bekgg sample subcontract form

8/3/2019 BEKGG Sample Subcontract Form

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Subcontract Number 1

SUBCONTRACT AGREEMENT FORM

SUBCONTRACT NUMBER: REQUISITION NO.:

EFFECTIVE DATE OF THIS SUBCONTRACT IS , 2007

This Agreement made as of the above effective date by and between BE&K Government Group, Inc. (hereinaftercalled Contractor) whose principal address is 2000 International Park Drive, Birmingham, AL 35243 and

(hereinafter called Subcontractor) whose principal address is .

WHEREAS, Subcontractor is desirous of entering into a Subcontract Agreement with Contractor for the supply ofservices as hereinafter provided and Contractor is willing to enter into such Subcontract Agreement based upon theterms and conditions contained herein.

NOW, THEREFORE, for and in consideration of the following premises, the parties hereto intending to be legallybound do hereby agree as follows:

ARTICLE 1 SCOPE OF WORK

General Scope of Supply

Subcontractor shall furnish all materials, labor, (whatever crafts are required), fulltime supervision, tools,construction equipment, freight, safety equipment, insurance, and all other things necessary (unless specificallyexcluded herein) to complete in every way the following described work on the property of

(hereinafter call Owner) located at (hereinafter called theProject Site) in accordance with the plans and specification and schedule requirements herein provided.Subcontractors proposal to perform the Work forms no part of the Subcontract Agreement and any terms and

conditions or qualifications in such proposal shall not be effective unless specifically set forth in the MiscellaneousProvisions, Article 4, below.

Scope of Work and Services

Project: BE&K Government Group, Inc. Scope of work for excavation and fill for entire remaining work for Package 6

Subcontractor is obligated to supply all labor, material and services required to perform the Work set forth belowand as otherwise provided in the Contract Documents. Subcontractors obligations shall include, withoutlimitation, any related or incidental labor, material or services required to satisfy its obligations or any obligationsreasonably inferable thereto, as well as any addenda or modifications issued subsequent to the date of thisSubcontract.

(end of scope of work)

Notes: Submittals to be sent to the following address:

BE&K Government Group, Inc.123 StreetAnywhere, XX 12345Mark for: --------------


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Special Base Requirements:

PERSONNEL AND VEHICLE ACCESSThe Subcontractor shall be required to obtain passes for all personnel, and vehicle passes for all vehicles (companyand/or privately owned), to access the Installation and Government property.

All Subcontractor employees shall wear passes on the front left-hand side of the outer garment, between theshoulder and the waistline so it is plainly visible at all times while entering, working on, and departing theInstallation. Vehicle passes shall be displayed on the vehicles front dashboard at all times while entering, operatingon, or departing the Installation. Cell phone usage, on Base, while driving is strictly prohibited, and violators will beticketed.

ARTICLE 2 TIME AND SEQUENCE OF PERFORMANCE

Subcontractor recognizes Contractors obligation to Owner for timely progress and completion of the work, andeach part thereof, and that TIME IS OF THE ESSENCE in the performance of the work under this Agreement.Subcontractor agrees to perform the above-described work in accordance with the following directions:

Subcontractor shall submit to the Contractor a detail schedule in accordance with Article 7.0 of Exhibit C Termsand Conditions of Subcontract.

Subcontractors equipment and personnel loading shall be based on such schedule as approved by Contractor.Should it become necessary to add equipment or personnel in order to achieve the scheduled milestone dates,Subcontractor shall do so at no additional cost to Contractor or the Owner.

The General Superintendent will hold a pre-construction meeting prior to the start of construction andSubcontractor shall send at least one representative to the meeting. Subcontractor shall mobilize, begin, andcomplete all work in accordance with the approved project schedule. The attached preliminary schedule,Exhibit O, shall be used as a tool for Subcontractor to plan and execute Work, however, Subcontractor shallnot mobilize or start any work without prior written notification from the General Superintendent. TheGeneral Superintendent will attempt to provide Subcontractor at least two weeks notice of required startdate.

ARTICLE 3 PRICE

Contractor agrees to pay Subcontractor for Performance of the Work for the not-to-exceed price ofDollars and No Cents United States Dollars ($ U.S.) (Hereinafter

Subcontract Price) subject to adjustment only as expressly provided in this Subcontract

*Subcontractor shall notify BEK GG in writing when the total amount invoiced is equal to 80% of the not-to-exceedamount of the Agreement. At that time, the remaining requirements of the Scope of Work will be evaluated and thesubcontract will be adjusted if determined to be necessary.

Authorized Out of Scope WorkExhibits F and G shall apply for authorized out-of-scope work that may be required and not included in the

Subcontractors Lump Sum Proposal. All invoices for work performed on either a Unit Rate or Time and Materialbasis shall be substantiated with Contractor approval for quantities performed on Unit Rate Basis and/or time sheetsand material invoices for work performed on a T&M basis

Remobilization/Demobilization ChargeAll mobilization and demobilization costs required for the Scope of Work as scheduled herein are included in theLump Sum Price. The total Lump Sum Price includes two mobilizations and two demobilizations.


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Payment Terms and Invoicing InstructionsThe Subcontractor may invoice for partial payment of the Subcontract Price for installed work on or before the 20thday of each month. Request for payment received after the 20th day of each month will be processed with thefollowing months pay request. The Subcontractors estimated progress billing must be approved by the Contractorprior to the Subcontractor submitting the invoice for payment. Contractor may, at its option, retain 10% percent ofeach progress payment until final payment is due as provided in this Agreement. Payments shall be made net fifteen- (15) days after receipt of properly submitted invoice and upon Contractors receipt of payment from Client. Finalpayment shall be within thirty (30) days after completion of the Subcontractors Work, final written acceptanceand payment thereof by the Owner. Partial and final invoices must be accompanied with a Partial or Final Waiver ofLien (Exhibit D).

Mail one (1) original copy of invoice to:

BE&K Government Group, Inc.P.O. Box 12271Birmingham, AL 35202-2271Mark for--------------- Attention: Accounts Payable

ARTICLE 4 MISCELLANEOUS PROVISIONS

Clarification to Terms and Conditions for Subcontract (Exhibit C) Section 25.0, Owner shall be defined as________________ for the purposes of naming the Owner as an addition insured on the Subcontractors InsuranceCertificate.

ARTICLE 5 LIQUIDATED DAMAGES

If the contractor fails to complete the work within the time specified in the subcontract, Subcontractor shall payContractor liquidated damages, the sum of $__________ for each day of delay.

ARTICLE 6 PAYMENT AND PERFORMANCE BONDS

Subcontractor is required to provide Payment and Performance bonds in the amount of 100% of the totalSubcontract price for all subcontracts valued at $100,000 or more. Payment and Performance Bonds must be

provided to the Contractor within ten (10) calendar days of the execution date of this agreement. Subcontractorsfailure to furnish such bonds shall be deemed a material default. The bond cost is included in the total subcontractamount reflected in Article 3 above.


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ARTICLE 7 EXHIBITS

This Subcontract consists of this Agreement and the Exhibits listed below which are attached and hereby become apart of this Subcontract. In the event of a conflict between any of the documents in this Subcontract, then thisAgreement shall have the highest priority, followed by the Exhibits in the order listed:

Exhibit A Drawings and Specifications

Exhibit B Project Special Terms and Condition

Exhibit B-1 Site Specific Conditions

Exhibit C Terms and Conditions of Subcontract, Rev. dated 05/03/05 (six pages)

Exhibit D Subcontractors Affidavit, Release of Lien, and General Release Rev. dated 1/09/04 (one page)

Exhibit E Subcontractor Safety, Health, and Environmental Requirements, Rev. dated 04/01/03 (four pages)

Exhibit E-1 Safety Task Planner (one page)

Exhibit F Subcontract Unit Rates (does not apply)

Exhibit G Subcontract Time and Material Rates (does not apply)

Exhibit H-1 Equal Opportunity Compliance (four pages)

Exhibit J Subcontractors Daily Manpower Log (one page)

Exhibit K Work Order Request Form (one page)

Exhibit L Pre-Lift Rigging Check List (three pages)

Exhibit M NAVFAC Southern Divisions Environmental Compliance Assessment and Training System (twopages)

Exhibit N Wage Determination SF 1413 (five pages)

Exhibit O Schedule (___ pages)

Exhibit P Drawings List (___ pages)


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ARTICLE 8 NOTICES

SUBCONTRACTOR CONTRACTORBE&K Government Group, Inc.2000 International Park DriveBirmingham, AL 35243Amanda Tinsley(205) 972-6604

IN WITNESS WHEREOF, the parties hereto have caused this Subcontract to be executed by their duly authorizedofficers and representatives as of the day and year first above written.

SUBCONTRACTOR

By:(Type/Print Name)

Witness:(Signature)

Title:

Date:

BE&K Government Group, Inc.CONTRACTOR

By: Amanda K. Tinsley(Type/Print Name)

Witness:(Signature)

Title: Contracts Administrator

Date:


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Subcontract Number A1

EXHIBIT A

DRAWINGS, SPECIFICATIONS, AND OTHER DOCUMENTS

I. DRAWINGS

Drawing No. Drawing Title Dwg. Rev. Date

*Full list of drawings provided in Exhibit P

II. SPECIFICATIONS

Section No. Specification Title Spec. Rev. Date

III. OTHER DOCUMENTS

Title Revision Date

None


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Subcontract Number B-11

Exhibit B

PROJECT SPECIAL TERMS AND CONDITIONS

PRIME CONTRACT NO. ____________________

These Special Conditions are to be read in conjunction with the SUBCONTRACT GENERAL CONDITIONS (03-92) as appropriate; these Special Conditions are to be considered supplementary to the SUBCONTRACTGENERAL CONDITIONS (03-92) except in those cases where there is conflict, in which cases these SpecialConditions take precedence. CONTRACT refers to CONTRACTORS prime contract with the U. S. Government(Department of the Navy); SUBCONTRACT refers to this SUBCONTRACT between CONTRACTOR andSUBCONTRACTOR.

1.0 INCORPORATION OF FEDERAL ACQUISITION REGULATIONS, BY REFERENCE

52.215-2 AUDIT AND RECORDS - NEGOTIATION (JUN 1999) (IN PARAS (a) THRU(e) CHANGE CONTRACTOR TO READ SUBCONTRACTOR

1.1 The following Federal Acquisition Regulations (FAR) clauses are hereby incorporated by referenceas if set out fully herein, except the word CONTRACTOR shall be substituted for the wordsContracting Officer wherever they appear, and the term SUBCONTRACTOR shall besubstituted for the term Contractor wherever it appears for all clauses incorporated withinparagraph 1.0.

PARAGRAPH TITLE

52.203-3 GRATUITIES (APR 1984)52.203-5 COVENANT AGAINST CONTINGENT FEES (APR 1984)52.203-7 ANTI-KICKBACK PROCEDURES (JUL 1995)52.203-8 CANCELLATION, RESCISSION, AND RECOVERY OF FUNDS FOR ILLEGAL OR

IMPROPER ACTIVITY (JAN 1997)52.203-10 PRICE OR FEE ADJUSTMENT FOR ILLEGAL OR IMPROPER ACTIVITY (JAN

1997)52.203-11 CERTIFICATION AND DISCLOSURE REGARDING PAYMENTS TO INFLUENCE

CERTAIN FEDERAL TRANSACTIONS (SEP 2005)52.203-12 LIMITATION ON PAYMENTS TO INFLUENCE CERTAIN FEDERAL

TRANSACTIONS (SEP 2005)52.204-2 SECURITY REQUIREMENTS (AUG 1996) ALTERNATE II

(APR 1984)52.209-6.1 PROTECTING THE GOVERNMENTS INTEREST WHEN

SUBCONTRACTING WITH CONTRACTORS DEBARRED,SUSPENDED, OR PROPOSED FOR DEBARMENT (JAN 2005)

52.211-14 NOTICE OF PRIORITY RATING FOR NATIONAL DEFENSE USE (SEP 1990)52.215-2 AUDIT AND RECORDSNEGOTIATION (JUN 1999)52.215-10 PRICE REDUCTION FOR DEFECTIVE COST OR PRICING DATA (OCT 1997)52.215-11 PRICE REDUCTION FOR DEFECTIVE COST OR PRICING DATA

MODIFICATIONS (OCT 1997)52.215-12 SUBCONTRACTOR COST OR PRICING DATA (OCT 1997)52.215-13 SUBCONTRACTOR COST OR PRICING DATA MODIFICATIONS (OCT 1997)52.215-14 INTEGRITY OF UNIT PRICES (OCT 1997)52.215-15 PENSION ADJUSTMENTS AND ASSET REVERSIONS (OCT 2004)52.215-18 REVERSION OR ADJUSTMENT OF PLANS FOR POSTRETIREMENT BENEFITS

(PRB) OTHER THAN PENSIONS (JUL 2005)52.215-19 NOTIFICATION OF OWNERSHIP CHANGES (OCT 1997)52.215-21 REQUIREMENTS FOR COST OR PRICING DATA OR

INFORMATION OTHER THAN COST OR PRICING DATA --MODIFICATION (OCT 1997)

52.219-8 UTILIZATION OF SMALL BUSINESS CONCERNS (MAY 2004)52.219-9 SMALL BUSINESS SUBCONTRACTING PLAN (JUL 2005)ALTERNATE II


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52.219-16 LIQUIDATED DAMAGES-SUBCONTRACTING PLAN (JAN 1999)52.219-25 SMALL DISADVANTAGED BUSINESS PARTICIPATION

PROGRAM--DISADVANTAGED STATUS AND REPORTING(OCT 1999)

52.222-3 CONVICT LABOR (JUN 2003)52.222-4 CONTRACT WORK HOURS AND SAFETY STANDARDS ACT-OVERTIME

COMPENSATION (JULY 1995)

52.222-6 DAVIS-BACON ACT (JUL 2005)52.222-7 WITHHOLDING OF FUNDS (FEB 1988)52.222-8 PAYROLLS AND BASIC RECORDS (FEB 1988)52.222-9 APPRENTICES AND TRAINEES (JUL 2005)52.222-10 COMPLIANCE WITH COPELAND ACT REQUIREMENTS (FEB 1988)52.222-11 SUBCONTRACTS (LABOR STANDARDS) (JUL 2005)52.222-12 CONTRACT TERMINATIONDEBARMENT (FEB 1988)52.222-13 COMPLIANCE WITH DAVIS-BACON AND RELATED ACT REGULATIONS (FEB

1988)52.222-14 DISPUTES CONCERNING LABOR STANDARDS (FEB 1988)52.222-15 CERTIFICATION OF ELIGIBILITY (FEB 1988)52.222-21 PROHIBITION OF SEGREGATED FACILITIES (FEB 1999)52.222-26 EQUAL OPPORTUNITY (APR 2002)52.222-27 AFFIRMATIVE ACTION COMPLIANCE REQUIREMENTS FOR CONSTRUCTION

(FEB 1999)

52.222-35 AFFIRMATIVE ACTION FOR DISABLED VETERANS AND VETERANS OF THEVIETNAM ERA (DEC 2001)

52.222-36 AFFIRMATIVE ACTION FOR WORKERS WITH DISABILITIES(JUN 1998)

52.222-37 EMPLOYMENT RECORDS ON DISABLED VETERANS AND VETERANS OF THEVIETNAM ERA (DEC 2001)

52.222-38 COMPLIANCE WITH VETERANS EMPLOYMENT REPORTING REQUIREMENTS(DEC 2001)

52.223-5 POLLUTION PREVENTION AND RIGHT TO KNOW INFORMATION (AUG 2003)52.223-6 DRUG-FREE WORKPLACE (MAY 2001)52.223-14 TOXIC CHEMICAL RELEASE REPORTING (AUG 2003)52.225-13 RESTRICTIONS ON CERTAIN FOREIGN PURCHASES (FEB 2006)52.227-1 AUTHORIZATION AND CONSENT (JULY 1995)52.227-2 NOTICE AND ASSISTANCE REGARDING PATENT AND COPYRIGHT

INFRINGEMENT (AUG 1996)

52.229-3 FEDERAL, STATE AND LOCAL TAXES (APR 2003)52.229-8 TAXESFOREIGN COST-REIMBURSEMENT CONTRACTS

(MAR 1990)52.230-2 COST ACCOUNTING STANDARDS (APR 1998)52.230-3 DISCLOSURE AND CONSISTENCY OF COST ACCOUNTING PRACTICES (APR

1998)52.230-6 ADMINISTRATION OF COST ACCOUNTING STANDARDS

(APR 2005)52.232-17 AVAILABILITY OF FUNDS (APR 1984)52.232-23 ASSIGNMENT OF CLAIMS (JAN 1986)ALTERNATE I (APR 1984)52.232-27 PROMPT PAYMENT FOR CONSTRUCTION CONTRACTS

(SEP 2005)52.233-1 DISPUTES (JUL 2002) ALTERNATE (DEC 1991)52.236-5 MATERIAL AND WORKMANSHIP (APR 1984)52.236-7 PERMITS AND RESPONSIBILITIES (NOV 1991)52.236-8 OTHER CONTRACTS (APR 1984)52.236-9 PROTECTION OF EXISTING VEGETATION, STRUCTURES, EQUIPMENT,

UTILITIES AND IMPROVEMENTS (APR 1984)52.236-10 OPERATIONS AND STORAGE AREAS (APR 1984)52.236-11 USE AND POSSESSION PRIOR TO COMPLETION (APR 1984)52.236-12 CLEAN UP (APR 1984)52.236-13 ACCIDENT PREVENTION (NOV 1991) ALTERNATE (NOV 1991)52.236-15 SCHEDULES FOR CONSTRUCTION CONTRACTS (APR 1984)52.236-17 LAYOUT OF WORK (APR 1984)52.242-13 BANKRUPTCY (JUL 1995)


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52.242-14 SUSPENSION OF WORK (APR 1984)52.242-15 STOP-WORK ORDER (AUG 1989)52.243-4 CHANGES (AUG 1987)52.243-5 CHANGES AND CHANGED CONDITIONS (APR 1984)52.244-6 SUBCONTRACTS FOR COMMERCIAL ITEMS AND COMMERCIAL COMPONENTS

(FEB 2006)52.245-2 GOVERNMENT PROPERTY (FIXED-PRICE CONTRACTS

(MAY 2004)52.246-12 INSPECTION OF CONSTRUCTION (AUG 1996)52.246-21 WARRANTY OF CONSTRUCTION (MAR 1994) INSERT ONE YEAR52.247-34 F.O.B. DESTINATION (NOV 1991)52.249-2 TERMINATION FOR CONVENIENCE OF THE GOVERNMENT (FIXED PRICE)

(MAY 2004) ALTERNATE I (MAY 2004)52.249-10 DEFAULT (FIXED-PRICE CONSTRUCTION) (APR 1984)52.252-6 AUTHORIZED DEVIATION IN CLAUSES (APR 1984)52.253-1 COMPUTER GENERATED FORMS (JAN 1991)

1.2 INCORPORATION OF DEFENSE FEDERAL ACQUISITION REGULATION SUPPLEMENTCLAUSES:

PARAGRAPH TITLE

242.203-7001 PROHIBITION ON PERSONS CONVICTED OF FRAUD OR OTHER DEFENSE-CONTRACT RELATED FELONIES (DEC 2004)

252.204-7003 CONTROL OF GOVERNMENT PERSONNEL WORK PRODUCT (APR 1992)252.209-7004 SUBCONTRACTING WITH FIRMS THAT ARE OWNED OR

CONTROLLED BY THE GOVERNMENT OF A TERRORISTCOUNTRY (MAR 1998)

252.215-7000 PRICING ADJUSTMENT (DEC 1991)252.219-7003 SMALL, SMALL DISADVANTAGED AND WOMEN-OWNED SMALL BUSINESS

SUBCONTRACTING PLAN (DOD CONTRACTS) (APR 1996)252.219-7011 NOTIFICATION OF DELAY PERFORMANCE (JUN 1998)252.223-7006 PROHIBITION ON STORAGE AND DISPOSAL OF TOXIC AND HAZARDOUS

MATERIALS (APR 1993)252.225-7012 PREFERENCE FOR CERTAIN DOMESTIC COMMODITIES

(JUN 2004)

252.225-7016 RESTRICTION ON ACQUISITION OF BALL AND ROLLERBEARINGS (MAR 2006)252.225.7031 SECONDARY ARAB BOYCOTT OF ISRAEL (JUN 2005)252.227-7033 RIGHTS TO SHOP DRAWINGS (APR 1966)252.231-7000 SUPPLEMENTAL COST PRINCIPLES (DEC 1991)252.236-7000 MODIFICATION PROPOSALS-PRICE BREAKDOWN (DEC 1991)252.242-7004 MATERIAL MANAGEMENT AND ACCOUNTING SYSTEM

(NOV 2005)252.242-7005 COST/SCHEDULE STATUS REPORT (MAR 2005)252.243-7001 PRICING OF CONTRACT MODIFICATIONS (DEC 1991)252.244-7000 SUBCONTRACTS FOR COMMERCIAL ITEMS AND COMMERCIAL

COMPONENTS (DOD CONTRACTS) (NOV 2005)252.246-7000 MATERIAL INSPECTION AND RECEIVING REPORT (MAR 2003)252.247-7023 TRANSPORTATION OF SUPPLIES BY SEA (NOV 1995)252.247-7024 NOTIFICATION OF TRANSPORTATION OF SUPPLIES BY SEA (NOV 1995)


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EXHIBIT B-1

SITE SPECIFIC CONDITIONS

SUBCONTRACTOR SHALL:

1. Submit each day, prior to 1200 Hours, the Daily Manpower Log (Exhibit J) to Contractor for review andapproval with a detailed listing of employees, hours worked from the previous day, equipment on site, workactivities and any problems/delays encountered.

2. Submit on a weekly basis, updates to its Project Schedule to include quantities installed/tested as applicable.3. Provide annual inspection reports for any crane used.4. Be responsible for the clean-up, removal and proper disposal of any environmental spills/leaks caused by

the Subcontractor (Hydraulic oils, motor oils, industrial solvents/cleaners, etc., including removal of any andall contaminated soils/gravels and disposal of materials in a licensed disposal site.)

5. Provide for telephone or cell phone services as it may require.6. Be responsible for providing electric connection to power source(s) as provided to Subcontractor.7. Be responsible for providing water connection to any provided construction water source(s) provided to the

Subcontractor.

8. Be responsible for providing drinking water, ice, trash containers and trash disposal (at an offsite location) tosupport the its on site activities.

9. Be responsible for any damage that they cause to the site, roadways, swales, equipment or structuralfoundations and concrete slabs.

10. Be responsible for any office facilities required by the Subcontractor.11. Require its employees to park their vehicles only in the designated construction parking area.12. Be responsible for housekeeping on a daily basis in order to maintain a safe, organized and sanitary work

area. Subcontractor must provide and maintain trash receptacles for drink cups at every water container andat any area designated for breaks. Failure to maintain its work areas in the described manner may be causefor third party cleanup at the Subcontractors cost.


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Subcontract Number C1

EXHIBIT C

TERMS AND CONDITIONS OF SUBCONTRACT

1.0. GUARANTY. Subcontractor guarantees to Contractor and Owner that the Work shall be performed free from defectsin materials and workmanship (and in any designs or engineering supplied by Subcontractor), that the Work shall be in

strict compliance with all terms and conditions and the plans and specifications included with the SubcontractDocuments, and shall be of the highest quality, new (unless otherwise agreed in writing), and fit for its specifiedpurpose. In the event any Work does not meet these warranties at all times up to (12) months from Contractors finalwritten acceptance, Subcontractor shall promptly correct and/or replace any such Work at no cost to Contractor orOwner.

1.1. In the event that Subcontractor fails to take immediate steps to promptly correct such defects in the Work, or in theevent that such defects may damage property or jeopardize the safety of persons, then Contractor or Owner mayimmediately take such steps to remedy defects in Subcontractors work, and the costs thereof shall be chargeable toSubcontractor. Corrective work under Section 1.0 or Section 1.1 shall be guaranteed for no less than an additional 12months from the time of correction.

2.0. DRAWINGS AND SPECIFICATIONS. The drawings and specifications are intended to describe the Workcomplete in every detail and the Subcontractor shall perform the Work in accordance with the obvious intent of thedocuments and shall provide all work as may be reasonably inferable there from. Subcontractor shall not knowinglytake advantage of any errors in the drawings and specifications. Should any error or inconsistency appear in thedrawings, specifications, or other subcontract documents, Subcontractor shall immediately report such errors ordiscrepancy to Contractor.

2.1. Anything described in the specifications and not shown in the drawings or otherwise shown in the drawings and notdescribed in the specifications shall be considered to be shown or described in both.

2.2. No work shall be performed without drawings and specifications clearly marked Approved for Construction by theContractor. Subcontractor shall also submit Subcontractors and its vendors shop drawings to Contractor for generalreview. Such review of shop drawings shall not relieve the Subcontractor of its obligations hereunder and shall notconstitute an acceptance of the accuracy of such information.

2.3. Subcontractor shall maintain a complete and accurate set of Approved for Construction drawings on the site, field-marked and redlined, showing the Work as built. Such set of as-built redlined drawings shall be turned over to theContractor at the completion of the Work.

3.0. CONDITIONS AFFECTING THE WORK. Subcontractor represents that it has carefully examined the site and thedrawings and specifications and all other local conditions that may in any manner affect the Work and Subcontractor

assumes all such risks and conditions and agrees to fully complete the Work for the Subcontract Price and within theschedule established in the Subcontract. Information concerning the site of the Work furnished by Contractor or Owneris not in any manner guaranteed.

4.0. INSPECTION AND TESTING. Subcontractor shall inspect all materials, equipment, and other supplies upon arrivalat the project site that are to be incorporated in the Work, whether supplied by Subcontractor, Contractor, or others.Subcontractor shall fully comply with all inspection, testing, and quality control requirements contained in thesubcontract documents.

4.1. Failure to make inspection or failure to reject the Work shall in no way relieve Subcontractor of its obligations to fulfillthe requirements of this Subcontract. Rejection by Contractor of Work shall be final and binding upon the parties.Such rejected Work shall promptly be corrected or replaced by Subcontractor at Subcontractors expense. ShouldSubcontractor fail to promptly make such repairs or replacement, then Contractor may have such corrections made atSubcontractors expense.

5.0. STOP WORK ORDERS. Should Subcontractor fail to comply with any of the requirements of this Subcontract,

Contractor may issue a stop work order to Subcontractor. Thereupon, Subcontractor shall immediately cease all Workor portion thereof as may be specifically designated in such stop work order until such time as Contractor concludesthat Subcontractor has corrected its failure of performance. No adjustments shall be made to the Subcontract Price orSchedule as a result of any stop work orders being issued by Contractor.

6.0. SUBCONTRACTOR DEFAULT. In the event that Subcontractor (1) fails to perform any of its obligations underthis Subcontract and shall fail to correct such nonperformance within FIVE (5) WORKING DAYS following thewritten notice thereof from Contractor, or (2) is the object of any act of bankruptcy or insolvency, Contractor may,without prejudice to any other rights or remedies under this Subcontract or at law or equity, cease all further paymentsto Subcontractor and/or terminate Subcontractors right to continue performance of the Work. In the event of suchtermination, Contractor shall have the right to (1) take possession of all materials or other things at the jobsite or on


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order for delivery to the jobsite, and (2) assume all outstanding purchase orders, lower tier subcontracts, rentalagreements, and other commitments made and entered into by Subcontractor, and may finish the Work by whatevermeans Contractor may deem appropriate, at the cost of Subcontractor.

6.1. Subcontractor shall be deemed to be in default under this Subcontract whenever Subcontractor is unable to supplyenough properly skilled workers, material, or equipment to execute the Work for a period of five (5) working days, ifthis inability is due to a strike, lockout, picketing, or other labor disturbances. Persistent or repeated interference withthe Work of less than five (5) days duration shall likewise be considered a default hereunder.

6.2. In the event Contractor terminates Subcontractors right to performance under this Section 6.0 for default, but it is laterdetermined by a Court, Arbitration Panel, the Contractor, or other party that Subcontractor was not in default, then thetermination shall be treated as having occurred under Section 14.0

7.0. SCHEDULE. Subcontractor shall schedule and execute the Work as may be required to meet its obligations under theSubcontract. Within 5 days after the date of Subcontract award, Subcontractor shall submit, for Contractors reviewand approval, a schedule in a format specified by Contractor, outlining in detail Subcontractors sequence ofperformance of Work, with milestone completion dates for major components of the Work, actual manpower by craftfor total job (to include salaried supervision personnel). Upon Contractors review and approval of such schedule,Subcontractor agrees to comply with such scheduled performance of the Work and provide weekly progress updates.Contractors review and approval of any schedule shall in no way relieve Subcontractor of its final performanceobligations under the Subcontract, unless a written change is made under Section 12.0, below.

7.1. Subcontractor shall submit to Contractor periodic progress reports at least monthly or more frequently as may bedirected by Contractor showing the progress of Subcontractors Work with comparisons made to the most currentSubcontractor schedule. In the event Subcontractors Work is behind schedule, Subcontractors report shall include a

detailed analysis of the means which Subcontractor shall utilize to regain the schedule without adjustment to theSubcontract Price.

7.2 Subcontractor understands and agrees that Contractor, Owner, or other contractors shall be working in and around theProject Site. Subcontractor agrees to coordinate its Work with the work of others and to afford such other partiesreasonable access to the Site so as to enable such other parties to perform their work. Subcontractor agrees tocooperate with such other parties as may be necessary for the beneficial progress of the project as a whole.Subcontractor agrees to reasonably adjust its sequence of performance of its Work at the direction of Contractorwithout additional compensation so as to minimize interference with others.

8.0. OVERTIME COSTS. Scheduled overtime shall not be performed by Subcontractor without the written approval ofContractor. Casual overtime as may be required by the Work (such as concrete pours, etc.) does not require priorapproval by Contractor, but Subcontractor shall notify Contractor of such casual overtime. All costs of overtime shallbe at Subcontractors sole cost and expense unless otherwise approved in writing by Contractor and a change toSubcontract issued therefore. In the event of authorized payment of overtime by Contractor, such payment shall bemade only for the premium portion of applicable overtime wages, including actual direct cost of statutory taxes

applicable thereto. In no event shall Contractor be liable for inefficiencies, compression, impact, or accelerationclaims. Subcontractors sole compensation for any schedule changes shall be limited to that permitted by this Section.

8.1 Due to the disruptive effect of overtime work on a large site, Subcontractor shall discuss the use of regularly scheduledovertime with Contractor to explore alternate ways to achieve schedule performance. Contractor must approve inwriting regularly scheduled overtime, spot overtime or weekend work, prior to such overtime being incurred.

9.0. FORCE MAJEURE. In the event that Subcontractor, Contractor or Owner is delayed in the performance of any oftheir respective obligations under this Subcontract, and such delay results from Acts of God, fires, accidents or othercasualty of such kind beyond the reasonable control and without fault of the party delayed, then the time for theperformance of such services by the delayed party shall be extended for the period of time solely attributable to suchdelay. In the event of such delay, the delayed party shall give written notice to the other of such delay and the expectedduration thereof. The delayed party shall, without additional compensation, take such steps as may be reasonablynecessary to minimize the effect of such delay. Subcontractor shall not be entitled to any adjustments to theSubcontract Price due to such delays.

10.0. RIGHT TO OCCUPANCY PRIOR TO COMPLETION. Contractor and/or Owner shall have the right to occupy aportion or portions of Subcontractors Work areas and to utilize such areas as Contractor and/or Owner may require.Such occupancy or use shall not constitute acceptance of Subcontractors Work.

11.0. COMPLETION AND ACCEPTANCE PROCEDURE. When Subcontractor believes its Work to be fullycompleted, Subcontractor shall notify Contractor in writing thereof. Within fifteen (15) working days after the receiptof such notice, Contractor shall either reject or accept the Work. Any rejection shall set forth the reasons for rejectionand shall specify which portions of the Work remain to be completed or corrected.


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11.1. In the event that Contractor rejects any portion of the Work, Subcontractor shall take immediate steps to remedy suchrejected Work. In the event that such corrective measures may extend beyond five working days from the date of suchrejection, Subcontractor shall provide Contractor with a schedule outlining in detail the manner and timing ofperformance of such required corrective action. Upon completion by Subcontractor of such corrective measures,Subcontractor shall again notify Contractor that the Work is fully complete. Thereafter such procedures as outlinedabove shall be repeated until the Work is finally accepted by Contractor.

11.2. Failure to inspect or accept the Work shall not be deemed to be an acceptance by Contractor under this provision. No

acceptance granted hereunder shall be deemed a waiver of Subcontractors guarantee obligations under any provisionsof the Subcontract.

12.0. CHANGES TO THE SUBCONTRACT. Contractor may at any time and without notice to or consent by any suretymake changes to the Work by additions, deletion, or modifications to the Work to be performed hereunder.Notification of such changes shall be made in writing and be signed by Contractors authorized representative.

12.1. Within five (5) working days after receipt of notice of any change from Contractor, Subcontractor shall notifyContractor in writing as to any adjustments in the Subcontract Price or Schedule which Subcontractor believes isnecessitated by such change. Such information by Subcontractor shall be supported by quantity surveys, materials, andpricing as may be reasonably necessary to support such request for additional compensation.

12.2. Subcontractor shall not perform any changes to the Work without having received prior written instructions fromContractor and in particular approval of changes to the Subcontract Price and schedule. Upon receipt of writtenmodification to Subcontract from Contractor, Subcontractor shall promptly proceed with the Work as so changed.

12.3. Notwithstanding the preceding paragraph Work performed at the specific written direction of Contractor with writtenacknowledgment that the parties have not reached agreement to Subcontract Price and schedule adjustment shall be

governed in accordance with Section 15.0, Claims.12.4. Changes to the Subcontract Price as agreed upon between the parties and evidenced by a written modification to

Subcontract shall be all inclusive with respect to such changes to the Scope of Work, including all costs of varyingoverheads, ripple, impact, or cardinal changes, and Subcontractor waives any other claims for additional compensationor changes to schedule which may be based thereon.

13.0. SUSPENSION OF WORK. Contractor may at any time, by written notice to Subcontractor, suspend all or anyportion of the Work to be performed hereunder. Upon receipt of such notice, Subcontractor shall immediately suspendsuch portion of the Work and take steps as necessary to mitigate the adverse effect of such suspension. In no eventshall Contractor be liable for any loss of anticipated profits or damages incurred by reason of such suspension.

14.0. TERMINATION FOR CONVENIENCE. Contractor and/or Owner may at any time for its convenience and withoutcause terminate all or any portion of the Work to be performed hereunder. Upon notice of termination, Subcontractorshall immediately stop all Work so terminated and shall take immediate steps (1) to protect all Work in progress, and(2) to mitigate the cost to Owner and Contractor of such termination.

14.1. If Subcontractor has completely performed all of its obligations up to the date of such termination, and fully cooperatedin mitigating costs, Subcontractor shall be entitled to the actual direct costs of such Work satisfactorily performed tothe date of termination plus a reasonable amount for overhead and profit (not to exceed 7% of such direct costs)provided that such costs will not be in excess of the pro-rata portion of the Subcontract price based upon the percentageof Work completed prior to the date of termination. Such payments shall be subject to offset due to claims ofContractor against Subcontractor of any character. In no event shall payments made to Subcontractor exceed theSubcontract Price.

15.0. CLAIMS. In the event of any occurrence that Subcontractor believes gives rise to any claim against Contractor and/orOwner, Subcontractor shall give prompt written notice thereof to Contractor not later than five (5) working days aftersuch occurrence. Such notification shall give in specific detail the facts of such occurrence, the justification for anyincrease in Subcontract Price or modification to the schedule, and supporting documentation as required by Contractor.Subcontractor waives any and all claims against Contractor and/or Owner for any claims not filed in strict accordancewith the provisions of this Section.

15.1. Upon receipt of notice from Subcontractor in accordance with the preceding Section, the parties shall negotiate in goodfaith to resolve any differences relative to such claim. In no event shall Subcontractor cease performance of any Workpending the resolution of any claim. Contractor shall not be bound to any changes in the Subcontract Price or schedulewithout its agreement and a change order issued under Section 12. No claims may be asserted by Subcontractor afterfinal payment. In any event, Subcontractor shall not be entitled under this Subcontract or otherwise to, (and herebywaives any claims, for) lost profits or consequential damages. Subcontractors remedies are limited to those expresslyprovided for in this Subcontract. Limitations of liability and waivers established herein for the benefit of Owner,Contractor, their respective affiliates, officers, directors, and employees shall be effective regardless of negligence,strict liability, or negligence of such parties.


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16.0. PROTECTION OF THE WORK. Subcontractor shall protect its Work and all materials, equipment, supplies andother items to be incorporated therein, from and against any and all loss, damage, or destruction due to rain, flooding,freezing, fire, theft, mysterious disappearance or other casualty. Subcontractor shall additionally protect other work atthe project as well as Owners existing property or facilities from any loss, damage or other casualty, including but notlimited to roads, buildings, material storage or other real or personal property. All costs incurred by Subcontractorunder this Section shall be without additional reimbursement from Contractor.

16.1. Neither Contractor nor Owner shall be liable for any loss of or damage to Subcontractors Work prior to final

completion and acceptance; provided however, that Subcontractor shall be afforded the benefit of any proceeds of theall risk builders risk insurance as may be provided by Contractor and/or Owner to the extent attributable to loss,damage, or casualty to Subcontractors Work.

17.0. SUBCONTRACTORS TOOLS AND EQUIPMENT. Subcontractor shall promptly remove and replace any toolsor equipment that in any manner may be unsafe or inadequate for the proper performance of the Work.

17.1. In no event shall Contractor or Owner be liable for any loss of or damage to Subcontractors tools and equipment.Subcontractor agrees to insure or self-insure such property and waives all recovery and subrogation rights againstContractor and/or Owner for any such loss or damage, regardless of the negligence of Contractor or Owner.

18.0. SUBCONTRACTOR-FURNISHED MATERIALS AND EQUIPMENT. Subcontractor shall be responsible forarranging shipment, transportation, off-loading, and storage of all Subcontractor-furnished materials or equipment to bereceived at the project site. Delivery shall be consigned solely to Subcontractor. ALL DELIVERIES SHALL BEMADE TO SUBCONTRACTOR AT SUBCONTRACTORS DESIGNATED GATE. In no event shall Contractor orOwner be liable for costs of shipment, handling, storage, or demurrage charges.

18.1. Subcontractor shall advise Contractor as to the timing of delivery of materials and equipment at the Project Site.Available storage, laydown areas, or staging areas shall be only those specifically authorized by Contractor. In theevent Subcontractor delays off-loading and storage of its materials or equipment and such delay may hamper theprogress of the Project as a whole, then in such event Contractor may of-load and store Subcontractors materials orequipment (but shall not be required to do so) at Subcontractors expense. In the event of such off-loading or storageby Contractor, all risk of loss or damage thereto shall be borne by Subcontractor, and Subcontractor waives all recoveryand subrogation rights against Contractor for such risks, regardless of the negligence of Contractor.

19.0. CONTRACTOR-FURNISHED MATERIALS, EQUIPMENT, AND UTILITIES. After acceptance of materialsand equipment furnished by Contractor, Subcontractor shall be solely responsible for the safe handling and storage ofsuch materials and equipment and assumes exclusive responsibility for any loss of or damage thereto. Any surplusmaterials or equipment remaining after Subcontractors completion of its Work shall either be returned to Contractor orbe disposed of as Contractor may direct and approve, the proceeds thereof to be returned to Contractor.Subcontractors acceptance and/or use of Contractor furnished tools or equipment shall create an irrebuttablepresumption that such tools and equipment are in a safe and operable condition and fit for Subcontractors use.

19.1. Subcontractor shall notify Contractor not less than fifteen (15) days prior to its requirement for particular Contractor (orOwner) furnished materials or equipment which could cause a material delay to Subcontractors Work. Failure ofSubcontractor to furnish such advance notice shall be grounds for denial of any claims for additional compensation orextension of schedule.

20.0. TITLE TO WORK. Title to all materials, equipment, goods and other things shall pass to Owner upon paymenttherefore or incorporation into the Work, whichever occurs first. Such title shall be free and clear from any and allliens or encumbrances of any nature.

20.1. Notwithstanding the transfer of title to Owner under the preceding Section, care, custody, and control ofSubcontractors Work shall remain with Subcontractor until final completion and acceptance in writing.

21.0. SITE LABOR. Subcontractor shall staff its Work with properly qualified craft and supervisory personnel as may benecessary for the proper performance of the Work. Subcontractor shall provide Contractor a detailed staffing plan forthe duration of the project. Craft personnel shall be properly licensed as may be required by applicable law.Subcontractor employees shall strictly comply with all Contractor and Owner site operations and safety rules andregulations.

21.1. Subcontractor shall appoint a representative who shall have full direction and charge of its Work. Subcontractor shallhave its representative on site during all times while its employees or subcontractors are on site to ensure the Work ismanaged/directed properly. Such representative shall be subject to Contractors approval. Subcontractorsrepresentative shall be fully authorized to act on behalf of Subcontractor. Any communications to such representativeshall be binding upon Subcontractor. No supervisory personnel at any level above foreman shall be removed from theWork without the consent of Contractor.

21.2. Contractor may require Subcontractor to remove any of its personnel from the Project Site whom Contractor or Ownerdeems to be objectionable in Contractor or Owners sole judgment. Any such person shall be immediately removedfrom the Project Site and shall not again be reassigned to the Project Site without Contractors written consent.


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21.3. Subcontractor shall advise Contractor of any actual or potential labor dispute that may in any way affect the progress ofthe Work. No such dispute shall constitute Force Majeure or otherwise justify any change in Subcontractors schedule.

21.4. Subcontractor agrees not to knowingly hire employees who are currently working or who have worked for anothercontractor at this job site within the last thirty (30) days. With Owners Site Representative advance approval, anexception may be made for employees working for a contractor whose work at the job site is complete.

21.5. Subcontractor agrees to work in harmony with Contractors and Owners employees and their subcontractors andsuppliers at the Work Site. Contractor agrees to manage the Work and its employees in such a manner so as to

minimize the occurrence of strikes, work stoppages or other disturbances to Contractor, Owner or any other contractoror subcontractor working at the Work Site. Subcontractor further agrees that all labor employed by Subcontractor forthe Work shall be in harmony with and be compatible with all other labor being used by the Owner and any othercontractors. Contractor shall have exclusive control and responsibility for its own labor relations. Failure to complywith this clause shall constitute a material breach of the Subcontract.

21.6 Subcontractor shall coordinate its work schedule as directed by Contractor and with other contractors andsubcontractors.

22.0. SAFETY. Subcontractor shall be solely responsible for providing its employees with a safe place to work and toprotect its employees against any peculiar risks presented by the work place or the nature of the Work, including butnot limited to scaffolding and structural work.

22.1. Subcontractor agrees to abide by any and all federal, state, or local safety laws, rules and/or regulations. Subcontractorhas reviewed the requirements of Exhibit E-1 and agrees that compliance with such requirements is an essentialrequirement of this Agreement. Subcontractor shall at all times maintain an anti-drug program acceptable toContractor. At a minimum, such program will provide for site specific testing no more than thirty- (30) days prior to

each employees arrival on site, random, accident, and for-cause testing. The panel and cut-off levels must be approvedby Contractor. Nothing contained herein shall in any way limit or be considered a substitution for Subcontractors ownsafety responsibility that is sole and exclusive as to its employees.

22.2. Contractor or Owner may furnish emergency medical treatment or related services to Subcontractors employees in theevent of accident or work-related illness occurring at the project site. In the event that any such services are available,such treatment shall be furnished on a good Samaritan basis and not as a contractual obligation. In consideration forany treatment or services, Subcontractor assumes all liability for and agrees to defend, indemnify, and hold Contractorharmless for any injuries and damages to any of its employees arising out of or in any way attributable to suchemergency services, regardless of legal theory or negligence (including sole negligence) of the parties. Nothingcontained in this provision shall impose a duty upon Contractor or Owner to furnish such services to Subcontractorsemployees.

23.0. HOUSEKEEPING. Subcontractor shall keep the premises related to its Work in a clean and neat condition.Subcontractor shall remove all debris from the Project Site and shall promptly dispose of the same.

24.0. HAZARDOUS MATERIALS. Subcontractor shall not cause or permit to be released in connection with the Work tobe performed any hazardous wastes or toxic substances and/or any other waste, pollution, noxious gases or substances,or any other substances in violation of applicable laws, rules and regulations. Subcontractor certifies its compliancewith all provisions of the Resource Conservation and Recovery Act (RCRA), and shall properly dispose of anyhazardous waste or toxic substances that may be generated through the execution of its Work hereunder. Such disposalshall include obtaining all necessary federal identification numbers, permits, and licenses required for the properdisposal of such hazardous wastes or toxic substances. Subcontractor will not generate hazardous wastes or toxicsubstances in excess of the small quantity generator exclusion of RCRA. Any and all costs incurred with respect toenvironmental consideration shall be the sole responsibility of Subcontractor.

25.0. INSURANCE. Prior to the commencement of Work hereunder, Subcontractor shall obtain and shall maintain thefollowing insurance coverages:a. Workers Compensation and Employers Liability insurance as required by law. Minimum limits of

Employers liability shall not be less than $100,000 per occurrence. Such insurance shall include alllongshoremen and harbor workers coverage as may be required by law. Such policies shall be endorsed toprovide subrogation waivers to Contractor, Owner and Architect.

b. Commercial General Liability Insurance including broad form property coverage, contractual liabilityendorsements, completed operations, XCU coverage and independent contractors endorsement. Suchinsurance shall be maintained with not less than $1,000,000 combined single limit per occurrence. Such policyshall be endorsed to name Contractor, Owner and Architect as additional insureds.

c. Automobile Liability Insurance. Insurance covering owned, non-owned and hired vehicles, shall be maintainedwith combined single limits of not less than $1,000,000 per occurrence. Such policy shall be endorsed to nameContractor, Owner and Architect as additional insureds.


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d. Comprehensive excess indemnity (umbrella) coverage shall be maintained in an amount not less than$5,000,000 per occurrence. Such policy shall be endorsed to name Contractor, Owner and Architect asadditional insureds.

e. Equipment Floater insurance covering loss of or damage to Subcontractors tools and equipment shall bemaintained by Subcontractor to the full insurable value thereof. Such policy shall be endorsed to providesubrogation waivers to Contractor and Owner.

25.1. The insurance provided by Subcontractor shall be primary and non-contributory with respect to any insurance which

Contractor or Owner may, at their discretion, elect to provide. Comprehensive general liability, automobile liability,and excess liability insurance shall contain a cross liability endorsement and a severability of interest clause.Subcontractor shall furnish to Contractor prior to starting Work at the project site a certificate of insurance evidencingall coverages required to be carried under this Subcontract. Such certificates shall be on forms supplied by Contractoror such other forms as Contractor may approve. Upon specific request of Contractor, Subcontractor shall delivercertified copies of all insurance required to be carried by Subcontractor hereunder. Certificates of insurance shallspecifically provide that no policies may be modified or canceled without 30 days advance written notice to Contractor.The supply of insurance by Subcontractor in accordance with these requirements does not limit Subcontractorsliability.

25.2. All Risk Builders Risk insurance covering loss of or damage to materials and equipment furnished by Contractor orOwner that are intended to be incorporated into the completed Work shall be provided by the Contractor or Owner.Subcontractor shall be responsible for the payment of applicable deductibles or exclusions for each insured loss to theWork including such materials or equipment that are placed in the care, custody, and control of subcontractor.

26.0. PAYMENT AND PERFORMANCE BOND. Contractor requires Subcontractor to furnish within ten (10) calendar

days of the execution date of the subcontract, a payment and performance bond each in an amount equal to 100 percentof the full value of the Subcontract Price and Contractor shall reimburse the reasonable cost of such bonds.Subcontractors failure to furnish such bonds upon demand shall be deemed a material default. The surety and form ofthe bonds shall be subject to Contractors approval.

26.1. If Subcontractor is declared by Contractor to be in default under any provision of this Subcontract, and Subcontractorssurety fails to commence and diligently continue remedial work Contractor may take over Subcontractors work bywhatever means Contractor deems appropriate, and Subcontractor and its surety shall be liable for all costs andexpenses incurred by Contractor in the completion of Subcontractors Work.

27.0. INDEMNIFICATION. Subcontractor agrees to protect, indemnify, defend, and hold harmless Contractor, Owner andtheir respective agents, servants, officers, directors, and employees from and against:a. Any and all liabilities, losses, claims (including claims relating to liability contractually assumed by contractor),

or causes of action due to (i) Subcontractors failure to comply with any provisions of this subcontract or (ii)injury (including death) to persons (including but not limited to employees of Owner, Contractor, orSubcontractor) or (iii) damages to property (including but not limited to property of Contractor or Owner)arising directly or indirectly out of or in any way connected with the performance of the Work hereunder,including but not limited to acts or omissions of Subcontractor or its lower-tier subcontractors or theirsubcontractors or vendors.

b. Actual or asserted infringement of any patents, copyrights, misappropriation of trade secrets, or proprietaryinformation arising out of the use or sale of any materials, equipment, designs, or other things furnished bySubcontractor hereunder.

27.1. Subcontractors indemnification obligations hereunder shall not be limited in any way by any limitation on the amountor type of damages, compensation or benefits payable by or for Subcontractor under workers compensation acts,disability acts, or any other benefit acts, and shall apply to the fullest extent permitted by law regardless of legal theoryor alleged negligence of the party to be indemnified excepting only those instances which are caused by the solenegligence or willful misconduct of Contractor or Owner. Subcontractor acknowledges payment of $10.00incorporated into the Subcontract Price as specific consideration of the indemnification obligations provided in thisSubcontract.NOTE: In the event that this subcontract is, for whatever reason, executed after work on the project has begun, then

the parties agree that they intend the indemnity provisions to have application from the outset of theSubcontractors work.

28.0. INDEPENDENT CONTRACTOR. Subcontractor is an independent contractor and separate employer with regard toany and all applicable unemployment laws, rules, and regulations or any other statutes. Subcontractor is solelyresponsible for the hiring, firing, promotion of its employees, record keeping and payment of taxes, including payrolldeductions, pension or welfare funds or other payroll charges. Subcontractor shall be solely responsible for the means,methods, safety and manner of performance of its Work. Any instructions or directions given by Contractor shall besolely for the purpose of expressing the intended results and not for the manner of performance by Subcontractor.Supervision, direction, safety, and control of Subcontractors employees shall at all times be the responsibility ofSubcontractor.


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29.0 PERMITS AND LICENSES. Subcontractor represents that it is fully qualified and licensed to do business in the jurisdiction in which the Work is to be performed. Subcontractor shall additionally provide any and all permits andinspections as may be required by the Work (other than those inspections or permits specifically stated herein to beprovided by Contractor), all at Subcontractors cost.

30.0. CONFIDENTIALITY. Any and all trade secrets, drawings, specifications, data, materials or any other informationsupplied by Contractor, developed by Subcontractor, or otherwise observed at the Project Site in connection with theWork shall be held in confidence by Subcontractor and shall not be utilized or divulged to any other parties. Any andall such documents furnished by Contractor or Owner or developed by Subcontractor shall remain the property ofContractor and/or Owner. Any and all such information shall, upon request, be returned to Contractor or Owner uponcompletion of the Work. Such information and documents may be utilized by Contractor or Owner without restrictionor further monetary obligation.

31.0. PUBLICITY. Subcontractor shall not publicize or make news releases or advertisements concerning the Workwithout first obtaining Contractors express written approval.

32.0. INVOICES. Subcontractor shall submit separate invoices, on the dates and in the format specified by Contractor, forall work properly performed during the preceding period. The amount due, less retention, shall include a properinvoice with documentation acceptable to Contractor, provided Subcontractor is otherwise in compliance with thisAgreement. Subcontractors invoice for final payment and/or release of retention shall be provided after Subcontractorhas completed the work and final payment shall be made after Contractors receipt of a proper final invoice, unlessotherwise provided. All invoices shall be accompanied by the appropriate partial or complete release of liens andgeneral release of claims on such form as Contractor may prescribe. Final payment hereunder shall not constitute

acceptance of Subcontractors work that is not in conformance with the Subcontract documents.32.1. Subcontractor shall make prompt payments to its lower-tier subcontractors and vendors as the same may become due

and payable. In the event that Subcontractor fails to make such payment or in the event that a claim is made by suchlower-tier subcontractors or vendors, then Contractor reserves the right to make payment by joint check payabledirectly to such lower-tier subcontractors and vendors, and any amounts so paid shall be credited against theSubcontract Price. In the event that a lien or other encumbrance is filed against the Project Site or Owners existingproperty, Subcontractor shall take immediate steps to discharge such lien through the posting of bond, cash, orotherwise. Should Subcontractor fail to do so, Contractor may (but is not obligated to) have such lien removed and thecost thereof shall be chargeable to Subcontractor, including any and all legal costs and expenses as may be incurred byContractor.

33.0. TAXES, DUTIES, AND GOVERNMENTAL CHARGES. The Subcontract Price stated herein is inclusive of anyand all federal, state or local taxes, duties, gross receipts, ad valorem, administrative charges or other fees, which maybe applicable to Subcontractors Work and compensation under this Subcontract.

34.0. AUDIT RIGHTS. For work performed on a unit price or cost reimbursable basis, Contractor and Owner shall beentitled to audit Subcontractors records and books relative to proper billings to Contractor from Subcontractor. Suchrights shall also extend to work for which Subcontractor has submitted a claim under the provisions of Section 15.0,Claims. Subcontractors refusal to provide access to records and documentation as may be requested by Contractorshall be grounds for denial of such additional compensation or claims. Subcontractor shall maintain such records for aperiod of two (2) years from the date of final payment.

35.0. LIEN WAIVER AND INDEMNIFICATION. To the fullest extent permitted by law, and subject to receipt ofpayment for the Work, Subcontractor for itself and, to the extent permitted by law, for its lower-tier subcontractors andvendors of every tier, waives any and all rights of lien including mechanics lien based upon payment for labor,materials, equipment, or other things furnished by Subcontractor or its lower-tier subcontractors or vendors for theWork or any improvement to the Project and/or Owners property or adjacent premises.

36.0. SET-OFF. Contractor may deduct from any amounts due Subcontractor hereunder any amounts owed bySubcontractor to Contractor or Owner either under this Subcontract or under any other obligation of Subcontractor.

Contractor may withhold payment for failure of Subcontractor to comply with this Agreement.

37.0. QUANTITY ESTIMATES. In the event that the Subcontract Price includes unit prices based upon quantities whichare estimated, Subcontractor acknowledges and agrees that the estimated units set forth are estimates only based uponthe understanding of the parties at the time of the execution of this Subcontract, and that the quantity of units estimatedare not guaranteed in any manner whatsoever, as independent circumstances shall control actual quantities used, andpayment shall be only for actual quantities and not estimated quantities. No claims shall be allowed for, andSubcontractor expressly waives varying or cardinal changes to the quantity of estimated units.

38.0. ASSIGNMENTS. Subcontractor shall not subcontract all or any portion of the Work hereunder to any other partywithout first obtaining Contractors prior written consent. Contractors disapproval of any proposed lower-tier


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Subcontract Number D1

EXHIBIT D

SUBCONTRACTORS AFFIDAVIT, RELEASE OF LIEN, AND GENERAL RELEASE

[ ] PARTIAL RELEASE ACCOMPANYING INTERIM PROGRESS INVOICE BILLINGCHECK ONE:

[ ] FINAL RELEASE ACCOMPANYING FINAL INVOICE BILLING

AS OF _____________________________, ____________ [INSERT DATE OF RELEASE]

KNOW ALL MEN BY THESE PRESENT, that with reference to a subcontract dated ______________________, 20___, andidentified as ____________________________________________________________________, the undersigned subcontractor(hereinafter called Subcontractor) and ___________________________________________ (hereinafter called Contractor) forthe ______________________________________________________________________________________________________________________________________________________________________________________ (describe the work to be performed) (hereinafter called Work) on behalf of______________________________________________ (hereinafter called Owner) at Owners project site located at______________________________________________________________________ (hereinafter called Project), and inconsideration of and effective upon receipt of payment of the sum of _______________________________________________Dollars ($_______________) to be paid by Contractor to Subcontractor as partial payment under said Subcontract, said sumrepresenting the full amount due to Subcontractor as of ___________________________, 20___, less and except that retention in theamount of _________________________________________ ($_____________) [IF FINAL RELEASE STATE NONE] still

being withheld by Contractor, all under and pursuant to the said Subcontract, Sub-contractor does hereby:

1. Certify to Contractor and Owner that all persons, firms and associations, corporations or other entities furnishing labor, services,materials or supplies, according to plans and specifications, or extra items, with respect to such Work have been paid in full asof the date hereof and that all bills and claims of every nature, including any and all applicable federal, state and local sales, use,excise or similar taxes or import duties, license fees or other royalties, incurred in connection therewith have been fully paid andsatisfied, except the following (none unless noted):

[FINAL RELEASE REQUIRES THAT NONE BE STATED];

2. Certify to Contractor and Owner that there are no financing statements, chattel mortgages, conditional bills of sale, retention oftitle agreements or any other liens affecting equipment apparatus or fixtures that have become part of the Work; and that it hasand will not assign its claim for payment or its right to perfect a lien against the Work, the Project, or any component thereof;

3. Remise, release, waive, relinquish and forever quitclaim unto Contractor and Owner, their successors and assigns, any and allmanner of liens, claims and demands whatsoever against Contractor and Owner which the Subcontractor ever had, now has or

which it or its successors or assigns hereafter can, shall or may have with regard to the Work, the Project or any componentthereof furnished under the said Subcontract as of the date of this affidavit and release, except the following (none unlessnoted): ___________________________________________________________________________________________________________________________________________________ [FINAL RELEASE REQUIRESTHAT NONE BE STATED];

4. Acknowledge and agree that this affidavit and release is made for the purpose of inducing Contractor to make full payment toSubcontractor, and the undersigned does hereby promise and agree to indemnify and hold harmless Contractor and Owner ofand from any and all loss, cost, damage, liability and expense of any kind, including reasonable attorneys fees, whichContractor or Owner may incur or have asserted against it by the undersigned, its successors or assigns or any other partyresulting from or connected with a lien or claim to a lien on the above-described Project and Work thereon, and for labor,service, materials and supplies provided by the undersigned Subcontractor, through and including the date hereof, AND IF THERELEASE IS FOR FINAL PAYMENT, WHICH MAY ARISE AFTER THE DATE HEREOF.

IN WITNESS WHEREOF, the undersigned has caused this instrument to be executed on its behalf by its duly authorized officers,

and its seal to be hereunto affixed, this _____ day of _______________, 20___.ATTEST:

[Name of Subcontractor]

By: By:Title:

Subscribed and sworn to before me this ____ day of _______________, 20___._____________________________________________NOTARY PUBLIC


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Subcontract Number E1

EXHIBIT E

SUBCONTRACTOR SAFETY, HEALTH, AND ENVIRONMENTAL REQUIREMENTS

Subcontractor is responsible for the safety and health of its employees. Full compliance with OSHA, MSHA, ANSIStandards incorporated by reference, Federal, State, and Local regulations is mandatory. In addition, BE&K

requires that Subcontractor and its employees comply with the following requirements on all BE&K projects, inaddition to Client requirements. Failure to comply could result in disqualification and removal of subcontractor.

1. Safety and Health Orientation. Each Subcontractor employee must attend the BE&K Safety Orientationand the site-specific client portion of the orientation, if required. Normally, such orientations will typicallybe two hours in duration, but this is an estimate for planning purposes only.

2. Written Safety and Health Program. Subcontractor must have a written safety and health program, andwritten Hazard Communication Program.

3. Personal Protective Equipment and Clothing (Subcontractor will avoid costly delays by ensuring that all itsemployees have, or are provided, required PPE and clothing).a) Safety glasses that meet ANSI Z-87.1 requirements must be worn at all times when on BE&K

projects except in administrative areas. Safety glasses must have rigid side shields. No contactlenses are to be worn in the work area unless required for medical reasons, excluding administrativeareas.

b) Goggles and a face shield must be worn when cutting or grinding, or in designated areas.c) Hard soled, safety toed shoes or boots (ANSI Z-41 approved) are required to be worn while working

on all BE&K projects. Such footwear is not required in administrative areas. Tennis shoe or athleticshoe style safety shoes are not permitted.

d) Hardhats (not bump caps) are required, and must conform to ANSI Z-89.1, Class B. Hardhats arerequired to be worn with the bill forward (except for welders wearing hoods) on all BE&K projects.The hardhat must not be painted and must have Subcontractors identification logo or name on thefront of the hat.

e) Hearing protection must be worn whenever noise is measured above 90dB, or normal conversationcannot be conducted, or when the area is posted as noise-hazardous.

f) Shirts must have at least a four-inch sleeve and shirttails must be tucked into the trousers unless

welding. Trousers must never be tucked into boots. Tank tops and shorts are prohibited. Perforatedor mesh shirts and pants are prohibited. Nylon or polyester clothing is prohibited where it may beexposed to fire or excessive heat.

g) Neck ties, hair below the top of the shoulders, finger rings, including wedding bands, danglingnecklaces, bracelets, or ear rings must never be worn on BE&K project non-administrative areas.

h) Full-body style safety harnesses, dual shock absorbing fall protection lanyards and devices to attachlanyards to beams, such as beam straps, will be used on BE&K projects as described below.

4. Fall Protectiona) On all BE&K construction projects, 100% fall protection is required when working more than 6

feet above the next lowest level, whether through installation of railing systems, use of fallprotection harnesses and lanyards, or any other OSHA approved method. On maintenanceprojects, the fall protection height requirements may be four feet.

b) When erecting or working on steel structures, the preferred method is to pre-install railing systemsand other fall protection devices such as lifelines that facilitate tie-off. The first access for initialconnection of steel beams should be in a JLG-type bucket lift but it may be conducted by climbingvertical beams if tied-off to a retractable lifeline. Subsequent access to steel for bolt-up must beby personal lifting devices such as stairs, JLG-type bucket lifts, ladders, or scaffolds. When onsteel, 100% tie-off is always required when above six feet.

c) When erecting or dismantling scaffolds on a construction site, 100% fall protection is requiredabove 6 feet. On maintenance sites, fall protection may be required above four feet.


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d) Fall protection harnesses must be worn and a retractable lifeline used anytime a worker isclimbing or descending on scaffold ladders that are more than 15 feet above the ground of the nextlowest level. The retractable lanyard must be attached to a suitable anchor- point.

e) When working on incomplete scaffolds, such as those that are BE&K yellow-tagged, 100% tie-off is required.

f) Fall protection harnesses and lanyards must be inspected by a competent person monthly.g) When in JLG-type baskets, fall protection must be worn and all workers tied-off.h) Roof leading edge protection must be provided when working within six feet of the edge when

that edge is more than 6 feet above the next lowest level.

5. Laddersa) Only fiberglass or wooden ladders are allowed on BE&K projects. Metal ladders are prohibited.

Client/Owner requirements may not permit wooden ladders; you must check.b) Extension ladders will be held at the base until tied-off at the top.c) Ladders must be inspected and the inspection documented by a competent person and each ladder

tagged and/or taped monthly.

6. Vehicles and Mobile Equipmenta) Each Subcontractor employee must have a valid state drivers license to operate any vehicles or

mobile equipment on the project. Subcontractor employees will be required to show their state

drivers license to a BE&K representative.b) Daily pre-use inspections will be performed on each vehicle or item of mobile equipment. The

BE&K checklist (Volume Two, Safety and Health Procedures Manual, Form 40-03-1) orequivalent must be used and the documentation retained for review.

c) All incoming vehicles and mobile equipment must be safety-checked before use and operatortraining must be documented and available for review.

d) Installed seat belts will be used by vehicle and equipment operators.e) All mobile equipment and other construction vehicles (not cars or pickups with unobstructed rear

views) must have operable back-up alarms.f) Any mobile equipment used in an enclosed area such as a basement or warehouse, shall be

propane or electric powered.

7. Environmental Requirements

a) The Subcontractor is to provide current Material Safety Data Sheets (MSDS) before anymaterials/chemicals are brought to the site.

b) Trash and waste will be properly disposed of in designated containers.c) Equipment fluid leaks will be contained and the equipment repaired before continued use.d) BE&K supervisors and client/owner managers must be notified immediately when any chemical

or oil spill occurs, no matter how small. Spill control and clean-up will only be accomplished bytrained personnel. Subcontractor may be responsible for costs involved with clean up of spills itcauses, under the terms of the Subcontract.

8. Confined Spacesa) Subcontractor must provide all of its employees who enter confined spaces attendants (hole

watchers), with rescue and emergency equipment, continuous atmospheric monitoringinstruments, respirators, fire extinguishers, and any other equipment required by OSHA or MSHA

as appropriate.b) All project confined spaces are to be considered permit-required and will not be entered unless apermit is signed by BE&K or the client/owner.

c) If a Subcontractor employee enters a permit-required confined space, Subcontractor must providean on-site trained rescue force available as specified by OSHA or MSHA as appropriate, or havearranged for that service from the client/owner or an outside service company. Before bidding,Subcontractor much check to see if rescue forces from the client/owner or fire department will beon hand, or otherwise ensure its proposal includes training, equipping, and the standby of rescuepersonnel for its personnel who may enter permit-required confined spaces.


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d) If BE&K personnel are also in the confined space, BE&K will conduct continuous atmosphericmonitoring. If there are no BE&K workers in the space, Subcontractor is required to performinitial and continuous atmospheric monitoring.

9. Excavationsa) An excavation permit will be obtained from BE&K or the client/owner before digging, no matter

what the depth of the hole, trench or excavation.b) Sloping, shoring, and egress requirements are in accordance with OSHA Standards and will be

strictly enforced. Review these standards to ensure compliance.

10. Miscellaneous Requirementsa) Assured grounding and Ground Fault Circuit Interrupters (GFCI) are required on all electrical

equipment and electrical tools and must be furnished by Subcontractor. If in doubt, ask the projectsupervisors or safety coordinator at the site.

b) Subcontractor must use hot work, confined space, and line breaking permits required by BE&K orthe client/owner.

c) Scaffolding will be inspected by qualified persons and tagged with BE&K or similar tagsapproved by the BE&K safety coordinator. If Subcontractor erects scaffolds, it must have acompetent person assigned.

d) Lifts over 2,000 pounds require completion of the BE&K pre-lift checklist form (Volume Two,

Safety and Health Procedures Manual, Form 40-06-1). Lifts over 6,000 pounds require theapproval of a BE&K rigging superintendent designated by the Project Superintendent.

e) Subcontractor must supply lockout locks for employees. These locks must not be used for otherpurposes and supervisors must ensure keys are controlled.

f) Compressed air hoses and couplings must be inspected daily before use. All hose couplings musthave positive locking devices. Chicago-type fittings must be secured with wire or clips.

g) Electrical cords, hoses, and welding leads must be routed overhead when feasible, so as to avoidtripping hazards and damage to the cords, hoses and leads. Hoses, cords and leads routed on theground will be protected from damage caused by vehicles running over them.

h) Electrical equipment cords, including extension cords brought onto the project, must not havecuts, or other defects, and must be free of repairs. Splices completed by a qualified electrician areallowed if the insulation is intact and usage characteristics are the same as a new cord.

i) Subcontractor must ensure that all job-related injuries and illnesses, no matter how minor, are

reported to BE&K immediately. Subcontractor must submit a weekly report on all occupationalinjuries and illnesses to BE&Ks Subcontract Coordinator, including the completed individualinjury report form.

j) Toolbox safety meetings must be conducted daily, and one weekly meeting must be fullydocumented with content and attendance. Copies of handouts provided to Subcontractorsworkers are to be given to BE&Ks Subcontract Coordinator or Safety Coordinator for retention.

k) A Subcontractor representative must attend BE&K-led safety committee meetings.l) When 30 or more Subcontractor workers are on the job, Subcontractor must provide a certified

professional safety coordinator approved by BE&K as competent to perform safety responsibilitiesfor the scope of the project and the number of subcontractor workers, and, unless waived by theBE&K Project Manager, be present on the project during regular working hours,

m) Subcontractor will maintain training records for each of its on site employees and willimmediately provide those records to BE&K upon request.

n) Subcontractor must require each work crew to complete a pre-task Job Safety Analysis (JSA),attached as Exhibit E-1 herein (Volume One, Safety and Health Management Systems, FormM03-02-1), or one that is similar in content and purpose. A pre-task JSA must be completed priorto each task on each shift.

11. EVACUATION MAP AND ALARM SIGNALS IT IS THE RESPONSIBILITY OF THESUBCONTRACTOR TO OBTAIN AND COMMUNICATE TO ITS EMPLOYEES EVACUATIONMAPS AND ROUTES OUT OF THEIR WORK AREA AND TO IDENTIFY ALARM SIGNALS ASMAY BE APPLICABLE TO THE PROJECT SITE.


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Subcontractor agrees to comply with OSHA/MSHA and the aforementioned requirements.

Any questions of an emergency nature may be directed to the Corporate Safety Department or the Corporate LawDepartment that can both be reached by calling (205) 972-6000.


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Exhibit E-1

Safety Task Planner

Form M03-02-1 Page 1 of

Construction: Retention = Current Month Plus Past Month; Disposition = Destroy Industrial Services: Retention = Current Month Plus Past Month; Disposition = Destroy

Originator (Print Name) CRAFT DATE

Location of Work:

Task Description:

Emergency Phone #: Emergency Assembly Point:

TASK STEPS

1)

2)

3)

4)

5)

6)

7)

8)

Resource Planning1) Special Procedures 2) Materials 3) Equipment 4) Special Tools 5) Permits 6) Lifts/Scaffolds/Ladders 7) Other Crafts Support

Clean up the work area during the shift. Do not wait until the task is complete.POTENTIAL HAZARDS:

A Electrocution/Shock H Hot Surfaces O Excavations V Chemicals (MSDS Review)

B Fall From Heights I Pinch Points P Lead Paint/Hex Chromium W Restricted Access/Confined Space

C Work Overhead J Flying Particles Q Silica Dust/Asbestos X Poor Lighting

D Lifting: Manual K Vehicle Traffic R Cold Temperatures Y Heat Stress

E Lifting: Mechanical L Railway Traffic S Poor Work Position Z Compressed Air

F Slippery/Uneven Surfaces M Welding Fume T Noise AA Rough/Sharp Material

G Machinery Rotate/Moving N Welding Arc U Flammable Materials BB Other:

ENTER LETTER OF POTENTIAL HAZARD AND CORRECTIVE ACTIONS FOR EACH JOB STEP

LETTER: CORRECTIVE ACTIONS TAKEN TO ENSURE SAFETY (USE REVERSE OF THIS SHEET IF ADDITIONAL SPACE IS NECESSARY):

Additional Supervisors Signature: Time of Review:

CREW SIGN-IN BEFORE TASK CREW SIGN-OUT AFTER TASK

Task Start Time:

I understand the safety precautions and have the training toperform this task incident free.

Task End Time:

I have worked safely today and have not been injured.

POST TASK FOLLOW-UPLocksRemoved

Injuries Reported Rail, Roadways, Area Cleared Area Clean and Secure

Supervisors Name (print): Ladder, Fall Protection and Electrical Equipment Color Code(Circle)

Supervisors Signature: ORANGE BLUE RED YELLOW


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Exhibit E-1

Safety Task Planner

Form M03-02-1 Page 2 of

Construction: Retention = Current Month Plus Past Month; Disposition = Destroy Industrial Services: Retention = Current Month Plus Past Month; Disposition = Destroy

SAFETY REMINDERS - REVIEW BEFORE STARTING WORK

FIRE PROTECTION PPE NEEDED ENERGIZED EQUIPMENT SECURED PERMITS NEEDED

Fire Blankets Face Shield Ground Fault Protection (GFCI) Client Work Permit

Welding Screens Goggles Lockout/Tag Out Hot Work

Flammables Removed Hearing Protection Electrical Tool/Cords Inspected Confined Space Entry

Suitable Fire Extinguishers Gloves For Specific Hazard High Voltage Lines Identified Line Break

LEL Measured Rubber Boots Hot Pipes Need Insulation Vehicle Entry

Trained Firewatcher Stationed Chemical Suits Cords/Leads/Hoses Elevated 7 Roof Access

Cable Trays Cleaned if Needed Fall Protection Equipment ABATEMENTS NECESSARY Demolition

BARRICADES NEEDED Respiratory Protection Asbestos Pre-lift Rigging

Caution (Yellow) Foot/Metatarsal Guards Lead Paint Excavation

Danger (Red) Safety Shower Hazardous Chemicals Personnel Lifting Basket

Hard Barricade Eye Wash PERSONAL COMFORT Rail Work/Blue Flag Derailer

Barricade Tags Knee Pads Drinking Water

Flashing Lights Electrical Flash Gear Cooling Fans or Heaters


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Subcontract Number F1

EXHIBIT F

UNIT RATES

DOES NOT APPLY


27/41

Subcontract Number G1

EXHIBIT G

DOES NOT APPLY


28/41

Subcontract Number H1

EXHIBIT H-1EQUAL OPPORTUNITY COMPLIANCE

Subcontractor is aware of and fully informed of its responsibilities under Executive Order No. 11246, 11707, and11758 as amended, and shall be bound by and agree to the provisions and regulations issued there under by theOffice of Federal Contract Compliance Programs as set forth herein and made a part hereof:

During the performance of this contract, Subcontractor agrees as follows:

EQUAL EMPLOYMENT OPPORTUNITY CLAUSE (Applicable to Subcontractors with $10,000 or more innonexempt Federal contracts and/or subcontracts)

1. The Subcontractor shall not discriminate against any employee or applicant for employment because of race,color, religion, sex, or national origin. However, it shall not be a violation of this clause for the Contractor toextend a publicly announced preference in employment to Indians living on or near an Indian reservation, inconnection with employment opportunities on or near an Indian reservation, as permitted by 41 CFR 60-1.5.

2. The Contractor shall take affirmative action to ensure that applicants are employed, and that employees aretreated during employment, without regard to their race, color, religion, sex, or national origin. This shallinclude, but not be limited to:

(i) Employment;(ii) Upgrading;(iii) Demotion;(iv) Transfer;(v) Recruitment or recruitment advertising;(vi) Layoff or termination;(vii) Rates of pay or other forms of compensation; and(viii) Selection for training, including apprenticeship.

3. The Contractor shall post in conspicuous places available to employees and applicants for employment thenotices to be provided by the Contracting Officer that explain this clause.

4. The Contractor shall, 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, or national origin.

5. The Contractor shall send, to each labor union or representative of workers with which it has a collectivebargaining agreement or other contract or understanding, the notice to be provided by the Contracting Officeradvising the labor union or workers representative of the Contractors commitments under this clause, and postcopies of the notice in conspicuous places available to employees and applicants for employment.

6. The Contractor shall comply with Executive Order 11246, as amended, and the rules, regulations, and orders ofthe Secretary of Labor.

7. The Contractor shall furnish to the contracting agency all information required by Executive Order 11246, asamended, and by the rules, regulations, and orders of the Secretary of Labor. The Contractor shall also file

Standard Form 100 (EEO-1), or any successor form, as prescribed in 41 CFR part 60-1. Unless the Contractorhas filed within the 12 months preceding the date of contract award, the Contractor shall, within 30 days aftercontract award, apply to either the regional Office of Federal Contract Compliance Programs (OFCCP) or thelocal office of the Equal Employment Opportunity Commission for the necessary forms.

8. The Contractor shall permit access to its premises, during normal business hours, by the contracting agency orthe OFCCP for the purpose of conducting on-site compliance evaluations and complaint investigations. TheContractor shall permit the Government to inspect and copy any books, accounts, records (includingcomputerized records), and other material that may be relevant to the matter under investigation and pertinent to


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Subcontract Number H2

compliance with Executive Order 11246, as amended, and rules and regulations that implement the ExecutiveOrder.

9. If the OFCCP determines that the Contractor is not in compliance with this clause or any rule, regulation, ororder of the Secretary of Labor, this contract may be canceled, terminated, or suspended in whole or in part andthe Contractor may be declared ineligible for further Government contracts, under the procedures authorized inExecutive Order 11246, as amended. In addition, sanctions may be imposed and remedies invoked against theContractor as provided in Executive Order 11246, as amended; in the rules, regulations, and orders of theSecretary of Labor; or as otherwise provided by law.

10. The Contractor shall include the terms and conditions of paragraphs (b)(1) through (11) of this clause in everysubcontract or purchase order that is not exempted by the rules, regulations, or orders of the Secretary of Laborissued under Executive Order 11246, as amended, so that these terms and conditions will be binding upon eachsubcontractor or vendor.