REPLACE EXISTING 300kW DIESEL GENERATOR

AUGUST 2017 CONTRACT DOCUMENTS AND TECHNICAL SPECIFICATIONS REPLACE EXISTING 300kW DIESEL GENERATOR NORFOLK INTERNATIONAL AIRPORT NORFOLK, VIRGINIA PREPARED FOR: NORFOLK AIRPORT AUTHORITY Delta Project No. 14051 9711 Farrar Ct., Suite 100 Richmond, VA 23236

CONTRACT SPECIFICATIONS FOR REPLACE EXISTING 300kW DIESEL GENERATOR AT NORFOLK INTERNATIONAL AIRPORT NORFOLK, VIRGINIA TABLE OF CONTENTS CONTRACT DOCUMENTS Invitation for Bidders ITB 1 thru ITB 3 Instructions to Bidders INST 1 thru INST 7 General Terms and Conditions Pages 1-18 Federally Required Contract Provisions Pages 1-8 Contract Insurance Requirements Pages 1-6 Special Security Measures Pages 1-4 Security Notes Pages 1-2 Application for SIDA Badge Pages 1-3 Bid Form BF 1 thru BF 8 Bid Bond BB 1 thru BB 2 Contract C 1 thru C 4 Performance Bond PB 1 thru PB 2 Warranty of Construction W 1 thru W 2 Certificate of Final Acceptance CFA1 thru CFA 2 SPECIFICATIONS Generator Set Bill of Material Pages 1-3 General Layout July 27, 2017 Replace Existing 300kW Diesel Generator, Norfolk International Airport i

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INVITATION FOR BIDDERS REPLACE EXISTING 300KW DIESEL GENERATOR I. PURPOSE OF REQUEST FOR BIDS The Norfolk Airport Authority (the Authority ) invites bids from electrical contractors experienced with the replacement of large commercial generators. The intent and purpose of this Request for Bids (hereafter Request ) is to establish agreement(s) with qualified contractor and/or manufacturer to: Provide one 300 kw replacement generator to be located at airfield electrical vault Remove and dispose of, off airport property, existing generator Supply all ancillary materials, labor, transportation, etc. as necessary to fully remove and replace existing diesel fuel generator. The deadline for submission of bids is October 2, 2017 at 2:00 p.m. local time in the Administration Office at the Norfolk International Airport at which time the bids will be publicly opened and read aloud. A pre-bid meeting will be held on September 20, 2017 at 10:00 am. All interested parties shall meet at the Norfolk Airport Departures Terminal in Conference Room A. The pre-bid meeting is not mandatory, but all interested parties are encouraged to attend. It shall be understood that Documents referred to in this Request shall be carefully examined and read and are all hereby made a part of this Request. II. SCOPE OF WORK The specifications provided describe the performance requirements and features for the replacement of an existing airfield electrical vault emergency generator. The primary objective of these specifications is to obtain, new generator of equal or more capacity meeting or exceeding all specifications and in accordance with all NEC codes. The generator shall be of proven design (no prototypes) from a reputable manufacturer with a proven 5-year minimum track record of constructing generators of the type desired for a minimum of 5 years. The workmanship must be of the highest quality in its respective field. III. CHANGES IN CONTRACT The authority reserves the right to add or delete options from this contract, as required. The parties may agree in writing to modify the scope of the contract. An increase or decrease in the price of the contract resulting from such modification(s) shall be agreed to by the parties as part of their written agreement to modify the scope of the contract. July 28, 2017 ITB 1 OF 4 Replace Existing 300kW Diesel Generator - Norfolk International Airport

The Offeror shall comply with the notice upon receipt. The Offeror shall be compensated for any additional costs incurred as a result of such order and likewise, shall give the Authority a credit for any savings. IV. BID SUBMISSION REQUIREMENTS A. Deadline for Bid Submission The deadline for submission of bids is as stated in Item I Purpose of Request for Bids. Any bid received by the Authority after the designated deadline for submission will be returned to sender unopened. B. Bid Form - The included Bid Form shall be signed with the legal signature of the Offeror s representative and enclosed in an opaque, sealed envelope and clearly marked on the outside of the envelope with the following information: Offeror s company name and address The designated bid opening date and time Bid Request 2017: Replace Airfield Electrical Vault Generator. Failure to clearly label sub mission as required may result in the bid being deemed unresponsive. Any additional information the Offeror wishes to include must be submitted within the same sealed bid envelope, separated from bid forms by means of a second opaque envelope with the bid form envelope. Send Bid Submissions to the respective address via Professional Courier (i.e. FedEx, UPS, etc.), U.S. Mail or Hand Delivery to: Norfolk Airport Authority Attn: Mr. Jeffery Bass Director of Facilities 2200 Norview Ave. Norfolk, Virginia 23518 Bids will be logged in with the Authority s receptionist to reflect the date and time of receipt. Bids will not be accepted by facsimile, email or other electronic means. July 28, 2017 ITB 2 OF 4 Replace Existing 300kW Diesel Generator - Norfolk International Airport

C. Questions Regarding Request Any questions about the scope of work or specifications contained in this Request for Bids, must be submitted in writing no later than 5:00pm local time, September 27, 2017 to Mr. Jeffery Bass, email: jbass@norfolkairport.com. Any revision made to this Request for Bids shall be in the form of an addendum and will be forwarded to all known recipients of this Invitation to Bid. D. All Offeror Specifications which are exceptions to the Authority Specifications, must be noted and attached to the Bid Form on a separate sheet that is formatted in the similar format as the bid proposal form. Exceptions to the specifications may be accepted or rejected by the Authority in its sole discretion as to what is in the Authority s best interest. Failure to provide notice of exceptions to the Authority Specifications may be cause for a non-responsive bid determination. E. All numerical information submitted on the Bid Form must be typed or printed in ink. Erasures or other changes shall be explained and noted over the initials of the Offeror. Award shall be made to the lowest responsive and responsible Offeror. Offeror shall not be considered responsible if they have defaulted under the terms of any contract with the Authority or any other public agency within the past five (5) years, or if based upon review of completed projects, it is determined that the Offeror is not responsible as that term is used in the Virginia Public Procurement Act Section 11-37. If the apparent low Bidder is determined to be non-responsible or non-responsive, the Bidder shall be notified in writing as provided in the Virginia Public Procurement Act Section 11-65. F. Bid Bond Each bid must be accompanied by cashier s check, certified check, or a bid bond in the amount of five percent of the bid, duly executed by the bidder as principal and having as surety thereon a surety company approved by the Owner, in the amount of five percent of the bid. Such checks or bid bonds will be returned to all except the two lowest bidders within ten (10) business days after the opening of the bids, and the remaining checks or bid bonds will be returned promptly after the Owner and the accepted bidder have executed the contract, or if no award has been made within 45 days after the date of the opening of bids, upon demand of the bidder at any time thereafter, so long as he/she has not been notified of the acceptance of his/her bid. G. Performance and Payment Bond, Execution of Contract Having satisfied all conditions of award as set forth elsewhere in these documents, the successful bidder shall, with the period specified above, furnish separate 100% performance and payment bonds conditioned that such person shall faithfully perform all the provisions of the contract and pay all the laborers, mechanics, and subcontractors and material vendors and all persons who shall supply such person or persons or subcontractors with supplies for the carrying on of such work. Such bonds shall bear the same date as or a date subsequent to, the date of the Contract. H. Certifications Vendor shall execute certifications contained within the bid forms. The certifications are required to ensure compliance with required federal regulations. July 28, 2017 ITB 3 OF 4 Replace Existing 300kW Diesel Generator - Norfolk International Airport

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INSTRUCTIONS TO BIDDERS 1. Bid Documents 1.1. Complete sets of Bid Documents shall be used in preparing Bids. The Owner assumes no responsibility for errors or misinterpretations resulting from the use of incomplete sets of Bid Documents. 1.2. The Owner, in making copies of the Bid Documents available on the above terms, does so only for the purpose of obtaining bids on the work and does not confer or license or grant permission for any other use. 2. Examination of Contract Documents and Project Site 2.1. It is the responsibility of each Bidder before submitting a Bid: A. to examine the Bid Documents thoroughly; B. to visit the site to become familiar with and satisfy the Bidder as to the general, local and site conditions that may affect cost, progress, performance, or furnishing of the equipment; C. to study and carefully correlate the Bidder s knowledge and observations with the Bid Documents and such other related data; and, D. to promptly notify the Owner of all conflicts, errors, ambiguities or discrepancies which the Bidder has discovered in or between the Bid Documents and such other related documents or field/site conditions. 2.2 On request, at the discretion of the Owner, the Owner will provide each Bidder access to the site to conduct such examinations, investigations, explorations, tests, and studies as each Bidder deems necessary for submission of a Bid. The Bidder shall clean up and restore the site to the condition prior to such explorations, investigations, tests, and studies. The Bidder holds the Owner and Owner s representatives harmless from any damage to property or injury to persons resulting from or arising out of such exploration, investigation, tests, and studies. The Bidder shall obtain and comply with all local and state permitting requirements. INST - 1

3. Interpretations and Addenda 3.1. No oral explanation in regard to the meaning of the Contract Documents will be made, and no oral instructions will be given before the award of the Work. Discrepancies, omissions or doubts as to the meaning of the Contract Documents shall be communicated in writing to the Owner or Owner designated representative for interpretation. Bidders should act promptly and allow sufficient time for a reply to reach them before the submission of their Bids. Any interpretation made will be in the form of an addendum to the Contract Documents, which will be forwarded to all Bidders, and its receipt shall be acknowledged on the Bid Form. 3.2. Addenda may also be issued to modify the Contract Documents. 4. Bid Security 4.1. Each bid shall be accompanied by a Bidder s bond issued by a company authorized and licensed to transact business as surety in the Commonwealth of Virginia, a certified check, or cash escrow, in an amount equal to not less than five (5) percent of the total amount of the bid, made payable to Norfolk Airport Authority. Upon approval of the Owner s attorney, in accordance with Section 2.2-4338, Code of Virginia, 1950, as amended, a Bidder may furnish a personal bond, property bond, or bank or savings and loan association s letter of credit on certain designated funds for the amount required for the Bid Security. The Bid Security shall be accompanied by a certified copy of the power of attorney for the surety attorney-in-fact. Said bid security shall be left with the Owner, subject to the conditions specified herein, as a guarantee of good faith on the part of the Bidder that if the bid is accepted, the Bidder shall execute the contract. 4.2. The Bid Security shall be returned to all except the two (2) lowest Bidders within ten (10) days after the date of Bid opening. The Bid Security will be returned to the two (2) lowest Bidders within five (5) days after the execution of an Agreement and Performance and Payment Bonds and Certificates of Insurance have been approved by the Owner. None of the two (2) lowest Bids shall be deemed rejected, notwithstanding acceptance of one of the Bids, until the Agreement has been executed by both the Owner and the Successful Bidder. 5. Liquidated Damages 5.1. Provisions for liquidated damages are set forth in the bid documents. INST - 2

6. Preparation of Bid 6.1. All blanks on the Bid Form shall be legibly and carefully completed in ink. 6.2. Bids by corporations shall be executed in the corporate name by the president or a vicepresident (or other corporate officer accompanied by evidence of authority to sign) and attested by the secretary or an assistant secretary. The corporate address and state of incorporation shall be shown below the signature. 6.3. Bids by unincorporated organizations shall be executed in the organization s name and signed by an individual having authority to enter into a contract on behalf of such organization, whose title shall appear under the signature and the official address of the organization shall be shown below the signature. For example, if such organization is a Limited Liability Company, the Bid shall be signed by its manager, or if such organization is a Limited Partnership, the Bid shall be signed by a general partner. 6.4. All names shall be typed or printed in ink below the signature. All names shall be the legal name of the corporation, unincorporated organization and/or individual. 6.5. The Bid shall contain an acknowledgment of receipt of all Addenda (the numbers of which shall be filled in on the Bid Form). 6.6. The address, telephone number, e-mail address and fax number for communications regarding the Bid shall be provided. 6.7. It is understood and agreed that, in the event an Agreement is executed for the supplies, equipment or services included in the Bid, no indication of such sales or services to the Owner shall be used in any way in product literature or advertising without the written consent of the Owner. 7. Quantities and Unit Prices. 7.1. The Owner reserves the right to increase or decrease the amount of any class or portion of the Work. No such change in the Work shall be considered as a waiver of any condition of the Agreement nor shall such change invalidate any of the provisions thereof. Payment will be made at the unit or lump sum prices under the Agreement only for the work actually performed or materials furnished and accepted. 7.2 Bidders shall include in their Bid prices the entire cost of each item set forth in the Bid, and it is understood and agreed that there is included, in each lump sum or unit price bid item, the entire cost necessary or incidental to the completion of that portion of the work, unless such incidental work is expressly included in other lump sum or unit price bid items. INST - 3

8. General Equipment or Material Specification. 8.1. When the Bid Documents specify one or more manufacturer's brand names or makes of materials, devices, or equipment as indicating a quality, style, appearance, or performance, with the statement "or equal," the Bidder shall base the Bid on either one of the specified brands or an alternate brand which the Bidder intends to substitute. Use of an alternate shall not be permitted unless it has been found to be equal or better by the Owner and at no additional cost to the Owner. 8.2. The burden of proof as to the comparative quality and suitability of alternative equipment, articles, or materials shall be upon the Bidder. The Bidder shall furnish at its own expense, such information relating thereto as may be required by the Owner. The Owner shall be the sole judge as to the comparative quality and suitability of alternative equipment, articles or materials and the Owner s decisions shall be final. Any other brand, make or material, device or equipment which, in the opinion of the Owner is recognized to be the equal of that specified, considering quality, workmanship and economy of operation and is suitable for the purpose intended, shall be accepted. In the event of any adverse decision by the Owner, no claim of any sort shall be made or allowed against the Engineer or Owner. Samples, if requested by the Bidder, may be returned at the Bidder s expense. 9. Proprietary Material and Equipment Specification. 9.1 Where any item of equipment or material is specified by proprietary name, trade name, catalog reference, or name of one or more manufacturers, without the addition of such expressions as "or equal," it is to be understood that those items are so specified for reasons of standardization in maintenance and operation, or for reasons of obtaining desirable features best suited to the requirements of the Specifications. This specific equipment shall form the basis of the Bid and be furnished under the Agreement. Where two or more items of equipment or material are named, the Contractor has the option to use either. 10. Alternate Bids. 10.1. If alternate Bids are requested for a portion of all of the Work due to the character of the improvement and uncertainties which may be encountered during construction, Bidders shall submit alternate Bids on all items as shown on the Bid Form. Alternate bids shall be considered in the order listed in the Bid Form and in accordance with criteria defined in the Special Provisions. 10.2. Award shall be based on the most qualified bidder. INST - 4

11. Submission of Bids. 11.1. Bids shall be submitted at the time and place indicated in the Invitation for Bids and shall be sealed, marked with the Project title and name and address of the Bidder, and accompanied by the bid guarantee and other required documents. The Bid may not be changed by markings on the envelope. Only the amounts indicated on the Bid Form will be considered in determining the final Bid amount. 11.2. When a license is required, the Bidder shall include in its Bid over the Bidder s signature the following notation: "VIRGINIA LICENSED CONTRACTOR NO. " (Ref. Title 2.2, Chapter 43, Code of Virginia). 12. Receipt and Opening of Bids. 12.1. Bids will be opened publicly at the time and place and under the conditions stated in the Invitation for Bids. The Owner's Representative whose duty it is to open Bids will decide when the specified time has arrived. No responsibility will be attached to any such person for the premature opening of a Bid not properly addressed and identified. It is the responsibility of the Bidder to assure that the Bid is delivered to the designated place of receipt prior to the time set for the receipt of Bids. No Bid received after the time designated for receipt will be considered. 12.2. Bids will be opened and read aloud publicly. Bidders are encouraged to be present at the opening of bids. 13. Bids to Remain Subject to Acceptance. 13.1. All Bids shall remain subject to acceptance for 120 Days after the day of the Bid opening, but the Owner may, in its sole discretion, release any Bid and return the Bid Security prior to that date, or extend the acceptance period an additional 90 days with the consent of the apparent low bidder and surety. 14. Withdrawal of Bids. 14.1 Withdrawal of proposal filed with the Owner may be made only by a representative of the firm submitting the Bid, who shall appear in person prior to the time designated in the advertisement for receipt of Bids. Such representative shall furnish satisfactory identification and proof that they are authorized to make changes. Telegraphic or facsimile notices will not be considered. Additions and/or deletions marked on the outside of the Bid envelope will not be considered. 14.2 If the Bid price was substantially lower than the other Bids solely to a mistake therein, provided the Bid was submitted in good faith, and the mistake was a clerical mistake as opposed to a judgment mistake, as was actually due to an unintentional arithmetic error or an unintentional omission of a quantity of work, labor, or material made directly in the compilation of a bid, which unintentional arithmetic error or unintentional omission can be INST - 5

clearly shown by objective evidence drawn from inspection of original work papers, documents, and materials used in the preparation of the Bid sought to be withdrawn and provided further the Bidder shall give notice in writing of his claim of right to withdraw two (2) business days after the conclusion of the Bid opening procedure, then the Bid may be withdrawn. 14.3 Should the Bidder refuse to enter into the Agreement after notification of award, the Bid Security shall be forfeited. 14.4 No Bid may be withdrawn under this section when the result would be the awarding of the Agreement on another Bid to the same Bidder or to another Bidder in which the ownership of the withdrawing Bidder is more than five percent. 14.5 If a Bid is withdrawn under the authority of this section, the remaining Bids shall be evaluated to determine the lowest responsive and responsible Bidder. 14.6 No Bidder who is permitted to withdraw a Bid shall, for compensation, supply any material or labor to or perform any subcontract or other work agreement for the person or firm to whom awarded, or otherwise benefit, directly or indirectly, from the performance of the Project for which the withdrawn Bid was submitted. 14.7 If withdrawal of any Bid is denied, the Bidder shall be notified in writing stating the reasons for this decision. Any Bidder who desires to appeal a decision denying withdrawal of Bid shall, as sole remedy, institute legal action provided by Section 2.2-4358 and Section 2.2-4364(B), Code of Virginia, 1950, as amended. 15. Evaluation of Bids. 15.1. In evaluating Bids, the Owner shall consider the qualifications of the Bidders, whether or not the Bids comply with the prescribed requirements, unit and lump sum prices, and alternates if requested in the Bid Form. 15.2. The Owner may consider the qualifications and experience of subcontractors and other persons and organizations (including those who are to furnish the principal items of material or equipment) proposed for those portions of the Work for which the identity of Subcontractors and other persons and organizations shall be submitted as specified in the Bid Documents. 15.3. The Owner may conduct such investigations as deemed necessary to establish the responsibility, qualifications, and financial ability of the Bidders, proposed Subcontractors and other persons and organizations to do the Work in accordance with the Bid Documents to the Owner's satisfaction within the prescribed time. 15.4. Bids will be based upon the estimated quantities shown in the Bid Form. Bids will be compared on the basis of a total computed price; arrived at by taking the sum of the estimated quantities of each Bid Item, multiplied by the corresponding unit price bid, and INST - 6

any lump sum Bids on the individual items. Discrepancies between the multiplication of units of work and unit prices will be resolved in favor of the unit prices. Discrepancies between the indicated sum of any column of figures and the correct sum thereof will be resolved in favor of the correct sum. Discrepancies between words and figures will be resolved in favor of words. The right to reject any or all Bids or to accept any Bid considered of advantage to the Owner is reserved. 15.5. Unless all Bids are canceled or rejected, the Owner reserves the right granted by Section 2.2-4318 of the Code of Virginia to negotiate with the most qualified, responsible, responsive Bidder to obtain a Contract Price within the funds budgeted for the construction project. Negotiations with the Bidder may include both modification of the Contract Price and the Scope of Work/Specifications to be performed. The Owner shall initiate such negotiations by Written Notice to the most qualified, responsible, responsive Bidder that its Bid exceeds the available funds and that the Owner wishes to negotiate a lower Contract Price. The Owner and the most qualified, responsive, responsible Bidder shall agree to the times, places, and manner of negotiations. 15.6. The acceptance of a Bid will be a notice in writing, signed by the Owner, and no other act shall constitute the acceptance of a Bid. 15.7 The Owner reserves the right to waive minor non-substantive errors in the Bid, to reject any/or all Bids, to award any Bid in whole or in part, and to award the Bid considered to be in the best interest of the Owner. 16. Qualifications of Bidders and Subcontractors. 16.1. To demonstrate their qualification to perform the Work, each Bidder shall be prepared to submit written satisfactory evidence that the Bidder has sufficient experience, necessary capital, materials, machinery, and skilled workers to complete the Work. If financial statements are required they shall be of such date as the Owner shall determine and shall be prepared on forms acceptable to the Owner. The Owner may make such investigations as deemed necessary to determine the ability of the Bidder to perform the Work. The Owner's decision or judgment on these matters shall be final, conclusive and binding. 16.2. The apparent most qualified Bidder shall, within fourteen consecutive calendar days after the day of the Bid opening, submit to the Owner a list of all Subcontractors who will be performing work on the Agreement. Such list shall be accompanied by an experience statement with pertinent information as to similar projects and other evidence of experience and qualification for each such Subcontractor, person and organization. If the Owner, after due investigation, has reasonable objection to any proposed Subcontractor, other person or organization, the Owner may, before giving the Notice of Intent to Award, request the apparent most qualified Bidder to submit an acceptable substitute without an increase in Bid price. If the apparent most qualified Bidder declines to make any such substitution, the contract shall not be awarded to such Bidder, but his declining to make any such substitution will not constitute grounds for sacrificing his Bid Security. For any Subcontractors, other INST - 7

person or organization so listed and to whom Owner does not make written objection prior to the giving of the Notice of Award, it will be deemed the Owner has no objection. 16.3. By submitting their proposal, Bidders certify that they are not now debarred by the Federal Government or by the Commonwealth of Virginia or any other town, city, or county within the Commonwealth of Virginia, from submitting Bids on contracts for construction covered by this solicitation, nor are they an agent of any person or entity that is now so debarred. 17. Sham or Collusive Bids. 17.1. The Bids of any Bidder or Bidders who engage in collusive bidding shall be rejected. Any Bidder who submits more than one Bid in such a manner as to make it appear that the Bids submitted are on a competitive basis from different parties shall be considered a collusive Bidder. 17.2. The provisions contained in Sections 2.2-4367 through 2.2-4377, Code of Virginia, as amended, shall be applicable to all contracts solicited or entered into by Owner. By submitting their Bids, all Bidders certify that their Bids are made without collusion or fraud, and that they have not offered or received any kickbacks or inducements from any other Bidder, Supplier, manufacturer, or subcontractor in connection with their Bid, and they have not conferred with any public employee having official responsibility for this procurement transaction, any payment, loan, subscription, advance, deposit of money, services or anything of more than nominal value, present or promised, unless consideration of substantially equal or greater value was exchanged. End of Instructions to Bidders INST - 8

GENERAL TERMS AND CONDITIONS 14051 Phase pending Page 1 of 18 GENERAL TERMS AND CONDITIONS Whenever used in these General Terms & Conditions ( General Conditions ) or in the Contract Documents, the following terms have the meanings indicated, which are applicable to both the singular and plural and the male and female gender thereof: Airport or Owner: The Norfolk International Airport Authority. For purposes of the Contract, the term Owner shall include the Airport, whether or not the Airport owns the site or the building. Airport s Designated Representative: See Project Manager. Beneficial Occupancy: The condition after Substantial Completion but prior to Final Completion of the Project at which time the Project, or portion thereof, is sufficiently complete and systems operational such that the Airport could, after obtaining necessary approvals and certificates, occupy and utilize the space for its intended use. Guarantees and warranties applicable to that portion of the Work begin on the date the Airport accepts the Project, or a portion thereof, for such Beneficial Occupancy, unless otherwise specified in the Supplemental General Conditions or by separate agreement. Change Order: A document issued on or after the effective date of the Standard Contract with Norfolk International Airport Authority, which is agreed to by Contractor and approved by the Airport, and which authorizes an addition, deletion or revision in the Work, including any adjustment in the Contract Price and/or the Contract Completion Date. If this is a contract for construction, the term Change Order shall also include written orders to proceed issued pursuant to Section 32 (A) (iii). A Change Order, once signed by all parties, is incorporated into and becomes a part of the Contract. Code of Virginia: 1950 Code of Virginia, as amended. Sections of the Code referred to herein are noted by Va. Code xx-xx. Construction: The term used to include new construction, reconstruction, renovation, restoration, major repair, demolition and all similar Work upon buildings and ancillary facilities, including any draining, dredging, excavation, grading or similar Work upon real property. Contract: The Standard Contract with Norfolk International Airport Authority hereinafter referred to as the Contract. Contract Completion Date: The date by which the Work must be substantially complete. The Contract Completion Date is customarily established in the Notice to Proceed, based on the Time for Completion. In some instances, however, the Contract contains a mandatory Contract Completion Date, which shall be stated in the Invitation for Bid. Contract Documents: The Contract and any documents expressly incorporated therein. Such incorporated documents customarily include the bid or proposal submitted by Contractor, these General Terms and Conditions, any Supplemental General Conditions, any Special Conditions, the plans and the specifications, and all modifications, including addenda and subsequent Change Orders. Contract Price: The total compensation payable to Contractor for performing the Work, subject to modification by Change Order. Contractor: The person with whom the Airport enters into a contractual agreement to perform Work, other than Architectural or Engineering Services. Day(s): Calendar day(s) unless otherwise noted. Airport s Initials: Replace Existing 300kW Diesel Generator Contractor s Initials: July 2017 Delta Project No. 14051

GENERAL TERMS AND CONDITIONS 14051 Phase pending Page 2 of 18 Defective: An adjective which, when modifying the word Work, refers to Work that is unsatisfactory, faulty, deficient, does not conform to the Contract Documents or does not meet the requirements of inspections, standards, tests or approvals required by the Contract Documents, or in the case of contracts for construction, Work that has been damaged prior to the A/E s recommendation of final payment (unless responsibility for the protection thereof has been assumed by the Airport at Substantial Completion or Beneficial Occupancy). Drawing: A page or sheet of the Plans which presents a graphic representation, usually drawn to scale, showing the technical information, design, location, and dimensions of various elements of the Work. The graphic representations include, but are not limited to: plan views, elevations, transverse and longitudinal sections, large and small-scale sections and details, isometrics, diagrams, schedules, tables and/or pictures. Emergency: Any unforeseen situation, combination of circumstances, or a resulting state that poses imminent danger to health, life or property. Final Completion Date: The date of the Airport s acceptance of the Work upon confirmation that the Work is totally complete. Field Order: A written order issued by the A/E which clarifies or explains the plans or specifications, or any portion or detail thereof, without changing the design, the Contract Price, the Time for Completion, or the Contract Completion Date. Float: The excess time included in a construction schedule to accommodate such items as inclement weather and associated delays, equipment failures, and other such unscheduled events. It is the contingency time associated with a path or chain of activities and represents the amount of time by which the early finish date of an activity may be delayed without impacting the critical path and delaying the overall completion of the Project. Any difference in time between the Contractor s approved early completion date and the Contract Completion Date shall be considered a part of the Project float. Float, Free: The time (in days) by which an activity may be delayed or lengthened without impacting upon the start day of any activity following in the chain. Float, Total: The difference (in days) between the maximum time available within which to perform an activity and the duration of an activity. It represents the time by which an activity may be delayed or lengthened without impacting the Time for Completion or the Contract Completion Date. Notice: All written notices, including demands, instructions, claims, approvals and disapprovals, required or authorized under the Contract Documents. Any written notice by either party to the Contract shall be sufficiently given by any one or combination of the following, whichever shall first occur: (1) delivered by hand to the last known business address of the person to whom the notice is due; (2) delivered by hand to the person s authorized agent, representative or officer wherever they may be found; or (3) enclosed in a postage prepaid envelope addressed to such last known business address and delivered to a United States Postal Service official or mailbox. Notice is effective upon such delivery. All notices to the Airport should be directed to the Project Manager. If the Airport and Contractor agree in writing that Notices transmitted by e-mail and/or facsimile (Fax) are acceptable for the Project, such Notice shall be transmitted to the e-mail addresses and fax number Airport s Initials: Replace Existing 300kW Diesel Generator Contractor s Initials: July 2017 Delta Project No. 14051

GENERAL TERMS AND CONDITIONS 14051 Phase pending Page 3 of 18 listed in the agreement or as agreed by the parties. Notice shall be effective upon the date of receipt by the Airport, the acknowledgment of the e-mail receipt or faxed confirmation of delivery, whichever occurs first. Any Notice to the Airport or A/E required by this Contract must be expressly designated as such. Notice to Proceed: A written notice given by the Airport to Contractor fixing the date on which the Contract time will commence for Contractor to begin the prosecution of the Work in accordance with the requirements of the Contract Documents. The Notice to Proceed will customarily identify a Contract Completion Date. The Airport: The entity with whom Contractor has entered into a contractual agreement and for whom the Work/services is/are to be provided. Person: This term includes any individual, corporation, partnership, association, company, business, trust, joint venture, or other legal entity. Plans: The term used to describe the group or set of project-specific drawings which are included in the Contract Documents. Project: The term used instead of the specific or proper assigned title of the entire undertaking which includes, but is not limited to, the Work described by the Contract Documents. Project Inspector: One or more persons employed by the Airport to inspect the Work for the Airport and/or to document and maintain records of activities at the Site to the extent required by the Airport. The Airport shall notify Contractor in writing of the appointment of such Project Inspector(s). The scope of the Project Inspector s authority with respect to Contractor is limited to that indicated in the General Terms & Conditions and as supplemented by the Airport in writing to the Project Inspector and to the Contractor. Project Manager: The Project Manager as used herein shall be the Airport s designated representative on the Project. The Project Manager shall be the person through whom the Airport generally conveys written decisions and notices. All notices due the Airport and all information required to be conveyed to the Airport shall be conveyed to the Project Manager. The scope of the Project Manager s authority is limited to that authorized by the Airport, who shall provide written information to Contractor at the Preconstruction meeting defining those limits. Upon receipt of such information, Contractor shall be on notice that it cannot rely on any decisions of the Project Manager outside the scope of his authority. Nothing herein shall be construed to prevent the Airport from issuing any notice directly to the Contractor. The Airport may change the Project Manager from time to time and may, in the event that the Project Manager is absent, disabled or otherwise temporarily unable to fulfill his duties, appoint an interim Project Manager. Provide: Shall mean furnish and install ready for its intended use. Site: Shall mean the location at which the Work is performed or is to be performed. Specifications: For Construction Contracts, that part of the Contract Documents containing the written administrative requirements and the technical descriptions of materials, equipment, construction systems, standards, and workmanship which describe the proposed Work in sufficient detail and provide sufficient information to determine code compliance and for Contractor to perform the Work. (The General Conditions, any Supplemental General Conditions, various bidding information and Airport s Initials: Replace Existing 300kW Diesel Generator Contractor s Initials: July 2017 Delta Project No. 14051

GENERAL TERMS AND CONDITIONS 14051 Phase pending Page 4 of 18 instructions, and blank copies of various forms to be used during the execution of the Work are usually bound with the Specifications.) Subcontractor: A person having a direct Contract with Contractor or with any other Subcontractor for the performance of the Work. If this Contract is for professional services, the term Subcontractor includes consultants to Contractor. If this Contract is for construction, the term Subcontractor includes any person who provides on-site labor but does not include any person who only furnishes or supplies materials for the Project. Submittals: All shop, fabrication, setting and installation drawings, diagrams, illustrations, schedules, samples, and other data required by the Contract Documents which are specifically prepared by or for Contractor to illustrate some portion of the Work and all illustrations, brochures, standard schedules, performance charts, instructions, diagrams and other information prepared by a Supplier and submitted by Contractor to illustrate material or equipment conformance of some portion of the Work with the requirements of the Contract Documents. Substantial Completion: The condition when the Airport agrees that the Work, or a specific portion thereof, is sufficiently complete, in accordance with the Contract Documents, so that it can be utilized by the Airport for the purposes for which it was intended. The Airport at its sole discretion may, after obtaining the necessary approvals and certificates, take Beneficial Occupancy at this time or choose to wait to occupy until after Final Completion is achieved. Supplemental Terms and Conditions: That part of the Contract Documents which amends or supplements the General Terms and Conditions. Supplier: A manufacturer, fabricator, distributor, materialman or vendor who provides material for the Project but does not provide on-site labor or professional services. Time for Completion: The number of consecutive calendar days following the issuance of the Notice to Proceed which Contractor has to substantially complete all Work required by the Contract. When the Notice to Proceed is issued, it states a Contract Completion Date, which has been set by the Airport based on the Time for Completion. Underground Facilities: All pipelines, conduits, ducts, cables, wires, manholes, vaults, tanks, tunnels or other such facilities or attachments, and any encasements containing such facilities which are or have been installed underground to furnish any of the following services or materials: electricity, gases, steam, liquid petroleum products, telephone or other communications, cable television, sewage and drainage removal, traffic or other control systems or water. Work: The services performed under this Contract. If this Contract is a Contract for Professional Services, then the Work shall include, but is not limited to, furnishing the architectural, civil, structural, mechanical, and electrical portions of the project. If this Contract is a Contract for construction the Work shall include, but is not limited to, furnishing labor, and furnishing and incorporating materials and equipment into the construction, and also includes the entire completed construction, or the various separately identifiable parts thereof, required to be furnished under the Contract Documents. Airport s Initials: Replace Existing 300kW Diesel Generator Contractor s Initials: July 2017 Delta Project No. 14051

GENERAL TERMS AND CONDITIONS 14051 Phase pending Page 5 of 18 1.0 CONTRACT DOCUMENTS 1.1 In order for any Contract document entered into with the Airport to be valid, it must be executed by an authorized person, on behalf of the Airport. 1.2 The Contract Documents include all of the documents listed and referenced in Sections 2 and 10 of the Contract. 1.3 All time limits stated in the Contract Documents, including but not limited to the Time for Completion of the Work, are of the essence of the Contract. 1.4 The Contract shall be signed by the Airport and Contractor in as many original counterparts as may be mutually agreed upon, each of which shall be considered an original. 1.5 Anything called for by one of the Contract Documents and not called for by the others shall be of like effect as if required or called for by all, except that a provision clearly designed to negate or alter a provision contained in one or more of the other Contract Documents shall have the intended effect. In the event of conflicts among the Contract Documents, the Contract Documents shall take precedence in the following order: the Contract; the Special Conditions; the Supplemental General Conditions; the General Conditions; the specifications with attachments; and the plans. 1.6 If any provision of this Contract shall be held invalid by any court of competent jurisdiction, such holding shall not invalidate any other provision. 1.7 All correspondence, invoices, memoranda, submittals and other documents related to this Project whether generated by the Airport, the A/E (if separate from Contractor), Contractor, or others should be identified at the beginning of the document with the Project Code Number. Additional identification such as a job number, purchase order number or such may also be shown at the generator s option. 2.0 MULTIPLE AWARDS: Not Used 3.0 GENERAL INSURANCE REQUIREMENTS: Contractor shall not commence Work under this Contract until it has obtained all the insurance required hereunder from an insurer authorized to do business in Virginia and such insurance has been approved by the Airport; nor shall Contractor allow any consultant or subcontractor to commence Work on his subcontract until the same types of insurance in an appropriate amount have been obtained by the Subcontractor and approved by Contractor. Approval of insurance by the Airport shall not relieve or decrease the liability of Contractor hereunder. 3.1 Prior to the start of any Work under the Contract, Contractor shall provide to the Airport Certificates of Insurance forms approved by the Airport and shall maintain such insurance until the completion of all Work under the Contract. The minimum limits of liability shall be as follows: 3.1.1 Worker s Compensation: Contractor shall take out, and shall maintain in force at all times during the performance of the Work, Workers Compensation and Employers Airport s Initials: Replace Existing 300kW Diesel Generator Contractor s Initials: July 2017 Delta Project No. 14051

GENERAL TERMS AND CONDITIONS 14051 Phase pending Page 6 of 18 Liability Insurance for all of its employees engaged in the Work meeting the requirements of Va. Code 2.2-4332 and 65.2-100 et seq. In case any of the Work is sublet, Contractor shall require each Subcontractor similarly to provide Workers Compensation and Employers Liability Insurance for all of the latter s employees to be engaged in the Work. Prior to award of the Contract, Contractor shall submit on the form provided by the Airport, a Certificate of Coverage verifying Workers Compensation coverage. Contractor shall likewise obtain a Certificate of Coverage for Workers Compensation coverage from each subcontractor prior to awarding the subcontract and shall provide a copy to the Airport. 3.1.2 Broad Form Comprehensive General Liability: Not less than $1,000,000 per occurrence and $2,000,000 aggregate combined limit coverage. The Airport, its officers, directors, employees and agents, shall be named as an additional insured with respect to the Work being procured. The Supplemental General Conditions may require Contractor to provide an Umbrella insurance policy in a specified amount for the Project. The coverage at a minimum shall include: Premises/Operations Liability Products and Completed Operations Coverage Independent Contractors Liability Owners and Contractor s Protective Liability Personal Injury Liability (Libel, Slander, Defamation of Character, etc.) 3.1.3 Automotive Liability: Not less than $1,000,000 Combined Limit for bodily injury and property damage per occurrence. 3.2 Each insurer providing insurance covering the Project shall have an A.M. Best financial rating of A- or better. Further, Contractor shall provide an authenticated endorsement to each applicable policy listing the Airport as an additional insured. A certificate is not acceptable. 3.3 Additional insurance requirements associated with on airfield activity are found in Specific Insurance Requirements and Contract Insurance Requirements. Airport s Initials: Replace Existing 300kW Diesel Generator Contractor s Initials: July 2017 Delta Project No. 14051

GENERAL TERMS AND CONDITIONS 14051 Phase pending Page 7 of 18 4.0 LAWS AND REGULATIONS: 4.1 In performing services under the Contract, Contractor shall give all notices and comply with all applicable federal, state, and local laws, ordinances, regulations, and lawful orders of any public authority bearing on the performance of the Work. The Contract and all other contracts and subcontracts are subject to the provisions of Va. Code 40.1-52, et seq., relating to labor unions and the right to work, and all contractors and Subcontractors, whether residents or nonresidents of the Commonwealth, who perform any Work related to this project shall comply with all of the said provisions. 4.2 Labor Contracts: Contractor shall furnish the Airport copies of affidavits upon request giving the original dates, renewal dates and expiration dates of all labor contracts related to any phase of the Work to be performed on the project site under this Contract, if applicable. 4.3 Safety Codes: The provisions of all regulations governing safety as adopted by the Safety Codes Commission of the Commonwealth of Virginia, issued by the Department of Labor and Industry under Va. Code 40.1-1, et seq., shall apply to all Work under this Contract. Inspectors from the Department of Labor and Industry shall be granted access to the Work for inspection without first obtaining a search or administrative warrant. 4.4 Licensing & Registration: Any firm doing business with the Airport must be properly licensed and registered at all times relevant to any Contract with the Airport. Contractor warrants that it and all other entities working for or through it on the Project are properly licensed by the Department of Professional and Occupational Regulation as required by Va. Code 54.1-100, et seq., and by applicable regulations, or otherwise as required by law in the Commonwealth of Virginia. If this Contract is a contract for professional services, nothing herein shall be construed to authorize performance by Contractor at a standard of care that is reduced from that which is required by law and which is expected of architects practicing under similar circumstances and conditions. 4.5 Immigration: By signing this Contract, Contractor certifies that it does not and will not during the performance of this Contract violate the provisions of the Federal Immigration Reform and Control Act of 1986, which prohibits employment of illegal aliens and otherwise will comply with the requirements of Va. Code 2.2-4311.1. 4.6 Anti-Discrimination: By submitting its bid/proposal, Contractor certified to the Airport that it will conform to the provisions of the Federal Civil Rights Act of 1964, as amended, as well as the Virginia Fair Employment Contracting Act of 1975, as amended, where applicable, the Virginians With Disabilities Act, the Americans With Disabilities Act and Va. Code 2.2-4311. If Contractor is a faith-based organization, it shall not discriminate against any recipient of goods, services, or disbursements made pursuant to the Contract on the basis of the recipient s religion, religious belief, refusal to participate in a religious practice, or on the basis of race, age, color, gender or national origin and shall be subject to the same rules as other organizations that Contract with public bodies to account for the use of the funds provided; however, if the faithbased organization segregates public funds into separate accounts, only the accounts and Airport s Initials: Replace Existing 300kW Diesel Generator Contractor s Initials: July 2017 Delta Project No. 14051