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13To: From: Date: SUbject: Background: CITY OF SOUTH MIAMI OFFICE OF THE CITY MANAGER INTER-OFFICE MEMORANDUM The Honorable Mayor & Members of the City Commission Steven Alexander, City Manager March 5, 2013 South Miami bOd iflTP 2001 13 A Resolution authorizing the City Manager to execute a design build contract with Recreational Design & Construction, Inc. for the design and construction of the proposed Murray Park Community Pool. The City received two proposals in response to our Design Build RFP No. SM- PW 20 I 0-1 0, which closed September 17, 20 I O. On April 17, 2012, the Commission approved the selection of Di Pompeo Construction Corporation and authorized the City Manager to negotiate a design build contract for the Murray Park Community Pool. However, during December 2012, Di Pompeo withdrew from the project. Pursuant to Florida Statute 287.55, (9) Competitive Negotiation, section (5) (b), the City began negotiations with the second most qualified firm, Recreational Design & Construction, Inc. Recreational Design & Construction (RDC) submitted a one pool concept that includes a 3,500sf recreational pool with lap and teaching areas and a I, 100sf splash deck. Design concept drawings and design elements are included with this package. Estimated project cost is $1,422,000 which includes $137,400 for design and pre-construction services. Below is a summary of the available grant funding and expenses to date: Total Current Source Funding Construction Design Expended Balance CDBG $1,207,374 $1,207,374 0 $6,013 $1,201,361 SNP $220,050 $182,642 $37,409 $0 $220,050 SMCRA $100,000 0 $100,000 $0 $100,000 $1,527,424 $1,390,016 $137,409 $6,013 $1,521,411 Time is of the essence as it is unlikely Miami-Dade County will extend the grants beyond the June 30, 2013 six month extension without substantial progress completed and verified. In accordance with the most recent grant extension from Miami-Dade County, the City must accomplish the following milestones: Attachments: • The construction plans must be completed and approved and the pool must be under contract by April, 2013; and • A Notice to Proceed must be issued and the pool must be under construction by June 30, 2013. Therefore it is recommended, Recreational Design & Construction Inc's. pool design be approved and accepted without any major changes or revisions. It is estimated detailed design drawings will take a minimum of 30 days to complete. Changes or modifications to the design will extend that timeframe. Once design drawings are completed, permitting and construction to securing a TCO is expected to take approximately one (I) year from a Notice to Proceed. Lastly, please find attached a Murray Park Community Pool Estimated Cost Breakdown which provides details relating to funding and the additional expenses required to design and construct the community pool. Note: Contingency is not included within the Design Build Contract and no General Fund or Special Revenue Fund dollars have been allocated in FY 2013 to cover any Community Pool Design or Construction overages. It is critical to understand, the City will be exhausting all CDBG and CRA funds with the expense of the RDC Design Build Contract and the additional expenses required not included within the Design Build Contract. The water and sewer improvements which will be occurring on the City's right-of-way (ROW) will be funded using the City's General Obligation Bond (GOB) allocation. Any unforeseen additional expenses will be required to be funded by the City's General Fund or possibly funds from one of the City's Special Revenue Funds or CRA. -Resolution -Murray Park Community Pool Estimated Cost Breakdown -Miami-Dade County Grant Extension Letter, dated February 28, 20 I 3 -AlA Design Build Contract, including Exhibit M "Design Elements" -Pool Design Concepts and Drawings 1 RESOLUTION ___ _ 2 3 A Resolution authorizing the City Manager to execute a design build contract 4 with Recreational Design & Construction, Inc. for the design and construction of 5 the proposed Murray Park Community Pool. 6 7 WHEREAS, the City has secured a CDBG grant in the amount of $1,207,374.00 for construction 8 and a SNP grant of $220,050.00 for construction but of which 17% may be used for design. The SNP 9 grant will expire as of March 31, 2013 and the CDBG grant expired on December 31, 2012; however, 10 pursuant to an agreement between Miami-Dade County and the City, Miami-Dade County has agreed 11 to extend the grants for a period of six months to June 30, 2013; and, 12 13 WHEREAS, the City received two proposals in response to an RFP from design build companies 14 for the design and construction of the pool; and, 15 16 WHEREAS, the City previously selected Di Pompeo Construction Corporation for their design 17 concept however during negotiations, the contractor withdrew from the project; and, 18 19 WHEREAS, the City, pursuant to Florida Statute 287.55, (5) Competitive Negotiation, section (b), 20 the City began negotiations with the second most qualified firm, Recreational Design & Construction, 21 Inc.; and, 22 23 WHEREAS, Recreational Design & Construction, Inc. proposed a contract price of $1,422,000, 24 which includes $137,400 for design and pre-construction costs; and, 25 26 NOW THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF 27 SOUTH MIAMI, FLORIDA: 28 29 Section 1. The City Manger is hereby directed and authorized to execute a design build contract 30 with Recreational Design & Construction, Inc., for the design and construction ofthe proposed Murray 31 Park Community Pool. A copy of the contract is attached. 32 Section 2. The funding for the Murray Park Community Pool Project is detailed below: Total Current Source Funding Construction Design Expended Balance CDBG $1,207,374 $1,207,374 0 $6,013 $1,201,361 SNP $220,050 $182,642 $37,409 $0 $220,050 SMCRA $100,000 0 $100,000 $0 $100,000 $1,527,424 $1,390,016 $137,409 $6,013 $1,521,411 33 34 Section 3. Severability: If any section, clause, sentence, or phrase of this resolution is for any 35 reason held invalid or unconstitutional by a court of competent jurisdiction, this holding shall not affect 36 the validity of the remaining portions of this resolution. 37 38 Section 3. Effective Date: This resolution shall take effect immediately upon enactment. 39 1 2 3 4 5 6 7 8 9 10 11 12 13 PASSED AND APPROVED this __ day of _____ , 2013. ATIEST: CITY CLERK READ AND APPROVED AS TO FORM, LANGUAGE, LEGALITY AND EXECUTION THEREOF CITY ATIORNEY APPROVED: MAYOR COMMISSION VOTE: Mayor Stoddard: Vice Mayor Liebman: Commissioner Harris: Commissioner Newman: Commissioner Welsh: Funding Balance MURRAY PARK COMMUNITY POOL ESTIMATED COST BREAKDOWN Description RDC Design Build Contract Amount $1,521,411 Expense Amount 1,422,000 Estimated Expenses Funded by the CDBG & CRA That Are NOT Included in the Design Build Contract of $1 ,422,000 Current topography, boundary and elevation surveys Gas line extension by Florida Gas General Improvements Surrounding the Facility DERM & Fire Department Permit Fees FPL Connection Fee Florida Department of Health Permit Fee Site Furnishings Office Supplies Concession Stand Equipment Additional Signage Miami-Dade County Water & Sewer Impact Fees Total Cost NOT Included in the Design Build Contract Net Balance ofCDBG & CRA Funds & Expenses Funds Available From GOB WASD Permit Fee Connection of the Existing Sanitary Sewer Lines on ROW ROW Water & Sewer Expenses (Funded By GOB) Total Estimated Project Cost 8,000 5,000 10,000 1,500 2,000 2,000 13,011 1,000 10,000 5,000 41,900 99,411 o 4,500 135,600 140, I 00 1,661,51 I * Contingency is not included within the Design Build Contract and no General Fund or Special Revenue Fund dollars have been allocated in FY 2013 to cover any Community Pool Design or Construction overages. MIAMI·DADE S·im,,] Carlos A. Gimenez, Mayor February 28, 2013 Mr. Steven Alexander Acting City Manager City of South Miami 6130 Sunset Drive, City Hall 1st Floor South Miami, Florida 33143 Public Housing and Community Development 701 NW 1st Court· 16th Floor Miami, Florida 33136-3914 T 305-469-4100 F 786-469-4199 mlamidade.gov Re: Request to Extend the Combined FY 2008,2009 & 2010 COSG Contract for the Murray Park Aquatic Center (to include swimming pool) -Construction Phase I Project Dear Mr. Alexander: This letter is in response to your February 7, 2013 meeting with Mayor Carlos A. Gimenez. As agreed, a six (6) month extension is being granted for the above referenced contract. The effective period of the extension will be January 1,2013 through June 30,2013. During this extended contract period, the City of South Miami must accomplish the following milestone stones: • The construction plans must be completed and approved and the pool must be under contract by April, 2013; and • A Notice to Proceed must be issued and the pool must be under construction by June 30,2013. If the City is unable to accomplish both milestones within the extended timeframe agreed upon, Public Housing and Community Development (PHCD) will recommend to the Board of County Commissioners the recapturing of the project funds for reallocation to another activity, thus avoiding the loss of valuable resources that are critically needed in our community. In addition, it is important to note that the U. S. Department of Housing and Urban Development (U.S. HUD) requires that a national objective of serving low-to-moderate income persons be met for any funds expended that were allocated to this project. Therefore, the City of South Miami must meet a national objective or be prepared to discuss with staff a payment plan for the $215,198.64 expended for the original design of the Murray Park Aquatic Center (including the swimming pool) -Construction Phase I project. We look forward to working with you on the successful completion of the City's new pool construction project. Should you have any questions or concerns, please contact Clarence Brown at 786-469-2258. Sincere, ( ._ reggF ~r Executive Director c: Russell Benford, Deputy Mayor Brenda K. Neuman, Assistant County Attorney Clarence Brown, Division Director, PHCD Selena Williams, Acting Division Director, PHCD Letitia Goodson, Project Manager, PH CD No copi"", II<1nsminiO<1:>. reproductions. 01 ellXtron,c revislaM of .;my pOr1icm~ "f ,11"$<: dlil'...,ng~ in w/lole or in part may bC' made "'itlwut the express ",dUen permissior. of Zyscovich life Ali ciesign> indkil!cd in thc;c JrJ'",;ngs "f~ the propNty c{ ZYSCOVdl/,tc. All copyrights reserved@]OO9. ZYSCOVICH ARCHITECTS $ 11£1 RECREATIONAL. P: DESIGN & '" CONSTRUCTION, INC. @NORTH ~'-~:'-.. -.-,,""~";-'.,.'-'.-. '~"'- ZYSCOVICH ARCH!TECTS MURRAY PARK CON\MUN1TVPOOl CI'r'{OFSOUTI'I MIAMI. FL Women's Restroom / Changing Men's Restroom / Changing Family / Changing Ticketing Office Concessions Pool Equipment Electrical Concrete Pool Deck Entry Area Recreational Pool Picnic Area ADA Bi-Level Drinking Fountains Landscaping Signage Stabilized Walkway Concrete Sidewalk Splash Deck area Pool Equipment Yard 311s.f. 264s.f. 49 s.f. 215 s.f. 115s.f. 148s.f. 40s.f. +/-6,200s.f. 3,500 s.f. 1,110 s.f. Additional restrooms fixtures have been included in the design to meet the Department of Health requirements for the future construction of a Splash Deck r[1 ~~~~:lIONAL. ~~ CONSTRUCTION, INC. No c"pi(!$ tr<lr1~n1j~$i()ns. reproductions, "f t'/(>clronic (evi~ions r;;f ;1Il;' po'lion~ of th(!~(! dl,'wil)9~ in wl,olc 01 ill pi;lr, Ill'), be m"dc ,,-itltout the cxprC'ss written pClmissloll of ZY$co\·icll inc Ali designs indicMed in these &awings are the piOpCf/y of Zyscovidll", All <OPI';911Is Icscn·cd@2009. ZYSCOVICH ARCHiTECTS MURRAY PARK COMMUNITY POOL CITY OF SOUTH MIAMI, FL Imel RECREATIONAL W. DESIGN & '" CONSTRUCTION, INC. !i; No copie,. Ir"nsmi~.,OflS. ["producti",,:;. o{ f'1(>~r,om~ I<!"isiot:s 0/ ".1Y p:miolls of thc~~ CrJwin9> in whole or in PiJII m"y be m~dc witfum! the cxp:css written permission of ZY5'::'3''';.::I. Inc AIl dc>,'gns indicdtf:d in Ihl.'sc d,;r . ."ings <u/' tbe propC'rly of lyseo .. ;':;' /I)c. All copyrigf.u ,('servca@2009. ZYSCOVICH ARCHITECTS 'fJIuRRAY·PARKeo.MJ./IUIIIIT.VPOGL· •. ...... .. ·CI'tY.OF$qt1'f,fl~I~~I;FL RECREATIONAL DESIGN & CONSTRUCTION, INC. if} No <opi{!s, tr.Jnsmissions, reprOO(J«ions. or eie(/rOIHC ,c~r..iom of ""Y pol/rom of IllCS{! dlJwi.19S in wilole or in Filii mily bc nude witilcut tllr: CXPIC$S written pcrmission cf Zyscovich In< All d6ig(Js indi(<I:cd in th"se draWIngs <lrc til" propcrtyof Zl'scovich Inc. All wpyrights resef'led ©Z009. ZYSCOVICH ARCHITECTS RECREATIONAL DESIGN & CONSTRUCTION, INC. AlA Document A141 ™ -2004 Standard Form of Agreement Between Owner and Design-Builder AGREEMENT made as of the )n thei~a\ I ~'{ words; irdicate day, month and year.) ! \ / \ day of I B~T\o/EEN the Owner: I (Nja~e, legays.tatus, address and other information) ~ .. " ;1. C.7itY OfS ... duth ~iami, a Florida municipal corporation • .'. ! lie \. I 1/' f}30 SJ;.et.Drre. I. .'. / /Sout?.1y1"JamJ, FlOrida 33143 .... II 1/ / III/I //~,. \ I ( '.' j / aM the De~(gn·BUJlder: ) f .• .! L,,\/rltamei,gal st~us, address and other information) \J I / r~~y"c~tion~~:tg~ & Construction, Inc. , )' ! i /39. 90 Nort.' n,Po'Werlme Road '\ j I !« / \ / / \ForrLauderdalb, FL 33309 V/ )// / , / / ,c __ '-' \ f -.-.-~-___ . ____ .. -----\ i J froftne following Proj,<;:(::t: I 'r2 (Name, /oqdtionJJnd det"Jiled description) i ..! r---:-"",// ! . / ! j / Murray,eark A'quatlc ,<?enter ,,-' " 1 '-. ,,/ c;::~"~~,2800 SW! 6.~th StJ:~et I"\~'~. . ~u. thMi~n~(ii~~id;;:'3} 143 \, ""~) ", / \ "~ ~.------~.~/ ,.~--.--... ~~ .... " \ ' ~~-----.~.-.. -) The Owner and Design-Builder agree as follows. This document has important legal consequences. Consultation with an attomey is encouraged with respect to its completion or modification, Consultation with an attorney is also encouraged with respect to professional licensing requirements in the jurisdiction where the Project is located. Init. AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/2013 07:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271 , and is not for resale. This document is 1 licensed by The American Institute of Architects for one·time use only, and may not be reproduced prior to its completion. TABLE OF ARTICLES THE DESIGN·BUILD DOCUMENTS WORK OF THIS AGREEMENT DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION 4 CONTRACT SUM ,'\ 5(\ ~AYMENTS ! \ I \ i -! I ~; ) /:II:l~::~~~:::VISIONS ) /f II \ I 8/ / ENUME~TION OF THE DESIGN·BUILD DOCUMENTS l ~ TABLE ,o1EXHI~I~S , / II II 1/', ,~! IIAj;! TE~~,S/ANp CONDITIONS (\' ( I i.e, / / / I \ \I! / r\B (/;9ETE/~~ATION OF THE COST OF THE WORK "~I! / /e? /~'E AND BONDS \ \// ARTiclE 1 THE/DESIGN.BUILD DOCUMENTS \ ( . ~t.ljJle.D0Si~n-Build Documents fonn the Design-Build Contract. The Design-Build Documents consist ofthis \ I {\greemenrDe~en Owner and Design-Builder (hereinafter, the "Agreement") and its attached Exhibits; I I . ~.::supplemental)'/and .otnerCpnditions; Addenda issued prior to execution of the Agreement; the Project Criteria, / / /r-incJ~~n!}c:riingef(o the ~ioject ~riteria pr~pos~d by the Design-Builder and accepted by th~ Owner, if any; the ! L __ J" Deslgn~urlder's J.>IQP-osal and WrItten modificatIOns to the Proposal accepted by the Owner, If any; other documents / '~~>-l~ted in thjlAgreement; and Modifications issued after execution of this Agreement. The Design-Build Documents If"'-. . "'shil)l.notie c9l1sli1:i(;cfio'cr,eate a contractual relationship of any kind (1) betwee~. the Architect and Owner, (2) bet:"een / \ ".~ the. O'Yn~r.~n~.a Contra~}o~ 0: Subcontractor, or (3) bet~een any persons or entities other t~an the Ow?er an~ D:slgn- / \ ", ~HUll&r,I~.c1udmghut.~ot hml~ed to any consultant retamed b~ the .owner to prepare o.r review the Project CrIterIa. An ~ \,.__J e~lJzne:3ltlon-()fth~ DeSign-Build Documents, other than ModificatIOns, appears m Article 8 . .... ' \) \, § 1~2 TheQesign~BlJ;ld Contract represents the entire and integrated agreement between the parties hereto and \'siipersed~s prlon1egotiations, representations or agreements, either written or oral. " .... , '\ \ \§·t.3 The D\sign-Build Contract may be amended or modified only by a Modification. A Modification is (1) a written amendmenfto the Design-Build Contract signed by both parties, (2) a Change Order, (3) a Construction Change ,-------~Dir~ctjve or (4) a written order for a minor change in the Work issued by the Owner. ARTiCLE 2 THE WORK OF THE DESIGN·BUILD CONTRACT i ................... _ .. _........................ § 2.1 The Design-Builder shall fully execute the Work described in the Design-Build Documents, except to the extent . --------specifically indicated in the Design-Build Documents to be the responsibility of others. Init. ARTICLE 3 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION § 3.1 The date of commencement of the Work shall be the date of this Agreement unless a different date is stated below or provision is made for the date to be fixed in a notice issued by the Owner. (Insert the date of commencement if it differs from the date of this Agreement or, if applicable, state that the date will be fixed in a notice to proceed) AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion. 2 If, prior to the commencement of Work, the Owner requires time to file mortgages, documents related to mechanic's liens and other security interests, the Owner's time requirement shall be as follows: (Insert Owner's time requirements.) § 3.2 The Contract Time shall be measured from the date of commencement, subject to adjustments of this Contract Ti~e as pr~~?ed i~ the Desig~-B.uild Documents... . (Irsf!,(t prpvIslons, if any, for lzquzdated damages relatmg to fmlure to complete on time or for bonus payments for early c7omp1eticpn oft,he Work.) 1 I ' I! J l! ;' / ... /; Ij I I J.t1gn-~UHde< ,hall "him Sub""""al Compl,tion of 'h, Wo,k not lat" th"" I I . . . (ia~s frJn/the dale of commencement, or as follows: l, I /rfns.ezljumb .. el.iI,C6{lendar days. Alternatively, a calendar date may be used when coordinated with the date of \\ /1 comltncem{ln;. Unless stated elsewhere in the Design-Build Documents, insert any requirements for earlier r'i'/{ / Il~ SUlb?tantifJl .. ')2ompletion of certain portions of the Work.) \ \ "I I,r-' V! ././ .. /1 \ \ I" \ ". / / ,/ \\ \1 II ! I . ,j" /', \'; 1/ "'-'1/ //1 0.,~ (JI! \ ( //€;~~~ 01 Work \/ \v/ / V/ // ,/ ( ( ~:=~~~:~::') i. ~~,.) .' I I z"----._"-... // ! . I ( ....... ~-...:.."-.... / ~=:j, -... ,>-~) (\ Substantial Completion Date /" '.... ~~.... // \~/--.. --., I"~ . AR1)~[E 4 C0NTRACT S~M \. .. ~ § 4.1 J!hrqJn~r shall paithe Design-Builder the Contract Sum in current funds for the Design-Builder's performance \ '" 'ofthe Design-BUtld·eQntract. The Contract Sum shall be one of the following: \""") (9h(:c~,tlieappropriate box.) ~-.. -~ (,----) \\. . .. ~\ (j {~] StipuJated Sum in accordance with Section 4.2 below; '---..-~-' r-'---'c~,----,,~, '. ~ ~ Init. \. o Cost of the Work Plus Design-Builder's Fee in accordance with Section 4.3 below; \ " .... · .. _ .. D~ Cost of the Work Plus Design-Builder's Fee with a Guaranteed Maximum Price in accordance with Section 4.4 below. I (Baseq on the selection above, complete either Section 4.2, 4.3 or 4.4 below.) I § 4.2 Stipulated Sum §'~~2~1'The Stipulated Sum shall be ($ ), subject to additions and deductions as provided in the Design-Build Documents. § 4.2.2 The Stipulated Sum is based upon the following alternates, if any, which are described in the Design-Build Documents and are hereby accepted by the Owner: AlA Document A141 ™ -2004, Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AlA ® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion. 3 § 4.2.3 Unit prices, if any, are as follows: Description Units Price per Unit ($0.00) ~,~,.~ (~ "j (."\ .: \ \ \ §/t2\4.AI,1owa?ces, if any, are as follows: ., I (j1den~ifY!'and s1ate the amounts of any allowances, and state whether they mclude labor, matenals, or both.) II \ / JI / AlloJ~n~e ) ! / I \ I II 1;/) I, I ~ /11 )1 Amount ($0.00) Included Items ,,\ I / 1/ II // i (1\'/ (( ~L-~§A(~ As~'tion~ or qualifications, if any, on which the Stipulated Sum is based, are as follows: \ I" r\v/ // / '\ ! I / / '\ \' I. \,,~// //>, \~i 1/ )/ //// J '~,~.\ \! 1/1 ( (/~/ I "':'--..." .j ,,\/ // I '\// )/' / \ / / / / \ \ . ( /.~.--~.---.-~ \1 j I I, '..-c' //'~-7 "r· /. / f / J ri--:'~--, i /1 / :=:", ~"'§ 4.3 Cost~tlhe·WOtkPlus Design-Builder's Fee . J r,"\.,~§'4.3.1 The'Co\t/oftheWork is as defined in Exhibit B. / I "\ '. '. ~ .~/ . // ". f,l "/ "~/ / !. \ '\.",/ . § 4.3:Z)TheD'esig;I.1-B~der's Fee: . \. '\.", -~(S[ate a If!-.fup.sym,·percentage of Cost of the Work or other provisionfor determining the Design·Builder's Fee and the \.:.~--) Ir!el~o(rof adjusiinent to the Fee for changes in the Work) \ ) , " \ '-..~ /' ,~,_ •• _._ .-",.Y" § 4.4 Oost of the Work Plus Design-Builder's Fee with a Guaranteed Maximum Price § 4.4.1IThe Cost of the Work is as defined in Exhibit B, plus the Design-Builder's Fee. ! . __ ... ~ .. _. ___ .§.~,1,~JThe Design-Builder's Fee: Init. (State a lump sum, percentage of Cost of the Work or other provisionfor determining the Design-Builder's Fee and the method of adjustment to the Fee for changes in the Work.) AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/2013 07:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion. 4 § 4.4.3 Guaranteed Maximum Price § 4.4.3.1 The sum of the Cost of the Work and the Design-Builder's Fee is guaranteed by the Design-Builder not to exceed ($ ), subject to additions and deductions by changes in the Work as provided in the Design-Build Documents. Such maximum sum is referred to in the Design-Build Documents as the Guaranteed Maximum Price. :Costs which would cause the Guaranteed Maximum Price to be exceeded shall be paid by the Design-Builder without ···'·-----reimbursement by the Owner. (Insert specific provisions if the Design-Builder is to participate in any savings) ,~ ni j\ I~ If) / / I ~I /1 § 4.413.2 The 6"~anteed Maximum Price is based on the following alternates, if any, which are described in the Design- BUl bocu ints Imd "'" h,reby ,eoop"d by th' OW"'" I Ilrl / / f) I If. 1;\ <\1 / // I (" I / / / I \ \'! L-~ iA;; f / I \ \1 { I ;'-<§t.4·3} l)nit Price's, if any, are as follows: \ ~ I 1(. \."~// /~-1 <\! J I ? / ~es9riptior f~>, \. ) /.',/'l / \ // )// / \ II; . J .. ' "(==='~=..:-::/ 1 . ~ ~J ./ / /~.--((~:~:~::;"' " Units Price ($0.00) / /<" .~,~4~~.3.~;8Jlowa~pes,jfany, are as follows: ! / "~"'" (ldeJ!!!fy and/,tate the a~,unts of any allowances, and state whether they include labor, materials, or both) / \ "., " ) r\',/ J \'" ------~ 'A!iQ.V{~nce-/ Amount ($0.00) Included Items "-. '----_:) ('/ -" Init. :\ § 4.4.315 Assumptions, if any, on which the Guaranteed Maximum Price is based, are as follows: (Identify the assumptions on which the Guaranteed Maximum Price is based) I § 4.5 Changes in the Work § 4.5.1 Adjustments of the Contract Sum on account of changes in the Work may be determined by any of the methods listed in Article A.7 of Exhibit A, Terms and Conditions. AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion. 5 § 4.5.2 Where the Contract Sum is the Cost of the Work, with or without a Guaranteed Maximum Price, and no specific provision is made in Sections 4.3.2 or 4.4.2 for adjustment of the Design-Builder's Fee in the case of Changes in the Work, or if the extent of such changes is such, in the aggregate, that application of the adjustment will cause substantial [ . . ,,-. --,----~-~nequity to the Owner or Design-Builder, the Design-Builder's Fee shall be equitably adjusted on the basis of the Fee , fstablished for the original Work, and the Contract Sum shall be adjusted accordingly. -"'---.-JARTICLE 5 PAYMENTS § 5.1 Progress Payments § 5.1.1 Based upon Applications for Payment submitted to the Owner by the Design-Builder, the Owner shall make pr()gress payments on account of the Contract Sum to the Design-Builder as provided below and elsewhere in the , D~sign-B~i1ct'-Documents. (, / \ I I I I ~ 5.1.~ T~e per)od covered by each Application for Payment shall be one calendar month ending on the last day of the I I /m7fJOJ\W' I"t~j/jl \)\,' i ( . fL.'! / / / ! \ \ {I I ~0'1;1·~,J?f9/rled ~at an Application fo: Paym.ent is received not later than the day of month, the \ \1 i .{, (. ,.'. +(wuer,shall ~a~e,~ayment to the DeSign-BUilder not later than the day of the month. If /' ___ ,\ 1! r / a.o/ 1ppli~ti~nfor fayment is received by the Owner after the application date fixed above, payment shall be made by ~ (\ ) / theIQJY~l?r/not la:~r than ( ) days after the Owner receives the Application for V J, ' P~ment. .// /// \ ,J ~4=W~~] Application for Payment where the Contract Sum is based upon the Cost of the Work, or the Cost of I(~~~~_:york w!th,~.G~ar~ntee9 Maximum Price, the Design-Builder sh.all submit ~ayrolls, petty cash accounts, receipted ! / jr---:--.ln\1,Q!~s-OI',rnVOlses wlth9heck vouchers attached, and any other eVidence reqUired by the Owner to demonstrate that Lc.:.c--j ( cashdisbufSemen't£already made by the Design-Builder on account of the Cost of the Work equal or exceed <~--~(l{progre§lp~Yin~t.~_already received by the Design-Builder, less (2) that portion of those payments attributable to the / ".".' . . .D~i.ggrn43uild$l')SFee; plu .... $, (3) payrolls for the period covered by the present Application for Payment. ( "~ ~ (' / '''., ..' '. , (-, " , \ '''.,-,§5,1:5WitI{ ea'Ch-Applitation for Payment where the Contract Sum is based upon a Stipulated Sum or Cost of the Work \, ') with a9uaranteeqMaximum Price, the Design-Builder shall submit the most recent schedule of values in accordance '-,,' ~lt~ thy Design-Build Documents. The schedule of values shall allocate the entire Contract Sum among the various Init. portionso.(the Work? Compensation for design services shall be shown separately. Where the Contract Sum is based on Cfhe'Cos10fthe-Work with a Guaranteed Maximum Price, the Design-Builder's Fee shall be shown separately. The \schedule 6~ values shall be prepared in such form and supported by such data to substantiate its accuracy as the Owner rtt~y require\ This schedule of values, unless objected to by the Owner, shall be used as a basis for reviewing the DeSIgn::Btiilder's Applications for Payment. § 5.1.6IIn taking action on the Design-Builder's Applications for Payment, the Owner shall be entitled to rely on the accura,ly and completeness of the information furnished by the Design-Builder and shall not be deemed to have made a detailqd examination, audit or arithmetic verification of the documentation submitted in accordance with Sections 5.1.4 "-015':1~5, or other supporting data; to have made exhaustive or continuous on-site inspections; or to have made examinations to ascertain how or for what purposes the Design-Builder has used amounts previously paid on account of the Agreement. Such examinations, audits and verifications, if required by the Owner, will be performed by the Owner's accountants acting in the sole interest of the Owner. § 5.1.7 Except with the Owner's prior approval, the Design-Builder shall not make advance payments to suppliers for materials or equipment which have not been delivered and stored at the site. § 5.2 Progress Payments-Stipulated Sum § 5.2.1 Applications for Payment where the Contract Sum is based upon a Stipulated Sum shall indicate the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment. AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law, This document was created on 03/14/2013 07:27:24 under the terms of AlA Documents on Demand® Order No, 2008586271, and is not for resale, This document is licensed by The American Institute of Architects for one,time use only, and may not be reproduced prior to its completion, 6 § 5.2.2 Subject to other provisions of the Design-Build Documents, the amount of each progress payment shall be computed as follows: .1 Take that portion of the Contract Sum properly allocable to completed Work as determined by [ multiplying the percentage completion of each portion of the Work by the share of the Contract Sum allocated to that portion of the Work in the schedule of values, less retainage of percent ( %) on the Work, other than services provided by design professionals and other consultants retained directly by the Design-Builder. Pending final determination of cost to the Owner of . ~~ ;/ Changes in the Work, amounts not in dispute shall be included as provided in Section A.7.3.S of -~.-.. -~-~ Exhibit A, Terms and Conditions; 'j'"'\ Add that portion of the Contract Sum properly allocable to materials and equipment delivered and . !\. \ suitably stored at the site for subsequent incorporation in the completed construction (or, if approved in r 1 ! \ I ladvance by the Owner, suitably stored off the site at a location agreed upon in writing), less retainage of I ! 1 / l percent ( %); I I I I .31 ~ubtract the aggregate of previous payments made by the Owner; and I ) . .. . / .4 /Is~~tract amount~, if a.ny, for. which the Own~r ?as withheld payment. f~om or nullified an Application for I . / . / / I; Pa~ment as provIded III SectIon A.9.5 of ExhIbIt A, Terms and CondItIOns. . ' / / / / I I l' 1.1/ §i5 /2.3 !)ir~rogr4s payment amount determined in accordance with Section 5.2.2 shall be further modified under the I I ;1 . ;fo(low0?,.clrCUn)stances: l, I/V / I /1 .1A}O,l upon Substantial Completion of the Work, a sum sufficient to increas.e the to.tal payments to the full '\\ / / I I /,amOl;int of the Contract Sum, less such amounts as the Owner shall determme for mcomplete Work, flvl I . / i~ 1(1//' retajhage applicable to such work and unsettled claims; and \ \,1 I / ~'\V . . ./ / (Section A, 9. 8. 6 of Exhibit A, Terms and Conditions requires release of applicable retainage upon \ \1 i ! ( .. '" ~// sr::bs,tantial Completion of Work with consent of surety, if any.) / ... \' ! • / I ) /y~~Adql if final completion of the Work is thereafter materially delayed through no fault of the Design- .. ~ \) Ii (\ (~/// Bujlder, any additional amounts payable in accordance with Section A.9.l0.3 of Exhibit A, Terms and \ \;/. )/. C6nditions . . ,\ ... .//. / \ \ . J ~2;.tRid~~ri or limitation of retain age, if any, under Section 5.2.2 shall be as follows: ··1 I .. r'~::..(Jjitis intended, pr/of7o Slfbstantial Completion of the entire Work, to reduce or limit the retainage resultingfrom the / / .Jrcc-pefQ?!!!.tageslnser!ed inS~l:tions 5.2.2.1 and 5.2.2.2 above, and this is not explained elsewhere in the Design-Build J L--(; DocumeJils~insel1t.her£.provisions for such reduction or limitation,) f _~' ... --~ -"'''-''--... : " . // r--') / ',,".. ~~ / \..j . / ',,> ."~'~~/ !. "" ." / \"'~-... --) J \ '.\ , ...•. _._ .... ) § .~~_~rogr~s PaYi1Je'hts-Cost of the Work Plus a Fee \9 5.3.fWhere"tIie·Contract Sum is based upon the Cost of the Work plus a fee without a Guaranteed Maximum Price, \Applicatidlls for Payment shall show the Cost of the Work actually incurred by the Design-Builder through the end of th~period c~vered by the Application for Payment and for which Design-Builder has made or intends to make actual payrrrencprior to the next Application for Payment. § 5.3.2ISubject to other provisions of the Design-Build Documents, the amount of each progress payment shall be I compqted as follows: 1.1 Take the Cost of the Work as described in Exhibit B; ...................................................... 1.2 Add the Design-Builder's Fee, less retainage of percent ( %). Init. The Design-Builder's Fee shall be computed upon the Cost ofthe Work described in the preceding Section 5.3.2.1 at the rate stated in Section 4.3.2; or ifthe Design-Builder's Fee is stated as a fixed sum in that section, an amount which bears the same ratio to that fixed-sum Fee as the Cost of the Work in the preceding section bears to a reasonable estimate of the probable Cost of the Work upon its completion; .3 Subtract the aggregate of previous payments made by the Owner; .4 Subtract the shortfall, if any, indicated by the Design-Builder in the documentation required by Section 5.1.4 or resulting from errors subsequently discovered by the Owner's accountants in such documentation; and .5 Subtract amounts, if any, for which the Owner has withheld or withdrawn a Certificate for Payment as provided in the Section A.9.5 of Exhibit A, Terms and Conditions. AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one·time use only, and may not be reproduced prior to its completion. 7 § 5.3.3 Retainage in addition to the retainage stated at Section 5.3.2.2, if any, shall be as follows: ~~ .. ~-----l § ~~3.4 Ex<jfept with the Owner's prior approval, payments for the Work, other than for services provided by design " I prof~ssi01als qnd other consultants retained directly by the Design-Builder, shall be subject to retainage of not less than \ { I '1' A" .. ' \ /\ percent ( %). The Owner and Design-Builder shall agree on a mutually I 11... . CCejtab.!le ..... p.r./c.' ;~.ure for review and approval of payments and retention for Contractors. I I \.... I §5.4/p~9res.~ Pa~ments-Cost of the Work Plus a Fee with a Guaranteed Maximum Price j I I~" '.1" .. ' § 5.4.f'App}(c~tioris for Payment where the Contract Sum is based upon the Cost of the Work Plus a Fee with a I I ......... . G~iallteep foaxi~um Price shall show the percentage of completion of each portion of the Work as of the end of the I.' .' \ ......... ' '.' I?§.i .. O ..•. d~\r. ired b!l the Application for Payment. The percentage of completion shall be the lesser of (1) the percentage 'l' I I /o}"'-that oftion 0ythe Work whi.ch has actually bee~ comp.leted; or (2) the percentage ?btained by dividing (a! the , ......... !. I· ... /~XP:9 7'1h~t hSiS a~ually bee? mcurred by the Design-Builder ~n account of that P?rtl?n of the Work for which the \ \' !. Lot-the GUJlf'Jllteed NIaximum Price allocated to that portion of the Work in the schedule of values. \'\.... / '/)' .. 1. De. S .. ~~-BUil~~ .. /.h .. as imade or Intends to make actual payment pnor to the next ApplicatIOn for Payment by (b) the share \ \ I i. r'---':V/ / // \ ~ I I ( . \~.4~~SUbje;}.· t{ot her provisions of the Design-Build Documents, the amount of each progress payment shall be ;.,,\ I ;! .co?Jputedas lollows: .. ~ \ ) / . \ (~// TaJ/e that portion of the Guaranteed Maximum Price properly allocable to completed Work as .' \ \//) ;/9e'termined by m~ltiplyin~ the percentage of com~letion of each P?rtion of the Work by the shar~ of the \ ( '. ( L~.---.-'-<Quaranteed MaXimum Pnce allocated to that portion of the Work m the schedule of values. Pendmg final \ I J ~~----:--'-dfterminati~n of cost to the Owner of changes in the Work, amounts not in dispute shall be included as /1 . //2_.. /pro,::idedln ~~ction A.7.3.8 of Exhibit A.' Terms ~nd Conditions; . . ! j / F'~~.-'::'~:-;z./ Aqd that P9rtIOn of the Guaranteed Maximum Pnce properly allocable to matenals and eqUipment / L._.J ( . "-j Aeliy.ered1ind suitably stored at the site for subsequent incorporation in the Work, or if approved in / ;;~--"'''::-''''' // ... (~~<.:~ by t?e Ow~er, suitably stored ~ffthe site at a location agreed upon in writing; / I",', ~""'3 /Add the De.~lgn-BUIlder's Fee, less retamage of percent ( %). / \ ",,/... ......., (",The Desi~rr-Builder's Fee shall be computed upon the Cost of the Work described in the two preceding J \,/:.----./ ._ seGt~ons/at the rate stated in Section 4.4.2 or, if the. Design-Builder's Fee is stated as a fixed sum i~ that \ \ /~sec~lOn, shall be an amount that bears the same ratio to that fixed-sum fee as the Cost ofthe Work m the ... _---.--' \. two preceding sections bears to a reasonable estimate of the probable Cost of the Work upon its ''--, compl'etion; C~'-----··',.4 "---Subtract the aggregate of previous payments made by the Owner; \ .5\ Subtract the shortfall, if any, indicated by the Design-Builder in the documentation required by ',". \ Section 5.1.4 to substantiate prior Applications for Payment, or resulting from errors subsequently ----~---~----discovered by the Owner's accountants in such documentation; and I .6 I Subtract amounts, if any, for which the Owner has withheld or nullified a Certificate for Payment as provided in Section A.9.5 of Exhibit A, Terms and Conditions. § 5.4.3iExcept with the Owner's prior approval, payments for the Work, other than for services provided by design '. ···-····-------profeshionals and other consultants retained directly by the Design-Builder, shall be subject to retainage of not less than Init. percent ( %). The Owner and Design-Builder shall agree on a mutually acceptable procedure for review and approval of payments and retention for Contractors. § 5.5 Final Payment Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the Owner to the Design- Builder no later than 30 days after the Design-Builder has fully performed the Design-Build Contract, including the requirements in Section A.9.1 0 of Exhibit A, Terms and Conditions, except for the Design-Builder's responsibility to correct non-conforming Work discovered after final payment or to satisfy other requirements, if any, which extend beyond final payment. AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AlA ® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271. and is not for resale. This document is licensed by The American Institute of Architects for one-time use only. and may not be reproduced prior to its completion. 8 ARTICLE 6 DISPUTE RESOLUTION § 6.1 The parties appoint the following individual to serve as a Neutral pursuant to Section A.4.2 of Exhibit A, Terms and Conditions: fnsert the name, address and other information of the individual to serve as a Neutral. If the parties do not select a ______ Ieutral, then the provisions of Section A.4.2.2 of Exhibit A, Terms and Conditions, shall apply.) ~~ "-':-.1\ (\ 1\ ! , ! 1 ! \ I I .1 ) /1 11 I 1\ ~ § 6.2/Ifthe pf.rties\ do not resolve their dispute through mediation pursuant to Section A.4.3 of Exhibit A, Terms and Contlitionsj't~ method of binding dispute resolution shall be the following: : (If;lJje parfi~ do 10t select a method of binding dispute resolution, then the method of binding dispute resolution shall I , , bJ: py litigdtion infa court of competent jurisdiction.) ,rdheck;btie.) I ~\! / /I;f: D~~~ation pursuant to Section A.4.4 of Exhibit A, Terms and Conditions \ IV L' // / \ '\J l '(~)V / ,,/p Lj~hiation in a court of competent jurisdiction \ '! (j/ /~, \ I ; I / D/~Otht1r: (Specify) h,-~ (, j 1.1 \(,~/ j' V/ ./. / // ~ \ ~ ¢l-ArbltratIOO! I '. r;§,.6.3.1 If Ar~ltrati~JYi~ se17~t~d by the parties as the met?od of binding dispute res~lution, the~ an7 claim, dispute ~r i / r···OHler·matter In questIon ,an SIng out of or related to thIS Agreement shall be subject to arbItratIOn as provIded In L-j i SectiOnA~4;4 ofExhibj!/A, Terms and Conditions. -•. ~'C'.~~ -'-, / ('\'~'-t~,,' "'<A§!ICI£f/ Mt~CI:I[ANEC:>U? PROVISI?NS . . .. II ".~ § 7 .1"')h~tc~~tect, o~he:~ d~slgn prof~sslO?als a~d ~o~s~ltants engaged b~ the .Deslgn-BUllder sh~1I be persons or entItIeS \" __ d1l1~hcelllied tO'practlce theIr professIOns In the JUrIsdIctIOn where the Project IS located and are lIsted as follows: \.\ (Insert name;-addzess, license number, relationship to Design-Builder and other information.) -._-, 1\ (' "-j " Init. 'C"-~-""",N'ame'ariaAdd ress . , \ \ License Number Relationship to Design·Builder Other Information AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one·time use only, and may not be reproduced prior to its completion. 9 \ I § 7.2 Consultants, if any, engaged directly by the Owner, their professions and responsibilities are listed below: (Insert name, address, license number, if applicable, and responsibilities to Owner and other information.) Name and Address r\ /-~\ ,f \ I \ (I \ 1\ II/Jj!! , I I ; License Number Responsibilities to Owner Other Information \'\,j II I //) '\ . l' aniler arne, qdcjreps, license number, if applicable, responsibilities to Owner and other information.) n' ( ( i-, I // / Responsibilities \ \.1 /1.'" (I r\\/ /, ./. ".!)Iame anft Address License Number to Owner Other Information \ \1, I ,~,// /-, \ \j !, j ! / ,/' // i /' \ I !.i . If»,.. ' .... /// ) ~, Ii" / \).' I. "/ / \/ )// .. / ,/ ( L~~-"--:-\ j r"---~--'~--" ) ,~ ,/ J ·.jlr-::~::'=~-----/ L'---, ~ -------, -~--~'''' / j ". ~"'. ~ """, , . /"/' '\ '\ '-, ,,~ {'''0 ~ \ ",~ , \ '" ------" \,j § JA Tl),e-6Wflei"-s,,Designated Representative: (I!J§~rf,lJame, addres,~ and other information.) """, ,,/ § 7 .4.1 [ The Owner's Designated Representative identified above shall be authorized to act on the Owner's behalf with respect to the Project. .......... ,-"'---§-7-;5-The Design-Builder's Designated Representative: (Insert name, address and other information.) Init. § 7.5.1 The Design-Builder's Designated Representative identified above shall be authorized to act on the Design- Builder's behalf with respect to the Project. AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA®Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No, 2008586271, and is not for resale, This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion, 10 § 7.6 Neither the Owner's nor the Design-Builder's Designated Representative shall be changed without ten days written notice to the other party. -~--,§ 7.7 Other provisions: C~~_l (~""\ §/f1\1 W~ere\eference is made in this Agreement to a provision of another Design-Build Document, the reference i l ~ riMers, to 1hat provision as amended or supplemented by other provisions of the Design-Build Documents. i /~ 7.7.1 !aymeJts-due and unpaid under the Design-Build Contract shall bear interest from the date payment is due at the I I' I rate ftated belo~>,or in the absence thereof, at the legal rate prevailing from time to time at the place where the Project I ) / is 12cit;:~.h \ I II #l7/iflnter,tag",dupon, ifany) ~\\)I! //NI /aw~~ul"men" unde, the F edaal1>uth in Lending Act, ,Imila, "ate and local can",ma ",dlt I",,, r'~ I I ~,a'1~bthe~/egulati9ns at the Owner's and Design-Builder's principal places of business, the location of the Project and \ \ I i / r'\ 'elsewhefcyfnay a./ji!ct the validity of this provision. Legal advice should be obtained with respect to deletions or \ \ I' I! \)/odifictlaonsJ flndplso regarding requirements such as written disclosures or waivers) \~i I / //1 1'-,\ ! I: / L/ // J <:: \, } / A~TICL~/ENUfllJERATION OF THE DESIGN·BUILD DOCUMENTS 1\ \</ § 8>?ne DesigJi-Build Documents, except for Modifications issued after execution of this Agreement, are enumerated , a{foJ1Qws:~j 1 \ ' 1 -._________..----\ I: I r-I I I r~~~8.1.1 The Agieen:etft~is executed edition ofthe Standard Form of Agreement Between Owner and Design-Builder, I I ! !~ArKDocunrent A141-2004. ! ~ __ J ( -) _ I,_~//' / !;;;:: ___ ~~ § ~.1.2 T~~8tiP~.~!!!~I1_tary and other Conditions of the Ag:e.ement, if any, a:e as follows: / I'>,; (iiI!.herhst a~pbcable doc;!ments below or refer to an exhIbIt attached to thiS Agreement) / \,,~ ~ (" " " \ '~,~' /) \ ".~. // \ ''"' ,,--,,-,,/ -) "'",,/ J \ \/:/-""'~~ rl "'-""'./\ Document"\ Title Pages // "'~ /,) Init. I § 8.1.~ The Project Criteria, including changes to the Project Criteria proposed by the Design-Builder, if any, and accept~d by the Owner, consist of the following: ""'(Eiihir list applicable documents and their dates below or refer to an exhibit attached to this Agreement) Title Date AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand@OrderNo, 2008586271, and is not for resale, This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion, 11 § 8.1.4 The Design-Builder's Proposal, dated of the following: , consists r"" ... ,,,,,,,-~,,-................. -, .............. _c .. c--~/Either list applicable documents below or refer to an exhibit attached to this Agreement.) L_·cc ____ l '~--~'-'-""""~"'" "- \§ 8.1.8 Exh'ipit B, Determination of the Cost of the Work, if applicable. (Ijt~e partj¢..s agree to substitute a method to determine the Cost of the Work other than that contained in AlA Document A14I=-2004, Exhibit B, Determination of the Cost of the Work, then identifY such other method to determine the Cost of the ~c_-----f"rhrrrlTF'M~attach to this Agreement as Exhibit B. If the Contract Sum is a Stipulated Sum, then Exhibit B is not applicable.) Init. § 8.1.9 Exhibit C, Insurance and Bonds, if applicable. (Complete AlA Document A /41-2004, Exhibit C, Insurance and Bonds or indicate flnot applicable.'') AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No.. 2008586271, and is not for resale .. This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion. 12 Init. § 8.1.10 Other documents, if any, forming part of the Design-Build Documents are as follows: (Either list applicable documents below or refer to an exhibit attached to this Agreement.) This Agreement entered into as of the day and year first written above. OWNER (Signature) DESIGN-BUILDER (Signature) (Printed name and title) (Printed name and title) AlA Document A 141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AlA ® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion. 13 AlA Document A141 ™ -2004 Exhibit A Terms and Conditions .---l for the ~ol\owing PROJECT: rfl~ame lan~\location or address) f ill MfITiY Part Aquatic Center I I /58POiSW6,6th Street II \ / s~t'h,f"\'0'id'33'43 I.' .'. // . • {~E.O!. E IR: ! I ! III !~~ I I ' ...... ! (Na e1legal status and address) ) I! . / 1:' ?'130 S"fDrire i I . t~v outh/J;:1iami'7(orida 33143 \ I ,I . (,--~'" ~/~/. -" ... ~ ~ I, ("/ />/1 \ /11 THE DESIGN-.BUILDER: , ! I ,'rN;/ Z J ~ \//)vpe,lega~$tatus and address) \ ( 1/)~.ec!1;.ati~~~esign & Construction, Inc, I, I --'I ! I " ~)3990~ort~~owe~lne_Rfad j L._;r~~~~erdafF~:3J09 j ~--~, '", ," . /' r, ~-- j <, ",-'"'. • ' • " 1 I !\~\ ":-·<>T~§.LE'OF AJwel£S", ( '';\~~ 'A:p C"'\ G~NERAL PR6vISIONS \. '\.~_,/ I ~._/ -, "<-_ . ..J (,~.2("/~~6WNER ./ ~J\. \\ , __ A,~'~ESI§N-BUILDER .-~--.." ""-'-~.-- "' "''', \ A.4 '\DISPUTE RESOLUTION " . \ ';" \ A:5--'-~AWARD OF CONTRACTS A.51 CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS I A.7 j CHANGES IN THE WORK 1 A.S TIME A.9 PAYMENTS AND COMPLETION A.10 PROTECTION OF PERSONS AND PROPERTY A.11 INSURANCE AND BONDS A.12 UNCOVERING AND CORRECTION OF WORK A.13 MISCELLANEOUS PROVISIONS A.14 TERMINATION OR SUSPENSION OF THE DESIGN-BUILD CONTRACT This document has important legal consequences, Consultation with an attorney is encouraged with respect to its completion or modification. Consultation with an attorney is also encouraged with respect to professional licensing requirements in the jurisdiction where the Project is located. Init. AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No, 2008586271, and is not for resale. This document is 1 licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion. ARTICLE A.1 GENERAL PROVISIONS § A.1.1 Basic Definitions § A.1.1.1 The Design-Build Documents ... -:"e._e._e~,., __ !The Design-Build Documents are identified in Section 1.1 of the Agreement. i § A.1.1.2 Project Criteria ~~~_~"--_~--,-'The Project Criteria are identified in Section 8.1.3 of the Agreement and may describe the character, scope, relationships, forms, size and appearance of the Project, materials and systems and, in general, their quality levels, performance standards, requirements or criteria, and major equipment layouts. ,. ____ e .. ,_.,e_ ... _,_" i",\ I ,.. .. \ I \ \ §A·1.1.3 ft,.rchltect The Architect is the person lawfully licensed to practice architecture or an entity lawfully practicing architecture 1 \ f .. ·.a. e. n. ti~ep.l as. '.s. yCh in the Agreem~nt and having a direct contract ,,:ith the. Design-Builder t~ p~rform ~esign services for I.' '. la. Il.o.rta.port!on ?f.t tlhe Work, and ~s referred to thr~ughout the I?eslgn-BUIld D~cuments as Ifsmgular m number. The I~ •.......•.. j ....• :ermj"Arclitct" ipeans the Architect or the Architect's authorized representative. . I / § ,0l4 co/ract~r I'. .'. ~. . .... . '~.' .~ .. I<o .. n. tr.alt6.r. is ..• a ...... p ... ' .. erson or entity, other than the Architect, that has a direct contract with the Design-Builder to perform .'j i J' ~lI'or aiPdrtion of the cons~ruction required i.n c?nnecti~n with the Work. The term "Contractor" is ref~rred to '\ ' J .'. d~roufll6ut the)5eSlgn-BuJld Documents as If smgular III number and means a Contractor or an authonzed \"'\ '. . I !rep~2ent.atiyepf .. th~ Contractor. The term "Contractor" does not include a separate contractor, as defined in I •. "', IV I f I 1--.. ,Sec.tion. A/.6).'.~2'.2or subcontractors of a separate contractor. \ '\ 1 {I r--A v/ // /i. .. \ I" ( ( \§ 'Aj~1.5"Subcon J.a~tor ~\ ~ J. J / A);,6co~a:40fi.s)a p.erson or e?tity ,:ho has a direct cont.ract with a Contractor to perfo.rm a portion of the "~".~. \ J.! c~.n~!!yC!.1ofr. equ}red III con~ect.lOn Wlt~ the Work at the site. The term "Subcontractor" Is.referred to thro~ghout the ".\ Iv / " De'ingrr-BUlldDocuments as If sillgular III number and means a Subcontractor or an authonzed representative of the \ (/ . / Stih60ntractoZ '\ I, ,-I ~-.-__ ~_"~-\ II 1'7-:7~' .; I I ~~A1.U The Work /<---7 /! / r<rliD~rm'-~Work"/ineans the design, construction and services required by the Design-Build Documents, whether / L~-j ( completeu"olj parfially_cdmpleted, and includes all other labor, materials, equipment and services provided or to be / ;::::::~'~,:p~~vide<0?ythib~§ilP~-Builder to fulfill the Design-Builder'S obligations. The Work may constitute the whole or a part / /'<" ....• ofihe-ProJect.// ""-. 1/ "~'~ / / / \ '~~ -_§:A.1~1.7Gi1'e'prOject~// J ~ . \ TRY. Projectlsthe-..!otal design and construction of which the Work performed under the Design-Build Documents may --~_/ lf~!i1e \yhole or a pa~, and which may include design and construction by the Owner or by separate contractors. _e_._, ~'--.___/) (§ A.1.1:S·Neutrar \The Neutritl\ is the individual appointed by the parties to decide Claims and disputes pursuant to Section AA.2.I. " \ " ' § A:t:2-Conlpliance with Applicable Laws I .. , §.Ar17~.1 !fthe Design-Builder believes that implementation of any instruction received from the Owner would cause a violatibn of any applicable law, statute, ordinance, building code, rule or regulation, the Design-Builder shall notify the Owne~ in writing. Neither the Design-Builder nor any Contractor or Architect shall be obligated to perform any act I which!they believe will violate any applicable law, ordinance, rule or regulation. L ... _. __ . __ ... _. __ ... __ ._._ .. _ .. ____ . ____ .... .i Init. § A.1.2.2 The Design-Builder shall be entitled to rely on the completeness and accuracy ofthe information contained in the Project Criteria, but not that such infonnation complies with applicable laws, regulations and codes, which shall be the obligation of the Design-Builder to determine. In the event that a specific requirement of the Project Criteria conflicts with applicable laws, regulations and codes, the Design-Builder shall furnish Work which complies with such laws, regulations and codes. In such case, the Owner shall issue a Change Order to the Design-Builder unless the Design-Builder recognized such non-compliance prior to execution of this Agreement and failed to notify the Owner. AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/20130727.24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one-time use only. and may not be reproduced prior to its completion. 2 § A.1.3 Capitalization Terms capitalized in these Terms and Conditions include those which are (1) specifically defined, (2) the titles of numbered articles and identified references to sections in the document, or (3) the titles of other documents published by Iw .... w_.~ ................. ~§thAAe.A11.44mI1:I:enC~tpnhre~;I~n:tti~e·tr:etsetOoffAbrreCvhl;ttyecttSh'e Desl'gn BUI'ld Documents "'requently oml't modl'fYI'ng words such as "all" and ••..•. _ •..•........•.••. _.w •...•• ., ••• ,-1J "any" and articles such as "the" and "an," but the fact that a modifier or an article is absent from one statement and appears in another is not intended to affect the interpretation of either statement. C:\ ". § ,(\4.2 ynle\s otherwise stated in the Design-Build Documents, words which have well-known technical or construction I i.ridustryr· eanihgs are used in the Design-Build Documents in accordance with such recognized meanings. ! / I : / I, /1§A.1.5 ~xecu~iol\ of the Design-Build Documents I I~.... ! § Air1ThiD~slfn-Build Documents shall be signed by the Owner and Design-Builder. I \.' .(., ' .. '. ..§ :!.A.'1. ~5 .• 2 J; •... l!: .. {~ .. tio.~. of the Design-Build Contract by the Design-Builder is a representation that the Design-Builder has , '. ..' li~ied t?~fite, b~ome ~enerall?, familiar with 10c~1 condi.tions under which the Work is to be performed and correlated I '. IP~rson~ltbservi.tl.o.ns With reqUirements of the Design-BUild Documents. I '. 1 <~ //1 \ \ .' / / §A.1(frOwn~rshlp and Use of Documents and Electronic Data (tv II / l-.\§lr.6.1 D./. ~~w .. ings/speci~catio~s, and other documents incl~ding those i? elect~onic fo~, prep~red by the ~rchitect \ \ I / r' anlfu~ni~hedby jne Design-BUilder are Instruments of Service. The Design-BUilder, Design-BUilder's Architect and \ \1 (/ \~her1.r6videry/~4?r.ofessional services individu?lly shall. retain all common I~w, statut~ry a~d other reserved rights, f''.c. \ 1 I ! i Inyludmg s;opyr1g~ m those Instruments of Services furmshed by them. Drawmgs, specificatIOns, and other documents .. __ ~ ~(/ an,~~alS a~~electronic data are furnished for use solely with respect to this Project. \ (i ~.(<:6.2Upon~~ecution ofthe Design-Build Contract, the Design-Builder grants to the Owner a non-exclusive license to I i ~eproduCeandu~e the ~nstruments ofServi.ce solely in connection with the Project, in.cluding the Project's further . I I r~e~l~pm~nt b~ the)~wner ,nd others retamed by the Owner for such purp0.ses, pr?vlded that the Own.er shall comply With I ; I r·alI:QQl~g~~~ m91udmg ~Jo~Pt payme~t of sums when due, under the I?eslgn-.BUlld Documents. Subject to the Owner's ! L:.-::~. I" . ~mpl~ance}'~hsu~obhgatl?ns, such licens~ shall ~xtend to those. pa~l~s retamed by t~e O:-"ner for suc~ purp~ses, f;" . ~ln.~Udl~~;>.tne~JieslJ¥1~ofesslOn~ls. The Design-BUilder shall obt~m sl~ilar non-exclusive I~censes fro~ ItS design / /, " prQ[esslonals, )nclUdmg the, Architect. The Owner shall not otherwise assign or transfer any license herem to another party j ' ( '"'' witho~t pr~~r<yv;itten agr~efuent of the Design-Build~r. Any unauthoriz~d repr?d~~tion or use o~the In~truments.ofSer:ice \ " '-·--hy_the Owner or'others'shall be at the Owner's sole fisk and expense Without liability to the DeSign-BUilder and ItS deSign J \. \, professionats.Exc~pt as provided in Section A.l.6.4, tennination of this Agreement prior to completion of the Design-') r) ~"-_/ al!ildct(s services to,~e performed under this Agreement shall tenninate this license. /J ') Init. -'~ ~.... ~,/ C§ A.1.6';3.priciTt5-any electronic exchange by the parties of the Instruments of Service or any other documents or \materials to\ be provided by one party to the other, the Owner and the Design-Builder shall agree in writing on the sp.ecific con'ditions governing the format thereof, including any special limitations or licenses not otherwise provided in th~'Destgn-Build Documents. § A.1.~.4 If this Agreement is terminated for any reason other than the default of the Owner, each of the Design- Build~r's design professionals, including the Architect, shall be contractually required to convey to the Owner a non- exclusIve license to use that design professional's Instruments of Service for the completion, use and maintenance of the Project, conditioned upon the Owner's written notice to that design professional of the Owner's assumption of the Design-Builder's contractual duties and obligations to that design professional and payment to that design professional of all amounts due to that design professional and its consultants. If the Owner does not assume the remaining duties and obligations of the Design-Builder to that design professional under this Agreement, then the Owner shall indemnify and hold harmless that design professional from all claims and any expense, including legal fees, which that design professional shall thereafter incur by reason of the Owner's use of such Instruments of Service. The Design-Builder shall incorporate the requirements of this Section A.1.6.4 in all agreements with its design professionals. § A.1.6.5 Submission or distribution of the Design-Builder's documents to meet official regulatory requirements or for similar purposes in connection with the Project is not to be construed as publication in derogation of the rights reserved in Section A.1.6.1. AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion. 3 ARTICLE A.2 OWNER § A.2.1 General § A.2.1.1 The Owner is the person or entity identified as such in the Agreement and is referred to throughout the Design- ....... ,., .. , ...... ' .......... '" .... ,,~~~uild Documents as if singular in number. The term "Owner" means the Owner or the Owner's authorized ;representative. The Owner shall designate in writing a representative who shall have express authority to bind the Jbwner with respect to all Project matters requiring the Owner's approval or authorization. The Owner shall render ~ __ ~_~',,,',-decisions in a timely manner and in accordance with the Design-Builder's schedule submitted to the Owner. § A.2.1.2 The Owner shall furnish to the Design-Builder within 15 days after receipt ofa written request information · .... -'~l ne,9.essary ,and relevant for the Design-Builder to evaluate, give notice of or enforce mechanic's lien rights. Such 'n 'I il)fo\!nati 9,l n shall include a correct statement of the record legal title to the property on which the Project is located, !\ /~ualty r1fi. erre~ to as the site, and the Owner's interest therein. ; I \ I I I, / \ Y/§ A.2/l1hform~t}~~ and Servi~es Requ~red of the Owner .. . ~ ... ', ,I '§.~ .. ',,2,~2.Y1 .. I .. n. f9. .. M ....... a.t,.lon or servIces reqUIre? of the ?wner by t.he DeSIgn-BUIld Docu~ents s~all be furnIshed by the Owner I I" " wltli reason,ab1eptpmptness. Any other mformatlOn or servIces relevant to the DeSIgn-BUIlder's performance of the ! ., wdr,k unM~fhe 0rvner's control shall be furnished by the Owner after receipt from the Design-Builder of a written I 1 \ / '·.r )oest fdr/such information or services. l I V / . §' A.2f{~e9/lle~.shall b.e responsi~l~ to provi.de surveys, i~ n?t require~ b~ th.e Design-B~!ld Doc~ments to be . "\' /. V / proyi9'ed by)I1~'DeSlgn-BUllder, descnbmg phYSIcal charactenstlcs, legal ilmltatlOns, and utlilty locatIOns for the sIte of (\'/ ( ( 1~~hjS!rOj~9(,~atld a fritten legal description ofthe sit~. !~e surveys and legal informati~n shall in~lude, a~ applicable, \ \ I I r\ grjdes,ati"d'imes ot streets, alleys, pavements, and adjommg property and structures; adjacent dramage; nghts-of-way, \ \~ I ,(\r~std9i;6ns, eas~~nts, encroachmen~s: zoning, .d~ed res~ri~tion, boun~aries, and contours of the sit~; locatio~s, /', \ i !! dimenslon,§"find l17,bessary data pertammg to eXlstmg bUlldmgs, other Improvements and trees; and mformatlOn !'~-: \ J)! C6,~9J1. it}g/aVa~laple uti!ity services and lines, both public and privat~, above and below grade, including inverts and \ ~/ d,>~S:1\ll,,~rtformatlOn on the survey shall be referenced to a Project benchmark. \ \ £ ;,{;:ii'iTheOwher shall provide, to the extent available to the Owner and if not required by the Design-Build Documents to ",' I I , ,..---~~bd provided b~the Jfeslgn-Bpilder, the results and reports of prior tests, inspections or investigations conducted for the Project I I ,! /~"'i'i:i\T,Q1yinl}Strtlctur~lor mecp'itnical systems, chemical, air and water pollution, hazardous materials or environmental and / ~.:==!,,~bsur:fiicec'JllOibns..and'lnformation regarding the presence of pollutants at the Project site. 1/,,",, ~, , '/ ,....-' __ I ,',,'\ §.A:t,2~4'The 9wl1ermay.obtain independent review of the Design-Builder's design, construction and other documents ! ( '~ ?y~JP~ra~e:~~~hitect,eygineer, and contractor or cost estimato: und~r contract to or employed by the Owner. Such / '\ ,",<mdependent ~evlew.shall be undertaken at the Owner's expense m a tImely manner and shall not delay the orderly ~" r " ) p),9&re,§,S,oftne'W-Qrk. )1) -,-i.l\·\ /// ~7 '-_ , \ / U § A.2.2.5'The Owneyshall cooperate with the Design-Builder in securing building and other permits, licenses and Cinspectiol1~:-Tlfe'6wner shall not be required to pay the fees for such permits, licenses and inspections unless the cost of \such fees is, excluded from the responsibility of the Design-Builder under the Design-Build Documents. \ '" . I § A:2;2;6-T~ services, information, surveys and reports required to be provided by the Owner under Section A.2.2, shall -----b.6-furnished at the Owner's expense, and the Design-Builder shall be entitled to rely upon the accuracy and comPlfteness thereof, except as otherwise specifically provided in the Design-Build Documents or to the extent the Owne I advises the Design-Builder to the contrary in writing. Init. '§'A~2;2.7 If the Owner observes or otherwise becomes aware of a fault or defect in the Work or non-conformity with the Design-Build Documents, the Owner shall give prompt written notice thereof to the Design-Builder. § A.2.2.8 The Owner shall, at the request of the Design-Builder, prior to execution of the Design-Build Contract and promptly upon request thereafter, furnish to the Design-Builder reasonable evidence that financial arrangements have been made to fulfill the Owner's obligations under the Design-Build Documents. § A.2.2.9 The Owner shall communicate through the Design-Builder with persons or entities employed or retained by the Design-Builder, unless otherwise directed by the Design-Builder. § A.2.2.1 0 The Owner shall furnish the services of geotechnical engineers or other consultants, if not required by the Design-Build Documents to be provided by the Design-Builder, for subsoil, air and water conditions when such services AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand@OrderNo, 2008586271, and is not for resale, This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion, 4 are deemed reasonably necessary by the Design-Builder to properly carry out the design services provided by the Design- Builder and the Design-Builder's Architect. Such services may include, but are not limited to, test borings, test pits, determinations of soil bearing values, percolation tests, evaluations of hazardous materials, ground corrosion and resistivity ~~--tests, and necessary operations for anticipating subsoil conditions. The services of geotechnical engineer(s) or other L_b§onsuItants shall include preparation and submission of all ~ppropriate reports and PI rofessi~nal recommendati~ns. '1' . ~----------7 A.2.2.11 The Owner shall promptly obtain easements, zonmg variances, and lega authorIzations regarding sIte utI IzatlOn where essential to the execution of the Owner's program. ~-.-:.'-.~--~~ I § A.2.3 Owne~ Review and Inspection § f~3.1 The (\)wner shall review and approve or take other appropriate action upon the Design-Builder' s submittals, ipcluUini but ~ot limited to design and construction documents, required by the Design-Build Documents, but only for ,theli~i~ed pUlJPose of checking for conformance with information given and the design concept expressed in the /Desi~n-BuiIdDqcuments. The Owner's action shall be taken with such reasonable promptness as to cause no delay in J I /the ~drkorjh/h~ activiti.e~ of the Design-Builder or separate contractors. ~eview of su~h su~mittals is not ~o.nducted '" '. '. ',.1.' .. ' ....... '.~o .. r th.0. " •. p .. UI]. 7 .. 0 .•.. 1 ..•.. ~ e ...... o l ... , .f. I.petermmmg the accuracy and completeness of other detaIls, such as dImenSIOns and quantItIes, or for I •. . sub"7tantia}ilYg,insttuctions for installation or performance of equipment or systems, all of which remain the .1 I / ~. r sp on11)lty0je Design-Builder as required by the Design-Build Documents. ,1 I." ..... .' ~.2.3 .. ~p.onl ... e.VK;w of the design documents, construction documents, or other submittals required by the Design- \\ I ..' !0Ui7d DocUlJ1e~, t~e Owner shall take one of the following actions: \ ~/.I .' .. ~... L--~' ·r/' Det7rmine that the documents or submittals are in conformance with the Design-Build Documents and \ \ I (, ,. 1\" / ,/ /" a~rove them. \.'. ~ '. '. / ",J'. Z,,/ .. /.2 ~. / et)rmine that the documents or submittals are in conformance with the Design-Build Documents but 0.. '.~.' i '. /I ' '.',' (~ .. ,//{e'q~est .changes in the documents or su.bmittals whi~h shall be !mpl~mented by. a Cha~ge in the Work. 9 \ ) / , .... , ... '. '.~. D$termme that the documents or submIttals are not m conformIty WIth the DeSIgn-BUIld Documents and \ \/ / .) /' 'le'Ject them. \ ( . ( Lc-,,-,,-,,~.J)etermine that the documents or submittals are not in conformity with the Design-Build Documents, but ,/ 1.1 .. 'j r---:~~~----' 'a¢cept them by implementing a Change in the Work. J r:~~~..5 ,Det5miiii-ei?'at the documents or ~ubmittals are not in conf~rmity w!th the Desi~n-Build Documents, but f / / r~-=:::~ aC9i:pt the1Jl' and request changes m the documents or submIttals whIch shall be Implemented by a ! L_"'-<" . . -') r~Hangejnthe Work. I ,,-----'" ", .' . ' . / \. 1 I t\~" "'''~i3;3>1h. e 9~g~~BUiI<!~r shall submit to the Owner for the Owner's approval, pursuant to Section A.2.3.l, any f (. ....."......... ", propo~eg.chiQge or devi~tion to previously approved documents or submittals. The Owner shall review each proposed j \ "0change 6Ld::_~i'ati0n-t<yp~eviously approved docum~nts or submittal.s whic~ the Design-Builder submits to the Owner for \ _~_. _____ :) try.e..S>~ner'~ ap-prqval WIth reasonable promptness m accordance WIth SectIon A.2.3.1 and shall make one of the determinations desc~ibed in Section A.2.3.2. -.-\ '\ '.... ) r9-A~2:3:4N"otwltl'-st:nding the Owner's responsibility under Section A.2.3.2, the Owner's review and approval of the \Design-BuUder's documents or submittals shall not relieve the Design-Builder of responsibility for compliance with the Design-Build Documents unless a) the Design-Builder has notified the Owner in writing of the deviation prior to approvaI-'by>the Owner or, b) the Owner has approved a Change in the Work reflecting any deviations from the I~----Fequirements of the Design-Build Documents. I I, § A.2.~.5 The Owner may visit the site to keep informed about the progress and quality of the portion of the Work compl~ted. However, the Owner shall not be required to make exhaustive or continuous on-site inspections to check the '----------qualitY or quantity ofthe Work. Visits by the Owner shall not be construed to create an obligation on the part of the Init. Owner to make on-site inspections to check the quantity or quality of the Work. The Owner shall neither have control over or charge of, nor be responsible for, the construction means, methods, techniques, sequences or procedures, or for the safety precautions and programs in connection with the Work, since these are solely the Design-Builder's rights and responsibilities under the Design-Build Documents, except as provided in Section A.3.3.7. § A.2.3.6 The Owner shall not be responsible for the Design-Builder's failure to perform the Work in accordance with the requirements of the Design-Build Documents. The Owner shall not have control over or charge of and will not be responsible for acts or omissions of the Design-Builder, Architect, Contractors, or their agents or employees, or any other persons or entities performing portions ofthe Work for the Design-Builder. AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/2013 07:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion. 5 § A.2.3.7 The Owner may reject Work that does not conform to the Design-Build Documents. Whenever the Owner considers it necessary or advisable, the Owner shall have authority to require inspection or testing of the Work in accordance with Section A.I3.5 .2, whether or not such Work is fabricated, installed or completed. However, neither this 1-"_""_~aUthOdty of th, Own" no, , d,d,ion mad, in good fruth oith'" to "",ci" 0' not to ",,,i,, ,",h ,uthodty 'hall givo , ~ise to a duty or responsibility of the Owner to the Design-Builder, the Architect, Contractors, material and equipment buppliers, their agents or employees, or other persons or entities performing portions of the Work. '. _____ J § A.2.3.8 The Owner may appoint an on-site project representative to observe the Work and to have such other responsibilities as the Owner and the Design-Builder agree to in writing. (.-....., ,--. I \ I I I § ,..2;3.9 ,r,he .. !V,I wner shall conduct inspections to determine the date or dates of Substantial Completion and the date of 1 • \ final \;ompletlOn . . I /, I l ' J I I /§ A.2,4 Owner'.s "ight to Stop Work I I .....J If the Desigo/lIuil,der fails to correct Work which is not in accordance with the requirements of the Design-Build i II ...... '. D .. o. zh. m.1 en.L.~/ ... r. e ... q.Vired by Section A.l2.2 or persistently fails to carry out Work in accordance with the Design-Build \ I Doiments, he Owner may issue a written order to the Design-Builder to stop the Work, or any portion thereof, until . II '. tt'1caus/~ r suc~order has been eliminated; however, the right of the Owner to stop the Work shall not give rise to a l\'. ,duty onitIie part of the Owner to exercise this right for the benefit of the Design-Builder or any other person or entity, ". I. !.~ce~fyS th.'. e .. e~h.7rit!reqUired by Section A.6.1.3. \ \ .', 1/ /...1,. , // ! fl' I .1 I..-§ A.2.5 O"Yn~(s Rigft to Carry Out the Work \ \ I I'. It· '.'/\ lZtheI!.e~.·g .. n-.BUi.lder defaults or neglects to carry out the Work in accordance with the Design-Build Documents and \ \1. I ,~ls,-Within a Y'~n,-day period after receipt of written notice from the Owner to commence and continue correction of \ ~ iii su.eIyiefauJ~~oriieglect with diligence and promptness, the Owner may after such seven-day period give the Design-~'" \ j I li~il~1Sec~nd ~ritten n?tice to correct such d~ficie~cies within a three-day ~eriod. If the Design-Bui~der .within such V / three7mypen?tafter receIpt of such second notIce faIls to commence and contInue to correct any deficIencIes, the ( 9~n:e.rJl1ay,~it!!out prejudice to other remedies the Owner may have, correct such deficiencies. In such case, an approprtateth~ge Order shall be issued deducting from payments then or thereafter due the Design-Builder the . rj.ce~~onable coyt o~ 5otre~Hng such deficienc~es. If payments due the Design-Builder are not sufficient to cover such ! / r-..aIllQ11.1!ts,:heDeS}gn~BU~~r shall pay the dIfference to the Owner. L ___ J ~ .' ') L--,-, .. / ;" <-"~A~TICLE ~.a (QESIG!'!:!3UILDER 1,,\ §-A.3,.1-Generaj< ~ ( ~~ § A:~'A,.1l-l?e(pesign"Bu9der. is ~he pers?n or entity identifi~d as s~ch in the Agreement. and is referred t? througho~t the \ "<:\--lleslgn-Budd Documents as If sIngular In number. The DeSIgn-BUIlder may be an archItect or other deSIgn profeSSIOnal, \. ..' \ a c.QnstructlOircpn,):ractor, a real estate developer or any other person or entity legally permitted to do business as a r) n ~--._...J ~?Jgnq;uilderin tlit\location where the Project is located. The term "Design-Builder" means the Design-Builder or the / U ~~~i~-I1-Bttild~'s3!Jthorized representa~ive. The Design-Builder's representative is authorized to act on the Design- \BUllder'-s.bcl1alfwlth respect to the Project. \ '\ §,~.3.1.2 The Design-Builder shall perform the Work in accordance with the Design-Build Documents. '-~-,----,~.--~ r-------§A3.~ Design Services and Responsibilities § A.3.4.1 When applicable law requires that services be performed by licensed professionals, the Design-Builder shall provide those services through the perfonnance of qualified persons or entities duly licensed to practice their profeskions. The Owner understands and agrees that the services performed by the Design-Builder's Architect and the ·--·-----·-BesigA-Builder's other design professionals and consultants are undertaken and performed in the sole interest of and for the exclusive benefit of the Design-Builder. Init. § A.3.2.2 The agreements between the Design-Builder and Architect or other design professionals identified in the Agreement, and in any subsequent Modifications, shall be in writing. These agreements, including services and financial arrangements with respect to this Project, shall be promptly and fully disclosed to the Owner upon the Owner's written request. § A.3.2.3 The Design-Builder shall be responsible to the Owner for acts and omissions of the Design-Builder's employees, Architect, Contractors, Subcontractors and their agents and employees, and other persons or entities, including the Architect and other design professionals, performing any portion of the Design-Builder's obligations under the Design-Build Documents. AlA Document A141 1M -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one·time use only, and may not be reproduced prior to its completion. 6 § A.3.2.4 The Design-Builder shall carefully study and compare the Design-Build Documents, materials and other information provided by the Owner pursuant to Section A.2.2, shall take field measurements of any existing conditions [ "".,.m , . related to the Work, shall observe any conditions at the site affecting the Work, and report promptly to the Owner any Frrors, inconsistencies or omissions discovered. I • _____ m_m ___ § A.3.2.5 The Design-Builder shall provide to the Owner for Owner's written approval design documents sufficient to establish the size, quality and character of the Project; its architectural, structural, mechanical and electrical systems; and the materials and such other elements of the Project to the extent required by the Design-Build Documents. D1yiationf,'if\any, from the Design-Build Documents shall be disclosed in writing. ( ~!A~~.6 ppon\the Owner's written approval of the design documents submitted by the Design-Builder, the Design-, I ,Build~r ¢hall provide construction documents for review and written approval by the Owner. The construction I / doculh,nts s~llcfet forth in detail the requirements for construction of the Project. The construction documents shall ,.' I'" any ftom tl}e!Des gn-BUlld Documents shall be disclosed In wntIng. ConstructIOn documents may Include draWIngs, \ i, ' II'.,·, " SP,' ,c, fficat,i6i S',anJ.other documents and electronic data setting forth in detail the requirements for construction of the I ',"" W?fk,a~ti shall J.. . I/;/ ',' /' .' be consistent with the approved deSign documents; V "I ,,' / II .2 'p{Ovlde information for the use of those in the building trades; and \\, i / .' I .1 ,.3 /;i6chide documents customarily required for regulatory agency approvals. \\' 1\"]1 ( (~::\'§.Y" .3'2,7~: DeSj,in-BUilder shall meet with the Owner periodically to review progress of the design and construction ! I ,)cuni ... ents. /, ./", \ i 'i ", / . // i '~I\' ) j§~!~3.ay;O:thfowner's written approval of construction documents, the Design-Builder, with the assistance of the \ / / O"ner; shall p~pare and file documents required to obtain necessary approvals of governmental authorities having \ ( jiur1idic1iofr~!R the Project. ) I /jJ.3.;~~e Dlsigp,,!fUild"o/r shall obtain from each of the Design-Builder's professionals and furnish to the Owner / I / r>cCert:i1lc~tiou(witlYrespect(o the documents and services provided by such professionals (a) that, to the best of their I L---I (,., knowledge;infortnation,,1l'nd belief, the documents or services to which such certifications relate (i) are consistent with I <·~--·"",>the ProjecJ/CI'iieti~_§.~!f0rth in the Design-Build Documents, except to the extent specifically identified in such II! \,' ~~lficate .. , (ii}.c6mpiY Wit~ applicable professional practice standards, and (iii) comply with applicable laws, /, '~~, "Of(:lln~c(s, CQ?es, rulesjlod regulations governing the design of the Project; and (b) that the Owner and its consultants j \ ,,,;-.shall-be entit~~~t0-rely-upon the accuracy of the representations and statements contained in such certifications . .... _ \ C-" / "- -----_/ §(~,3.2:'10Jfthe OWner requests the Design-Builder, the Architect or the Design-Builder's other design professionals to e~~l!te cet!ificat~ther than those required by Section A.3.2.9, the proposed language of such certificates shall be r-submiited to -millesign-Builder, or the Architect and such design professionals through the Design-Builder, for review \and negotlation at least 14 days prior to the requested dates of execution. Neither the Design-Builder, the Architect nor such other design professionals shall be required to execute certificates that would require knowledge, services or re;porrsibUities beyond the scope of their respective agreements with the Owner or Design-Builder. § A.3.~ Construction § A.3.~.1 The Design-Builder shall perform no construction Work prior to the Owner's review and approval ofthe construction documents. The Design-Builder shall perform no portion of the Work for which the Design-Build --------DocurlIents require the Owner's review of submittals, such as Shop Drawings, Product Data and Samples, until the Owner has approved each submittal. Init. § A.3.3.2 The construction Work shall be in accordance with approved submittals, except that the Design-Builder shall not be relieved of responsibility for deviations from requirements of the Design-Build Documents by the Owner's approval of design and construction documents or other submittals such as Shop Drawings, Product Data, Samples or other submittals unless the Design-Builder has specifically informed the Owner in writing of such deviation at the time of submittal and (1) the Owner has given written approval to the specific deviation as a minor change in the Work, or (2) a Change Order or Construction Change Directive has been issued authorizing the deviation. The Design-Builder shall not be relieved of responsibility for errors or omissions in design and construction documents or other submittals such as Shop Drawings, Product Data, Samples or other submittals by the Owner's approval thereof. AlA Document A141 1M -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/2013 07:27:24 under the terms of AlA Documents on Demand® Order No, 2008586271 , and is not for resale, This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion, 7 § A.3.3.3 The Design-Builder shall direct specific attention, in writing or on resubmitted design and construction documents or other submittals such as Shop Drawings, Product Data, Samples or similar submittals, to revisions other than those requested by the Owner on previous submittals. In the absence of such written notice, the Owner's approval ~---()f a resubmission shall not apply to such revisions. [_~~~c.______ .~ A.3.3.4 When the Design-Build Documents require that a Contractor provide professional design services or certifications ~_.~ __ .. _ •.. c".' __ ···-_-.-7Jrelated to systems, materials or equipment, or when the Design-Builder in its discretion provides such design services or certifications through a Contractor, the Design-Builder shall cause professional design services or certifications to be provided by a properly licensed design professional, whose signature and seal shall appear on all drawings, calculations, specificatipl1s, certifications, Shop Drawings and other submittals prepared by such professional. Shop Drawings and other () sl,i~ittal~ relaied to the Work designed or certified by such professionals, if prepared by others, shall bear such design I I Rtofe~siopal'sivritten approval. The Owner shall be entitled to rely upon the adequacy, accuracy and completeness of the I I .iervides,/certifi .. Jtations or approvals performed by such design professionals. I / I I. I \.. J I § A.J3AThe/~Q~n-Builder shall be solely responsible for and have control over all construction means, methods, ... .1; .. tei7~":~u;t" ",d proc,du"" ",d fo, "",'d;n";ng ,II pomon, of th, Wo,k ""d" th' D,,;gn-BuBd Dooumon~. W ... o/A~.3iL:no,iIln-BuBd" ,hall k"p tho Own" ;nfonn,d of th, progre" ",d quaHty of th, Wo,k. , i ! . !~.3}'.1The pLgy-BUilder shall be responsible for the supervision and direction of the Work, using the Design-<\) I I /BuiJ¥'s beJ~kill and attention. If the Design-Build Documents give specific instructions concerning construction (\" I /1.--mecl ns, mytl)ods, t~6hniques, sequences or procedures, the Design-Builder shall evaluate the jobsite safety thereof and, \ \ I I / r'\\~cep(as~. fated bylow, shall be fully and solely responsible for the jobsite safety of such means, methods, techniques, \ ~ I ( I \s~u~e~s or Pf<J5;ypures.lfthe Desi~n-Bui~der determi,nes !hat such.means, ~ethods, techniques, sequences or . I-.,\' I ). J I PIfgedur~ .. rna.f, .flO} be safe, the DesIgn-BUilder shall gIve ttmely written notIce to the Owner and shall not proceed WIth \ . J tHat~j>m~O'f"lthnrework without further written instructions from the Owner. If the Design-Builder is then instructed to V / prdceed withtlpe' !equired means, methods, techniques, sequences or procedures without acceptance of changes \ pr6IiQ.sen.bycttie Design-Builder, the Owner shall be solely responsible for any resulting loss or damage. r. ·1/:::lFt;:;~2i&.n"~lfdJ'r shall b~ ~esponsibl~ for inspection of portions of Work already performed to determine I I /--thaQ:q~h.poftlOns/are III pJ'oper condItIOn to receIve subsequent Work. !_~ __ .J " .' '--2 . t_· _.// r·'Z:--~§~3.4 Lagor and M~~als ! ",-,-. §~.4;1iJnle(siltherwi~provided in the Design-Build Documents, the Design-Builder shall provide or cause to be (... \\~ .. provided a~&~hal1 pay f91'/design services, labor, materials, equipment, tools, construction equipment and machinery, \. >"0--watel,hbav,_~~n1ties,-tnfnsportation and other facilities and servi~es necessary for pro~er execution. and completion of '-\. th.~ Work;'wliether temporary or permanent and whether or not mcorporated or to be mcorporated m the Work. ~) n '-_c __ ~! U \ '\ / L/ § A.3.4J~hen a mjlt~rial is specified in the Design-Build Documents, the Design-Builder may make substitutions only Cwlththe--consenfof the Owner and, if appropriate, in accordance with a Change Order. " \\ \, §·A.;.3.4.3 The, Design-Builder shall enforce strict discipline and good order among the Design-Builder's employees and otherl'-ersOns carrying out the Design-Build Contract. The Design-Builder shall not permit employment of unfit persons \ ,----.--. --eF-p€FrnS not skilled in tasks assigned to them. § A.3.~ Warranty I The D~sign-Builder warrants to the Owner that materials and equipment furnished under the Design-Build c..-.------c-···-··..-Docurhents will be of good quality and new unless otherwise required or permitted by the Design-Build Documents, Init. that the Work will be free from defects not inherent in the quality required or permitted by law or otherwise, and that the Work will conform to the requirements of the Design-Build Documents. Work not conforming to these requirements, including substitutions not properly approved and authorized, may be considered defective. The Design-Builder's warranty excludes remedy for damage or defect caused by abuse, modifications not executed by the Design-Builder, improper or insufficient maintenance, improper operation, or normal wear and tear and normal usage. If required by the Owner, the Design-Builder shall furnish satisfactory evidence as to the kind and quality of materials and equipment. AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/2013 07:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion. 8 § A.3.6 Taxes The Design-Builder shall pay all sales, consumer, use and similar taxes for the Work provided by the Design-Builder which had been legally enacted on the date of the Agreement, whether or not yet effective or merely scheduled to go ~~~~-(nto effect. L_ _ ~§ A.3.7 Permits, Fees and Notices ~~.-.. --.,.-.,--"-'-'.'--.",,"7-"'''' A.3.7.1 The Design-Builder shall secure and pay for building and other permits and governmental fees, licenses and inspections necessary for the proper execution and completion ofthe Work which are customarily secured after execution of the Design-Build Contract and which were legally required on the date the Owner accepted the Design- -----.~ Builder's proposal. 1 ···.r-I \ .Ji1.7'2 fh. e .~eSign-BUilder shall comply with and give notices required by laws, ordinances, rules, regulations and I 1\ /awfu~ i ders 1fPUbliC authorities relating to the Project. I.. ........ ~ .. '. /§ ..... A:o/.7 .. t3 ... Ifio/t.Jlebesign-Builder's r~sponsibility to ascertain that the Work is in accordance with applicable laws, .. ..' ." .. / ordlh~ .. '. ce. s'lb~., d.es.l rules and regulatIons. I .' / / /: ~"71 ) l' .1 /.1 ....... · ........ ~/A ... i3.7 ..• ~ ... ,k.f/tth.e ....... De.~.'.ign-BUilder performs Work contrary to applicable laws, ordinances, codes, rules and regulations, the " ) i I .. ··. I7lsi2.? ti.I.'.I.de;./ ~.~l assume responsibility for such Work and shall bear the costs attributable to correction. "" \ /1 11A}.~ AliowAlcesi (~/ IL~ f.y'8~.1 rlly'Desj~h-Builder shall include in the Contract Sum all allowances stated in the Design-Build Documents. \ \ I I ~~teilis c~efed by allowances shall be supplied for such amounts and by such persons or entities as the Owner may \ \ I I II \dkec(bbt the p&'ign-Builder shall not be required to employ persons or entities to which the Design-Builder has /' \ \1! I I rcilspiiable}}o.1e"ctioh. ,~~ (1/ IV:/'/ I \ 'J) § ~)~.!ktUnless.6therwise provided in the Design-Build ~ocum.ents . . . . .. \ ( ( L~_F1-~IJowances shall cover the cost to the DeSIgn-BUIlder ofmatenals and eqUIpment dehvered at the sIte and I I J r------all requi~<:?_ taxes, less applicable trade discounts; I I ~ / .2 /Design::Bui!qer's costs for unloading and handling at the site, labor, installation costs, overhead, profit I J jr:~'=~~~ an?~other eipenses contemplated for stated allowance amounts shall be included in the Contract Sum but I L--:_ ~,) 1!?t.inJhe1l'llowances; and . /( 1 . ;~:.' ~.. "'~'. y (wh~..r!~ver costs are more than or less than allowances, the Contract Sum shall be adjusted accordingly by .. .f . "".". ""'~ ,eIlangeDr4,er. The amount of the Change Order shall reflect (l) the difference between actual costs and •. /. . "~) ('1 ~. the ~lJo~~nces under Section A.3.8.2.1 and (2) changes in Design-Builder's costs under .. "_ ... ,, j SectIOn A.3.8.2.2. .. '\,... \j ;-", ///~---."~ '-~ §\~).8~~ Materials al1d equipment under an allowance shall be selected by the Owner in sufficient time to avoid delay in the W orkl, .) , ....... ----c~.. • •. ____ ... ,../ \. . .. \§ A.3.9 Design.Builder's Schedule ~~.:3.9.1 ThS Design-Builder, promptly after execution of the Design-Build Contract, shall prepare and submit for the Ownersinformation the Design-Builder's schedule for the Work. The schedule shall not exceed time limits and shall be in 1·~~-.. ------.suelHlrtail as required under the Design-Build Documents, shall be revised at appropriate intervals as required by the ! conditions of the Work and Project, shall be related to the entire Project to the extent required by the Design-Build Docun~ents, shall provide for expeditious and practicable execution of the Work and shall include allowances for periods of i. _______________ ~Il1~_~~quired for the Owner's review and for approval of submissions by authorities having jurisdiction over the Project. Init. § A.3.9.2 The Design-Builder shall prepare and keep current a schedule of submittals required by the Design-Build Documents. § A.3.9.3 The Design-Builder shall perform the Work in general accordance with the most recent schedules submitted to the Owner. § A.3.10 Documents and Samples at the Site The Design-Builder shall maintain at the site for the Owner one record copy of the drawings, specifications, addenda, Change Orders and other Modifications, in good order and marked currently to record field changes and selections made during construction, and one record copy of approved Shop Drawings, Product Data, Samples and similar required submittals. These shall be delivered to the Owner upon completion of the Work. AlA Document A141 1M -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AlA ® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307.27.24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion. 9 § A.3.11 Shop Drawings, Product Data and Samples § A.3.11.1 Shop Drawings are drawings, diagrams, schedules and other data specially prepared for the Work by the Design- Builder or a Contractor, Subcontractor, manufacturer, supplier or distributor to illustrate some portion of the Work. I "--'h A.3.11.2 Product Data are illustrations, standard schedules, performance charts, instructions, brochures, diagrams and I" ' 6ther information furnished by the Design-Builder to illustrate materials or equipment for some portion of the Work. ,._~ ... __ ..... _--....J § A.3.11.3 Samples are physical examples that illustrate materials, equipment or workmanship and establish standards by which the Work will bejudged. ,~ i '\ §A:3,11.4/Sh0p, Drawings, Product Data, Samples and similar submittals are not Design-Build Documents. The purpose ortMir submittal is to demonstrate for those portions of the Work for which submittals are required by the Design-Build pocujne,htsthd way by which the Design-Builder proposes to conform to the Design-Build Documents. , /, J § A.~~t5Thj D~ign-Builder sh~1I review for compliance with the ?~sign-Bui~d Docum~nts and appro~e and ~ubmit to the 0w~er ~fyth9se Shop Drawmgs, Product Data, Samples and similar submittals reqUIred by the DeSign-BUIld D?fr.· men .,.i:,.W ... it.h. r1asonable promptness and in such sequence as to cause no delay in the Work or in the activities of the er O~f sep~ate contractors. I / \ ,§A.3/'J;.By approving and submitting Shop Drawings, Product Data, Samples and similar submittals, the Design- \ '\ /Bu9dir repryserits that the Design-Builder has determined and verified materials, field measurements and field (\V I I L c0)1siruct!Piy6riter~ related thereto, or will do so, and has checked and coordinated the information contained within \ \ J I ~:\U¢h s\lb'1J1ittals with the requirements of the Work and of the Design-Build Documents. \\i ( V/ /'''] h\ i. J f § .3:12 U¥ 6i~SiteJ 1\ J. I / T~~~e~n~B./ uil4er shall confine operations at the site to areas permitted by law, ordinances, permits and the Design- t~/ B~I)vDocumepfs, and shall not unreasonably encumber the site with materials or equipment. f :I L __ ·_C--' ~ I ) . § .,x~3~13Cufffng~nd Patching , (/.:.}~~.3.1.3.1Th~Desifon::}3uiI1er shaH be responsible for cutting, fitting or patching required to complete the Work or to ! / r-maR.e.ts-parts fit together properly. L: ___ J (. . ---~_, L __ .// I ~§1"3.13.2:rI1'I'J.)'esig!!:,Builder shaH not damage or endanger a portion of the Work or fuHy or partiaHy completed 1\\\, co.i1strucffon oJ/f1le Owne~or separate contractors by cutting, patching or otherwise altering such construction or by ( ".,;:. ex.;avatip'n; IQe Design-Jl~ilder shaH not cut or otherwise alter such construction by the Owner or a separate contractor \ ""~-except with' written.consent of the Owner and of such separate contractor; such consent shall not be unreasonably ~\ wjt~hel<h--Tl1e-Desjgn-Builder shall not unreasonably withhold from the Owner or a separate contractor the Design- ---. ./ B@dir~s consent t~utting or otherwise altering the Work. -.~--'-~-~' \§ A.3.f4'Cleaning Up '\§ A.3.14.1 1:.he Design-Builder shall keep the premises and surrounding area free from accumulation of waste materials 6r~ubbish caused by operations under the Design-Build Contract. At completion of the Work, the Design-Builder shall remOVe·tf~ and about the Project waste materials, rubbish, the Design-Builder's tools, construction equipment, ,--~----c-c-maGhil1ery and surplus materials. Init. 1 § A.3.1~.2 If the Design-Builder fails to clean up as provided in the Design-Build Documents, the Owner may do so and the CO$t thereof shaH be charged to the Design-Builder . ...................... .1 § A.3.15 Access to Work The Design-Builder shaH provide the Owner access to the Work in preparation and progress wherever located. § A.3.16 Royalties, Patents and Copyrights The Design-Builder shall pay all royalties and license fees. The Design-Builder shall defend suits or claims for infringement of copyrights and patent rights and shall hold the Owner harmless from loss on account thereof, but shall not be responsible for such defense or loss when a particular design, process or product of a particular manufacturer or manufacturers is required or where the copyright violations are contained in drawings, specifications or other documents prepared by or furnished to the Design-Builder by the Owner. However, if the Design-Builder has reason to believe that the required design, process or product is an infringement of a copyright or a patent, the Design-Builder shall be responsible for such loss unless such information is promptly furnished to the Owner. AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion. 10 § A.3.17 Indemnification § A.3.17.1 To the fullest extent permitted by law, the Design-Builder shall indemnify and hold harmless the Owner, I~"'~ pwner's consultants, and agents and employees of any of them from and against claims, damages, losses and expenses, ! nncluding but not limited to attorneys' fees, arising out of or resulting from performance of the Work, provided that such ~~. .--Jblai~, damage, loss or expense is attributable to bodily injury, sickness, disease or death or to injury to or destruction of ----~~.~.-.. ~·.---~-.. 7 tangible property other than the Work itself, but only to the extent caused by the negligent acts or omissions of the Design-Builder, Architect, a Contractor, a Subcontractor, anyone directly or indirectly employed by them or anyone for whose acts they may be liable, regardless of whether or not such claim, damage, loss or expense is caused in part by a party indep:il~fied hereunder. Such obligation shall not be construed to negate, abridge or reduce other rights or (I op1f~atioris of\fndemnity that would otherwise exist as to a party or person described in this Section A.3.l7. I I 'A.3.~ 7.1 Inclfims against any person or entity indemnified under this Section A.3 .17 by an employee of the Design-I /Builqh/the Arc/~tect, a Contractor, a Subcontractor, anyone directly or indirectly employed by them or anyone for whose I I actsthe'y triarbeJi,able, the indemnification obligation under Section A.3.l7.l shall not be limited by a limitation on I l. amJ¥ ..•. t ... 0 .... r. ty ...... P .... 6 .... 0f.ii.', amages, compensation or benefits payable by or for the Design-Builder, the Architect or a Contractor \ ./! '.' 07/ubj71actofjiunder workers' compensation acts, disability benefit acts or other employee benefit acts. I / '. '. A'iTICLE;AADldpUTE RESOLUTION '" .\ V / !§'AAftlairhS¥ntrQisputes \\, I /,' //§A.4).1Defjriiti6n.~ Claim is a demand or assertion by one of the parties seeking, as a matter of right, adjustment or I' \" ( /' I 1..-: in}lpret~i6}lofD1s~gn-Build Contract terms, payment of money, extension of time or other relief with respect to the \ \ I I I ~.'tephs 9f !he Design-Build Contract. The term "Claim" also includes other disputes and matters in question between the • \ \j i (( \~Wl1erand D~i~n\Builder arising out of or relating to the Design-Build Contract. Claims must be initiated by written ;~ (, J / . n(t~sP07ibility to substantiate Claims shall rest with the party making the Claim. ~\ ~/' §.~:~1;~jme9rhits o~ Claim~. ~Iaims by either party ~ust be initiated ,,:ithin 21 day~ ~fter ?c~urr~nce of the e,,:ent . ( .. gl\illJ~nse-to-such Claim or wlthm 21 days after the claimant first recogmzes the conditIOn glvmg rise to the Claim, I I . . {vtl1.·C .... h .. ev~. IS. II. a tit0y ' .Cla. ims must be initiated by written notice to the other party. ! I /~,.. /.. r-'~! ! /0<§:~1':1?-Continui~~ Perfor~ance. Pending final resolution of a Claim, except as otherwise agreed in writing or as provided f L __ J ( in Sectionk.:9.7.lLaruLArBcle A.14, the Design-Builder shall proceed diligently with performance of the Design-Build /j/;;;:--~~". '.C, "o.ntract and t6e;._~;~. w.ner sha.1I continue to make payments in accordance with the Design-Build Documents. '"" ~~/ /,.~ / (~" ' •. § A~'.4 Pfi~ fot Conc/e~le.d or Unk~~wn Con~itio~s. If condi.tions are encoun:er~d at t~e site whi~h are ~l) subsurface I \ <"<or-OtherWIse coneeale<Y'physlcal conditions whICh differ matenally from those Illdlcated III the DeSign-BUild Documents J \.~. ') od~) upk1fowll-ph,ysical conditions of an unusual nature which differ materially from those ordinarily found to exist '-.-~-a~g;ge'i1eral1yrecoitnized as inherent in construction activities of the character provided for in the Design-Build Document?, then thebbserving party shall give notice to the other party promptly before conditions are disturbed and in ~noevent,laterlfiar;21 days after first observance of the conditions. The Owner shall promptly investigate such \condition~'and, if they differ materially and cause an increase or decrease in the Design-Builder's cost of, or time te.quiredfor) performance of any part ofthe Work, shall negotiate with the Design-Builder an equitable adjustment in .. -" the ContraCt Sum or Contract Time, or both. If the Owner determines that the conditions at the site are not materially ,-------{1different from those indicated in the Design-Build Documents and that no change in the terms of the Design-Build Contdct is justified, the Owner shall so notify the Design-Builder in writing, stating the reasons. Claims by the Design- Build~r in opposition to such determination must be made within 21 days after the Owner has given notice of the 1_ decisiQn.Ifthe conditions encountered are materially different, the Contract Sum and Contract Time shall be equitably -------.. adjustbd, but if the Owner and Design-Builder cannot agree on an adjustment in the Contract Sum or Contract Time, the adjustment shall proceed pursuant to Section A.4.2. Init. § A.4.1.5 Claims for Additional Cost. If the Design-Builder wishes to make Claim for an increase in the Contract Sum, written notice as provided herein shall be given before proceeding to execute the Work. Prior notice is not required for Claims relating to an emergency endangering life or property arising under Section A.I 0.6. § A.4.1.6 If the Design-Builder believes additional cost is involved for reasons including but not limited to (1) an order by the Owner to stop the Work where the Design-Builder was not at fault, (2) a written order for the Work issued by the Owner, (3) failure of payment by the Owner, (4) termination of the Design-Build Contract by the Owner, (5) Owner's suspension or (6) other reasonable grounds, Claim shall be filed in accordance with this Section A.4.1. AlA Document A141 1M -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ®Document, or any portion of 11 it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/2013 07:27:24 under the terms of AlA Documents on Demand@ Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion. § A.4.1.7 Claims for Additional Time § A.4.1.7.1 Ifthe Design-Builder wishes to make Claim for an increase in the Contract Time, written notice as provided herein shall be given. The Design-Builder's Claim shall include an estimate of the time and its effect on the progress of ~~~~,cc~~cm~the Work. In the case ofa continuing delay, only one Claim is necessary. I ~ A.4.1.7.2 If adverse weather conditions are the basis for a Claim for additional time, such Claim shall be documented .. by data substantiating that weather conditions were abnormal for the period of time, could not have been reasonably '/ anticipated and had an adverse effect on the scheduled construction. 'c~c,~:_~_~~ § ~.4.1.8 Ir)Iu~ or Damage to Person or Property. If either party to the Design-Build Contract suffers injury or damage to p¢r~~m or jproperty because of an act or omission of the other party or of others for whose acts such party is legally "n r~spdnsib'le, wfitten notice of such injury or damage, whether or not insured, shall be given to the other party within a I leasobatlle tim~ not exceeding 21 days after discovery. The notice shall provide sufficient detail to enable the other I / I /,l I party/to'investi7~te the matter. J § All If 'nftpJces are stated in the Design-Build Documents or subsequently agreed upon, and if quantities ' • ' orjgj6al1Yfintem~lated are materially changed in a proposed Change Order or Construction Change Directive so that I, , applicati r of such unit prices to quantities of Work proposed will cause substantial inequity to the Owner or Design- J I , I,dil t , the ap~cable unit prices shall be equitably adjusted. \, \ )' >0" /§ A.4.)Z CI}li~itJ Consequential Damages. Design-Builder and Owner waive Claims against each other for (\,) I I ' " I~ co~~eqUe9ti/aldamtges arising out of or relating to the Design-Build Contract. This mutual waiver includes \ \ Ii" (--\\// /,/y, "'d~,, ages in~urred by the Owner for rental expenses, for losses o~u~e, income, profi.t, financing, business \ \~ I I, ' \~ "v/ / ',~~dreputatlOn, and for loss of management or employee productiVity or of the services of such persons; and fC.\ l II ) (, ~ /darry,hges incu~red by the Design-Builder for ~rincipal. office expenses !ncluding the compensation of "~ ~ \ /; ( ,~, personnel statIOned there, for losses of financlllg, busilless and reputatIOn, and for loss of profit except \ v/ '> // ,,'. yrtticipated profit arising directly from the Work. \ ( // ~,c~c~ \ ) ,f¥~~fuarw;i*er isapplicable, without limitation, to all consequential damages due to either party's termination in f I I:<;c-.~~rdance ~itli A~icle A:Y4. Nothin.g cont~ined in this Sect!on AA.l.l? shall be deemed t? precl~de an award of i; ',I j-hqu-lciateddlrect qamages,Mhen applicable, III accordance With the reqUirements of the DeSign-Build Documents. / L.~ ( , >"--L~~// / ,~c~~~§.~4.1.~1Jril1'e)nactment or revision o~ codes,. laws or regulatio~s or offi~ial interpretations which govern the Project I / '-'-" ca!lse:..an Illcre}l~o~e(lse of the DeSign-BUilder's cost of, or time reqUired for, performance of the Work, the I ( '-~ De~gn-~u~ld~~shall be ~)Uiitled ~o an equ~table adjustment in Contract Sum.or Contract :rime. I!the Owner an~ Design- I \ ""0BUlldfr ban'not agree-upon an adjustment III the Contract Sum or Contract Time, the DeSign-BUilder shall submit a J \~._ ') Cla\m p.ursUanlt~ection AA.l. __ c~ ()' "" \---. \ \ . §!-.'~ Res~~~~~~!elaims and Disput:s .. .. . r § A.4.2.1·Declslon by Neutral. If the parties have Identified a Neutral III SectIOn 6.1 of the Agreement or elsewhere III the \pesign-BrtQd Documents, then Claims, excluding those arising under Sections A.10.3 through A.10.5, shall be referred initially to the Neutral for decision. An initial decision by the Neutral shall be required as a condition precedent to m~(HatiOffof all Claims between the Owner and Design-Builder arising prior to the date final payment is due, unless 30 ,--------Iaays-have passed after the Claim has been referred to the Neutral with no decision having been rendered by the Neutral. UnlesJ the Neutral and all affected parties agree, the Neutral will not decide disputes between the Design-Builder and persoris or entities other than the Owner. Lc_,cccc,-~~c_-"c~-,~~c§A4:2.2 Decision by Owner. If the parties have not identified a Neutral in Section 6.1 of the Agreement or elsewhere in the Design-Build Documents then, except for those claims arising under Sections A.10.3 and A.10.5, the Owner shall provide an initial decision. An initial decision by the Owner shall be required as a condition precedent to mediation of all Claims between the Owner and Design-Builder arising prior to the date final payment is due, unless 30 days have passed after the Claim has been referred to the Owner with no decision having been rendered by the Owner. Init. § A.4.2.3 The initial decision pursuant to Sections AA.2.1 and AA.2.2 shall be in writing, shall state the reasons therefore and shall notify the parties of any change in the Contract Sum or Contract Time or both. The initial decision shall be final and binding on the parties but subject first to mediation under Section AA.3 and thereafter to such other dispute resolution methods as provided in Section 6.2 of the Agreement or elsewhere in the Design-Build Documents. AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of 12 it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion. § A.4.2.4 In the event of a Claim against the Design-Builder, the Owner may, but is not obligated to, notify the surety, if any, of the nature and amount of the Claim. If the Claim relates to a possibility ofa Design-Builder's default, the Owner may, but is not obligated to, notify the surety and request the surety's assistance in resolving the controversy. [ .. ··.--.··---.---·-1 I' § A.4.2.5 If a Claim relates to or is the subject of a mechanic's lien, the party asserting such Claim may proceed in . . rccordance with applicable law to comply with the lien notice or filing deadlines prior to initial resolution of the Claim. / § A.4.3 Mediation ~~~~~/ § A.4.3.1 Any Claim arising out of or related to the Design-Build Contract, except those waived as provided for in Sections ;(.4\1.10, A.9.1004 and A.9.l0.5, shall, after initial decision of the Claim or 30 days after submission of the (, CJ~~ for!init)\ll de~isi?n, b~ subject to m.ediation as ~ conditi?n precedent to arbitration or the institution of legal or I I 9'lUlt~ble7iorot~er bmdmg dIspute resolutIOn proceedmgs by eIther party. ! I / I J I § A.4.(3.? The ~a8!es shall endeavor to resolve their Claims by mediation which, unless the parties mutually agree I ~ othe~ise, sh~Wb;~ in accordance with the Construction Industry Mediation Rules of the American Arbitration Association cUlybntIy iniffect at the time of the mediation. Request for mediation shall be filed in writing with the other party to the 1\ I Des~~-~JillContact and with the American Arbitration Association. The request may be made concurrently with the I I filing of~~mandi for arbitration or other binding dispute resolution proceedings but, in such event, mediation shall . I I ,pr6ceeg i advanJe thereof or of legal or equitable proceedings, which shall be stayed pending mediation for a period of 60 ,l \, ; "'j(ays tf9 th~'eOrfiling, unless stayed for a longer period by agreement of the parties or court order. l\~» ( .. /~~§ #.3 JIlY'(artie) shall share the mediator's fee and any filing fees equally. The mediation shall beheld in the place \ \ I ( / ;-'" \v~er~}I(tyPl'ojec:yis located, unless an?ther location is. mu~u~lly. a~reed upon. Agreements reached in mediation shall be \ \ I I. . ( /·\ehfQrceableas.settlement agreements m any court havmgJunsdlctIOn thereof. \ '1 'j I ~ ///1 .~ I t I ! ~. /~~J '---.c, \ j I §, .4~Arl«:atl()~v . . . . . . .. \ V / .. '. § ~i4.4; . ClaIm), except those waIved as prOVIded for m SectIOns Ao4.l.l 0, A.9.1 004 and A.9.1 0.5, for whIch mltlal ( ?eQi~ions.:have T)ot become final and binding, and which have not been resolved by mediation but which are subject to . J.rpjtratiofFpUrSlJ~nt to Sections 6.2 and 6.3 of the Agreement or elsewhere in the Design-Build Documents, shall be j, 0~dcided by atYitrat~tfWIilCn, unless the parties mutually agree otherwise, shall be in accordance with the Construction /1 / [,-lnaI!~.!ry-ArDitr~tif~Rules/ofthe An:erica~.Arbit:ation Association currently ~n effe~t at the time ofth~ arbitration. !he ,! L .. ,-" dem\lndIor-arbltratLQu.stfull be filed m wntmg WIth the other party to the DeSIgn-BUIld Contract and WIth the Amencan " .'}/ I ~~--~'~"..'Arbitration/Agciation. / i """, ~~/ /--~~ ;! '. '. / "- / ( "~. §A :4.2 .A,de~l1and foraJbitration may be made no earlier than concurrently with the filing of a request for mediation, / '\ "~-.butirln6,e:VentshaIUt'15e made after the date when institution oflegal or equitable proceedings based on such Claim ~) r \_'" ) ~o.\!,ld j,e'l5arredhy the applicable statute of limitations as determined pursuant to Section A.13.6. J)) --U \ '\ / u n § ~.!4.3~ arbitr~tioh pursuant to this Section A.4.4 may be joined with an arbitration involving common issues oflaw or .. , (fact betweentneDwner or Design-Builder and any person or entity with whom the Owner or Design-Builder has a \contractu~\obligation to arbitrate disputes which does not prohibit consolidation or joinder. No other arbitration arising out 6f or relating to the Design-Build Contract shall include, by consolidation, joinder or in any other manner, an additional pe~n\)rei1tity not a party to the Design-Build Contract or not a party to an agreement with the Owner or Design-Builder, ,-------&xcept, by written consent containing a specific reference to the Design-Build Contract signed by the Owner and Design- Builder and any other person or entities sought to be joined. Consent to arbitration involving an additional person or entity shall n~t constitute consent to arbitration of any claim, dispute or other matter in question not described in the written conseI1t or with a person or entity not named or described therein. The foregoing agreement to arbitrate and other '-~----agreements to arbitrate with an additional person or entity duly consented to by the parties to the Agreement shall be specifically enforceable in accordance with applicable law in any court havingjurisdiction thereof. Init. § A.4.4.4 Claims and Timely Assertion of Claims. The party filing a notice of demand for arbitration must assert in the demand all Claims then known to that party on which arbitration is permitted to be demanded. § A.4.4.5 Judgment on Final Award. The award rendered by the arbitrator or arbitrators shall be final, and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof. ARTICLE A.5 AWARD OF CONTRACTS § A.5.1 Unless otherwise stated in the Design-Build Documents or the bidding or proposal requirements, the Design- Builder, as soon as practicable after award of the Design-Build Contract, shall furnish in writing to the Owner the names AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved, WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No, 2008586271. and is not for resale, This document is licensed by The American Institute of Architects for one-time use only. and may not be reproduced prior to its completion, 13 of additional persons or entities not originally included in the Design-Builder's proposal or in substitution of a person or entity (including those who are to furnish design services or materials or equipment fabricated to a special design) proposed for each principal portion of the Work. The Owner will promptly reply to the Design-Builder in writing stating r"'-'lwhether or not the Owner has reaso~able obj.ection to any such pro~ose.d additional person or entity. Failure of the l._~ .. _ .. ~Dwner to reply promptly shall constItute notIce of no reasonable obJectIOn . ...... _ ...... __ ._ .... ~~~ § A.5.2 The Design-Builder shall not contract with a proposed person or entity to whom which the Owner has made reasonable and timely objection. The Design-Builder shall not be required to contract with anyone to whom the Design- Builder has made reasonable objection. (~ § ['5\3 If lhe O\wner has reasonable objection to a person or entity proposed by the Design-Builder, the Design-Builder shall r1 1 pTopd,se apothetto whom the Owner has no reasonable objection. Ifthe proposed but rejected additional person or entity was leaso~a~lycaPfble of performing the Work, the Contract Sum and Contract Time shall be increased or decreased by the I .1 differ/!n¢e, if any" occasioned by such change, and an appropriate Change Order shall be issued before commencement of the substitJte pe¥oft'~\Or entity's Work. However, no increase in the Contract Sum or Contract Time shall be allowed for such Ch~g6UnleZfhe TIlesign-Builder has acted promptly and responsively in submitting names as required. o/. ... fl, .. · .. l .. ~ .• p .. ~ ! De. ~~-BOHd" ,hell not ch""g' a p,",on 0' 'ntity previoo,'y "l,cted if th, Own" mak" ",",onabl, / ~o~ectl . Mo suc~ substItute. f II!. '. //J ! § Ali cont!n9lnt .Aissignment of Contracts ( ! c-§t:;A .• 5.1 ];i:a91:i agre¢ment for a portion of the Work is assigned by the Design-Builder to the Owner provided that I / C"'\V // Y as~tgnment is effective only after termination of the Design-Build Contract by the Owner for cause ( / " / p§rluant to Section A.l4.2 and only for those agreements which the Owner accepts by notifying the , J I ) ( ~~convactor in writing; and ' ___ , ( . I)' ! ( 'v_:;~~V/ as~(gnment is subject to the prior rights of the surety, if any, obligated under bond relating to the Design- \ \/ ) / yuJld Contract. \ , (/ . -' \) .§ i.5~5;2-trp-oi1·~pch assignment, if the Work has been suspended for more than 30 days, the Contractor's compensation If.. r~l be equitab1y a,djt1ste<rfor increases in cost resulting from the suspension. / LJ GRTili1i;; xO'SIRU610N BY OWNER OR BY SEPARATE CONTRACTORS / /0-·-~:§1:6.1 ~er(sJ~!gJ1J!o Perform C?nstruction and to Award ~eparate Co~tracts .. / / ''.''. ". . ~.6.t;,1 The 9wnerreSe1'\:',es the fight to perform constructIOn or operatIOns related to the Project WIth the Owner's own ; 1 \ ~"" .... for~s:aI).d,!O<!J::war~ sepaprie cO.ntracts. in connection with ot~er portions of the Project or other construction or . \, "~-opefa6ohR,(m t1te-slttVThe DeSIgn-BUIlder shall cooperate WIth the Owner and separate contractors whose work mIght . \, . " i1J.!elfer/e-wltnth~pesign-Builder's Work. If the Design-Builder claims that delay or additional cost is involved because ~)./ oi.§Uch,action by th~ Owner, the Design-Builder shall make such Claim as provided in Section A.4.1 . . "., -.. ~-. ~:./") C§ A.6. t2 ... The 'feim "separate contractor" shall mean any contractor retained by the Owner pursuant to Section A.6.1.1. \ .. \ \~A.6.1.3 ~~ Owner shall provide for coordination of the activities of the Owner's own forces and of each separate co~tractor\vhh the work of the Design-Builder, who shall cooperate with them. The Design-Builder shall participate r----~---'witn.0fher separate contractors and the Owner in reviewing their construction schedules when directed to do so. The DesigQ.-Builder shall make any revisions to the construction schedule deemed necessary after a joint review and mutual agree~ent. The construction schedules shall then constitute the schedules to be used by the Design-Builder, separate contrabtors and the Owner until subsequently revised . ... -.--.... ~. .-.-... ~...! Init. § A.6.2 Mutual Responsibility § A.6.2.1 The Design-Builder shall afford the Owner and separate contractors reasonable opportunity for introduction and storage of their materials and equipment and performance of their activities and shall connect and coordinate the Design-Builder's construction and operations with theirs as required by the Design-Build Documents. § A.6.2.2 If part of the Design-Builder's Work depends for proper execution or results upon design, construction or operations by the Owner or a separate contractor, the Design-Builder shall, prior to proceeding with that portion of the Work, promptly report to the Owner apparent discrepancies or defects in such other construction that would render it unsuitable for such proper execution and results. Failure ofthe Design-Builder so to report shall constitute an acknowledgment that the Owner's or separate contractor's completed or partially completed construction is fit and proper to receive the Design-Builder's Work, except as to defects not then reasonably discoverable. AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271. and is not for resale. This document is licensed by The American Institute of Architects for one-time use only. and may not be reproduced prior to its completion. 14 § A.6.2.3 The Owner shall be reimbursed by the Design-Builder for costs incurred by the Owner which are payable to a separate contractor because of delays, improperly timed activities or defective construction of the Design-Builder. The [ --IOwner shall be responsible to the Design-Builder for costs incurred by the Design-Builder because of delays, ____ Jmproperly timed activities, damage to the Work or defective construction ofa separate contractor. ---~--~ § A.6.2.4 The Design-Builder shall promptly remedy damage wrongfully caused by the Design-Builder to completed or partially completed construction or to property of the Owner or separate contractors. --'-~-~ § A~6.2.5 TIie{)wner and each separate contractor shall have the same responsibilities for cutting and patching as are '-I dfs6\ibed/,in Sfction A.3.13. I I ! \ I I I § A.6.~ OWner'~ Right to Clean Up \ j If adis!?, lutearts~f among the Design-Builder, separate contractors and the Owner as to the responsibility under their I. res,~~cr,l;£..ve, cOh~a,C, ,',ts for maintaining the premises and surrounding area free from waste materials and rubbish, the I r " ' · ,'Owft'{f may, clean 'up and the Owner shall allocate the cost among those responsible. \1 '. ,',' ~~'CL ~{CHJNGES IN THE WORK I I ~'" ',§f·7;1 '~neral./ ..... I V ,'" ~ A.7l1 ~h~ge~.the W~rk may be accomplIshed after execution o~the Deslgn-B~lld .Contra~t, and wlth?u~ . ';, ! / ,'," /InV'I,~"a, t,lll, ,g, ,t, ~",l'lZ1),. e Ign-BUlld Contract, ?y Chang~ Order. or Construction Change Directive, subject to the lImitatIOns \ \' if" 1 stated In !h~/ArtJcl A.7 and elsewhere In the DeSign-BUIld Documents. \\1 1 ' ~,// // \ \11/ r, \§~.7/'{2:A Ch5J. %e,Order shall be based upon agreement between the Owner and Design-Builder. A Construction <\ ~ ! , / I " C~~e§tivetay be issued by the Owner with or without agreement by the Design-Builder. -~-\ \// § ~'l7!t;3~an~S' in the Work shall be performed under applicable provisions of the Design-Build Documents, and the \ (-p«~gn~Builder shall proceed promptly, unless otherwise provided in the Change Order or Construction Change Directive. \ 1 J Afc--------; ~--_ I I !/'~t.7.2 Change Order~, • ' 7 I / /[-§-A~I~~5~ha~gl Ord~r;§ a written instrument signed by the Owner and Design-Builder stating their agreement upon / I_~_--J ,all of the follo~lJlgL.:-._/ / 1~c::.C~"'>"'~. , j7 (~change in the Work; / / \,,'-,," ' ~"""-/.2 /Tne-aillOun~ of the adjustment, if any, in the Contract Sum; and / 1 ( '<>" ',' '>',> 03\ (The exte'3-t 6fthe adjustment, if any, in the Contract Time. \ ~ ~. ...---/ J '-.._, ______ / \ '''' --,------ j \__ \ §A,7.2.2.lftlieO\V,.ner requests a proposal for a change in the Work from the Design-Builder and subsequently elects not ,-___ .J t('tpjo~ed with the'\hange, a Change Order shall be issued to reimburse the Design-Builder for any costs incurred for estimatirigservices,~design services or preparation of proposed revisions to the Design-Build Documents. \--~---'... ~---,_/ '\§ A.7.2.3l\1~thods used in determining adjustments to the Contract Sum may include those listed in Section A.7.3.3. "'-...~ '. ,j § A.7~3-CO'ifstruction Change Directives r--------§-A.1.3.1 A Construction Change Directive is a written order signed by the Owner directing a change in the Work prior to agrclement on adjustment, ifany, in the Contract Sum or Contract Time, or both. The Owner may by Construction Change Directive, without invalidating the Design-Build Contract, order changes in the Work within the general scope i of the pesign-Build Documents consisting of additions, deletions or other revisions, the Contract Sum and Contract l--------------Time-being adjusted accordingly. Init. § A.7 .3.2 A Construction Change Directive shall be used in the absence of total agreement on the terms of a Change Order. § A.7.3.3 If the Construction Change Directive provides for an adjustment to the Contract Sum, the adjustment shall be based on one of the following methods: .1 Mutual acceptance of a lump sum properly itemized and supported by sufficient substantiating data to permit evaluation; .2 Unit prices stated in the Design-Build Documents or subsequently agreed upon, or equitably adjusted as provided in Section A.4.1.9; .3 Cost to be determined in a manner agreed upon by the parties and a mutually acceptable fixed or percentage fee; or .4 As provided in Section A.7.3.6. AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architecls. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 031141201307:27:24 under the terms of AlA Documents on Demand® Order No, 2008586271, and is not for resale, This document is licensed by The American Institule of Architects for one-time use only, and may not be reproduced prior to its completion, 15 § A.7.3.4 Upon receipt of a Construction Change Directive, the Design-Builder shall promptly proceed with the change in the Work involved and advise the Owner of the Design-Builder's agreement or disagreement with the method, ifany, [ .. --.. --~.~~~rovided in the Construction Change Directive for determining the proposed adjustment in the Contract Sum or _ fontract Time. ~~~~~~.'_"'_. __ ,_J§ A.7.3.5 A Construction Change Directive signed by the Design-Builder indicates the agreement of the Design-Builder therewith, including adjustment in Contract Sum and Contract Time or the method for determining them. Such agreement shall be effective immediately and shall be recorded as a Change Order. .. -.--~\! §f.'l.3.6 i~DeSign-BUilder does not respond promptly or disagrees with the method for adjustment in the Contract ! lie. Sum~the. imeth~d and the adjustment shall be detennined by the Owner on the basis of reasonable expenditures and savings i l ' .' f th~~e performing the Work attributable to the change, including, in case of an increase in the Contract Sum, a reasonable . II '" a.llow.lm~efor o •. V.f!.;.head and profit. In such cas~, and a~so u.nder Section. A.7.3.3.3, the.Design-B~i1der shall ~eep and presnl, In sutt/fopn as the Owner may prescnbe, an ItemIzed accountmg together wIth appropnate supportmg data. I I I to t 6fo1l9 n g:! Y·}·········. I. A·.'> Adtlitional costs of professional services; I ........ .....•. ./' .. / ..•.. 4.2 ... ' '. Cd.sts. of labor, including social security, old age and unemployment insurance, fringe benefits required I .•.... '0' p' .;/ ,BY/agreement or custom, and workers' compensation insurance; "I .... ". I." .3 /K..o.stS of materials, supplies and equipment, including cost of transportation, whether incorporated or (\\ I! .; ~. // / con~hmed; \ \.1 I. 1(\\ / ;/~;t. R~tal costs of machinery and equipment, exclusive of hand tools, whether rented from the Design- \ \1 I I /' ("...~/; J3;ul1der or oth~rs; .. . . / .. ::\ 1 J I! ) /.§/::;COS}S of premIUms for all bonds and Insurance, pennlt fees, and sales, use or SImIlar taxes related to the .•.•• -., 1\ / I \ \/// "1rk; and \ 'v~/ .) (/.6 j\:i:lditional costs of supervision and field office personnel directly attributable to the change. \ ( .. / L~c~-~ \ I J P,t;7;3;-7-Tli~funt of credit to be allowed by the Design-Builder to the Owner for a deletion or change that results in I I r<.l:het decrease in thf'Con~Ct Sum shall be actual net cost. When both additions and credits covering related Work or J! I ( .... sUlili .. ·S1.J!~io .. n?ar. e ipvolve~ih a change, the allowance for overhead and profit shall be figured on the basis of net / L--! increase,IIany~ witluespect to that change. / t·~-~~.,3:!f"~d~gfi~;Iaetennination of the total cost of a Construction Change Directive to the Owner, amounts not in / (. "~., disputj:: ~r.,s4h changes/hi the Work shall be included in Applications for Payment accompanied by a Change Order I \\ "" ""~indidtingjh.e parties!.agreement with part or all of such costs. For any portion of such cost that remains in dispute, the J \ O~ner shalrili:akt<., an interim determination for purposes of monthly payment for those costs. That detennination of cost ----_/ sQ.'!.ll adjust theCOllttact Sum on the same basis as a Change Order, subject to the right of the Design-Builder to di~~~Eee'aQ.~ ass~Claim in accordance with Article A.4. r ~"-. '~.- \~ A.7.3.9 W~en the Owner and Design-Builder reach agreement concerning the adjustments in the Contract Sum and GQntract Tit\1e, or otherwise reach agreement upon the adjustments, such agreement shall be effective immediately and sha1rbe-recorded by preparation and execution of an appropriate Change Order. §A.7.~ Minor Changes in the Work The O~ner shall have authority to order minor changes in the Work not involving adjustment in the Contract Sum or extens~on of the Contract Time and not inconsistent with the intent of the Design-Build Documents. Such changes shall ~----..... beeffJcted by written order and shall be binding on the Design-Builder. The Design-Builder shall carry out such written orders promptly. Init. ARTICLE A.8 TIME § A.8.1 Definitions § A.8.1.1 Unless otherwise provided, Contract Time is the period of time, including authorized adjustments, allotted in the Design-Build Documents for Substantial Completion of the Work. § A.8.1.2 The date of commencement of the Work shall be the date stated in the Agreement unless provision is made for the date to be fixed in a notice to proceed issued by the Owner. § A.8.1.3 The date of Substantial Completion is the date determined by the Owner in accordance with Section A.9.S. AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ®Document, or any portion of 16 it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand@ Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion. § A.S.1.4 The term "day" as used in the Design-Build Documents shall mean calendar day unless otherwise specifically defined. [-~-"~'""~-"§ A.S.2 Progress and Completion "W § A.S.2.1 Time limits stated in the Design-Build Documents are of the essence of the Design-Build Contract. By _""'_'_"""~~~----, 'executing the Design-Build Contract, the Design-Builder confirms that the Contract Time is a reasonable period for performing the Work. ~--I § A.S.2.2 T;Jiepesign-Builder shall not knowingly, except by agreement or instruction of the Owner in writing, I p{e~atur~ly c~mmence construction operations on the site or elsewhere prior to the effective date of insurance required 1 I I 1 by Al:ticle A.H to be furnished by the Design-Builder and Owner. The date of commencement of the Work shall not be 6hanged!by thd effective date of such insurance. Unless the date of commencement is established by the Design-Build : jDoculnfnts o~~~otice to proceed given by the Owner, the Design-Builder shall notifY the Owner in writing not less I tha~~ve da)js pr qther agreed period before commencing the Work to permit the timely filing of mortgages, mechanic's W liet nd oft sed!urity interests. II II §/A(S.2.3;fie Des~~n-Builder shall proceed expeditiously with adequate forces and shall achieve Substantial Completion I/;/Wlthin tnl Contr1ct Time. \! ! / //":) " \. J / ! /§ ~.jDelay~rid Extensions of Time \l' I I f I\§ !'.,&;3.1 ~f!Jle Des1gn-Builder is delayed at any time in the commencement or progress ~fthe Work by an act or neglect \ \ I I j" r~ o~thep\)::ner orol a separat~ cont:act?r employ~d by the Ow~er, or by changes ordered In the ~ork, o~ by labor \ \1 I ,/' ',dISPJltes, fire~m:isjlal delay In dehvenes, unavOIdable casualtIes or other causes beyond the DeSIgn-BUIlder's control, ", \ ~ I ; j o~b(del~/autl1~ri~ed by the Owner pending resolution of disputes pursuant to the Design-Build Documents, or by .,.:::.~ \ J / ot~el9yes\.vhic)< the Owner determines may justifY delay, then the Contract Time shall be extended by Change Order \ \// fo;>~en reaso~15le time as the Owner may determine. \ ) § ~S;-J.-2~Cl~aelating to time shall be made in accordance with applicable provisions of Section A.4.1. 7. I !~/ J., '.', / /""-'"""'C"l I i I <"' / J ! i / r--c§.A~~;3~3-:rh1s Section,A.8.ll does not preclude recovery of damages for delay by either party under other provisions of ! L_.-i ( • the,DI;~lgn:;~uildID..QCjJnients. ! ~----"~, ", / 0 ; 1 t~ ~~ICtEcA.9lAYMENTS'AND COMPLETION \0 ,§ A.9A, C?n~r~~ Su~ /) . .. ..... . \'~The-dontract Sum,ls,stated In the DeSign-BUIld Documents and, IncludIng authonzed adjustments, IS the total amount . \~,,_~...J Pfy~b~bytlie"O'Y~er to the Design-Builder for performance of the Work under the Design-Build Documents. ~j \ ~ § ~~~:.2 Sel:!~dule oL.-V lues \13efore~he firSt-Application for Payment, where the Contract Sum is based upon a Stipulated Sum or the Cost of the \Workplu~~ontractor's Fee with a Guaranteed Maximum Price, the Design-Builder shall submit to the Owner an initial sC~~,dul~ ~!)alues allocated to various portions ?f the ~ ork prepared in suc~ form and supported by such data to substantrate ItS accuracy as the Owner may reqUIre. ThIS schedule, unless objected to by the Owner, shall be used as a ,----~--ba&is_for reviewing the Design-Builder's Applications for Payment. The schedule of values may be updated periodically to refl~ct changes in the allocation of the Contract Sum. I I I § A.9.3; Applications for Payment L"~" ___ ~--~--~~~-§~A~9;3.1 At least ten days before the date established for each progress payment, the Design-Builder shall submit to the Init. Owner an itemized Application for Payment for operations completed in accordance with the current schedule of values. Such application shall be notarized, if required, and supported by such data substantiating the Design-Builder's right to payment as the Owner may require, such as copies of requisitions from Contractors and material suppliers, and reflecting retainage if provided for in the Design-Build Documents. § A.9.3.1.1 As provided in Section A.7.3.S, such applications may include requests for payment on account of Changes in the Work which have been properly authorized by Construction Change Directives but are not yet included in Change Orders. § A.9.3.1.2 Such applications may not include requests for payment for portions of the Work for which the Design- Builder does not intend to pay to a Contractor or material supplier or other parties providing services for the Design- Builder, unless such Work has been performed by others whom the Design-Builder intends to pay. AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of 17 it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271. and is not for resale. This document is licensed by The American Institute of Architects for one-time use only. and may not be reproduced prior to its completion. § A.9.3.2 Unless otherwise provided in the Design-Build Documents, payments shall be made on account of materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work. If approved in advance r .... ·····----~-~~iby the Owner, payment may similarly be made for materials and equipment suitably stored off the site at a location agreed upon in writing. Payment for materials and equipment stored on or off the site shall be conditioned upon _.~ __ Jompliance by the Design-Builder with procedures satisfactory to the Owner to establish the Owner's title to such "-"~ materials and equipment or otherwise protect the Owner's interest and shall include the costs of applicable insurance, storage and transportation to the site for such materials and equipment stored off the site. ""--"~~ § ~9.3.3 TfM\p'esign-Builder warrants that title to all ~ ork other than Instrume.nts of ~ervice covered by an Application " f9r~aymrnt will pass to the Owner no later than the tIme of payment. The DesIgn-BUIlder further warrants that, upon 1 l s.iIhm.'. itta.ltO.fa.a Application for Payment, all Work for which Certificates for Payment have been previously issued and 1.!16aym~nt~recetved from the Owner shall, to the best of the Design-Builder's knowledge, information and belief, be free land ciear ,of li6 ns, Claims, security interests or encumbrances in favor of the Design-Builder, Contractors, I I~'. . Suhdorltract9,fs{?\aterial supp~iers, or other persons or entities making a claim by reason of having provided labor, I' I .... mj,falSirqlllpment relatmg to the Work. II \ .. , . ,.', ,'W~i9.4 AC~noWle~~~m.ent of Application For ~ayment .. . . . . I I I .' .;). ..• , T)ie OWhfrshallfWlthm seven days after receIpt ofthe DesIgn-Builder's ApplIcatIOn for Payment, Issue to the Deslgn- 1\, I ' ! ' .. ', .• ' ,B. "uildlr,!.~a,'w,ritttf~,aCa~noWledgement of receipt ~fthe I?esign-Builder's Applic~tion f~r Payment in?icating the .amount the >~\ / '. /ow;7h,as d./,e,'.',. rm, lltd to be properly due and, If applIcable, the reasons for wlthholdmg payment m whole or m part. \ \ (/ I ~\§1:~.sp~{ions~6 Withhold Payment \ \! I I ( . \~.9Jl'The O~J;1~r may withhol~ a ~ayment in whole or in part to the extent reaso~ab~y ~ecess~ry to prote~t th.e r""~\ 1 i ; f O>,,?er d~t~lle 9wner.'s determm~tlOn t~at the Work has. not progre.ssed to. the pomt mdlcated m the ApplIcatIOn for " " j / PaY~~t;>r1hat ~e qualIty of Work IS not m accordance wIth the DesIgn-BUIld Documents. The Owner may also 'v /" wllhnotaa paY,91ent or, because of subsequently discovered evidence, may nullifY the whole or a part of an Application ( fof:Eay:ment-e,r~Yiously issued to such extent as may be necessary to protect the Owner from loss for which the Design- I Bl;lilderisrespopsible, including loss resulting from acts and omissions, because of the following: I r-:~ .1 /Def~ct'tve Wbrk not remedied; j I -----".--.~/ Thjrd-party/claims filed or reasonable evidence indicating probable filing of such claims unless security .• j acceptabllto the Owner is provided by the Design-Builder; CE~r.eofthe Design-Builder to make payments properly to Contractors or for design services labor, /materiaIsor, equipment; ( 4, ~ReasonabJeevidence that the Work cannot be completed for the unpaid balance of the Contract Sum; .5) Damage'to the Owner or a separate contractor; /"S"--"Re,!sonable evidence that the Work will not be completed within the Contract Time and that the unpaid \ balance would not be adequate to cover actual or liquidated damages for the anticipated delay; or \"{ .. "~~I's.isfent failure to carry out the Work in accordance with the Design-Build Documents. C'-·---~·~~~ \§ A.9.S.2 When the above reasons for withholding payment are removed, payment will be made for amounts previously W1Jhheld. \ ,-------§A9.6, Progress Payments § A.9.~.1 After the Owner has issued a written acknowledgement of receipt of the Design-Builder's Application for Paym~nt, the Owner shall make payment of the amount, in the manner and within the time provided in the Design-Build DocUlVents . ..... ---.. ---.. -... -.-.-.. ~ Init. § A.9.6.2 The Design-Builder shall promptly pay the Architect, each design professional and other consultants retained directly by the Design-Builder, upon receipt of payment from the Owner, out of the amount paid to the Design-Builder on account of each such party's respective portion of the Work, the amount to which each such party is entitled. § A.9.6.3 The Design-Builder shall promptly pay each Contractor, upon receipt of payment from the Owner, out of the amount paid to the Design-Builder on account of such Contractor's portion of the Work, the amount to which said Contractor is entitled, reflecting percentages actually retained from payments to the Design-Builder on account of the Contractor's portion of the Work. The Design-Builder shall, by appropriate agreement with each Contractor, require each Contractor to make payments to Subcontractors in a similar manner. AlA Document A 141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AlA ® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307.27.24 under the terms of AlA Documents on Demand® Order No, 2008586271, and is not for resale, This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion, 18 § A.9.S.4 The Owner shall have no obligation to payor to see to the payment of money to a Contractor except as may otherwise be required by law. l' '~""~'-""-. -f A.9.S.5 Payment to material suppliers shall be treated in a manner similar to that provided in Sections A.9.6.3 and A.9.6.4. § A.9.S.S A progress payment, or partial or entire use or occupancy of the Project by the Owner, shall not constitute _ .. __ .......Jlacceptance of Work not in accordance with the Design-Build Documents. ~, ! / § A.9.S.7 Unless the Design-Builder provides the Owner with a payment bond in the full penal sum of the Contract Sum, pa)',ments received by the Design-Builder for Work properly performed by Contractors and suppliers shall be held by the geslgn-.Bpild~ for those ~ontractors or suppliers who performed WO:k or fum.ished ma!erials, or bo~h, under contract with t)ie]j~slgn-Bu~der for which payment was made by the Owner. Nothmg contamed herem shall reqUIre money to be placed !'n a s+pafate adcount and not be commingled with money ofthe Design-Builder, shall create any fiduciary liability or tort 1 .. i.ab.i1i'ty. 10il ... t. h. e.1p. i\rt of the Design-Builder for breach of trust or shall entitle any person or entity to an award of punitive .' damig,6s ag;hsl tJe Design-Builder for breach ofthe requirements of this provision. j§ 4{FajJ/fof Pflyment .. ... . / If:t,:6r reaioke~th~r than those enumerated m SectIon A.9.S.l, the Owner does not Issue a payment wlthm the tIme ..... p.ef.r.·i~'.(Od .. ~q;. uire,d 9.y ..... Section 5.1.3 of the Agreement, then the Design-Builder may, upon seven additional days' written . .~I otic ~ the o/;~~ stop the Work until payment of t~e amount owing has been received .. The C.ontract Time shall be / / .. , exte gedappIJ,pr.lateIY and the Contract Sum shall be mcreased by the amount of the DeSign-BUIlder's reasonable costs ( . (~t&/aCjtd ""'-up, pi", ;uM"t "' prov;ded fo,;n the D";gn-BuHd Dooument;. I !!'" '-l 'A.9;~Subst~traL~ompletion J ) I § t·?;~·1 SJlbJtafui,-~ompletion is th~ stage in t~e pro~ress of the Work when the Work or designated portion thereof is \, . ) / suffi.~nt(y/60mplete III accordance With the DeSign-BUIld Documents so that the Owner can occupy or use the Work or a V/ . .p~~on·fuere09'6r its intended use. i ) . £ ts~8;=~fl9\e Design-Builder considers that the Work, or a portion thereof which the Owner agrees to accept ,~eparately, is /subst~ntialIY1'0mplete, the Design-Builder shall prepare and submit to the Owner a comprehensive list of / /--:-itemt:to-beccompleted or c6rrected prior to final payment. Failure to include an item on such list does not alter the L,c~,J (, responsIBility ofthe.Des(gn-Builder to complete all Work in accordance with the Design-Build Documents. /;,:-~-~,.""",. / C) '. / "-... "-'" "§~9.8;n:JpOlyreCeiPt (lrthe Design-Builder's list, the Owner shall make an inspection to determine whether the Work (, ".~. ?r desjgl)at~c(~ortio~ tho/~of is su~stanti~lly ~omplete. If t~e Owner's inspection ~isclos~s any item, whether or not \ "-~_mcluded.Ori the'Deslgll-BUllder's lIst, which IS not substantIally complete, the DeSign-BUIlder shall complete or correct \, \ suc.j1 it~m;lifSJlC~ case, the Design-Builder shall then submit a request for another inspection by the Owner to --~....J d~lehl1~ne whethert~e Design-Builder's Work is substantially complete. ,~-.'~ // C§ A.9.8:-4·In tfie'event of a dispute regarding whether the Design-Builder's Work is substantially complete, the dispute \shall be res(?lved pursuant to Article A.4. " \ "'" .1 § A.9:8;S'When the Work or designated portion thereof is substantially complete, the Design-Builder shall prepare for the .----.....,---GwncF,'s signature an Acknowledgement of Substantial Completion which, when signed by the Owner, shall establish (1) the! date of Substantial Completion of the Work, (2) responsibilities between the Owner and Design-Builder for security, maintenance, heat, utilities, damage to the Work and insurance, and (3) the time within which the Design-Builder shall f1nish all items on the list accompanying the Acknowledgement. When the Owner's inspection discloses that the ""'''Workbr a designated portion thereof is substantially complete, the Owner shall sign the Acknowledgement of Substantial Completion. Warranties required by the Design-Build Documents shall commence on the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the Acknowledgement of Substantial Completion. Init. § A.9.8.S Upon execution of the Acknowledgement of Substantial Completion and consent of surety, if any, the Owner shall make payment of retain age applying to such Work or designated portion thereof. Such payment shall be adjusted for Work that is incomplete or not in accordance with the requirements of the Design-Build Documents. § A.9.9 Partial Occupancy or Use § A.9.9.1 The Owner may occupy or use any completed or partially completed pOliion of the Work at any stage when such portion is designated by separate agreement with the Design-Builder, provided such occupancy or use is consented to by the insurer, if so required by the insurer, and authorized by public authorities having jurisdiction over the Work. AlA Document A 141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AlA ® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of 19 it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one,time use only, and may not be reproduced prior to its completion. Such partial occupancy or use may commence whether or not the portion is substantially complete, provided the Owner and Design-Builder have accepted in writing the responsibilities assigned to each of them for payments, retainage, if any, security, maintenance, heat, utilities, damage to the Work and insurance, and have agreed in writing concerning the ~-~.~~period for completion or correction of the Work and commencement of warranties required by the Design-Build I. Documents. When the Design-Builder considers a portion substantially complete, the Design-Builder shall prepare and bubmit a list to the Owner as provided under Section A.9.8.2. Consent of the Design-Builder to partial occupancy or use ___ .-11 ..... shall not be unreasonably withheld. The stage of the progress of the Work shall be determined by written agreement between the Owner and Design-Builder. § A.9.9.2 Im~ediately prior to such partial occupancy or use, the Owner and Design-Builder shall jointly inspect the area tdb'R.' occJpied or portion of the Work to be used to determine and record the condition of the Work. r /.\!. \ I 1 § A.9.~.3;bnle~~ otherwise agreed upon, partial occupancy or use of a portion or portions of the Work shall not 11 ) ;/consT;teac7.jt\nce of Work not complying with the requirements of the Design-Build Documents. II '. ' .. §A.9.io Final Com~letion and Final Payment I . 1./ § f.~:10.1 Jlon repeipt of written notice that the Work is ready for final inspection and acceptance and upon receipt of a I II If" 9hfl1 Apy,Y6ationIor Pay~ent, t~e Owner shall promptly make such inspection and, whe~ the Owne~ finds the Work I vi \ ... jac. b.ePt,bJe. u ... nde~th.e DeSIgn-BUIld Documents and fully performed, the Owner shall, subject to SectIOn A.9.l0.2, \ I . . ..... / /romptlY mako/fjnaj payment to the Design-Builder. \ "'. I / '/Il·if. // I (~; (( . I\§ ~i9.~O.2~9i(her 9nal payment nor. any remaining r~tained perce?tage will b~come due until th.e Design-Builder \ \ I I I r\ Stlpmlt$'{)Ythe Oryner (1) an affidavIt that payrolls, bIlls for materIals and eqUIpment, and other Indebtedness connected \ \1 I I f,,~th-~e-WorkJ§~hich the Own~r or the Ow.ner's ~roperty might ~e respon~ible ?r encu~bered (less aI~ounts /.,'\ ~ I ! I wlt~held ~~/2..wne~) have been pa~d ?r otherwIse satIsfied, (2) a ~ertlficate e~ldencIng that ~nsurance reqUIred by the . \ ; / .d~di89.~J1d Doc6ments to remaIn In force after final payment IS currently In effect and WIll not be cancelled or \/ / al~wed to expy:6 until at least 30 days' prior written notice has been given to the Owner, (3) a written statement that the / J?e~n-J3uilder knows of no substantial reason that the insurance will not be renewable to cover the period required by ) th~-Bestgn::BUi9 Documents, (4) consent of surety, if any, to final payment, and (5) if required by the Owner, other data I r;establishing p}yment'Or satfsfaction of obligations, such as receipts, releases and waivers of liens, claims, security / f/!~-lnt~s~~l"encUlybrance~~rising out of the l?esign-Build Cont:act, to t~e extent and in such form ~s may .be designated L .. ~J by the OwlYer. If a.contractor refuses to furmsh a release or WaIver reqUIred by the Owner, the DeSIgn-BUIlder may !;~~~-'~flJ[lliSh a)OhcG~J~!?ry. t? the O:"ner to indemnifY the Owner against such lien. If such lien remai~s unsatisfie? after /"."p~mellts are JITaae, the B~slgn-BuI1der shall refund to the Owner all money that the Owner may be lIable to pay In ( "~_~.:~ti(:t~t~~~~~9arge of such lien, including all costs and reasonable attorneys' fees. \\. '\ §A ... 9.1Q,3·lf;afte~he Owner determines that the Design-Builder's Work or designated portion thereof is substantially ~)"'~~ d:!.l!1Pleted, final cOflwletion thereof is materially delayed through no fault of the Design-Builder or by issuance of a / Change 0rderora C6nstruction Change Directive affecting final completion, the Owner shall, upon application by the rDeSl~B.uifaer, fuake payment of the balance due for that portion of the Work fully completed and accepted. If the \remaining'~alance for Work not fully completed or corrected is less than retainage stipulated in the Design-Build Hocuments,\and if bonds have been furnished, the written consent of surety to payment of the balance due for that porlibn'ofthe Work fully completed and accepted shall be submitted by the Design-Builder. Such payment shall be ~-------jmaatHJnder terms and conditions governing final payment, except that it shall not constitute a waiver of claims. I § A.9.1:0.4 The making of final payment shall constitute a waiver of Claims by the Owner except those arising from i.1 liens, Claims, security interests or encumbrances arising out of the Design-Build Documents and l ..... _. ___ ... _._. ____ . __ ._.~ unsettled; Init. .2 failure of the Work to comply with the requirements of the Design-Build Documents; or .3 terms of special warranties required by the Design-Build Documents. § A.9.10.S Acceptance of final payment by the Design-Builder, a Contractor or material supplier shall constitute a waiver of claims by that payee except those previously made in writing and identified by that payee as unsettled at the time of final Application for Payment. ARTICLE A.10 PROTECTION OF PERSONS AND PROPERTY § A.10.1 Safety Precautions and Programs The Design-Builder shall be responsible for initiating and maintaining all safety precautions and programs in connection with the perfonnance of the Design-Build Contract. AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of 20 it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271. and is not for resale. This document is licensed by The American Institute of Architects for one-time use only. and may not be reproduced prior to its completion. § A.10.2 Safety of Persons and Property § A.10.2.1 The Design-Builder shall take reasonable precautions for safety of, and shall provide reasonable protection to 'prevent damage, injury or loss to 1 .1 employees on the Work and other persons who may be affected thereby; --..J .2 the Work and materials and equipment to be incorporated therein, whether in storage on or off the site or .............................. ' ................ ~ ... ...., under the care, custody or control of the Design-Builder or the Design-Builder's Contractors or Subcontractors; and .3 other property at the site or adjacent thereto, such as trees, shrubs, lawns, walks, pavements, roadways, ..... ······· .. ··,······1 /' ;(\ structures and utilities not designated for removal, relocation or replacement in the course of n 1.1 \ . \ construction. I 'A.1~.2.JThe~eSign-BUilder shall give notices and comply with applicable laws, ordinances, rules, regulations and lawful I I.·... Jorde? qf pubJi'c ~thorities bearing on safety of persons or property or their protection from damage, injury or loss. j )...., § A;!9{3Thlncs?gn-BUilder shall erect and maintain, as required by ~xist~ng co?ditions.and perfor~ance of the 1 / Desjgn-Build DocjJments, reasonable safeguards for safety and protectIOn, IncludIng postIng danger signs and other I ! /finiriZ~gainst hazards, promulgating safety regulations and notifying owners and users of adjacent sites and utilities. 1 V / /iA.10(2A Whe~~ or storage of explosives or other hazardous materials or equipment or unusual methods are '\ 1;/ I//nece~s'~ry fqpl,c:Xecuiion ofthe Work, the Design-Builder shall exercise utmost care and carry on such activities under /. ' ,/ / •• j J I I'fi d I \ \' { I L. s~pervIs19np pro)jer y qua I Ie personne. \ \ i i / ,.-----:v; J//~":' \ \ I I' / ( \§,A.jO.2:'5 The / 5sign-Builder shall promptly remedy damage and loss (other than damage or loss insured under , \ ~ I )! Pf0p{rty i9-S raiice }equired by the Design-Build Documents) to property referred to in Sections A.l 0.2.l.2 and ".\ (, ) I ~ I~J.y)/~a~serln whole or in part by the Design-Builder, the Architect, a Contractor, ~ Subcontractor, ?r anyone v // . dlfectlyor 111d~ctly employed by any of them or by anyone for whose acts they may be lIable and for which the ( J?~$fgl1=Builder is responsible under Sections A.IO.2.l.2 and A.IO.2.I.3, except damage or loss attributable to acts or i 4>l11issiOl1so~)Owner or anyone directly or indirectly employed by the Owner, or by anyone for whose acts the I . ~~~wner may b~liabJe;!ii1d~ot attributable to the fault or negligence of the Design-Builder. The foregoing obligations of / j /-the-=Q~~!uild?t are inJddition to the Design-Builder's obligations under Section A.3.17. !:~=~~~"§~10.2.6;:r~e::D'e~ig~ilder shall designate in writing to the Owner a responsible individual whose duty shall be the /'\<\. pr~tion o<Ccidents~, \\ ':;'--§.A.10~2.ehe besign-B~~der shall not load or permit any part of the construction or site to be loaded so as to endanger \. \ its_safe!y~-'---~ ~-.--~.-.-~) ( .. '\ ('" \, '..-) \ \ § A.10.3 Hazardous Materials ([A.10C3J Ifre-asOi1'able precautions will be inadequate to prevent foreseeable bodily injury or death to persons resulting \from a m~~rial or substance, including but not limited to asbestos or polychlorinated biphenyl (PCB), encountered on th~ site by the Design-Builder, the Design-Builder shall, upon recognizing the condition, immediately stop Work in the affecled'area and report the condition to the Owner. !-·-----§~A~·:-.1-,Oj3.2 The Owner shall obtain the services of a licensed laboratory to verify the presence or absence of the material or ! substa~ce reported by the Design-Builder and, in the event such material or substance is found to be present, to verify that I it has \?een rendered harmless. Unless otherwise required by the Design-Build Documents, the Owner shall furnish in L...... .... writing to the Design-Builder the names and qualifications of persons or entities who are to perform tests verifying the In it. presence or absence of such material or substance or who are to perform the task of removal or safe containment of such material or substance. The Design-Builder shall promptly reply to the Owner in writing stating whether or not the Design- Builder has reasonable objection to the persons or entities proposed by the Owner. If the Design-Builder has an objection to a person or entity proposed by the Owner, the Owner shall propose another to whom the Design-Builder has no reasonable objection. When the material or substance has been rendered harmless, work in the affected area shall resume upon written agreement of the Owner and Design-Builder. The Contract Time shall be extended appropriately, and the Contract Sum shall be increased in the amount of the Design-Builder's reasonable additional costs of shutdown, delay and start-up, which adjustments shall be accomplished as provided in Article A.7. § A.10.3.3 To the fullest extent permitted by law, the Owner shall indemnify and hold harmless the Design-Builder, Contractors, Subcontractors, Architect, Architect's consultants and the agents and employees of any of them from and AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of 21 it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion. against Claims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from performance of the Work in the affected area ifin fact the material or substance exists on site as of the date of the Agreement, is not disclosed in the Design-Build Documents and presents the risk of bodily injury or death as described ~"~~~~~n Section A.lO.3.l and has not been rendered harmless, provided that such Claim, damage, loss or expense is ! ~ttributable to bodily injury, sickness, disease or death or to injury to or destruction oftangible property (other than the JWork itself) to the extent that such damage, loss or expense is not due to the negligence of the Design-Builder, .-,-.-~-.-.. ~.-,,~.-.. ~. --Contractors, Subcontractors, Architect, Architect's consultants and the agents and employees of any of them. § A.10.4 The Owner shall not be responsible under Section A.lO.3 for materials and substances brought to the site by the Design-Bulkier unless such materials or substances were required by the Design-Build Documents. (\ I \ I (I , r A.1Q.5 ~f, without negligence on the part of the Design-Builder, the Design-Builder is held liable for the cost of I \ leme4ia~on ~~a, h, azardous material or substance solely by reason of performing Work as required by the Design-Build I jDocuinents, tliepwner shall indemnifY the Design-Builder for all cost and expense thereby incurred. / ' / / , j/\ ) • § Aio(6EOlergen~,es P' Injal emer~/ncy &ffecting safety of persons or property, the Design-Builder shall act, at the Design-Builder's discretion, 1\ t9 prevey{;hreaterted damage, injury or loss. Additional compensation or extension of time claimed by the Design- I ,V /'ilder~n acc09ht of an emergency shall be determined as provided in Section AA.1.7 and Article A.7. ,; /!J II-II~ \\ I / <~~tRTI9LE A.tf)NSyRANCE AND BONDS f \V {! / ~_\§ 1.,t1 E,xSJ2pt as Fay otherwise be set forth in the Agreement or elsewhere in the Design-Build Documents, the Owner \ \ 'I' ( / r----\ at\d D~sr~ri~Builder shall purchase and maintain the following types of insurance with limits of liability and deductible \ \ 'I' / I \atllOJ1hts'a,',nd Sl!b,',(, est to such terms and conditions, as set forth in this Article A.II. \ 'l i! ") / ,,' //'/ I :''''! I! §!.,'~~1~~, S,19noB, p, llder's Liability Insurance '~"\ \// § ~'111<2:(The Design-Builder shall purchase from and maintain in a company or companies lawfully authorized to do \ (/~ti~~ssjfleth~risdiction in which the Project is located such insurance as will protect the Design-Builder from claims set \ I, ,forth-bel{)'\\fthatray arise out of or result from the Design-Builder's operations under the Design-Build Contract and for J I ,~~~whichthe De~gn-~il~ay be legally liable, whether such operations be by the Design-Builder, by a Contractor or by j! / f-any~cdireCtly or/llldirectLyemployed by any of them, or by anyone for whose acts any of them may be liable: j L __ cl (,,' '~:1'1 Claims_uneler workers' compensation, disability benefit and other similar employee benefit acts which / <:::""~~ ""'~ .',,' // (~~plicable to the Work to be per.for~~d; '" . ! 1,<' ,~,~ "-~.2 /elanns fOr~~amages because of bodIly InJury, occupatIOnal SIckness or dIsease, or death of the Deslgn- i \, '0 '. .) '~\ \,Bui!der's)~fuployees; . ... . /" ~--"~~,. (.3) ClaIms-for damages because of bodIly InJury, SIckness or dIsease, or death of any person other than the J \\" \ //-----f)e~ign-Builder's employees; 'j"--C. > \ .4 Clai'in.s for damages insured by usual personal injury liability coverage; ,,_, ;~ Clai!J:1~ for damages, other than to the Work itself, because of injury to or destruction of tangible C" ~'. "-property, including loss of use resulting therefrom; \ .6\ Claims for damages because of bodily injury, death of a person or property damage arising out of "'" ',. ~ ownership, maintenance or use of a motor vehicle; "---;7-Claims for bodily injury or property damage arising out of completed operations; and .8 Claims involving contractual liability insurance applicable to the Design-Builder's obligations under Section A.3 .17. § A.11J,2.2 The insurance required by Section A.l1.2.l shall be written for not less than limits of liability specified in the -----Design-Build Documents or required by law, whichever coverage is greater. Coverages, whether written on an occurrence or claims-made basis, shall be maintained without interruption from date of commencement of the Work until date of final payment and termination of any coverage required to be maintained after final payment. Init. § A.11.2.3 Certificates of insurance acceptable to the Owner shall be filed with the Owner prior to commencement of the Work. These certificates and the insurance policies required by this Section A.II.2 shall contain a provision that coverages afforded under the policies will not be canceled or allowed to expire until at least 30 days' prior written notice has been given to the Owner. If any of the foregoing insurance coverages are required to remain in force after final payment and are reasonably available, an additional certificate evidencing continuation of such coverage shall be submitted with the final Application for Payment as required by Section A.9.1 0.2. Infonnation concerning reduction of coverage on account of revised limits or claims paid under the General Aggregate, or both, shall be furnished by the Design-Builder with reasonable promptness in accordance with the Design-Builder's information and belief. AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of 22 it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/2013 07:27:24 under the terms of AlA Documents on Demand® Order No, 2008586271 , and is not for resale. This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion, § A.11.3 Owner's Liability Insurance The Owner shall be responsible for purchasing and maintaining the Owner's usual liability insurance. "'''''~~~1 § A.11.4 Property Insurance § A.11.4.1 Unless otherwise provided, the Owner shall purchase and maintain, in a company or companies lawfully '--------Jauthorized to do business in the jurisdiction in which the Project is located, property insurance written on a builder's risk, "all-risk" or equivalent policy form in the amount of the initial Contract Sum, plus the value of subsequent Design-Build Contract modifications and cost of materials supplied or installed by others, comprising total value for the entire Project at -~ the site onjareplacement cost basis without optional deductibles. Such property insurance shall be maintained, unless ! oth~~iselpro~\ided in the Design-Build Documents or otherwise agreed in writing by all persons and entities who are (1\ \ b~meflciaries o{ such insurance, until final payment has been made as provided in Section A.9.1 0 or until no person or i I I ~ntjtyl other than the Owner has an insurable interest in the property required by this Section A.11.4 to be covered, II )1 /;~i~~~J~I::;iS 1; This ins"""" shwl includ, in!",,,,, ofth, Own"" n"ign,Build", Con"'c!o" ond Subcontrncto" in I 1\ II § ~{4.1. lrope~ insurance shall be on an "all-risk" or equivalent policy form and shall include, without limitation, I I! idstirancf Jlgainst the perils of fire (with extended coverage) and physical loss or damage including, without duplication I I 6fcove ~e, the~ vandalism, malicious mischief, collapse, earthquake, flood, windstorm, falsework, testing and l\ I !L?tartuI1ylempo~;a!;fl1UildingS and debris removal, including demolition occasioned by enforcement of any applicable \ \ I / /leg'YFequir~e6ts, lmd shall cover reasonable compensation for Design-Builder's services and expenses required as a (~ I ( l r~~lfofs)lsh1nsurJd loss. \ \ I I / r~~1A!"1/4"'/1/2'" f h ~ d . d h h . . db h . B 'Id C d \, \! I I ( \"'. .. x);~. I t1~-9wner . oes not mten to p~rc ase suc property msuranc~ reqUIre y t .e Desl~n-~I .o.ntract. an r,,\ 1 I ! f w~tlyall ~ne::cov1ages m the amount desCrIbed above, the Owner shall so mform the DesIgn-BUIlder m wrItmg prIor '-' ~ ) I t«(c<?~~Jlcemeo/0fthe Work. The Design-Builder may then effect insurance that will protect the interests of the v/ DesiJ5n:Builde'lContractors and Subcontractors in the Work, and, by appropriate Change Order, the cost thereof shall ( ?e:~harged.toihe Owner. If the Design-Builder is damaged by the failure or neglect of the Owner to purchase or ~rintairr1nsUr~e as ~~~~ribed above without so notifying the Design-Builder in writing, then the Owner shall bear all : r"~!_easonable costs pr9PlW:ZY attributable thereto. , I r---~--~ , -------,~ § A~1 {.{'[3-If the 'rope insurance requires deductibles, the Owner shall pay costs not covered because of such deductibles. --~-~-.--." "'~ . / C'" "> .. ' , '~~ 1A:1.4/TlJi:froperty1Q~urance shall cover portions of the Work stored off the site and also portions of the Work in transit. , , ~ ( / ~'~,/'" / ,-,-§A1'1~4.lt5JPartial-Gceupancy or use in accordance with Section A.9.9 shall not commence until the insurance company , oI:-C(ompante~fpr~xiding property insurance have consented to such partial occupancy or use, by endorsement or dths:'twi,se; The Owh\r and the Design-Builder shall take reasonable steps to obtain consent of the insurance company or cO}TIJ?anies. and sh~,without mutual written consent, take no action with respect to partial occupancy or use that would (cause cancclnmon, lapse or reduction of insurance. ~ . '\. , \ §,~ 11.4.2 B~iler and Machinery Insurance. The Owner shall purchase and maintain boiler and machinery insurance required by tlie~DeSign-Build Documents or by law, which shall specifically cover such insured objects during installation and until ,---------final-ayceptance by the Owner; this insurance shall include interests of the Owner, Design-Builder, Contractors and Subcohtractors in the Work, and the Owner and Design-Builder shall be named insureds. I § A.11.~.3 Loss of Use Insurance. The Owner, at the Owner's option, may purchase and maintain such insurance as will ---------;---insure-the Owner against loss of use of the Owner's property due to fire or other hazards, however caused. The Owner , waives all rights of action against the Design-Builder, Architect, the Design-Builder's other design professionals, if any, Contractors and Subcontractors for loss of use of the Owner's property, including consequential losses due to fire or other hazards, however caused. Init. § A.11.4.4 If the Design-Builder requests in writing that insurance for risks other than those described herein or other special causes ofloss be included in the property insurance policy, the Owner shall, if possible, include such insurance, and the cost thereof shall be charged to the Design-Builder by appropriate Change Order. § A.11.4.S If during the Project construction period the Owner insures properties, real or personal or both, at or adjacent to the site by property insurance under policies separate from those insuring the Project, or if after final payment property insurance is to be provided on the completed Project through a policy or policies other than those insuring the Project AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S, Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ®Document, or any portion of 23 it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one~time use only, and may not be reproduced prior to its completion. during the construction period, the Owner shall waive all rights in accordance with the terms of Section A.II.4. 7 for damages caused by fire or other causes of loss covered by this separate property insurance. All separate policies shall provide this waiver of subrogation by endorsement or otherwise. ~-~---'~ 'l § A.11.4.6 Before an exposure to loss may occur, the Owner shall file with the Design-Builder a copy of each policy that ~ncludes insurance coverages required by this Section A.lI.4. Each policy shall contain all generally applicable conditions, ~ ---~ -Jdefinitions, exclusions and endorsements related to this Project. Each policy shall contain a provision that the policy will not be canceled or allowed to expire and that its limits will not be reduced untiJ at least 30 days' prior written notice has been given to the Design-Builder . .. -'.--'~ ,'" .--\1 § ,('\1.4. 7lNa~~rs of Subrogation. The Owner and Design-Builder waive all rights against each other and any of their r 1 ' ~nsl\ltaryts,se~arate contractors. described in Section A.6.1, if any, Contractors, Subcontractors, agents and employees, 1'1 I ,each <;\fthe other, and any of theIr contractors, subcontractors, agents and employees, for damages caused by fire or other 1 ! / ~aus1 dfJoss 191he extent covered by property. insurance obtained pursuant to this Se~tion A.lI.4 or other property I I / m~urarlce apphcab,le to the Work, except such nghts as they have to proceeds of such msurance held by the Owner as I i /j' fid~6iAry. TJ{s/0a er or Design-Builder, as appropriate, shall require of the separate contractors described in I I /.' ". Se,cybn Ai.,t i.f a y, and the Contract~rs, Subcon~r~ctor~, ~gents ~nd emplo~ees of any of them, ?y appropriate . I 1/ .... ~~.em. ent ,wntte where legally reqUIred for valIdIty, sImIlar WaIvers each In favor of other partIes enumerated herem. I vi j' The polic:' es sharprovide such waivers of subrogation by endorsement or otherwise. A waiver of subrogation shall be I ',. . /ffe,cy<-as to a/Berson or entity even though that person or entity would otherwise have a duty of indemnification, \ I / / conY,1ctual oY'9therJvise, even though the person or entity did not pay the insurance premium directly or indirectly, and n, f! / / wJrether or,nf>{ the Jerson or entity had an insurable interest in the property damaged. \ \\1 ( / ?~/// / . / \ I r !! ,§ A.j/)<k8 A 10.95S vWlu~ed under O~ner' s prope~ i~surance shall be adjuste~ by the OW.ner as fiduciary and .made payable <\ 1 J ; I to/he Owver::'as/fidpcIary for ~he msureds, as theIr m~erests ~ay appear, subject to reqUlre~~nts of any ap~IIcable \ . J / ni,~It~g9/cl~useJmd ofSect~on A.l.1.4.1O. The Deslgn-~uIlder shall pay Co?tractors theIr Just shar~s ofmsura~c~ V / pr)?'cJ.eds receJ,d by the DeSIgn-BUIlder, an?, by approprIate ~gr~e~ents, WrItten where legally reqUIred for valIdIty, shall / . ~e®lr.e_Cont;.a~rs to make payments to theIr Subcontractors In SImIlar manner. f>::JI~~~;~;:t;q~redAlfWrnihg by a party in interest, the Owner as fiduciary shall, upon occurrence of an insured loss, give . / r~"b(ililtfol'pr6per p~rfonnande of the Owner's duties. The cost of required bonds shall be charged against proceeds received L __ J~; as fiduClafy~11!~ Owner/shall deposit in a separate account proceeds so received, which the Owner shall distribute in 1<:;:-~-'>.~:aQCOrd~SYAv(th~h~gre~ment as the p~rties i~ interest may reach. If ~fter such loss no other special agreement is made ,.,," a~nless the 0Wner tennmates the DeSIgn-BuIld Contract for convelllence, replacement of damaged property shall be ! ">"'. performedJ;»<the Design-B~iJder after notification of a Change in the Work in accordance with Article A.7. \ " '-... / (l ''"--// \ "....... ---.--~/ _/ \<'"" __ ') §,A,~1~AO'Tbe'0\Yner as fiduciary shall have power to adjust and settle a loss with insurers unless one of the parties in _... ihteresl\sha!lobjecfip writing within five days after occurrence ofloss to the Owner's exercise ofthis power.; The 9-\y-llt:r as"fj~ucia1)'_sl1all, in the case of a decision or award, make settlement with insurers in accordance with directions \" of a deCis~on'oraward. If distribution of insurance proceeds by arbitration is required, the arbitrators will direct such \distributioh. '''~ \ § A. f1~5'peiformance Bond and Payment Bond ·------+The-0wner shall have the right to require the Design-Builder to furnish bonds covering faithful performance of the Desi~-Build Contract and payment of obligations arising thereunder, including payment to design professionals engaged by or on behalf of the Design-Builder, as stipulated in bidding requirements or specifically required in the Agrednent or elsewhere in the Design-Build Documents on the date of execution of the Design-Build Contract. .................................... , .. ,--,-_! Init. ARTICLE A.12 UNCOVERING AND CORRECTION OF WORK § A.12.1 Uncovering of Work § A.12.1.1 If a portion of the Work is covered contrary to requirements specifically expressed in the Design-Build Documents, it must be uncovered for the Owner's examination and be replaced at the Design-Builder's expense without change in the Contract Time. § A.12.1.2 If a portion of the Work has been covered which the Owner has not specifically requested to examine prior to its being covered, the Owner may request to see such Work and it shall be uncovered by the Design-Builder. If such Work is in accordance with the Design-Build Documents, costs of uncovering and replacement shall, by appropriate Change Order, be at the Owner's expense. If such Work is not in accordance with the Design-Build Documents, AlA Document A141 ™ -2004, Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of 24 it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law, This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one~time use only, and may not be reproduced prior to its completion. correction shall be at the Design-Builder's expense unless the condition was caused by the Owner or a separate contractor, in which event the Owner shall be responsible for payment of such costs. ~~-~~' § A.12.2 Correction of Work ,§ A.12.2.1 Before or After Substantial Completion ~he Design-Builder shall promptly correct Work rejected by the Owner or failing to conform to the requirements of the ----------~--Design-Build Documents, whether discovered before or after Substantial Completion and whether or not fabricated, installed or completed. Costs of correcting such rejected Work, including additional testing, shall be at the Design- Builder's expense. 1"-f~ § ,A~2.2.2I.Aft~~ Substantial Completion I 1 ~ A.1~.2.2.1 In~ddition to the Design-Builder's obligations under Section A.3.S, if, within one year after the date of I ,SU,b" st~nt,l,/(llC,~' pletion or after the date for commencement of warranties established under Section A.9.S.S or by terms of jan app'ltbable p\:cial warranty required by the Design-Build Documents, any of the Work is found to be not in accordance I ,)1 ,,/ with;the re. qU)l tim, ,~nts of the Design-Build Documents, the Design-Builder shall correct it promptly after receipt of written I 1 noti.6Jfromlh~ OWner to do so unless the Owner has previously given the Design-Builder a written acceptance of such , 'COP'9(tiO~' ;rj/e O~er shall give such notice promptly after discovery of the condition. During the one-year period for I \1 / ' i?", e",ct~io,' f.W, ,or~, if the. Owner f~ils to notifY.the Desig?-Builder and ~ive th~ Design-Builder an o~portunity to make the \ V / /correct} ,the O}V~~r wat".es the ~ghts to reqUIre correctIOn. by the Desl~n~BUllder and to ~ake a :Iatm for br~ach of / / *arr~ , . JfthttDes\gn-BUllder faIls to correct non-conformmg Work withm a reasonable tIme durmg that perIod after ;\ } I / /re!ce1iof/.nO,~i0, fr,.11 the Owner, the Owner may correct it in accordance with Section A.2.S. \ \, I ( /~~'f1~~~,2~24he oye-year.period for :orrection of 'York s~all be extended with r.espect to p~rtions of Work first \ \1 I (( \p~rt9~d aftw§upstantJaI CompletIOn by the perIod of tIme between Substantial CompletIOn and the actual ,--,~'j! I / prrrrn~eJflhjWOrk. ----:\V/ §~1~~~h5-,6ne-year peri?d for ~orrection of Work shall not be extended by corrective Work performed by the ( ~"Mgn,-.BUll~l?ursuant to thIS SectIOn A.12.2. j :-:-"-...,-----) r-~~_~.2.3The){esi~::B~r ~hall remove from the sit~ portions of the Work wh~ch are .not in accordance with the ;' I / r-reql!l'!~:~t( oft~e Desl~!BUlld Documents and are neIther corrected by the DeSIgn-BUIlder nor accepted by the Owner. / !;~:=~~"§,~1i~:4)~-;?e:-D'e;~uilder shall bear the cost of correcting destroyed or da~aged ~onstruction, ,:hether completed I ! "" ", '''Oq~artJally cO)l1pleted, Qf,t!te Owner or separate contractors caused by the DeSIgn-Builder's correctIOn or removal of / \\ "~ __ ~~!~W~~)h~,~~,t_~n5SOfdance with the requirements of the Design-Build Documents. ~I \) § /\,~ 2:3.--~-N5.thing,~ontai?ed in ~his Se~tion A.12.2 shall be co~strued .to establish a period o~ limitation with respect to I oths:r 6\?lIgatlOns the,Deslgn-BUllder mIght have under the DeSIgn-BUIld Documents. EstablIshment of the one-year / period fdr,correctiop,bfWork as described in Section A.l2.2.2 relates only to the specific obligation of the Design- ,13uildertCl 20rrecrthe Work, and has no relationship to the time within which the obligation to comply with the Design- \Build Do~ments may be sought to be enforced, nor to the time within which proceedings may be commenced to establish th~ Design-Builder's liability with respect to the Design-Builder's obligations other than specifically to correct theWurk:~ I § A.12~3 Acceptance of Nonconforming Work Ifthe Qwner prefers to accept Work not in accordance with the requirements of the Design-Build Documents, the Owner may dp so instead of requiring its removal and correction, in which case the Contract Sum will be equitably adjusted by ----Change Order. Such adjustment shall be effected whether or not final payment has been made. Init. ARTICLE A.13 MISCELLANEOUS PROVISIONS § A.13.1 Governing Law The Design-Build Contract shall be governed by the law of the place where the Project is located. § A.13.2 Successors and Assigns § A.13.2.1 The Owner and Design-Builder respectively bind themselves, their partners, successors, assigns and legal representatives to the other party hereto and to partners, successors, assigns and legal representatives of such other party in respect to covenants, agreements and obligations contained in the Design-Build Documents. Except as provided in Section A.13.2.2, neither party to the Design-Build Contract shall assign the Design-Build Contract as a whole without AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of 25 it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale, This document is licensed by The American Institule of Architects for one-time use only, and may not be reproduced prior to its completion, written consent of the other. If either party attempts to make such an assignment without such consent, that party shall nevertheless remain legally responsible for all obligations under the Design-Build Contract. I~~m~mmmmm~i§ A.13.2.2 T~~ Owner may: without ~onsent of the I?esign-Builder, assign the Design-Build Contract to an i~stitutional ~ender proVIdIng constructIOn financIng for the Project. In such event, the lender shall assume the Owner's fights and pbligations under the Design-Build Documents. The Design-Builder shall execute all consents reasonably required to ------~7-facilitate such assignment. § A.13.3 Written Notice ~. _.m_m~--; Written nof~e shall be deemed to have been duly served if delivered in person to the individual or a member of the finn \ o(e,tity Jr to\an officer ofthe corporation for which it was intended, or if sent by registered or certified mail to the last n I busiiJ.~ss Addre~s known to the party giving notice. : I \ A I I'.' .J I, I § A.1~..vRightp. a~d Remedies \ . II 1\ ) § A.1,3.!4 .. 1 ... D~t.ie.~an.\ d obligations imposed by the Design-Build Documents and rights and remedies available thereunder shall I' I bel." }lddit! .. 7n{< ... o.an~ not a limitation of duties, obligations, rights and remedies otherwise imposed or available by law. I III /;1 '. §/AA3.4.i~~a~tiJn or failure to act by the Owner or Design-Builder shall constitute a waiver of a right or duty afforded i V / / ...... {h6m Und. e. rthe lfbign-Build Documents, nor shall such action or failure to act constitute approval of or acquiescence in \.1 I! 1:Z' re }tJfthereyrisi€i) except as may be specifically agreed in writing. '> \ I ! _ I %/ I~ \' I' {! /,i-':,§ I. .)'3.5~es~ an~ l_~spe~tions . . .. \ \ j' ; r~ §'#f.13.9!1/Tests, IpspectIOns and approvals of portIOns of the Work reqUIred by the DesIgn-BuIld Documents or by laws, \ \ I ( 1\~inan6,e. s, ru!e,'7S,' "J,fl'!gUlations or orders of public authorities having jurisdiction shall be made at an appropriate time. "~\' J J I U7.J~§S otherWi.se provided, the Design-Builder shall make arrangements for such tests, inspections and approvals with '" i\ ) / aI\ih~~~de'ntt~ing labora~ory or ~ntity acceptable to the Own.er or v.:ith the appr?pri~te public.authority, and shall ,. / V / bear aBrelated/bsts of tests, InspectIons and approvals. The DesIgn-BuIlder shall gIve tImely notIce of when and where . tls't(andJnspections are to be made so that the Owner may be present for such procedures. I __ <) ~~E~~~~;lf;!J~o~nefor PUblic a~thorities havingjur~sdiction determine that portio~s of~~e v:'ork require ad~itional i / 1~·testJ!i:1f,-mspectIOIy' or apprdval not Included under SectIOn A.I3.5.I, the Owner shall In wfltIng Instruct the Deslgn-L:==~'.(~ Buildeiton;/ake,a'~nge~ents !or s.uch addit!onal testing, inspection or approval by an enti~ acceptable to the Owner, ~" ~ "and the Dtlslg~Bl!!lder shall gIve tImely notIce to the Owner of when and where tests and InSpectIOns are to be made so , 'th~theDwneyn1aY bepre~ent for such procedures. Such costs, except as provided in Section A.13.5.3, shall be at the ~"'~ ~:~'sC:)P~~~_~ __ // / , § ,A~ 3:§:3-1fsuch,!?,rocedures for testing, inspection or approval under Sections A.13.5.1 and A.13.5.2 reveal failure of th~cpo~ions of the "(ork to comply with requirements established by the Design-Build Documents, all costs made necessa~by such failure, including those of repeated procedures, shall be at the Design-Builder's expense. \~.'-~-'-"-""""""~'\ .... ----_ .. _._----- \§ A.13.5.4 Required certificates of testing, inspection or approval shall, unless otherwise required by the Design-Build BQ~~me~t~~be secured by the Design-Builder and promptly delivered to the Owner . ..--------§A.l3,5.5 If the Owner is to observe tests, inspections or approvals required by the Design-Build Documents, the Owner will dq so promptly and, where practicable, at the nonnal place of testing. I i § A.13j5.6 Tests or inspections conducted pursuant to the Design-Build Documents shall be made promptly to avoid ... .-m--mm-unrea~onable delay in the Work. Init. § A.13.6 Commencement of Statutory Limitation Period § A.13.6.1 As between the Owner and Design-Builder: .1 Before Substantial Completion. As to acts or failures to act occurring prior to the relevant date of Substantial Completion, any applicable statute of limitations shall commence to run and any alleged cause of action shall be deemed to have accrued in any and all events not later than such date of Substantial Completion; .2 Between Substantial Completion and Final Application for Payment. As to acts or failures to act occurring subsequent to the relevant date of Substantial Completion and prior to issuance of the final Application for Payment, any applicable statute of limitations shall commence to run and any alleged cause of action AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of 26 it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307.2724 under the terms of AlA Documents on Demand® Order No, 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion. .3 shall be deemed to have accrued in any and all events not later than the date of issuance of the final Application for Payment; and After Final Application for Payment. As to acts or failures to act occurring after the relevant date of issuance of the final Application for Payment, any applicable statute of limitations shall commence to run and any alleged cause of action shall be deemed to have accrued in any and all events not later than the date of any act or failure to act by the Design-Builder pursuant to any Warranty provided under Section A.3.S, the date of any correction of the Work or failure to correct the Work by the Design- Builder under Section A.12.2, or the date of actual commission of any other act or failure to perform any duty or obligation by the Design-Builder or Owner, whichever occurs last. (~ ········_··-1 A~tlcLE A.1~\ TERMINATION OR SUSPENSION OF THE DESIGN·BUILD CONTRACT n \ ~ A1lp ~ermil1ation by the Design·Builder III § A.11·1'J~The pesign-Builder may terminate the D~sign-~uild Contract if the Work is stopped for a. period of 30 I I I / consecl.)ttve di1Y~hrOUgh no act or fault of the Design-BuIlder or a Contractor, Subcontractor or their agents or ! ).' I /.emp1bYee.s of ah .. other persons or entities performing portions of the Work under direct or indirect contract with the . I" DeSlgll-Buifd6r, :6 r any ofthe following reasons: / / / .1 // I ... s .. s4ance of an order ofa court or other public authority having jurisdiction which requires all Work to be / / /1 !I stopped; Vi / /1/' /.2 Art a. ct of government, such as a declaration of national emergency which requires all Work to be stopped; / , /. / J / ! /;. '/1.3 .i'heQwner has failed to make payment to the Design-Builder in accordance with the Design-Build I / / / '. .. ' ,Documents; or I / L / / . ~4/ / The/bwner has failed to furnish to the Design-Builder promptly, upon the Design-Builder's request, I /--~::V I / / re9Sonable evidence as required by Section A.2.2.8. , ;/ \'''",// // j J! §).J4.1.2TIle'"Be;ikn-Builder may terminate the Design-Build Contract if, through no act or fault of the Design-Builder or ( .... j / a{~Qn;ra90(sub96ntractor or their agents or employees or any other persons or entities performing portions of the Work \// uncter,direct orJndirect contract with the Design-Builder, repeated suspensions, delays or interruptions of the entire Work . "YJ.lle.Dwner;~s described in Section A.l4.3, constitute in the aggregate more than 100 percent of the total number of days jc.redUl<fdTOr .C~PI~,?~ 120 days in any 36S-day period, whichever is less. /// / / ' ! / /-:=§:A~H;1;34fine o;fthe re~!ons described in Sections A.14.l.l or A.l4.1.2 exists, the Design-Builder may, upon seven L----j L", days' written notIce_to_the Owner, tenninate the Design-Build Contract and recover from the Owner payment for Work IC~'--'''''~'e~ecuted and fQl; proven loss with respect to materials, equipment, tools, and construction equipment and machinery, / "'.<", 'inclttdin(rea~nabJeoverllead, profit and damages. (, '~,_§.A.~?1.Gf~~"W()rk-is~;opped for a period of 60 consecutive days through no act or fault of the Design-Builder or a \ ...J Cp~tr~5,t0r'or1hei{agents or employees or any other persons performing portions of the Work under a direct or indirect '~ .... ' cQ.11JI-aCt with the De~ign-Builder because the Owner has persistently failed to fulfill the Owner's obligations under the J:)esi~n-Bll!!.d D09!lll'ents with respect to matters important to the progress of the Work, the Design-Builder may, upon \-seven 'additionardays' written notice to the Owner, terminate the Design-Build Contract and recover from the Owner as \provided ~Section A.l4.1.3. ""~ .J § A.14:2-Termination by the Owner For Cause .-------§-A.14,2.1 The Owner may terminate the Design-Build Contract if the Design-Builder !.1 persistently or repeatedly refuses or fails to supply enough properly skilled workers or proper materials; i.2 fails to make payment to Contractors for services, materials or labor in accordance with the respective agreements between the Design-Builder and the Architect and Contractors; .................... _... ........ " . .i .3 persistently disregards laws, ordinances or rules, regulations or orders of a public authority having jurisdiction; or Init. . 4 otherwise is guilty of substantial breach of a provision of the Design-Build Documents . § A.14.2.2 When any of the above reasons exist, the Owner may without prejudice to any other rights or remedies of the Owner and after giving the Design-Builder and the Design-Builder's surety, ifany, seven days' written notice, terminate employment of the Design-Builder and may, subject to any prior rights of the surety, .1 take possession of the site and of all materials, equipment, tools, and construction equipment and machinery thereon owned by the Design-Builder; .2 accept assignment of contracts pursuant to Section A.S.S.l; and AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/2013 07:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion. 27 ·3 finish the Work by whatever reasonable method the Owner may deem expedient. Upon request of the Design-Builder, the Owner shall furnish to the Design-Builder a detailed accounting of the costs incurred by the Owner in finishing the Work. I ~-..........~~-§ A.14.2.3 When the Owner terminates the Design-Build Contract for one of the reasons stated in Section A.l4.2.l, the _______ jDesign-Builder shall not be entitled to receive further payment until the Work is finished. § A.14.2.4 If the unpaid balance of the Contract Sum exceeds costs of finishing the Work and other damages incurred by the Owner and not expressly waived, such excess shall be paid to the Design-Builder. If such costs and damages exceed ---~ the unpaiq balance, the Design-Builder shall pay the difference to the Owner. I r\ I \ (I \ §!A.14.3 ~'uspehsion by the Owner for Convenience III 1'1 I § A.14.3 11 The ,bwner may, without cause, order the Design-Builder in writing to suspend, delay or interrupt the Work in I Ji //WhOlt if in.l27\r such period of time as the Owner may determine. I I ) § A/i3.2 )hI Contract Sum and Contract Time shall be adjusted for increases in the cost and time caused by I I I / susp'nsio~.J:delay ~r interruption as described in Section A.14.3.l. Adjustment of the Contract Sum shall include profit. I I I ;1 }b/adjUS~J1ent shall be made to the extent I I VI / /1'1 t~~t performance is, was or would have been so suspended, delayed or interrupted by another cause for ", / / ,WpiCp the Design-Builder is responsible; or "\ 1 / / 1/.2 /Jhat an equitable adjustment is made or denied under another provision of the Design-Build Contract. n' (i / L~ II . // ) \ \ r { Ir---\ §i:14~~1erminat!pn by the Owner for Convenience \ \j! I! \§~.14.4;tThe O~ner may, at any time, terminate the Design-Build Contract for the Owner's convenience and without cause. \ ~ J 1 i ] /~ :. '. ///'-.' 1 /-----..\ ( J / §~~~~up;n j6eiPt of written notice from the Owner of such termination for the Owner's convenience, the Design- \/ / Bullder shall / ( /LL __ .1---~_(;ease operations as directed by the Owner in the notice; I !-----~Z-~ t;ke actions necessary, or that the Owner may direct, for the protection and preservation of the Work; /,-<.) .lnd ~-7 / r===:::::::::::::--.3'/ eX9~pt for Work directed to be performed prior to the effective date of termination stated in the notice, ~-~=:~ Z'-..,,--) ~r.'minateill existing contracts and purchase orders and enter into no further contracts and purchase , ~ '--.. . / ,1)rd<::r~-,- . '-. -----. / .,/. >~ '.>. ~~:;~,In t(:event oftirmination for the Owner's convenience prior to commencement of construction, the Design- ", "'--Builder shah be'entitle<j"to receive payment for design services performed, costs incurred by reason of such termination Init. \ anAre~orral5leov~rhead and profit on design services not completed. In case of termination for the Owner's convenience afte.t. cOlllmencemerl\ of construction, the Design-Builder shall be entitled to receive payment for Work executed and costs incurred by reason gfsuch termination, along with reasonable overhead and profit on the Work not executed. '--<~--.-----.- AlA Document A141 ™ -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA®Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA ® Document, or any portion of 28 it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/2013 07:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale, This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion. AlA Document A141 ™ -2004 Exhibit C Insurance and Bonds for the following PROJECT: f~«!amelan~location or address) "~) I \ I \ I, I \ / Mrlrar Park! Aquatic Center ! I / 5890 8W 6dth Street 1 . 1/ S07tit6.j'alI.FJorida 33143 ! I' I / \ j I /1 ~tE 0 ~R: J V I l(Na7~/legal sJatus and address) / /1 Ci~/)f So')t~~ami, a Florida municipal corporation \, / I. 430 S~set Drite /11 ( r!~\/Sou9YMj':mi, r,t{orida 33143 \ j !! \ <... / /'<' >' ,/ "If \.'~'.,/, ~! if '7/ />1 '\! / I I THE 9~GN'ByILDER: \/ ) \j~e,lega!ltatus and address) (,I / (Re~.::.,:~L~eSign & Construction, Inc. ! . r:::::-} 3990 NOl't~:J?ow;p.jne-Rrd ! ! i~ ____ :Fort'Lauderdale, FL 33309 L~---/ {" '-~--":-->---"'1 _____ L~ ... _~,/j ,------, '---. . / ( \ This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. Consultation with an attorney is also encouraged with respect to professional licensing requirements in the jurisdiction where the Project is located. /" " '~--~RTlCI::E C:j~~---, / "~ '-, '---1:11; Own~{(md Desi~7Builder shall provide policies of liability insurance as required by the Design-Build Documents, \'-">'--___~/as ~01Jo'w~-/// \ ,,-(SpecifY-.cha.J1ges, if any, to the requirements of the Design-Build Documents, and for each type of insurance identifY -1 '-~--~) (app.{icabJe U;;Us,and deductible amounts.) / ---...~ . .-I \, ~ ,/ Init. ARTICLE C.2 Th~ Design-Builder shall provide surety bonds as follows: (Sp~cifY type and penal sum of bonds.) , Type Penal Sum ($0.00) § C.2.1 Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of obligations arising under the Agreement, the Design-Builder shall promptly furnish a copy of the bonds or shall permit a copy to be made. AlA Document A 141 1M -2004. Copyright © 2004 by The American Institute of Architects. All rights reserved. WARNING: This AlA ® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA®Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was created on 03/14/201307:27:24 under the terms of AlA Documents on Demand® Order No. 2008586271, and is not for resale. This document is licensed by The American Institute of Architects for one-time use only, and may not be reproduced prior to its completion. 1 Febuary 22, 2013 City of South Miami Acting City Manager 4795 S.W. 75th Avenue South Miami, FL 33135 Attn: Kelly Barket Jr. Exhibit 8 -Scope of Work Re: Murray Park Community Pool RFP No. SM-PW2010-10 Dear Mr. Barket, Recreational Design & Construction, Inc. (ROC) is pleased to submit this Revised Scope of Work including pricing for the construction of the Murray Park Community Pool facility located at 5800 S.W. 66th Street in South Miami, Florida. Our scope of work and pricing is in accordance with the attached site plan and elevation renderings and the City of South Miami's design criteria to meet the grant funding as per December 21 st meeting. The time frame to design and construct the above noted project is 12 months from contract award that includes an allowance of one month for permitting. The pricing for the complete scope of work and services is as follows: Design Fees and Services • ROC shall provide all civil, landscape, irrigation, aquatic, architectural, structural, mechanical, plumbing and electrical plans necessary to permit and construct the proposed project. • ROC shall be responsible for obtaining Florida Department of Health (FDOH) permitting. • ROC shall be responsible for obtaining the City of South Miami Building Department Permits. • Permitting fees will be paid for or reimbursed by the Owner. General Conditions • The general condition costs include all project management, supervision, mobilization, temporary site water, temporary electric utilities, temporary trailer/storage facilities, temporary toilets, temporary fencing/gates and dumpsters. • ROC shall provide construction stakeout as necessary to complete the proposed project. Bond and Insurances • Provide a Design/ Build payment and performance bond once the permits are in place. Survey & Construction Testing • Original survey provided by owner, construction testing fees are include, construction Murray Park Community Pool RFP No. SM-PW2010-10 -Page 1 of 6 survey layouts and final as-built drawings by ROC. Site Preparation • A temporary silt fence will be installed around the area being developed to prevent soil erosion & airborne dust generation. • Clearing and prepping with-in the limits of work, to prepare the areas for construction, shall be performed as part of this scope of work. • Debris resulting from the clearing and grubbing shall be disposed of at an off-site location in accordance with applicable codes & statutes. Site Work • ADA compliant 5'-0" wide concrete sidewalks will be constructed to connect the existing community center walkway (north of the basketball courts) & the community center parking lot to the aquatic center entrance. • A bicycle rack will be provided. Site Electric • The electric power shall be connected to a new FPL service. Site Drainage • The areas with-in the limits of construction shall be graded/shaped as required to create dry/wet retention areas for storm water drainage quantity control and provide proper pad elevations for the proposed building & pool deck. Site Utilities • The building sanitary sewer systems & filter discharge piping will be connected to the eXisting on site sanitary sewer system. • The building potable water system, collector tank auto-fill line & pool deck hose bibs shall be connected to the existing water main along SW 58 th Place • A backflow preventer (if required) will be installed on the potable water service to the pool facilities. Landscape/Irrigation • Landscaping will be based on providing minimum city and county code, low maintenance native plant species requiring minimal irrigation. • The design shall include the removal, relocation & replanting of the existing native vegetation within the limits of construction (as required). • Any existing invasive plant materials within the limits of construction will be removed. • The site irrigation system shall be fed from the existing potable water service. • The irrigation system will be constructed with bubblers & low spray heads to maximize control. Concession/Ticket Room/Control Building/Pool Eguipment/Life Guard Building • An approximately 1350 square foot single story structure will be designed and constructed to include a men's toilet room, a women's toilet room, a lifeguard/ticket office, a concession area, a family changing room, a pool equipment room and an electric room. Murray Park Community Pool RFP No. SM-PW201 0-1 0 -Page 2 of 6 • The structure shall be constructed with 8" reinforced concrete masonry units, 4" reinforced concrete slabs on grade and prefabricated metal bar joist systems with 2" metal decks. • A built up roofing system consisting of a single ply membrane, protection board and vapor barrier over 2" LWT concrete shall be installed over the metal decking. • The roofing system will meet with Miami-Dade product approval. • The building exterior will be provided with a painted 5/8" smooth stucco finish. • Aluminum intake louvers with insect screens shall be installed in the exterior walls to provide ventilation into the restrooms, lifeguard/ticket office, concession area, electric room & the pool storage room. The louvers shall meet Miami-Dade product approval. • Hollow metal exterior doors/frames shall be constructed of galvanized exterior grade material. The doors shall meet Miami-Dade product approval. • Door hardware provided shall be vandal proof "Classroom" type functions. • Glass window systems will be constructed of high impact resistant tinted glass with anodized aluminum framing. The windows shall meet with Miami-Dade product approval. • Manually operated roll-up windows with ADA compliant exterior ledges will be provided in the ticket office & concession area. The roll-up windows shall meet with Miami-Dade product approval. • The toilet room interior and chase walls shall be constructed of reinforced concrete masonry units. • The men's toilet room, women's toilet room and family changing room walls shall be finished with a skim coat, two (2) coats of epoxy paint. • The lifeguard/ticket office and concession area walls shall be finished with a skim coat & two (2) coats of paint. • The interior block walls of the pool equipment room and electric room shall be finished with block filler paint. • The lifeguard/ticket office and concession area shall have VCT finished floors with 6" vinyl cove bases. • The men's toilet room, women's toilet room and family changing room shall be provided with a standard color ceramic tile floor with a tile base. • The pool eqUipment room and electrical room shall have a troweled/sealed concrete floor finish: • The lifeguard/ticket office and concession area shall be provided with a 2'x4' moisture resistant acoustic ceiling tile system. • The men's toilet room, women's toilet room and family changing room will be constructed with a painted gypsum board ceiling finish. • The pool eqUipment room and electric room shall have an exposed painted ceiling. • ADA compliant and standard height changing benches will be provided in the men and women's toilet rooms. • Millwork shall be constructed of plastic laminate over exterior grade plywood with water resistant adhesives. • The concession area will be provided with a fabricated counter at the transaction window. Sneeze guards will be provided as required by health codes. • Fire extinguishers shall be provided to meet the NFPA and Florida Building Code requirements. • ADA signage shall be provided as required by the Florida Building Code. • The floor mounted toilet & urinal partitions will be constructed of :X" thick high-density polyethylene plastic with natural anodized aluminum hardware and Murray Park Community Pool RFP No. SM-PW2010-10 -Page 3 of6 head-rail bracing. • Toilet accessories to be Stainless Steel as manufactured by Bobrick (or equal) and shall comply with the latest ADA regulations. • A diaper changing station shall be provided in each toilet room & family changing room. • ADA showers will be provided in the men's and women's toilet rooms with seats, curtains, curtain rods & robe hooks. • The men's restroom facility shall consist of two (2) floor-mounted water closets, two (2) wall-hung urinals (w/carriers), three (3) wall-hung lavatories (w/carriers), one (1) ADA shower, one (1) wall hydrant and two (2) floor drains. • The women's restroom facility shall consist of five (5) floor-mounted water closets, three (3) wall-hung lavatories (with carriers), one (1) ADA shower, one (1) wall hydrant and two (2) floor drains. • The family changing room shall consist of one (1) ADA floor-mounted water closet, one (1) ADA wall-hung lavatory (with carrier), one (1) hose bib & one (1) floor drain. • A mop basin, mop hanger & hose/hose bracket will be provided in the pool equipment room. • A natural gas domestic hot water heater (80-gallon) will be installed in the pool equipment room. • Domestic hot water piping shall be provided to the mop basin, showers and lavatories. • A UBi-Level" ADA compliant stainless steel electric water cooler shall be installed on the exterior of the building at the pool deck area. • Recessed wall hydrants (with lockable boxes) shall be installed in the exterior wall of the buildings. • The restrooms, changing room, lifeguard/ticket office, concession area & electric room will be provided with mechanical ventilation. • The pool equipment room will be provided with cross ventilation. • Recessed fluorescent light fixtures will be installed in the lifeguard/ticket office and concession area. • Surface mounted fluorescent light fixtures will be installed in the restrooms and changing stations. • Linear fluorescent gasket light fixtures will be installed in the pool equipment room. • Linear fluorescent light fixtures with wire guards will be installed in the electric room. • Installing battery backup in some of the fluorescent light fixtures will provide interior emergency lighting. • Future phone/data outlets will be provided in the administration/ticket office, lifeguard office and concession area. • Power outlets shall be provided in sufficient quantities for equipment & uses planned in the support building. Pool Deck • The pool deck will be constructed of reinforced concrete. • Pool is not designed for night time use. Deck lighting is including for security only and not to meet Florida Department of Health requirements for nighttime use. • A deck drainage system shall be designed and incorporated into the storm water management system. • Quick connect hose bibs & electrical outlets will be provided along the perimeter of the pool deck spaced at 100'-0" intervals. Murray Park Community Pool RFP No. SM-PW201 0-1 0 -Page 4 of 6 Recreational Pool (Approximately 3,500 SF) • The recreational pool shall be designed as a concrete pool with a slip resistant quartz aggregate finish. • The recreational pool shall be designed in accordance with DOH requirements with a bather load of 120 persons • The recreational pool will have a minimum depth of 0'-0" pitching to a maximum depth of 2: 6'-0". • Underwater lighting will be installed. • Pool ladders will be provided for accessing the pool. • Pool piping systems shall be installed in PVC (Sch. 40). • Pool filtration & chemical controller/feed systems will be installed. • Pool pumps will be provided with variable frequency drive motors to conserve energy. • A natural gas pool heating system will be provided. • A collector tank with an auto-fill valve will be installed. • Pool depth markers will be installed along the perimeter of the pool. • One (1) ADA compliant lift will be provided. • A portable vacuum shall be provided. • One (1) Portable lifeguard chair will be provided for use along the perimeter of the Community pool. • Pool safety equipment and DOH required signage would be furnished/installed. Splash Deck (Approximately 1,100 SF Wet Deck Area): • The splash pad area shall be designed to include interactive water play features with a minimum 4'-0" wide concrete splash free zone around the perimeter. • The splash pad area will be constructed of a 6" thick reinforced concrete slab with a slip resistant colored concrete surface. • The splash pad will be designed and constructed to recycle the filtered pool water & minimize storm water run-off. • Play features shall include pop jets, silly serpent, bell spray jet, palm tree / dumping coconuts, shower tower and rain drop and manufactured by Rian Drop Products or equal. • The water play feature will be constructed with stainless steel bases & have direct spray features, ground water sprays & touch activated features. • The filtration will be "dual loop" & include sand filtration with a UV disinfection system. Items by Owner • Owner to pay for and provide all soil boring and geotechnical soil reports. • Owner to pay for and provide all current topographical, boundary and elevation surveys. • Owner to pay for the natural gas line extensions to the project location -pool equipment pad from the existing gas line location. (Florida City Gas may extend this line at no charge -to be determined). • Any improvements to the existing facilities around the proposed development. • All Department of Environmental Resource Management (DERM) fees to be paid by the City of South Miami. • All Miami-Dade Water & Sewer Department (WASD) fees to be paid by the City of South Miami. Murray Park Community Pool RFP No. SM-PW201 0-1 0 -Page 5 of 6 • All Florida Department of Environmental Protection Water & Wastewater Permit fees to be paid by the City of South Miami. • All Florida Department of Environmental Protection (FDEP) NPDES Construction Activities Permit fees to be paid by the City of South Miami. • All Building Construction Permit fees to be paid by the City of South Miami. • FPL impact and primary electrical and new transformer service fees to be paid by the City of South Miami. Exclusions • Site de-mucking, mass grading and removal of unsuitable soils. • Any improvements to the existing facilities around the proposed development. • Any improvements or upgrading of the existing off-site utilities servicing the proposed development. These may include but are not limited to gas lines, sewer lines, water lines, and drainage utilities. • Pool deck furnishings. • Pool is not designed for night time use. Deck lighting is including for security only and not to meet Florida Department of Health requirements for nighttime use. The total price for the above scope of work and services: $1,422,000.00 One Million four Hundred Twenty Two Thousand and 00/100 Dollars. Alternate: 1. To connect new project to the existing sanitary sewer system assuming that the receiving sanitary sewer pump station (M-DWASD Pump Station #177) is no longer under conditional moratorium, and that M-DWASD has finished all of the proposed upgrading to the subject pump station. Cost to connect to existing sanitary sewer system $78,000.00 If you have any questions, please feel free to contact me at (954) 566-3885. We look forward to working with you and having this project completed in a timely manner. Sincerely, Recreational Design & Construction, Inc. Joseph C. Cerrone, III President 0:\810S\810S 2010\Bid 939-10 Murray Park Community Pool\MURRAY PARK 2012 & ALTERNATES\Murray Park REVISED TECH SCOPE (11-03-10).rtf Attachment: Order of Magnitude Cost Estimate Schedule cc; Steven P. Kulick: Purchasing Manager Steven Alexander: ALEXANDER GLOBAL COMMUNICATIONS Murray Park Community Pool RFP No. SM-PW201 0-1 0 -Page 6 of 6 Exhibit B SUPPLEMENTAL AND OTHER CONDITIONS 1. DEFINITIONS The owner, as that term is used in the Design-Build contract documents for the purposes of all notice to, approval by, authorizations or knowledge of or authority to bind the City of South Miami and wherever otherwise applicable or appropriate, shall mean the City Manager of the City of South Miami. The term "City" as used in the Design-Build contract documents shall mean the City Manager. In reference to section A. 7.3.7 the term "cost" shall mean the actual amounts expended or incurred. The term "net increase" shall mean the increase in the contract's sum due to all net costs. "Net decrease" shall mean the decrease in the contract's sum due to all net costs. The Design-Builder shall not be entitled to any consequential damages due to delay and its only compensation shall be an extension of time to complete the project and reasonable increases in job site costs, if any, due to the delay. While the Design-Builder shall not be entitled to consequential damages for delay, it shall be entitled to a. Direct job site costs which are directly related to and caused by the delay and which are not due to the fault of Design Builder or those under its control including its contractors or their subcontractors. b. Added time to complete the project equal to the period of time during which the project was delayed due to Change Orders requested by the Owner or due to the fault other than that of Design Builder or those under its control. 2. MATERIALS AND EQUIPMENT The Design-Builder shall submit all materials and equipment for approval by the Owner (City Manager) as to quality, color and design. All materials and equipment shall be purchased from nationally recognized manufacturers or local manufacturers who have similar reputations for quality goods. Page 1 of5 3. DESIGNATED REPRESENTATIVE Notwithstanding anything contained in the Design-Build documents to the contrary only the City Manager shall have authority to bind the City of South Miami. 4. GRANTS The Design-Builder shall comply with those terms of the Safe Neighborhood Parks Grant and the CDBG Grant, as set forth in Exhibit K and in Exhibit N that require action or compliance by the entity that is designing and/or constructing the project. However the Owner shall process all grant documentation and shall complete all grant forms required by the grant providers after such information is provided to the Owner by the Design- Builder. All of the information needed to comply with such grant documentation, including documents required by the grant provider, which the Design-Builder has the ability to supply, shall be supplied to the Owner in a timely manner by the Design-Builder. The Design-Builder shall utilize minority subcontractors when feasible to achieve the GOALS required by the grants 5. SCHEDULES The Design-Builder shall provide a schedule that includes a critical path. The critical path schedule shall be updated monthly if and when the critical path changes and shall be delivered to the Owner within 10 days of its preparation. 6. SECTION A. 3. 2. 2., OF EXHIBIT A The Owner shall be an intended third party beneficiary to the contract between the Design- Builder and the Architect. 7. SECTION A. 3.12 OF EXHIBIT A Neither the Design-Builder nor anyone operating under the direct or indirect control of the Design-Builder, including but not limited to its employees or the employees of its contractors and their subcontractors, shall use-on street parking or interfere with the parking or ingress or egress to and from the surrounding businesses and shall arrange for all deliveries to occur after or before normal business hours which are the same as the working hours set forth below in this Exhibit. All parking shall be on the site unless alternative parking is provided with the consent Page 2 of5 of the City Manager as to City property, or private property owners as to their own property, and in accordance with the city code. The working hours are limited to those between 7:00 AM and 5:59 PM from Monday through Friday and between 9:00 a.m. and 5 :00 p.m. on Saturday of each week. No work may be conducted on Sunday, unless it is an emergency and approved by the City Manager. 8. SPECIFICATIONS [section A. 3.2.6.] The quality levels of materials and systems as referred to in section A. 3. 2. 6. shall be approved by the City Manager and incorporated into the construction documents. 9. ORDER OF PRIORITY The Florida Statutes, federal and Miami-Dade County rules, regulations and laws and the Requirements of Exhibit N shall take precedence over any other language or section within the Design-Build documents and exhibits or attachments to those documents. These Supplementary and Other Conditions found in this Exhibit B shall take precedent over all other Design-Build Documents with the exception of Florida Statutes, federal and Miami-Dade County rules, regulations and laws and the Requirements of Exhibit N and the Plans and Specifications. to. PAYMENT In reference to section A 9.3 [Exhibit A], all applications for payment, including partial payments and final payment, must comply with the requirements of Exhibit N relating to the documentation required for payment of grant funds to the City. Neither the final payment nor any remaining retainage shall become due until all Grant information and documentation required by the grant providers has been provided by the Design- Builder to the Owner as set forth in Exhibit N. The failure of the Design-Builder to timely provide the information required by the grant providers shall be grounds for withholding payments to the Design-Builder until such time as such information is provided to the City. If the delay prejudices the City's ability to receive payment from the grant providers, an equitable adjustment shall be made to the Contract Price accordingly to compensate the City for such prejudice. Page 3 of5 11. INSURANCE The insurance requirements set forth in Exhibit C to the Design-Build documents shall take precedent over any conflict with the other Design-Build Documents. The contract between the Design-Builder and its contractors and their subcontractors shall provide the same indemnity requirements as are required to be provided by the Design-Builder to the Owner. The Design-Builder shall be responsible for providing the coverage set forth in Exhibit A, Section A. 11.4. All responsibility and duty of the Owner to the Design-Builder regarding insurance found in all of Section A. 11.4 shall be the responsibility and duty of the Design- Builder to the Owner and the words "Owner" and "Design-Builder"; as used in that section, shall be substituted for each other so that the word "Owner" shall be substituted for "Design-Builder" and vice versa where applicable. 12. WARRANTY The Design-Builder's warranty as set forth in Exhibit A, Section A.3.S shall include damages and defects caused by the Design-Builder's agents, employees, contractors, subcontractors or any of their agents and employees and due to their abuse; their modifications; improper or insufficient maintenance while in their custody and/or control; and improper operation, but shall not include damage due to normal wear and tear and normal usage or failure of Owner to properly operate and maintain the equipment while it is in the exclusive care, custody or control of the Owner. Warranties are subject to be voided if found to be acts of negligence, misuse, or improper maintenance by Owner (i.e., owner not irrigating trees and/or sod); acts of God, civil disturbance, vandalism; modifications by the owner and/or its agents, vendors, employees, etc., that are other than the Design-Builder's employees, its subcontractors or others within its control. All work in violation of section A. 3.7.4 shall be considered defective work. 13. NOTICE The word "written" or "writing" as used in the Design-Build Documents shall also mean e-mails and facsimile transmissions. If notice is authorized by certified mail return receipt requested, the refusal or failure to accept delivery shall be considered delivery for the purposes of calculating the time allowed for action of the Recipient. 14. TESTING AND INSPECTIONS Page 4 of5 The Design Builder shall notify the Owner in writing or by email of the date, time and place of all tests and inspections at least 24 hours in advance of same. 15. CONDITION PRECEDENT The Design-Build contract is contingent, at the City's option, on the following events occurring on or before , 2013: a) Design-Builder and City agree on the final draft of the Design-Build contract and all attachments and exhibits thereto (Design-Build Contract Documents or Contract Documents). b) The approved final draft of contract documents shall be sent to County for approval immediately upon approval by Design-Builder and City. c) The County must approve the contract documents. d) The approve contract documents shall be submitted to the City Commission as soon as possible for its approval e) If the contract documents are approved the following shall occur simultaneously: 1. The contract shall be signed by the Design-Builder and the City II. Design-Builder shall commence work on the design Phase as described in Exhibit K. III. The City shall apply to the County for an extension of time sufficient to complete the design and construction of the community pool pursuant to the schedule provided in the Design-Build contract documents. The City has the right to terminate for convenience and, therefore, if the design work is commenced, and later terminated, the Design-Builder shall be compensated for the reasonable costs incurred. The determination of the reasonable costs incurred shall take into consideration the schedule of values for the entire design work which shall not exceed $150,000.00 and the phasing of the design, as set forth in Exhibit K, at the time of the notice of termination. The Design-Builder shall install the construction sign that will be delivered to the Design Builder by the City, after approved by Miami-Dade County and paid for by the City. 16. CHANGE ORDERS The overhead and profit shall be 7% for additive change orders and in accordance with the provisions set forth in Exhibit A, Section A.7. 17. STORAGE ON OR OFF SITE Design Builder shall insure materials stored on or off site from all losses Page 5 of5 EXHIBIT E Insurance and Indemnification Without limiting its liability, the proposing firm shall be required to procure and maintain at its own expense during the life of the Contract, insurance of the types and in the minimum amounts stated below as will protect the proposing firm, from claims which may arise out of or result from the proposing firm's execution of a contract with the City of South Miami for Performance Based Audits, whether such execution by the firm or by any sub-consultant, or by anyone directly or indirectly employed by any of them or by anyone for whose acts any of them may be liable. The CONTRACTOR/COMPANY shall not commence WORK on this Agreement until he has obtained all insurance required by the City. The CONTRACTOR/COMPANY shall indemnify and save the City harmless from any and all damages, claims, liability, losses and causes of actions of any kind or nature arising out of a negligent error, omission, or act of the CONTRACTOR/COMPANY, its agents, representatives, employees, Sub- Contractor, or assigns, incident to arising out of or resulting from the performance of the CONTRACTOR/COMPANY'S professional services under this Agreement. The CONTRACTOR/COMPANY shall pay all claims and losses of any kind or nature whatsoever, in connection therewith, including the City's attorney's fees and expenses in the defense of any action in law or equity brought against the City arising from the negligent error, omission, or act of the CONTRACTOR/COMPANY, its agents, representatives, employees, Sub-Contractor, or assigns, incident to, arising out of or resulting from the performance of the CONTRACTOR/COMPANY'S professional services under this Agreement. The CONTRACTOR/COMPANY agrees and recognizes that the City shall not be held liable or responsible for any claims, including the costs and expenses of defending such claims which may result from or arise out of actions or omissions of the CONTRACTOR/COMPANY, its agents, representatives, employees, Sub-Contractors, sub- contractors, or assigns. In reviewing, approving or rejecting any submissions or acts of the CONTRACTOR/COMPANY, the City in no way assumes or shares responsibility or liability of the CONTRACTOR/COMPANYS, Sub-Contractors, their agents or assigns. The CONTRACTOR/COMPANY shall maintain during the term of this Agreement the following insurance: A. If the CONTRACTOR/COMPANY is a professional, it shall provide Professional Liability Insurance on a Florida approved form in the amount of $1,000,000 with deductible per claim if any, not to exceed 5% of the limit of liability providing for all sums which the CONTRACTOR/COMPANY shall become legally obligated to pay as damages for claims arising out of the services or work performed by the CONTRACTOR/COMPANY its agents, representatives, Sub Contractors or assigns, or by any person employed or retained by him in connection with this Agreement. This insurance shall be maintained for four years after completion of the construction and acceptance of any Project covered by this Agreement. However, the CONTRACTOR/COMPANY may purchase Specific Project Professional Liability Insurance, in the amount and under the terms specified above, which is also acceptable. B. Comprehensive general liability insurance with broad form endorsement, on a Florida approved form including automobile liability, completed operations and products liability, contractual liability, severability of interest with cross liability provision, and personal injury and property damage liability with limits of $1,000,000 combined single limit per occurrence and $2,000,000 aggregate, including: D Personal Injury: $1,000,000; D Medical Insurance $25,000 per person; D Property Damage: $500,000 each occurrence; D Automobile Liability: $1,000,000 each accident/occurrence. C. Umbrella Commercial General Liability insurance on a Florida approved form with the same coverage as the primary insurance policy but in the amount of $1,000,000 per claim. The City must be named as additional "named" insured for all except Workers' Compensation, and reflect the indemnification and hold harmless provision contained herein. Policy must specify whether it is primary or excess/umbrella coverage. City must receive 10 days advance written notice of any policy modification and 30 days advance written notice of cancellation, including cancellation for non-payment of premiums. All insurance must remain in full force and effect for the duration of the contract period with the City. The CONTRACTOR/COMPANY must provide not only a "certified copy" of the Binder but also the Policy itself with the name, address and phone number of the agent and agency procuring the insurance. D. Workman's Compensation Insurance in compliance with Chapter 440, Florida Statutes, as presently written or hereafter amended. E. The policies shall contain waiver of subrogation against City where applicable, shall expressly provide that such policy or policies are primary over any other collective insurance that City may have. The City reserves the right at any time to request a copy of the required policies for review. All policies shall contain a "severability of interest" or "cross liability" clause without obligation for premium payment of the City. F. All of the above insurance required to be provided by the CONTRACTOR/COMPANY is to be placed with BEST rated A-8 (A-VIII) or better insurance companies, qualified to do business under the laws of the State of Florida on approved Florida forms. The CONTRACTOR/COMPANY shall furnish certified copies of all "Binders" or certificates of insurance to the City prior to the commencement of operations, which "Binders" or certificates shall clearly indicate that the CONTRACTOR/COMPANY has obtained insurance in the type, amount, and classification as required for strict compliance with this Section and that no reduction in limits by endorsement during the policy term, or cancellation of this insurance shall be effective without thirty (30) days prior written notice to the CITY. Compliance with the foregoing requirements shall not relieve the CONTRACTOR/COMPANY of his liability and obligations under this Section or under any other portion of this Agreement. CONTRACTOR/COMPANY agrees to supply copies of certificates of insurance to the City verifying the above-mentioned insurance coverage. CONTRACTOR/COMPANY agrees to list City as an Additional Insured of the CONTRACTOR/COMPANY's General liability insurance and shall provide the City quarterly reports concerning any and all claims. EXHIBIT "F" MURRAY PARK -DESIGN BUILDERS QUALIFICATIONS: The owner (City of South Miami) shall provide all current civil/utilities as built information for the site to the Design Builder in the City's possession or control. 1. Owner shall provide boundary survey with bench mark information to the Design Builder. 2. Design Builder will submit all pay applications to the City for approval. 3. Progress meetings with the owner, Design Builder & Architect during construction will be held during the first & third week of the month as needed on site but in no case will be less than one per month throughout the construction phase 4. There will be at minimum 3 design phase coordination meetings with the City and or their consultant(s) held during the designing prior to plans being finalized. The first meeting shall be held with the City Commission at 25% completion of the plans (Phase 1) and which shall be approved by the commission. The second and third meeting shall be held with the City Manager and his staff who shall approve Phase II and Phase III of the design. It will be requested the City approve of each phase of the design before proceeding to the final set of plans. 5. Payment applications will use the standard AlA forms G702 & G703. 6.Each payment application shall consist of the following- • 4 -original applications with schedule of values and percentage of work completed • Updated schedule • Certified payrolls for subcontractors (during construction if work performed any part ofthe week or month) • Minority utilization report (during construction phase only) • Stored materials invoices from suppliers (when billing for materials only) • Superintendent daily reports for the month billing (during construction phase) • Partial Release from Design Builder and or consent of surety for previous months hlllin:g • 1 printed set ( 4 views) of aerial photos with 1 CD of aerial photos (during the construction phase only) • Documents required in Exhibit N for payment to City from Grants 7. Design Builder will submit HUD verification documents for any subcontract in excess of $10,000.00 verifying the subcontractor is NOT on the HUD's debarred list. However, notwithstanding this provision, the Design-Builder shall comply with requirements of Exhibit N. 8.Design Builder will post all required documents as required by HUD & Federally funded projects & Davis-Bacon at the job site for EOE, workers comp poster, Federal & State (labor posters), Hazardous Materials Poster, Davis -Bacon wage rates & positions available should there be any and will require the same of any subcontractor agreement in excess of $1 0,000.00 to advertise for positions as needed. However, notwithstanding this provision, the Design-Builder shall comply with requirements of Exhibit N. 9. All subcontracts will be required to comply with EOE, Davis Bacon, and provide certified payrolls of employees used on site regardless of the sub contract amount. 10. All subcontractors will be encouraged to hire from the local community and/or use temporary labor pools from the local community should the need arise for Page 1 of28 additional staffing in the performance of their scope of work. However, notwithstanding this provision, the Design-Builder shall comply with requirements of Exhibit N. 11. The following are the federal and county contractual requirements applicable to AlA Design-Build contract enter into between the City of South Miami ("City" or "Owner") and the Design-Builder. a) Design-Builder shall comply with the following Executive Orders, rules, regulations and licensing requirements and laws, including "ATTACHMENT A" to Miami- Dade County's Bid Package Documents found in Exhibit N, ("Laws and Regulations") of the federal, state, and county government to the same extent as is required ofthe City with regard to the Design-Builder's activities in the design and the construction of the project. These Laws and Regulations shall take precedent over all other Design-Build contract documents. Certain of the following state and federal rules, regulations and laws only apply to construction of public structures and, with regard to this contract and those orders, rules, regulations and laws, the Design-Builder shall comply with them as they apply to the design and construction of the project. The Design-Builder shall not be required to fulfill the City's individual duty to the County or DHCD unless that duty arises out of the design and construction of the pool and (1) the hiring, firing, retention and wages (including as set forth in the Davis-Bacon Act) of employees working for the Design-Builder, (2) the duty of "subcontractors", as that word is used in the Community Development Block Grant applicable to the pool and as set forth below. The Design-Builder shall also comply with the duty assigned to the "Bidder" in "ATTACHMENT A" to Miami-Dade County's Bid Package Documents that apply to the "bidder" [Design-Builder](found in Exhibit N). Design-Builder shall indemnify the City for any loss or damage suffered by the City and arising out ofthe failure of the Design-Builder to comply with the requirements found in Exhibit N and the following applicable rules, regulations and laws, if applicable to the Design-Builder's activities: (1) Part III, Chapter II-A, Code of Miami-Dade County ("County Code"), as amended, applicable to discrimination. (2) Americans with Disabilities Act (ADA) of 1990 (42 U.S.C. sec.l2101-12213) (3) Architectural Barriers Act Architectural Barriers Act of 1968, as amended 42 U.S.C. §§ 4151 et seq. As used in this chapter, the term "building" means any building or facility (other than (A) a privately owned residential structure not leased by the Government for subsidized housing programs and (B) any building or facility on a military installation designed and constructed primarily for use by able bodied military personnel) the intended use for which either will require that such building or facility be accessible to the public, or may result in the employment or residence therein of physically handicapped persons, which building or facility is--* * * (3) to be financed in whole or in part by a grant or a loan made by the United States after August 12, 1968, if such building or facility is subject to standards for design, construction, or alteration issued under authority of the law authorizing such grant or loan; or Page 2 of28 (4) Chapter 553, Fla. Stat. (building code) including but not limited to Part II, Accessibility by Handicapped Persons. (5) Section 504 of the Rehabilitation Act of 1973, as amended, which prohibits discrimination on the basis of handicap. Design-Builder shall provide an Assurance of Compliance with Section 504 of the Rehabilitation Act whenever so requested by City. It imposes requirements to ensure that "qualified individuals with handicaps" have access to programs and activities that receive federal funds. Minimum requirements include, but are not limited to: 1) Removal of Physical Barriers, .2) Provide Program Accessibility, 3) Make Employment Accessible, and 4) Administrative Requirements. (6) Title VI of the Civil Rights Act of 1964, as amended, which prohibits discrimination on the basis of race, color, or national origin. (7) Title VII of the Civil Rights Act of 1964, as amended, which confers jurisdiction upon the district courts of the United States to provide injunctive relief against discrimination in public accommodations, to authorize the attorney General to institute suits to protect constitutional rights in public facilities and public education, to extend the Commission on Civil Rights, to prevent discrimination in federally assisted programs, to establish a Commission on Equal EmploymentOpportunity, and for other purposes. (8) Title VIII of the Civil Rights Act of 1968, as amended which prohibits discrimination in housing on the basis of race, color, religion, sex, or national origin (9) Age Discrimination Act of 1975, as amended, which prohibits discrimination on the basis of age. (10) Executive Order No. 11246 entitled "Equal Employment Opportunity" and as amended by Executive Order No. 11375, as supplemented by the Department of Labor Regulations (41 CFR, Part 60). Executive Order 11246 prohibits federally-assisted construction contractors and subcontractors, who do over $10,000 in Government business in one year from discriminating in employment decisions on the basis ofrace, color, religion, sex, or national origin and it applies to all contractors and subcontractors. For the purposes of the Design-Build contract and this Executive Order, the Design- Builder shall be referred to as the Design-Builder or "subcontractor" and the City shall be referred to as "City" or "contractor". The Executive Order requires Government contractors to take affirmative action to ensure that equal opportunity is provided in all aspects of their employment and requires all Government contracting agencies to include in every Government contract hereafter entered into the following provisions: Executive Order 11246 -Equal Employment Opportunity Part II -Nondiscrimination in Employment by Government Contractors and Subcontractors Subpart A -Duties of the Secretary of Labor SEC. 202. Page 3 of28 a. The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of payor other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. b. The contractor will, in all solicitations or advancements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex or national origin. c. The contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice, to be provided by the agency contracting officer, advising the labor union or workers' representative ofthe contractor's commitments under Section 202 of Executive Order No. 11246 of September 24, 1965, and shall post copies ofthe notice in conspicuous places available to employees and applicants for employment. d. The contractor will comply with all provisions of Executive Order No. 11246 of Sept. 24, 1965, and ofthe rules, regulations, and relevant orders of the Secretary of Labor. e. The contractor will furnish all information and reports required by Executive Order No. 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the contracting agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. f. In the event of the contractor's noncompliance with the nondiscrimination clauses of this contract or with any of such rules, regulations, or orders, this contract may be cancelled, terminated, or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts in accordance with procedures authorized in Executive Order No. 11246 of Sept. 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order No. 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. g. The contractor will include the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order No. 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as may be directed by the Secretary of Labor as a means of enforcing such provisions including sanctions for noncompliance: Provided, however, that in the event the contractor becomes involved in, or is threatened with, litigation with a Page 4 of28 subcontractor or vendor as a result of such direction, the contractor may request the United States to enter into such litigation to protect the interests of the United States." [Sec. 202 amended by EO 11375 of Oct. 13, 1967,32 FR 14303, 3 CFR, 1966-1970 Comp., p. 684, EO 12086 of Oct. 5,1978,43 FR 46501,3 CFR, 1978 Comp., p. 230] i.SEC. 203. a. Each contractor having a contract containing the provisions prescribed in Section 202 shall file, and shall cause each of his subcontractors to file, Compliance Reports with the contracting agency or the Secretary of Labor as may be directed. Compliance Reports shall be filed within such times and shall contain such information as to the practices, policies, programs, and employment policies, programs, and employment statistics of the contractor and each subcontractor, and shall be in such form, as the Secretary of Labor may prescribe. b. Bidders or prospective contractors or subcontractors may be required to state whether they have participated in any previous contract subject to the provisions of this Order, or any preceding similar Executive order, and in that event to submit, on behalf of themselves and their proposed subcontractors, Compliance Reports prior to or as an initial part of their bid or negotiation of a contract. c. Whenever the contractor or subcontractor has a collective bargaining agreement or other contract or understanding with a labor union or an agency referring workers or providing or supervising apprenticeship or training for such workers, the Compliance Report shall include such information as to such labor union's or agency's practices and policies affecting compliance as the Secretary of Labor may prescribe: Provided, That to the extent such information is within the exclusive possession of a labor union or an agency referring workers or providing or supervising apprenticeship or training and such labor union or agency shall refuse to furnish such information to the contractor, the contractor shall so certify to the Secretary of Labor as part of its Compliance Report and shall set forth what efforts he has made to obtain such information. d. The Secretary of Labor may direct that any bidder or prospective contractor or subcontractor shall submit, as part of his Compliance Report, a statement in writing, signed by an authorized officer or agent on behalf of any labor union or any agency referring workers or providing or supervising apprenticeship or other training, with which the bidder or prospective contractor deals, with supporting information, to the effect that the signer's practices and policies do not discriminate on the grounds of race, color, religion, sex or national origin, and that the signer either will affirmatively cooperate in the implementation of the policy and provisions of this Order or that it consents and agrees that recruitment, employment, and the terms and conditions of employment under the proposed contract shall be in accordance with the purposes and provisions of the order. In the event that the union, or the agency shall refuse to execute such a statement, the Compliance Report shall so certify and set forth what efforts have been made to secure such a statement and such additional factual material as the Secretary of Labor may require. [Sec. 203 amended by EO 11375 of Oct. 13, 1967,32 FR 14303,3 CFR, 1966-1970 Comp., p. 684; EO 12086 of Oct. 5,1978,43 FR 46501,3 CFR, 1978 Comp., p. 230] ii.SEC.204 Page 5 of28 a. The Secretary of Labor may, when the Secretary deems that special circumstances in the national interest so require, exempt a contracting agency from the requirement ofinc1uding any or all of the provisions of Section 202 of this Order in any specific contract, subcontract, or purchase order. b. The Secretary of Labor may, by rule or regulation, exempt certain classes of contracts, subcontracts, or purchase orders (1) whenever work is to be or has been performed outside the United States and no recruitment of workers within the limits of the United States is involved; (2) for standard commercial supplies or raw materials; (3) involving less than specified amounts of money or specified numbers of workers; or (4) to the extent that they involve subcontracts below a specified tier. c. Section 202 of this Order shall not apply to a Government contractor or subcontractor that is a religious corporation, association, educational institution, or society, with respect to the employment of individuals of a particular religion to perform work connected with the carrying on by such corporation, association, educational institution, or society of its activities. Such contractors and subcontractors are not exempted or excused from complying with the other requirements contained in this Order. d. The Secretary of Labor may also provide, by rule, regulation, or order, for the exemption of facilities of a contractor that are in all respects separate and distinct from activities ofthe contractor related to the performance of the contract: provided, that such an exemption will not interfere with or impede the effectuation of the purposes of this Order: and provided further, that in the absence of such an exemption all facilities shall be covered by the provisions of this Order." [Sec. 204 amended by EO 13279 of Dec. 16,2002,67 FR 77141,3 CFR, 2002 Comp., p. 77141 -77144] iiLSEC. 205. The Secretary of Labor shall be responsible for securing compliance by all Government contractors and subcontractors with this Order and any implementing rules or regulations. All contracting agencies shall comply with the terms of this Order and any implementing rules, regulations, or orders of the Secretary of Labor. Contracting agencies shall cooperate with the Secretary of Labor and shall furnish such information and assistance as the Secretary may require. [Sec. 205 amended by EO 12086 of Oct. 5,1978,43 FR 46501,3 CFR, 1978 Comp., p. 230] iV.SEC. 301. Each executive department and agency, which administers a program involving Federal financial assistance shall require as a condition for the approval of any grant, contract, loan, insurance, or guarantee thereunder, which may involve a construction contract, that the applicant for Federal assistance undertake and agree to incorporate, or cause to be incorporated, into all construction contracts paid for in whole or in part with funds obtained from the Federal Government or borrowed on the credit of the Federal Government pursuant to such grant, contract, loan, insurance, or guarantee, or undertaken pursuant to any Federal program involving such grant, contract, loan, insurance, or guarantee, the provisions prescribed for Government contracts by Section 202 of this Order or such modification thereof, preserving in substance the contractor's obligations thereunder, as may be approved by the Secretary of Labor, together with such additional provisions as the Secretary deems appropriate to establish and protect the interest of the United States in the Page 6 of28 enforcement of those obligations. Each such applicant shall also undertake and agree (1) to assist and cooperate actively with the Secretary of Labor in obtaining the compliance of contractors and subcontractors with those contract provisions and with the rules, regulations and relevant orders of the Secretary, (2) to obtain and to furnish to the Secretary of Labor such information as the Secretary may require for the supervision of such compliance, (3) to carry out sanctions and penalties for violation of such obligations imposed upon contractors and subcontractors by the Secretary of Labor pursuant to Part II, Subpart D, of this Order, and (4) to refrain from entering into any contract subject to this Order, or extension or other modification of such a contract with a contractor debarred from Government contracts under Part II, Subpart D, of this Order. [Sec. 301 amended by EO 12086 of Oct. 5, 1978,43 FR 46501,3 CFR, 1978 Comp., p. 230] (11) Domestic Violence Leave codified as IIA-60 et. seq., of the Miami-Dade County Code, which requires an employer, who in the regular course of business has fifty (50) or more employees working in Miami-Dade County for each working day during each of twenty (20) or more calendar work weeks to provide domestic violence leave to its employees. Failure to comply with this local law may be grounds for voiding or terminating Agreement [Grant] or for commencement of debarment proceedings against the Awardee. (12) 29 U.S.C. Section 794 Nondiscrimination under Federal grants and programs (a) Promulgation of rules and regulations No otherwise qualified individual with a disability in the United States, as defined in section705(20)ofthis title ,shall, solely by reason of her or his disability, be excluded from the participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving Federal financial assistance or under any program or activity conducted by any Executive agency or by the United States Postal Service. The head of each such agency shall promulgate such regulations as may be necessary to carry out the amendments to this section made by the Rehabilitation, Comprehensive Services, and developmental Disabilities Act of 1978. Copies of any proposed regulation shall be submitted to appropriate authorizing committees of the Congress, and such regulation may take effect no earlier than the thirtieth day after the date on which such regulation is so submitted to such committees. (13) Section 109 of the Housing and Community Development Act (Title 1)(42 U.S.C.5309) provides that no person in the United States shall, on the ground of race, color, national origin, religion, or sex, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with Federal financial assistance. Section 109 does not directly prohibit discrimination on the bases of age or disability, and the regulations in this part 6do not apply to age or disability discrimination in Title 1 programs. Instead, section 109directs that the prohibitions against discrimination on the basis of age under the Age Discrimination Act ofl975(42 U.S.C.6101-6I07)(Age Discrimination Act)and the Page 7 of28 prohibitions against discrimination on the basis of disability under section S04 of the Rehabilitation Act ofl973 (29U.S.C.794) (SectionS04) apply to programs or activities funded in whole or in part with Federal financial assistance. Thus, the regulations of24 CFR part 8,which implement SectionS04for HUD programs, and the regulations of24 CFR part 146,which implement the Age Discrimination Act for HUD programs, apply to disability and age Discrimination in Title I programs. (14) Affirmative ActionlNon-Discrimination of Employment, Promotion, and Procurement Practices (Ordinance #98-30) -An Affirmative Action Plan is a set of specific and result oriented procedures to which a company commits to apply every good faith effort with the objective of equal employment opportunity. The goal of any affirmative action plan is the achievement of genuine equal employment opportunity for all qualified individuals. Design-Builder shall provide upon demand of the Owner/City, a statistical breakdown of its current workforce for the entire corporation by job category on the basis of race, or ethnicity and sex or it may submit a copy of its most recent Federal EEO-l report to fulfill this requirement. (1S) Recruitment/Advertising Your company may indicate its commitment and provide documentation of compliance in this area in the following ways: • The use of media (e.g. newspapers, radio, trade journals, professional journals, etc.). Identifying the company in printed advertising, employment applications, company stationery, and oral pronouncements as an "Equal Opportunity/Affirmative Action employer". Copies of the aforementioned items may be submitted as indication of compliance. • Identifying recruitment efforts at colleges, universities, high schools and vocational institutions. (16) Promotion Procedures This section should address how the company plans to identity qualified minority employees, whom are eligible for promotions or transfers to more upwardly mobile positions in the organization. (17) Training Procedures This section should address how the implementation of specific programs, for example, tuition reimbursements or specific employee development training programs may be utilized. (18) Publicity (Internal and External) This narrative may include the company's consideration of the use of an Affirmative Action statement in the company brochure, direct mail flyers and other external publicity material. Internal publicity may include items such as company procedures or policy manuals. (19) Affirmative Action Goals The goals for minority and female participation, expressed in percentage terms for the DB aggregate workforce in all trades on all construction work in the covered area, are as follows: Goals for Minority Utilization, All Trades: 39.S% Goals for Female Utilization, All Trades: 6.9% Page 80f28 (20) All firms with annual gross revenues in excess of $5million, seeking to contract with Miami-Dade County shall, as a condition of award, have a written Affirmative Action Plan and Procurement Policy on file with the County's Department of Business Development. Said firms must also submit, as a part of their proposals/bids to be filed with the Clerk of the Board, an appropriately completed and signed Affirmative Action Plan/Procurement Policy Affidavit. Firms whose Boards of Directors are representative of the population make-up of the nation are exempt from this requirement and must submit, in writing, a detailed listing of their Boards of Directors, showing the race or ethnicity of each board member, to the County's Department of Business Development. Firms claiming exemption must submit, as a part of their proposals/bids to be filed with the Clerk of the Board, an appropriately completed and signed Exemption Affidavit in accordance with Ordinance 98-30. These submittals shall be subject to periodic reviews to assure that the entities do not discriminate in their employment and procurement practices against minorities and women-owned businesses. It will be the responsibility of each firm to provide verification of their gross annual revenues to determine the requirement for compliance with the Ordinance. Those firms that do not exceed $5 million annual gross revenues must clearly state so in their bid/proposal. (21) The Design-Builder shall comply with the attached Miami-Dade County Affirmative Action Plan New Applicant Guidelines for submittal of its Affirmative Action Plan/Procurement Policy as required by Miami-Dade County Ordinance No. 82- 37, Ordinance 98-30, and Administrative Order 3-39. (22) Criminal Conviction -Pursuant to Miami-Dade County Ordinance No. 94- 34, "Any individual who has been convicted of a felony during the past ten years and any corporation, partnership, joint venture or other legal entity having an officer, director, or executive who has been convicted of a felony during the past ten years shall disclose this information prior to entering into a contract with or receiving funding from the County." (23) Publicity, Advertisements and Signage The Parties agree that the Awardee is funded by the County for CDBG Activities. Further, the Awardee agrees that all events funded by this Agreement [Grant] shall recognize the County and the United States Department of Housing and Urban Development (US HUD), as funding sources and that the Awardee shall ensure that all publicity, public relations, advertisements and signs recognize the County and US HUD for the support of all contracted activities. This is to include, but is not limited to, all posted signs, pamphlets, wall plaques, cornerstones, dedications, notices, flyers, brochures, news releases, media packages, promotions, and stationery. The use of the official County logo is permissible. The Awardee shall ensure that all media representatives, when inquiring about the activities funded by this Agreement [Grant], are informed that the County and US HU Dare the funding sources. The Awardee shall notify the County of all events and activities involving the Project ten (10) days prior to the activity or event. When the Awardee obtain(s) the building permit(s), the CEDD Project Manager at the Department, must be notified in order to request the project sign from Miami-Dade County General Services Administration Page 9 of28 (GSA). Within thirty (30) days of the erection ofthe sign, the CEDD Project Manager will submit an invoice to the Awardee for payment ofthe project sign cost. The Awardee is responsible for all costs for replacing any amended, lost, defaced or missing sign. The sign shall remain on the premises at least ninety (90) days after the issuance of the Certificate of occupancy (CO) or Certificate of Completion (CC).NO WORK SHALL COMMENCE UNTIL THE PROJECT SIGNS ARE SECURED IN PLACE. THE SIGNS SHALL BE IN ACCORDANCE WITH THE DETAIL SHOWN IN ATTACHMENT F. Payment for furnishing, installing and maintaining the sign shall be under the bid amount for mobilization. (24) Quarterly Reporting when Subcontractors are utilized Awardees are advised that when Subcontractors or Subconsultants are utilized to fulfill the terms and conditions of this Agreement [Grant], Miami-Dade County Resolution No. 1634-93 will apply to this Agreement [Grant]. This resolution requires the selected Awardees to file quarterly reports as to the amount of Agreement monies received from the County and the amounts thereof that have been paid by the Awardee directly to Black, Hispanic and Women-Owned businesses performing part of the contract work. Additionally, the listed businesses are required to sign the reports, verifying their participation in the contract work and their receipt of such monies. For purposes of applicability, the requirements of this resolution shall be in addition to any other reporting requirements required by law, ordinance or administrative order. The Awardee shall submit to DHCD a cumulative account of its activities under this Agreement [Grant] by completing the following portions of the Progress Report Form: (25) Contract and Subcontract Activity Report: Contract and Subcontract Activity Report (First and Third Quarter Progress Report) -The Awardee shall report to DHCD the number of business activities involving minority venders, including subcontractors performing work under this Agreement [Grant]. The "Contract and Subcontract Activity Report" Section in Attachment C, and when applicable Section 3 in the same Attachment shall be completed semiannually by the Awardee and submitted to DHCD no later than April 10, 2010 and October 9, 2010. (26) Neighborhood Employment Opportunities: Neighborhood Employment Opportunities Report (First and Third Quarter Progress Report) -The Awardee shall report to DHCD the number of target and service area residents who have received employment opportunities from federally financed and assisted projects and activities. The Neighborhood Employment Opportunities Report shall be submitted using the Progress Report Form attached hereto as a Section in Attachment C, as it may be revised. This section of the form shall be completed semiannually by the Awardee and submitted to DHCD no later than April 10, 2010 and October 9,2010. (27) The Awardee shall submit to the County, in a timely manner, any other information deemed necessary by the County, and its presentation shall comply with the format specified at the time of the request. Failure to submit the Progress Reports or other information in a manner satisfactory to the County by the due date shall render the Page 10 of28 Awardee in noncompliance with this Article. The County may require the Awardee to forfeit its claim to payment requests or the County may invoke the termination provision in this Agreement [Grant] by giving five days written notice of such action to be taken. (28) Public Entity Crimes -Pursuant to Paragraph 2(a) of Section 287.133, Florida Statutes, a person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a proposal for a contract to provide any goods or services to a public entity; may not submit a proposal on a contract with a public entity for the construction or repair of a public building or public work; may not submit proposals on leases of real property to a public entity; may not be awarded or perform work as a Awardee, supplier, subcontractor, or consultant under a contract with any public entity; and, may not transact business with any public entity in excess of the threshold amount provided in Section 287,017 for Category TWO ($10,000) for a period of thirty-six (36) months from the date of being placed on the convicted vendor list. The Awardee warrants and represents that it has not been placed on the convicted vendor list The Awardee agrees that should Miami-Dade County discover that the Awardee's representations regarding the list are false, this Agreement [Grant] shall be terminated on the discretion of Miami-Dade County. Further, should the Awardee be placed on the list at any time during this Agreement [Grant] Miami-Dade County shall have the right to terminate this Agreement [Grant] (29) In addition to the requirements in the Agreement, the Awardee Department agrees to comply with all the provisions of, 24 CFR 570.502, 24 CFR 570.503, and 24 CFR Part 570, Subpart K (30) The City/Awardee is required by the Department of Housing and Community Development ("DHCD") to include in all DHCD approved subcontracts used to engage subcontractors to carry out any eligible substantive programmatic services, as such services are described in this Agreement [Grant] and defined by DHCD, each of the recordkeeping and audit requirements detailed in this Agreement [Grant]. DHCD shall, in its sole discretion, determine when services are eligible substantive programmatic services and subject to the audit and record-keeping requirements described above. (31) Protected Records and Documents Required by DHCD Any person or entity that performs or assists Miami-Dade County with a function or activity involving the use or disclosure of "Individually Identifiable Health Information (IIHI) and/or Protected Health Information (PHI) shall comply with the Health Insurance Portability and Accountability Act (HIPAA) of 1996 and the Miami-Dade County Privacy Standards Administrative Order. HIP AA mandates privacy, security and electronic transfer standards including but not limited to: i. Use of information only for performing services required by the Agreement or as required by law; II. Use of appropriate safeguards to prevent non-permitted disclosures; Page 11 of28 iii. Reporting to Miami-Dade County of any non-permitted use or disclosure; iv. Assurances that any agents and subcontractors agree to the same restrictions and conditions that apply to the Contractor and reasonable assurances that IIHI/PHI will be held confidential; v. Making Protected Health Information (PHI) available to the customer; vi. Making PHI available to the customer for review and amendment, and incorporating any amendments requested by the customer; vii. Making PHI available to Miami-Dade County for an accounting of disclosures; and Vlll. Making internal practices, books and records related to PHI available to Miami-Dade County for compliance audits. PHI shall maintain its protected status regardless of the form and method oftransmission (paper records, and/or electronic transfer of data). The Contractor must give its customers written notice of its privacy information practices including specifically, a description of the types of uses and disclosures that would be made with protected health information. (32) Retention of Records Required by DHCD 1. The Awardee shall retain all Contract Records for a period of at least five (5) years (hereinafter referred to as "Retention Period") subject to the limitations set forth below: a. For all non-CDBG assisted activities, the Retention Period shall begin upon the expiration or termination of this Agreement [Grant]. b. For CDBG assisted public service activities, the Retention Period shall begin upon the date of U.S. HUD's acceptance ofDHCD's annual Grantee Performance Report for the year in which the activity is reported as completed. For each public service activity, the Awardee must retain all Agreement records except those relating to real and nonexpendable personal property. c. For all other CDBG assisted activities, the Retention Period shall begin upon U.S. HUD's acceptance ofDHCD's annual Grantee Performance Report in which each assisted activity is reported on for the final time. For all the CDBG assisted activities covered by this Section II, Paragraph L.l.c., the Awardee must retain all Agreement records except those relating to real and nonexpendable personal property. d. For all CDBG assisted activities, the Retention Period for all Agreement records relating to real and nonexpendable personal property shall begin upon the date of the final disposition of the property. 2. If the County or the Awardee have received or given notice of any kind indicating any threatened or pending litigation, claim or audit arising out of the services provided pursuant to the terms of this Agreement [Grant], the Retention Period shall be extended until such time as the threatened or pending litigation, claim or audit is, in the sole and absolute discretion ofDHCD, fully, completely and finally resolved. 3. The Awardee shall allow the County, federal personnel, or any person authorized by the County full access to and the right to examine any of the Agreement records during the required Retention Period. 4. The Awardee shall notify DHCD in writing, both during the pendency of this Agreement [Grant] and after its expiration as part of the final closeout procedure, of the address where all Agreement records will be retained. Page 12 of28 5. The Awardee shall obtain written approval ofDHCD prior to disposing of any Agreement records within one year after expiration of the Retention Period. (33) Proprietary Rights Provision Required by DHCD a) The Awardee hereby acknowledges and agrees that the County retains all rights, title and interests in and to all materials, data, documentation and copies thereof furnished by the County to the Awardee hereunder or furnished by the Awardee to the County and/or created by the Awardee for delivery to the County, even if unfinished or in process, as a result of the Services the Awardee performs in connection with this Agreement [Grant], including all copyright and other proprietary rights therein, which the Awardee as well as its employees, agents, subcontractors and suppliers may use only in connection of the performance of Services under this Agreement [Grant]. The Awardee shall not, without the prior written consent of the County, use such documentation on any other project in which the Awardee or its employees, agents, subcontractors or suppliers are or may become engaged. Submission or distribution by the Awardee to meet official regulatory requirements or for other purposes in connection with the performance of Services under this Agreement [Grant] shall not be construed as publication in derogation of the County's copyrights or other proprietary rights. b) All rights, title and interest in and to certain inventions, ideas, designs and methods, specifications and other documentation related thereto developed by the Awardee and its subcontractors specifically for the County, hereinafter referred to as "Developed Works" shall become the property of the County. c) Accordingly, neither the Awardee nor its employees, agents, subcontractors or suppliers shall have any proprietary interest in such Developed Works. The Developed Works may not be utilized, reproduced or distributed by or on behalf of the Awardee, or any employee, agent, subcontractor or supplier thereof, without the prior written consent of the County, except as required for the Awardee's performance hereunder. d) Except as otherwise provided in subsections a, b, and c above, or elsewhere herein, the Awardee and its subcontractors and suppliers hereunder shall retain all proprietary rights in and to all Licensed Software provided hereunder, that have not been customized to satisfy the performance criteria set forth in the Scope of Services. Notwithstanding the foregoing, the Awardee hereby grants, and shall require that its subcontractors and suppliers grant, ifthe County so desires, a perpetual, irrevocable and unrestricted right and license to use, duplicate, disclose and/or permit any other person(s) or entity(ies) to use all such Licensed Software and the associated specifications, technical data and other Documentation for the operations of the County or entities controlling, controlled by, under common control with, or affiliated with the County, or organizations which may hereafter be formed by or become affiliated with the County. Such license specifically includes, but is not limited to, the right of the County to use and/or disclose, in whole or in part, the technical documentation and Licensed Software, including source code provided hereunder, to any person or entity outside the County for such person's or entity's use in furnishing any and/or all of the Deliverables provided hereunder exclusively for the County or entities controlling, controlled by, under common control with, or affiliated with the County, or organizations which may hereafter be formed by or become affiliated with the County. No such License Software, specifications, data, Page 13 of28 documentation or related information shall be deemed to have been given in confidence and any statement or legend to the contrary shall be void and of no effect (34) Audits and Inspectors General Required by DHCD Nothing in this Agreement [Grant] shall impair any independent right of the County to conduct audit or investigate activities. The provisions of this section are neither intended nor shall they be construed to impose any liability on the County by the Awardee or third parties. The provisions in this section shall apply to the Awardee, its officers, agents, employees, subcontractors, suppliers and Related or Affiliated Parties, The Awardee shall incorporate the provisions in this section in all subcontracts and all other Agreements executed by the Awardee in connection with the performance of the Agreement. (35) Miami-Dade County Inspectors General Review Required by DHCD According to Section 2-1076 ofthe Code of Miami-Dade County, as amended, Miami- Dade County has established the Office of the Inspector General which may, on a random basis, perform audits on all County contracts, throughout the duration of said contracts, except as otherwise provided below. The cost of the audit of any Contract shall be one quarter (1/4) of one (1) percent of the total contract amount which cost shall be included in the total proposed amount. The audit cost will be deducted by the County from progress payments to the selected Awardee. The audit cost shall also be included in all change orders and all contract renewals and extensions. Exception: The above application of one quarter (1/4) of one percent fee assessment shall not apply to the following contracts: (a) IPSIG contracts; (b) contracts for legal services; (c) contracts for financial advisory services; (d) auditing contracts; ( e) facility rentals and lease agreements; (f) concessions and other rental agreements; (g) insurance contracts; (h) revenue-generating contracts; (I) contracts where an IPSIG is assigned at the time the contract is approved by the Commission; G) professional service agreements under $1,000; (k) management agreements; (I) small purchase orders as defined in Miami-Dade County Administrative Order 3-2; (m) federal, state and local government-funded grants; and (n) interlocal agreements. Notwithstanding the foregoing, the Miami-Dade County Board of County Commissioners may authorize the inclusion of the fee assessment of one quarter (1/4) of one percent in any exempted contract at the time of award. Awardee consents to the powers of the Inspector General. The Miami-Dade County Inspector General is authorized and empowered to review past, present and proposed County contracts, transactions, accounts, records and programs. In addition, the Inspector General has the power to subpoena witnesses, administer oaths, require the production of records and monitor existing projects and programs. Monitoring of an existing project or program may include a report concerning whether the project is on time, within budget and in compliance with plans, specifications and applicable law. Upon ten (10) days prior written notice to the Awardee from the Inspector General or IPSIG retained by the Inspector General, the Awardee shall make all requested records and documents available to the Inspector General or IPSIG for inspection and copying. The Inspector General and IPSIG shall have the right to inspect and copy all documents and records in the Awardee's possession, custody or control which, in the Inspector General or IPS 1 G's sole judgment, pertain to performance of the Agreement, including, Page 14 of28 but not limited to original estimate files, worksheets, proposals and Agreements from and with successful and unsuccessful subcontractors and suppliers, all project-related correspondence, memoranda, instructions, financial documents, construction documents, proposal and Agreement documents, back-charge documents, all documents and records which involve cash, trade or volume discounts, insurance proceeds, rebates, or dividends received, payroll and personnel records, and supporting documentation for the aforesaid documents and records. (36) Pursuant to County Ordinance No. 03-2, the Awardee will grant access to the Commission Auditor to all financial and performance related records, property, and equipment purchased in whole or in part with government funds. The Awardee agrees to maintain an accounting system that provides accounting records that are supported with adequate documentation, and adequate procedures for determining the costs that are allowed and how they are allocated. (37) Independent Private Sector Inspector General Reviews Pursuant to Miami-Dade County Administrative Order 3-20, the Awardee is aware that the County has the right to retain the services of an Independent Private Sector Inspector General (hereinafter "IPSIG"), whenever the County deems it appropriate to do so. Upon written notice from the County, the Awardee shall make available to the IPSIG retained by the County, all requested records and documentation pertaining to this Agreement [Grant] for inspection and reproduction. The County shall be responsible for the payment of these IPSIG services, and under no circumstance shall the Awardee's prices and any changes thereto approved by the County, be inclusive of any charges relating to these IPSIG services. The terms of this provision herein, apply to the Awardee, its officers, agents, employees, subcontractors and assignees. Nothing contained in this provision shall impair any independent right of the County to conduct an audit or investigate the operations, activities and performance of the Awardee in connection with this Agreement [Grant]. The terms of this Article shall not impose any liability on the County by the Awardee or any third party. (38) Monitoring. The Awardee shall permit DHCD and other persons duly authorized by DHCD to inspect all Agreement records, facilities, equipment, materials, and services of the Awardee which are in any way connected to the activities undertaken pursuant to the terms of this Agreement [Grant], and/or to interview any clients, employees, subcontractors, or assignees of the Awardee. Following such inspection or interviews, DHCD will deliver to the Awardee a report of its findings, and the Awardee will rectify all deficiencies cited by DHCD within the specified period of time set forth in the report or provide DHCD with a reasonable justification for not correcting the deficiencies. DHCD will determine, in its sole and absolute discretion, whether or not the Awardee's justification is acceptable or if the Awardee must, despite the justification, rectify the deficiencies cited by DHCD in its report. (39) Conflict ofInterest. The Awardee agrees to abide by the provisions of24 CFR 84.42 (24 CFR Part 85.36 for Public Agencies) and 24 CFR 570.611 with respect to conflicts of interest, and covenants that it presently has no financial interest and shall not Page 15 of28 acquire any financial interest, direct or indirect, which would conflict in any manner or degree with the performance of services required under this Agreement [Grant]. The Awardee further covenants that in the performance of this Agreement [Grant] no person having such a financial interest shall be employed or retained by the Awardee hereunder. These conflict of interest provisions apply to any person who is an employee, agent, consultant, officer, or elected official or appointed official of the County, or of any designated public agencies or subrecipients which are receiving funds under the CDBG Entitlement program. The Awardee certifies and represents that no officer, director, employee, agent, or other consultant of the County or a member of the immediate family or household of the aforesaid has directly or indirectly received or been promised any form of benefit, payment or compensation, whether tangible or intangible, in connection with the grant of this Agreement [Grant]. The Awardee shall abide and be governed by Miami-Dade County Ordinance No. 72-82 (Conflict ofInterest Ordinance), as amended, which is incorporated herein by reference as if fully set forth, in connection with its Agreement obligations hereunder. The Awardee shall disclose any possible conflicts of interest or apparent improprieties of any party that are covered by the above standards, The Awardee shall make such disclosure in writing to DHCD immediately upon the Awardee's discovery of such possible conflict. DHCD will then render an opinion which shall be binding on all parties. (40) The Awardee shall submit to DHCD, within five business days of execution this Agreement [Grant], all updated Conflict ofInterest affidavits, Related Party Disclosure statements, list of current Board members, and list of all business associations with the following documents: > Original Agreement or its subsequent amendments. > Requests for budget revisions. > Requests for approval of subcontracts. Non-compliance with the above requirements will be considered a breach of Agreement, which will result in the immediate termination ofthe agreement, the recovery of the entire funding award, and the disqualification of funding through DHCD for a period of three years. a) Awardee certifies and represents that there are no undisclosed persons or entities interested with the Awardee in this Agreement [Grant]. This Agreement [Grant] is entered into by the Awardee without any connection with any other entity or person making a proposal for the same purpose, and without collusion, fraud or conflict of interest. No elected or appointed officer or official, director, employee, agent or other consultant of the County, or ofthe State of Florida (including elected and appointed members of the legislative and executive branches of government), or a member of the immediate family or household of any of the aforesaid: i) is interested on behalf of or through the Awardee directly or indirectly in any manner whatsoever in the execution or the performance of this Agreement [Grant], or in the services, supplies or work, to which this Agreement [Grant] relates or in any portion of the revenues; or ii) is an employee, agent, advisor, or consultant to the Awardee or to the best of the Awardee's knowledge any subcontractor or supplier to the Awardee. Page 16 of28 b) Neither the Awardee nor any officer, director, employee, agency, parent, subsidiary, or affiliate of the Awardee shall have an interest which is in conflict with the Awardee's faithful performance of its obligation under this Agreement [Grant]; provided that the County, in its sole discretion, may consent in writing to such a relationship, provided the Awardee provides the County with a written notice, in advance, which identifies all the individuals and entities involved and sets forth in detail the nature of the relationship and why it is in the County's best interest to consent to such relationship. c) The provisions of this Article are supplemental to, not in lieu of, all applicable laws with respect to conflict of interest. In the event there is a difference between the standards applicable under this Agreement [Grant] and those provided by statute, the stricter standard shall apply. d) In the event Awardee has no prior knowledge of a conflict of interest as set forth above and acquires information which may indicate that there may be an actual or apparent violation of any of the above, Awardee shall promptly bring such information to the attention of the County's Project Manager. Awardee shall thereafter cooperate with the County's review and investigation of such information, and comply with the instructions Awardee receives from the Project Manager in regard to remedying the situation. [Design-Builder shall advise the City/Awardee of any conflict of interest as set forth in this provision] (41) Procurement. The Awardee must take affirmative steps to procure supplies, equipment, construction, or services to fulfill this Agreement [Grant] from minority and women's businesses, and to provide these sources the maximum feasible opportunity to compete for subcontracts to be procured pursuant to this Agreement [Grant]. To the maximum extent feasible, these businesses shall be located in or owned by residents of the Community Development areas designated by DHCD in the CDBG application approved by the supervising federal agency. [Community Development area is Miami-Dade County and Design-Builder shall have the same duty as the City/Awardee to comply with this provision] (42) The Awardee shall assure that all subcontracts or third party agreements contain provisions with stated goals that low-income residents from Community Development Target and Service Areas be provided with opportunities for employment and training in contracted activities. In conformance with Section 3 of the Housing and Community Development Act of 1968, the Awardee must direct federal financing assistance towards Target Area residents and ensure that employment and economic opportunities be given to low and very low-income persons, particularly those who are recipients of government assistance for housing according to the guidelines mentioned below: 1. The work to be performed under this Agreement [Grant] is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 170lu (Section 3). The purpose of Section 3 is to ensure that employment and other economic opportunities generated by HUD assistance or HUD- assisted projects covered by Section 3, shall, to the greatest extent feasible, be directed to low-and very low-income persons, particularly persons who are recipients ofHUD assistance for housing. Page 17 of28 2. The parties to this Agreement [Grant) agree to comply with HUD's regulations in 24 CFR part 135, which implement Section 3. As evidenced by their execution ofthis Agreement [Grant), the parties to this Agreement [Grant] certify that they are under no contractual or other impediment that would prevent them from complying with the part 135 regulations. 3. The Awardee agrees to send to each labor organization or representative of workers with which the Awardee has a collective bargaining agreement or other understanding, if any, a notice advising the labor organization or workers' representative of the Awardee's commitments under this Section 3 clause, and will post copies of the notice in conspicuous places at the work site where both employees and applicants for training and employment positions can see the notice. The notice shall describe the Section 3 preference, shall set forth minimum number and job titles subject to hire, availability of apprenticeship and training positions, the qualifications for each; and the name and location of the person(s) taking applications for each ofthe positions; and the anticipated date the work shall begin. 4. The Awardee agrees to include this Section 3 clause in every subcontract subject to compliance with regulations in 24 CFR part 135, and agrees to take appropriate action, as provided in an applicable provision ofthe subcontract or in this Section 3 clause, upon a finding that the subcontractor is in violation ofthe regulations in 24 CFR part 135. The Awardee will not subcontract with any subcontractor where the Awardee has notice or knowledge that the subcontractor has been found in violation of the regulations in 24 CFR part 135. [Design-Builder shall have the same duty as the City/Awardee to comply with these procurement provisions] (43) 24 CFR Part 135, § 135.1 Purpose. (a) Section 3. The purpose of section 3 ofthe Housing and Urban Development Act of 1968 (12 U.S.c. 1701 u) (section 3) is to ensure that employment and other economic opportunities generated by certain HUD financial assistance shall, to the greatest extent feasible, and consistent with existing Federal, State and local laws and regulations, be directed to low-and very low-income persons, particularly those who are recipients of government assistance for housing, and to business concerns which provide economic opportunities to low-and very low-income persons. (b) Part 135. The purpose of this part is to establish the standards and procedures to be followed to ensure that the objectives of section 3 are met. § 135.3 Applicability. (a) Section 3 covered assistance. Section 3 applies to the following HUD assistance (section 3covered assistance): * * * * (iii) Other public construction. (3) Thresholds -(i) No thresholds for section 3 covered public and 1ndian housing assistance. The requirements of this part apply to section 3 covered assistance provided to recipients, notwithstanding the amount of the assistance provided to the recipient. The requirements of this part apply to all contractors and subcontractors performing Page 18 of28 work in connection with projects and activities funded by public and Indian housing assistance covered by section 3, regardless of the amount of the contract or subcontract. (ii) Thresholds for section 3 covered housing and community development assistance -(A) Recipient thresholds. The requirements of this part apply to recipients of other housing and community development program assistance for a section 3 covered project(s) for which the amount ofthe assistance exceeds $200,000. (B) Contractor and subcontractor thresholds. The requirements of this part apply to contractors and subcontractors performing work on section 3 covered project(s) for which the amount of the assistance exceeds $200,000; and the contract or subcontract exceeds $100,000. * * * * (b) Applicability of section 3 to entire project or activity funded with section 3 assistance. The requirements ofthis part apply to the entire project or activity that is funded with section 3 covered assistance, regardless of whether the section 3 activity is fully or partially funded with section 3 covered assistance. The Awardee will certify that any vacant employment positions, including training positions, that are filled (1) after the Awardee is selected but before the Agreement is executed, and (2) with persons other than those to whom the regulations of 24 CFR part 135 require employment opportunities to be directed, were not filled to circumvent the Awardee's obligations under 24 CFR part 135. 6. Noncompliance with HUD's regulations in 24 CFR part 135 may result in sanctions, termination of this Agreement [Grant] for default, and debarment or suspension from future HUD assisted contracts. * * * * 8. Fair Subcontracting Policies (Ordinance 97-35) All Awardees on County contracts in which subcontractors may be used shall be subject to and comply with Ordinance 97-35 as amended, requiring Awardees to provide a detailed statement of their policies and procedures for awarding subcontracts which: a) notifies the broadest number oflocal subcontractors of the opportunity to be awarded a subcontract; b) invites local subcontractors to submit bids/proposals in a practical, expedient way; c) provides local subcontractors access to information necessary to prepare and formulate a subcontracting bid/proposal; d) allows local subcontractors to meet with appropriate personnel of the Awardee to discuss the Awardee's requirements; and e) awards subcontracts based on full and complete consideration of all submitted proposals and in accordance with the Awardee's stated objectives. All Awardees seeking to contract with the County shall, as a condition of award, provide a statement of their subcontracting policies and procedures (see Attachment 0). The County will not execute this Agreement [Grant] with Awardees who fail to provide a statement of the Subcontractors Policies and Procedures. The County reserves the right to either approve or withdraw its consent to a subcontract if it appears to the County, in its discretion and authority, that the subcontract will delay, prevent, or otherwise impair the performance of the Awardee's obligations under this Agreement [Grant]. Page 19 of28 [Design-Builder shall have the same duty as the City/Awardee to comply with these provisions of Part 135,24 CFR] (44) Inventory -Capital Equipment and Real Property. All capital items acquired for the project by the Awardee with funds allocated in this Agreement [Grant] shall be assets of the Awardee and may be secured by a mortgage delivered to the County. A capital item shall be defined as an item that: (1) has a service life in excess of one year; (2) is either complete within itself or is a major component of another item of property; (3) by definition cannot be described either as supplies or materials; (4) will not be consumed or lose its identity; and (5) has a unit cost of $500 or more. Awardee shall notify the County immediately upon acquiring any capital items with funds allocated in this Agreement [Grant] (45) The Awardee shall ensure that all subcontracts and assignments: a. Ensure that no contractor, subcontractor or assignee is listed on the U.S. HUD's debarred, suspended, or ineligible contractors list; Awardee shall use, at a minimum, US HUD's Excluded Parties List System to confirm clearance of contractors. The system may be accessed at https://www.epls.qov/ Awardee shall provide to DHCD a copy of the site page that indicates the name and the date it was checked. Awardee shall further ensure that no contractor, subcontractor, or assignee is listed on Miami-Dade County's debarred Contractor's List; Awardee shall, at a minimum, check at http://www.miamidade.govisbahreports-debarment.asp to determine if a person or entity is on Miami-Dade County's debarred contractor's list. Awardee shall provide DHCD with a printout copy of the site page that indicates the name and the date it was checked. [Design-Builder represents and warrants that it is not on any ofthese lists] b. Comply with all CDBG [Community Development Block Grant] requirements, as applicable, as well as the regulations specified in DHCD's Contract Compliance Manual. c. Identify the full, correct, and legal name of the party. d. Describe the activities to be performed. e. Present a complete and accurate breakdown of its price component. f. Incorporate a provision requiring compliance with all applicable regulatory and other requirements of this Agreement [Grant] and with any conditions of approval that the County or DHCD deem necessary. This applies only to subcontracts and assignments in which parties are engaged to carry out any eligible substantive programmatic service, as may be defined by DHCD, set forth in this Agreement [Grant]. DHCD shall in its sole discretion determine when services are eligible substantive programmatic services and subject to the audit and record-keeping requirements described above, and; Result from an open competitive bid process generating a minimum of three bids. Such competitive process shall be described in writing, approved by the Board of Directors and a copy of which submitted to DHCD. In such circumstances that open, competitive bids are not feasible or that a minimum of Page 20 of28 three bids are unobtainable, permission to use other methods of award must be requested in writing and approved by DHCD prior to the assignment or award of subcontract. The Awardee agrees that no assignment or sub-contract will be made or let in connection with the Agreement without the prior written approval ofDHCD, which approval shall not be unreasonably withheld, and that all such sub-contractors or assignees shall be governed by the terms and intent of this Agreement [Grant]. g. Incorporate the language of Attachment E, "Certification Regarding Lobbying. " h. Include language stating that the Subcontractor understands and agrees that the County is not a party to the subcontract and has no obligation to the subcontractor. The Awardee shall maintain, and shall require that its subcontractors and suppliers maintain, complete and accurate records to substantiate compliance with the requirements set forth in the Scope of Services. The Awardee and its subcontractors and suppliers, shall retain such records, and all other documents relevant to the Services furnished under this Agreement [Grant] for a period of three (3) years from the expiration date ofthis Agreement [Grant] and any extension thereof. 2. The Awardee shall incorporate in all consultant subcontracts this additional provision: The Awardee is not responsible for any insurance or other fringe benefits, e.g., social security, income tax withholdings, retirement or leave benefits, for the Consultant or employees of the Consultant normally available to direct employees ofthe Awardee. The Consultant assumes full responsibility for the provision of all insurance and fringe benefits for himself or herself and employees retained by the Consultant in carrying out the Scope of Services provided in this subcontract. 3. The Awardee shall be responsible for monitoring the contractual performance of all subcontracts and their progress toward meeting the approved goals and objectives indicated in the attached Scope of Services. 4. The Awardee shall receive from DHCD written prior approval for any subcontract engaging any party who agrees to carry out any substantive programmatic activities as may be determined by DHCD as described in this Agreement [Grant]. DHCD's approval shall be obtained prior to the release of any funds to the subcontractor. 5. The Awardee shall receive written approval from DHCD prior to either assigning or transferring any obligations or responsibility set forth in this Agreement [Grant] or the right to receive benefits or payments resulting from this Agreement [Grant]. 6. Approval by DHCD of any subcontract or assignment shall not under any circumstance be deemed to provide for the incurrence of any obligation by DHCD in excess of the total dollar amount agreed upon in this Agreement [Grant]. 7. If the subcontract involves $100,000 or more to provide services listed in the Scope of Services or suppliers to supply the materials, the Awardee shall provide the names of the subcontractors and suppliers to DHCD (Attachment H). [Attachment H is the SUBCONTRACTOR/SUPPLIER LISTING (Ordinance 97-104) and it is the attachment to the Grant] 8. The Awardee agrees that it will not change or substitute subcontractors or suppliers from the list (Attachment H) without prior written approval from DHCD. 9. The Awardee shall not hire any of the Awardee's staff members or employees as subcontractors. [Design-Builder shall have the same duty as the City/Awardee to comply with these provisions] Page 21 of28 (46) Method of Payment To the extent required by DHCD, or its representative, the Design-Builder shall timely provide the City with the following documentation requirements that the City must provide for reimbursement: [Awardee's] Requests for payment (reimbursement) shall be assembled by calendar month and submitted to DHCD no less frequently than monthly. Expenditures incurred by the Awardee must be submitted to DHCD, along with all original invoices, copies of front and back of cancelled checks paid to all subcontractors and suppliers, all release of liens from all subcontractors and suppliers, and all final approved permits, for payment within 30 days after the month in which the expenditures were incurred. Failure to comply will result in rejection of invoices. In no event shall the County provide advance CDBG funding to the Awardee or to any subcontractor hereunder, nor shall the Awardee advance CDBG funds to any party. Any payment due under the terms of this Agreement [Grant] may be withheld pending the receipt and approval by DHCD of all reports and documents which the Awardee is required to submit to DHCD pursuant to the terms of Agreement [Grant] or any amendments thereto. (47) Waiver of Trial Neither the Awardee, subcontractor, nor any other person liable for the responsibilities, obligations, services and representations herein, nor any assignee, successor, heir or personal representative ofthe Awardee, subcontractor or any such other person or entity shall seek a jury trial in any lawsuit, proceeding, counterclaim or any other litigation procedure based upon or arising out of Agreement [Grant], or the dealings or the relationship between or among such persons or entities, or any of them. Neither Awardee, subcontractor, nor any such person or entity will seek to consolidate any such action in which a jury trial has been waived. The provisions of this paragraph have been fully discussed by the parties hereto, and the provisions hereof shall be subject to no exceptions. No party has in any way agreed with or represented to any other party that the provisions of this paragraph will not be fully enforced in all instances. [This provision is hereby incorporated into the agreement between the City and the Design-Builder and shall take precedent to all other Design-Build contract documents.] (48) Construction Retainage: Pursuant to section II., K. ofthe CDBG grant, City shall hold ten percent (10%) of each progress payment as a retainer until the construction work is determined by City to be seventy-five percent (75%) completed, At the time that the construction work is determined to be seventy-five percent (75%) complete, the retainer will be reduced to 5% until the work is completed, Completion shall occur when a Certificate of Occupancy is issued. (49) SAFE NEIGHBORHOOD PARKS GRANT REQUIREMENTS. Upon ten (l0) days written notice to Grantee [City] from County Inspector General ("IG"), the Grantee [City] shall make all requested records and documents available to the IG for inspection and copying. The IG shall have the power to retain and coordinate Page 22 of28 the services of an IPSIG who may be engaged to perform said mandatory random audits, as well as audit, investigate, monitor, oversee, inspect and review the operations, activities and performance and procurement process including but not limited to project design, establishment of bid specifications; bid submittals, activities, of Grantee, its officers, agents and employees, lobbyists, County staff and elected officials in order to ensure compliance with agreement specifications and detect corruption and fraud. This mandatory random audit is separate and distinct from any other audit by the County of any audit performed under Section XI. "Independent Private-Sector Inspector General". [Design-Builder shall supply whatever documents are requested by IG that are with Design-Builder's custody or control] The provisions in this Section shall apply to the Grantee, its officers, agents and employees, The Grantee shall incorporate the provisions in this Section in all subcontracts and all other agreements executed by Grantee in connection with the performance of the Agreement. Nothing in Agreement [Grant] shall impair any independent right of the County to conduct audit or investigate activities. The provisions of this Section are not intended nor shall they be construed to impose any liability on the County by Grantee or third parties. (50) Publicity. It is understood and agreed between the parties hereto that this Grantee [Project] is funded by Miami-Dade County. Further, by the acceptance of these funds, the Grantee agrees that events funded by Agreement [Grant] shall recognize and adequately reference the County as a funding source. The Grantee shall ensure that all publicity, public relations, advertisements and signs recognizes and references the County for the support of all contracted activities. This is to include, but is not limited to, all posted signs, pamphlets, wall plaques, cornerstones, dedications, notices, flyers, brochures, news releases, media packages, promotions, and stationery. The use of the official County logo is permissible for the publicity purposes stated herein. Grantee shall submit sample of mockup of such publicity or materials to the County for review and approval. The Grantee shall ensure that all media representatives, when inquiring about the activities funded by the Agreement, are informed that the County is its funding source. [Design-Builder shall not violate this provision and shall cooperate with the City to insure compliance with this provision] (51) TITLE 40,U.S.c. Sec. 3145. Regulations governing contractors and subcontractors (a) In General.-The Secretary of Labor shall prescribe reasonable regulations for contractors and subcontractors engaged in constructing, carrying out, completing, or repairing public buildings, public works, or buildings or works that at least partly are financed by a loan or grant from the Federal Government. The regulations shall include a provision that each contractor and subcontractor each week must furnish a statement on the wages paid each employee during the prior week. (52) Neighborhood Employment Opportunities: The Design-Builder shall provide the information need by City/Awardee to report to DHCD the number of target and service area residents who have received employment opportunities from federally financed and assisted projects and activities. Page 23 of28 (53) Definitions: Awardee and Grantee means the City of South Miami. Contractor as used in all federal and County Laws and Regulations and in Attachment A to the County Bid Package means the Design-Builder means the Design- Builder. Applicant as used in Attachment A to the County Bid Package means the Design- Builder means the Design-Builder. DHCD means the Department of Housing and Community Development or its successor Department. 24 CFR Part 570 -CDBG means Federal regulations implementing Title I of the Housing and Community Development Act of 1974, as amended -Community Development Block Grant. Very Low Income Individual or Family Low-and Moderate-Income Individual or Family: A person or family whose annual income does not exceed 80%ofthe median income for the area, as determined by HUD with adjustments for smaller and larger families and with certain exceptions as provided in 24 CFR Part 570. Low-and Moderate-Income Individual or Family: A person or family whose annual income does not exceed 50%ofthe median income for the area, as determined by HUD with adjustments for smaller and larger families and with certain exceptions as provided in 24 CFR Part 570. Contract Records or Agreement: Any and all books, records, documents, information, data, Records papers, letters, materials, electronic storage daub and media whether written, printed, electronic or electrical, however collected, preserved, produced, developed, maintained, completed, received or compiled by or at the direction of the Awardee or any subcontractor in carrying out the duties and obligations required by the terms of this contract, including but not limited to financial books and records, ledgers, drawings, maps, pamphlets, designs, electronic tapes, computer drives and diskettes or surveys. Federal Award: Any federal funds received by the Awardee from any source during the period of time in which the Awardee is performing the obligations set forth in this contract. Awardee Recipient ofCDBG funds from Miami-Dade County. Area Benefit: Those activities having a national objective ofLMA, LMAJI, and IMAM. Beneficiary data is repotted by Surveyor Census data for the percentage of low- and moderate-income persons in the service area. CDBG regulations specify that 51 Page 24 of28 percent of the residents of the service area must be L W. Examples of area benefit activities include street/sidewalk improvements; water/sewer lines, neighborhood facilities, and facade improvements in neighborhood commercial districts. Census Block: A geographic area bounded by visible and/or invisible features shown on a map prepared by the U.S. Census Bureau. A black is the smallest geographic entity for which the Census Bureau tabulates decennial census data. Census Tract: A small, relatively permanent statistical subdivision of a county or statistically equivalent entity, delineated for data presentation purposes by a local group of census data users or the geographic staff of a regional census-center in accordance with Census Bureau guidelines. CDBG National Objectives: The authorizing statute of the CDBG program requires that each activity funded, except for program administration and planning activities must meet one of three national objectives. All CDBG activities must achieve one or more of these, national objectives . • . Benefit to low and moderate-income (LMI) persons, • Aid in the prevention or elimination of slums or blight, and • Meet a need having a particular urgency (referred to as urgent need), e.g.; existing conditions pose a serious and immediate threat to the health or welfare of the community. In addition, a minimum of70% of the CDBG program expenditures must meet the LMI benefit national objective. Direct Benefit: Those activities having a national objective ofLMC, LMCMC, LMCSV, LMH, LMHSP, LMJ, LMJFI, or LMJP. Beneficiary data is reported by the total number of persons or households benefitting from an activity. Contract Records or Agreement: Any and all books, records, documents, information, data, Records papers, letters, materials, electronic storage daub and media whether written, printed, electronic or electrical, however collected, preserved, produced, developed, maintained, completed, received or compiled by or at the direction of the Awardee or any subcontractor in carrying out the duties and obligations required by the terms of this contract, including but not limited to financial books and records, ledgers, drawings, maps, pamphlets, designs, electronic tapes, computer drives and diskettes or surveys. Extremely Low-Income: Households with annual income less, than 30% of the area median income, as established by HUD.' The number of household members is used in the determination. Ethnic Categories: HUD and grantees are required to treat ethnicity as a separate category. "Hispanic or Latino' and "Not Hispanic or Not Latino" are designated as separate ethnicity categories. Page 25 of28 • Hispanic or Latino: A person of Cuban, Mexican, Puerto Rican, South or Central American, or other Spanish culture or origin, regardless of race. The term, "Spanish origin," can be used in addition to 'Hispanic or Latino. • Not Hispanic or Not Latino: A person not of Cuban, Mexican, Puerto Rican, South or Central American, or other Spanish culture or origin, regardless of race. Family: All persons living in the same household who are related by birth, marriage, or adoption. Household: All persons occupying the same housing unit. The occupants may be a single family, one person living alone, two or more families living together, or any group of related or unrelated persons who share living arrangements:. Housing Quality Standards (HQS): HQS are set acceptable conditions for interior living space, building exterior, heating and Plumbing systems, and general health and safety: The purpose ofHQS. is to determine whether a housing unit is decent, safe and sanitary. Income: (1) Annual income as defined 'under Section 8; (2) Annual income as reported under the Census-long form or (3) Adjusted gross income as defined by the IRS Form 1040. Low Mod Job Creation or Retention (LMJ): An activity designed to meet the National Objective of creating or retaining permanent jobs, at least 70 percent of which (computed on a full-time equivalent basis) will be made available to or held by LMI persons. Low Mod Limited Clientele (LMC): An activity carried out to meet the National Objective of benefit to LMI person. Activities under the LMC category must meet one of the following criteria: • Benefit clientele that is generally presumed to be principally LMI (abused children, battered spouses, elderly persons, severely disabled adults, homeless persons, illiterate adults, persons living with AIDS and migrant farm workers); or • Require documentation on family size and income in order to show that at least 70 percent of the clientele are LMI; or • Have income eligibility requirements limiting the activity to LMI persons only; or • Be of such a nature and in such a location that it can be concluded that clients are primarily LMI. Low Mod Income Area Benefit (LMA): An activity carried out to meet the National Objective of benefit to LMI persons that benefits all residents in a particular target area, where at least 51 percent of the residents are LMI persons. Low and Moderate Income (LMI): Low and moderate income means family or household annual income less than the Section 8 Low Income Limit, generally 80 percent of the area median income, as established by HUD. Page 26 of28 Low-income HouseholdlFamily: A household/family having an income equal to or less than the Section 8 Very Low Income limit (50% of the area median income) as established by HUD. Low Income: Households with annual income less than 50% of the area median income, as established by HUD. Low Mod Housing (LMH): An activity carried out to meet the National Objective of benefit to LMI personal households, e.g., acquisition, construction, or improvement of permanent, residential structures which, upon completion, will be occupied by LMI households. Matrix Codes: The matrix code indicates how the activity is eligible under CDBG regulations, it generally identifies the purpose for which assistance was provided, and determines the type of accomplishment units that should be reported. Microenterprise: A business that has five or fewer employees, one or more of whom owns the enterprise. Moderate-Income Household/Family: A household/family having an income equal to or less than the Section 8 Low Income limit (80% of area median income) established by HUD, but greater than the Section 8 Very Low Income limit (50% of area median income) established by HUD. Objectives: The objectives capture the range of community impact that are expected to occur as a result of program activities. There are three possible objectives for each activity: 1) Creating Suitable Living Environments, 2) Providing Decent Housing, and 3) Creating Economic Opportunities. Outcomes: The program outcome helps further refine the activity's objective and captures the nature of the type of change sought or the expected result of the activity. There are three possible outcomes: 1) A vail ability/ Accessibility, 2) Affordability, and 3) Sustainability. Period of Affordability: The number of years a homeowner or homebuyer must reside in and retain ownership of an assisted housing unit before the unit may be sold without penalty to the homeowner. Program. Income: Any gross income received by the sub recipient that was directly generated from the use of CDBG funds (24 CFR 570.500(a)). Racial Categories: HUD data requests for racial information provides the option of selecting one or more of nine racial categories to identify the racial demographics of the individuals and the communities they serve, or are proposing to serve. Page 27 of28 1. American Indian or Alaska. Native. A person having origins in any of the original peoples of North and South America (including Central America), and who maintains tribal affiliation or community attachment. 2. Asian. A person having origins in any of the original peoples of the Far East Southeast Asia, or the Indian subcontinent including, for example, Cambodia China India; Japan, Korea, Malaysia Pakistan, the Philippine islands, Thailand, and Vietnam. 3. Black or African American. A person having origins in any ofthe black racial groups of Africa Terms such as "Haitian" or Negro" can be used in addition to 'Black or African American." 4. Native Hawaiian or Other Pacific Wander. A person having origins in any of the original peoples of Hawaii, Guam, Samoa, or other Pacific Islands. 5 .. White. A person having origins in: any of the original peoples of Europe, the Middle East, or North Africa 6. American Indian or Alaska Native & White. A person having these multiple race heritages as defined above. 7. Asian & White. A person having these multiple race heritages as defined above. 8. Black or African American & White. A person having these multiple race heritages as defined above. 9. American Indian: or Alaska Native & Black or: African American. A person having these multiple race heritages as defined above. 1 O. Other Multi-Racial. A person reporting multi-race heritages not included in any of the other nine categories Wed above, and that have a total count that exceeds one percent of the population sserved. Section 504: Section 504 ofthe Rehabilitation Act of 1973 Sub recipient: An entity that assists the recipient to implement and-administer its program, Sub recipients are generally nonprofit organizations that assist the recipient to undertake one, or more activities on behalf of the grantee, such as administer a home rehabilitation loan pool or manage a job training program. Sub recipients are also referred to as sub grantees. Survey: The survey instrument and methodology must be approved by HUD for the purpose of establishing the percentage of LMI persons in a service area. A survey must meet standards of statistical reliability that are comparable to that of the Decennial Census data for 'areas 'of similar size: Additional guidance is available in CPD Notice 05- 06. Subcontractor or SubconsuItant: When used in conjunction with the word A wardee to describe an individual or legal entity that is contracting with the Awardee. Subcontract: When used in conjunction with the word Awardee to describe any contractual agreement between a Subcontractor and the Awardee. Page 28 of28 EXHIBIT M DESIGN ELEMENTS Plans are subject to city final approval. The elements shall consist of the following: • 3,SOOsf Recreational pool with lap & teaching areas • l,lOOsf Splash deck • Restrooms / lockers / shower rooms, all naturally ventilated with ceiling fans • Office / life guard area (air-conditioned) inside building w/pool side and exterior entry / exits • Impact windows & doors • concession stand for snacks (no food preparations /cooking) with ceiling fans & natural ventilation • Pool equipment room / storage area • Access side walks • Plain Concrete pool deck • Security fencing & lighting • Landscaped areas • Electrical equipment room • Natural gas pool heating system (Recreational pool only) • Pool filtration system with chemical controller • An exterior Life guard stand • Pool signage as required by HRS • Bicycle parking area/rack on exterior by entrance to pool Please refer to Design Builder's scppe of work of EXHIBIT "B" o:\bids\bids 2010\bid 939-10 murray park community pool\word documents\revised .exhibit m.docx EXHIBITN ATTACHMENT A TO THE CDBG BID PACKAGE ATTACHMENT A TO BID PACKAGE PUBLIC HOUSING AND COMMUNITY DEVELOPMENT FEDERAL LABOR STANDARDS AND SECTION 3 REQUIREMENTS Project Name: Project Address: City of South Miami Murray Park Aquatic Center (to include swimming pool) Construction Phase 1 5800 SW 66!n Street, Miami, FL 33143 Prepared by: Alisa L. Caballero 06/01/2012 Table of Contents Federal Labor Requirements Documents that must be incorporated in the submittal of the bid package: • Notice to Bidders / Prospective Contractor(s) • Statement of Bidder's Construction Experience • Certification Receipt • Davis-Bacon Wage Decision FL120168 02/17/2012 FL168 -Heavy • Federal Labor Standards Provisions (Form HUD-4010) • Insurance Requirements • Provisions to be Incorporated in Construction Contracts: o 1) Davis-Bacon Act, o 2) Termination, o 3) Access to Records and Record Retention, • Non-Collusion Affidavit • Certification Regarding Lobbying • Affirmative Action Standards • Certification of Compliance with Part 60-2: Affirmative Action Programs • Other Required Certifications: 0 0 0 0 0 0 0 0 0 • • • • • • • • • • • • • • • 0 0 0 • • 1) Equal Employment Opportunity, 2) Affirmative Action, 3) Americans with Disabilities Act, 4) Copeland Anti-Kickback, 5) Byrd Anti-Lobbying Amendment, 6) Full Disclosure by the Contractor/Bidder, 7) Non-Discrimination Clause, 8) Age Discrimination Act of 1975 as Amended, and 9) Section 504 of the Rehabilitation Act of 1973 as Amended. Certification Regarding Drug Free Workplace (Grantees Other than Individuals) Assurance of Compliance (Section 3, HUD Act of 1968) Section 3 Requirements Section 3 Clause Bidder's Initial Section 3 Goals Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion -Lower Tier Transactions (Certification Document and Instructions) Equal Employment Opportunity (EEO) Clause for Contractors Not Subject to Executive Order (EO 11246) Equal Opportunity for Special Disabled Veterans and Veterans of the Vietnam Era Equal Opportunity for Workers with Disabilities Notice of Requirement for Affirmative Action to Ensure Equal Employment Opportunity (EO 11246) Equal Employment Opportunity (EEO) Clause for Contractors Subject to EO 11246 Certification of Nonsegregated Facilities Notice to Prospective Subcontractors of Requirements for Certification of Nonsegregated Facilities Notice of Requirement -Clean Water, Clean Air, EO 11738 and EPA Regulations Provision Certification of Compliance with Federal Regulations Clean Air Act, Federal Water Pollution Control Act, and Lead-Based Paint Poisoning Prevention Act Certification Regarding Debarment, Suspension, and Other Responsibility Matters (Direct Recipient) Public Entity Crimes Affidavit 1-810 PACKAGE Miami-Dade County PHCD Page 2 NOTICE TO BIDDERS/PROSPECTIVE CONTRACTOR (5) This project, in whole or in part, will be assisted through the Miami-Dade County Public Housing and Community Development with Federal funding from Community Development Block Grant and as such bidder must comply with Presidential Executive Order 11246, as amended; by Executive Order 11375; Title VII of the Civil Rights Act of 1964 as amended; the Davis-Bacon Act of 1968, as amended; the Copeland Anti-Kickback Act; the Contract Work Hours and Safety Standards Act and all other applicable federal, state and local ordinance. The bidder is required to pay workers on this project the minimum wages as determined in the Wage Determination Decision included in the Bidder's package; and that the contractor must ensure that employees are not discriminated because of race, color, religion, sex or national origin. This project may also be a Section 3 covered activity. Section 3 requires that job training, employment and contracting opportunities be directed to very-low and low income persons or business owners who live in the project's area. (Please use this language in the advertisement of the project) 2-NOTICE TO BIDDERS/PROSPECTIVE CONTRACTOR (S) [CDBG] Miami-Dade County PHCD Page 3 Initials STATEMENT OF BIDDER'S CONSTRUCTION EXPERIENCE To be submitted by each Bidder with requested information and documentation with the Bid package All questions must be answered and the data given must be clear and comprehensive. This statement must be notarized. If necessary, add separate sheets for items marked "*". 1. Prime Contractor: ________________________ _ 2. Prime Contractor Address: ---------------------- 3. Name of each principal officer of corporation, partner, firm or individual: 4. Gender and Ethnicity of Principals: __________________ _ 5. Company Qualifier: ________________________ _ 6. Years in Business: ____ _ 7. U.S. Treasury Number. (Employer's Identification number; Federal Social Security number used on Employer's quarterly Federal Tax/return, U.S. Treasury Department. License Number: -------State: _______ _ 8. Contractor's Certification Categories: _________________ _ 9. Contracts completed in the last five years (include the months and year completed, use additional pages, if needed) 10. Contractor's on-going construction projects (Schedule these, showing gross amount of each contract and the approximate anticipated dates of completion). 11. Have you ever failed to complete any work awarded to your company? ____ _ If so, where and Why? Page 1 of 2 3-STATEMENT OF BIDDER'S CONSTRUCTION EXPERIENCE Miami-Dade County PH CD Page4 12. Have you ever defaulted on a Contract? ___ Please explain on a separate sheet. 13. Through what personnel or affiliations do you propose to provide knowledge of local design and construction problems and methods? 14. a) The undersigned has attached a detailed financial statement and furnish any other information that may be required by Miami-Dade Office of Community and Economic Development? (initials) The Bidder promises to defend, indemnify and hold harmless the _______ _ (agency name) and Miami-Dade County with regard to any disclosures or information received, whether at trial, in arbitration or on appeal. (initials) 15. The Bidder authorizes any person, firm corporation, organization or governmental unit to act on a copy of the submitted financial statement. (initials) 17. The undersigned hereby authorizes and requests any person, firm, corporation, or governmental unit, to furnish any information requested by the (name of agency) in verification of the recitals comprising this statement of bidder's experience (initials) SUBSCRIBED AND SWORN TO (or affirmed) before me on ________ _ Date By ____ ~~~------- (Affiant) He/She is personally known to me or has presented ___ --::=--_-:-:-:---:::---:---:-_______ as identification. (Type of Identification) (Signature of Notary) (Print or Stamp Name of Notary) Notary Public (State) (Serial Number) (Expiration Date) Notary Seal Page 2 of 2 3-STATEMENT OF BIDDER·S CONSTRUCTION EXPERIENCE Miami-Dade County PHCD Page 5 CERTIFICATION RECEIPT This is to acknowledge receipt of a copy of the U.S. Department of Housing and Urban Development Federal Labor Standards Provisions (HUD Form 4010) concerning the project City of South Miami -Murray Park Aquatic Center (to include swimming pool) Construction Phase 1 Project. (Name of project) Further, I hereby certify that I have on this date, read, examined, understood and acknowledge the contents of U.S. Department of Labor requirements, particularly the requirements contained in Wage General Decision Number FL 120168 02/17/2012 FL 168 - Heavy that is applicable to this project. I hereby agree to abide by the requirements of the Federal Labor Standards Provision issued by the United States Department of Housing and Urban Development and described in Form HUD-4010 and those requirements contained in Wage General Decision Number FL 120168 02/17/2012 FL 168 -Heavy for this project. Agency Name: Full Address (including City, ST and Zip) Authorized Signature: Print Name: Check one, as applicable: Contractor __ Subcontractor Other 4 -CERTIFICATION RECEIPT Miami-Dade County PHCD Page 6 Employer 10 #/FIO #: Title: General Decision Number: FL120168 02/17/2012 FL168 Superseded General Decision Number: FL20100267 State: Florida Construction Type: Heavy County: Miami-Dade County in Florida. HEAVY CONSTRUCTION PROJECTS (Including Sewer and Water Lines) Modification Number o 1 Publication Date 01/06/2012 02/17/2012 ELEC0349-007 09/05/2011 ELECTRICIAN Electrical contracts including materials that Rates are over $2,000,000 ......... $ 30.11 Electrical contracts including materials that are under $2,000,000 ........ $ 27.15 ENGI0487-017 01/16/2010 Rates OPERATOR: Backhoe (Except Loader Combo) .................... $ 27.57 OPERATOR: Crane All Tower Cranes (Must have 2 operators) Mobile, Rail, Climbers, Static- Mount; All Cranes with Boom Length 150 Feet & Over (With or without jib) Friction, Hydro, Electric or Otherwise; Cranes 150 Tons & Over (Must have 2 operators); Cranes with 3 Drums (When 3rd drum is rigged for work); Gantry & Overhead Cranes; Hydro Cranes Over 25 Tons but not more than 50 Tons (Without Oiler/Apprentice); Hydro/Friction Cranes without Oiler/Apprentices when Approved by Union; & All Type of Flying Cranes; Boom Truck .................. $ 28.30 Cranes with Boom Length Less than 150 Feet (With or without jib); Hydro Cranes 25 Tons & Under, & Over 50 Tons (With Oiler/Apprentice); Boom Truck ....................... $ 27.57 OPERATOR: Drill. ................ $ 25.05 OPERATOR: Loader ................ $ 24.89 OPERATOR: Oiler ................. $ 22.24 * IRON0272-005 10/01/2011 Rates IRONWORKER, STRUCTURAL ........... $ 23.94 LAB01652-004 05/01/2009 Rates LABORER: Grade Checker ........... $ 14.50 http://www.wdol.gov/wdol/scafiles/davisbacon/FL168.dvb[6/1/2012 10:48: II AM] Fringes 8.96 8.64 Fringes 8.78 8.78 8.78 8.78 8.78 8.78 Fringes 5.93 Fringes 4.67 PAIN0365-007 07/01/2008 Rates PAINTER: Brush, Roller and Spray ............................ $ 16.00 * SUFL2009-164 06/24/2009 Rates CARPENTER, Includes Form Work .... $ 17.00 CEMENT MASON/CONCRETE FINISHER ... $ 16.61 LABORER: Common or General ...... $ 13.09 LABORER: Landscape .............. $ 7.25 LABORER: Power Tool Operator (Hand Held Drills/Saws, Jackhammer and Power Saws Only) ............................ $ 10.63 OPERATOR: Asphalt Paver ......... $ 11.59 OPERATOR: Backhoe Loader Combo ............................ $ 16. 10 OPERATOR: Bulldozer ............. $ 14.95 OPERATOR: Excavator ............. $ 21.16 OPERATOR: Grader/Blade .......... $ 16.00 OPERATOR: Mechanic .............. $ 14.32 OPERATOR: Roller ................ $ 10.95 OPERATOR: Scraper ............... $ 11. 00 OPERATOR: Trackhoe .............. $ 20.92 OPERATOR: Tractor ............... $ 10.54 TRUCK DRIVER, Includes Dump Truck ............................ $ 9.60 TRUCK DRIVER: Lowboy Truck ...... $ 12.73 TRUCK DRIVER: Off the Road Truck ............................ $ 12.21 Fringes 6.15 Fringes 2.51 5.52 1. 26 0.00 2.20 0.00 2.44 0.81 1. 67 2.84 0.00 0.00 1. 74 5.50 0.00 0.00 0.00 1. 97 WELDERS -Receive rate prescribed for craft performing operation to which welding is incidental. Unlisted classifications needed for work not included within the scope of the classifications listed may be added after award only as provided in the labor standards contract clauses (29CFR 5.5 (a) (1) (ii)). The body of each wage determination lists the classification and wage rates that have been found to be prevailing for the cited type(s) of construction in the area covered by the wage determination. The classifications are listed in alphabetical order of "identifiers" that indicate whether the particular rate is union or non-union. Union Identifiers An identifier enclosed in dotted lines beginning with characters other than "sun denotes that the union classification and rate have found to be prevailing for that http://www.wdol.gov/wdollscafiles/davisbacon/FLl68.dvb[6/1/20 12 10:48: II AM] classification. Example: PLUM0198-005 07/01/2011. The first four letters , PLUM, indicate the international union and the four-digit number, 0198, that follows indicates the local union number or district council number where applicable , i.e., Plumbers Local 0198. The next number, 005 in the example, is an internal number used in processing the wage determination. The date, 07/01/2011, following these characters is the effective date of the most current negotiated rate/collective bargaining agreement which would be July 1, 2011 in the above example. Union prevailing wage rates will be updated to reflect any changes in the collective bargaining agreements governing the rate. Non-Union Identifiers Classifications listed under an "sun identifier were derived from survey data by computing average rates and are not union rates; however, the data used in computing these rates may include both union and non-union data. Example: SULA2004-007 5/13/2010. SU indicates the rates are not union rates, LA indicates the State of Louisiana; 2004 is the year of the survey; and 007 is an internal number used in producing the wage determination. A 1993 or later date, 5/13/2010, indicates the classifications and rates under that identifier were issued as a General Wage Determination on that date. Survey wage rates will remain in effect and will not change until a new survey is conducted. 1.) be: * * * * WAGE DETERMINATION APPEALS PROCESS Has there been an initial decision in the matter? This can an existing published wage determination a survey underlying a wage determination a Wage and Hour Division letter setting forth a position on a wage determination matter a conformance (additional classification and rate) ruling On survey related matters, initial contact, including requests for summaries of surveys, should be with the Wage and Hour Regional Office for the area in which the survey was conducted because those Regional Offices have responsibility for the Davis-Bacon survey program. If the response from this initial contact is not satisfactory, then the process described in 2.) and 3.) should be followed. With regard to any other matter not yet ripe for the formal process described here, initial contact should be with the Branch of Construction Wage Determinations. Write to: Branch of Construction Wage Determinations Wage and Hour Division U.S. Department of Labor 200 Constitution Avenue, N.W. Washington, DC 20210 2.) If the answer to the question in 1.) is yes, then an interested party (those affected by the action) can request review and reconsideration from the Wage and Hour Administrator (See 29 CFR Part 1.8 and 29 CFR Part 7). Write to: Wage and Hour Administrator U.S. Department of Labor 200 Constitution Avenue, N.W. Washington, DC 20210 The request should be accompanied by a full statement of the interested party's position and by any information (wage payment data, project description, area practice material, etc.) that the requestor considers relevant to the issue. 3.) If the decision of the Administrator is not favorable, an interested party may appeal directly to the Administrative Review Board (formerly the Wage Appeals Board). Write to: http://www.wdol.gov/wdollscafiles/davisbacon/FLI68.dvb[6/112012 10:48:11 AM] Administrative Review Board U.S. Department of Labor 200 Constitution Avenue, N.W. Washington, DC 20210 4.) All decisions by the Administrative Review Board are final. END OF GENERAL DECISION http://www.wdol.gov/wdol/scafiles/davisbacon/FLl68.dvb[6/l/2012 10:48: II AM] Federal Labor Standards Provisions Applicability The Project or Program to which the construction work covered by this contract pertains is being assisted by the United States of America and the following Federal Labor Standards Provisions are included in this Contract pursuant to the provisions applicable to such Federal assistance. A. 1. (i) Minimum Wages. All laborers and mechanics employed or working upon the site of the work, will be paid unconditionally and not less often than once a week, and without subsequent deduction or rebate on any account (except such payroll deductions as are permitted by regulations issued by the Secretary of Labor under the Copeland Act (29 CFR Part 3), the full amount of wages and bona fide fringe benefits (or cash equivalents thereof) due at time of payment computed at rates not less than those contained in the wage determination of the Secretary of Labor which is attached hereto and made a part hereof, regardless of any contractual relationship which may be alleged to exist between the contractor and such laborers and mechanics. Contributions made or costs reasonably anticipated for bona fide fringe benefits under Section l(b)(2) of the Davis-Bacon Act on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of 29 CFR 5.5(a)(1)(iv); also, regular contributions made or costs incurred for more than a weekly period (but not less often than quarterly) under plans, funds, or programs, which cover the particular weekly period, are deemed to be constructively made or incurred during such weekly period. Such laborers and mechanics shall be paid the appropriate wage rate and fringe benefits on the wage determination for the classification of work actually performed, without regard to skill, except as provided in 29 CFR 5.5(a)(4). Laborers or mechanics performing work in more than one classification may be compensated at the rate specified for each classification for the time actually worked therein: Provided, That the employer's payroll records accurately set forth the time spent in each classification in which work is performed. The wage determination (including any additional classification and wage rates conformed under 29 CFR 5.5(a)(1)(ii) and the Davis-Bacon poster (WH- 1321) shall be posted at all times by the contractor and its subcontractors at the site of the work in a prominent and accessible, place where it can be easily seen by the workers. (ii) (a) Any class of laborers or mechanics which is not listed in the wage determination and which is to be employed under the contract shall be classified in conformance with the wage determination. HUD shall approve an additional classification and wage rate and fringe benefits therefor only when the following criteria have been met: U.S. Department of Housing and Urban Development Office of Labor Relations (1) The work to be performed by the classification requested is not performed by a classification in the wage determination; and (2) The classification is utilized in the area by the construction industry; and (3) The proposed wage rate, including any bona fide fringe benefits, bears a reasonable relationship to the wage rates contained in the wage determination. (b) If the contractor and the laborers and mechanics to be employed in the classification (if known), or their representatives, and HUD or its designee agree on the classification and wage rate (including the amount designated for fringe benefits where appropriate), a report of the action taken shall be sent by HUD or its designee to the Administrator of the Wage and Hour Division, Employment Standards Administration, U.S. Department of Labor, Washington, D.C. 20210. The Administrator, or an authorized representative, will approve, modify, or disapprove every additional classification action within 30 days of receipt and so advise HUD or its designee or will notify HUD or its deSignee within the 30-day period that additional time is necessary. (Approved by the Office of Management and Budget under OMB control number 1215- 0140.) (c) In the event the contractor, the laborers or mechanics to be employed in the classification or their representatives, and HUD or its designee do not agree on the proposed classification and wage rate (including the amount deSignated for fringe benefits, where appropriate), HUD or its designee shall refer the questions, including the views of all interested parties and the recommendation of HUD or its designee, to the Administrator for determination. The Administrator, or an authorized representative, will issue a determination within 30 days of receipt and so advise HUD or its designee or will notify HUD or its designee within the 30-day period that additional time is necessary. (Approved by the Office of Management and Budget under OMB Control Number 1215-0140.) (d) The wage rate (including fringe benefits where appropriate) determined pursuant to subparagraphs (1)(ii)(b) or (c) of this paragraph, shall be paid to all workers performing work in the classification under this contract from the first day on which work is performed in the classification. (iii) Whenever the minimum wage rate prescribed in the contract for a class of laborers or mechanics includes a fringe benefit which is not expressed as an hourly rate, the contractor shall either pay the benefit as stated in the wage determination or shall pay another bona fide fringe benefit or an hourly cash equivalent thereof. (iv) If the contractor does not make payments to a trustee or other third person, the contractor may consider as part Previous editions are obsolete Page 1 of 5 form HUD-4010 (06/2009) ref. Handbook 1344.1 of the wages of any laborer or mechanic the amount of any costs reasonably anticipated in providing bona fide fringe benefits under a plan or program, Provided, That the Secretary of Labor has found, upon the written request of the contractor, that the applicable standards of the Davis- Bacon Act have been met. The Secretary of Labor may require the contractor to set aside in a separate account assets for the meeting of obligations under the plan or program. (Approved by the Office of Management and Budget under OMB Control Number 1215-0140.) 2. Withholding. HUD or its designee shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld from the contractor under this contract or any other Federal contract with the same prime contractor, or any other Federally-assisted contract subject to Davis-Bacon prevailing wage requirements, which is held by the same prime contractor so much of the accrued payments or advances as may be considered necessary to pay laborers and mechaniCS, including apprentices, trainees and helpers, employed by the contractor or any subcontractor the full amount of wages required by the contract In the event of failure to pay any laborer or mechaniC, including any apprentice, trainee or helper, employed or working on the site of the work, all or part of the wages required by the contract, HUD or its designee may, after written notice to the contractor, sponsor, applicant, or owner, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds until such violations have ceased. HUD or its designee may, after written notice to the contractor, disburse such amounts withheld for and on account of the contractor or subcontractor to the respective employees to whom they are due. The Comptroller General shall make such disbursements in the case of direct Davis-Bacon Act contracts. 3. (i) Payrolls and basic records. Payrolls and basic records relating thereto shall be maintained by the contractor during the course of the work preserved for a period of three years thereafter for all laborers and mechanics working at the site of the work. Such records shall contain the name, address, and social security number of each such worker, his or her correct classification, hourly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in Section l(b)(2)(B) of the Davis-bacon Act), daily and weekly number of hours worked, deductions made and actual wages paid. Whenever the Secretary of Labor has found under 29 CFR 5.5 (a)(1)(iv) that the wages of any laborer or mechanic include the amount of any costs reasonably anticipated in providing benefits under a plan or program described in Section l(b)(2)(B) of the Davis- Bacon Act, the contractor shall maintain records which show that the commitment to provide such benefits is enforceable, that the plan or program is financially responSible, and that the plan or program has been Previous editions are obsolete communicated in writing to the laborers or mechanics affected, and records which show the costs anticipated or the actual cost incurred in providing such benefits. Contractors employing apprentices or trainees under approved programs shall maintain written evidence of the registration of apprenticeship programs and certification of trainee programs, the registration of the apprentices and trainees, and the ratios and wage rates prescribed in the applicable programs. (Approved by the Office of Management and Budget under OMB Control Numbers 1215-0140 and 1215-0017.) (ii) (a) The contractor shall submit weekly for each week in which any contract work is performed a copy of all payrolls to HUD or its designee if the agency is a party to the contract, but if the agency is not such a party, the contractor will submit the payrolls to the applicant sponsor, or owner, as the case may be, for transmission to HUD or its designee. The payrolls submitted shall set out accurately and completely all of the information required to be maintained under 29 CFR 5.5(a)(3)(i) except that full social security numbers and home addresses shall not be included on weekly transmittals. Instead the payrolls shall only need to include an individually identifying number for each employee (e.g., the last four digits of the employee's social security number). The required weekly payroll information may be submitted in any form desired. Optional Form WH-347 is available for this purpose from the Wage and Hour Division Web site at http://www.dol.gov/esa/whd/forms/wh347instr.htm or its successor site. The prime contractor is responsible for the submission of copies of payrolls by all subcontractors. Contractors and subcontractors shall maintain the full social security number and current address of each covered worker, and shall provide them upon request to HUD or its designee if the agency is a party to the contract, but if the agency is not such a party, the contractor will submit the payrolls to the applicant sponsor, or owner, as the case may be, for transmission to HUD or its designee, the contractor, or the Wage and Hour Division of the Department of Labor for purposes of an investigation or audit of compliance with prevailing wage requirements. It is not a violation of this subparagraph for a prime contractor to require a subcontractor to provide addresses and social security numbers to the prime contractor for its own records, without weekly submission to HUD or its deSignee. (Approved by the Office of Management and Budget under OMB Control Number 1215-0149.) (b) Each payroll submitted shall be accompanied by a "Statement of Compliance," signed by the contractor or subcontractor or his or her agent who pays or supervises the payment of the persons employed under the contract and shall certify the following: (1) That the payroll for the payroll period contains the information required to be provided under 29 CFR 5.5 (a)(3)(ii), the appropriate information is being maintained under 29 CFR 5.5(a)(3)(i), and that such information is correct and complete; Page 2 of 5 form HUD-4010 (06/2009) ref. Handbook 1344.1 (2) That each laborer or mechanic (including each helper, apprentice, and trainee) employed on the contract during the payroll period has been paid the full weekly wages earned, without rebate, either directly or indirectly, and that no deductions have been made either directly or indirectly from the full wages earned, other than permissible deductions as set forth in 29 CFR Part 3; (3) That each laborer or mechanic has been paid not less than the applicable wage rates and fringe benefits or cash equivalents for the classification of work performed, as specified in the applicable wage determination incorporated into the contract. (c) The weekly submission of a properly executed certification set forth on the reverse side of Optional Form WH-347 shall satisfy the requirement for submission of the "Statement of Compliance" required by subparagraph A.3. (ii)(b). (d) The falsification of any of the above certifications may subject the contractor or subcontractor to civil or criminal prosecution under Section 1001 of Title 18 and Section 231 of Title 31 of the United States Code. (iii) The contractor or subcontractor shall make the records required under subparagraph A.3.(i) available for inspection, copying, or transcription by authorized representatives of HUD or its designee or the Department of Labor, and shall permit such representatives to interview employees during working hours on the job. If the contractor or subcontractor fails to submit the required records or to make them available, HUD or its designee may, after written notice to the contractor, sponsor, applicant or owner, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds. Furthermore, failure to submit the required records upon request or to make such records available may be grounds for debarment action pursuant to 29 CFR 5.12. 4. Apprentices and Trainees. (i) Apprentices. Apprentices will be permitted to work at less than the predetermined rate for the work they performed when they are employed pursuant to and individually registered in a bona fide apprenticeship program registered with the U.S. Department of Labor, Employment and Training Administration, Office of Apprenticeship Training, Employer and Labor Services, or with a State Apprenticeship Agency recognized by the Office, or if a person is employed in his or her first 90 days of probationary employment as an apprentice in such an apprenticeship program, who is not individually registered in the program, but who has been certified by the Office of Apprenticeship Training, Employer and Labor Services or a State Apprenticeship Agency (where appropriate) to be eligible for probationary employment as an apprentice. The allowable ratio of apprentices to journeymen on the job site in any craft classification shall not be greater than the ratio permitted to the contractor as to the entire work force under the registered program. Any worker listed on a payroll at an apprentice wage rate, who Previous editions are obsolete is not registered or otherwise employed as stated above, shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any apprentice performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. Where a contractor is performing construction on a project in a locality other than that in which its program is registered, the ratios and wage rates (expressed in percentages of the journeyman's hourly rate) specified in the contractor's or subcontractor's registered program shall be observed. Every apprentice must be paid at not less than the rate specified in the registered program for the apprentice's level of progress, expressed as a percentage of the journeymen hourly rate specified in the applicable wage determination. Apprentices shall be paid fringe benefits in accordance with the provisions of the apprenticeship program. If the apprenticeship program does not specify fringe benefits, apprentices must be paid the full amount of fringe benefits listed on the wage determination for the applicable classification. If the Administrator determines that a different practice prevails for the applicable apprentice classification, fringes shall be paid in accordance with that determination. In the event the Office of Apprenticeship Training, Employer and Labor Services, or a State Apprenticeship Agency recognized by the Office, withdraws approval of an apprenticeship program, the contractor will no longer be permitted to utilize apprentices at less than the applicable predetermined rate for the work performed until an acceptable program is approved. (ii) Trainees. Except as provided in 29 CFR 5.16, trainees will not be permitted to work at less than the predetermined rate for the work performed unless they are employed pursuant ',to and individually registered in a program which has received prior approval, evidenced by formal certification by the U.S. Department of Labor, Employment and Training Administration. The ratio of trainees to journeymen on the job site shall not be greater than permitted under the plan approved by the Employment and Training Administration. Every trainee must be paid at not less than the rate specified in the approved program for the trainee's level of progress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination. Trainees shall be paid fringe benefits in accordance with the provisions of the trainee program. If the trainee program does not mention fringe benefits, trainees shall be paid the full amount of fringe benefits listed on the wage determination unless the Administrator of the Wage and Hour Division determines that there is an apprenticeship program associated with the corresponding journeyman wage rate on the wage determination which provides for less than full fringe benefits for apprentices. Any employee listed on the payroll at a trainee rate who is not registered and participating in a training plan approved by Page 3 of 5 form HUD-4010 (06/2009) ref. Handbook 1344.1 the Employment and Training Administration shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. In addition, any trainee performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. In the event the Employment and Training Administration withdraws approval of a training program, the contractor will no longer be permitted to utilize trainees at less than the applicable predetermined rate for the work performed until an acceptable program is approved. (iii) Equal employment opportunity. The utilization of apprentices, trainees and journeymen under 29 CFR Part 5 shall be in conformity with the equal employment opportunity requirements of Executive Order 11246, as amended, and 29 CFR Part 30. 5. Compliance with Copeland Act requirements. The contractor shall comply with the requirements of 29 CFR Part 3 which are incorporated by reference in this contract 6. Subcontracts. The contractor or subcontractor will insert in any subcontracts the clauses contained in subparagraphs 1 through 11 in this paragraph A and such other clauses as HUD or its designee may by appropriate instructions require, and a copy of the applicable prevailing wage decision, and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for the compliance by any subcontractor or lower tier subcontractor with all the contract clauses in this paragraph. 7. Contract termination; debarment. A breach of the contract clauses in 29 CFR 5.5 may be grounds for termination of the contract and for debarment as a contractor and a subcontractor as provided in 29 CFR 5.12. 8. Compliance with Davis-Bacon and Related Act Requirements. All rulings and interpretations of the Davis-Bacon and Related Acts contained in 29 CFR Parts 1, 3, and 5 are herein incorporated by reference in this contract 9. Disputes concerning labor standards. Disputes arising out of the labor standards provisions of this contract shall not be subject to the general disputes clause of this contract. Such disputes shall be resolved in accordance with the procedures of the Department of Labor set forth in 29 CFR Parts 5, 6, and 7. Disputes within the meaning of this clause include disputes between the contractor (or any of its subcontractors) and HUD or its designee, the U.S. Department of Labor, or the employees or their representatives. 10. (i) Certification of Eligibility. By entering into this contract the contractor certifies that neither it (nor he or she) nor any person or firm who has an interest in the contractor's firm is a person or firm ineligible to be awarded Government contracts by virtue of Section 3(a) of the Davis-Bacon Act or 29 CFR 5.12(a)(1) or to be Previous editions are obsolete awarded HUD contracts or participate in HUD programs pursuant to 24 CFR Part 24. (ii) No part of this contract shall be subcontracted to any person or firm ineligible for award of a Government contract by virtue of Section 3(a) of the Davis-Bacon Act or 29 CFR 5.12(a)(1) or to be awarded HUD contracts or participate in HUD programs pursuant to 24 CFR Part 24. (iii) The penalty for making false statements is prescribed in the U.S. Criminal Code, 18 U.S.C. 1001. Additionally, U.S. Criminal Code, Section 1 01 0, Title 18, U.S.C., "Federal Housing Administration transactions", provides in part: "Whoever, for the purpose of ... influencing in any way the action of such Administration ..... makes, utters or publishes any statement knowing the same to be false ..... shall be fined not more than $5,000 or imprisoned not more than two years, or both." 11. Complaints, Proceedings, or Testimony by Employees. No laborer or mechanic to whom the wage, salary, or other labor standards provisions of this Contract are applicable shall be discharged or in any other manner discriminated against by the Contractor or any subcontractor because such employee has filed any complaint or instituted or caused to be instituted any proceeding or has testified or is about to testify in any proceeding under or relating to the labor standards applicable under this Contract to his employer. B. Contract Work Hours and Safety Standards Act. The provisions of this paragraph B are applicable where the amount of the prime contract exceeds $100,000. As used in this paragraph, the terms "laborers" and "mechanics" include watchmen and guards. (1) Overtime requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which the individual is employed on such work to work in excess of 40 hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of 40 hours in such workweek. (2) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in subparagraph (1) of this paragraph, the contractor and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in subparagraph (1) of this paragraph, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of 40 hours without payment of the overtime wages required by the clause set forth in sub paragraph (1) of this paragraph. Page 4 of 5 form HUD-4010 (06/2009) ref. Handbook 1344.1 (3) Withholding for unpaid wages and liquidated damages. HUD or its designee shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same prime contract, or any other Federally-assisted contract subject to the Contract Work Hours and Safety Standards Act which is held by the same prime contractor such sums as may be determined to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in subparagraph (2) of this paragraph. (4) Subcontracts. The contractor or subcontractor shall insert in any subcontracts the clauses set forth in subparagraph (1) through (4) of this paragraph and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in subparagraphs (1) through (4) of this paragraph. C. Health and Safety. The provisions of this paragraph Care applicable where the amount of the prime contract exceeds $100,000. (1) No laborer or mechanic shall be required to work in surroundings or under working conditions which are unsanitary, hazardous, or dangerous to his health and safety as determined under construction safety and health standards promulgated by the Secretary of Labor by regulation. (2) The Contractor shall comply with all regulations issued by the Secretary of Labor pursuant to Title 29 Part 1926 and failure to comply may result in imposition of sanctions pursuant to the Contract Work Hours and Safety Standards Act, (Public Law 91-54, 83 Stat 96). 40 USC 3701 et seq. (3) The contractor shall include the provisions of this paragraph in every subcontract so that such provisions will be binding on each subcontractor. The contractor shall take such action with respect to any subcontractor as the Secretary of Housing and Urban Development or the Secretary of Labor shall direct as a means of enforcing such provisions. Previous editions are obsolete Page 5 of 5 form HUD-4010 (06/2009) ref. Handbook 1344.1 INSURANCE REQUIREMENTS The term "Contractor", as used in this document, refers to the entity providing construction type services. The terms "owner" and "sub-recipient" are used interchangeably, and refer to the entity receiving Federal funds directly from PHCD. I. Based on the type of project, the Contractor shall acquire the following insurance and submit necessary certificate(s) and original policies described hereunder. A. New Construction projects include construction of a new building; addition of dwelling units outside the existing walls of a structure, etc. B. Major Rehabilitation includes additions to existing buildings; installation of new infrastructure; rehabilitation of existing structures (costs at or over 25% of the value of the property), etc. C. Minor Rehabilitation and Acquisition of Land include rehabilitation of existing structures -moderate home rehab; repairs and rehab to homes such as installation of new windows, shutters, doors, interior renovation, (costs not to exceed 25% of the value of the property); and the actual acquisition of land and for the purpose of developing affordable housing units (does not include actual construction of the units). D. Commercial Revitalization includes rehab to the fa<;ade of existing structures to enhance the neighborhood and its surroundings. II. Insurance required by project type: PROJECT TYPE A. New Construction B. Major Rehabilitation C. Minor Rehabilitation and Land Acquisition D. Commercial Revitalization A. New Construction B. Major Rehabilitation D. Commercial Revitalization C. Minor Rehabilitation and Land Acquisition A. New Construction B. Major Rehabilitation A. New Construction B. Major Rehabilitation C. Minor Rehabilitation and Land Acquisition D. Commercial Revitalization A. New Construction B. Major Rehabilitation REQUIRED CERTIFICATE(S) OF INSURANCE Worker's Com pensation Insurance-for all employees of the Contractor as required by Florida Statute 440. Professional Liability Insurance-in the name of the Contractor or the licensed design professional employed by the Proposer in an amount of not less than $250,000. Commercial General Liability -on a comprehensive basis, including Explosion, Collapse and Underground Liability coverage in an amount not less than $300,000 combined single limit per occurrence for bodily injury and property damage. Miami-Dade County must be shown as an additional insured with respect to this coverage. Commercial General Liability -on a comprehensive basis, including Explosion, Collapse and Underground Liability coverage in an amount not less than $500,000 combined single limit per occurrence for bodily injury and property damage. Miami-Dade County must be shown as an additional insured with respect to this coverage. Commercial General Liability -on a comprehensive basis, including Explosion, Collapse and Underground Liability coverage in an amount not less than $1,000,000 combined single limit per occurrence for bodily injury and property damage. Miami-Dade County must be shown as an additional insured with respect to this coverage. Automobile Liability Insurance-covering all owned, non-owned and hired vehicles used in connection with the work, in an amount not less than $500,000 combined single limit per occurrence for bodily injury and property damage. Completed Value Builder's Risk Insurance-on al "All Risk" basis in an amount not less than one hundred (1 00%) percent of the insurable value of the building{s) or structure{s). The policy shall be in the name of the sub-recipient and the Contractor, and Miami-Dade County must be listed as a loss payee. All insurance requirements must be verified at the time of the pre-construction meeting. Page 1 of 2 6 -INSURANCE REQUIREMENTS Miami-Dade County PHCD Page? III. All insurance policies required above all shall be issued by companies authorized to do business under the laws of the State of Florida, with the following qualifications: The company must be rated no less than "B" as to management, and no less than "Class V" as to financial strength, by the latest edition of Best's Insurance Guide, published by AM. Best Company, Oldwick, New Jersey, or its equivalent, subject to the approval of the County Risk Management Division. Or The company must hold a valid Florida Certificate of Authority as shown in the latest "List of All Insurance Companies Authorized or Approved to Do Business in Florida" issued by the State of Florida Department of Insurance and are members of the Florida Guaranty Fund. IV. All insurance required by the contract must stay in force until final acceptance except, "Completed Value Builder's Risk" which may be dropped after substantial completion. The Contractor shall also keep all insurance required by contract, except "Completed Value Builder's Risk", in force when performing any work during the guarantee period(s). The Contractor shall furnish certificates of insurance and insurance policies to the owner prior to commencing any operation under this contract, which certificates shall clearly indicate that the Contractor has obtained insurance, in the type, amount, and classifications, as required for strict compliance with the contract. NOTE: Certificates will indicate no modification or change in insurance shall be made without thirty (30) days in advance notice to the certificate holder. Compliance with the foregoing requirements as to the carrying of insurance shall not relieve the Contractor from his liability under any other portion of this contract. V. Cancellation of any insurance or bonds, or non-payment by the contractor of any premium for any insurance policies or bonds required by this contract shall constitute a breach of this contract. In addition to any other legal remedies, the owner at its sole option may terminate this contract or pay such premiums, and deduct the costs thereof from any amount, which are or may be due to the Contractor. Page 2 of 2 6 -INSURANCE REQUIREMENTS Miami-Dade County PHCD Page8 PROVISIONS TO BE INCORPORATED IN CONSTRUCTION CONTRACTS A. "DAVIS-BACON" ACT PROVISION As stated in 24 CFR Part 85.36: When required by the Federal grant program legislation, all construction contracts in excess of $2,000 awarded by grantees and sub grantees shall include a provision for compliance with the Davis-Bacon Act (40 USC 276a to a-7) as supplemented by Department of Labor regulations (29 CFR Part 5). Under this Act contractors shall be required to pay wages to laborers and mechanics at a rate not less than the minimum wages specified in a wage determination made by the Secretary of Labor. The grantee shall place a copy of the current prevailing wage determination issued by the Department of Labor for this solicitation and the award of the contract shall be conditioned upon the acceptance of the attached wage determination. Further, the provision listed below must be included in each set of bid documents and incorporated in each contract, subcontract, and any lower-tier subcontract: "The contractor hereby agrees that it will abide by the requirements of the Federal Labor Standards Provisions issued by the United States Department of Housing and Urban Development and described in Form HUD-4010 and those requirements contained in Wage General Decision Number FL 120168 02/17/2012 FL 168 -Heavy for this project." E. TERMINATION PROVISION & LEGAL REMEDIES As stated in 24 CFR Part 85.36 All contracts in excess of $10,000 shall contain suitable provisions for termination by the grantee including the manner which it will be affected and the basis for settlement. In addition, such contracts shall describe conditions under which the contract may be terminated for default as well as conditions where the contract may be terminated because of circumstances beyond the control of the contractor. Contracts other than small purchases shall contain provisions or conditions which will allow for administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as may be appropriate. Provisions for termination are as follows: 1. Termination at Will This contract, in whole or in part, may be terminated by the Principal Contractor/Owner upon no less than ten (10) working days notice when the Principal Contractor/Owner determines that it would be in the best interest of the Principal Contractor/Owner and the Public Housing and Community Development (PHCD). Said notice shall be delivered by certified mail, return receipt requested, or in person with proof of delivery. Page 1 of3 7 -PROVISIONS TO BE INCORPORATED IN CONSTRUCTION CONTRACTS Miami-Dade County PHCD Page9 2. Termination for Convenience The Principal Contractor/Owner may terminate this contract, in whole part, when both parties agree that the continuation of the activities would not produce beneficial results commensurate with the further expenditure of funds. Both parties shall agree upon the termination conditions. The Principal Contractor/Owner, at its sole discretion, reserves the right to terminate this contract without cause upon thirty (30) days written notice. Upon receipt of such notice, the Contractor shall not incur any additional costs under this contract. The Principal Contractor/Owner shall be liable only for reasonable costs incurred by the Contractor prior to notice of termination. The Principal Contractor/Owner shall be the sole judge of "reasonable costs." 3. Termination Because of Lack of Funds In the event of a funding short-fall, or a reduction in federal appropriations, or should funds to finance this contract become unavailable, the Principal Contractor/Owner may terminate this contract upon no less than twenty-four (24) hours written notification to the Contractor. Said notice shall be delivered by certified mail, return receipt requested, or in person with proof of delivery. The Principal Contractor/Owner shall be the final authority to determine whether or not funds are available. The Principal Contractor/Owner may at its discretion terminate, renegotiate and/or adjust the contract award whichever is in the best interest of the Principal Contractor/Owner. 4. Termination for Substantial Funding Reduction In the event of a substantial funding reduction of the allocation to the Principal Contractor/Owner through Board of County Commissioners' action, the Principal Contractor/Owner may, at its discretion, request in writing from the Director of PHCD a release from its contractual obligations to the County. The Director of PHCD will review the effect of the request on the community and the County prior to making a final determination. 5. Termination for Breach The Principal Contractor/Owner may terminate this contract, in whole or in part, when the Principal Contractor/Owner determines, in its sole and absolute discretion that the Contractor is not making sufficient progress thereby endangering ultimate contract performance, or is not materially complying with any term or provision of this contract. Unless the Contractor's breach is waived by the Principal Contractor/Owner in writing, the Principal Contractor/Owner may, by written notice to the Contractor, terminate this contract upon no less than twenty-four (24) hours notice. Said notice shall be delivered by certified mail, return receipt requested, or in person with proof of delivery. Waiver of breach of any provision of this contract shall not be deemed to be a waiver of any other breach and shall not be construed to be a modification of the terms of this contract. The provisions herein do not limit the Principal Contractor's/Owner's right to legal or equitable remedies. Page 2 of 3 7 -PROVISIONS TO BE INCORPORATED IN CONSTRUCTION CONTRACTS Miami-Dade County PHCD Page 10 6. Penalties for Fraud Misrepresentation or Material Misstatement In accordance with the Code of Miami-Dade County, Section 2-8.4.1, any individual or corporation or other entity that attempts to meet its contractual obligations with the County through fraud, misrepresentation or material misstatement, shall have its contract with the County terminated, whenever practicable, as determined by the County. The County may terminate or cancel any other contracts which such individual or other subcontracted entity has with the County. Such individual or entity shall be responsible for all direct and indirect costs associated with such termination or cancellation, including attorney's fees. The foregoing notwithstanding, any individual or entity who attempts to meet it contractual obligations with the County through fraud, misrepresentation or material misstatement may be disbarred from County contracting for up to five (5) years. 7. Payment Settlement If termination occurs, the Contractor will be paid for allowable costs incurred in carrying out activities required by this contract up to the date and time of termination. F. ACCESS TO RECORDS AND RECORD RETENTION PROVISION All official project records and documents must be maintained during the operation of this project and for a period of three (3) years following close out in compliance with 4 NCAC 19L Rule .0911, Recordkeeping. The Miami-Dade Public Housing and Community Development, the U.S. Department of Housing and Urban Development, and the Comptroller General of the United States, or any of their duly authorized representatives, shall have access to any books, documents, papers and records of the implementing agency which are pertinent to this contract, for the purpose of making audits, examinations, excerpts and transcriptions in compliance with the above. Page 3 of 3 7 -PROVISIONS TO BE INCORPORATED IN CONSTRUCTION CONTRACTS Miami-Dade County PHCD Page 11 Initials NONCOLLUSION AFFIDAVIT STATE OF: COUNTY OF: __________________ __ ________________ , being first duly sworn, deposes and says that: (1) He/she is ____________ of ____________ , the Bidder that has submitted the attached Bid. (2) Bidder has been fully informed regarding the preparation and contents of the attached Bid and of all pertinent circumstances regarding such Bid; (3) Such Bid is genuine and is not a collusion or sham Bid; (4) Neither the said Bidder nor any of its officers, partners, owners, agents, representatives, employees or parties in interest, including this affiant has in any way colluded, conspired, connived or agreed, directly or indirectly with any other Bidder, firm or person to submit a collusive or sham Bid in connection with the contractor for which the attached Bid has been submitted or to refrain from bidding in connection with such contract, or has in any manner, directly or indirectly, sought by agreement or collusion or communication or conference with any other Bidder, firm or person to fix the price or prices, profit or cost element of the Bid price or the Bid price of any other Bidder, or to secure through advantage against the (Local Public Agency) or any person interested in the proposed Contract; and (5) The price or prices quoted in the attached Bid are fair and proper and are not tainted by any collusion, conspiracy, connivance or unlawful agreement on the part of the Bidder or any of its agents, representatives, owners, employees, or parties in interest, including this affiant. (SIGNED) ____________ _ Title Subscribed and sworn to before me this ___ day of , 20 __ My commission expires: ____ _ 8 -NONCOLLUSION AFFIDAVIT Miami-Dade County PHCD Page 12 CERTIFICATION REGARDING LOBBYING Certification for Contracts, Grants, Loans and Cooperative Agreements in excess of $100,000 The undersigned certifies, to the best of his or her knowledge and belief, that: 1. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. 2. If any of the funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. 3. The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreement in excess of $100,000) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by section 1352, title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. By: Print: __________________ _ Title: Date: Business Address: 9 -CERTIFICATION REGARDING LOBBYING Miami-Dade County PHCD Page 13 AFFIRMATIVE ACTION STANDARDS Contracts covered by the Notice and Specifications shall take affirmative action to insure equal employment opportunity. Evaluation of contractor's compliance with the affirmative action standards shall be based on contractor's efforts to achieve maximum results from their actions. The contractor shall be required to provide documentary evidence of efforts to implement each of the 16 affirmative action steps outlined in the Specifications. Listed below are the 16 essential affirmative action steps, the efforts required to implement them and the records that should be maintained to document the contractor's efforts. 1. Contractors must maintain a working environment free of harassment, intimidation, and coercion at all sites and in all facilities at which the contractor's employees are assigned to work. The contractor, where possible, must assign 2 or more women to each construction project. The contractor shall specifically insure that all forepersons, superintendents, and other on-site supervisory personnel are aware of and carry out the contractor's obligation to maintain such a working environment, with specific attention to minorities or women working at such sites or in such facilities. To Demonstrate Compliance: Contractor must have copies of memoranda to supervisory staff, or minutes or notes of staff meeting or EEO officer's meetings with supervisors to inform them of the contractor's obligation to maintain a working environment free of harassment, intimidation, and coercion and to where possible, assign two or more women to each construction project. Monitoring of work environment by EEO officer. 2. Contractors must establish and maintain a current list of minority and women's recruitment sources, provide written notification to minority and women's recruitment sources and to community organizations when the contractor or its unions have employment opportunities available, and maintain a record of the organization's responses. To Demonstrate Compliance: Contractors must have a current listing of recruitment sources for minority and women craft workers. It must have copies of recent letters to community resource groups or agencies specifying the contractor's employment opportunities and the procedures one should follow when seeking employment. It must note the responses receive and the results on the bottom or reverse of the letters or establish a follow-up file for each organization notified. 3. Contractors must maintain a current file of the name, address, and telephone number of each minority and/or women off-the-street applicant and minority and/or women referred from a union, recruitment source, or community organization, and of the action that was taken with respect to each individual. If such individual was sent to the union hiring hall for referral and was not referred back to the contractor by the union or, if referred, was not employed by the contractor, this shall be documented in the file with the reason, along with whatever additional actions the contractor may have taken. Page 1 of 5 10 -AFFIRMATIVE ACTION STANDARDS Miami-Dade County PHCD Page 14 Initials To Demonstrate Compliance: Contractors must have a file of the names, addresses, telephone numbers, and crafts of each minority and/or woman applicant showing the date of contact and whether or not the person was hired and (if not) the reason; whether or not the person was sent to a union for referral and what happened; and follow-up contracts when the contractor was hiring. 4. Contractors must provide immediate written notification to the Director when the union or unions with which the contractor has a collective bargaining agreement failed to refer to the Contractor a minority or woman sent by the contractor, or when the contractor has other information that the union referral process impeded the contractor's efforts to meet its obligations. To Demonstrate Compliance: Contractors must have copies of letters sent to verify claim that the union is impeding the contractor's efforts to comply. 5. Contractors must develop on-the-job training opportunities or participate in training programs for the area that expressly includes minorities and women, including upgrading programs and apprenticeship and trainee programs relevant to the contractor's employment needs, especially those programs funded or approved by the Department of Labor. The contractor shall provide notices of those programs to the sources compiled under Item 2, above. To Demonstrate Compliance: Contractors must have records of contributions in cash, equipment supplied or contractor personnel provided as instructors for approved Bureau of Apprenticeship and Training or Department of Labor funded training programs and records of the hiring and training of minorities and women from such programs. Supply copies of letters informing minority and women's recruitment sources or schools providing these training programs. 6. Contractors must disseminate their EEO policies by providing notices of the policy to unions and training programs and requesting their help in meeting its EEO obligations; by including it in any policy manual and collective bargaining agreement; by publicizing it in the company newspaper or annual report; by specific review of the policy with all management personnel and with all minority and women employees at least once a year; and by posting the company EEO policy on bulleting boards accessible to all employees at each location where construction work is performed. To Demonstrate Compliance: Contractors must have written EEO policies that include the name and contact information on the contractor's EEO officer and must (a) include the policy in any company policy manuals; (b) post a copy of the policy on all company bulletin boards (in the office and on all job sites); (c) put in records, such as reports or diaries, that each minority and woman employee is aware of the policy and that it has been discussed with them; (d) record that the policy has been discussed regularly at staff meetings; (e) make copies of newsletters and annual reports that include the policy; and (f) make copies of letters to unions and training programs requesting their cooperation in helping the contractor meet its EEO obligations. Page 2 of 5 10 -AFFIRMATIVE ACTION STANDARDS Miami-Dade County PHCD Page 15 Initials 7. Contractors must review, at least annually, the company's EEO policy and affirmative action obligations under these specifications with all employees having any responsibility for hiring, assignment, layoff, termination, or other employment decisions, including specific review of these items with on-site supervisory personnel such as superintendents and general forepersons prior to the initiation of work at any job site. Contractors must make and maintain a written record and maintain it to identify the time and place of these meetings, persons attending, subject matter discussed, and disposition of the subject matter. To Demonstrate Compliance: Contractors must have written records (memoranda, diaries, minutes of meetings) identifying the time and place of meeting, persons attending, subject matter discussed, and disposition of subject matter. 8. Contractors must disseminate their EEO policies externally by including it in any advertising in the news media, specifically including minority and women's policy with other contractors and subcontractors with whom the contractor does or anticipates doing business. To Demonstrate Compliance: Contractors must have copies of (a) letters sent, at least every 6 months or at the start of each new major contract, to all recruiting sources (including labor unions and training programs) requiring compliance with the policy; (b) advertisement that has the EEO "tagline" on the bottom; and (c) letters to subcontractors and suppliers, at least at the time of the subcontract is signed, requiring compliance with the policy. 9. Contractors must direct recruitment efforts, both oral and written, to minority, women and community organizations, to schools with minority and women students, and to minority and women's recruitment and training organizations serving the contractor's recruitment area and employment needs. Not later than one (1) month prior to the date for acceptance of applications for apprenticeship or other training by any recruitment source, the contractor will send written notification to such organizations, describing the openings, screening procedures, and tests to be used in the selection process. To Demonstrate Compliance: Contractors must have written records of contacts (written communications, telephone calls, or personal meetings) with minority and women's community organizations and recruitment's sources, and schools and training organizations, specifying the date(s), individuals contacted, results of the contact, and any follow-up. It must have copies of letters sent to these organizations at least one (1) month prior to the acceptance of applications for training (apprenticeship or other) describing the openings, screening procedures, and tests to be used in the selection process. 10. Contractors must encourage minority and women employees to recruit other minority persons and women and provide, where reasonable, school, summer and vacation employment to minority and female youth both on-site and in other areas of the workforces. Page 3 of 5 10 -AFFIRMATIVE ACTION STANDARDS Miami-Dade County PHCD Page 16 Initials To Demonstrate Compliance: Contractors must have copies of diaries, telephone logs, or memoranda indicating contacts (written and oral) with minority and women employees requesting their assistance in recruiting other minorities and women, and record results. If contractors normally provide after-school, summer, and vacation employment, it must have copies of letters to organizations under Item 9 describing those opportunities and must have responses received and results noted on letters or in a follow- up file. 11. Contractors must validate all tests and other selection requirements where there is an obligation to do so under CFR 60-3. To Demonstrate Compliance: Contractors must have evidence in the form of correspondence, or certificates that all tests, interviews and selection procedures used by the contractor, a craft union, or Joint Apprenticeship Committee meet the requirements in the OFCCP testing and selection guidelines. 12. Contractors must conduct, at least annually, an inventory evaluation (at least) of all minority and women personnel for promotional opportunities and encourage these employees to seek or to prepare for such opportunities by appropriate training. To Demonstrate Compliance: Contractors must have written records (memo, letters, personnel files, etc.) showing that the company conducts annual reviews of minority and female personnel for promotional opportunities and notifies these employees of training opportunities (formal or on-the-job) and encourages their participation. 13. Contractors must ensure that seniority practices, job classifications, work assignments, and other personnel practices do not have a discriminatory effect, by continually monitoring all personnel and employment related activities to insure that the EEO policy and the Contractor's obligations under these specifications are being carried out. To Demonstrate Compliance: Contractors must have evidence (letter, memos, personnel files, reports) that: (a) the activity under Item 12, above, has been carried out; (b) any collective bargaining agreements have an EEO clause and the provisions do not operate to exclude minorities and women; (c) the EEO officer reviews all monthly workforce reports, hiring, terminations, and training provided on the job; (d) the EEO officer's job description identifies his or her responsibility for monitoring all employment activities for discriminatory effects; and (e) the contractor has initiated corrective action whenever the contractor has identified a possible discriminatory effect. 14. Contractors must insure that all facilities and company activities are nonsegregated, except for providing separate or single-user toilets and necessary changing facilities to assure privacy between the sexes. Page 4 of 5 10 -AFFIRMATIVE ACTION STANDARDS Miami-Dade County PHCD Page 17 Initials To Demonstrate Compliance: Contractors must have incorporated the "Certification of Nonsegregated Facilities" from the contractors federally involved contract documents into all subcontracts and purchase order; have records that announcements of parties, picnics, etc. have been posted and have been available to all employees; have written copies of contracts (written or verbal) with supervisory staff regarding the provision of adequate toilet and changing facilities to assure privacy between the sexes. 15. Contractors must document and maintain a record of all solicitations of offers for subcontractors from minority and female construction contractors and suppliers, including circulation of solicitations to minority and women's contractor associations and other business associations. To Demonstrate Compliance: Contractors must have copies of letters or other direct solicitation of bids for subcontractors or joint ventures from minority or women contractors with a record of specific responses and any follow-up the contractor has done to obtain a price quotation or to assist a minority or female contractor in preparing or reducing a price quotation; have a list of all minority or female subcontracts awarded or joint ventures participated in with dollar amounts; have copies of solicitations sent to minority and women's contractor associations or other business associations. 16. Contractors must conduct a review, at least annually, of all supervisors' adherence to and performance under the contractor's EEO policies and affirmative action obligations. To Demonstrate Compliance: Contractors must have copies of memos, letters, reports, minutes of meeting, or interviews with supervisors regarding their employment practices as they relate to the contractor's EEO policy and affirmative action obligations, and written evidence that supervisors were notified when their employment practices adversely or positively impacted on the contractor's EEO and affirmative action posture. Page 5 of 5 10 -AFFIRMATIVE ACTION STANDARDS Miami-Dade County PHCD Page 18 Initials CERTIFICATION OF COMPLIANCE WITH PART 60-2 AFFIRMATIVE ACTION PROGRAMS The bidder represents that he has ( ) has not ( ), participated in a previous contract or subcontract subject to the Equal Opportunity Clause prescribed by Executive Order 11246; that he has ( ) has not ( ) developed a written affirmative action compliance program for each of his establishments; that he has ( ) has not ( ), filed with the Joint Reporting Committee, the Office of Federal Contract Compliance Programs (OFCCP) or the Equal Employment Opportunity Commission (EEOC) all reports due under the applicable filing requirements; and that representations indicating submission of required compliance reports, signed by proposed subcontractors, will be obtained prior to contract and/or subcontract award. The penalty for making false statement in offers is prescribed in 18 U.S.C. 1001 Agency Name: Employer 10 #/FIO #: Full Address (including City, sT and Zip) '-----_-------'I Authorized Signature: Print Name: Check one, as applicable: Contractor Subcontractor Other Title: 11 -CERTIFICATION OF COMPLIANCE WITH PART 60-2 AFFIRMATIVE ACTION PROGRAMS Miami-Dade County PHCD Page 19 OTHER REQUIRED CERTIFICATIONS A. EQUAL EMPLOYMENT OPPORTUNITY Bidder, by submission of this quotation represents: The undersigned has _, has not _, participated in a previous contract or subcontract subject to the Equal Opportunity clause herein or the clause originally contained in Section 301 of Executive Order No. 10925, or the clause contained in Section 201 of Executive Order No. 11114; that it has _, has not _ filed all required compliance reports; and that representations indicating submission of the required compliance reports, signed by proposed subcontractors, will be obtained prior to subcontract awards. (The above representation need not be submitted in connection with contracts or subcontracts which are exempt from the clause.) B. AFFIRMATIVE ACTION The bidder represents that (a) it has _ developed and has on file, has not __ developed and does not have on file, at each establishment an affirmative action program as required by the rules and regulation of the Secretary of Labor (41 CFR 60-1 and 60-2), or (b) it has not_ previously had contracts subject to written affirmative action program requirements of the rules and regulations of the Secretary of Labor. C. AMERICANS WITH DISABILITIES ACT The contractor represents and certifies the following as part of its offer: By submission of an offer, the bidder certifies that it complies with the American with Disabilities Act, 42 U.S.C., and 12101 et. seq., and will maintain compliance throughout the life of the Contract. By commencing performance of the Contract work, the selected contractor certifies to the American with Disabilities Act compliance. D. COPELAND ANTI-KICKBACK By submission of a bid, the bidder certifies that it has read and complies with the General Provision entitled "Anti-Kickback Procedures" as stated in 24 CFR part 85.36 as follows: All contracts and subcontracts for construction or repair shall include a provision for compliance with the Copeland "Anti-Kickback" Act (18 USC 874) as supplemented in Department of Regulations (29 CFR, Part 3). This Act provides that each contractor or subcontractor shall be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he is otherwise entitled. By submission of this bid, the bidder attests that neither it nor any of its employees has performed or participated in any prohibited actions, as defined in this provision. Page 1 013 12 -OTHER CERTIFICATIONS Miami-Dade Counly PHCD Page 20 E. BYRD ANTI-LOBBYING AMENDMENT (31 U.S.C. 1352) This certification applies to those contractors who apply for award of bid of $100,000 or more: Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier shall also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the recipient. F. FULL DISCLOSURE BY THE CONTRACTOR/BIDDER REGARDING WHETHER IT ANTICIPATES BEING OR IS DEBARRED, SUSPENDED, OR PROPOSED FOR DEBARMENT BY THE FEDERAL GOVERNMENT. STATE OF FLORIDA, OR MIAMI-DADE COUNTY AT TIME OF AWARD. This certification applies to a contract or subcontract in excess of $25,000 By submission of an offer, the bidder certifies that it has provided full disclosure in writing to (name of implementing agency) whether as of the anticipated time of award of any contract resulting from this solicitation; it anticipates that it or its principals will be debarred, or proposed for debarment by the Federal Government, State of Florida, or Miami-Dade County. By commencing performance of the Contract work, the selected contractor certifies that it has made full disclosure in writing to (name of implementing agency) as to whether as of the time of award it or any of its principals is debarred, suspended, or proposed for debarment by the Federal Government. State of Florida, or Miami-Dade County. G. NONDISCRIMINATION CLAUSE Section 109, Housing and Community Development Act of 1974 No person in the United States shall on the ground of race, color, national origin or sex be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with funds available under Section 109, Housing and Community Development Act of 1974. Page 2 of3 12 -OTHER CERTIFICATIONS Miami-Dade County PHCD Page 21 H. AGE DISCRIMINATION ACT OF 1975, AS AMENDED Non-discrimination on the Basis of Age No qualified person shall on the basis of age be excluded from participation in, be denied the benefits of, or otherwise be subjected to discrimination under any program or activity which receives or benefits from Federal assistance. I. SECTION 504 OF THE REHABILITATION ACT OF 1973, AS AMENDED Non-discrimination on the Basis of Handicap No qualified handicapped person shall, on the basis of handicap be excluded from participation in, be denied the benefits of, or otherwise be subjected to discrimination under any program or activity which receives or benefits from Federal assistance. Agency Name: Full Address (including City, ST and Zip) Authorized Signature: Print Name: Check one, as applicable: Contractor Subcontractor Other Page 3 013 12 -OTHER CERTIFICATIONS Miami-Dade County PHCD Page 22 Employer 10 #/FIO #: Title: CERTIFICATION REGARDING DRUG-FREE WORKPLACE (GRANTEES OTHER THAN INDIVIDUALS) As required by the Drug-Free Workplace Act of 1988, and implemented at 28 CFR Part 67, subpart F, for grantees, as defined at 28 CFR part 67 Sections 67.615 and 67.620- A.The applicant certifies that it will or will continue to provide a drug-free workplace by: (a) Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the grantee's workplace and specifying the actions that will be taken against employees for violation of such prohibition; (b) Establishing an on-going drug-free awareness program to inform employees about: (1) The dangers of drug abuse in the workplace; (2) The grantee's policy of maintaining a drug-free workplace; (3) Any available drug counseling, rehabilitation, and employee assistance programs; and (4) The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace; (c) Making it a requirement that each employee to be engaged in the performance of the grant be given a copy of the statement required by paragraph (a); (d) Notifying the employee in the statement required by paragraph (a) that, as a condition of employment under the grant, the employee will (1) Abide by the terms of the statement; and (2) Notify the employer in writing of his or her conviction for a violation of a criminal drug statute occurring in the workplace no later than five calendar days after such conviction; (e) Notifying the agency in writing, within 10 calendar days after receiving notice under subparagraph (d)(2) from an employee or otherwise receiving actual notice of such conviction (f) Taking one of the following actions, within 30 calendar days of receiving notice under subparagraph (d)(2), with respect to any employee who is so convicted Page 1 of 2 13 -CERTIFICATION REGARDING DRUG-FREE WORKPLACE Miami-Dade County PH CD Page 23 (1) Taking appropriate personnel action against such an employee, up to and including termination, consistent with the requirements of the Rehabilitation Act of 1973, as amended; or (2) Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency; Making a good faith effort to continue to maintain a drug-free workplace through implementation of paragraphs (a), (b), (c), (d), (e), and (f). B. The Grantee may insert in the space provided below the site(s) for the performance of work done in connection with the specific grant: Place of Performance (Street address, city, county, state, zip code) Check 0 if there are workplaces on file that are not identified here. Agency Name: Full Address (including City, ST and Zip) Authorized Signature: Print Name: Check one, as applicable: Contractor __ Subcontractor Other Page 2 of 2 Employer 10 #/FIO #: Title: 13 -CERTIFICATION REGARDING DRUG-FREE WORKPLACE Miami-Dade County PHCD Page 24 ASSURANCE OF COMPLIANCE (Section 3, HUD ACT of 1968) TRAINING, EMPLOYMENT, AND CONTRACTING OPPORTUNITIES FOR BUSINESS AND LOWER INCOME PERSONS A. The project assisted under this (contract) (agreement) is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S. C. 170U. Section 3 requires that to the greatest extent feasible opportunities for training and employment be given to lower income residents of the project area and contracts for work in connection with the project be awarded to business concerns which are located in or owned in substantial part by persons residing in the area of the project. B. Notwithstanding any other provision of this (contract) (agreement), the (applicant) (reCipient) shall carry out the provisions of said Section 3 and the regulations issued pursuant thereto by the Secretary set forth in 24 CFR Part 135 (published in 38 Federal Register 29220, October 23, 1973), and all applicable rules and orders of the Secretary issued there under prior to the execution of this (contract) (agreement). The requirements of said regulations include but are not limited to development and implementation of an affirmative action plan for utilizing business concerns located within or owned in substantial part by persons residing in the area of the project; the making of a good faith effort, as defined by the regulation, to provide training, employment and business opportunities required by Section 3; and incorporation of the "Section 3 Clause" specified by Section 135.20 (b) of the regulations in all contracts for work in connection with the project. The (applicant) (recipient) certifies and agrees that it is under no contractual or other disability which would prevent it from complying with these requirements. C. Compliance with the provision of Section 3, the regulations set forth in 24 CFR Part 135, and all applicable rules and orders of the Secretary issued there under prior to approval by the Government of the application for this (contract) (agreement), shall be a condition of the Federal financial assistance provided to the project, binding upon the (applicant) (recipient), its successors and assigns. Failure to fulfill these requirements shall subject the (applicant) (reCipient), its contractors and subcontractors, its successors, and assigns to the sanctions specified by the (contract) (agreement), and to such sanctions as are specified by 24 CFR Section 135 APPLICANT: _______________ _ SIGNATURE: ___________ _ ADDRESS: DATE: 14 -ASSURANCE OF COMPLIANCE (Section 3. HUD ACT of 1968) Miami-Dade County PHCD Page 25 SECTION 3 REQUIREMENTS I. ASSURANCE STATEMENT Each applicant, recipient, contractor, and subcontractor on a Section 3 covered project shall sign the attached Section 3 Assurance of Compliance. II. AFFIRMATIVE ACTION PLAN FOR UTILIZATION OF PROJECT AREA BUSINESSES Each applicant, recipient, contractor, and subcontractor preparing to undertake work pursuant to a Section 3 covered contract shall develop and implement an affirmative action plan, which shall: a. Set forth the approximated number and dollar value of all contracts proposed to be awarded to all businesses within each category (type or profession) over the duration of the Section 3 covered project. b. Analyze the information set forth in paragraph (a) and the availability of eligible business concerns within the project area doing business in professions or occupations identified as needed in paragraph (a) and set forth a goal or target number and estimated dollar amount of contracts to be awarded to the eligible businesses and entrepreneurs within each category over the duration of the Section 3 covered project. c. Outline the anticipated program to be used to achieve the goals for each business and/or professional category identified. This program should include but not be limited to the following actions: i. Insertion in the bid documents, if any, of the affirmative action plan of the applicant, reCipient, contractor, or subcontractor letting the contract; and ii. Identification within the bid documents, if any, of the applicable Section 3 project area. iii. Ensuring that the appropriate business concerns are notified of pending contractual opportunities either personally or through locally utilized media. III. BIDDING AND NEGOTIATION REQUIREMENTS Every applicant and recipient shall require prospective contractors for work in connection with Section 3 covered projects to provide, prior to the signing of the contract, a preliminary statement of work force needs (skilled, semi-skilled, unskilled labor and trainees by category) where known; where not known, such information shall be supplied prior to the Signed of any contract between contractors and their subcontractors. Consideration should be given to those contractors who will have training and employment opportunities for project area residents. When a bidding procedure is used to let the contract, the invitation or solicitation for bids shall advise prospective contractors of the requirements of these regulations. Page 1 of 2 15 -SECTION 3 REQUIREMENTS Miami-Dade County PHCD Page 26 Initials Applicant. recipient and contractors should insert plan for utilization of project area business in the bid documents. The recipient must have indicated therein that Section 3 applies to the project and what is expected of them. All contractors who bid a job just show in their bid what they will do to implement Section 3. They must in this bid commit themselves to a goal and show what they intend to do to reach that goal. When the bids are opened, they must be evaluated in terms of the bidder's responsiveness to Section 3. A bid which lacks a commitment to Section 3 or which lacks a goal or plan to reach a goal may be judged nonresponsive. Applicants, recipients and contractors will ensure that the attached Section 3 Clause and Assurance of Compliance are made a part of all contracts. In implementing its affirmative action plan, each applicant, recipient, contractor, or subcontractor shall make a good faith effort to achieve its goal or target number and estimated dollar amount of contracts to be awarded to the eligible businesses and entrepreneurs within each category over the duration of the Section 3 covered project. IV. UTILIZATION OF LOWER INCOME RESIDENTS AS TRAINEES AND EMPLOYEES Each applicant, recipient, contractor or subcontractor undertaking work in connection with a Section 3 covered project shall make a good faith effort to fill all vacant training and occupational category positions with lower income project area residents. For further information or if you have any questions regarding Section 3, please contact: Marisol Triana, Resident Services Coordinator Public Housing and Community Development 701 NW 1st Court, 16th Floor Miami, Florida 33136 Office: 786-469-4230 Email: Section3@miamidade.gov Page 2 of 2 15 -SECTION 3 REQUIREMENTS Miami-Dade County PHCD Page 27 SECTION 3 CLAUSE A. The work to be performed under this contract is subject to the requirements of section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S. C. 170lu (section 3). The purpose of section 3 is to ensure that employment and other economic opportunities generated by HUD assistance of HUD-assisted projects covered by section 3, shall, to the greatest extent feasible, be directed to low-and very low-income persons, particularly persons who are recipients of HUD assistance for housing. B. The parties to this contract agree to comply with HUD's regulations in 24 CFR part 135, which implement section 3. As evidenced by their execution of this contract, the parties to this contract certify that they are under no contractual or other impediment that would prevent them from complying with the part 135 regulations. C. The contractor agrees to send to each labor organization or representative of workers with which the contractor has a collective bargaining agreement or other understanding, if any, a notice advising the labor organization or workers' representative of the contractor's commitments under this section 3 clause, and will post copies of the notice in conspicuous places at the work site where both employees and applicants for training and employment positions can see the notice. The notice shall describe the section 3 preference, shall set forth minimum number and job titles subject to hire, availability of apprenticeship and training positions, the qualifications for each; and the name and location of the person(s) taking applications for each of the positions; and the anticipated date the work shall begin. D. The contractor agrees to include this section 3 clause in every subcontract subject to compliance with regulations in 24 CFR part 135, and agrees to take appropriate action, as provided in an applicable provision of the subcontract or in this section 3 clause, upon a finding that the subcontractor is in violation of the regulations in 24 CFR part 135. The contractor will not subcontract with any subcontractor where the contractor has notice or knowledge that the subcontractor has been found in violation of the regulations in 24 CFR part 135. E. The contractor will certify that any vacant employment positions, including training positions, that are filled (1) after the contractor is selected but before the contract is executed, and (2) with persons other than those to whom the regulations of 24 CFR part 135 require employment opportunities to be directed, were not filled to circumvent the contractor's obligations under CFR part 135. F. Noncompliance with HUD's regulations in 24 CFR part 135 may result in sanctions, termination of this contract for default, and debarment or suspension from future HUD assisted contracts. 16 -SECTION 3 CLAUSE Miami-Dade County PHCD Page 28 Initials BIDDER'S INITIAL SECTION 3 GOALS 1. The Bidder agrees to comply with Section 3 of the Housing and Urban Development Act of 1968, as amended. 2. The Bidder estimates that there will be new employees hired during the performance of this contract. Furthermore, should this contract be let to the Bidder, the Bidder agrees to delineate work force needs (skilled, semiskilled, unskilled, labor, and trainees) by category. 3. Of these new employees, the Bidder plans to hire at least __ percent (%) from the Section 3 Covered Area (Dade County, Florida). 4. The Bidder estimates that percent (%) of those materials purchased for use on this project will be from business located in the Section 3 Covered Area (Dade County, Florida) I, (please print), as an authorized Officer of the Bidder, do hereby acknowledge that we are aware of the requirements under Section 3 of the Housing and Urban Development Act of 1968, as amended, and will abide by them. We further agree to abide by this Affirmative Action Plan to the greatest extent feasible and realize that should we be awarded the contract, it becomes subject to monitoring for compliance with this plan by Miami-Dade County Public Housing and Community Development. Agency Name: Full Address (including City, ST and Zip) Authorized Signature: Print Name: Check one, as applicable: Contractor __ Subcontractor Other Employer 10 #/FIO #: Title: 17 -BIDDER'S INITIAL SECTION 3 GOALS Miami-Dade County PH CD Page 29 CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY AND VOLUNTARY EXCLUSION -LOWER TIER COVERED TRANSACTIONS INSTRUCTIONS FOR CERTIFICATION 1. By signing and submitting this proposal, the prospective lower tier participant is providing the certification set out below. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective lower tier participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. 3. The prospective lower tier participant shall provide immediate written notice to the person to whom this proposal is submitted if at anytime the prospective lower tier participant learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms covered transaction, debarred, suspended, ineligible, lower tier covered transaction, participant, person, primary covered transaction, principal, proposal and voluntarily excluded, as used in this clause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contract the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective lower tier participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency with which this transaction originated. 6. The prospective lower tier participant further agrees by submitting this proposal that it will include this clause titled "Certification Regarding Debarment, Suspension, Ineligibility, and Voluntary Exclusion -Lower Tier Covered Transaction, without modification, in all lower tier covered transactions. Page 1013 18 -CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILTY AND VOLUNTARY EXCLUSION -LOWER TIERED COVERED TRANSACTIONS Miami-Dade County PHCD Page 30 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. 9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transactions in addition, to other remedies available to the Federal Government, the department or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. Page 2 of 3 18 -CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILTY AND VOLUNTARY EXCLUSION -LOWER TIERED COVERED TRANSACTIONS Miami-Dade County PHCD Page 31 CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY AND VOLUNTARY EXCLUSION -LOWER TIER TRANSACTIONS By submission of the proposal, the prospective lower tier participant certifies, that: 1. Neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction, by any Federal department or agency. 2. Where the prospective lower tier participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. Agency Name: Full Address (including City, ST and Zip) Authorized Signature: Print Name: Check one, as applicable: Contractor __ Subcontractor Other Page 3 of 3 Employer 10 #/FIO #: Title: CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILTY AND VOLUNTARY EXCLUSION -LOWER TIERED COVERED TRANSACTIONS Miami-Dade County PHCD Page 32 EQUAL EMPLOYMENT OPPORTUNITY CLAUSE FOR CONTRACTS NOT SUBJECT TO EXECUTIVE ORDER 11246 In carrying out the contract, the contractor shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The contractor shall take affirmative action to insure that applicants for employment are employed, and that employees are treated during employment, without regard to their race, color religion, sex, or national origin. Such action shall include, but not limited to, advertising; layoff or termination; rates of payor other forms of compensation; and selection for training, including apprenticeship. The contractor shall post in conspicuous places, available to employees and applicants for employment, notices to be provided by the Government setting for the provisions of the nondiscrimination clause. The contractor shall state that all qualified candidates will receive consideration for employment without regard to race, color, religion, sex, or national origin. Agency Name: Full Address (including City, ST and Zip) Authorized Signature: Print Name: Check one, as applicable: Contractor __ Subcontractor Other Employer 10 #/FIO #: Title: 19 -EQUAL EMPLOYMENT OPPORTUNITY CLAUSE FOR CONTRACS NOT SUBJECT TO EXECUTIVE ORDER 11246 Miami-Dade County PHCD Page 33 EQUAL OPPORTUNITY FOR SPECIAL DISABLED VETERANS AND VETERANS OF THE VIETNAM ERA 1) The contractor will not discriminate against any employee or applicant for employment because he or she is a disabled veteran or veteran of the Vietnam era in regard to any position for which the employee or applicant for employment is qualified. The contractor agrees to take affirmative action to employ, advance in employment and otherwise treat qualified individuals without discrimination based on their status as a special disabled veteran or veteran of the Vietnam era in all employment practices, including the following: i. recruitment, advertising, and job application procedures; ii. hiring, upgrading, promotion, award of tenure, demotion, transfer, layoff, termination, right of return from layoff and rehiring; iii. rates of payor any other form of compensation and changes in compensation; iv. job assignments, job classifications, organizational structures, position descriptions, lines of progression, and seniority lists; v. leaves of absence, sick leave, or any other leave; vi. fringe benefits available by virtue of employment, whether or not administered by the contractor; vii. selection and financial support for training, including apprenticeship, and on-the-job training under 38 U.S.C. 3687, professional meeting, conferences, and other related activities, and selection for leaves of absence to pursue training; viii. activities sponsored by the contractor including social or recreational programs; and ix. any other term, condition, or privilege of employment. 2) The contractor agrees to immediately list all employment openings which exist at the time of the execution of this contract, including those not generated by this contract and including those occurring at an establishment of the contractor other that the one wherein the contract is being performed, but excluding those of independently operated corporate affiliates, at an appropriate local employment service office of the state employment security agency wherein the opening occurs. Listing employment openings with the U.S. Department of Labor's America's Job Bank shall satisfy the requirement to list jobs with the local employment service office. 3) Listing of employment openings with the employment service office pursuant to this clause shall be made at least concurrently with the use of any other recruitment source or effort and shall involve the normal obligations which attach to the placing of a bona fide job order, including the acceptance of referrals of veterans and non-veterans. The listing of employment openings does not require the hiring of any particular job applicants or from any particular group of job applicants, and nothing herein is intended to relieve the contractor from any requirements in Executive orders or regulations regarding nondiscrimination in employment. Page 1 of 3 20 -EQUAL OPPORTUNITY FOR SPECIAL DISABLED VETERANS AND VETERANS OF THE VIETNAM ERA Miami-Dade County PHCD Page 34 4) Whenever the Contractor becomes contractually bound to the listing provisions in paragraphs 2 and 3 of this clause, it shall advise the employment service agency in each State where it has establishments of the name and location of each hiring location in the state: Provided, that this requirement shall not apply to state and local governmental contractors. As long as the Contractor is contractually bound to these provisions and has so advised that state agency, there is no need to advise the state agency of subsequent contracts. The Contractor may advise the state agency when it is no longer bound by this contract clause. 5) The provisions of paragraphs 2 and 3 of this clause do not apply to the listing of employment openings which occur and are filed outside of the 50 States, the District of Columbia, the Commonwealth of Puerto Rico, Guam and the Virgin Islands. 6) As used in this clause: i. All employment openings includes all positions except executive and top management, those positions that will be filled from within the contractor's organization, and positions lasting three days or less. This term includes full-time employment, temporary employment of more that three days' duration, and part time employment. ii. Executive and top management means any employee: (a) whose primary duty consists of the management of the enterprise in which he or she is employed or of a customarily recognized department of subdivision thereof; and (b) who customarily and regularly directs the work of two or more other employees therein; and (c) who has the authority to hire or fire other employees or whose suggestions and recommendations as to the hiring or firing and as to the advancement and promotion or any other change of status of other employees will be given particular weight; and (d) who customarily and regularly exercises discretionary powers; and (e) who does not devote more than 20 percent, or, in the case of an employee or a retail or service establishment who does not devote as much as 40 percent, of his or her hours of work in the work week to activities which are not directly and closely related to the performance of the work described in (a) through (d) of this paragraph 6. ii.; Provided, that (e) of this paragraph 6.ii. shall not apply in the case of an employee who is in sole charge of an independent branch establishment, or who owns at least a 20- percent interest in the enterprise in which he or she is employed. iii. Positions that will be filled from within the contractor's organization means employment openings for which no consideration will be given to persons outside the contractor's organization (including any affiliates, subsidiaries, and parent companies) and includes any openings which the contractor proposes to fill from regularly established "recall" lists. The exception does not apply to a particular opening once an employer decides to consider applicants outside of his or her own organization. 7) The Contractor agrees to comply with the rules, regulations, and relevant orders of the Secretary of Labor issued pursuant to the Act. 8) In the event of the Contractor's non-compliance with the requirements of this clause, actions for non-compliance may be taken in accordance with the rules, regulations, and relevant orders of the Secretary of Labor issued pursuant to the Act. Page 2 of 3 20 -EQUAL OPPORTUNITY FOR SPECIAL DISABLED VETERANS AND VETERANS OF THE VIETNAM ERA Miami-Dade County PHCD Page 35 9) The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices in a form to be prescribed by the Deputy Assistance Secretary for Federal Contract Compliance Programs, Director, provided by or through the contracting officer. Such notice shall state the rights of applicants and employees as well as the contractor's obligation under the law to take affirmative action to employ and advance in employment qualified employees and applicants who are special disabled veterans or veterans of the Vietnam era. The contractor must ensure that applicants or employees who are special disabled veterans are informed of the contents of the notice (e.g., the contractor may have the notice read to a visually disabled individual, or may lower the posted notice so that it might be read by a person in a wheelchair). 10) The Contractor will notify each labor union or representative of workers with which it has a collective bargaining agreement or other contract understanding, that the contractor is bound by the terms of the Vietnam Era Veterans' Readjustment Assistance Act of 1974, as amended, and is committed to take affirmative action to employ and advance in employment qualified special disabled veterans and veterans of the Vietnam era. 11) The Contractor will include the provisions of this clause in every subcontract or purchase order of $10,000 or more unless exempted by rules, regulations, or orders of the Secretary issued pursuant to the Act, so that such provisions will be binding upon each subcontractor or vendor. The Contractor will take such action with respect to any subcontract or purchase order as the Deputy Assistance Secretary for Federal Contract Compliance Programs may direct to enforce such provisions, including action for non-compliance. Agency Name: Full Address (including City, ST and Zip) Authorized Signature: Print Name: Check one, as applicable: Contractor __ Subcontractor Other Page 3 of3 Employer 10 #/FIO #: Title: 20 -EQUAL OPPORTUNITY FOR SPECIAL DISABLED VETERANS AND VETERANS OF THE VIETNAM ERA Miami-Dade County PH CD Page 36 EQUAL OPPORTUNITY FOR WORKERS WITH DISABILITIESS 1) The contractor will not discriminate against any employee or applicant for employment because he or she is a physical or mental disability in regard to any position for which the employee or applicant for employment is qualified. The contractor agrees to take affirmative action to employ, advance in employment and otherwise treat qualified individuals with disabilities without discrimination based on their physical or mental disability in all employment practices, including the following: x. Recruitment, advertising, and job application procedures; xi. Hiring, upgrading, promotion, award of tenure, demotion, transfer, layoff, termination, right of return from layoff and rehiring; xii. Rates of payor any other form of compensation and changes in compensation; xiii. Job assignments, job classifications, organizational structures, position descriptions, lines of progression, and seniority lists; xiv. Leaves of absence, sick leave, or any other leave; xv. Fringe benefits available by virtue of employment, whether or not administered by the contractor; xvi. Selection and financial support for training, including apprenticeship, professional meetings, conferences, and other related activities, and selection for leaves of absence to pursue training; xvii. Activities sponsored by the contractor including social or recreational programs; and xviii. Any other term, condition, or privilege of employment. 2) The Contractor agrees to comply with the rules, regulations, and relevant orders of the Secretary of Labor issued pursuant to the Act. 3) In the event of the Contractor's non-compliance with the requirements of this clause, actions for non-compliance may be taken in accordance with the rules, regulations, and relevant orders of the Secretary of Labor issued pursuant to the Act. 4) The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices in a form to be prescribed by the Deputy Assistance Secretary for Federal Contract Compliance Programs, provided by or through the contracting officer. Such notice shall state the rights of applicants and employees as well as the contractor's obligation under the law to take affirmative action to employ and advance in employment qualified employees and applicants with disabilities. The contractor must ensure that applicants or employees with disabilities are informed of the contents of the notice (e.g., the contractor may have the notice read to a visually disabled individual, or may lower the posted notice so that it might be read by a person in a wheelchair). Page 1 of 2 21 -EQUAL OPPORTUNITY FOR WORKERS WITH DISABILITIES Miami-Dade County PHCD Page 37 5) The Contractor will notify each labor union or representative of workers with which it has a collective bargaining agreement or other contract understanding, that the contractor is bound by the terms of Section 503 of the Rehabilitation Act of 1973, as amended, and is committed to take affirmative action to employ and advance in employment individuals with physical or mental disabilities. 6) The Contractor will include the provisions of this clause in every subcontract or purchase order in excess of $10,000, unless exempted by rules, regulations, or orders of the Secretary issued pursuant to Section 503 of the Act, as amended, so that such provisions will be binding upon each subcontractor or vendor. The Contractor will take such action with respect to any subcontract or purchase order as the Deputy Assistance Secretary for Federal Contract Compliance Programs may direct to enforce such provisions, including action for non-compliance Agency Name: Full Address (including City, ST and Zip) Authorized Signature: Print Name: Check one, as applicable: Contractor Subcontractor Other Page 2 of 2 Employer 10 #/FIO #: Title: 21 -EQUAL OPPORTUNITY FOR WORKERS WITH DISABILITIES Miami-Dade County PHCD Page 38 NOTICE OF REQUIREMENT FOR AFFIRMATIVE ACTION TO ENSURE EQUAL EMPLOYMENT OPPORTUNITY (EXECUTIVE ORDER 11246) 60-4.2 (d) THE NOTICE OF REQUIREMENT FOR AFFIRMATIVE ACTION 1. The Offeror's or Bidder's attention is called to the "Equal Opportunity Clause" and the "Standard Federal Equal Employment Opportunity Construction Contract Specifications" set forth herein. 2. The goals and timetables for minority and female participation, expressed in percentage terms for the Contractor's aggregate workforce in all trades on all construction work in the covered area, are as follows: A. GOALS FOR MINORITY UTILIZATION, All Trades: Area Covered: Dade County, Florida Goals and Timetables * Timetable Trade Goal Until Further Notice All 39.5% B. GOALS FOR FEMALE UTILIZATION, All Trades: Area Covered: Goals for Women apply nationwide. Goals and Timetables * Timetable Trade Goal Until Further Notice All 6.9% THESE GOALS ARE APPLICABLE TO ALL THE CONSTRUCTION WORK CONTRACTORS (WHETHER OR NOT IT IS FEDERAL OR FEDERALLY ASSISTED) PERFORMED IN THE COVERED AREA. Page 1 of 10 22 -NOTICE OF REQUIREMENT FOR AFFIRMATIVE ACTION TO ENSURE EQUAL EMPLOYMENT OPPORTUNITY (EXECUTIVE ORDER 11246) Miami-Dade County PHCD Page 39 Initials The Contractor's compliance with the Executive Order and the regulations in 41 CFR Part 60-4 shall be based on its implementation of the Equal Opportunity Clause, specific affirmative action obligations required by the specifications set forth in 41 CFR 60-4.3(a), and its efforts to meet the goals established for the geographical area where the contract resulting from this solicitation is to be performed. The hours of minority and female employment and training must be substantially uniform throughout the length of the contract, and in each trade, and the Contractor shall make a good faith effort to employ minorities and women evenly on each of its projects. The transfer of minority or female employees or trainees from Contractor to Contractor or from project to project for the sole purpose of meeting the Contractor's goals shall be a violation of the contract, the Executive Order and the regulations in 41 CFR Part 60-4. Compliance with the goals will be measured against the total work hours performed. 3. The Contractor shall provide written notification to the Director of the Office of Federal Contract Compliance Programs within 10 working days of award of any construction subcontract in excess of $10,000, at any tier for construction work under the contract resulting from this solicitation. The notification shall list the name, address and telephone number of the subcontractor, employer identification number, estimated dollar amount of the subcontract; estimated starting and completion dates of the subcontract; and the geographical area in which the contract is to be performed. 4. As used in this Notice, and in the contract resulting from this solicitation, the "covered area" is Miami-Dade County. Florida (insert description of the geographical areas where the contract is to be performed giving the state, county and city, if any). 60-4.3 (a) EQUAL OPPORTUNITY CLAUSE During the performances of this contract, the Contractor agrees as follows: 1. The Contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of payor other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this Equal Opportunity Clause. Page 2 of 10 22 -NOTICE OF REQUIREMENT FOR AFFIRMATIVE ACTION TO ENSURE EQUAL EMPLOYMENT OPPORTUNITY (EXECUTIVE ORDER 11246) Miami-Dade County PHCD Page 40 Initials 2. The Contractor will, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the labor union or workers' representative of the Contractor's commitments under this Equal Opportunity clause and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor or pursuant thereto, and will permit access to his books, records and accounts by HUD and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Contractor's noncompliance with the nondiscrimination clauses of this Contract or with any of the said rules, regulations, or orders, this Contract may be canceled, terminated, or suspended in whole or in part and the Contractor may be declared ineligible for further contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. 7. The Contractor will include the statement preceding subparagraph (1) and the provisions of subparagraph (1) through (7) in every subcontract or purchases order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 20 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Contractor will take such action with respect to any subcontract or purchase order as HUD many direct as a means of enforcing such provisions including sanctions for noncompliance; provided, however, that in the event the Contractor becomes involved in or is threatened with litigation with a subcontractor or vendor as a result of such direction by HUD, the Contractor may request the United States to enter into such litigation to protect the United States. Page 3 of 10 22 -NOTICE OF REQUIREMENT FOR AFFIRMATIVE ACTION TO ENSURE EQUAL EMPLOYMENT OPPORTUNITY (EXECUTIVE ORDER 11246) Miami-Dade County PHCD Page 41 Initials STANDARD FEDERAL EQUAL EMPLOYMENT OPPORTUNITY CONSTRUCTION CONTRACT SPECIFICATIONS (EXECUTIVE ORDER 11246) 1. As used in these specifications: a. "Covered area" means the geographical area described in the solicitation from which this contract resulted. b. "Director" means Director, Office of Federal Contract Compliance Programs, United States Department of Labor, or any person to whom the Director delegates authority. c. "Employer Identification number" means the Federal Social Security number used on the Employer's Quarterly Federal Tax Return, U.S. Treasury Department Form 941. d. "Minority" includes: -Black (all persons having onglns in any of the Black African racial groups not of Hispanic origin). -Hispanic (all persons of Mexican, Puerto Rican, Cuban, Central or South American or other Spanish Culture or origin regardless of race). -Asian and Pacific Islander (all persons having origins in any of the original peoples of the Far East, Southeast Asia, the Indian Subcontinent, or the Pacific Islands); and -American Indian or Alaskan Native (all persons having origins in any of the original peoples of North America and maintaining identifiable tribal affiliations through membership and participation or community identification). 2. Whenever the Contractor, or ~my Subcontractor at any tier, subcontracts a portion of the work involving any construction trade, it shall physically include in each subcontract in excess of $10,000, the provisions of these specifications and the Notice which contains the applicable goals for minority and female participation and which is set forth in the solicitations from which this contract resulted. Page 4 of 10 22 -NOTICE OF REQUIREMENT FOR AFFIRMATIVE ACTION TO ENSURE EQUAL EMPLOYMENT OPPORTUNITY (EXECUTIVE ORDER 11246) Miami-Dade County PHCD Page 42 Initials 3. If the Contractor is participating (pursuant to 41 CFR 60-4.5) in a Hometown Plan approved by the U.S. Department of Labor in the covered area either individually or through an association, its affirmative action obligations on all work in the Plan area (including goals and timetables) shall be in accordance with that Plan for those trades which have unions participating in the Plan. Contractors must be able to demonstrate their participation in and compliance with the provisions of any such Hometown Plan. Each Contractor or Subcontractor participating in an approved Plan is individually required to comply with its obligations under the EEO clause, and to make a good faith effort to achieve each goal under the Plan in each trade in which it has employees. The overall good faith performance by other Contractors or Subcontractors toward a goal in an approved Plan does not excuse any covered Contractor or Subcontractor's failure to take good faith efforts to achieve the Plan goals and timetables. 4. The Contractor shall implement the specific affirmative action standards provided in paragraphs 7a through 7p of these specifications. The goals set forth in the solicitation from which this contract resulted are expressed as percentages of the total hours of employment and training of minority and female utilization the Contractor should reasonably be able to achieve in each construction trade in which it has employees in the covered area. The Contractor is expected to make substantially uniform progress toward its goals in each craft during the period specified. 5. Neither the provisions of any collective bargaining agreement, nor the failure by a union with whom the Contractor has a collective bargaining agreement, to refer either minorities or women shall excuse the Contractor's obligations under these specifications, Executive Order 11240, nor the regulations promulgated pursuant thereto. 6. In order for the nonworking training hours of apprentices and trainees to be counted in meeting the goals, the Contractor must employ such apprentices and trainees during the training period, and the Contractor must have a commitment to employ the apprentices and trainees at the completion of their training, subject to the availability of employment opportunities. Trainees must be trained in training programs approved by U.S. Department of Labor. 7. The Contractor shall take specific affirmative actions to ensure equal employment opportunity. The evaluation of the Contractor's compliance with these specifications shall be based upon its effort to achieve maximum results from its actions. The Contractor shall document these efforts fully, and shall implement affirmative action steps at least as extensive as the following: Page 5 of 10 22 -NOTICE OF REQUIREMENT FOR AFFIRMATIVE ACTION TO ENSURE EQUAL EMPLOYMENT OPPORTUNITY (EXECUTIVE ORDER 11246) Miami-Dade County PHCD Page 43 Initials a. Ensure and maintain a working environment free of harassment, intimidation, and coercion at all sites, and in all facilities at which the Contractor's employees are assigned to work. The Contractor, where possible, will assign two or more women to each construction project. The Contractor shall specifically ensure that all foremen, superintendents, and ocher on-site supervisory personnel are aware of and carry out the Contractor's obligation to maintain such a working environment, with specific attention to minority or female individual working at such sites or in such facilities. b. Establish and maintain a current list of minority and female recruitment sources, provide written notification to minority and female recruitment sources and to community organizations when the Contractor or its unions have employment opportunities available, and maintain a record of the organizations' responses. c. Maintain a current file of the names, addresses and telephone numbers of each minority and female off-the-street applicant and minority or female referral from a union, a recruitment source of community organization and of what action was taken with respect to each such individual. If such individual was sent to the union hiring hall for referral and was not referred back to the Contractor by the union, if referred, not employed by the Contractor, this shall be documented in the file with the reason therefore, along with whatever additional actions the Contractor may have taken. d. Provide immediate written notification to the Director when the union or unions with which the Contractor has a collective bargaining agreement has not referred to the Contractor a minority person or woman sent by the Contractor, or when the Contractor has other information that the union referral process has impeded the Contractor's efforts to meet its obligations. e. Develop on-the-job training opportunities and/or participate in training programs for the area which expressly include minorities and women, including upgrading programs and apprenticeship and trainee programs relevant to the Contractor's employment needs, especially those programs funded or approved by the Department of Labor. The Contractor shall provide notice of these programs to the sources complied under (7) b above. Page 6 of 10 22 -NOTICE OF REQUIREMENT FOR AFFIRMATIVE ACTION TO ENSURE EQUAL EMPLOYMENT OPPORTUNITY (EXECUTIVE ORDER 11246) Miami-Dade County PH CD Page 44 Initials f. Disseminate the Contractor's EEO policy by providing notice of the policy to unions and training programs and requesting their cooperation in assisting the Contractor in meeting its EEO obligations; by including it in any policy manual and collective bargaining agreement; by publicizing it in the company newspaper, annual report, etc.; by specific review of the policy with all management personnel and with all minority and female employees at least once a year; and by posting the company EEO policy on bulletin boards accessible to all employees at each location where construction work is performed. g. Review, at least annually, the company's EEO policy and affirmative action obligations under these specifications with all employees having any responsibility for hiring, assignment, layoff, termination or other employment decisions including specific review of these items with onsite supervisory personnel such as Superintendents, General Foremen, etc., prior to the initiation of construction work at any job site. A written record shall be made and maintained identifying the time and place of these meetings, persons attending, subject matter discussed, and disposition of the subject matter. h. Disseminate the Contractor's EEO policy externally by including it in any advertising in the news media, specifically including minority and female news media, and providing written notification to and discussing the Contractor's EEO policy with other Contractors and Subcontractors with whom the Contractor does or anticipates doing business. i. Direct its recruitment efforts, both oral and written, to minority, female and community organizations, to schools with minority and female students and to minority and female recruitment and training organizations serving the Contractor's recruitment area and employment needs. Not later than one month prior to the date for the acceptance of applications for apprenticeship or other training by any recruitment source, the Contractor shall send written notification to organizations such as the above, describing the openings, screening procedures, and tests to be used in the selection process. j. Encourage present minority and female employees to recruit other minority persons and women and, where reasonable, provide after school, summer and vacation employment to minority and female youth both on the site and in other areas of a Contractor's workforce. k. Validate all tests and other selection requirements where there is an obligation to do so under 41 CFR Part 60-3. Page 7 of 10 22 -NOTICE OF REQUIREMENT FOR AFFIRMATIVE ACTION TO ENSURE EQUAL EMPLOYMENT OPPORTUNITY (EXECUTIVE ORDER 11246) Miami-Dade County PHCD Page 45 Initials I. m. n. o. p. Conduct, at least annually, an inventory and evaluation at least of all minority and female personnel for promotional opportunities and encourage these employees to seek or to prepare for, through appropriate training, etc., such opportunities. Ensure that seniority practices, job classifications, work assignments and other personnel practices, do not have a discriminatory effect by continually monitoring all personnel and employment related activities to ensure that the EEO policy and the Contractor's obligations under these specifications are being carried out. Ensure that all facilities and company activities are non-segregated except that separate or single-user toilet and necessary changing facilities shall be provided to assure privacy between the sexes. Document and maintain a record of all solicitations or offers for subcontracts from minority and female construction contractors and suppliers, including circulation of solicitations to minority and female contractor associations and other business associations. Conduct a review, at least annually, of all supervisors' adherence to and performance under the Contractor's EEO policies and affirmative action obligations. 8. Contractors are encouraged to participate in voluntary associations that assist in fulfilling one or more of their affirmative action obligations (7) a. through (7) p. The efforts of a contractor association, joint contractor-union, contractor- community, or other similar group of which the contractor is a member and participant, may be asserted as fulfilling anyone or more of its obligations under (7) a. through (7) p. of these Specifications provided that the contractor actively participates in the group, makes every effort to assure that the group has a positive impact on the employment of minorities and women in the industry, ensures that the concrete benefits of the program are reflected in the Contractor's minority and female workforce participation, makes a good faith effort to meet its individual goals and timetables, and can provide access to documentation which demonstrates the effectiveness of actions taken on behalf of the Contractor. The obligation to comply, however, is the Contractor's and failure of such a group to fulfill an obligation shall not be a defense for the Contractor's noncompliance. Page 8 of 10 22 -NOTICE OF REQUIREMENT FOR AFFIRMATIVE ACTION TO ENSURE EQUAL EMPLOYMENT OPPORTUNITY (EXECUTIVE ORDER 11246) Miami-Dade County PHCD Page 46 Initials 9. A single goal for minorities and a separate single goal for women have been established. The Contractor, however, is required to provide equal employment opportunity and to take affirmative action for all minority groups, both male and female, and all women, both minority and non-minority. Consequently, the Contractor may be in violation of the Executive Order if a particular group is employed in a substantially disparate manner (for example, even though the Contractor has achieved its goals for women generally, the Contractor may be in violation of the Executive Order if a specific minority group of women is underutilized). 10. The Contractor shall not use the goals and timetables or affirmative action standards to discriminate against any person because of race, color, religion, sex, or national origin. 11. The Contractor shall not enter into any Subcontract with any person or firm debarred from Government contracts pursuant to Executive Order 11246. 12. The Contractor shall carry out such sanctions and penalties for violation of these specifications and of the Equal Opportunity Clause, including suspension, termination and cancellation of existing subcontracts as may be imposed or ordered pursuant to Executive Order 11246, as amended, and its implementing regulations, by the Office of Federal Contract Compliance Programs. Any Contractor who fails to carry out such sanctions and penalties shall be in violation of these specifications and Executive Order 11246, as amended. 13. The Contractor, in fulfilling its obligations under these specifications, shall implement specific affirmative action steps, at least as extensive as those standards prescribed in paragraph (7) of these specifications, so as to achieve maximum results from its efforts to ensure equal employment opportunity. If the Contractor fails to comply with the requirements of the Executive Order, the implementing regulations, or these specifications, the Director shall proceed in accordance with 41 CFR 60-4.8. 14. The Contractor shall designate a responsible official to monitor all employment related activity to ensure that the company EEO policy is being carried out, to submit reports relating to the provisions hereof as may be required by the Government and to keep records. Records shall at least include for each employee the name, address, telephone numbers, construction trade, union affiliation if any, employee identification number when assigned, social security number, race, sex, status (e.g. mechanic, apprentice, trainee, helper, or laborer), dates of changes in status, hours worked per week in the indicated trade, rate of pay, and locations at which the work was performed. Records shall be maintained in an easily understandable and retrievable form; however, to the degree that existing records satisfy this requirement, contractors shall not be required to maintain separate records. Page 9 of 10 22· NOTICE OF REQUIREMENT FOR AFFIRMATIVE ACTION TO ENSURE EQUAL EMPLOYMENT OPPORTUNITY (EXECUTIVE ORDER 11246) Miami-Dade County PHCD Page 47 Initials 15. Nothing herein provided shall be construed as a limitation upon the application of other laws that establish different standards of compliance or upon the application of requirements for the hiring of local or other area residents (e.g., these under the Public Works Employment Act of 1977 and the Community Development Block Grant Program). Page 10 of 10 22 -NOTICE OF REQUIREMENT FOR AFFIRMATIVE ACTION TO ENSURE EQUAL EMPLOYMENT OPPORTUNITY (EXECUTIVE ORDER 11246) Miami-Dade County PHCD Page 48 Initials EQUAL EMPLOYMENT OPPORTUNITY CLAUSE FOR CONTRACTORS SUBJECT TO EXECUTIVE ORDER 11246 The applicant hereby agrees that it will incorporate or cause to be incorporated into any contract for construction work, or modification thereof, as defined in the regulations of the Secretary of Labor at 41 CFR Chapter 60, which is paid in whole or in part with funds obtained from the Federal Government or borrowed on the credit of the Federal Government pursuant to a grant, contract, loan insurance, or guarantee, or undertaken pursuant to any federal program involving such grant, contract, loan, insurance, or guarantee, the following equal employment opportunity clauses: During the performance of this contract, the contractor agrees as follows: 1. The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex or national origin; such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of payor other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous place, available to employee and applicants for employment, notices to be provided setting forth the provision of this nondiscrimination clause. 2. The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive considerations for employment without regard to race, color, religion, sex or national origin. 3. The contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement to other contract or understanding, a notice to be provided advising the said labor union or worker's representatives of the contractor's commitments under section 202 of Executive Order 11246 of September 24, 1965, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules regulations, and relevant orders of the Secretary of Labor. Page 1 of 2 23 -EQUAL EMPLOYMENT OPPORTUNITY CLAUSE FOR CONTRACTORS SUBJECT TO EXECUTIVE ORDER 11246 Miami-Dade County PHCD Page 49 5. The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the contracting agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations and orders. 6. In the event of the contractor's noncompliance with the non-discrimination clauses of this contract or with any of such rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. 7. The contractor will include the portion of the sentence immediately preceding paragraph 1 and the provisions of paragraphs 1 through 7 in every subcontract or purchase order unless exempted by rules, regulations or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontractor or purchase order as the contracting agency may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, however, that in the event the contract becomes involved in, or threatened with, litigation with a subcontractor or vendor as a result of such direction by the contracting agency, the contractor may request the United States to enter into such litigation to protect the interests of the United States. By: Print: Title: Date: Business Address: Page 2 of 2 23 -EQUAL EMPLOYMENT OPPORTUNITY CLAUSE FOR CONTRACTORS SUBJECT TO EXECUTIVE ORDER 11246 Miami-Dade County PHCD Page 50 CERTIFICATION OF NONSEGREGATED FACILITIES 1. "Segregated facilities," as used in this provision, means any waiting rooms, work areas, rest rooms and wash rooms, restaurants and other eating areas, time clocks, locker rooms and other storage or dressing areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and housing facilities provided for employees, that are segregated by explicit directive or are in fact segregated on the basis of race, color, religion, or national origin, because of habit, local custom, or otherwise. 2. By the submission of an offer, the bidder certifies that it does not and will not maintain or provide for its employees any segregated facilities at any of its establishment, and that it does not and will not permit its employees to perform their services at any location under its control where segregated facilities are maintained. The bidder agrees that a breach of this certification is a violation of the Equal Opportunity clause of the contract. 3. By submission of the bid, the bidder further agrees that (except where it has obtained identical certifications from proposed subcontractors for specific time periods) it will: a. Obtain identical certifications from proposed subcontractors before the award of subcontracts under which the subcontractor will be subject to the Equal Opportunity clause; b. Retain such certifications in its files; and c. Forward this certification and the attached NOTICE TO PROSPECTIVE SUBCONTRACTORS OF REQUIREMENT FOR CERTIFICATION OF NONSEGREGATED FACILITIES to proposed subcontractors. d. By commencing performance of the Contract work, the selected contractor certifies to the Nonsegregated Facilities provisions above. Note: The penalty for making false statements in offers is prescribed in 18 U.S.C. 1001 By: Print: Title: Date: Business Address: 24 -CERTIFICATION OF NONSEGREGATED FACILITIES Miami-Dade County PHCD Page 51 NOTICE TO PROSPECTIVE SUBCONTRACTORS OF REQUIREMENT FOR CERTIFICATION OF NON SEGREGATED FACILITIES A Certification of Nonsegregated Facilities, as required by the May 9, 1967, order (32 F.R. 7439, May 19, 1967) on Elimination of Segregated Facilities by the Secretary of Labor, must be submitted prior to the award of a subcontract exceeding $10,000, which is not exempt from the provisions of the Equal Opportunity Clause. The certification may be submitted either for each subcontract or for all subcontracts during a period (Le., quarterly, semiannually, annually). Note: The penalty for making false statements in offers is prescribed in 18 U.S.C. 1001 Agency Name: Full Address (including City, ST and Zip) Authorized Signature: Print Name: Check one, as applicable: Contractor __ Subcontractor Other Employer 10 #/FIO #: Title: 25· NOTICE TO PROSPECTIVE SUBCONTRACTORS OF REQUIREMENT FOR CERTIFICATION OF NONSEGREGATED FACILITIES Miami-Dade County PHCD Page 52 NOTICE OF REQUIREMENT CLEAN WATER, CLEAN AIR, EXECUTIVE ORDER (E.O.) 11738 AND EPA REGULATIONS PROVISION This agreement is subject to the requirements of the Clean Air Act, as amended, 42 USC 1857 et seq., the Federal Pollution Control Act, as amended, 33 USC 1251 et seq. and the regulations of the Environmental Protection Agency with respect thereto, at 40 CFR Part 15, as amended from time to time. The Contractor and any of its subcontractors for work funded under this Agreement which is in excess of $100,000, agree to the following requirements: 1. Any facility to be utilized in the performance of this proposed contract has ( ), has not ( ) been listed on the Environmental Protection Agency List of Violating Facilities; 2. The contractor or any of its subcontractors agree to comply with all the requirements of Section 114 of the Clean Air Act, as amended (42 ISC 1857c-8) and Section 308 of the Federal Water Pollution Control Act, as amended, (33 USC 1318) relating to inspection, monitoring, entry, reports, and information, as well as all other reqUirements specified in said Section 114 and Section 308, and all regulations and guidelines issued thereunder; 3. The contractor or any of its subcontractors agree that, as a condition for the award of the contract, prompt notice will be given of any notification received from the Director, Office of Federal Activities, Environmental Protection Agency (EPA) indicating that a facility utilized or to be utilized for the contract is under consideration to be listed on the EPA list of Violating Facilities; and 4. The Contractor or any of its subcontractors agree that he will include or cause to be included the criteria and requirements in paragraph 1 through 4 of this section in every nonexempt sub-contract and that the Contractor will take such action as the Government may direct as a means of enforcing such provisions. Name of Bidder Authorized Signature Date 26 -NOTICE OF REQUIREMENT FOR CLEAN WATER, CLEAN AIR, EXCEUTIVE ORDER (E.O.) 11738 AND EPA REGULATIONS PROVISION Miami-Dade County PHCD Page 53 CERTIFICATION OF COMPLIANCE WITH FEDERAL REGULATIONS The bidder certifies that he/she will comply with all applicable standards, orders or regulations issued pursuant to the clean Air Act of 1970 (42 U.S.C. 1857 et seq.) and the Federal Water Pollution Control Act (33 U.S.C. 1251 et seq.) as amended and with the Lead-Based Paint Poisoning Prevention Act (Public Law 91-695). All applicable rules and orders of the Federal Government issued there under prior to the execution of the contract, shall be binding upon the prime bidder, its subcontractors, and assignees. Violations by contractors will be reported to the U.S. Department of Housing and Urban Development and the Regional Office of the Environmental Protection Agency. Name of Bidder Signature Date Official Address (including Zip Code) 27 -CERTIFICATION OF COMPLIANCE WITH FEDERAL REGULATIONS Miami-Dade County PHCD Page 54 CERTIFICATION REGARDING DEBARMENT, SUSPENSION, AND OTHER RESPONSIBILITY MATTERS (DIRECT RECIPIENT) As required by Executive Order 12549, Debarment and Suspension, and implemented at 28 CFR Part 67, for prospective participants in primary covered transactions, as defined at 28 CFR Part 67, Section 67.510- 1. The applicant certifies that it and its principals: (a) Are not presently debarred, suspended, proposed for debarment, declared ineligible, sentenced to a denial of Federal benefits by a State or Federal court, or voluntarily excluded from covered transactions by any Federal department or agency; (b) Have not within a three-year period preceding this application been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; (c) Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State, or local) with commission of any of the offenses enumerated in paragraph (1 )(b) of this certification; and (d) Have not within a three-year period preceding this application had one or more public transactions (Federal, State, or local) terminated for cause or default; and 2. Where the applicant is unable to certify to any of the statements in this certification, he or she shall attach an explanation to this application. Name of Bidder Signature Date Official Address (including Zip Code) 28 -CERTIFICATION REGARDING DEBARMENT, SUSPENSION, AND OTHER RESPONSIBILITY MATTERS (DIRECT RECIPIENT) Miami-Dade County PHCD Page 55 SWORN STATEMENT PURSUANT TO SECTION 287.133 (3) (a) FLORIDA STATUTES ON PUBLIC ENTITY CRIMES THIS FORM MUST BE SIGNED AND SWORN TO IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER OFFICIAL AUTHORIZED TO ADMINISTER OATHS 1. This form statement is submitted to __________________ _ by ____________________________ ___ (Print individual's name and title) For (Print name of entity submitting sworn statement) whose business address, ______________________ _ and if applicable its Federal Employer Identification Number (FEIN) is _____ If the entity has not FEIN, include the Social Security Number of the individual signing this sworn statement. 2. I understand that a "public entity crime" as defined in paragraph 287.133(1 )(g), Florida Statues, means a violation of any state or federal law by a person with respect to an directly related to the transactions of business with any public entity or with an agency or political subdivision of any other state or with the United States, including, but not limited to any bid or contract for goods or services to be provided to public entity or agency or political subdivision of any other state or of the United States and involving antitrust, fraud, theft, bribery, collusion, racketeering, conspiracy, or material miSinterpretation. 3. I understand that "convicted" or "conviction" as defined in Paragraph 287.133(1) (b), Florida Statutes, means a finding of guilt or a conviction of a public entity crime, with or without an adjudication of guilt, in an federal or state trial court of record relating to charges brought by indictment or information after July 1, 1989, as a result of a jury verdict, non-jury trial, or entry of a plea of guilty or nolo contendere. 4. I understand that an "Affiliate" as defined in paragraph 287.133(1) (a), Florida Statutes means: a) A predecessor or successor of a person convicted of a public entity crime, or Page 1 of 3 29 -PUBLIC ENTITIY CRIMES AFFIDAVIT Miami-Dade County PHCD Page 56 b) An entity under the control of any natural person who is active in the management of the entity and who has been convicted of a public entity crime. The term "affiliate" includes those officers, directors, executives, partners, shareholders, employees, members, and agents who are active in the management of an affiliate. The ownership by one person of shares constituting a controlling interest in another person, or a pooling of equipment or income among persons when not for fair market value under an arm's length agreement, shall be a prima facie case that one person controls another person. A person who knowingly enters into a joint venture with a person who has been convicted of a public entity crime in Florida during the preceding 36 months shall be considered an affiliate. 5. I understand that a "person" as defined in Paragraph 287.133(1) (e), Florida Statues, means any natural person or entity organized under the laws of any state or of the United States within the legal power to enter into a binding contract and which bids or applies to bid on contracts for the provision of goods or entity. The term "person" includes those officers, executives, partners, shareholders, employees, members, and agents who are active in management of an entity 6. Based on information and belief, the statement which I have marked below is true in relation to the entity submitting this sworn statement. (Please indicate which statement applies.) Neither the entity submitting sworn statement, nor any of its officers, director, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, nor any affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. __ -,..,.-_ The entity submitting this sworn statement, or one or more of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, or an affiliate of the entity, or an affiliate of the entity had been charged with and convicted of a public entity crime subsequent to July 1, 1989, AND (please indicate which additional statement applies. The entity submitting this sworn statement, or one or more of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, nor any affiliate of the entity has been charged with and convicted of a public entity crime subsequent proceeding before a Hearing Officer of the State of the State of Florida, Division of Administrative Hearings and the Final Order entered by the Hearing Officer determined that it was not in the public interest to place the entity submitting this sworn statement on the convicted vendor list. (attach a copy of the final order). Page 2 of3 29 -PUBLIC ENTITIY CRIMES AFFIDAVIT Miami-Dade County PHCD Page 57 I UNDERSTAND THAT THE SUBMISSION OF THIS FORM TO THE CONTRACTING OFFICER FOR THE PUBLIC ENTITY IDENTIFIED IN PARAGRAPH 1 (ONE) ABOVE IS FOR THAT PUBLIC ENTITY ONLY AND THAT THIS FORM IS VALID THROUGH DECEMBER 31 OR THE CALENDAR YEAR IN WHICH IT IS FILED. I ALSO UNDERSTAND THAT I AM REQUIRED TO INFORM THAT PUBLIC ENTITY PRIOR TO ENTERING INTO A CONTRACT IN EXCESS OF THE THRESHOLD AMOUNT PROVIDED IN SECTION 287.017 FLORIDA STATUTES FOR A CATEGORY TWO OF ANY CHANGE IN THE INFORMATION CONTAINED IN THIS FORM. (Signature) Sworn to and subscribed before me this ____ day of ________ , 20 __ . Personally known _________________________ _ Or produced identification ________ _ Notary Public-State of _____ _ (Type of identification) My commission expires ____ _ (Printed, typed or stamped commissioned name of notary public) Page 3 of 3 29 -PUBLIC ENTITIY CRIMES AFFIDAVIT Miami-Dade County PHCD Page 58 Design-Build Performance Bond Bond No.: The Owner, ' (the "Owner") and the Design-Builder, , (the "Design-Builder") have entered into a Contract (the "Contract") dated for _______ _ (the "Project"). The Contract is incorporated by reference into this Performance Bond (the "Bond"). By virtue of this Bond, the Design-Builder as Principal and as Surety ("Surety"), are bound to the Owner as Obligee in the maximum amount of _____________ _ ___ Dollars ($ ) (the "Bond Sum"). The Design-Builder and Surety hereby bind themselves, their heirs, executors, administrators, successors and assigns, jointly and severally, as provided herein. 1. GENERAL CONDITIONS. It is the condition of this Bond that if the Design-Builder performs the construction work called for pursuant to the Contract, the Surety's obligations under this Bond are null and void. Otherwise the Surety's obligations shall remain in full force and effect. The Surety waives any requirement to be notified of alterations or extensions of time made by the Owner in the Contract. The Owner may not invoke the provisions of this Bond unless the Owner has performed its obligations pursuant to the Contract. Upon making demand on this Bond, the Owner shall make the Contract Balance (the total amount payable by the Owner to the Design-Builder pursuant to the Contract less amounts properly paid by the Owner to the Design-Builder) available to the Surety for completion of the construction work. 2. SURETY OBLIGATIONS. If the Design-Builder is in default pursuant to the Contract and the Owner has declared the Design-Builder in default, the Surety promptly may remedy the default or shall: a. Complete the construction work with the consent of the Owner, through the Design-Builder or otherwise; b. Arrange for the completion of the construction work by a design-builder acceptable to the Owner and secured by performance and payment bonds equivalent to those for the Contract issued by a qualified surety. The Surety shall make available as the construction work progresses sufficient funds to pay the cost of completion of the construction work less the Contract Balance up to the Bond Sum or c. Waive its right to complete the construction work and reimburse the Owner the amount of its reasonable costs, not to exceed the Bond Sum, to complete the construction work less the Contract Balance. 3. NO LIABILITY FOR DESIGN. Pursuant to Article 2 of the Bond, the Surety shall be liable for all construction costs of the Work, up to the Bond Sum, but shall not be liable for any costs or damages arising from any design services provided pursuant to the Contract. 4. DISPUTE RESOLUTION. All disputes pursuant to this Bond shall be instituted in any court of competent jurisdiction in the location in which the Project is located and shall be commenced within two years after default of the Design-Builder or Substantial Completion of the Work, which ever occurs first. If this provision is prohibited by law, the minimum period oflimitation available to sureties in the jurisdiction shall be applicable. This Bond is entered into as of ________ _ DESIGN-BUILDER: SURETY: By: By: Print Name: Print Name: Print Title: Print Title: Attorney-In-Fact Witness: Witness: Payment Bond Bond No.: Contractor (Name and Address) Surety (Name and Principal Place of Business) Owner: (Name and Address) CONSTRUCTION CONTRACT Date: Amount: Description (Name and Location): BOND Date:(Not earlier than Construction Contract Date): Amount: Modifications to this Bond: DNone CONTRACTOR AS PRINCIPAL Company: By: Name and Title: (Corporate Seal) (Any additional signatures appear on page 5) SURETY Company: By: Name and Title: (FOR INFORMATION ONLY-Name, Address and Telephone) fSl See Page 4 (Corporate Seal) , Attorney-In-Fact Agent or Broker Brown & Brown, Inc. P.O. Box 5727 Owner's Representative (Architect or Engineer) Ft. LauderdaleFL3331 0-5727 954-776-2222 I The Contractor and the Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to the Owner to pay for labor, materials and equipment furnished for use in the perfonnance of the construction Contract, which is incorporated herein by reference. 2 With respect to the Owner, this obligation shall be null and void if the Contractor: 2.1 Promptly makes payment, directly or indirectly, for all sums due Claimants, and 2.2 Defends, indemnifies and holds harmless the Owner from claims, demands, liens or suits by any person or entity whose claim, demand, lien or suit is for the payment for labor, materials or equipment furnished for the use in the perfonnance of the Construction Contract provided the Owner has promptly notified the Contractor and the Surety (at the address described in Paragraph 12) of any claims, demands, liens or suits to the Contractor and the surety, and provided there is no Owner Default. 3 With respect to Claimants, this obligation shall be null and void if the Contractor promptly makes payment, directly or indirectly, for all sums due. 4 The Surety shall have no obligation to Claimants under this bond until: 4.1 Claimants who are employed by or have a direct contract with the Contractor have given notice to the surety (at the address described in Paragraph 12) and sent a copy, or notice thereof, to the Owner, stating that a claim is being made under this Bond and, with substantial accuracy, the amount of the claim. 4.2 Claimants who do not have a direct contract with the Contractor: .1 Have furnished written notice to the Contractor and sent a copy, or notice thereof, to the Owner, within 90 days after having last performed labor or last furnished materials or equipment included in the claim stating, with substantial accuracy, the amount of the claim and the name of the party to whom the materials were furnished or supplied or for whom the labor was done or performed; and 2 Have either received a rejection in whole or in part from the Contractor, or not received within 30 days of furnishing the above notice any communication from the Contractor by which the Contractor has indicated the claim will be paid directly or indirectly; and 3 Not having been paid within the above 30 days, have sent a written notice to the surety (at the address described in Paragraph 12) and sent a copy, or notice thereof, to the Owner, stating that a claim is being made under this Bond and enclosing a copy of the previous written notice furnished to the Contractor. 5 If a notice by Paragraph 4 is given by the Owner to the Contractor or to the Surety, that is sufficient compliance. 6 When the Claimant has satisfied the conditions of Paragraph 4, the Surety shall promptly and at the Surety's expense take the following actions: 6.1 Send an answer to the Claimant, with a copy to the Owner, within 45 days after receipt of the claim, stating the amounts that are undisputed and the basis for challenging any amounts that are disputed. 6.2 Payor arrange for payment of any undisputed amounts. 7 The Surety's total obligation shall not exceed the amount ofthis Bond, and the amount of this Bond shall be credited for any payments made in good faith by the Surety. 8 Amounts owed by the Owner to the Contractor under the Construction Contract shall be used for the performance of the Construction Contract and to satisfY claims, if any, under any Construction Perfonnance Bond. By the Contractor furnishing and the Owner accepting this Bond, they agree that all funds earned by the Contractor in the perfonnance of the Construction Contract are dedicated to satisfY obligations of the Contractor and the Surety under this Bond, subject to the Owner's priority to use the funds for the completion of the work. 9 The Surety shall not be liable to the Owner, Claimants or others for obligations of the Contractor that are unrelated to the Construction Contract. The Owner shall not be liable for payment of any costs or expenses of any Claimant under this Bond, and shall have under this Bond no obligations to make payments to, give notices on behalf of, or otherwise have obligations to Claimants under this Bond. 10 The Surety hereby waives notice of any change, including changes of time, to the Construction Contract or to related subcontracts, purchase orders and other obligations. II No suit or action shall be commenced by a Claimant under this Bond other than in a court of competent jurisdiction in the location in which the work or part of the work is located or after the expiration of one year from the date (I) on which the Claimant gave the notice required by Subparagraph 4.1 or Clause 4.2.3, or (2) on which the last labor or service was performed by anyone or the last materials or equipment were furnished by anyone under the Construction Contract, whichever of (I ) or (2) first occurs. If the provisions of this Paragraph are void or prohibited by law, the minimum period oflimitation available to sureties as a defense in the jurisdiction of the suit shall be applicable. 12 Notice to the surety, the Owner or the Contractor shall be mailed or delivered to the address shown on the signature page. Actual receipt of notice by surety, the Owner or the Contractor, however accomplished, shall be sufficient compliance as of the date received at the address shown on the signature page. 13. When this Bond has been furnished to comply with a statutory or other legal requirement in the location where the construction was to be performed, any provision in this Bond conflicting with said statutory or legal requirement shall be deemed deleted herefrom and provisions confonning to such statutory or other legal requirement shall be deemed incorporated herein. The intent is that this Bond shall be construed as a statutory bond and not as a common law bond. 14 Upon receipt by any person or entity appearing to be a potential beneficiary of this Bond, the Contractor shall promptly furnish a copy of this Bond or shall permit a copy to be made. 15 DEFINITIONS 15.1 Claimant: an individual or entity having a direct contract with the Contractor or with a subcontractor of the Contractor to furnish labor, materials or equipment for use in the performance of the Contract. The intent of this Bond shall be to include without limitation in the teons "labor, materials or equipment" that part of water, gas, power, light, heat, oil, gasoline, telephone service or rental equipment used in the Construction Contract, architectural and engineering services required for performance of the work of the Contractor and the Contractor's subcontractors, and all other items for which a mechanic's lien may be asserted in the jurisdiction where the labor, materials or equipment were furnished. 15.2 Construction Contract: The agreement between the Owner and the Contractor identified on the signature page, including all Contract Documents and changes thereto. 15.3 Owner Default: Failure of the Owner, which has neither been remedied nor waived, to pay the Contractor as required by the Construction Contract or to perform and complete or comply with the other tenns thereof. MODIFICATIONS TO THIS BOND ARE AS FOLLOWS: THIS BOND IS GIVEN TO COMPLY WITH SECTION 255.05, FLORIDA STATUTES, AND ANY ACTION INSTITUTED BY A CLAIMANT UNDER THIS BOND FOR PAYMENT MUST BE IN ACCORDANCE WITH THE NOTICE AND TIME LIMITATION PROVISIONS IN SECTION 255.05 (2), FLORIDA STATUTES. (Space is provided below for additional signatures of added parties, other than those appearing on the cover page.) CONTRACTOR AS PRINCIPAL Company: By: Name and Title: Address: (Corporate Seal) SURETY Company: By: Name and Title: Address: (Corporate Seal) , Attorney-In-Fact