Common use of SUBCONTRACTS AND OTHER AGREEMENTS Clause in Contracts

SUBCONTRACTS AND OTHER AGREEMENTS. COMPLIANCE WITH PUBLIC BIDDING STATUTES AND OTHER APPLICABLE LAWS § 9.1 Those portions of the Work that the Construction Manager does not customarily perform with the Construction Manager’s own personnel shall be performed under subcontracts or other appropriate agreements with the Construction Manager in accordance with Section 3.1.11. The Owner maintains a list of bidders qualified under Chapter 43 of the Milwaukee County Code of Ordinances (“MCO”) and may designate from such list specific persons from whom, or entities from which, the Construction Manager shall obtain bids. Unless otherwise directed by the Owner, the Construction Manager shall solicit bids on behalf the Owner and manage the bidding process, which management shall include, without limitation, the following activities: (a) separating the Work into appropriate bid packages approved by Owner that conform to Owner’s specifications and applicable law and include, at a minimum, the requirement to comply with Milwaukee County’s Targeted Business Enterprise (TBE) requirements under MCO §42.07, residency requirements under MCO §44.17 and DBE requirements as outlined in Attachment A – Request for Proposal (if applicable); (b) developing and delivering for Owner’s approval a list of bidders qualified under MCO Chapter 43 or which will become qualified prior to submitting a bid; (c) distributing bidding documents; (d) conducting all pre-bid conferences; and (e) directing all bidders to deliver their sealed bids directly to the Owner. Unless otherwise directed or permitted by the Owner, the Construction Manager shall obtain at least three (3) bids for each division or package. The Owner may reject all bids and require that portion of the Work to be rebid. The Owner shall have sole control over the selection of the lowest responsible bidder for each bid package that meets all the qualification requirements. Provided that the Construction Manager meets the qualifications required of all bidders, the Construction Manager may submit its own sealed bid for each bid package. The Owner shall have the right to receive and audit all records of the Construction Manager related to the Project, including without limitation all communications between the Construction Manager and any contractors the Construction Manager has consulted with during the Preconstruction Phase in its development of the bid packages. The Construction Manager shall obtain bids from Subcontractors, and from suppliers of materials or equipment fabricated especially for the Work, who are qualified to perform that portion of the Work in accordance with the requirements of the Contract Documents. The Construction Manager shall deliver such bids to the Architect and Owner with an indication as to which bids the Construction Manager intends to accept. The Owner then has the right to review the Construction Manager’s list of proposed subcontractors and suppliers in consultation with the Architect and, subject to Section 9.1.1, to object to any subcontractor or supplier. Any advice of the Architect, or approval or objection by the Owner, shall not relieve the Construction Manager of its responsibility to perform the Work in accordance with the Contract Documents. The Construction Manager shall not be required to contract with anyone to whom the Construction Manager has reasonable objection. The Construction Manager shall be responsible for the proper and complete performance of the Work in accordance with the terms and provisions of the Contract Documents, whether performed by the Construction Manager or by the Subcontractors.

SUBCONTRACTS AND OTHER AGREEMENTS. COMPLIANCE WITH PUBLIC BIDDING STATUTES AND OTHER APPLICABLE LAWS § 9.1 10.1 Those portions of the Work that the Construction Manager does not customarily by mutual agreement of Owner and Construction Manager perform with the Construction Manager’s 's own personnel shall be performed under subcontracts or by other appropriate agreements with the Construction Manager in accordance with Section 3.1.11Manager. The Owner maintains a list of bidders qualified under Chapter 43 of the Milwaukee County Code of Ordinances (“MCO”) and may designate from such list specific persons from whom, or entities from which, the Construction Manager shall obtain bids. Unless otherwise directed by the Owner, the Construction Manager shall solicit bids on behalf the Owner and manage the bidding process, which management shall include, without limitation, the following activities: (a) separating the Work into appropriate bid packages approved by Owner that conform to Owner’s specifications and applicable law and include, at a minimum, the requirement to comply with Milwaukee County’s Targeted Business Enterprise (TBE) requirements under MCO §42.07, residency requirements under MCO §44.17 and DBE requirements as outlined in Attachment A – Request for Proposal (if applicable); (b) developing and delivering for Owner’s approval a list of bidders qualified under MCO Chapter 43 or which will become qualified prior to submitting a bid; (c) distributing bidding documents; (d) conducting all pre-bid conferences; and (e) directing all bidders to deliver their sealed bids directly to the Owner. Unless otherwise directed or permitted by the Owner, the Construction Manager shall obtain at least three (3) bids for each division or package. The Owner may reject all bids and require that portion of the Work to be rebid. The Owner shall have sole control over the selection of the lowest responsible bidder for each bid package that meets all the qualification requirements. Provided that the Construction Manager meets the qualifications required of all bidders, the Construction Manager may submit its own sealed bid for each bid package. The Owner shall have the right to receive approve the scope and audit all records content of the Construction Manager related to the Project, including without limitation all communications between the Construction Manager and any contractors the Construction Manager has consulted with during the Preconstruction Phase in its development of the each bid packagespackage. The Construction Manager shall obtain bids (at least three in each trade for subcontracts or Work that Construction Manager desires to self-perform, that is in excess of $25,000) from Subcontractors, prospective subcontractors and from suppliers of materials or equipment fabricated especially for the Work, Work who are qualified to perform that portion of the Work have been identified as bidders as provided below in accordance with the requirements of the Contract Documents. The Construction Manager this Section 10.1 and shall deliver such bids to the Architect and the Owner. The identification of bidders for any bid package shall be made either (i) by joint agreement of Owner with an indication as to which bids the and Construction Manager; or (ii) if Owner and Construction Manager intends to acceptdo not agree upon at least three prospective subcontractors or suppliers for any bid package, such additional subcontractors or suppliers as Owner may, unilaterally and in its sole discretion specify for such bid package. The Owner then will determine which bid from the identified bidders will be accepted, provided that, once the GMP for the Work or the Early Work being bid has been agreed between the right to review Owner and the Construction Manager’s list , the lowest bid received shall be accepted unless another bid is mutually agreed upon by Owner and Construction Manager. Construction Manager acknowledges and agrees that the Owner and Architect may be present at bid packaging strategy meetings, pre-bid meetings and at the receipt and evaluation of proposed subcontractors any subcontract bids and suppliers in consultation at any subsequent interview meetings held with the Architect andapparent low bidders regarding their bid proposals. However, subject such attendance or failure to Section 9.1.1, to object to any subcontractor or supplier. Any advice of the Architect, or approval or objection attend by the Owner, Owner or Architect shall not relieve the Construction Manager of its responsibility to perform ensure that the bids are responsive and complete and shall not entitle the Construction Manager to any increase in the Guaranteed Maximum Price and/or any Separate GMP, as applicable. As soon as practicable after the receipt and evaluation of the applicable subcontract bids, the Construction Manager will prepare a list of recommended Subcontractors for each category of the Work for the Owner's review and approval. The Owner will identify to the Construction Manager, in accordance writing and with reasonable promptness, the Contract DocumentsSubcontractor or supplier that Owner has selected If the Construction Manager proposes to replace a Subcontractor or any other person or entity previously selected to perform any portion of the Work, the Construction Manager shall notify the Owner in writing and shall recommend a substitute and the Construction Manager's reasons for proposing the substitute. The Construction Manager shall not be required to contract with anyone to whom any such proposed person without the Construction Manager has reasonable objectionprior approval of the Owner. The Construction Manager There shall be responsible for no change in the proper and complete performance GMP as a result of substitution of Subcontractors or suppliers after a GMP or separate GMP including the Work involved in accordance with the terms and provisions of the Contract Documents, whether performed by the Construction Manager or by the Subcontractorssubstitution has been agreed.

SUBCONTRACTS AND OTHER AGREEMENTS. COMPLIANCE WITH PUBLIC BIDDING STATUTES AND OTHER APPLICABLE LAWS § 9.1 The Construction Manager shall obtain bids on all of the Work, including obtaining third party bids on any work the Construction Manager desires to self-perform. Bids shall be solicited from at least three bidders for each trade package. The Construction Manager shall prepare and submit its own bids on any Work it intends to self-perform. Those portions of the Work that the Construction Manager does not customarily perform with the Construction Manager’s own personnel shall be performed under subcontracts or other appropriate agreements with the Construction Manager in accordance with Section 3.1.11Manager. The Owner maintains a list of bidders qualified under Chapter 43 of the Milwaukee County Code of Ordinances (“MCO”) and may designate from such list specific persons from whom, or entities from which, the Construction Manager shall obtain bids. Unless otherwise directed by the Owner, the Construction Manager shall solicit bids on behalf the Owner and manage the bidding process, which management shall include, without limitation, the following activities: (a) separating the Work into appropriate bid packages approved by Owner that conform to Owner’s specifications and applicable law and include, at a minimum, the requirement to comply with Milwaukee County’s Targeted Business Enterprise (TBE) requirements under MCO §42.07, residency requirements under MCO §44.17 and DBE requirements as outlined in Attachment A – Request for Proposal (if applicable); (b) developing and delivering for Owner’s approval a list of bidders qualified under MCO Chapter 43 or which will become qualified prior to submitting a bid; (c) distributing bidding documents; (d) conducting all pre-bid conferences; and (e) directing all bidders to deliver their sealed bids directly to the Owner. Unless otherwise directed or permitted by the Owner, the Construction Manager shall obtain at least three (3) bids for each division or package. The Owner may reject all bids and require that portion of the Work to be rebid. The Owner shall have sole control over the selection of the lowest responsible bidder for each bid package that meets all the qualification requirements. Provided that the Construction Manager meets the qualifications required of all bidders, the Construction Manager may submit its own sealed bid for each bid package. The Owner shall have the right to receive and audit all records of the Construction Manager related to the Project, including without limitation all communications between the Construction Manager and any contractors the Construction Manager has consulted with during the Preconstruction Phase in its development of the bid packages. The Construction Manager shall obtain bids from Subcontractors, and from suppliers of materials or equipment fabricated especially for the Work, who are qualified to perform that portion of the Work in accordance with the requirements of the Contract Documents. The Owner shall be notified of and shall attend the bid opening; a copy of the bid tabulation shall be provided to the Owner at the bid. Copies of the actual bids with all backup documentation shall be transmitted to the Owner within 24-hours of the bid opening. The Construction Manager shall deliver such bids to the Architect and Owner with an indication as to indicate which bids the Construction Manager intends to acceptaccept within a timeframe consistent with the complexity of the Work. The Owner then has the right to review the Construction Manager’s list of proposed subcontractors and suppliers in consultation with the Architect and, subject to Section 9.1.1, to object to any subcontractor or supplier. Any advice of the Architect, or approval or objection by the Owner, shall not relieve the Construction Manager of its responsibility to perform the Work in accordance with the Contract Documents. The Construction Manager shall not be required to contract with anyone to whom the Construction Manager has reasonable valid substantiated objection. The Construction Manager Copies of executed contracts, subcontracts and supplier contracts shall be responsible for the proper and complete performance of the Work in accordance with the terms and provisions of the Contract Documents, whether performed provided by the Construction Manager or by to the Subcontractors.Owner within three

SUBCONTRACTS AND OTHER AGREEMENTS. COMPLIANCE WITH PUBLIC BIDDING STATUTES AND OTHER APPLICABLE LAWS § 9.1 Those portions of the The Work that the Construction Manager does not customarily perform with the Construction Manager’s own personnel shall be performed under subcontracts or other appropriate agreements with the Construction Manager. The Construction Manager shall not use its own employees to perform any Work other than the Genderal Conditions unless authorized in accordance with Section 3.1.11writing by the Owner. The Owner maintains a list of bidders qualified under Chapter 43 of the Milwaukee County Code of Ordinances (“MCO”) and may designate from such list specific persons from whom, or entities from which, the Construction Manager shall obtain bids. Unless otherwise directed by the Owner, the Construction Manager shall solicit bids on behalf the Owner and manage the bidding process, which management shall include, without limitation, the following activities: (a) separating the Work into appropriate bid packages approved by Owner that conform to Owner’s specifications and applicable law and include, at a minimum, the requirement to comply with Milwaukee County’s Targeted Business Enterprise (TBE) requirements under MCO §42.07, residency requirements under MCO §44.17 and DBE requirements as outlined in Attachment A – Request for Proposal (if applicable); (b) developing and delivering for Owner’s approval a list of bidders qualified under MCO Chapter 43 or which will become qualified prior to submitting a bid; (c) distributing bidding documents; (d) conducting all pre-bid conferences; and (e) directing all bidders to deliver their sealed bids directly to the Owner. Unless otherwise directed or permitted by the Owner, the Construction Manager shall obtain at least three (3) bids for each division or package. The Owner may reject all bids and require that portion of the Work to be rebid. The Owner shall have sole control over the selection of the lowest responsible bidder for each bid package that meets all the qualification requirements. Provided that the Construction Manager meets the qualifications required of all bidders, the Construction Manager may submit its own sealed bid for each bid package. The Owner shall have the right to receive and audit all records of the Construction Manager related to the Project, including without limitation all communications between the Construction Manager and any contractors the Construction Manager has consulted with during the Preconstruction Phase in its development of the bid packages. The Construction Manager shall obtain bids from Subcontractors, and from suppliers of materials or equipment fabricated especially for the Work, who are qualified to perform that portion of the Work in accordance with the requirements of the Contract DocumentsDocuments and in accordance with the provisions of R. I. Gen. Laws § 37-2-27.4. The Construction Manager shall deliver such bids to the Architect Owner’s Program Manager, Design Agent and Owner with an indication as to which bids the Construction Manager intends to accept. Except as otherwise approved by the Owner, a minimum of 3 bids shall be solicited for each trade or other portion of the Work, including any portion of the Work that the Construction Manager may self-perform (with the Owner’s prior written approval). Subcontractor solicitations shall be prepared by the Construction Manager, including without limitation, trade-specific scope definitions and schedule requirements. The Construction Manager shall be responsible for reviewing all Construction Documents included in such solicitations, so as to ensure that the Subcontractor solicitations, taken together, include all necessary construction work for the Project. The scopes of work included in the solicitations shall include all work reasonably inferable to complete the Project. The buy-out (procurement of Subcontractors and suppliers to perform or supply all portions of the Work) will be conducted on an “open-book” basis. The Owner’s Program Manager and the Construction Manager shall jointly review all bids and proposals submitted. The Construction Manager shall analyze and level the bids, and prepare a spreadsheet and recommendation for each trade. The Owner’s Program Manager may participate in all negotiations and attend all pre-bid conferences, buy-out meetings and other meetings between the Construction Manager and prospective Subcontractors or suppliers, and the Construction Manager shall notify the Owner’s Program Manager in writing reasonably in advance of each meeting or telephone negotiation with a prospective Subcontractor or supplier. Copies of all bid proposals or other documents received by the Construction Manager from any prospective Subcontractor or supplier, and all documents delivered by the Construction Manager to any prospective Subcontractor or supplier, shall be delivered to the Owner’s Program Manager within 48 hours of receipt. The Owner shall then approve, with the advice of the Construction Manager, the Owner’s Program Manager, and the Design Agent which bid proposals will be accepted. The Owner then has the right to review the Construction Manager’s list of proposed subcontractors and suppliers in consultation with the Architect Owner’s Program Manager, Design Agent and, subject to Section 9.1.1, to object to any subcontractor or supplier. Any advice of the ArchitectOwner’s Program Manager, Design Agent, or approval or objection by the Owner, shall not relieve the Construction Manager of its responsibility to perform the Work in accordance with the Contract Documents. The Construction Manager shall not be required to contract with anyone to whom the Construction Manager has reasonable objection. The Construction Manager shall be responsible for the proper and complete performance of the Work in accordance with the terms and provisions of the Contract Documents, whether performed by the Construction Manager or by the Subcontractors.

SUBCONTRACTS AND OTHER AGREEMENTS. COMPLIANCE WITH PUBLIC BIDDING STATUTES AND OTHER APPLICABLE LAWS § 9.1 Those portions of the Work that the Construction Manager Contractor does not customarily perform with the Construction ManagerContractor’s own personnel shall be performed under subcontracts or by other appropriate agreements with Contractor. Contractor may self-perform Work only with the Construction Manager in accordance with Section 3.1.11prior written approval of Owner and subject to the provisions of this Paragraph 10.1. The Owner maintains a list of bidders qualified under Chapter 43 All portions of the Milwaukee County Code of Ordinances (“MCO”) Work including, but not limited to, Contractor’s own labor costs, all trade Work, all Work that Contractor wishes to perform with Contractor’s own forces or through a related party, and may designate from such list specific persons from whomall equipment to be rented or purchased, or entities from which, the Construction Manager shall be competitively bid. Contractor shall obtain bids. Unless otherwise directed by the Owner, the Construction Manager shall solicit responsive bids on behalf the Owner and manage the bidding process, which management shall include, without limitation, the following activities: (a) separating for each component of the Work into appropriate bid packages approved by Owner that conform to Owner’s specifications and applicable law and include, at a minimum, the requirement to comply with Milwaukee County’s Targeted Business Enterprise (TBE) requirements under MCO §42.07, residency requirements under MCO §44.17 and DBE requirements as outlined in Attachment A – Request for Proposal (if applicable); (b) developing and delivering for Owner’s approval a list of bidders qualified under MCO Chapter 43 or which will become qualified prior to submitting a bid; (c) distributing bidding documents; (d) conducting all pre-bid conferences; and (e) directing all bidders to deliver their sealed bids directly to the Owner. Unless otherwise directed or permitted by the Owner, the Construction Manager shall obtain from at least three (3) competent and licensed bidders acceptable to Owner with local experience of similar scope and magnitude. Contractor shall furnish those bids to Owner for each division or packagereview and approval. The Owner may reject all Those bids shall indicate both the proposed price/cost, and require that the proposed scope/portion of the Work included therein. Owner will then determine which bids will be accepted, with the advice of Contractor and the Architect/Engineer, if requested. Upon Owner’s request, Contractor shall solicit additional bids. Owner may designate specific persons or entities from whom Contractor shall or shall not obtain bids; however, Contractor shall not be required to be rebidcontract with anyone to whom Contractor has reasonable objection. The Owner shall have sole control over the Owner’s approval or selection of a bid or Subcontractor or Sub-subcontractor shall in no way make Owner liable or responsible for the lowest responsible bidder for each bid package that meets all the qualification requirements. Provided that the Construction Manager meets the qualifications required of all bidders, the Construction Manager may submit its own sealed bid for each bid package. The Owner shall have the right to receive and audit all records actions or omissions of the Construction Manager related bidder or Subcontractor or Sub-subcontractor. Subcontracts or other agreements shall conform to the Project, including payment provisions of this Agreement and shall not be awarded on the basis of cost plus a fee without limitation all communications between the Construction Manager prior consent of Owner. If a Guaranteed Maximum Price has been established and any contractors the Construction Manager has consulted with during the Preconstruction Phase in its development of the bid packages. The Construction Manager shall obtain a specific competent bidder among those whose bids from Subcontractors, and from suppliers of materials or equipment fabricated especially for the Work, who are delivered by Contractor (1) is recommended to Owner by Contractor; (2) is qualified to perform that portion of the Work in accordance with all requirements of the Contract Documents (including, without limitation, insurance and bonding requirements); and (3) has submitted a bid which conforms to the requirements of the Contract Documents. The Construction Manager shall deliver such bids Documents without reservations or exceptions, but Owner requires that another bid be accepted, then Contractor may require that a Change Order be issued to adjust the Architect GMP by the difference between the bid of the person or entity recommended to Owner by Contractor and Owner with an indication as to which bids the Construction Manager intends to accept. The Owner then has amount of the right to review the Construction Manager’s list of proposed subcontractors and suppliers in consultation subcontract or other agreement actually signed with the Architect person or entity designated by Owner. Any such request to adjust the Guaranteed Maximum Price by Contractor must be made in writing prior to award of the applicable subcontract. Contractor shall be vigilant and proactive in resolving any issues caused by deficient and/or untimely performance by any Subcontractor with which Contractor has contracted. Contractor’s failure to resolve such issues by properly supervising, coordinating and, subject if necessary, supplementing the Work of underperforming Subcontractors shall be deemed a material breach of this Agreement by Contractor. Contractor shall provide a true and accurate copy of each and every fully executed subcontract to Section 9.1.1, to object to any subcontractor or supplier. Any advice of the Architect, or approval or objection by the Owner, along with all change orders thereto. Except as set forth in Paragraphs 12.4.4 and 12.5 of this Agreement, Contractor shall not relieve the Construction Manager impose and hold back a greater percentage of retainage on its responsibility to perform the Work Subcontractors than Owner imposes and withholds on Contractor, unless previously approved in accordance with the Contract Documents. The Construction Manager writing by Owner, which approval shall not be required to contract with anyone to whom the Construction Manager has reasonable objection. The Construction Manager shall be responsible for the proper and complete performance of the Work in accordance with the terms and provisions of the Contract Documents, whether performed by the Construction Manager or by the Subcontractorsunreasonably withheld.

SUBCONTRACTS AND OTHER AGREEMENTS. COMPLIANCE WITH PUBLIC BIDDING STATUTES AND OTHER APPLICABLE LAWS § 9.1 10.1 Those portions of the Work that the Construction Manager Contractor does not customarily perform with the Construction ManagerContractor’s own personnel shall be performed under subcontracts or by other appropriate agreements with the Construction Manager in accordance with Section 3.1.11Contractor. The Owner maintains a list of bidders qualified under Chapter 43 of the Milwaukee County Code of Ordinances (“MCO”) and may designate from such list specific persons from whom, or entities from which, the Construction Manager Contractor shall obtain bids. Unless Owner otherwise directed by the Owneragrees in writing, the Construction Manager shall solicit bids on behalf the Owner and manage the bidding process, which management shall include, without limitation, the following activities: (a) separating the Work into appropriate bid packages approved by Owner that conform to Owner’s specifications and applicable law and include, at a minimum, the requirement to comply with Milwaukee County’s Targeted Business Enterprise (TBE) requirements under MCO §42.07, residency requirements under MCO §44.17 and DBE requirements as outlined in Attachment A – Request for Proposal (if applicable); (b) developing and delivering for Owner’s approval a list of bidders qualified under MCO Chapter 43 or which will become qualified prior to submitting a bid; (c) distributing bidding documents; (d) conducting all pre-bid conferences; and (e) directing all bidders to deliver their sealed bids directly to the Owner. Unless otherwise directed or permitted by the Owner, the Construction Manager Contractor shall obtain bids from at least three (3) bids qualified Subcontractors for each division or package. The Owner may reject all bids and require that portion of the Work to be rebid. The Owner shall have sole control over the selection of the lowest responsible bidder for each bid package that meets all the qualification requirements. Provided that the Construction Manager meets the qualifications required of all bidders, the Construction Manager may submit its own sealed bid for each bid package. The Owner shall have the right to receive and audit all records of the Construction Manager related to the Project, including without limitation all communications between the Construction Manager and any contractors the Construction Manager has consulted with during the Preconstruction Phase in its development of the bid packages. The Construction Manager shall obtain bids from Subcontractors, trade and from at least three (3) suppliers of materials or equipment fabricated especially for the Work, who are qualified to perform that portion of the Work in accordance with the requirements of the Contract Documents. The Construction Manager and shall deliver such bids to the Architect Architect. After analyzing all bids and prior to the award of any subcontract by the Contractor, the Contractor shall provide the Owner, for the Owner’s approval, with (a) a bid analysis in a form acceptable to the Owner and (b) a copy of the proposed subcontract agreement, together with an indication as the scopes of work, trade payment breakdowns, schedules and other relevant exhibits, all of which shall be subject to which bids the Construction Manager intends Owner’s approval prior to acceptexecution by the Contractor. The Owner shall then has the right to review the Construction Manager’s list of proposed subcontractors and suppliers in consultation determine, with the Architect and, subject to Section 9.1.1, to object to any subcontractor or supplier. Any advice of the Contractor and the Architect, which bids will be accepted. No Subcontract shall be awarded by the Contractor without the Owner’s approval. Notwithstanding any provision of the Contract Documents to the contrary, neither the review, approval or designation by the Owner of any Subcontractor or Supplier, nor the participation by the Owner in the selection, review or approval of any Subcontractor or objection by the OwnerSupplier, shall not relieve the Construction Manager Contractor of its full responsibility to perform for the selection of Subcontractors and Suppliers, the performance and coordination of the materials and services rendered thereby or the completion of the Work of the Contract Documents in accordance with the Contract Documentsterms thereof. The Construction Manager Contractor shall not be required to contract with anyone to whom the Construction Manager Contractor has reasonable objection. The Construction Manager shall be responsible for the proper and complete performance of the Work in accordance with the terms and provisions of the Contract Documents, whether performed by the Construction Manager or by the Subcontractors.