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00800. GENERAL CONDITIONS:
1. Project Manual:
1.1. The Project Manual includes any general or special Contract conditions or
specifications attached hereto.
1.2. The Project Manual, along with all documents that make up and constitute
the Contract Documents, shall be followed in strict accordance as to work,
performance, material, and dimensions except when CONSULTANT may
authorize, in writing, an exception.
1.3. Dimensions given in figures are to hold preference over scaled
measurements from the drawings; however, all discrepancies shall be
resolved by CONSULTANT shall resolve all discrepancies.
CONTRACTOR shall not proceed when in doubt as to any dimension or
measurement, but shall seek clarification from CONSULTANT.
1.4. CONTRACTOR shall be furnished three (3) copies, free of charge, of the
Project Manual; two of which shall be preserved and always kept
accessible to CONSULTANT and CONSULTANT's authorized
representatives. Additional copies of the Project Manual may be obtained
from CITY at the cost of reproduction.
2. Intention of CITY:
It is the intent of CITY to describe in the Contract Documents a functionally
complete Project (or part thereof) 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 or equipment that may
reasonably be inferred from the Contract Documents as being required to
produce the intended result shall be supplied by CONTRACTOR whether or not
specifically called for. When 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 CONTRACTOR shall comply therewith. CITY shall have no duties
other than those duties and obligations expressly set forth within the Contract
Documents.
City ofildiaral
69 Bid No. 04-05-011
3. Preliminary Matters:
3.1. Within five (5) calendar days prior to the pre -construction meeting
described in Section 3.2, CONTRACTOR shall submit to CONSULTANT
for CONSULTANT% review and acceptance:
3.1.1. A progress schedule in the indicated form:
[ ] Bar Chart
[ ] Modified CPM
[ ] CPM
[ ] Computerized CPM
(CPM shall be interpreted to be generally as outlined in the
Association of General Contractors (AGC) publication, "The Use of
CPM in Construction.")
The progress schedule shall indicate the start and completion dates
of the various stages of the Work and shall show an activity
network for the planning and execution of the Work. Included with
the progress schedule shall be a narrative description of the
progress schedule. The progress schedule must be updated
monthly by CONTRACTOR, submitted as part of each Application
for Payment and shall be acceptable to CONSULTANT.
3.1.2. A preliminary schedule of Shop Drawing submissions; and
3.1.3. In a lump sum contract or in a contract which includes lump sum
bid items of Work, a preliminary schedule of values for all of the
Work which will include quantities and prices of items aggregating
the Contract Price and will subdivide the Work into component
parts in sufficient detail to serve as the basis for progress payments
during construction. Such prices will include an appropriate amount
of overhead and profit applicable to each item of work , which will
be confirmed in writing by CONTRACTOR at the time of
submission.
[ ] Such prices shall be broken down to show labor, equipment, materials
and overhead and profit.
City of Miami 70 Bid No. 04-05-011
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3.1.4. After award but prior to the submission of the progress schedule,
CONSULTANT, Contract Administrator and CONTRACTOR shall
meet with all utility owners and secure from them a schedule of
utility relocation, provided, however, neither CONSULTANT nor
CITY shall be responsible for the nonperformance by the utility
owners.
3.2. At a time specified by CONSULTANT but before CONTRACTOR starts
the work at the Project site, a conference attended by CONTRACTOR,
CONSULTANT and others as deemed appropriate by Contract
Administrator, will be held to discuss the schedules referred to in Section
3.1, to discuss procedures for handling Shop Drawings and other
submittals and for processing Applications for Payment, and to establish a
working understanding among the parties as to the Work.
3.3. Within thirty-five (35) days from the Project Initiation Date set forth in the
Notice to Proceed, a conference attended by CONTRACTOR,
CONSULTANT and others, as appropriate, will be held to finalize the
schedules submitted in accordance with Section 3.1. Within forty-five (45)
days after the Project Initiation Date set forth in the Notice to Proceed, the
CONTRACTOR shall revise the original schedule submittal to address ell
review comments from the CPM review conference and resubmit for
CONSULTANT review. The finalized progress schedule will be accepted
by CONSULTANT only as providing an orderly progression of the Work to
completion within the Contract Time, but such acceptance shall not
constitute acceptance by CITY or CONSULTANT of the means or
methods of construction or of the sequencing or scheduling of the Work:,
and such acceptance will neither impose on CONSULTANT or CITY
responsibility for the progress or scheduling of the Work nor relieve
CONTRACTOR from full responsibility therefore. The finalized schedule
of Shop Drawing submissions must be acceptable to CONSULTANT as
providing a workable arrangement for processing the submissions. The
finalized schedule of values pursuant to Section 3.1.3 above must be
acceptable to CONSULTANT as to form and substance.
4. Performance Bond and Payment Bond:
Within fifteen (15) calendar days of being notified of the award, CONTRACTOR
shall furnish a Performance Bond and a Payment Bond containing all the
provisions of the Performance Bond and Payment Bond attached hereto as
forms 00710 and 00720.
4.1. Each Bond shall be in the amount of one hundred percent (100%) of the
Contract Price guaranteeing to CITY the completion and performance of
the work covered in such Contract as well as full payment of all suppliers,
City of Miami
71 Bid No. 04-05-011
laborers, or subcontractors employed pursuant to this Project. Each Boncl
shall be with a surety company , which is qualified pursuant to Article 5.
4.2. Each Bond shall continue in effect for one year after Final Completion and
acceptance of the work with liability equal to one hundred percent (100%)
of the Contract sum, or an additional bond shall be conditioned that
CONTRACTOR will, upon notification by CITY, correct any defective or
faulty work or materials which appear within one year after Final
Completion of the Contract.
4.3. Pursuant to the requirements of Section 255.05(1)(a), Florida Statutes, as
may be amended from time to time, CONTRACTOR 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.
4.4. Alternate Form of Security:
In lieu of a Performance Bond and a Payment Bond, CONTRACTOR 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 as Form 00735. 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.
5. Qualification of Surety:
5.1. Bid Bonds, Performance Bonds and Payment Bonds over Five Hundred
Thousand Dollars ($500,000.00):
5.1.1. 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.
5.1.2. The surety company 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
company 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
City of Miami 72 Bid No. 04-05-011
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223.111). Further, the surety company shall provide CITY with
evidence satisfactory to CITY, that such excess risk has been
protected in an acceptable manner.
5.1.3. The CITY will accept a surety bond from a company with a ratings 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:
Amount of Bond
500,001
1,000,001
2,000,001
5,000,001
10, 000, 001
25,000,001
50,000,001
Policy- Financial
holder's Size
Ratings Category
to 1,000,000 B+ Class
to 2,000,000 B+ Class II
to 5,000,000 A Class III
to 10,000,000 A Class IV
to 25,000,000 A Class V
to 50,000,000 A Class VI
or more A Class Vll
5.2. For projects of $500,000.00 or Tess, CITY may accept a Bid Bond,
Performance Bond and Payment Bond from a surety company which has
twice the minimum surplus and capital required by the Florida Insurance
Code at the time the invitation to bid is issued, if the surety company is
otherwise in compliance with the provisions of the Florida Insurance Code,
and if the surety company holds a currently valid certificate of authority
issued by the United States Department of the Treasury under Section
9304 to 9308 of Title 31 of the United States Code, as may be amended
from time to time. The Certificate and Affidavit so certifying (Form 00722)
should be submitted with the Bid Bond and also with the Performance
Bond and Payment Bond.
5.3. More stringent requirements of any grantor agency are set forth within the
Supplemental Conditions. If there are no more stringent requirements, the
provisions of this section shall apply.
City of Miami
73 Bid No. 04-05-01 1
6. Indemnification:
6.1 CONTRACTOR 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 CONTRACTOR and persons employed or utilized by
CONTRACTOR in the performance of this Agreement. Except as
specifically provided herein, this Agreement does not require
CONTRACTOR to indemnify CITY, its employees, officers, directors, or
agents from any liability, damage, loss, claim, action, or proceeding,
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, CONTRACTOR shall, upon written notice from
CITY, resist and defend such action or proceeding by counsel satisfactory
to CITY.
6.2 The indemnification provided above shall obligate CONTRACTOR to
defend at its own 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 and all suits and actions of every name and
description covered by Section 6.1 above which may be brought against
CITY whether performed by CONTRACTOR, or persons employed or
utilized by CONTRACTOR.
6.3 This indemnity will survive the cancellation or expiration of this Agreement.
This indemnity will be interpreted under the laws of the State of Florida,
including without limitation an interpretation , which conforms to the
limitations of §725.06 and/or §725.08, Fla. Statue.
7. Insurance Requirements:
7.1. Without limiting any of the other obligations or liabilities of
CONTRACTOR, CONTRACTOR shall provide, pay for, and maintain in
force until all of its work to be performed under this Contract has been
completed and accepted by CITY (or for such duration as is otherwise
specified hereinafter), the insurance coverages set forth herein.
7.1.1. Workers' Compensation insurance to apply for all employees in
compliance with the 'Workers' Compensation Law" of the State of
Florida and all applicable federal laws. In addition, the policy(ies)
must include:
7.1.1.1. Employers' Liability with a limit of One Million Dollars
($1,000,000.00) Dollars ($) each accident.
City of Miami 74 Bid No. 04-05-011
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City of Miami
7.1.1.2. If any operations are to be undertaken on or about
navigable waters, coverage must be included for the U.S.
Longshoremen & Harbor Workers Act and Jones Act.
7.1.2. Comprehensive General Liability with minimum limits of One
Million Dollars ($1,000,000.00) per occurrence, combined single
limit for Bodily Injury Liability and Property Damage Liability.
Coverage must be afforded on a form no more restrictive than the
latest edition of the Comprehensive General Liability policy, without
restrictive endorsements, as filed by the Insurance Services Office,
and must include:
[ X] 7.1.2.1. Premises and/or Operations.
[ X ] 7.1.2.2. Independent Contractors.
[ X ] 7.1.2.3. Products and/or Completed Operations for contracts
over Fifty Thousand Dollars ($50,000.00)
CONTRACTOR shall maintain in force until at least
three years after completion of all work required under
the Contract, coverage for Products and Completed
Operations, including Broad Form Property Damage.
[ X ] 7.1.2.4. Explosion, Collapse and Underground Coverages.
[ X ] 7.1.2.5. Broad Form Property Damage.
[ X ] 7.1.2.6. Broad Form Contractual Coverage applicable to this
specific Contract, including any hold harmless and/or
indemriification agreement.
[ ] 7.1.2.7. Personal Injury Coverage with Employee and
Contractual Exclusions removed, with minimum limits of
coverage equal to those required for Bodily Injury
Liability and Property Damage Liability.
[X ] 7.1.2.8. CITY is to be expressly included as an Additional
Insured with respect to liability arising out of operations,
performed for CITY by or on behalf of CONTRACTOR
or acts or omissions of CONTRACTOR in connection
with general supervision of such operation.
7.1.3. Business Automobile Liability with minimum limits of One Million
Dollars ($1,000,000.00) per occurrence, combined single limit for
Bodily Injury Liability and Property Damage Liability. Coverage
75 Bid No. 04-05-011
must be afforded on a form no more restrictive than the latest
edition of the Business Automobile Liability policy, without
restrictive endorsements, as filed by the Insurance Services Office,
and must include:
7.1.3.1. Owned Vehicles.
7.1.3.2. Hired and Non -Owned Vehicles.
7.1.3.3. Employers' Non -Ownership. (Not Applicable to this bid)
7.1.4. Builder's Risk insurance for the construction of and/or addition to
aboveground buildings or structures is/is not required. The
coverage shall be "All Risk" coverage for 100 percent of the
completed value, covering CITY as a named insured, with a
deductible of not more than Five Thousand Dollars ($5,000.00)
each claim.
7.1.4.1.
(] 7.1.4.2.
Waiver of Occupancy Clause or Warranty —Policy must
be specifically endorsed to eliminate any "Occupancy
Clause" or similar warranty or representation that the
building(s), addition(s) or structure(s) in the course of
construction shall not be occupied without specific
endorsement of the policy. The Policy must be
endorsed to provide that the Builder's Risk coverage
will continue to apply until final acceptance of the
building(s), addition(s) or structure(s) by CITY.
Flood Insurance --When the buildings or structures are
located within an identified special flood hazard area,
flood insurance must be afforded for the lesser of the
total insurable value of such buildings or structures, or,
the maximum amount of flood insurance coverage
available under the National Flood Program.
7.1.5. Installation Floater for the installation of machinery and/or
equipment into an existing structure is/is not required. The
coverage shall be "All Risk" coverage including installation and
transit for 100 percent of the "installed replacement cost value,"
covering CITY as a named insured, with a deductible of not more
than Five Thousand Dollars ($5,000.00) each claim.
7.1.5.1.
Cessation of Insurance --Coverage is not to cease and
is to remain in force (subject to cancellation notice) until
final acceptance by CITY.
City of Miami 76 Bid No. 04-05-011
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7.1.5.2.
Flood Insurance --When the machinery or equipment is
located within an identified special flood hazard area,
flood insurance must be afforded for the lesser of the
total insurable value of such buildings or structure, or,
the maximum amount of flood insurance coverage
available under the National Flood Program.
7.2. 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.
7.3. Notice of Cancellation and/or Restriction —The policy(ies) must be
endorsed to provide CITY with at least thirty (30) days notice of
cancellation and/or restriction.
7.4. CONTRACTOR shall furnish to the Capital Improvement Department
Certificates of Insurance or endorsements evidencing the insurance
coverage specified above within fifteen (15) calendar days after
notification of award of the Contract. The required Certificates of
Insurance shall name the types of policies provided, refer specifically to
this Contract, and state that such insurance is as required by this
Contract.
7.5. The official title of the Owner is the City of Miami, Florida. This official title
shall be used in all insurance documentation.
8. Labor and Materials:
8.1. Unless otherwise provided herein, CONTRACTOR 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 Work, whether temporary or permanent and whether or
not incorporated or to be incorporated in the Work.
8.2. CONTRACTOR 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.
9. Royalties and Patents:
All fees, royalties, and claims for any invention, or pretended inventions, or
patent of any article, material, arrangement, appliance, or method that may be
used upon or in any manner be connected with the construction of the Work or
appurtenances, are hereby included in the prices stipulated in this Contract for
said work.
City of Miami 77 Bid No. 04-05-011
10. Weather;
Extensions to the Contract Time for delays caused by the effects of inclement
weather shall be submitted as a request for a change in the Contract Time
pursuant to Article 40. These time extensions are justified only when rains or
other inclement weather conditions or related adverse soil conditions prevent
CONTRACTOR from productively performing controlling items of work identified
on the accepted schedule or updates resulting in:
(1) CONTRACTOR being unable to work at least fifty percent (50%) of this
normal workday on controlling items of work identified on the accepted
schedule or updates due to adverse weather conditions; or
(2) CONTRACTOR must make major repairs to the Work damaged by
weather. Providing the damage was not attributable to a failure to perform
or neglect by CONTRACTOR, and providing that CONTRACTOR was
unable to work at least fifty percent (50%) of the normal workday on
controlling items of work identified on the accepted schedule or updates.
11. Permits, Licenses and Impact Fees:
11.1. Except as otherwise provided within the Supplemental Conditions, all
permits and licenses required by federal, state or local laws, rules and
regulations necessary for the prosecution of the Work undertaken by
CONTRACTOR pursuant to this Contract shall be secured and paid for by
CONTRACTOR. It is CONTRACTOR'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.
11.2. Impact fees levied by the City and/or Miami -Dade County shall be paid by
CONTRACTOR. CONTRACTOR shall be reimbursed only for the actual
amount of the impact fee levied by the municipality as evidenced by an
invoice or other acceptable documentation issued by the municipality.
Reimbursement to CONTRACTOR in no event shall include profit or
overhead of CONTRACTOR.
12. Resolution of Disputes:
12.1 To prevent all disputes and litigation, it is agreed by the parties hereto that
CONSULTANT shall decide all questions, claims, difficulties and disputes
of whatever nature which may arise relative to the technical interpretation
of the Contract Documents and fulfillment of this Contract as to the
character, quality, amount and value of any work done and materials
furnished, or proposed to be done or furnished under or, by reason of, the
City of Miami 78 Bid No. 04-05-011
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Contract Documents and CONSULTANT's estimates and decisions upon
all claims, questions, difficulties and disputes shall be final and binding to
the extent provided in Section 12.2. Any claim, question, difficulty or
dispute which cannot be resolved by mutual agreement of CITY and
CONTRACTOR shall be submitted to CONSULTANT in writing within
twenty-one (21) calendar days. Unless a different period of time is set
forth herein, CONSULTANT shall notify CITY and CONTRACTOR in
writing of CONSULTANT's decision within twenty-one (21) calendar days
from the date of the submission of the claim, question, difficulty or dispute,
unless CONSULTANT requires additional time to gather information or
allow the parties to provide additional information. All non -technical
administrative disputes shall be determined by the Contract Administrator
pursuant to the time periods provided herein. During the pendency of any
dispute and after a determination thereof, CONTRACTOR, CONSULTANT
and CITY shall act in good faith to mitigate any potential damages
including utilization of construction schedule changes and alternate means
of construction.
12.2.1 In the event the determination of a dispute under this Article is
unacceptable to either party hereto, the party objecting to the
determination must notify the other party in writing within ten (10) days of
receipt of the written determination. The notice must state the basis of the
objection and must be accompanied by a statement that any Contract
Price adjustment claimed is the entire adjustment to which the objecting
party has reason to believe it is entitled to as a result of the determination'.
Within sixty (60) days after Final Completion of the Work, the parties shalll
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. A party objecting to a determination 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.
13. Inspection of Work:
13.1. CONSULTANT and CITY shall at all times have access to the Work, and
CONTRACTOR shall provide proper facilities for such access and for
inspecting, measuring and testing.
13.1.1. Should the Contract Documents, CONSULTANT's instructions,
any laws, ordinances, or any public authority require any of the
Work to be specially tested or approved, CONTRACTOR shall
give CONSULTANT timely notice of readiness of the Work for
testing. If the testing or approval is to be made by an authority
City of Miami 79 Bld No. 04-05-011
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 Work should
be covered up without approval or consent of CONSULTANT, it
must, if required by CONSULTANT, be uncovered for
examination and properly restored at CONTRACTOR%
expense.
13.1.2. Reexamination of any of the Work may be ordered by
CONSULTANT with prior written approval by the Contract
Administrator, and if so ordered, the Work must be uncovered
by CONTRACTOR. If such 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 Work is not in accordance with the Contract Documents,
CONTRACTOR shall pay such cost.
13.2. Inspectors shall have no authority to permit deviations from, nor to relax
any of the provisions of, the Contract Documents nor to delay the Contract
by failure to inspect the materials and work with reasonable promptness
without the written permission or instruction of CONSULTANT.
13.3. 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 CONTRACTOR
to any inspector, directly or indirectly, is strictly prohibited, and any such
act on the part of CONTRACTOR will constitute a breach of this Contract.
14. Superintendence and Supervision:
14.1. The orders of CITY are to be given through CONSULTANT, which
instructions are to be strictly and promptly followed in every case.
CONTRACTOR shall keep on the Project during its progress, a full-time
competent English speaking superintendent and any necessary
assistants, all satisfactory to CONSULTANT. The superintendent shall not
be changed except with the written consent of CONSULTANT, unless the
superintendent proves to be unsatisfactory to CONTRACTOR and ceases
to be in its employ. The superintendent shall represent CONTRACTOR
and all directions given to the superintendent shall be as binding as if
given to CONTRACTOR and will be confirmed in writing by
CONSULTANT upon the written request of CONTRACTOR.
CONTRACTOR shall give efficient supervision to the Work, using its best
skill and attention.
14.2. Daily, CONTRACTOR's superintendent shall record, at a minimum, the
following information in a bound log: the day; date; weather conditions
and how any weather condition affected progress of the Work; time of
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commencement of work for the day; the work being performed; materials,
labor, personnel, equipment and subcontractors at the Project site; visitors,
to the Project site, including representatives of , CONSULTANT,
regulatory representatives; any special or unusual conditions or
occurrences encountered; and the time of termination of work for the day.
All information shall be recorded in the daily log in ink. The daily log shall
be kept on the Project site and shall be available at all times for inspection
and copying by CITY and CONSULTANT.
14.3. The Contract Administrator, CONTRACTOR and CONSULTANT shall
meet at least weekly or as determined by the Contract Administrator,
during the course of the Work to review and agree upon the work
performed to date and to establish the controlling items of work for the
next two weeks. The CONSULTANT shall publish, keep, and distribute
minutes and any comments thereto of each such meeting.
14.4. If CONTRACTOR, in the course of prosecuting the Work, finds. any
discrepancy between the Contract Documents and the physical conditions
of the locality, or any errors, omissions, or discrepancies in the Project
Manual, it shall be CONTRACTOR's duty to immediately inforrn
CONSULTANT, in writing, and CONSULTANT will promptly review the
same. Any work done after such discovery, until authorized, will be done
at CONTRACTOR's sole risk.
14.5. CONTRACTOR shall supervise and direct the Work competently and
efficiently, devoting such attention thereto and applying such skills and
expertise as may be necessary to perform the Work in accordance with
the Contract Documents. CONTRACTOR shall be solely responsible for
the means, methods, techniques, sequences and procedures of
construction.
15. CITY's Right to Terminate Contract:
15.1. If CONTRACTOR fails to begin the Work within fifteen (15) calendar days,
after the Project Initiation Date as indicated in the Notice to Proceed, or
fails to perform the Work with sufficient workers and equipment or with
sufficient materials to insure the prompt completion of the Work, or shall
perform the Work unsuitably, or cause it to be rejected as defective and.
unsuitable, or shall discontinue the prosecution of the Work pursuant to
the accepted schedule or if CONTRACTOR shall fail to perform any
material term set forth in the Contract Documents or if CONTRACTOR
shall become insolvent or be declared bankrupt, or commit any act of
bankruptcy or insolvency, or shall make an assignment for the benefit of
creditors, or from any other cause whatsoever shall not carry on the Work
in an acceptable manner, Contract Administrator may give notice in writing
to CONTRACTOR and its Surety of such delay, neglect or default,
City of Miami 81 Bid No. 04-05-011
specifying the same. If CONTRACTOR, within a period of five I:5)
calendar days after such notice, shall not proceed in accordance
therewith, then CITY may upon written certificate from CONSULTANT of
the fact of such delay, neglect or default and CONTRACTOR's failure to
comply with such notice, terminate the services of CONTRACTOR,
exclude CONTRACTOR from the Project site and take the prosecution of
the Work out of the hands of CONTRACTOR, and appropriate or use any
or all materials and equipment on the Project site as may be suitable and
acceptable. In such case, CONTRACTOR shall not be entitled to receive
any further payment until the Project is completed. In addition CITY may
enter into an agreement for the completion of the Project according to the
terms and provisions of the Contract Documents, or use such other
methods as in CITY's sole opinion shall be required for the completion of
the Project according to the terms and provisions of the Contract
Documents, or use such other methods as in CITY's sole opinion shall be
required for the completion of the Project in an acceptable manner. All
damages, costs and charges incurred by CITY, together with the costs of
completing the Project, shall be deducted from any monies due or which
may become due to CONTRACTOR. In case the damages and expenses
so incurred by CITY shall exceed the unpaid balance, then
CONTRACTOR shall be liable and shall pay to CITY the amount of said
excess.
15.2. If after notice of termination of CONTRACTOR's right to proceed, it is
determined for any reason that CONTRACTOR was not in default, the
rights and obligations of CITY and CONTRACTOR shall be the same as if
the notice of termination had been issued pursuant to the Termination for
Convenience clause as set forth in Section 15.3 below.
15.3. This Contract may be terminated for convenience in writing by the CITY
Manager or the City Commission upon ten (10) days written notice to
CONTRACTOR (delivered by certified mail, return receipt requested) of
intent to terminate and the date on which such termination becomes
effective. In such case, CONTRACTOR shall be paid for all work
executed and expenses incurred prior to termination in addition to
termination settlement costs reasonably incurred by CONTRACTOR
relating to commitments , which had become firm prior to the termination.
Payment shall include reasonable profit for work/services satisfactorily
performed. No payment shall be made for profit for work/services, which
have not been performed.
15.4. Upon receipt of Notice of Termination pursuant to Sections 15.1 or 15.3
above, CONTRACTOR shall promptly discontinue all affected work unless
the Notice of Termination directs otherwise and deliver or otherwise make
available to CITY all data, drawings, specifications, reports, estimates,
City of Miami
82 Bld No. 04-05-011
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summaries and such other information as may have been required by the
Contract Documents whether completed or in process.
16. CONTRACTORts Right to Stop Work or Terminate Contract:
Should CONSULTANT fail to review and approve or state in writing reasons for
nonapproval of any Application for Payment within twenty. (20) days after it is
presented, or if CITY fails either to pay CONTRACTOR within twenty-five (25)
days after presentation by CONSULTANT of any sum certified by
CONSULTANT, or to notify CONTRACTOR and CONSULTANT in writing of any
objection to the Application for Payment, then CONTRACTOR may, give written
notice to CITY and CONSULTANT of such delay, neglect or default, specifying
the same. If CITY or CONSULTANT (where applicable), within a period of ten
(10) calendar days after such notice shall not remedy the delay, neglect, car
default upon which the notice is based, then CONTRACTOR may stop work or
terminate this Contract and recover from CITY payment for all work executed and
reasonable expenses sustained therein plus reasonable termination expenses.
Any objection made by CITY to an Application for Payment shall be submitted to
CONSULTANT in accordance with the provisions of Article 12 hereof.
17. Assignment:
Neither party hereto shall assign the Contract or any subcontract in whole or in
part without the written consent of the other, nor shall CONTRACTOR assign any
monies due or to become due to it hereunder, without the previous written
consent of the City Commission.
18. Rights of Various Interests:
Whenever work is done by CITY's forces or by other contractors is contiguous to
or within the limits of work covered by this Contract, the respective rights of the
various interests involved shall be established by the Contract Administrator to
secure the completion of the various portions of the work in general harmony.
19. Differing Site Conditions:
In the event that during the course of the Work CONTRACTOR 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 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 work of the character called for in the
Contract Documents, CONTRACTOR, without disturbing the conditions and
before performing any work affected by such conditions, shall, within twenty-four
(24) hours of their discovery, notify CITY and CONSULTANT in writing of the
City of Miami 83 Bld No. 04-05-011
existence of the aforesaid conditions. CONSULTANT and CITY shall, within two
(2) business days after receipt of CONTRACTOR's written notice, investigate the
site conditions identified by CONTRACTOR. If, in the sole opinion of
CONSULTANT, the conditions do materially so differ and cause an increase or
decrease in CONTRACTOR's cost of, or the time required for, the performance
of any part of the Work, whether or not charged as a result of the conditions,
CONSULTANT shall recommend an equitable adjustment to the Contract Price,
or the Contract Time, or both. If CITY and CONTRACTOR cannot agree on an
adjustment in the Contract Price or Contract Time, the adjustment shall be
referred to CONSULTANT for determination in accordance with the provisions of
Article 12. Should CONSULTANT determine that the conditions of the Project
site are not so materially different to justify a change in the terms of the Contract,
CONSULTANT shall so notify CITY and CONTRACTOR in writing, stating the
reasons, and such determination shall be final and binding upon the parties
hereto.
No request by CONTRACTOR for an equitable adjustment to the Contract under
this provision shall be allowed unless CONTRACTOR has given written notice in
strict accordance with the provisions of this Article. No request for an equitable
adjustment or change to the Contract Price or Contract Time for differing site
conditions shall be allowed if made after the date certified by CONSULTANT as,
the date of substantial completion.
20. Plans and Working Drawings:
CITY, through 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 Project Manual. In case of
disagreement between the written and graphic portions of the Project Manual,
the written portion shall govern.
21. CONTRACTOR to Check Plans, Specifications and Data:
CONTRACTOR shall verify all dimensions, quantities and details shown on the
plans, specifications or other data received from CONSULTANT, and shall notify
CONSULTANT of all errors, omissions and discrepancies found therein within
three (3) calendar days of discovery. CONTRACTOR will not be allowed to take
advantage of any error, omission or discrepancy, as full instructions will be
furnished by CONSULTANT. CONTRACTOR shall not be liable for damages
resulting from errors, omissions or discrepancies in the Contract Documents
unless CONTRACTOR recognized such error, omission or discrepancy and
knowingly failed to report it to CONSULTANT.
City of Miami 84 Bid No. 04-05-011
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22. CONTRACTOR'S Responsibility for Damages and Accidents:
22.1. CONTRACTOR shall accept full responsibility for the Work against all loss
or damage of whatsoever nature sustained until final acceptance by CITY,
and shall promptly repair any damage done from any cause whatsoever,
except as provided in Article 29.
22.2. CONTRACTOR shall be responsible for all materials, equipment and
supplies pertaining to the Project. In the event any such materials,
equipment and supplies are lost, stolen, damaged or destroyed prior to
final acceptance by CITY, CONTRACTOR shall replace same without cost
to CITY, except as provided in Article 29.
23. Warranty:
CONTRACTOR warrants to CITY that all materials and equipment furnished
under this Contract 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 work not conforming to these requirements,
including substitutions not properly approved and authorized, may be considered
defective. If required by CONSULTANT, CONTRACTOR shall furnish
satisfactory evidence as to the kind and quality of materials and equipment. This
warranty is not limited by the provisions of Article 25 herein.
24. Supplementary Drawings:
24.1. 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.
24.2. The supplementary drawings shall be binding upon CONTRACTOR with
the same force as the Project Manual. Where such supplementary
drawings require either less or more than the original quantities of work,
appropriate adjustments shall be made by Change Order.
25. Defective Work:
25.1. CONSULTANT shall have the authority to reject or disapprove work which
CONSULTANT finds to be defective. If required by CONSULTANT,
CONTRACTOR shall promptly either correct all defective work or remove
such defective work and replace it with nondefective work.
CONTRACTOR shall bear all direct, indirect and consequential costs of
City of Miami 85 Bid No. 04-05-011
such removal or corrections including cost of testing laboratories and
personnel.
25.2. Should CONTRACTOR 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 CONTRACTOR'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 CONTRACTOR, or may
be charged against the Performance Bond. In the event of failure ,of
CONTRACTOR to make all necessary repairs promptly and fully, CITY
may declare CONTRACTOR in default.
25.3. 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 Work is found to be
defective or not in accordance with the Contract Documents,
CONTRACTOR, after receipt of written notice from CITY, shall promptly
correct such defective or nonconforming Work within the time specified by
CITY without cost to CITY, to do so. Nothing contained herein shall be
construed to establish a period of limitation with respect to any other
obligation which CONTRACTOR might have under the Contract
Documents including but not limited to, Article 23 hereof and any claim
regarding latent defects.
25.4. 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.
26. Taxes:
CONTRACTOR shall pay all applicable sales, consumer, use and other taxes
required by law. CONTRACTOR is responsible for reviewing the pertinent state
statutes involving state taxes and complying with all requirements.
27. Subcontracts:
27.1. CONTRACTOR shall not employ any subcontractor against whom CITY or
CONSULTANT may have a reasonable objection. CONTRACTOR shall
not be required to employ any subcontractor against whom
CONTRACTOR has a reasonable objection.
City of Miami
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27.2. CONTRACTOR shall be fully responsible for all acts and omissions of its
subcontractors 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 CONTRACTOR 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 CONTRACTOR on account of specific work performed.
27.3. CONTRACTOR agrees to bind specifically every subcontractor to the
applicable terms and conditions of the Contract Documents for the benefit
of CITY.
27.4. CONTRACTOR shall perform the Work with its own organization,
amounting to not less than fifteen (18%) percent of the Contract Price.
28. Separate Contracts:
28.1. CITY reserves the right to let other contracts in connection with this
Project. CONTRACTOR shall afford other persons reasonable opportunity
for the introduction and storage of their materials and the execution of
their work and shall properly connect and coordinate this Work with theirs.
28.2. If any part of CONTRACTOR's Work depends for proper execution or
results upon the work of any other persons, CONTRACTOR shall inspect
and promptly report to CONSULTANT any defects in such work that
render it unsuitable for such proper execution and results.
CONTRACTOR's failure to so inspect and report shall constitute an
acceptance of the other person's work as fit and proper for the reception of
CONTRACTOR's Work, except as to defects which may develop in other
contractor's work after the execution of CONTRACTOR's.
28.3. CONTRACTOR shall conduct its operations and take all reasonable steps
to coordinate the prosecution of the Work so as to create no interference
or impact on any other contractor on the site. Should such interference or
impact occur, CONTRACTOR shall be liable to the affected contractor for
the cost of such interference or impact.
28.4. To insure the proper execution of subsequent work, CONTRACTOR shall
inspect the work already in place and shall at once report to
CONSULTANT any discrepancy between the executed work and the
requirements of the Contract Documents.
City of Miami 87 Bid No. 04-05-011
29. Use of Completed Portions:
29.1. CITY shall have the right at its sole option to take possession of and use
any completed or partially completed portions of the Project. Such
possession and use shall not be deemed an acceptance of any of the
Work not completed in accordance with the Contract Documents. If such
possession and use increases the cost of or delays the Work,
CONTRACTOR shall be entitled to reasonable extra compensation, or
reasonable extension of time or both, as recommended by CONSULTANT
and approved by CITY.
29.2. In the event CITY takes possession of any completed or partially
completed portions of the Project, the following shall occur:
29.2.1. CITY shall give notice to CONTRACTOR in writing at least
thirty (30) calendar days prior to CITY's intended occupancy of
a designated area.
29.2.2. CONTRACTOR shall complete to the point of Substantial
Completion the designated area and request inspection and
issuance of a Certificate of Substantial Completion in the form
attached hereto as 00925 from CONSULTANT.
29.2.3. Upon CONSULTANT's issuance of a Certificate of Substantial
Completion, CITY will assume full responsibility for
maintenance, utilities, subsequent damages of CITY and
public, adjustment of insurance coverages and start of warranty
for the occupied area.
29.2.4. CONTRACTOR shall complete all items noted on the
Certificate of Substantial Completion within the time specified
by CONSULTANT on the Certificate of Substantial Completion,
as soon as possible and request final inspection and final
acceptance of the portion of the Work occupied. Upon
completion of final inspection and receipt of an application for
final payment, CONSULTANT shall issue a Final Certificate of
Payment relative to the occupied area.
29.2.5. If CITY finds it necessary to occupy or use a portion or portions
of the Work prior to Substantial Completion thereof, such
occupancy or use shall not commence prior to a time mutually
agreed upon by CITY and CONTRACTOR and to which the
insurance company or companies providing the property
insurance have consented by endorsement to the policy or
policies. Insurance on the unoccupied or unused portion or
portions shall not be canceled or lapsed on account of such
City of Miami
88 Bid No. 04-05-011
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partial occupancy or use. Consent of CONTRACTOR and of
the insurance company or companies to such occupancy or
use shall not be unreasonably withheld.
30. Lands for Work:
30.1. CITY shall provide, as may be indicated in the Contract Documents, the
lands upon which the Work is to be performed, rights -of -way and
easements for access thereto and such other lands as are designated by
CITY or the use of CONTRACTOR.
30.2. CONTRACTOR shall provide, at CONTRACTOR's own expense and
without liability to CITY, any additional land and access thereto that may
be required for temporary construction facilities, or for storage of
materials. CONTRACTOR shall furnish to CITY copies of written
permission obtained by CONTRACTOR from the owners of such facilities.
31. Legal Restrictions and Traffic Provisions:
CONTRACTOR shall conform to and obey all applicable laws, regulations, or
ordinances with regard to labor employed, hours of work and CONTRACTOR's
general operations. CONTRACTOR shall conduct its operations so as not to
close any thoroughfare, nor interfere in any way with traffic on railway, highways,
or water, without the prior written consent of the proper authorities.
32. Location and Damage to Existing Facilities. Equipment or Utilities:
32.1. As far as possible, all existing utility lines in the Project area have been
shown on the plans. However, CITY does not guarantee that all lines are
shown, or that the ones indicated are in their true location. It shall be the
CONTRACTOR'S responsibility to identify and locate all underground and
overhead utility lines or equipment affecting or affected by the Project. No
additional payment will be made to the CONTRACTOR because of
discrepancies in actual and plan location of utilities, and damages suffered
as a result thereof.
32.2. The CONTRACTOR shall notify each utility company involved at least ten
(10) days prior to the start of construction to arrange for positive'
underground location, relocation or support of its utility where that utility
may be in conflict with or endangered by the proposed construction.
Relocation of water mains or other utilities for the convenience of the
CONTRACTOR shall be paid by the CONTRACTOR. Ali charges by utility
companies for temporary support of its utilities shall be paid for by the
CONTRACTOR. All costs of permanent utility relocation to avoid conflict
shall be the responsibility of the utility company involved. No additional
payment will be made to the CONTRACTOR for utility relocations,
City of Miami 89 Bid No. 04-05-011
whether or not said relocation is necessary to avoid conflict with other
lines.
32.3. The CONTRACTOR shall schedule the work in such a manner that the
work is not delayed by the utility providers relocating or supporting their
utilities. The CONTRACTOR shall coordinate its activities with any and all
public and private utility providers occupying the right-of-way. No
compensation will be paid to the CONTRACTOR for any loss of time or
delay.
32.4. All overhead, surface or underground structures and utilities encountered
are to be carefully protected from injury or displacement. All damage to
such structures is to be completely repaired within a reasonable time;
needless delay will not be tolerated. The CITY reserves the right to
remedy such damage by ordering outside parties to make such repairs at
the expense of the CONTRACTOR. All such repairs made by the
CONTRACTOR are to be made to the satisfaction of the utility owner. All
damaged utilities must be replaced or fully repaired. Alt repairs are to be
inspected by the utility owner prior to backfilling.
33. Value Engineering:
CONTRACTOR may request substitution of materials, articles, and pieces of
equipment or any changes that reduce the Contract Price by making such
request to CONSULTANT in writing. CONSULTANT will be the sole judge of
acceptability, and no substitute will be ordered, installed, used or initiated without
CONSULTANT'S prior written acceptance which will be evidenced by either a
Change Order or an approved Shop Drawing. However, any substitution
accepted by CONSULTANT shall not result in any increase in the Contract Price
or Contract Time. By making a request for substitution, CONTRACTOR agrees
to pay directly to CONSULTANT all CONSULTANT's fees and charges related to
CONSULTANT'S review of the request for substitution, whether or not the
request for substitution is accepted by CONSULTANT. Any substitution
submitted by CONTRACTOR must meet the form, fit, function and life cycle
criteria of the item proposed to be replaced and there must be a net dollar
savings including CONSULTANT review fees and charges. If a substitution is
approved, the net dollar savings shall be shared equally between
CONTRACTOR and CITY and shall be processed as a deductive Change Order.
CITY may require CONTRACTOR to furnish at CONTRACTOR'S expense a
special performance guarantee or other surety with respect to any substitute
approved after award of the Contract.
City of Miami
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34. Continuing the Work:
CONTRACTOR shall carry on the Work and adhere to the progress schedule
during all disputes or disagreements with CITY, including disputes or
disagreements concerning a request for a Change Order, a request for a change
in the Contract Price or Contract Time. The Work shall not be delayed or
postponed pending resolution of any disputes or disagreements.
35. Changes in the Work or Terms of Contract Documents:
35.1. Without invalidating the Contract 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 this Project must be accomplished
by means of appropriate Field Orders and Supplemental Instructions or
Change Orders.
35.2. Any changes to the terms of the Contract Documents must be contained
in a written document, executed by the parties hereto, with the same
formality and of equal dignity prior to the initiation of any work reflecting
such change. This section shall not prohibit the issuance of Change
Orders executed only by CITY as hereinafter provided.
36. Field Orders and Supplemental Instructions:
36.1. The Contract Administrator, through CONSULTANT, shall have the right
to approve and issue Field Orders setting forth written interpretations of
the intent of the Contract Documents and ordering minor changes in Work
execution, providing the Field Order involves no change in the Contract
Price or the Contract Time.
36.2. CONSULTANT 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 Contract Price or the
Contract Time.
37. Change Orders:
37.1. Changes in the quantity or character of the Work within the scope of the
Project which are not properly the subject of Field Orders or Supplemental
Instructions, including all changes resulting in changes in the Contract
Price, or the Contract Time, shall be authorized only by Change Orders
City of Miami 91 Bid No. 04-05-011
approved in advance and issued in accordance with the provisions of the
CITY.
37.2. All changes to construction contracts must be approved in advance iin
accordance with the value of the Change Order or the calculated value of
the time extension. All Change Orders with a value of $25,000 or more
shall be approved in advance by the City Commission. All Change Orders
with a value of less than $25,000 shall be approved in advance by the City
Manager or his designee.
37.3. In the event satisfactory adjustment cannot be reached for any item
requiring a change in the Contract Price or Contract Time, and a Change
Order has not been issued, CiTY reserves the right at its sole option to
either terminate the Contract as it applies to the items in question and'
make such arrangements as may be deemed necessary to complete the
disputed work; or submit the matter in dispute to CONSULTANT as set
forth in Article 12 hereof. During the pendency of the dispute, and upon
receipt of a Change Order approved by CITY, CONTRACTOR shall
promptly proceed with the change in the Work involved and advise the
CONSULTANT and Contract Administrator in writing within seven (7)
calendar days of CONTRACTOR% agreement or disagreement with the
method, if any, provided in the Change Order for determining the
proposed adjustment in the Contract Price or Contract Time.
37.4. On approval of any Contract change increasing the Contract Price,
CONTRACTOR shall ensure that the performance bond and payment
bond are increased so that each reflects the total Contract Price ais
increased.
37.5. Under circumstances determined necessary by CITY, Change Orders may
be issued unilaterally by CITY.
38. Value of Chance Order Work;
38.1. The value of any work covered by a Change Order or of any claim for an
increase or decrease in the Contract Price shall be determined in one of
the following ways:
38.1.1. Where the work involved is covered by unit prices contained in
the Contract Documents, by application of unit prices to the
quantities of items involved, subject to the provisions of Section
38.7.
City of Miami
38.1.2. By mutual acceptance of a lump sum which CONTRACTOR
and CITY acknowledge contains a component for overhead and
profit.
92 Bid No. 04-05-011
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City of Miami
38.1.3. On the basis of the "cost of work,a' CONTrned as RACTOR's feedin
for
Sections 38.2 and 38.3, plus
overhead and profit which is determined as provided in Section
38.4.
38.2. The term "cost of work" means the sum of all direct costs necessarily
incurred and paid by CONTRACTOR in the proper performance of the
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, shall include only the
following items and shall not include any of the costs itemized in Section
38.3.
38.2.1. Payroll costs for employees in the direct employ of
CONTRACTOR in the performance of the work described in the
Change Order under schedules of job classifications agreed
upon by CITY and CONTRACTOR. 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 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.
38.2.2. Cost of all materials and equipment furnished and incorporated
in the work, including costs of transportation and storage
thereof, and manufacturers' field services required in connection
therewith. All cash discounts shall accrue to CONTRACTOR
unless CITY deposits funds with CONTRACTOR 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 sale of surplus materials and equipment shall
accrue to CITY and CONTRACTOR shall make provisions so
that they may be obtained. Rentals of all construction
equipment and machinery and the parts thereof whether rented
from CONTRACTOR 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
93 Bid No. 04-05-011
City of Miami
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 work.
38.2.3. Payments made by CONTRACTOR to Subcontractors for work
performed by Subcontractors. If required by CITY,
CONTRACTOR shall obtain competitive bids from
Subcontractors acceptable to CONTRACTOR and shall deliver
such bids to CITY who will then determine, with the advice of
CONSULTANT, which bids will be accepted. 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 shill
be determined in the same manner as CONTRACTOR'S cost ,of
the work. All Subcontractors shall be subject to the other
provisions of the Contract Documents insofar as applicable.
38.2.4. Cost of special consultants, including, but not limited to,
engineers, architects, testing laboratories, and surveyors
employed for services specifically related to the performance of
the work described in the Change Order.
38.2.5. Supplemental costs including the following:
38.2.5.1. The proportion of necessary transportation, travel
and subsistence expenses of CONTRACTOR':;
employees incurred in discharge of duties connected
with the work except for local travel to and from the
site of the work.
38.2.5.2. 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
cost less market value of such items used but not
consumed which remains the property of
CONTRACTOR.
38.2.5.3. Sales, use, or similar taxes related to the work, and
for which CONTRACTOR is liable, imposed by any
governmental authority.
38.2.5.4. Deposits lost for causes other than CONTRACTORS
negligence; royalty payments and fees for permits
and licenses.
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38.2.5.5. The cost of utilities, fuel and sanitary facilities at the
site.
38.2.5.6. Receipted minor expenses such as telegrams, long
distance telephone calls, telephone service at the
site, expressage and similar petty cash items in
connection with the work.
38.2.5.7. Cost of premiums for additional bonds and insurance
required because of changes in the work.
38.3. The term "cost of the work" shall not include any of the following:
38.3.1. Payroll costs and other compensation of CONTRACTOR'%%
officers, executives, principals (of partnership and sole
proprietorships), general managers, engineers, architects,
estimators, lawyers, auditors, accountants, purchasing . and
contracting agents, expediters, timekeepers, clerks and other
personnel employed by CONTRACTOR whether at the site or in
its principal or a branch office for general administration of the
work and not specifically included in the agreed -upon schedule
of job classifications referred to in Section 38.2.1., all of which
are to be considered administrative costs covered by
CONTRACTOR's fee.
38.3.2. Expenses of CONTRACTOR's principal and branch offices
other than CONTRACTOR's office at the site.
38.3.3. Any part of CONTRACTOR's capital expenses, including
interest on CONTRACTOR's capital employed for the work and
charges against CONTRACTOR for delinquent payments.
38.3.4.
38.3.5.
Cost of premiums for all Bonds and for all insurance whether or
not CONTRACTOR 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 CONTRACTOR, 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.
City of Miami 95 Bid No. 04-05-011
38.3.6. Other overhead or general expense costs of any kind and the
cost of any item not specifically and expressly included in
Section 38.2.
38.4. CONTRACTOR's fee allowed to CONTRACTOR for overhead and profit
shall be determined as follows:
38.4.1. A mutually acceptable fixed fee or if none can be agreed upon,
38.4.2. A fee based on the following percentages of the various portions
of the cost of the work:
38.4.2.1
For costs incurred under Sections 38.2.1 and
38.2.2, CONTRACTOR's fee shall not exceed ten
percent (10%).
38.4.2.2. For costs incurred under Section 38.2.3,
CONTRACTOR's fee shall not exceed seven and
one half percent (7.5%); and if a subcontract is on
the basis of cost of the work plus a fee, the
maximum allowable to the Subcontractor as a fee
for overhead and profit shall not exceed ten
percent (10%); and
38.4.2.3. No fee shall be payable on the basis of costs
itemized under Sections 38.2.4 and 38.2.5,,
(except Section 38.2.5.3), and Section 38.3.
38.5. The amount of credit to be allowed by CONTRACTOR to CITY for an
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 combined overhead and profit shall be figured on the
basis of the net increase, if any, however, CONTRACTOR shall not be
entitled to claim lost profits for any Work not performed.
38.6. Whenever the cost of any work is to be determined pursuant to Sections
38.2 and 38.3, CONTRACTOR will submit in a form acceptable to
CONSULTANT an itemized cost breakdown together with the supporting
data.
38.7. Where the quantity of any item of the Work that is covered by a unit price
is increased or decreased by more than twenty percent (20%) from the
quantity of such work indicated in the Contract Documents, an appropriate
Change Order shall be issued to adjust the unit price, if warranted.
City of Miami 96 Bid No. 04-05-011
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38.8. 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„
CONTRACTOR shall submit an initial cost estimate acceptable to
CONSULTANT and Contract Administrator.
38.8.1. Breakdown shall list the quantities and unit prices for materials„
labor, equipment and other items of cost.
38.8.2. Whenever a change involves CONTRACTOR and one or more
Subcontractors and the change is an increase in the Contract
Price, overhead and profit percentage for CONTRACTOR and
each Subcontractor shall be itemized separately.
38.9. Each Change Order must state within the body of the Change Order
whether it is based upon unit price, negotiated lump sum, or "cost of the
work."
39. Notification and Claim for Change of Contract Time or Contract Price:
39.1. Any claim for a change in the Contract Time or Contract Price shall be
made by written notice by CONTRACTOR to the Contract Administrator
and to CONSULTANT within five (5) 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 CONSULTANT allows an additional period of time tc
ascertain more accurate data in support of the claim and such notice shall
be accompanied by CONTRACTOR'S written notarized statement that the
adjustment claimed is the entire adjustment to which the CONTRACTOR,
has reason to believe it is entitled as a result of the occurrence of said
event. All claims for changes in the Contract Time or Contract Price shall
be determined by CONSULTANT in accordance with Article 12 hereof, if
CITY and CONTRACTOR cannot otherwise agree. IT IS EXPRESSLY
AND SPECIFICALLY AGREED THAT ANY AND ALL CLAIMS FOR,
CHANGES TO THE CONTRACT TIME OR CONTRACT PRICE SHALL
BE WAIVED IF NOT SUBMITTED IN STRICT ACCORDANCE WITH
THE REQUIREMENTS OF THIS SECTION.
39.2. The Contract Time will be extended in an amount equal to time lost on
critical Work items due to delays beyond the control of and through no
fault or negligence of CONTRACTOR if a claim is made therefore as
provided in Section 39.1. Such delays shall include, but not be limited to,
acts or neglect by any separate contractor employed by CITY, fires,
City of Miami 97 Bid No. 04-05-011
floods, labor disputes, epidemics, abnormal weather conditions or acts of
God.
40. No 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. CONTRACTOR shall not be entitled to an increase in the Contract 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 CONTRACTOR for
actual delays due solely to fraud, bad faith or active interference on the part of
CITY or its CONSULTANT. Otherwise, CONTRACTOR shall be entitled only to
extensions of the Contract Time as the sole and exclusive remedy for such
resulting delay, in accordance with and to the extent specifically provided above.
41. Excusable Delay: Compensable; Non-Compensable:
41.1 Excusable Delay. Delay which extends the completion of the Work and
which is caused by circumstances beyond the control of CONTRACTOR
or its subcontractors, suppliers or vendors is an Excusable Delay.
CONTRACTOR is entitled to a time extension of the Contract Time for
each day the Work is delayed due to Excusable Delay. CONTRACTOR
shall document its claim for any time extension as provided in Article 39
hereof.
Failure of CONTRACTOR to comply with Article 39 hereof 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.
Excusable Delay may be compensable or non-compensable:
(a)
Compensable Excusable Delay. Excusable Delay is compensable
when (I) the delay extends the Contract Time, (ii) is caused by
circumstances beyond the control of the CONTRACTOR or its
subcontractors, suppliers or vendors, and (iii) is caused solely by
fraud, bad faith or active interference on the part of CITY or its
agents. In no event shall CONTRACTOR be compensated for
interim delays which do not extend the Contract Time.
City of Miami 98 Bid No. 04-05-011
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CONTRACTOR shall be entitled to direct and indirect costs for
Compensable Excusable Delay. Direct costs recoverable by
CONTRACTOR shall be limited to the actual additional costs allowed
pursuant to Article 38 hereof.
CITY and CONTRACTOR recognize and agree that the amount of
CONTRACTOR'S precise actual indirect costs for delay in the
performance and completion of the Work is impossible to determine as of
the date of execution of the Contract Documents, and that proof of the
precise amount will be difficult. Therefore, indirect costs recoverable by
the CONTRACTOR shall be liquidated on a daily basis for each day the
Contract Time is delayed due to a Compensable Excusable Delay. These
liquidated indirect costs shall be paid to compensate CONTRACTOR for
all indirect costs caused by a Compensable Excusable Delay and shall
include, but not be limited to, all profit on indirect costs, home office
overhead, acceleration, Toss of earnings, loss of productivity, Loss of
bonding capacity, Toss of opportunity and all other indirect costs incurred
by CONTRACTOR. The amount of liquidated indirect costs recoverable
shall be one hundred dollars ($100.00) per day for each calendar day the
Contract is delayed due to a Compensable Excusable Delay.
(b) Non-Compensable Excusable Delay. When Excusable Delay Is
(i) caused by circumstances beyond the control of CONTRACTOR,
its subcontractors, suppliers and vendors, and is also caused by
circumstances beyond the control of the CITY or CONSULTANT, or
(ii) is caused jointly or concurrently by CONTRACTOR or its
subcontractors, suppliers or vendors and by the CITY or
CONSULTANT, then CONTRACTOR shall be entitled only to a time
extension and no further compensation for the delay.
42. Substantial Completion:
When CONTRACTOR considers that the Work, or a portion thereof designated
by CITY pursuant to Article 29 hereof, has reached Substantial Completion,
CONTRACTOR shall so notify CITY and CONSULTANT in writing,
CONSULTANT and CITY shall then promptly inspect the Work. When
CONSULTANT, on the basis of such an inspection, determines that the Work or
designated portion thereof is substantially complete, it will then prepare a
Certificate of Substantial Completion in the form attached hereto as Form 00925
which shall establish the Date of Substantial Completion; shall state the
responsibilities of CITY and CONTRACTOR for security, maintenance, heat,
utilities, damage to the Work, and insurance; and shall list all Work yet to be
completed to satisfythe 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 CONTRACTOR to complete all of the Work in
accordance with the Contract Documents. Warranties required by the Contract
City of Miami
99 Bid No. 04-05-011
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. The Certificate of Substantial Completion shall be
submitted to CITY through the Contract Administrator and CONTRACTOR for
their written acceptance of the responsibilities assigned to them in such
Certificate.
43. No Interest:
Any monies not paid by CITY when claimed to be due to CONTRACTOR under
this Agreement, including, but not limited to, any and all claims for contract
damages of any type, shall not be subject to interest including, but not limited to
prejudgment interest. However, the provisions of Section 218.74(4), Florida
Statutes as such relates to the payment of interest, shall apply to valid and
proper invoices.
44. Shop Drawings:
44.1. CONTRACTOR shall submit Shop Drawings as required by the Technical
Specifications. The purpose of the Shop Drawings is to show the
suitability, efficiency, technique of manufacture, installation requirements,
details of the item and evidence of its compliance or noncompliance with
the Contract Documents.
44.2. Within thirty (30) calendar days after the Project Initiation Date specified
in the Notice to Proceed, CONTRACTOR shall submit to CONSULTANT
a complete list of preliminary data on 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 CONTRACTOR from submitting
complete Shop Drawings and providing materials, equipment, etc., fully in
accordance with the Contract Documents. This procedure is required in
order to expedite final approval of Shop Drawings.
44.3. After the approval of the list of items required in Section 44.2 above,
CONTRACTOR shall promptly request Shop Drawings from the various
manufacturers, fabricators, and suppliers. CONTRACTOR shall include
all shop drawings and other submittals in its certification.
44.4. CONTRACTOR shall thoroughly review and check tthe
Shop Drawings
and each and every copy shall show this approval
44.5. If the Shop Drawings show or indicate departures from the Contract
requirements, CONTRACTOR shall make specific mention thereof in its
letter of transmittal. Failure to point out such departures shall not relieve
CONTRACTOR from its responsibility to comply with the Contract
Documents.
City of Miami 100
Bid No. 04-05-011
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44.6. CONSULTANT shall review and approve Shop Drawings within. fifteen
(15) calendar days from the date received, unless said Drawings are
rejected by CONSULTANT for willmbeerial gene al reasons.
and shall not relieveCONSULTANT'S
approval of Shop Drawings
CONTRACTOR of responsibility for the accuracy of such 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 Drawings. No work called for by Shop Drawings shall be
performed until the said
dshail Drawings relieve CONTRACTOR approved by
from
CONSULTANT. Approval not
responsibility for errors or omissions of any sort on the Shop Drawings.
44.7. 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 CONTRACTOR'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.
44.8. 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.
44.9. CONTRACTOR shall
subm ssiosubmit
ns the
of Shop D awings shall be made in the
CONSULTANT. Re
same quantity until final approval is obtained.
44.10. CONTRACTOR shall keep one set of Shop Drawings marked with
CONSULTANT'S approval at the job site at all times.
45. Field Layout of the Work and Record Drawings:
45.1. The entire responsibility for establishing and maintaining line and grade in
the field lies with CONTRACTOR. CONTRACTOR shall maintain an
accurate and precise record of the location and elevation of all pipe lines,
conduits, structures, maintenance access structures, handholes, fittings
and the like and shall prepare record or "as -built" drawings of the same
which are sealed by a Professional Surveyor. CONTRACTOR shall
deliver these records in good order to CONSULTANT as the Work is
completed. The cost of all such field layout and recording work is
included in the prices bid for the appropriate items. All record drawings
shall be made on reproducible paper and shall be delivered to
CONSULTANT prior to, and as a condition of, final payment.
City of Miami 101
Bld No. 04-05-011
45.2. CONTRACTOR shall maintain in a safe place at the Project site one
record copy of all Drawings, Plans, Specifications, Addenda, written
amendments, Change Orders, Field Orders and written interpretations
and clarifications in good order and annotated to show all changes made
during construction. These record documents together with all approved
samples and a counterpart of all approved Shop Drawings shall be
available at all times to CONSULTANT for reference. Upon Final
Completion of the Project and prior to Final Payment, these record
documents, samples and Shop Drawings shall be delivered to the
Contract Administrator.
45.3. Prior to, and as a condition precedent to Final Payment, CONTRACTOR
shall submit to CITY, CONTRACTOR'S record drawings or as -built
drawings acceptable to CONSULTANT.
46. Safety and Protection:
46.1. CONTRACTOR shall be solely responsible for initiating, maintaining and
supervising all safety precautions and programs in connection with the
Project. CONTRACTOR shall take all necessary precautions for the
safety of, and shall provide the necessary protection to prevent damage,
injury or Toss to:
46.1.1. All employees on the work site and other persons who may be
affected thereby;
46.1.2. All the work and all materials or equipment to be incorporated
therein, whether in storage on or off the Project site; and
46.1.3. 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.
46.2. CONTRACTOR 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. CONTRACTOR shall notify owners of adjacent property and
utilities when prosecution of the work may affect them. All damage, injury
or loss to any property referred to in Sections 46.1.2 and 46.1.3 above,
caused directly or indirectly, in whole or in part, by CONTRACTOR, 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
CONTRACTOR. CONTRACTOR'S duties and responsibilities for the
safety and protection of the work shall continue until such time as all the
102 Bid No. a4-05-011
City of Miami
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Work is completed and CONSULTANT has issued a notice to CITY and
CONTRACTOR that the Work is acceptable except as otherwise provided
in Article 29 hereof.
46.3. CONTRACTOR shall designate a responsible member of its organization
at the Work site whose duty shall be the prevention of accidents. This
person shall be CONTRACTOR'S superintendent unless otherwise
designated in writing by CONTRACTOR to CITY.
47. Final Bill of Materials:
CONTRACTOR shall be required to submit to CITY and CONSULTANT a final
bill of materials with unit costs for each bid item for supply of materials in place.
This shall be an itemized list of all materials with a unit cost for each material and
the total shall agree with unit costs established for each Contract item. A Final
Certificate for Payment cannot be issued by CONSULTANT until CONTRACTOR
submits the final bill of materials and CONSULTANT verifies the accuracy of the
units of Work.
48. Payment by CITY for Tests:
Except when otherwise specified in the Contract Documents, the expense of allf
tests requested by CONSULTANT shall be borne by CITY and performed by a
testing firm chosen by CONSULTANT and approved by the City. For road
construction projects the procedure for making tests required by CONSULTANT
will be in conformance with the most recent edition of the State of Florida,
Department of Transportation Standard Specifications for Road and Bridge
Construction. The cost of any required test which CONTRACTOR fails shall be
paid for by CONTRACTOR.
49. Project Sian:
Any requirements for a project sign shall be as set forth within the Technical
Specifications section.
50. Hurricane Precautions:
50.1. During such periods of time as are designated by the United States
Weather Bureau as being a hurricane warning or alert, the
CONTRACTOR, at no cost to the CITY, shall take all precautions
necessary to secure the Project site in response to all threatened storm
events, regardless of whether the CITY or CONSULTANT has given
notice of same.
City of Miami 103
Bid No. 04-05-011
50.2. Compliance with any specific hurricane warning or alert precautions will
not constitute additional work.
50.3. Additional work relating to hurricane warning or alert at the Project site
will be addressed by a Change Order in accordance with Section 37,
General Conditions.
50.4. Suspension of the Work caused by a threatened or actual storm event,
regardless of whether the CITY has directed such suspension, will entitle
the CONTRACTOR to additional Contract Time as noncompensable,
excusable delay, and shall not give rise to a claim for compensable delay.
51. Cleaning Up: City's Right to Clean Up:
CONTRACTOR 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, CONTRACTOR 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 CONTRACTOR fails to clean up during the prosecution of
the Work or at the completion of the Work, CITY may do so and the cost thereof
shall be charged to CONTRACTOR. If a dispute arises between CONTRACTOR
and separate contractors as to their responsibility for cleaning up, CITY may
clean up and charge the cost thereof to the contractors responsible therefore as
CONSULTANT shall determine to be just.
52. Removal of Equipment:
In case of termination of this Contract before completion for any cause
whatsoever, CONTRACTOR, if notified to do so by CITY, shall promptly remove
any part or all of CONTRACTOR's equipment and supplies from the property of
CITY, failing of CONTRACTOR to comply with City's order, the City shall have
the right to remove such equipment and supplies at the expense of
CONTRACTOR.
53. Nondiscrimination, Equal Employment Opportunity, and Americans with
Disabilities Act:
CONTRACTOR shall not unlawfully discriminate against any person in its
operations and activities or in its use or expenditure of funds in fulfilling its
obligations under this Agreement. CONTRACTOR 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, CONTRACTOR shall take
affirmative steps to ensure nondiscrimination in employment against disabled
persons.
City of Mlaml
104 Bid No. 04-05-011
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CONTRACTOR'S decisions regarding the delivery of services under this
Agreement shall be made without regard to or consideration of race, age,
religion, color, gender, sexual orientation, national origin, marital status, physical
or mental disability, political affiliation, or any other factor which cannot be
lawfully used as a basis for service delivery.
54. Project Records:
CITY shall have the right to inspect and copy, at CITY's expense, the books and
records and accounts of CONTRACTOR which relate in any way to the Project„
and to any claim for additional compensation made by CONTRACTOR, and to
conduct an audit of the financial and accounting records of CONTRACTOR
which relate to the Project and to any claim for additional compensation made by
CONTRACTOR. CONTRACTOR shall retain and make available to CITY all
such books and records and accounts, financial or otherwise, which relate to the
Project and to any claim for a period of three (3) years following Final Completion
of the Project. During the Project and the three (3) year period following Final
Completion of the Project, CONTRACTOR shall provide CITY access to its
books and records upon seventy-two (72) hours written notice.
City of Miami 105 Bld No. 04-05-011