HomeMy WebLinkAboutresolution.council.058-03
RESOLUTION # 5$
(Series of2003)
A RESOLUTION APPROVING A CONTRACT BETWEEN THE CITY OF
ASPEN, COLORADO, AND AUTOMATED BATTING CAGES
CORPORATION (ABC CORP) SETTING FORTH THE TERMS AND
CONDITIONS REGARDING CONSTRUCTION AND INSTALLATION OF
BATTING CAGES AT ISELIN PARK AND AUTHORIZING THE CITY
MANAGER TO EXECUTE SAID CONTRACT
WHEREAS, there has been submitted to the City Council a contract
between the City of Aspen, Colorado, and ABC Corp, a copy of which contract is
annexed hereto and made a part thereof.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF
THE CITY OF ASPEN, COLORADO:
Section 1
That the City Council of the City of Aspen hereby approves that contract
between the City of Aspen, Colorado, and ABC Corp regarding construction and
installation of batting cages at Iselin Park, a copy of which is annexed hereto and
incorporated herein, and does hereby authorize the City Manager of the City of
Aspen to execute said contract on behalf of the City of Aspen.
Dated: ?-~ 7' /&; ~C8?>
I, Kathryn S. Koch, duly appointed and acting City Clerk do certify that the
foregoing is a true and accurate copy ofthat reso1uf on adopted by the ity
Council of the City of Aspen, Colorado, at a me . July 14, Q .
~,--~... ".- -....-'-
~.............
lWJ
CONTRACT FOR CONSTRUCTION
The Cill' ulAspeD
Cill' AlIOrnev's Offlee
Test one
THIS AGREEMENT, made and entered into on June 23, 2003 , by and between the CITY
OF ASPEN, Colorado, hereinafter called the "City", and Automated Battina Caaes,
Corporation , hereinafter called the "Contractor".
WHEREAS, the City has caused to be prepared, in accordance with the law,
specifications and other Contract Documents for the work herein described, and has approved
and adopted said documents, for the project: Iselin Park Battina Caaes , and,
WHEREAS, the Contractor, in response to direct invitation, has submitted to the City, in
the manner and at the time specified, a Bid in accordance with the terms of said Invitation for
Bids; and,
WHEREAS, the City, in the manner prescribed by law, has examined, and canvassed
the Bids submitted in response to the Invitation therefore, and as a result of such canvass has
determined and declared the Contractor to be duly awarded the Contract For Construction
therefore, for the sum or sums set forth herein;
NOW, THEREFORE, in consideration of the payments and Contract for Construction
herein mentioned: .
1. The Contractor shall commence and complete the construction of the Work as fully
described in the Contract Documents, including Exhibits "A" &"B" appended hereto.
2. The Contractor shall furnish all of the materials, supplies, tools, equipment, labor and
other services necessary for the construction and completion of the Work described
herein, including Exhibits "A" & "B" appended hereto.
3. The Contractor shall commence the work required by the Contract Documents within
seven (7) consecutive calendar days after the date of "Notice To Proceed" and will
complete the same by the 31st of August, 2003 as indicated in the Special Conditions
unless the time is extended in accordance with appropriate provisions in the Contract
Documents.
4. The Contractor agrees to perform all of the Work described in the Contract Documents
and comply with the terms therein for a sum not to exceed Eiahtv Five Thousand Nine
Hundred Dollars and No Cents ( 85,900.00 ) DOLLARS or as shown on the BID
proposal.
5. The term "Contract Documents" means and includes the documents listed in the City of
Aspen General Conditions to Contracts for Construction (version GC97-2) and in the
Special Conditions. The Contract Documents are included herein by this reference and
made a part hereof as if fully set forth here.
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6. The City shall pay to the Contractor in the manner and at such time as set forth in the
General Conditions, unless modified by the Special Conditions, such amounts as
required by the Documents.
7. This Contract For Construction shall be binding upon all parties hereto and their
respective heirs, executors, administrators, successors, and assigns. Notwithstanding
anything to the contrary contained herein or in the Contract Documents, this Contract For
Construction shall be subject to the City of Aspen Procurement Code, Title 4 of the
Municipal Code, including' the approval requirements of Section 4-08-040. This
agreement shall not be binding upon the City unless duly executed by the City Manager
or the Mayor of the City of Aspen (or a duly authorized official in his/her absence)
following a resolution of the Council of the City of Aspen authorizing the Mayor or City
Manager, (or a duly authorized official in his/her absence) to execute the same.
8. This agreement and all of the covenants hereof shall inure to the benefit of and be
binding upon the City and the Contractor respectively and their agents, representatives,
employees. Successors, assigns, and legal representatives. Neither the City nor the
Contractor shall have the right to assign, transfer or sublet his or her interest or
obligations hereunder without the written consent of the other party.
9. This agreement does not and shall not be deemed or construed to confer upon or grant
to any third party or parties, except to parties to whom the Contractor or the City may
assign this Contract For Construction in accordance with the specific written consent, any
rights to claim damages or to bring suit, action or other proceeding against either the City
or the Contractor because of any breach hereof or because of any of the terms,
covenants, agreements or conditions herein contained. .
10. No waiver of default by either party of any terms, covenants or conditions hereof to be
performed, kept and observed by the other party shall be construed, or operate as, a
waiver of any subsequent default of any of the terms, covenants or conditions herein
contained, to be performed, kept and observed by the other party.
11. The parties agree that this Contract For Construction was made in accordance with the
laws of the State of Colorado and shall be so construed. Venue is agreed to be kept
exclusively in the courts of Pitkin County, Colorado.
12. In the event that legal action is necessary to enforce any of the provisions of this
Contract for Construction, the prevailing party shall be entitled to its costs and
reasonable attorney's fees.
13. This Contract For Construction was reviewed and accepted through the mutual efforts of
. the parties hereto, and the parties agree that' no construction shall be made or
presumption shall arise for or against either party based on any alleged unequal status of
the parties in the negotiation, review or drafting of this Contract For Construction.
14. The undersigned representative of the Contractor, as an inducement to the City to
execute this Contract For Construction, represents that he/she is an authorized
representative of the Contractor for the purposes of executing this Contract For
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! Construction and that he/she has full and complete authority to enter into this Contract
! For Construction for the terms and conditions specified herein.
I
IN WITNESS WHEREOF, the parties agree hereto have executed this Contract For
Coristruction on the date first above written.
I
ATTESTED BY:
~)/1Yu__
CITY OF&I~ COLORADO
By: ~/( ~
Title: err;; /C~~
( 1~-(6-0?
APPROVED AS TO FORM:
BY~JV/~?&O.3
RECOMMENDED FOR APPROVAL:
~";.P ~~
Aity Engineering Department
~ tI~~
By:
Title:~I'A~./ ~~~
ATTESTED BY:
Note: Certification of Incorporation shall be executed if Contractor is a Corporation. If a
partnership, the Contract shall be signed by a Principal and indicate title.
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CERTIFICATE OF INCO.RPORATION
(To be completed if Contractor is a Corporation)
"~
ffi,-,~~ 1O(~)
ffi[lr0n / SS.
On this ~ day of. :)lA..~
\):) \as L0- S {(. , to me personally known, who,
t;>.eing by me first duly sw.' orn, did say t at s . e is Gl ff~{C};ef\tz-hve..... of
~ tow,,,je,J ~\\D )c,,! '> (pr t> IV eciDr<::, and that the seal affixed
to said instrument is e corporate 'Seal of said corporation, and that said instrument was signed
and sealed in behalf of said corporation by authority of its board of directors, and said deponent
acknowledged said instrument to be the free act and deed of said corporation.
STATE OF
COUNTY OF
:dD0?::>
, ~_, before me appeared
WITNESS MY HAND AND NOTARIAL SEAL the day and year in this certificate first above
writte n.
. OFFICIAL SEAL
. LORI MAYBERRY
'... .,; NOTARY PUBLIC-OREGON
. COMMISSION NO. 346300
MY COMMISSION EXPIRES AUG. 11,2005
&0 . /
Notary Public ~~
&'6\\ t1J(. fulL fit:.. s.JuYJ at ql~j
Address
My commission expires:
't - \ \:--u~
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City of Aspen - General Conditions for Construction Contracts
Ci-ty o~ Aspen..
Ge:n..era.l. Co:n..d.i:ti.o:n..s
For
Co:n..s-t:ru..ctio:n.. Co:n..-tracts
<:Version. GC:J..-9"TJ..)
GC1~971 doc - Page 1
City of Aspen - General Conditions for Construction Contracts
CITY OF ASPEN, COLORADO
GENERAL CONDITIONS
FOR
CONSTRUCTION CONTRACTS
(Version GC-97~2)
TABLE OF CONTENTS
Article 1 - Abbreviations, Definitions, and Provisions of General Applicability.
1.1.
1.2.
Abbreviations .....
Definitions .... ..................
5
...................... 5
Article 2 - Preliminary Matters.
2.1.
2.2.
2.3.
2.4.
2.5.
2.6.
2.8
Delivery of Bonds ................. ........................................
Copies of Documents ...........
Commencement of Contract Time, Notice to Proceed
Starting the Project ...........................
Before Starting the Project ....... ........................
Pre-construction Conference ..........................
Project Progress Meetings ..................................
....................................................... 8
8
8
9
9
9
9
Article 3 - Contract Documents, Intent, Amending, Ownership, Escrow Bid Documents
3.1. Intent............................................................................................ ...................................................... 10
3.4. Amending and Supplementing Contract Documents ..... ................... .................... 10
3.6. Reuse of Documents................................... ....................................... .................... 11
3.7. Precedence of Documents ................................................................................ ................................... ....................................................... 11
Article 4 - Availability of Lands, Physical Conditions, Reference Points.
4.1.
4.2.
4.2.1.
4.2.2.
4.2.3.
4.2.4.
4.2.5.
4.2.6.
4.3.
4.3.1.
4.3.2.
4.4.
4.5.
4.6.
4.7.
Availability of Lands .................... ................................
Physical Conditions
Exploration and Reports........... .......................
Existing Structures .................. ................. .......................
Report of Differing Conditions .......................... .................................. ....................... ....................
Engineer's Review.......... ................... ..................................... ............................. .................
Possible Document Change ...................... .............................. .......................
Possible Price and Time Changes ....................................
Physical Conditions - Underground Facilities ...................
Sho'\VI1 or Indicated ............. ..............................................
Not Sho'\VI1 or Indicated........................................................
Land Surveys & Reference Points ... .................................
Protection of Existing Vegetation .................................
Hazardous Materials .......................
Contractor's Representations ........... .......................
11
11
12
12
12
.................... 12
12
12
12
12
12
12
13
14
14
Article 5 - Bonds, Indemnification, Liability, and Insurance
5.1.
5.2.
5.3.
5.4.
Performance, Payment, Maintenance and Other Bonds .......................... .................
Indenmification ........................................................................................ .....................
Contractor's Insurance ..................... ...................
City's Liability Insurance ......... ......................................... ...............................
15
15
15
17
Article 6 - Contractor's Responsibilities.
6.1.
6.2.
6.3.
6.4.-6.7
General Responsibilities ............ .......................................
Supervision and Superintendence ..................................... ............................
Labor, Materials, and Equipment ...........................................
Reserved ................. .................... ................ ...............
17
17
18
18
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City of Aspen - General Conditions for Construction Contracts
6.8 Sub-contractors, Suppliers and Others ..................................................................................................,...................................,..,..,....,..,..,... 19
6.9 Sub-contracting .,..,..,.. .....,..,..,... ...... ...................,... .............................................................................,.......... ............." 20
6.10 Patent Fees, Royalties, Pennits ............................. ..................................................................................,.. ..........,.................. 20
6.11 Pennits ..... ,.,..,..... ..... ,..,..,....,..,..,..,.,..,. ,................................................................................ .....,..,.. .....,..,.. ..... 20
6.12 Laws and Regulations .,..,..,.. .,. ,...., ,.""""",. ,. .,...,..,.... .., .,. .............................................................................,.. ....,.., .,.."" 20
6.13 Taxes ... ..,..,....... ..........,... .. ,..."..... .,..., ................".......".............."........."........................ ..... ... ......., .,..,..,.. 21
6.14 Use of Premises .............,.. ,..,..,.. .....,..,.. ... "...".........".................................................................,.. .....,..,.. ... .....,.... 21
6,15 Record Documents ......,.. ..,..,.......,..,..,....,..,..,....".......".........................."........."............"......"....,....,.. 21
6,16 Safety and Protection ....,.......... ................................."..................................".................... .......,..,..... 21
6,17 Emergencies ..... ... ,........ ,.... ,............,..,........ ... ......................"..............."......"."............"......"....... .....,..,....,.. ... ...... ,.. ,.., 22
6.18 Shop Drav.rings and Samples .........,..,....... ..,................................................................................,..,...............,....... 22
6,19 Claim Release, Mechanics' Lien ,..,.......,..,..,.......... ..................... .........................,....,..,.... ..........,.......,... 23
6.20 Continuing the Work .,..,..,.. ... .....,..,......,..,. ,.."." "................,..........."......................,.."".......""....,. ....., ,. .,.... ,. ,.,..,.. .....,..,. 24
6,21 Contractor's Facilities ,.. .,..,.. ........,.. ...... ... ...................................................................................... ... ..... .....,..,....,..,.....24
Article 7 p Other Work.
7.1.
7.2.
Related Work at Site
Coordination
......................... 24
24
Article 8 - City's Responsibilities.
8.0.
.....................................................................25
Article 9 ~ Engineer's Status During Construction.
9.1, City's Representative .,......................,..."......"."...., .,.",.,."."."."..,,,,,,,,,.,,.,,...,,.,,.......,,..,...........................,..,.......,. ,.....................,..........,. 25
9.2, Visits to Site ..,..,..,..........,..,..,..,.......,..............,.......,..."....,...'..."...."....,."....................,.............,,,.....,..,.......,..,......... ,..................,............... 25
9.3, Project Representation . ,,,,,,,,,..,..,..,..,..,,,.........,,,,,,,,........,..,,,...,,,..,..,..,..,,,,,,,,,.....,..,,,.....,..,..,,,,.,..,..,,,,,. .,,,,,,,,,..,,,,. ."",,,.,,,,.,,....,,.. 25
9.4, Clarification and Interpretation ...,..,..,.......,..,..,..,..,..........,..,................,..,.......,..,..,.......,.....,.......,..,..........,..,...............,..,.....",. ,,,........,,,,,,.. 26
9.5, Authorized Variations in Work ..................................,..............".".......".,.............. ..............................,..,.......,..,.................... ,..........,..,.... 26
9.6. Rejecting of Defective Work ...................,.......,.....,...................,.............,.......,....................,................,..,.......,..........,..........,. ,.............,.... 26
9.7 Shop Drav.rings, Change Orders and Payn1ents ............."......,....................,......."..................................".................................. ................... 26
9.8 Decisions on Disputes .....,..,..,.. ... ... .....,.. .....,..,..,....,. ,..,.. ... ... .............................................................................,... ,.", ", ,.". 26
9,9 .Arbitration ...... ..........,..,.. .,..,..,..,...........................................................................,.".,..,......,..,.. 27
9,10 Limitations on The Engineer's Responsibilities.. ..,................... ..........................................................,..... .,..,.,..............,......'.. 27
Article 10 p Cbanges in the Work.
10.1.
10.2.
10.3.
10.4.
10.5.
10.6.
City Initiated Changes ..,..,....... ..,..,..,..,.............,..,..,..........,..,..,..,..........,..,..,..,.......,.....,.......,..,..........,........."....,.....,..,..........,..........,.............,.. 27
Work Directive Change .....,.... ........,..,..,.......,..,.............,...........,..........,..,..,..,..........,..,.......,..,..,..........,.....................,.....................,.......'........ 27
Change Order .... ................. ................... ............................ ................................................................................ 28
Contractor Change Request .............,.....,..........,..,....... ................,........,.......... ................................,.....,..,....,..,..........,.....................,..,.. 28
Down Time
Submittal Requirements and Waiver of Claims
........................................................................................ 29
Article 11 - Changes of Contract Price.
11.1. Contract Price Adjustments ...........,..,.............,..,............. ..,..,..........,..,..,..,....,..,..,..,..,....,.....,..........,..,..,....,..,.......,..,................................,........ 29
11.2. Contract Time Adjustments .....,..,.....,.......,..,.....,....,..,..,..,. ,.......,..,.....,..........,..,.............,....,..............,..........,..,....,..,..,....,..".........,.......,..,........ 29
11.3. Force Accooot Work .....,.......,..,..,............. ..,.............,..,..,. ,..........,..,..,.....,.......,..,..,................".....,.......,.................,................................,..,..... 30
1104. Contract Sum Detennination ,.............,.....,.............,..,..,..........,.....,..,..,..,..........,..,..,..,.......,..,..,....... ..,..,....,..,.......,..,........................,.......,........ 30
11.5. Cost and Pricing Data ."....................."......................... ......................"., .""......."...., .".................................................................."."....".".,.". 32
11.6. Variation in Quantity of Unit Priced Items ,..,..,.."."." ..,...........".",,,,,,.,,,,.,,....,,....,,....,...........,..,.......,..,..........,..........,..".",,,,,,,,.,,.,,, 32
Article 12 - Reserved.
Article 13 - Warranty and Guarantee (Maintenance Bond); Tests and Inspection; Correction, Removal
or Acceptance of Defective Work.
13.1. Warmnty .....,..,.....,.......,..,..,..........,..,..........,. ..,..,..,..,..,....,.. ..,..........,..........,.........,..,........................... .....,..........,..,......., 33
13.2. Access to Work ............,..,..,. .....,.....,.......... ,..,....,..,..,..,..... .,..,..,.,..,.......,..........,....... ................,. 34
13.3. Tests and Inspections .....,...... .....,.....,.......,..,..,..........,..,. ,..,....,..,..,.......,..,..,....,..,.......,....... ..,..,.......,......,............. 34
13,4. Uncovering Work ..........,..,.... ...................,..........,.......... .........................,.......,..,....,..,..,.......,..,.......,.......... .................... 35
13.5. City May Stop the Work ....... ..,..,..,.......,..,..,.......,..,.....,....,................,.....',...............,.......,.....,..........,...............,.....,.......,..........,..,.......,........, 35
13.6. Correction or Removal of Defective Work .,................,.....,....,..,..,..,.............,..,.......,..,..,....,. ,..,..,....,..,.......,..,...............,.,...........,.......,.....,..,... 35
13.7. Correction Period ....,..................... ..,..,..,.......,..,..,..,..........,................,.....,.......,..,........ .......,.........,........ ......................,..,... 35
13.8. Acceptance of Defective Work .. ...........,................,..........,..,.....,..........,..,....,..,..,.....,...... ,..........,..,...............,..,...........,..,.................,..,..,... 35
GC1-971 doc - Page 3
City of Aspen - General Conditions for Construction Contracts
13.9. City May Correct Defective Work
13.10. Unauthorized Work ....................
Article 14 - Payments to Contractor and Completion.
14.1.
14.2.
14.3.
14.4.
14.5.
14.6.
14.7.
14.8.
14.9.
14.10.
14.11.
Determination of Work Value' ......................................................... .......................................................... ....................................................
Application for Progress PayDlent .............. ................................ ................... .............................................
Contractor's WaITaIlty of Title ........................................... ........................................................................ ..................................................
Engineer's Review of Progress Payments ..................................... ......................................... ..................... ..................................
Substantial COlTIpletion ............................................................................................. .........................................................
Partial Utilization ....................... .............................................. .......................
Final Inspection ............................................................................................................
Final Progress Paytnent .............. ..............................................................................
Settlement Date, Notice to Subcontractors, Acceptance and Final Payment ....................
Contractor's Continuing Obligation ................................
Time for COlTIpletion and Liquidated Damages ..
Article 15 - Suspension of Work and Termination.
15.1.
15.2.
15.5.
City May Suspend Work
City May Terminate
Contractor May Stop Work or Terminate
41
41
.................. 42
Article 16 - Miscellaneous.
16.1. Nondiscrimination .......................... ...................................................................
16.2. GivingNotice ...... .................... ............................
16.3. CO!llputation of Time ........................ .................... .....................
16.4. General..................... ................................ .................... ............................... ............................... .................................
16.5. Independent Contractor Status .................................... ..................................................... .............................. ...............................
16.6. Prohibited Interest ................................................... ................................... ......................................................................................
16.7. Warranties Against Contingent Fees, Gratuities, Kickbacks and Conflict of Interest ................................................................................
16.8. Paytnents Subject to Annual Appropriations ................. ................... ...........................................................................................................
16.9. Contractor Acceptance ................... .................................... .........................
16.10. Successors and Assigns ............................................
16.11. ThirdParties ................. ......................... ................. .........................
16.12. Waiver ..................................................... ..................... .................. .................... ..................
16.13. Agreement Made in Colorado.. ............................................................. ................. ............................ ................................. ...................
16.14. Attorneys' Fees .................................................. ................................... ........................................ ...............................
16.15. Waiver ofPresu!llption ....................................................................... .................. ........................................ ..........................
16.16. Severability Clause ..................... .................. ...................
16.17. Audit and Records .................. .................
16.18. Audit ...................... ......................... ...........................................................
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City of Aspen - General Conditions for Construction Contracts
INTRODUCTION
The Contract Documents are complementary, and what is required by anyone shall be as binding as if required by all,
unless certain services or equipment are specifically excluded. These General Conditions have been prepared to be
incOlporated by reference into the Contract entered into between the City and the Contractor. Tn the event of conflict or
inconsistency among the Contract Documents, the order of precedence set forth in the Contract for Construction shall
govern the interpretation of the Contract between the City of Aspen and the Contractor, Words and abbreviations which
have well-known technical or trade meanings are used in the Contract Documents in accordance with their recognized
meanings, provided however that those tenus required to be defined in the Proposal by the Contractor shall have the
meaning given to them in the Proposal to the extent that they are not in conflict with any other part or term of the
Contract Documents.
ARTICLE 1 - DEFINITIONS
1.1. Whenever the words, fonus, or phrases defmed herein, or pronouns used in their place occur in the Contract
Documents, the intent and meaning shall be interpreted as follows:
ASCE
NACE
SSPC
AASHTO
AIA
SICS
AISI
ANSI
ASME
ASTM
AWG
AWS
BAFO
CDOT
O&M
DHA
EBD
EIA
EPA
FCC
FHWA
FTA
HVAC
NBS
NEC
NTP
NESC
NFPA
OSHA
PHA
SAE
UL
UMTA
UD&FCD
American Society of Civil Engineers
National Society for Corrosion Engineers
Special Society for Paint Council
American Association of State Highway and Transportation Officials
American Insurance Association
American Institute of Steel Construction
American Iron and Steel Institute
American National Standards Tnstitute
(formerly ASA and USASI)
American Society of Mechanical Engineers
American Society for Testing and Materials
American Wire Gauge
American Welding Society
Best and Final Offer
Department of Transportation, State of Colorado
Operations and Maintenance
Detailed Hazards Analysis
Escrow Bid Documents
Electronic Tndustries Association
United States Environmental Protection Agency
Federal Communications Connnission
Federal Highway Administration
Federal Transit Administration
Heating, Ventilation, and Air Conditioning
National Bureau of Standards
National Electric Code
Notice to Proceed
National Electric Safety Code
National Fire Protection Association
Occupational Safety and Health Administration
Preliminary Hazards Analysis
Society of Automotive Engineers
Underwriter's Laboratories, Tnc.
United States Department of Transportation, Urban Mass Transportation Authority
Urban Drainage and Flood Control District
GC1-971 doc - Page 5
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City of Aspen - General Conditions for Construction Contracts
MUTCD
Manual on Uniform Traffic Control Devices
1.2, Wherever used in these General Conditions or in the other Contract Documents the following teTIllS have the
meanings indicated which are applicable to both the singular and plural thereof:
Addenda - Written or graphic instruments issned prior to the opening of Bids which clarify, correct or change the
bidding documents, Contract Documents, drawings, details or specifications.
Bid - The offer or proposal of the bidder submitted on the prescribed form( s) setting forth the prices for the Work to be
performed.
Bidder - Any qualified responsible and responsive firm or corporation submitting a Bid for the Work.
Bid Package - All information and standard Contract Documents prepared by the City to assist potential bidders to
prepare their bids,
Bonds - Bid, performance, payment, maintenance bonds and other acceptable instruments of financial security,
furnished by the Contractor and hislher surety in accordance with the Contract Documents,
Change Order - A written order to the Contractor authorizing an addition, deletion or revision in the Work within the
general scope of the Contract Documents, or authorizing an adjustment in the Contract Price or Contract Time, issued
on or after the Effective Date of the Contract forConstruction,
City or Owner - The City of Aspen in Pitkin County, Colorado.
Contract - All contract documents attached to the Contract for Construction and made a part thereof as provided herein,
Contract Documents - The Contract including Invitation to Bid, Instructions to Bidders, Bid Proposal, Addends,
General Conditions, Special Conditions, Contract for Construction, Bid Bond, Notice of Award, Payment, Performance,
and Maintenance Bonds, Drawings identified in the Contract Documents or attached as part of the Bid, and
Specifications identified in the invitation to Bid or attached as part of the Bid, Affidavit of Compliance form, Liquidated
Damages form, Contractor's License form, Daily Construction Log form, Progress Pay Estimate form, and Tnsurance
Certificates.
Contract for Construction - The written agreement between City and Contractor covering the Work to be performed.
Contractor - The qualified responsibie and responsive firm or corporation with whom the City has entered into the
Contract for Construction.
Contract Price - The moneys paysble by the City to the Contractor under the Contract Documents as stated in the
Contract for Construction (subject to the provisions of paragraph 11.4.), except for the Minor Contract Revisions item( s)
which are subject to the City's written authorization for expenditure,
Contract Time - The number of the consecutive calendar days or the working days and/or the deadline set in the
Contract Documents for the completion of the Work.
Daily Construction Log - The form furnished by the City Engineering Department, used by the City Project Inspector
to record the Contractor's daily work quantities and project events. Daily construction log is the only verified
justification for payment to the Contractor.
Defective - An adjective which when modifYing the word Work refers to Work that is unsatisfactory, fanlty or deficient,
or does not conform to the Contract Documents, or does not meet the requirements of any inspection, reference standard,
test or approval referred to in the Contract Documents, or has been damaged prior to the Engineer's recommendation of
GC1-971 doc - Page 6
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City of Aspen - General Conditions for Construction Contracts
fmal payment (unless responsibility for the protection thereof has been assumed by the City at Substantial Completion in
accordance with paragraph 14.5 or 14.6).
Drawings - The part of the Contract Documents which show the character and scope of the Work to be performed and
which have been prepared or approved by the Engineer.
Effective Date of the Contract for Construction - The date indicated in the Agreement on which it becomes
effective, but if no sucb date is indicated it means the date on which the Agreement is signed and delivered by the last of
the two parties to sign and deliver,
Engineer - The person, firm, corporation or the City Engineer, named as such in the Contract Documents.
Field Order - A written order affecting a change in the Work not involving an adjustment in the Contract Time, issued
by the Engineer to the Contractor during construction.
Hazardous Materials - The term "Hazardous Materials" shall have the meaning set forth at 42 U:S.c. ' 9601(14) and
regulations promulgated pursuant thereto.
Laws and Regulations; Laws or Regulations - Laws, rules regulations, ordinances, procurement code and/or orders.
Notice of Award - The written notice by the City to the apparent successful bidder stating that upon compliance by the
apparent successful bidder with the conditions precedent enumerated therein, within the time specified, the City will sign
and deliver the Contract.
Notice to Proceed - A written notice given by the City to the Contractor fixing the date on which the Contract Time will
connnence to run and on which Contractor shall start to perform Contractor's obligations under the Contract Documents.
~
Partial Utilization - Placing a portion of the Work in service for the purpose for which it is intended (or a related
purpose) before reaching Substantial Completion for all the Work.
Procurement Code - Title 4 of the City of Aspen Municipal Code,
Progress Pay Estimate - The form furnished by the City Engineering Department, which is to be used to record,
approve, and process payment when the Contractor requests progress or final payments and which is to include such
supporting documentation as is required by the Contract Documents.
Project - The total construction of which the Work to be provided under the Contract Documents may be the whole, or
a part as indicated elsewhere in the Contract Documents.
Project Inspector - The authorized Civil Engineer or Civil Engineering Technician, designated by the City Engineer to
observe construction, materials placement and testing and to prepare the Daily Construction Logs and field reports.
Punch List - A form or letter that lists all incomplete or deficient Bid items, and is prepared upon substantial completion
of the Work by the City Project Inspector.
Shop Drawings - All drawings, diagrams, illustrations, brochures, schedules and other data which are specifically
prepared by or for the Contractor and the sub-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 the Contractor and the Sub-contractor to illustrate material or equipment for some portion of the Work.
Specifications - Those portions of the Contract Documents consisting of written technical descriptions of materials,
equipment, construction systems, standards and workmanship as applied to the Work and certairi adtniuistrative details
applicable thereto,
GC1-971 doc - Page 7
City of Aspen - General Conditions for Construction Contracts
Subcontractor - A firm or corporation having a direct contract with the Contractor or with any other Sub-contractor for
the performance ofa part of the Work at the site,
Substantial Completion - The Work (or a specified part thereof) has progressed to the point where, in the opinion of
the Engineer as evidenced by the Engineer's acceptance, is sufficiently complete, in accordance with the Contract
Documents, so that the Work can be utilized for the purposes for which it is intended. The terms "substantially
complete" and "substantially completed" as applied to any Work refer to Substantial Completion thereof. The term
Substantial Completion shall mean one hundred percent (100%) completion of the Work.
Special Conditions or Special Provisions - The part of the Contract Documents which amends or supplements these
General Conditions.
Supplier - A manufacturer, fabricator, supplier, distributor, materialman or vendor who supplies materials or equipment
for the Work including that fabricated to a special design but who does not perform labor at the site.
Underground Facilities - Ali pipelines, conduits, ducts, cables, wires, manholes, vaults, tanks, twmels or other such
facilities or attachments, and any encasements containing such facilities which have been installed underground to
furnish any of the following services for materials; electricity, gases, steam, liquid petroleum products, telephone or
other connnunications, cable television, water, wastewater and surface runoff removal, traffic or other control systems,
Unit Price Work - Work to be paid for on the basis of unit prices.
Work - The entire completed construction or the various separately identifiable parts thereof required to be furnished
under the Contract Documents. Work is the result of perfonning services, furnishing labor and furnishing and
incorporating materials and equipment into the construction, all as required by the Contract Documents and those not
specifically mentioned but necessary for successful completion of the Bid items,
Written Notice or Written Notice of Amendment - A written amendment of the Contract Documents, signed by the
City and the Contractor on or after the Effective Date of the Contract for Construction and normally dealing with the
non-engineering or non-technical rather than strictly Work-related aspects of the Contract Documents
ARTICLE 2 - PRELIMINARY MATTERS
2.1 Delivery of Bonds:
When Contractor delivers the executed Contracts to the Engineering Department, the Contractor shall also deliver such
Bonds as the Contractor is be required to furnish in accordance with paragraph 5,1.
2.2 Copies of Documents:
The City shall furnish to the Contractor up to three copies (unless otherwise specified in the Special Conditions) of the
Contract Docwnents as are reasonably necessary for the execution of the Work. Additional copies will be furnished,
upon request, at the cost of reproduction,
2.3 Commencement of Contract Time, Notice to Proceed:
Prior to the City issuing a Notice to Proceed, either the City Manager or the Mayor of the City of Aspen shall approve
the Contract Docwnents and shall execute the same. Notwithstanding any representations to the contrary made by City's
employees, either directly, indirectly, or by implication, no Contract shall be in effect nor shall be binding upon the City
until such time as the Contract is executed by the City pursuant to authority granted in accordance with Section 4-08-040
of the Procurement Code, The City shall issue a Notice to Proceed after either (a) the City Manager has executed the
Contract, or (b) The City Council has authorized the execution of the Contract, and the Contractor has executed the
Contract and other Contract Documents, and has delivered the specified bonds, Certificates ofTnsurance, as are required,
and any other documents required to be delivered by the Special Conditions and Addenda( s) if any issued. The Contract
Time will commence to run on the day indicated in the Notice to Proceed.
2.4 Starting the Project:
GC1-971 doc - Page 8
City of Aspen - General Conditions for Construction Contracts
The Contractor shall start to perform the Work on the date when the Contract Time connnences to run, but no Work
shall be done at the site prior to the date on which the Contract Time connnences to run and prior to a mandatory pre-
construction conference conducted by the City,
2.5 Before Starting the Project:
Before undertaking each part of the Wark, the Contractor shall carefully study and compare the Contract Documents and
check and verifY pertinent figures shown thereon and all applicable field measurements. The Contractor shall promptly
report in writing to the Engineer any conflict, error or discrepancy which Contractor may discover and shall obtain a
written interpretation or clarification from the Engineer before proceeding with any Work affected thereby.
2,5.1. Within Three Davs after the Effective Date of the Contract (unless otherwise specified in the Special
Conditions or General Requirements), the Contractor shall submit to the Engineer for review:
2.5,1.1. An estimated progress schedule indicating the starting and completion dates of the various stages of
the Work;
2,5,1,2. A preliminary schedule of Shop Drawing submissions; and
2.5 .1.3. Quality Control and Quality Assurance (QA/Qc) plan and policy to identifY the
specific steps the Contractor will take to ensure the highest quality in the
constructed Bid items.
2.5.1.4. A Work Zone Safety Implementation & Enforcement Plan with specific action
process.
2,5.2. Before any Work at the site is started, the Contractor shall deliver to the City and the Engineer, copies of
certificates (and other evidence of insurance requested by the City) which the Contractor is required to purchase and
maintain.
2.6 Pre-construction Conference:
Within Seven (7) Consecutive Caiendar Days after the Effective Date of the Bid A ward, and before the Contractor starts
the Work at the site, he/she and all of hislher sub-contractors and suppliers shall attend a mandatory pre-construction
conference, conducted by the Engineer and others as appropriate to discuss coordination of construction activities,
procedures for handling Shop Drawings and other issues, and to establish a working understanding among the parties as
to the Work.
2. 7 Project Progress Meetings
The City and the Contractor shall meet once a week to review the construction activities, rate of progress, and other
project related issues to ensure efficient and smooth progress of work.
GC1-971 doc - Page 9
City of Aspen - General CondItions for Construction Contracts
ARTICLE 3 - CONTRACT DOCUMENTS: INTENT, AMENDING, REUSE
3.1 Intent:
The Contract Documents comprise the entire agreement between the City and the Contractor concerning the Work. The
Contract Documents are complementary; what is called for by one is as binding as if called for by all. The Contract
Documents will be construed in accordance with the law of the State of Co lara do. '
3.1.1. Tt is the intent of the Contract Documents to describe a functionally complete Project (or part thereot) to be
constructed in accordance with the Contract Documents, Any Work, materials or equipment that may reasonably be
inferred from the Contract Documents as being required to produce the intended result will be supplied whether or not
specifically called for. When words which have a well-known technical ar trade meaning are used to describe Work,
materials or equipment, such words shall be interpreted in accordance with that meaning. Reference to standard
specifications, manuals or codes of any technical society, organization or association, or to the Laws or Regulations of
any governmental authority, whether such reference be specific or by implication, shall mean the latest standard
specification, manual, code or Laws or Regulations in effect at the time of opening of Bids (or, on the Effective Date of
the Contract if there were no Bida) except as may be otherwise specifically stated, However, no provision of any
referenced standard specification, manual or code (whether or not specifically incorporated by reference in the Contract
Documents) shall be effective to change the duties and responsibilities of the City, the Contractor or the Engineer, or
any of their consultants, agents or employees from those set forth in the Contract Documents, nor shall it be effective to
assign to the Engineer, or any of the Engineer's consultants, agents or employees, any duty or authority to supervise or
direct the furnishing or performance of the Work, or any duty or authority to undertake responsibility contrary to the
provisions of Article 9, Clarifications and interpretations of the Contract Documents shall be issued by the Engineer as
provided in section 9.4.
3,1.2. If, during the performance of the Work, Contractor frods a conflict, error or discrepancy in the Contract
Documents, the Contractor shall so report to the engineer and the City in writing at once and before proceeding with the
Wark affected thereby and shall obtain a written interpretation or clarification from the Engineer,
3.2 Amending and Supplementing Contract Documents:
The contract Documents may be amended to provide for additions, deletions and revisions in the Work or to modifY the
terms and conditions thereof in one or more of the following ways:
3.2.1. A formal Amendment of the Contract for Construction;
3.22 A Change Order pursuant to paragraph 10.3. As indicated in Article II Contract Price and
Contract Time may ouly be changed by a Change Order or a Written Notice of Amendment.
3,2.3, In addition, the requirements of the Contract Documents may be supplemented, and
minor variations and deviations in the Work may be authorized, in one or more of the following ways:
3,2.3,1. A Field Order (pursuant to paragraph 9.5);
3.2.3.2. The Engineer's approval of a Shop Drawing or sample (pursuant to paragraphs
6.18.5 and 6,18.6); or,
3.2.3.3. The Engineer's written interpretation or clarification (pursuant to paragraph 9.4).
3.3 Reuse of Documents:
GC1-971 doc - Page 10
City of Aspen - General Conditions for Construction Contracts
Neither the C.ontract.or n.or any Subc.ontract.or .or Supplier .or .other pers.on .or .organizati.on perf.orming .or furnishing any
.of the W.ork under a direct.or indirect c.ontract with the City shall have .or acquire any title t.o.or .ownership rights in any
.of the design details, drawings .or specificati.ons.
3.4 Precedence of Contract Documents:
The C.ontract g.overns .over the C.ontract D.ocwnents. A Change Order g.overns .over all .other
C.ontract D.ocwnents impacted by change. The Special C.onditi.ons g.overn .over the General
C.onditi.ons,
ARTICLE 4 - AVAILABILITY OF LANDS: PHYSICAL CONDITIONS: REFERENCE POINTS
4.1 Availability of Lands:
The City shall furnish, as indicated in the C.ontract D.ocwnents, the lands up.on which the W.ork is t.o be perf.ormed,
rights-.of-way and easements far access theret.o. The C.ontract.or shall have full resp.onsibility with respect t.o any
c.onditi.ons .or provisi.ons c.ontained in applicable easements relating t.o the lands up.on which the W.ork is t.o be
perf.onned,
4.2 Physical Conditions:
4.2.1. EXPLORA TrONS AND REPORTS: Reference is made t.o the Special C.onditi.ons far identificati.on .of th.ose
rep.orts .of expl.orati.ons and tests of subsurface c.onditi.ons at the site that have been utilized by the Engineer in
preparati.on .of the Contract D.ocuments. The C.ontract.or may reas.onably rely up.on the accuracy .of the technical data
c.ontained in such rep.orts, but n.ot up.on nan-technical data, interpretati.ons .or .opini.ons c.ontained therein .or far the
c.ompleteness there.of far the C.ontract.or's purp.oses. Except as indicated in the inunediately preceding sentence and in
paragraph 4,2.6. the C.ontractor shall have full resp.onsibility with respect t.o subsurface c.onditi.ons at the site. C.ontractor
shall n.ot, by virtue .of this paragraph, be relieved fr.om exercising .ordinary skill and c.ompetence with respect to reliance
up.on the accuracy .of the technical data c.ontained in such rep.orts.
4,2.2. EXISTING STRUCTURES: Reference is made t.o the Special C.onditi.ons far identificati.on .ofth.ose drawings
.of physical c.onditi.ons in .or relating t.o existing surface and subsurface structures (except Undergr.ound Facilities referred
t.o in paragraph 4,3) which are at.or c.ontign.ous t.o the site that have been utilized by the Engineer in preparati.on of the
C.ontract D.ocuments. The C.ontract.or may reas.onably rely up.on the accUraCy .of the technical data c.ontained in such
drawings, but n.ot far the c.ompleteness there.of far the C.ontractor's purp.oses. Except as indicated in the inunediately
preceding sentence and in paragraph 4.2.6. the C.ontract.or shall have full resp.onsibility with respect t.o physical
c.onditi.ons in .or relating to such structures. The C.ontract.or shall n.ot, by virtue .of this paragraph, be relieved fr.om
exercising .ordinary skill and c.ompetence with respect to reliance up.on the accuracy .of the technical data c.ontained in
such drawings,
4.2.3. REPORT OF DIFFERING CONDITTONS: If the C.ontract.or believes that:
4.2.3.1. Any technical data.on which the C.ontract.or is entitled t.o rely as provided in
paragraphs 4.2,1 and 4.2,2 is inaccurate; .or
4.2.3.2. Any physical c.onditi.on unc.overed .or revealed at the site differs materially fr.om
that indicated, reflected .or referred t.o in the C.ontract D.ocuments,
Then, the C.ontract.or shall promptly, after bec.oming aware there.of and before performing any W.ork in
c.onnecti.on therewith (except in an emergency as pennitted by paragraph 6.22) n.otify the City and the Engineer
in writing ab.out the inaccuracy .or difference.
GC1-971 doc - Page 11
City of Aspen - General Conditions for Construction Contracts
4.2.4. ENGTNEER'S REVIEW: The Engineer will promptly review the pertinent conditions, determine the necessity
of obtaining additional explorations or tests with respect thereto and advise the City in writing (with a copy to the
Contractor) of the Engineer's findings and conclusions.
4.2.5. POSSTBLE DOCUMENT CHANGE: If the Engineer concludes that there is a material error in the Contract
Documents or that because of newly discovered conditions a change in the Contract Documents is required, a Change
Order will be issued as provided in Article 10 to reflect and document the consequences of the inaccuracy or difference.
4.2.6. POSSTBLE PRICE AND TIME ADJUSTMENTS: Tn each such case, an increase or decrease in the Contract
Price or an extension or shortening of the Contract Time, or any combination thereof, will be allowable to the extent that
they are attributable to any such inaccuracy or difference as described in Section 4.2.3, The Contractor shall meet and
obtain approval from the City Engineer or hislher designee prior to implementing any such change in the Work.
4.3 Physical Conditions - Underground Facilities:
4.3,1. SHOWN OR INDICATED: The information and data shown or indicated in the Contract Documents with
respect to existing UndergroWld Facilities at or contignous to the site is based on information and data furnished to the
City or the Engineer by the owners of such UndergroWld Facilities or by others. Unless it is otherwise expressly
provided in the Special Conditions:
4.3.1.1. The City and the Engineer shall not be responsible for the accuracy or completeness of any such
infonnation or data; and,
4,3.1.2, The Contractor shall have full responsibility for determining the existence of all UndergroWld
Facilities, for reviewing and checking and potholing for all such information and data, for locating all
UndergroWld Facilities shown or indicated in the Contract Documents, for coordination of the Work with the
owners of such UndergroWld Facilities during construction, for the safety and protection thereof as provided in
paragraph 6.20 and for repairing any damage thereto resulting from the Work, the cost of all of which will be
considered as having been included in the Contract Price,
4.3.2. NOT SHOWN OR INDICATED: If an UndergroWld Facility is Wlcovered or revealed at or contiguous to the
site which was not shown or indicated in the Contract Documents and which Contractor conld not reasonably have been
expected to be aware of, Contractor shall, promptly after becoming aware thereof and before performing any Work
affected thereby (except in an emergency as permitted by paragraph 6.17.1), identify the owner of such UndergroWld
Facility and give written notice thereof to that owner and to the City and the Engineer. The Engineer will promptly
review the UndergroWld Facility to determine the extent to which the Contract Documents should be modified to reflect
and document the consequences of the existence of the UndergroWld Facility, and the Contract Documents will be
amended or supplemented to the extent necessary. During such time, Contractor shall be responsible for the safety and
protection of such UndergroWld Facility as provided in paragraph 6.16.1. The Contractor shall be allowed an increase
in the Contract Price or an extension of fue Contract Time, or both, to fue extent that fuey are attributable to fue
existence of any UndergroWld Facility fuat was not shown or indicated in fue Contract Documents and of which fue
Contractor could not reasonably have been expected to be aware of such UndergroWld Facility and subject to acceptance
and approval by fue Engineer.
4.4 Reference Points:
4.4. The City shall provide engineering surveys to establish reference points for construction which in fue
Engineer's judgment are necessary to enable Contractor to proceed wifu fue Work. Contractor shall be responsible for
laying out fue Work (unless ofuerwise specified in fue General Requirements), shall protect and preserve fue established
reference points and shall make no changes or re-locations wifuout fue prior written approval of fue City. The
Contractor shall report to fue Engineer whenever any reference point is lost or destroyed or requires relocation because
of necessary changes in grades or locations, and shall be responsible for fue accurate replacement or relocation of such
reference points by a Registered Professional Land Surveyor Licensed in fue State of Colorado,
GC1-971 doc - Page 12
City of Aspen - General Conditions for Construction Contracts
4.5 Protection and Restoration of Property and Landscape:
4.5.1. The Contractor shall be responsible for ilie preservation of all public and private property and shall protect
carefully from disturbance or damage all land and property and shall protect carefully from disturbance or damage all
land and monwnents and property marks untililie ilie Engineer has witnessed or oilierwise referenced ilieir location and
shall not remove iliem until directed, .
4.5.2. The Contractor shall be responsible for all damage or injury to property of any character, during ilie prosecution
of ilie Work, resulting from any act, omission, neglect, or misconduct in his manner or meiliod of executing ilie Work, or
at any time due to defective Work or materials, and said responsibility shall not be released untililie project shall have
been completed and accepted,
4,5.3. When or where any direct or indirect damage or injury is done to public or private property by or on account of
any act, omission, neglect, or misconduct by the Contractor in the execution of the Work, or in consequence of the non-
execution iliereofby ilie Contractor, he shall restore, at his own expense, such property to a condition similar or equal to
that existing before such damage or injury was done, by repairing, rebuilding, or oilierwise restoring as may be directed,
or he shall make good such damage or injury in an acceptable manner.
4.5.4, State Highway 82 and ilie streets within ilie corporate limits of ilie City of Aspen are viewed by ilie City as a
community asset which enhances ilie tourism industry, The City, ilierefore, desires to save all vegetation and oilier
environmental features except for iliose which have been specifically identified for removal in ilie Contract Docwnents.
4.5.5. Materials storage, equipment parking, vehicle parking and stockpiling excavated materials shall be allowed only
in iliose areas designated by ilie Engineer.
4.5,6. Specific areas of vegetation and oilier environmental features to be protected shall be staked, fenced, or oilierwise
marked in ilie field by ilie Engineer. However, ilie fact that areas of vegetation and oilier environmental features are not
marked shall not necessarily mean that iliose items are expendable. The Contractor shall perform all his activities in such
a manner that ilie least environmental damage shall result. Any questionable areas or items shall be brought to ilie
attention of ilie Engineer for approval prior to removal or any damage activity, Damage or destruction of unmarked
trees or shrubs which could reasonably have been saved shall ilierefore be subject to ilie provisions iliese General
Conditions.
4.5.7. Tfilie fence, staking or marking is knocked down or destroyed by ilie Contractor, ilie Architect shall suspend ilie
Work in whole or in part, untililie fence or oilier protection is repaired to ilie Engineer's satisfaction at ilie Contractor's
expense. Time lost due to such suspension shall not be considered a basis for adjustruent of Contract Time or for
compensation to ilie Contractor.
4.5.8. If ilie Contractor disturbs any of ilie landacape not called for removal, he/she shall restore iliose areas as directed
at the Contractor's expense.
4,5.9, The City may require that ilie Contractor replant an area iliat is damaged. The Work shall be done as directed by
ilie Engineer. Ifilie Contractor is deemed to be responsible, ilien ilie replanting shall be done by ilie Contractor at hislher
expense. If ilie City is responsible, ilie costs will be reimbursed on a minor contract revisions (MCR) basis unless
existing cost proposal covers ilie Work.
4,5.10. Wiili respect to replacement of trees and shrubs iliat have been damaged or destroyed, ilie following conditions
shall apply:
4,5.10.1. Trees or shrubs of replaceable size shall be replaced by ilie Contractor at hislher expense. Ifhe/she
fails to do so within a reasonable length of time as determined by ilie Engineer and prior to ilie end of ilie
contract time, ilie replacement value of ilie trees or shrubs will be deducted from any money due to ilie
Contractor. These values shall be based upon averages derived from current prices of nurseries growing ilie
plants, plu.s ilie cost for planting and a guarantee for ilie first growing season.
GC1-971 doc - Page 13
City of Aspen w General Conditions for Construction Contracts
4.5.10.2. When trees or shrubs beyond replaceable size have been damaged or destroyed, the value of such
trees or shrubs shall be calculated as per square yard of surface area measured at the ground level.
4.5,10.3. Any deduction assessed as liquidated damages under this section shall not relieve the Contractor from
liability for any damages or costs resulting from delays to the City, traveling public or other contractors.
4.6 Hazardous Materials
4.6.1. Prior to commencement of any Work and as a condition precedent to payment by the City of any costs for it,
the Contractor shall at no additional cost to the City conduct tests the Contractor deems necessary to determine the
existence of Hazardous Materials by appropriately licensed Subcontractors or entities. The City shall reimburse the
Contractor for the invoice costs of the tests, only in the event that the Contractor furnishes the City with certified test
data and resnlts which confirm the existence of Hazardous Materials.
4,6.2. If Hazardous Materials are discovered on or under real property which is owned by the City before the date of
Substantial Completion and Acceptance in accordance with Article 14 herein, which property is within the Project right-
of-way, the City shall, upon the request of the Contractor, and at the City's sole cost and expense, cause any such
Hazardous Materials to be encapsnlated, treated or removed from such real property and transported for final disposal in
accordance with all Laws and Regulations, and shall cause such real property to be restored to its condition existing
prior to such removal (except for the absence of Hazardous Materials), including, to the extent required, any grading and
reinforcement necessary to restore the weight-bearing capacity of such real property prior to such event. The City shall
remove the Hazardous Materials and restore the real property in such a manner as not to interfere with the Contractor's
construction or operation of the Project.
4.6.3. If Hazardous Materials are present on or under the Project right-of-way as a resnlt of any discharge, dumping
or spilling ou the Project right-of-way during the term of the Contract by any party, including the Contractor, other than
an agency of the executive branch of State or Federal Government, the Contractor shall at the Contractor's sole cost and
expense, cause any such Hazardous Materials to be encapsulated, treated or removed from the Project right-of-way and
transported for fmal disposal in accordance with all applicable Laws and Regulations, and shall cause the Project right-
of-way to be restored to its condition existing prior to such removal (except for the absence of the Hazardous Materials),
including, to the extent required, any grading and reinforcement necessary to restore the weight-bearing capacity of the
Project right-of-way prior to such event.
4.6.4. The City shall not be responsible for the cost of and the removal or clean-up of Hazardous Materials found in
any materials brought to the Project Site, after the Project Site is turned over to the Contractor.
4,6.5. The Contractor shall provide the Engineer with a written certification each time materials or equipment is brought
onto the Work site that such materials or equipment do not contain Hazardous Materials.
4.6.6. The Contractor and the City shall cooperate with each other in the prosecution of any claim against or defense
of any claims made by third parties in cOlmection with Hazardous Materials present on the Project right-of-way or
contiguous properties owed or controlled by the City.
4. 7 Contractor Representations
By executing the Contract, the Contractor represents that helshe has visited the site, familiarized him/herself with the
local conditions under which the Work is to be performed (including weather conditions which can be expected), and
correlated his observations with the requirements of the Contract Documents.
ARTICLE 5 - BONDS, INDEMNIFICATION AND INSURANCE
5.1 Performance, Payment, and Maintenance Bonds:
GC1-971 doc - Page 14
City of Aspen - General Conditions for Construction Contracts
5,1.1. Contractor shall furnish performance, payment, and maintenance Bonds, each in an amount specified in the
Special Conditions as security for the faithful performance and payment of all the Contractor's obligations under the
Contract Documents. These Bonds shall remain in effect until the job is advertised and closed except for the
Maintenance Bond which shall remain .in full force and effect for Two Years from the date of project closure, except as
otherwise provided by the Contract Documents, The Contractor shall also furnish such other Bonds as are required by
the Special Conditions, All Bonds shall be in the forms prescribed by Law or Regulation or by the Contract Documents
and be executed by such sureties as are named in the current list of "Companies Holding Certificates of Authority as
Acceptable Sureties on Federal Bonds and as Acceptable Reinsuring Companies" as published in Circular 570
(amended) by the Audit Staff Bureau of Accounts, U.S. Treasury Department. All Bonds signed by an agent nmst be
accompanied by a certified copy of the authority to act.
5,1.2. If the surety on any Bond furnished by Contractor is declared a bankrupt or becomes insolvent or its right to do
business is temrinated in any state or it ceases to meet the requirements of paragraph 5.1, Contractor shall within five
days thereafter substitute another Bond and Surety, both of which must be acceptable to the City.
5.2 Indemnification:
The Contractor agrees to indemnifY and hold harmless the City, its officers, employees, insurers, and self-insurance pool,
from and against all liability, claims, and demands, on account of injury, loss, or damage, including without limitation
claims arising from bodily injury, personal injury, sickness, disease, death, property loss or damage, or any other loss of
any kind whatsoever, which arise out of or are in any manner connected with this contract, to the extent that such injury,
loss, or damage is caused in whole or in part by, or is claimed to be caused in whole, O!in part by, the act, OInission,
error, professional error, mistake, negligence, or other fault of the Contractor, any subcontractor of the Contractor, or
any officer, employee, representative, or agent of the Contractor or of any subcontractor of the Contractor, or which
arises out of any workmen's compensation claim of any employee of the Contractor or of any employee of any
subcontractor of the Contractor. The Contractor agrees to investigate, handle, respond to, and provide defense for and
defend against, any such liability, claims or demands at the sole expense of the Contractor, or at the option of the City,
agrees to pay the City or reimburse the City for the defense costs incurred by the City in connection with, any such
liability, claims, or demands. The Contractor also agrees to bear all other costs and expenses related thereto, including
court costs and attorney fees, whether or not any such liability, claims, or demands alleged are groundless, false, or
fraudulent. If it is detennined by the fina1 judgment of a court of competent jurisdiction that such injury, loss, or damage
was caused in whole or in part by the act, omission, or other fault of the City, its officers, or its employees, the City shall
reimburse the Contractor for the portion of the judgment attributable to such act, omission, or other fault of the City, its
officers, or employees.
5.3 Contractor's Insurance:
5.3.1. The Contractor agrees to procure and maintain, at its own expeuse, a policy or policies of insurance sufficient
to insure against all liability, claims, dell1ands, and other obligations assumed by the Contractor pursuant to Section 5.2
above. Such insurance shall be in addition to any other insurance requirements imposed by this contract or by law. The
Contractor shall not be relieved of any liability, claims, demands, or other obligations assumed pursuant to Section 5.2
above by reason of its failure to procure or maintain insurance, or by reason of its failure to procure or maintain
insurance in sufficient amounts, duration, or types,
5.3.2, Contractor shall procure and maintain, and shall cause any subcontractor of the Contractor to procure and
maintain, the minimum insurance coverages listed in the Supplemental Conditions. If the Supplemental Conditions do
not set forth minimum insurance coverage, then the mininnnn coverage shall be as set forth below. Such coverage shall
be procured aIld maintained with forms and insurance acceptable to City. All coverage shall be continuously maintained
to cover all liability, claims, demands, and other obligations assumed by the Contractor pursnant to Section 5.2 above. In
the case of any claims-made policy, the necessary retroactive dates and extended reporting periods shall be procured to
maintain such continuous coverage.
5.3,2.1. Workmen's Cornpensation insurance to cover obligations imposed by applicable laws for any
employee engaged in the performance of work under this contract, and Employers' Liability insurance with
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City of Aspen - General Conditions for ConstructIon Contracts
minimum limits of FTVE HUNDRED THOUSAND DOLLARS ($500,000.00) for each accident, FTVE
HUNDRED THOUSAND DOLLARS ($500,000.00) disease - policy limit, and FNE HUNDRED
THOUSAND DOLLARS ($500,000.00) disease - each employee. Evidence of qnalified self-insured status
may be substituted for the Workmen's Compensation requirements of this paragraph.
5.3.2.2. Commercial General Liability insurance with minimum combined single limits of ONE MILLION
DOLLARS ($1,000,000,00) each occurrence and ONE MILLION DOLLARS ($1,000,000,00) aggregate, The
policy shall be applicable to all premises and operations. The policy shall include coverage for bodily injury,
broad form property damage (inclnding completed operations), personal injury (including coverage for
contractual and employee acts), blanket contractual, independent contractors, products, and completed
operations. The policy shall include coverage for explosion, collapse, and underground hazards. The policy
shall contain a severability of interests provision.
5.3.2,3. Comprehensive Automobile Liability insurance with minimum combined single limits for bodily injury
and property damage of not less than ONE MILLION DOLLARS ($1,000,000.00) each occurrence and ONE
MILLION DOLLARS ($1,000,000,00) aggregate with respect to each Contractor's owned, hired and non-
owned vehicles assigned to or used in performance of the services. The policy shall contain a severability of
interests provision, If the Contractor has no owned automobiles, the requirements of this Section 5.4.2.3 shall
be met by each employee of the Contractor providing services to the City under this contract.
5.3.3. Except for any Professional Liability insurance that may be required, the policy or policies required above shall
be endorsed to include the City of Aspen and the City of Aspen's officers and employees as additional insureds. Every
policy required above shall be primary insurance, and any insurance carried by the City of Aspen, its officers or
employees, or carried by or provided through any insurance pool of the City of Aspen, shall be excess and not
contributory insurance to that provided by Contractor. No additional insured endorsement to the policy required above
shall contain any exclusion for bodily injury or property damage arising from completed operations. The Contractor
shall be solely responsible for any deductible losses under any policy required above.
5.3.4, The certificate of insurance provided by the City of Aspen shall be completed by the Contractor's insurance
agent as evidence that policies providing the required coverage, conditions, and mininmm limits are in full force and
effect, and shall be reviewed and approved by the City of Aspen prior to commencement of the contract. No other form
of certificate shall be used, The certificate shall identifY this contract and shall provide that the coverage afforded under
the policies shall not be canceled, temrinated or materially changed until at least thirtv (30) davs prior written notice has
been given to the City of Aspen.
5.3.5 In addition, these Certificates ofInsurance shall contain the following clauses:
Underwriters and issuers shall have no right of recovery or subrogation against the City of Aspen, it being the
intention of the parties that the insurance policies so effected shall protect all parties and be primary coverage
for any and all losses covered by the above-described insurance. To the extent that the City's insurer(s) may
become liable for secondary or excess coverage, the City's underwriters and insurers shall have no right of
recovery or subrogation against the Contractor.and issuers shall have no right of recovery or subrogation
against the City of Aspen, it being the intention of the parties that the insurance policies so effected shall
protect all parties and be primary coverage for any and all losses covered by the above-described insurance.
To the extent that the City's insurer(s) may become liable for secondary or excess coverage, the City's
underwriters and insurers shall have no right of recovery or subrogation against the Contractor.t
The insurance companies issuing the policy or policies shall have no recourse against the City of Aspen for
payment of any premiums or for assessments under any form of policy.insurance companies issuing the policy
or policies shall have no recourse against the City of Aspen for payment of any premiums or for assessments
under any form of policy,
Any and all deductibles in the above-described insurance policies shall be assumed by and be for the amount
of, and at the sole risk of the Proposer.and all deductibles in the above-described insurance policies shall be
assumed by and be for the amount of, and at the sole risk of the Proposer.
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City of Aspen - General Conditions for Construction Contracts
Location of operations shall be: "All operations and locations at which work in connection with the referenced
project is done."of operations shall be: "All operations and locations at which work in connection with the
referenced project is done."
Certificates of Insurance for all renewal policies shall be delivered to the Architect at least fifteen (15) days
prior to a policy's expiration date except for any policy expiring on the expiration date of this agreement or thereafter.
5.3,6. Failure on the part of the Contractor to procure or maintain policies providing the required coverage,
conditions, and minimum limits shall constitute a material breach of contract upon which City may irmnediately
terminate this contract, or at its discretion City may procure or renew any such policy or any extended reporting period
thereto and may pay any and all premiums in connection therewith, All moneys so paid by City shall be repaid by
Contractor to City upon demand, or City may offset the cost of the premiums against moneys due to Contractor from
City.
5.3.7. City reserves the right to request and receive a certified copy of any policy and any endorsement thereto,
5.4 City's Liability Insurance:
5.4.1. The parties hereto understand that the City. is a member of the Colorado Intergovernmental Risk Sharing
Agency (CIRSA) and as such participates in the CIRSA Property/Casualty Pool. Copies of the CIRSA policies and
manual are kept at the City of Aspen Finance Department and are available to Contractor for inspection during nonna1
business hours. City makes no representations whatsoever with respect to specific coverage offered by CIRSA. City
shall provide Contractor reasonable notice of any changes in its membership or participation in CIRSA.
5.4,2. The parties hereto further understand and agree that City is relying on, and does not waive or intend to waive
by any provision of this contract, the monetary limitations or any other rights, immunities, and protections provided by
the Colorado Govenunental Tnmnmity Act, Section 24-10-101 et seq., c.R.S., as from time to time amended, or
otherwise available to City, its officers, or its employees. Further, nothing in the Contract Documents shall be construed
or interpreted to require or provide for indenmification of the Contractor by the City for any injury to any person or any
property diunage whatsoever which is caused by the negligence or other misconduct of City or its agents or employees.
ARTICLE 6 - CONTRACTOR'S RESPONSffiILITIES
6.1 General Responsibilities:
6,1.1, The Contractor shall perform all of the Work in conformance with the Contract Documents.
6,1.2, The Contractor covenants and warrants that it shall be responsible for performing the Work, and that it shall do
or cause to be done the Work and services as required in the Contract Docmnents and any additional, collateral, and
incidental Work and services as may be necessary in order to complete the Project in accordance with the requirements
of the Contract Documents, shall be responsible for providing completed Work which meets the results required by the
Contract Documents, and shall achieve Substantial Completion (100% of the Work) by the Contract Time.
6.1.3. Construction services shall be performed in accordance with those professional standards listed in the Special
Conditions for quality and scope and shall be performed by the entities and persons, Subcontractors and specific
personnel identified in the Contractor's Proposal in accordance with their respective degrees of participation provided
and represented to City. Other construction services shall be performed by qualified construction Subcontractors and
Suppliers, selected and paid by the Contractor. Nothing contained in the Contract Documents shall be construed to
create any obligation or contractnalliability running from the City to any of these persons or entities,
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City of Aspen - General Conditions for Construction Contracts
6.2 Supervision and Superintendence:
6.2.1. The Contractor shall supervise and direct the Work competently and efficiently devoting such attention thereto
and applying such skills and expertise as may be necessary to perform the Work in accordance with the Contract
Documents. The Contractor shall be solely responsible for the means, methods, teclmiques, sequences and procedures
of construction. The Contractor shall be responsible to see that the fIuished Work complies accurately with the Contract
Documents.
6.2,2, The Contractor shall keep on the Work at all times during its progress a competent resident superintendent,
who shall not be replaced without written notice to the City and the Engineer except under extraordinary circumstances,
The superintendent will be the Contractor's representative at the site and shall have authority to act on behalf of the
Contractor. All connnunications given to the superintendent shall be as binding as if given to the Contractor.
6.3 Labor, Materials and Equipment:
6,3.1. The Contractor shall provide competent, suitably qualifIed personnel to survey and layout the Work and
perform construction as required by the Contract Documents. The Contractor shall at all times maintain good discipline
and order at the site. Except in connection with the safety or protection of persons or the work or property at the site or
adjacent thereto, and except as otherwise indicated in the Contract Documents, all Work at the site shall be performed
during regular working hours, and the Contractor will not pennit overtime work or the performance of Work on
Saturday, Sunday or any legal holiday without the City's written consent given after prior written notice to the Engineer.
6.3.2. Unless otherwise specifIed in the SpecifIc Conditions or SpecifIc Provisions, the Contractor shall furnish and
assume full responsibility for all materials, equipment, labor, transportation, construction equipment and machinery,
tools, appliances, fuel, power, light, heat, telephone, water, sanitary facilities, temporary facilities and all other facilities
and incidentals necessary for the furnishing, performance, testing, start-up and completion of the Work,
6.3,3, All materials and equipment shall be of good quality and new, except as otherwise provided in the Contract
Documents. Tf required by the Engineer, the Contractor shall furnish satisfactory evidence (including reports of required
tests) as to the kind and quality of materials and equipment. All materials and equipment shall be applied, installed,
connected, erected, used, cleaned and conditioned in accordance with the instructions of the applicable Supplier except
as otherwise provided in the Contract Documents; but no provision of any such instructions will be effective to assigu to
the Engineer, or any of the Engineer's consnltants, agents or employees, any duty or authority to supervise or direct the
furnishing or performance of the Work or any duty or authority to undertake responsibility contrary to the provisions of
paragraph 9,10,1. or 9.10.2,
6.4 - 6.6 Reserved
6.7. Work Schedule:
6,7.1. The Contractor shall submit to the Engineer for acceptance such schedule of work progress reports, estimates,
records, and other data as the City may require concerning work performed or to be performed,
6.7.2. Prior to beginning of Work and or before the Pre-construction Conference, the Contractor shall submit
schedules showing the order in which he/she proposed to cany on the Work, including dates at which he/she will start
the various parts of the Work, estimated date of completion of each part.
6.8 Substitutes of "or-equal" Items:
6.8,1, Whenever materials or equipment are specifIed or described in the Contract Documents by using the name of a
proprietary item or the name of a particular Supplier the naming of the item is intended to establish the type, function
and quality required. Unless the name is followed by words indicating that no substitution is permitted, materials or
equipment of other Suppliers may be accepted by the engineer if sufficient information is submitted by the Contractor to
allow the Engineer to determine that the material or equipment proposed is equivalent or equal to that named, The
Engineer will include the following as supplemented in the General Requirements. Requests for review of substitute
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City of Aspen General Conditions for Construction Contracts
items of material and equipment will not be accepted by the Engineer from anyone other than the Contractor, Tf the
Contractor wishes to furnish or use a substitnte item of material or equipment, the Contractor shall make written
application to the Engineer for acceptance thereof, certifying that the proposed substitnte will perform adequately the
functions and achieve the results called for by the general design, be similar and of equal substance to that specified and
be suited to the same use as that specified. The application will state that the evaluation and acceptance of the proposed
substitnte will not prejudice the Contractor's achievement of Substantial Completion on time, whether or not acceptance
of the substitnte for use in the Work will require a change in any of the Contract Docwnents (or in the provisions of any
other direct contract with the City for work on the Project) to adapt the design to the proposed substitnte and whether or
not incorporation or use of the substitnte in connection with the Work is subject to payment of any license fee or royalty,
All variations of the proposed substitnte from that specified will be identified in the application and available
maintenance, repair and replacement service will be indicated, The application will also contain an itemized estimate of
all costs that will result directly or indirectly from acceptance of such substitnte, including costs of redesign and claims
of other contractors affected by the resulting change, all ofwhicb. sb.al1be considered by Archft"cfin evaluating the
proposed substitnte, The Engineer may require the Contractor to furnish at Contractor's expense additional data about
the proposed substitnte.
6.8,2. If a specific means, method, technique, sequence or procedure of construction is indicated in or required by the
Contract Documents, the Contractor may furnish or utilize a substitnte means, method, sequence, technique or procedure
of construction acceptable to the Engineer. The procedure for review by the Engineer shall be similar to that provided in
paragraph 6.8.1.
6,8.3. The Engineer will be allowed a reasonable time within which to evaluate each proposed substitnte, The Engineer
will be the sole judge of acceptability, and no substitnte will be ordered, installed or utilized without the Engineer's prior
written acceptance which will be evidenced by an approved Shop Drawing. The City may require the Contractor to
furnish at the Contractor's expense a special performance guarantee or other surety with respect to any substitnte. The
Engineer will record time required by the Engineer and the Engineer's consultants in evaluating substitntions proposed
by the Contractor and in making changes in the Contract Documents occasioned thereby, Whether or not the Engineer
accepts a proposed substitnte, the Contractor shall reimburse the City for the charges of the Engineer and the Engineer's
consultants for evaluating each proposed substitnte,
6.9 Subcontractors, Suppliers and Others:
6.9,1. The Contractor shall not employ any Subcontractor, Supplier or other person or organization (including those
acceptable to the City and the Engineer as indicated in paragraph 6,9,2), whether initially or as a substitnte, against
whom the City or the Engineer may have reasonable objection,
6.9,2. If the Special Conditions require the identity of certain Subcontractors, Suppliers or other persons or
organizations including those who are to furnish the principal items of materials and equipment to be submitted to the
City in advance of the specified date prior to the Effective Date of the Agreement for acceptance by the City and the
Engineer and if the Contractor has submitted a list thereof in accordance with the Special Conditions, the City's or the
Engineer's acceptance (either in writing or by failing to make written objection thereto by the date indicated for
acceptance or objection in the bidding documents or the Contract Docwnents) of any such Subcontractor, Supplier or
other person or organization so identified may be revoked on the basis of reasonable objection after due investigation, in
which case the Contractor shall submit an acceptable substitnte, the Contract Price will be increased by the difference in
the cost occasioned by such substitntion and an appropriate Written Notice of Amendment signed. No acceptance by
the City or the Engineer of any such Subcontractor, Supplier or other person or organization shall constitnte a waiver of
any right of the City or the Engineer to reject Defective Work.
6,9,3. The Contractor shall be fully responsible to the City and the Enginer for all acts and omissions of the
Subcontractors, Suppliers and other persons and organizations performing or furnishing any of the Work under a direct
or indirect contract with Contractor just as Contractor is responsible for Contractor's own acts and omissions, Nothing
in the Contract Docwnents shall create any contractnal relationship between the City or the Engineer and any such
Subcontractor, Supplier or other person or organization, nor shall it create any obligation on the part of the City or the
Engineer to payor to see to the payment of any moneys due any such Subcontractor, Supplier or other person or
organization except as may otherwise be required by Laws and Regulations,
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City of Aspen - General Conditions for Construction Contracts
6.9.4. The divisions and sections of the Specifications and the identifications of any Drawings shall not control the
Contractor in dividing the Work among Subcontractors or Suppliers or delineating the Work to be performed by any
specific trade.
6.9.5. Ail Work performed for Contractor by a Subcontractor will be pursuant to an appropriate agreement between
the Contractor and the Subcontractor which specifically binds the Subcontractor to the Applicable terms and conditions
of the Contract Docwnents for the benefit of the City and the Engineer and contain waiver provisions as required by
Section 5.3. The Contractor shall pay each Subcontractor a just share of any insurance moneys received by the
Contractor on account of losses,
6.10 Subcontracting and Percentage of Work Awarded to Subcontractor(s):
6,10.1. The Contractor may utilize the services of specialty Subcontractors on those parts of the
Work, which under normal contracting practices, are performed by specialty Subcontractors.
6,10,2. The Contractor shall not award Work to Subcontractor(s), in excess of forty nine percent (49%) of the Contract
Price, This condition shall be a minimwn standard for a qualified Prime Contractor to perform within the City rights of
ways.
6.11 Potent Fees and Royalties:
The Contractor shall pay all license fees and royalties and asswne all costs incident to the use in the performance of the
Work or the incOlporation in the Work of any invention, design, process, product or device which is the subject of patent
rights or copyrights held by others. Contractor shall indenmify and hold harmless the City and the Engineer and anyone
directly or indirectly employed by either of them from and against all claims, damages, losses and expenses (including
attorney's fees and court costs) arising out of any infringement of patent rights or copyrights incident to the use in the
performance of the Work or resulting from the product or device not specified in the Contract Documents, and shall
defend all such claims in connection with any alleged infringement of such rights.
6.12 Permits:
Uuless otherwise provided in the Special Conditions, the Contractor shall obtain and pay for all construction permits and
licenses. The City shall assist the Contractor, when necessary, in obtaining such permits and licenses. The Contractor
shall pay all governmental charges and inspection fees necessary for the prosecution of the Work, which are applicable
at the time of opening of Bids on the Effective Date of the Contract. The Contractor shall pay all charges of utility Citys
for connections to the Work, and the City shall pay all charges of such utility owners for capital costs related thereto
such as plant investment fees,
6.13 Laws and Regulations:
6.13.1. the Contractor shall give all notices and comply with all Laws and Regulations applicable to furnishing and
performance of the Work. Except where otherwise expressly required by applicable Laws and Regulations, neither the
City nor the Engineer shall be responsible for monitoring the Contractor's compliance with any Laws or Regulations,
6,13,2. If the Contractor observes that the Specifications or Drawings are at variance with any Laws or Regulations,
the Contractor shall give the Engineer prompt written notice thereof, and any necessary changes will be authorized by
one of the methods indicated in paragraph 3.4. If the Contractor performs any Work knowing or having reason to know
that it is contrary to Laws or Regulations, and without such notice to the Engineer, the Contractor shall bear all costs
arising therefrom.
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City of Aspen - General Conditions for Construction Contracts
6.14 Taxes:
The Contractor shall pay all existing and future applicable Federal, State and local sales, consumer, use and other similar
taxes whether direct or indirect. Federal excise tax may not apply to materials purchased by the City. The Contract Price
shall include all other Federal, State, and/or local direct or indirect taxes which do apply, The Contract Price shall
include the cost of compliance with all other Federal Laws and Regulations at no additional cost to the City (except as
provided in the Contract Documents). The Contractor shall not be reimbursed separately for any taxes which may apply
except as provided in the Contract Documents and the Contractor shall be responsible for all taxes which may apply.
The City is tax exempt from Federal Excise Tax under Chapter 32 of the Tnternal Revenue Code. The City is exempt
from such taxes under registration numbers 98-02624. The Contractor and its Subcontractors shall apply to the Colorado
Department of Revenue for a Certificate of Exemption indicating that the Contractor or Subcontractor's purchase of
construction material or building materials is for use in a building, structure, or other public work owned and used by the
City.
6.15 Use of Premises:
6,15,1. The Contractor shall confme construction equipment, the storage of materials and equipment and the
operations of workers to the Project site and land and areas identified in, and pennitted by, the Contract Documents and
other land and areas pennitted by Laws and Regulations, rights-of-way, pennits and easements, and shall not
unreasonably encumber the premises with construction equipment or other materials or equipment. The Contractor shall
asswne full responsibility for any damage to any such land or area, or to the owner or occupant thereof or of any land or
areas contiguous thereto, resulting from the performance of the Work. Should any claim be made against the City or the
Engineer by any such owner or occupant because of the performance of the Work, Contractor shall promptly settle with
such other party by agreement or otherwise resolve the claim by law. The Contractor shall, to the fullest extent
pennitted by Laws and Regulations, indenmify and hold the City and the Engineer harmless from and against all claims,
damages, losses and expenses (including, but not limited to, fees of engineers, architects, attorneys and other
professionals and court costs) arising directly, indirectly or consequentially out of any action, legal or equitable, brought
by any such other party against the City or the Engineer to the extent based on a claim arising out of the Contractor's
performance of the Work.
6,15.2. During the progress of the Work, the Contractor shall keep the premises free from accumulations of waste
materials, rubbish and other debris resulting from the Work. At the completion of the Work, the Contractor shall
remove all waste materials, rubbish and debris from and about the premises as well as all tools, appliances, construction
equipment and machinery, and surplus materials, and shall leave the site clean and ready for occupancy by the City, The
Contractor shall restore to original condition all property not designated for alteration by the Contract Docwnents.
6,15,3. The Contractor shall not load or pennit any part of any structure to be loaded in any manner that will endanger
the structure, nor shall the Contractor subject any part of the Work or adjacent property to stresses or pressures that will
endanger it.
6.16 Record Documents:
The Contractor shall maintain in a safe place at the site one record copy of all Drawings, Specifications, Addenda,
Written Amendments, Change Orders, Work Directive Changes, Field Orders and written interpretations and
clarifications in good order and annotated to show all changes made during construction. These record documents
together with all approved samples and a counterpart of all approved Shop Drawings will be available to the Engineer
for reference, Upon completion of the Work, these record documents, samples and Shop Drawings will be delivered to
the Engineer for the City.
6.17 Safety and Protection:
6,17.1. The Contractor shall be responsible for initiating, maintaining and supervising all safety precautions and
programs in connection with the Work. The Contractor shall take all necessary precautions for the safety of, and shall
provide the necessary protection to prevent damage, injury or loss to:
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City of Aspen ~ General Conditions for Construction Contracts
6.17 .1.1. All employees on the Work and other persons and organizations who may be
affected thereby;
6. 17, 1.2. All the Work and materials and equipment to be incorporated therein, whether in
storage on or off the site; and
6. I 7.1.3, Other property at the site or adjacent thereto, including trees, shrubs, lawns, walks, pavements, road-
ways, structures, ntilities and Underground Facilities not designated for removal, relocation or
replacement in the course of construction.
The Contractor shaIl comply with all applicable Laws and Regulations of any public body having jurisdiction for the
safety of persons or property or to protect them from damage, injury or loss; and shaIl erect and maintain all necessary
safeguards for snch safety and protection, The Contractor shaIl notifY owners of adjacent property and of Underground
Facilities and utility owners when prosecution of the Work may affect them, and shall cooperate with them in the
protection, removal, relocation and replacement of their property. All damage, injury or loss to any property referred to
in paragraph 6.17.1.2 or 6,17,1.3 caused, directly or indirectly, in whole or in part, by the Contractor, any Subcontractor,
Supplier or any other person or organization directly or indirectly employed by any of them to perform or furnish any of
the Work or anyone for whose acts any of them may be liable, shall be remedied by the Contractor. The Contractor's
duties and responsibilities for the safety and protection of the Work shaIl continue until such time as all the Work is
completed and the Engineer has issued a notice to the City and the Contractor in accordance with Section 14.5 that the
Work is acceptable (except as otherwise expressly provided in connection with Substantial Completion).
6. 17.2. The Contractor shall designate a person competent in OSHA safety related matters at the site at all times dming
construction whose duty shall be the prevention of accidents including confmed space entry and work in the confmed
spaces,
6.18 Emergencies:
In emergencies affecting the safety or protection of persons or the Work or property at the site or adjacent thereto, the
Contractor, without special instruction or authorization from the Engineer or the City, is obligated to act to prevent
threatened damage, injury or loss. The Contractor shaIl give the Engineer prompt written notice if the Contractor
believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby.
If the Engineer determines that a change in the Contract Documents is required because of the action taken in response
to an emergency, a written order will be issued to document the consequences of the changes or variations.
6.19 Shop Drawings and Samples:
6,19,1. After checking and verifying all field measurements and after complying with applicable procedures specified
in the Contract Documents, the Contractor shall submit to the Engineer for review and approval in accordance with the
approved schedule of Shop Drawing submissions prior to Pre-construction Conference, or for other appropriate action if
so indicated in the Special Conditions, three (3) cavies (unless otherwise specified) of all Shop Drawings, which will
bear a stamp or specific written indication that the Contractor has satisfied the Contractor's responsibilities under the
Contract Documents with respect to the review of the submission. All submissions will be identified as the Engineer
may require. The data shown on the Shop Drawings will be complete with respect to quantities, dimensions, specified
perfonnance and design criteria, materials and similar data to enable the Engineer to review the information as required.
6.19.2. The Contractor shaIl also submit to the Engineer for review and approval with such promptness as to cause no
delay in Work, all samples required by the Contract Documents, All samples will have been checked by and
accompanied by a specific written indication that the Contractor has satisfied the Contractor's responsibilities under the
Contract Documents with respect to the review of the submission and will be identified clearly as to material, Supplier,
pertinent data such as catalog numbers and the use for which intended,
6.19.3. Before submission of each Shop Drawing or sample, the Contractor shall have determined and verified all
quantities, dimensions, specified perfonnance criteria, instaIlation requirements, materials, catalog numbers and similar
GC1-971 doc - Page 22
City of Aspen - General Conditions for Construction Contracts
data with respect thereto; and reviewed or coordinated each Shop Drawing or sample with other Shop Drawings and
samples and with the requirements of the Work and the Contract Docwnents.
6,19.4. At the time of each submission, the Contractor shall give the Engineer speCific written notice of each variation
that the Shop Drawings or samples may have from the requirements of the Contract Docmnents, and, in addition, shall
cause a specific notation to be made on each Shop Drawing submitted to the Engineer for review and approval of each
such variation.
6.19.5, The Engineer will review and approve with reasonable promptness Shop Drawings and samples, but the
Engineer's review and approval will be only for confonnance with the design concept of the Project and for compliance
with the information given in the Contract Docmnents and shall not extend to means, methods, techniques, sequences or
procedures of construction (except where a specific means, method, technique, sequence or procedure of construction is
indicated in or required by the Contract Docmnents) or to safety precautions or programs inCident thereto. The review
and approval of a separate item as such will not indicate approval of the assembly in which the item functions, The
Contractor shall make corrections required by the Engineer, and shall retum the required nmnber of corrected copies of
Shop Drawings and submit as required new samples for review and approval. The Contractor shall direct specific
attention in writing to revisions other than the corrections called for by the Engineer on previous submittals.
6.19.6. The Engineer's review and approval of Shop Drawings or samples shall not relieve the Contractor from
responsibility for any variation from the requirements of the Contract Docwnents unless the Contractor has in writing
called the Engineer's attention to each such variation at the time of submissiQn as required by paragraph 6.19.4 and the
Engineer has given written approval of each such variation by a specific written notation thereof incorporated in or
accompanying the Shop Drawing or sample approval; nor will any approval by the Engineer relieve the Contractor from
responsibility for errors or omissions in the Shop Drawings or from responsibility for having complied with the
provisions of paragraph 6,19,3.
6,19,7, Where a Shop Drawing or sample is required by the Specifications, any related Work performed prior to the
Engineer's review and approval of the pertinent submission will be the sole expense and responsibility of the Contractor.
6.20 Mechanics ' Liens:
6.20.1. The Contractor covenants and agrees that, to the extent permitted by law, no claims or mechanics' liens against
public funds (mechanic's liens) or claims of any kind, will be permitted to arise, be filed or maintained against the
Project or any part of it, any interest in it or any improvements on it, against any moneys due or to become due from the
City to the Contractor, for or on account of any work, labor, services, materials, equipment or other items performed or
furnished for or in connection with the Project, and the Contractor for itself, its Subcontractors, laborers and material
suppliers and employees does waive, release and relinquish these claims or liens and all rights to file or maintain these
liens and agrees further that this waiver of liens and waiver of the right to file or maintain liens shall be independent
covenant and shall apply also to work, labor, services performed, materials, eqnlpment and other items furnished under
any Change Order or supplemental agreement for extra or additional work in connection with the Project. The
Contractor agrees to defend, indenmify, protect and save hann1ess the City from and against any and all claims or liens
and actions brought or judgments rendered, and from and against any and all loss, damages, liability, costs and expenses,
including legal fees and disbursements, which the City may sustain or incur in connection with the Project.
6.20.2. The Contractor also agrees as above for all of its Subcontractors, including but not limited to suppliers and
employees, If any of the Contractor's Subcontractors, suppliers, employees or any other person directly or indirectly
acting for, through or under its ~uthority or any of them files or maintains a lien or claim as described above, the
Contractor agrees to cause claims or liens to be satisfied, removed or discharged at its own expense by bond, payment or
otherwise within (him (30) consecutive calendar davs from he date of the filing, and upon the Contractor's failure to do
so the City shall have the right, in addition to all other rights and remedies provided under this Contract or by law, to
cause the liens or claims to be satisfied, removed or discharged by whatever means the City chooses, at the entire cost
and expense of the Contractor, the expense to include legal fees and disbursements, The Contractor shall give a copy of
Claim Release form to all Subcontractors and suppliers and shall include these provisions in all written contracts with
Subcontractors, or give written notice to all Subcontractors, suppliers or other persons having oral agreements with the
Contractor.
GC1-971doc - Page23
City of Aspen - General Conditions for Construction Contracts
6.20.3. The Contractor agrees that moneys received for the performance of this Contract shall be used fITSt for payment
due for labor, material, and services for the Project and taxes, and the moneys shall not be diverted to satisfy obligations
of the Contractor on other accounts or contracts. The Contractor shall pay Subcontractors within Ten (] 01 consecutive
calendar davs of receipt of a progress payment from the City. The Contractor shall furnish sworn affidavits in
accordance with the form furnished by the City, which shall state that amounts due or to become due, amounts paid, and
any other infonnation necessary to indicate the financial condition of the Contractor, insofar as it relates to services,
labor and material furnished, and to be furnished, under this Contract. The City may take steps it may deem necessary to
protect itself against any claims,
6.21 Continuing the Work:
The Contractor shall carry on the Work and adhere to the progress schedule during all disputes or disagreements with
the City, No Work shall be delayed or postponed pending resolution of any disputes or disagreements, except as
permitted herein or as the Contractor and the City may otherwise agree in writing,
6.22 Contractor Facilities:
All temporary contractor facilities shall be in accordance with regulations and codes governing such construction. The
types of temporary construction facilities required for the Project may include, but are not necessarily limited to, the
following: (a) job site office space, (b) construction water distribution, (c) temporary closures, (d) temporary heat, (e)
hoists and temporary cranes, (t) temporary roads and paving, (g) construction aids and miscellaneous facilities, (h)
temporary power distribution, (i) temporary lighting, (j) temporary toilet facilities. All operations of the Contractor,
including storage of materials, upon the City's premises shall be confmed to areas authorized or approved by Owner in
writing, Temporary buildings, storage sheds, shops, offices, may be erected by the Contractor only with the written
approval of the City and shall be built or provided with labor and materials furnished by the Contractor without expense
to the City. Such temporary buildings and utilities shall remain the property of the Contractor and shall be removed by it
at its expense upon completion of the Work.
ARTICLE 7 - OTIIER WORK
7.1 Related Work at Site:
7.1.1. The City may perform other work related to the Project at the site by the City's own forces, have other work
performed by utility owners or let other direct contracts therefor which shall contain General Conditions similar to these.
The Contractor shall perform and coordinate hisiher activities with other Contractors to avoid conflict and minimize
disruptions.
7,1,2. The Contractor shall afford each utility owner and other contractor who is a party to such a direct contract (or
the City if the City is performing the additional work with the City's employees) proper and safe access to the site and a
reasOnable opportunity for the introduction and storage of materials and equipment and the execution of such work, and
shall properly counect and coordinate the Work with theirs. The Contractor shall do all cutting, fitting and patching of
the Work that may be required to make its several parts come together properly and integrate with such other work. The
Contractor shall not endanger any work of others by cutting, excavating or otherwise altering their work and will only
cut or alter their work with the written consent of Architect and the others whose work will be affected. The duties and
responsibilities of Contractor under this paragraph are for the benefit of such utility owners and other contractors to the
extent that there are comparable provisions for the benefit of the Contractor in said direct contracts between the City and
such utility owners and other contractors.
7,1.3. Tf any part of the Contractor's Work depends for proper execution or resnlts upon the work of any such other
contractor or utility owner (or the City), the Contractor shall inspect and promptly report to the Engineer in writing any
delays, defects or deficiencies in such work that render it unavailable or unsuitable for such proper execution and results,
The Contractor's failure to report such conditions will constitute an acceptance of the other work as fit and proper for
integration with the Contractor's Work except for latent or non-apparent defects and deficiencies in the other work.
GC1-971 doc - Page 24
City of Aspen - General Conditions for Construction Contracts
7.2 Coordination:
If the City contracts with others for the perfonnance of other work on the Project at the site, the person or organization
of the activities among the various prime contractors may be identified in the Special Conditions, and the specific
matters to be covered by such authority and responsibility may be itemized, and the extent of such authority and
responsibilities may be provided, in the Special Conditions, Unless otherwise provided in the Special Conditions,
neither the City nor the Engineer shall have any authority or responsibility in respect of such coordination.
ARTICLE 8 - CITY'S RESPONSffiILITIES
8,1. The City shall issue all communications to the Contractor through the Engineer or hislher designated person.
8.2. The City shall furnish the data required of the City under the Contract Documents promptly and shall make
payments to the Contractor through processing of the monthly Progress Pay Estimate fonns within 30 days from the cut-
off date for a pay estimate form.
8.3, The City represents that an amount of money equal to the Contract Price has been dnly appropriated in
accordance with the Municipal Code of the City of Aspen, under a purchase order, The City shall not issue any Change
Order or execute a Written Amendment requiring additional compensable work, which work causes the aggregate
amount appropriated by the City, unless the Contractor is given a written assurance that a lawful appropriations to cover
the costs of the additional work shall be made.
ARTICLE 9 - ENGINEER'S STATUS DURING CONSTRUCTION
9.1 City's Representative:
The Engineer shall be the City's representative during the construction period, The duties and responsibilities and the
limitations of authority of the Engineer as the City's representative during construction are set forth in the Contract
Documents and shall not be extended without written consent of the City and the Engineer,
9.2 Visits to Site:
The Engineer shall make visits to the site at intervals appropriate to the various stages of construction to observe the
progress and quality of the executed Work and to determine, in general, if the Work is proceeding in accordance with
the Contract Documents. The Engineer shall make on-site inspections to observe the quality or quantity of the Work.
The Engineer's efforts will be directed toward providing for the City a greater degree of confidence that the completed
Work will conform to the Contract Documents. On the basis of such visits and on-site observations, the Engineer will
keep the City informed of the progress of the Work and will endeavor to guard the City against defects and deficiencies
in the Work.
9.3 Project Representation:
Tf the City and the Engineer agree, the Engineer will furnish a Resident Project Representative to assist the Engineer in
observing the perfonnance of the Work. The duties, responsibilities and limitations of authority of any such Resident
Project Representative and assistants will be to ensure confonnance of work with specifications provided in the Special
Conditions. If the City designates another agent to represent the City at the site who is not the Engineer's agent or
employee, the duties, responsibilities and limitations of authority of such other person will be as provided in the Special
Conditions.
~4CwrlfwaMn=dmre~rnaMn~
GC1-971 doc - Page 25
City of Aspen - General Conditions for Construction Contracts
The Engineer will issue with reasonable promptness such written clarifications or interpretations of the requirements of
the Contract Documents (in the form of Drawings or otherwise) as the Engineer may detennine necessary, which shall
be consistent with or reasonably inferable from the overall intent of the Contract Documents. If a written clarification or
interpretation justifies an increase in the Contract Price or an extension of the Contract Time, the Contractor shall meet
with the Engineer and resolve the issue, All such requests or claims shall be submitted to the City Engineer.
9.5 Authorized Variations in Work and Minor Contract Revisions:
The City Engineer may request or authorize minor variations in the Work from the requirements of the Contract
Documents which do not involve an adjustment in the Contract Price or the Contract Time and are consistent with the
overall intent of the Contract Documents. These may be accomplished by a written request or a field order and will be
binding on the City, and also on the Contractor who shall perform the Work involved promptly, If the Contractor
believes that a field order justifies an extension of the Contract Time and the parties are unable to agree as to the extent
thereof, the Contractor may make a claim therefor as provided herein,
9.6 Rejecting Defective Work:
The Engineer will have authority to disapprove or reject Work which the Engineer believes to be Defective, and will
also have authority to require special inspection or testing of the Work as provided herein below, whether or not the
Work is fabricated, installed or completed.
9.7. Shop Drawings, Change Orders and Payments:
9.7.1. Tn connection with the Engineer's responsibility for Shop Drawings and samples, see paragraphs 6.19.1.
through 6.20.1. inclusive.
9.7.2. In connection with the Engineer's responsibilities as to Change Orders, see Article 10 and Article II.
9,7.3. In connection with the Engineer's responsibilities in respect of request for Payment, etc., see Article 14.
9.8 Decisions on Disputes:
9,8.1. The Engineer will be the initial interpreter of the requirements of the Contract Documents and judge of the
acceptability of the Work thereunder. Claims, disputes and other matters raised by Contractor relating to the
acceptability of the Work or the interpretation of the requirements of the Contract Documents pertaining to the
perfonnance and furnishing of the Work and claims under Articles II and 12 in respect to changes in the Contract Price
or Contract Time shall be referred initially to the Engineer in writing with a request for a formal decision in accordance
with this paragraph, which the Engineer will render in writing within a reasonable time. Written notice of each such
claim, dispute and other matter by the Contractor will be delivered to the Engineer promptly (but in no event later than
thirty days) after the occurrence of the event giving rise thereto, and written supporting data will be submitted to the
Engineer and the City within sixty days after such occurrence unless the Engineer allows an additional period oftime to
ascertain more accurate data in support of the claim.
9.8.2. The rendering of a decision by the Engineer pursuant to paragraph 9.8.1. with respect to any such claim, dispute
or other matter shall be a condition precedent to any exercise by the Contractor of such rights or remedies as the
Contractor may otherwise have under the Contract Documents or by Laws or Regulations in respect of any such claim,
dispute or other matter, The City shall not be bound by any initial interpretation by the Engineer of the requirements of
the Contract Documents, judgment on the acceptability of the Work thereunder, or formal. decision made by the
Engineer in accordance with paragraph 9.8,1. Any dispute not resolved by the initial decision of the Engineer shall be
decided by the City, who shall reduce the decision in writing and furnish a copy thereof to the Contractor and the
Engineer. The decision of the City shall be final subject to review by the Pitkin County District Court in Pitkin County,
Colorado. Pending final decision of a dispute hereunder, the Contractor shall proceed diligently with the perfonnance of
the Work and in accordance with the Engineer's interpretation.
9.9 Reserved
GC1-971 doc - Page 26
City of Aspen - General Conditions for Construction Contracts
9.10 Limitations on Engineer's Responsibilities:
9,10.1. Neither the Engineer's anthority to act under this Article 9 or elsewhere in the Contract DocllIllilnts nor any
decision made by the Engineer in good faith either to exercise or not exercise snch authority shall give rise to any duty or
responsibility of the Engineer to the Coritractor, any Subcontractor, any Supplier, or any other person or organization
performing any of the Work, or to any surety for any of them
9.10.2. Whenever in the Contract Documents the tenns "as ordered", "as directed", "as required", "as allowed", "as
approved" or terms of like effect or import are used, or the adjectives "reasonable", "suitable", "acceptable", ''proper'' or
"satisfactory" or adjectives of like effect or import are used to describe a requirement, direction, review or judgment of
the Engineer as to the Work, it is intended that such requirement, direction, review or judgment will be solely to evaluate
the Work for compliance with the Contract Documents (unless there is a specific statement indicating otherwise), The
use of any such term or adjective shall not be effective to assign to the Engineer any duty or authority to supervise or
direct the furnishing or performance of the Work or any duty or authority to undertake responsibility contrary to the
Contract Docwnents.
ARTICLE 10 - CHANGES IN TIIE WORK
10.1 City Initiated Changes
10.1.1. The City may require, without notification to sureties, the Contractor to perform changes, additions or deletions
to the Work at anytime after execution of the Contract without invalidating the Contract. Changes shall be accomplished
as set forth in Section 3.2, above.
10.1.2, The Contractor shall promptly perform changes in the Work in accordance with applicable provisions of the
Contract Documents, unless otherwise provided in a Change Order or Amendment to the Contract for Construction.
10.1.3. The following procedure shall be followed for the City notifying the Contractor of proposed City initiated
changes, The Engineer shall issue a notice informing the Contractor of a planned change in the Work and its scope, and
requesting the Contractor's detailed price proposal, The Contractor, at no expense to the City, shall submit a priced
proposal for performing the proposed change in the Work. The Contractor, within Ten (] 0) consecutive calendar davs
after receiving the Notice of Change, or such longer time which the Engineer in his/her discretion has granted, shall
provide the Engineer with a complete and itemized proposal which includes the estimated increase or decrease in the
Contract Price and/or in the Contract Time attributable to the planned changes on the criteria and methods described in
Article II. The Contractor shall be responsible for delays to the Work and any additional costs incurred by the City
caused by its failure to submit complete pricing information within the time provided above. The Contractor shall
participate with the City in prompt joint analysis and negotiations to fmalize a Change Order, if necessary,
10.2 Written Notice of Change
10,2.1. A Written Notice of Change maybe used when:
a) The City determines that the Contractor must proceed immediately to perform a change in the Work
in order to avoid an adverse impact on the schedule or other unchanged Work, and sllfficient time is
not available to negotiate an adjustment to the Contract Price or Contract Time; or
b) The City and Contractor have not completed their negotiation and reached agreement on all of the
terms of a Change Order, but the City requires the Contractor to proceed without such agreement.
10.2.2, Upon receipt of a Written Notice of Change the Contractor shall promptly proceed with performing the change
in the Work. Additionally, the Contractor shall comply with all the requirements of 10.3 of these General Conditions,
10.3 Change Order
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City of Aspen ~ General Conditions for Construction Contracts
When the Contractor and the City reach agreement on the adjustments to the Contract Price and/or Contract Time, such
agreements shaII be promptly recorded in an executed Change Order.
10.4 Contractor Change Request
10.41. If the Contractor: (i) receives any oral or written instructions, directives or interpretations of Contract
Docwnents, or determinations from the Engineer or, (ii) identifies what it believes are design errors or omissions in the
Contract Drawings or Specifications, or (iii) encounters a differing site condition; or, (iv) is delayed in the progress of
the Work; or, (v) becomes aware of any other matter or circumstance which it believes would require a change in the
Contract Price or Contract Time, the Contractor shaII give the Engineer prompt written notice of such matters in a letter
or notice denominated "Contractor Change Request".
10.4.2. AII Contractor Change Requests shall be dated, numbered sequentialIy, and shall describe the action or event
which the Contractor believes may require an extension in time or price. The Contractor shaII also provide descriptions
of possible Contractor actions or solutions to minimize the cost of the Contractor Change Request and, provide an
estimate of the adjustment in the Contract Price and/or Contract Time which it believes is appropriate.
10.4.3. With respect to orders, instructions, directives, interpretations, determinations, or the discovery of any errors or
omissions in the Contract Docwnents, a Contractor Change Request shaII be submitted before the Contractor acts on
them, but in no event more than Ten (10) consecutive calendar davs after they were received or discovered,
10.8.4. With respect to any differing site conditions, a Contractor Change Request shaII be submitted before the
conditions are disturbed, but in no event more than Ten (10) consecutive calendar davs after the conditions are first
discovered.
10.4,5. With respect to delays, a Contractor Change Request shall be submitted as soon as the Contractor has
knowledge of the delay, but in no event more than Ten (10) consecutive calendar davs therefrom.
10.8.6. With respect to any matters or circumstance which the Contractor believes would require a change, including
delays, a Contractor Change Request shaII be submitted as soon as the Contractor has knowledge of the matter or
circumstance, but in no event more than Ten (10) consecutive calendar davs after the Contractor becomes aware of such
circumstance or matter.
10.5 Down Time:
The Contractor may be granted time extension for down time, No other compensation of any kind shall be made to the
Contractor for down time, Equipment failure, lack of adequate labor or tools or materials to perform the Work shaII not
constitute down time.
10.6 Submittal Requirements and Waiver of Claims
10.6.1. If the Contractor does not submit a Contractor Change Request within the time required above, any action by
the Contractor related to such order, direction, instruction, interpretation, determination, design error or omission, or
other matter, including delays or differing site conditions, wiII not be considered by the City as a change to the Work and
the Contractor waives any claim for an adjustment on the Contract Price or the Contract Time.
10,6.2. The Contractor shalI, within Ten (10) consecutive calendar davs submit in detail, a Contractor Change
Request, and provide the Engineer a complete and itemized proposal which contains the information described in Article
II, The proposal shaII also contain a detailed explanation, citing aII applicable provisions in the Contract Docwnents,
which supports the Contractor Change Request. If the Contractor does not submit its itemized proposal within the time
described above or within such extension which the Engineer, in hislher discretion may have granted in writing, it
waives any claim for an adjustment in the Contract Price or Contract Time arising out of the act or event described in the
Contract Change Request.
GC1-971 doc - Page 28
CIty of Aspen - General Conditions for Construction Contracts
10.6,3, If a Contractor Change Request is denied by the Engineer, in whole or in part, any claim for an increase in the
Contract Price or Contract Time arising out of the act or event described in the Contractor Change Request is waived
unless the Contractor timely complies with the provisions of paragraphs 10.4.1, through 10.4.6,
ARTICLE 11. CHANGE OF CONTRACT PRICE OR CONTRACT TIME
11.1 Contract Price Adjustments.
All adjustments to the Contract Price shall be determined by using one or more of the following methods:
11.1,1 A negotiated 1wnp sum for work items that cannot be itemized. The Contractor shall promptly provide suffi-
cient substantiating data, including calculations, measurements, cost records, production rates, equipment types and
capacity, labor costs by craft and other information which the City may reasonably require the Contractor to produce in
order to permit the City to evaluate the Contractor's lwnp sum change order proposals. In pricing this proposal, the
Contractor shall include estimates of the type of costs described in Section 11.4 below.
11.1.2 Unit prices stated in the Contract Documents or subsequently agreed upon multiplied by fmal verified quanti-
ties of work performed;
11.1.3 Cost to be determined in a manner agreed upon by the parties which includes markups that do not exceed those
set forth in Section 11.4 below.
11.1.4 Costs to be determined in the manner described in Section 11.3 ,1.
11.2 Contract Time Adjustments.
11.2,1. Any extension of the Contract Time l1Rlst be requested in a Contractor Change Request which complies with all
of the requirements of paragraphs 10.4.1 through 10.4,6. Failure to strictly comply with the timing and submittal
requirements shall constitute a waiver of any request or claim.
11.2.2. If the Contractor is delayed at any time in the progress of the Work and such delay was caused, in whole or in
part, by the act or omission of the City, or by changes ordered in the Work pursuant to strikes, lockouts, flIe, unusual
delay by corrunon carriers, unavoidable casualties, or any other causes beyond the Contractor's control, then the Contract
Time shall be extended by the City. Such extensions will be for a period of time as the City may in its discretion
determine, provided however that such delay could not have been avoided by the exercise of due diligence by the
Contractor and did not result from the acts or omissions of the Contractor and, provided further, that they Contractor has
taken reasonable actions to mitigate or prevent further delays resulting from such causes,
11.2.3, If abnormal weather conditions are the basis for a claim for an extension of the Contract Time, such claim shall
be documented on the City of Aspen Engineering Department's Daily Construction Log forms substantiating that
weather conditions were unusually severe for the period of time, and could not have been reasonably anticipated,
Regardless of actual weather conditions, any day in which the Contractor is able to work Sixtv Percent (60%) or more of
its scheduled work force shall not be counted as an abnormal weather day for purposes of calculating weather related
time extensions.
11.2.4. The Contractor agrees that delays resulting from any causes other than acts or omissions of the City, its
employees, agents or officials shall be considered fully compensated by a time extension ouly and agrees to make no
claim for monetary damages for such delays. Tn no event shall the Contractor be entitled to recover any delay costs
caused by the acts or omissions of the Contractor, its employees or agents,
11.2.5. If the Contractor believes that it has suffered delays in performing the Work that are caused by acts or
omissions of the City, the Contractor may submit a Contractor Change Request with detailed justifications acceptable to
the Engineer. Failure of the Contractor to comply with all requirements shall constitute a waiver of any claim for
damages resulting from such delays.
GC1-971 doc - Page 29
City of Aspen ~ General Conditions for Construction Contracts
11.3 Force Account Work.
11.3.1 In situations where the cost or time for performing a required change cannot be adequately defmed or agreed
upon but the changed Work must proceed, the City may direct the Contractor to perform the Work on a Force Account
basis, Adjustment shall be determined on the basis of reasonable expenditures and savings of those performing the
change in the Work including, in case of an increase in the Contract Amount, an allowance for overhead and profit
which shall not exceed the allowance described in 11.4,7 below. Tn such case, the Contractor shall keep and present, in
such form as the City may prescribe, an itemized detailed accounting together with appropriate supporting data of all of
the costs described in Section 11.4.1 through Section 11.4.4 which clearly distinguishes the cost of changed Work from
base contract Work. Infonnation that shall be required on these fonns includes an itemization of all costs for labor,
materials and equipment rental and total costs to date for force account work. The Contractor shall include hours
worked, rates of pay, names and job classifications for all workers and size, type, identification number, rental rate and
hours of operation for equipment.
11.3,2 Unless otherwise provided in the Contract Documents, costs for the purposes of Force Account Work shall be
itemized daily on Daily Force Account Fonns provided by the Engineer which are signed by the Contractor and the
Engineer, Such costs shall form the basis for determining the maximum amount to be paid the Contractor, but this
amount may be reduced where necessary to take into account the cost of base contract Work, Work included in
approved Change Orders, Work described in Work Directive Changes, idle time for workers and/or equipment when
work could have been performed in other locations or the number of workers or amount of equipment provided exceeds
the number or amount required to perform the Work, unsatisfactory Work or Work which may be performed
concurrently with the changed Work and which cannot be easily segregated from the changed Work. The worker hours,
equipment hours, and materials installed shall be logged on the City of Aspen Engineering Department's Daily
Construction Log form for every day the work is performed,
11.4 Contract Sum Determination
11.4 In no event shall the charge or credit to the City associated with any change exceed the sum of the following:
11.4.1 Direct Labor. Actual net direct increase or decrease in the cost of the Contractor's labor for all work associated
with the change, Contractor's labor shall be limited to Davis-Bacon Act work categories or other labor (including
salaried field personnel) that perform the individual change in Work full-time. For shop work, the direct labor includes
workers who work directly on the item being manufactured or operators of equipment being used to handle items being
manufactured,
11.4.2 Labor Burden. Contractor's actual costs for workers compensation and liability insurance, payroll taxes, social
security and employees fringe benefits (including employer paid health insurance) imposed on the basis of payrolls.
This burden nmst reflect the variability of some burdens, i.e" social security. The burden shall include all small tools
which cost less than $200 apiece, .
11.4,3 Direct Material. Sutmlies. Tnstalled Eauioment. Actual net direct cost of materials, supplies and equipment
incorporated in or consumed by the Work. If actual costs are not available, the cost shall be the lowest commercially
available price including all discOlmts and rebates and all applicable taxes, Cost shall be based on buying the material,
supplies and equipment in the largest practical quantity to receive quantity discounts.
11.4.4 Eauioment. Actual net cost to the Contractor of owned and/or rented equipment other than small tools, to be
determined using the following method(s):
(I) Owned equipment operating costs shall be determined using accepted industry standard
fonns and methods for "Owning and Operating Equipment" as described by the U,S. Anny Corps of
Engineers (CaE) in its latest edition of the "Construction Equipment Ownership and Operating
Expense Schedule, Region V" (Document No, EP 1110-1-8, Volume 5).
GC1-971 doc - Page 30
City of Aspen - General Conditions for Construction Contracts
(2) Rental equipment costs shall be determined using actual invoiced rates less all discounts for
bare equipment rental. Operating costs will be determined based on rates in the above-cited CO.E.
manual.
(3) Mobilization/demobilization costs will be paid if the equipment is mobilized exclusively for
Wark described in a change requested by the Engineer or a Change Order. If the equipment is used
on base contract work, no mobilization or demobilization cost will be paid.
Mobilization/demobilization cost will be based on using the least expensive means to mobilize or
demobilize. Equipment shall be obtained from the. nearest available source. When the least
expensive methods are used, then costs shown in the actual invoice will be the basis for pricing,
11.4.5 Bonds. Insurance. Permits and Taxes. Actual increases or decreases in the cost of premiums for all bonds and
insurance, permit fees, and sales, use or similar taxes related to the Work.
11.4.6 Subcontract Costs. Net cost of subcontractor work at any tier, provided that the cost of the subcontractor is
determined in accordance with the above requirements. When possible, the Contractor shall obtain quotes from two or
more subcontractors,
11.4.7 Overhead and Profit.
(I) Ten percent (10%) of the srun of Section 11.4.1 through Section 11.4,5 above, to cover a
profit for Work performed by that Contractor or subcontractor.
(2) Two percent (2%) of Section 11.4,6 above to cover Contractor's and subcontractor's
overhead and profit for work performed by the Contractor or subcontractor.
(3) Neither the Contractor nor any subcontractor, nor the City in the case of a credit, will
attempt to apply these percentage adjustments in a way which would pyramid either the cost or credit
because a subcontractor or subcontractors at any tier are involved.
11.4,8 Totals as Equitable Adiustment. The Contractor agrees that the total of the above constitutes an equitable
adjustment for any and all damages resulting from a change or due to delay or disruption caused by the City. The
Contractor's choice of idling and Down Time shall not constitute an Citv '5 cause for delay or disruption.
GC1-971 doc - Page 31
City of Aspen - General Conditions for Construction Contracts
11.5 Cost and Pricing Data
11.5.1 Certificate of Current Cost or Pricing Data. The Contractor shall submit a Certificate of Current Cost or
Pricing Data with any agreed upon Contract Price adjustment, but prior to the execution of a Change Order for the work,
in the following format:
Certificate of Current Cost and Pricing Data
This is to certify that, to the best of my knowledge and beiief, the cost of
pricing data submitted in writing to the City in support of
* are accurate, complete, and current as of
** and represent the best prices available from suppliers and
subcontractors. This certification includes the cost of pricing data sup-
porting any advance agreements and forward pricing rate agreements
between the offer or and the City that are part of the proposal.
Firm
Name
Titie
Date
* Identify the appropriate number of the Change Notice.
** Date when pricing negotiations were concluded and price agreement
was reached.
*** Date of signing, which should be as close as practicabie to the date
when the price negotiations were concluded and price agreement reached.
11.5.2 Vendor Statements. The Contractor shall submit in support of all items which are not unit prices or hnnp slUll
prices established by the Contract, statements by the affected vendors that the prices are not in excess of those previously
charged to the City or the supplier's regular connnercial customers for the sarne items,
11.5.3 Price Reductions for Defective Costs or Pricing Data. If it is later determined that pricing adjustments to the
Contract were not correct due to incomplete or inaccurate pricing data by the Contractor or any subcontractor or supplier
or that lower prices were readily available, the price shall be reduced accordingly and the Contract modified by a
Change Order.
I1.6 Variation in Quantity of Unit Priced Items:
Where the quantity of a unit-priced item in this Contract is an estimated quantity and the actual quantity of the unit-
priced item varies more than 25 /Jercent above or below the estimated quantity, an equitable adjustment in the Contract
Price may be made by a written Change approved by the Contractor and the Engineer. The equitable adjustment shall
be based upon any increase or decrease in cost due solely to the variation above 125 percent or below 75 percent of the
estimated quantity, The City at any time after the award of the Contract, may delete Bid items, provided that the total of
such deletions does not exceed twentv five /Jercent (25%) of the total Contract Price, and such deletions will not justifY
an increase in other Bid prices. If the quantity variation is such as to cause an increase in the time necessary for
completing the Work the Contractor may request in writing, an extension of time only.
ARTICLE 12 - Reserved
ARTICLE 13 - WARRANTY AND GUARANTEE; TESTS AND INSPECTIONS;
REMOVAL OR ACCEPTANCE OF DEFECTIVE WORK
CORRECTION,
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City of Aspen - General Conditions for Construction Contracts
13.1 Warranty:
13 .1.1. The Contractor warrants and guarantees to City that all Work, whether supplied, furnished, installed, provided,
or performed by Contractor, a Subcontractor, or Supplier, will be in accordance with the Contract Docwnents and will
not be Defective. All Defective Work, whether or not in place, nmst be rejected, corrected or accepted as provided in
this Article 13. Work shall be performed in a skillful and workmanlike manner. Except where longer periods of warranty
are indicated for certain items, Contractor warrants Work, whether furnished, installed, provided, performed or supplied
by Contractor, a Subcontractor or Supplier, to be free from faulty materials and workmanship for a period of not less
than One Year from date of Substantial Completion, which One Y ~ar period shall be covered by the Maintenance
Bond and Payment Bond as specified in the Contract Docwnents, Landscaping replacement shall be warranted for two
growing seasons.
13.1.2. The Contractor, at no additional expense to the City, shall remedy damage to equipment, the site, or the
buildings or the contents thereof that is the result of any failure or defect in the Work, and restore any work damaged in
fulfilling the requirements of the Contract Documents.
13,1.3, With respect to all warranties, express or implied, from Subcontractors, manufacturers, or Suppliers for Work
performed and materials furnished under the Agreement, the Contractor shall:
13.1.3.1. Obtain all warranties that would be given in normal counnercial practice, To the extent that the
Subcontractor's, manufacturer's, or Supplier's, standard warranty exceeds the minimum City
requirements as set forth in this Article or elsewhere in the Contract Docwnents, the
Subcontractor's, manufacturer's, or Supplier's standard warranty shall apply. Otherwise, the
Contractor shall be responsible for a Two Year term under the Maintenance Bond.
13.1.3.2. Require all warranties to be executed, in writing, for the benefit of the City, if directed by the
Engineer or.
13,1.3,3. Enforce all warranties for the benefit of the City, if directed by the Engineer.
13.1.3.4. Assign all warranties and guarantees in writing to the City upon the request of the City.
13,1.4, Notwithstanding anything to the contrary above, the Contractor shall warrant that all equipment which are
incorporated into the Work or any subsystem shall be new, free from liens and defects in design, have clear title, be free
from faulty materials and workmanship, and shall conform in all aspects to the terms of the Contract Documents, to the
drawings issued for manufacture by the Contractor, and shall be in conformance with the Technical Specifications and
Contractor's Proposal (except in those instances where the Contractor's Proposal has been amended by subsequent
Technical Specifications). Unless the warranty period is otherwise extended or modified, the following warranty shall
apply. Ifwithin Five (5) Years from the date each piece of equipment incorporated into the Work or any subsystem is
accepted by the City, it appears that the equipment or any part thereof does not conform to the above warranty and
guarantee provisions, and the City so notifies the Contractor within a reasonable time after its discovery, the Contractor
shall thereupon promptly correct such nonconformity to the satisfaction of the City, at the Contractor's sole expense;
failing which the City may reject the item and cover by purchasing substitut~ items or the City may proceed to make
corrections or accomplish the Contractor's performance by the most expeditious means available,' the cost of cover or
correction shall be charged to the Contractor.
13.1.4.1. The preservation, packaging, packing, and marking, and the preparation for, and method of, shipment
of such equipment shall conform with the requirements of the Contract Documents.
13,1.4.2, When return, corrections, or replacement is required, transportation charges and responsibility for the
supplies and equipment while in transit shall be borne by the Contractor.
13,1.5. In addition to the foregoing, in the event that any single component in the Work experiences failures during the
warranty period such that the nwnber of failures under normal service conditions exceeds ten percent (10%) of the Work
population of that component, the Contractor shall perform a design defects analysis, If the analysis shows the
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City of Aspen ~ General Conditions for Construction Contracts
component design to be defective, the component shall be redesigned, and the entire population of that component sball
be replaced and/or retrofitted.
13.1.6. Whenever there is a conflict between the warranties required by the .Contract Documents and the warranty
provided by a Subcontractor, manufacturer or Supplier, the terms and conditions of the warranty that affords the City the
greatest protection shall be binding upon the Contractor.
13 ,1. 7. The above warranties or other warranties agreed to by Contractor shall not limit the City's rights under other
provisions of this Article with respect to latent defects, gross mistakes, or fraud.
13.1.8. Neither the foregoing nor any provision in the Contract Documents, nor any special guarantee time limit, shall
be held to limit the Contractor's liability for defects, to less than the legal limit of liability in accordance with the law of
the place ofbuilding.
13.1.9. Any supplies or equipment, or parts thereof, corrected or furnished in replacement under this Article, shall also
be subject to the terms of the warranty provisions herein to the same extent as supplies and equipment initially delivered.
The warranty, with respect to supplies, equipment, or parts thereof, shall be equal in duration as if initially delivered and
shall run from the date of delivery of the corrected or replaced supply, or upon the date it is placed in service, whichever
is later.
13.2 Access to Work:
The Engineer and the Engineer's representatives, other representatives of the City, testing agencies and governmental
agencies with jurisdictional interests shall have access to the Work, at any time for their observation, inspecting and
testing. Contractor shall provide proper and safe conditions for such access,
13.3 Tests and Inspections:
13.3.1. The Contractor shall cooperate with material testing persons and firms, and for required inspections, and
compliance and approval tests for the Work performed by the Contractor or hislher Subcontractor(s),
13.3,2, If Laws or Regulations of any public body having jurisdiction require any Work (or part thereof) to specifically
be inspected, tested or approved, the Contractor shall assume full responsibility therefore, pay all costs in connection
therewith and furnish the Engineer the required certificates of inspection, testing or approval. The Contractor shall also
be responsible for and shall pay all costs in connection with any inspection or Re-testing required in connection with the
City's or the Engineer's acceptance of a Supplier of materials or equipment proposed to be incorporated in the Work, or
of materials or equipment submitted for approval prior to The Contractor's purchase thereof for incorporation in the
Work. The cost of all inspections, testing, re-testing and approvals in addition to the above that are required by the
Contract Documents shall be paid by the Contractor (unless otherwise specified), The City will conduct and pay for the
conformance tests on materials installed in-place, and the Contractor shall pay for re-testing of all failing and non-
conforming materials thereafter.
13.3.3. All inspections, tests or approvals other than those required by Laws or Regulations of any public body having
jurisdiction shall be performed by professional firms or certified materials laboratories acceptable to the Engineer.
13.3.4, If any Work (including the work of others) that is to be inspected, tested or approved is covered without written
concurrence of the Engineer, it must, be uncovered for observation, Such uncovering and testing when required by the
Engineer shall be at the Contractor's expense,
13.3.5. Neither observations by the Engineer nor inspections, tests or approvals by others shall relieve the Contractor
from the Contractor's obligations to perform the Work in accordance with the Contract Documents,
13.4 Uncovering Work:
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City of Aspen ~ General Conditions for Construction Contracts
13.4.1. If any Work is covered contrary to the written request of the Engineer it must, if requested by the Engineer, be
uncovered for the Engineer's observation and replaced at the Contractor's expense,
13.4.2, If the Engineer considers it necessary or advisable that covered Work be observed by the Engineer or inspected
or tested by others, the Contractor, at the Engineer's request, shall uncover, expose or otherwise make available for
observation, inspection or testing as the Engineer may require, that portion of the Work in question, furnishing all
necessary labor, material and equipment. If it is found that such Work is Defective, the Contractor shall bear all direct;
indirect and consequential costs of such uncovering, exposure, observation, inspection and testing and of satisfactory
reconstruction, (including but not limited to fees and charges of engineers, architects, attorneys and other professionals),
and the City shall be entitled to an appropriate decrease in the Contract Price,
13.5 City May Stop The Work:
If the Work is defective, or the Contractor fails to supply sufficient skilled workers or suitable materials or equipment, or
fails to furnish or perform the Work in such a way that the completed Work will conform to the Contract Documents, the
City may order the Contractor to stop the Work, or any portion thereof, until the cause for such order has been
eliminated; however, this right of the City to stop the Work shall not give rise to any duty on the part of the City to
exercise this right for the benefit of the Contractor or any other party,
13.6 Correction or Removal of Defective Work:
If required by the Engineer or the City, the Contractor shall promptly, as directed, either correct all Defective Work,
whether or not fabricated, installed or completed, or, if the Work has been rejected by the Engineer or the City, remove
it from the site and replace it with non-defective Work. The Contractor shall bear all direct, indirect and consequential
costs of such correction or removal (including but not limited to fees and charges of engineers, architects, attorneys and
other professionals) made necessary thereby,
13. 7 Correction Period:
Ifwithin Two Years after the date of Substantial Completion or such longer period of time as may be prescribed by LaWs
or Regulations or by the terms of any applicable special guarantee required by the Contract Documents or by any
specific provision of the Contract Documents, any Work is found to be Defective, the Contractor shall promptly without
cost to City and in accordance with City's written instructions, either correct such Defective Work, or, if it has been
rejected by City, remove it from the site and replace it with non-defective Work. If the Contractor does not promptly
comply with the terms of such instructions, or in an emergency where delay would cause serious risk ofloss or damage,
the City may have the Defective Work corrected or the rejected Work removed and replaced, and all direct, indirect and
consequential costs of such removal and replacement (including but not limited to fees and charges of engineers,
architects, attorneys and other professionals) will be paid by the Contractor. Tn special circwnstances where a particular
item of equipment or portion ofW ork is placed in continuous service before Substantial Completion of all the Work, the
correction period for that item may start to run from an earlier date if so provided in the Specifications or by Written
Amendment. Landscaping replacement shall be warranted for two growing season,
13.8 Acceptance of Defective Work:
If, instead of requiring correction or removal and replacement of Defective Work, the City prefers to accept it, the City
may do so, The ContraCtor shall bear all direCt, indirect and consequential costs attributable to the City's evalnation of
and determination to accept such Defective Work. All accepted defective Work shall be subject to significant price
reduction acceptable to the City and the City Engineer.
13.9 City May Correct Defective Work:
If the Contractor fails within Ten (JOI consecutive calendar davs after written notice of the Engineer or the City to
proceed to correct and to correct Defective Work or to remove and replace rejected Work as required by the Engineer or
the City in accordance with paragraph 13,6" or if the Contractor fails to perform the Work in accordance with the
Contract Documents, or if the Contractor fails to comply with any other provision of the Contract Documents, the City
GC1-971 doc - Page 35
City of Aspen M General Conditions for Construction Contracts
may, after seven days' written notice to the Contractor, correct and remedy any such deficiency. In exercising the rights
and remedies under this paragraph the City shall proceed expeditiously to the extent necessary to complete corrective
and remedial action, The City may exclude the Contractor from all or part of the site, take possession of all or part of
the Work, and suspend the Contractor's services related thereto, take possession of the Contractor's tools, appliances,
construction equipment and machinery at the site and incorporate in the Work all materials and equipment stored at the
site or for which the City has paid the Contractor but which are stored elsewhere, The Contractor shall allow the City,
the City's representatives, agents and employees such access to the site as may be necessary to enable the City to
exercise the rights and remedies under this paragraph. All direct, indirect and consequential costs of the City in
exercising such rights and remedies will be charged against the Contractor, and a Change Order will be issued by the
City incorporating the necessary revisions in the Contract Price. Such direct, indirect and consequential costs will
include but not be limited to fees and charges of engineers, architects, attorneys and other professionals, all court costs
and all costs of repair and replacement of work of others destroyed or damaged by correction, removal or replacement of
the Contractor's Defective Work. The Contractor shall not be allowed an extension of the Contract Time because of any
delay in performance of the Work attributable to the exercise by the City of the City's rights and remedies hereunder.
13.10 Unauthorized Work:
Work performed beyond the lines and grades on the Drawings or approved Design Docwnents, Construction Documents
or Shop Drawings and extra work done without written authorization, will be considered as unauthorized work, and the
Contractor will receive no compensation therefore. If required by the City, unauthorized work will be remedied,
removed, or replaced by the Contractor at the Contractor's expense. .
ARTICLE 14 - PAYMENTS TO CONTRACTOR AND COMPLETION
14.1 Determination of Work Value:
The Work quantities recorded on the City of Aspen Engineering Department's Daily Construction Log forms shall serve
as the basis for preparation and justification of the progress payments. Payments to the Contractor shall be prepared on
the City of Aspen Engineering Department's Progress Pay Estimate Form on account of Unit Price Work based on the
nwnber of units actually installed complete in place and transferred from the Daily Construction Logs,
14.2 Application for Progress Payment:
14.2,1. Progress payments shall be made once each month as the Work progresses, when the Contractor is performing
satisfactorily under the terms of the Contract Docwnents, Said payments shall be based upon progress estimates
prepared by the Engineer, of the value of work performed and materials placed in accordance with the Contract
Documents and the value of materials on hand in accordance with these General Conditions, The amount of the progress
estimate to be paid to the Contractor shall be subject to the following:
14.2.1.1 STANDARD RETAINMENT~ The City shall make a deduction from the progress estimate in the
amount considered necessary to protect the interests of the City, pursuant to Section 24-91-103, CRS. That amount to be
retained shall be as follows: (a) for contract price ofless than $50,000 the retained amount shall be 10% of the value of
the completed work; (b) for contract price between $50,000 to $1,000,000.00 the retained amount shall be 7% of the
value of the completed work; and, (c) for contract price over $1,000,000,00 the retained amount shall be 5% of the value
of the completed wo,k. No finther retainment shall be withheld if the Contractor makes satisfactory progress in the
Contract Work. The amount retained shall be in effect until such time as fmal payment is made, with the following
exceptions:
a) When one hundred Percent (100%) of the Work has been complete, the Engineer may, at hislher discretion,
reduce the retained amount by fifty percent (50%) of the required retainage,
b) Upon one hundred percent (100%) completion and acceptance of the project, the Engineer may reduce the
retainment to fifty percent of the required retainage, In addition to standard retainment, the City shall withhold
GC1-971doc - Page36
City of Aspen - General Conditions for Construction Contracts
funds for claims against the Contractor filed by Subcontractors and Suppliers, pursuant to Section 38-26-107,
CRS.
14.2.2. NO PAYMENT, A progress payment shall not be made when the total value of the work
done since the last estimate amounts is less than $500.00.
14.2.3. LUMP SUM ITEMS. All lump sum Bid items shall be paid on a pro-rata basis determined by the percentage of
the total Work completed or if the Bid item is installed or completed One Hundred Percent (JOO%) in place and
accepted by the Engineer.
14,2.4, SUBCONTRACTOR PAYMENTS. Tn addition to the other requirements regarding subcontracting the Work,
the Contractor is responsible for prompt payments to all Subcontractors. As a minimum, the Contractor is responsible
for prompt payments to all Subcontractors. As a minimum, the Contractor shall incorporate provisions in all
subcontracts to satisfy the following requirements:
14.2.4.1. The Contractor shall make payments to all Subcontractors at least once each month as the Work
progresses, when the Subcontractor is perfonning satisfactorily under the terms of the Contract Documents
between the Contractor and Subcontractor;
14.2.4,2, Payments to Subcontractors shall be based on all moneys due the Subcontractor under the terms of
the contract between the Contractor and Subcontractor;
The Contractor shall make payments to Subcontractors within 10 days of receipt of the City's payment to the
Contractor;
Subcontractors and lower tier subcontractors shall make payments to their subcontractors, according to the
requirements above and shall make payments within 10 days of receipt of payment from the next higher tier.
14.3 Contractor's Warranty of Title:
The Contractor warrants and guarantees that title to all Work, materials and equipment covered by any progress pay
estimate approved for Payment, whether incorporated in the Project or not, will pass to the City no later than the time of
payment free and clear of all Liens,
14.4 Engineer's Review of Progress Payments.
14.4.1. The Engineer's recommendation of any payment requested in an Application for Payment will constitute a
representation by the Engineer to the City, based on the Engineer's on-site observations of the Work in progress and on
the Engineer's review of the pay estimate form and the accompanying data and schedules that the Work has progressed
to the point indicated; that to the best of the Engineer's knowledge, infonnation and belief, the quality of the Work is in
accordance with the Contract Documents (subject to an evaluation of the Work as a functioning whole prior to or upon
Substantial Completion, to the results of any subsequent tests called for in the Contract Documents, to a final
determination of quantities and classifications for Duit Price Work in the Bid Proposal fonn, and to any other
qualIfications stated in the recommendation); and that the Contractor is entitled to payment of the amount recommended,
However, by recommending any such payment the Engineer will not thereby be deemed to have represented that
exhaustive or continuous on-site inspections have been made to check the quality or the quantity of the Work beyond the
responsibilities specifically assigned to the Engineer in the Contract Documents or that there may not be other matters or
issues between the parties that might entitle the Contractor to be paid additionally by the City or the City to withhold
payment to Contractor.
14.4.2. The Engineer may refuse to recommend the whole or any part of any payment if, in the Engineer's opinion, it
would be incorrect to make such representations to the City, The Engineer may also refuse to recommend any such
payment, or, because of subsequently discovered evidence or the results of subsequent inspections or tests, nullify any
GC1-971 doc - Page 37
City of Aspen ~ General Conditions for Construction Contracts
such payment previously recommended, to such extent as may be necessary in the Engineer's opinion to protect the City
from loss because:
14.4.2,1. The Work is Defective, or completed Work has been damaged requiring
correction or replacement;
14.4.2.2, The Contract Price has been reduced by Written Amendment or Change Order;
14.4,2.3. The City has been required to correct Defective Work or complete Work in
accordance with paragraph 13.9.; or,
14.4.2.4. Of the Engineer's actual knowledge of the occurrence of any of the events
enumerated in Article 15,
The City may refuse to make payment of the full amount recommended by the Engineer because claims have been made
against the City on account of the Contractor's performance or furnishing of the Work or Liens have been fIled in
connection with the Work or there are other items entitling the City to a set-off against the amount recommended, but the
City nmst give the Contractor immediate written notice (with a copy to the Engineer) stating the reasons for such action,
14.5 Substantial Completion:
14,5.1. The date accepted by the City when the construction of all Work items in the project or a specified part thereof
is One hundred oereen! (] 00%) completed, in accordance with the Contract Documents, so that the project or specified
part can be utilized for the purpose for which it is intended shall establish substantial completion for the project or for a
specified part,
14.5.2, When the Contractor considers the entire Work ready for its intended use, the Contractor shall coordinate with
the City an inspection of the Work and conduct such tests as required to ensure the Work meets or exceeds all
Performance Standards to help determine the status of completion, If the City does not consider the Work satisfactorily
complete, the Engineer shall notify the Contractor in writing giving the reasons therefore, There shall be a Punch List of
the items to be completed before fmal inspection and final payment At the time of delivery of the completed punch list
items, the City must conduct a fmal inspection and upon acceptance by the City, the Contractor shall deliver a fully
executed Claim Release form to facilitate the project closure.
14.6 Partial Utilization:
Use by the City of any finished part of the Work, which has specifically been identified in the Contract Documents, or
which the City, the Engineer and the Contractor agree constitutes a separately functioning and useable part of the Work
that can be used by the City without significant interference with the Contractor's performance of the remainder of the
Work, may be accomplished prior to Final Completion of all the Work subject to the following:
14,6.1. The City at any time may request the Contractor in writing to permit the City to use any such part of the Work
which the City believes to be ready for its intended use and substantially complete. If the Contractor agrees, the
Contractor will certify to the City and the City Engineer that said part of the Work is substantially complete.
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City of Aspen - General Conditions for Construction Contracts
14.7 Final Inspections:
Upon written notice from the Contractor that the entire Work or an agreed portion thereof is complete, the City will
make a final inspection with the Engineer and the Contractor and will notify the Contractor in writing of all particulars in
which this inspection reveals that the Work is incomplete or Defective. The Contractor shall innnediately take such
measures as . are necessary to remove and eliminate all such deficiencies. AU deficiencies or incomplete W ork items
shall be recorded by the City Project Tnspector on a Punch List Sheet( s) and distnbuted to the Contractor and the
Engineer innnediately.
14.8 Final Progress Payment:
14.8.1. After the Contractor has completed all such corrections to the satisfaction of the City and delivered all
maintenance and operating instructions, schedules, guarantees, as-built documentation (as provided in paragraph 6.12)
and other documents - all as required by the Contract Documents, and after the City has indicated that the Work is
acceptable, the Contractor shall deliver to the Engineer a fully executed and notarized Claim Release Form and the City
Engineering Department will advertise for project closure and release of the final retainment. The final pay estimate will
consist of retainment amount only. Final payment will be released following a thirty (30) day waiting period from the
date of the second publication of the advertisement for final settlement and closure if no verified claim has been filed
with the City,
14.9 Settlement Date, Notice to Subcontractors, Acceptance and Final Payment:
If, on the basis of the Engineer's observation of the Work during construction and final inspection, and the Engineer's
review of the final progress Payment and accompanying documentation - all as required by the Contract Documents, the
Engineer represents to the City that the Work has been completed and the City is satisfied that the Work has been
completed and the Contractor's other obligations under the Contract Documents have been fulfilled, the City shall canse
to be published on two (2) consecutive weeks in the weekly editions of the Aspen Times, a public notice setting a fmal
settlement date; which said settlement date shall be at least ten (10) days after the second publication. Said notice shall
advise all persons, co-partnerships, associations of persons, companies, or corporations that have furnished labor,
provisions, materials, team hire, sustenance, or other supplies used or consumed by Contractor or his subcontractor( s),
that they may file a claim with the City, at any time up to and including the time of final settlement. Upon filing of any
such claim, the City shall withhold from retainment withheld in accordance with the Contract Documents, to insure the
payment of said claims until the same have been paid or such claims as filed have been withdrawn, such payment or
withdrawal to be evidenced by filing with City a receipt in full or an order for withdrawal in writing and signed by the
person filing such claim or his duly authorized agents or assigns. Such funds shall not be withheld longer than Ninetv
Davs following the date fixed for final settlement as published unless an action is connnenced within that time to enforce
such unpaid claim and a notice of Lis Pendens is filed with the City. At the expiration of such ninety day period, the City
shall pay to Contractor such moneys and funds as are not subject of suit and Lis Pendens notices and shall retain
thereafter, subject to the final outcome thereof, only such balance of funds to insure the payment of judgments which
may result from such suit.
14.8.2. If, the remaining balance to be held by the City for Work not fully completed or corrected is less than the
retainage set forth at paragraph 14.2., and if Bonds have been furnished as required in Article 5, the written consent of
the surety to the payment of the balance due for that portion of the Work fully completed and accepted shall be
submitted by the Contractor to the Engineer. Such payment shall be made under the tenus and conditions governing
final payment, except that it shall not constitute a waiver of claims.
14.10 Contractor's Continuing Obligation:
The Contractor's obligation to perform and complete the Work in accordance with the Contract Documents shall be
absolute, Neither recommendation of any progress or fmal payment by the Engineer, nor the issuance of a certificate of
Substantial Completion, nor any payment by the City to the Contractor under the Contract Documents, nor any act of
acceptance by the City nor any failure to do so, nor any review and approval of a Shop Drawing or sample submission,
nor the issuance of a notice of acceptability by the Engineer pursuant to paragraph 14.9, nor any correction of Defective
GC1 971 doc - Page 39
City of Aspen ~ General Conditions for Construction Contracts
Work by the City will constitute an acceptance of Work not in accordance with the Contract Documents or a release of
the Contractor's obligation to perform the Work in accordance with the Contract Documents,
14.11 Liquidated Damages:
14,11,1, TIME FOR COMPLETION: Tt is hereby understood and mutually agreed, by and between the Contractor and
the City, that the date of beginning Work and the time of completion as specified herein are essential conditions of the
Agreement. The Contractor agrees that said Work shall be prosecuted regularly, diligently, and at such rate of progress
as will ensure completion within the time(s) specified. Tt is expressly understood and agreed, by and between the
Contractor and the City, that the time( s) for completion of the Work described herein are reasonable time( s) for the
completion of the Work, taking into consideration the average climatic conditions prevailing in the locality of the Work.
14.11.2. TIME IS OF THE ESSENCE TO THE AGREEMENT: It is further agreed that time is of the essence in
completing the Work, and that the Project Work Schedule referenced at paragraph 6.9. and the Submittal Schedule
referenced at paragraph 6,3, and all dates set forth therein and where in the Contract Documents, an additional time is
allowed for the completion of the Work, the new time limit fixed by such extension shall be of the essence of the
Contract.
14.11.3. LIQUIDATED DAMAGES: Substantial Completion of the Construction Phase are of paramount importance
to the City, If any portion of the Work is not completed in accordance with any time extensions granted by the City, the
City will suffer damage, the extent of which will be impractical and extremely difficult to estimate accurately, Therefore,
as part of the consideration for executing the Contract, it is hereby agreed that the Contractor shall pay to the City the
amounts specified in the Liauidated Dama"e. Farm included in the Contract Documents. TIris particular provision shall
not be construed as a penalty upon said Contractor for failing fully to complete said Work as agreed in the Proposal and
Contract Documents nor is it intended, but as Liquidated Damages to compensate the City for all costs incurred as a
result of such breach of Contract.
14,11.4. DELAYS IN WORK COMPLETION OF CQNS1RUCTION PHASE: Subject to the terms of "Excusable
Delays", as contained in Section 14.11.6. of the General Conditions, the Contractor expressly agrees to pay the City as a
reasonable estimate of just compensation for damages contemplated with the clause, the amount set forth in the
Liquidated Damages Form for each consecutive calendar day that Substantial Completion is delayed in the Construction
of the project. Tn no event shall the total amount of liquidated damages exceed TweniV Percent (20%) of the total
Contract Price for the Construction.
14,11.5, DELAYS IN SUBMITTAL OF AS-BUILT DOCUMENTATION: Should the Contractor fail to make
delivery of the as-built documentation covered in the Contract Documents prior to release of the final payment, it shall
pay liquidated damages to the City the amounts equal to preparation cost of the As-Built drawings by the City and its
Engineers and Surveyors.
14.11.6. EXCUSABLE DELAYS - FORCE MAJEURE: If, by reason of Force Majeure, any party hereto shall be
rendered unable wholly or in part to carry out its obligations under this Agreement then such party shall give notice and
full particulars of such Force Majeure in writing to the other party within a reasonable time after occurrence of the event
or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure,
shall be suspended during the continuance of the liability then claimed, but for no longer period, and any such party shall
remove or overcome such inability with all reasonable dispatch. The term Force Majeure as employed herein, shall mean
acts of God, strikes, lockouts, or other industrial disturbances, acts of public enemy, orders of any kind of the
Government of the Uuited States or the State of Colorado or any political subdivision, except the City, or any civil or
military authority, instuTection, riots, epidemics, landslides, lightning, earthquakes, flIes, hurricanes, stonns, floods,
washouts, droughts, arrests, restraint of government and people, civil disturbances, explosions, breakage or accidents to
machinery, pipelines, or canals, or other causes not reasonably within the control of the party claiming such inability, Tt
is understood and agreed that the settlement of strikes and lockouts shall be entirely within the discretion of the party
having the difficulty, and that the above requirement that any Force Majeure shall be remedied with all reasonable
dispatch shall not require the settlement of strikes and lockouts by acceding to the demands of the opposing party or
parties when such settlement is unfavorable to it in the judgment of the party having the difficulty.
GC1-971 doc - Page40
City of Aspen - General Conditions for Construction Contracts
14.11.7. CUMULATNE REMEDY: The liquidated damages referred to herein are intended to be and are cumulative
and shall be in addition to every other remedy now or hereafter enforceable at law, in equity, by statute, or under
contract.
ARTICLE 15 - SUSPENSION OF WORK AND TERMINATION
15.1 City May Suspend Work:
The City may, at any time and without cause, suspend the Work or any portion thereof for a period of not more than
ninety days by notice in writing to the Contractor and will fix the date on which work will be resruned, The Contractor
shall resrune the Work on the date so fixed. The Contractor shall be allowed an increase in the Contract Price or an
extension of the Contract Time, or both if the Consecutive Calendar Davs are used to complete the Work , directly
attributable to any suspension if the Contractor makes an approved claiIn therefor as provided in Article II. Other Work
suspensions such as delayed start or phased construction shall not entitle the Contractor to any compensation of payment
or time.
15.2 City May Terminate:
Upon the occurrence of anyone or more of the following events:
15.2.1. If the Contractor commences a voluntary case under any chapter of the Bankruptcy Code (Title II,
United States Code), as now or hereafter in effect, or if Contractor takes any equivalent or' similar action by
filing a petition or otherwise under any other federal or state law in effect at such time relating to the
bankruptcy or insolvency;
15.2.2. If a petition is filed against Contractor under any chapter of the Bankruptcy Code as now or hereafter
in effect at the time of filing, or if a petition is filed seeking any such equivalent or similar relief against
Contractor under any other federal or state law in effect at the time relating to bankruptcy or insolvency;
15.2.3, If the Contractor makes a general assignment for the benefit of creditors;
15.2.4, If a trustee, receiver, custodian or agent of Contractor is appointed under applicable law or under
contract, whose appointment or authority to take charge of property of Contractor is for the purpose of
enforcing a Lien against such property or for the purpose of general administration of such property for the
benefit of Contractor's creditors;
15.2.5, Tf the Contractor admits in writing an insbility to pay its debts generally as they become due;
15.2,6, Tfthe Contractor persistently fails to perform the Work in accordance with the Contract Documents
(including but not limited to, failure to supply sufficient skilled workers or suitable materials or equipment or
failure to adhere to the progress schedule established under paragraph 2,9 as revised from time to time);
15.2,7. If the Contractor disregards Laws or Regulations of any public body having jurisdiction;
15.2,8. Tfthe Contractor disregards the authority of Architect; or,
15.2.9. Tf the Contractor otherwise violates in any substantial way any provisions of the Contract Documents:
The City may, after giving the Contractor (and the surety, if there be one) seven days written notice and to the extent
permitted by Laws and Regulations, terminate the services of Contractor, exclude the Contractor from the site and take
possession of the Work and of all the Contractor's tools, appliances, construction equipment and machinery at the site
and use the same to the full extent they could be used by the Contractor (without liability to the Contractor for trespass
or conversion), incorporate in the Work all materials and equipment stored at the site or for which the City has paid the
Contractor but which are stored elsewhere, and fmish the Work as the City may deem expedient. In such case the
GC1-971 doc - Page 41
City of Aspen - General Conditions for Construction Contracts
Contractor sball not be entitled to receive any further payment until the Work is finished. Tf the unpaid balance of the
Contract Price exceeds the direct, indirect and consequential costs of completing the Work (including but not limited to
fees and charges of engineers, architects, attorneys and other professionals and court and arbitration costs) such excess
will be paid to the Contractor. If such costs exceed such unpaid balance, the Contractor shall pay the difference to the
City. Such costs incurred by the City will be approved as to reasonableness by the Engineer and incorporated in a
Change Order, but when exercising any rigbts or remedies under this paragraph the City shall not be required to obtain
the lowest price for the Work performed.
15.2.10. Where the Contractor's services have been so terminated by the City, the termination will not affect any rights
or remedies of the City against the Contractor then existing or which may thereafter accrue. Any retention or payment of
moneys due the Contractor by the City will not release the Contractor from liability, .
15.2,11. Upon seven days' written notice to the Contractor, the City may, without cause and without prejudice to any
other right or remedy, elect to abandon the Work and terminate the Contract. In such case, the Contractor shall be paid
for all Work executed and any expense sustained plus reasonable termination expenses,
15.3 Contractor May Stop Work or Terminate:
Tf, through no act or fault of the Contractor, the Work is suspended for a period of more than ninety days by the City or
under an order of court or other public authority, then the Contractor may, upon seven days written notice to the City and
the Engineer, terminate the Contract and recover from the City payment for all Work executed and installed in place and
any expense sustained plus reasonable termination expenses, The provisions of this paragraph shall not relieve the
Contractor of the obligations under Article 6 to carry on the Work in accordance with the progress schedule and without
delay during disputes and disagreements with the City,
ARTICLE 16 - MISCELLANEOUS
16.1 Nondiscrimination
During the performance of this Contract, the Contractor agrees as follows:
16,1.1. The Contractor will not discriminate against any employee or applicant for employment because of
race, color, religion, sex, national origin, age, marital status, sexual orientation, being handicapped, a disadvantaged
person, or a disabled or Viet Nam era veteran, The Contractor will take affirmative action to insure that applicants are
employed, and that employees are treated during employment without regard to their race, color, religion, sex, national
origin, sex, age, sexual orientation, handicapped, a disadvantaged person, or a disabled or Viet Nam era veteran, Such
action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer; recruitment or
recruitment advertising; layoff or termination; rates of payor other forms of compensation; and selection for training,
including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants
for employment, notices to be provided setting forth the provisions of this nondiscrimination clause.
16.1.2, The Contractor, with regard to the Work performed by it during the Contract, shall not discriminate
on the grounds of race, color, religion, sex, national origin, sexual orientation, age, marital status, being handicapped, a
disadvantaged person, or a disabled or Viet Nam era veteran in the selection and retention of Subcontractors, including
procurements of materials and leases of equipment.
16.1,3. The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the
contractor, state that all qualified applicants will receive consideration for employment without regard to race, color,
religion, sex, national origin, sexual orientation, age, marital status, being handicapped, a disadvantaged person, or a
disabled or Viet Nam era veteran,
16.1.4. In all solicitations either by competitive bidding or negotiation made by the Contractor for work to be
performed under a subcontract, including procurements of materials or leases of equipment, each potential
Subcontractor or Supplier shall be notified by the Contractor of the subcontractor's obligations under this Contract and
the . regulations relative to nondiscrimination on the grounds of race, color, religion, sex, national origin, sexual
orientation, age, marital status, being handicapped, a disadvantaged person, or a disabled or Viet Nam era veteran.
GC1-971 doc - Page 42
City of Aspen - General Conditions for Construction Contracts
16,1.5. The Contractor will send to each labor union or representative of workers, with which it has a
collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union
or workers' representatives of the contractor's commitments under this section, and shall post copies of the notice in con-
spicuous places available to employees and applicants for employment.
16.2 GivingNotice:
Whenever any provision of the Contract Documents requires the giving of written notice, it will be deemed to have been
validly given if delivered in person to the individual or to a member of the firm or to an officer of the corporation for
whom it is intended, or if delivered at or sent by registered or certified mail, postage prepaid, to the last business address
known to the giver of the notice,
16.3 Computation of Time:
16.3,1. When any period of time is referred to in the' Contract Documents by days, it will be compu~d to exclude the
first and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day
made a legal holiday by the law of the applicable jurisdiction, such day will be omitted from the computation,
16.3.2. A consecutive calendar day of twenty-four hours measured from midnight to the next midnight shall constitu~
a day, A working day is any day; Monday through Friday of each week, also called business day,
16.4 General:
Should the City or the Contractor suffer injury or damage to person or property because of any error, omission or act of
the other party or of any of the other party's employees or agents or others for whose acts the other party is legally liable,
claim will be made in writing to the other party within a reasonable time of the first observance of such injury or
damage. The provisions of this paragraph shall not be construed as a substitute for or a waiver o.f the provisions of any
applicable statute oflimitations or repose,
16.4.1. The duties and obligations imposed by these General Conditions and the rights and remedies available
hereunder to the parties hereto, and, in particular but without limitation, the warranties, guarantees and obligations
imposed upon the Contractor by the General Conditions, and all of the rights and remedies available to the City
thereunder, are in addition to, and are not to be construed in any way as a limitation of, any rights and remedies available
to any or all of them which are otherwise imposed or available by Laws or Regulations, by special warranty or guaran~e
or by other provisions of the Contract Documents, and the provisions of this paragraph will be as effective as if repeated
specifically in the Contract Documents in connection with each particular duty, obligation, right and remedy to which
they apply, All representations, warranties and guarantees made in the Contract Documents will survive fina1 payment
and tennination or completion of the Agreement.
16.5 Independent Contractor Status:
It is expressly acknowledged and understood by the parties that nothing in this agreement shall result in, or be construed
as establishing an employment relationship. The Contractor shall be, and shall perform as, an independent the Contractor
who agrees to use his best efforts to provide the Work on behalf of the City. No agent, employee, or servant of the
Contractor shall be, or shall be deemed to be, the employee, agent or servant of the City. The City is interested only in
the results obtained under the Contract Documents, The manner and means of conducting the Work are under the sole
control of the Contractor. None of the benefits provided by the City to its employees including, but not limited to,
worker's compensation insurance and unemployment insurance, are available from the City to the employees, agents or
servants of the Contractor. The Contractor shall be solely and entirely responsible for its acts and for the acts of the
Contractor's agents, employees, servants and subcontractors during the performance of the Contract.
THE CONTRACTOR, AS AN INDEPENDENT CONTRACTOR, SHALL NOT BE ENTIlLED TO
WORKERS' COMPENSATION BENEFITS AND SHALL BE OBLIGATED TO PAY FEDERAL AND
STATE INCOME TAX ON ANY MONEYS EARNED PURSUANT TO THE CONTRACT.
16.6 Prohibited Interest:
GC1-971doc - Page43
City of Aspen - General Conditions for Construction Contracts
No member, officer, or employee of the City of Aspen, Pitkin County or the Town of Snowmass Village shall have any
interest, direct or indirect, in this Agreement or the proceeds thereof.
16.7 Warranties Against Contingent Fees, Gratuities, Kickbacks and Conflict of Interest:
The Contractor warrants that no person or selling agency has been employed or retained to solicit or secure this
Agreement upon an agreement or understanding for a conunission, percentage, brokerage, or contingency fee, excepting
bona fide employees or bona fide established commercial or selling agencies maintained by the Contractor for the
purpose of securing business.
16,7,1. The Contractor agrees not to give any employee or former employee of the City a gratuity or any offer of
employment in connection with any decision, approval, disapproval, recommendation, preparation of any part of a
program requirement or a purchase request, influencing the content of any specification or procurement standard,
rendering of advice, investigation, auditing, or in any other advisory capacity in any proceeding or application, request
for ruling, determination, claim or controversy, or other particular matter, pertaining to this Contract or to any
solicitation or proposal therefor.
16.7.2. It shall be a material breach of the Contract for any payment, gratuity, or offer of employment to be made by or
on behalf of a Subcontractor under a contract to the prime Contractor or higher tier Subcontractor or any person
associated therewith, as an inducement for the award of a Subcontract or order. The Contractor is prohibited from
inducing, by any means, any person employed under this Contract to give up any part of the compensation to which
he/she is otherwise entitled. The Contractor shall comply with all applicable local, state and federal "anti-kickback"
statutes or regulations.
16.8 Payments Subject to Annual Appropriations:
Tfthe contract awarded extends beyond the calendar year, nothing herein shall be construed as an obligation by the City
beyond any amounts that may be, from time to time, appropriated by the City on an annual basis. It is understood that
payment under any contract is conditional upon annual appropriation of funds by said governing body and that before
providing services, the Contractor, if it so requests, will be advised as to the status of funds appropriated for services or
materials and shall not be obligated to provide services or materials for which funds have not been appropriated.
16.9 Contractor Acceptance:
16.9.1. The acceptance by the Contractor of any payment made on the final completion of Work under these General
Conditions, or of any final payment due on termination, shall constitute a full and complete release of the City from any
and all claims, demands and causes of action whatsoever which the Contractor, has or may have against the City under
the provisions of these Contract Documents.
16,9,2. No action shall be maintained by Contractor, its successors or assigns, against the City or the Engineer on any
claims based upon or arising out of this Contract or out of anything done in connection with this Contract unless such
action shall be commenced within 180 days after the date approval of the final progress payment hereunder, or within
180 days of the termination of this Agreement.
GC1-971 doc - Page 44
City of Aspen - General Conditions for Construction Contracts
16.10 Successors and Assigns
This Contract and all of the covenants hereof shall inure to the benefit of and be bidding upon the City and the
Contractor respectively and their agents, representatives, employees, successors, assigns and legal representatives.
Neither the City nor the Contractor shall have the right to assign, transfer or sublet his or her interest or obligations
hereunder without the written consent of the other party.
16.11 Third Parties
This Contract does not and shall not be deemed or construed to confer upon or grant to any third party or parties, except
to parties to whom the Contractor of the City may assign this Agreement in accordance with the' specific written consent,
any rights to claim damages or to bring suit, action or other proceeding against either the City or the Contractor because
of any breach hereof or because of any of the terms, covenants, agreements or conditions herein contained,
16.11 Waiver
No waiver of default by either party of any terms, covenants or conditions hereof to be performed, kept and observed by
the other party shall be construed, or operate as, a waiver of any subsequent default of any of the terms, covenants or
conditions herein contained, to be performed, kept and observed by the other party,
16.13 Contract Made in Colorado
The Parties agree that this Contract was made in accordance with the laws of the State of Colorado and shall be so
construed. Venue is agreed to be exclusively in the courts of Pitkin County, Colorado.
16.14 Attorney's Fees
In the event that legal action is necessary to enforce any of the provisions of this Contract, the prevailing party shall be
entitled to its costs and reasonable attorney's fees,
16.15 Waiver of Presumption
This Contract was negotiated and reviewed through the mutual efforts of the parties hereto and the parties agree that no
construction shall be made or presumption shall arise for or against either party based on any alleged unequal status of
the parties in the negotiation, review or drafting of this Contract.
16.16 Severability Clause:
If any provision of the Contract is subsequently declared by legislative or judicial authority to be unlawful,
unenforceable, or not in accordance with applicable laws, statutes, and regulations of the United States of America or the
State of Colorado, all other provisions of the Contract shall remain in full force and effect.
16.17 Audit and Records
The Contractor shall maintain all data and records pertinent to the Work performed under this Contract, in accordance
with generally accepted accounting principles, and shall preserve and make available all data and records until the
expiration of three (3) vears from the date offmal payment under this Contract, or for such longer period, if any, as is
required by applicable statute or by other articles of the Contract Documents. The a~thorized representatives of the U.s.
Deparlrnent of Transportation, Comptroller General of the United States, the State of Colorado and the City shall have
access to all such data and records for such time period to inspect, audit and make copies thereof during normal business
hours, The Contractor covenants and agrees that it shall require that any Subcontractor utilized in the performance of
this Agreement shall permit the authorized representatives of the United States Department of Transportation, the State
GC1-971doc - Page45
City of Aspen - General Conditions for Construction Contracts
of Colorado, and the City, to similarly inspect and audit all data and records of said Subcontractors relating to the
perfonnance of said Subcontractors under this Agreement for the same time period.
16.18 Audit
16.18.1. COST OR PRICTNG DATA: If the Contractor has submitted cost or pricing data in connection with the
pricing of any modification to the Contract, unless the pricing was based on adequate price competition, established
catalog or market prices of connnercial items sold in substantial quantities to the general public, or prices set by law or
regulation, the Engineer or a representative of the City shall have the right to examine and audit all books, records,
documents, and other data of the Contractor (including computations and projections) related to negotiating, pricing or
performing the modification, in order to evaluate the accuracy, completeness, and currency of the cost and pricing data,
In the case of pricing any modification, the authorized representatives of the U.S. Department of Transportation, and the
State of Colorado shall have the same rights.
16.18.2. AVAILABILITY: The Contractor shall make available at its offices at all reasonable times the materials
described in the Contract Documents, for examination, audit, or reproduction, until three (3) years after fina1 payment
under the Contract, or for any period, if any, as is required by applicable statute or by other articles of this Contract.
16,18.3. If this Contract is completely or partially tenninated, the records relating to the Work
terminated shall be made available for three years after any resulting final termination payment.
16.18.4. Records pertaining to appeals under the disputes clause or to litigation or the settlement
of claims arising under or relating to the perfonnance of this Contract shall be made available
until disposition of such appeals, litigation, or claims.
Rev. 1/19/01 (Sees. 14.2,1.1 & 13,1.1)
gcl-971
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SELECT DEV
PAGE 02
."
~~
,''''
"-CI
~ELECT
DEVELOPMENT
& CONTOACTING
~.\;:\: \\ IV'
Scope of Work
Parties:
Select Development and Contracting, Inc.
(Hereinafter referred to as "SDC")
AND
City of Aspen
Recreation Center
0895 Maroon Creek Rd
Aspen, co. 81611
(Hereinafter referred to as "Purchaser")
SDC and Purchaser have negotiated the prospective purchase by Purchaser and
construction and sale by SDC on an automated 2-stall batting cage facility in
Aspen, Co.
The parties mutually agree and promise as follows:
1. SDC agrees to construct the automated 2-stall batting-cage facility in
strict accordance with Automated Batting Cages plans fumished by Purchaser
(Revision Date 4-2-03) and the speCifications as follows:
. Concrete, fencing, and carpentry of Roof over Pitching machines
. Steel fascia for pitching machine roof
. Fencing pipe Sch 40 Black, Fencing fabric black vinyl
. Electrical (see exclusions)
. Installation of low voltage control cables up to 100' from perimeter
of cage. (Purchaser responsible for conduit from perimeter of cage
to controller)
. I nstallation of netting (labor only)
I!\clccL Development (Jf Contract.ing. Inc.
P.O. Box 1030 · Mcridian, Idaho 83680 · ('208) 898-0800
Fax. (208) 898t9527
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. Installation of rubber mats and operational signs (labor only)
. Tax exempt project
The above agreement to construct a 2-stall batting cage shall not include the
provisions for or construction of any of the following:
. Pitching machines, related hardware, netting, operational signs.
back stop mats, balls and/or range supplies
. Freight charges on pitching machines, related hardware, netting,
balls and/or range supplies
. Cost and installation of the above stated pitching machines and
related hardware
. Cost of removal and/or disposal of top soil, vegetation, or of any
existing structures, concrete, asphalt, or the like
. Preparation of the building pad (pad to be prepared at approximate
elevation of 99.5" on compacted fill to 95%, or undisturbed suitable
soil, to be determined by your engineer)
. Excavation of dish
. Removal of dirt from the construction site
. Hauling of fill to the construction site
. Any electrical equipment outside the perimeter of the batting cage,
unless stated otherwise
. Batting Cage panel "A" and service to said panel from source of
power, feeder wires from panel "A" to sub panel "8", or any
electrical outside the perimeter of the batlingcage
. Light fixtures and required conduit and wire
. Temporary electrical service and water service necessary to do
construction
. PVC conduit for control cable from control panel to perimeter of
cage
. Any sewer lines, catch basin, water retainage or the like for
drainage of the batting cage outside the perimeter of the cage.
2
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. Perimeter walk to batting stall area
. Installation of sump pump and optional storm sewer box
. Any and all permits, licenses and/or approvals
. Surveying of batting cage location (SDC requires radius point and
one comer staked)
. Painting of underside of roof
. Roof covering over batting areas with sky light domes, wood
framing and asphalt shingles.
. Welding Inspections
2. SDC's obligation to provide construction service shall be conditional
upon payment of the purchase price in the amounts and terms as follows:
Contract Amount
Payment Schedule
$ 47,900.00
50% Deposit
50% Upon Completion
$23,950.00
$23,950,00
3. Purchaser agrees to obtain all necessary licenses, permits,
approvals, zone changes and/or variances necessary for the construction of the
batting facility.
4. SDC agrees to notify all utilities of plans to commence digging.
5. If the work should be stopped under an order of any court, or other
public authority, through no act or fault of SDC, or of anyone employed by it, may
upon seven days' written notice to the Purchaser negate the contract and recover
from the Purchaser payment of all work executed and provable loss sustained by
reason of said stoppage.
6, It is further agreed that in the event that unforeseen geological
conditions, including but not limited to, bed rock formations unknown to SDC,
drainage, flooding conditions, or weather-related conditions or problems that
indicate a need for alteration after the commencement of construction of the
batting facility, Purchaser shall pay such additional costs.
3
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7. It is further agreed that SDC shall not be responsible for any
consequential damages beyond those excludable by contract under applicable
state law, nor for lateness in completion of construction due to circumstances
bevond its control.
8. It is further agreed that no changes shall be made in the terms
hereof except written, signed by SDC and Purchaser.
9. Purchaser has not relied on any representation of SDC not
expressly stated herein.
10. It is further agreed that in the event suit or action is filed to enforce
any of the terms or provisions of the contract, the prevailing party shall be entitled
to recover reasonable attorney's fees incurred at the trial and all appellate levels.
11. Seller is not responsible or liable to COllect or to pay any applicable
state, county, municipal or local tax or any other tax that may be due or may be
claimed due by such taxing authority as a result of this agreement or the
transaction contemplated herein. Buyer shall pay directly to any such taxing
authority all applicable sales or other taxes that may become due as a result of
this agreement and/or the transaction contemplated herein, regardless of
whether said tax is owed by seller, buyer, or both. If buyer has any questions
regarding this responsibility or paragraph, buyer should consult their own
professional legal or tax advisor.
12. It is understood that SDC is a non-union company, If any
interference or requirements are placed on SDC, beyond its control by labor
unions or coalitions, to cause an increas.e in labor costs these increased costs
will be paid by the Purchaser.
13, Purchaser forever releases, discharges, indemnifies and holds
harmless SDC, its principals, agents, employees, representatives and
subcontractors from any and all bodily injury, property damage, claims, damages,
expenses, and attomeys' fees, whether known, unknown, anticipated or
unanticipated, now existing or hereafter arising, which result from or are related
in any manner to: a) the facilities' design, plans, specifications, or materials, b)
the facilities' construction following completion or termination of SDC's
construction contract(s) and c) the use of the facilities.
14. Special Agreements:
4
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SDC is hereby authorized to fumish all materials and labor required to complete
the construction service mentioned in the above proposal, for which Purchaser
agrees to pay the amount mentioned in said proposal, and according to the terms
thereof.
Title
Date
City of Aspen
Print
Titie
Date
5
~"
~~:.o,\ I\~ II
Automated Batting Cages
8811 Huff Ave. Salem, Oregon 97303
Phone: (S03)39o-S714/Fax: (S03)390-4974
Toll Free: 1-800-578-2243
G
Automated Batting Cages, Corporation
Batting Range System
Sales Agreement
This Sales Agreement is entered into on the _ day of
20 _' Automated Batting Cages, Corp.
agrees to sell to
City of Aspen
The following
"ABC" Batting Range equipment system:
1, "ABC" Model AP-1000 Automatic Machine. Machine may be converted for either baseball or softball
use, but requires additional hardware for each. Each machine consists of 1 HP AC drive motor with variable
speed adjustment, solid urethane pitching machine wheels, all steel frame construction, post mounting
hardware and all related attachments,
2. "ABC" Model AH-1000 Automatic Conveyor/Feeding System. This equipment automatically lifts
softballs and baseballs from the sump area, sorts each and feeds all the pitching machines, This model wiil
feed up to 18 pitching machines simultaneously.
3. "ABC" Model BC-2 Control Computer. Control panel operates and monitors play for ail pitching
machines from the office area. Control Panel allows for instant programming of coin and ball counts and tallies
all games played each day. Panel allows rental games to be played by time (15 minute increments) or ball
count (50 ball increments),
4. "ABC" Model PT-5 Warning Light Box. Light Box mounts adjacent to each pitching machine. Light
Box controls the On/Off sequence for Pitching Machine warning lights and feeding system. Operates
individually as a "stand alone" and interfaces with BC-2 Control Computer. These boxes utilize waterproof
electrical enclosures, easy on-the-spot maintenance, solid-state devices and two warning LED lights.
5. "ABC" Model CB-1000 Double Wide Coin Box and CoinfToken Mechanism. Double Wide Coin Box
is constructed of 10 gauge steel and utilizes a separate lock security system. 2 Coin/Token mechanisms are
provided with each box. Specific token mechanism to accommodate specific token size will need to be ordered
at the time of initial order placement.
PLEASE StGN AND RETURN
ENTlRE AGREEMENT
Automated Batting Cages, Corporation
Batting Range System
Sales Agreement
Page 2
6. "ABC" Batting Range Hardware and Supply Package. This equipment includes Center Pole Collar
Assembly, Center Pole Pulley Assembly, Center Pole Winch and Cable, and 40 inch diameter Center Sump
Assembly. All of these supplies are required for constructing our standard batting range design as detailed by
our building plans. All of these items are to be installed by the builder and/or contractor of the facility and not
"ABC" personnel.
Optional Equipment and Supplies Available
1. "ABC" Batting Range Netting and Fixtures. Netting includes canopy net, side nets, batting stall nets and
protective netting. Supplies include all cables and clamps required for installation. Netting installation
supervision is available at additional costs.
2. "ABC" Printed Batting Range Signs are made of fiberglass with embedded lettering, which is virtually
graffiti and vandal proof. Signs include "How-To-Operate", Cage Identification Numbers, Warning Signs,
"Softball", "Baseball", and Speed Identification Signs. Includes aluminum mounting frames and all hardware.
3. "ABC" Commercial Baseball and Softballs. Exclusively manufactured by "ABC". Recommended for
optimal performance with any "ABC" batting range system,
4. "ABC" Batting Range Bat and Batting Helmet Assortment. Assortment includes 16 Baseball Bats, 10
Softball Bats, and 12 Cooper Adjustable Batting Helmets with Face Guards.
TERMS OF PURCHASE
The Buyer agrees to pay 50% of the total price at the time of initial order. Buyer agrees to pay the
remaining 50% by CERTIFIED CHECK at the time of equipment and supply delivery (C.O.D.) plus shipping cost.
Equipment/Net installation costs are extra and will be contracted separately.
EQUIPMENT AND NETTING INSTALLATION
Cost of installation includes one round-trip airfare, car rental expense, and $600.00 per day. Installation
fees are due at the time the equipment is installed and in operating order. At the time the "Contracted
Installer" arrives at the job site, Buyer is responsible for having all construction and utility services completed
and in accordance with "ABC" specifications. All time spent at any job by "Contracted Installer" will be billed at
the $600.00 per day rate. IMPORTANT! In addition to the "Contracted Installer", the Buyer will need to
provide at Buyer's expense, a minimum of three extension ladders and three people capable in assisting and
completing the original net installation.
Automated Batting Cages, Corporation
Batting Range System
Sales Agreement
Page 3
Buyer agrees to indemnify and hold Seller free and harmless from any claim, liability, loss, cost,
damage, suit, action or expense including attorney's fees, which Seller may suffer or incur as a result of any
claim or claims which may be made by any person or persons including Buyer's agent(s) or employee(s),
which arise or result, or which are claimed to arise or result, from the use and/or operation of Seller's
equipment, unless the injury, loss, or damage incurred or suffered by the claimant was the result of the sole
and exclusive negligence of Seller.
"ABC" agrees to deliver the merchandise ordered on the enclosed "Order Form" to Buyers address
listed. "ABC" will not be responsible for late delivery due to circumstances beyond its control. Normal delivery
is 30-45 days from initial deposit date.
Any additional cost resulting from local codes or restrictions will be borne by buyer. "ABC" will not be
responsible for any losses due to these code requirements or restrictions,
SELLER IS NOT RESPONSIBLE OR LIABLE TO COLLECT OR TO PAY ANY APPLICABLE STATE,
COUNTY, MUNICIPAL OR LOCAL SALES TAX OR ANY OTHER TAX THAT MAY BE DUE OR MAY BE
CLAIMED DUE BY SUCH TAXING AUTHORITY AS A RESULT OF THIS AGREEMENT OR THE
TRANSACTION CONTEMPLATED HEREIN. BUYER SHALL PAY DIRECTLY TO ANY SUCH TAXING
AUTHORITY ALL APPLICABLE SALES OR OTHER TAXES THAT MAY BECOME DUE AS A RESULT OF
THIS AGREEMENT AND/OR THE TRANSACTION CONTEMPLATED HEREIN, REGARDLESS OF
WHETHER SAID TAX IS OWED BY SELLER, BUYER OR BOTH. IF BUYER HAS ANY QUESTIONS
REGARDING THIS RESPONSIBILITY OR THIS PARAGRAPH, BUYER SHOULD CONSULT THEIR OWN
PROFESSIONAL LEGAL OR TAX ADVISOR.
This agreement represents all of the terms, conditions, warranties and indemnification's or other
obligations implied or construed are binding unless detailed in writing within this document.
In the event any action is necessary to enforce the terms of this agreement, the prevailing party will be
entitied to costs and reasonable attorney fees.
All terms and conditions of this agreement will be void and cancelled if not executed by Buyer Within 60
d2Y,u.ate adjacent to Seller's signature below
- ~~.f
Sel!er gla Spray Date
~~(q)()3
Buyer'. Date .
~s~, C:>, ~lb II
D ~ S M"", """'" C... ~'t\-.. ~c.\"
Buyer's Shipping Address
Telephone (Home)
. q'l()15~'\-L.tIl..>~
Telephone (Business)
Automated Batting Cages, COIporation
Batting Range System
Sales Agreement
Page 4
Limited Warranty
Warranty applies to original purchaser of the equipment and all products or accessories purchased
from Automated Batting Cages, COIp. (ABC) unless specifically excluded. This warranty is not
transferable and proof of original purchase may be required. Warranty begins on date of
equipment shipment. Products must be used in accordance with manufacturer's specifications,
servicing specifications and operational standards.
"ABC" warrants these products for a period of one year from the original date of shipment.
"ABC" will repair or replace, at their option, any product, accessory or part that is proven to be
defective in materials or workmanship under normal use during the warranty period. Anything
that is replaced under warranty becomes the property of "ABC". All parts replaced under
warranty are considered part of the original product and warranty shall expire concurrently with
the warranty of the original purchase.
To obtain warranty, purchaser must retum at their expense the defective part or product to
"ABC". Items under warranty will be repaired or replaced by "ABC" without any charge for
parts. Warranted items will be shipped or retumed free of shipping charges to customer via UPS
GROUND. Expedited shipping methods are available at purchaser's expense. Labor to replace
defective parts, products and systems are excluded from this warranty and are the responsibility
of the purchaser.
This warranty does not extend to products, accessories, or parts that are affected by misuse, poor
maintenance, acts of nature, normal wear, neglect, improper installation, uses in applications not
designed or intended, unauthorized alterations, or any other cause other than defects in materials
and workmanship of the product. Warranty does not include aluminum baseball or softball
bats resold by "ABC" to purchaser.
In no event will "ABC" be responsible for consequential damages and limitation of implied
warranties. "ABC" disclaims any responsibility for loss of time or use of the products,
commercial loss, transportation, or any other incidental damage. Any implied warranties are
limited rtion of this warranty.
~aser' ~~-
IMPORTANT INFORMA nON
This merchandise is thoroughly inspected and carefully packed before leaving our factory. The
carrier assumes responsibility for it's safe delivery at the time it is shipped. Claims for any loss
or damage to the contents should therefore be made as follows:
CONCEALED LOSS OR DAMAGE may not show any extemal signs to crate or package.
Claims for this type of loss or damage must be made to the carrier in writing, requesting their
inspection within fifteen days (15) of delivery date. ALL SUCH DAMAGE IS CARRIER'S
RESPONSIBILITY. VISIBLE DAMAGE OR LOSS should be noted on freight bill or express
receipt and SIGNED by the Carrier's driver. Forms required for such loss will be supplied by the
carner.
Automated Batting Cages
~
8811 Huff AVe. NE. Salem, Oregon 97303 (503)390-5714
FAX: (503)300-4974
CITY OF ASPEN
ORDER FORM - TWO CAGE SYSTEM W/2 DUAL MACHINES
(A) STANDARD EQUIPMENT
QUANTITY ITEM DESCRIPTION COST EXTENDED PRICE
2 ABC Model AP-1000 Baseball Machine $1,995.00 $3,990.00
2 ABC Model AP-1000s Slow Pitch Softball Machine $1,995.00 $3,990.00
1 ABC Model AH-1 000 Automatic Retrieval System $7,725.00 $7,725.00
(Operates up to 5 stations)
1 ABC Model BC-2 Computer Control $3,000.00 $3,000.00
(Operates up to 30 stations)
0 ABC Model PT-6 Warning Light Box $695.00 $0.00
(Requires one per single machine station)
2 ABC Model PT-6D Dual Warning Light Box $795.00 $1,590.00
(Requires one per dual machine station)
2 ABC Model CB-1000 Double Wide Coin Box $365.00 $730.00
(Requires one per station)
TOTAL/A) $21,025.00
(B) BATTING RANGE CONSTRUCTION HARDWARE AND SUPPLIES
QUANTITY ITEM DESCRIPTION COST EXTENDED PRICE
1 40" Diameter Sump Cylinder $400.00 $400.00
(Requires one per system)
1 Center Pole Sliding Collar $575.00 $575,00
(Requires one per system)
1 Center Pole Pulley Assembly $180.00 $180.00
(Requires one per system)
1 Center Pole Winch and Cable Assembly $500.00 $500.00
(Requires one per system)
TOTAL (B) $1,655.00
PAGE 2 - ORDER FORM
(C OPTIONAL EQUIPMENT
QUANTITY ITEM DESCRIPTION
COST
EXTENDED PRICE
1
Cage Identification and Waming Sign Kit
(Includes Mounting Frames & Hdw.)
Batting Cage Netting System for 2 Cage Design
(Includes Backstops & Net Rings)
Front Pole Protector Pads
$510.00
$510.00
1
$5,250.00
$5,250.00
3
$100.00
$300.00
2
1.125" Diameter Tokens
(500 per bag)
$80.00
$160.00
1
Spare Parts and Supply Material
$725.00
$725,00
1
Repair Tool Kit
$295,00
$295.00
1
Bat and Helmet Package
(26 Bats and 12 Helmets wi face guards)
$1,095.00
$1,095.00
20
Baseballs (dozen)
$28.00
$560.00
15
Softballs (dozen)
$37.00
$555.00
2
Elevation Control Systems
$1,800.00
$3,600.00
$0.00
1
Center Pole Deflector
$375.00
$375.00
1
Equipment & Net Freight
$1,200.00
$1,200.00
1
3 Days Equipment & Net Installation
$2,500.00
$2,500.00
TOTAL (C)
COMPLETE PACKAGE COST (A+B+C)
SPECIAL DISCOUNT
NET COST
INITIAL 50% DEPOSIT
CO LANCE
~\,~.
Buyer .0
Dat6;,(."l~C3
$17,125.00
$39,805.00
-$1,805.00
$38,000.00
$19,000.00
$19,000.00
EQUIPMENT AND NET INSTALLAnON NOT IN THESE PRICES. ADDITIONAl PAYMENT IS DUE AT THE TIME OF EQUIPMENT AND NETTING
INSTAlLATION. PLEASE see PAGES 2 AND 3 OF "SALES AGREEMENT" FOR SPECIFIC COSTS. '"ALL PRICES F.O.B. SALEM, OREGON U.S.A."
*STATE, LOCAL OR OTHER TAXES MAY APPL Y* THESE PRICES DO NOT INCLUDE YOUR STATE, LOCAL OR OTHER APPLICABLE
SALES TAXES OR ANY OTHER TAXES THAT MAY BE REQUIRED. PURCHASER IS RESPONSIBLE FOR ALL TAXES ASSOCIATED WITH
THIS INVOICE AND MUST TAKE ALL STEPS REQUIRED TO PAY DIREClL Y ALL TAXES DUE.
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