Florida law.
Cessation of Insurance --Coverage is not to cease and is to remain in force (subject
to cancellation notice) until final acceptance by City.
If the initial insurance expires prior to the completion of the Work, renewal copies of
policies shall be furnished at least thirty (30) days prior to the date of their expiration.
Notice of Cancellation and/or Modification --The policy(ies) must be endorsed to
provide City with at least thirty (30) days notice of cancellation and/or modification.
Submittal of Certificates -- Construction Manager shall furnish to Capital
Improvements Program office Certificates of Insurance or endorsements evidencing
the insurance coverage specified above within fifteen (15) calendar days after
notification by the City. The required Certificates of Insurance shall name the types
of policies provided, refer specifically to this Agreement, and state that such
insurance is as required by this Agreement.
The official title to be used on all insurance documents is the City of Miami, Florida.
48. Modifications To Coverage
The City through its Risk Administrator or authorized designee reserves the right to
require modifications, increases, or changes in the required insurance requirements,
coverage, deductibles or other insurance obligations and shall provide a thirty (30) day
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• THIS CUMENT IS A
SUBSUTION TO ORIGINAL
BACKUP. ORIGINAL CAN BE SEEN
AT THE END OF THIS DOCUMENT.
written notice to the Construction Manager. In that event Construction Manager shall
comply with such requests unless the insurance coverage is not then readily available in
the national market, and may request additional consideration from City accompanied by
justification. All additional cost will be borne by the City.
49. Payments Related to Guaranteed Obligations
The City may withhold from any payments to be made such sums as may reasonably be
necessary to ensure completion of the Project with respect to defective Work, equipment
or materials which may be identified by the City's Project Manager. The City may deduct
from any payment due the Construction Manager an amount equal to its cost incurred on
account of the Construction Manager's failure to fully perform its obligations under the
Agreement.
The City's Project Manager, prior to withholding or deducting any monies hereunder,
shall give the Construction Manager notice of the defective Work, equipment or material
and the basis for the withholding or deduction.
Upon the City's Project Manager's determination that the Construction Manager has
fulfilled its obligations, the City will pay the Construction Manager any monies owed,
subject to Construction Manager's submission of, or compliance with, any remaining
documentation or obligation, as the case may be, in accordance with the Contract
Documents.
50. Default/ Events of Default
An event of default shall mean a breach of the Agreement by the Construction Manager
("Event of Default"). Without limiting the generality of the foregoing, and in addition to
those instances referred to herein as a breach, an Event of Default shall include but is
not limited to, the following:
• The Construction Manager has not performed the Work in a timely manner;
• The Construction Manager has refused or failed, except in case for which an
extension of time is provided, to supply properly skilled staff or provided sufficient
quantities of staff to perform the Work;
• The Construction Manager has failed to make prompt payment to Subcontractors
or suppliers for any services or materials they have provided;
• The Construction Manager has become insolvent or has assigned the proceeds
received for the benefit of the Construction Manager's creditors, or the
Construction Manager has taken advantage of any insolvency statute or
debtor/creditor law or if the Construction Manager's affairs have been put in the
hands of a receiver;
• The Construction Manager has failed to obtain the approval of the City where
required by the Contract Documents;
• The Construction Manager has failed in the representation of any warranties
stated herein;
■ Construction Manager fails to obtain the insurance or bonding herein required.
■ Construction Manager fails to comply with any of its duties under this
Agreement, with any terms or conditions set forth in this Agreement beyond the
specified period allowed to cure such default.
■ Construction Manager fails to commence the Work within the timeframes
provided or contemplated herein, or fails to complete the Work in a timely
manner as required by this Agreement.
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BACKUP. ORIGINAL CAN BE SEEN
AT THE END OF THIS DOCUMENT.
• When, in the opinion of the City, reasonable grounds for uncertainty exist with
respect to the Construction Manager's ability to perform the Work, the City shall
notify the Construction Manager in writing that it must, within the time frame set
forth in the City's request, provide adequate assurances and a plan of action to
the City, in writing, of the Construction Manager's ability to perform in accordance
with the terms of the Contract Documents. In the event that the Construction
Manager fails to provide to the City the requested assurances within the
prescribed time frame, such failure shall be deemed an Event of Default. In the
event the City may, at its sole discretion terminate the Agreement for default, the
City or its designated representatives may immediately take possession of all
applicable documentation and data.
• Where the City erroneously terminates the Agreement for default, the
terminations shall be converted to a Termination for Convenience, and the
Construction Manager shall have no further recourse of any nature for wrongful
termination.
51. Notice of Default -Opportunity to Cure
In the event that the City determines that an Event of Default has occurred, the City may,
at its sole discretion, notify the Construction Manager, specifying the basis for such
default, and advising the Construction Manager that such default must be cured within
Cure Period determined by the City. The City is under no obligation to issue such
notification. The City may grant an extension to the Cure Period if the City deems it
appropriate and in the best interest of the City, without waiver of any of the City's rights
hereunder. The City, at its sole discretion, may have a default corrected by its own
forces or another contractor and any such costs incurred will be deducted from any
sums due the Construction Manager under this Agreement or any other contract
between Construction Manager and the City.
52. Remedies for Construction Manager's Default [Waiver of Claims for
Consequential Damages
If an Event of Default occurs that is not cured within the applicable Cure Period, if any,
then in addition to all remedies available to it by law, the City may (i) have the default
corrected by its own forces or another contractor, and any such costs incurred will be
deducted from any sums due the Construction Manager under this Agreement or any
other contract between Construction Manager and the City, (ii) suspend any payment or
part thereof or order a Work stoppage until such time as the issues concerning
compliance are resolved, or (iii) immediately, upon written notice to Construction
Manager, terminate this Agreement whereupon all payments, advances, or other
compensation paid by the City to Construction Manager while Construction Manager
was in default shall be immediately returned to the City.
In the event the City exercises it right to terminate due to a default, the City shall take
possession of the Project Site and of all materials, equipment, tools and machinery
thereon owned by Construction Manager and may finish the Work by whatever method it
may deem expedient. In such event, Construction Manager shall not be entitled to
receive any further payment until the Work is finished nor shall it be relieved from its
obligations under the Contract Documents. Additionally, Construction Manager shall be
liable for all costs and expenses incurred by the City in the re -procurement of the Work
under this Agreement.
If the City completes all or any portion of the Work as a result of a default, and the
unpaid balance of the GMP exceeds the cost of finishing the Work, including all costs,
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AT THE END OF THIS DOCUMENT.
losses, damages, and expenses incurred by the City by reason of Construction
Manager's default, including, without limitation, attorney's fees and costs, then the City
shall pay the Construction Manager the amount that will compensate the Construction
Manager for the Work actually performed by the Construction Manager. If the cost to the
City to complete the Work, together with all costs, losses, damages, and expenses
incurred by the City by reason of Construction Manager's default, including, without
limitation, attorney's fees and costs, exceed the unpaid balance of the GMP, then
Construction Manager shall pay the difference to the City upon demand. This obligation
for payment shall survive termination of this Agreement.
The Construction Manager shall stop Work as of the date of notification of the
termination. At the City's option, the City may order the Construction Manager to
immediately remove all labor, equipment and materials (not owned or paid for by the City
for the Work) from the Work Site. The City assumes no liability for the Construction
Manager's failure to remove such items from the Project(s) site(s) as required.
Construction Manager understands and agrees that termination of this Agreement under
this Article shall not release Construction Manager from its obligations under this
Agreement and the Contract Documents.
As an alternative to termination, the City may bring suit or proceedings for specific
performance or for an injunction.
Where it has been determined by a court of competent jurisdiction that the Construction
Manager has been erroneously terminated, such termination shall be deemed to have
occurred under Article 53, as a Termination for Convenience.
Construction Manager waives all claims and rights of recovery for consequential
damages arising out of or relating to the Agreement including damages incurred by
Construction Manager for principal office expenses including the compensation of
personnel stationed there not directly involved in the Work, losses of financing, business
and reputation, and for loss of profit except anticipated profit arising directly from the
Work.
53. Termination for Convenience
In addition to any other rights the City may have by law or under this Agreement with
respect to cancellation or termination, the City may at any time, in its sole discretion, with
or without cause, terminate the Agreement, in whole or in part, by written notice to the
Construction Manager. Such Written Notice shall state the date upon which Construction
Manager shall cease all Work under the Agreement and vacate the Project Site.
The Construction Manager shall, upon receipt of such notice, unless otherwise directed
by the City:
• Stop all Work on the Project on the date specified in the notice ("the Effective
Date");
• Take such action as may be necessary for the protection and preservation of
the City's materials and property;
• Cancel all cancelable orders for materials and equipment;
• Assign to the City and deliver to the Project Site, or any other location specified
by the City's Project Manager, any non -cancelable orders for materials and
equipment that can not otherwise be used except for Work under the
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AT THE END OF THIS DOCUMENT.
Agreement and have been specifically fabricated for the sole purpose of the
Work and not incorporated in the Work;
Take no action that shall increase the amounts payable by the City under the
Contract Documents; and
Take reasonable measures to mitigate the City's liability under the Contract
Documents.
All Work Product, including but not limited to charts, sketches, studies,
drawings, reports and other documents, including electronic documents,
related to Work authorized under the Agreement, whether finished or not, must
be turned over to the City. Failure to timely deliver the documentation shall be
cause to withhold any payments due without recourse by Construction
Manager until all documentation is delivered to the City.
In the event that the City exercises its right to terminate this Agreement, the City will pay
the Construction Manager:
• For the actual cost or the fair and reasonable value, whichever is less, of (1)
the portion of the Project(s) completed in accordance with the Agreement
through the termination date, and (2) non -cancelable material(s) and
equipment that is not of any use to the City except in the performance of the
Agreement, and has been specifically fabricated for the sole purpose of the
Agreement but not incorporated in the Work; and
• To the extent practical, the fair and reasonable value shall be based on the
price established as a result of the Agreement. In no event, shall any
payments under this Paragraph exceed the maximum cost set forth in the
Agreement.
• The amount due hereunder may be offset by all payments made to the
Construction Manager.
• All payments pursuant to this Article shall be accepted by the Construction
Manager in full satisfaction of all claims against the City arising out of the
termination including, overhead and profit Further, the City may deduct or set
off against any sums due and payable under this Article any claims it may have
against the Construction Manager.
• Construction Manager shall not be entitled to lost profits, overhead or
consequential damages as a result of a Termination for Convenience.
• All payments made under the Agreement are subject to audit
Upon the City's payment in full of the amounts due the Construction Manager under this
Article, the Construction Manager grants the City full use of the Work and any Work
Product to complete the Project and subsequently occupy the Project.
54. Termination Due To Undisclosed Lobbyist Or Agent
Construction Manager warrants that it has not employed or retained any company or
person to solicit or secure this Agreement and that it has not paid or agreed to pay any
person, company, corporation, individual or firm any fee, commission, percentage, gift,
or other consideration contingent upon or resulting from the award or making of this
Agreement.
For the breach or violation of this provision, the City shall have the right to terminate the
Agreement without liability.
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55. Materiality and Waiver of Breach
City and Construction Manager agree that each requirement, duty, and obligation set
forth in these Contract Documents is substantial and important to the formation of this
Agreement and, therefore, is a material term hereof.
City's failure to enforce any provision of this Agreement shall not be deemed a waiver of
such provision or modification of this Agreement. A waiver of any breach of a provision
of this Agreement shall not be deemed a waiver of any subsequent breach and shall not
be construed to be a modification of the terms of this Agreement.
56. Force Majeure
Should any failure to perform on the part of Construction Manager be due to a condition
of force majeure as that term is interpreted under Florida law, then the City may allow an
extension of time reasonably commensurate with the cause of such failure to perform or
cure.
If the Construction Manager is delayed in performing any obligation under this
Agreement due to a force majeure condition, the Construction Manager shall request a
time extension from the City within two (2) working days of said force majeure
occurrence. Any time extension shall be subject to mutual agreement and shall not be
cause for any claim by the Construction Manager for extra compensation unless
additional services are required. Force Majeure shall not include inclement weather,
except as permitted by Florida law, and shall not include the acts or omissions of
Subconsultants/Subcontractors.
57. Resolution of Agreement Disputes
Construction Manager understands and agrees that all disputes between it and the City
based upon an alleged violation of the terms of this Agreement by the City shall be
submitted for resolution in the following manner.
The initial step shall be for the Construction Manager to notify the City's Project Manager
in writing of the claim or dispute and submit a copy to the City of Miami personnel
identified in Article 45, Communication and Notices.
Should the Construction Manager and the City's Project Manager fail to resolve the
dispute, the Construction Manager shall submit the dispute in writing, with all supporting
documentation, to the Capital Improvements Program Assistant Director -Contracts, as
identified in Article 45, Communication and Notices. Upon receipt of said notification,
the Assistant Director -Contracts shall review the issues relative to the claim or dispute
and issue a written finding.
Should the Construction Manager and the Assistant Director -Contracts fail to resolve the
dispute within fourteen (14) calendar days, or such other timeframe agreed to by both
parties in writing, the Construction Manager shall submit the dispute in writing, within Five
(5) calendar days of the issuance of the written finding, to the Director. Failure to submit
such appeal of the written finding within five (5) calendar days shall constitute
acceptance of the finding by the Construction Manager. Upon receipt of said
notification, the Director shall review the issues relative to the claim or dispute and issue
a written finding within fourteen (14) calendar days, or such other timeframe agreed to
by both parties in writing.
Construction Manager must submit any further appeal in writing within five (5) calendar
days of the issuance of the written finding or failure by the Director to issue a written
finding, to the City Manager. Failure to submit such appeal of the written finding within
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five (5) calendar days shall constitute acceptance of the finding by the Construction
Manager. Appeal to the City Manager for his/her resolution, is required prior to
Construction Manager being entitled to seek judicial relief in connection therewith.
Should the amount of compensation hereunder exceed $100,000, the City Manager's
decision shall be approved or disapproved by the City Commission. Construction
Manager shall not be entitled to seek judicial relief unless it has complied with all of the
requirements of this Article, and:
(i) it has first received City Manager's written decision, approved by the City
Commission, if applicable, or
(ii) a period of thirty (30) days has expired after submitting to the City Manager a
detailed statement of the dispute, accompanied by all supporting documentation,
or a period of (90) days has expired where City Manager's decision is subject to
City Commission for approval; or
(iii) City has waived compliance with the procedure set forth in this Article by written
instrument(s) signed by the City Manager.
In the event the determination of a dispute under this Article is unacceptable to the
Construction Manager, the Construction Manager must notify the City, in writing, within
seven (7) calendar days of receipt of the written determination that it intends to seek
arbitration of the claim. The notice must state the basis of the objection and must be
accompanied by a statement that any price or time adjustment claimed is the entire
adjustment to which the Construction Manager has reason to believe it is entitled to as a
result of the determination. Failure to submit such notification within the stipulated
timeframe shall constitute acceptance of the City's final position in response to any
claim. Both parties will work together and make their best efforts to have the mediation
held within thirty (30) calendar days of the request being submitted by the Construction
Manager.
Within sixty (60) calendar days after Final Completion of the Work, the parties shall
participate in mediation to address all objections to any determinations hereunder and to
attempt to prevent litigation. The mediator shall be mutually agreed upon by the parties.
Should any objection not be resolved in mediation, the parties retain all their legal rights
and remedies provided under State law. Construction Manager specifically waives all of
its rights provided hereunder, including its rights and remedies under State law, if said
party fails to comply in strict accordance with the requirements of this Article.
Notwithstanding the existence of any dispute between the City and Construction
Manager, each Party shall continue to perform as required under the Contract
Documents, and City shall continue to pay Construction Manager as provided in the
Contract Documents.
58. Mediation - Waiver of Jury Trial
In an effort to engage in a cooperative effort to resolve conflict which may arise during
the course of the design and/or construction of the Project, and/or following the
completion of the Project, the parties to this Agreement agree that all unresolved
disputes between them shall be submitted to non-binding mediation prior to the initiation
of litigation, unless otherwise agreed in writing by the parties. A certified Mediator, who
the parties find mutually acceptable, will conduct any Mediation Proceedings in Miami -
Dade County, State of Florida. The parties will share the costs of a certified Mediator on
a 50/50 basis. The Construction Manager agrees to include a similar provision in all
contracts with all Subconsultants and Subcontractors retained for the Work, thereby
providing for non-binding mediation as the primary mechanism for dispute resolution.
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In an effort to expedite the conclusion of any litigation, the parties voluntarily waive their
right to jury trial or to file permissive counterclaims in any action arising under this
Agreement.
Any dispute submitted to the courts for resolution prior to the completion of the
procedures stipulated in Article 57, Resolution of Agreement Disputes and Article 58,
Mediation — Waiver of Jury Trial shall be rejected by the courts until such time as the
stipulated procedures have been completed.
59. Applicable Law And Venue Of Litigation
This Agreement shall be interpreted and construed in accordance with and governed by
the laws of the State of Florida. Any suit or action brought by any party, concerning this
Agreement, or arising out of this Agreement, shall be brought in Miami -Dade County,
Florida. Each party shall bear its own attorney's fees except in actions arising out of
Construction Manager's duties to indemnify the City under this Agreement where
Construction Manager shall pay the City's reasonable attorney's fees.
60. City May Avail Itself of All Remedies
The City may avail itself of each and every remedy herein specifically given to it
now or existing at law or in equity, and each and every such remedy shall be in
addition to every other remedy so specifically given or otherwise so existing and
may be exercised from time to time and as often and in such order as may be
deemed expedient by the City. The exercise or the beginning of the exercise, of
one remedy shall not be deemed a waiver of the right to exercise, at the same
time or thereafter, of any other remedy. The City's rights and remedies as set
forth in the Contract Documents are not exclusive and are in addition to any other
rights and remedies in law or in equity.
61. Permits, Licenses and Impact Fees
Pursuant to the Public Bid Disclosure Act, each license, permit or fee REQUIRED BY
THE CITY AND PAYABLE TO THE CITY by virtue of this construction as part of the
Agreement is waived as follows:
City's Master Permit Fee and applicable Major Trade Permit fees (i.e. Mech., Plumbing,
Elec., & Fire) are waived. Any other permit fees not directly related to the actual
construction of the Project(s) (i.e. Permits for dumpsters, job trailers) are not
waived"... "Licenses, permits and fees which may be required by Miami -Dade County,
the State of Florida, or other governmental entities are not waivable."
Except as otherwise provided within the Agreement, all permits and licenses required by
federal, state or local laws, rules and regulations necessary for the prosecution of the
Work undertaken by Construction Manager pursuant to this Agreement shall be secured
and paid for by Construction Manager. It is Construction Manager's responsibility to
have and maintain appropriate Certificate(s) of Competency, valid for the Work to be
performed and valid for the jurisdiction in which the Work is to be performed for all
persons working on the Project for whom a Certificate of Competency is required.
Impact fees levied by the City shall be waived by the City. Construction Manager shall
be reimbursed through its GMP only for the actual amount of the impact fee levied by the
other governmental entities as evidenced by an invoice or other acceptable
documentation issued by the municipality. Reimbursement to Construction Manager in
no event shall include profit or overhead of Construction Manager.
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62. Compliance With Applicable Laws
The Construction Manager shall comply with the most recent editions and requirements
of all applicable laws, regulations, building and construction codes of the Federal
government, the State of Florida, the County, and the City.
The attention of the Construction Manager is directed to the requirements of the Florida
Building Code and the Codes of Miami -Dade County and the City of Miami, Florida,
governing the qualifications for Construction Manager and Subcontractor doing business
anywhere in the City.
63. Public Entity Crimes
In accordance with the Public Crimes Act, Section 287.133, Florida Statutes, a person or
affiliate who is a contractor, consultant or other provider, who has been placed on the
convicted vendor list following a conviction for a public entity crime, may not submit a bid
on a contract to provide any goods or services to the City, may not submit a bid on a
contract with the City for the construction or repair of a public building or public work,
may not submit bids on leases of real property to the City, may not be awarded or
perform work as a contractor, supplier, subcontractor, or subconsultant under a contract
with the City, and may not transact any business with the City in excess of the threshold
amount provided in Section 287.017, Florida Statutes, for category two purchases for a
period of 36 months from the date of being placed on the convicted vendor list. Violation
of this section by Construction Manager shall result in cancellation of the City purchase
and may result in Construction Manager's debarment.
64. Audit Rights
Construction Manager's records which shall include but not be limited to accounting
records, payroll time sheets, cancelled payroll checks, W -2's, 1099's, written policies
and procedures, computer records, disks and software, videos, photographs,
subcontract files (including proposals of successful and unsuccessful bidders), originals
estimates, estimating worksheets, correspondence, change order files (including
documentation covering negotiated settlements), and any other supporting evidence
necessary to substantiate charges related to this Agreement (all the foregoing
hereinafter referred to as "records") shall be open to inspection and subject to audit
and/or reproduction, during normal working hours, by City's agent or its authorized
representative to the extent necessary to adequately permit evaluation and verification of
any invoices, payments or claims submitted by the Construction Manager or any of his
payees pursuant to the execution of the Agreement. Such records subject to
examination shall also include, but not be limited to, those records necessary to evaluate
and verify direct and indirect costs (including overhead allocations) as they may apply to
costs associated with this Agreement.
Records subject to the provisions of Public Record Law, Florida Statutes Chapter 119,
shall be kept in accordance with such statute. Otherwise, for the purpose of such audits,
inspections, examinations and evaluations, the City's agent or authorized representative
shall have access to said records from the effective date of this Agreement, for the
duration of the Work, and until 5 years after the date of final payment by the City to
Construction Manager pursuant to this Agreement.
The City's agent or its authorized representative shall have access to the Construction
Manager's facilities, shall have access to all necessary records, and shall be provided
adequate and appropriate work space, in order to conduct audits in compliance with this
provision. The City or its authorized representative shall give auditees reasonable
advance notice of intended audits.
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If an audit inspection or examination in accordance with this Article discloses
overcharges in excess of 1 % except negotiated fees by the Construction Manager to the
City, the actual cost of the City's audit shall be paid by the Construction Manager. If the
audit discloses contract billing or charges to which Construction Manager is not
contractually entitled, Construction Manager shall pay over to the City said sum within 20
days of receipt of a written demand unless otherwise agreed to by both parties in writing.
65. Nondiscrimination, Equal Employment Opportunity, and Americans with
Disabilities Act
Construction Manager warrants and represents that it does not and will not engage in
discriminatory practices and that there shall be no discrimination in connection with
Construction Manager's performance under this Agreement on account of race, color,
sex, religion, age, handicap, marital status or national origin. Construction Manager
further covenants that no otherwise qualified individual shall, solely by reason of his/her
race, color, sex, religion, age, handicap, marital status or national origin, be excluded
from participation in, be denied services, or be subject to discrimination under any
provision of this Agreement.
Construction Manager shall affirmatively comply with all applicable provisions of the
Americans with Disabilities Act (ADA) in the course of providing any services funded by
City, including Titles I and II of the ADA (regarding nondiscrimination on the basis of
disability), and all applicable regulations, guidelines, and standards. In addition,
Construction Manager shall take affirmative steps to ensure nondiscrimination in
employment against disabled persons.
66. Independent Contractor
The Construction Manager is engaged as an independent business and agrees to
perform Work as an independent contractor. In accordance with the status of an
independent contractor, the Construction Manager covenants and agrees that the
Construction Manager will conduct business in a manner consistent with that status, that
the Construction Manager will not claim to be an officer or employee of the City for any
right or privilege applicable to an officer or employee of the City, including, but not limited
to: worker's compensation coverage; unemployment insurance benefits; social security
coverage; retirement membership, or credit.
The Construction Manager's staff shall not be employees of the City, and the
Construction Manager alone shall be responsible for their Work, the direction thereof,
and their compensation and benefits of any kind. Nothing in the Contract Documents
shall impose any liability or duty on the City on account of the Construction Manager's
acts, omissions, liabilities or obligations of those of any person, firm, company, agency
association, corporation, or organization engaged by the Construction Manager as a
Subcontractor, expert, consultant, independent contractors, specialist, trainee,
employee, servant or agent or for taxes of any nature, including, but not limited to:
unemployment insurance; worker's compensation and anti -discrimination, or workplace
legislation of any kind. The Construction Manager hereby agrees to indemnify and hold
harmless the City against any such liabilities, even if they arise from actions directed or
taken by the City.
67. Successors And Assigns
The performance of this Agreement shall not be transferred pledged, sold, delegated or
assigned, in whole or in part, by the Construction Manager without the written consent of
the City. It is understood that a sale of the majority of the stock or partnership shares of
the Construction Manager, a merger or bulk sale, an assignment for the benefit of
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creditors shall each be deemed transactions that would constitute an assignment or sale
hereunder requiring prior City approval.
The Construction Manager's services are unique in nature and any transference without
City Commission approval shall be cause for the City to nullify this Agreement. Any
assignment without the City's consent shall be null and void. The Construction Manager
shall have no recourse from such cancellation. The City may require bonding, other
security, certified financial statements and tax returns from any proposed assignee and
the execution of an assignment/ assumption agreement in a form satisfactory to the City
Attorney as a condition precedent to considering approval of an assignment.
The Construction Manager and the City each binds one another, their partners,
successors, legal representatives and authorized assigns to the other party of this
Agreement and to the partners, successors, legal representatives and assigns of such
party in respect to all covenants of this Agreement.
If the Construction Manager assigns, transfers, sublets or otherwise disposes of the
Agreement or its right, title or interest in or to the same or any part thereof without the
previous consent in writing of the City, such action shall be an Event of Default. Nothing
herein shall either restrict the right of the Construction Manager to assign monies due to,
or to become due or be construed to hinder, prevent or affect any assignment by the
Construction Manager for the benefit of its creditors, made pursuant to applicable law.
68. Third Party Beneficiaries
Neither Construction Manager nor the City intends to directly or substantially benefit a
third party by this Agreement. Therefore, the parties agree that there are no third party
beneficiaries to this Agreement and that no third party shall be entitled to assert a claim
against either of them based upon this Agreement. The parties expressly acknowledge
that it is not their intent to create any rights or obligations in any third person or entity
under this Agreement.
69. Contingency Clause
Funding for this Agreement is contingent on the availability of funds and continued
authorization for program activities and the Agreement is subject to amendment or
termination due to lack of funds, reduction of funds and/or change in regulations, upon
thirty (30) days notice.
70. Performance Evaluation
Construction Manager acknowledges that upon completion of the of the Work under this
Agreement and/or at any other time deemed appropriate by the City a performance
evaluation report will be completed by the City. A copy of each performance evaluation
shall also be forwarded to the Construction Manager. The performance evaluations will
be kept in City files for evaluation on future solicitations.
71. Joint Preparation- Interpretation
The language of this Agreement has been agreed to by both parties to express their
mutual intent and no rule of strict construction shall be applied against either party
hereto. The headings contained in this Agreement are for reference purposes only and
shall not affect in any way the meaning or interpretation of this Agreement. All personal
pronouns used in this Agreement shall include the other gender, and the singular shall
include the plural, and vice versa, unless the context otherwise requires. Terms such as
"herein," "hereof," "hereunder," and "hereinafter" refer to this Agreement as a whole and
not to any particular sentence, article, paragraph, or section where they appear, unless
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the context otherwise requires. Whenever reference is made to a Section or Article of
this Agreement, such reference is to the Section or Article as a whole, including all of the
subsections of such Section or Article, unless the reference is made to a particular
subsection or subparagraph of such section or article.
72. Confidentiality
Unless authorized by the Director, Construction Manager shall keep confidential all
information concerning and relating to this Project, including without limitation, any
information and documentation provided by employee or officers of the City to the
Construction Manager any design costs, drawings, specifications or any other materials
prepared by the Construction Manager or Subcontractor's in connection with the Work
provided under this Agreement. Construction Manager shall not disclose any confidential
information to any persons or other entities not listed above without the prior written
consent of the City. Such consent may be granted or withheld at the sole discretion of
the City. The foregoing shall not prohibit such disclosures as may be necessary in the
performance of the Work under this Agreement or as required by law.
73. Agreement Limiting Time in Which to Bring Action Against the City
In the event the Construction Manager may be deemed to have a cause of action against
the City, no action shall lie or be maintained by the Construction Manager against the
City upon any claim arising out of or based upon the Contract Documents by reason of
any act or omission or requirement of the City or its agents, unless such action shall be
commenced within six (6) months after the date of issuance of a final payment under the
Agreement, or if final payment has not been issued within six (6) months of substantial
completion of the Work or upon any claim relating to monies required to be retained for
any period after the issuance of the said certificate, unless such action is commenced
within six (6) months after such monies become due and payable under the terms of the
Contract Documents, or if the Agreement is terminated or declared abandoned under the
provisions of the Agreement unless such action is commenced within six (6) months
after the date of such termination or declaration of abandonment by the City.
74. Defense of Claims
Should any claim be made or any legal action brought in any way relating hereto or to
the Work hereunder, except as expressly provided herein, the Construction Manager
shall diligently render to the City, after additional compensation is mutually agreed upon,
any and all assistance which the City may require of the Construction Manager.
75. Amendments
No modification, amendment, or alteration in the terms or conditions contained herein
shall be effective unless contained in a written document prepared with the same or
similar formality as this Agreement and executed by the City, Director or designee.
76. Severability
In the event that any provision of this Agreement is determined by a Court of competent
jurisdiction to be illegal or unenforceable, then such unenforceable or unlawful provision
shall be excised from this Agreement, and the remainder of this Agreement shall
continue in full force and effect. Notwithstanding the foregoing, if the result of the
deletion of such provision will materially and adversely affect the rights of either party,
such party may elect, at its option, to terminate this Agreement in its entirety. An
election to terminate this Agreement based upon this provision shall be made within
seven (7) days after the finding by the court becomes final.
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77. Survival
The parties acknowledge that any of the obligations in the Contract Documents will
survive the term, termination and cancellation hereof. Accordingly, the respective
obligations of the Construction Manager and the City under the Agreement, which by
nature would continue beyond the termination, cancellation or expiration thereof, shall
survive termination, cancellation or expiration thereof.
78. Entire Agreement
This Agreement, as it may be amended from time to time, represents the entire and
integrated agreement between the City and the Construction Manager and supersedes
all prior negotiations, representations or agreements, written or oral. This Agreement
may not be amended, changed, modified, or otherwise altered in any respect, at any
time after the execution hereof, except by a written document executed with the same
formality and equal dignity herewith. Waiver by either party of a breach of any provision
of this Agreement shall not be deemed to be a waiver of any other breach of any
provision of this Agreement.
79. Small Business/Local Workforce Participation
Pursuant to the CAA, the City, in cooperation with the County's Department of Small
Business Development, has established certain goals for the utilization of local small
businesses and local workforce in the construction of the Project, in accordance with the
County's Community Small Business Enterprise (CSBE) program for construction, and
the Community Workforce Program (CWP). The preliminary CSBE and CWP goals are
set forth in the Request for Proposals. Construction Manager shall make a good faith
effort to assist the City in establishing the final bid CSBE and CWP goals associated with
each bid package for the Project, if needed, and shall use good faith efforts to comply
with the established CSBE and CWP goals. Construction Manager shall, and shall
require all Subcontractors to, grant the City all rights of access to records to monitor
compliance with the CSBE and CWP goals, and shall include the above requirements in
each bid package and Subcontract.
80. First Source Hiring Agreements
Section 18-110 of the City Code states:
(a) The City commission approves implementation of the first -source hiring
agreement policy and requires as a condition precedent to the execution of service
contracts for facilities, services, and/or receipt of grants and loans, for projects of a
nature that create new jobs, the successful negotiation of first source hiring
agreements between the organization or individual receiving said contract and the
Authorized Representative unless such an agreement is found infeasible by the City
Manager and such finding approved by the City Commission at a public hearing.
(b) For the purpose of this section, the following terms, phrases, words and their
derivations shall have the following meanings:
Authorized Representative means the Private Industry Council of South
Florida/South Florida Erriployment and Training Consortium, or its successor as local
recipient of federal and state training and employment funds.
Facilities means all publicly financed projects, including but without limitation, unified
development projects, municipal public works, and municipal improvements to the
extent they are Financed through public money or services or the use of publicly
owned property.
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Grants and loans means, without limitation, urban development action grants
(UDAG), economic development agency construction loans, loans from Miami
Capital Development, Incorporated, and all federal and state grants administered by
the City.
Service contracts means contracts for the procurement of services by the City which
include professional services.
Services include, without limitation, public works improvements, facilities,
professional services, commodities, supplies, materials and equipment.
(c) The Authorized Representative shall negotiate each first source hiring
agreement.
(d) The primary beneficiaries of the first -source hiring agreement shall be
participants of the City training and employment programs, and other residents of the
City.
Contractors are strongly encouraged to identify opportunities to hire qualified City
residents if an Agreement is awarded, and are expected to secure the cooperation of
subcontractors in this effort as well. Approved community agencies are available to
assist with recruitment and screening of job applicants, and may periodically monitor
contractors' employment records during the term of the Agreement. Resident job
applicants are not expected to receive special consideration by the prospective
employer, and must meet all hiring requirements normally imposed by the employer.
During the term of the Agreement, if awarded, the City may require the Construction
Manager and its subcontractors to periodically review its manpower needs and
resubmit First Source Hiring forms.
The Construction Manager is expected to meet the goals and objective detailed in its
Response to the Request for Proposals, which has been previously incorporated into
this Agreement.
81. Special Citv Provisions:
The Construction Manager acknowledges receipt, and represents that it has reviewed
and agrees to comply with the relevant provisions, of the CAA and the Parking
Agreement, affecting the construction of the Project, including, without limitations,
Sections 4.3, 4.4, 4.6, and 4.7 of the Parking Agreement, and Article II, and Sections
3.6, 3.9, 4.1, 4.5, 5.3, 5.7 and 6.5 of the CAA. In the event of a conflict between the
relevant provisions of the CAA and the Parking Agreement, and the provisions of this
Agreement, the provisions of the CAA and the Parking Agreement shall control.
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2.
3.
Agreement Time
Time is of the essence in the performance of the Work under this Agreement. The "Pre -
Construction Commencement Date" shall commence with the execution of this
Agreement. Construction Manager shall commence the Pre -Construction Phase
Services portion of the Work within five (5) calendar days after the Pre -Construction
Phase Commencement Date. Any Work performed by Construction Manager prior to the
Pre -Construction Phase Commencement Date shall be at the sole risk of Construction
Manager and not compensable from the City.
Because the Work is to be completed in two phases, the timely completion of the first
Phase is critical to the timely completion of the second phase and, therefore, completion
of the entire Project. Accordingly, Construction Manager agrees to provide the Pre -
Construction Phase Services in accordance with the design schedule established
pursuant to the terms of the City's agreement with the Consultant, which requires that
the Construction Manager complete all Pre -Construction Work and submit the GMP
Proposal no later than fifteen (15) working days after the Consultant has completed 95%
Construction Documents, which shall be determined by the Consultant's agreement with
the City.
Fixed Construction Budget
Construction Manager shall cooperate w#
objective of having GMP be no greater
Construction Manager shall cooperate witl
evaluations, including cost/benefit analysis,
line with the Fixed Construction Budget.
the Consultant towards meeting the City's
-ian the Fixed Construction Budget. The
the Consultant in the preparation of cost
for alternative approaches to bring costs in
The Construction Manager shall recommend changes and corrections in the Drawings,
Specifications and other Design Documents provided by the Consultant, when such
Drawings, Specifications and other Design Documents are determined by the City or the
Construction Manager not to be in conformance with the Fixed Construction Budget set
forth by the City for the Project. For purposes of this Agreement the Drawings,
Specifications and other Design Documents developed under the Consultant's agreement
with the City are included in the 95% construction documents that are required by the City
to establish a Guaranteed Maximum Price for the completion of the construction of the
Project.
Pre -Construction Phase Services
Design Review and Warranties
Construction Manager shall work with the Consultant in reviewing and developing the
design and construction documents, taking into account the quality of the materials and
equipment, to ensure the most efficient design and minimum lifecycle cost. Construction
Manager shall provide information, estimates, schemes, and make recommendations
regarding construction materials, equipment, methods, systems, phasing, and costs, and
shall participate in design decisions to provide the highest quality building within the
budget and Project Schedule. Construction Manager shall call to the City's and
Consultant's attention any defects and lack of coordination in the design, drawings and
specifications or other documents of which it is aware.
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AT THE END OF THIS DOCUMENT.
In addition to the GMP, the Construction Manager shall submit IMGPs based on the
Consultant's 50% of Design Development and 50% completion of Construction
Documents. Each of these percentages shall be determined by the Consultant'
agreement with the City.
At the time the GMP is mutually established, except only as to specific matters as may
be identified in the GMP Amendment, the Construction Manager shall be deemed to
have warranted to City, without assuming any architectural or engineering responsibility,
that the construction documents are consistent with each other, practical, feasible and
constructible. Further, the Construction Manager shall be deemed to have warranted to
the City that the Work described in the Construction Documents is constructible within
the time stipulated in the GMP Amendment.
4. Value Engineering & Constructability
The Construction Manager shall coordinate and cooperate with the Consultant in the
Value Engineering and Constructability reviews during each phase of the design
process.
The Construction Manager will review all Design Documents and Specifications for
constructability and compliance with applicable laws, rules, codes, design standards,
and ordinances. The results of such reviews shall be provided to the City and Consultant
in the form of a written report in format as noted herein upon the Construction
Documents. The Construction Manager shall assure that design is achievable within the
budget and Project Schedule.
The Construction Manager shall review all Design Documents and Specifications to
provide Value Engineering recommendations to minimize the City's capital outlay,
maximize the City's operational resources and maximize the potential of the Project. The
results of such reviews shall be provided to the City and Consultant in the form of a
Memorandum of Changes in a format acceptable to the City within fifteen (15) working
days receipt of documents from the Consultant. If the City and the Consultant agree with
such Memorandum of Changes, the Construction Manager shall be so notified and the
Consultant shall incorporate the changes described in the Memorandum of Changes into
the Design Documents. Consultant retains sole responsibility and liability to any and all
changes made as a result of the Value Engineering and Constructability reviews.
The Construction Manager shall review with the Consultant and the City alternative
approaches to design and construction of the Project, site use and improvements;
selections of materials, building systems and equipment; potential construction means
and methods; and, if requested, shall make a recommendation among such alternatives.
Where alternative approaches are presented, a comparison costs shall be provided as
well as the benefits in the completion of the Work or other aspect of the Project.
Construction Manager shall provide information as to the availability of materials and
what equipment and systems have long lead times, together with the anticipated lead
times.
The Consultant shall keep the Construction Manager and the City informed of any
proposed changes in requirements or in construction materials, systems or equipment
as the Drawings and Specifications are developed. Proposed changes must be reviewed
by the Construction Manager and the City and approved in writing by City prior to
incorporation into the design or construction documents. The Consultant shall
coordinate with the Construction Manager and the City by participating and taking a
leadership role in reviewing and commenting on Constructability and Value Engineering
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THIS DOCUMENT IS A
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studies performed by Construction Manager, and attending meetings where the content
of design and construction Contract Documents will be coordinated and reconciled,
scheduled during any phase of the Work. In the event the Consultant and the City accept
Construction Manager's recommendations from Value Engineering and Constructability
studies, the Consultant shall implement same, including providing revised drawings and
specifications or other documents.
Prior to the City's acceptance of the GMP, the Construction Manager shall certify that it
has completed its constructability reviews and certifies that the Project can be
constructed as designed within budget and the Project Schedule.
IGMP
The Construction Manager shall provide the following to the City and the Consultant:
An IMGP with supporting data along with the Memorandum of Changes, for each IMGP,
within fifteen (15) working days of the Construction Manager's receipt of the Consultant's
50% Design Development, and the 50% Construction Documents.
Each IMGP should establish internal estimating allowances, consistent with good
professional practice, appropriate to the phase of development. Larger allowances may
be assumed at early phases but shall gradually diminish to zero at completion of final
cost estimate.
The Construction Manager hereby expressly acknowledges that by preparing the
Memorandum of Changes, the Construction Manager represents to the best of its
knowledge to the City that 100% complete construction documents (as modified by the
Memorandums of Changes) and other Contract Documents related to the Project are
consistent, feasible and sufficient to construct the entire scope of the Work within the
Fixed Construction Budget and with the Project Schedule.
If any Construction Estimate submitted by the Construction Manager exceeds any
previously approved IMGP or the City's Fixed Construction Budget, the Construction
Manager shall make appropriate recommendations to the City, including without
limitation, recommendations to modify the design, to reduce the scope of Work and to
reduce construction costs. In addition, the Construction Manager shall promptly advise
the City of any adjustments to any Construction Estimate which would cause the Project
cost to exceed the Construction Estimate or the City's Fixed Construction Budget, and
shall promptly make recommendations for corrective action.
Plans and Management
Construction Manager shall develop a construction management plan which will be
submitted to the City's Project Manager and Consultant for review and acceptance at
least thirty (30) calendar days prior to the commencement of Construction Work.
Construction Manager shall establish cost management and quality control systems and
procedures, which shall be submitted within thirty (30) days of commencement of Pre -
Construction Services for review and acceptance by the City's Project Manager and
Consultant.
Pre -Construction Phase Additional Services
Should the Construction Manager be requested or required by the City to provide
services which the Construction Manager believes are outside of and/ or in addition to
the scope of this Agreement, the Construction Manager shall, within five days of being
requested to perform such services, notify the City in writing of the Construction
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Manager's opinion that they are extra services to this Agreement, the reason the
Construction Manager believes they are outside the scope of this Agreement, and the
proposed costs, and time impact, if any, for the performance of same. The City will
respond in writing to such requests by denying, granting, or granting with modifications.
The City may direct the Construction Manager to proceed with such services pending a
final determination as to compensation. In such case, the Construction Manager's right
to consideration shall not be waived by proceeding as directed.
7. Compensation for Preconstruction Phase Services
The Pre -Construction Fee is the total compensation payable to the Construction
Manager for the performance of Pre -Construction Phase Services, except for Additional
Pre -Construction Services approved in advance and in writing by the City.
For the Pre -Construction Phase Services the Construction Manager's compensation
shall be calculated as a not to exceed fee of $168,174.00. Said amount includes a base
fee of $XXX to be paid on a monthly basis commencing on the first month after the date
established for commencement of the Pre -Construction Phase Services. In no event
shall the amount of compensation exceed said total compensation amount unless
explicitly approved by action of the City Manager or the City Commission, as may be
applicable pursuant to Section 18-87 of the City Code, and put into effect by written
amendment to this Agreement.
Except as specifically allowed in this Article, the Construction Manager shall not be
entitled to any increase in the Pre -Construction Fee for any costs, expenses, liabilities or
other obligations arising from the performance of Pre -Construction Phase Services.
The Pre -Construction Fee includes specifically, without limitation, the following: profit
and profit sharing; general overhead; salaries and labor; estimating, scheduling and
information management systems and software; contract administration; office
expenses; printing and copying; consulting fees; legal or accounting fees; cost of money;
taxes; insurance premiums and deductibles; bond costs; purchase or rental of
equipment; utilities; travel; per diem; fines or penalties; and damage awards.
If the scope of the Pre -Construction Phase Services is changed materially, the Pre -
Construction Fee may be equitably adjusted. There shall be no adjustments in the Pre -
Construction Fee following the City's acceptance of the GMP proposal.
For Additional Pre -Construction Services that are approved in advance and in writing by
the City, Construction Manager shall be entitled to additional compensation computed
based on any one of the following, at the City's sole discretion:
A pre -established lump sum amount; or
The hourly cost of $XX.00 for Construction Manager's employee's, which
includes overhead and profit, plus the actual cost of allowable expenses
incurred in the performance of the Additional Services; or
• As otherwise agreed to by the parties in advance of performing the Additional
Pre -Construction Services.
8. Pre -Construction Phase Performance and Delegation
Construction Manager's performance under this Agreement shall not be delegated or
assigned by the Construction Manager without the written consent of the City, and such
consent will not be given to any proposed delegation which would relieve the
Construction Manager for their responsibilities under 'this Agreement. The Pre -
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Construction Work to be performed hereunder shall be performed by the Construction
Manager's own staff and the accepted Subconsultants unless otherwise approved by the
City. The employment of, contract with, or use of services of any other person or firm by
the Construction Manager as Subconsultants or otherwise, is subject to authorization by
the Director.
9. Pre -Construction Fee Application for Payment Submittal
The Construction Manager shall submit monthly an application for payment to the
Consultant for the proportional amount of the Pre -Construction Fee which shall be
determined by dividing the Pre -Construction Fee by the number of months from the
effective date of this Agreement until the scheduled submittal of the GMP Proposal by
the Construction Manager. Delays to the Project Schedule shall result in re -calculation
of the monthly application amount by dividing the amount of Pre -Construction Fee
remaining by the number of months currently remaining until the submittal of the GMP
Proposal.
10. Pre -Construction Phase Meetings
The Consultant shall schedule meetings with the Construction Manager until submission
and dry run approval of the 100% construction documents. The frequency of the
meetings will be determined by the Consultant. At each of these meetings, the
Consultant and Construction Manager shall review the Project's budget, schedule, and
scope along with the Consultant's development and progress to date on the respective
phases of the Project and any special problems related to the continuing progress of the
Project. Consultant shall prepare and distribute all meeting minutes to participants
present at the meetings. The City reserves the right to revise the frequency of meetings
established by the Consultant.
The Construction Manager shall meet with the City and others at such times and with
such frequency, as the City may require. The process of meeting, reviewing design
documents, drawings, specifications, and submitting, revising and resubmitting
construction estimates is included in the Work under this Agreement.
11. Guaranteed Maximum Price
Construction Manager shall provide the City and the Consultant with a GMP Proposal
within fifteen (15) working days after the Construction Documents after the 95%
complete construction documents, as determined under the Consultant's agreement with
the City, have been provided to the Construction Manager. The GMP shall be the sum
of the proposed subcontracts and the Construction Manager's Construction Manager's
Fee. Further, the GMP Proposal shall be broken down into the categories and level of
detail required by the Consultant and the City. The Final GMP shall not exceed
$75,000,000.
Notwithstanding anything to the contrary in this Agreement, the Construction Manager
affirms that it shall not submit a GMP that exceeds $75,000,000 and additionally
commits that it will satisfactorily obtain Final Completion of the Project, as defined
herein, for an amount not to exceed $75,000,000
At the time Construction Manager submits its GMP Proposal to the Consultant and the
City, Construction Manager shall also submit for review a Schedule of Values based
upon the GMP Proposal in a format acceptable to the Consultant, listing the major
elements of the Construction Work and the dollar value for each element. This Schedule
of Values, as further revised to reflect the final negotiated GMP amount, and as
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approved by City, will be used as the basis for Construction Manager's monthly
Applications for Payment under the GMP. This revised Schedule of Values shall be
updated for the current month, including all Change Orders, and Construction Change
Directives and submitted each month to the Consultant along with a completed
Application for Payment. For each line item in the GMP, Construction Manager shall
develop and maintain a written report which identifies and explains all variances and
deviations from the construction estimates originally submitted for that line item, to the
final line item price incorporated into the GMP.
Construction Manager agrees that all of its books, records and files, with respect to its
development of the GMP Proposal, shall be open to City and the Consultant for review
and copying. The final GMP shall be mutually agreed upon by City and the Construction
Manager and shall be set forth in an amendment to this Agreement. Construction
Manager shall provide a detailed breakdown acceptable to City of its GN/IP. By
submitting its GMP Proposal, Construction Manager shall be deemed to guarantee that
in no event shall the Construction Manager's Fee, the total cost of the subcontracts,
purchase orders, work performed directly by the Construction Manager and the
Construction Manager's Contractor's Contingency exceed the GMP. IR the1eveRt
Manager MaY e'esrte teFM:Rate-this Ag;eement fersenvenieK�c�The City, in its sole
discretion may elect to solicit other firms for the Construction Phase or seek a GMP from
the firm ranked 2nd during the solicitation process. In such event, Construction Manager
shall only be entitled to receive that portion of the compensation attributable to the Pre -
Construction Phase Services earned through the date of termination.
Construction Manager shall include a line item for Construction Manager's Contingency
amount in the Schedule of Values for the Project, which Contingency amount, if
accepted by the City, shall be included within the GMP and to the GMP Agreement for
the Project, and, subject to the prior agreement of the City. The Contingency shall be
used as the source of funds for unforeseen costs that are reasonably and necessarily
incurred and paid by the Construction Manager, which costs shall be at rates not higher
than the standard paid in Miami -Dade County, as follows: (a) first, in connection with the
proper performance of Work required hereunder which Work was unforeseeable by the
Construction Manager, the Consultant, and the City at the time of execution of the GMP
Agreement, (b) second, to the extent that any portion of the Contingency remains
unallocated on the date of Final Completion and after the issuance of final payment for
the Project, such remaining portion of the Contingency shall be split between the City
and the Construction Manager. The Construction Manger shall receive 40% and the
City 60% of the remaining balance of the Construction Manager's Contingency initially
included in the GMP. Any funds remaining in the Construction Manager's Contingency
that exceeded the initially approved Contingency shall accrue 100% to the City. The
Construction Manager's Contingency amount shall be set forth in the GMP Agreement
for the Project, and within the Schedule of Values attached thereto. Use of the
Construction Manager's Contingency shall be at the sole discretion of the City and
requires the prior written approval of the City's Project Manager. The Construction
Manager's Contingency shall not be used for rework, cost increase caused by a lack of
coordination or communication with the Consultant or Subcontractors, or to correct
errors and omissions in the Contract Documents.
The Agreement amount for the Construction Phase is guaranteed by the Construction
Manager not to exceed the GMP. If cost of the Construction Phase exceeds the GMP,
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as may be adjusted by Change Orders, the Construction Manager shall pay the overrun
without reimbursement from the City Construction Manager agrees to use all reasonable
efforts to maximize cost savings during the Construction Phase.
City's Project Manager must approve any and all expense of Construction Manager to
be billed to and paid from the Construction Manager's Contingency, and such approval
shall be requested and approved in advance of incurring such expense, where
practicable.
Construction Manager shall submit to the City a list of names, addresses, licensing
information and phone numbers of the Subcontractors Construction Manager intends to
use for each portion of the Construction Work, as well as identifying in writing those
portions of the Construction Work it intends to perform with its own employees.
12. Cost Control
The Construction Manager is fully responsible for controlling its costs. The City's final
performance evaluation shall include an evaluation of the Construction Manager's ability
to control costs. Price increases will not be permitted for any alleged errors,
miscalculations of Agreement pricing or misunderstandings of the basis of payments
13. Market Analysis and Stimulation of Bidder Interest
The Construction Manager shall monitor conditions in the construction market to identify
factors that will or may affect costs and time for completing the Project; and shall make
analysis as necessary to (1) determine and report on availability of labor, material,
equipment, potential bidders, and possible impact of any shortages or surpluses of labor
or material, and (2) in light of such determinations, make recommendations as may be
appropriate with respect to long lead procurement, separation of construction into bid
packages, sequencing of work, use of alternative materials, equipment or methods,
other economics in design or construction, and other matters that will promote cost
savings and completion within the scheduled time.
Within sixty (60) calendar days of commencement of Pre -Construction Phase Services
the Construction Manager shall submit a written "Construction Market Analysis and
Prospective Bidders Report" setting out recommendations and providing information as
to prospective bidders, including, specifically, compliance with the Small Business
Participation Goals. As various bid packages are prepared for bidding, the Construction
Manager shall submit to the City and the Consultant a list of potential bidders. The
Construction Manager shall use good faith efforts to comply with the Small Business
Participation Goals, and shall be responsible to stimulate bidder interest in the local
market place and identify and encourage bidding competition by small and local
businesses.
The Construction Manager shall carry out an active program of stimulating interest of
qualified subcontractors in bidding on the work and of familiarizing those bidders with the
requirements of this Project. Said program shall be based on the Construction
Manager's submittal in its Response for the maximizing the participation of CSBEs and
the community local workforce.
14. Bid and Award of Subcontracts
Construction Manager shall not enter into a subcontract with any subcontractor, if the
City reasonably objects to that subcontractor. Construction Manager shall not be
required to contract with anyone it reasonably objects to.
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Construction Manager shall review the design and shall determine how it desires to
divide the sequence of construction activities. Construction Manager will determine the
breakdown and composition of bid packages for award of subcontracts, based on the
current Project Schedule. Construction Manager shall take into consideration such
factors as natural and practical lines of severability, sequencing effectiveness, access
and availability constraints, total time for completion, construction market conditions,
availability of labor and materials, compliance with Small Business/Local Workforce
Goals, community relations and any other factors pertinent to saving time and costs.
At least thirty (30) days prior to the issuance of bids for the subcontracting any portions
of the Construction Work the Construction Manager shall submit a bid and award plan to
the City and the Consultant for review and comment. Upon acceptance of the plan by
the City and the Consultant, the Construction Manager shall solicit and award all
subcontracts in accordance with said plan. Said plan shall include details on how the
Construction Manager shall encourage the participation of local small business firms.
The Construction Manager shall hold harmless, indemnify, and defend the City, its
employees, agents, and representatives in any matter arising out of the City's
acceptance of the Construction Manager's bid and award plan, except where the sole
cause of the matter is a City directed decision.
The form of the Subcontract and the terms and conditions thereof shall be Construction
Manager's standard form of subcontract, a copy of which has been provided to the City.
Any material variations therefrom must be approved in writing and in advance by the
City, said approval not to be unreasonably withheld. Construction Manager shall supply
the City with copies of all executed Subcontracts.
Subcontracts are to be awarded to the lowest responsive and responsible bidder. The
City's Local Preference Ordinance, as stipulated in the City's Procurement Codes shall
apply to the award of all Subcontracts. Construction Manager may award a subcontract
to someone other than the lowest responsive and responsible bidder provided
Construction Manager has first received the City's written consent to such award. The
City's consent to any such award will be at the City's sole discretion. Whenever the
Construction Manager wishes to award a subcontract to someone who is not the lowest
responsive and responsible bidder, Construction Manager must notify the City in writing,
setting out in detail the reasons and justifications for the suggested award. The City shall
have no responsibility for Subcontractor or multi -tier subcontractor's performance, which
shall be the sole responsibility of the Construction Manager.
As part of its bid preparation, Construction Manager shall review the Specifications and
Drawings.. Ambiguities, conflicts or lack of clarity of language, use of illegally restrictive
requirements, and any other defects in the specifications or in the drawings noted by
Construction Manager shall be brought to the attention of the City and Consultant in
written form.
The Construction Manager shall:
• Develop bid package requirements.
• Issue bid packages to subcontractors; provide duplication, distribution,
and reproduction as necessary for bidding.
• Schedule and conduct pre-bid conference(s) to clarify the Project needs
and assure responsive bids.
Provide maximum feasible competition for bid packages. For most areas
of the Work, obtain at least 4 to 5 bids. In all cases, unless the City
approves otherwise in writing, obtain not less than 3 bids.
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(2) Negotiate and award subcontractor contracts AT THE END OF THIS DOCUMENT.
• Review and analyze bids.
• Identify results of bids.
• Develop and award contracts to assure minimal contract ambiguities and
resolve discrepancies and scope gaps.
3. Conduct pre -award meetings.
4. Review Schedule of Values.
5. Review contractors' general conditions.
6. Review scope of work.
7. Review overall bid values and make recommendations to the city prior to awarding.
8. Identify shop drawing requirements.
9. Perform document and specifications review.
10. Assure that all contractors, subcontractors and any other participants fully
understand the Project's design and requirements at every stage.
11. Establish quality requirements and standards.
12. Review sequence and schedule.
13. Identify accounting requirements.
14. Review insurance requirements.
15. Review safety and security requirements.
16. Award subcontractor contracts.
15. Responsibility
The Construction Manager, as a result of the required reviews of the Design Documents
and Specifications shall be fully responsible for the coordination of the drawings and the
coordination of those drawings with the written specifications. This includes but is not
limited to the Construction Manager's review of the Construction Documents in
coordination with the various Drawings and Specifications themselves, and with the site
to ensure proper coordination and constructability and lack of conflict, and to minimize
unforeseen conditions. The Construction Manager shall take reasonable steps for the
proper identification and location of all utilities, services, and other underground facilities
which may impact the Project.
16. Project Schedule
Develop a Project schedule ("Project Schedule") for review and acceptance by the
Consultant and the City, that coordinates and integrates all activities on the Project,
including the Construction Manager's services, the Consultant services, and the City's
activities with the anticipated design and construction schedules. The Schedule must
identify all major milestones through Project Final Completion and must be consistent
with the Master Project Schedule. The Project Schedule must also be capable of being
incorporated into the Master Project Schedule being maintained by the construction
manager for Baseball Stadium .
The Construction Manager shall update the Project Schedule throughout the Pre -
Construction Phases and submit to the Consultant and the City an updated Project
Schedule with the submission of each Construction Estimate and Memorandum of
Changes. Each update will be made against the initial baseline projection.
Within fifteen (15) days of the acceptance by the City of the GMP Proposal the
Construction Manager shall provide to the Project Manager a critical path, cost loaded
schedule for review. Upon acceptance of the GMP the Project Schedule will be finalized
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0 •
and accepted as the baseline Project schedule. The Project Schedules shall be
prepared using Primavera software or similar format compatible with the Master Project
Schedule and all Project Schedules will be provided both electronically and in hard copy
to the Project Manager unless Construction Manager is otherwise directed in writing by
the Consultant or City's Project Manager.
Construction Manager shall update the Project Schedule on an ongoing basis to reflect
any additions of deletions to the Work as well as the impact of any delays. Construction
Manager shall at a minimum submit an updated Project Schedule against the baseline
on a monthly basis and at time of submission of a payment application. Failure to
submit the required schedules will result in rejection of the payment application. The
Project Schedule shall be at all times consistent with, and capable of being incorporated
into the Master Project Schedule. The Construction Manager shall be responsible for
incorporating the Project Schedule into the Master Project Schedule and for the
resolution of all conflicts that may result. The resolution of all conflicts shall be subject to
the review and acceptance of the City's Project Manager.
THIS DOCUMENT IS A
SUBSTITUTION TO ORIGINAL
BACKUP. ORIGINAL CAN BE SEEN
AT THE END OF THIS DOCUMENT,
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BACKUP. ORIGINAL CAN BE SEEN
AT THE END OF THIS DOCUMENT.
Section 3 - Construction Phase
Construction Phase Services
Construction Manager shall provide all management, supervision, manpower,
equipment, tools, and all other necessary goods and services for the construction of the
Project.
2. Construction Phase Time for Completion
Construction Manager shall be issued a Notice of Award by the City upon approval of
the GMP Proposal by the City Commission. Construction Manager shall commence
scheduling activities, permit applications within five (5) calendar days after receipt of the
Notice of Award. A Notice to Proceed for the Construction Work will not be issued until
there is a sale of Special Obligation Parking Revenue Bonds for this project and there is
a Final GMP that does not exceed $75,000,000, which has been agreed to by the
parties, and the Construction Manager's submission to City of all required documents
(including but not limited to: Payment and Performance Bonds, and Insurance
Certificate) and after execution of the GMP Amendment by both parties. The receipt of
all necessary permits by the Construction Manager is a condition precedent to the
issuance of the Notice to Proceed
Time is of the essence throughout this Agreement. Construction Work shall be
completed and Final Acceptance and Payment made within the timeframe established in
the GMP Amendment to this Agreement.
3. Liquidated Damages
Upon failure of Construction Manager to complete the Construction Work within the
specified period of time, plus approved time extensions (if applicable), Construction
Manager shall pay to City the sum of thirty thousand dollars ($30,000.00) for each
calendar day after the time specified in the GMP Amendment plus any approved time
extensions (if applicable), for Final Completion. These amounts are not penalties but
are liquidated damages to City for its inability to obtain beneficial occupancy and/or use
of the Project. Liquidated damages are hereby fixed and agreed upon between the
parties, recognizing the impossibility of precisely ascertaining the amount of damages
that will be sustained by City as a consequence of such delay, and both parties desiring
to obviate any question of dispute concerning the amount of said damages and the cost
and effect of the failure of Construction Manager to complete the Construction Work on
time.
City is authorized to deduct liquidated damages from monies due to Construction
Manager for Construction Work under this Agreement or as much thereof as City may, in
its sole discretion, deem just and reasonable.
Construction Manager shall be responsible for reimbursing City, in addition to liquidated
damages, for all costs incurred by Consultant in administering the construction of the
Project beyond the completion date less approved time extensions. Consultant
construction administration costs shall be pursuant to the contract between City and
Consultant, a copy of which is available upon request from the City. All such costs shall
be deducted from the monies due Construction Manager for performance of the
Construction Work under this Agreement by means of unilateral credit change orders
issued by City as costs are incurred by Consultant and agreed to by the City.
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4. Hours Of Operation
Construction Manager may perform Work in accordance with City Ordinances relative to
the performance of construction work. Any Work outside these hours or days requires
the prior written approval of the City's Project Manager.
5. Construction Manager's Supervision
Construction Manager is responsible for supervising, coordinating and performing the
Construction Work with such care and skill as would be provided by a contractor with
extensive and special expertise in the type of Work required under the Contract
Documents. Construction Manager is responsible for completing the Construction Work
so that it complies accurately and completely with the requirements of the Contract
Documents. Construction Manager shall keep a Construction Superintendent on the
Construction Work at all times during its progress who shall not be replaced without prior
written notice to City and Consultant except under extraordinary circumstances. The
Construction Manager's Superintendent shall have authority to act on behalf of
Construction Manager. All communications given to the CM's Project Manager or
Construction Superintendent shall be as binding as if given to Construction Manager. All
verbal communications given to the CM's Project Manager or Construction
Superintendent will be follow up in writing within 24 hours. The City shall have the right
to direct Construction Manager to remove and replace CM's Project Manager or
Construction Superintendent or any other employee of Construction Manager or any
employee of any Subcontractor from this Project, with or without cause.
Construction Manager shall maintain sufficient off-site support staff, and competent full
time staff at the Project Site authorized to act on behalf of Construction Manager to
coordinate, inspect and provide general direction of the Construction Work and progress
of the Subcontractors. Construction Manager shall not change any such personnel
unless mutually agreed to in writing by the City and Construction Manager. In such case,
the City shall have the right to concur with the replacement of personnel.
Construction Manager shall establish and maintain lines of authority for its personnel,
and shall provide this information to City and all other affected parties, such as the code
inspectors of any permitting authority, the Subcontractors, and the Consultant. The City
and Consultant may attend meetings between Construction Manager and its
Subcontractors; however, such attendance is optional and shall not diminish either the
authority or responsibility of Construction Manager to administer the subcontracts.
6. Construction Coordination/Ad'lacent Development Work
Construction Manager acknowledges that Adjacent Development Work will be on going
during the Work on this Project and the Adjacent Development Work will have [site
priority] will take precedence over the Work where there is a conflict in schedules.
The Construction Manager shall be responsible for coordinating its Work with the
construction manager for the Adjacent Development Work and the Separate Contractors
to minimize any potential adverse impact. Construction Manager shall not be entitled to
any days of delay for failure to properly coordinate the Work. The Consultant and the
City's Project Manager will assist the Construction Manager in coordinating the Work.
However, the sole responsibility for coordination rests with the Construction Manager.
Construction Manager shall cooperate with and, as reasonably required by the City,
meet with the City, the County, the planners, developers and contractors of the Adjacent
Development Work and Separate Contractors in order to facilitate adequate coordination
Stadium Site Parking, B-30648 Page 65
THIS DOCUMENT IS A .
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BACKUP. ORIGINAL CAN BE SEEN
AT THE END OF THIS DOCUMENT.
of the construction and planning of the Work with the construction and planning of the
Adjacent Development Work.
If any part of the Work depends upon the proper performance of work of any Separate
Contractor, Construction Manager shall, prior to proceeding with that portion of the
Work, inspect and measure the work of the Separate Contractor and promptly report to
the City's Project Manager and the Consultant any apparent discrepancy or defects in
such other work except for latent or concealed defects. Construction Manager's failure
to inspect and make such report shall constitute an acceptance of the Separate
Contractor's work as fit and proper for the proper execution of the Work, except for
latent, concealed defects.
Where Construction Manager causes damage to the Work or the property of the City or
Separate Contractors, Construction Manager shall promptly remedy such damage as
provided in the Agreement. Where Construction Manager causes damage to the Work
or property of any Separate Contractor, then Construction Manager shall promptly,
utilizing reasonable diligent efforts, attempt to settle any resulting dispute or claim with
such Separate Contractor. If a Separate Contractor or its subcontractor shall assert any
claim against the City on account of any damage or loss alleged to have been sustained
as a result, and to the extent, of the fault or negligence of Construction Manager, or by
anyone for whom Construction Manager is responsible, the City shall notify Construction
Manager and Construction Manager shall indemnify, hold harmless and defend the City
from and against any and all such claims, damages, losses and expenses, including
attorneys' fees, arising from the assertion of any such claims. If such Separate
Contractor sues or initiates a court proceeding against the City on account of any delay
or damage alleged to have been caused by Construction Manager, the City shall notify
Construction Manager who shall defend the City in such proceedings at Construction
Manager's expense and with counsel agreeable to the Construction Manager and the
City, and if any judgment or award against the City arises therefrom, Construction
Manager shall pay or satisfy it.
Should it be determined by a court of competent jurisdiction that a Separate Contractor
or the developer of the Adjacent Development Work has delayed or caused damage to
the Work or property of Construction Manager, the City shall, as between the City and
Construction Manager only, be liable to Construction Manager for such damage and,
upon due notice, promptly attempt to settle with Construction Manager by agreement, or
otherwise to resolve the dispute. Failure of the Construction Manager to properly
coordinate the Work with the Adjacent Development Work or a Separate Contractor(s)
shall result in the Construction Manager waiving its right to any claim.
7. Acceleration
If, in the reasonable judgment of City's Project Manager, Construction Manager shall
(i) fail, refuse or neglect to supply a sufficient number of workers or to deliver the
materials and equipment with such promptness as to prevent the delay in the progress
of the Work; (ii) fail in any respect to commence and diligently prosecute the Work and
proceed to the point to which Construction Manager shall proceed in accordance with
the Project Schedule in order to achieve Substantial Completion in accordance with the
Project Schedule; (iii) fail to commence, prosecute, finish, deliver or install the different
portions of the Work on time as herein specified in accordance with the Construction
Schedule; or (iv) fail in the performance of any of the material covenants of the Contract
Documents, then City's Project Manager shall have the right to direct Construction
Manager to accelerate the Work to comply with the Construction Schedule, including
providing additional labor or expediting deliveries of Materials, performing overtime,
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TRIS DOCUMENT IS A
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BACKUP. ORIGINAL CAN BE SEE
AT THE END OF THIS DOCUMENT.
additional shifts or re sequencing the Work without adjustment to the GMP. The City
shall, after having provided Construction Manager written notice and a reasonable
opportunity to cure, and without waiving any other rights or remedies, have the right to
withhold progress payments to the extent reasonably necessary to protect the City's
interests and supplement Construction Manager's forces with separate contractors
and/or to seek other redress for Construction Manager's default.
Notwithstanding anything in the Contract Documents to the contrary, if Construction
Manager is entitled to an extension of time pursuant to the Contract Documents, but the
City nevertheless requires Construction Manager to perform Work without a change in
any dates for Substantial Completion set forth in the Project Schedule, with the result
that Construction Manager is required to accelerate its performance of the Work, then
the GMP shall be adjusted in accordance with this Agreement to the extent of any
increase in the reasonable costs (including losses of efficiency and amounts owed to
Subcontractors) incurred by Construction Manager as a result of such constructive
acceleration, plus a profit and overhead as set forth in the Agreement. In no event shall
Construction Manager be entitled to any other compensation or recovery of any
damages in connection with constructive acceleration, including consequential damages,
lost opportunity costs or similar remuneration. Construction Manager shall accelerate its
Work in a reasonably cost efficient manner.
8. Construction Work Meetings
Construction Manager shall conduct a pre -construction conference with each
Subcontractor after award of the subcontract and prior to the start of its portion of the
Work. Construction Manager shall hold progress and coordination meetings bi-weekly,
or more frequently if required by Work progress, to provide for the timely completion of
the Construction Work.
In addition, Construction Manager shall arrange and conduct regular monthly Project
status meetings with the Consultant and the City. Construction Manager shall use the
job site meetings as a tool for the pre -planning of Work and enforcing schedules, and for
establishing procedures, responsibilities, and identification of authority for all parties to
clearly understand. During these meetings, Construction Manager shall identify the party
or parties responsible for following up on any problems, delay items or questions, and
Construction Manager shall note the action to be taken by such party or parties.
Construction Manager shall revisit each pending item at each subsequent meeting until
resolution is achieved. Construction Manager shall attempt to obtain from all present any
potential problems or delaying event known to them for appropriate attention and
resolution. Construction Manager shall be responsible for keeping minutes of the
meeting and distribution of the minutes to all parties in attendance as well as the
Director.
9. Progress Payments
Construction Manager may make Application for Payment, utilizing forms provided by
the City, for Work completed during the Project at intervals of not more than once a
month. Construction Manager's Application for Payment shall include an updated
Schedule of Values, an updated Project Schedule, Progress Report and a partial release
of liens or consent of Surety relative to the Construction Work, which is the subject of the
Application for Payment and any other information required by the Consultant and/or the
City. Each Application for Payment shall be submitted in triplicate to Consultant for
approval.
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THIS DOCIJNIENT IS A
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BACKUP. ORIGINAL, CAN BE SER
AT THE END OF THIS DOCUMENT.
Ten percent (10%) of all monies earned by Construction Manager shall be retained by
City until Final Completion and acceptance by City except that after fifty percent (50%) of
the Construction Work has been completed, the retainage shall be reduced to five
percent (5%). After fifty percent (50%) completion of the Construction Work,
Construction Manager may present to the City a payment request for up to one-half (1/2)
of the retainage held by the City, which request must be granted unless the City has
grounds for withholding the payment in accordance with Section 255.078, Florida
Statutes. Any interest earned on retainage shall accrue to the benefit of the City. All
requests for retainage reduction or payment shall be in writing in a separate stand alone
document.
City may withhold, in whole or in part, payment to such extent as may be necessary to
protect itself from loss on account of:
■ Defective Work not remedied.
■ Claims filed or reasonable evidence indicating probable filing of claims by other parties
against Construction Manager or City because of Construction Manager's performance.
■ Failure of Construction Manager to make payments properly to Subcontractors or for
material or labor.
■ Damage to a Separate Contractor not remedied.
■ Liquidated damages and costs incurred by Consultant for extended construction
administration.
■ Failure of Construction Manager to provide any and all documents required by the
Contract Documents.
10. Acceptance and Final Payment
Upon receipt of written notice From Construction Manager that the Construction Work is
ready for final inspection and acceptance, Consultant shall, within ten (10) calendar
days, make an inspection thereof. If Consultant and City's Project Manager find the
Work acceptable, the requisite documents have been submitted and the requirements of
the Contract Documents fully satisfied, and all conditions of the permits and regulatory
agencies have been met, a Final Certificate for Payment (Attachment E) shall be issued
by Consultant, over its signature, stating that the requirements of the Contract
Documents have been performed and the Work is ready for acceptance under the terms
and conditions thereof.
Before issuance of the Final Certificate for Payment, Construction Manager shall deliver
to Consultant a complete release of all liens arising out of this Agreement, or receipts in
full in lieu thereof; an affidavit certifying that all suppliers and Subcontractors have been
paid in full and that all other indebtedness connected with the Construction Work has
been paid, and a consent of the surety to final payment; the final corrected As -Built
Drawings; the Record Set; and the final bill of materials, if required, and Application for
Payment. Construction Manager shall deliver the written Construction Manager's and all
Manufacturer's warranties prior to issuance of the Final Certificate for Payment.
If, after the Construction Work has been substantially completed, full completion thereof
is materially delayed through no fault of Construction Manager, and Consultant so
certifies, City shall, upon certificate of Consultant, and without terminating the
Agreement, make payment of the balance due for that portion of the Construction Work
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AT THE END OF THIS DOCUMENT.
fully completed and accepted. Such payment shall be made under the terms and
conditions governing final payment, except that it shall not constitute a waiver of claims.
The acceptance of final payment shall constitute a waiver of all claims by Construction
Manager, except those previously made in strict accordance with the provisions of the
Agreement and identified by Construction Manager as unsettled at the time of the
application for final payment.
11. Subcontracts:
Subcontracts shall be awarded pursuant to the procedures set forth in the Contract
Documents. Construction Manager shall make no substitution for any Subcontractor,
person or entity previously selected without the prior consent of City's Project Manager
to the proposed substitution, which consent shall not be unreasonably withheld.
Construction Manager shall negotiate all Change Orders, Construction Change
Directive, Field Directives and other related issues, with all affected Subcontractors and
shall review the costs all associated costs and advise City and consultant of their validity
and reasonableness, acting in the City's best interest, prior to requesting approval of
each Change Order from the City.
Construction Manager shall continuously update the Subcontractor list, so that it remains
current and accurate throughout the entire performance of the Construction Work. As
part of the Project document File to be maintained by Construction Manager at the
Project Site, Construction Manager shall keep on file a copy of the license for every
Subcontractor performing any portion of the Construction Work, as well as maintain a log
of all such licenses.
12. Interfacing of Subcontracts
The Construction Manager shall take such measures as appropriate to provide that
construction requirements will be covered in the separate sub -contracts for procurement
of long lead items that the separate construction sub -contracts and the general
conditions items are performed without duplication or overlap and are sequenced to
maintain completion of all Work on schedule. Particular attention shall be given to
provide that each bid package clearly identifies the work included in that particular
separate sub -contract, its schedule for start and completion and its relationship to other
Separate Contractors.
13. Performance Bond and Payment Bond
Within fifteen (15) calendar days of being notified of the acceptance of the GMP by the
City Commission, Construction Manager shall furnish a Performance Bond and a
Payment Bond containing all the provisions of the Performance Bond and Payment
Bond attached hereto.
Each Bond shall be in the amount of one hundred percent (100%) of the GMP
guaranteeing to City the completion and performance of the Work covered in the
amendment as well as full payment of all suppliers, laborers, or subcontractors
employed pursuant to this Project. Each Bond shall be with a surety, which is qualified
pursuant to Article 14 below.
Each Bond shall continue in effect for one year after Final Completion and acceptance of
the Work with liability equal to $25,000,000, or an additional bond shall be conditioned
that Construction Manager will, upon notification by City, correct any defective or faulty
work or materials which appear within one year after Final Completion of the Agreement.
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THIS DOCUMENT IS A
• SUBSTITUTION TO ORICL
BACKUP. ORIGINAL CAN44M SEEN
AT THE END OF THIS DOCUMENT.
Pursuant to the requirements of Section 255.05(1)(a), Florida Statutes, as may be
amended from time to time, Construction Manager shall ensure that the bond(s)
referenced above shall be recorded in the public records of Miami -Dade County and
provide City with evidence of such recording.
Alternate Form of Security:
In lieu of a Performance Bond and a Payment Bond, Construction Manager may furnish
alternate forms of security, which may be in the form of cash, money order, certified
check, cashier's check or unconditional letter of credit in the form attached hereto. Such
alternate forms of security shall be subject to the prior approval of City and for same
purpose and shall be subject to the same conditions as those applicable above and shall
be held by City for one year after completion and acceptance of the Work.
14. Qualification of Surety:
Bid Bonds, Performance Bonds and Payment Bonds over Five Hundred Thousand
Dollars ($500,000.00):
Each bond must be executed by a surety company of recognized standing, authorized to
do business in the State of Florida as surety, having a resident agent in the State of
Florida and having been in business with a record of successful continuous operation for
at least five (5) years.
The Surety shall hold a current certificate of authority as acceptable surety on federal
bonds in accordance with United States Department of Treasury Circular 570, Current
Revisions. If the amount of the Bond exceeds the underwriting limitation set forth in the
circular, in order to qualify, the net retention of the Surety shall not exceed the
underwriting limitation in the circular, and the excess risks must be protected by
coinsurance, reinsurance, or other methods in accordance with Treasury Circular 297,
revised September 1, 1978 (31 DFR Section 223.10, Section 223.111). Further, the
Surety shall provide City with evidence satisfactory to City, that such excess risk has
been protected in an acceptable manner.
The City will accept a surety bond from a company with a rating of B+ or better for bonds
up to $2 million, provided, however, that if any surety company appears on the watch list
that is published quarterly by Intercom of the Office of the Florida Insurance
Commissioner, the City shall review and either accept or reject the surety company
based on the financial information available to the City. A surety company that is
rejected by the City may be substituted by the Bidder or proposer with a surety company
acceptable to the City, only if the bid amount does not increase. The following sets forth,
in general, the acceptable parameters for bonds:
Policy-
Financial
Amount of Bond
holders
Size
Ratings
Category
500,001 to 1,000,000
B+
Class
1,000,001 to 2,000,000
B+
Class
2,000,001 to 5,000,000
A
Class
5,000,001 to 10,000,000
A
Class
10,000,001 to 25,000,000
A
Class
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0 0
25,000,001 to 50,000,000 A Class
50,000,001 or more A Class
15. Warranty of Construction
The Construction Manager shall warrant that the Work conforms to the Agreement and
is free of any patent and/or latent defect of the workmanship for a minimum period of
one year from the date of Final Completion.
The warranty hereunder shall be in addition to whatever rights the City may have under
law. The Construction Manager's obligation under this warranty shall be at its own cost
and expense, to promptly repair or replace (including cost of removal and installation),
that item (or part or component thereof) which proves defective or fails to comply with
the Agreement within the warranty period such that it complies with the Agreement.
In the event the Construction Manager fails to repair or replace defective Construction
Work in accordance with the terms of the Agreement, and this warranty, the City shall
have the right to collect such costs incurred or withhold the cost of the anticipated
repairs by offsetting the amount against any payment due the Construction Manager
under any contract between the City and the Construction Manager.
All guarantees and warranties under the Agreement are fully enforceable by the City
acting in its own name.
16. Methods Of Performinq The Work
If the City's Project Manager or Consultant reasonably determines that the rate of
progress of the Work is not such as to insure its completion within the designated
completion time, or if, in the opinion of the Consultant, the Construction Manager is not
proceeding with the Work diligently or expeditiously or is not performing all or any part of
the Work according to the Project Schedule accepted by or determined by the
Consultant, the Consultant shall have the right to order the Construction Manager to do
either or both of the following: (1) improve its Work force; and/or (2) improve its
performance in accordance with the Project Schedule to insure completion of the Project
within the specified time and/or (3) The City at its sole option may also have Work
performed by a third party contractor and deduct such cost from any monies due the
Construction Manager. The Construction Manager shall immediately comply with such
orders at no additional cost to the City.
Where materials are transported in the performance of the Construction Work, vehicles
shall not be loaded beyond the capacity recommended by the vehicle manufacturer or
permitted by Federal, State or local law(s). When it is necessary to cross curbing or
sidewalks, protection against damage shall be provided by the Construction Manager
and any damaged curbing, grass areas, sidewalks or other areas shall be repaired at the
expense of the Construction Manager to the satisfaction of the City's Project Manager or
Consultant.
The Construction Manager shall furnish to the City's Project Manager or Consultant and
the City's Project Manager a complete listing of 24-hour telephone numbers at which
responsible representatives of the Construction Manager and all of the Construction
Manager's Subcontractors can be reached should the need arise at any time.
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THIS CUMENT L5 A
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BACkUP. ORIGINAL CAN BE SEEN
AT THE END OF THIS DOCUMENT.
17. Construction Manager's Use Of Project Site
Limitations may be placed on the Construction Manager's use of the Project Site and
such limitations will be identified by the City. The City will make storage available to the
Construction Manager at its sole discretion based on availability of space. The
Construction Manager shall also coordinate and schedule deliveries so as to minimize
disruptions to the Adjacent Development Work.
The Construction Manager's use of the Project Site may be restricted as needed to
facilitate the Adjacent Development Work, which will be under construction during
construction of the Work, it being understood and agreed that the Adjacent Development
Work shall have site priority of the Work. The Construction Manager shall:
• Confine operations at the Project Site to the areas permitted by the City; not
disturb portions of the Project Site beyond the specified areas; conform to Project Site
rules and regulations affecting the Construction Work.
• Keep existing driveways and entrances serving surrounding facilities clear and
available to the City, its employees and the public at all times; not use areas for parking
and/or storage of materials except as authorized by the City's Project Manager.
• Assume all responsibility for its tools, equipment and materials, including any
materials purchased for the Construction Work, and its vehicles while performing
Construction Work for the City and/or while parked at a City facility. The City assumes
no liability for damage to the items specified in this paragraph.
Access to and egress from the Project Site shall be subject to the approval of the
Consultant and the City's Project Manager. No worker's personal vehicles shall be
permitted to park inside of the Project Site, without the prior written approval of the City.
18. Work Staging And Phasing
The Construction Work to be performed shall be done in such a manner so as not to
interfere with the Adjacent Development Work or the Separate Contractors' work. The
manner in which the Work is performed shall be subject to the approval of the City's
Project Manager or Consultant, whom if necessary, shall have the authority to require
changes in the manner in which the Work is performed. There shall be no obstruction of
City services without the prior written approval of the City's Project Manager. All
requests for such interruption or obstruction must be given in writing to the City's Project
Manager 24 hours in advance of the interruption of City operations.
The Construction Manager shall familiarize itself with normal City operations where the
Construction Work is to be performed so that it can conduct the Construction Work in the
best possible manner to the complete satisfaction of the Consultant and the City's
Project Manager.
A staging plan must be submitted to and approved by the City's Project Manager or the
Consultant prior to the start of construction and issuance of the Notice to Proceed. Such
staging plan shall be revised and resubmitted as necessary during construction.
19. Existina Utilities and Trees
Known utilities, structures, and trees adjacent to or encountered in the Construction
Work may be shown on the Drawings. The locations shown are taken from existing
records and the best information available from existing plans; however, it is expected
that there may be some discrepancies and omissions in the locations and quantities of
utilities and structures shown. Those shown are for the convenience of the Construction
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BACKUP. ORIGINAL CAN BE SEEN
AT THE END OF THIS DOCUMENT.
Manager only, and no responsibility is assumed by either the City or the Consultant for
their accuracy or completeness. No request for additional compensation or Agreement
Time resulting from encountering utilities not shown will be considered. The
Construction Manager shall explore sufficiently ahead of the Work to allow time for any
necessary adjustments. The Construction Manager shall field verify all locations.
Construction Manager shall coordinate with any affected companies, including utility
companies and take necessary precautions to prevent damage to existing structures
whether on the surface, above ground, or underground, including have the owner of the
interfering structures place temporary supports. The Construction Manager must
coordinate all utility locations through "Sunshine State One Call of Florida, Inc."
20. Construction Manager's Responsibility for Utility Properties and Service
Where the Construction Manager's operations could cause damage or inconvenience to
railway, telephone, fiber optic, television, electrical power, oil, gas, water, sewer, or
irrigation systems, the Construction Manager shall make all arrangements necessary for
the protection of these utilities and services or any other known utilities.
Notify all utility companies that are affected by the construction operation at least 48
hours in advance. Under no circumstance expose any utility without first obtaining
permission from the appropriate agency. Once permission has been granted, locate,
expose, and provide temporary support for all existing underground utilities and utility
poles where necessary.
The Construction Manager and its Subcontractors shall be solely and directly
responsible to the owner and operators of such properties for any damage, injury,
expense, loss, inconvenience, delay, suits, actions, or claims of any character brought
because of any injuries or damage which may result from the construction operations
under the Contract Documents.
Neither the City nor its officers or agents shall be responsible to the Construction
Manager for damages as a result of the Construction Manager's failure to protect utilities
encountered in the Work.
In the event of interruption to domestic water, sewer, storm drain, or other utility services
as a result of accidental breakage due to construction operations, promptly notify the
proper authority. Cooperate with said authority in restoration of service as promptly as
possible and bear all costs of repair. In no event shall interruption of any utility service be
allowed unless granted by the owner of the utility.
In the event water service lines that interfere with trenching are encountered, the
Construction Manager may, by obtaining prior approval of the water utility, cut the
service, dig through, and restore the service with similar and equal materials at the
Construction Manager's expense and as approved by the City's Project Manager or
Consultant.
Replace, with material approved by the City's Project Manager or Consultant, at
Construction Manager's expense, any and all other laterals, existing utilities or structures
removed or damaged during construction, unless otherwise provided for in the Contract
Documents and as approved by the City's Project Manager or Consultant.
Replace with material approved by the City's Project Manager or Consultant, at
Construction Manager's expense, any existing utilities damaged during the Work
Stadium Site Parking, B-30648 Page 73
THIS DOCUMENT IS.
SUBSTITUTION TO OR FINAL
BACKUP. ORIGINAL CAN BE SEEN
AT THE UND OF THIS DOCUMENT,
21. Differing Site Conditions
In the event that during the course of the Construction Work Construction Manager
encounters subsurface or concealed conditions at the Project Site which differ materially
from those shown on the Contract Documents and from those ordinarily encountered
and generally recognized as inherent in Construction Work of the character called for in
the Contract Documents; or unknown physical conditions of the Project Site, of an
unusual nature, which differ materially from that ordinarily encountered and generally
recognized as inherent in Construction Work of the character called for in the Contract
Documents, Construction Manager, without disturbing the conditions and before
performing any Construction Work affected by such conditions, shall, within twenty-four
(24) hours of their discovery, notify City and Consultant in writing of the existence of the
aforesaid conditions. Consultant and City shall, within two (2) business days after
receipt of Construction Manager's written notice, investigate the site conditions identified
by Construction Manager. If, in the sole opinion of Consultant, the conditions do
materially so differ and cause an increase or decrease in Construction Manager's cost
of, or the time required for, the performance of any part of the Construction Work,
whether or not changed as a result of the conditions, Consultant shall recommend an
equitable adjustment to the Agreement, in cost and/or time. If City's Project Manager,
the Consultant and Construction Manager cannot agree on an adjustment in the
adjustment shall be referred to the Director for determination. Should the Director
determine that the conditions of the Project(s) site(s) are not so materially different to
justify a change in the terms of the Contract Documents, the Director shall so notify the
City's Project Manager, Consultant, and Construction Manager in writing, stating the
reasons, and such determination shall be final and binding upon the parties hereto..
No request by Construction Manager for an equitable adjustment to the Agreement
under this provision shall be allowed unless Construction Manager has given written
notice in strict accordance with the provisions of this Article. No request for an equitable
adjustment or for differing site conditions shall be allowed if made after the date certified
by Consultant as the date of Substantial Completion.
22. Product and Material Testing
The responsibility for all tests and inspection will resides with the Construction Manager,
except where otherwise specifically stated in the specifications or drawings.
If the Contract Documents or Applicable Laws require any portion of the Work to be
inspected, tested or approved, Construction Manager shall give the City's Project
Manager and Consultant timely notice of its readiness so City's Project Manager and
Consultant may observe such inspection, testing or approval. The cost for tests and
inspection shall be included in the GMP Amendment.
If City's Project Manager or Consultant determines that any Work requires additional
inspection, testing or approval that is not included in the GMP, the City will, upon written
authorization from the City's Project Manage, instruct Construction Manager to order
such additional inspection, testing or approval, and Construction Manager shall give
notice as provided in the Agreement. If such additional inspection or testing reveals a
failure of the Work to comply with the requirements of the Contract Documents,
Construction Manager shall bear all costs thereof, including compensation for
Consultant's and City's Representative's additional services made necessary by such
failure; otherwise the City shall bear such costs, and an appropriate Change Order shall
be issued.
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THIS DOCUMENT 1S A
BSTITUTION TO ORIGINAL
IPACKUP.
11ORIGINAL CAN BE SEEN •
AT THE END OF THIS DOCUMENT.
Required certificates of inspection, testing or approval shall be secured by Construction
Manager and Construction Manager shall promptly deliver them to the City's Project
Manager and the Consultant.
If Consultant or the City wishes to observe the inspections, tests or approvals required
by the Contract Documents, they will do so promptly and, where practicable, at the
source of supply.
23. Proiect Site Facilities
Construction Manager shall arrange, with the City's Project Manager, for all Project -site
facilities as necessary to enable the Construction Manager, City's Project Manager, and
Consultant to perform their respective duties and to accommodate any representatives
of the City which the City may choose to have present at the Project. Project -site
facilities, include, but are not limited to such things as trailers, toilets, and any other
equipment necessary to carry on the Construction Work. The specifics of facilities
required for the Consultant or the City shall be provided prior to the establishment of the
GMP.
Construction Manager's, Subcontractor's, supplier's, materialmen's personnel shall not
use the City trailer at the Project site. The Construction Manager shall provide and
maintain at his own expense, in a sanitary condition, such accommodations for the use
of his employees as is necessary to comply with the requirements including Chapter 46
of the Building Code and regulations of the State of Florida Department of Health and
Rehabilitative Services or Dade County Health Department. The Construction Manager,
his employees or his Subcontractors shall commit no public nuisance or use any
facilities that have not been specifically provided for use by the Construction Manager.
The Construction Manager shall furnish an adequate supply of drinking water for his and
his Subcontractors' employees.
There shall be adequate provisions made by the Construction Manager to ensure all
disposable materials are properly disposed of and do not create a nuisance to the City or
the public. The location of the temporary facilities shall be subject to the approval of the
Consultant or City's Project Manager
The Construction Manager shall be required to obtain all necessary permits required for
any Project site facilities. Construction Manager shall also be responsible to maintain
such facilities in a safe and working condition.
All such facilities remain the property of the Construction Manager and the Construction
Manager shall be responsible for removal and disposal of such facilities prior to Final
Acceptance.
24. Safety and Security
Construction Manager's and Subcontractors personnel will be required to attend a pre -
job safety orientation meeting before being allowed on the Project Site. This orientation
will at a minimum consist of a one hour review of site safety procedures and reporting
requirements. Each attendee will be issued a numbered helmet sticker or badge that will
serve as a site access pass and qualification as attendance to the safety orientation
meeting.
No employees of the Construction Manager or Subcontractors will be allowed on the
Project Site who have not attended the pre -job orientation.
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AT THE END OF THIS DOCUMENT.
All vendors must be escorted on the Project Site by a qualified Construction Manager
representative. Visitors must be escorted at all times by a qualified person or attend the
safety orientation meeting.
Construction Manager shall conduct training for all personnel including supervisory
personnel, and conduct weekly "tool box" safety meetings for all personnel on the
Project Site.
The City's Project Manager, or designated representative, will have full authority to stop
the Work when necessary to enforce mandatory safety requirements.
The City shall have the authority to stop Work when necessary to enforce mandatory
safety requirements. The City shall also have the authority to hire outside contractors to
perform necessary safety-related corrections should the Construction Manager fail to
correct deficiencies and backcharge Construction Manager.
In any emergency affecting the safety of persons or property, Construction Manager
shall act immediately, as necessary, and appropriate to prevent or minimize threatened
or imminent damage, injury or loss. Construction Manager shall notify the City and
Brown & Brown immediately of the situation and all actions taken. If, in the Construction
Manager's judgment, the emergency condition is beyond its control, Construction
Manager shall, upon notification to the City and Brown & Brown, proceed in accordance
with directions of the City's Project Manager.
Owner may request, and Contractor agrees to the removal from the Project of any
Contractor's or subcontractor's personnel, management, or craft for noncompliance with
the site specific safety program or non -correction of hazards. The City's request for
removal may also apply to any individual who habitually, in the sole judgment of the
City's Project Manager, exhibits an unsafe behavior or attitude.
Failure to comply with the safety requirements will be considered as noncompliance with
the Contract Documents and may result in necessary and appropriate action to Cure the
noncompliance.
No part of the time lost due to any stop Work order, issued in accordance with the
above, or the removal of any personnel from the Project shall be made the subject of a
claim for extension of time or increased costs by the Construction Manager.
Where the City's Project Manager requires the removal of a person from the Project
does not require or imply that the person's employment should be terminated. The sole
responsibility and liability for the employment of such personnel is solely the
responsibility of the employer of the person.
As part of its safety program for the Project the Construction Manager shall implement a
drug free program, which shall also include notification to its employees, Subcontractors'
and suppliers' employees that they are subject to search prior to entering or leaving the
Project Site.
The Project Site where the Construction Work is to be performed is not a secure area.
The Construction Manager shall have sole responsibility for the security of all materials,
tools, equipment and Construction Work at the Project Site. The City shall not be liable
for any damage or loss to such materials, tools, equipment and Construction Work.
25. Worker's Identification
The Construction Manager's employees, who include any Subcontractor, shall wear an
identification card provided by the Contractor. The identification card shall bear the
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employee's picture, name, title and name of the employer. Failure by a Construction
Manager's employee to wear such identification may result in his removal from the Work
until such time as the identification card is obtained and worn. Such removal shall not
act as a basis for the Construction Manager to submit a claim for an extension of time.
26. Royalties and Patents:
Construction Manager shall pay all royalties and license fees, shall defend all suits or
claims for infringement of any patent rights and shall hold the City, City's representative,
harmless from loss on account thereof, except that City, if applicable, shall be
responsible for all such loss when a particular design, process or the product of a
particular manufacturer or manufacturers is selected by such person or such person's
agent (including Consultant) or is required by the Contract Documents. If Construction
Manager, or the City as the case may be, has reason to believe that the design, process
or product selected is an infringement of a patent, that party shall be responsible for
such loss unless such information is promptly given to the others and also to the
consultant.
27. Labor and Materials
Unless otherwise provided herein, Construction Manager shall provide and pay for all
materials, labor, water, tools, equipment, light, power, transportation and other facilities
and services necessary for the proper execution and completion of the Construction
Work, whether temporary or permanent and whether or not incorporated or to be
incorporated in the Construction Work.
Construction Manager shall at all times enforce strict discipline and good order among
its employees and subcontractors at the Project site and shall not employ on the Project
any unfit person or anyone not skilled in the Work to which they are assigned.
28. Substitutions
Whenever materials or equipment are specified or described in the Contract Documents
by using the name of a proprietary item or the name of a particular supplier, the naming
of the item is intended to establish the type, function and quality required. Unless the
name is followed by words indicating that no substitution is permitted, materials or
equipment of other suppliers may be accepted by City and Consultant if sufficient
information is submitted by Construction Manager to allow City and Consultant to
determine that the material or equipment proposed is equivalent or equal to that named.
Requests for review of substitute items of material and equipment will not be accepted
by City's Project Manager and/or Consultant from anyone other than Construction
Manager.
If Construction Manager wishes to furnish or use a substitute item of material or
equipment, Construction Manager shall make application to Consultant for acceptance
thereof, certifying that the proposed substitute shall perform adequately the functions
and achieve the results called for by the general design, be similar and of equal
substance to that specified and be suited to the same use as that specified. The
application shall state that the evaluation and acceptance of the proposed substitute will
not prejudice Construction Manager's achievement of Substantial Completion on time,
whether or not acceptance of the substitute for use in the Work will require a change in
any of the Contract Documents to adapt the design to the proposed substitute and
whether or not incorporation or use by the substitute in connection with the Construction
Work is subject to payment of any license fee or royalty. All variations of the proposed
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substitute from that specified will be identirieo in uie application and available
maintenance, repair and replacement service shall be indicated. The application also
shall contain an itemized estimate of all costs that will result directly or indirectly from
acceptance of such substitute, including costs for redesign and claims of other
contractors affected by the resulting change, all of which shall be considered by the
Consultant in evaluating the proposed substitute. The Consultant may require the
Construction Manager to furnish at Construction Manager's expense additional data
about the proposed substitute.
If a specific means, method, technique, sequence or procedure of construction is
indicated in or required by Contract Documents, Construction Manager may furnish or
utilize a substitute means, method, technique, sequence or procedure of construction
acceptable to the Consultant, if the Construction Manager submits sufficient information
to allow the Consultant to determine that the substitute proposed is equivalent to that
indicated or required by the Contract Documents. The procedures for submission to and
review by the Consultant shall be the same as those provided herein for substitute
materials and equipment.
The Consultant shall be allowed a reasonable time within which to evaluate each
proposed substitute. The Consultant and the City shall be the sole judges of the
acceptability of any substitute. No substitute shall be ordered, installed or utilized without
the City's and the Consultant's prior written acceptance which shall be evidenced by
either a Change Order or an approved submittal. The City and the Consultant may
require the Construction Manager to furnish at Construction Manager's expense a
special performance guarantee or other surety with respect to any substitute.
29. Maintenance of Traffic and Public Streets
Scope of Work
The Construction Manager shall be responsible for the maintenance of public streets
and traffic control necessary to perform the Work under the Contract Documents. The
cost of traffic control shall be included in the Construction Manager's GMP.
Regulations
As used herein, any reference to Miami -Dade County, its departments, or its published
regulations, permits and data, shall be synonymous and interchangeable with other
recognized governing bodies over particular areas or streets, or their departments,
published regulations (i.e., Manual of Uniform Traffic Control Devices (MUTCD), FDOT
Roadway and Bridge Standard Index Drawing Book), permits or data. The Construction
Manager shall abide by all applicable laws, regulations, and codes thereof pertaining to
Maintenance of Traffic (MOT) on public streets, detour of traffic, traffic control and other
provisions as may be required for this Project.
Maintenance of Traffic (MOT)
The Construction Manager shall be fully responsible for the MOT on public streets,
detour of traffic (including furnishing and maintaining regulatory and informative signs
along the detour route), traffic control, and other provisions, throughout the Project, as
required by the Manual of Uniform Traffic Control Devices (MUTCD), and FDOT
Roadway and Bridge Standard Index drawing Book. Traffic shall be maintained
according to corresponding typical traffic control details as outlined in the previous noted
standards. No street shall be completely blocked, nor blocked more than one-half at any
time, keeping the other one-half open for traffic, without specific approval.
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If required by the City's Project Manager or Consultant, Traffic Division or FDOT or as
otherwise authorized by the City's Project Manager or Consultant, the Construction
Manager shall make arrangements for the employment of uniformed off-duty policemen
to maintain and regulate the flow of traffic through the work area. The number of men
required and the number of hours on duty necessary for the maintenance and regulation
of traffic flow shall be provided by the City of Miami Police Department.
The Construction Manager shall provide all barricades with warning lights, necessary
arrow boards and signs, to warn motorists of the Work throughout the Project. Adequate
approved devices shall be erected and maintained by the Construction Manager to
detour traffic.
Excavated or other material stored adjacent to or partially upon a roadway pavement
shall be adequately marked for traffic safety at all times. The Construction Manager
shall provide necessary access to all adjacent property during construction.
The Construction Manager shall be responsible for the provision, installation and
maintenance of all MOT and safety devices, in accordance with the Manual of Uniform
Traffic Control Devices (MUTCD) and FDOT Roadway and Bridge Standards index
drawing book. In addition, the Construction Manager shall be responsible for providing
the Consultant with MOT plans for lane closures and/or detours for approval. These
plans (sketches) shall be produced, signed and sealed by a professional Engineer
registered in the State of Florida, employed by the Construction Manager and certified
under FDOT Procedure NPIL No. 625-010-010.
Where excavations are to be made in the vicinity of signalized intersections, attention is
directed to the fact that vehicle loop detectors may have been embedded in the
pavement. Verify these locations by inspecting the site of the Work and by contacting the
Sunshine State One -Call Center (1-800-432-4770), 48 hours prior to any excavation.
Any loop detector which is damaged, whether shown on the Plans or not, shall be
repaired or replaced to the satisfaction of the Miami Dade County Signs and Signal
Division (Phone No. 305-592-3470).
Where applicable, the Construction Manager shall notify the Traffic Division 24 hours in
advance of the construction date or 48 hours in advance of construction within any
signalized intersection.
Temporary pavement will be required over all cuts in pavement areas, and also where
traffic is to be routed over swale or median areas. When the temporary pavement for
routing traffic is no longer necessary, it shall be removed and the swale or median areas
restored to their previous condition.
Pavement markings damaged during construction shall be remarked, as required by the
Traffic Division.
Maintenance of Traffic for Bypass Pumping
The Construction Manager shall take appropriate steps to ensure that all temporary
pumps, piping and hoses are protected from vehicular traffic and pedestrian traffic.
Lane Closures
Where construction of the Project shall involve lane closures public streets, the following
shall apply:
Lane closures require a Lane Closure Permit, obtained two weeks prior to planned
construction, with a minimum 48-hour prior notice to local police and emergency
departments (some police jurisdictions may require considerably more notice). Lane
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closures of a one day or less duration will generally not be approved for major collector
streets or for arterial streets during the hours of 7am to 9am and 4pm to 6pm weekdays.
30. NDPES Requirements
Construction Manager shall comply with the State of Florida rules and regulations for the
National Pollutant Discharge Elimination System (NPDES) including but not limited to all
permitting, Notices of Intent, and the Storm Water Pollution Prevention Plan (SWPPP).
All costs for NPDES and SWPPP shall be included in the bid prices. For further
information on compliance requirements for NPDES and SWPPP contact the City of
Miami Public Works Department at (305) 416-1200 or visit the State of Florida website at
http://www.dep.state.fl.us/water/stormwater/npdes/. Construction Manager is
responsible for obtaining, completing and paying for any required NPDES application or
permits that may be required.
31. Construction Signage
The City shall provide the Construction Manager the construction requirements, wording
and layout for the signs prior to the submission of the GMP Proposal. The Construction
Manager shall be required to furnish two City of Miami signs at the Project Site.
The Construction Manager shall also post appropriate construction site warning signs at
the Project Site. Such signs shall be posted to warn pedestrian and vehicle traffic.
Construction Manager shall provide drawings for the signage, which shall be subject to
approval by the City's Project Manager.
The City shall approve the locations for all signage.
32. Inspection of Work
Consultant and City shall at all times have access to the Construction Work during
normal work hours, and Construction Manager shall provide proper facilities for such
access and for inspecting, measuring and testing.
Should the Contract Documents, Consultant's/City's Project Manager's instructions, any
laws, ordinances, or any public authority require any of the Construction Work to be
specially tested or approved, Construction Manager shall give City's Project Manager
timely notice of readiness of the Construction Work for testing. If the testing or approval
is to be made by an authority other than City, timely notice shall be given of the date
fixed for such testing. Testing shall be made promptly, and, where practicable, at the
source of supply. If any of the Construction Work should be covered up without approval
or consent of City's Project Manager or Consultant, it must, if required by City's Project
Manager, be uncovered for examination and properly restored at Construction
Manager's expense.
Re-examination of any of the Construction Work may be ordered by City's Project
Manager, and if so ordered, the Construction Work must be uncovered by Construction
Manager. If such Construction Work is found to be in accordance with the Contract
Documents, City shall pay the cost of reexamination and replacement by means of a
Change Order. If such Construction Work is not in accordance with the Contract
Documents, Construction Manager shall pay such cost.
The Construction Manager shall bear the cost of correcting destroyed or damaged
construction, whether completed or partially completed, of the City or separate
contractors caused by the Construction Manager's correction or removal of Work which
is not in accordance with the requirements of the Contract Documents.
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Inspectors shall have no authority to permit deviations from, or to relax any of the
provisions of the Contract Documents or to delay the Construction Work by failure to
inspect the materials and Construction Work with reasonable promptness without the
written permission or instruction of Consultant.
The payment of any compensation, whatever may be its character or form, or the giving
of any gratuity or the granting of any favor by Construction Manager to any inspector,
directly or indirectly, is strictly prohibited, and any such act on the part of Construction
Manager will constitute a breach of this Contract.
33. Mounting Heights
Where mounting heights are not indicated, the Construction Manager shall mount
individual units at industry recognized standard mounting heights for the particular
application indicated; and, refer questionable mounting height choices to the Consultant
for final decision.
34. Submittals
Construction Manager shall check and approve all shop drawing, samples, product data,
schedule of values, and any and all other submittals to make sure they comply with the
Contract Documents prior to submission to the City's Project Manager or Consultant.
Construction Manager by approving and submitting any submittals, represents that they
have verified the accuracy of the submittals, and they have verified all of the submittal
information and documentation with the requirements of the Contract Documents. At
time of submission the Construction Manager shall advise the City's Project Manager
and the Consultant in writing of any deviations from the Contract Documents. Failure of
the Construction Manager to advise the City's Project Manager or Consultant of any
deviations shall make the Construction Manager solely responsible for any costs
incurred to correct, add or modify any portion of the Work to comply with the Contract
Documents.
Each shop drawing submittal shall contain a title block containing the following
information:
• Number and title of drawing, including Agreement title and Number;
• Date of drawing and revisions;
• Name of Construction Manager and Subcontractor (if any) submitting drawings;
• Name of Project, Building or Facility;
• Specification Section title and number;
• Construction Manager 's Stamp of approval, signed by the Construction Manager or his
checker;
• Space above the title block for Consultant's action stamp;
• Submittal or re -submittal number (whether first, second, third, etc.);
• Date of submittal.
Construction Manager shall sign, in the proper block, each sheet of shop drawing and
data and each sample label to certify compliance with the requirements of the Contract
Documents. Shop drawing submitted without the stamp and signature shall be rejected
and it will be considered that the Construction Manager has not complied with the
requirements of the Contract Documents. Construction Manager shall bear the risk of
any delays that may occur as a result of such rejection.
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City shall not be liable for any materials, fabrication of products or Construction Work
commenced that requires submittals until the Consultant has returned approved
submittals to the Construction Manager.
City's Project Manager and/or Consultant shall make every effort to review submittals
within fourteen (14) calendar days from the date of receipt by the Consultant.
Consultant's review shall only be for conformance with design concepts and the
information provided in the Contract Documents. The approval of a separate item shall
not constitute approval of an assembly in which the item functions. The Consultant shall
return the shop drawings to the Construction Manager for their use and distribution.
Acceptance of any submittal shall not relieve the Construction Manager of any
responsibility for any deviations from the requirements of the Contract Documents
unless the Construction Manager has given written notice to the Consultant of the
specific deviations and the Consultant has issued written approval of such deviations.
Construction Manager shall be responsible for the distribution of all shop drawings,
copies of product data and samples, which bear the Consultants stamp of approval.
Distribution shall include, but not be limited to; job site file, record documents file,
subcontractors, suppliers, and other affected contractors or entities that require the
information.
The Construction Manager shall also provide copies of all plans approved and permitted
by the required governing authorities.
The Construction Manager shall not be relieved of responsibility for errors or omissions
in any and all submittals by the Project Manager's or Consultant's acceptance thereof.
The Construction Manager warrants the adequacy for the purpose intended of any shop
drawings or portion of a shop drawing that alters, modifies or adds to the requirements of
the Contract Documents.
Nothing in the City's Project Manager's or Consultant's review of Shop Drawings,
Submittals and Samples shall be construed as authorizing additional work or increased
cost to the City.
During the progress of the Construction Work, the Construction Manager shall submit
copies of all reports, permits and inspections required by governing authorities, or
necessary for the Project. The Construction Manager shall also prepare a two week
look -ahead schedule which must be submitted to the Consultant and the City's Project
Manager on a weekly basis.
The Construction Manager shall also provide copies of all plans approved and permitted
by the required governing authorities.
35. Shop Drawings
Construction Manager shall submit Shop Drawings as required by the Contract
Documents. The purpose of the Shop Drawings is to show, in detail, the suitability,
efficiency, technique of manufacture, installation requirements, details of the item(s) and
evidence of its compliance or noncompliance with the Contract Documents.
Within fourteen (14) calendar days after City's acceptance of the GMP Proposal,
Construction Manager shall submit to Consultant a complete list of items for which Shop
Drawings are to be submitted and shall identify the critical items. Approval of this list by
Consultant shall in no way relieve the Construction Manager from submitting complete
Shop Drawings and providing materials, equipment, etc., fully in accordance with the
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Contract Documents. This procedure is required in order to expedite final approval of
Shop Drawings.
After the approval of the list of items required in Section 34 above, Construction
Manager shall promptly request Shop Drawings from the various manufacturers,
fabricators, and suppliers.
Construction Manager shall thoroughly review and check the Shop Drawings and each
and every copy shall show its approval thereon. Construction Manager shall submit
three (3) sets of shop drawings.
If the Shop Drawings show or indicate departures from the Contract Documents'
requirements, Construction Manager shall make specific mention thereof in its letter of
transmittal. Failure to point out such departures shall not relieve Construction Manager
from its responsibility to comply with the Contract Documents.
City's Project Manager or Consultant shall review and approve Shop Drawings within
fourteen (14) calendar days from the date received, unless said Shop Drawings are
rejected by Consultant for material reasons. Consultant's approval of Shop Drawings
will be general and shall not relieve Construction Manager of responsibility for the
accuracy of such Shop Drawings, nor for the proper fitting and construction of the work,
nor for the furnishing of materials or work required by the Contract Documents and not
indicated on the Shop Drawings. No work called for by Shop Drawings shall be
performed until the said Shop Drawings have been approved by Consultant. Approval
shall not relieve Construction Manager from responsibility for errors or omissions of any
sort on the Shop Drawings.
No approval will be given to partial submittals of Shop Drawings for items which
interconnect and/or are interdependent where necessary to properly evaluate the
design. It is Construction Manager's responsibility to assemble the Shop Drawings for
all such interconnecting and/or interdependent items, check them and then make one
submittal to Consultant along with its comments as to compliance, noncompliance, or
features requiring special attention.
If catalog sheets or prints of manufacturers' standard drawings are submitted as Shop
Drawings, any additional information or changes on such drawings shall be typewritten
or lettered in ink.
The minimum size for shop drawings shall be 11" X 17". Each shop drawing shall be
clear, thoroughly detailed and shall have listed on it all Contract Document references,
drawing number(s), specification section number(s) and the shop drawing numbers of
related work. Shop drawings must be complete in every detail, including location of the
work. Materials, gauges, methods of fastening and spacing of fastenings, connections
with other work, cutting, fitting, drilling and any and all other necessary information per
standard trade practices or as required for any specific purpose shall be shown.
Where professional calculations and/or certification of performance criteria of materials,
systems, and or equipment are required, the Consultant is entitled to rely upon the
accuracy and completeness of such calculations and certifications submitted by the
Construction Manager. Calculations, when required, shall be submitted in a neat clear
and easy format to follow.
Construction Manager shall keep one set of Shop Drawings marked with Consultant's
approval at the job site at all times.
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36. Product Data
Construction Manager shall submit four copies of product data. Each copy must be
marked to identify applicable products, models, options and other data. Construction
Manager shall supplement manufacturer's standard data to provide information unique
to the Construction Work.
Construction Manager shall only submit pages that are pertinent. Submittals shall be
marked to identify pertinent products, with references to the specifications and the
Contract Documents. Identify reference standards, performance characteristics and
capacities, wiring and piping diagrams and controls, component parts, finishes,
dimensions and required clearances.
Construction Manager shall submit a draft of all product data, warranty information and
operating and maintenance manuals at 50% completion of construction.
37. Samples
Construction Manager shall submit samples to illustrate the functional characteristics of
the product(s). Submittals shall be coordinated for different categories of interfacing
Work. Construction Manager shall include identification on each sample and provide full
information.
38. Record Set
Construction Manager shall maintain in a safe place at the Project site one record copy
and one permit set of the Contract Documents, including, but not limited to, all Drawings,
Specifications, amendments, Change Orders, RFIs, and Field Directives, as well as all
written interpretations and clarifications issued by the Consultant, in good order and
annotated to show all changes made during construction. The record Contract
Documents shall be continuously updated by Construction Manager throughout the
prosecution of the Construction Work to accurately reflect all field changes that are
made to adapt the Construction Work to field conditions, changes resulting from Change
Orders, Construction Change Directives, and Field Directives as well as all written
interpretations and clarifications, and all concealed and buried installations of piping,
conduit and utility services. Construction Manager shall certify the accuracy of the
updated record Contract Documents. As a condition precedent to City's obligation to pay
Construction Manager, the Construction Manager shall provide evidence, satisfactory to
the City and the Consultant, that Construction Manager is Fulfilling its obligation to
continuously update the record Contract Documents. All buried items, outside the
Project site, shall be accurately located on the record Contract Documents as to depth
and in relationship to not less than two (2) permanent features (e.g. interior or exterior
wall faces). The record Contract Documents shall be clean and all changes, corrections
and dimensions shall be given in a neat and legible manner in red. The record Contract
Documents shall be available to the City and the Consultant for reference. Upon
completion of the Construction Work and as a condition precedent to Construction
Manager's entitlement to final payment, the record Contract Documents shall be
delivered to the Consultant by the Construction Manager for the City. The Record Set of
Drawing shall be submitted in both hard copy and as electronic plot and .dwg files.
39. As -Built Drawings
During the Construction Work, Construction Manager shall maintain records of all
deviations from the Drawings and Specifications as approved by the Consultant and
prepare As -Built Record Drawings showing correctly and accurately all changes and
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deviations made during construction to reflect the work as it was actually constructed. It
is the responsibility of the Construction Manager to check the As -Built Drawings for
errors and omissions prior to submittal to the City and certify in writing that the As -Built
Drawings are correct and accurate, including the actual location of all internal piping,
electrical/signal conduits in or below the concrete floor. Indicate the size, depth and
voltage in each conduit.
Legibly mark to record actual construction: On-site structures and site work as follows:
• Depths of various elements of foundation in relation to finish
First floor datum.
• All underground piping and ductwork with elevations and
dimensions and locations of valves, pull boxes, etc. Changes in location. Horizontal
and vertical locations of underground utilities and appurtenances, referenced to
permanent surface improvements. Actual installed pipe material, class, etc.
• Location of internal utilities and appurtenances concealed in
the construction, referenced to visible and accessible features of the structure. Air
conditioning ducts with locations of dampers, access doors, fans and other items
needing periodic maintenance.
• Field changes in dimensions and details.
• Changes made by Consultant's written instructions or by
Change Order.
• Details not on original Agreement Drawings.
• Equipment, conduit, electrical panel locations.
• Consultant schedule changes according to Construction
Manager's records and shop drawings.
Specifications and Addenda: Legibly mark each section to record:
• Manufacturer, trade name, catalog number and Supplier of
each product and item of equipment actually installed.
• Changes made by Consultant's written instructions or by
Change Order.
• Approved Shop Drawings: Provide record copies for each
process equipment, piping, electrical system and instrumentation system.
• As -built documents shall be updated monthly as a condition
precedent to payment.
40. Requests For Information (RFI)
The Construction Manager shall submit in writing a Request for Information (RFI) to the
Consultant, with a copy to the City's Project Manager, where the Construction Manager
believes that the specifications or drawings are unclear or conflict. All requests must be
submitted in a manner that clearly identifies the drawing and/or specification section
where clarification or interpretation is being requested.
All RFIs by Construction Manager shall be submitted in good faith and shall contain
Construction Manager's proposed answer or solution to the request unless the
requesting party, in good faith, has not identified a proposed solution. The foregoing or
the submission or preparation by Construction Manager of a proposed answer or
proposed solution shall not be deemed to create any liability on Construction Manager
for design or adequacy of the proposed answer or solution.
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41. Field Directives
The City's Project Manager or Consultant may at times issue Field Directives to the
Construction Manager based on visits to the Project site. Such Field Directives shall be
issued in writing and the Construction Manager shall be required to comply with such
directive. Where the Construction Manager believes that the directive is outside the
scope of the Work, the Construction Manager shall, within 48 hours, notify the
Consultant and the City's Project Manager that the Field Directive is outside the scope of
the Work. At that time the Field Directive may be rescinded or the Construction
Manager may be required to submit a request for a Change Order proposal. Where the
Construction Manager is notified of the City's position that the Field Directive is within
the scope and the Construction Manager disagrees, the Construction Manager shall
notify the Consultant and the City's Project Manager that the Construction Manager
reserves the right to make a claim for the time and monies based on the Field Directive.
At no time shall the Construction Manager refuse to comply with the directive. Failure to
comply with the directive may result in a determination that the Construction Manager is
in default of the Agreement.
42. Work Logs
Construction Manager shall maintain at the Project Site a log of daily activities, including
manpower records, deliveries, inspections, testing, major decisions, delays, visitors to
the site, etc.
Construction Manager shall maintain a two week look -ahead schedule, which shall be
provided to the Consultant, the City, and subcontractors at the progress meetings
43. Change Orders
Changes in the quantity or character of the Construction Work of the Project which are
not properly the subject of Field Directives or Supplemental Instructions, including all
changes resulting in changes in the GMP, or use of the Construction Manager's
Contingency, or the increasing the value of the GMP by, shall be authorized only by
Change Orders approved in advance and issued in accordance with the provisions of
the City.
In the event satisfactory adjustment cannot be reached for any item requiring a change
in the GMP or increasing the value of the GMP, and a Change Order has not been
issued, City reserves the right at its sole option to either terminate the Agreement as it
applies to the items in question and make such arrangements as may be deemed
necessary to complete the disputed work; or may submit the matter in dispute as set
forth in Section 1, Article 57, Resolution of Disputes. During the pendency of the
dispute, and upon receipt of a Change Order approved by City, Construction Manager
shall promptly proceed with the change in the Work involved and advise the Consultant
and City's Project Manager in writing within seven (7) calendar days of Construction
Manager's agreement or disagreement with the method, if any, provided in the Change
Order for determining the proposed adjustment in the GMP or Construction Work Time
for Completion.
On approval of any change increasing the GMP, Construction Manager shall ensure that
the performance bond and payment bond are increased so that each reflects the total
GMP as increased.
Under circumstances determined necessary by City, Change Orders may be issued
unilaterally by City.
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The City reserves the right to order changes which may result in additions to or
reductions from the amount, type or value of the Work shown in the Contract Documents
and which are within the general scope of the Contract Documents. Any such changes
will be known as Extra Work.
No Extra Work shall be performed except pursuant to written orders of the City's Project
Manager or Consultant expressly and unmistakably indicating his/her intention to treat
the Work described therein as Extra Work. In the absence of such an order, the City's
Project Manager or Consultant may direct, order or require the Construction Manager to
perform any Work including that which the Construction Manager deems to be Extra
Work. The Construction Manager shall nevertheless comply and shall promptly and in
no event after, begin the performance thereof or incur cost attributable thereto and give
written notice to the City's Project Manager stating why he deems such Work
(hereinafter "Disputed Work") to be Extra Work. Said notice is for the purposes of (1)
affording an opportunity to the City's Project Manager to cancel such order, direction or
requirements promptly; (2) affording an opportunity to the City's Project Manager to keep
an accurate record of materials, labor and other items involved; and (3) affording an
opportunity to the City to take such action as it may deem advisable in light of such
disputed Work.
44. Value of Change Order Work
The value of any Work to be covered by a Change Order, or for any claim for an
increase or decrease in the GMP, or use of the Construction Manager's Contingency
shall be determined in one of the following ways:
Where the work involved is covered by unit prices contained in the Schedule of Values,
by application of unit prices to the quantities of items involved.
By mutual acceptance of a lump sum which Construction Manager and City
acknowledge contains a component for overhead and profit. As the Construction
Manager's Contingency already includes overhead and profit no additional sum(s) will be
added for overhead and profit where the change order is issued against the Construction
Manager's Contingency.
On the basis of the "cost of work," determined as provided in this Article, plus a
proportional rate for the Construction Manager's fee for general conditions, overhead
and profit, except that not additional sums will be added for general conditions,
overhead, and profit where the change order is issued from the Construction Manager's
Contingency.
The term "cost of work" means the sum of all direct costs necessarily incurred and paid
by Construction Manager in the proper performance of the Construction Work described
in the Change Order. Except as otherwise may be agreed to in writing by City, such
costs shall be in amounts no higher than those prevailing in the locality of the Project,
and shall include only the following items, as applicable:
Payroll costs for employees in the direct employ of the Construction Manager, where
such employees are performing the work described in the Change Order under
schedules of job classifications agreed upon by City and Construction Manager. Payroll
costs for employees not employed full time on the work covered by the Change Order
shall be apportioned on the basis of their time spent on the work. Payroll costs shall
include, but not be limited to, salaries and wages plus the cost of fringe benefits which
shall include social security contributions, unemployment, excise and payroll taxes,
workers' or workmen's compensation, health and retirement benefits, bonuses, sick
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leave, vacation and holiday pay application thereto. Such employees shall include
superintendents and foremen at the site. The expenses of performing the work after
regular working hours, on Sunday or legal holidays, shall be included in the above to the
extent authorized by City. The City shall have the right to require certified wage
statements from the Construction Manager.
Cost of all materials and equipment furnished and incorporated in the Construction
Work, including costs of transportation and storage thereof, and manufacturers' field
services required in connection therewith. All cash discounts shall accrue to
Construction Manager unless City deposits funds with Construction Manager with which
to make payments, in which case the cash discounts shall accrue to City. All trade
discounts, rebates and refunds, and all returns from the sale of surplus materials and
equipment shall accrue to City and Construction Manager shall make provisions so that
they may be obtained. Rentals of all construction equipment and machinery and the
parts thereof whether rented from Construction Manager or others in accordance with
rental agreements approved by City with the advice of Consultant and the costs of
transportation, loading, unloading, installation, dismantling and removal thereof, all in
accordance with the terms of said agreements. The rental of any such equipment,
machinery or parts shall cease when the use thereof is no longer necessary for the
Construction Work.
Payments made by Construction Manager to Subcontractors for Work performed by
Subcontractors. If the Subcontract provides that the Subcontractor is to be paid on the
basis of cost of the work plus a fee, the Subcontractor's cost of the work shall be
determined in the same manner as Construction Manager's cost of the work. All
Subcontractors shall be subject to the other provisions of the Contract Documents
insofar as applicable.
Cost of special consultants, including, but not limited to, Consultants, architects, testing
laboratories, and surveyors employed for services specifically related to the performance
of the Construction Work described in the Change Order.
Cost, including transportation and maintenance, of all materials, supplies, equipment,
machinery, appliances, office and temporary facilities at the site and hand tools not
owned by the workmen, which are consumed in the performance of the work, and less
market value of such items used but not consumed which remains the property of
Construction Manager.
Sales, use, or similar taxes related to the work, and for which Construction Manager is
liable, imposed by any governmental authority.
Deposits lost for causes other than Construction Manager's negligence; royalty
payments and fees for permits and licenses.
The cost of utilities, fuel and sanitary facilities at the site.
Receipted minor expenses such as telegrams, long distance telephone calls, telephone
service at the site, and reasonable petty cash items in connection with the Construction
Work.
The term "Cost of the Work" includes the Cost of special consultants, including, but not
limited to, consultants, architects, testing laboratories, and surveyors employed for
services specifically related to the performance of the Work described in the Change
Order.
Cost of the Work shall not include any of the following:
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Payroll costs and other compensation for Construction Manager's officers, executives,
principals (of partnership and sole proprietorships), general managers, Consultants,
architects, estimators, lawyers, auditors, accountants, purchasing and contracting
agents, expediters, timekeepers, clerks and other personnel employed by Construction
Manager whether at the site or in its principal or a branch office for general
administration of the work, all of which are to be considered administrative costs covered
by Construction Manager's Fee.
Expenses of Construction Manager's principal and branch offices other than
Construction Manager's office at the site.
Any part of Construction Manager's capital expenses, including interest on Construction
Manager's capital employed for the work and charges against Construction Manager for
delinquent payments.
Cost of premiums for all Bonds and for all insurance whether or not Construction
Manager is required by the Contract Documents to purchase and maintain the same,
except for additional bonds and insurance required because of changes in the work.
Costs due to the negligence or neglect of Construction Manager, any Subcontractors, or
anyone directly or indirectly employed by any of them or for whose acts any of them may
be liable, including but not limited to, the correction of defective work, disposal of
materials or equipment wrongly supplied and making good any damage to property.
Other overhead or general expense costs of any kind and/or the cost of any item not
specifically and expressly included in Section 44.
The amount of credit to be allowed by Construction Manager to City for any such change
which results in a net decrease in cost, will be the amount of the actual net decrease.
When both additions and credits are involved in any one change, the Construction
Manager's Fee shall be figured on the basis of the net increase, if any. However,
Construction Manager shall not be entitled to claim lost profits for any Construction Work
not performed.
Whenever the cost of any Construction Work is to be determined pursuant to this Article
the Construction Manager will submit in a form acceptable to Consultant an itemized
cost breakdown together with the supporting data.
Whenever a change in the Work is to be based on mutual acceptance of a lump sum,
whether the amount is an addition, credit or no change -in -cost, Construction Manager
shall submit an initial cost estimate acceptable to Consultant and City's Project Manager.
The cost estimate shall include:
Breakdown shall list the quantities and unit prices for materials, labor, equipment and
other items of cost.
Whenever a change involves Construction Manager and one or more Subcontractors
and the change is an increase in the Agreement Price, overhead and profit percentage
for Construction Manager and each Subcontractor shall be itemized separately.
Each Change Order must state within the body of the Change Proposal Request
whether it is based upon unit price, negotiated lump sum, or "cost of the Work."
General Conditions, overhead and profit on change orders will be paid in accordance
with the values established in the Agreement, including those paid from the City's
Contingency. However, Construction Manager will not be paid General Conditions,
overhead, and profit for change orders issued against the Construction Manager's
Contingency.
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45. Substantial Completion, Punch List & Final Completion
The Construction Work shall be substantially complete when the City's Project Manager,
in the reasonable exercise of his/her discretion determines that the Construction Work is
complete and there are no material and/or substantial variations from the Agreement
and the Construction Work is fit for its intended purpose. Upon Substantial Completion,
City's Project Manager and the Construction Manager shall sign the Substantial
Completion Inspection Form. The signing of this form shall not relieve the Construction
Manager from its obligation to complete the Project.
When the Construction Manager believes that the Construction Work is substantially
complete, the Construction Manager shall request in writing that the Consultant inspect
the Construction Work to determine if Substantial Completion has been achieved. No
request for Substantial Completion inspection is to be submitted until the Construction
Manager has obtained a Certificate(s) of Occupancy, Certificate of Completion or
Completion or a Temporary Certificate of Occupancy. The Consultant shall schedule the
date and time for any inspection and notify the Construction Manager and any other
parties deemed necessary. During this inspection, the Project Substantial Completion
Inspection Form, (Attachment B), will be completed as necessary. Any remaining
Construction Work shall be identified on this form and shall be known as Punch List
work. The Punch List, shall be signed by the Consultant, the City's Project Manager,
and the Construction Manager confirming that the Punch List contains the item(s)
necessary to complete the Construction Work. The failure or refusal of the Construction
Manager to sign the Project Substantial Completion Inspection Form or Punch List shall
not relieve the Construction Manager from complying with the findings of the Project
Substantial Completion Inspection and completing the Project to the satisfaction of the
City
Where the Punch List is limited to minor omissions and defects, the Consultant shall
indicate that the Construction Work is substantially complete subject to completion of the
Punch List. Where the Consultant determines, on the appropriate form that the Work is
not substantially complete, the Consultant shall provide a list of all open items necessary
to achieve Substantial Completion. Upon completion of such Construction Work, the
Construction Manager shall request another Substantial Completion inspection.
The Consultant, the City's Project Manager, and the Construction Manager shall agree
on the time reasonably required to complete all remaining Work included in the Punch
List.
Upon the receipt of all documentation, resolution of any outstanding issues and issuance
of final payment, the Consultant shall notify the Construction Manager in writing of the
closeout of the Project.
The City will prepare a Certificate of Substantial Completion in the form attached hereto
as Attachment D which shall establish the Date of Substantial Completion. Once
substantial completion is achieved the City shall be responsible for security,
maintenance, heat, utilities, damage to the Project site, and insurance; and shall list all
Construction Work yet to be completed to satisfy the requirements of the Contract
Documents for Final Completion. The failure to include any items of corrective work on
such list does not alter the responsibility of Construction Manager to complete all of the
Work in accordance with the Contract Documents. 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. Warranties required by the Contract Documents shall commence on the
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date of Substantial Completion of the Work or designated portion thereof unless
otherwise provided in the Contract Documents except equipment, or materials, etc. that
are contained on the Punch List. Such warranties shall commence upon the City's
Project Manager and/or Consultant approving completion of the Punch List.
46. Training
The Construction Manager shall provide training of all appropriate personnel employed
by the City or the City's agents in the installation, maintenance, calibrations, and routine
care of all equipment and systems provided and installed as part of the Construction
Work
Separate training sessions shall be conducted for equipmentisystem operation and
maintenance except when combining of these two (2) subjects is specifically allowed by
the City.'
The Construction Manager shall provide qualified, prepared instructors for all training
plus all necessary material and equipment (training aids, audio visual equipment,
seating, tables, etc.).
The Construction Manager shall provide factory -level maintenance training in system
problem identification and resolution. This training should be aimed at providing the City
with means to perform all corrective, scheduled and preventative maintenance.
All training shall be conducted on-site or, if conducted at a remote location, travel and
expenses for City's personnel shall be reimbursed to the City by the Construction
Manager.
Training shall be conducted prior to final completion of the Project.
For each training session, the Construction Manager shall submit a training plan for
review. The plans shall include proposed dates/times/durations of training sessions,
suggested class size/attendees, proposed locations, session objectives and an outline of
the training topics to be presented. Training plans for all training sessions shall be
submitted not later than the date set forth in the Project Schedule. The City shall have
the right to modify proposed training dates in conjunction with the Construction Manager
to coordinate the schedule with availability of personnel and ongoing operations.
47. Post Occupancy Inspection
Ten (10) months after the date of Substantial Completion, Construction Manager shall,
together with the Consultant and the City, attend a final inspection of the Work to assure
that it comports with all warranties and guarantees. Construction Manager shall
promptly correct any deficiencies noted during such inspection.
48. Excusable Delay
Excusable Delay is (i) caused by circumstances beyond the control of Construction
Manager, its Subcontractors, suppliers and vendors, or (ii) is caused jointly or
concurrently by Construction Manager, or its Subcontractors, suppliers or vendors and
by the City or Consultant.
Construction Manager is entitled to a time extension of the Construction Work Time for
Completion for each day the Construction Work is delayed due to Excusable Delay.
Construction Manager shall document its claim for any time extension as provided in the
Agreement.
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Construction Manager shall furnish to the City's Project Manager all documentation and
details supporting its claim resulting from a delay.
Construction Manager is entitled to a time extension of the Agreement Time for each day
the Work is delayed due to Excusable Delay. Construction Manager shall document its
claim for any time extension as provided in Article 49, Notification and Claim for Change
of Construction Work Time for Completion or GMP.
Construction Manager agrees that the above constitutes its sole and exclusive remedies
for an excusable delay.
Failure of Construction Manager to comply with this Article and Article 49, below as to
any particular event of delay shall be deemed conclusively to constitute a waiver,
abandonment or relinquishment of any and all claims resulting from that particular event
of delay.
49. Notification and Claim for Change of Construction Work Time for Completion or
GMP
Any claim for a change in the Construction Work Time for Completion or GMP, shall be
made by written notice by Construction Manager to the Consultant and City's Project
Manager within ten (10) calendar days of the commencement of the event giving rise to
the claim and stating the general nature and cause of the claim. Thereafter, within
twenty (20) calendar days of the termination of the event giving rise to the claim, written
notice of the extent of the claim with supporting information and documentation shall be
provided unless City's Project Manager allows an additional period of time to ascertain
more accurate data in support of the claim and such notice shall be accompanied by
Construction Manager's written notarized statement that the adjustment claimed is the
entire adjustment to which the Construction Manager has reason to believe it is entitled
as a result of the occurrence of said event. All claims for changes in the Agreement
Time or GMP shall be determined by the City's Project Manager and Consultant in
accordance with Section 1, Article 38, Construction Manager's Damages for Delay
hereof, if City and Construction Manager cannot otherwise agree. It is expressly and
specifically agreed that any and all claims for changes to the GMP or the time for
completion of the Work shall be waived if not submitted in strict accordance with the
requirements of this Article.
The Construction Work Time for Completion will be extended in an amount equal to time
lost on critical -path Construction Work items due to delays beyond the control of and
through no fault or negligence of Construction Manager.
This mutual waiver is applicable, without limitation, to all consequential damages due to
either party's termination in accordance with the Agreement. Nothing contained in this
Article shall be deemed to preclude the assessment of liquidated damages, when
applicable, in accordance with the requirements of the Contract Documents.
50. Hurricane Preparedness
Within thirty (30) calendar days of GMP submission CM shall submit to the City a
Hurricane Preparedness Plan (Plan). The Plan shall include the measure to be taken by
the Construction Manager in case of a hurricane or tropical storm.
During such periods of time as are designated by the United States Weather Bureau as
being a tropical storm/hurricane warning or alert, or at such other time deemed
necessary by the City's Project Manager the Construction Manager, at no cost beyond
the GMP to the City, shall implement the Plan to secure the Project site in response to
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all threatened storm events, regardless of whether the City or Consultant has given
notice of same. Failure of the City to direct the Construction Manager to implement the
Plan shall not relieve the Construction Manager for sole responsibility for implementation
of the Plan.
Any damage to materials and equipment resulting from Construction Manager's failure to
implement the plan shall be removed and replaced at no cost to the City.
Additional work relating to hurricane warning or alert at the Project site will be addressed
by a Change Order.
Suspension of the Construction Work caused by a threatened or actual storm event,
regardless of whether the City has directed such suspension, will entitle the Construction
Manager to additional time as non -compensable, excusable delay, and shall not give
rise to a claim for compensable delay.
51. Stop Work Order
The City may, at any time, by written order to the Construction Manager, require the
Construction Manager to stop all, or any part, of the Construction Work for a period of up
to ninety (90) days (or any lesser period), commencing no sooner than the date the
order is delivered to the Construction Manager, and for any further period to which the
parties may agree. Any such order shall be specifically identified as a "Stop Work
Order" issued pursuant to this paragraph. Within the period of ninety (90) days (or the
lesser period specified) after a Stop Work Order is delivered to the Construction
Manager, or within any extension to which the parties have agreed the City shall either:
• Cancel the Stop Work Order; or
• Terminate the Work covered by such order as provided in the Agreement.
If a Stop Work Order issued under this Article is canceled or the period of the order or
any extension thereof expires, the Construction Manager shall resume the Work. The
Cm may request an extension of time and/or additional time in accordance with the
Agreement
In the event the Consultant determines that the suspension of Construction Work was
necessary due to Construction Manager's defective or incorrect Construction Work,
unsafe Construction Work conditions caused by the Construction Manager or any other
reason caused by Construction Manager's fault or omission, the Construction Manager
shall not be entitled to an extension of time as a result of the issuance of a Stop Work
Order.
52. Cleaning UP; City's Right to Clean Up
Construction Manager shall at all times keep the premises free from accumulation of
waste materials or rubbish caused by its operations. At the completion of the Project,
Construction Manager shall remove all its waste materials and rubbish from and about
the Project as well as its tools, construction equipment, machinery and surplus materials.
If Construction Manager fails to clean up during the prosecution of the Work or at the
completion of the Construction Work, City may do so and the cost thereof shall be
charged to Construction Manager. All combustible waste materials shall be removed
from the Project(s) at the end of each day. Cleaning operations should be controlled to
limit dust and other particles adhering to existing surfaces.
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53. Removal of Equipment
In case of termination of this Agreement before completion for any cause whatsoever,
Construction Manager, if notified to do so by City, shall promptly remove any part or all
of Construction Manager 's equipment and supplies from the property of City. If the
Construction Manager fails to comply with City's order, the City shall have the right to
remove such equipment and supplies at the expense of Construction Manager.
54. Warranty Phase
Construction Manager shall conduct, in conjunction with the City, a sixth (6`h) month and
eleventh (11`h) month warranty inspection. The City shall be responsible for setting the
dates for said inspections.
Construction Manager shall provide a warranty summary report to the City at the end of
each inspection period. At a minimum the report shall include:
1. Description of each warranty item during the period
2. Date item reported to Construction Manager for correction
3. Date item corrected. If more than one trip is required, document each instance
4. Description of action taken to cure warranty item
5. Written approval by City accepting warranty work
6. Any other pertinent information
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ATTACHMENT A
POLICY AND PROCEDURES MANUAL
Construction Manager shall provide the City's Project Manager and the Consultant with copies
of a Policy and Procedure Manual (total number of copies not to exceed three (3) developed
and updated in accordance with the following requirements:
A. Upon execution of the Contract, Construction Manager shall develop a draft of
the comprehensive Policy and Procedure Manual describing the services to be
provided by Construction Manager per the Contract. This shall provide a plan for
the control, direction, coordination and evaluation of the Work performed
throughout the Project; the Project organization including identification of key
personnel, responsibilities of Construction Manager, including Subconsultants
and Subcontractors, City and Consultant; Work flow diagrams; and strategy for
bidding and subcontracting the Work. City shall have the right to review the
Policy and Procedure Manual and to recommend revisions to its content and
format. The Policy and Procedure Manual may be updated as necessary
throughout the Design and Construction Phases, but substantive changes will not
be made without City's prior written concurrence. Three (3) copies of the Policy
and Procedure Manual and any updates shall be submitted to the City and
Consultant. In developing the Policy and Procedure Manual, Construction
Manager shall coordinate and consult with the City and the Consultant. The initial
manual shall be submitted to City for concurrence.
B. Contents of Policy and Procedure Manual: The Policy and Procedure Manual
shall describe in detail the procedures for executing the Work and the
organizations participating. The Policy and Procedure Manual shall include, as a
minimum, the following sections:
• Proiect Definition: The known characteristics of the Project shall be described
in general terms which will provide the participants a basic understanding of
the Project and subprojects.
• Proiect Goals: The Master Project Schedule, Project Schedule, budget,
physical, technical and other objectives for the Project shall be defined.
• Proiect Strategy: A narrative description of the Project delivery methods
which shall be utilized to accomplish the Project goals.
• Proiect Work Plan: A matrix display of the Work to be performed by the
Construction Manager, as well as the services and items to be furnished by
the Consultant and City during each phase of the Project.
• Proiect Organization: A summary organization chart showing the inter-
relationships between the City, Construction Manager and Consultant, and
other supporting organizations and permitting review agencies. Detailed
charts, one each for Construction Contractor and Design Professional,
showing organizational elements participating in the Project shall be included.
• Responsibility Performance Chart: A detailed matrix showing the specific
responsibilities and interrelationships of the City, Consultant, and
Construction Manager. The Responsibility Performance Chart shall indicate
major responsibility, and minor responsibility, for each specific task required
to deliver the Project. Construction Manager shall develop a similar chart for
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the personnel within its own organization who are assigned to the Project, as
well as for Consultant's and City's personnel assigned to the Project from
data supplied by them.
• Flow Diagrams: These charts shall display the flow of information and the
decision process for the review and approval of shop drawings and
submittals, progress, and change orders.
• Written Procedure: The Construction Manager will provide written procedures
for communications and coordination required between the Construction
Manager, Consultant and the City throughout the Project. Procedures shall
cover such items as correspondence, minutes, reports, inspections, team
meetings, technical reviews, design reviews, and other necessary
communications.
• Emergency Contact List: A complete list of the names, company affiliation
and emergency contact phone numbers (both day and night) for all key
Project personnel from City, the Construction Manager and the Consultant,
as well as from all subcontractors, Subconsultants and suppliers of any of
them. This list shall be continuously updated by Construction Manager
throughout the Project duration, with Construction Manager distributing a
copy of all updates to the City and Consultant.
C. This Policy and Procedure Manual shall be completed and submitted to the
Consultant and the City for their review and concurrence as a condition
precedent to payment by City to Construction Manager for any services provided
in the Construction Phase under this Agreement
D. This Policy and Procedure Manual is merely an amplification and clarification of
this Agreement. Any conflicts between the Policy and Procedure Manual and
this Agreement shall be governed by the latter.
Construction Manager shall provide the following Project Management Information System
("PMIS"), in a format acceptable to the City, which system shall be in place for the Construction
Phase services.
1. General:
• Commencing immediately after the Notice to Proceed is issued to
Construction Manager by the City, Construction Manager shall implement
and shall utilize throughout the life of this Agreement all subsystems of the
PMIS.
• The reports, documents, and data to be provided shall represent an accurate
assessment of the current status of the Project and of the Work remaining to
be accomplished and it shall provide a sound basis for identifying variances
and problems and for making management decisions.
• If requested by the City, Construction Manager shall conduct a
comprehensive workshop for participants designated by City and additional
seminars as required by the City to provide instruction with respect to the
PMIS. This workshop and the seminars shall facilitate the City's
representatives' use and understanding of the PMIS.
• The PMIS shall be described in terms of the following major subsystems:
■ Narrative Reporting;
■ Project Schedule Controls;
■ Cost Control and Estimating;
■ Project Accounting;
■ Accounting and Payment; and
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■ Action Reports.
■ The above reports shall be submitted at least on a monthly basis and
shall accompany each monthly Application for Payment.
2. Narrative Reporting Subsystem.
• Construction Manager shall prepare written reports as described hereunder.
All reports shall be in 8 1/2" x 11" format.
• The Narrative Reporting Subsystem shall include the following reports:
■ Monthly Executive Summary which provides an overview of current
issues and pending decisions, future developments and expected
achievements, and any problems or delays, including code violations
found by any permitting authority.
■ Monthly Cost Narrative describing the current construction cost estimate
status of the Project.
■ A Monthly Scheduling Narrative summarizing the current status of the
Project Schedule and an explanation of all variances from the plan. This
report shall include an analysis of the various Project sub -schedules, a
description of the critical path, and other analyses as necessary to
compare planned performance with actual performance.
■ Monthly Accounting Narrative describing the current cost and payment
status for the entire Project. This report shall relate current encumbrances
and expenditures to the budget allocations. An explanation for all
variances shall be provided.
• A Monthly Construction Progress Report during the Construction Phase
summarizing the Work of the various subcontractors. This report shall
include information from the weekly job site meetings as applicable such
as general conditions, long lead supplies, current deliveries, safety and
labor relations, programs, permits, construction problems and
recommendations, and plans for the succeeding month.
■ Daily Construction Diary during the Construction Phase describing
events and conditions on the site.
• The Reports outlined in above shall be bound with applicable computer
schedule reports and submitted monthly during Design and Construction
Phases and shall be current through the end of the preceding month.
Copies shall be delivered to the City and Consultant. A bound copy of the
complete diary shall be submitted to City at the conclusion of the Project.
3. Schedule Control Subsystem.
• Prosect Schedule: Prior to the submittal of its first application for payment,
Construction Manager shall submit to the City and Consultant for their review
and approval a Project Schedule covering the planning and design approvals,
construction, and City occupancy of the Project. This schedule shall conform
to the format outlined below. This schedule shall serve as the framework for
the subsequent development of all detailed schedules and shall be updated
with each Application for Payment by Construction Manager throughout the
Project. Within fifteen (15) days of acceptance by the City of the Construction
Manager's GMP Proposal the Construction Manager shall submit a critical
path, cost loaded schedule to the Project Manager and the Consultant for
review. Within fifteen (15) calendar days of Construction Manager's
submittal, the City and Consultant shall review the schedule and provide
Construction Manager a written list of corrections needed to accept the
Project Schedule. Construction Manager must make all corrections and
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resolve all comments within thirty (30) calendar days after its receipt of the
City's and Design Consultant's comments. If the Project Schedule is not
accepted within said thirty (30) calendar days, the City and Consultant will
withhold all payments due the Construction Manager until the Project
Schedule is accepted. The acceptance of the schedule by City and
Consultant in no way attests to the validity of the assumptions, logic
constraints, dependency relationships, resource allocations, manpower and
equipment, and any other aspect of the proposed Project Schedule.
Construction Manager is and shall remain solely responsible for the planning
and execution of all Work in order to meet Project milestones or Agreement
completion dates.
• Project Schedule: As stipulated in the Agreement the Construction Manager
shall prepare and submit to City and Consultant, for their review and
approval, a Project Schedule. This Project Schedule shall conform to with the
requirements outlined below. The approved Project Schedule shall be
attached and incorporated into the GMP Amendment. The Project Schedule
shall be integrated into the Master Project Schedule by the Construction
Manager. The Construction Manager shall be responsible for resolving all
conflicts between the Master Project Schedule and the Project Schedule.
The resolution of all such conflicts shall be submitted to the City's Project
Manager for review and acceptance.
■ Following development and approval of the Project Schedule,
Construction Manager shall, at the completion of each pre -construction
design phase and with each application for payment during each phase of
the Work, or at such earlier intervals as circumstances may require,
update and/or revise the Project Schedule which shall be submitted to the
City and the Consultant in duplicate. No additional compensation will be
due Construction Manager for making such updates. Failure of
Construction Manager to update, revise, and submit the Project Schedule
as aforesaid shall be sufficient grounds for City to find Construction
Manager in substantial default hereunder and that sufficient cause exists
to terminate the Agreement or to withhold payment to Construction
Manager until a Project Schedule or Project Schedule update acceptable
to City is submitted.
• Construction Manager shall prepare and incorporate into the Project
Schedule database, at the required intervals, the following schedules:
■ Subcontractor Construction Schedules (Sub -networks): Upon the award
of each subcontract, Construction Manager shall jointly with the
Subcontractor, develop a schedule which is more detailed than the pre-
bid schedule included in the bid packages, taking into account the Work
schedule of the other Subcontractors. The Subcontractor's construction
schedule shall include as many activities as necessary to make the
schedule an effective tool for construction planning and for monitoring the
performance of the Subcontractor. The Subcontractor's construction
schedule also shall show pertinent activities for material purchase orders,
manpower supply, shop drawing schedules and material delivery
schedules.
■ Occupancy Schedule: Construction Manager shall jointly develop with
Consultant and City a detailed plan, inclusive of punch lists, final
inspections, maintenance training and turn -over procedures, to be used
for ensuring accomplishment of a smooth and phased transition from
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construction to City occupancy. The Occupancy Schedule shall be
produced and updated monthly from its inception through final City
occupancy and shall be integrated into the Master Project Schedule.
Schedule Format: The Project Schedule and the Sub -contractor Construction
Schedules shall be planned and recorded with a cost loaded, Critical Path
Method (CPM) schedule in the form of an activity -on -node diagram. All
activity -on -node diagrams shall include the Activity Identification, Activity
Description, and the type of relationship between activities, including any lead
or lag time, as well as being cost loaded. Further, the Project Schedule shall
incorporate and be based upon any Project milestone dates set forth in the
Agreement.
■ No activity shall have a duration greater than fifteen (15) work days or
less than one (1) work day. If requested by the City Consultant,
Construction Manager shall furnish any information needed to justify the
reasonableness of activity duration. Such information shall include, but
not be limited to, estimated activity manpower, anticipated quantities, and
production rates.
■ Procurement shall be identified with at least two (2) activities: fabrication
and delivery. Construction Manager shall insure that all Work activities
that require a submittal are preceded by the appropriate submittal and
approval activities.
■ Only contractual constraints shall be shown in the schedule logic. No
other restraints are allowed unless approved in writing by the City or
Consultant. This disallowance of constraints includes the use of any
mandatory start or finish dates selected by Construction Manager.
■ Activities shall be identified by codes to reflect the responsible party for
the accomplishment of each activity (only one party per activity), the
Phase/Stage of the Project for each activity, and the Area/Location of
each activity
■ The construction time for the Work, or any milestone, shall not exceed the
specified Agreement Time. Logic or activity durations shall be revised in
the event that any milestone or Agreement completion date is exceeded
in the schedule.
■ Float is defined as the amount of time between when an activity "can
start" (the early start) and when an activity "must start" (the late start). It is
understood by the City and Construction Manager that float is a shared
commodity, not for the exclusive use or financial benefit of either party.
Either party has the full use of the float until it is depleted.
■ The CPM schedules must be compatible with Primavera or approved
equal. It is Construction Manager's responsibility to ascertain the software
compatibility with the City.
■ Initial Schedule Submittal Requirements:
✓ Predecessor/Successor Sort
✓ Total Float/Early Start Sort
✓ Responsibility/Early Start Sort
✓ AreConsultantarly Start Sort
✓ Logic Diagram: Produce diagram with not more than 100 activities
per ANSI D (24 -inch x 36 -inch) size sheet. Insure each sheet
includes title, match data or diagram correlation, and key to
identify all components used in the diagram.
✓ Narrative discussing general approach to completion of the Work.
Stadium Site Parking, B-30648 Page 99
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✓ Diskette in Primavera (P3) format.
■ Schedule Update Requirements: Construction Manager shall update the
Project Schedule as required by the Agreement to show actual, current
progress. The schedule updates shall be submitted within seven (7)
calendar days of the data dates. The updates shall include:
✓ Dates of activities' actual starts and completions.
✓ Percent of Work remaining for activities started but not completed
as of the update date.
✓ Narrative report including a listing of monthly progress, the
activities that define the critical path and any changes to the path
of critical activities from the previous update, sources of delay, any
potential problems, requested logic changes, and Work planned
for the next month.
✓ Predecessor/Successor Sort
✓ Total Float/Early Start Sort
✓ Responsibility/Early Start Sort
✓ AreConsultantarly Start Sort
✓ Diskette in the required Primavera format
✓ Fragnet of logic diagram for all requested logic changes.
✓ Updated logic diagram as required by the City. At a minimum, the
City shall require a final logic diagram at the end of the Work
showing the planned and actual starts and completions.
✓ A bar chart comparison of the updated schedule to the initial
schedule. This diagram shall show actual and planned
performance dates for all completed activities.
✓ All update information shall be an accurate representation of the
actual Work progress.
• Recovery Schedule: If the initial schedule or any current updates fail to reflect
the Work's actual plan or method of operation, or a contractual milestone
date is more than fifteen (15) days behind, City may require that a recovery
schedule for completion of the remaining Work be submitted. The Recovery
Schedule must be submitted within seven (7) calendar days of City's request.
The Recovery Schedule shall describe in detail Construction Manager's plan
to complete the remaining Work by the required Agreement milestone date.
The Recovery Schedule submitted shall meet the same requirements as the
original Construction Schedule. The narrative submitted with the Recovery
Schedule should describe in detail all changes that have been made to meet
the Project milestone dates.
• Change Orders: When a Change Order is proposed, Construction Manager
must identify all logic changes as a result of the Change Order. Construction
Manager shall include, as part of each Change Order proposal, a sketch
showing all schedule logic revisions, duration changes, and the relationships
to other activities in the approved Construction Schedule. This sketch shall be
known as the fragnet for the change. Upon acceptance of the fragnet,
Construction Manager will revise the Construction Schedule or current
update. The logic changes required by the Change Order will be considered
incidental to Construction Manager's Work. No separate payment will be
made.
4. Cost Control Subsystem: The operation of this subsystem shall provide sufficient
timely cost data and detail to permit Construction Manager to control and adjust the
Project requirements, needs, materials, equipment and systems by building and site
Stadium Site Parking, B-30648 Page 100
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BACKUP. ORIGINAL CAN BE SEE3V
AT THE END OF THIS DOCUMENT.
elements so that the Work will be completed at a cost which, together with the
Construction Management Fee, will not exceed the GMP. Requirements of this
subsystem include submissions at the following phases of the Project:
• 4.1 Pre -Construction Phase Estimates; and
• 4.2 At establishment of the GMP.
5. Project Accounting Subsystem: This subsystem shall enable Construction Manager to
plan effectively and City to monitor and control the funds available for the Project, cash
flow, costs, Change Orders, Construction Change Directives, payments, and other major
financial factors by comparison of budget, estimate, total commitment, amounts
invoiced, and amounts payable, and also enable City to stay informed as to the overall
Project status. This subsystem will be produced and updated monthly and includes the
following reports:
• Costs Status Report representing the budget, estimate, and base
commitment (awarded subcontracts and purchase orders) for any given
subcontract or budget line item. It shall show approved Change Orders and
Construction Change Directive for each subcontract which when added to the
base commitment will become the total commitment. Pending Change Orders
also will be shown to produce the total estimated probable cost to complete
the Work.
• A Payment Status Report showing the value in place (both current and
cumulative), the amount invoiced (both current and cumulative), and the
balance remaining. A summary of this report shall accompany each pay
request.
• A Detailed Status Report showing the complete activity history of each item in
the Project accounting structure and includes an earned value graph. It shall
include the budget, estimate, and base commitment figures for each
subcontract. It shall give the Change Order history, including Change Order
numbers, description, proposed and approved dollar amounts. It also shall
show all pending or rejected Change Orders.
• A Cash Flow Diagram showing the projected accumulation of cash payments
against the Project. Cash flow projections shall be generated for anticipated
monthly payments as well as cumulative payments.
• A Job Ledger shall be maintained as necessary to supplement the operation
of the Project accounting subsystem. The job ledger will be used to provide
construction cost accountability for general conditions work, on-site
reimbursable expenses, and costs requiring accounting needs.
Stadium Site Parking, B-30648 Page 101
THIS DOCUMENT 1S A
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ATTACHMENT B
CITY OF MIAMI DEPARTMENT OF CAPITAL IMPROVEMENTS
444 NW 2ND AVENUE
MIAMI, FLORIDA 33130
SUBSTANTIAL COMPLETION INSPECTION
Date of Inspection:
Project Information
Project No.:
Project Location:
Representation
City of Miami
User Aaencv:
Construction Manager:
Inspection
Re -Inspection No.:
Project Name:
Construction Manager's Name:
Based on the request of the Contractor a substantial completion inspection was conducted, which
resulted in the following:
❑ No punch list created. By signing below the City acknowledges that the work has been performed in
accordance with the Agreement and specification requirements. This form shall serve as the Notice
of Final Completion. Project Close Out and final payment is subject to the submittal of all required
documentation.
❑ The punch list items as stated on the punch list form are of a nature that will allow beneficial
occupancy on the premises and the punch list is issued as a final punch list, subject to re -inspection
by the City. By signing below the City acknowledges that the work has been performed in
accordance with the Agreement and specification requirements. This form shall serve as a partial
acceptance and notification of substantial completion. Final Acceptance shall be issued subsequent
to completion and re -inspection of the punch list items. Project Close Out and final payment is
subject to the punch list re -inspection and the submittal of all required documentation.
❑ The punch list items listed are of a nature that precludes beneficial occupancy of the premises.
Substantial completion is denied at this time. Items on the punch list must be completed and the
Construction Manager must request another Substantial Completion Inspection,
Stadium Site Parking, B-30648 Page 102
THIS DOCUMENT IS A
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The failure or refusal of the Construction Manager to sign the Project Substantial Completion Inspection
Form or Punch List shall relieve the Construction Manager from complying with the findings of the
Project Substantial Completion Inspection and completing the Project to the satisfaction of the City
All punch list items must be completed on or before the mutually agreed upon date of
Construction Manager City of Miami Consultant
Accepted By: Approved By: Approved By:
Name Name Name
Signature Signature Signature
Stadium Site Parking, B-30648 Page 103
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ATTACHMENT B
CITY OF MIAMI
PUNCH LIST
Date of Substantial Completion Inspection
Project No.:
Project Location:
City of Miami Representative:
Construction
Consultant's Representative:
CAPITAL IMPROVEMENTS PROGRAM
444 NW 2ND AVENUE
MIAMI, FLORIDA 33130
Date of Punch List Inspection:
Project Name:
Construction Manager's Name:
Manager's
Representative:
The following is a list of items, within the scope of work, that require correction prior to; ❑ a new
substantial completion inspection or, ❑ final completion. A detailed description for each item is
provided below. Upon completion the City's Project Manager and the Consultant shall inspect the work
performed and initial that each item has been completed and accepted. (Use additional pages as
necessary.)
Stadium Site Parking, B-30648 Page 104
•
Description of Item
City's Project
Manager's Acceptance
Date of
Acceptance
Punch List developed and agreed to by:
City's Project Manager:
Construction Manager:
Consultant:
THIS DOCUMENT IS A
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AT THE END OF THIS DOCUMENT..
Stadium Site Parking, B-30648 Page 105
•
THIS DOCUMENT IS A
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ATTACHMENT D
•
CERTIFICATE OF SUBSTANTIAL COMPLETION:
PROJECT: CONSULTANT:
(name, address)
TO (City):
DATE OF ISSUANCE:
AGREEMENT NUMBER:
CONSTRUCTION MANAGER:
AGREEMENT FOR:
NOTICE TO PROCEED DATE:
PROJECT OR DESIGNATED PORTION SHALL INCLUDE:
The Work performed under this Agreement has been reviewed and found to be substantially
complete and all documents required to be submitted by Construction Manager under the
Contract Documents have been received and accepted. The Date of Substantial Completion of
the Project or portion thereof designated above is hereby established as
DEFINITION OF DATE OF SUBSTANTIAL COMPLETION
The Date of Substantial Completion of the Construction Work or
portion thereof designated by City is the date certified by
Consultant and/or Director when all conditions and requirements
of permits and regulatory agencies have been satisfied and the
Work is sufficiently complete in accordance with the Contract
Documents, so the Project is available for beneficial occupancy by
City. A Certificate of Occupancy/Completion must be issued for
Substantial Completion to be achieved.
Stadium Site Parking, B-30648 Page 106
•
0
A list of items to be completed or corrected, prepared by Consultant and approved by City is
attached hereto. The failure to include any items on such list does not alter the responsibility of
Construction Manager to complete all work in accordance with the Contract Documents. The
date of commencement of warranties for items on the attached list will be the date of final
payment unless otherwise agreed in writing.
Consultant BY
Date
In accordance with Agreement, Construction Manager will complete or correct the work on the
list of items attached hereto within from the above Date of
Substantial Completion.
Consultant BY Date
City, through the Director, accepts the Work or portion thereof designated by City as
substantially complete and will assume full possession thereof at (time)
on (date).
City of Miami, Florida
By Director Date
The responsibilities of City and Construction Manager for security, maintenance, heat, utilities,
damage to the work and insurance shall be as follows:
THIS DOCUMENT 1S A
SUBSTITUTION TO ORIGINAL
BACKUP. ORIGINAL CAN BE SEEN
AT THE END OF THIS DOCUMENT.
Stadium Site Parking, B-30648 Page 107
THIS DOCUMENT IS A
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ATTACHMENT E
FINAL CERTIFICATE OF PAYMENT:
PROJECT:
(name, address)
TO (City):
DATE OF ISSUANCE:
CONSULTANT:
BID/AGREEMENT NUMBER:
CONSTRUCTION MANAGER:
AGREEMENT FOR:
NOTICE TO PROCEED DATE:
All conditions or requirements of any permits or regulatory agencies have been satisfied. The
documents required by the Agreement, and the final bill of materials, if required, have been
received and accepted. The Work required by the Contract Documents has been reviewed and
the undersigned certifies that the Work, including minor corrective work, has been completed in
accordance with the provision of the Contract Documents and is accepted under the terms and
conditions thereof.
Consultant
City, through the Director, accepts the work as fully complete and
Will assume full possession thereof at
(Time)
(Date).
City of Miami, Florida
By Director
Date
Date
Stadium Site Parking, B-30648 Page 108
• TEAS DOCUMENT IS A •
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BACKUP. ORIGINAL CAN BE SEEN
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FORM OF PERFORMANCE BOND (Page 1of 3)
BY THIS BOND, We
hereinafter called Construction Manager, and
as Principal,
as Surety,
are bound to the City of Miami, Florida, as Obligee, hereinafter called City, in the amount of
Dollars ($ for the payment whereof
Construction Manager and Surety bind themselves, their heirs, executors, administrators,
successors and assigns, jointly and severally.
WHEREAS, Construction Manager has by written agreement entered into this
Agreement, awarded the day of , 20 , with City wluch
Contract Documents are by reference incorporated herein and made a part hereof, and
specifically include provision for liquidated damages, and other damages identified, and for the
purposes of this Bond are hereafter referred to as the "Agreement";
THE CONDITION OF THIS BOND is that if Construction Manager:
1. Performs the Agreement between Construction Manager and City for construction of
, the Agreement being made a
part of this Bond by reference, at the times and in the manner prescribed in the
Agreement; and
2. Pays City all losses, liquidated damages, expenses, costs and attorney's fees including
appellate proceedings, that City sustains as a result of default by Construction Manager
under the Agreement; and
3. Performs the guarantee of all Construction Work and materials furnished under the
Agreement for the time specified in the Agreement; then THIS BOND IS VOID,
OTHERWISE IT REMAINS IN FULL FORCE AND EFFECT.
4. Whenever Construction Manager shall be, and declared by City to be, in default under the
Agreement, City having performed City obligations thereunder, the Surety may promptly
remedy the default, or shall promptly:
4.1. Complete the Project in accordance with the terms and conditions of the
Contract Documents; or
Stadium Site Parking, B-30648 Page 109
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00710, FORM OF PERFORMANCE BOND (Page 2 of 3)
3.2. Obtain a bid or bids for completing the Project in accordance with the terms and
conditions of the Contract Documents, and upon determination by Surety of the
lowest responsible Bidder, or, if City elects, upon determination by City and
Surety jointly of the lowest responsible Bidder, arrange for a contract between
such Bidder and City, and make available as work progresses (even though
there should be a default or a succession of defaults under the Agreement or
contracts of completion arranged under this paragraph) sufficient funds to pay
the cost of completion less the balance of the GMP; but not exceeding,
including other costs and damages for which the Surety may be liable
hereunder, the amount set forth in the first paragraph hereof. The term "balance
of the GMP," as used in this paragraph, shall mean the total amount payable by
City to Construction Manager under the Agreement and any amendments
thereto, less the amount properly paid by City to Construction Manager.
No right of action shall accrue on this bond to or for the use of any person or corporation
other than City named herein.
The Surety hereby waives notice of and agrees that any changes in or under the Contract
Documents and compliance or noncompliance with any formalities connected with the
Agreement or the changes does not affect Surety's obligation under this Bond.
Signed and sealed this day of , 20
Stadium Site Parking, B-30648 Page 110
IS DOCUMENT IS A •
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BACKUP. ORIGINAL CAN BE SEEN
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FORM OF PERFORMANCE BOND (Page 3of 3)
WITNESSES:
Secretary
(CORPORATE SEAL)
(Name of Corporation)
By:
(Signature)
(Print Name and Title)
IN THE PRESENCE OF: INSURANCE COMPANY:
By:
Agent and Attorney -in -Fact
Address:
(Street)
(City/State/Zip Code)
Telephone No.:
Stadium Site Parking, B-30648 Page 111
THIS DOCUMENT IS A
• SUITUTION TO ORIGINAL
BA P. ORIGINAL CAN BE SEEN
AT THE END OF THIS DOCUMENT.
FORM OF PAYMENT BOND (Page 1of 3)
BY THIS BOND, We as
Principal, hereinafter called Construction Manager, and
, as Surety, are bound to the City of Miami,
Florida, as Obligee, hereinafter called City, in the amount of
Dollars (S ) for the payment whereof
Construction Manager and Surety bind themselves, their heirs, executors, administrators,
successors and assigns, jointly and severally.
WHEREAS, Construction Manager has by written agreement entered into this
Agreement, awarded the day of , 20 , with City
which Contract Documents are by reference incorporated herein and made a part hereof,
and specifically include provision for liquidated damages, and other damages identified,
and for the purposes of this Bond are hereafter referred to as the "Agreement";
THE CONDITION OF THIS BOND is that if Construction Manager:
1. Pays City all losses, liquidated damages, expenses, costs and attorney's fees
including appellate proceedings, that City sustains because of default by
Construction Manager under the Agreement; and
2. Promptly makes payments to all claimants as defined by Florida Statute 255.05(1)
for all labor, materials and supplies used directly or indirectly by Construction
Manager in the performance of the Agreement;
THEN CONSTRUCTION MANAGER 'S OBLIGATION SHALL BE VOID;
OTHERWISE, IT SHALL REMAIN IN FULL FORCE AND EFFECT
SUBJECT, HOWEVER, TO THE FOLLOWING CONDITIONS:
2.1. A claimant, except a laborer, who is not in privity with Construction
Manager and who has not received payment for its labor, materials, or
supplies shall, within forty-five (45) days after beginning to furnish
labor, materials, or supplies for the prosecution of the work, furnish to
Construction Manager a notice that he intends to look to the bond for
protection.
A claimant who is not in privity with Construction Manager and who has not
received payment for its labor, materials, or supplies shall, within ninety
S DOCUMENT IS A
ISTITUTION TO ORIGINAM •
'KUP. ORIGINAL CAN BE WN
THE END OF THIS DOCUMENT
FORM OF PAYMENT BOND (Page 2 of 3)
(90) days after performance of the labor or after complete delivery of the
materials or supplies, deliver to Construction Manager and to the Surety,
written notice of the performance of the labor or delivery of the
materials or supplies and of the nonpayment.
2.3. No action for the labor, materials, or supplies may be instituted against
Construction Manager or the Surety unless the notices stated under the
preceding conditions (2.1) and (2.2) have been given.
2.4. Any action under this Bond must be instituted in accordance with the
longer of the applicable Notice and Time Limitations provisions
prescribed in Section 255.05(2), or Section 95.11, Florida Statutes.
The Surety hereby waives notice of and agrees that any changes in or under the
Contract Documents and compliance or noncompliance with any formalities
connected with the Agreement or the changes does not affect the Surety's
obligation under this Bond.
Signed and sealed this day of -,20
ATTEST:
(S ecretary)
(Corporate Seal)
20
Construction Manaeer
(Name of Corporation)
By:
(Signature)
(Print Name and Title)
day of ,
THIS DOCUMENT IS A
• MBSTITUTION TO ORIGINAL
CKUP. ORIGINAL CAN BE SEEN
AT THE END OF THIS DOCUMENT.
FORM OF PAYMENT BOND (Page 3 of 3)
IN THE PRESENCE OF: INSURANCE COMPANY:
Agent and Attorney -in -Fact
Address:
(Street)
(City/State/Zip Code)
Telephone No.:
W.IS DOCUMENT IS A
BSTITUTION TO ORIGINAL is
BACKUP. ORIGINAL CAN BE SEEN
AT THE END OF THIS DOCUMENT,
PERFORMANCE AND PAYMENT GUARANTY FORM
UNCONDITIONAL/IRREVOCABLE LETTER OF CREDIT: (Page 1
of 2)
Beneficiary:
City of Miami
444 SW 2nd Avenue
Miami, Florida 33130
at
Date of Issue
Issuing Bank's No.
Applicant:
Amount:
in United States Funds
Expiry:
(Date)
Agreement Number
We hereby authorize you to draw on
of and for the account of
(Bank, Issuer name)
by order
(branch address)
(Construction Manager, applicant, customer)
up to an aggregate amount, in United States Funds, of
your drafts at sight, accompanied by:
available by
1. A signed statement from the City Manager or his authorized designee, that the
drawing is due to default in performance of certain obligations on the part
of (Construction Manager, applicant, customer) agreed
upon by and between the City of Miami, Florida and
(Construction Manager, applicant, customer), pursuant to Bid/Agreement No.
for (name of project) and Section 255.05, Florida
Statutes.
Drafts must be drawn and negotiated not later than
(expiration date)
THIS DOCUMENT IS A
SUBSTITUTION TO ORIGINAL
BACKUP. ORIGINAL CAN BE SEEN
AT THE END OF THIS DOCUMENT.
PERFORMANCE AND PAYMENT GUARANTY FORM
UNCONDITIONAL/IRREVOCABLE LETTER OF CREDIT: (Page 2
of 2)
Drafts must bear the clause: "Drawn under Letter of Credit No.
(Number), of (Bank name) dated
This Letter of Credit shall be renewed for successive periods of one (1) year each unless
we provide the City of Miami with written notice of our intent to terminate the credit
herein extended, which notice must be provided at least thirty (30) days prior to the
expiration date of the original term hereof or any renewed one (1) year term. Notification
to the City that this Letter of Credit will expire prior to performance of the Construction
Manager's obligations will be deemed a default.
This Letter of Credit sets forth in full the terms of our undertaking, and such undertaking
shall not in any way be modified, or amplified by reference to any documents,
instrument, or agreement referred to herein or to which this Letter of Credit is referred or
this Letter of Credit relates, and any such reference shall not be deemed to incorporate
herein by reference any document, instrument, or agreement.
We hereby agree with the drawers, endorsers, and bona fide holders of all drafts drawn
under and in compliance with the terms of this credit that such drafts will be duly
honored upon presentation to the drawee.
Obligations under this Letter of Credit shall be released one (1) year after the Final
Completion of the Project by the
(Construction Manager, Applicant, Customer)
This Credit is subject to the "Uniform Customs and Practice for Documentary Credits,"
International Chamber of Commerce (1993 revision), Publication No. 500 and to the
provisions of Florida law. If a conflict between the Uniform Customs and Practice for
Documentary Credits and Florida law should arise, Florida law shall prevail. If a conflict
between the law of another state or country and Florida law should arise, Florida law
shall prevail.
Authorized Signature
STHIS DOCUMENT IS A •
UBSTITUTION TO ORIGINAL
BACKUP. ORIGINAL CAN BE SEEN
AT THE END OF THIS DOCUMENT.
IN WITNESS WHEREOF, the parties have set their hands and seals on the day
and year first above written.
ATTEST:
Priscilla A. Thompson, City Clerk
ATTEST:
Print Name:
Title:
APPROVED AS TO FORM AND
CORRECTNESS:
Julie O. Bru
City Attorney
"City„
City Of Miami, a municipal
corporation
0
Pedro G. Hernandez, City Manager
"Construction Manager"
Suffolk Construction Company, Inc.
a Massachusetts corporation
By:
Print Name:
Title:
APPROVED AS TO INSURANCE
REQUIREMENTS:
Risk Management Administrator
LeeAnn Brehm
THE CITY REQUIRES FOUR (4) FULLY -EXECUTED AGREEMENTS, FOR
DISTRIBUTION.
THIS DOCUMENT IS A
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GMP AMENDMENT TO AGREEMENT
BETWEEN THE CITY AND CONSTRUCTION MANAGER AT RISK
CONTRACTOR
Pursuant to the Agreement dated , between the City and
(name of firm) (Construction Manager) for the construction of the Stadium Site Parking,
the City and Construction Manager hereby agree to amend and modify by this
Amendment and establish a Guaranteed Maximum Price (GMP) and time for completion
of the Construction Phase as set forth below:
1. Cm's GMP for the Construction Phase of the Work shall be
2. The Construction Manager's Fee for the Construction Phase of the Work is
hereby established as a lump sum amount of
($ ), and said lump sum amount is included within the above stated
GMP.
3. The General Conditions expenses for the Construction Phase of the Work are
hereby established as a lump sum amount of
($ ), and said lump sum amount is included in the above stated GMP.
Construction Manager acknowledges and agrees that the City shall have no
liability for any General Condition expenses beyond payment of the above noted
lump sum and Construction Manager agrees that it shall not be entitled to receive
any additional compensation from the City for the General Conditions beyond the
lump sum amount unless expressly adjusted by a Change Order.
4. Monthly installment payments of the GMP shall be based upon the percentage of
completion of the portion of Work completed and accepted by the City for the
preceding month.
5. Direct reimbursements allowed under the Agreement shall be made upon
submission of proof of payment by the Construction Manager.
6. The City has established a contingency fund in the amount of
($ ) for this project. The Construction Manager has no right or
entitlement to the City's contingency fund and use of such funds are subject to
the prior written approval and issuance of a Change Order by the City. Any City
contingency funds remaining at the completion of the Project will accrue to the
City.
7. If at the time final payment is made to the Construction Manager for the
Construction Phase of the Work the total cost has been increased by approved
Change Orders in an amount causing the original GMP as set forth in this
Amendment to by exceeded by more than ($ ),
then the Construction Manager shall be entitled to an increase in the
Construction Manager's Fee in the amount of (%) of the amount
exceeding the sum of ($ ).
8. Construction Manager acknowledges that this Agreement includes Work for
trench excavation and that the requirements set forth in Section 553.63 of the
THIS DOCUMENT IS A
SUBSTITUTION TO ORIGINAL
BACKUP. ORIGINAL CAN BE SEEN .
AT THE END OF THIS DOCVNIENT.
Florida Statutes titled Trench Safety Act apply. Construction Manager certifies
that the required trench safety standards will be in effect during the Work.
9. The amount of ($ ) has been
separately identified for the cost of compliance with the required trench safety
standards and said amount is included within the GMP.
10. The Construction Phase commencement date (Commencement) for the Work is
. The total time for performance of the Work from Commencement through
the date required for Substantial Completion is ( ) days
(Construction Time). The Substantial Completion date is therefore established
as
11. Pursuant to this Agreement, the parties have established a liquidated damages
rate for reasons stated therein, which the parties acknowledge and agree apply
to this Amendment and Construction Manager responsibility to complete the
Work with the Construction Time. Accordingly, the liquidated damages rate
established in the Agreement shall be assessed from Construction Manager for
each calendar day Construction Manager fails to achieve Substantial Completion
for the Construction Phase within the Construction Time.
12. Except as modified herein, the term and conditions of the Agreement remain
unchanged. In the event of a conflict between the terms of this Amendment and
those of the Agreement, the City and the Construction Manager agree that the
terms of this Amendment shall take precedence.
THIS AUNIENTIS A
SUBSTITUTION TO ORIGINAL
BACKUP. ORIGINAL CAN BE SEEN
AT THE END Of THIS DOCUMENT..
�t.r
MATERIALS PURCHASED AND STORED AT PROJECT SITE
TO: City's Project Manager's Name
City's Project Manager's Title
FROM: Contractor's Project Manager's Name
Contractor's Project Manager's Title
Proiect Information
Project Number:
Project Title:
Project Address/Location:
Material Information
Payment Application No.:
This document is submitted in accordance with Agreement (Agreement number) and
accompanies payment request/invoice number (number) for the purposes of payment of
materials or equipment purchase exclusively for use on the above reference Project and
stored at the Project Site.
The undersigned stipulates that the following described material(s) has/have been
purchased/fabricated for the exclusive use in this Project:
(describe all materials purchased or fabricated)
The material is to be stored at the Project Site and physically identified as City property
for use only on the above named Project. The City shall inspect, check, or audit, the
materials stored on site. It is expressly understood and agreed that these actions are
solely for the purpose of payment for the above materials before payment is approved
forth materials and/or equipment. The City shall only pay for the cost of the materials
and shall not pay any indirect cost, profit or other direct costs including the installation of
the materials or equipment.
All materials shall be stored in accordance with the manufacturer's instructions. It is
further understood that payment made on account of said materials not incorporated in
the Work does not relieve the Construction Manager from the responsibility for proper
insurance coverage and transportation to the site, or for replacing said materials that
may be subsequently damaged, lost, or rejected for non-compliance with the Agreement
prior to or during installation, or prior to final acceptance by the City.
Construction Manager Information
Name of Construction Manager: Date:
Signature: Title:
cc:
Date Received: Received By:
0
SUBSTITUTED
0
Construction Manager at Risk Agreement
By and Between
The City Of Miami
X:B
)
Construction Manager aNFisk Services
For Stadium Site Parkin
Capital improvements Program
444 SW 2nd Avenue, 8th Floor
Miami, Florida 33130
Fs� 6q, ) ZS
•
SUBSTITUTED
TABLE OF CONTENTS
Contents
See 1 -General Terms and Conditions.................................................................................
1.
verview/Recitals .........................
2.
ntion of City...................................................................................................................
5
3.
Co ction of the Agreement............................................................................................
6
4.
Agree ent Term..................................................................................................................
6
5.
Defnit...................................................................................... ....................................
...6
6.
Time is e Essence ...................... ........ ........................................................................
.
12
7.
Taxes ............................................ ....................................................................................13
8.
Contract Doc nts...........................................................................................................
13
9.
Review of Contra Documents.........................................................................................
14
10.
Site Investigation d Representation............................................................................
14
11,
Construction Manag 's Duties......................................................................................
15
12.
Construction Key Pers el and Staffing......................................................................
16
13.
Subcontractors..............................................................................................................17
14.
Quality Management.....................................................................................................
19
15.
Progress Report ............................................................................................................
20
16.
Architect of Record ......................................................................................................
20
17.
Construction Inspection Services.................................................................................
21
18.
Primary Contact............................................................................................................
21
19.
Partnering.....................................................................................................................21
20.
Policies, Procedures and Reporting..............................................................................
21
21.
Ownership and Use of Documents...............................................................................
21
22.
Plans and Working Drawings........................................................................................
22
23.
Supplementary Drawings.............................................................................................
22
24.
Supplemental Drawings and Instructions.....................................................................
22
25.
Continuing the Work ........................................................................
22
26.
Discretion of Director....................................................................................................
23
27.
Authority Of The City's Project Manager ....................................................................
23
28.
Lines and Grades...........................................................................................................
24
29.
Removal of Unsatisfactory Personnel..........................................................................
24
30.
......................
Defective Work......................................................................................
24
31.
Correction Of Work......................................................................................................
25
32.
Warranty of Materials and Equipment .................................................. .......................
25
33.
Material and Equipment Shipment, Handling, Storage and Protection .... ...................
26
34.
Manufacturer's Instructions.............................................................
27
35.
Manufacturer's Warranty................................................................................. ............
28
36.
Reference Standards............................................................................................. ........
28
37.
Changes in the Work or Terms of Contract Documents ............ .............. I .... I .......... .....
29
38.
Construction Manager's Damages for Delay................................................................
29
39.
Occupational Health and Safety.....................................................................................
9
40,
Safety Precautions
Stadium Site Parking, B-30648 Page 1
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41.
Accidents........................................................................................................................31
42.
Loss & Damage to Property ...........................................................................................
32
43.
Priority Of Provisions.....................................................................................................
32
4.
Payments........................................................................................................................
33
Communication and Notices..........................................................................................
33
46.
Indemnification..............................................................................................................
34
47.
wrier Controlled Insurance Program & Construction Manager's Insurance ...............
35
48.
difications To Coverage............................................................................................ 39
49.
Pa ents Related to Guaranteed Obligations................................................................
40
50.
Defa Events of Default..............................................................................................
40
51.
Notice Default -Opportunity to Cure..........................................................................41
52.
Remedi for Construction Manager's Default /Waiver of Claims for Consequential
Damages......................................................................................................................
41
53.
Termination Convenience.........................................................................................42
54.
Termination Du To Undisclosed Lobbyist Or Agent ...................................................
43
55.
Materiality And 'ver Of Breach................................................................................
44
56.
Force Majeure..............................................................................................................
44
57.
Resolution Of Agreem t Disputes................................................................................
44
58.
Mediation - Waiver Of Trial..................................................................................
45
59.
Applicable Law And Venu Of Litigation.....................................................................
46
60.
City May Avail Itself of All medies..........................................................................
46
61.
Permits, Licenses and Impact s................................................................................ 46
62.
Compliance With Applicable La...............................................................................
47
63.
Public Entity Crimes ............................ . ..................................................................
47
64.
Audit Rights.................................................................................................................
47
65.
Nondiscrimination, Equal Employmen pportunity, and Americans with Disabilities
Act..............................................................................................................................1.48
66.
Independent Contractor.................................................................................................
48
67.
Successors And Assigns...............................................................................................
48
68.
Third Party Beneficiaries..............................................................................................
49
69.
Contingency Clause......................................................................................................
49
70.
Performance Evaluation...............................................................................................
49
71.
Joint Preparation- Interpretation...................................................................................
49
72.
Confidentiality................................................................---
73.
Agreement Limiting Time in Whicb to Bring Action Aga' the City ........................
50
74.
Defense of Claims........................................................................................................
50
75.
Amendments.................................................................................................................50
76.
Severability ...................................................................................................................50
77.
Survival............................................................................................... .........................51
78.
Entire Agreement.........................................................................................................
51
79.
Small Business/Local Workforce Participation............................................................
51
80.
First Source Hiring Agreements...................................................................................
51
81.
Special City Provisions: ................................................................................... ............
52
Section2
- Pre -Construction Phase......................................................................................... 53
1. Agreement Time.........................................................................................................
.....53
2. Fixed Construction Budget...............................................................................................
53
Stadium Site Parking, B-30648 Page 2
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3.
Pre -Construction Phase Services....................................................................................... 53
4.
Value Engineering & Constructability...............................................................................
54
".
IGMP....................................................................................................................
55
6.
Pre -Construction Phase Additional Services.....................................................................
55
7.
ompensation for Preconstruction Phase Services............................................................
56
8.
P -Construction Phase Performance and Delegation.......................................................
56
9.
Pre- onstruction Fee Application for Payment Submittal ................................................
57
10.
Pre onstruction Phase Meetings..................................................................................
57
11.
Guar teed Maximum Price...........................................................................................
57
12.
Cost Co trol...................................................................................................................
59
13.
Market ysis and Stimulation of Bidder Interest......................................................
59
14.
Bid and Aw d of Subcontracts.....................................................................................
59
15.
Responsibility......................................................................... .....61
16.
Project Schedule...........................................................................................................
61
Section 3 - Construction P se..................................................................................................
63
1.
Construction Phase Se'ces..............................................................................................
63
2.
Construction Phase Time r Completion..........................................................................
63
3.
Liquidated Damages ........................................................................................................
63
4.
Hours Of Operation..........................................................................................................
64
5.
Construction Manager's Supery'on.................................................................................
64
6.
Construction Coordination/Adjace Development Work .................................................
64
7.
Acceleration......................................................................................................................65
S.
Construction Work Meetings...........................................................................................
66
9.
Progress Payments...........................................................................................................
66
10.
Acceptance and Final Payment ....................................................................................
67
11.
Subcontracts: ................................................................................................................
68
12.
Interfacing of Subcontracts..........................................................................................
68
13.
Performance Bond and Payment Bond ............... .........................................................
14.
Qualification of Surety: .................................. I .............
................................................
69
15.
Warranty of Construction.............................................................................................
70
16.
Methods Of Performing The Work ..............................................................................
70
17.
Construction Manager's Use Of Project Site ...............................................................
71
18_
Work Staging And Phasing..........................................................................................
71
19.
Existing Utilities and Trees...........................................................................................
71
20.
Construction Manager's Responsibility for Utility Properties Service ...................
72
21.
Differing Site Conditions............................................................... ..............................
73
22.
Product and Material Testing............................................................. ..........................
73
23.
Project Site Facilities............................................................................. .......................
74
24.
Safety and Security.................................................................................... ...................
74
25.
Worker's Identification................................................................................ ................
75
26.
Royalties and Patents: ...................................................................................... .............
76
27.
Labor and Materials............................................................................................ .........
76
28.
Substitutions........................................................................................................... ......76
29.
Maintenance of Traffic and Public Streets................................................................. ..
77
30.
NDPES Requirements....................................................................................................
79
31.
Construction Signage.....................................................................................................
Stadium Site Parking, B-30648 Page 3
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2.
Inspection of Work......................................................................................................... 79
MountingHeights...........................................................................................................
80
34.
Submittals.......................................................................................................................80
35.
Shop Drawings...............................................................................................................
81
36.
oduct Data...................................................................................................................
83
37.
S . 's..........................................................................................................................
83
38..
Rec d Set......................................................................................................................
83
39.
As -B ' t Drawings..........................................................................................................
83
40.
Request or Information (RFI).....................................................................................
84
41.
Field Dire'ves..............................................................................................................85
42.
Work Logs..................................................................................................................... 85
43.
Change Or.............................der........................................................................... ....... 85
44.
Value of Chang rder Work........................................................................................
86
45.
Substantial Comp on Punch List &Final Completion ..............................................
89
46.
Training.........................................................................................................................90
47.
Post Occupancy Insp on............................................................................................
90
48.
Excusable Delay...........................................................................................................
90
49.
Notification and Claim for hange of Construction Work Time for Completion or GMP
91
50.
Hurricane Preparedness................................................................................................
91
51.
Stop Work Order..........................................................................................................
92
52.
Cleaning Up; City's Right to Clean p..........................................................................
92
53.
Removal of Equipment.................................................................................................
93
54.
Warranty Phase............................................................................................................
93
ATTACHMENTA.....................................................................................................................
94
ATTACHMENTB...................................................................................................................
101
ATTACHMENTD...................................................................................................................
105
ATTACHMENTE
....................................................................................................................
107
FORM OF PERFORMANCE BOND (Page lof 3).................................................................
108
FORM OF PAYMENT BOND (Page Iof 3)............................................................................ 111
PERFORMANCE AND PAYMENT GUARANTY FORM ...................................................114
GMP AMENDMENT TO AGREEMENT................................................................................
117
MATERIALS PURCHASED AND STORED AT PROJECT SITE . ......................................
119
Stadium Site Parking, B-30648 Page 4
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3 AGREEMENT, made and entered into this day of , 2009 by and between
City of Miami, Florida, a municipal corporation, hereinafter called the City, and (Name of
tractor), a Florida Corporation, hereinafter called Construction Manager.
WITNESSETH:
WHERE , the City, Miami -Dade County (the "County") and Marlins Ballpark Developer LLC
("Stadium eveloper") entered into a Construction Administration Agreement ("CAA") that
provides for the design, development and construction of a baseball stadium, public
infrastructure d related improvements (the "Baseball Stadium") on the site depicted and
described in Atta hment A as the "Baseball Stadium Site," which Exhibit is incorporated into and
made a part of thi greement (the "Adjacent Site'); and
WHEREAS, the City, e County and Marlins Stadium Operator LLC entered into a City Parking
Agreement (the "Parkin Agreement") that provides for the construction, operation and use of
certain parking facilities o the site located within the vicinity of 1501 NW 3rtl Street, Miami, FI,
and depicted and describe in Attachment C as the "Parking Site", which Exhibit is incorporated
into and made a part of this A Bement (the "Project Site"); and
WHEREAS, on 10, the City issued a Request for Proposal for Construction
Management -at -Risk Services fo Stadium Site Parking (RFP) for the construction of the
Stadium Site Parking on the Project ite (the "Stadium Site Parking"); and
WHEREAS, the Construction Manage ubmitted the Response to the RFP (the "Response")
that was deemed the most qualified for a performance of the services described in the RFP,
which Response and RFP are incorporate ' to and made a part of this Agreement; and
WHEREAS, Construction Manager represen that it possesses the requisite expertise and
desires to enter into an agreement to act as t Construction Manager at Risk to the City to
provide the services as set forth herein; and
WHEREAS, the City Commission has authorized t City Manager to execute and enter into
this Agreement by Resolution No. (xx-xxxx) adopted ( e);
NOW THEREFORE, in consideration of the foregoing d d of the mutual covenants and
compensation set forth herein the City and Construction ManaD@r agree as follows:
Section 1 - General Terms and Cdnditions
1. Overview/Recitals
This Agreement sets forth the terms and conditions pursua\hnhich Construction
Manager will provide Construction Manager at Risk Services fonstruction of the
Stadium Site Parking, as further detailed in the Agreemhe Recitals are
incorporated into and made a part of this Agreement.
2. Intention of City
It is the intent of City to describe in the Contract Documenttiona completeProject to be constructed in accordance with the Contract Docund in a ordancewith all codes and regulations governing construction of the Prony work, terialsor equipment that may reasonably be inferred from the Contruments as eingrequired to produce the intended result shall be supplied btruction Man erwhether or not specifically called for. Where words, which havll-known techrn Ior trade meaning, are used to describe work, materials or equsuch words sha
Stadium Site Parking, B-30648
Page 5
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be interpreted in accordance with that meaning. Reference to standard specifications,
manuals, or codes of any technical society, organization or association, or to the laws or
regulations of any governmental authority, whether such reference be specific or by
implication, shall mean the latest standard specification, manual, code or laws or
egulations in effect at the time of opening of bids and Construction Manager shall
d ply therewith. City shall have no duties other than those duties and obligations
ex essiy set forth within the Contract Documents.
3. Cons uction of the Agreement
This Ag ement is comprised of three sections, which are applicable in the following
manner:
• S tion 1 — General Terms and Conditions: This Section applies to both the
Pre onstruction and Construction Phase Services, if awarded, except where
it is s ted that the requirements apply to only a specfc Phase.
• Section — Pre -Construction Phase: The provisions of this Section apply
only to the re -Construction Phase Services.
• Section 3 — onstruction Phase: The provisions of this Section are only
applicable to a Construction Phase Services and shall only become
effective upon th\nn
'xecution of the GMP Amendment.
4. Agreement Term
The Agreement shall commn issuance of the Notice of Award, which shall be
issued subsequent to the exf the Agreement by the City. The Agreement shall
terminate upon notice by tt the Agreement has been closed -out after final
completion or otherwise teb the City pursuant to the terms and conditions
herein set forth.
5. Definitions
Adjacent Property shall haaning as ibed to it in the Recitals.
Agreement means this Agrogether wit all documents incorporated herein by
reference and the Contract Dts.
Adjacent Development Work means work conte\sIgnifican
for the development and
construction of the Baseball Stadium.
Agreement Time means the time period defined in tBement for the Construction
Manager to complete the Pre Construction Phassand submit the GMP
Proposal, which shall be amended to reflect the Cti Phase should the City
accept the GMP Proposal.
Baseball Stadium shall have the meaning ascribed te Red Is.
Basis of Design means a specific manufacturer's phat is n ed, including the
make or model number or other designation, establissignifican qualities related
to type, function, dimension, in-service performancecal propertie appearance,
and other characteristics for purposes of evaluatiparable prod is of other
manufacturers.
CAA shall have the meaning ascribed to it in the Recitals.
Change Order means a written document ordering a change in the Agreement P e or
Agreement Time or a material change in the Work. A change order must comply ilth
the Contract Documents.
Stadium Site Parking, B-30648 Page 6
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City means the City of Miami, Florida, a Florida municipal corporation. In all respects
hereunder, City's performance is pursuant to the City's capacity as Owner of the Project.
In the event the City exercises its regulatory authority as a governmental body, the
exercise of such regulatory authority and the enforcement of any rules, regulations,
odes, laws and ordinances shall be deemed to have occurred pursuant to City's
a hority as a governmental body and shall not be attributable in any manner to the City
as party to this Agreement. For the purposes of this Agreement, "City" without
modi tion shall mean the City Manager or Director, as applicable.
City Co mission means the legislative body of the City of Miami.
City Mana er means the duly appointed chief administrative officer of the City of Miami.
City's Projec Manager means an employee or representative of the City assigned by
the Director to nage and monitor the Work to be performed under this Agreement and
the construction the Project.
Construction Man er's Project Manager or CM's Project Manager means the
person designated by onstruction Manager as its lead representative to the City. The
Construction Manager oject Manager shall have the authority to obligate and bind
Construction Manager an to act on all matters on behalf of Construction Manager
except for revisions to the Contract Documents and Change Orders. CM Project
Manager's responsibilities in ude creating clear and attainable project objectives,
building the project requirement and managing cost, time, and scope.
Constructability: means the cr tive, organized process of analyzing a project's
drawings, specifications and other roject documentation with a goal of minimizing
design, detailing, and specification oblems which might render the construction
contract documents unbuildable or requ 'ng addenda or change orders to make them
buildable.
Construction Change Directive means a itten directive to effect changes to the
Work, prepared by the Consultant and execute y the City
Construction Estimate means a cost estimate the completion of the Work, which
estimate shall include all components of the c t of the Work, as well as the
Construction Manager's Fee for the Project.
Contract Documents means the documents describe in Section 1, Article 8 of this
Agreement.
Construction Change Directive means a written directive o effect changes to the
Work, issued by the Consultant or the City's Project Maria r that may affect the
Agreement Price or Time.
Construction Manager means that (name of Firm), shall provide se ices including, but
not limited to preparation of cost estimates, constructability reviews, lue engineering
and assist in systems life cycle cost analysis, estimating, schedulin bidding and
submission of a GMP, as defined below, for construction, and construction anagement.
Upon execution of the GMP Amendment, the Construction Manager shall erve, from
that point forward, as the General Contractor under this Agreement.
Construction Manager's Fee means the Construction Phase Fee to be negotiat with
the Construction Manager for general conditions, overhead and profit compens tion
portion of the GMP, as defined below.
Stadium Site Parking, 8-30648 Page 7
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Construction Manager's General Conditions Costs means the necessary and
\prOjEec
able costs incurred by the Construction Manager directly attributable to the GMP
ive of the Construction Manager's overhead and profit. The Construction
er's General Conditions Costs shall be a component of the Construction
ens fee, and shall be a fixed amount during the entire Construction Phase for the
as set forth in the GMP.
ru ion Manager's Project Schedule or Project Schedule means the schedule
e nstruction Manager prepares and maintains for the Project. The Project
ule in des all aspects of the Project, including but not limited to: design, pre-
ction s ices, construction, construction engineering and observation services,
, project c seout, and warranty.
ruction Sup intendent means the CM's representative who is responsible for
ous field supe ision, coordination, and completion of the Work. The Construction
Superintendent is resp siblefor management of the Project Site and tasks including,
but not limited to, organi tion and coordination of the Work of trade craft employees,
keeping cost records on rk performed and materials, controlling of costs in materials
and wages; exercising cont 1 over rate of construction progress to assure complete
construction Project within sc duled time; inspecting Construction Work to enforce
conformity to the Contract Docu ents and supervising trades, subcontractors, clerical
staff, and other personnel employe in the construction.
Construction Phase Services me s the services to be performed through the
Construction Manager during the con uction phase of the Project, including without
limitation, the Construction Work and suc other services as required by this Agreement
or reasonably inferred herein.
Construction Work means all Work require by this Agreement for the Construction
Phase of the Project.
Consultant means a firm that has entered into a parate agreement with the City for
the provision of design/engineering services for t Project. Wherever the word
"Architect" or "Engineer" appears in the Contract Do ments, it shall be deemed to
include Architect's or Engineer's consultants, including a hitects, engineers, landscape
architects and others engaged by Architect. All communic ons, directives, instructions,
interpretations and actions required of Architect shall be i ued or taken only by or
through the individual identified as Architect in the Agreement r Architect's authorized
representative. For the purposes of this Agreement, the Consulta t means Leo A. Daly.
Construction Manager's Contingency means the sum included the GMP to cover
unforeseen costs during construction. The City retains exclusive use d control of said
Contingency, and all expenditures must be approved in writing by t City's Project
Manager.
Cure means the action taken by the Construction Manager promptly aft receipt of
written notice from the City of a breach of the Agreement for the Work, whit shall be
performed at no cost to the City, to repair, replace, correct, or remedy all tenial,
equipment, or other elements of the Work or the Agreement affected by such bre a or
to otherwise make good and eliminate such breach, including, without limita n,
repairing, replacing or correcting any portion of the Work or the Project site disturbed
performing such cure.
Stadlum Site Parking, B-30648 Page 8
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Cure Period means the period of time in which the Contractor is required to remedy
deficiencies in the Work or compliance with the Contract Documents after receipt of
written notice to Cure from the City identifying the deficiencies and the time to Cure.
esign Development means the requirements established in the Consultant's
A eement with the City establishing the requirements for Design Development.
Des n Documents means the construction plans and specification prepared by the
Consu nt for this Project.
Director eans the Director of the Capital Improvements Program and or designee,
who has th authority and responsibility for managing the Project under this Agreement.
Drawings me s the graphic and pictorial portions of the Work, which serve to show the
design, location nd dimensions of the Construction Work to be performed, including,
without limitation, I notes, schedules and legends on such Drawings.
Field Directive mea a written approval for the Construction Manager to proceed with
Work requested by th City or the Consultant, which is minor in nature and should not
involve additional cost.
Final Completion means t date subsequent to the date of Substantial Completion at
which time the Construction nager has completed all the Work in accordance with the
Agreement as certified by the nsultant and the City and submitted all documentation
required by the Agreement
Fixed Construction Budget mean the cost of construction provided by the City for
purposes of design development, whic has been established at $84,600,000, inclusive
of the Construction Manager's Contingen
Guaranteed Maximum Price (GMP) ans the sum agreed to between the
Construction Manager and the City and s forth in the GMP Amendment as the
maximum total Project price that the Constructi Manager guarantees not to exceed for
the construction of the Project and for all service under this Agreement, excluding only
the Pre -Construction Fee. The Construction M ager's Fee plus the sum of the
accepted subcontract bids and the Construction Man er's Contingency shall comprise
the GMP. The City reserves the right to request the su ission of the GMP proposal to
reflect one or more stages of construction.
GMP Amendment means the GMP Proposal, as may be a nded and accepted by the
City, at its sole discretion, which amendment shall automati Ily become incorporated
herein upon the City and the Construction Manager's execu n of same, and shall
establish, among other things, the GMP, the names of the Cons ction Manager's on-
site management and supervisory personnel for the Project, and the greement Time for
the Construction Work,
GMP Proposal means a proposal for completing the Construction norN which will be
submitted at 95% completion of Construction Documents. Such propos- hall include
the GMP for the construction of the Project once it has been accepted by th ity based
upon the Drawings and Specifications, the Contract Documents and the Memo\ndumf
Changes. However, the City has no obligation to accept the GNIP Proposal.
IGMP means the Interim GMP Proposal which shall be due at 50% completionn
Development and 50% completion of Construction Documents.
Stadium Site Parking, B-30648 Page 9
SUBSTITUTED
Master Project Schedule means the project schedule prepared by the construction
manager of the Baseball Stadium pursuant to the CAA, using a critical path method, as
updated from time to time, that identifies, coordinates and integrates the design and
construction schedules for the development of the Baseball Stadium (which includes the
Public Infrastructure Work) and the Project. The Preliminary Master Project Schedule is
attached to the CAA.
orandum of Changes means the notification provided to the City and the
Con Rant by the Construction Manager at the times specified in this Agreement that
recom ends changes based on the Value Engineering and Constructability reviews.
Notice Proceed means a written letter or directive issued by the Director or City's
Project M ager acknowledging that all conditions precedent have been met and
directing tha he Construction Manager may begin Work on the Project or a specific task
of the Project.
Parking Agreemb
Pre -Construction
shall have the meaning ascribed to it in the Recitals.
performed during the
City and the Constru
incurred by the Consti
award services.
Fee means the fixed lump sum fee of
payable to the Construction Manager for the Work
-Construction Phase related to the Project, accepted by the
do Manager, which fee includes all direct and indirect costs
fiction anager in the proper performance of the design, bid and
Pre -Construction Phase Servic s mean the services the Construction Manager shall
perform for the design phase of the greement and culminates with the exercise by City
of one of the City's options regarding Xe GMP proposal.
Pre -Construction Work means all Wolk required by this Agreement during the Pre -
Construction Phase of the Project includin the IGMP submittals.
Professional Services means those serve s within the scope of the practice of
architecture, professional engineering, landsc e architecture, or registered surveying
and mapping, as applicable, as defined by the ws of the State of Florida, or those
performed by any architect, professional eng
in
ee landscape architect, or registered
surveyor or mapper in connection with his or her prof sional employment or practice.
Progress Report means a monthly progress report t be prepared by Construction
Manager and will contain the following: (a) listing of actua costs for completed activities
and estimates for uncompleted tasks; (b) identification of v 'ances between actual and
budgeted or estimated costs; (c) the updated Project Sche le; (d) progress photos;
(e) an executive summary; (f) a discussion of pending items an existing or anticipated
problems, status of Requests For Information ("RFls"); (g) a safe and accident report,-
(h)
eport;(h) information on each Subcontractor and each Subcontractor's ork as well as the
entire Work, showing percentages of completion and the numbe and amounts of
Change Orders and Field Directives and relating such informatio to the Project
Schedule and the GMP; (i) a list of all identified claims or disputes, y threatened
claims and issues that, in the reasonable judgment of Construction M ager, may
potentially become claims; Q) status of Construction Manager's Contin ncy; (k)
information on compliance with the Small Business and Local Workforce pa ' ipation
goals established for the Project; (1) monthly procurement decisions; and (m) suc other
relevant information as may be reasonably required by the City from time to time.
Stadium Site Parking, 8-30648 Page 10
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SUBSTITUTED
Project shall mean the total construction of the Stadium Site Parking including surface
lots and infrastructure and related improvements, including sitework, as detailed in the
Contract Documents.
roject Site shall have the meaning ascribed to it in the Recitals.
P\and
ist means a compilation of items of Construction Work required to be performed
brough the Construction Manager, after the Substantial Completion inspection
ato Final Completion and payment.
Panual means volumes assembled for the Work that include the bidding
res, sample forms, General Conditions, Specifications and Drawings.
Pfra ructure Work means the utilities, roadwork, walkways, street lighting,
wg sig ge, traffic control, off-site improvements and transportation linkages
wl provid ingress and egress to, and support the construction of, the Baseball
Stand this ject the construction of which is governed by the CAA.
QM/QA Plan means a comprehensive Construction Quality Management and Quality
Assurance Plan describ6d in Article 14.
Record Set means the co of the Drawings, Specifications, Change Orders and other
modifications of the Agreem t to be maintained at the Project Site by the Construction
Manager, in good order and dated to record current changes which shall include
additions, revisions, modificati s, change orders, approved substitutions, shop
drawings and accurate dimensio d locations for items recorded, including but not
limited to, all underground utilities.
Request for Information (RFI) mea a request from the Construction Manager
seeking an interpretation or clarification the Consultant relative to the Agreement
and/or the Contract Documents. The RF , which shall be clearly marked RFI, shall
clearly and concisely set forth the issue ) or item(s) requiring clarification or
interpretation and why the response is needed. he RFI must set forth the Construction
Manager's interpretation or understanding of the cument(s) in question, along with the
reason for such understanding or recommendation proposed change.
Risk Administrator means the City's Risk Managem t Administrator, or designee, or
the individual named by the City Manager to administer tters relating to insurance and
risk of loss for the City.
Schedule of Values means a written schedule setting forth he detailed and itemized
cost breakdown, inclusive of labor, material, and taxes of all ements comprising the
GMP set forth in the GMP Proposal.
Separate Contractor means any entity hired by the City, the CountNr the developer of
the Adjacent Development Work to render any services at theP PV Site or the
Adjacent Property.
Small Business/Local Workforce Goals means the requirements set�forth in the
Request for Proposals.
Specifications as used herein means that portion of the Contract Documents 11
ich are
the written requirements for the materials, equipment, systems, standar and
workmanship for completion of the Work and performance of related services.
Subconsultant means a firm contracted by the Construction Manager to provi
Professional Services during the Pre -Construction Phase of the Project.
Stadium Site Parking, B-30648 Page 11
i 0
SUBSTITUTED
Subcontractor(s) means a person or entity other than a materialman or laborer, that
has a direct contract with the Construction Manager to perform or supply a portion of the
Construction Work.
ubmittals mean documents prepared by the Construction Manager or those working
its behalf to show how a particular aspect of the Construction Work is to be fabricated
an installed. The Construction Manager's submittals include shop drawings, product
data, samples, mock-ups, test results, warranties, maintenance agreements, Project
photo aphs, record documents, field measurement data, operating and maintenance
manual reports\hethe
certifications and any other information described in the Agreement.
Substanpletion means that point at which the Construction Work is at a level
of complubstantial compliance with the Agreement such that the City can use,
occupy aerate the facility in all respects to its intended purpose. Substantial
Completinot be deemed to have occurred until any and all governmental
entities, ate or have jurisdiction over the Work, have inspected, and approved
the Worfi I use or occupancy shall not be the sole determining factor in
determinier bstantial Completion has been achieved. The Project will not be
reviewedstanti Completion unless a Temporary Certificate of Occupancy has
beenissu
Value Engineering (VE):m ns the detailed analysis of systems, equipment, materials,
services, facilities and supplie required by this Agreement for the purpose of achieving
the desired and essential fun"ons at the lowest cost consistent with required and
necessary performance, reliabi , quality and safety through the elimination or
modification of those features w ' h add cost without contributing to the facility's
required function or design value.
Work as used herein refers to all pr construction, construction and other services
required by the Contract Documents, including all labor, materials, equipment,
supervision and services needed to comple the Project.
Unless otherwise defined herein, terms in the greement shall have the same meaning
as those words that have well known technica r construction industry meanings and
are used in the Agreement with such recognized anings.
As the context of the Agreement may require, ter in the singular shall include the
plural (and vice versa) and the use of feminine, m culine or neuter genders shall
include each other. Wherever the word "including" o any variation thereof, is used
herein, it shall mean "including, without limitation," and s II be construed as a term of
illustration, not a term of limitation. Wherever the word "or" used herein, it shall mean
"and/or".
Time is of the Essence
Time is of the essence of this Agreement and the Construction nager will promptly
perform its duties under the Contract Documents and will give the rk as much priority
as is necessary to cause the Work to be completed on a timely basis i accordance with
the Contract Documents. All Work shall be performed strictly (not sub antially) within
the time limitations necessary to maintain the critical path and all deadlin established
in the Contract Documents.
All dates and periods of time set forth in the Contract Documents, including thOV e for the
commencement, prosecution, interim milestones, milestones, and completio of the
Work, and for the delivery and installation of materials and equipment, were in ded
because of their importance to the City.
Stadium Site Parking, 13-30648 Page 12
• •
SUBSTITUTED
Construction Manager acknowledges and recognizes that (i) the Work must be
performed in accordance with the Master Project Schedule and the Project Schedule, (ii)
Substantial Completion must occur no later than December 31, 2011, (iii) City is entitled
to full and beneficial occupancy and use of the completed Work following expiration of
li�e Construction Phase Time for Completion, and (iv) the City will schedule the opening
o the Project Site based upon the Construction Manager's achieving Final Completion
of\dela
ork at the time stipulated for final completion in the Contract Documents.
Exand only to the extent provided otherwise by signing this Agreement, the
Coion Manager agrees to the assessment of liquidated damages under the
Coc n Phase Services as provided in Section 3, Article 3.
In ing bear the risk of delays for completion of the Work except for extensions
apd in a cordance with the Agreement, the Construction Manager understands
thaept an my to the extent provided otherwise in the Agreement, the occurrence
of s of delay ithin the Construction Manager's control, the Work shall not excuse
thestruction ager from its obligation to achieve full completion of the Work
wite Constructio Phase Time for Completion, and shall not entitle the Construction
Mar to an adjustm t of the GMP. All parties under the control or contract with the
Cotion Manager sh I include but are not limited to Subcontractors, materialmen
anrers.
The Construction Manager ac owledges that the City is purchasing the right to have
the CM's Project Manager 100° of the time, and Construction Superintendent full time
at the Project Site for the full
d tion of the Project during the time Work is being
performed.
7. Taxes
Construction Manager shall pay all app' able sales, consumer, use and other taxes
required by law unless the City implemen a Direct Purchase Program. Construction
Manager is responsible for reviewing the pe inent state statutes involving state taxes
and complying with all requirements.
Contract Documents
The Contract Documents are complementary an re intended to include all items
necessary for the execution and performance of the Work by Construction Manager.
Construction Manager shall perform all Work indicated ' or reasonably inferable from
and consistent with the Contract Documents for the prop execution and completion of
the Work. The Contract Documents shall consist of this Aeement, the Drawings and
Specifications, approved written interpretations and clanations, Field Directives,
Construction Change Directives, any Change Orders is ed thereto, and any
modifications, including the GMP Amendment, duly issued er execution of the
Agreement. Any modification to this Agreement shall only be effec " e if it is reduced to
writing, and duly executed by both parties, except a Field Directs or Constructive
Change Directive shall be effective after approval and execution by Dir for or designee.
The general intent of the Contract Documents is to include all items ne ssary for the
proper execution and completion of the Project by the Construction Manag
The Contract Documents represent the entire and integrated agreemen between
Construction Manager and City hereto and supersedes all prior neg iations,
representations or agreements, either written or oral. The Contract Documents s II not
be construed to create a contractual relationship of any kind (a) between Consultan nd
Construction Manager or (b) between the City and a Subcontractor or sub-subcontra r.
Stadium Site Parking, B-30648 Page 13
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SUBSTITUTED
9. Review of Contract Documents
Construction Manager shall carefully study, compare and coordinate the Contract
Documents and shall at once report to the Consultant and the City's Project Manager
any error, inconsistency or omission or any variance from Applicable Laws that may be
discovered and any necessary changes shall be accomplished by appropriate
modification. Notwithstanding the above, Consultant, and not Construction Manager,
hall have responsibility to confirm that the Drawings and Specifications comply with
A licable Laws and the requirements of the CAA and the Parking Agreement, relating
to sign matters. Construction Manager shall not be liable to City, or Consultant for
any d age resulting from any such errors, inconsistencies or omissions in the Contract
Docum ts, unless Construction Manager discovered such errors, inconsistencies or
omissions nd failed to report as required by this Article. In such event, Construction
Managers II be liable for only the cost that would have otherwise been avoided had
Construction nager reported such errors, inconsistencies or omissions to the City as
required above. Construction Manager shall not be authorized to perform, and shall not
be entitled to co ensation for, any portion of the Work that is not in compliance with
the requirements of a Contract Documents or, if required Submittals.
In the event that erro inconsistencies or omissions are discovered by Construction
Manager in the Contracocuments, Construction Manager shall not proceed with the
affected portions of the until Construction Manager has requested and received
written interpretation with sped thereto from the Consultant. Requests for
interpretation shall not becom a reason for an extension of time, unless Consultant
unreasonably delays providing s ch interpretation. If Construction Manager proceeds
with Work involving an error, incon 'stency or omission in the Contract Documents prior
to receipt of a clarification thereof re ested from Consultant, or knowing that an error,
inconsistency or omission exists, non heless proceeds with Work without requesting
such interpretation, Construction Manag shall, without increase to the GMP, correct
Work performed, and/or furnish and install ork that may be required in accordance with
the Contract Documents as determined by th Consultant.
Unless otherwise noted by Construction Manag to the City in writing, commencement
of any particular portion of the Worts shall consti to a representation by Construction
Manager that Construction Manager has reviewed a Contract Documents associated
with such portion of the Work, and that to the best of struction Manager's knowledge,
the Contract Documents are sufficiently detailed and mplete to permit Construction
Manager to (1) commence that portion of the Work and complete that portion of the
Work in accordance with the Contract Documents and all A licable Laws; provided that
the City (as between Construction Manager and the City) nd Architect shall have
responsibility for the sufficiency and completeness of the Con ct Documents and for
confirming that the Contract Documents conform to the requireme of the CAA and the
Parking Agreement and all governmental requirements relating to de ' n matters.
If Construction Manager observes that any of the Contract Documen are at variance
with any permits or governmental notices, or with the requirements of e CAA or the
Parking Agreement, Construction Manager shall promptly notify Consu nt and the
City's Project Manger in writing, and any necessary changes shall be acco fished by
appropriate Change Order.
10. Site Investigation and Representation
The Construction Manager acknowledges that it has satisfied itself as to the nature d
location of the Work, the Adjacent Development Work to be performed on the Adjace
Stadium Site Parking, B-30648
Page 14
11.
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SUBSTITUTED
Property, the general and local conditions, particularly those bearing upon availability of
transportation, disposal, handling and storage of materials, availability of labor, water,
electric power, and roads, the conformation and conditions at the ground based on
owner provided reports, the type of equipment and facilities needed preliminary to and
during the prosecution of the Work and all other matters which can in any way affect the
Construction Work or the cost thereof under the Contract Documents.
e Construction Manager further acknowledges that it has satisfied itself based on City
rprided geotechnical reports and inspection of the Project Site as to the character,
'u a[ and quantity of surface and subsurface materials to be encountered from
inspec ' g the site and from evaluating information derived from exploratory work that
may hav been done by the City or included in the Contract Documents.
Constructio Manager should examine the soil conditions at the Project Site to
determine if special shoring, sheeting, or other procedures are necessary to protect
the Adjacent perty during excavation of subsoil materials or during filling of any
area(s), or for an peration during the performance of the Work.
Any failure by th\ation
ion Manager to acquaint itself with all the provided
information and ibtained by visiting the Project Site, will not relieve
Construction Mansponsibility for properly estimating the difficulty or cost
under the Contract. In the event that the actual subsurface conditions vary
from the reports the Construction, City shall notify the City and the
Agreement amounsted up or down depending on the conditions.
Construction Manager accepts th relationship of trust and confidence established
between Construction Manager an ity by this Agreement. Construction Manager
recognizes the necessity of a close wo ing relationship with City and agrees to furnish
the skill and judgment of its organization the performance of this Agreement and to
cooperate with the Consultant in further n,, . interests of City. Construction Manager
shall provide Construction Managers knowle e, ideas, experience and abilities relating
to the planning of the construction of the Proje • furnish efficient business administration
and superintendence; and use its best efforts arrange for an adequate supply of
workmen and materials, equipment, tools and othe services and things to complete the
Work in the best and soundest way and in the most editious and economical manner
consistent with the interests and objectives of Cit and the Contract Documents.
Construction Manager agrees to advise and make recom endations to City as specified
in the Agreement.
Construction Manager shall provide administrative, managem t and related services as
required to coordinate, supervise and direct the performa e of the Work by all
Subcontractors with each other and with the activities and respon 'bilities of the City and
Consultant to complete the Work in accordance with the Contract D uments.
Construction Manager shall be solely responsible for all construction eans, methods,
techniques, sequences and procedures, including those employed by contractors in
the performance of the Work.
Construction Manager shall coordinate all aspects of the Work with all G ernmental
Authorities, utility companies, Adjacent Property Work and the work of eparate
Contractors.
Construction Manager shall be responsible to the City for the acts and omissioN of
Construction Manager's employees, Subcontractors and their agents and employeNk,
Stadium Site Parking, B-30648 Page 15
• •
SUBSTITUTED
and any other persons performing any of the Work under a contract with Construction
Manager, or claiming by, through or under Construction Manager, for all damages,
losses, costs and expenses resulting from such acts or omissions.
Construction Manager shall not be relieved from Construction Manager's obligations to
perform the Work in accordance with the Contract Documents either by the activities or
duties of the City, its Representative or the Consultant in their administration of the
\hoursand
ment, or by inspections, tests or approvals required or performed under the
ement by persons other than Construction Manager.
uction Manager shall keep a daily log containing a record of weather (including
fi information regarding named storm preparation and costs incurred or lost time
o n ed storms), Subcontractor's Work on the Site, number of workers, Work
plish problems encountered, and other similar relevant data as the City may
nably r vire. this log shall be available to the City and the Consultant at the
e.
truction Man er shall inspect the Work on an ongoing basis and shall maintain an
ng log of non- nforming Work that has been installed. The log shall record any
that have been oted as non -conforming by Governmental Authorities, City, or
ultant. Such log s II be available to the City and the Consultant during regular
ess hours and shaft a included in Construction Manager's monthly Progress
rt.
Construction Manager shall ma" ain a spreadsheet based concrete placement log and
shall regularly and diligently ente ll concrete placement yardage for all pours broken
down by footings, slab on grade, c\onsultant
ms, shear walls and elevated slabs in a
format acceptable to the City and tt and such log shall be available to the
City and the Consultant during reguhours.
Construction Manager shall mainf (1) recordable OSHA incidents and
(2) recordable lost time accidents,hat is acceptable to the City and the
Consultant. Such log shall be avaity and the Consultant during regular
business hours.
Construction Manager shall maintain a log of all Sub,'ttals in a format that is acceptable
to the City and the Consultant. Such log shall b\rein
le to the City and the
Consultant during regular business hours.
Construction Manager shall establish and enforce ag programincluding all
waste and construction materials.
12. Construction Key Personnel and Staffing
Construction Manager shall assign to this Project all of the Key P\timefull-ti
identified in its
Response to the RFP. Such personnel shall remain assigned toct through the
duration of this Project and shall not be reassigned without the en approval of
the City's Project Manager, unless the individual has left thent of the
Construction Manager. The Construction Superintendent and oj t Manager
shall be authorized to act on behalf of the Construction Managedina inspect
provide general direction of the Work in progress.
The Project Manger is expected to spend at a minimum 100% of me full -ti onsite and the Construction Superintendent is to be on site 100% of .
Stadium Site Parking, 8-30648 Page 16
•
SUBSTITUTED
•
The employee(s) of the Construction Manager and Subcontractors shall be considered
to be at all times employee(s) of the Construction Manager or the Subcontractors, as
applicable, and not an employee(s) or agent(s) of the City or any of its departments.
The Construction Manager agrees that the Construction Manager and its Subcontractors
shall at all times employ, maintain and assign to the performance of the Project a
sufficient number of competent and qualified professionals and other personnel to meet
�te requirements of the Work to be performed.
ThConstruction Manager and Subcontractors agrees to adjust staffing levels or to
repla any staff personnel if so requested by the City's Project Manager, should the
City'sX1n
anager make a determination that said staffing is unacceptable or that
any innot performing in a manner consistent with the requirements for such a
positio
13. Subco
A Subis any person or entity that is performing, furnishing, supplying or
provido n of the Work pursuant to a contract with Construction Manager.
Constrana r shall be solely responsible for and have control over the
Subco
All subcontracts shall:
require each Subco actor to be bound to the Construction Manager to the
same extent Constru n Manager is bound to the City by the terms of the
Contract Documents, as\Subcontractor',
may apply to the portion of the Construction
Work to be performed b
require the Subcontractnify and hold harmless the City, its officers,
agents, directors, and and instrumentalities as provided in this
Agreement.
• an agreement that the City is a third- rty beneficiary of the Subcontract, entitled
to enforce any rights thereunder for the respective benefits, and that, subject to
the terms of the applicable Subcontract, e City shall have the same rights and
remedies vis-a-vis such Subcontractors thX Construction Manager shall have,
including, without limitation, the right to be co ensated for any loss, expense or
damage of any nature whatsoever incurred by IN City resulting from any breach
of such Subcontract by Subcontractor, any b ach of representations and
warranties, if any, implied or expressed, arising out f such agreements and any
error, omission or negligence of such Subcontractor i the performance of any of
its obligations under such Subcontract;
• provide that the City will be an additional indemnified party the subcontract;
• a provision requiring Subcontractor to maintain insurance in cordance with the
Contract Documents;
• provide that the City will be an additional insured on all insuNnce policies
required to be provided by the Subcontractor except workman's' com nsation;
• a provision that such Subcontract shall be terminable for default or con nience
upon ten (10) days' prior written notice by Construction Manager, or, 'f the
Subcontract has been assigned to the City, by the City or its designee;
Stadium Site Parking, B-30648 Page 17
• •
SUBSTITUTED
• a provision that neither Construction Manager nor such Subcontractor shall have
the right to require arbitration of any disputes in those cases where the City (or its
assignee) is a party;
• a provision that Subcontractor shall promptly notify the City (with a copy to
Construction Manager) of any default of Construction Manager under the
Subcontract, whether as to payment or otherwise;
aprovision that Construction Manager and Subcontractor acknowledge that (i) it
is entering into a contract for the construction of a public building as
ontemplated in Chapter 255, Florida Statutes, and (ii) it has no right to file a
struction lien against the Work or the Project and agrees to include a similar
req ' ement in any purchase order or subcontract entered into by Subcontractor;
• provisi s that Subcontractor shall comply with all Applicable Laws (including
prompt yment) and the City requirements as set forth in the Agreement and
maintain Nofi`e
es, records, accounts of expenditures for Subcontractors portion of
the Work standards set forth in the Agreement.
• a provision tha the City may, at reasonable times, contact Subcontractor, after
notice to Const ction Manager, to discuss, or obtain a written report of,
Subcontractor's s ices, with Construction Manager entitled to be present
during any such disc sions; provided that in no event, prior to any assignment
of the Subcontract to t City, shall Subcontractor take instructions directly from
the City;
• a requirement that Subc?ntTkctor promptly disclose to the City and Construction
Manager any defect, omissio error or deficiency in the Contract Documents or
the Work about which it has kno ledge;
• a provision that permits Constru 'on Managers rights and duties under the
Subcontract to be assigned, at a same price, to City's designee after
termination of the Agreement upon wh n notice thereof given by the City to both
Construction Manager and Subcontracto
• assign all warranties directly to the City, i3kntify the City as an intended third -
party beneficiary of the subcontract, an prior to the execution of the
subcontract, provide copies of the Contract Doments to the Subcontractor who
will be bound by this Article. Pursuant to the Ag ement, Construction Manager
has conditionally assigned to the City all the ights, title and interest of
Construction Manager in, to and under any a all Subcontracts. The
assignment is exercisable by the City, at its election, the event that the City
has exercised its right to terminate the Agreement in w le or in part or to take
control of, or cause control to be taken of, the Work, or an ortion thereof. The
City may reassign the Subcontracts to another contractor or ny other person or
entity, and such assignee may exercise the City's rights in\fhexerdsed
ntracts.
Each Subcontractor shall, upon written notice that the City its
rights under the Contract Documents (or the portion thereoto the
materials or services being furnished by such Subcontranue to
perform all of such party's obligations, covenants and agreer such
Subcontract for the benefit of the City.
Each Subcontract entered into by Construction Manager in connection with the
shall contain the consent of each Subcontractor to the foregoing assignment ai
Stadium Site Parking, B-30648 Page 18
• •
SUBSTITUTED
agreement of each such Subcontractor that, upon written notice from the City, it has
assumed the Subcontract and exercised its rights under these General Conditions or
portion thereof applicable to the materials or services being furnished by such
Subcontractor. Such Subcontractor, as so requested by the City, shall continue to
perform all of such party's obligations, covenants and agreements under Subcontractor's
\Subcontractor
with Construction Manager for the benefit of the City.
must agree to provide field (on-site) supervision through a named
ent for each trade (e.g., general concrete forming and placement, masonry,
plumbing, electrical and roofing) included in the subcontract. In addition, the
or shall assign and name a qualified employee for scheduling direction for its
Construction\Contrt
r shall be fully responsible for all acts and omissions of its
Subcontractoersons directly or indirectly employed by its subcontractors and of
persons for ws any of them may be liable to the same extent that Construction
Manager is rle for the acts and omissions of persons directly employed by it.
Nothing in tht Documents shall create any contractual relationship between
any Subcontrity or any obligation on the part of City to pay or to see the
payment of as e any Subcontractor. City or Consultant may furnish to any
subcontractor of ounts paid to Construction Manager on account of specific
work perform
Construction Manager shall b\required to comply with all City requirements for
Subcontractor utilization reports. X
Construction Manager agrees to bin specifically every Subcontractor to the applicable
terms and conditions of the Contract D\guntees
for the benefit of City.
If Construction Manager requires a Stor to obtain performance and payment
bonds, then such bonds shall namestruction Manager and the City as co -
obligees, shall cover all warranties antees of the Subcontractor, and shall
comply with all bond requirements undement.Construction Manager shall require allac agreements to include a provision
that they will indemnify and hold harmCity, ' s officers, agents, directors, and
employees, and instrumentalities as heided.
14. Quality Management
Construction Manager shall develop and implement the\ah
y Management/Quality
Assurance ("QM/QA") Plan that includes the prevention cts and have a Quality
Control Manager who is the person directly responsible foi g the Project is of the
highest standards and conforms to the drawings and spi . The QM/QA Plan
shall ensure that appropriate procedures are implemev ify and document
compliance with the Contract Documents. The QM/QA Pll inc de the following:
(a) allocation of quality control and assurance responsibilithe far us participants
in the Work; (b) an inspection and testing plan for each compone of the Work;
(c) field monitoring and inspection reports, documentinresults o nspection;
(d) audit plan to audit Subcontractor's quality controand assuranc efforts;
(e) identification and reporting procedures for non -conforming Work; (f) trackin '
ystem
to monitor correction of non -conforming Work; (g) address concerns specific to th City,
including issues associated with ingress and egress.
Stadium Site Parking, B-30648 Page 19
•
SUBSTITUTED
As part of the QM/QA Plan, Construction Manager shall review the Work of
Subcontractors to determine if the Work of each Subcontractor is being performed in
accordance with the requirements of the Contract Documents, and to determine if there
\quaRyanagement
ects and deficiencies in the Work. Construction Manager shall promptly bring
terial defects and deficiencies that are not subject to correction in the normal
construction to the attention of the applicable Subcontractor and the City.
tions between Construction Manager and Subcontractors with regard to
agement and assurance shall not in any way be construed as releasing
n Manager or its Subcontractors from performing their Work in accordance
s of the Contract Documents.
Within 30 day fter award of the Agreement, the Construction Manager shall submit the
formalized QM/ Plan to the City's Project Manager and Consultant for review and
acceptance. The Construction Managers format is acceptable, provided the QM/QA
Plan is legibly type n 8'/z" x 11" paper. The Construction Manager shall provide any
update(s) to the Cit ' Project Manager and Consultant at least 30 days prior to
incorporation. The Co truction Manager shall not incorporate such update(s) until it
receives the City's Proje anager and Consultant's written acceptance.
15. Progress Report
Construction Manager shall sulSmit to the City and the Consultant, within thirty (30) days
of the effective date of the Agr ment, a form of the Progress Report for use on the
Project for the City and the Co ultant review, comment and acceptance. Upon
acceptance by the City and the Con ultant, the form of Progress Report shall establish
the standard for detail required for tN remainder of the Work and shall be updated
monthly. The Progress Report shall indexed, bound and tabulated in a manner
acceptable to the Co. The Progress port shall be delivered with each monthly
Application for Payment. Delivery of the Pr ress Report shall be a condition precedent
to payment of that Application for Payment.
16. Architect of Record
The City has retained Leo A. Daly to serve as \ddna
chitect of Record and to provide
basic architectural services, including normal civctural, mechanical, and electrical
engineering services, as described in the City's ant with the Consultant. The City
shall authorize and cause the Consultant to provis dditional services which must
necessarily be provided by the Consultant for e- nstruction and Construction
Phases of the Work. Such services shall be provacc dance with time schedules
agreed to by the City, Consultant, and ConstrMarna r. Upon request of the
Construction Manager, the City will furnish to thstruction anager a copy of the
City's agreement with the Consultant.
On the basis of the on-site observations, the tant will kee the City's Project
Manager informed of the progress of the Worthe capacity interpreter, the
Consultant will exercise the best efforts to e faithful perfo ance by the
Construction Manager.
The City's Project Manager will assist the Consultant in conducting ins ections to
determine the date or dates of Substantial Completion and Final Acceptanc and will
receive and review written warranties and related documents required by the ntract
Documents. The Consultant will be responsible for receiving all documentati for
review and acceptance. Upon acceptance such documentation will be forwarded t he
City's Project Manager. The City's Project Manager in conjunction with the Consult t
will review Schedules of Values, Project Schedule, Subcontractors and invoices.
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In case of the termination of employment of the Consultant, the City may, at its sole
discretion, appoint another Consultant, whose status under the Agreement shall be as
that of the former Consultant.
Suni ' the performance of the Work, should any errors, omissions, conflicts, ambiguities
o discrepancies be found in the drawings and/or specifications, the Consultant will
c alKy in writing the intent of the drawings and/or specifications and the Construction
Mana agrees to abide by the Consultant's interpretation and perform the Work in
ac cor ce with the decision of the Consultant. In such event, the Construction
ManagNa/or
l be held to have included in its GMP the best materials suitable for the
purposmethods of construction.
17. ConstructiorrVns
The City may tilize acompany under contract with the City to provide on-site
construction exa nation and observation services. Such services are intended to be
additional services nd are not intended to and shall not be construed to supplant or
alter the role and re onsibilities of the Consultant. While this company will represent
the City at the site, t company and its employees have no authority to authorize
changes or deviations fro the Contract Documents.
18. Primary Contact
Construction Manager shall c rdinate all correspondence, submittals, applications for
payment, requests for informat n, change orders, claims and any other requests or
documents through the Consultan
19. Partnering
Construction Manager, prior to corn ncement of the Construction Phase Services,
shall prepare and submit for the Director' review and acceptance a proposed Partnering
Program for the Project. The Partneri Program shall contain, at a minimum,
procedures for the enhancement of commu cation and cooperation between the City,
Construction Manager, Consultant, separ contractors, inspectors and other
consultants and subcontractors on the Project, a well as procedures for the speedy and
efficient resolution of problems and disagre ents during construction. Upon
acceptance by the Director, the Partnering Pro am shall be implemented and
coordinated by Construction Manager throughout the r ainder of the Project
20. Policies, Procedures and Reporting
Construction Manager shall be responsible for compli ce with the policies and
procedures manual and reporting requirements contained in achment A.
21. Ownership and Use of Documents
The Drawings, Specifications and other documents prepared b the Consultant, and
copies thereof furnished to the Construction Manager, are for use s ely with respect to
this Agreement. They are not to be used by the Construction Manage Subconsultants,
Subcontractors, or material suppliers on other projects, without the pecific written
consent of the City. The Construction Manager, Subcontractors, Subc sultants, and
material suppliers are granted only a limited license to use and reprodu applicable
portions of the Drawings, Specifications, and other documents prepar by the
Consultant appropriate to and for use in the execution of their Work u er this
Agreement.
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22. Plans and Working Drawings
City, through Consultant, shall have the right to modify the details of the Drawings and
Specifications, to supplement the Drawings and Specifications with additional plans,
rawings or additional information as the Work proceeds, all of which shall be
sidered as part of the Contract Documents.
Wh e the Construction Manager believes that the modification or supplement is outside
the s pe of the Work, the Construction Manager shall, within 48 hours, notify the
Consult t and the City's Project Manager that the modification or supplement is outside
the scope f the Work. At that time the modification or supplement may be rescinded or
the Const tion Manager may be required to submit a request for a Change Order
proposal. re the Construction Manager is notified of the City's position that the
modification or pplement is within the scope and the Construction Manager disagrees,
the Construction nager shall notify the Consultant and the City's Project Manager that
the Construction M ager reserves the right to make a claim for the time and monies
based on the modific ion or supplement. At no time shall the Construction Manager
refuse to comply with th modification or supplement.
23. Supplementary Drawing
When, in the opinion of Cc ultant, it becomes necessary to explain the Work to be
done more fully, or to illustrate e Work further, or to show any changes which may be
required, supplementary drawi s, with specifications pertaining thereto, will be
prepared by Consultant.
The supplementary drawings shall be 'nding upon Construction Manager with the same
force as the Contract Documents. Wh e such supplementary drawings require either
less or more than the original quantities o ork, appropriate adjustments shall be made
by Change Order.
24. Supplemental Drawings and Instructions
The City's Project Manager and/or Consultant, applicable, shall have the right to
approve and issue Supplemental Instructions settin forth written orders, instructions, or
interpretations concerning the Contract Documents its performance, provided such
Supplemental Instructions involve no change in the Ag ement price or this Agreement
time for performing the Work.
City's Project Manager and/or Consultant shall have the righ o modify the details of the
plans and specifications, to supplement the plans and spe ' ications with additional
plans, drawings or additional information as the Work procee all of which shall be
considered as part of the Contract Documents.
25. Continuing the Work
Construction Manager shall carry on the Work and adhere to the\,disputes
hedule
during all disputes or disagreements with City, including, without limtes or
disagreements concerning a request for a Change Order, a request in the
Pre -Construction Fee, the GMP, the Agreement Time, or Construcme for
Completion. The Work shall not be delayed or postponed pendinof any
disputes or disagreements. All disputes shall be resolved in acthe
provisions of the Contract Documents.
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Discretion of Director
Any matter not expressly provided for herein dealing with the City or decisions of the City
K
all be within the exercise of the reasonable professional discretion of the Director or
e Director's authorized designee.
27. Auttority of The Citv's Pro
The irector hereby authorizes the City's Project Manager and/or the Consultant,
without imitation, to determine or answer, all questions of any nature whatsoever arising
out of, u er or in connection with, or in any way relating to or on account of the Work,
and/or as t the interpretation of the Work to be performed the Contract Documents.
The Constru 'on Manager shall be bound by all determinations or orders of the City's
Project Manag and/or Consultant and shall promptly respond to requests of the City's
Project Manager nd/or Consultant, including the withdrawal or modification of any
previous order, an regardless of whether the Construction Manager agrees with the
City's Project Manag s and/or Consultant's determination or requests. Where requests
are made orally, the Ci 's Project Manager and/or Consultant will follow up in writing, as
soon thereafter as is pra 'cable.
The City's Project Manager nd/or Consultant shall have authority to act on behalf of the
City to the extent provided by e Agreement, unless otherwise modified in writing by the
City. All instructions to the onstruction Manager shall be issued in writing, All
instructions to the Construction anager shall be issued through the Director, City's
Project Manager or the Consultant.
The City's Project Manager and Con Itant shall have access to the Project Site during
normal work hours, unless access is re ired by the City due to health, safety or welfare
of the City or the public. The Constructio Manager shall provide safe facilities for such
access so the City's Project Manager and nsultant may perform their functions under
the Agreement. The City's Project Manager nd Consultant will make periodic visits to
the Work Site to become generally familiar wi the progress and quality of the Work,
and to determine if the Work is proceeding in acc dance with the Contract Documents.
The City's Project Manager and Consultant will t be responsible for construction
means, methods, techniques, sequences or procedu s, or for safety precautions and
programs in connection with the Work, and will not be sponsible for the Construction
Manager's failure to carry out the Construction Work in ccordance with the Contract
Documents.
The City's Project Manager and Consultant will have autho 'ty to reject Construction
Work that does not conform to the Contract Documents require ents. Whenever, in his
or her opinion, it is considered necessary or advisable insure the proper
implementation of the Contract Documents, the City's Project Ma\notto
d Consultant
will have authority to require special inspections or testing of thuction Work,
whether or not such Construction Work is fabricated, installed or c. Neither the
City's Project Manager's and Consultant's authority to act undeicle, nor any
decision made by him/her in good faith either to exercise or \ercisesuch
authority, shallgive rise to any duty or responsibility of the City's Project and
Consultant to the Construction Manager, any Subcontractor, Subconsultaner or
any of their agents, employees, or any other person performing any of the ction
Work.
All interpretations and recommendations of the City's Project Manager and Consu
shall be consistent with the intent of the Contract Documents.
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The City's Project Manager and Consultant will not be responsible for the acts or
omissions of the Construction Manager, or anyone employed or contracted directly or
indirectly by the Construction Manager including any Subcontractor, Subconsultant, or
any of their agents or employees, or any other persons performing any of the Work.
Lines and Grades
The Construction Manager shall, at its own expense, establish all working and
nstruction lines and grades as required from the Project control points set by the
Co truction Manager, and shall be solely responsible for the accuracy thereof.
29. Rernaval of Unsatisfactory Personnel
The Cit ay make written request to Construction Manager for the prompt removal and
replacem t of any personnel employed or retained by the Construction Manager, or
any Sub -Co ultants or Subcontractors, or any personnel of any such Sub -Consultants
or Subcontra rs engaged by the Construction Manager to provide and perform
services or Wo pursuant to the requirements of this Agreement. The Construction
Manager shall res nd to the City within fourteen (14) calendar days of receipt of such
request witheither t removal and replacement of such personnel or written justification
as to why that may occur. The City shall make the final determination as to the
removal of unsatisfacto ersonnel. Such decision shall not be construed as directing
the Construction Maria r to tenninate any employee's employment with the
Construction Manager.
30. Defective Work
City's Project Manager and/or Co ultant shall have the authority to reject or disapprove
Work which Consultant finds to be elective. If required by Consultant, Construction
Manager shall promptly either correct II defective work or remove such defective Work
and replace it with non -defective Work. Construction Manager shall bear all direct and
indirect costs of such removal or correct s including cost of testing laboratories and
personnel.
Should Construction Manager fail or refuseto move or correct any defective Work or
to make any necessary repairs in accordance ith the requirements of the Contract
Documents within the time indicated in writing Consultant, City shall have the
authority to cause the defective work to be removed corrected, or make such repairs
as may be necessary at Construction Managers expen . Any expense incurred by City
in making such removals, corrections or repairs, shall be aid for out of any monies due
or which may become due to Construction Manager, oray be charged against the
Performance Bond. In the event of failure of Constru n Manager to make all
necessary repairs promptly and fully, which is not cured in th Cure Period, City may
declare Construction Manager in default.
If, within one (1) year after the date of Substantial Completion \anq
longer period of
time as may be prescribed by the terms of any applicable specanty required by
the Contract Documents, or by any specific provision of the Conments, any of
the Construction Work is found to be defective or not in accorit the ContractDocuments, Construction Manager, after receipt of written from City, shallpromptly correct such defective or nonconforming Constructiowithi the timespecified by City without cost to the City. Nothing contained herebe con ued toestablish a period of limitation with respect to any other obligaich Const coonManager might have under the Contract Documents includingt limited to ny
claim regarding latent defects.
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Failure to reject any defective work or material shall not in any way prevent later
rejection when such defect is discovered, or obligate City to final acceptance.
Correction of Work
The Construction Manager shall promptly correct all Work rejected by the City's Project
Manager or Consultant as defective or as failing to conform to the Contract Documents,
%nd
r observed before or after Substantial Completion and whether or not fabricated,
lie or completed. The Construction Manager shall bear all cost of correcting such
d Work, including the cost of the City's additional services thereby made
The Conl uction Manager further agrees that after being notified in writing by the City's
Project Ma ger or Consultant of any Work not in accordance with the requirements of
the Contract ocments or any defects in the Work, the Construction Manager will
commence an ruse with due diligence all Work necessary to fulfill the terms of the
Agreement andt complete the Work within a reasonable period of time, as determined
by the City's Proje Manager or Consultant, and in the event of failure to so comply, the
Construction Manag does hereby authorize the City to proceed to have such Work
done at the Constructio Manager's expense and that the Construction Manager will pay
the cost thereof upon mand. The City shall be entitled to all costs, including
reasonable attorneys' fee necessarily incurred upon the Construction Manager's
refusal to pay the above cos Notwithstanding the foregoing paragraph, in the event of
an emergency constituting an ' mediate hazard to the health or safety of personnel,
property, or licensees, the City m undertake, at the Construction Manager's expense,
without prior notice, all Work neces ry to correct such hazardous condition when it was
caused by Work of the Construct n Manager not being in accordance with the
requirements of the Agreement.
If, within one (1) year after the date of al completion of the Project or within such
longer period of time as may be prescribed law, by the Contract Documents, or by the
terms of any applicable special warranty requi d by the Contract Documents, any of the
Work is found to be defective or not in accor ce with the Contract Documents, the
Construction Manager shall correct it promptly a receipt of a written notice from the
City to do so. The City shall give such notice prompt after discovery of the condition.
All such defective or non -conforming Work shall be re oved from the site if necessary
and the Work shall be corrected to comply with the Con ct Documents without cost to
the City.
In no event shall the failure of the City or the Consultant to b N g to the attention of the
Construction Manager such faults act as a waiver, or release th Construction Manager
from responsibility or liability for such fault, defect or non-conformi\reirements,
.
32. Warranty of Materials and Equipment
Construction Manager warrants to City that all materials and equrnished under
this Agreement will be new unless otherwise specified and that aork will be of
good quality, free from faults and defects and in conformae Contract
Documents. All equipment and materials not conforming tre irements,
including substitutions not properly approved and authorizede c sidered
defective. If required by Consultant, Construction Manager shh sati ctory
evidence as to the kind and quality of materials and equipmentarranty I not
limited by any other provisions within the Contract Documents.
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110 ED �
SU 65T{TUT
33. Material and Equipment Shipment, Handling, Storage and Protection
Preparation for Shipment
\anyspecial
practical, equipment shall be factory assembled. The equipment parts and
blies that are shipped unassembled shall be furnished with assembly plan and
ctions. The separate parts and assemblies shall be factory match -marked or
d in a manner to facilitate assembly. All assemblies are to be made by the
truction Manager at no additional cost to the City.
rally, machined and unpainted parts subject to damage by the elements shall
otected with an application of a strippable protective coating, or other approved
ive method. Equipment shall be packaged or crated in a manner that will
e rotection from damage during shipping, handling, and storage.
utsi of the package or crate shall be adequately marked or tagged to indicate
ntents name and equipment number, if applicable; approximate weight; state
pecial p cautions for handling; and indicate the recommended requirements
rage prio o installation,
Any spare parts a /or specialtytools shall be properly mark to identify the
associated equipment y name, equipment, and part number. Parts shall be
packaged in a manner r protection against damage from the elements during
shipping, handling, and st age. Shipping boxes are to be marked to indicate the
contents, Delivery of spare its and special tools shall be made prior to the time
associated equipment is sched ed for the initial test run.
Shipment
All equipment and material shall be ipped with freight and shipping paid, FOB job
site.
The Construction Manager shall request 7 -day advance notice of shipment from
manufacturers, and upon receipt of such n ice, provide the Consultant with a copy
of the current delivery information concerning quipment items and material items of
critical importance to the Project Schedule.
Receiving
The Construction Manager shall unload and record e receipt of all equipment and
materials at the jobsite.
All costs for receiving, inspection, handling, storage, in rance, inventory control,
and equipment maintenance for the Construction Manage supplied materials and
equipment, shall be included in the prices bid and no extr compensation will be
allowed.
Inspection
Immediately upon receipt of equipment and materials at the jobsite, t Construction
Manager shall inspect for completeness and any evidence ofd age during
shipment. City's furnished equipment and material shall be inspected an ventoried
together with City's inspector. Should there appear to be any shortage o amage,
the Consultant shall be immediately notified; and the Construction Manager all be
fully responsible for informing the manufacturers and the transportation comp y of
the extent of the shortage or damage. If the item or items require replacin or
supplying of missing parts, the Construction Manager shall take the necessa
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measures to expedite the replacement or supply the missing parts. The Construction
Manager shall be responsible for shortages or damages to all materials and
equipment except for materials and equipment furnished by the City.
Handling
Equipment and materials received for installation on this Project shall be handled in
ccordance with the manufacturer's recommendations, and in a manner that will
pvent damage.
5to e
The C struction Manager may be paid for materials or equipment purchased and
stored a the Project Site_ Payment shall be conditioned upon submission by the
Constructi Manager of proof or purchase and an executed Material
Purchased/ red On -Premises form to establish the City's title to such materials or
equipment, or therwise protect the City's interest.
Equipment and terials shall be stored prior to installation as recommended by the
manufacturer. Th City shall inspect, check, or audit, the materials stored on site
prior to payment. It i expressly understood and agreed that these actions are solely
for the purpose of pay ent for the materials or equipment. The City shall only pay
for the cost of the mater Is and shall not pay any indirect cost, profit or other direct
costs including the installa n of the materials or equipment.
All materials shall be stored i accordance with the manufacturer's instructions. It is
further understood that payme made on account of said materials not incorporated
in the Work does not relieve th Construction Manager from the responsibility for
proper insurance coverage and nsportation to the site, or for replacing said
materials that may be subsequently amaged, lost, or rejected for non-compliance
with the Contract Documents prior o or during installation, or prior to final
acceptance by the City.
Insurance
The Construction Manager's insurance shall aNequately cover the value of materials
delivered but not yet incorporated into the work. he Construction Manager and the
City shall be named as co-insured insofar as their kspective interests may appear.
Construction Manager shall provide the required orMIN nufacturer's recommended
maintenance during storage, during the installation, and til such time as the City
accepts the equipment for full-time operation.
Salvage Equipment
Any salvageable pipe, fittings, or other miscellaneous ma rial or equipment
removed during construction and not reused in the Work shall b cleaned, hauled,
and stored by the Construction Manager at his own expense, wher directed by the
City's Project Manager or Consultant, and shall remain the property the City. All
other material shall be disposed of by the Construction Manager at his o n expense.
34, Manufacturer's Instructions
The Construction Manager shall:
Comply with manufacturer's requirements for the handling, delivery and
of all materials. Where required by the Contract Documents, Con:
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Manager shall submit manufacturer's printed instructions for delivery, storage,
assembly, and installation.
Comply with the manufacturer's applicable instructions and recommendations for
the performance of the Work, to the extent that these instructions and
recommendations are more explicit or more stringent than requirements
indicated in the Agreement,
spect each item of material or equipment immediately prior to installation and
re ct damaged and defective items.
Prov e attachment and connection devices and methods for securing the
Constr tion Work; secure Construction Work true to line plumb and level, and
within r cognized industry standards; allow for expansion and building
movemen , provide uniform joint width in exposed Construction Work; arrange
joints in ex sed Construction Work to obtain the best visual effect and refer
questionable sual effect choices to the Consultant for final decision when
applicable to th onstruction Work.
Recheck measure ents and dimensions of the Construction Work, as an integral
step in starting each ortion of the Construction Work.
Install each unit or s tion of Construction Work during favorable weather
conditions, which shall e ure the best possible results in coordination with the
entire Project and isolate ach unit of Construction Work from incompatible
Construction Work as neces ry to prevent potential interference among each
section and/or deterioration of uipment.
Coordinate enclosure of the Con ction Work, which requires inspections and
tests so as to minimize the neces i of uncovering Construction Work for that
purpose.
When required by the Contract Docume or the manufacturer, a qualified
representative shall be present to observe field onditions, conditions of surface and
installation, quality of workmanship, and applicati s. Manufacturer's representative
shall provide the Construction Manager and the sultant a written report of field
observations.
35, Manufacturer's Warranty
Construction Manager shall provide to City all manufacturer warranties. All warranties,
expressed and/or implied, shall be given to the City for a material and equipment
covered by this Agreement. All material and equipment Wished shall be fully
guaranteed by the Construction Manager against factory defects nd workmanship. At
no expense to the City, the Construction Manager shall correct any d all apparent and
latent defects that are required by Florida law. The Contract Docume s may supersede
the manufacturer's standard warranty. Manufacturer's warranties will come effective
upon Substantial Completion of the Project.
36. Reference Standards
Reference to the standards of any technical society, organization or bod shall be
construed to mean the latest standard adopted and published at the date of re est for
qualifications, even though reference may have been made to an earlier standard. uch
reference is hereby made a part of the Contract Documents the same as if h in
repeated in full and in the event of any conflict between any of these standards a
those specified, the most stringent shall govern unless otherwise stated.
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37. Changes in the Work or Terms of Contract Documents
Without invalidating the Agreement and without notice to any Surety, City reserves and
shall have the right, from time to time to make such increases, decreases or other
changes in the character or quantity of the Work as may be considered necessary or
desirable to complete fully and acceptably the proposed construction in a satisfactory
anner. Any extra or additional Work within the scope of the Project(s) must be
a omplished by means of appropriate Field Orders, Supplemental Instructions, and/or
Ch e Orders issued in accordance with this Agreement.
Any c nges to the terms of the Contract Documents must be contained in a written
docume executed by the parties hereto, This Article shall not prohibit the issuance of
Change O ers executed only by City as hereinafter provided.
Construction anager shall increase or decrease the value of the Performance and
Payment Bonds o reflect the value of the GMP as it may be revised.
38. Construction Ma cier°s Damacies for Defav
No claim for damagekor any claim, other than for an extension of time, shall be made or
asserted against City b reason of any delays except as provided herein. Construction
Manager shall not be e tled to an increase in the Agreement Price or payment or
compensation of any kind om City for direct, indirect, consequential, impact or other
costs, expenses or damage including but not limited to costs of acceleration or
inefficiency, arising because o delay, disruption, interference or hindrance from any
cause whatsoever, whether su delay, disruption, interference or hindrance be
reasonable or unreasonable, forese able or unforeseeable, or avoidable or unavoidable;
provided, however, that this provisi shall not preclude recovery of damages by
Construction Manager for actual de s due solely to fraud, bad faith or active
interference on the part of City or its Con Itant. Otherwise, Construction Manager shall
be entitled only to extensions of the Agree ent time for completion of the Work as the
sole and exclusive remedy for such resulting lay, in accordance with and to the extent
specifically provided above.
Except as may be otherwise specifically provide for in the Contract Documents, the
Construction Manager agrees to make no claim for mages for delay of any kind in the
performance of the Contract Documents whether occ Toned by any act or omission of
the City or any of its representatives (whether it is an Ex sable Delay or otherwise) and
the Construction Manager agrees that any such claim shal e compensated solely by an
extension of time to complete performance of the Work. m t is regard, the Construction
Manager alone hereby specifically assumes the risk of such elays, including without
limitation: delays in processing or approving shop drawings, sam les or other submittals
or the failure to render determinations, approvals, replies, inspe ions or tests of the
Work, in a timely manner. Construction Manager shall not eceive monetary
compensation for City delay. Time extensions may be authorized by e City in certain
situations.
39. Occupational Health and Safety
The Construction Manager warrants that it will comply with all safety prec tions as
required by federal, state or local laws, rules, regulations and ordinances.
In compliance with 29 CFR 1910 and with Section 442, Florida Statutes, anyN
substance listed in Section 381-30.33.03 of the Florida Administrative Code deliverer
a result of a Project must be accompanied by a Material Safety Data Sheet (MS
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which may be obtained from the manufacturer. The MSDS must include the following
information:
• The chemical name and the common name of the substance.
• The hazards or other risks in the use of the substance, including: The potential
for fire, explosion, corrosion, and reaction; the known acute and chronic health
effects of risks from exposure, including the medical conditions which are
generally recognized as being aggravated by exposure to the substance; and the
primary routes of entry and symptoms of overexposure.
• he proper precautions, handling practices, necessary personal protective
e ipmein and other safety precautions in the use of or exposure to the
sub ances, including appropriate emergency treatment in case of overexposure.
• The e ergency procedure for spills, fire, disposal, and first aid.
• A des c tion in lay terms of the known specific potential health risks posed by
the subsilvc
e intended to alert any person reading this information.
• The year an month, if available, that the information was compiled and the
name, addre and emergency telephone number of the manufacturer
responsible for p paring the information.
40. Safety Precautions
Construction Manager s\—ons
olely responsible for initiating, maintaining and
supervising all safety prand programs in connection with the Project.
Construction Manager andtractors shall take all necessary precautions for the
safety of, and shall providesary protection to prevent damage, injury or loss to:
• All employees on the Proje\establishmen
and other persons who may be affected
thereby;
• All the Construction Work aaterials or equipment to be incorporated
therein, whether in storage onProject site; and
• Other property at the Projectra acent thereto, including trees, shrubs,
lawns, walks, pavements, rostru ures and utilities not designated for
removal, relocation or replacethe co se of construction.
Construction Manager shall monitor tblishmen� , nd execution of effective safety
practices known to the industry, aicable to ork on the Project, and the
compliance with all applicable regand adviso agency construction safety
standards.
Construction Manager shall designate a responsible member'R! its organization at the
Project site whose duty shall be the prevention and managem'\en
accidents. This
person shall be Construction Manager's Superintendent unless ise designated in
writing by Construction Manager to the City's Project Manager.
Construction Manager shalt comply with all applicable law'nances, rules,
regulations and orders of any public body having jurisdiction for tet of persons or
property or to protect them from damage, injury or loss; and shalan maintain all
necessary safeguards for such safety and protection. Constructinager hall notifyowners of adjacent property and utilities when prosecution of the uction rk mayaffect them. All damage, injury or loss to any property, caused y or indir tly, inwhole or in part, by Construction Manager, any Subcontractoryone direc orindirectly employed by any of them or anyone for whose acts anym may be Iia e,shall be remedied by Construction Manager, Construction er's duties an
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responsibilities for the safety and protection of the Work shall continue until such time as
all the Work is completed and Consultant has issued a notice to City and Construction
Manager a notice of Final Acceptance.
nstruction Manager must adhere to the applicable environmental protection guidelines
fo the duration of the Project. If hazardous waste materials are used, detected or
gen ted at any time, the Consultant and the City's Project Manager must be
imme ' tely notified of each and every occurrence. The Construction Manager shall
comply 'th all codes, ordinances, rules, orders and other legal requirements of public
authoritie (including, without limitation, OSHA, EPA, DERM, the City, Miami -Dade
County, Sta of Florida, and Florida Building Code) which bear on the performance of
the Work.
Construction Ma ger shall have the responsibility to ensure that all Construction Work
is performed using dequata safeguards, including but not limited to: proper safe rigging,
safety nets, fencing, caffolding, barricades, chain link fencing, railings, barricades, steel
plates, safety lights, a ladders that are necessary for the protection of its employees,
as well as the public nd City employees. All riggings and scaffolding shall be
constructed with good so d materials, of adequate dimensions for their intended use,
and substantially braced, tie or secured to insure absolute safety for those required to
use it, as well as those in th vicinity. All riggings, scaffolding, platforms, equipment
guards, trenching, shoring, lad%cprdance
s and similar actions or equipment shall be OSHA
approved, as applicable, and in with ail federal state and local regulations.
All open trenches or holes shall be p perly marked and barricaded to assure the safety
of both vehicular and pedestrian traffi No open trenches or holes are to be left open
during nighttime or non -working hours\suld
the prior written approval of the City's
Project Manager.
If an emergency condition should develthe Project, the Construction Manager
must immediately notify the ConsultanCity's Project Manager of each and
every occurrence. The Construction Mauld also recommend any appropriate
courses) of action to the Consultant and's roject Manager.
41. Accidents
Construction Manager shall immediatelye City' Project Manager and Brown &
Brown of any accident, incident or circumwhere pr arty damage, injury or death
has occurred. This includes any circumsat may le to an insurance claim.
Failure to notify the City's Project Manager and Brown& Bro could result in denial of
the claim by the insurance carrier. Contact the City's Project anager and Brown &
Brown for clarifications on insurance coverage.
Construction Manager shall report in writing to City's Project Manaer, OSHA and all
applicable governmental entities of all accidents arising out of or in c vection with the
Work which cause death, personal injury or property damage, giving II details and
statements of witnesses. Construction Manager shall submit five copies f a detailed
report to the City's Project Manager within twenty (20) days after the oc\reence. In
addition, if death or serious personal injuries or serious property damage ar, the
accident shall be reported immediately by telephone or messenger to oject
Manager.
In preparing the report the Construction Manager shall clearly identify the impacb�d
insurance coverage, including the following:
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n the event of conflicts with the plans, the priorities stated below shall govern:
• Schedules, when identified as such shall govern over all other portions of
the plans,
• Specific notes shall govern over all other notes, and all other portions of the
plans, unless specifically stated otherwise.
• Larger scale drawings shall govern over smaller scale drawings.
• Figured or numerical dimensions shall govern over dimensions obtained by
sling.
•WVre provisions of codes, manufacturer's specifications or industry
stan ards are in conflict, the more restrictive or higher quality shall govern.
In the eventof om -ions in the Contract Documents which are not complete as to any
incidental de it of construction or construction system or with regard to the
manner of com fining or installing equipment, parts, or materials, such detail shall
be deemed to b an implied requirement of the Contract Documents. "Minor
Detail" shall inclu the concept of substantially identical components, where the
price of each suc component is small. The quality and quantity of the
equipment, material, o art so furnished shall conform to trade standards and be
compatible with the t e, composition, strengths, size and profile of the
equipment, materials or p s otherwise specified in the Contract Documents.
44. Payments
Payment of an approved Applicatio\rPayment approved by the Consultant shall be
made within thirty (30) days after Construction Manager's Application for
Payment by the City, which accompanied by sufficient supporting
documentation and contain sufficio allow a proper audit of expenditures,
should the City require one to be pe
45. Communication and Notices
Whenever notice is desired or required under this greement, the notice shall be given
in writing, by mail, email, facsimile or via courier/deli ry service, must be addressed to
the party for whom it is intended and delivered at the ce last specified ("Notice"); and
the place for giving of notice shall remain such until it sh have been changed by Notice
given in compliance with this provision. Notice shall bdeemed given on the date
received or within 3 days of mailing, if mailed through the ited States Postal Service.
If given via email or facsimile, Notice shall be deemed given the date sent.. If given
via courier/delivery service, Notice shall be deemed given upo the initial delivery date
by the courier/delivery service. For the present, the parties des nate the following as
the respective places for giving of notice:
For City of Miami:
Pedro G. Hernandez, P.E.,
City Manager
3500 Pan American Drive
Miami, Florida 33133
Julie O. Bru,
City Attorney
City of Miami
444 S.W. 2"d Avenue, - 9" Floor
Miami, Florida 33130
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SUBSTITUTED
with copies to:
Mr. Gary Fabrikant,
Assistant Director
Capital Improvements Program
City of Miami
444 S.W. 2"d Avenue, - 81h Floor
Miami, Florida 33130
Obert Fenton,
Pr ect Manager
OffidXof the City Manager
City o iami
444 S. 2 d Avenue, - 10�" Floor
Miami, Flo da 33130
FOR Constru tion Manager:
(TBD)
Construction Manager sh` develop, in conjunction with the City and the Consultant,
procedures acceptable to th City and the Consultant for implementing, documenting,
reviewing and processing fiel�dquestions and responses, field variance authorizations
and directives, minor changes V(onstruction Change Directives, Field Directives, and
Change Orders.
46. Indemnification
Construction Manager shall indemnify and hold harmless City, its officers, agents,
directors, and employees, from liabilities, c?emages, losses, and costs, including, but not
limited to reasonable attorney's fees, to• the extent caused by the negligence,
recklessness or intentional wrongful miscondst of Construction Manager and persons
employed or utilized by Construction Manager the performance of this Agreement.
These indemnifications shall survive the term of t i Agreement. In the event that any
action or proceeding is brought against City by rea n of any such claim or demand,
Construction Manager shall, upon written notice from Ci�, resist and defend such action
or proceeding by counsel satisfactory to City. The CoQstruction Manager expressly
understands and agrees that any insurance protection re aired by this Agreement or
otherwise provided by Construction Manager shall in no vra limit the responsibility to
indemnify, keep and save harmless and defend the City orIts officers, employees,
agents and instrumentalities as herein provided. 7
The indemnification provided above shall obligate Construction Maner to defend at its
own cost and expense to and through appellate, supplement or bankruptcy
proceeding, or to provide for such defense, at City's option, any and all\Util2ed
liability
and all suits and actions of every name and description which may beagainst
City whether performed by Construction Manager, or persons employlized byConstruction Manager.
This indemnity will survive the cancellation or expiration of the Thisindemnity will be interpreted under the laws of the State of Florida, wi outlimitation, Chapter 725, Florida Statutes. To the extent this indemniovis ndoes not comply with Chapter 725, Florida Statutes, as may be amendovisio
shall hereby be interpreted as the parties intention for the indemnification clauses to
comply with Chapter 725, Florida Statutes,
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Construction Manager shall require all Subcontractor agreements to include a provision
that they will indemnify and hold harmless the City, its officers, agents, directors, and
employees, and instrumentalities as herein provided.
The Construction Manager agrees and recognizes that the City shall not be held liable or
sponsible for any claims which may result from any actions or omissions of the
Co struction Manager in which the City participated either through review or
conc rrence of the Construction Manager's actions. In reviewing, approving or rejecting
any s missions by the Construction Manager or other acts of the Construction
Manage the City in no way assumes or shares any responsibility or liability of the
Constructi Manager or Subcontractor, under this Agreement.
Ten ($10.00 dollars payable by the City to the Construction Manager constitutes
separate and tinct consideration for this indemnity and hold harmless provision, the
sufficiency of whi is hereby acknowledged by the Construction Manager.
Owner Control d Insurance Program & Construction Manager's Insurance
The City will utilize an wner Controlled Insurance Program (OCIP) for this Project. In
addition to the OCIP the onstruction Manager is required to maintain off-site insurance
in accordance with the foll ing:
OCIP
The City will procure and \puose
he insurance coverages, excess or additional
required under an OCIP. Thof the OCIPis to provide onemaster insurance
program that provides broads with high limits that will benefit all participants
involved in the Project. The rocure, pay for, and administer the OCIP during
the duration of the Project. The OCIP Abe administered by Brown & Brown Insurance
on behalf of the City. The program will inc e the following Coverages:
• Builder Risk
• Worker's Compensation
• Commercial Liability
• Excess Umbrella Liability
The OCIP will not include the following:
• Automobile liability Coverage
• Business Interruption of Loss of Use
• Professional Liability (E&O)
• Equipment Floater
The OCIP will also not cover any contracts for asbestos abateme consultants such as
architects and engineers, pollution liability, suppliers, vendors, mateI dealers, and day
laborers (labor services).
The named insured on the OCIP shall include the City, Construction anager, and
Subcontractors of any tier, exclusive of suppliers.
Coverages shall be limited to the Project Site.
Within two (2) days after award of the Agreement the Construction Manager shalurnish
to Brown and Brown Insurance construction insurance information form (IF201),h ich
will be provided by the City to the Construction Manager.
The Construction Manager, for the coverages provided under the OCIP warrants that a
insurance charges, except as provided on IF201, are excluded from this Agreement.
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The Construction Manager hereby warrants the accuracy of the information to be
provided on IF201 and agrees that the City, its insurance representative, Brown &
Brown, and/or OCIP carrier may audit the Construction Manager's records to confirm the
accuracy of any and all insurance credit, including without limitation, in connection with
Nzny changes in the work as referenced in this Agreement. The Construction Manager
a o agrees to provide complete certified copies of the current insurance policy(ies) if
req ested by the City to verify insurance deduction accuracy. The Construction Manager
furthdk warrants and agrees that the City is entitled to and may collect additional
insura a credits as may be developed as a result of said audit.
Wor s' Compensation and Employers Liability Workers' Compensation —
5tatuto amount and coverages as required by law, including any applicable
provision for voluntary Workers' Compensation benefits as required by Labor
Union Agr ments and including the "All State" endorsement; USLBH.
0 Employe Liability — A minimum of $1,000,000 Each Accident $1,000,000
Each Emplo ce, and $1,000,000 Policy Limit Disease.
• Commercial Genal Liability to cover Construction Manager and any
Subcontractor per o ing work under the Agreement from claim for damages for
personal injury include accidental death, as well as from claims for personal
property damages whi may arise from operations under the Agreement,
whether such operations by Construction Manager or by any Subcontractor or
by anyone directly or indire employed by them.
City shall procure insurance coverage for direct operations, sublet work,
contractual liability, and by
d operation with limits not less than those
stated below.
o Bodily Injury and Property Dama Liability — a minimum of $2,000,000 Per
Each Occurrence.
o Products and Completed Operation Aggregate Llmit — a minimum of
$2,000,000 Per Each Occurrence.
o General Aggregate Limit Products and Co leted Operations — $4,000,000
annual; coverage will continue for a pen of ten (10) years beyond
termination and/or completion of the constructio program.
o Personal and Advertising Injury Limit — a mi um of $2,000,000 per
occurrence;
• Excess/Umbrella policy raising the above limits to a minim of $50,000,000 and
to also cover the primary Liability Coverage —Employers Lia lity, Public Liability,
and Products and Completed Operations.
Certification and Policies — All City furnished insurance coverage outir d above shall
be written by insurance companies approved to do business in the State Florida. The
City shall provide all the Construction Manager and Subcontractors with ppropriate
certificates of insurance evidencing the coverage outlined above. The actual surance
policies will be available for inspection at the City. Construction Mana er nor
Subcontractors shall commence Work at the Project Site until they have rece ed a
copy of the Certificate of Insurance.
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The Construction Manager agrees that, in case of payment by the insurers arising out
Damage to property caused by Construction Manager, the City will withhold from the
C struction Manager a sum equal to such payment, but not to exceed $2,500 for each
oc\.The
except that for the utilities of gas, electrical, telephone, telegraph, sewer
anthe City will withhold $5,000 per utility for the first occurrence after the
sesum shall be assessed to the Construction Manager as determined by the
insshall become the property of the City and not collectible under any part of
pafurnished insurance policies.
In addition to ompleting and submitting Form IF201, the Construction Manager shall,
within two (2) daks after award of the Agreement, submit the following information to the
City's Project Mager and to Brown & Brown, in writing by certified mail, e-mail, or hand
delivery:
1. Agreement Nu ber
2. Prime Contracto
3. Legal Name of Su ontractor(s)
4. Address(es)
5. Telephone, persons to ontact for insurance information
6. Estimated amount of su ontract
7. Estimated dates the subc tract work will commence and will be completed
S. Type(s) of work to be perfor ed
9. Estimated Project Site payroll Workers' Compensation classification
10. Present Workers' Compensatio experience modification
11. Present Workers' Compensation licy anniversary date
12. Whether or not any work will be ublet under the subcontract and, if so the
names of potential subcontractors an estimated subcontract amount.
The City, its elected officials, officers, represen tives, agents, and employees shall have
no responsibility whatsoever to the Construction anagen with respect to any insurance
coverage, its procurement or absence thereof. T policies of insurance procured and
maintained hereunder shall not affect the Construct n Manager's liability to City, or for
the performance of any obligations assumed by nstruction Manager under the
Contract Documents,
All dividends or refunds payable under the policy shall be ION to the City, and are hereby
assigned to the City, and the Construction Manager, at th request of the City, shall
execute and deliver to the City any release, assignment, d\othise
, or authorization
which the City or an insurance company may require for such
In addition to the OCIP provided by the City and withoutany of the other
obligations or liabilities of Construction Manager, Constructier shall provide,
pay for, and maintain in force until all of its Work to be perforthis Agreement
has been completed and accepted by City (or for such duratioh ise specified
hereinafter), the insurance coverages set forth herein.
The Construction Manager shall not commence Work undereeme t until the
Construction Manager has obtained the insurance required r and e City's
Risk Administrator has approved such insurance.
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Companies Providing Coverage
All insurance policies shall be issued by companies authorized to do business
under the laws of the State of Florida and satisfactory to the Risk Administrator.
All companies shall have a Florida resident agent and be rated at least A(X), as
per A.M. Best Company's Key Rating Guide, latest edition.
Ver cation of Insurance Coverage
The onstruction Manager shall furnish certificates of insurance to the Risk
Admini rator for review and approval prior to the execution of this Agreement and any
amendm t thereto. The Certificates shall clearly indicate that the Construction Manager
has obtai d insurance of the type, amount and classification required by these
provisions, i excess of any pending claims at the time of contract award to the
Construction nager. Construction Manager shall maintain coverage with equal or
better rating as entified herein for the term of this Agreement. Construction Manager
shall provide writt notice to the Risk Administrator of any material change, cancellation
and/or notice of n -renewal of the insurance within 30 days of the change.
Construction Manage shall furnish a copy of the insurance policy or policies upon
request of the Risk Adm istrator.
Construction Manager sh ensure that all Subconsultants comply with these same
insurance requirements unle otherwise stipulated.
Automobile. Bodilv Iniurv. and Pcooerty Damaae Liability—
Coverage shall include all owned, fired, borrowed or non -owned autos, with a combined
single limit of $1,000,000 for Bo irkInjury, or Property Damage. The City of Miami,
Marlins Stadium Operator, LLC, ' s Ma Stadium Developer, LLC, Florida Marlins, LP
and Miami -Dade County shall be name as an additional insured.
All Risk Contractor's Equipment
Coverage shall include all owned, used, an leased equipment required to perform the
services called for in the Contract Documents.
Worker's Compensation Insurance - Off Site Activ Xes Only
The Construction Manager shall maintain Wo er's Compensation Insurance in
compliance with Florida Statutes, Chapter 440, as ended, and Employee's Liability
with the following minimum limits:.
• Employers' Liability with a limit of One Mi 'on Dollars ($1,000,000.00)
Dollars each bodily injury caused by an accident, ach accident. One Million
Dollars ($1,000,000.00) Dollars each bodily inju caused by disease, each
employee. One Million Dollars ($1,000,000.00 liars each bodily injury
caused by disease, policy limit.
• Waiver of subrogation
Commercial General Liability - Off Site Activities Only
The Construction Manager shall maintain a commercial general liabili Npolicy written
on a "primary and non-contributory basis" with minimum limits of ne Minion
Dollars ($1,000,000.00) per occurrence combined single limit for ily Injury
Liability and Property Damage Liability; General Aggregate Limit of T Million
Dollars ($2,000,000.00). Coverage must be afforded on a form no more re trictive
than the latest edition of the Commercial General Liability form, without res 'ctive
endorsements, as filed by the Insurance Services Office, and must include:
Stadium Site Parking, B-30648 Page 38
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• Premises and Operations Liability
• Products and Completed Operations Liability (3 yrs after date of completion)
• Contractual and Contingent Liability
Personal and advertising Liability
• Vxplosion, Collapse and Underground Hazard
VV Iver of Subrogation
• City Miami as Additional Insured as per CG 2010 (11/85) as well as Marlins
StadiuN Operator, LLC, Marlins Stadium Developer, LLC, Florida Marlins, LP
and Mia i -Dade County
Umbrella Policv
The Construction M ager shall maintain an umbrella policy issued on an "excess
follow form" basis provNing for Bodily injury and property damage liability with limits
of Five Million Dollars 5,000,000) each occurrence and an aggregate limit of Five
Million Dollars ($5,000, 0). The umbrella policy shall be excess over the
Commercial General Liabilit and Automobile Liability and Employer's Liability.
Subcontractors shall provide t Construction Manager a certificate of insurance
affording coverage for general lia ility with limits of $300,000 each occurrence and
$600,000 aggregate limit, inclu ' g premises and operations, products and
completed operations, contractual bility, personal and advertising liability and
Explosion, Collapse and Undergroun Hazard. In addition, Subcontractors shall
fumish the Construction Manager a cert 'cate of insurance for automobile insurance
with limits of $300,000 combined single li it for bodily injury and property damage,
covering all owned, hired, borrowed, an non -owned autos. In addition, the
Subcontractor shall provide the Construction anager with a certificate of workers'
compensation with statutory limits in accordanc o Florida law.
Cessation of Insurance --Coverage is not to cease d is to remain in force (subject
to cancellation notice) until final acceptance by City.
If the initial insurance expires prior to the completion o he Work, renewal copies of
policies shall be furnished at least thirty (30) days prior to a date of their expiration.
Notice of Cancellation and/or Modification --The policy(ie must be endorsed to
provide City with at least thirty (30) days notice of cancellation nd/or modification.
Submittal of Certificates -- Construction Manager shall urnish to Capital
Improvements Program office Certificates of Insurance or endors\,allme
videncing
the insurance coverage specified above within fifteen (15) cays after
notification by the City. The required Certificates of Insurance shthe types
of policies provided, refer specifically to this Agreement, anthat such
insurance is as required by this Agreement.
The official title to be used on all insurance documents is the City of Miami, Rlorida
48. Modifications To Coverage
The City through its Risk Administrator or authorized designee reserves the rig to
require modifications, increases, or changes in the required insurance requiremen ,
coverage, deductibles or other insurance obligations and shall provide a thirty (30) da
Stadium Site Parking, B-30648 Page 39
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written notice to the Construction Manager. In that event Construction Manager shall
omply with such requests unless the insurance coverage is not then readily available in
t national market, and may request additional consideration from City accompanied by
ju fication. All additional cost will be borne by the City.
49. PaynVots Related to Guaranteed O
The City ay withhold from any payments to be made such sums as may reasonably be
necessary ensure completion of the Project with respect to defective Work, equipment
or materials\Constr
be identified by the City's Project Manager. The City may deduct
from any pahe Construction Manager an amount equal to its cost incurred on
account of ction Manager's failure to fully perform its obligations under the
Agreement.
The City's ager, prior to withholding or deducting any monies hereunder,
shall give thion Manager notice of the defective Work, equipment or material
and the basholding or deduction.
Upon the City's Project\brea
s determination that the Construction Manager has
fulfilied its obligations, thll pay the Construction Manager any monies owed,
subject to Construction submission of, or compliance with, any remaining
documentation or obligahe case may be, in accordance with the Contract
Documents.
50. Default/ Events of Defau
An event of default shall ea of the Agreement by the Construction Manager
("Event of Default"). Witng t generality of the foregoing, and in addition to
those instances referred tas a each, an Event of Default shall include but is
not limited to, the followin
• The Construction Manager has not pe ormed the Work in a timely manner;
• The Construction Manager has refuse or failed, except in case for which an
extension of time is provided, to supply pNperly skilled staff or provided sufficient
quantities of staff to perform theWork;
• The Construction Manager has failed to mak rompt payment to Subcontractors
or suppliers for any services or materials they ve provided;
• The Construction Manager has become insolve or has assigned the proceeds
received for the benefit of the Construction anager's creditors, or the
Construction Manager has taken advantage of ny insolvency statute or
debtor/creditor law or if the Construction Manager's airs have been put in the
hands of a receiver;
• The Construction Manager has failed to obtain the app val of the City where
required by the Contract Documents;
• The Construction Manager has failed in the representatio of any warranties
stated herein;
■ Construction Manager fails to obtain the insurance or bonding h ein required.
■ Construction Manager fails to comply with any of its duti under this
Agreement, with any terms or conditions set forth in this Agreemen eyond the
specified period allowed to cure such default.
• Construction Manager fails to commence the Work within the tim frames
provided or contemplated herein, or fails to complete the Work in a *mely
manner as required by this Agreement.
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When, in the opinion of the City, reasonable grounds for uncertainty exist with
respect to the Construction Manager's ability to perform the Work, the City shall
notify the Construction Manager in writing that it must, within the time frame set
forth in the City's request, provide adequate assurances and a plan of action to
the City, in writing, of the Construction Manager's ability to perform in accordance
with the terms of the Contract Documents. In the event that the Construction
Manager fails to provide to the City the requested assurances within the
\nh
d time frame, such failure shall be deemed an Event of Default. In the
City may, at its sole discretion terminate the Agreement for default, the
ts designated representatives may immediately take possession of all
le documentation and data.
the City erroneously terminates the Agreement for default, the
s shall be converted to a Termination for Convenience, and the
ti Manager shall have no further recourse of any nature for wrongful
on.
51. Notice of Default -O rtuni / to Cure
In the event that the Cit\eCity.
ines that an Event of Default has occurred, the City may,
at its sole discretion, ne Construction Manager, specifying the basis for such
default, and advising thtruction Manager that such default must be cured within
Cure Period determinee City. The City is under no obligation to issue such
notification. The City man extension to the Cure Period if the City deems it
appropriate and in the bre , of the City, without waiver of any of the City's rights
hereunder. The City, ale cretion, may have a default corrected by its own
forces or another contrnd an such costs incurred will be deducted from any
sums due the Construanage under this Agreement or any other contract
between Construction Mand the 'ty.
52.
ult !Waiver of Claims for
Consequential Damages
If an Event of Default occurs that is not cured ` 'thin the applicable Cure Period, if any,
then in addition to all remedies available to it by w, the City may (i) have the default
corrected by its own forces or another contractor, nd any such costs incurred will be
deducted from any sums due the Construction Man . er under this Agreement or any
other contract between Construction Manager and the ity, (ii) suspend any payment or
part thereof or order a Work stoppage until such ti a as the issues concerning
compliance are resolved, or (iii) immediately, upon .tten notice to Construction
Manager, terminate this Agreement whereupon all pay ents, advances, or other
compensation paid by the City to Construction Manager e Construction Manager
was in default shall be immediately returned to the City.
In the event the City exercises it right to terminate due to a dela t, the City shall take
possession of the Project Site and of all materials, equipment, t Is and machinery
thereon owned by Construction Manager and may finish the Work by atever method it
may deem expedient. In such event, Construction Manager shall n be entitled to
receive any further payment until the Work is finished nor shall it be r "eyed from its
obligations underthe Contract Documents. Additionally, Construction Man er shall be
liable for all costs and expenses incurred by the City in the re -procurement the Work
under this Agreement.
If the City completes all or any portion of the Work as a result of a default, a d the
unpaid balance of the GMP exceeds the cost of finishing the Work, including all sts,
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losses, damages, and expenses incurred by the City by reason of Construction
Manager's default, including, without limitation, attorney's fees and costs, then the City
shall pay the Construction Manager the amount that will compensate the Construction
Manager for the Work actually performed by the Construction Manager. If the cost to the
ity to complete the Work, together with all costs, losses, damages, and expenses
i urred by the City by reason of Construction Manager's default, including, without
Jim\nn
, attorney's fees and costs, exceed the unpaid balance of the GMP, then
Cotion Manager shall pay the difference to the City upon demand. This obligation
fornt shall survive termination of this Agreement.
Thruction Manager shall stop Work as of the date of notification of the
tern. At the City's option, the City may order the Construction Manager to
imely r ove all labor, equipment and materials (not owned or paid for by the City
forork) m the Work Site. The City assumes no liability for the Construction
Mas failure remove such items from the Project(s) site(s) as required.
Coion Manag understands and agrees that termination of this Agreement under
thile shall not elease Construction Manager from its obligations under this
Agnt and the Con ct Documents.
As an alternative to termi tion, the City may bring suit or proceedings for specific
performance or for an injunctrV.
Where it has been determined b court of competent jurisdiction that the Construction
Manager has been erroneously to inated, such termination shall be deemed to have
occurred under Article 53, as a Termi tion for Convenience.
Construction Manager waives all clai I
and rights of recovery for consequential
damages arising out of or relating to the greement including damages incurred by
Construction Manager for principal office penses including the compensation of
personnel stationed there not directly involved the Work, losses of financing, business
and reputation, and for loss of profit except an ' ipated profit arising directly from the
Work.
53. Termination for Convenience
In addition to any other rights the City may have by\vacate
er this Agreement with
respect to cancellation or termination, the City may at its sole discretion, with
or without cause, terminate the Agreement, in wholeby written notice to the
Construction Manager. Such Written Notice shall statpon which Construction
Manager shall cease all Work under the Agreement ae Project Site.
The Construction Manager shall, upon receipt of such notice, unless otherwise directed
by the City: \
• Stop all Work on the Project on the date specified in the not\ervation
ive
Date");
• Take such action as may be necessary for the protection anof
the City's materials and property;
• Cancel all cancelable orders for materials and equipment;
• Assign to the City and deliver to the Project Site, or any other ied
by the City's Project Manager, any non -cancelable orders nd
equipment that can not otherwise be used except for e
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Agreement and have been specifically fabricated for the sole purpose of the
Work and not incorporated in the Work;
Take no action that shall increase the amounts payable by the City under the
Contract Documents; and
Take reasonable measures to mitigate the City's liability under the Contract
ocuments.
I Work Product, including but not limited to charts, sketches, studies,
dr ings, reports and other documents, including electronic documents,
rela d to Work authorized under the Agreement, whether finished or not, must
be to ed over to the City. Failure to timely deliver the documentation shall be
cause withhold any payments due without recourse by Construction
Manager ntil all documentation is delivered to the City.
In the event that the Nty exercises its right to terminate this Agreement, the City will pay
the Construction Mana_ r:
• For the actual c t or the fair and reasonable value, whichever is less, of (1)
the portion of th Project(s) completed in accordance with the Agreement
through the ter mi tion date, and (2) non -cancelable materials) and
equipment that is not f any use to the City except in the performance of the
Agreement, and has b n specifically fabricated for the sole purpose of the
Agreement but not incorp ated in the Work; and
• To the extent practical, th fair and reasonable value shall be based on the
price established as a res of the Agreement. In no event, shall any
payments under this Paragra exceed the maximum cost set forth in the
Agreement.
• The amount due hereunder ma be offset by all payments made to the
Construction Manager.
• All payments pursuant to this Article hall be accepted by the Construction
Manager in full satisfaction of all clai against the City arising out of the
termination including, overhead and profi Further, the City may deduct or set
off against any sums due and payable un
this Article any claims it may have
against the Construction Manager.
• Construction Manager shall not be entitle to lost profits, overhead or
consequential damages as a result of a Terminati for Convenience.
• All payments made under the Agreement are subje to audit
Upon the City's payment in full of the amounts due the ConstrLXtion Manager under this
Article, the Construction Manager grants the City full use of tN Work and any Work
Product to complete the Project and subsequently occupy the Projk.
54. Termination Due To Undisclosed Lobbyist OrAaent
Construction Manager warrants that it has not employed or retained ny company or
person to solicit or secure this Agreement and that it has not paid or ag ed to pay any
person, company, corporation, individual or firm any fee, commission, pe entage, gift,
or other consideration contingent upon or resulting from the award or m ing of this
Agreement.
For the breach or violation of this provision, the City shall have the right to termito the
Agreement without liability.
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56.
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Materiality and Waiver of Breach
City and Construction Manager agree that each requirement, duty, and obligation set
Nrth in,these Contract Documents is substantial and important to the formation of this
A eement and, therefore, is a material term hereof.
City failure to enforce any provision of this Agreement shall not be deemed a waiver of
such ovision or modification of this Agreement. A waiver of any breach of a provision
of this reement shall not be deemed a waiver of any subsequent breach and shall not
be const d to -be a modification of the terms of this Agreement.
Should any far re to perform on the part of Construction Manager be due to a condition
of force majeureVs that term is interpreted under Florida law, then the City may allow an
extension of time asonably commensurate with the cause of such failure to perform or
cure.
If the Construction anager is delayed in performing any obligation under this
Agreement due to a for majeure condition, the Construction Manager shall request a
time extension from the City within two (2) working days of said force majeure
occurrence. Any time exte ion shall be subject to mutual agreement and shall not be
cause for any claim by th Construction Manager for extra compensation unless
additional services are require Force Majeure shall not include inclement weather,
except as permitted by Florida w, and shall not include the acts or omissions of
Subconsultants/Subcontractors.
57. Resolution of Agreement Disput:In
Construction Manager understand\submit
t all disputes between it and the City
based upon an alleged violation of this Agreement by the City shall be
submitted for resolution in the followin
The initial step shall be for the Constrer to notify the City's Project Manager
in writing of the claim or dispute anopy to the City of Miami personnel
identified in Article 45, Communicatio
Should the Construction Manager and the City's Noject Manager fail to resolve the
dispute, the Construction Manager shall submit the d(§Rute in writing, with all supporting
documentation, to the Capital Improvements Program I
ssistant Drector-Contracts, as
identified in Article 45, Communication and Notices. Up n receipt of said notification,
the Assistant Director -Contracts shall review the issues re tive to the claim or dispute
and issue a written finding.
Should the Construction Manager and the Assistant Director-\dh
cts fail to resolve the
dispute within fourteen (14) calendar days, or such other tie agreed to by both
parties in writing, the Construction Manager shall submit the ' writing, within five
(5) calendar days of the issuance of the written finding, to theto Failure to submit
such appeal of the written finding within five (5) calenays shall constitute
acceptance of the finding by the Construction Managepon ceipt of said
notification, the Director shall review the issues relative to the or dis to and issue
a written finding within fourteen (14)calendar days, or such timefram agreed to
by both parties in writing.
Construction Manager must submit any further appeal in wriithin five (5) c endar
days of the issuance of the written finding or failure by theor to issue a 'tten
finding, to the City Manager. Failure to submit such appeal written finding w in
Stadium Site Parking, B-30648 Page 44
SUBSTITUTED
five (5) calendar days shall constitute acceptance of the finding by the Construction
Manager. Appeal to the City Manager for his/her resolution, is required prior to
Construction Manager being entitled to seek judicial relief in connection therewith.
Should the amount of compensation hereunder exceed $100,000, the City Manager's
cisionshall be approved or disapproved by the City Commission. Construction
ager shall not be entitled to seek judicial relief unless it has complied with all of the
req ' ements of this Article, and:
(i) ' has first received City Manager's written decision, approved by the City
mmission, if applicable, or
(ii) a riod of thirty (30) days has expired after submitting to the City Manager a
deta d statement of the dispute, accompanied by all supporting documentation,
or a p 'od of (90) days has expired where City Manager's decision is subject to
City Co ission for approval; or
(iii) City has ived compliance with the procedure set forth in this Article by written
instrument(s signed by the City Manager.
In the event the dee ination of a dispute under this Article is unacceptable to the
Construction Manager, t Construction Manager must notify the City, in writing, within
seven (7) calendar days receipt of the written determination that it intends to seek
arbitration of the claim. Th notice must state the basis of the objection and must be
accompanied by a statement hat any price or time adjustment claimed is the entire
adjustment to which the Constr ion Manager has reason to believe it is entitled to as a
result of the determination. Fal re to submit such notification within the stipulated
timeframe shall constitute accepta of the City's final position in response to any
claim. Both parties will work togethe nd make their best efforts to have the mediation
held within thirty (30) calendar days of a request being submitted by the Construction
Manager.
Within sixty (60) calendar days after Final ompletion of the Work, the parties shall
participate in mediation to address all objectio to any determinations hereunder and to
attempt to prevent litigation. The mediator shall e mutually agreed upon by the parties.
Should any objection not be resolved in mediation, the parties retain all their legal rights
and remedies provided under State law. Constructi Manager specifically waives all of
its rights provided hereunder, including its rights and emedies under State law, if said
party fails to comply in strict accordance with the require ents of this Article.
Notwithstanding the existence of any dispute betwee the City and Construction
Manager, each Party shall continue to perform as re fired under the Contract
Documents, and City shall continue to pay Construction M\theWork,
r as provided in the
Contract Documents.
58. Mediation - Waiver of ,fury Trial
In an effort to engage in a cooperative effort to resolve confic may arise during
the course of the design and/or construction of the Proan r following the
completion of the Project, the parties to this Agreement that II unresolved
disputes between them shall be submitted to non-binding meprior t the initiation
of litigation, unless otherwise agreed in writing by the parties.rtified M iator, who
the parties find mutually acceptable, will conduct any Mediatroceedings Miami -
Dade County, State of Florida. The parties will share the costcertlfied Me for on
a 50/50 basis. The Construction Manager agrees to includmilar provision ' all
contracts with all Subconsultants and Subcontractors retainr the Work, the byproviding for non-binding mediation as the primary mechanismispute resolution.
Stadium Site Parking, B-30648 Page 45
59.
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In an effort to expedite the conclusion of any litigation, the parties voluntarily waive their
ight to jury trial or to file permissive counterclaims in any action arising under this
reemenl.
An dispute submitted to the courts for resolution prior to the completion of the
pro
ures stipulated in Article 57, Resolution of Agreement Disputes and Article 58,
Me
— Waiver of Jury Trial shall be rejected by the courts until such time as the
stipulate rocedures have been completed.
This Agreeme shall be interpreted and construed in accordance with and governed by
the laws of theate of Florida. Any suit or action brought by any party, concerning this
Agreement, or a 'ng out of this Agreement, shall be brought in Miami -Dade County,
Florida. Each part shall bear its own attorney's fees except in actions arising out of
Construction Manag s duties to indemnify the City under this Agreement where
Construction Manager all pay the City's reasonable attorney's fees.
60. City May Avail Itself of ATiRemedies
The City may avail itselfo each and every remedy herein specifically given to it
now or existing at law or in uity, and each and every such remedy shall be in
addition to every other remed so specifically given or otherwise so existing and
may be exercised from time to ' e and as often and in such order as may be
deemed expedient by the City. exercise or the beginning of the exercise, of
one remedy shall not be deemed a aiver of the right to exercise, at the same
time or thereafter, of any other reme The City's rights and remedies as set
forth in the Contract Documents are not clusive and are in addition to any other
rights and remedies in law or in equity.
61. Permits, Licenses and Impact Fees
Pursuant to the Public Bid Disclosure Act, each I nse, permit or fee REQUIRED BY
THE CITY AND PAYABLE TO THE CITY by virtu of this construction as part of the
Agreement is waived as follows:
City's Master Permit Fee and applicable Major Trade Pe it fees (i.e. Mech., Plumbing,
Elec., & Fire) are waived. Any other permit fees not ' ectly related to the actual
construction of the Project(s) (i.e. Permits for dumpst s, job trailers) are not
waived"... "Licenses, permits and fees which may be require y Miami -Dade County,
the State of Florida, or other governmental entities are not waive
Except as otherwise provided within the Agreement, all permits an 'censes required by
federal, state or local laws, rules and regulations necessary for the rosecution of the
Work undertaken by Construction Manager pursuant to this Agreement hall be secured
and paid for by Construction Manager. It is Construction Manager's ponsibility to
have and maintain appropriate Certificates) of Competency, valid for th Work to be
performed and valid for the jurisdiction in which the Work is to be perfo ed for all
persons working on the Project for whom a Certificate of Competency is requir
Impact fees levied by the City shall be waived by the City. Construction Manag shall
be reimbursed through its GMP only for the actual amount of the impact fee levied b the
other governmental entities as evidenced by an invoice or other accepta e
documentation issued by the municipality. Reimbursement to Construction Manager i
no event shall include profit or overhead of Construction Manager.
Stadium Site Parking, B-30648
Page 46
63.
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Compliance With Applicable Laws
The Construction Manager shall comply with the most recent editions and requirements
f all applicable laws, regulations, building and construction codes of the Federal
vernment, the State of Florida, the County, and the City.
Th\ftention of the Construction Manager is directed to the requirements of the Florida
Buode and the Codes of Miami -Dade County and the City of Miami, Florida,
gohe qualifications for Construction Manager and Subcontractor doing business
ann the City.
In accordance ith the Public Crimes Act, Section 287.133, Florida Statutes, a person or
affiliate who is contractor, consultant or other provider, who has been placed on the
convicted vendor\the
owing a conviction for a public entity crime, may not submit a bid
on a contract to any goods or services to the City, may not submit a bid on a
contract with ther the construction or repair of a public building or public work,
may not submit leases of real property to the City, may not be awarded or
perform work as a or, supplier, subcontractor, or subconsultant under a contract
with the City, andot nsact any business with the City in excess of the threshold
amount providedtion 7.017, Florida Statutes, for category two purchases for a
period of 36 montthe d e of being placed on the convicted vendor list. Violation
of this section byruction nager shall result in cancellation of the City purchase
and may result in uction Ma ger's debarment.
64. Audit Rights
Construction Manager's records whichhall include but not be limited to accounting
records, payroll time sheets, cancelled yroll checks, W -2's, 1099's, written policies
and procedures, computer records, di s and software, videos, photographs,
subcontract files (including proposals of su sful and unsuccessful bidders), originals
estimates, estimating worksheets, correspo\hours,City's
, change order files (including
documentation covering negotiated settlemed any other supporting evidence
necessary to substantiate charges relatedis Agreement (all the foregoing
hereinafter referred to as "records") shall beinspection and subject to audit
and/or reproduction, during normal working City's agent or its authorized
representative to the extent necessary to adeqer it evaluation and verification of
any invoices, payments or claims submitted bonst ction Manager or any of his
payees pursuant to the execution of thement. Such records subject to
examination shall also include, but not be limiteose rec ds necessary to evaluate
and verify direct and indirect costs (including oallocatio ) as they may apply to
costs associated with this Agreement.
Records subject to the provisions of Public Record Law, Florida St utes Chapter 119,
shall be kept in accordance with such statute. Otherwise, for the purp e of such audits,
inspections, examinations and evaluations, the City's agent or authoriz\bthee
entative
shall have access to said records from the effective date of this Ag, for the
duration of the Work, and until 5 years after the date of final paymeCity to
Construction Manager pursuant to this Agreement.
The City's agent or its authorized representative shall have access to the Cons ction
Manager's facilities, shall have access to all necessary records, and shall be pro 'ded
adequate and appropriate work space, in order to conduct audits in compliance with s
provision. The City or its authorized representative shall give auditees reasonab
advance notice of intended audits.
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! •
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If an audit inspection or examination in accordance with this Article discloses
ercharges in excess of 1% except negotiated fees by the Construction Manager to the
Ci , the actual cost of the City's audit shall be paid by the Construction Manager. If the
au discloses contract billing or charges to which Construction Manager is not
contr tually entitled, Construction Manager shall pay over to the City said sum within 20
days o ceipt of a written demand unless otherwise agreed to by both parties in writing.
65. Nondiscr ination Equal Employment Opportunity, and Americans with
Disabilities ct
Construction anager warrants and represents that it does not and will not engage in
discriminatory actices and that there shall be no discrimination in connection with
Construction Ma ger's performance under this Agreement on account of race, color,
sex, religion, age, andicap, marital status or national origin. Construction Manager
further covenants th no otherwise qualified individual shall, solely by reason of his/her
race, color, sex, religi , age, handicap, marital status or national origin, be excluded
from participation in, b denied services, or be subject to discrimination under any
provision of this Agreeme
Construction Manager shall ffirmatively comply with all applicable provisions of the
Americans with Disabilities Ac ADA) in the course of providing any services funded by
City, including Titles I and II of e ADA (regarding nondiscrimination on the basis of
disability), and all applicable re lations, guidelines, and standards. In addition,
Construction Manager shall take ffirmative steps to ensure nondiscrimination in
employment against disabled persons.
66. Independent Contractor
The Construction Manager is engaged an independent business and agrees to
perform Work as an independent contrac r. In accordance with the status of an
independent contractor, the Construction nager covenants and agrees that the
Construction Manager will conduct business in anner consistent with that status, that
the Construction Manager will not claim to be an f icer or employee of the City for any
right or privilege applicable to an officer or employe of the City, including, but not limited
to: worker's compensation coverage; unemployment ' surance benefits; social security
coverage; retirement membership, or credit.
The Construction Manager's staff shall not be empee s of the City, and the
Construction Manager alone shall be responsible for thte ork, the direction thereof,
and their compensation and benefits of any kind. Nothing the Contract Documents
shall impose any liability or duty on the City on account of th Construction Manager's
acts, omissions, liabilities or obligations of those of any person, irm, company, agency
association, corporation, or organization engaged by the Const ction Manager as a
Subcontractor, expert, consultant, independent contractors, ecialist, trainee,
employee, servant or agent or for taxes of any nature, including, t not limited to:
unemployment insurance; worker's compensation and anti-discriminati , or workplace
legislation of any kind. The Construction Manager hereby agrees to inde nify and hold
harmless the City against any such liabilities, even if they arise from actio directed or
taken by the City.
67. Successors And Assigns
The performance of this Agreement shall not be transferred pledged, sold, deleg ed or
assigned, in whole or in part, by the Construction Manager without the written cons t of
the City. It is understood that a sale of the majority of the stock or partnership share of
the Construction Manager, a merger or bulk sale, an assignment for the benefit
Stadium Site Parking, 6-30648 Page 48
SUBSTITUTED 40
editors shall each be deemed transactions that would constitute an assignment or sale
h eunder requiring prior City approval.
The onstruction Manager's services are unique in nature and any transference without
City mmission approval shall be cause for the City to nullify this Agreement. Any
assign nt without the City's consent shall be null and void. The Construction Manager
shall hav no recourse from such cancellation. The City may require bonding, other
security, ce ified financial statements and tax returns from any proposed assignee and
the executio f an assignment/ assumption agreement in a form satisfactory to the City
Attorney as a c ndition precedent to considering approval of an assignment.
The Constructio Manager and the City each binds one another, their partners,
successors, legal presentatives and authorized assigns to the other party of this
Agreement and to th partners, successors, legal representatives and assigns of such
party in respect to all c . enants of this Agreement.
If the Construction Man er assigns, transfers, sublets or otherwise disposes of the
Agreement or its right, title r interest in or to the same or any part thereof without the
previous consent in writing o he City, such action shall be an Event of Default. Nothing
herein shall either restrict the r ht of the Construction Manager to assign monies due to,
or to become due or be const d to hinder, prevent or affect any assignment by the
Construction Manager for the ben it of its creditors, made pursuant to applicable law.
68. Third Party Beneficiaries
Neither Construction Manager nor the ity intends to directly or substantially benefit a
third party by this Agreement. Therefor the parties agree that there are no third party
beneficiaries to this Agreement and that n third party shall be entitled to assert a claim
against either of them based upon this Agr` ment. The parties expressly acknowledge
that it is not their intent to create any rights obligations in any third person or entity
under this Agreement.
69. Contingency Clause
Funding for this Agreement is contingent on the vailability of funds and continued
authorization for program activities and the Agree nt is subject to amendment or
termination due to lack of funds, reduction of funds an or change in regulations, upon
thirty (30) days notice.
70. Performance Evaluatlon
Construction Manager acknowledges that upon completion of e of the Work under this
Agreement and/or at any other time deemed appropriate by e City a performance
evaluation report will be completed by the City. A copy of each\Terms
ance evaluation
shall also be forwarded to the Construction Manager. The per -for evaluations will
be kept in City files for evaluation on future solicitations.
71, Joint Preparation- Interpretation
The language of this Agreement has been agreed to by both t express their
mutual intent and no rule of strict construction shall be appliins either party
hereto. The headings contained in this Agreement are for refererpos only and
shall not affect in any way the meaning or interpretation of this Ant. A ersonal
pronouns used in this Agreement shall include the other gendere singu r shall
include the plural, and vice versa, unless the context otherwise reTerms s h as
"herein," "hereof," "hereunder," and "hereinafter" refer to this Agras a whole nd
not to any particular sentence, article, paragraph, or section wheappear, unl s
Stadium Site Parking, B-30648 Page 49
72.
SUBSTITUTED
the context otherwise requires. Whenever reference is made to a Section or Article of
this Agreement, such reference is to the Section or Article as a whole, including all of the
subsections of such Section or Article, unless the reference is made to a particular
s section or subparagraph of such section or article.
Unlessuthorized by the Director, Construction Manager shall keep confidential all
informati concerning and relating to this Project, including without limitation, any
informatio and documentation provided by employee or officers of the City to the
Constructioanager any design costs, drawings, specifications or any other materials
prepared by t Construction Manager or Subcontractor's in connection with the Work
provided under t s Agreement. Construction Manager shall not disclose any confidential
information to anNWo
s or other entities not listed above without the prior written
consent of the Citconsent may be granted or withheld at the sole discretion of
the City. The forhall not prohibit such disclosures as may be necessary in the
performance of thnder this Agreement or as required by law.
73. Aareement Lim itina TimeNn Which to Brina Action Against
In the event the Construction nager may be deemed to have a cause of action against
the City, no action shall lie or maintained by the Construction Manager against the
City upon any claim arising out imanclonment
sed upon the Contract Documents by reason of
any act or omission or requiremhe City or its agents, unless such action shall be
commenced within six (6) monththe date of issuance of a final payment under the
Agreement, or if final payment heen issued within six (6) months of substantial
completion of the Work or upon i relating to monies required to be retained for
any period after the issuance ofid rtificate, unless such action is commenced
within six (6) months after such mbeco a due and payable under the terms of the
Contract Documents, or if the Agnt is to mated or declared abandoned under the
provisions of the Agreement unch actio is commenced within six (6) months
after the date of such terminationlaration of andonment by the City.
74. Defense of Claims
Should any claim bemade or any legal action broug\Director
ay relating hereto or to
the Work hereunder, except as expressly provided Construction Manager
shall diligently render to the City, after additional coms mutually agreed upon,
any and all assistance which the City may require of thction Manager.
75. Amendments
No modification, amendment, or alteration in the terditi s contained herein
shall be effective unless contained in a written docare with the same or
similar formality as this Agreement and executed by thctor o designee.
76. Severability
In the event that any provision of this Agreement is determined by a Court competent
jurisdiction to be illegal or unenforceable, then such unenforceable or unlawf rovision
shall be excised from this Agreement, and the remainder of this Agreem t shall
continue in full force and effect. Notwithstanding the foregoing, if the result f the
deletion of such provision will materially and adversely affect the rights of either rty,
such party may elect, at its option, to terminate this Agreement in its entirety.
election to terminate this Agreement based upon this provision shall be made withi
seven (7) days after the finding by the court becomes final.
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77:
78.
79.
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e parties acknowledge that any of the obligations in the Contract Documents will
s ive the term, termination and cancellation hereof. Accordingly, the respective
obli tions of the Construction Manager and the City under the Agreement, which by
natur would continue beyond the termination, cancellation or expiration thereof, shall
survive rmination, cancellation or expiration thereof.
This AgreenVnt, as it may be amended from time to time, represents the entire and
integrated ag e'ment between the City and the Construction Manager and supersedes
all prior negoti onsrepresentations or agreements, written or oral. This Agreement
may not be a ed, changed, modified, or otherwise altered in any respect, at any
time after the exec ion hereof, except by a written document executed with the same
formality and equal nity herewith. Waiver by either party of a breach of any provision
of this Agreement sh not be deemed to be a waiver of any other breach of any
provision of this Agreem t.
Pursuant to the CAA, the CiN incooperation with the County's Department of Small
Business Development, has a blished certain goals for the utilization of local small
businesses and local workforce i he construction of the Project, in accordance with the
County's Community Small Busine s Enterprise (CSBE) program for construction, and
the Community Workforce Program WP). The preliminary CSBE and CWP goals are
set forth in the Request for Proposals, Construction Manager shall make a good faith
effort to assist the City in establishing th nal bid CSBE and CWP goals associated with
each bid package for the Project, if need and shall use good faith efforts to comply
with the established CSBE andCWP goa\anhall
nstruction Manager shall, and shall
require all Subcontractors to, grant the Cithts of access to records to monitor
compliance with the CSBE and CWP goals, include the above requirements in
each bid package and Subcontract.
80. First Source Hiring Agreements
Section 18-110 of the City Code states:
(a) The City commission approves implement 'on of the first -source hiring
agreement policy and requires as a condition precede to the execution of service
contracts for facilities, services, and/or receipt of grants nd loans, for projects of a
nature that create new jobs, the successful negotiati of first source hiring
agreements between the organization or individual receivin said contract and the
Authorized Representative unless such an agreement is foun infeasible by the City
Manager and such finding approved by the City Commission at ublic hearing.
(b) For the purpose of this section, the following terms, phrase words and their
derivations shall have the following meanings:
Authorized Representative means the Private Industry Coun of South
Florida/South Florida Employment and Training Consortium, or its succe or as local
recipient of federal and state training and employment funds.
Facilities means all publicly financed projects, including but without limitation, nified
development projects, municipal public works, and municipal improvements the
extent they are financed through public money or services or the use of pub' ly
owned property.
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Grants and loans means, without limitation, urban development action grants
(UDAG), economic development agency construction loans, loans from Miami
apital Development, Incorporated, and all federal and state grants administered by
th City.
Se ' e contracts means contracts for the procurement of services by the City which
includ rofessional services.
Services include, without limitation, public works improvements, facilities,
profession services, commodities, supplies, materials and equipment.
(c) The A thorized Representative shall negotiate each first source hiring
agreement.
(d) The prima beneficiaries of the first -source hiring agreement shall be
participants of the training and employment programs, and other residents of the
City.
Contractors are strong) ncouraged to identify opportunities to hire qualified City
residents if an Agreement awarded, and are expected to secure the cooperation of
subcontractors in this effort well. Approved community agencies are available to
assist with recruitment and sc\ifarded,
of job applicants, and may periodically monitor
contractors' employment recong the term of the Agreement. Resident job
applicants are not expectedive special consideration by the prospective
employer, and must meet all uirements normally imposed by the employer.
During the term of the Agreearded, the City may require the Construction
Manager and its subcontracp iodically review its manpower needs and
resubmit First Source Hiring foThe Construction Manager is to m t the goals and objective detailed in its
Response to the Request for s, whic as been previously incorporated into
this Agreement.
81. Special City Provisions:
The Construction Manager acknowledges receipt, and rXpresents that it has reviewed
and agrees to comply with the relevant provisions, o he CAA and the Parking
Agreement, affecting the construction of the Project, inc ding, without limitations,
Sections 4.3, 4.4, 4.6, and 4.7 of the Parking Agreement, an Article II, and Sections
3.6, 3.9, 4.1, 4.5, 5.3, 5.7 and 6.5 of the CAA. In the event o conflict between the
relevant provisions of the CAA and the Parking Agreement, and e provisions of this
Agreement, the provisions of the CAA and the Parking Agreement s II control.
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in 2 - Pre -Construction Phase
Time t of the essence in the performance of the Work under this Agreement. The "Pre-
Constru ion Commencement Date" shall commence with the execution of this
Agreeme Construction Manager shall commence the Pre -Construction Phase
Services p on
of the Work within five (5) calendar days after the Pre -Construction
Phase Comm cement Date. Any Work performed by Construction Manager prior to the
Pre-Constructi0 Phase Commencement Date shall be at the sole risk of Construction
Manager and not mpensable from the City.
Because the Work i to be completed in two phases, the timely completion of the first
Phase is critical to the 'Moe completion of the second phase and, therefore, completion
of the entire Project. A ordingly, Construction Manager agrees to provide the Pre -
Construction Phase Se es in accordance with the design schedule established
pursuant to the terms of thIN City's agreement with the Consultant, which requires that
the Construction Manager c plete all Pre -Construction Worts and submit the GMP
Proposal no later than fifteen (1 working days after the Consultant has compieted 95%
Construction Documents, which s II be determined by the Consultant's agreement with
the City.
Fixed Construction Sudaet
Construction Manager shall cooperate
objective of having GMP be no greater
Construction Manager shall cooperate with
evaluations, including cost/benefit analysis,
line with the Fixed Construction Budget.
the Consultant towards meeting the City's
an the Fixed Construction Budget. The
Consultant in the preparation of cost
or Iternative approaches to bring costs in
The Construction Manager shall recommend chang\the
orrections in the Drawings,
Specifications and other Design Documents provie Consultant, when such
Drawings, Specifications and other Design Documentermined by the City or the
Construction Manager not to be in conformance wited Construction Budget set
forth by the City for the Project. For purposesAgreement the Drawings,
Specfcations and other Design Documents developConsultant's agreement
with the City are included in the 95% construction doh re required by the City
to establish a Guaranteed Maximum Price for the cof a construction of the
Project.
Pre -Construction Phase Services
Design Review and Warranties
Construction Manager shall work with the Consultant in reviewing and de loping the
design and construction documents, taking into account the quality of the ma rials and
equipment, to ensure the most efficient design and minimum lifecycle cost. Con ruction
Manager shall provide information, estimates, schemes, and make recommentions
regarding construction materials, equipment, methods, systems, phasing, and costs, nd
shall participate in design decisions to provide the highest quality building within
budget and Project Schedule. Construction Manager shall call to the City's an
Consultant's attention any defects and lack of coordination in the design, drawings and
specifications or other documents of which it is aware.
um Site Parking, B-30648
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4.
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In addition to the GMP, the Construction Manager shall submit IMGPs based on the
Consultant's 50% of Design Development and 50% completion of Construction
Documents. Each of these percentages shall be determined by the Consultant'
\time
nt with the City.
e the GMP is mutually established, except only as to specificmatters as may
fied in the GMP Amendment, the Construction Manager shall be deemed to
ranted to City, without assuming any architectural or engineering responsibility,
onstruction documents are consistent with each other, practical, feasible and
le. Further, the Construction Manager shall be deemed to have warranted to
th the Work described in the Construction Documents is constructible within
tip ted in the GMP Amendment.
The Construction Nnager shall coordinate and cooperate with the Consultant in the
Value Engineering d Constructability reviews during each phase of the design
process.
The Construction Manag 71
will review all Design Documents and Specifications for
constructability and compli ce with applicable laws, rules, codes, design standards,
and ordinances. The results o uch reviews shall be provided to the City and Consultant
in the form of a written rep in format as noted herein upon the Construction
Documents. The Construction M ager shall assure that design is achievable within the
budget and Project Schedule.
The Construction Manager shall revik all Design Documents and Specifications to
provide Value Engineering recommen tions to minimize the City's capital outlay,
maximize the City's operational resources'IS
d maximize the potential of the Project. The
results of such reviews shall be provided the City and Consultant in the form of a
Memorandum of Changes in a format accept ie to the City within fifteen (15) working
days receipt of documents from the Consultant. the City and the Consultant agree with
such Memorandum of Changes, the Construction anager shall be so notified and the
Consultant shall incorporate the changes describedthe Memorandum of Changes into
the Design Documents. Consultant retains sole respo ibility and liability to any and all
changes made as a result of the Value Engineering and onstructability reviews.
The Construction Manager shall review with the Consul nt and the City alternative
approaches to design and construction of the Project, si use and improvements;
selections of materials, building systems and equipment; pot tial construction means
and methods; and, if requested, shall make a recommendation a %ong such alternatives.
Where alternative approaches are presented, a comparison cost hall be provided as
well as the benefits in the completion of the Work or other aspect of \theticipated
ct.
Construction Manager shall provide information as to the availabaterials and
what equipment and systems have long lead times, together with lead
times.
The Consultant shall keep the Construction Manager and the City inform d of any
proposed changes in requirements or in construction materials, systems or e ipmenl
as the Drawings and Specifications are developed. Proposed changes must be re wed
by the Construction Manager and the City and approved in writing by City pri to
incorporation into the design or construction documents. The Consultant s II
coordinate with the Construction Manager and the City by participating and taking
leadership role in reviewing and commenting on Constructability and Value Engineering
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studies performed by Construction Manager, and attending meetings where the content
of design and construction Contract Documents will be coordinated and reconciled,
scheduled during any phase of the Work. In the event the Consultant and the City accept
Construction Manager's recommendations from Value Engineering and Constructability
studies, the Consultant shall implement same, including providing revised drawings and
pecifications or other documents.
P ' r to the City's acceptance of the GMP, the Construction Manager shall certify that it
has completed its constructability reviews and certifies that the Project can be
const, cted as designed within budget and the Project Schedule.
5. iGMP
The Constr tion Manager shall provide the following to the City and the Consultant:
An IMGP with pporting data along with the Memorandum of Changes, for each IMGP,
within fifteen (15' working days of the Construction Manager's receipt of the Consultant's
50% Design Deve ment, and the 50% Construction Documents.
Each IMGP should Nkstablish internal estimating allowances, consistent with good
professional practice, alTropriate to the phase of development. Larger allowances may
be assumed at early phes but shall gradually diminish to zero at completion of final
cost estimate.
The Construction Managerreby expressly acknowledges that by preparing the
Memorandum of Changes, th Construction Manager represents to the best of its
knowledge to the City that 100%\ehed
lete construction documents (as modified by the
Memorandums of Changes) and Contract Documents related to the Project are
consistent, feasible and sufficientnstruct the entire scope of the Work within the
Fixed Construction Budget and witoject Schedule.
if any Construction Estimate sud the Construction Manager exceeds any
previously approved IMGP or the's Fi d Construction Budget, the Construction
Manager shall make appropriatomme ations to the City, including without
limitation, recommendations to mhe desig to reduce the scope of Work and to
reduce construction costs. in addihe Constr tion Manager shall promptly advise
the City of any adjustments to anytruction Esti to which would cause the Project
cost to exceed the Construction Ete or the City' Fixed Construction Budget, and
shalt promptly make recommendatr corrective acts
Plans and Management
Construction Manager shall develop a construction manag ent plan which will be
submitted to the City's Project Manager and Consultant for re 'ew and acceptance at
least thirty (30) calendar days prior to the commencement of ConslVction Work.
Construction Manager shall establish cost management and quality Ntrol systems and
procedures, which shall be submitted within thirty (30) days of comm cement of Pre -
Construction Services for review and acceptance by the City's Projec anager and
Consultant.
6. Pre -Construction Phase Additional Services
Should the Construction Manager be requested or required by the City to vide
services which the Construction Manager believes are outside of and/ or in additi to
the scope of this Agreement, the Construction Manager shall, within five days of bei
requested to perform such services, notify the City in writing of the Constructio
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7.
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Manager's opinion that they are extra services to this Agreement, the reason the
Construction Manager believes they are outside the scope of this Agreement, and the
proposed costs, and time impact, if any, for the performance of same. The City will
respond in writing to such requests by denying, granting, or granting with modifications.
The City may direct the Construction Manager to proceed with such services pending a
final determination as to compensation. In such case, the Construction Manager's right
ko consideration shall not be waived by proceeding as directed.
The e -Construction Fee is the total compensation payable to the Construction
Manag for the performance of Pre -Construction Phase Services, except for Additional
Pre -Cons • uction Services approved in advance and in writing by the City.
For the Pre-, onstruction Phase Services the Construction Manager's compensation
shall be calcul' ed as a not to exceed fee of $168,174.00. Said amount includes a base
fee of $XXX to b . paid on a monthly basis commencing on the first month after the date
established for co mencement of the Pre -Construction Phase Services. In no event
shall the amount o compensation exceed said total compensation amount unless
explicitly approved by` ction of the City Manager or the City Commission, as may be
applicable pursuant to ction 18-87 of the City Code, and put into effect by written
amendment to this Aqree nt.
Except as specifically allowe in this Article, the Construction Manager shall not be
entitled to any increase in the P -Construction Fee for any costs, expenses, liabilities or
other obligations arising from the rformance of Pre -Construction Phase Services.
The Pre -Construction Fee includes ecificall\There
, without (imitation, the following: profit
and profit sharing; general overheaaries and labor; estimating, scheduling and
information management systemssoftware; contract administration; office
expenses; printing and copying; conses; legal or accounting fees; cost of money;
taxes; insurance premiums and dib s; bond costs; purchase or rental of
equipment; utilities; travel; per diem; fr pe Ities; and damage awards.
If the scope of the Pre-Constructione Se s is changed materially, the Pre -
Construction Fee may be equitably a. There hall be no adjustments in the Pre -
Construction Fee following the City's ance of the MP proposal.
For Additional Pre -Construction Servit are approv in advance and in writing by
the City, Construction Manager shallntitled to additi al compensation computed
based on any one of the following, at t's sole discretion:
A pre -established lump sum amount; or
The hourly cost of $XX.00 for Construction Manage employee's, which
includes overhead and profit, plus the actual cost of owable expenses
incurred in the performance of the Additional Services; or
• As otherwise agreed to by the parties in advance of performin\delega
nal
Pre -Construction Services,
8. Pre -Construction Phase Performance and Delegation
Construction Manager's performance under this Agreement shall not bor
assigned by the Construction Manager without the written consent of the City, and s\th consent will not be given to any proposed delegation which would relieve
Construction Manager for their responsibilities under this Agreement. The Pre -
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Construction Work to be performed hereunder shall be performed by the Construction
Manager's own staff and the accepted Subconsultants unless otherwise approved by the
City. The employment of, contract with, or use of services of any other person or firm by
$ ie Construction Manager as Subconsultants or otherwise, is subject to authorization by
tALDirector.
The Co traction Manager shall submit monthly an application for payment to the
Consultan for the proportional amount of the Pre -Construction Fee which shall be
determined y dividing the Pre -Construction Fee by the number of months from the
effective date f this Agreement until the scheduled submittal of the GMP Proposal by
the Constructio Manager. Delays to the Project Schedule shall result in re -calculation
of the monthly lication amount by dividing the amount of Pre -Construction Fee
remaining by the n ber of months currently remaining until the submittal of the GMP
Proposal.
10. Pre -Construction Phase eetin s
The Consultant shall sched meetings with the Construction Manager until submission
and dry run approval of th 100% construction documents. The frequency of the
meetings will be determined the Consultant. At each of these meetings, the
Consultant and Construction Ma ger shall review the Project's budget, schedule, and
scope along with the Consultant's velopment and progress to date on the respective
phases of the Project and any specia roblems related to the continuing progress of the
Project. Consultant shall prepare an distribute all meeting minutes to participants
present at the meetings. The City resery the right to revise the frequency of meetings
established by the Consultant.
The Construction Manager shall meet with th City and others at such times and with
such frequency, as the City may require. The rocess of meeting, reviewing design
documents, drawings, specifications, and su itting, revising and resubmitting
construction estimates is included in the Work under is Agreement.
11. Guaranteed Maximum Price
Construction Manager shall provide the City and the Co ultant with a GMP Proposal
within fifteen (15) working days after the Construction ocuments after the 95%
complete construction documents, as determined under the C sultant's agreement with
the City, have been provided to the Construction Manager. Th GMP shall be the sum
of the proposed subcontracts and the Construction Manager s C struction Manager's
Fee. Further, the GMP Proposal shall be broken down into the ca ones and level of
detail required by the Consultant and the City. The Final GMP hall not exceed
$75,000,000. At the time Construction Manager submits its GMP roposal to the
Consultant and the City, Construction Manager shall also submit for revi a Schedule
of Values based upon the GMP Proposal in a format acceptable to the Cons Itant, listing
the major elements of the Construction Work and the dollar value for each ele ent. This
Schedule of Values, as further revised to reflect the final negotiated GMP am nt, and
as approved by City, will be used as the basis for Construction Manager's nthly
Applications for Payment under the GMP. This revised Schedule of Values sha be
updated for the current month, including all Change Orders, and Construction Cha e
Directives and submitted each month to the Consultant along with a complete
Application for Payment. For each line item in the GMP, Construction Manager shall
develop and maintain a written report which identifies and explains all variances and
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viations from the construction estimates originally submitted for that line item, to the
fin line item price incorporated into the GMP.
Cons uction Manager agrees that all of its books, records and files, with respect to its
develo ent of the GMP Proposal, shall be open to City and the Consultant for review
and cop ' g. The final GMP shall be mutually agreed upon by City and the Construction
Manager d shall be set forth in an amendment to this Agreement. Construction
Managers Il provide a detailed breakdown acceptable to City of its GMP. By
submitting its MP Proposal, Construction Manager shall be deemed to guarantee that
in no event sh I the Construction Manager's Fee, the total cost of the subcontracts,
purchase orders, work performed directly by the Construction Manager and the
Construction Man er's Contractor's Contingency exceed the GMP. In the event
Construction Marna g and City fail to reach an agreement on the GMP, the City may
elect not to proceed ' h the Construction Phase. The City, in its sole discretion may
elect to solicit other fi s for the Construction Phase or seek a GMP from the firm
ranked 2nd during the sol Ration process. In such event, Construction Manager shall
only be entitled to receive hat portion of the compensation attributable to the Pre -
Construction Phase Services med through the date of termination.
Construction Manager shall incll e a line item for Construction ManageCs Contingency
amount in the Schedule of Va es for the Project, which Contingency amount, if
accepted by the City, shall be inclu ed within the GMP and to the GMP Agreement for
the Project, and, subject to the prior greement of the City. The Contingency shall be
used as the source of funds for unfor een costs that are reasonably and necessarily
incurred and paid by the Construction M ager, which costs shall be at rates not higher
than the standard paid in Miami -Dade Cou y, as follows: (a) first, in connection with the
proper performance of Work required hereu er which Work was unforeseeable by the
Construction Manager, the Consultant, and th City at the time of execution of the GMP
Agreement, (b) second, to the extent that a portion of the Contingency remains
unallocated on the date of Final Completion and fter the issuance of final payment for
the Project, such remaining portion of the
Contin g ncy shall be split between the City
and the Construction Manager. The Construction nger shall receive 40% and the
City 60% of the remaining balance of the Constructio Manager's Contingency initially
included in the GMP. Any funds remaining in the Cons etion Manager's Contingency
that exceeded the initially approved Contingency shall a rue 1001/(o to the City. The
Construction Manager's Contingency amount shall be set h in the GMP Agreement
for the Project, and within the Schedule of Values attac d thereto. Use of the
Construction Manager's Contingency shall be at the sole di retion of the City and
requires the prior written approval of the City's Project Man@ r. The Construction
Manager's Contingency shall not be used for rework, cost increas caused by a lack of
coordination or communication with the Consultant or Subcontra ors, or to correct
errors and omissions in the Contract Documents.
The Agreement amount for the Construction Phase is guaranteed by t Construction
Manager not to exceed the GIVIP. If cost of the Construction Phase exce s the GMP,
as may be adjusted by Change Orders, the Construction Manager shall pay e overrun
without reimbursement from the City Construction Manager agrees to use all r sonable
efforts to maximize cost savings during the Construction Phase.
City's Project Manager must approve any and all expense of Construction Mana r to
be billed to and paid from the Construction Manager's Contingency, and such app val
shall be requested and approved in advance of incurring such expense, wh
practicable.
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Construction Manager shall submit to the City a list of names, addresses, licensing
formation and phone numbers of the Subcontractors Construction Manager intends to
u3Q for each portion of the Construction Work, as well as identifying in writing those
po ' ns of the Construction Work it intends to perform with its own employees.
12. Cost Clkrr
The Con ction Manager is fully responsible for controlling its costs. The City's final
performanc evaluation shall include an evaluation of the Construction Manager's ability
to control c ts. Price increases will not be permitted for any alleged errors,
miscalculations f Agreement pricing or misunderstandings of the basis of payments
13. Market Analvsis avd Stimulation of Bidder Interest
The Construction Ma ger shall monitor conditions in the construction market to identify
factors that will or ma ffect costs and time for completing the Project; and shall make
analysis as necessary (1) determine and report on availability of labor, material,
equipment, potential bidde , and possible impact of any shortages or surpluses of labor
or material, and (2) in light such determinations, make recommendations as may be
appropriate with respect to to lead procurement, separation of construction into bid
packages, sequencing of work, se of alternative materials, equipment or methods,
other economics in design or co truction, and other matters that will promote cost
savings and completion within the s eduled time.
VVqhin sixty (60) calendar days of co encement of Pre -Construction Phase Services
the Construction Manager shall submi written "Construction Market Analysis and
Prospective Bidders Report" setting out re ommendations and providing information as
to prospective bidders, including, specific y, compliance with the Small Business
Participation Goals. As various bid packages e prepared for bidding, the Construction
Manager shall submit to the City and the Co ultant a list of potential bidders. The
Construction Manager shall use good faith effo to comply with the Small Business
Participation Goals, and shall be responsible to s ' ulate bidder interest in the local
market place and identify and encourage bidding ompetition by small and local
businesses.
The Construction Manager shall carry out an active prog m of
stimulating interest of
qualified subcontractors in bidding on the work and of familia ing those bidders with the
requirements of this Project. Said program shall be bas d on the Construction
Manager's submittal in its Response for the maximizing the pa ipation of CSBEs and
the community local workforce.
14. Bid and Award of Subcontracts
Construction Manager shall not enter into a subcontract with any subc tractor, if the
City reasonably objects to that subcontractor. Construction Manager all not be
required to contract with anyone it reasonably objects to.
Construction Manager shall review the design and shall determine how it d ires tc
divide the sequence of construction activities. Construction Manager will determi the
breakdown and composition of bid packages for award of subcontracts, based on he
current Project Schedule. Construction Manager shall take into consideration su
factors as natural and practical lines of severability, sequencing effectiveness, acres
and availability constraints, total time for completion, construction market conditions,
availability of labor and materials, compliance with Small Business/Local Workforce
Goals, community relations and any other factors pertinent to saving time and costs.
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At least thirty (30) days prior to the issuance of bids for the subcontracting any portions
of the Construction Work the Construction Manager shall submit a bid and award plan to
e City and the Consultant for review and comment. Upon acceptance of the plan by
tti City and the Consultant, the Construction Manager shall solicit and award all
sub ntracts in accordance with said plan. Said plan shall include details on how the
Const ction Manager shall encourage the participation of local small business firms.
The Co truction Manager shall hold harmless, indemnify, and defend the City, its
employee agents, and representatives in any matter arising out of the City's
acceptance f the Construction Manager's bid and award plan, except where the sole
cause of the ' tter is a City directed decision.
The form of the bcontract and the terms and conditions thereof shall be Construction
Manager's standar form of subcontract, a copy of which has been provided to the City.
Any material variati' s therefrom must be approved in writing and in advance by the
City, said approval not be unreasonably withheld. Construction Manager shall supply
the City with copies of at xecuted Subcontracts.
Subcontracts are to be aw ed to the lowest responsive and responsible bidder. The
City's Local Preference Ordin nce, as stipulated in the City's Procurement Codes shall
apply to the award of all Sub co racts. Construction Manager may award a subcontract
to someone other than the i` est responsive and responsible bidder provided
Construction Manager has first re ' 'ved the City's written consent to such award. The
City's consent to any such award be at the City's sole discretion. Whenever the
Construction Manager wishes to award, subcontract to someone who is not the lowest
responsive and responsible bidder, Cons ction Manager must notify the City in writing,
setting out in detail the reasons and justific 'ons for the suggested award. The City shall
have no responsibility for Subcontractor or m ti -tier subcontractors performance, which
shall be the sole responsibility of the Constructi' Manager.
As part of its bid preparation, Construction Mana r shall review the Specifications and
Drawings.. Ambiguities, conflicts or lack of clarity o nguage, use of illegally restrictive
requirements, and any other defects in the specifica ns or in the drawings noted by
Construction Manager shall be brought to the attentio' of the City and Consultant in
written form.
The Construction Manager shall:
• Develop bid package requirements.
• Issue bid packages to subcontractors; provide\caon stribution,
and reproduction as necessary for bidding.
• Schedule and conduct pre-bid conference(s) to ct needs
and assure responsive bids.
• Provide maximum feasible competition for bid paost areas
of the Work, obtain at least 4 to 5 bids. In althe City
approves otherwise in writing, obtain not less tha
(2) Negotiate and award subcontractor contracts
• Review and analyze bids.
• Identify results of bids.
• Develop and award contracts to assure minimal contract ambiguities a
resolve discrepancies and scope gaps.
3. Conduct pre -award meetings.
4. Review Schedule of Values.
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\ee
view contractors' general conditions.
view scope of work.
view overall bid values and make recommendations to the city prior to awarding.
ntify shop drawing requirements.
rform document and specifications review.
re that all contractors, subcontractors and any other participants fully
e tand the Project's design and requirements at every stage.
abli quality requirements and standards.
view quence and schedule.
ntify ac unting requirements.
view insu . nce requirements.
view safety nd security requirements.
ard subcontr for contracts.
15. Responsibility
The Construction Mana\bee
result of the required reviews of the Design Documents
and Specifications shall responsible for the coordination of the drawings and the
coordination of those dwith the written specifications. This includes but is not
limited to the Construnager's review of the Construction Documents in
coordination with the vaa 'ngs and Specifications themselves, and with the site
to ensure proper coordind nstructability and lack of conflict, and to minimize
unforeseen conditions. nstru 'on Manager shall take reasonable steps for the
proper identification and of all Hities, services, and other underground facilities
which may impact the Pr
16. Prolect Schedule
Develop a Project schedule ("Project Sched ,e") for review and acceptance by the
Consultant and the City, that coordinates and tegrates all activities on the Project,
including the Construction Manager's services, th Consultant services, and the City's
activities with the anticipated design and constructi schedules. The Schedule must
identify all major milestones through Project Final C pletion and must be consistent
with the Master Project Schedule. The Project Schedul must also be capable of being
incorporated into the Master Project Schedule being m 'ntained by the construction
manager for Baseball Stadium .
The Construction Manager shall update the Project Schei le throughout the Pre -
Construction Phases and submit to the Consultant and the an updated Project
Schedule with the submission of each Construction Estimate nd Memorandum of
Changes. Each update will be made against the initial baseline proj tion.
Within fifteen (15) days of the acceptance by the City of the G P Proposal the
Construction Manager shall provide to the Project Manager a critical p h, cost loaded
schedule for review. Upon acceptance of the GMP the Project Schedule 'I be finalized
and accepted as the baseline Project schedule. The Project Schedu shall be
prepared using Primavera software or similar format compatible with the Mas r Project
Schedule and all Project Schedules will be provided both electronically and in h d copy
to the Project Manager unless Construction Manager is otherwise directed in wri ' g by
the Consultant or City's Project Manager.
Construction Manager shall update the Project Schedule on an ongoing basis to refi
any additions of deletions to the Work as well as the impact of any delays. Constructio
Manager shall at a minimum submit an updated Project Schedule against the baseline
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oa monthly basis and at time of submission of a payment application. Failure to
sub it the required schedules will result in rejection of the payment application. The
Proje Schedule shall be at all times consistent with, and capable of being incorporated
into th Master Project Schedule. The Construction Manager shall be responsible for
incorpor 'ng the Project Schedule into the Master Project Schedule and for the
resolution all conflicts that may result. The resolution of all conflicts shall be subject to
the review a acceptance of the City's Project Manager.
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Section 3 -Construction Phase
Constructs Manager shall provide all management, supervision, manpower,
equipment, ols, and all other necessary goods and services for the construction of the
Project.
2. Construction P se Time for Completion
Construction Man\Agreement. shall be issued a Notice of Award by the City upon approval of
the GMP Proposthe City Commission. Construction Manager shall commence
scheduling activitirmit applications within five (5) calendar days after receipt of the
Notice of Award. ti to Proceed for the Construction Work will not be issued until
there is a sale of Sial ligation Parking Revenue Bonds for this project and there is
a Final GMP thats n exceed $75,000,000, which has been agreed to by the
parties, and the Cruction anagens submission to City of all required documents
(including but noited to. Payment and Performance Bonds, and Insurance
Certificate) and aftecution o the GMP Amendment by both parties. The receipt of
all necessary perby the Co truction Manager is a condition precedent to the
issuance of the Noo Proceed
Time is of the ece throughout is Agreement. Construction Work shall be
completed and Finceptance and Pa ent made within the timeframe established in
the GMP Amendmthis Agreement.
3. Liquidated Damages
Upon failure of Construction Manager to corn\aagreed
the Construction Work within the
specified period of time, plus approved timnsions (if applicable), Construction
Manager shall pay to City the sum of tennd dollars ($30,000.00) for each
calendar day after the time specified in the Gndment plus any approved time
extensions (if applicable), for Final Completioes amounts are not penalties but
are liquidated damages to City for its inability in b eficial occupancy and/or use
of the Project. Liquidated damages are hered a agreed upon between the
parties, recognizing the impossibilityof preciscertaini the amount of damages
that will be sustained by City as a consequencch delay, nd both parties desiring
to obviate any question of dispute concerning ount of sai damages and the cost
and effect of the failure of Construction Manacomplete the onstruction Work on
time.
City is authorized to deduct liquidated damages from monies du to Construction
Manager for Construction Work under this Agreement or as much there as City may, in
its sole discretion, deem just and reasonable.
Construction Manager shall be responsible for reimbursing City, in additi\qidated
damages, for all costs incurred by Consultant in administering the conthe
Project beyond the completion date less approved time extensionitantconstruction administration costs shall be pursuant tothe contract betandConsultant, a copy of which is available upon request from the City. All shallbe deducted from the monies due Construction Manager for perfoeConstruction Work under this Agreement by means of unilateral credit de
issued by City as costs are incurred by Consultant and agreed to by the City.
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Hours Of Operation
Construction Manager may perform Work in accordance with City Ordinances relative to
the performance of construction work. Any Work outside these hours or days requires
tk prior written approval of the City's Project Manager.
5. Con ructlon Manager's Supervision
Const coon Manager is responsible for supervising, coordinating and performing the
Constru ion Work with such care and skill as would be provided by a contractor with
extensive nd special expertise in the type of Work required under the Contract
Documents. Construction Manager is responsible for completing the Construction Work
so that it co lies accurately and completely with the requirements of the Contract
Documents. C struction Manager shall keep a Construction Superintendent on the
Construction Wo at all times during its progress who shall not be replaced without prior
written notice to ' y and Consultant except under extraordinary circumstances. The
Construction Mana is Superintendent shall have authority to act on behalf of
Construction Manage All communications given to the CM's Project Manager or
Construction Superinten nt shall be as binding as if given to Construction Manager. All
verbal communications iven to the CM's Project Manager or Construction
Superintendent will be follo up in writing within 24 hours. The City shall have the right
to direct Construction Man a er to remove and replace CM's Project Manager or
Construction Superintendent o any other employee of Construction Manager or any
employee of any Subcontractor fr this Project, with or without cause.
Construction Manager shall maintai sufficient off-site support staff, and competent full
time staff at the Project Site author d to act on behalf of Construction Manager to
coordinate, inspect and provide generalVirection of the Construction Work and progress
of the Subcontractors. Construction M ager shall not change any such personnel
unless mutually agreed to in writing by the ty and Construction Manager. In such case,
the City shall have the right to concur with th\between
ent of personnel.
Construction Manager shall establish and nes of authority for its personnel,
and shall provide this information to City andaffected parties, such as the code
inspectors of any permitting authority, the Sors, and the Consultant. The City
and Consultant may attend meetings Construction Manager and its
Subcontractors; however, such attendance ndshall not diminish either the
authority or responsibility of Construction Mad 'nister the subcontracts.
6. Construction Coordination/Adjacent Development Work
Construction Manager acknowledges that Adjacent Develop\habe
Work will be on going
during the Work on this Project and the Adjacent Develt Work will have [site
priority] will take precedence over the Work where there is ai in schedules.
The Construction Manager shall be responsible for cooin its Work with the
construction manager for the Adjacent Development Work aSe rate Contractors
to minimize any potential adverse impact. Construction Mashall t be entitled to
any days of delay for failure to properly coordinate the Wohe Con Itant and the
City's Project Manager will assist the Construction Managcoordinati the Work.
However, the sole responsibility for coordination rests with thnstruction Hager.Construction Manager shall cooperate with and, as reasorequired by e City,
meet with the City, the County, the planners, developers anractors of the A �acent
Development Work and Separate Contractors in order to facadequate coordin tion
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of the construction and planning of the Work with the construction and planning of the
Adjacent Development Work.
any part of the Work depends upon the proper performance of work of any Separate
C tractor, Construction Manager shall, prior to proceeding with that portion of the
Wo , inspect and measure the work of the Separate Contractor and promptly report to
the s Project Manager and the Consultant any apparent discrepancy or defects in
such o er work except for latent or concealed defects. Construction Manager's failure
to
in pe and make such report shall constitute an acceptance of the Separate
Contracto work as fit and proper for the proper execution of the Work, except for
latent, conce ed defects.
Where Const tion Manager causes damage to the Work or the property of the City or
Separate Contr tors, Construction Manager shall promptly remedy such damage as
provided in the Ag ement. Where Construction Manager causes damage to the Work
or property of any eparate Contractor, then Construction Manager shall promptly,
utilizing reasonable d) ent efforts, attempt to settle any resulting dispute or claim with
such Separate Contract . If a Separate Contractor or its subcontractor shall assert any
claim against the City on ount of any damage or loss alleged to have been sustained
as a result, and to the exte of the fault or negligence of Construction Manager, or by
anyone for whom Constructio Manager is responsible, the City shall notify Constructionan
Manager and Construction Mer shall indemnify, hold harmless and defend the City
from and against any and all su claims, damages, losses and expenses, including
attorneys' fees, arising from the ssertion of any such claims. If such Separate
Contractor sues or initiates a court p ceeding against the City on account of any delay
or damage alleged to have been caus by Construction Manager, the City shall notify
Construction Manager who shall defen he City in such proceedings at Construction
Manager's expense and with counsel agr able to the Construction Manager and the
City, and if any judgment or award again the City arises therefrom, Construction
Manager shall pay or satisfy it.
Should it be determined by a court of competen 'urisdiction that a Separate Contractor
or the developer of the Adjacent Development W has delayed or caused damage to
the Work or property of Construction Manager, the ity shall, as between the City and
Construction Manager only, be liable to Construction anager for such damage and,
upon due notice, promptly attempt to settle with Constru ion Manager by agreement, or
otherwise to resolve the dispute. Failure of the Cons uction Manager to properly
coordinate the Work with the Adjacent Development Work r a Separate Contractor(s)
shall result in the Construction Manager waiving its right to an laim.
7. Acceleration
If, in the reasonable judgment of City's Project Manager, Constr tion Manager shall
(i) fail, refuse or neglect to supply a sufficient number of workers or to deliver the
materials and equipment with such promptness as to prevent the dela in the progress
of the Work; (ii) fail in any respect to commence and diligently prosecut he Work and
proceed to the point to which Construction Manager shall proceed in ace dance with
the Project Schedule in order to achieve Substantial Completion in accordan with the
Project Schedule; (iii) fail to commence, prosecute, finish, deliver or install th ifferent
portions of the Work on time as herein specified in accordance with the Cons uction
Schedule; or (iv) fail in the performance of any of the material covenants of the Co ract
Documents, then City's Project Manager shall have the right to direct Construe ' n
Manager to accelerate the Work to comply with the Construction Schedule, includi
providing additional labor or expediting deliveries of Materials, performing overtime,
Stadium Site Parking. B-30648 Pace 65
•
SUBSTITUTED
dditional shifts or re sequencing the Work without adjustment to the GMP. The City
s II, after having provided Construction Manager written notice and a reasonable
op p rtunity to cure, and without waiving any other rights or remedies, have the right to
withh d progress payments to the extent reasonably necessary to protect the City's
interes and supplement Construction Manager's forces with separate contractors
and/or to eek other redress for Construction Managers default.
Notwithstan ing anything in the Contract Documents to the contrary, if Construction
Manager is a itled to an extension of time pursuant to the Contract Documents, but the
City neverthele requires Construction Manager to perform Work without a change in
any dates for S stantial Completion set forth in the Project Schedule, with the result
that Construction nager is required to accelerate its performance of the Work, then
the GMP shall be 'usted in accordance with this Agreement to the extent of any
increase in the reaso bfe costs (including losses of efficiency and amounts owed to
Subcontractors) incuIre by Construction Manager as a result of such constructive
acceleration, plus a profit d overhead as set forth in the Agreement. In no event shall
Construction Manager be ntitled to any other compensation or recovery of any
damages in connection with c structive acceleration, including consequential damages,
lost opportunity costs or similar muneration. Construction Manager shall accelerate its
Work in a reasonably cost efficie manner.
Construction Work Meetings
Construction Manager shall condu a
Subcontractor after award of the subco a
Work. Construction Manager shall hold p
or more frequently if required by Work proc
the Construction Work.
pre -construction conference with each
and prior to the start of its portion of the
ress and coordination meetings bi-weekly,
!ss, to provide for the timely completion of
In addition, Construction Manager shall arrang and conduct regular monthly Project
status meetings with the Consultant and the City. Construction Manager shall use the
job site meetings as a tool for the pre -planning of W\forap
enforcing schedules, and for
establishing procedures, responsibilities, and identiof authority for all parties to
clearly understand. During these meetings, Construnager shall identify the party
or parties responsible for following up on any probelay items or questions, and
Construction Manager shall note the action to bby such party or parties.
Construction Manager shall revisit each pending itec subsequent meeting until
resolution is achieved. Construction Manager shall ato o ain from all present any
potential problems or delaying event known to tr ap opriate attention and
resolution. Construction Manager shall be respofor ke ing minutes of the
meeting and distribution of the minutes to all paattenda a as well as the
Director.
9. Progress Payments
Construction Manager may make Application for Payment, utilizing form\hn
by
the City, for Work completed during the Project at intervals of not more a
month. Construction Manager's Application for Payment shall includatedSchedule of Values, an updated Project Schedule, Progress Report and aaseof liens or consent of Surety relative to the Construction Work, which is ththeApplication for Payment and any other information required by the ConsuleCity. Each Application for Payment shall be submitted in triplicate to t
approval.
C+-+1 1 m Pita Parkinn B-30648 Pace 66
• •
SUBSTITUTED
Ten percent (10%) of all monies earned by Construction Manager shall be retained by
City until Final Completion and acceptance by City except that after fifty percent (50%) of
e Construction Work has been completed, the retainage shall be reduced to five
p cent (5%). After fifty percent (50%) completion of the Construction Work,
Co\retainag(e
anager may present to the City a payment request for up to one-half (1/2)
of held by the City, which request must be granted unless the City has
growithholding the payment in accordance with Section 255.078, Florida
Stainterest eamed on retainage shall accrue to the benefit of the City. All
reqtainage reduction or payment shall be in writing in a separate stand alone
do
City may withhN, in whole or in part, payment to such extent as may be necessary to
protect itself from ss on account of:
• Defective Work not medied.
• Claims filed or reason le evidence indicating probable filing of claims by other parties
against Construction Ma ger or City because of Construction Manager's performance.
• Failure of Construction Ma ger to make payments properly to Subcontractors or for
material or labor.
■ Damage to a Separate Contractnot remedied.
■ Liquidated damages and costs curred by Consultant for extended construction
administration.
■ Failure of Construction Manager top vide any and all documents required by the
Contract Documents.
10. Acceptance and Final Payment
Upon receipt of written notice from Construc\beenubmitted
ager that the Construction Work is
ready for final inspection and acceptance, nt shall, within ten (10) calendar
days, make an inspection thereof. If Consd City's Project Manager find the
Work acceptable, the requisite documents haubmitted and the requirements of
the Contract Documents fully satisfied, and ti s of the permits and regulatory
agencies have been met, a Final Certificate fent ttachment E) shall be issued
by Consultant, over its signature, statinge re uirements of the Contract
Documents have been performed and the Wdy for ceptance under the terms
and conditions thereof.
Before issuance of the Final Certificate for Payment, Constructio Manager shall deliver
to Consultant a complete release of all liens arising out of this Agr ment, or receipts in
full in lieu thereof; an affidavit certifying that all suppliers and Subco actors have been
paid in full and that all other indebtedness connected with the Cons ctionWork has
been paid, and a consent of the surety to final payment; the final co ected As -Built
Drawings; the Record Set; and the final bill of materials, if required, and plication for
Payment. Construction Manager shall deliver the written Construction Mana is and all
Manufacturer's warranties prior to issuance of the Final Certificate for Paymen .
If, after the Construction Work has been substantially completed, full completion ereof
is materially delayed through no fault of Construction Manager, and Consultaso
certifies, City shall, upon certificate of Consultant, and without terminating e
Agreement, make payment of the balance due for that portion of the Construction Wo
Stadium Site Parkinq. B-30648 Paqe 67
SUBSTITUTED
fully completed and accepted. Such payment shall be made under the terms and
\Agree
governing final payment, except that it shall not constitute a waiver of claims.
ptance of final payment shall constitute a waiver of all claims by Construction
except those previously made in strict accordance with the provisions of the
t and identified by Construction Manager as unsettled at the time of the
n for final payment.
11. Subcon
Subcontracts hall be awarded pursuant to the procedures set forth in the Contract
Documents. nstruction Manager shall make no substitution for any Subcontractor,
FNperson or entity eviously selected without the prior consent of City's Project Manager
to the proposed su titution, which consent shall not be unreasonably withheld.
Construction Man ag shallnegotiate all Change Orders, Construction Change
Directive, Field Directly and other related issues, with all affected Subcontractors and
shall review the costs allsociated costs and advise City and consultant of their validity
and reasonableness, actin in the City's best interest, prior to requesting approval of
each Change Order from the ity.
Construction Manager shall con * uously update the Subcontractor list, so that it remains
current and accurate throughout e entire performance of the Construction Work. As
part of the Project document file o be maintained by Construction Manager at the
Project Site, Construction Manager all keep on file a copy of the license for every
Subcontractor performing any portion o the Construction Work, as well as maintain a log
of all such licenses.
12. Interfacing of Subcontracts
The Construction Manager shall take such easures as appropriate to provide that
construction requirements will be covered in the eparate sub -contracts for procurement
of long lead items that the separate constru ion sub -contracts and the general
conditions items are performed without duplicatio or overlap and are sequenced to
maintain completion of all Work on schedule. Pa "cular attention shall be given to
provide that each bid package clearly identifies the ork included in that particular
separate sub -contract, its schedule for start and complet n and its relationship to other
Separate Contractors.
13. Performance Bond and Payment Bond
Within fifteen (15) calendar days of being notified of the accept ce of the GMP by the
City Commission, Construction Manager shall furnish a Perfo ance Bond and a
Payment Bond containing all the provisions of the Performance and and Payment
Bond attached hereto.
Each Bond shall be in the amount of one hundred percent (100° of the GMP
guaranteeing to City the completion and performance of the Work c vered in the
amendment as well as full payment of all suppliers, laborers, or su contractors
employed pursuant to this Project. Each Bond shall be with a surety, which qualified
pursuant to Article 14 below.
Each Bond shall continue in effect for one year after Final Completion and accepts a of
the Work with liability equal to $25,000,000, or an additional bond shall be conditi ed
that Construction Manager will, upon notification by City, correct any defective or fa
work or materials which appear within one year after Final Completion of the Agreement.
CtarNim Rita Parkinn R-AnUR Pape 68
SUBSTITUTED
ursuant to the requirements of Section 255.05(1)(a), Florida Statutes, as may be
ended from time to time, Construction Manager shall ensure that the bond(s)
Kened above shall be recorded in the public records of Miami -Dade County and
c
ov e City with evidence of such recording.
Form of Security:
In lieu of Performance Bond and a Payment Bond, Construction Manager may furnish
alternate fo s of security, which may be in the form of cash, money order, certified
check, cashi\shaee
k or unconditional letter of credit in the form attached hereto. Such
alternate forcurity shall be subject to the prior approval of City and for same
purpose and subject to the same conditions as those applicable above and shall
be held by Ca year after completion and acceptance of the Work.
14, Qualification of Sun
Bid Bonds, Perform anc Bonds and Payment Bonds over Five Hundred Thousand
Dollars ($500,000.00):
Each bond must be execute a surety company of recognized standing, authorized to
do business in the State of FI ida as surety, having a resident agent in the State of
Florida and having been in busin s with a record of successful continuous operation for
at least five (5) years. \
The Surety shall hold a current certi ate of authority as acceptable surety on federal
bonds in accordance with United State Department of Treasury Circular 570, Current
Revisions. If the amount of the Bond ex eds the underwriting limitation set forth in the
circular, in order to qualify, the net ret tion of the Surety shall not exceed the
underwriting limitation in the circular, and he excess risks must be protected by
coinsurance, reinsurance, or other methods in ccordance with Treasury Circular 297,
revised September 1, 1978 (31 DFR Section 3.10, Section 223.111). Further, the
Surety shall provide City with evidence satisfacto to City, that such excess risk has
been protected in an acceptable manner.
The City will accept a surety bond from a company with rating of B+ or better for bonds
up to $2 million, provided, however, that if any surety co any appears on the watch list
that is published quarterly by Intercom of the Offic of the Florida Insurance
Commissioner, the City shall review and either accept or ject the surety company
based on the financial information available to the City. A surety company that is
rejected by the City may be substituted by the Bidder or propose with a surety company
acceptable to the City, only if the bid amount does not increase. following sets forth,
in general, the acceptable parameters for bonds:
Policy-
Financial
Amount of Bond
holders
Size
Ratings
Ca o
500, 001 to 1,000,000
B+
C lass I
1,000,001 to 2,000,000
B+
Class 11
2,000,001 to 5,000,000
A
Class III
5,000,001 to 10,000,000
A
Class V
10,000,001 to 25,000,000
A
Class V
Cfarfiurn Cif. Aarlrinn R_1nR,d.R Pace 69
15.
16.
•
SUBSTITUTED
25,000,001 to 50,000,000
50,000,001 or more
rrantv of Construction
U
A Class
A Class
VI
M
Th Construction Manager shall warrant that the Work conforms to the Agreement and
is fre of any patent and/or Patent defect of the workmanship for a minimum period of
one yek from the date of Final Completion.
Thewary ty hereunder shall be in addition to whatever rights the City may have under
law. The nstruction Manager's obligation under this warranty shall be at its own cost
and expense, to promptly repair or replace (including cost of removal and installation),
that item (or p or component thereof) which proves defective or fails to comply with
the Agreement\betwe
.arranty period such that it complies with the Agreement.
In the event thon Manager fails to repair or replace defective Construction
Work in accorde terms of the Agreement, and this warranty, the City shall
have the right uch costs incurred or withhold the cost of the anticipated
repairs by offsount against any payment due the Construction Manager
under any contrthe City and the Construction Manager.
All guarantees andwarrantihs under the Agreement are fully enforceable by the City
acting in its own name. \
If the City's Project Manager ornsultant reasonably determines that the rate of
progress of the Work is not such a to insure its completion within the designated
completion time, or if, in the opinion of e Consultant, the Construction Manager is not
proceeding with the Work diligently or exp ditiously or is not performing all or any part of
the Work according to the Project Sch ule accepted by or determined by the
Consultant, the Consultant shall have the rig to order the Construction Manager to do
either or both of the following: (1) improve its Work force; and/or (2) improve its
performance in accordance with the Project Sch ule to insure completion of the Project
within the specified time and/or (3) The City at s sole option may also have Work
performed by a third party contractor and deduct ch cost from any monies due the
Construction Manager. The Construction Managers II immediately comply with such
orders at no additional cost to the City.
Where materials are transported in the performance of th Construction Work, vehicles
shall not be loaded beyond the capacity recommended by e vehicle manufacturer or
permitted by Federal, State or local law(s). When it is nec sary to cross curbing or
sidewalks, protection against damage shall be provided by th Construction Manager
and any damaged curbing, grass areas, sidewalks or other areas hall be repaired at the
expense of the Construction Manager to the satisfaction of the City Project Manager or
Consultant.
The Construction Manager shall furnish to the City's Project Manager Consultant and
the City's Project Manager a complete listing of 24-hour telephone nu ers at which
responsible representatives of the Construction Manager and all of the onstruction
Managers Subcontractors can be reached should the need arise at any time.
Starihim Sita Park -inn R-.101;48 Pan- 7n
SUBSTITUTED
Construction Manager's Use Of Project Site
Limitations may be placed on the Construction Manager's use of the Project Site and
uch litations will be identified by the City. The City will make storage available to
nstrmiuctthe
ion Manager at its sole discretion based on availability of space. The
Co truction Manager shall also coordinate and schedule deliveries so as to minimize
di— tions to the Adjacent Development Work.
The C struction Manager's use of the Project Site may be restricted as needed to
facilitate e Adjacent Development Work, which will be under construction during
constructio of the Work, it being understood and agreed that the Adjacent Development
Work shall h e site priority of the Work. The Construction Manager shall:
• Confine Verations at the Project Site to the areas permitted by the City; not
disturb portions o he Project Site beyond the specified areas; conform to Project Site
rules and regulation affecting the Construction Work.
• Keep existing Nveways and entrances serving surrounding facilities clear and
available to the City, its bTployees and the public at all times; not use areas for parking
and/or storage of materials xcept as authorized by the City's Project Manager.
Assume all responsib ty forits tools, equipment and materials, including any
materials purchased for the nstruction Work, and its vehicles while performing
Construction Work for the City a /or while parked at a City facility. The City assumes
no liability for damage to the items ecified in this paragraph.
Access to and egress from the Prod t Site shall be subject to the approval of the
Consultant and the City's Project ManVer. No worker's personal vehicles shall be
permitted to park inside of the Project Site, ithout the prior written approval of the City.
18. Work Staging And Phasing
The Construction Work to be performed shall done in such a manner so as not to
interfere with the Adjacent Development Work or a Separate Contractors' work. The
manner in which the Work is performed shall be s bject to the approval of the City's
Project Manager or Consultant, whom if necessary, all have the authority to require
changes in the manner in which the Work is performed. here shall be no obstruction of
City services without the prior written approval of the ity's Project Manager. All
requests for such interruption or obstruction must be given i writing to the City's Project
Manager 24 hours in advance of the interruption of City opera ns.
The Construction Manager shall familiarize itself with normal C1 operations where the
Construction Work is to be performed so that it can conduct the C struction Work in the
best possible manner to the complete satisfaction of the Consu nt and the City's
Project Manager.
A staging plan must be submitted to and approved by the City's Project anager or the
Consultant prior to the start of construction and issuance of the Notice to P teed. Such
staging plan shall be revised and resubmitted as necessary during constructs .
19. Existing Utilities and Trees
Known utilities, structures, and trees adjacent to or encountered in the Constr tior
Work may be shown on the Drawings. The locations shown are taken from exis � g
records and the best information available from existing plans; however, it is expect
that there may be some discrepancies and omissions in the locations and quantities of
utilities and structures shown. Those shown are for the convenience of the Construction
Stadium Site Parkinq, B-30648 Page 71
SUBSTITUTED
Manager only, and no responsibility is assumed by either the City or the Consultant for
\necesry
curacy or completeness. No request for additional compensation or Agreement
sulting from encountering utilities not shown will be considered. The
Coruction Manager shall explore sufficiently ahead of the Work to allow time for any
ry adjustments. The Construction Manager shall field verifyall locations.
ion Manager shall coordinate with any affected companies, including utility
ie and take necessary precautions to prevent damage to existing structures
on a surface, above ground, or underground, including have the owner of the
g st ctures place temporary supports.—The Construction Manager must
te all u 'ty locations through "Sunshine State One Call of Florida, Inc."
20. Construction Manbaer's Responsibility for Utilitv Properties and Service
Where the Constructi Manager's operations could cause damage or inconvenience to
railway, telephone, o�See. optic, television, electrical power, oil, gas, water, sewer, or
irrigation systems, the Co truction Manager shall make all arrangements necessary for
the protection of these utiliti and services or any other known utilities.
Notify all utility companies th are affected by the construction operation at least 48
hours in advance. Under no cumstance expose any utility without first obtaining
permission from the appropriate ency. Once permission has been granted, locate,
expose, and provide temporary sup rt for all existing underground utilities and utility
poles where necessary.
The Construction Manager and its bcontractors shall be solely and directly
responsible to the owner and operators such properties for any damage, injury,
expense, loss, inconvenience, delay, suits, a ions, or claims of any character brought
because of any injuries or damage which ma esult from the construction operations
under the Contract Documents.
Neither the City nor its officers or agents shall responsible to the Construction
Manager for damages as a result of the ConstructionWager's failure to protect utilities
encountered in the Work.
In the event of interruption to domestic water, sewer, storm rain, or, other utility services
as a result of accidental breakage due to construction ope tions\arencountered,
promptly notify the
proper authority. Cooperate with said authority in restorations promptly as
possible and bear all casts of repair. In no event shall interrupttility service be
allowed unless granted by the owner of the utility.
In the event water service lines that interfere with trenchiountered, the
Construction Manager may, by obtaining prior approval ofutility, cut the
service, dig through, and restore the service with similar aerials at the
Construction Manager's expense and as approved by the t anagen or
Consultant.
Replace, with material approved by the City's Project Manager or Consu nt, at
Construction Manager's expense, any and all other laterals, existing utilities or stru res
removed or damaged during construction, unless otherwise provided for in the Cont ct
Documents and as approved by the City's Project Manager or Consultant.
Replace with material approved by the City's Project Manager or Consultant, at
Construction Manager's expense, any existing utilities damaged during the Work
Stadium Site Parkino. B-34648 Page 72
a •
SUBSTITUTED
2 Differing Site Conditions
n the event that during the course of the Construction Work Construction Manager
e counters subsurface or concealed conditions at the Project Site which differ materially
fro those shown on the Contract Documents and from those ordinarily encountered
and nerally recognized as inherent in Construction Work of the character called for in
the C tract Documents; or unknown physical conditions of the Project Site, of an
unusualature, which differ materially from that ordinarily encountered and generally
recognize as inherent in Construction Work of the character called for in the Contract
Documents, Construction Manager, without disturbing the conditions and before
performing a Construction Work affected by such conditions, shall, within twenty-four
(24) hours of t it discovery, notify City and Consultant in writing of the existence of the
aforesaid conditi s. Consultant and City shall, within two (2) business days after
receipt of Constru 'on Manager's written notice, investigate the site conditions identified
by Construction M ager. If, in the sole opinion of Consultant, the conditions do
materially so differ an cause an increase or decrease in Construction Manager's cost
of, or the time require for, the performance of any part of the Construction Work,
whether or not changed a result of the conditions, Consultant shall recommend an
equitable adjustment to the greement, in cost and/or time. If City's Project Manager,
the Consultant and Constr tion Manager cannot agree on an adjustment in the
adjustment shall be referred the Director for determination. Should the Director
determine that the conditions of e Project(s) site(s) are not so materially different to
justify a change in the terms of th Contract Documents, the Director shall so notify the
City's Project Manager, Consultant, nd Construction Manager in writing, stating the
reasons, and such determination shall e final and binding upon the parties hereto..
No request by Construction Manager an equitable adjustment to the Agreement
under this provision shall be allowed unl s Construction Manager has given written
notice in strict accordance with the provision of this Article. No request for an equitable
adjustment or for differing site conditions shall a allowed if made after the date certified
by Consultant as the date of Substantial Compi ion.
22. Product and Material Testing
The responsibility for all tests and inspection will resi s with the Construction Manager,
except where otherwise specifically stated in the specifi tions or drawings.
If the Contract Documents or Applicable Laws require a portion of the Work to be
inspected, tested or approved, Construction Manager s II give the City's Project
Manager and Consultant timely notice of its readiness so 's Project Manager and
Consultant may observe such inspection, testing or approval, The cost for tests and
inspection shall be included in the GMP Amendment.
If City's Project Manager or Consultant determines that any Wo requires additional
inspection, testing or approval that is not included in the GMP, the C will, upon written
authorization from the City's Project Manage, instruct Construction anager to order
such additional inspection, testing or approval, and Construction Ma ger shall give
notice as provided in the Agreement. If such additional inspection or to 'ng reveals a
failure of the Work to comply with the requirements of the Contract ocuments,
Construction Manager shall bear all costs thereof, including compen ation for
Consultant's and City's Representative's additional services made necessary y such
failure; otherwise the City shall bear such costs, and an appropriate Change 0 shall
be issued.
Stadium Site Parkin4, B-30648 Paqe 73
0 0
SUBSTITUTED
Required certificates of inspection, testing or approval shall be secured by Construction
Manager and Construction Manager shall promptly deliver them to the City's Project
Manager and the Consultant.
Consultant or the City wishes to observe the inspections, tests or approvals required
b the Contract Documents, they will do so promptly and, where practicable, at the
sou a of supply.
23. ProlecMite Facilities
e4anager
Construct rn shall arrange, with the City's Project Manager, for all Project -site
facilities as cessary to enable the Construction Manager, City's Project Manager, and
Consultant toerform their respective duties and to accommodate any representatives
of the City whi the City may choose to have present at the Project. Project -site
facilities, include, ut are not limited to such things as trailers, toilets, and any other
equipment necess to carry on the Construction Work. The specifics of facilities
required for the Cons tant or the City shall be provided prior to the establishment of the
GMP.
Construction Manager's, bcontractors, supplier's, materialmen's personnel shall not
use the City trailer at the\Coty
e. The Construction Manager shall provide and
maintain at his own expensitary condition, such accommodations for the use
of his employees as is neceomply with the requirements including Chapter 46
of the Building Code and reof the State of Florida Department of Health and
Rehabilitative Services or Dy Health Department. The Construction Manager,
his employeesor his Subshall commit no public nuisance or use any
facilities that have not been y ovided for use by the Construction Manager.
The Construction Manager shall furnish an> dequate supply of drinking water for his and
his Subcontractors' employees.
There shall be adequate provisions made byXe Construction Manager to ensure all
disposable materials are properly disposed of andVo not create a nuisance to the City or
the public. The location of the temporary facilitiesa!I be subject to the approval of the
Consultant or City's Project Manager
The Construction Manager shall be required to obtain a necessary permits required for
any Project site facilities. Construction Manager shall a o be responsible to maintain
such facilities in a safe and working condition.
All such facilities remain the property of the Construction Man er and the Construction
Manager shall be responsible for removal and disposal of suc facilities prior to Final
Acceptance.
24. Safety and Security
Construction Manager's and Subcontractors personnel will be required attend a pre -
job safety orientation meeting before being allowed on the Project Site. 's orientation
will at a minimum consist of a one hour review of site safety procedures a d reporting
requirements. Each attendee will be issued a numbered helmet sticker or bad that will
serve as a site access pass and qualification as attendance to the safety o ntation
meeting.
No employees of the Construction Manager or Subcontractors will be allowed onX
Project Site who have not attended the pre -job orientation.
4farihim Rita Parkina B-30648 Paae 74
0 0
SUBSTITUTED
All vendors must be escorted on the Project Site by a qualified Construction Manager
representative. Visitors must be escorted at all times by a qualified person or attend the
safety orientation meeting.
onstruction Manager shall conduct training for all personnel including supervisory
sonnei, and conduct weekly "tool box" safety meetings for all personnel on the
Prot ct Site.
The Ci 's Project Manager, or designated representative, will have full authority to stop
the Wor hen necessary to enforce mandatory safety requirements.
The City s II have the authority to stop Work when necessary to enforce mandatory
safety require ents. The City shall also have the authority to hire outside contractors to
perform neces ry safety-related corrections should the Construction Manager fail to
correct deficienci and backcharge Construction Manager.
In any emergency ecting the safety of persons or property, Construction Manager
shall act immediately, s necessary, and appropriate to prevent or minimize threatened
or imminent damage, i 'ury or loss. Construction Manager shall notify the City and
Brown & Brown immediat of the situation and all actions taken. If, in the Construction
Manager's judgment, the ergency condition is beyond its control, Construction
Manager shall, upon notificati to the City and Brown & Brown, proceed in accordance
with directions of the City's Proje Manager.
Owner may request, and Contrac r agrees to the removal from the Project of any
Contractor's or subcontractor's perso el, management, or craft for noncompliance with
the site specific safety program or n -correction of hazards. The City's request for
removal may also apply to any individu who habitually, in the sole judgment of the
City's Project Manager, exhibits an unsafe havior or attitude.
Failure to comply with the safety requirement ill be considered as noncompliance with
the Contract Documents and may result in nece ary and appropriate action to Cure the
noncompliance.
No part of the time lost due to any stop Work or r, issued in accordance with the
above, or the removal of any personnel from the ProjeX shall be made the subject of a
claim for extension of time or increased costs by the Con\bn
on Manager.
Where the .City's Project Manager requires the removaperson from the Project
does not require or imply that the person's employment be terminated. The sole
responsibility and liability for the employment of rsonnel is solely the
responsibility of the employer of the person.
As part of its safety program for the Project the Construcanag shall implement a
drug free program, which shalt also include notification toployee Subcontractors'
and suppliers' employees that they are subject to searchto enteri or leaving the
Project Site.The Project Site where the Construction Work is to be ped is not a s ure area.
The Construction Manager shall have sole responsibility e security of all aterials,
tools, equipment and Construction Work at the Project She City shall not b liable
for any damage or loss to such materials, tools, equipmeConstruction Work.
25. Worker's Identification
The Construction Manager's employees, who include any Subcontractor, shall wear an
identification card provided by the Contractor. The identification card shall bear the
Stadium Site Parkino. B-30648 Page 75
0 0
SUBSTITUTED
employee's picture, name, title and name of the employer. Failure by a Construction
anager's employee to wear such identification may result in his removal from the Work
til such time as the identification card is obtained and wom. Such removal shall not
ac s a basis for the Construction Manager to submit a claim for an extension of time.
26. Ro a 'es and Patents:
Constru 'on Manager shall pay all royalties and license fees, shall defend all suits or
claims for fringement of any patent rights and shall hold the City, City's representative,
harmless f loss on account thereof, except that City, if applicable, shall be
responsible f all such loss when a particular design, process or the product of a
particular manu cturer or manufacturers is selected by such person or such person's
agent (including nsultant) or is required by the Contract Documents. If Construction
Manager, or the Cit as the case may be, has reason to believe that the design, process
or product selected i an infringement of a patent, that party shall be responsible for
such loss unless suc information is promptly given to the others and also to the
consultant.
27. Labor and Materials
Unless otherwise provided her 'n, Construction Manager shall provide and pay for all
materials, labor, water, tools, eq ' ment, light, power, transportation and other facilities
and services necessary for the p er execution and completion of the Construction
Work, whether temporary or perm ent and whether or not incorporated or to be
incorporated in the Construction Work.
Construction Manager shall at all times e force strict discipline and good order among
its employees and subcontractors at the Pr ' ct site and shall not employ on the Project
any unfit person or anyone not skilled in the V79rk to which they are assigned.
28. Substitutions
Whenever materials or equipment are specified o\equipm
bed in the Contract Documents
by using the name of a proprietary item or the naparticular supplier, the naming
of the item is intended to establish the type, fud quality required. Unless the
name is followed by words indicating that no n is permitted, materials or
equipment of other suppliers may be acceptey nd Consultant if sufficient
information is submitted by Construction Manaall City and Consultant to
determine that the material or equipment proposeivale or equal to that named.
Requests for review of substitute items of materiquipm t will not be accepted
by City's Project Manager and/or Consultant fyone oth than Construction
Manager.
If Construction Manager wishes to furnish or use a substitute iteof material or
equipment, Construction Manager shall make application to Consultant r acceptance
thereof, certifying that the proposed substitute shall perform adequatelye functions
and achieve the results called for by the general design, be similar an of equal
substance to that specified and be suited to the same use as that spec 'ed. The
application shall state that the evaluation and acceptance of the proposed sbsti to will
not prejudice Construction Manager's achievement of Substantial Completion on 'me,
whether or not acceptance of the substitute for use in the Work will require a chang in
any of the Contract Documents to adapt the design to the proposed substitute a
whether or not incorporation or use by the substitute in connection with the Construction
Work is subject to payment of any license fee or royalty. All variations of the proposed
Qtoriium .Qifa Pana 78
SUBSTITUTED
substitute from that specified will be identified in the application and available
maintenance, repair and replacement service shall be indicated. The application also
shall contain an itemized estimate of all costs that will result directly or indirectly from
cceptance of such substitute, including costs for redesign and claims of other
c tractors affected by the resulting change, all of which shall be considered by the
Cc ultant in evaluating the proposed substitute. The Consultant may require the
Con uction Manager to furnish at Construction Manager's expense additional data
about t proposed substitute.
if aspec c means, method, technique, sequence or procedure of construction is
indicated in r required by Contract Documents, Construction Manager may furnish or
utilize a subs ' ute means, method, technique, sequence or procedure of construction
acceptable to th Consultant, if the Construction Manager submits sufficient information
to allow the Con ltant to determine that the substitute proposed is equivalent to that
indicated or require by the Contract Documents. The procedures for submission to and
review by the Cons nt shall be the same as those provided herein for substitute
materials and equipme
The Consultant shall be (lowed a reasonable time within which to evaluate each
proposed substitute. The nsultant and the City shall be the sole judges of the
acceptability of any substitute. o substitute shall be ordered, installed or utilized without
the City's and the Consultant's rior written acceptance which shall be evidenced by
either a Change Order or an ap oved submittal. The City and the Consultant may
require the Construction Manager furnish at Construction Manager's expense a
special performance guarantee or othe urety with respect to any substitute.
29. Maintenance of Traffic and Public Street
Scope of Work
The Construction Manager shall be responsi for the maintenance of public streets
and traffic control necessary to perform the Wo under the Contract Documents. The
cost of traffic control shall be included in the Constr tion Manager's GMP.
Regulations
As used herein, any reference to Miami -Dade County, departments, or its published
regulations, permits and data, shall be synonymous a interchangeable with other
recognized governing bodies over particular areas or st ets, or their departments,
published regulations (i.e., Manual of Uniform Traffic Control evices (MUTCD), FDOT
Roadway and Bridge Standard Index Drawing Book), permits o ata. The Construction
Manager shall abide by all applicable laws, regulations, and cod thereof pertaining to
Maintenance of Traffic (MOT) on public streets, detour of traffic, tra c control and other
provisions as may be required for this Project.
Maintenance of Traffic (MOT)
The Construction Manager shall be fully responsible for the MOT on blic streets,
detour of traffic (including furnishing and maintaining regulatory and infor tive signs
along the detour route), traffic control, and other provisions, throughout the jest, as
required by the Manual of Uniform Traffic Control Devices (MUTCD), an FDOT
Roadway and Bridge Standard Index drawing Book. Traffic shall be main hed
according to corresponding typical traffic control details as outlined in the previous n d
standards. No street shall be completely blocked, nor blocked more than one-half at a
time, keeping the other one-half open for traffic, without specific approval.
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If required by the City's Project Manager or Consultant, Traffic Division or FDOT or as
otherwise authorized by the City's Project Manager or Consultant, the Construction
Manager shall make arrangements for the employment of uniformed off-duty policemen
to maintain and regulate the flow of traffic through the work area. The number of men
\detourtra
the number of hours on duty necessary for the maintenance and regulation
shall be provided by the City of Miami Police Department.
ction Manager shall provide all barricades with warning lights, necessary
s and signs, to warn motorists of the Work throughout the Project. Adequate
evices shall be erected and maintained by the Construction Manager to
Excavated o other material stored adjacent to orpartially upon a roadway pavement
shall be adeq tely marked for traffic safety at all times. The Construction Manager
shall provide nec ssary access to all adjacent property during construction.
The Construction anager shall be responsible for the provision, installation and
maintenance of all T and safety devices, in accordance with the Manual of Uniform
Traffic Control Device (MUTCD) and FDOT Roadway and Bridge Standards index
drawing book. In additio the Construction Manager shall be responsible for providing
the Consultant with MOT ans for lane closures and/or detours for approval. These
plans (sketches) shall be p duced, signed and sealed by a professional Engineer
registered in the State of Flon , employed by the Construction Manager and certified
under FDOT Procedure NPIL No. 25-010-010.
Where excavations are to be made ' the vicinity of signalized intersections, attention is
directed to the fact that vehicle to detectors may have been embedded in the
pavement. Verify these locations by in\hahe the site of the Work and by contacting the
Sunshine State One -Call Center (1--4770), 48 hours prior to any excavation.
Any loop detector which is damageher shown on the Plans or not, shall be
repaired or replaced to the satisfacte Miami Dade County Signs and Signal
Division (Phone No. 305-592-3470).
Where applicable, the Construction Msha otify the Traffic Division 24 hours in
advance of the construction date orrs in dvance of construction within any
signalized intersection.
Temporary pavement will be requiredl cuts in p ement areas, and also where
traffic is to be routed over swale or mreas. Whe the temporary pavement for
routing traffic is no longer necessary, ie removed an the swale or median areas
restored to their previous condition.
Pavement markings damaged during construction shall be remained, as required by the
Traffic Division.
Maintenance of Traffic for Bypass Pumping
The Construction Manager shall take appropriate steps to ensuret t all temporary
pumps, piping and hoses are protected from vehicular traffic and pedestri traffic.
Lane Closures
Where construction of the Project shall involve lane closures public streets,th following
shall apply:
Lane closures require a Lane Closure Permit, obtained two weeks prior to pl ned
construction, with a minimum 48-hour prior notice to local police and emerg cy
departments (some police jurisdictions may require considerably more notice). La
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res of a one day or less duration will generally not be approved for major collector
is or for arterial streets during the hours of 7am to gam and 4pm to bpm weekdays.
30. NDP'ES Reauirements
Const tion Manager shall comply with the State of Florida rules and regulations for the
National ollutant Discharge Elimination System (NPDES) including but not limited to all
permitting NNIotices of Intent, and the Storm Water Pollution Prevention Plan (SWPPP).
All costs fo NPDES and SWPPP shall be included in the bid prices. For further
information o compliance requirements for NPDES and SWPPP contact the City of
Miami Public WXks Department at (305) 416-1200 or visit the State of Florida website at
htt :l/www.de .st e.fl.us/water/stormwater/n des/. Construction Manager is
responsible for obtkning, completing and paying for any required NPDES application or
permits that may be Nquired.
31. Construction Signage
The City shall provide th\provide
ction Manager the construction requirements, wording
and layout for the signs e submission of the GMP Proposal. The Construction
Manager shall be requireh two City of Miami signs at the Project Site.
The Construction Managso post appropriate construction site warning signs at
the Project Site. Such be posted to warn pedestrian and vehicle traffic.
Construction Manager se awings for the signage, which shall be subject to
approval by the City's Prage .
The City shall approve the locations for akignage
32. Inspection of Work
Consultant and City shall at all times have cess to the Construction Work during
normal work hours, and Construction Manager hall provide proper facilities for such
access and for inspecting, measuring and testing.
Should the Contract Documents, Consultant's/City's oject Manager's instructions, any
laws, ordinances, or any public authority require any f the Construction Work to be
specially tested or approved, Construction Manager sh give City's Project Manager
timely notice of readiness of the Construction Work for test g. If the testing or approval
is to be made by an authority other than City, timely notic hall be given of the date
fixed for such testing. Testing shall be made promptly, and, here practicable, at the
source of supply. If any of the Construction Work should be cov ed up without approval
or consent of City's Project Manager or Consultant, it must, if req 'red by City's Project
Manager, be uncovered for examination and properly restor at Construction
Manager's expense.
Re-examination of any of the Construction Work may be ordered b City's Project
Manager, and if so ordered, the Construction Work must be uncovered b Construction
Manager. If such Construction Work is found to be in accordance with e Contract
Documents, City shall pay the cost of reexamination and replacement by ans of a
Change Order. If such Construction Work is not in accordance with the ontract
Documents, Construction Manager shall pay such cost.
The Construction Manager shall bear the cost of correcting destroyed or dams ed
construction, whether completed or partially completed, of the City or separa
contractors caused by the Construction Manager's correction or removal of Work which
is not in accordance with the requirements of the Contract Documents.
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Inspectors shall have no authority to permit deviations from, or to relax any of the
rovisions of the Contract Documents or to delay the Construction Work by failure to
In ect the the
and Construction Work with reasonable promptness without the
wri n permission or instruction of Consultant.
The p ment of any compensation, whatever may be its character or form, or the giving
of any . tuity or the granting of any favor by Construction Manager to any inspector,
directly or directly, is strictly prohibited, and any such act on the part of Construction
Manager wi constitute a breach of this Contract.
33. Mountina H
Where mounting eights are not indicated, the Construction Manager shall mount
individual units at dustry recognized standard mounting heights for the particular
application indicated; nd, refer questionable mounting height choices to the Consultant
for final decision.
34. Submittals
Construction Manager shall c ck and approve all shop drawing, samples, product data,
schedule of values, and any an all other submittals to make sure they comply with the
Contract Documents prior to sub 'ssion to the City's Project Manager or Consultant.
Construction Manager by approving nd submitting any submittals, represents that they
have verified the accuracy of the sub ittals, and they have verified all of the submittal
information and documentation with th requirements of the Contract Documents. At
time of submission the Construction Ma ger shall advise the City's Project Manager
and the Consultant in writing of any deviati s from the Contract Documents. Failure of
the Construction Manager to advise the Cit 's Project Manager or Consultant of any
deviations shall make the Construction Ma ger solely responsible for any costs
incurred to correct, add or modify any portion o he Work to comply with the Contract
Documents.
Each shop drawing submittal shall contain a titl block containing the following
information:
• Number and title of drawing, including Agreement title and umber;
• Date of drawing and revisions;
• Name of Construction Manager and Subcontractor (if any) sub itting drawings;
• Name of Project, Building or Facility;
• Specification Section title and number;
• Construction Manager's Stamp of approval, signed by the Constru 'on Manager or his
checker;
• Space above the title block for Consultant's action stamp;
• Submittal or re -submittal number (whether first, second, third, etc.);
• Date of submittal.
Construction Manager shall sign, in the proper block, each sheet of shop dr ing and
data and each sample label to certify compliance with the requirements of the ntract
Documents. Shop drawing submitted without the stamp and signature shall be re cted
and it will be considered that the Construction Manager has not complied with e
requirements of the Contract Documents. Construction Manager shall bear the risk f
any delays that may occur as a result of such rejection.
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City shall not be liable for any materials, fabrication of products or Construction Work
ommenced that requires submittals until the Consultant has returned approved
s mittals to the Construction Manager.
City Project Manager and/or Consultant shall make every effort to review submittals
within fourteen (14) calendar days from the date of receipt by the Consultant.
Consult is review shall only be for conformance with design concepts and the
informatio provided in the Contract Documents. The approval of a separate item shall
not constitu approval of an assembly in which the item functions. The Consultant shall
return the sh drawings to the Construction Manager for their use and distribution.
Acceptance of ny submittal shall not relieve the Construction Manager of any
responsibility for ny deviations from the requirements of the Contract Documents
unless the Constr tion Manager has given written notice to the Consultant of the
specific deviations an the Consultant has issued written approval of such deviations.
Construction Manager all be responsible for the distribution of all shop drawings,
copies of product data,a samples, which bear the Consultants stamp of approval.
Distribution shall include, it not be limited to; job site file, record documents file,
subcontractors, suppliers, an other affected contractors or entities that require the
information.
The Construction Manager shall a provide copies of all plans approved and permitted
by the required governing authoritie
The Construction Manager shall not b eiieved of responsibility for errors or omissions
in any and all submittals by the Project anager's or Consultant's acceptance thereof.
The Construction Manager warrants the a quacy for the purpose intended of any shop
drawings or portion of a shop drawing that a rs, modifies or adds to the requirements of
the Contract Documents.
Nothing in the City's Project Manager's or C sultant's review of Shop Drawings,
Submittals and Samples shall be construed as au orizing additional work or increased
cost to the City.
During the progress of the Construction Work, the Co traction Manager shall submit
copies of all reports, permits and inspections require by governing authorities, or
necessary for the Project. The Construction Manager sh !also prepare a two week
look -ahead schedule which must be submitted to the Cons ant and the City's Project
Manager on a weekly basis.
The Construction Manager shall also provide copies of all plans a roved and permitted
by the required governing authorities.
35. Shop Drawings
Construction Manager shall submit Shop Drawings as required \en
ontract
Documents. The purpose of the Shop Drawings is to show, in detitability,
efficiency, technique of manufacture, installation requirements, details (s) and
evidence of its compliance or noncompliance with the Contract Docum
Within fourteen (14) calendar days after City's acceptance of ther osal,Construction Manager shall submit to Consultant a complete list of itemh hopDrawings are to be submitted and shall identify the critical items. Apprs lis yConsultant shall in no way relieve the Construction Manager from suomple
Shop Drawings and providing materials, equipment, etc., fully in accordance with the
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SUBSTITUTED
Contract Documents. This procedure is required in order to expedite final approval of
Shop Drawings.
the approval of the list of items required in Section 34 above, Construction
ager shall promptly request Shop Drawings from the various manufacturers,
kators, and suppliers.
Constr tion Manager shall thoroughly review and check the Shop Drawings and each
and eve copy shall show its approval thereon. Construction Manager shall submit
three (3) s s of shop drawings.
If the Shop rawings show or indicate departures from the Contract Documents'
requirements, nstruction Manager shall make specific mention thereof in its letter of
transmittal. Fail to point out such departures shall not relieve Construction Manager
from its responsibi to comply with the Contract Documents,
City's Project Manag or Consultant shall review and approve Shop Drawings within
fourteen (14) calendar ays from the date received, unless said Shop Drawings are
rejected by Consultant f material reasons. Consultant's approval of Shop Drawings
will be general and shall of relieve Construction Manager of responsibility for the
accuracy of such Shop Draw\.No
r the proper fitting and construction of the work,
nor for the furnishing of matrk required by the Contract Documents and not
indicated on the Shop Drawork called for by Shop Drawings shall be
performed until the said Shohave been approved by Consultant. Approval
shall not relieve Constructionrom responsibility for errors or omissions of any
sort on the Shop Drawings.
No approval will be given to partials mittals of Shop Drawings for items which
interconnect and/or are interdependent\'tems,
essary to properly evaluate the
design. It is Construction Manager's respassemble the Shop Drawings for
all such interconnecting and/or interdepencheck them and then make one
submittal to Consultant along with its como compliance, noncompliance, or
features requiring special attention.
If catalog sheets or prints of manufacturerdrawings are submitted as Shop
Drawings, any additional information or chdrawings shall be typewritten
or lettered in ink.
The minimum size for shop drawings shall be 11" X 17". ach shop drawing shall be
clear, thoroughly detailed and shall have listed on it all Cont act
Document references,
drawing number(s), specification section number(s) and the s\withConsult
awing numbers of
related work. Shop drawings must be complete in every detailing location of the
work. Materials, gauges, methods of fastening and spacing onings, connections
with other work, cutting, fitting, drilling and any and all other ninformation per
standard trade practices or as required for any specific purpose hown.
Where professional calculations and/or certification of performanceriter of materials,
systems, and or equipment are required, the Consultant is to r upon the
accuracy and completeness of such calculations and certificsubmit d by the
Construction Manager. Calculations, when required, shall be ed in a n at clear
and easy format to follow.
Construction Manager shall keep one set of Shop Drawings with Consult is
approval at the job site at all times.
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Product Data
Construction Manager shall submit four copies of product data. Each copy must be
rked to identify applicable products, models, options and other data. Construction
M ager shall supplement manufacturer's standard data to provide information unique
to th Construction Work.
Constr tion Manager shall only submit pages that are pertinent. Submittals shall be
marked identify pertinent products, with references to the specifications and the
Contract currents. Identify reference standards, performance characteristics and
capacities, ring and piping diagrams and controls, component parts, finishes,
dimensions an reauired clearances.
Construction Manger shall submit a draft of all product data, warranty information and
operating and mainfknance manuals at 50% completion of construction.
37. Samples
Construction Manager sh submit samples to illustrate the functional characteristics of
the product(s). Submittals hall be coordinated for different categories of interfacing
Work. Construction Manager hall include identification on each sample and provide full
information.
38. Record Set
Construction Manager shall maintain a safe place at the Project site one record copy
and one permit set of the Contract Doc ents, including, but not limited to, all Drawings,
Specifications, amendments, Change Or rs, RFls, and Field Directives, as well as all
written interpretations and clarifications is ed by the Consultant, in good order and
annotated to show all changes made d 'ng construction. The record Contract
Documents shall be continuously updated b Construction Manager throughout the
prosecution of the Construction Work to accur ely reflect all field changes that are
made to adapt the Construction Work to field condi ns, changes resulting from Change
Orders, Construction Change Directives, and Fiel Directives as well as all written
interpretations and clarifications, and all concealed a buried installations of piping,
conduit and utility services. Construction Manager sh certify the accuracy of the
updated record Contract Documents. As a condition prece nt to City's obligation to pay
Construction Manager, the Construction Manager shall prove evidence, satisfactory to
the City and the Consultant, that Construction Manager is ulfilling its obligation to
continuously update the record Contract Documents. All bu d items, outside the
Project site, shall be accurately located on the record Contract D uments as to depth
and in relationship to not less than two (2) permanent features (e. interior or exterior
wail faces). The record Contract Documents shall be clean and all ch ges, corrections
and dimensions shall be given in a neat and legible manner in red. The ecord Contract
Documents shall be available to the City and the Consultant for re rence. Upon
completion of the Construction Work and as a condition precedent to onstruction
Manager's entitlement to final payment, the record Contract Document shall be
delivered to the Consultant by the Construction Manager for the City. The Reco Set of
Drawing shall be submitted in both hard copy and as electronic plot and .dwg files.
39. As -Built Drawings
During the Construction Work, Construction Manager shall maintain records of all
deviations from the Drawings and Specifications as approved by the Consultant and
prepare As -Built Record Drawings showing correctly and accurately all changes and
Stadium Site Parkina. B-30648 Pace 83
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SUBSTITUTED
deviations made during construction to reflect the work as it was actually constructed. It
is the responsibility of the Construction Manager to check the As -Built Drawings for
\errorsnd omissions prior to submittal to the City and certify in writing that the As -Built
s are correct and accurate, including the actual location of all internal piping,
l/signal conduits in or below the concrete floor. Indicate the size, depth and
in each conduit.
mark to record actual construction: On-site structures and site work as follows:
Depths of various elements of foundation in relation to finish
first flog\ee
.
•All underground piping and ductwork with elevations and
dimensilocations of valves, pull boxes, etc. Changes in location. Horizontal
and vecations of underground utilities and appurtenances, referenced to
perman_ e improvements. Actual installed pipe material, class, etc.
Location of internal utilities and appurtenances concealed in
the con, r erenced to visible and accessible features of the structure. Air
conditiocts h locations of dampers, access doors, fans and other items
needing mainf ance.Field changes in dimensions and details.
hanges made by Consultant's written instructions or by
Change
• Det ils not on original Agreement Drawings.
• Equip ent, conduit, electrical panel locations.
• Consul nt schedule changes according to Construction
Manager's records and shop drawing
Specifications and Addenda: Legibly\ade
section to record:
• Manufactname, catalog number and Supplier of
each product and item of equipment talled.ChangesConsultant's written instructions or by
Change Order.
Approved *ngs: Provide record copies for each
process equipment, piping, electrical in trumentation system.
As -built dshal e updated monthly as a condition
precedent to payment
40. Requests For Information (RFI)
The Construction Manager shall submit in writing a Reques ,or Information (RFI) to the
Consultant, with a copy to the City's Project Manager, where e Construction Manager
believes that the specifications or drawings are unclear or confli All requests must be
submitted in a manner that clearly identifies the drawing and/o' specification section
where clarification or interpretation is being requested.
All RFIs by Construction Manager shall be submitted in good faith nd shall contain
Construction Manager's proposed answer or solution to the re( st unless the
requesting party, in good faith, has not identified a proposed solution. Th foregoing or
the submission or preparation by Construction Manager of a propose answer or
proposed solution shall not be deemed to create any liability on Constructio anager
for design or adequacy of the proposed answer or solution.
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41. Field Directives
he City's Project Manager or Consultant may at times issue Field Directives to the
nstruction Manager based on visits to the Project site. Such Field Directives shall be
iss d in writing and the Construction Manager shall be required to comply with such
direc ' e. Where the Construction Manager believes that the directive is outside the
scope f the Work, the Construction Manager shall, within 48 hours, notify the
Consulta t and the City's Project Manager that the Field Directive is outside the scope of
the Work. At that time the Field Directive may be rescinded or the Construction
Manager m be required to submit a request for a Change Order proposal. Where the
Construction nager is notified of the City's position that the Field Directive is within
the scope and e Construction Manager disagrees, the Construction Manager shall
notify the Consu nt and the City's Project Manager that the Construction Manager
reserves the right t ake a claim for the time and monies based on the Field Directive.
At no time shall the nstruction Manager refuse to comply with the directive. Failure to
comply with the directi may result in a determination that the Construction Manager is
in default of the Agreeme
42. Work Logs
Construction Manager shall ma tain at the Project Site a log of daily activities, including
manpower records, deliveries, i pections, testing, major decisions, delays, visitors to
the site, etc.
Construction Manager shall maintain two week look -ahead schedule, which shall be
provided to the Consultant, the City, an subcontractors at the progress meetings
43. Change Orders
Changes in the quantity or character of the Nnstruction Work of the Project which are
not properly the subject of Field Directives o upplemental Instructions, including all
changes resulting in changes in the GMP, o use of the Construction Manager's
Contingency, or the increasing the value of the N&P by, shall be authorized only by
Change Orders approved in advance and issued in ccordance with the provisions of
the City.
In the event satisfactory adjustment cannot be reachedany item requiring a change
in the GMP or increasing the value of the GMP, and a hange Order has not been
issued, City reserves the right at its sole option to either ter inate the Agreement as it
applies to the items in question and make such arrangem is as may be deemed
necessary to complete the disputed work; or may submit the tier in dispute as set
forth in Section 1, Article 57, Resolution of Disputes. During\reflects
dency of the
dispute, and upon receipt of a Change Order approved by City, tion Manager
shall promptly proceed with the change in the Work involved ande Consultant
and City's Project Manager in writing within seven (7) calendar Construction
Manager's agreement or disagreement with the method, if any, pthe Change
Order for determining the proposed adjustment in the GMP or CWork Time
for Completion.
On approval of any change increasing the GN/IP, Construction Mall en re that
the performance bond and payment bond are increased so that lects th total
GMP as increased.
Under circumstances determined necessary by City, Change Orders may be iss
unilaterally by City.
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The City reserves the right to order changes which may result in additions to or
ductions from the amount, type or value of the Work shown in the Contract Documents
a d which are within the general scope of the Contract Documents. Any such changes
wi 'Nbe known as Extra Work.
No E a Work shall be performed except pursuant to written orders of the City's Project
Manag or Consultant expressly and unmistakably indicating his/her intention to treat
the Wor escribed therein as Extra Work. In the absence of such an order, the City's
Project Ma ager or Consultant may direct, order or require the Construction Manager to
perform an Work including that which the Construction Manager deems to be Extra
Work. The C struction Manager shall nevertheless comply and shall promptly and in
no event after, gin the performance thereof or incur cost attributable thereto and give
written notice t the City's Project Manager stating why he deems such Work
(hereinafter "Dispu d Work") to be Extra Work. Said notice is for the purposes of (1)
affording an opportu 'ty to the City's Project Manager to cancel such order, direction or
requirements promptly, 2) affording an opportunity to the City's Project Manager to keep
an accurate record of terials, labor and other items involved; and (3) affording an
opportunity to the City to ake such action as it may deem advisable in light of such
disputed Work.
44. Value of Chanae Order Work\
The value of any Work to be cvered by a Change Order, or for any claim for an
increase or decrease in the GMP, r use of the Construction Manager's Contingency
shall be determined in one of the foli\ov
s:
Where the work involved is coveredices contained in the Schedule of Values,
by application of unit prices to the quitems involved.
By mutual acceptance of a lumhich Construction Manager and City
acknowledge contains a componehead and profit. As the Construction
Manager's Contingency already inclue d and profit no additional sum(s) will be
added for overhead and profit wheree der is issued against the Construction
Manager's Contingency.
On the basis of the "cost of work," determined a Nprovided in this Article, plus a
proportional rate for the Construction Manager's fee general conditions, overhead
and profit, except that not additional sums will be dedfor general conditions,
overhead, and profit where the change order is issued fro the Construction Manager's
Contingency.
The term "cost of work" means the sum of all direct costs nece sarily incurred and paid
by Construction Manager in the proper performance of the Const ction Work described
in the Change Order. Except as otherwise may be agreed to in riting by City, such
costs shall be in amounts no higher than those prevailing in the to\Manar.
the Project,
and shall include only the following items, as applicable:
Payroll costs for employees in the direct employ of the Constructiager, where
such employees are performing the work described in the Crder under
schedules of job classifications agreed upon by City and Constructior. Payroll
costs for employees not employed full time on the work covered ba e Order
shall be apportioned on the basis of their time spent on the work.l cc s shall
include, but not be limited to, salaries and wages plus the cost of fnefits hich
shall include social security contributions, unemployment, exciseyroll t es,
workers' or workmen's compensation, health and retirement bennuses, s k
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leave, vacation and holiday pay application thereto. Such employees shall include
superintendents and foremen at the site. The expenses of performing the work after
regular working hours, on Sunday or legal holidays, shall be included in the above to the
extent authorized by City. The City shall have the right to require certified wage
tements from the Construction Manager.
Co of all materials and equipment furnished and incorporated in the Construction
Wor , including costs of transportation and storage thereof, and manufacturers' field
service required in connection therewith. All cash discounts shall accrue to
Construc' n Manager unless City deposits funds with Construction Manager with which
to make p ments, in which case the cash discounts shall accrue to City. All trade
discounts, re ates and refunds, and all returns from the sale of surplus materials and
equipment sha accrue to City and Construction Manager shall make provisions so that
they may be ob ined. Rentals of all construction equipment and machinery and the
parts thereof whe er rented from Construction Manager or others in accordance with
rental agreements proved by City with the advice of Consultant and the costs of
transportation, loadin unloading, installation, dismantling and removal thereof, all in
accordance with the to s of said agreements. The rental of any such equipment,
machinery or parts shall ase when the use thereof is no longer necessary for the
Construction Work.
Payments made by Construct n Manager to Subcontractors for Work performed by
Subcontractors. If the Subcontr provides that the Subcontractor is to be paid on the
a ee
basis of cost of the work plus , the Subcontractor's cost of the work shall be
determined in the same manner a onstruction Manager's cost of the work. All
Subcontractors shall be subjC
ect to\Chan
rovisions of the Contract Documents
insofar as applicable.
Cost of special consultants, including,ited to, Consultants, architects, testing
laboratories, and surveyors employed specifically related to the performance
of the Construction Work described in tOrder.
Cost, including transportation and maintenance, f all materials, supplies, equipment,
machinery, appliances, office and temporary facili s at the site and hand tools not
owned by the workmen, which are consumed in the Pqrformance of the work, and less
market value of such items used but not consumed hich remains the property of
Construction Manager.
Sales, use, or similar taxes related to the work, and for whi Construction Manager is
liable, imposed by any governmental authority.
Deposits lost for causes other than Construction Manager negligence; royalty
payments and fees for permits and licenses.
The cost of utilities, fuel and sanitary facilities at the site.
Receipted minor expenses such as telegrams, long distance telephone IIs, telephone
service at the site, and reasonable petty cash items in connection with the onstruction
Work.
The term "Cost of the Work" includes the Cost of special consultants, includinbut not
limited to, consultants, architects, testing laboratories, and surveyors emplo d for
services specifically related to the performance of the Work described in the Ch ge
Order.
Cost of the Work shall not include any of the following:
Ctnr1him Citc Pnrkinn R_'AnAAR Paoe 87
45.
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111Construction Work shall be substantially complete when the City's Project Manager,
n th reasonable exercise of his/her discretion determines that the Construction Work is
comp e and there are no material and/or substantial variations from the Agreement
and the onstruction Work is fit for its intended purpose. Upon Substantial Completion,
City's P *ect Manager and the Construction Manager shall sign the Substantial
Completio Inspection Form. The signing of this form shall not relieve the Construction
Manager fro its obligation to complete the Project.
When the Con truction Manager believes that the Construction Work is substantially
complete, the C struction Manager shall request in writing that the Consultant inspect
the Construction ork to determine if Substantial Completion has been achieved. No
request for Substan I Completion inspection is to be submitted until the Construction
Manager has obtain a Certificate(s) of Occupancy, Certificate of Completion or
Completion or a Tempo ry Certificate of Occupancy. The Consultant shall schedule the
date and time for any in ection and notify the Construction Manager and any other
parties deemed necessary. During this inspection, the Project Substantial Completion
Inspection Form, (Attachme t B), will be completed as necessary. Any remaining
Construction Work shall be i ntified on this form and shall be known as Punch List
work. The Punch List, shall be igned by the Consultant, the City's Project Manager,
and the Construction Manager nfirming that the Punch List contains the item(s)
necessary to complete the Constru ion Work. The failure or refusal of the Construction
Manager to sign the Project Substan I Completion Inspection Form or Punch List shall
not relieve the Construction Manager om complying with the findings of the Project
Substantial Completion Inspection and c mpleting the Project to the satisfaction of the
City
Where the Punch List is limited to minor o issions and defects, the Consultant shall
indicate that the Construction Work is substant Ily complete subject to completion of the
Punch List. Where the Consultant determines, the appropriate form that the Work is
not substantially complete, the Consultant shall pr ide a list of all open items necessary
to achieve Substantial Completion. Upon comple n of such Construction Work, the
Construction Manager shall request another Substanti Completion inspection.
The Consultant, the City's Project Manager, and the C struction Manager shall agree
on the time reasonably required to complete all remainin Work included in the Punch
List.
Upon the receipt of all documentation, resolution of any outsta ding issues and issuance
of final payment, the Consultant shall notify the ConstructionHager in writing of the
closeout of the Project.
The City will prepare a Certificate of Substantial Completion in the Nrm attached hereto
as Attachment D which shall establish the Date of Substantial mpletion. Once
substantial completion is achieved the City shall be responsi\theontract
security,
maintenance, heat, utilities, damage to the Project site, and insuranceall list all
Construction Work yet to be completed to satisfy the requirementsContract
Documents for Final Completion. The failure to include any items of cwork on
such list does not alter the responsibility of Construction Manager to call of the
Work in accordance with the Contract Documents. Warranties requireontract
Documents shall commence on the date of Substantial completionrk or
designated portion thereof unless otherwise provided in the Certificabst tial
Completion. Warranties required by the Contract Documents shall ce on e
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to of Substantial Completion of the Work or designated portion thereof unless
of rwise provided in the Contract Documents except equipment, or materials, etc. that
are ontained on the Punch List. Such warranties shall commence upon the City's
Proje Manager and/or Consultant approving completion of the Punch List.
46. Training\
The Const ction Manager shall provide training of all appropriate personnel employed
by the City o the City's agents in the installation, maintenance, calibrations, and routine
care of all eq ment and systems provided and installed as part of the Construction
Work
Separate training ssions shall be conducted for equipment/system operation and
maintenance except hen combining of these two (2) subjects is specifically allowed by
the City.'
The Construction Mana r shall provide qualified, prepared instructors for all training
plus all necessary mater I and equipment (training aids, audio visual equipment,
seating, tables, etc.).
The Construction Manager sh I provide factory -level maintenance training in system
problem identification and resolu n. This training should be aimed at providing the City
with means to perform all correctiv scheduled and preventative maintenance.
All training shall be conducted on -sit or, if conducted at a remote location, travel and
expenses for City's personnel shallreimbursed to the City by the Construction
Manager.
Training shall be conducted prior to final cort�pletion of the Project.
For each training session, the Constructionanager shall submit a training plan for
review. The plans shall include proposed da-' /times/durations of training sessions,
suggested class size/attendees, proposed locatio , session objectives and an outline of
the training topics to be presented. Training pla for all training sessions shall be
submitted not later than the date set forth in the Pro ct Schedule. The City shall have
the right to modify proposed training dates in conjuncti with the Construction Manager
to coordinate the schedule with availability of personnel a d ongoing operations.
47. Post Occupancy Inspection
Ten (10) months after the date of Substantial Completion, C struction Manager shall,
together with the Consultant and the City, attend a final inspecti of the Work to assure
that it comports with all warranties and guarantees. Const ction Manager shall
promptly correct any deficiencies noted during such inspection.
48. Excusable Delay
Excusable Delay is (i) caused by circumstances beyond the control Construction
Manager, its Subcontractors, suppliers and vendors, or (ii) is taus d jointly or
concurrently by Construction Manager, or its Subcontractors, suppliers or ndors and
by the City or Consultant.
Construction Manager is entitled to a time extension of the Construction Work\inn
r
Completion for each day the Construction Work is delayed due to Excusabl.
Construction Manager shall document its claim for any time extension as provid
Agreement.
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Construction Manager shall furnish to the City's Project Manager all documentation and
details supporting its claim resulting from a delay.
nstruction Manager is entitled to a time extension of the Agreement Time for each day
th Work is delayed due to Excusable Delay. Construction Manager shall document its
clai for any time extension as provided in Article 49, Notification and Claim for Change
of Co truction Work Time for Completion or GMP.
Construc N n Manager agrees that the above constitutes its sole and exclusive remedies
for an excu\or
y.
Failure of on Manager to comply with this Article and Article 49, below as to
any particof delay shall be deemed conclusively to constitute a waiver,
abandonmquishment of any and all claims resulting from that particular event
of delay.
49. Notification and ClaiN for Ch
GMP
Any claim for a change in e Construction Work Time for Completion or GMP, shall be
made by written notice by nstruction Manager to the Consultant and City's Project
Manager within ten (10) calen r days of the commencement of the event giving rise to
the claim and stating the gene I nature and cause of the claim. Thereafter, within
twenty (20) calendar days of the t ination of the event giving rise to the claim, written
notice of the extent of the claim with upporting information and documentation shall be
provided unless City's Project Manag allows an additional period of time to ascertain
more accurate data in support of the c im and such notice shall be accompanied by
Construction Manager's written notarized tatement that the adjustment claimed is the
entire adjustment to which the Construction anager has reason to believe it is entitled
as a result of the occurrence of said event. II claims for changes in the Agreement
Time or GMP shall be determined by the Ci 's Project Manager and Consultant in
accordance with Section 1, Article 38, Const tion Manager's Damages for Delay
hereof, if City and Construction Manager cannot erwise agree. It is expressly and
specifically agreed that any and all claims for cha es to the GMP or the time for
completion of the Work shall be waived if not submi d in strict accordance with the
requirements of this Article.
The Construction Work Time for Completion will be extend e in an amount equal to time
lost on critical -path Construction Work items due to delays eyond the control of and
through no fault or negligence of Construction Manager.
This mutual waiver is applicable, without limitation, to all consequ ntial damages due to
either party's termination in accordance with the Agreement. Noth' g contained in this
Article shall be deemed to preclude the assessment of liquidate damages, when
applicable, in accordance with the requirements of the Contract Docum ts.
50. Hurricane Preparedness
Within thirty (30) calendar days of GMP submission CM shall submit t the City a
Hurricane Preparedness Plan (Plan). The Plan shall include the measure to b taken by
the Construction Manager in case of a hurricane or tropical storm.
During such periods of time as are designated by the United States Weather Bure as
being a tropical storm/hurricane warning or alert, or at such other time dee ed
necessary by the City's Project Manager the Construction Manager, at no cost beyo
the GMP to the City, shall implement the Plan to secure the Project site in response to
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I threatened storm events, regardless of whether the City or Consultant has given
n 'ice of same. Failure of the City to direct the Construction Manager to implement the
Pla shall not relieve the Construction Manager for sole responsibility for implementation
of the Ian.
Any da ge to materials and equipment resulting from Construction Manager's failure to
implemen heplan shall be removed and replaced at no cost to the City.
Additional w k relating to hurricane warning or alert at the Project site will be addressed
by a Change der.
Suspension of t Construction Work caused by a threatened or actual storm event,
regardless of whet r the City has directed such suspension, will entitle the Construction
Manager to addition I time as non -compensable, excusable delay, and shall not give
rise to a claim for corn nsabie delay.
51. Stop Work Order
The City may, at any time, y written order to the Construction Manager, require the
Construction Manager to stop ll, or any part, of the Construction Work for a period of up
to ninety (90) days (or any le er period), commencing no sooner than the date the
order is delivered to the Constru on Manager, and for any further period to which the
parties may agree. Any such or r shall be specifically identified as a "Stop Work
Order' issued pursuant to this parag ph. Within the period of ninety (90) days (or the
lesser period specified) after a Stop Work Order is delivered to the Construction
Manager, or within any extension to whic the parties have agreed the City shall either:
• Cancel the Stop Work Order; r
• Terminate the Work covered by uch order as provided in the Agreement.
If a Stop Work Order issued under this Article is anceled or the period of the order or
any extension thereof expires, the Construction ager shall resume the Work. The
Cm may request an extension of time and/or adds i nal time in accordance with the
Agreement
In the event the Consultant determines that the suspen on of Construction Work was
necessary due to Construction Manager's defective or of
Construction Work,
unsafe Construction Work conditions caused by the Constr\juance
Manager or any other
reason caused by Construction Manager's fault or omissioonstruction Manager
shall not be entitled to an extension of time as a result of tof a Stop Work
Order.
52. Cleaning Up; City's Right to Clean Up
Construction Manager shall at all times keep the premises free fro\Wor
ulation of
waste materials or rubbish caused by its operations. At the complee Project,
Construction Manager shall remove all its waste materials and rubbiand about
the Project as well as its tools, construction equipment, machinery andmaterials.
If Construction Manager fails to clean up during the prosecution of k r at the
completion of the Construction Work, City may do so and the cof all be
charged to Construction Manager. All combustible waste materials re vedfrom the Project(s) at the end of each day. Cleaning operations shontrolle to
limit dust and other particles adhering to existing surfaces.
Stadium Site Parkinq, B-30648 Pape 92
53.
54.
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I case of termination of this Agreement before completion for any cause whatsoever,
Co struction Manager, if notified to do so by City, shall promptly remove any part or all
of C struction Manager's equipment and supplies from the property of City. If the
Const ction Manager fails to comply with City's order, the City shall have the right to
remove ch equipment and supplies at the expense of Construction Manager.
Construction Hager shall conduct, in conjunction with the City, a sixth (6th month and
eleventh (11�') nth w\corrected.l
rranty inspection. The City shall be responsible for setting the
dates for said inss.
Construction Mahall provide a warranty summary report to the City at the end of
each inspection At a minimum the report shall include:
1. Descriptia warranty item during the period
2. Date iteed Construction Manager for correction
3. Date iteted. I ore than one trip is required, document each instance
4. Descriptition take to cure warranty item
5. Written al by City acc ting warranty work
6. Any otheent information
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ATTACHMENTA
POLICY AND PROCEDURES MANUAL
Constructio Manager shall provide the City's Project Manager and the Consultant with copies
of a Policy a Procedure Manual (total number of copies not to exceed three (3) developed
and updated in cordance with the following requirements:
A. Up n execution of the Contract, Construction Manager shall develop a draft of
the mprehensive Policy and Procedure Manual describing the services to be
provid by Construction Manager per the Contract. This shall provide a plan for
the con I, direction, coordination and evaluation of the Work performed
throughou the Project; the Project organization including identification of key
personnel, sponsibilities of Construction Manager, including Subconsultants
and Subcontr ors, City and Consultant; Work flow diagrams; and strategy for
bidding and su ontracting the Work. City shall have the right to review the
Policy and Proce re Manual and to recommend revisions to its content and
format. The Policy nd Procedure Manual may be updated as necessary
throughout the Design nd Construction Phases, but substantive changes will not
be made without City's for written concurrence. Three (3) copies of the Policy
and Procedure Manual d any updates shall be submitted to the City and
Consultant. In developing he Policy and Procedure Manual, Construction
Manager shall coordinate an onsult with the City and the Consultant. The initial
manual shall be submitted to Ci for concurrence.
B. Contents of Policy and Procedure Manual: The Policy and Procedure Manual
shall describe in detail the proc ures for executing the Work and the
organizations participating. The Policy nd Procedure Manual shall include, as a
minimum, the following sections:
• Prolect Definition: The known characte ' tics of the Project shall be described
in general terms which will provide the rticipants a basic understanding of
the Project and subprojects.
• Prolect Goals: The Master Project Sche le, Project Schedule, budget,
physical, technical and other objectives for the roject shall be defined.
•
Project Strategy: A narrative description of th Project delivery methods
which shall be utilized to accomplish the Project go Is.
• Prolect Work Plan: A matrix display of the Work be performed by the
Construction Manager, as well as the services and it s to be furnished by
the Consultant and City during each phase of the Project`:
• Prolect Organization: A summary organization chart 'bowing the inter-
relationships between the City, Construction Manager andaconsultant, and
other supporting organizations and permitting review age\included.
etailed
charts, one each for Construction Contractor and Desigssional,
showing organizational elements participating in the Project shcluded.ResponsibilitV Performance Chart: A detailed matrix showispecificresponsibilities and interrelationships of the City, CandConstruction Manager. The Responsibility Performance Chan ' atemajor responsibility, and minor responsibility, for each specifiqu dto deliver the Project. Construction Manager shall develop a hart f
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the personnel within its own organization who are assigned to the Project, as
well as for Consultant's and City's personnel assigned to the Project from
data supplied by them.
• Flow Diagrams: These charts shall display the flow of information and the
decision process for the review and approval of shop drawings and
submittals, progress, and change orders.
• Written Procedure: The Construction Manager will provide written procedures
for communications and coordination required between the Construction
Manager, Consultant and the City throughout the Project. Procedures shall
over such items as correspondence, minutes, reports, inspections, team
etings, technical reviews, design reviews, and other necessary
co unications.
• Eme encv Contact List: A complete list of the names, company affiliation
and a\he
ency contact phone numbers (both day and night) for all key
Projecsonnel from City, the Construction Manager and the Consultant,
as werom all subcontractors, Subconsultants and suppliers of any of
them. �st shall be continuously updated by Construction Manager
througth Project duration, with Construction Manager distributing a
copy opda s to the City and Consultant.
C. This Policd Pro dure Manual shall be completed and submitted to the
Consultanthe for their review and concurrence as a condition
precedentyment by ity to Construction Manager for any services provided
in the Conion Phase der this Agreement
D. This PolicProcedure nual is merely an amplification and clarification of
this Agree. Any conflicts etween the Policy and Procedure Manual and
this Agreeshall be governe y the latter.
Construction Manager shall provide the followink Project Management Information System
("PMIS"), in a format acceptable to the City, whichs tem shall be in place for the Construction
Phase services.
1. General:
• Commencing immediately after the tice to Proceed is issued to
Construction Manager by the City, Const ction Manager shall implement
and shall utilize throughout the life of this A eement all subsystems of the
PMIS.
• The reports, documents, and data to be provide hall represent an accurate
assessment of the current status of the Project an of the Work remaining to
be accomplished and it shall provide a sound basis r identifying variances
and problems and for making management decisions.
• If requested by the City, Construction Manager shall conduct a
comprehensive workshop for participants designated by 'ty and additional
seminars as required by the City to provide instruction wi respect to the
PMIS. This workshop and the seminars shall facilita the City's
representatives' use and understanding of the PMIS.
• The PMIS shall be described in terms of the following major subsy ms:
■ Narrative Reporting;
■ Project Schedule Controls;
■ Cost Control and Estimating;
■ Project Accounting;
• Accounting and Payment; and
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■ Action Reports.
■ The above reports shall be submitted at least on a monthly basis and
shall accompany each monthly Application for Payment.
2. Narrative Reporting Subsystem.
• Construction Manager shall prepare written reports as described hereunder.
All reports shall be in 8 1/2" x 11" format.
• The Narrative Reporting Subsystem shall include the following reports:
■ Monthly Executive Summary which provides an overview of current
issues and pending decisions, future developments and expected
achievements, and any problems or delays, including code violations
found by any permitting authority.
■ Monthly Cost Narrative describing the current construction cost estimate
atus of the Project.
■ A onthly Scheduling Narrative summarizing the current status of the
Prod t Schedule and an explanation of all variances from the plan. This
report hall include an analysis of the various Project sub -schedules, a
descript n of the critical path, and other analyses as necessary to
compare nned performance with actual performance.
■ Monthly Ac unting Narrative describing the current cost and payment
status for the tire Project. This report shall relate current encumbrances
and expenditu s to the budget allocations. An explanation for all
variances shall be rovided.
■ A Monthly Constr 'on Progress Report during the Construction Phase
summarizing the Wo of the various subcontractors. This report shall
include information fro the weekly job site meetings as applicable such
as general conditions, to lead supplies, current deliveries, safety and
labor relations, progra ,permits, construction problems and
recommendations, and plans r the succeeding month.
■ Daily Construction Diary du ' g the Construction Phase describing
events and conditions on the site,
• The Reports outlined in above sh be bound with applicable computer
schedule reports and submitted mon ly during Design and Construction
Phases and shall be current through e end of the preceding month.
Copies shall be delivered to the City andonsultant. A bound copy of the
complete diary shall be submitted to City a he conclusion of the Project.
3. Schedule Control Subsystem.
• Prolect Schedule: Prior to the submittal of its fir application for payment,
Construction Manager shall submit to the City and nsultant for their review
and approval a Project Schedule covering the plannin nd design approvals,
construction, and City occupancy of the Project. This s edule shall conform
to the format outlined below. This schedule shall serve a the framework for
the subsequent development of all detailed schedules and hall be updated
with each Application for Payment by Construction Manager roughout the
Project. Within fifteen (15) days of acceptance by the City of th onstruction
Manager's GMP Proposal the Construction Manager shall sub ' a critical
path, cost loaded schedule to the Project Manager and the Con Itant for
review. Within fifteen (15) calendar days of Construction M ager's
submittal, the City and Consultant shall review the schedule and p vide
Construction Manager a written list of corrections needed to accept e
Project Schedule. Construction Manager must make all corrections a
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resolve all comments within thirty (30) calendar days after its receipt of the
City's and Design Consultant's comments. If the Project Schedule is not
accepted within said thirty (30) calendar days, the City and Consultant will
withhold all payments due the Construction Manager until the Project
Schedule is accepted. The acceptance of the schedule by City and
Consultant in no way attests to the validity of the assumptions, logic
constraints, dependency relationships, resource allocations, manpower and
equipment, and any other aspect of the proposed Project Schedule.
Construction Manager is and shall remain solely responsible for the planning
and execution of all Work in order to meet Project milestones or Agreement
completion dates.
oiect Schedule: As stipulated in the Agreement the Construction Manager
sh I prepare and submit to City and Consultant, for their review and
app val, a Project Schedule. This Project Schedule shall conform to with the
requir ents outlined below. The approved Project Schedule shall be
attache nd incorporated into the GMP Amendment. The Project Schedule
shall be i egrated into the Master Project Schedule by the Construction
Manager, e Construction Manager shall be responsible for resolving all
conflicts betty n the Master Project Schedule and the Project Schedule.
The resolution all such conflicts shall be submitted to the City's Project
Manager for revie and acceptance.
■ Following dev pment and approval of the Project Schedule,
Construction Man er shall, at the completion of each pre -construction
design phase andw each application for payment during each phase of
the Work, or at suc earlier intervals as circumstances may require,
update and/or revise th roject Schedule which shall be submitted to the
City and the Consultant i duplicate. No additional compensation will be
due Construction Manag for making such updates. Failure of
Construction Manager to upd e, revise, and submit the Project Schedule
as aforesaid shall be sufficie grounds for City to find Construction
Manager in substantial default he under and that sufficient cause exists
to terminate the Agreement or t withhold payment to Construction
Manager until a Project Schedule or oject Schedule update acceptable
to City is submitted.
Construction Manager shall prepare a incorporate into the Project
Schedule database, at the required interva the following schedules:
Subcontractor Construction Schedules Sub- tworks : Upon the award
of each subcontract, Construction Manage shall jointly with the
Subcontractor, develop a schedule which is mo detailed than the pre-
bid schedule included in the bid packages, taking to account the Work
schedule of the other Subcontractors. The Subcon ctor's construction
schedule shall include as many activities as neces ry to make the
schedule an effective tool for construction planning and monitoring the
performance of the Subcontractor. The Subcontracto construction
schedule also shall show pertinent activities for material pur ase orders,
manpower supply, shop drawing schedules and materi delivery
schedules.
Occupancy Schedule: Construction Manager shall jointly deveI with
Consultant and City a detailed plan, inclusive of punch lists, final
inspections, maintenance training and turn -over procedures, to be u d
for ensuring accomplishment of a smooth and phased transition fro
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construction to City occupancy. The Occupancy Schedule shall be
produced and updated monthly from its inception through final City
occupancy and shall be integrated into the its,
Project Schedule.
Schedule Format: The Project Schedule and the Sub -contractor Construction
Schedules shall be planned and recorded with a cost loaded, Critical Path
Method (CPM) schedule in the form of an activity -on -node diagram. All
activity -on -node diagrams shall include the Activity Identification, Activity
Description, and the type of relationship between activities, including any lead
or lag time\notbe
as well as being cost loaded. Further, the Project Schedule shall
nd be based upon any Project milestone dates set forth in the
y shall have a duration greater than fifteen (15) work days or
one (1) work day. If requested by the City Consultant,
ion Manager shall furnish any information needed to justify the
eness of activity duration. Such information shall include, but
ited to, estimated activity manpower, anticipated quantities, and
• ProcuremeX shall be identified with at least two (2) activities: fabrication
and delivery.Construction Manager shall insure that all Work activities
that require a bmittal are preceded by the appropriate submittal and
approval activitie
• Only contractual nstraints shall be shown in the schedule logic. No
other restraints are Ilowed unless approved in writing by the City or
Consultant. This disa wance of constraints includes the use of any
mandatory start or finish ates selected by Construction Manager.
■ Activities shall be identifi by codes to reflect the responsible party for
the accomplishment of ea activity (only one party per activity), the
Phase/Stage of the Project r each activity, and the Area/Location of
each activity
■ The construction time for the Wo or any milestone, shall not exceed the
specified Agreement Time. Logic activity durations shall be revised in
the event that any milestone or Agr ment completion date is exceeded
in the schedule.
• Float is defined as the amount of time etween when an activity "can
start' (the early start) and when an activity ' ust start" (the late start). It is
understood by the City and Construction nager that float is a shared
commodity, not for the exclusive use or fina ial benefit of either party.
Either party has the full use of the float until it is epleted.
■ The CPM schedules must be compatible with rimavera or approved
equal. It is Construction Manager's responsibility to scertain the software
compatibility with the City.
• Initial Schedule Submittal Requirements:
✓ Predecessor/Successor Sort
✓ Total Float/Early Start Sort
✓ Responsibility/Early Start Sort
✓ AreConsultantarly Start Sort
✓ Logic Diagram: Produce diagram with not more th\10ctivities
per ANSI D (24 -inch x 36 -inch) size sheet. Inst
includes title, match data or diagram correlatioidentify all components used in the diagram.
✓ Narrative discussing general approach to completi
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✓ Diskette in Primavera (P3) format.
■ Schedule Update Requirements: Construction Manager shall update the
Project Schedule as required by the Agreement to show actual, current
progress. The schedule updates shall be submitted within seven (7)
calendar days of the data dates. The updates shall include:
✓ Dates of activities' actual starts and completions.
✓ Percent of Work remaining for activities started but not completed
as of the update date.
✓ Narrative report including a listing of monthly progress, the
activities that define the critical path and any changes to the path
of critical activities from the previous update, sources of delay, any
potential problems, requested logic changes, and Work planned
for the next month.
✓ Predecessor/Successor Sort
Total Float/Early Start Sort
Responsibility/Early Start Sort
✓ reConsultantarly Start Sort
✓ D kette in the required Primavera format
✓ Fra et of logic diagram for all requested logic changes.
✓ Upda d logic diagram as required by the City. At a minimum, the
City sh 1 require a final logic diagram at the end of the Work
showing planned and actual starts and completions.
✓ A bar cha comparison of the updated schedule to the initial
schedule. 's diagram shall show actual and planned
performance d s for all completed activities.
✓ All update infor tion shall be an accurate representation of the
actual Work progre .
• Recovery Schedule: If the initial chedule or any current updates fail to reflect
the Work's actual plan or metho of operation, or a contractual milestone
date is more than fifteen (15) days ehind, City may require that a recovery
schedule for completion of the remai ' g Work be submitted. The Recovery
Schedule must be submitted within sev (7) calendar days of City's request.
The Recovery Schedule shall describe in etail Construction Manager's plan
to complete the remaining Work by the re ired Agreement milestone date.
The Recovery Schedule submitted shall mee the same requirements as the
original Construction Schedule. The narrative ubmitted with the Recovery
Schedule should describe in detail all changes t t have been made to meet
the Project milestone dates.
• Change Orders: When a Change Order is propose Construction Manager
must identify all logic changes as a result of the Chan Order. Construction
Manager shall include, as part of each Change Orde roposal, a sketch
showing all schedule logic revisions, duration changes, an the relationships
to other activities in the approved Construction Schedule. Th sketch shall be
known as the fragnet for the change. Upon acceptance the fragnet,
Construction Manager will revise the Construction Schedul or current
update. The logic changes required by the Change Order will be onsidered
incidental to Construction Manager's Work. No separate payme will be
made.
4. Cost Control Subsystem: The operation of this subsystem shall provide su ient
timely cost data and detail to permit Construction Manager to control and adjust e
Project requirements, needs, materials, equipment and systems by building and si
Stadium Site Parking, B-30648 Page 99
i 0
SUBSTITUTED
elements so that the Work will be completed at a cost which, together with the
Construction Management Fee, will not exceed the GMP. Requirements of this
subsystem include submissions at the following phases of the Project:
4.1 Pre -Construction Phase Estimates; and
• 4.2 At establishment of the GMP.
\oieect Accounting Subsystem: This subsystem shall enable Construction Manager to
planectively and City to monitor and control the funds available for the Project, cash
flow, c ts, Change Orders, Construction Change Directives, payments, and other major
Financia! actors by comparison of budget, estimate, total commitment, amounts
invoiced, aTV amounts payable, and also enable City to stay informed as to the overall
Project statu NYhis subsystem will be produced and updated monthly and includes the
following repo
• Costs Status Report representing the budget, estimate, and base
commit ent (awarded subcontracts and purchase orders) for any given
subcontra or budget line item. it shall show approved Change Orders and
Constructio Change Directive for each subcontract which when added to the
base commit nt will become the total commitment. Pending Change Orders
also will be sh n to produce the total estimated probable cost to complete
the Work.
• A Payment Status eport showing the value in place (both current and
cumulative), the am nt invoiced (both current and cumulative), and the
balance remaining. A ummary of this report shall accompany each pay
request.
• A Detailed Status Report s wing the complete activity history of each item in
the Project accounting struct e and includes an earned value graph. It shall
include the budget, estimat and base commitment figures for each
subcontract. It shall give the Ch ge Order history, including Change Order
numbers, description, proposed a approved dollar amounts. It also shall
show all pending or rejected Changerders.
• A Cash Flow Diagram showing the pro cted accumulation of cash payments
against the Project. Cash flow projectio shall be generated for anticipated
monthly payments as well as cumulative p ments.
• A Job Ledger shall be maintained as neces ry to supplement the operation
of the Project accounting subsystem. The job ager will be used to provide
construction cost accountability for genera conditions work, on-site
reimbursable expenses, and costs requiring accou ing needs.
Stadium Site Parking, B-30648 Page 100
• •
SUBSTITUTED
ATTACHMENT B
CIT OF MIAMI DEPARTMENT OF CAPITAL IMPROVEMENTS
444 NW 2nD AVENUE
MIA 11, FLORIDA 33130
SUBSTAN ML COMPLETION INSPECTION
Date of Inspection:
Proiect Information
Project No.:
Project Location:
Representation
City of Miami
User Aaencv:
Construction Manaaer:
Inspection
Re -Inspection No.:
Project Name:
Construction Manager's Name:
Based on the request of the Contractor a substantial cora etion inspection was conducted, which
resulted in the following:
❑ No punch list created. By signing below the City acknowledges at the work has been performed in
accordance with the Agreement and specification requirements. is form shall serve as the Notice
of Final Completion. Project Close Out and final payment is subje to the submittal of all required
documentation.
❑ The punch list items as stated on the punch list form are of a nature at will allow beneficial
occupancy on the premises and the punch list is issued as a final punch list, ubject to re -inspection
by the City. By signing below the City acknowledges that the work h\andal
erformed in
accordance with the Agreement and specification requirements. This form as a partial
acceptance and notification of substantial completion. Final Acceptance shalsubsequent
to completion and re -inspection of the punch list items. Project Close Oupayment is
subject to the punch list re -inspection and the submittal of all required docume
❑ The punch list items listed are of a nature that precludes beneficial occupancy of the raises.
Substantial completion is denied at this time. Items on the punch list must be completed d the
Constriction Manager must request another Substantial Completion Inspection,
Stadium Site Parking, B-30648 Page 101
• •
SUBSTITUTED
The ailure or refusal of the Construction Manager to sign the Project Substantial Completion Inspection
Form r Punch List shall relieve the Construction Manager from complying with the findings of the
Project bstantial Completion Inspection and completing the Project to the satisfaction of the City
All punch
Accepted By:
Name
Signature
items must be completed on or before the mutually agreed upon date of
City of Miami
Approved By:
Name
Consultant
Approved By:
Name
Signature
Stadium Site Parking, B-30648 Page 102
• •
SUBSTITUTED
ATTACHMENT B
OF MIAMI CAPITAL IMPROVEMENTS PROGRAM
444 NW 2'D AVENUE
MIAMI, FLORIDA 33130
Date of SubgtantiN, Completion Inspection
Project No.:
Project Location:
City of Miami Representative:
Construction
Consultant's Representative:
Date of Punch List Inspection:
Project Name:
Construction Manager's Name:
Manager's Representative:
The following is a list of items, within the sc e of work, that require correction prior to; ❑ a new
substantial completion inspection or, ❑ final c pletion. A detailed description for each item is
provided below. Upon completion the City's Proje�k,�.et
nager and the Consultant shall inspect the work
performed and initial that each item has been ed and accepted. (Use additional pages as
necessary.)
Description of Item City's ProjectI Date of
MauaLxer's Acceptance Acceptance
Stadium Site Parking, B-30648
Page 103
Stadium Site Parking, B-30648 Page 104
ATTACHMENT D
CERTIFICATE OF SUBSTANTIAL COMPLETION:
PROJECT: \
(name, address)
TO (City):
DATE OF ISSUANCE:
PROJECT OR DESIGNATED PORTION
CONSULTANT:
AGREEMENT NUMBER:
CONSTRUCTION MANAGER:
AGREEMENT FOR:
NOTICE TO PROCEED DATE:
The Work performed under this Agreement ha
complete and all documents required to be s
Contract Documents have been received and ac(
the Project or portion thereof designated above is
INCLUDE:
;n reviewed and found to be substantially
tted by Construction Manager under the
The Date of Substantial Completion of
b stablished as
The Date of Substantial Completion of the Condo
portion thereof designated by City is the date e
Consultant and/or Director when all conditions and r
of permits and reb latory agencies have been satisfie
Work is sufficiently complete in accordance with the
Documents, so the Project is available for beneficial occt
City. A Certificate of Occupancy/Completion must be j
Substantial Completion to be achieved.
n Work or
riffled by
uirements
and the
by
Stadium Site Parking, B-30648 Page 105
i 0
SUBSTITUTED
\datecomniencement
items to be completed or corrected, prepared by Consultant and approved by City is
hereto. The failure to include any items on such list does not alter the responsibility of
ion Manager to complete all work in accordance with the Contract Documents. The
of warranties for items on the attached list will be the date of final
unless otherwise agreed in writing.
Consultant
In accordance with A,*
list of items attached
Substantial Completion.
Consultant
liate
Construction Manager will complete or correct the work on the
within from the above Date of
RON
Date
City, through the Director, accepts th Work or portion thereof designated by City as
substantially complete and will assume fullossession thereof at (time)
on (date).
City of Miami, Florida
By Director
The responsibilities of City and Construction Manager for
damage to the work and insurance shall be as follows:
, maintenance, heat, utilities,
Stadium Site Parking, B-30648 Page 106
PROJECT: N
(name, address)
TO (City):
DATE OF ISSUANCE:
SUBSTITUTED
ATTACHMENT E
Y1T1T 1 T lYTT TTTTr\ 1 TY, AT T I TTS �T1YT
CONSULTANT:
BID/AGREEMENT NUMBER:
CONSTRUCTION MANAGER:
AGREEMENT FOR:
NOTICE TO PROCEED DATE:
All conditions or requirements of any pernlits or regulatory agencies have been satisfied. The
documents required by the Agreement, and e final bill of materials, if required, have been
received and accepted. The Work required by e Contract Documents has been reviewed and
the undersigned certifies that the Work, including or corrective work, has been completed in
accordance with the provision of the Contract Doc ents and is accepted under the terms and
conditions thereof.
Consultant
City, through the Director, accepts the work as fully complete and
Will assume full possession thereof at
(Time)
(Date).
City of Miami, Florida
By Director
Date
Date
Stadium Site Parking, B-30648 Page 107
SUBSTITUTED
FORM OF PERFORMANCE BOND (Page lof 3)
BNTHIS BOND, We
hereinafter
are bound to
Construction
as Principal,
Construction Manager, and , as Surety,
'ity of Miami, Florida, as Obligee, hereinafter called City, in the amount of
Dollars ($ ) for the payment whereof
�a.ger d Surety bind themselves, their heirs, executors, administrators,
successors and assigns, jo' ly and severally.
WHEREAS, Constru ion Manager has by written agreement entered into this
Agreement awarded the day of 20 ,with City which
Contract Documents are by refer ce incorporated herein and made a part hereof and
specifically include provision for liqui ed damages, and other damages identified, and for the
purposes of this Bond are hereafter referre as the "Agreement";
THE CONDITION OF THIS BOND is that if
1. Performs the Agreement between
part of this Bond by reference, at the times
Agreement; and
Manager:
Manager and City for construction of
, the Agreement being made a
d in the manner prescribed in the
2. Pays City all losses, liquidated damages, expenses, cok and attorney's fees including
appellate proceedings, that City sustains as a result of de It by Construction Manager
under the Agreement; and
3. Performs the guarantee of all Construction Work and materi furnished under the
Agreement for the time specified in the Agreement; then THIX BOND IS VOID,
OTHERWISE IT REMAINS IN FULL FORCE AND EFFECT.
4. Whenever Construction Manager shall be, and declared by City to be, in dNault under the
Agreement, City having performed City obligations thereunder, the Surety promptly
remedy the default, or shall promptly:
4.1. Complete the Project in accordance with the terms and conditionsd� the
Contract Documents; or \
Stadium Site Parkina. B-30648 Page 108
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SUBSTITUTED
710. FORM OF PERFORMANCE BOND (Page 2 of 3)
3.2. Obtain a bid or bids for completing the Project in accordance with the terms and
conditions of the Contract Documents, and upon determination by Surety of the
\hereun
responsible Bidder, or, if City elects, upon determination by City and
jointly of the lowest responsible Bidder, arrange for a contract between
idder and City, and make available as work progresses (even though
hould be a default or a succession of defaults under the Agreement or
C
cts of completion arranged under this paragraph) sufficient funds to pay
st of completion less the balance of the GMP; but not exceeding,
' g other costs and damages for which the Surety may be liable
r, the amount set forth in the first paragraph hereof. The term "balance
G ," as used in this paragraph,. shall mean the total amount payable by
o Co ction Manager under the Agreement and any amendments
, less amount properly paid by City to Construction Manager.
No right of action shall acc e on this bond to or for the use of any person or corporation
other than City named herein.
The Surety hereby waives notice o
Documents and compliance or no
Agreement or the changes does not
Signed and sealed this day of
agrees that any changes in or under the Contract
,oliance with any formalities connected with the
t Surety's obligation under this Bond.
20
c�+mrihim gita Parkinn. B-30648 Page 109
(CORPORATE
0
SUBSTITUTED
E
FORM OF PERFORMANCE BOND (Page 3of 3)
(Name of Corporation)
By:
(Signature)
(Print Name and Title)
IN THE PRESENCE OF: \ INSURANCE COMPANY:
By:
Agent and Attorney -in -Fact
Address:
(Street)
(City/State/Zip Code)
Telep ne No.:
Staciium Site Parkin.q, B-30648 Page 110
SUBSTITUTED
FORM OF PAYMENT BOND (Page lof 3)
XBY THIS BOND, We , as
Princip hereinafter called Construction Manager, and
, as Surety, are bound to the City of Miami,
Florida, as Obligee, hereinafter called City, in the amount of
Dollars ($ ) for the payment whereof
Construction Man\theday
urety bind themselves, their heirs, executors, administrators,
successors and assly and severally.
WHEREAcoon Manager has by written agreement entered into this
Agreement, awarday of 20 with City
which Contract Dare y referenceincorporated herein and made a part hereof,
and specifically inision or liquidated damages; and other damages identified,
and for the purposond are ereafter referred to as the "Agreement";
THE CONDITION OF THIS BOND is thk if Construction Manager:
1. Pays City all losses, liquidated dam es, expenses, costs and attorney's fees
including appellate proceedings, that City sustains because of default by
Construction Manager under the Agreeme\asfmed
2. Promptly makes payments to all claimantby Florida Statute 255.05(1)
for all labor, materials and supplies useor indirectly by Construction
Manager in the performance of the Agree
THEN CONSTRUCTION MANAGER 'S OBLIGA ION SHALL BE VOID;
OTHERWISE, IT SHALL REMAIN IN FULL ORCE AND EFFECT
SUBJECT, HOWEVER, TO THE FOLLOWING COND IONS:
2.1. A claimant, except a laborer, who is not in privi with Construction
Manager and who has not received payment for its 1 or, materials, or
supplies shall, within forty-five (45) days after begi\wk,
o furnish
labor, materials, or supplies for the prosecution of theurnish to
Construction Manager a notice that he intends to lookbond for
protection.
A claimant who is not in privity with Construction Manager and who flus not
received payment for its labor, materials, or supplies shall, within ninety \
• 0
SUBSTITUTED
FORM OF PAYMENT BOND (Page 2 of 3)
(90) days after performance of the labor or after complete delivery of the
materials or supplies, deliver to Construction Manager and to the Surety,
written notice of the performance of the labor or delivery of the
materials or supplies and of the nonpayment.
2.3. No action for the labor, materials, or supplies may be instituted against
Construction Manager or the Surety unless the notices stated under the
receding conditions (2.1) and (2.2) have been given.
2.4. action under this Bond must be instituted in accordance with the
long of the applicable Notice and Time Limitations provisions
prescr ed in Section 255.05(2), or Section 95.11, Florida Statutes.
The Surety hereby N
Contract Documents
connected with the
obligation under this
Signed and sealed this
ATTEST:
(Secretary)
(Corporate Seal)
20
notice of and agrees that any changes in or under the
compliance or noncompliance with any formalities
;went or the changes does not affect the Surety's
of
, 20
Construction Manager
(Name of Corporation)
By:
(Signature)
(P' t Name and Title)
day f
0 0
SUBSTITUTED
FORM OF PAYMENT BOND (Page 3 of 3)
THE PRESENCE OF: INSURANCE COMPANY:
Agent and Attomey-in-Fact
Address:
(Street)
(City/State/Zip Code)
Telephone No.:
a
0
SUBSTITUTED
PERFORMANCE AND PAYMENT GUARANTY FORM
►NDITIONALiRREVOCABLE LETTER OF CREDIT: (Page I
of 2)
Beneficiary
City of Miami
444 SW 2nd Avenue
Miami, Florida 33130
We hereby authorize you to draw on
at
(branch address)
of and for the account of
Date of Issue
Issuing Bank's No.
Applicant:
in United States Funds
Expiry:
(Date)
Agreement Number
(Bank, Issuer name)
by order
(Construction Manag ,applicant, customer)
up to an aggregate amount, in United States Funds, of available by
your drafts at sight, accompanied by:
1. A signed statement from the City Manager or his authorized signee, that the
drawing is due to default in performance of certain obligatio on the part
of (Construction Manager, applicant, cult er) agreed
upon by and between the City of Miami, Florida and
(Construction Manager, applicant, customer), pursuant to Bid/Agreent No.
for (name of project) and Section 255.05, orida
Statutes.
Drafts must be drawn and negotiated not later than
(expiration date)
SUBSTITUTED
PERFORMANCE AND PAYMENT GUARANTY FORM
UNCONDITIONAL/IRREVOCABLE LETTER OF CREDIT: (Page 2
\ of 2)
Draft must bear the clause: "Drawn under Letter of Credit No.
(Numb), of (Bank name) dated
This Letter\f Credit shall be renewed for successive periods of one (1) year each unless
we provide City of Miami with written notice of our intent to terminate the credit
herein extende which notice must be provided at least thirty (30) days prior to the
expiration date o e original term hereof or any renewed one (1) year term. Notification
to the City that this etter of Credit will expire prior to performance of the Construction
Manager's obligations 'll be deemed a default.
This Letter of Credit sets Nah in full the terms of our undertaking, and such undertaking
shall not in any way I odified, or amplified by reference to any documents,
instrument, or agreement refe d to herein or to which this Letter of Credit is referred or
this Letter of Credit relates, an y such reference shall not be deemed to incorporate
herein by reference any document, trument, or agreement.
We hereby agree with the drawers, en3qrsers, and bona fide holders of all drafts drawn
under and in compliance with the to of this credit that such drafts will be duly
honored upon presentation to the drawee.
Obligations under this Letter of Credit shall
Completion of the Project by the
released one (1) year after the Final
(Construction XQanager, Applicant, Customer)
This Credit is subject to the "Uniform Customs and Pr tice for Documentary Credits,"
International Chamber of Commerce (1993 revision), P lication No. 500 and to the
provisions of Florida law. If a conflict between the Unifo Customs and Practice for
Documentary Credits and Florida law should arise, Florida la hall prevail. If a Conflict
between the law of another state or country and Florida laws uld arise, Florida law
shall prevail.
Authorized Si
• •
SUBSTITUTED
IN WITNESS WHEREOF, the parties have set their hands and seals on the day
year first above written.
"City•'
City Of Miami, a municipal
ATTEST: corporation
By:
Priscilla A. Thompson, ity Clerk Pedro G. Hernandez, City Manager
"Construction Manager"
ATTEST: (Name of CM),
a XX corporation
Print Name:
Title:
APPROVED AS TO FORM AND
CORRECTNESS:
Julie O. Bru
City Attorney
By:
Print Name:
APPI+ZOVED AS TO INSURANCE
REQ EMENTS:
Risk Manage ent Administrator
LeeAnn Brehm
THE CITY REQUIRES FOUR (4) FULLY -EXECUTED AGREEMENTS, FOR
DISTRIBUTION.
•
SUBSTITUTED
GMP AMENDMENT TO AGREEMENT
BETWEEN THE CITY AND CONSTRUCTION MANAGER AT RISK
CONTRACTOR
Purs nt to the Agreement dated , between the City and
(name f firm) (Construction Manager) for the construction of the Stadium Site Parking,
the Cityand Construction Manager hereby agree to amend and modify by this
Amendme and establish a Guaranteed Maximum Price (GMP) and time for completion
of the ConstrXction Phase as set forth below:
1. Cm's N
for the Construction Phase of the Work shall be
2. The Constru i n Manager's Fee for the Construction Phase of the Work is
hereby establis d as a lump sum amount of
($ ), nd said lump sum amount is included within the above stated
GMP.
3. The General Condition expenses for the Construction Phase of the Work are
hereby established as lump sum amount of
($ ), and said lu sum amount is included in the above stated GMP.
Construction Manager ackn ledges and agrees that the City shall have no
liability for any General Conditi expenses beyond payment of the above noted
lump sum and Construction Man er agrees that it shall not be entitled to receive
any additional compensation from City for the General Conditions beyond the
lump sum amount unless expressly a 'usted by a Change Order.
4. Monthly installment payments of the G 11
shall be based upon the percentage of
completion of the portion of Work comp) ed and accepted by the City for the
preceding month.
5. Direct reimbursements allowed under the reement shall be made upon
submission of proof of payment by the Constructi Manager,
6. The City has established a contingency fund in th mount of
($ J for this project. The Construction anager has no right or
entitlement to the City's contingency fund and use of s ch funds are subject to
the prior written approval and issuance of a Change Orde by the City. Any City
contingency funds remaining at the completion of the Proj twill accrue to the
City.
7. If at the time final payment is made to the Construction nager for the
Construction Phase of the Work the total cost has been increase by approved
Change Orders in an amount causing the original GMP as set rth in this
Amendment to by exceeded by more than ($
then the Construction Manager shall be entitled to an increase in the
Construction Manager's Fee in the amount of %) of the a ount
exceeding the sum of ($ ).
8. Construction Manager acknowledges that this Agreement includes Work f
trench excavation and that the requirements set forth in Section 553.63 of the
SUBSTITUTED �
Florida Statutes titled Trench Safety Act apply. Construction Manager certifies
that the required trench safety standards will be in effect during the Work.
9. The amount of ($ ) has been
separately identified for the cost of compliance with the required trench safety
standards and said amount is included within the GMP.
10. e Construction Phase commencement date (Commencement) for the Work is
. The total time for performance of the Work from Commencement through
the to required for Substantial Completion is days
(Cons ction Time). The Substantial Completion date is therefore established
as
11. Pursuant t this Agreement, the parties have established a liquidated damages
rate for reas s stated therein, which the parties acknowledge and agree apply
to this Amen ent and Construction Manager responsibility to complete the
Work with the nstruction Time. Accordingly, the liquidated damages rate
established in the reement shall be assessed from Construction Manager for
each calendar day nstruction Manager fails to achieve Substantial Completion
for the Construction P se within the Construction Time.
12. Except as modified here , the term and conditions of the Agreement remain
unchanged. In the event o conflict between the terms of this Amendment and
those of the Agreement, the ity and the Construction Manager agree that the
terms of this Amendment shall ke precedence,
SUBSTITUTED �
d
4. R
MATERIALS PURCHASED AND STORED AT PROJECT SITE
TO:City's Project Manager's Name
City's Project Manager's Title
FROM: C tractor's Project Manager's Name
Con ctor's Project Manager's Title
Project Number:
Project Title:
Project Address/Location:
Material Information
Payment Application No.:
This document is submitted inccordance with Agreement (Agreement number) and
accompanies payment request/in ice number (number) for the purposes of payment of
materials or equipment purchase e usively for use on the above reference Project and
stored at the Project Site.
The undersigned stipulates that the
purchased/fabricated for the exclusive u
(describe all materials purchased or fa
,ing described materials) has/have been
this Project:
The material is to be stored at the Project Site\the
hysically identified as City property
for use only on the above named Project. Thy shall inspect, check, or audit, the
materials stored on site. It is expressly underand agreed that these actions are
solely for the purpose of payment for the abovrials before payment is approved
forth materials and/or equipment. The City shly ay for the cost of the materials
and shall not pay any indirect cost, profit or othct sts including the installation of
the materials or equipment.
All materials shall be stored in accordance wimanu turer's instructions. It is
further understood that payment made on accof said ma rials not incorporated in
the Work does not relieve the Construction Mr from the sponsibility for proper
insurance coverage and transportation to the or for replaci said materials that
may be subsequently damaged, lost, or rejecteon-compliance ith the Agreement
prior to or during installation, or prior to final accce by the City.
Construction Manager Information
Name of Construction Manager: Date:
Signature: Title:
cc:
ece