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HomeMy WebLinkAbout2000-169 Contract - Qwest POPAFN Link to Qwest POP Contract Contract dated this 5a' day of September 2000 between the City of Ashland, by and through its Department of Electric Utilities, Ashland Fiber Network Division (AFN) and Hunter Construction, Inc., an Oregon corporation dba Hunter Communications (Hunter). Recitals: A. AFN and Hunter desire to have installed approximately 13 miles of a fiber optic cable with 48 single-mode strands of fibers and all related equipment and facilities to connect AFN fiber optic system within the City of Ashland to a point of presence on Qwest nationwide network ("the Qwest POP") in Medford, Oregon ("the link"). B. All aerial and required underground routes, vault locations, or possible cabinet placement locations, termination locations and cable requirements have been reviewed and accepted by the parties. AFN and Hunter agree: 1. Scope of Work. Hunter will, either directly or through its subcontractors and vendors, install the link, including the provision of all labor, and equipment necessary to: A) Connect the AFN fiber optic network in Ashland, Oregon, from a point located approximately at the intersection of Nevada and Oak Streets in Ashland to the Qwest POP nationwide network located approximately at the intersections of Central and Jackson Streets in Medford, Oregon. B) The link shall be installed in accordance with AFN's standards and specifications utilized by AFN for the AFN fiber optic network. c) Locate and construct splice locations necessary to connect varying lengths of the fiber optic cable. Hunter will construct two main splice locations as requested by AFN, located in, or to serve, the Cities of Talent and Phoenix. D) Hunter may construct for itself two main splice locations at locations to be identified prior to construction of the link. E) For purposes of this paragraph, a main splice location will be considered to include: 300 feet of fiber optic cable, aerial or riser equipment and material, pedestal and enclosure requirements and other related building materials and all permitting and easement costs, if required. 1.1. Maintenance by Hunter after Final Acceptance by AFN. Hunter shall perform all required maintenance and repair of the link at no cost to AFN for a period of at least 2 years from the date of final acceptance by AFN. Hunter shall use commercially reasonable efforts to (a) monitor the link and its interconnection to other networks and (b) maintain the link, including interconnections, in an operational state (except during scheduled maintenance) in order to provide uninterrupted service. Where service is affected, Hunter shall respond immediately upon notice from AFN to repair or restore service. In no case shall such response exceed 30 minutes after notice from AFN. 1.1.1. AFN will supply all required materials necessary for proper maintenance of the link. 1.1.2. Where the link is required to be relocated by a governmental agency in charge of the public right of way, costs for relocation shall be borne equally by the parties. 1.2. As built drawin,qs. Within 60 calendar days following completion of the link, Hunter shall furnish AFN with a completed set of as-built drawings depicting the link constructed, and reflecting all material changes, modifications, and deletions made during construction. 1.3. Exceptional Conditions. Hunter has inspected the site or sites where the link is to be constructed, and is fully familiar with conditions under which the contract is to be performed. Materials or obstructions encountered by Hunter, however, which cannot be removed by hand-trenching or by backhoe-bucket attachments, such as lava rock, large boulders, sandstone, concrete slabs or sidewalks shall constitute exceptional conditions. Hunter shall give AFN written notice of any such exceptional conditions within five work days of Hunter having reason to know of any such exceptional conditions, and at least 48 hours in advance of incurring any cost for their removal. Upon acknowledgment by AFN that such exceptional conditions exist, the parties shall share the cost of removal equally. 1.4. Public Works Improvement Conditions. Hunter is to comply with the public works improvement conditions of the City of Ashland attached as Exhibit A. In case of discrepancy or conflict in the terms of Exhibit A and the terms in this contract, this contract shall control. 1.5. Chan.qe Orders. Change orders shall be entered into for the following: (a) changes in the scope of the work; (b) a force majeure event; or (c) any adjustment to the contract time as provided in paragraph 3.3. 1.5.1. No change order which results in an increase or decrease in contract time shall be implemented without approval of both parties. In connection with any change order, Hunter shall promptly prepare and submit to AFN an estimate of increase or decrease, if any, in the cost or time required to complete the work, together with an explanation of the basis therefore. 1.5.2. Each party shall be excused from performance and shall not be considered to be in default to the extent that its failure or delay in performance is due to a force majeure event, and both parties shall use reasonable efforts and due diligence to mitigate such an event. If either party's ability to perform its obligations hereunder is affected by a force majeure event, such party shall within three work days of the party recognizing that the event could be a force majeure event, give written notice to the other party stating the nature of the event, its potential effect, and the anticipated duration thereof, and any action being taken to avoid or minimize its effect. The party claiming force majeure event will be held to have "recognized" the force majeure event at such point as the party reasonably should have known the event wes a force majeure event based upon the information reasonably available to that party at any given point in time. No party is entitled to relief based upon a force majeure event unless and to the extent that notice is given. Suspension of performance due to a force majeure event shall be of no greater scope and no longer duration than reasonably required. The party subject to the force majeure event shall use commercially reasonable efforts and due diligence to partially or fully remedy any inability to perform the work arising from such force majeure event. Hunter shall be entitled to an adjustment in the contract time to the extent that such efforts and due diligence result in an increase in the cost or time of performance of the work. For the purposes of this section a force majeure event means: an event or circumstance that adversely affects the cost or time of performance of a party's obligations under this contract to the extent the same is (1) beyond the reasonable control of the affected party or its contractors, subcontractors or vendors, and (2) could not have been avoided by the exercise of the affected party's best efforts. Such events or circumstances may include, but are not limited to, any act, omission or circumstance occasioned by any acts of God, acts of the public enemy, wers, blockades, insurrections, riots, epidemics, landslides, lightening, earthquakes, volcanoes, fires, unusually severe weather conditions, floods, disasters, civil disturbances, explosions, sabotage, the binding order of any governmental authority which has been resisted in good faith by all reasonable legal means, changes after the date hereof in federal, state or local laws, shortages of labor or material, delays in transportation, strikes or other labor disputes which exceed fifteen days in duration, breakdowns of equipment not due to the greater fault of the party claiming suspension, the existence of subsurface conditions that could not be reasonably discovered, orders or judgements of any governmental authority, the absence, suspension, termination, interruption, denial or failure of renewel of any governmental approval, any change in law or other event or circumstance not within the control of such party which prevents such party from performing its obligations hereunder, notwithstanding the foregoing, a force majeure event shall not include equipment failures due to normal wear and tear or defects in manufacturer design or construction, operation or maintenance thereof. 2. AFN-Fumished Materials and Other Requirements. 2.1. AFN Fiber Optic Cable. AFN shall furnish to Hunter the fiber optic cable and all associated materials for the project described in Recital A above. Cable furnished by AFN will be delivered or made available to Hunter at AFN's storage yard in Ashland. An inspection of AFN-furnished cable shall be made at the time of delivery to Hunter to satisfy AFN and Hunter that the quantity and quality of the material is satisfactory for use in the link. Thereafter, Hunter will be responsible for the material. Hunter shall be required to pay for any shortages, deficiencies, or damages that may occur after such delivery, and for any demurrage charges. Notwithstanding anything in this paragraph to the contrary, Hunter shall not be responsible for defects or deficiencies, shortages or damages in materials furnished by AFN which were not reasonably discovered based upon the inspection provided for in this paragraph. 2.2. Pole Contact & Easements Permits. AFN shall obtain, maintain and pay for all necessary easements and pole contact permits for attaching the cable to poles not owned by AFN. Hunter shall assist in the pole application process by providing accurate pole identifying numbers and locations. 3. Contract Time. Construction of the link shall be commenced by Hunter upon AFN delivering to Hunter a notice to proceed and Hunter shall commence mobilization within 14 calendar days after AFN issues the notice to proceed. 3.1. Telecommunication Permits for AFN. Hunter acknowledges that at the time this contract may be executed by AFN, AFN does not have a PUC certificate of authority or any required telecommunication franchises, pole contact permits and other telecommunication permits and licenses which may be necessary for the link. Upon execution of this agreement by both parties, AFN shall use reasonable efforts and due diligence in obtaining such telecommunication franchises, permits and licenses necessary for the link. 3.2. Telecommunications Permits for Hunter. Hunter shall be solely responsible for obtaining any telecommunication franchises or authority necessary for Hunter's use of the fiber conveyed to it upon completion of the link. 3.3. Adiustment of Contract Time. If the time of performance of the work is affected as a result of delays in obtaining the telecommunication permits described in paragraph 3.1, 3.2, paragraph 26 of Exhibit A, suspensions pursuant to ORS 279.328, or any other event which, under this contract, is recognized as an event or occurrence with respect to which Hunter, to the extent that such event or occurrence causes an increase in the cost or time of performing the work, shall be granted an extension to the contract time. Such an adjustment shall only be made to the extent same actually affects the cost or time of performance of the work, to the extent that Hunter has not caused or contributed to cause the event or occurrence. 4. Contract Price. When the work is completed and fully and satisfactorily tested, AFN shall convey to Hunter, for Hunter's sole and exclusive use, 24 of the 48 fiber strands installed as a part of this project. 5. Performance and Payment Bond. Hunter shall furnish a Performance and Payment Bond in accordance with the Requirements for Public Improvements document attached as Exhibit A. 6. Final Testing and Inspection. At such time as Hunter believes that the link is complete, Hunter shall notify AFN in writing that the link is ready for testing and final inspection. Testing and inspection shall be carried out by Hunter, as provided in the AFN standards and specifications for its network. If, following the inspection and testing, the link is found to be complete and satisfactory, this will constitute the final testing. If any work does not pass the testing, or is found incomplete or unsatisfactory, AFN will provide Hunter with a written punch list and Hunter will remedy the situation within a reasonable time and re-perform applicable testing. Following AFN review and upon receipt of the reviewed punch list, Hunter shall immediately undertake to correct or complete the items listed in the reviewed punch list. Upon completion of the work required by the reviewed punch list Hunter shall again notify AFN in writing that the Project is ready for testing and final inspection. 7. Disputed Work. If Hunter considers any work which AFN requests Hunter to perform to be outside the scope of the contract, Hunter shall: 7.1. Within one work day, upon knowledge of the impact or change caused by the disputed work, give oral notice to AFN by delivery to the party identified in paragraph 13; 7.2. Before performing the disputed work, obtain a written order from AFN (unless otherwise agreed to in writing, AFN shall issue its written order within two work days of receiving oral notice under the subparagraph above); 7.3. Within two work days of receiving the written order, confirm the notice of dispute in writing; and 7.4. Within ten calendar days after receipt of the written order, file a written protest with AFN stating clearly and in detail the basis of objection, and include an itemized statement of any increase in the cost or time of performing the work that have or will resulted from the performance of the disputed work. If Hunter fails to comply with the above procedure, AFN's ruling, if any, shall be final and conclusive and Hunter shall have no claim for additional compensation or time. Hunter shall keep and furnish records of all disputed work. 8. Payment of Obli,qations. Hunter shall promptly make payments to all persons supplying labor, equipment, supplies, or materials for the work when they become due under the subcontract or material contract. Hunter shall be responsible for any lien or claim filed against AFN related to the work. Failure to make payment of any claim when due may necessitate AFN paying such claim to the person furnishing the work and charging the amount against payments due or to become due to Hunter. Such payment shall not relieve Hunter or Hunter's surety from Hunter's obligation for any unpaid claims. AFN shall not make payment in the face of a legitimate dispute between Hunter and a subcontractor or material supplier. 9. Royalties and Patents. If Hunter employs any design, device, material or process covered by letters of patent or copyright, Hunter shall provide for such use by suitable legal agreement with the patentee or AFN. Hunter and the surety shall indemnify and save harmless AFN, any affected third party or political subdivision from any and all claims for infringement by reason of the use of any such patented design, device, material, or process, or any trademark or copyright, and shall indemnify AFN for any costs, expenses, and damages that it may be obliged to pay by reason of any infringement, at any time during the prosecution or after the completion of the work. 10. RiRhts of Way and Easements. When and where the work may interfere with a public way, Hunter and its subcontractors shall not cause the interference without prior approval from the governing authority. Hunter shall provide all components, including watchmen, required by the governing authority for warning to and protection of the public. Hunter shall confine construction activities within rights of way, easements, or limits of construction permits. Prior to the use of any property outside these specified boundaries, Hunter shall file with AFN the written permission of the property owner. Upon terminating such usage, Hunter shall file with AFN a release from all damages signed by the property owner. Hunter shall be responsible for any trespass upon or injury to other property resulting from or in connection with the work. Hunter shall be liable for any claims that may be made due to encroachment of any kind upon private property. 11. AFN's Right to Do Work. If Hunter neglects to consistently prosecute the work properly, or flagrantly fails to perform the terms or conditions of the contract, AFN may, without prejudice to any other remedy, supply or correct any deficiency or defect. Such action by AFN shall be taken after five work days' notice by AFN to Hunter and Hunter's surety. If, in the judgment of AFN, an emergency or danger to the work or to the public exists, AFN may take action without notice. The cost of such action by AFN shall be deducted from payments due or to become due to Hunter. Hunter or Hunter's surety shall pay to AFN any excess of cost over payments due. 12. Final Acceptance. Hunter shall deliver to AFN a Certificate of Completion when the work is considered fully and satisfactorily tested and complete and AFN shall, within 15 work days after receiving the notice, either accept the work ("Final Acceptance") or notify Hunter of the tests to be satisfied or work yet to be performed. If the work is accepted, AFN shall notify Hunter and will make a final estimate and recommend acceptance of the work as of a certain date. Upon approval and acceptance by AFN, and subject to the other provisions of this section, title to 24 fiber optic strands will be conveyed to Hunter by AFN 15 days of Final Acceptance. 12.1. Release by Hunter. Prior to conveyance of the strands, Hunter shall deliver to AFN a release and waiver of all claims against AFN, except for claims previously made in writing and identified by AFN and Hunter as unsettled, arising from or connected with the contract and shall furnish satisfactory evidence that all amounts due for labor, materials, and all other obligations have been fully and finally settled, or are fully covered by insurance. 12.2. Acceptance of strands. The acceptance by Hunter of title to the fiber optic strands shall, except for claims previously made in writing and identified by AFN and Hunter as unsettled at the time of final application for payment, release AFN from all claims and all liability to Hunter for all things done or furnished in connection with the work, and for every act of AFN and others relating to or arising out of the Work. 13. Final Warranty. The work is guaranteed by Hunter for one year from the date of Final Acceptance by AFN. If, within the warranty period, repairs or corrections are required in connection with the Work, Hunter shall promptly, without expense to AFN: a) Place in satisfactory condition all guaranteed work; b) Correct all damage to the building, site, equipment, or contents that is the result of the use of materials, equipment, or workmanship that are inferior, defective, or not in accordance with the terms of the contract; and, c) Correct any work, material, equipment, or contents of building, structure, or site disturbed in fulfilling the guarantee. AFN shall make its facilities available to Hunter for performance of work pursuant to this warranty obligation. If Hunter, within ten working days of the date on which AFN first makes its facilities available to Hunter, fails to undertake efforts to comply with the terms of this warranty, AFN may have the defects corrected. Hunter and Hunter's surety shall be liable for all expenses incurred. In case of an emergency where delay would cause serious loss or damage, repairs may be made without notice to Hunter and Hunter or Hunter's surety shall pay the cost. 14. Notices. All notices, requests and communications required or permitted under this contract shall be in writing (except as provided for disputed work in paragraph 7.1, and shall be sufficiently given and deemed to have been received upon personal delivery by messenger, overnight courier, electronic mail or telecopier, or, if mailed, upon the first to occur of actual receipt or two work days after being placed in the United States mail, postage prepaid, registered or certified mail, with return receipt requested, addressed to the parties, as follows: AFN Attn: Pete Lovrovich, Director 90 North Mountain Avenue Ashland, Oregon 97520 Phone: (541) 488-5357 Fax: (541) 488-5320 Hunter.~onstruction, In~;. dba Hunter Communications / Central Point, Oregon 97.~_E Phone: (541) _-J Fax: (541) - 7 77- -5~ .5'- 15. Contract Amendments. No change, amendment or modification of this contract shall be valid or binding upon the parties hereto, unless such change, amendment or modification shall be in writing and duly executed by both parties. No verbal agreement or conversation with any officer, agent, or employee of AFN, either before or after execution of the contract, shall affect or modify any of the terms or obligations contained in the contract. 16. Default by Contractor. AFN may, without prejudice to any other right or remedy and after giving Hunter and Hunter's surety seven days' written notice, terminate the employment of Hunter if Hunter should: a) Be adjudged bankrupt; b) Make a general assignment for the benefit of Hunter' creditors; c) Have a receiver appointed on account of Hunter' insolvency; d) Upon expiration of a 30 day cure period, fail in a material way to supply enough properly skilled workers, proper materials, or adequate equipment for the efficient prosecution of the work; e) Upon expiration of a 30 day cure period, fail to make payment to subcontractors or suppliers according to subcontract or purchasing agreement terms; g) Upon expiration of a 30 day cure period, disregard laws, ordinances, or the instructions of AFN; or, Upon expiration of a 30 day cure period, be guilty of a material violation of any provision of the contract. AFN will take possession of the premises and all materials, tools, and appliances as well as all other materials on which Hunter has received partial payment. AFN may finish the work by any method AFN deems expedient. Hunter shall not be entitled to receive any fiber strands if AFN is required to complete the link as provided under this section. Termination of any or all of the contract shall not relieve Hunter of the responsibilities for the completed work, or relieve Hunter's surety of the obligation for any just claims arising out of the work performed. Hunter Construction, Inc. dba Hunter Communications City of Ashland, by and through its Department of Electric Utilities, Ashland Fiber Network Division Title: '~ ~-~¢z_. ~ ~,~.[, [,~,~ EXHIBIT A REQUIREMENTS FOR PUBLIC IMPROVEMENTS 1. PREVAILING WAGE REQUIREMENTS. The contractor is required to pay prevailing wage rates and comply with the provisions of ORS 279.348 through 279.365 (Prevailing Wage Rates). 2. BOLl FEE. In addition, the contractor will be required to pay a fee to the Bureau of Labor and Industries (BOLl) pursuant to the provisions of ORS 279.352(2). The fee is one-tenth of one percent of the price of the construction portion of the contract, but not less than $100 nor more than $5,000, regardless of the contract price. 3. PERFORMANCE BONDS. The contractor will furnish a performance bond in the amount of $78,000 for this project. 4. CORRECTION OF WORK AFTER FINAL PAYMENT. Neither the final certificate of payment nor any provision in the contract documents shall relieve the contractor of responsibility for faulty materials or workmanship and, unless otherwise specified, the contractor shall remedy any defects due thereto and pay for any damage to other work resulting one year from the date.of acceptance of the complete building or installation. The City shall give notice of observed defects with reasonable promptness. 5. CONTRACTOR'S INSURANCE AND INDEMNITY. 5.1. Contractor shall, at contractor's own expense, at all times during the term of this agreement, maintain in force: 5.2. A comprehensive or commercial general liability policy including coverage for contractual liability for obligations assumed under this contract, blanket contractual liability, products and completed operations, owner's and Contractor's protective insurance and comprehensive automobile liability including owned and non-owned automobiles. The liability under each policy shall be a minimum of $1,000,000.00 per occurrence (combined single limit for bodily injury and property damage claims) or $1,000,000.00 per occurrence for bodily injury and $100,000.00 per occurrence for property damage. Liability coverage shall be provided on an occurrence not claims basis. The City of Ashland, its officers, employees and agents shall be named as additional insured. Certificates of insurance acceptable to the City shall be filed with City's Risk Manager prior to the Commencement of any services by contractor under this agreement. These certificates shall contain provision that coverage afforded under the policies can not be cancelled and restrictive modifications cannot be made until at least 30 days prior written notice has been given to City. A certificate which states merely that the issuing company "will endeavor to mail" written notice is unacceptable. 5.3. Workers' Compensation: The contractor, its sub-contractors, if any, and all employers providing work, labor, or materials under this contract are subject employers under the Oregon Workers' Compensation Law and shall comply with ORS 656.017, which requires them to provide workers' compensation coverage that satisfies Oregon law for all their subject works. This shall include Employer's Liability Insurance with coverage limits of not less than $'100,000.00 each accident. Contractors who perform the work without the assistance or labor of any employee need not obtain such coverage. 5.4. Primary Covera.qe: Insurance carried by contractor under this contract shall be the primary coverage, and the City's insurance is excess and solely for damages or losses for which the City is responsible. 5.5. Indemnification: Contractor agrees to defend, indemnify and save City, its officer, employees and agents harmless from any and all losses, claims, actions, costs, expenses, judgments, subrogation, or other damages resulting from injury to any person (including injury resulting in death), or damage (including loss or destruction) to property, of whatsoever nature arising out of or incident to the performance of this agreement by contractor (including, but not limited to, contractor's employees, agents, and other designated by contractor to perform work or services attendant to this agreement). Contractor shall not be held responsible for damages caused by the negligence of City. The contractor agrees that contractor will be solely responsible for any damage or trespass to or upon adjacent property or injury thereto, resulting from or in connection with contractor's operation, and that contractor will defend, indemnify and hold the City harmless from any claim, liability or obligation arising from such entry or trespass. 6. STATUTORY REQUIREMENTS: ORS 279.312, 279.314, 279.316 and 279.320 are made part of this contract. Contractor must demonstrate that an employee drug testing program is in place. 7. LABOR. Contractor shall comply fully with the provisions of ORS 279.348 through 279.365. Documents establishing those conditions, as determined by the Commissioner of the Bureau of Labor and Industries (BOLl), are included in these contract documents. 7.1. The contractor is required to pay a fee to BOLl pursuant to the provisions of ORS 279.352(2). The fee is one-tenth of one percent of the price of this contract, but not less than $100 nor more than $5,000, regardless of the contract price. 7.2. Pursuant to ORS 279.354, contractor and its sub-contractors shall submit complete weekly payrolls for the week immediately preceding each submission as follows: 7.2.1. For projects of less than 90 days: Once before the first payment is made to the contractor by the public agency; and Once before the final payment (covering the last full week of work on the project) is made to the contractor by the public agency, 7.2.2. For projects exceeding 90 days: Once before the first payment is made to the contractor by the public agency; At 90 day intervals thereafter; and once before the final payment (covering the last full week of work on the project) is made to the contractor by the public agency. 7.2.3. General: Payroll and Certified Statement forms are available at any BOLl office. The forms must be submitted to: (1) the City of Ashland; and (2) BOLI's Wage and Hour Division. Payroll and certified statement records must be kept by the contractor for three years from the date of Final Completion of the contract. 8. MATERIALS AND WORKMANSHIP. The contractor will furnish all labor and tools, equipment, transportation, and necessary supplies, such as may be reasonably required to execute the contract in a satisfactory and workerlike manner and in accordance with the plans developed by the contractor and approved by AFN, specifications and terms of the contract. All workmanship shall be of the highest quality in every particular. 9. PROTECTION OF PERSONS AND PROPERTY. The contractor shall erect and maintain good and sufficient guards, barricades and signals at all unsafe places at or near the work. The City of Ashland assumes no responsibility or liability to direct the contractor in the manner of placement or type of barricade or guard to be utilized. 9.1. Protection of Work. Contractor shall protect and maintain the work during construction and until final acceptance. This maintenance shall constitute continuous and effective work prosecuted day by day, with adequate equipment and forces so the work is kept in satisfactory condition at all times. 9.2. Correction by City. If contractor fails to protect or maintain the work, Citywill immediately notify contractor. If contractor fails to correct the deficiency within five work days after receipt of such notice, City may correct the deficiency in which event the cost of this maintenance shall be borne by contractor and may charge Contractor for City's costs. 9.3. Use of Power and Water. Hunter shall furnish temporary power and water complete with connecting piping, wiring, lamps, and equipment necessary for the work. Hunter shall obtain all authorizations and permits and bear all costs in connection with temporary services and facilities. Hunter shall remove temporary facilities upon completion of the work. Hunter may use available power and/or water in existing AFN facilities for use of small tools and equipment necessary for the completion of the work. 10. INSPECTION. Inspections of the work will be made on a regular basis by representatives of the City, who shall have access to the work at all times. No utility installation shall be backfilled without approval of the project inspector. Any work found to be improperly done shall be removed and replaced at the contractor's expense. 11. SUPERINTENDENCE. The contractor shall keep on this work during its progress, a competent superintendent, who shall represent the contractor Jn the contractor's absence. 12. PERSONAL LIABILITY OF PUBLIC OFFICIALS. In carrying out the provisions of the contract documents, or in exercising any power or authority granted to the contractor by the contract, the contractor agrees there will be no liability upon the officials, officers, or employees of the City of Ashland, either personally or as officials of the City of Ashland; it being always understood that in such matters they act as the agents and representatives of the City. 13. BUSINESS LICENSE REQUIRED. The successful bidder shall, prior to starting work, obtain a City of Ashland Business License. Sub-contractors on the project shall also be required to have a current business license. Licenses may be acquired through the City of Ashland Utility Office during regular business hours. 14. SUBLETTING OR ASSIGNMENT OF CONTRACT. For a period of one year, the contractor agrees not to assign, transfer, convey or otherwise dispose of the contract or any right, title, or interest either in whole or in part, or the contractor's power to execute such contract to any other person, firm, or corporation, or to subcontract any part of the work without the previous consent in writing of AFN. It is understood and agreed that if any part of the work to be done under the contract is subcontracted, the subcontracting shall be done in accordance with, and the contractor shall be bound by, the following provisions: 14.1. All subcontracts shall be in writing and shall provide that all work to be performed shall be conducted and performed in accordance with the terms of the prime contract. Upon request, certified copies of any or all subcontracts shall be furnished to AFN's representative. 14.2. In case the work being done or to be done under any subcontract is not conducted in a manner satisfactory to AFN's representative, contractor shall upon written notice to this effect cause such subcontract to be terminated, and the sub- contractor and the sub-contractor's employees to be removed from the work. Any loss or damage that may be suffered on account of such action shall be borne by the contractor. 14.3. The contractor agrees that the contractor is as fully responsible to AFN for the acts and omissions of sub-contractors and of persons either directly or indirectly employed by them as contractor is for the acts and omissions of the contractor's own employees. Nothing contained in the contract documents shall create any contractual relation between any sub-contractor and AFN 15. CLAIMS FOR EXTRA COMPENSATION. In any case where the contractor deems extra compensation is due for work or materials not allowed by AFN's representative, the contractor shall in writing notify AFN's representative of the contractor's intention to make claim for such compensation before the contractor begins the work on which the contractor bases the claim. If such notification is not given or AFN's representative is not afforded proper facilities by the contractor for keeping strict account of actual cost, then the contractor agrees to waive the claim fore extra compensation. Such notice by the contractor and the fact that AFN's representative has kept account of the cost, shall not in any way be construed as proving the validity of the claim. Notwithstanding any other notices that are required, in the event contractor discovers any subsurface, latent or other conditions at the site differing materially from those indicated in the contract documents, the contractor shall immediately notify AFN's representative and not disturb them until AFN's representative has review such conditions. 16. FINAL INSPECTION. Unless otherwise required, AFN's representative shall make final inspection of the work included in the contract within 15 days after written notification by the contractor that the work is completed. If the work is not approved by AFN's representative after inspection, AFN's representative shall advise the contractor as to the particular defects to be remedied before final approval and recommendation for acceptance can be made to the City. 17. AFN'S REPRESENTATIVE. As used in these requirements, AFN's representative is the person appointed by the City to represent the City in matters arising under this contract. 18. RELEASE OF LIENS. As a condition of final payment, the contractor shall submit to AFN's representative a notarized Release of Liens and Claims Form, which states that all sub--contractors and suppliers have been paid in full, all disputes with property owners have been resolved, all obligations on the project have been satisfied, all monetary claims and indebtedness have been paid, and that to the best of the contractor's knowledge, there are no claims of any kind outstanding against the project. The contractor shall indemnify and hold harmless the City from all claims for labor and materials furnished under this contract. The contractor shall furnish complete and valid releases or waivers, satisfactory to the City, of all liens arising out of or filed in connection with the work. 19. PRE-CONSTRUCTION CONFERENCE. Prior to receiving a written notice to proceed with construction, the contractor shall attend a pre-construction conference to be held at the job site. The conference shall be attended by the contractor, sub- contractor, and AFN's representative and other interested parties. 20. PRIOR NOTICE. The contractor shall notify the City 24 hours prior to undertaking any work outside normal working hours. 21. WORKING HOURS. Normal working hours for City staff are 7:00 a.m. to 4:30 p.m. Monday through Friday excluding holidays. 22 MAINTENANCE OF EXISTING STREETS. The contractor shall clean and maintain existing streets if dirtied or damaged without added payment. 23. PERMITS. Contractor shall obtain and pay for all necessary permits and licenses, for the construction of the project, for temporary obstructions, enclosures, opening of streets for pipes, walls, utilities, environmental, etc, as required for the project. contractor shall be responsible for all violations of the law, in connection with the construction or caused by obstructing streets, sidewalks or otherwise. Contractor shall give all requisite notices to public authorities. The contractor shall pay all royalties and license fees and shall defend all suits or claims for infringement of any patent right and save the City harmless and blameless from loss on account of such claims. 24. COMPLIANCE WITH ALL GOVERNMENT REGULATIONS. Contractor shall comply with all federal, state and local laws, codes, regulations and ordinances applicable to the work. Failure to comply with such requirements shall constitute a breach of contract and shall be grounds for contract termination. Damages or costs resulting from noncompliance shall be the responsibility of contractor. 24.1. Contractor shall comply with all applicable requirements of federal and state civil rights and rehabilitation statutes, rules and regulations; and 24.2. Contractor shall not discriminate against disadvantaged minority, women or emerging small business enterprises in the awarding of subcontracts, ORS 279.111. 24.3. Contractor shall maintain, in current and valid form, all licenses and certificates required by law, regulation, or this contract when performing the work. 24.4. Contractor shall certify that it shall not accept a bid or proposal from sub- contractors to perform work as described in ORS 701.005 under this contract unless such sub-contractors are registered with the Construction Contractors Board in accordance with ORS 701.035 to 701.055 at the time they submit their bids or proposals to the contractor. 25. LAWS TO BE OBSERVED. In compliance with ORS 279.318 the following is a list of federal, state and local agencies of which the City has knowledge that have enacted ordinances or regulations relating to environmental pollution and the preservation of natural resources that may affect the performance of the contract: FEDERAL AGENCIES: Agriculture, Department of Forest Service Soil Conservation Service Defense, Department of Army Corps of Engineers Energy, Department of Federal Energy Regulatory Commission Environmental Protection Agency Health and Human Services, Department of Housing and Urban Development, Interior, Department of Bureau of Land Management Bureau of Reclamation Geological Survey U.S. Fish and Wildlife Service Labor, Department of Occupation Safety and Health Administration Water Resources Council STATE AGENCIES: Agriculture, Department of Soil and Water Conservation Commission Energy, Department of Environmental Quality, Department of Fish and Wildlife, Department of Forestry, Department of State Lands, Division of Water Resources Department LOCAL AGENCIES City Councils County Commissioner, Board of 26. PREVENTION OF ENVIRONMENTAL POLLUTION. It is mutually understood and agreed that the Department of Environmental Quality of the State of Oregon has enacted ordinances and regulations dealing with the prevention of environmental pollution and preservation of natural resources which ordinances and regulations affect the performance of the contract. The contractor shall comply with all such applicable ordinances or regulations in the performance of this contract. Unless disposition of environmental pollution is specifically a part of this contract, contractor shall immediately notify City of any hazardous substances which contractor discovers or encounters during performance of the work required by this contract. "Hazardous substances" are those substances, materials or wastes regulated in 40 CFR, Part 261 and defined as hazardous in 40 CFR S 261.3. In addition to notifying City of any hazardous substances discovered or encountered, contractor shall immediately cease working in any particular area of the project where a hazardous substance has been discovered or encountered if continued work in such area would present a bona fide risk or danger to the health or well being of contractor's or any sub- contractor's work force. 26.1. Spill Responsibility Contractor will be held responsible for any and all releases of environmental pollution during performance of the contract which occur as a result of, or are contributed by, actions of its agent, personnel, or sub-contractors. contractor agrees to promptly dispose of such spills or leaks to satisfaction of the City and proper regulatory agencies in a manner that complies with applicable federal, state, and local laws and regulations. Cleanup shall be at no cost to the City. Contractor shall report all reportable quantity releases to applicable federal, state, and local regulatory and emergency response agencies. Reportable quantities are found in 40 CFR, Part 302, Table 302.4 for hazardous substances and in OAR 340-108 for petroleum products. Upon discovery, regardless of quantity, contractor must telephonically report all releases to the City. A written follow-up report shall be submitted to City within 48 hours of the telephonic report. Such written report shall contain, as a minimum: 26.1.1. Description of items released (identity, quantity, manifest no., and all other documentation required by law.) 26.1.2. Whether amount of items released is EPNDEQ reportable, and, if so, when it was reported. 26.1.3. Exact time and location of release, including a description of the area involved. 26.1.4. Containment procedures initiated. 26.1.5. Summary of communications about the release contractor has had with members of the press or State officials. 26.1.6. Description of cleanup procedures employed or to be employed at the site, including disposal location of spill residue. release. 26.1.7. Personnel injuries, if any, resulting from, or aggravated by, the 27. LOCATION OF EXISTING UTILITIES. The contractor shall exercise all possible caution to prevent damage to existing structures and utilities whether above ground or under ground. The contractor shall notify all utility offices concerned at least 48 hours in advance of construction operations in which a utility's facilities may be involved. This shall include but not be limited to water, gas, telephone, electric and television service. 27.1. It shall be the responsibility of the contractor to secure field locations for all existing underground utilities in the project area. The contractor shall maintain these locations for the duration of the project. The contractor shall bear all costs to repair damage to utilities directly resulting from the contractor's actions. 28. BARRICADES AND SIGNS. The contractor shall provide, erect and maintain all necessary barricades, signs, danger signals and lights for the protection of the public. 29. FINAL CLEAN-UP. Upon completion of the work and before acceptance and final payment shall be made, the contractor shall clean up and remove from the right-of- ways, easements, and adjacent properties all surplus and discarded materials, rubbish, temporary structures and debris of all kinds. The contractor shall tear down and remove all buildings and other construction structures erected by or for the contractor or by or for sub-contractors or employees, whether the same be on the street or on privately owned property and whether the title to the buildings or structures does or does not rest with the contractor. The contractor shall restore in an acceptable manner all property, both public and private, which has been damaged during the prosecution of the work, and shall leave the street and adjacent easement in a neat and orderly condition throughout its entire length. 30. REPLACEMENT OF DAMAGED PAVEMENT. Any pavement or roadway surfacing which is distributed or damaged as a result of operations of the contractor shall be repaired or replaced by the contractor at the contractor's own expense with material equivalent to the existing pavement and to the satisfaction of the Engineer. 31. NOISE CONTROLS. The contractor shall at all times eliminate noise to the maximum practicable extent. Air compressing plants shall be equipped with silencers, and the exhaust of all gasoline motors or other power equipment shall be provided with mufflers. Special care shall be used to avoid noise or the nuisances, and the contractor shall strictly observe all federal, state, and local regulations concerning noise. 32. WORKING HOURS. Except in the event of an emergency, no work shall be done between the hours of 6:00 p.m. and 7:00 a.m., or on weekends. If the proper and efficient prosecution of the work requires operations during other hours, the written permission of AFN's representative shall be obtained before starting such items of the 33. PROTECTION OF WORKERS. The contractor shall comply with the current safety standards of applicable building and construction laws and codes, including the "Manual of Accident Prevention in Construction" published by the Associated General Contractors of America, and the United States Department of Labor (Occupational Safety and Health Administration) Safety and Health Regulations for Construction, 29 CFR 1910, as revised November, 1978, and the Oregon Occupational Safety and Health Code, OAR Ch. 437, Div. 3 Construction. The contractor shall be solely and completely responsible for all persons and property during performance of work. These requirements shall apply continuously and shall not be limited to normal working hours. The contractor shall maintain at a well-known place at the job site all articles necessary for giving first aid to the injured and, before employees shall be permitted to work at the job site, the contractor shall make standing arrangements for the immediate removal to a hospital or to a doctor's care of persons, including employees who may be injured on the job site.