PBSC PALM BEACH STATE COLLEGE GENERAL CONDITIONS FOR CONSTRUCTION CONTRACTS ARTICLE 1 CONTRACT DOCUMENTS

Transcription

1 PBSC PALM BEACH STATE COLLEGE GENERAL CONDITIONS FOR CONSTRUCTION CONTRACTS 1.1 DEFINITIONS ARTICLE 1 CONTRACT DOCUMENTS The Contract Documents consist of the Owner-General Contractor Agreement, these General Conditions for Construction Contracts ( GCCC ), the applicable solicitation and the Service Provider s response thereto (including all addenda corrections, answers, clarifications, amendments or official statements or responses issued by the appropriate College Department), the Drawings, the Specifications, and all Addenda issued prior to and all Modifications issued after execution of the Contract. A Modification is (1) a written agreement to the Contract signed by both parties, (2) a Change Order signed by both parties, (3) a written interpretation issued by the Architect pursuant to the terms contained herein (4) a written order for a minor change in the Work issued by the Architect pursuant to the terms contained herein, providing it does not change the intent or scope of the project or result in a loss in the integrity of the facility for its intended use. Contract Documents shall also include all items listed in These items must be provided by the Service Provider and approved by the Owner prior to execution of the contract The Contract Documents form the Construction Contract. This Contract represents the entire and integrated agreement between the parties hereto and supersedes all prior negotiations, representations or agreements either written or oral. The contract may be amended or modified only by a Modification as defined in Subparagraph Nothing contained herein shall create any contractual relationship of any kind between the Architect and the General Contractor nor the Owner or any subcontractor or sub- subcontractor of any Service Provider or third-party beneficiaries exist or are created as a result of any contract between the Owner and any Service Provider The term "Work" comprises the completed construction required by the Contract Documents and includes all labor necessary to produce such construction and all materials and equipment incorporated or to be incorporated in such construction The Project is the total construction of which the Work performed under the Contract Documents may be the whole or a part. 1.2 EXECUTION, CORRELATION AND INTENT By executing the contract or agreement to provide a construction related service to the Owner, the Service Provider acknowledges that they have read and agreed to be bound by the terms and conditions in this GCCC By executing the applicable Service Provider Agreement, the Service Provider, the

2 General Contractor represents that it has visited the site, familiarized themselves with the local conditions under which the Work is to be performed and correlated their observations with the requirements of the Contract Documents The Service Provider also acknowledges they have familiarized themselves with all pertinent local conditions including but not limited to the local labor market, utilities and other governmental regulations relating to the job site The intent of the Contract Documents is to include all items necessary for the proper execution and completion of the Work. Contract Documents are complimentary, and what is required by any one shall be as binding as if required by all. Work not covered in the Contract documents will not be required unless it is consistent and reasonably inferable by the Work. Words and abbreviations which have well-known, technical or trade meanings may be used in the Contract Documents in accordance with such recognized meanings. Service Provider is responsible for interpreting the Contract Documents consistent with the regulation s recognized meaning The organization of the Specifications into divisions, sections and articles, and the arrangement of Drawings shall not control the Service Provider in dividing the Work among Subcontractors or in establishing the extent of Work to be performed by any trade. 1.3 OWNERSHIP, USE OF DOCUMENTS, AND COPIES FURNISHED Drawings, Specifications and any and all other documents and instruments prepared by the Architect shall, upon receipt and approval by the Owner, become and remain the property of the Owner whether the Project for which they are made is executed or not. 2.1 DEFINITION ARTICLE 2 ARCHITECT The Architect is the person, profession or association or whatever other legal entity lawfully licensed to practice architecture in the State of Florida at the location of the project, including, his or her authorized representatives. 2.2 ADMINISTRATION OF THE CONTRACT The Architect will provide administration of the Work including performance of the functions as hereinafter described The Architect will be a representative of the Owner during construction and shall advise and consult with the Owner as appropriate. Instructions to the General Contractor shall be forwarded through the Architect. The Architect will have authority and obligation, to act on behalf of the Owner to the extent authorized in the Contract Documents unless

3 otherwise modified by written instrument in accordance with Paragraph At the time this Agreement is executed, the Architect will designate in writing to the Owner the name of one employee or principal of the Architect who is authorized to act, and who will act, as the Architect's representative with respect to any and all communications by and between the Architect and the Owner. The Architect is required to maintain a file of all written communications by and between the Architect and the General Contractor, and all other documents and things in possession or control of the Architect which in any manner relate to the Project or Work. Architect is required to provide this information to the Owner upon request The Architect will inspect the site as necessary to become familiar with the progress and quality of the Work and to determine if the Work is proceeding in accordance with the Contract Documents. The Architect will keep the Owner informed of the progress and quality of the Work, and will guard the Owner against defects and deficiencies in the Work of the General Contractor The Architect will not be responsible for and will not have control or charge of construction means, methods, techniques, sequences or procedures or for safety precautions or programs of the General Contractor The Architect will at all times have access to the Work wherever it is in preparation and progress. The General Contractor shall provide facilities for such access so that the Architect may perform his function under the Contract Documents Before issuance of the initial Certificate for Payment, the Architect will have reviewed and approved for reasonableness the General Contractor s Schedule of Values. The Architect will determine the amounts owing to the General Contractor based on site inspections and evaluations of the General Contractor s Applications for Payment, and the quality, quantity and timeliness of General Contractor s performance as measured against the approved Schedule of Values. The Architect should consider any other relevant facts or circumstances known to the Architect, and shall approve Certificates for Payment in the appropriate pro rata amounts, based on the Contract Documents The Architect will be the interpreter of the performance requirements of the Contract Documents and the judge of the performance thereunder by the General Contractor. The Architect will render all written or graphic interpretations necessary for the proper execution or progress of the Work with reasonable promptness upon receipt of written request from either the Owner or the General Contractor. The Architect will also render written decisions, within a reasonable time, on all claims, disputes and other matters in question between the Owner and the General Contractor relating to the execution or progress of the Project or Work The Architect's decisions in matters relating to artistic effect will be final when prior approval has been received from the Owner The Architect will have authority to reject Work which does not conform to the

4 Contract Documents. The Architect will have the further authority to require special inspection or testing of the Work in accordance with the provisions of the Contract Documents, whether or not such Work has already been fabricated, installed, or completed The Architect will review and approve or take other appropriate action upon the General Contractor s submittals such as Shop Drawings, Product Data and Samples, but only for conformance with design concept of the Work and with the information given in the Contract Documents. Such action will be taken with reasonable promptness so as to cause no delay. The Architect's approval of a specific item shall not indicate approval of the assembly of which the item is a component, and approval of submittals shall in no manner whatsoever relieve or release the General Contractor from its duty to fully perform all requirements of the Contract Documents in compliance with the terms and conditions of same The Architect will prepare Change Orders for the Owner's approval and execution in accordance with the Contract Documents, and, with the Owner's approval, will have authority to order minor changes in the Work not involving an adjustment in the Contract Sum or an extension of the Contract Time The Architect will conduct inspections to determine the date of Substantial Completion, will receive and forward to the Owner for the Owner's review releases of lien, written guarantees and warranties, instructional operational manuals, and related documents required by the Contract and assembled by the General Contractor, and will complete the Architect's Section of State Department of Education Form OEF110, Request For Occupancy Inspection, requesting a final inspection and approval by representatives of the State Department of Education and will issue a Certificate of Final Inspection and a final Certificate for Payment upon verifying General Contractor s compliance with requirements of Paragraph If the Owner and Architect agree, the Architect will provide one or more Project Representatives to assist the Architect in carrying out his responsibilities at the site. The duties, responsibilities and limitations of authority of any such Project Representative must be in writing and incorporated in the Service Provider s contract The duties, responsibilities and limitations of authority of the Architect as the Owner's representative during construction as set forth in the Contract Documents will not be modified or extended without written consent of the Owner and Architect with notice of any change to the General Contractor In case of the termination of the employment of the Architect, the Owner shall appoint an Architect whose status under the Contract Documents shall be that of the former Architect. ARTICLE 3

5 OWNER 3.1 DEFINITION The Owner is the District Board of Trustees of Palm Beach State College identified as such in the Owner-General Contractor Agreement and the Owner Architect Agreement. The term Owner as used herein means the District Board of Trustees or its authorized representatives. 3.2 INFORMATION AND SERVICES PROVIDED BY THE OWNER The Owner shall furnish all surveys describing the physical characteristics, legal limitations and utility locations for the site of the Project and a legal description of the site Except as provided in Subparagraph 4.7.1, the Owner shall secure and pay for necessary approvals, easements, assessments and charges required for the construction, use or occupancy of permanent structures or for permanent changes in existing facilities Information or services under the Owner's control shall be furnished by the Owner with reasonable promptness to avoid delay in the orderly progress of the Work Unless otherwise provided in the Contract Documents, the General Contractor will be furnished, free of charge, two (2) Owner-stamped, complete Permit Sets of Drawings & Specifications, plus one (1) electronic.pdf file of the same documents for the execution of the Work. Additional sets as may be reasonably required will be furnished at the cost of reproduction as a reimbursable expense Except in the event of an emergency, the Owner shall issue and forward all instructions to the General Contractor through the Architect The foregoing are in addition to other reasonable duties and responsibilities of the Owner as enumerated in the Contract Documents. 3.3 OWNER'S RIGHT TO STOP THE WORK If the General Contractor fails to correct defective work as required in Paragraph 13.2 or persistently fails to carry out the Work in accordance with the Contract Documents, the Owner by a written order signed personally or by an agent specifically so empowered by the Owner in writing, may order the General Contractor to stop the Work or any portion thereof until the cause for such order has been eliminated; however, this right of the Owner to stop the Work shall not give rise to any duty on the part of the Owner to exercise this right to the benefit of the General Contractor or any other person or entity. 3.4 OWNER'S RIGHT TO CARRY OUT THE WORK

6 3.4.1 If the General Contractor defaults or neglects to carry out the Work in accordance with the Contract Documents and fails within seven (7) days after receipt of written notice from the Owner to commence and continue corrections of such default or neglect with diligence and promptness, the Owner may make good such deficiencies and charge General Contractor accordingly. In such case an appropriate Change Order shall be issued deducting from the payments then and thereafter due the General Contractor the cost for correcting such deficiencies, including compensation for the Architect's additional services made necessary by such default, neglect or failure. If payments then or thereafter due the General Contractor are not sufficient to cover such amount, the General Contractor shall pay the difference to the Owner. 3.5 INSPECTIONS The Owner will designate a certified Building Code Inspector for the Project. The Architect is not released from his responsibility for inspections INSPECTION PROCEDURES All Work shall be of the highest quality and substandard work will not be accepted No Work shall be concealed or rendered inaccessible until it has been inspected and approved by the inspectors It shall be the responsibility of the General Contractor to receive confirmation from the inspector one full working day prior to the date of the requested inspection The General Contractor shall give exact location, trade involved and specified date and time for inspection The General Contractor shall have supervisors representing the trades present and all necessary test equipment, ladders, gauges, etc. available for the inspector at the prescribed time for inspection The inspector shall indicate in his log and notify the General Contractor s superintendent whether the Work has been accepted or rejected. It shall be the responsibility of the General Contractor s superintendent to have non-conforming or rejected work corrected and to ensure that a successful reinspection by the inspector is made Work that has been concealed or rendered inaccessible without acceptance by the inspector shall be uncovered by the General Contractor at no expense to the Owner The General Contractor shall cause all required final inspections, acceptances, safety check-outs, performance tests, etc. to be made in the presence of the inspectors to ensure that the Work has been installed in accordance with the Contract Documents. The General Contractor shall provide all instruments, special apparatus, personnel and experts

7 to make all necessary and required tests Approval or acceptance of Work by the inspectors shall not relieve the General Contractor of liabilities and responsibilities for Work not conforming to the Contract Documents Payment shall not be made for Work that has not been approved by the inspectors No payment on Change Order Work shall be made until said Work has complied with all requirements and inspections set forth in the Contract Documents Final Inspection shall be set up through the Architect, with the Owner, at least four (4) working days in advance to ensure that all necessary personnel can be made available. The Architect shall determine if the project is ready for Final Inspection. 3.6 DECLARATION OF DEFAULT The failure of the General Contractor to supply enough properly skilled workmen or materials or to make prompt payment to Subcontractors or for materials or labor, or to obey laws, ordinances, rules, regulations or orders of public agencies having jurisdiction, or to comply with the Contract Documents, shall be sufficient grounds for the Architect to find the General Contractor in substantial default and to certify to the Owner that sufficient cause exists to terminate the Contract and to withhold payment or any part thereof until the cause or causes giving rise to the finding of default has been eliminated by the General Contractor and approved by the Architect and Owner. If a finding of default is made, the General Contractor shall remain responsible for performance of the requirements of the Contract Documents unless and until the Owner terminates the Contract. Upon a finding of default, a reasonable time shall be set within which the General Contractor shall eliminate the cause or causes of default. When the basis for a finding of default no longer exists, the Architect shall notify the General Contractor and Owner in writing that the default has been corrected and that the General Contractor is no longer in default. If the General Contractor fails to correct the default within the time allowed, the Owner may terminate the Contract and the employment of the General Contractor pursuant to Paragraph DEFINITION ARTICLE 4 GENERAL CONTRACTOR The General Contractor is the person or entity so identified, licensed and insured to perform the services of a general contractor in the State of Florida at the location of the project. 4.2 REVIEW OF CONTRACT DOCUMENTS

8 4.2.1 The General Contractor shall carefully study and compare the Contract Documents and shall at once report to the Architect any error, inconsistency or omission discovered. The Owner shall not be liable to the General Contractor for any damage resulting from any such errors, inconsistencies or omissions which are observed by the General Contractor or which upon reasonable examination of the Contract Documents should have been observed by the General Contractor. The General Contractor shall perform no portion of the Work at any time without fully executed Contract Documents or, where required, approved Shop Drawings, Product Data or Sample for such portion of the Work If the General Contractor observes that any of the Contract Documents are in variance with applicable laws, statutes or building codes in any respect, he shall promptly notify the Architect in writing and any necessary changes shall be accomplished by appropriate Modification. 4.3 SUPERVISION AND CONSTRUCTION PROCEDURES The General Contractor shall at all times supervise and direct the Work, using his best skill and attention. He shall be solely responsible for all construction means, methods, technique, sequences and procedures and for coordinating all portions of the Work under the Contract The General Contractor shall be responsible at all times to the Owner for the acts and omissions of his employees, Subcontractors and their agents and employees and any other persons performing any of the Work under a contract with the General Contractor. 4.4 LABOR AND MATERIALS Unless otherwise provided in the Contract Documents, the General Contractor shall provide and pay for all labor, materials, equipment, tools, construction equipment and machinery, water, heat, utilities, transportation and other facilities and services necessary for the proper execution and completion of the Work, whether temporary or permanent and whether or not incorporated or to be incorporated in the Work The General Contractor shall provide, in addition to supervision and layout, a written statement setting forth the portion of the Work he shall provide. Once approved, no changes shall be made to this written statement without prior written approval of the Owner General Contractor shall at all times enforce strict discipline and good order among his employees and sub-contractors and shall not employ on the Work any unfit person or anyone not skilled in the task assigned to him. 4.5 WARRANTY The General Contractor unconditionally warrants and guarantees to the Owner and the Architect that all materials and equipment furnished and incorporated under this

9 Contract will be new unless otherwise specified and that all Work will be of good quality, free from faults and defects and in conformance with the Contract Documents. All Work not conforming to these requirements including substitutions not properly approved by the Architect and the Owner and authorized may be considered defective. If required by the Architect or the Owner, the General Contractor shall furnish satisfactory evidence as to the kind and quality of materials and equipment being used. The warranty provided in this paragraph 4.5 shall be in addition to and not in limitation of any other warranty or remedy required by law or by the Contract Documents and is not limited to provisions of paragraph TAXES The General Contractor shall pay all sales, consumer, use and other similar taxes required by law The Owner is a tax-exempt entity and encourages the purchase within the construction contract of significant materials for which a sales tax may be saved and credited back to the Owner as a deductive change order at contract completion The General Contractor shall provide an estimate of sales tax savings within his initial GMP Construction Cost Estimate for review and approval by the Owner prior to execution of the final construction contract The General Contractor shall work diligently with the Owner s Purchasing & Procurement Department on the Direct Owner Purchase program for each contract. 4.7 PERMITS, FEES AND NOTICES All construction projects shall be permitted, pursuant to Florida Statutes, Sections & The Owner is the enforcing agency for construction, as a self-permitting authority, and will issue a general building permit for the project. At this time, there is no fee adopted by the enforcing agency and the Owner permit will be issued at no cost to the General Contractor. The General Contractor shall secure and pay for all other necessary permits and governmental fees, licenses and inspections necessary for the proper execution and completion of the Work which are customarily secured after execution of the Contract and which are legally required at the time bids are received The General Contractor shall give all notices and comply with all laws, ordinances, rules, and regulations and lawful orders of any public authority bearing on the performance of the Work. The General Contractor shall also comply with all provisions of SREF- 2014, State Requirements for Educational Facilities or latest adopted edition, Florida Administrative Code, which the Owner must comply with and enforce If the General Contractor performs any Work knowing it is to be contrary to such laws, ordinances, rules and regulations and without such notice to the Architect, he shall

10 assume full responsibility therefore and shall bear all costs attributable thereto including but not limited to the provisions of SREF-2014 or latest adopted edition, Florida Administrative Code. 4.8 ALLOWANCES General Contractor shall include in the Contract Sum all allowances stated in the Contract Documents. Items covered by these allowances shall be supplied for such amounts and by such persons as the Owner may direct, but the General Contractor will not be required to employ persons against whom he makes a reasonable objection Unless otherwise provided in the Contract Documents: These allowances shall cover the costs to the General Contractor, less any applicable trade discount, of materials and equipment required by the allowance delivered at the site, and all applicable taxes; The General Contractor s cost for unloading and handling on the site, labor, installation costs, overhead, profit and other expenses contemplated for the original allowance shall be included in the Contract Sum and not in the allowance; Whenever the cost is more than or less than the allowance, the Contract Sum shall be adjusted accordingly by Change Order, the amount of which will recognize changes, if any, in handling costs on the site, labor, installation cost, overhead, profit and other expenses. 4.9 SUPERINTENDENT The superintendent shall represent the General Contractor and shall by the General Contractor s authorized agent and all communications given to the superintendent shall be as binding as if given to the General Contractor. On request of the Owner, communications from the superintendent to the Owner shall be confirmed in writing by the General Contractor The superintendent and necessary assistants shall be approved by and remain acceptable to the Owner and shall not be changed without the consent of the Owner unless the superintendent or assistant is no longer employed by the General Contractor. The General Contractor will also provide to the Owner resumes for each superintendent and necessary assistants employed by him on the Project The superintendent and necessary assistants shall be in continuous attendance each working day at the Project and until all Work including the final punch list has been completed For non-compliance with Subparagraph , the Owner may take a credit in an amount equal to the daily pay rate of the absent personnel.

11 4.10 PROGRESS SCHEDULE The progress schedule shall use Critical Path Method (CPM) or the Program Evaluation Review Technique (PERT) unless another method or technique is specified or previously approved by the Owner This progress schedule shall be submitted in a form approved by the Owner and shall indicate the date for the starting and completion of each subdivision of the Work The General Contractor shall submit to the Owner and Architect, with each Application for Payment, a copy of the approved progress schedule marked to show the percentage completed for each subdivision of the Work. The monthly submission shall also state the estimated total number of days ahead of or behind the Contract Completion Date. Should the General Contractor fail to meet the approved schedule, documentation acceptable to the Owner and Architect shall be required of the General Contractor to show just cause for the delays. Failure to comply with this subparagraph shall be sufficient grounds for the Owner or Architect to find the General Contractor in substantial default and certify that sufficient cause exists to terminate the Contract or to withhold payment to the General Contractor until an updated progress schedule acceptable to the Owner and Architect is submitted. Such failure shall not be cause for additional time DOCUMENTS AND SAMPLES AT THE SITE General Contractor shall maintain at the site for the Owner, two record copies of all Drawings, Specifications, Addenda, Change Orders and other Modifications, in good order and marked currently to record all changes made during construction. The General Contractor is also required to maintain all approved Shop Drawings, Product Data and Samples. These shall be readily available to the Architect and Owner and shall be delivered to the Architect and shall become "as-built" documents for the Owner upon completion of the Work SHOP DRAWINGS, PRODUCT DATA AND SAMPLES Shop Drawings are drawings, diagrams, schedules and other data specially prepared for the Work by the General Contractor or any Sub-contractor, manufacturer, supplier, or distributor to illustrate some portion of the Work Product Data are illustrations, standard schedules, performance charts, instructions, brochures, diagrams and other information furnished by the General Contractor to illustrate a material, product or system for some portion of the Work Samples are physical examples which illustrate materials, equipment or workmanship and establish standards by which the Work will be judged The General Contractor shall review, approve and submit to the Architect and the

12 Owner s Building Department with reasonable promptness and in such orderly sequence as to cause no delay in the Work or in the Work of the Owner or any separate contractor, all Shop Drawings, Product Data and Samples required by the Contract Documents At the time of submission, the General Contractor shall inform the Architect and Owner s Building Department in writing if the Shop Drawings, Product Data, or Samples deviate from the requirements of the Contract Documents. The General Contractor shall submit electronic pdf files to the Architect and the Owner s Building Department for approval. Upon approval of the electronic submittals by the Architect and the Owner s Building Department, the General Contractor shall supply revised electronic pdf files, plus five (5) corrected hard copies to the Architect for record copies. All submittals shall be accompanied by a transmittal letter identifying all attachments. Shop drawings and samples shall be properly identified as specified, or as the Architect may require. At the time of submission the General Contractor shall inform the Architect in writing of any deviation in the Shop Drawing or Samples from the requirements of the contract documents By approving and submitting Shop Drawings, Product Data and Samples the General Contractor represents that he has determined and verified all materials, field measurements, and field construction criteria related thereto, and that he has checked and coordinated the information contained within such submittals with the requirements of the Work and the Contract Documents The General Contractor shall not be relieved from responsibility for errors or omission in the Shop Drawings, Product Data or Samples by the Architect's approval thereof The General Contractor shall direct specific attention, in writing or on resubmitted Shop Drawings. Product Data or Samples to revisions other than those requested by the Architect on previous submittals No portion of the Work requiring submission of a Shop Drawing, Product Data or Sample shall be commenced until the submittal has been approved by the Architect as required by the Contract Documents. All such portions of the Work shall be in accordance with Architect approved submittals The Architect will review and accept Shop Drawings and Samples with reasonable promptness, so as to cause no delay, but only for conformance with the design concept of the Project and compliance with the information given in the Contract Documents. Concurrently, all submittals shall be reviewed and commented upon by the Owner s Building Department, and transmitted to the Architect for final documentation and distribution. The Architect's acceptance of a separate item shall not indicate acceptance of an assembly in which the item functions The Architect's acceptance of Shop Drawings or Samples shall not relieve the General Contractor of responsibility for any deviation from the requirements of the Contract

13 Documents unless the General Contractor has informed the Architect in writing of such deviation at time of submission and the Architect has given written acceptance to the specific deviation, nor shall the Architect's acceptance relieve the General Contractor from responsibility for errors or omissions in the Shop Drawings or Samples USE OF THE SITE The General Contractor shall confine operations at the site to areas permitted by law, ordinance, permits and the Contract Documents and shall not unreasonably encumber the site with any materials or equipment CUTTING AND PATCHING OF WORK The General Contractor shall be responsible for all cutting, fitting or patching that may be required to complete the Work or to make its several parts fit together properly The General Contractor shall not damage or endanger any portion of the Work or the work of the Owner or any separate General Contractors by cutting, patching or otherwise altering any work, or by excavation. The General Contractor shall not cut or otherwise alter the Work of the owner or any separate General Contractor except with the written consent of the owner and of such separate General Contractor. The General Contractor shall not unreasonably withhold from the owner or any separate contractor his consent to cutting or otherwise altering the Work CLEANING UP The General Contractor at all times shall keep the Project and surrounding areas free from accumulation waste materials or rubbish caused by his operations. At the completion of the Work, he shall remove all his waste materials and rubbish from and about the Project as well as all his tools, construction equipment, machinery and surplus materials, and shall clean all glass surfaces and have the Work "broom clean" or its equivalent, except as otherwise specified. No items listed above are to be buried on the construction site or premises of owner If the General Contractor fails to clean the project and the project site to the satisfaction of the Architect and Owner, the Owner may do so and the cost thereof shall be charged to the General Contractor Prior to the beginning of construction, the Owner will determine what portion of the salvage resulting from clearing, grubbing, grading, draining, remodeling or altering any existing facilities on the site that will be the property of the Owner. This material shall be piled or stocked on the site COMMUNICATIONS The General Contractor shall forward all communications to the Owner through the Architect.

14 4.17 ROYALTIES AND PATENTS The General Contractor shall pay all royalties and license fees. He shall defend all suits or claims for infringement of any patent rights and shall save the Owner harmless from loss of account thereof, except that the Owner shall be responsible for all such losses when a particular design, process or the product of a particular manufacturer or manufacturers is specified, but if the General Contractor has a reason to believe that the design, process or product specified is an infringement of a patent, he shall be responsible for such loss unless he promptly gives such information to the Architect INDEMNIFICATION The General Contractor shall indemnify and hold harmless the Owner and the Architect and their agents and employees from and against all claims, damages, losses and expenses, including but not limited to attorneys' fees for any claim, damage, loss or expense attributable to bodily injury, sickness, disease or death or to injury to or destruction of tangible property (other than the Work itself) including the loss of use resulting therefrom which was caused in whole or in part by any negligent act or omission of the General Contractor, any Subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, regardless of whether or not it is caused in part by a party indemnified hereunder The General Contractor further indemnifies and holds harmless the Owner or the Architect or any of their agents or employees from any claim or cause of action brought, filed or pursued by any employee of the General Contractor, any Subcontractor or anyone directly or indirectly employed by any of them or anyone from whose act any of them may be liable The obligations of the General Contractor under this Paragraph 4.18 shall not extend to a liability of the Architect, his agent or employees arising out of (1) the preparation or approval of maps, drawings, opinions, reports, surveys, change orders, designs or specifications or (2) the giving of or failure to give directions or instructions by the Architect, his agents or employees providing such giving or failure to give is the primary cause of the injury or damage The General Contractor s Liability Policy shall provide a "Hold Harmless" rider to cover the provision of Paragraph 4.18 and this shall be so noted on the General Contractor s Certificate of Insurance. The General Contractor hereby acknowledges receipt of ten dollars and other good and valuable consideration from the Owner in exchange for giving the Owner and the Architect, respectively, the indemnification provided above in accord with Article 4.18 of the General Conditions which form a part of the Contract Documents APPRENTICESHIP PROGRAMS

15 All General Contractors must work in accordance with Section , Florida Statutes, the Public Works Compliance Act COMPLETENESS OF BID The General Contractor is to assume that the Contract is complete as to all necessary parts and shall bid accordingly. The General Contractor shall supply and install all necessary devices and equipment to ensure a safe and workable system. Omissions from the plans and specifications of any equipment, device, etc. required by applicable codes and standards shall not relieve the General Contractor of any responsibility to furnish and install same at no cost to the Owner. Should any omission be discovered in the plans it must be in writing and brought to the attention of the Owner and Architect prior to the opening of bids EXISTING UNDERGROUND LINES The General Contractor shall take particular care to note and locate all existing lines in the area of work and shall not disturb these lines unless directed otherwise by the Architect. All costs for repairs of damage to existing lines are to be borne by the General Contractor DAMAGE TO OTHER WORK The General Contractor shall be responsible for and shall be required to repair at his expense damage to the Owner's property caused by him. 5.1 DEFINITION ARTICLE 5 SUBCONTRACTORS A Subcontractor is a person or an entity who has a direct contract with the General Contractor to perform a portion of the General Contractor s work. The term Subcontractor does not include any separate General Contractor or its respective subcontractors A Sub-subcontractor is a person or entity who has a direct or indirect contract with a Subcontractor to perform a portion of the Subcontractor s work Nothing contained in the Contract Documents shall create third party beneficiaries of or any contractual relationship between the Owner and any Subcontractor or Subsubcontractor All Subcontractors and Sub-subcontractors shall be licensed and insured to work at the location of the Work and must have all a Certificates of Competency for those trades

16 which require such certificates. 5.2 AWARD OF SUBCONTRACTS AND OTHER CONTRACTS FOR PORTIONS OF THE WORK Unless otherwise required by the Contract Documents or the Bidding Documents the General Contractor at the bid opening shall furnish to the Owner and Architect Form 00420, a written list of the major Subcontractors; Site Utilities, Structural Concrete, Masonry, Structural Steel & Steel Joists, Plumbing, HVAC, Electrical and Roofing, who he proposes to use on this work. Within 24 hours of the opening of the bid, the apparent low bidder will submit Form 00430, to the Owner and Architect his full and complete list of Subcontractors or entities (including those who are to furnish materials or equipment fabricated to a special design) proposed for each of the principle portions of the work. The Architect will provide reasonable notice to the General Contractor in writing stating whether or not the Owner or the Architect, after due investigation, has reasonable objection to any Subcontractor or entity The General Contractor shall not contract with any such proposed person or entity to whom the Owner or the Architect has made reasonable objection. The General Contractor shall not be required to contract with anyone to whom he has a reasonable objection If the Owner or the Architect has reasonable objection to any such proposed person or entity, the General Contractor shall submit a substitute to whom the Owner and the Architect have no reasonable objection The General Contractor shall make no substitution for any Subcontractor, person or entity previously selected without Owner's and Architect's prior approval. "Bid shopping" or negotiating prices with other subcontractors after bids have been opened and prior to the bid award is prohibited and may be cause for rejecting the General Contractor s bid. The request for a subcontractor substitution must be in writing to the architect and must be accompanied by a letter from the subcontractor stating the specific reason and justification for withdrawing from the project. The Owner will consider only substantive reasons and justifications beyond the subcontractor s control. General Contractor may be required to honor the Sub-Contractor s bid price. 5.3 SUBCONTRACTUAL RELATIONS By an appropriate written agreement, the General Contractor shall require each Subcontractor, to the extent of the Work to be performed by the Subcontractor, to be bound to the General Contractor by the terms of the Contract Documents and to assume toward the General Contractor all the obligations and responsibilities which the General Contractor, by these Documents, assumes toward the Owner and the Architect. Said agreement shall preserve and protect the rights of the Owner and the Architect under the Contract Documents with respect to the Work to be performed by the Subcontractor. Where appropriate, the General Contractor shall require each Subcontractor to enter into

17 similar agreements with his Sub-subcontractors. The General Contractor shall make available to each proposed Subcontractor, prior to the execution of the subcontract, copies of the Contract Documents to which the Subcontractor will be bound. Each Subcontractor shall similarly make copies of such documents available to his Sub-subcontractors. The General Contractor shall not act as a conduit for claims by Subcontractors against the Owner, and any provision in any contract between the General Contractor and any Subcontractor pursuant to which the General Contractor agrees to present to the Owner any claim or benefit of any Subcontractor shall be invalid. Furthermore, General Contractor shall furnish Owner, upon Owner's request, copies of all Subcontracts and supplier agreements entered into by General Contractor with respect to the Project. 5.4 PAYMENTS TO SUBCONTRACTORS MATERIALMEN or SUPPLIERS The General Contractor shall pay each subcontractor, materialmen or supplier upon receipt of payment from the Owner, an amount equal to the percentage of completion of such Subcontractor's Work approved by the Owner or Architect. The General Contractor shall also require each Subcontractor to make similar payments to his subcontractors, materialmen or suppliers The risk that contractor isn't paid for work the subcontractor claims was provided is to be born by the subcontractor no matter the reason or cause The General Contractor shall pay each Subcontractor a just share of any insurance moneys received by the General Contractor under Article 11, and he shall require such Subcontractor to make similar payments to his sub-subcontractors The Architect may, on request and at his discretion, furnish to any subcontractor, if practicable, information regarding percentages of completion certified to the General Contractor on account of Work done by such Subcontractors Neither the Owner nor the Architect shall have any obligation to pay or to see to the payment of any moneys to any Subcontractor except as may otherwise be required by law. ARTICLE 6 WORK BY OWNER OR BY SEPARATE GENERAL CONTRACTORS 6.1 OWNER'S RIGHT TO PERFORM WORK AND TO AWARD SEPARATE CONTRACTS The Owner reserves the right to perform Work related to the Project but outside of the scope of the work of the GC with his own forces, and to award separate contracts in connection with other portions of the Project or other work on the site under these or similar Conditions of the Contract. If the General Contractor claims that delay or additional costs are involved because of such actions by the Owner, he shall make such claims as provided elsewhere in the Contract Documents.

18 6.1.2 When separate contracts are awarded for different portions of the Project or other work on the site the term General Contractor in the Contract Documents in each case shall mean the General Contractor that executes each separate Owner-General Contractor agreement The Owner will provide for the coordination of the work of his own forces and of each separate General Contractor with the Work of the General Contractor, who shall cooperate therewith as provided in Paragraph Notwithstanding any other provision of the Contract Documents, should the General Contractor sustain loss or be damaged by act or omission of a separate Contractor, the Owner shall not be liable for any such loss or damage and the General Contractor shall not be entitled to obtain any monetary relief from the Owner to compensate for any such loss or damage, but shall be limited to such recovery as is otherwise available at law from persons and/or entities other than the Owner. 6.2 MUTUAL RESPONSIBILITY The General Contractor shall afford the Owner and separate General Contractors reasonable opportunity for the introduction and storage of their materials and equipment and the execution of their work, and shall connect and coordinate his Work with theirs as required by the Contract Documents If any part of the General Contractor s Work depends for proper execution or results upon the work of the Owner or any separate General Contractor, the General Contractor shall, prior to proceeding with the Work, promptly report to the Architect in writing any apparent discrepancies or defects in such the other s work that render it unusable for the General Contractor is to deliver results in compliance with the Contract Documents. Failure of the General Contractor to timely report shall constitute an acceptance of the Owner's or separate General Contractors work as fit and proper to be included in the General Contractor s Work except as to defects which could not have been known or detected by the General Contractor and subsequently become apparent in such work by others Any costs caused by defective or ill-timed work shall be borne by the party responsible. These are in addition to liquidated damages Should the General Contractor wrongfully cause damage to the work or property of the Owner or to other work on the site, the General Contractor shall promptly repair or replace the damaged work as determined and agreed to by the Owner Should the General Contractor wrongfully cause damage to the Work or property of any separate General Contractor or Owner, the General Contractor shall, upon due notice, promptly attempt to settle with such other party by agreement or otherwise to resolve the dispute.

19 ARTICLE 7 MISCELLANEOUS PROVISIONS 7.1 GOVERNING LAW The Contract shall be governed by the laws of the State of Florida. 7.2 SUCCESSORS AND ASSIGNS The Owner and the Service Provider each binds themself, their partners, successors, assigns and legal representatives to the other party hereto and to the partners, successors, assigns and legal representative of such other party in respect to all covenants, agreements and obligations contained in the Contract Documents. The General Contractor shall not assign the Contract as a whole or in part without the written consent of the Owner, nor shall the General Contractor assign any moneys due or to become due without the prior written consent of the Owner. 7.3 WRITTEN NOTICE Written notice pursuant to or asserting a claim under the Contract must be in writing, sent by mail or fax. Nothing will be deemed delivered on the date shown on the return receipt of the courier containing the signature of the authorized representative noted herein or upon the date shown on the fax confirmation to said representative s business or corporate office or headquarters. Copies of all notices served on the Owner shall be delivered in person or sent by certified mail to the Architect. 7.4 CLAIMS FOR DAMAGES 7.5 PERFORMANCE BOND, LABOR BOND AND MATERIAL PAYMENT BOND When required by the Owner, the General Contractor shall furnish bonds covering the faithful performance of the Contract and the payment of obligations arising thereunder. These shall be submitted on forms provided by the Owner and in amounts not less than the total contract amount. The General Contractor shall deliver the required bonds to the Architect for review and approval prior to the commencement of any work at the site. SREF-2014 requires bonds for all projects exceeding $300, Projects under $300, shall be evaluated by the Owner and assessed on a case-by-case basis for bond requirements All bonds shall be written through a reputable and responsible surety bond agency authorized to do business in the State of Florida which shall be in conformance with appropriate Florida Statutes and shall: be rated as "A" or better in management and "10" or better in