CONSTRUCTION PROJECT

ICDBG Program No.\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\* \* \* B I D P A C K A G E \* \* \*

TABLE OF CONTENTS

I. Invitation for Bids (2 pages)

II\. Instructions to Bidders (31 pages, including exhibits)

III\. General Conditions of Construction Contract (31 pages)

INVITATION FOR BIDS

The
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
(herein called (the Owner\") will receive bids for the construction of a
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ at
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_o\'clock on the
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_day of
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ at
the\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

located at
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Description of work:
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.

Bona fide bidders may obtain copies of the proposed contract documents,
including plans and specifications, by depositing \$
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ with the Owner for each set of
documents. Copies will be issued commencing at \_\_\_\_\_\_\_\_\_\_\_\_
o\'clock on \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
at the
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.
Deposits will be refunded to each person who returns the documents in
good condition **within ten days** after bid opening.

A pre-bid conference is scheduled for
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

at
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.
Bidders are urged to inspect the site where services are to be performed
and to satisfy themselves as to all general and local conditions that
may affect the cost of performance of the contract to the extent such
information is reasonably obtainable. In no event will a failure to
inspect the site constitute grounds for withdrawal of a bid after
opening or constitute grounds for a claim after contract award.

A bid guarantee in the form of a certified check or bank draft payable
to the Owner, irrevocable letter of credit, U. S. Government bonds, or a
satisfactory bid bond executed by the bidder in an amount equal to five
percent (5%) of the bid, is required to be submitted with each bid. An
itemized cost breakdown, separating materials and labor, is required
with each bid.

The contract will be awarded to the lowest responsive and responsible
bidder whose bid does not exceed the amount of funds estimated by the
Owner to be available for construction of the project, subject to any
applicable Indian Preference requirements. Only bids meeting all of the
bid requirements included herein shall be considered for award. In the
event that the lowest bidder is not awarded a contract, a dissenting
contractor has 48 hours in which to file a written complaint.

[Indian Preference]{.underline}. Section A or B below is applicable,
whichever is checked.

A.  \_\_\_\_\_\_\_ Competition in this bid solicitation will be open to
    all qualified bidders. However, if a bid is received from at least
    one qualified Indian organization or Indian-owned economic
    enterprise and this bid is within \_\_\_ percent of the bid of the
    lowest responsible bidder, the contract will be awarded to the
    Indian organization or Indian-owned economic enterprise.

(Note: Use of this option requires prior HUD approval)

B.  \_\_\_\_\_\_\_ Competition in this bid solicitation will be limited
    to qualified Indian organizations and Indian-owned economic
    enterprises.

Bidders claiming Indian preference will be required to submit a
completed questionnaire/statement to the Owner in accordance with
Section 5 of the attached Instructions to Bidders.

Bids will be opened on
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_. Bids
may [not]{.underline} be withdrawn for a period of 30 days following the
opening of bids without the consent of the Owner.

Award of this contract is subject to a determination by the U.S.
Department of Housing and Urban Development (HUD) that the contractor is
eligible to contract for federally funded activities.

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Name of Owner

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

By

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Title

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Date

[INSTRUCTIONS TO BIDDERS]{.underline}

Table of Contents

[Section]{.underline}

1\. BID FORM

2\. INTERPRETATIONS

3\. BID GUARANTEE

4\. NON‑COLLUSIVE AFFIDAVIT

5\. BIDDER\'S CONSTRUCTION EXPERIENCE

6\. TIME FOR RECEIVING BIDS

7\. OPENING OF BIDS

8\. WITHDRAWAL OF BIDS

9\. AWARD OF CONTRACT: REJECTION OF BIDS

10\. EXECUTION OF CONTRACT, PERFORMANCE AND PAYMENT SECURITY

11\. INDIAN PREFERENCE

12\. EQUAL EMPLOYMENT OPPORTUNITY

13\. PRE-CONSTRUCTION CONFERENCE

14\. TAXES

Exhibits:

\(A\) Form of Bid

\(B\) Bid Security, Irrevocable Letter of Credit

\(C\) Bid Bond

\(D\) Form of Non‑Collusive Affidavit

\(E\) Bidder\'s Certification of Eligibility

\(F\) Contractor Questionnaire

\(G\) Performance and Payment Bond

\(H\) Irrevocable Letter of Credit

\(I\) Completion Assurance Agreement for Irrevocable Letter of Credit

\(J\) Cash Deposit Letter

\(K\) Completion Assurance Agreement for Cash Deposit Letter

\(L\) Construction Contract

\(M\) Notice to Proceed

INSTRUCTIONS TO BIDDERS

I. [BID FORM]{.underline}

A. All bids must be submitted on forms furnished by the Owner and shall
be subject to all requirements of the specifications and drawings. Bids
will be furnished in duplicate, one to be submitted with the bid
(original and copy) and one to be retained by the bidder for his
records. Only one of the two copies of the bid shall be signed. The
other shall be conformed. **The following documents constitute a
complete bid and are required to be submitted to form a responsive
bid:**

\(1\) Form of Bid (Exhibit A)

\(2\) Bid Guarantee (see Section 3)

\(3\) Material and Labor Cost Breakdown

\(4\) Form of Non‑collusive Affidavit (Exhibit D)

\(5\) Contractor\'s Questionnaire (Exhibit E)

B. The bid documents shall be sealed in an envelope which shall be
clearly labeled with the words \"Bid Documents\", and show the project
identification, name of bidder, and date and time of opening.

2 [INTERPRETATIONS]{.underline}

No oral interpretation will be made to any bidder as to the meaning of
the specifications and drawings. Every request for an interpretation
shall be made in writing and any inquiry received ten or more days prior
to the date fixed for opening bids will be given consideration.
Interpretations will be in the form of addenda which will be on file in
the offices of the Owner and architect at least seven days before bids
are opened. In addition, addenda will be mailed to each bidder and they
shall become a part of the contract and all bidders shall by bound by
such addenda whether or not received by the bidders. Any reference to
the masculine gender in the contract documents includes the feminine and
vice versa. Any reference to days shall be interpreted to mean calendar
days.

3\. [BID GUARANTEE]{.underline}

The bid guarantee shall not be less than five percent (5%) of the amount
of the bid, and at the option of the bidder, may be a certified check,
or bank draft, irrevocable letter of credit, U. S. Government bonds at
par value, or a bid bond secured by a surety appearing on the Treasury
Department\'s most current Circular 570 as amended. Any certified check,
bank draft, or letter of credit must be made payable to the order of the
Owner. The bid guarantee shall ensure the execution of the contract and
the furnishing of performance and payment bond or bonds by the
successful bidder in the appropriate amount. The bid guarantee of
unsuccessful bidders shall be returned as soon as practicable after the
opening of bids. (See Exhibits B and C).

Failure to furnish a bid guarantee in the proper form and amount, by the
time set for opening of bids, may be cause for rejection of the bid.

4\. [NON‑COLLUSIVE AFFIDAVIT]{.underline}

Each person submitting a bid for any portion of the work contemplated by
the bidding documents shall execute an affidavit, in the form provided
by the Owner, to the effect that he has not colluded with any other
person, firm or corporation in regard to any bid submitted. Such
affidavit shall be attached to the bid. (See Exhibit D).

5\. [BIDDER\'S CONSTRUCTION EXPERIENCE]{.underline}

Before a bid is considered for award, the bidder may be requested by the
Owner to submit additional information regarding his previous experience
in performing comparable work, his business and technical organization,
and financial resources. If a bidder is claiming Indian Preference, he
must submit a Questionnaire/Statement to the Owner seven (7) calendar
days [prior]{.underline} to the time of the bid opening. This
Questionnaire/Statement must include, or have attached as an exhibit,
the following minimum data:

A. Whether he is seeking Indian Preference as a bidder;

B. evidence showing fully the extent of Indian ownership/control and
interest in the enterprise;

C. evidence of structure and financing of the enterprise, major
subcontracts and purchase agreements and management and profit sharing
arrangements, including evidence showing the effect of all these on the
extent of Indian ownership and interest;

D. a demonstration that the bidder has the experience and capability for
timely completion of the contract work;

E. a current financial statement indicating financial status of the
enterprise; and

F. current resumes of principals of the firm or company who will be
active in the supervision of the work. (see Exhibit E).

6\. [TIME FOR RECEIVING BIDS]{.underline}

A. Bids received prior to the time of opening will be securely kept,
unopened. The officer whose duty it is to open them will decide when the
specified time has arrived, and no bid received thereafter will be
considered; except that when a bid arrives by mail after the time fixed
for opening, but before award is made, and it is shown to the
satisfaction of the officer authorized to make the award, that the
non-arrival on time was due solely to delay in the mail for which the
bidder was not responsible, such bid will be received and considered. No
responsibility will attach to an officer for the premature opening of a
bid not properly addressed and identified. Unless specifically
authorized, telegraphic bids will not be considered, but modification by
telegraph of bids already submitted will be considered if received prior
to the hour set for opening and written confirmation of such
modification, over the signature of the bidder, is placed in the mail
and postmarked prior to the time set for bid opening. The term
\"telegraph\" includes mail­grams.

B. Bidders are cautioned that, while telegraphic modifications of bids
may be received as provided above, such modifications, if not explicit
and if in any sense subject to misinterpretation, shall make the bid so
modified or amended subject to rejection.

7\. [OPENING OF BIDS]{.underline}

At the time and place fixed for the opening of bids, every bid received
within the time fixed for receiving bids will be opened and publicly
read aloud, irrespective of any irregularities therein. Bidders (and/or
their representatives) and other persons properly interested may be
present.

8\. [WITHDRAWAL OF BIDS]{.underline}

Bids may be withdrawn on written or telegraphic request dispatched by
the bidder, in time for delivery in the normal course of business, prior
to the time fixed for opening; [provided]{.underline} that written
confirmation of any telegraphic withdrawal, over the signature of the
bidder, is placed in the mail and postmarked prior to the time set for
bid opening. Negligence on the part of the bidder in preparing his bid
confers no right of withdrawal or modification of his bid after such bid
has been opened.

9\. [AWARD OF CONTRACT: REJECTION OF BIDS]{.underline}

A. The contract will be awarded to the responsible bidder submitting the
lowest proposal complying with the conditions of the Invitation for Bids
and Instructions to Bidders, provided is bid is reasonable and it is to
the interest of the Owner to accept it. The bidder to whom the award is
made will be notified at the earliest practicable date. The Owner,
however, reserves the right to reject any and all bids and to waive any
informality in bids received whenever such rejection or waiver is in the
interest of the Owner.

B. The Owner also reserves the right to reject the bid of any bidder who
has previously failed to perform properly, or to complete on time,
contracts of a similar nature; who is not in a position to perform the
contract; or who has habitually and without just cause neglected the
payment of bills or otherwise disregarded his obligations to
subcontractors, material, men or employees.

C. The ability of a bidder to obtain a performance and payment security
shall not be regarded as the sole test of such bidder\'s competency or
responsibility.

10\. [EXECUTION OF CONTRACT, PERFORMANCE AND PAYMENT
SECURITY]{.underline}

Subsequent to the award of the contract and within ten days after the
prescribed forms are presented for signature, the successful bidder
shall execute and deliver to the Owner a contract in the form furnished
in such number of counterparts as the Owner may require. Having
satisfied all conditions of the award, as set forth elsewhere in these
documents, the successful bidder shall, with the approval of the Owner,
present with the contract one of the following:

A. [Performance and Payment Bond]{.underline}

\(1\) The bond must be in a penal sum of at least the full amount of the
contract as awarded, and secure the faithful performance of the contract
and the payment of all persons, firms or corporations to whom the
contractor may become legally indebted for labor, materials, tools,
equipment, or services, of any nature, employed or used by him in
performing the work. Such bond shall bear the same date as, or a date
subsequent to, the date of the contract.

\(2\) On each bond, the rate of premium shall be stated, together with
the total amount of the premium charged. The current power of attorney
for the person who signs for any surety company shall be attached to
such bond. The bond shall be in the form of Exhibit G.

\(3\) Surety companies executing bonds must appear on the Treasury
Department\'s most current list (Circular 570 as amended) and must be
authorized to transact business in the state where the project is
located.

B. [Letter of Credit]{.underline}

The contractor shall furnish (1) a Letter of Credit for twenty-five
percent (25%) of the total contract price, and (2) a Completion
Assurance Agreement. The Letter of Credit shall read as Exhibit H. The
Completion Assurance Agreement shall read as Exhibit I. The Letter of
Credit shall be irrevocable and unconditional and shall be payable to
the Owner according to its provisions and the provisions of the
Completion Assurance Agreement. The Letter of Credit shall be
interpreted and used in conjunction with the Completion Assurance
Agreement. The Letter of Credit shall be on bank letterhead and signed
by an officer of the bank legally authorized to execute it. The
Completion Assurance Agreement shall be signed by the contractor and the
Owner.

C. [Cash Deposit]{.underline}

The contractor shall establish in a bank acceptable to the Owner an
account in the name of the Owner of not less than 20 percent (20%) of
the contract amount. This account shall be in the form of Certificates
of Deposit or other interest‑bearing accounts. The contractor shall
provide evidence of this account in the form of a letter from said bank
to the Owner agreeing to the terms of this procedure, along with such
Certificates of Deposit or deposit acknowledgments as are applicable.
This letter shall be on bank letterhead and signed by an officer of the
bank legally authorized to execute it. The letter shall read as Exhibit
J. The account will be administered in accordance with the terms of the
letter evidencing it and a Completion Assurance Agreement (see Exhibit
K).

If either Exhibit H or J is used by the contractor, there shall be
retained, from each partial payment under the construction contract (see
Section 26 of the General Conditions), five percent (5%) of the
estimated amount of such payment until interim settlement (see Section
54 of the General Conditions).

The failure of the successful bidder to execute the contract and to
supply the required performance and payment security within ten days
after the prescribed forms are presented for signature, or within such
extended period as the Owner may grant, shall be grounds for the Owner
to either award the contract to the next lowest responsible bidder or
re-advertise for bids. In such event, the Owner may charge against the
bidder the difference between the amount of the bid and the amount for
which a contract for the work is subsequently executed, irrespective of
whether the amount thus due exceeds the amount of the bid guaranty.

11\. [INDIAN PREFERENCE]{.underline}

Attention is called to the Indian Preference provisions of the contract,
set forth in Sections 43 and 44 of the General Conditions, and the
Indian Preference section of the Invitation for Bids.

12\. [EQUAL EMPLOYMENT OPPORTUNITY]{.underline}

A. Attention is called to the Equal Employment Opportunity provisions of
the Contract ( Section 45 of the General Conditions) and the
requirements for affirmative action by the Contractor thereunder.

B. A Certification of Non-segregated Facilities must be submitted prior
to the award of a Federally assisted construction contract exceeding
\$10,000 which is not exempt from the provisions of the Equal
Opportunity clause. Such a certification is printed on the bid form
(Exhibit A) and is deemed executed by submission of the bid.

C. The contractor must also provide for the forwarding of the following
notice to prospective subcontractors for supplies and construction
contracts where the subcontracts exceed \$ 10,000 and are not exempt
from the provisions of the Equal Opportunity clause:

NOTICE TO PROSPECTIVE SUBCONTRACTORS OF REQUIREMENT FOR CERTIFICATIONS
OF NON-SEGREGATED FACILITIES

\(1\) A Certification of Non-segregated Facilities must be submitted
prior to the award of a subcontract exceeding \$10,000 which is not
exempt from the provisions of the Equal Opportunity clause.

\(2\) Contractors receiving subcontract awards exceeding \$ 10,000 which
are not exempt from the provisions of the Equal Opportunity clause will
be required to provide for the forwarding of this notice to prospective
subcontractors for supplies and construction contracts where the
subcontracts exceed \$ 10,000 and are not exempt from the provisions of
the Equal Opportunity clause.

D. Certifications submitted by subcontractors shall be retained in the
files of the prime contractor or subcontractor receiving the
certification. Where a prime contractor or subcontractor does business
with a concern on a continuing basis, a single certification may be
submitted periodically, rather than with each transaction.

13\. [PRE-CONSTRUCTION CONFERENCE]{.underline}

Within ten calendar days of contract execution and prior to the
commencement of work, the contractor or his representative and all known
subcontractors shall attend a Pre-construction Conference with the Owner
and/or his representative. The conference will serve to acquaint the
participants with the general plan of contract administration and
requirements under which the construction operation is to proceed, and
will inform the contractor and subcontractor in detail of their
obligations under Indian preference, equal employment opportunity, and
labor standards provisions, if applicable.

The date, time, and place of the conference will be furnished to the
contractor by the Owner.

14\. [TAXES]{.underline}

All applicable state and local taxes shall be included in the bid.

15\. [ELIGIBILITY OF BIDDER]{.underline}

The Owner is prohibited from making any awards to contractors or
accepting as subcontractors any individuals or firms which are
ineligible to be awarded contracts by any agency of the United States
Government or HUD or which are ineligible to participate in HUD programs
pursuant to 24 CFR part 24. Exhibit (E) **Bidder\'s Certification of
Eligibility** must be executed by the bidder an included in the bid
submission.

EXHIBIT A

Page 1 of 2

FORM OF BID

BID
FOR:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
PROJECT NO.:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

PROJECT
NAME:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

OF THE:
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

(Owner)

Tribal Council:

1\. The undersigned, having been familiarized with the existing
conditions at the site of the work, and with the Contract documents,
which include the Invitation for Bids, Instructions to Bidders, this
bid, the Bid Bond or Letter of Credit, the Non-Collusive Affidavit, the
requirements for Performance and Payment Security, the form of
Construction Contract, General Conditions, any applicable Special
Conditions, Specifications and Drawings (and exhibits and addenda, if
any thereto, and on file in the office of the Owner), hereby proposes to
furnish all supervision, technical personnel, labor, material,
machinery, tools, equipment, fixtures, and services including
transportation services, and to perform and complete all work required
within the time specified in the Contract documents for the sum shown
below.

BID: \$
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

WRITTEN
SUM:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

2\. In submitting this bid, it is understood that the right is reserved
by the Owner to reject any and all bids. If written notice of the
acceptance of this bid is mailed, telegraphed or delivered to the
undersigned within thirty days after the opening thereof, or at any time
thereafter before this bid is withdrawn, the undersigned agrees to
execute and deliver a contract in the prescribed form and furnish the
required performance and payment security within ten (10) days (or
within a time period as the Owner may grant) after the contract is
presented to him for a signature.

3\. Security in the sum of
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_dollars
(\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ ) in the form of
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_is
submitted herewith in accordance with the Invitation to Bidders.

EXHIBIT A

Page 2 of 2

4\. Attached hereto is an affidavit in proof that the undersigned has
not colluded with any person with respect to this proposal.

5\. The bidder represents that he ( )has, ( )has not, participated in a
previous contract or subcontract subject to the equal opportunity clause
prescribed by Executive Orders 10925, 11114, or 11246; that he ( )has, (
)has not, filed all required compliance reports, and that
representations indicating submission of required compliance reports,
signed by proposed subcontractors, will be obtained prior to subcontract
awards. (The above representation need not be submitted in connection
with subcontracts which are exempt from the clause.)

6\. Certification of Non‑Segregated Facilities. By signing this bid, the
bidder certifies that he does not maintain or provide for his employees
any segregated facilities at any of his establishments and that he does
not permit his employees to perform their services at any location,
under his control, where segregated facilities are maintained. He
certifies further that he will not maintain or provide for his employees
any segregated facilities at any of his establishments, and that he will
not permit his employees to perform their services at any location,
under his control, where segregated facilities are maintained. The
bidder agrees that a breach of this certification is a violation of the
Equal Opportunity clause in the Contract. As used in this certification,
the term "segregated facilities\" means any waiting rooms, work areas,
rest rooms and other storage or dressing areas, parking lots, drinking
fountains, recreation or entertainment areas, transportation, and
housing facilities provided for employees which are segregated by
explicit directive or are in fact segregated on the basis of race,
color, religion, or national origin, because of habit, local custom or
otherwise. He further agrees that (except where he has obtained
identical certifications from proposed subcontractors for specific time
periods) he will obtain identical certifications from proposed
subcontractors prior to the award of subcontracts exceeding \$10,000
which are not exempt from the provisions of the Equal Opportunity
clause; that he will retain such certification in his files; and that he
will forward a notice to his proposed subcontractors as provided in the
Instruction to Bidders.

NOTE: The penalty for making false statements in offers is prescribed in
18 U.S.C. 1001.

Date:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

(Name of Bidder)

Official
Address:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

By:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
Title:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

EXHIBIT B

(Bank Letterhead)

BID SECURITY

IRREVOCABLE LETTER OF CREDIT

Dear
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_:

We hereby authorize you to draw on us to the aggregate amount of
\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ (five
percent of the amount of the bid) in the event
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
withdraws its bid within the bid holding period, or upon being awarded a
contract, fails to provide adequate performance and payment security as
required by the Contract documents.

Such drafts must be accompanied by the following document:

A written certification by you that the proceeds of any draft drawn on
this Letter of Credit will be used solely to indemnify the Owner against
loss or damage suffered by it resulting from any act or omission
described in the above paragraph.

We warrant to you that all drafts drawn in compliance with the terms of
this Letter of Credit will be unconditionally and duly honored upon
delivery of the documentation specified and presented to this office.

This Letter of Credit is irrevocable and shall be in full force and
effect until notification in writing is received from you that a
contract for Project\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
has been awarded and executed, whereupon this Letter of Credit shall
automatically be canceled.

This Letter of Credit shall not be modified or amended except upon the
written agreement of this Bank and the Owner.

Sincerely yours,

President

EXHIBIT C

BID BOND

KNOW ALL MEN BY THESE PRESENTS, that we, the undersigned,
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_PRINCIPAL,
and as SURETY, are held and firmly bound unto herein called the
\"Owner\" in the penal sum of \$
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ , lawful money of the United
States, for the payment of which sum well and truly to be made, we bind
ourselves, our heirs, executors, administrators, successors and assigns,
jointly and severally.

THE CONDITION OF THIS OBLIGATION IS SUCH, that whereas the Principal has
submitted this accompanying bid, dated
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_,for\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

NOW, THEREFORE, [if]{.underline} the [Principal shall not withdraw said
bid]{.underline} within the period specified therein after the opening
of the same, or, if no period specified, within sixty (60) days after
the said opening, [and shall]{.underline} within the period specified
therefore, or, if no period specified, within ten (10) days after the
prescribed forms are presented to him for signature, [enter into a
written contract]{.underline} with the Owner in accordance with the bid
as accepted, [and have]{.underline} the required performance and payment
security for the faithful performance and proper fulfillment of such
contract; or in the event of the withdrawal of said bid within the
period specified, or the failure to enter into such contract and give
security within the time specified, if the Principal shall pay the Owner
the difference between the amount specified in said bid and the amount
for which the Owner may procure the required work or supplies or both,
if the latter amount be in excess of the former, then the above
obligation shall be void and of no effect, otherwise it shall remain in
full force and effect.

IN WITNESS WHEREOF, the above‑bound parties have executed this
instrument this \_\_\_\_\_\_\_\_\_ day
of\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ , the name and
corporate seal of each corporate party being hereto affixed and these
presents duly signed by its undersigned representative, pursuant to
authority of its governing body.

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Principal Surety

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

name and title name and title

(Signatures must be notarized.)

(Power‑of‑Attorney for person signing for surety company must be
attached to bond.)

EXHIBIT D

FORM OF NON‑COLLUSIVE AFFIDAVIT

[AFFIDAVIT]{.underline}

State of \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_)

)

County of \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_)

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_,
being first duly sworn, deposes and says:

That he
is,\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
the party making the foregoing proposal for bid, that such proposal or
bid is genuine and not collusive or sham; that said bidder has no
colluded, conspired, connived or agreed, directly or indirectly, with
any bidder or person, to put in a sham bid or to refrain from bidding,
and has not, in any manner, directly or indirectly, sought by agreement
or collusion, or communication or conference, with any person, to fix
the bid price of affiant or of any other bidder, or to fix any overhead,
profit or cost element of said bid price, or of that of any other
bidder, or to secure any advantage against the Owner or any person
interested in the proposed contract, and that all statements in said
proposal for bid are true.

Project No.\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Location \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

signature

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

name and title

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

date

(Signature should be notarized.)

EXHIBIT E

BIDDER\'S CERTIFICATION OF ELIGIBILITY

By the submission of this bid, the bidder certifies that to the best of
its knowledge and belief, neither it, nor any person of firm which has
an interest in the bidder\'s firm, nor any of the bidder\'s
subcontractors, is ineligible to:

\(1\) Be awarded contracts by any agency of the United States Government
or HUD; or,

\(2\) Participate in HUD programs pursuant to 24 CFR part 24.

(Name of Bidder)

(Address)

BY:

Title:

**NOTE:** This certification is a material representation of fact upon
which reliance is placed when making award. If it is later determined
that the bidder knowingly rendered an erroneous certification, the
contract may be terminated for default, and the bidder may be debarred
or suspended from participation in HUD programs and other Federal
programs.

EXHIBIT F

CONTRACTOR QUESTIONNAIRE

NAME\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

SOCIAL SECURITY NUMBER\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

D.B.A.\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

STREET
ADDRESS\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

CITY\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
TELEPHONE\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

STATE LICENSE
NO.\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
TYPE\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

BANK
REFERENCES:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

LIST THREE MOST RECENT CONSTRUCTION JOBS BY NAME AND ADDRESS:

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

HOW LONG IN BUSINESS? \_\_\_\_\_\_\_\_\_\_\_\_\_\_ HOW MANY
EMPLOYEES?\_\_\_\_\_\_\_

ARE YOU AN EQUAL OPPORTUNITY
EMPLOYER?\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

ARE YOU ELIGIBLE TO PERFORM FEDERAL GOVERNMENT
WORK?\_\_\_\_\_\_\_\_\_\_\_

NAME AND ADDRESS OF INSURANCE
CARRIER:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Conflict of Interest: Are you or any member of your family related to
(1) any employee of the Owner or member of the governing board of the
Owner?

No \_\_\_\_\_\_; Yes \_\_\_\_\_\_\_\_. (2) If yes, please explain
relationship:

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Signature of License Holder

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Signature of Company Representative

(if different)

Date \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ Date
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

EXHIBIT G

Page 1 of 4

[PERFORMANCE AND PAYMENT BOND]{.underline}

KNOW ALL MEN BY THESE PRESENTS: THAT
we,\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_,
as

PRINCIPAL,
and\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
, as SURETY,

are held firmly bound
unto\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_hereinafter
called the Owner,in the penal sum
of\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
(\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_), for the payment

of which sum we bind ourselves, our heirs, executors,

administrators, and successors, jointly and severally.

WHEREAS, Principal has entered into a certain Contract with the Owner,
dated \_\_\_\_\_\_\_\_\_\_\_\_\_\_ , a copy of which is hereto attached
and made a part hereof.

NOW, THEREFORE, the condition of this obligation is such that if the
Principal shall in all respects fully perform the Contract and all duly
authorized modifications thereof, during its original term and any
extensions thereof that may be granted and during any guaranty period
for which the Contract provides, and if the Principal shall fully
satisfy all claims arising out of the prosecution of the work under the
Contract and shall fully indemnify the Owner for all expenses which it
may incur by reason of such claims, including its attorney\'s fees and
court costs, and if the Principal shall make full payment to all persons
supplying labor, services, materials, or equipment in the prosecution of
the work under the Contract, in default of which such persons shall have
a direct right of action hereupon; and if the Principal shall pay or
cause to be paid all sales and use taxes payable as a result of the
performance of the Contract as well as payment of gasoline and special
motor fuel taxes in the performance of the Contract and all motor
vehicle fees required for commercial motor vehicles used in connection
with the performance of the Contract, then this obligation shall be
void; otherwise, it shall remain in full force and effect. No
modification of the Contract or extension of the term thereof, nor any
forbearance on the part of the Owner shall in any way release the
Principal or the Surety from liability hereunder. Notice to the Surety
of any such modification, extension, or forbearance is hereby waived.

EXHIBIT G

Page 2 of 4

IN WITNESS WHEREOF, the aforesaid Principal and Surety have executed
this instrument and affixed their seals hereto, this
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ day of
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Principal Surety

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

name and title

(signatures must be notarized.)

(Power‑of‑Attorney for person signing for surety company must be
attached to bond.)

The rate of premium on this bond is
\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ per thousand.

The total amount of premium charge is
\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.

(The above is to be filled in by Surety Company.)

EXHIBIT G

Page 3 of 4

[CERTIFICATE AS TO CORPORATE PRINCIPAL]{.underline}

I,
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
, certify that I am the

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
Secretary of the corporation

named as Principal in the foregoing bond; that
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_,
who signed the bond on behalf of the Principal, was then
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
of said corporation; that I know his signature thereto is genuine; and
that said bond was fully signed, sealed, and attested for and in behalf
of said corporation by authority of its governing body.

EXHIBIT G

Page 4 of 4

[DIRECTIONS FOR PREPARATION OF PERFORMANCE AND PAYMENT BOND]{.underline}

1\. Individual sureties, partnerships or corporations not in the surety
business are not acceptable.

2\. The name of the Principal shall be shown exactly as it appears in
the Contract.

3\. The penal sum shall not be less than required by the Contract.

4\. If the principals are partners or joint ventures, each member shall
execute the bond as an individual and state his place of residence.

5\. The official character and authority of the person(s) executing the
bond for the Principal, if a corporation, shall be certified by the
Secretary of Assistant Secretary thereof under the corporate seal, or
copies attached to such records of the corporation as will evidence the
official character and authority of the officer signing, duly certified
by the Secretary of Assistant Secretary, under the corporate seal, to be
true copies.

6\. The current power‑of‑attorney of the person signing for the surety
company must be attached to the bond.

7\. The date of the bond must not be prior to the date of the contract.

8\. The following information must be placed on the bond by the surety
company:

A. The rate of premium in dollars per thousand; and

B. The total dollar amount of premium charged.

9\. Type or print the name underneath each signature appearing on the
bond.

10\. An executed copy of the bond must be attached to each copy of the
Contract (original counterpart) intended for signing.

EXHIBIT H

(Bank letterhead)

IRREVOCABLE LETTER OF CREDIT

(Address to Owner)

Dear \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_:

We hereby authorize you to draw on us to the aggregate amount of
\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ in the event [name of
contractor]{.underline} defaults, or fails to complete construction
and/or payments under that certain Construction Contract with you dated
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.

Such drafts must be accompanied by:

1\. Completion Assurance Agreement dated
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ for the
project known as Project Number
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.

2\. Written certification by you that the proceeds of any draft drawn on
this Letter of Credit will be used solely for the purposes and interests
described in the Completion Assurance Agreement.

We warrant you that all drafts drawn in compliance with the terms of
this Letter of Credit will be duly honored upon delivery of
documentation specified and presented to this office until
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_or until fifteen months after the
date of substantial completion of the Construction Contract dated
between
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_,
the contractor, and
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_, the Owner,
as the said date of substantial completion is defined in said
Construction Contract, whichever first occurs.

This Letter is irrevocable and shall be in full force and effect unless
notification in writing is received by you canceling same.

This credit shall not be modified or amended except upon the written
agreement of this Bank and the Owner.

Sincerely,

President

(cc: Contractor)

**Revised 10/94**

EXHIBIT I

Page 1 of 4

COMPLETION ASSURANCE AGREEMENT

THIS AGREEMENT made this \_\_\_\_\_\_\_\_\_\_\_\_\_\_ day
of\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ by and

between the
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
(Owner) and \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ (Contractor).

WITNESSETH

WHEREAS, the Contractor and the Owner have entered into a Construction
Contract dated, providing for the construction of a project described in
such Contract; and

WHEREAS, the Contractor desires to meet his obligations to supply 100
percent Performance and Payment Bonds with a substitution of another
form of security; and

WHEREAS, the Owner has determined that a Letter of Credit arrangement
would provide sufficient security in lieu of a performance and payment
bond.

NOW THEREFORE, in consideration of the mutual promises and undertakings
herein contained, and for the purpose of inducing the Owner to
substitute a Letter of Credit arrangement for a Performance and Payment
Bond, the parties hereto agree that:

1\. The Contractor has provided the Owner with an unconditional,
irrevocable, Letter of Credit (Fund), issued by a banking institution in
the amount of \$ \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ to
secure and indemnify the Owner for any expense, loss or damage suffered
or sustained as a result of any default by the Contractor in the
performance of its obligations under the Construction Contract. It is
expressly understood and agreed that said Fund shall at all times be
under the control of the Owner.

2\. All disbursements from the Fund shall be authorized and made by the
Owner.

3\. The Fund shall be maintained as a separate trust account and may be
drawn in increments up to its aggregate amount or the aggregate may be
drawn. Any incremental draw will not

Exhibit I

Page 2 of 4

impair or diminish the right of the Owner to make subsequent draws in
any amount(s) up to the aggregate amount of the Fund. The proceeds of a
draw may be disbursed as follows:

A. To the Contractor during the course of construction to promote the
completion of the project, as may be deemed necessary by the Owner.

B. To the Owner the entire fund or balance remaining therein in the
event of a default by the Contractor under the Construction Contract to
be used by the Owner to indemnify it for any loss, damage or expense
whatsoever which it may suffer by reason of the Contractor\'s failure to
perform the Construction Contract.

C. To the Contractor the balance of such fund remaining after three
months from the date that the work has been substantially completed in
accordance with the Construction Contract (except for punch list items
and items awaiting seasonal opportunity to complete) and accepted by the
Contracting Officer in accordance with Section 20 of the General
Conditions, but only so long as the Project is free and clear of any
liens, claims or encumbrances whatsoever. There shall be withheld from
the payment of said balance an amount equal to 2‑1/2 percent of the
total amount of the Construction Contract, which sum is to be retained
in account for a period of fifteen months from the date of substantial
completion or for another period less than fifteen months if authorized
by the Owner. Said sum shall be held as a Fund to guarantee against
defects in construction due to faulty materials or workmanship or damage
to the premises resulting from such defects, which defects or damage
become apparent within one year from the date of substantial completion.
Said sum may be used for the correction of defects or damage in the
event the Contractor fails to make such corrections. The Contractor\'s
liability for such corrections is not limited by the amount of such sum.

4\. It is agreed the Contractor may provide a separate unconditional and
irrevocable Letter of Credit to satisfy the requirement set forth in
paragraph 3C above, that 2‑1/2 percent of the total Construction
Contract amount, for latent defects, to be retained for fifteen months
beyond the date of substantial completion. If such separate
unconditional and irrevocable Letter of Credit is provided, it must be
delivered to the Owner and made subject to this Completion Assurance
Agreement before any balance remaining

Exhibit I

Page 3 of 4

in the Fund is released to the Contractor or the Fund is canceled.

5\. Any other provision of this Agreement notwithstanding, it is
understood and agreed that no funds may be disbursed to the Contractor
so long as there are any outstanding liens, claims or encumbrances
against the project, written notice of which have been received by the
Owner . If any such claims, liens and encumbrances have not been removed
or resolved, and written notice of such removal or resolution received
by the Owner by the date of substantial completion, the Owner may in its
sole discretion exercise any of its rights under the Construction
Contract General Conditions.

6\. It is expressly understood by all parties hereto that in the event
of a default by Contractor in any of its obligations under the
Construction Contract, the entire Fund, any part thereof, or balance
remaining therein may, at the option of the Owner, be paid to Owner
together with an assignment of all rights granted to the Owner.

7\. This agreement shall not alter or limit the obligations and
liabilities of the Contractor under the Construction Contract, but shall
be deemed to be additional security for the performance by the
Contractor of its obligations thereunder.

8\. It is understood and agreed in the event the fund is held by a
depository, that the depository is not charged with any duty or
responsibility to see to the performance of or compliance with any
agreements between any of the parties hereto other than that of paying
over the fund as directed in writing by the Owner, nor to see to the
application of the Fund after making disbursements as so directed. It is
expressly understood and agreed that any claim, controversy, dispute or
disagreement which may exist between the Contractor and the owner shall
have no effect whatsoever upon the obligation of the Depository to pay
the Owner promptly upon receipt of a notice issued pursuant to the terms
of the Fund and this Agreement.

Exhibit I

Page 4 of 4

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
Contractor Owner

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

name and title name and title

Approved by Bank:

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

name and title

EXHIBIT J

(Bank Letterhead)

CASH DEPOSIT LETTER

(Address to Owner)

Dear \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_:

This will acknowledge that this Bank has established an account in the
amount of \$ \_\_\_\_\_\_\_\_\_\_\_ with funds received from
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.

This account has been issued in the name of
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ and
the original certificate manifesting the same is being handed to you
herewith. It is our understanding that this account is being established
in lieu of performance and payment bonds customarily furnished in
construction projects. The account shall serve as the \"Fund\" referred
to in the Completion Assurance Agreement, dated
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_, by and between the
Owner and the Contractor.

The Bank shall pay over all or part of the funds in the account together
with interest herein to the Owner, or to another as the Owner may
designate, upon written notification by the Owner to the Bank of a
default by the Contractor under the Construction Contract, or of the
Contractor\'s failure to perform the Construction Contract.

The Bank shall pay over all or part of the funds in the account upon
proper notification by the Owner without regard to any objections,
claims, defenses, assertions, or actions by the Contractor or any other
person or entity acting on behalf of the Contractor. The Bank
specifically recognizes that any controversy, dispute, claim or
disagreement which may exist between the Contractor and the Owner have
no effect whatsoever upon the obligation of the Bank to pay the Owner
promptly upon receipt of the notice referred to above.

Sincerely,

President

**Revised 10/94**

EXHIBIT K

Page 1 of 4

COMPLETION ASSURANCE AGREEMENT

THIS AGREEMENT made this \_\_\_\_\_\_\_\_\_\_\_\_ day
of\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

by and between the
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_(owner)
and \_\_\_\_\_\_\_\_\_\_\_\_\_

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
(Contractor).

WITNESSETH

WHEREAS, the Contractor and the Owner have entered into a Construction
Contract dated \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ ,
providing for the construction of a project described in such Contract;
and

WHEREAS, the Contractor desires to meet his obligations to supply 100
percent Performance and Payment Bonds with a substitution of another
form of security; and

WHEREAS, the Owner has determined that a cash deposit arrangement would
provide sufficient security in lieu of a Performance and Payment Bond.

NOW THEREFORE, in consideration of the mutual promises and undertakings
herein contained, and for the purpose of inducing the Owner to
substitute a cash deposit arrangement for a Performance and Payment
Bond, the parties hereto agree that:

1\. The Contractor has provided the Owner with a letter dated
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_,from a banking institution
evidencing the deposit of funds in an account (Fund) in the amount of

\$ \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_. The Fund has been
established in the name of the Owner to secure and indemnify it for any
expense, loss or damage suffered or sustained as a result of any default
by the Contractor in the performance of its obligations under the
Construction Contract. It is expressly understood and agreed that said
Fund shall at all times be under the control of the Owner.

Exhibit K

Page 2 of 4

2\. All disbursements from the Funds shall be authorized and made by the
Owner.

3\. The Fund shall be maintained as a separate trust account and may be
drawn in increments up to its aggregate amount or the aggregate may be
drawn. Any incremental draw will not impair or diminish the right of the
Owner to make subsequent draws in any amount(s) up to the aggregate
amount of the Fund. The proceeds of a draw may be disbursed as follows:

A. To the contractor during the course of construction to promote the
completion of the project, as may be deemed necessary by the Owner.

B. To the Owner the entire Fund or balance remaining therein in the
event of a default by the Contractor under the Construction Contract to
be used by the Owner to indemnify it for any loss, damage or expense
whatsoever which it may suffer by reason of Contractor\'s failure to
perform the construction contract.

C. To the Contractor the balance of such Fund remaining after three
months from the date that the work has been substantially completed in
accordance with the Construction Contract (except for punch list items
and items awaiting seasonal opportunity to complete) and accepted by the
Contracting Officer in accordance with Section 20 of the General
Conditions, but only so long as the Project is free and clear of any
liens, claims or encumbrances whatsoever. There shall be withheld from
the payment of said balance an amount equal to 2 1/2 percent of the
total amount of the Construction Contract, which sum is to be retained
in account for a period of 15 months from the date of substantial
completion or for another period less than 15 months if authorized by
the Owner. Said sum shall be held as a Fund to guarantee against defects
in construction due to faulty materials or workmanship or damage to the
premises resulting from such defects, which defects or damage become
apparent within one year after date of substantial completion. Said sum
may be used for the correction of defects or damage in the event the
Contractor fails to make such corrections. The Contractor\'s liability
for such corrections is not limited by the amount of such sum.

4\. It is agreed that Contractor may provide a separate unconditional
and irrevocable Letter of Credit to satisfy the requirement, set forth
in paragraph 3C above, that 2‑1/2 percent of the total Construction
Contract amount, for

Exhibit K

Page 3 of 4

latent defects, to be retained for fifteen months beyond the date of
substantial completion . If such separate unconditional and irrevocable
Letter of Credit is provided, it must be delivered to the Owner and made
subject to this Completion Assurance Agreement before any balance
remaining in the fund is released to the Contractor or the Fund
canceled.

5\. Any other provision of this Agreement notwithstanding, it is
understood and agreed that no funds may be disbursed to the Contractor
so long as there are any outstanding liens, claims or encumbrances
against the Project, written notice of which have been received by the
Owner. If any such claims, liens and encumbrances have not been removed
or resolved, and written notice of such removal or resolution receive by
the Owner, by the date of substantial completion, the Owner may in its
sole discretion exercise any of its rights under the General Conditions
of the Construction Contract.

6\. It is expressly understood by all parties hereto that in the event
of a default by the Contractor in any of its obligations under the
Construction Contract, the entire Fund, any part thereof, or balance
remaining therein may, at the option of the Owner, be paid to the Owner
together with an assignment of all rights granted to the Owner.

7\. This Agreement shall not alter or limit the obligations and
liabilities of Contractor under the Construction Contract, but shall be
deemed to be additional security for the performance by the Contractor
of its obligations thereunder.

8\. It is understood and agreed that in the event the Fund is held by a
depository, that the depository is not charged with any duty or
responsibility to see to the performance of or compliance with any
agreements between any of the parties hereto other than that of paying
over the Fund as directed in writing by the Owner, nor to see to the
application of the Fund after making disbursements as so directed. It is
expressly understood and agreed that any claim, controversy, dispute or
disagreement which may exist between the Contractor and the Owner shall
have no effect whatsoever upon the obligation of the depository to pay
the Owner promptly upon receipt of a notice issued pursuant to the terms
of the Fund and this Agreement.

Exhibit K

Page 4 of 4

9\. Notwithstanding any other provision of the Construction Contract, it
is agreed the fund will be administered pursuant to the terms of the
Fund, this Agreement and any consistent provisions in the Construction
Contract. Any inconsistent provisions in the Construction Contract shall
be superseded and controlled by the Fund and this Agreement. It is
expressly agreed that reference to this Agreement or collateral
Construction Contract document does not make the issuance of the Fund
conditional.

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Contractor Owner

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

name and title name and title

Approved by Bank:

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

EXHIBIT L

CONSTRUCTION CONTRACT

This contract made this \_\_\_\_\_\_\_\_\_day of
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_, by

and between
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_,
herein called the \"Contractor\", and
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_,
herein called the \" Owner\". The Contractor and the Owner agree as
follows:

[Statement of Work]{.underline}

The Contractor shall furnish all labor, material, equipment and
services, and perform and complete work required for the construction of
project no.\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ consisting
of\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_in
strict accordance with the contract documents listed herein.

[Contract Price]{.underline}

The Owner shall pay the Contractor for performance of the contract,
subject to additions or deductions as provided in the Contract, the sum
of
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_dollars
(\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_).

[Contract Documents]{.underline}

1\. Invitation for Bids, Instructions to Bidders, the form of bid, the
Bid Bond, the Non‑Collusive Affidavit, the Bidder\'s Certification of
Eligibility, the requirements for Performance and Payment Security, the
form of Construction Contract, General Conditions, any applicable
Special Conditions, Specifications, and Drawings (and exhibits and
addenda, if any thereto, and on file in the office of the Owner); and

2.  The following exhibits, if any, each of which has been initiated by
    the parties or otherwise appropriately identified: (if none, insert
    none\").

IN WITNESS WHEREOF, the parties hereto caused this Instrument to be
executed in three (3) original counterparts as of the day and year first
above written.

For the Contractor:

By:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Title:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Business Address:

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Telephone:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

For the Owner:

By:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Title:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Business Address:

\-\-\-\-\-\-\-\-\-\-\-\-\-\-\-\-\-\-\-\-\-\-\-\-\-\-\-\-\--

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Telephone:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

EXHIBIT M

NOTICE TO PROCEED

Date:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Contractor:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Address:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

SUBJECT:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Project
No.\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Project Name

Location\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Amount of Contract \$
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Gentlemen:

Pursuant to the terms of your Contract, dated
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_, you are hereby notified to
commence work thereunder at the start of business on
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_. The time for
completion set forth herein is \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ calendar
days, including the starting day, which establishes
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ as the completion date.
Please acknowledge receipt of this Notice to Proceed by signing, dating,
and returning this document to the Contracting Officer.

Sincerely,

ACCEPTED:

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

By:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
By:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Title:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
Title:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

License No.\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Date:\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Enclosure

[GENERAL CONDITIONS]{.underline}

Table of Contents

[SECTION]{.underline}

1 DEFINITIONS

2 PRE-CONSTRUCTION CONFERENCE AND NOTICE TO PROCEED

3 OBLIGATIONS OF CONTRACTOR

4 OTHER CONTRACTS

5 ASSIGNMENT OF CONTRACT

6 CONSTRUCTION PROGRESS SCHEDULE

7 SITE INVESTIGATION AND CONDITIONS AFFECTING WORK

8 DIFFERING SITE CONDITIONS

9 SPECIFICATIONS AND DRAWINGS FOR CONSTRUCTION

10 AS‑BUILT DRAWINGS

11 MATERIAL AND WORKMANSHIP

12 SAMPLES, CERTIFICATES AND TESTS

13 COMPLIANCE WITH APPLICABLE LAW

14 REQUESTS FOR SUPPLEMENTAL INFORMATION

15 HEALTH, SAFETY, AND ACCIDENT PREVENTION

16 PROTECTION OF EXISTING VEGETATION, STRUCTURES,

EQUIPMENT, UTILITIES AND IMPROVEMENTS

17 TEMPORARY HEATING

18 AVAILABILITY AND USE OF UTILITY SERVICES

19 TEMPORARY BUILDING AND TRANSPORTATION OF MATERIALS

20 INSPECTION AND ACCEPTANCE OF CONSTRUCTION

21 WARRANTY OF TITLE

22 WARRANTY OF CONSTRUCTION

23 CONTRACT PERIOD

24 CONFLICT OF LAWS

25 SUBCONTRACTS

26 PAYMENTS

27 CONTRACT MODIFICATIONS

28 CHANGES

29 SUSPENSION OF WORK

30 DISPUTES

31 INDEPENDENT MEDIATION

32 ARBITRATION

33 DEFAULT

34 LIQUIDATED DAMAGES

35 TERMINATION FOR CONVENIENCE

36 INSURANCE

37 ROYALTIES AND PATENTS

38 COMPLIANCE WITH COPELAND REGULATIONS

39 PAYROLLS AND RELATED REPORTS

40 TERMINATION BECAUSE OF VIOLATION OF LABOR PROVISIONS

41 DISPUTES CONCERNING LABOR

42 INSERTION OF LABOR PROVISIONS IN SUBCONTRACTS

43 INDIAN PREFERENCE

44 INDIAN PREFERENCE IN HIRING

45 EQUAL EMPLOYMENT OPPORTUNITY

46 SUBCONTRACTING WITH SMALL AND MINORITY BUSINESS FIRMS, WOMAN\'S

BUSINESS ENTERPRISES AND LABOR SURPLUS AREA FIRMS

47 EQUAL OPPORTUNITY FOR BUSINESSES AND LOWER INCOME PERSONS

48 INTEREST OF MEMBERS OF CONGRESS

49 CONFLICT OF INTEREST

50 REVIEW OF WORK: ACCESS TO RECORDS

51 CLEAN AIR AND WATER

52 MANDATORY STANDARDS AND POLICIES RELATING TO ENERGY EFFICIENCY

[GENERAL CONDITIONS]{.underline}

1\. [DEFINITIONS]{.underline}

[Architect]{.underline} ‑ The party designated by the Owner to perform
architectural‑engineering and other related services in connection with
the Contract.

[Contract]{.underline} ‑\" Contract\" means the entire agreement entered
into between the Owner and the Contractor. It includes the Invitation
for Bids, Instructions to Bidders, the form of Bid, the Bid Bond or
Letter of Credit, the Performance and Payment Bond (or **other form of
assurance of completion),** Non‑Collusive Affidavit, Notice to Proceed,
the form of Construction Contract, General Conditions of the Contract
for Construction, any applicable Special Conditions, and specifications
and drawings. It includes all formal changes to any of those documents
by addendum, change order, or other modification.

[Contracting Officer]{.underline} ‑ The person within the Owner
organization authorized to administer the Contract for the Owner. This
person need not be the person executing the Contract for the Owner. The
Owner shall advise the Contractor as to the identity of the designated
Contracting Officer, and may change such designation from time to time
by notification to the Contractor.

[Contract Price]{.underline} ‑ The amount payable to the Contractor
under the Contract.

[Contract Work]{.underline} ‑ The work to be performed under the
Contract.

[Drawings]{.underline} ‑ The drawings enumerated in the schedule of
drawings contained in the specifications and as described in the section
clause entitled Specifications and Drawings for Construction.

[HUD]{.underline} ‑ The Department of Housing and Urban Development.

[Indian‑Owned Economic Enterprise]{.underline} ‑ Any Indian‑owned,
commercial, industrial or business activity establishing or organized
for the purpose of profit; provided that such Indian ownership shall
constitute not less than 51 percent of the enterprise.

[Owner]{.underline} ‑ The Indian tribe which is a party to the Contract
with the Contractor.

[Project]{.underline} ‑ The Project to be constructed in whole or in
part under this Contract.

[Specifications]{.underline} ‑ The written technical requirements for
construction, including the criteria and tests for determining whether
the requirements are met.

[Tribal Organization]{.underline} ‑ The recognized governing body of any
Indian tribe; any legally established organization of Indians which is
controlled, sanctioned or chartered by such governing body or which is
democratically elected by the adult members of the Indian community to
be served by such organization and which includes the maximum
participation of Indians in all phases of its activities.

2\. [PRE-CONSTRUCTION CONFERENCE AND NOTICE TO PROCEED]{.underline}

A. Within ten calendar days of contract execution, and prior to the
commencement of work, the Contractor shall attend a pre-construction
conference with representatives of the Owner, its Architect (if
applicable) and other interested parties convened by the Owner. The
conference will serve to acquaint the participants with the general plan
of the construction operation and all other requirements of the
contract. The Owner will provide the Contractor with the date, time, and
place of the conference.

B. The Contractor shall begin work upon receipt of a written Notice to
Proceed from the Contracting Officer or designee. The Contractor shall
not begin work prior to receiving such notice.

3\. [OBLIGATIONS OF CONTRACTOR]{.underline}

A. Except as otherwise specifically stated in the Contract, the
Contractor shall provide and pay for all materials, labor, tools,
equipment, water, light, heat and power, transportation,
superintendence, temporary construction of every nature, taxes legally
payable because of Contract work, and all other services and facilities
of every nature whatsoever necessary to perform the Contract work and
deliver it complete in every respect within the specified time.

B. The Contractor shall supervise the work, and shall have a competent
superintendent on the work at all times with full authority to act for
the Contractor. The Contractor shall also provide a staff adequate to
coordinate and expedite his work and that of his subcontractors to
ensure compliance with Contract requirements.

C. The Contractor may authorize his superintendent or other individuals
to sign for him and his name if the Contractor has filed with the Owner
a notarized statement evidencing such authorization and authenticating
the signature to be so honored.

D. The Contractor shall lay out the work and be responsible for all
lines, levels, and measurements of all work executed under the Contract.
He shall verify the figures before laying out the work and will be held
responsible for any error resulting from his failure to do so.

E. Nothing in this Contract shall be construed to create or be relied
upon to create any contractual relationship between the Contractor and
HUD.

F. The Contractor shall be responsible for all damages to persons or
property that occur as a result of the Contractor\'s fault or
negligence, and shall take proper safety and health precautions to
protect the work, the workers, the public, and the property of others.
The Contractor shall hold and save the Owner, its officers and agents,
free and harmless from liability of any nature occasioned by the
Contractor\'s performance. The Contractor shall also be responsible for
all materials delivered and work performed until completion and
acceptance of the entire work, except for any completed unit of work
which may have been accepted under the contract.

G. The Contractor shall confine all operations (including storage of
materials) on Owner\'s premises to areas authorized or approved by the
Contracting Officer.

H. The Contractor shall at all times keep the work area, including
storage areas, free from accumulations of waste materials. After
completing the work and before final inspection, the Contractor shall
(1) remove from the premises all scaffolding, equipment, tools, and
materials (including rejected materials) that are not the property of
the Owner and all rubbish caused by its work; (2) leave the work area in
a clean, neat, and orderly condition satisfactory to the Contracting
Officer; (3) perform all specified tests; and, (4) deliver the
installation in complete and operating condition.

I. The Contractor\'s responsibility will terminate when all work has
been completed, the final inspection made, and the work accepted by the
Contracting Officer. The Contractor will then be released from further
obligation except as required by the warranties specified elsewhere in
the contract.

4\. [OTHER CONTRACTS]{.underline}

The Owner may award other contracts for additional work, and the
Contractor shall fully cooperate with such other contractors and
carefully fit his own work to that provided under other contracts as may
be directed by the Owner. The Contractor shall not commit or permit any
act which will interfere with the performance of work by any other
Contractor. Where other contractors are employed for such additional
work, it shall be the responsibility of the Owner, or designee, to
coordinate the work of all such contractors unless otherwise expressly
provided elsewhere in this Contract.

5\. [ASSIGNMENT OF CONTRACT]{.underline}

The Contractor\'s obligations and duties under this Contract shall not
be assigned in whole or in part by the Contractor without the written
approval of the Owner, but this shall not prohibit the assignment of the
proceeds due hereunder to a bank or financial institution, nor shall
this provision preclude the Contractor from subcontracting, in
accordance with this Contract, parts of the work in accordance with the
general practice of the building industry. No assignment shall be made
except to an entity authorized to accept such assignment.

6\. [CONSTRUCTION PROGRESS SCHEDULE]{.underline}

A. The Contractor shall, within five days after the work commences on
the contract or another period of time determined by the Contracting
Officer, prepare and submit to the Contracting Officer for approval
three copies of a practicable schedule showing the order in which the
Contractor proposes to perform the work, and the dates on which the
Contractor contemplates starting and completing the several salient
features of the work (including acquiring labor, materials, and
equipment). The schedule shall be in the form of a progress chart of
suitable scale to indicate appropriately the percentage of work
scheduled for completion by any given date during the period. If the
Contractor fails to submit a schedule within the time prescribed, the
Contracting Officer may withhold approval of progress payments or take
other remedies under the contract until the Contractor submits the
required schedule.

B. The Contractor shall enter the actual progress on the chart as
required by the Contracting Officer, and immediately deliver three
copies of the annotated schedule to the Contracting Officer. If the
Contracting Officer determines, upon the basis of inspection conducted
pursuant to the clause entitled Inspection and Acceptance of
Construction, herein that the Contractor is not meeting the approved
schedule, the Contractor shall take steps necessary to improve its
progress, including those that may be required by the Contracting
Officer, without additional cost to the Owner. In this circumstance, the
Contracting Officer may require the Contractor to increase the number of
shifts, overtime operations, days of work, to submit for approval any
supplementary schedule or schedules in chart form as the Contracting
Officer deems necessary to demonstrate how the approved rate of progress
will be regained.

C. Failure of the Contractor to comply with the requirements of the
Contracting Officer under this clause shall be grounds for a
determination by the Contracting Officer that the Contractor is not
prosecuting the work with sufficient diligence to ensure completion
within the time specified in the Contract. Upon making this
determination, the Contracting Officer may terminate the Contractor\'s
right to proceed with the work, or any separable part of it, in
accordance with the Default clause of this contract.

7\. [SITE INVESTIGATION AND CONDITIONS AFFECTING THE WORK]{.underline}

A. The Contractor acknowledges that it has taken steps reasonably
necessary to ascertain the nature and location of the work, and that it
has investigated and satisfied itself as to the general and local
conditions which can affect the work or its cost, including but not
limited to, (1) conditions bearing upon transportation, disposal,
handling, and storage of materials; (2) the availability of labor,
water, electric power, and roads, (3) uncertainties of weather, river
stages, tides, or similar physical conditions at the site; (4) the
conformation and conditions of the ground; and (5) the character of
equipment and facilities needed preliminary to and during work
performance. The Contractor also acknowledges that it has satisfied
itself as to the character, quality, and quantity of surface and
subsurface materials, or obstacles to be encountered insofar as this
information is reasonably ascertainable from an inspection of the site,
including all exploratory work done by the Owner, as well as from the
drawings and specifications made a part of this contract. Any failure of
the Contractor to take the actions described and acknowledged in this
paragraph will not relieve the Contractor from responsibility for
estimating properly the difficulty and cost of successfully performing
the work, or for proceeding to successfully perform the work without
additional expense to the Owner.

B. The Owner assumes no responsibility for any conclusions or
interpretations made by the Contractor based on the information made
available by the Owner. Nor does the Owner assume responsibility for any
understanding reached or representation made concerning conditions which
can affect the work by any of its officers or agents before the
execution of this contract, unless that understanding or representation
is expressly stated in this contract.

8\. [DIFFERING SITE CONDITIONS]{.underline}

A. The Contractor shall promptly, and before the conditions are
disturbed, give a written notice to the Contracting Officer of (1)
subsurface or latent physical conditions at the site which differ
materially from those indicated in this contract, or (2) unknown
physical conditions at the site(s), of an unusual nature, which differ
materially from those ordinarily encountered and generally recognized as
inhering in work of the character provided for in the contract.

B. The Contracting Officer shall investigate the site conditions
promptly after receiving the notice. Work shall not proceed at the
affected site, except at the Contractor\'s risk, until the Contracting
Officer has provided written instructions to the Contractor. If the
conditions do materially so differ and cause an increase or decrease in
the Contractor s cost of, or the time required for, performing any part
of the work under this contract, whether or not changed as a result of
the conditions, the Contractor shall file a claim in writing to the
Owner within ten days after receipt of such instructions and, in any
event, before proceeding with the work. An equitable adjustment in the
contract price, the delivery schedule, or both shall be made under this
clause and the contract modified in writing accordingly.

C. No request by the Contractor for an equitable adjustment to the
contract under this clause shall be allowed, unless the Contractor has
given the written notice required; provided, that the time prescribed in
(A) above for giving written notice may be extended by the Contracting
Officer.

D. No request by the Contractor for an equitable adjustment to the
contract for differing site conditions shall be allowed if made after
final payment under this contract.

9\. [SPECIFICATIONS AND DRAWINGS FOR CONSTRUCTION]{.underline}

A. The Contractor shall keep on the work site a copy of the drawings and
specifications and shall at all times give the Contracting Officer
access thereto. Anything mentioned in the specifications and not shown
on the drawings, or shown on the drawings and not mentioned in the
specifications, shall be of like effect as if shown or mentioned in
both. In case of difference between drawings and specifications, the
specifications shall govern. In case of discrepancy in the figures, in
the drawings, or in the specifications, the matter shall be promptly
submitted to the Contracting Officer, who shall promptly make a
determination in writing. Any adjustment by the Contractor without such
a determination shall be at its own risk and expense. The Contracting
Officer shall furnish from time to time such detailed drawings and other
information as considered necessary, unless otherwise provided.

B. Wherever in the specifications or upon the drawings the words
\"directed\", \"required\", \"ordered\", \"designated\", \"prescribed\",
or words of like import are used, it shall be understood that the
\"direction\", \"requirement\", \"order\", \"designation\", or
\"prescription\", of the Contracting Officer is intended and similarly
the words \"approved\", \"acceptable\", \"satisfactory\", or words of
like import shall mean \"approved by\", or \"acceptable to\", or
\"satisfactory to\" the Contracting Officer, unless otherwise expressly
stated.

C. Where \"as shown\", \"as indicated\", \"as detailed\", or words of
similar import are used, it shall be understood that the reference is
made to the drawings accompanying this contract unless stated otherwise.
The word \"provided\" as used herein shall be understood to mean
\"provide complete in place\", that is \"furnished and installed\".

D. \"Shop drawings\" means drawings, submitted to the Owner by the
Contractor, subcontractor, or any lower tier subcontractor, showing in
detail (1) the proposed fabrication and assembly of structural elements
and (2) the installation (i.e., form, fit, and attachment details) of
materials of equipment. It includes drawings, diagrams, layouts,
schematics, descriptive literature, illustrations, schedules,
performance and test data, and similar materials furnished by the
Contractor to explain in detail specific portions of the work required
by the contract. The Owner may duplicate, use, and disclose in any
manner and for any purpose shop drawings delivered under this contract.

E. If this contract requires shop drawings, the Contractor shall
coordinate all such drawings, and review them for accuracy,
completeness, and compliance with order requirements and shall indicate
its approval thereon as evidence of such coordination and review. Shop
drawings submitted to the Contracting Officer without evidence of the
Contractor\'s approval may be returned for resubmission. The Contracting
Officer will indicate an approval or disapproval of the shop drawings
and if not approved as submitted shall indicate the Owner\'s reasons
therefor. Any work done before such approval shall be at the
Contractor\'s risk. Approval by the Contracting Officer shall not
relieve the Contractor from responsibility for any errors or omissions
in such drawings, nor from responsibility for complying with the
requirements of this contract, except with respect to variations
described and approved in accordance with (F) below.

F. If shop drawings show variations from the contract requirements, the
Contractor shall describe such variations in writing, separate from the
drawings, at the time of submission. If the Architect approves any such
variation and the Contracting Officer concurs, the Contracting Officer
shall issue an appropriate modification to the contract, except that, if
the variation is minor or does not involve a change in price or in time
of performance, a modification need not be issued.

G. It shall be the responsibility of the Contractor to make timely
requests of the Owner for such large scale and full size drawings, color
schemes, and other additional information, not already in his
possession, which shall be required in the planning and production of
the work. Such requests may be submitted as the need arises, but each
such request shall be filed in ample time to permit appropriate action
to be taken by all parties involved so as to avoid delay.

H. The Contractor shall submit to the Contracting Officer for approval
four copies (unless otherwise indicated) of all shop drawings as called
for under the various headings of these specifications. Three sets
(unless otherwise indicated) of all shop drawings, will be retained by
the Owner and one set will be returned to the Contractor. As required by
the Contracting Officer, the Contractor, upon completing the work under
this contract, shall furnish a complete set of all shop drawings as
finally approved. These drawings shall show all changes and revisions
made up to the time the work is completed and accepted.

I. This clause shall be included in all subcontracts at any tier. It
shall be the responsibility of the Contractor to ensure that all shop
drawings prepared by subcontractors are submitted to the Contracting
Officer.

10\. [AS‑BUILT DRAWINGS]{.underline}

A. \"As‑built drawings,\" as used in this clause, means drawings
submitted by the Contractor or subcontractor at any tier to show the
construction of a particular structure or work as actually completed
under the contract. \"As‑built drawings\" shall be synonymous with
\"record drawings.\"

B. As required by the Contracting Officer, the Contractor shall provide
the Contracting Officer accurate information to be used in the
preparation of permanent as‑built drawings. For this purpose, the
Contractor shall record on one set of contract drawings all changes from
the installations originally indicated, and record final location of
underground lines by depth from finish grade and by accurate horizontal
offset distances to permanent surface improvements such as buildings,
curbs, or edges of walks.

C. This clause shall be included in all subcontracts at any tier. It
shall be the responsibility of the Contractor to ensure that all
as‑built drawings prepared by subcontractors are submitted to the
Contracting Officer.

11\. [MATERIAL AND WORKMANSHIP]{.underline}

A. All equipment, material, and articles furnished under this contract
shall be new and of the most suitable grade for the purpose intended,
unless otherwise specifically provided in this contract. Reference in
the contract to equipment, material, articles, or patented processes by
trade name, make, or catalog number, shall be regarded as establishing a
standard of quality and shall not be construed as limiting competition.
The Contractor may, at its option, use any equipment, material, article,
or process that, in the judgment of, and as approved by the Contracting
Officer, is equal to that named in the specifications, unless otherwise
specifically provided in this contract.

B. The Contractor shall obtain the Contracting Officer\'s approval of
the machinery and mechanical and other equipment to be incorporated into
the work. When requesting approval, the Contractor shall furnish to the
Contracting Officer the name of the manufacturer, the model number, and
other information concerning the performance, capacity, nature, and
rating of the machinery and mechanical and other equipment. When
required by this contract or by the Contracting Officer, the Contractor
shall also obtain the Contracting Officer\'s approval of the material or
articles which the Contractor contemplates incorporating into the work.
When requesting approval, the Contractor shall provide full information
concerning the material or articles. Machinery, equipment, material, and
articles that do not have the required approval shall be installed or
used at the risk of subsequent rejection.

C. The Contractor shall comply with the prohibition against the use of
lead‑based paint contained in the Lead‑Based Paint Poisoning Prevention
Act (42 U.S.C. 4821‑4846) as implemented by 24 CFR Part 35.

12\. [SAMPLES, CERTIFICATES AND TESTS]{.underline}

A. When required by the specifications or the Contracting Officer, the
Contractor shall submit appropriately marked samples (and certificates
related to them) for approval at the Contractor\'s expense, with all
shipping charges prepaid. The Contractor shall label, or otherwise
properly mark on the container, the material or product represented, its
place of origin, the name of the producer, the Contractor\'s name, and
the identification of the construction project for which the material or
product is intended to be used.

B. Certificates shall be submitted in triplicate, describing each sample
submitted for approval, and certifying that the material, equipment, or
accessory complies with Contract requirements. They shall include the
name and brand of the product, name of manufacturer, and the location
where produced.

C. Approval of any material, equipment, or accessory by the owner shall
not constitute a waiver of the Owner\'s right to demand full compliance
with Contract requirements. Materials, equipment, and accessories may be
rejected by the Owner for cause even though such articles have been
given approval.

D. Wherever materials are required to comply with recognized standards
for Federal Specifications, such specifications shall be accepted as
establishing the technical qualities and testing methods, but shall not
govern the number of tests required to be made nor modify other Contract
requirement\". The Owner may require laboratory test reports on the
basis of data submitted in certificates with samples. Check tests will
be made on materials delivered for use, only as frequently as the Owner
considers necessary to ensure compliance of materials.

E. Except as otherwise specifically stated in the Contract, the costs of
testing will be divided as follows:

\(1\) the Contractor will furnish without extra cost, including packing
and delivery charges, all samples required for testing purposes;

\(2\) the Contractor will assume all costs of re‑testing materials which
fail to meet Contract requirements;

\(3\) the Contractor will assume all costs of testing materials offered
in substitution for those found deficient; and

\(4\) the Owner will pay all other expenses.

F. After approval, samples will be kept in the Contractor\'s project
office until completion of work. Materials representing approved samples
may be built into the work as approved by the Owner or the Owner\'s
designee.

13\. [COMPLIANCE WITH APPLICABLE LAW]{.underline}

A. The Contractor shall give all notices and comply with all applicable
Federal, state, tribal and local laws (including ordinances, codes,
rules, and regulations, and waivers). The intent of this provision is
that the Contractor shall base his bid upon the drawings and
specifications, but that all work installed shall comply with applicable
laws and waivers. Before performing the Contract Work, the Contractor
shall examine the drawings and the specifications for compliance with
the applicable laws and waivers, and shall immediately report any
noncompliance to the Owner/Owner\'s designee when the requirements of
the drawings and specifications do not comply with such applicable law,
unless waivers have been obtained.

B. The Contractor shall secure and pay for all permits, fees and
licenses necessary for the proper execution and completion of the work.
Where the Owner can arrange for the issuance of all or any of these
permits, fees, and licenses without cost to the Contractor, the Contract
Price shall be reduced accordingly.

14\. [REQUESTS FOR SUPPLEMENTARY INFORMATION]{.underline}

It shall be the responsibility of the Contractor to make timely requests
of the Owner for such large scale and full ­size drawings, color schemes,
and other additional information, not already in the Contractor s
possession, which the Contractor will require in the planning and
production of the work. Such requests may be submitted from time to time
as the need is approached, but each such request shall be filed in ample
time to permit appropriate action to be taken by all parties involved so
as to avoid delay.

15\. [HEALTH, SAFETY, AND ACCIDENT PREVENTION]{.underline}

A. In performing this contract, the Contractor shall:

1\. Ensure that no laborer or mechanic shall be required to work in
surroundings or under working conditions which are unsanitary,
hazardous, or dangerous to his/her health and/or safety;

2\. Protect the lives, health, and safety of other persons;

3\. Prevent damage to property, materials, supplies, and equipment; and,

4\. Avoid work interruptions.

B. For these purposes, the Contractor shall:

1\. Provide appropriate safety barricades, signs, and signal lights;

2\. Furnish, install, and maintain ample sanitary facilities for the
workers. These facilities shall be sufficient to meet the project needs
and be located to the satisfaction of the Contracting Officer. All such
facilities and services shall be furnished in strict accordance with
governing health regulations; and,

3\. Include the terms of this clause in every subcontract so that such
terms will be binding on each subcontractor.

C. The Contractor shall maintain an accurate record of exposure data on
all accidents incident to work performed under this contract resulting
in death, traumatic injury, occupational disease, or damage to property,
materials, supplies, or equipment. The Contractor shall report this data
in the manner prescribed by the Contracting Officer.

D. The Contracting Officer shall notify the Contractor of any
noncompliance with these requirements and of the corrective action
required. This notice, when delivered to the Contractor or the
Contractor\'s representative at the site of the work, shall be deemed
sufficient notice of the noncompliance and corrective action required.
After receiving the notice, the Contractor shall immediately take
corrective action. If the Contractor fails or refuses to take corrective
action promptly, the Contracting Officer may issue an order stopping all
or part of the work until satisfactory corrective action has been taken.
The Contractor shall not base any claim or request for equitable
adjustment for additional time or money on any stop order issued under
these circumstances.

E. The Contractor shall be responsible for its subcontractors compliance
with the provisions of this clause. The Contractor shall take such
action with respect to any subcontract as the Owner, the Secretary of
Housing and Urban Development, or the Secretary of Labor shall direct as
a means of enforcing such provisions.

16\. [PROTECTION OF EXISTING VEGETATION STRUCTURES, UTILITIES.
AND]{.underline} [IMPROVEMENTS]{.underline}

A. The Contractor shall preserve and protect all structures, equipment,
and vegetation (such as trees, shrubs, and grass) on or adjacent to the
work site, which are not to be removed under this contract, and which do
not unreasonably interfere with the work required under this contract.

B. The Contractor shall only remove trees when specifically authorized
to do so, and shall avoid damaging vegetation that will remain in place.
If any limbs or branches of trees are broken during performance of this
contract, or by the careless operation of equipment, or by workmen, the
Contractor shall trim those limbs or branches with a clean cut and paint
the cut with a tree‑pruning compound as directed by the Contracting
Officer.

C. The Contractor shall protect from damage all existing improvements
and utilities (1) at or near the work site and (2) on adjacent property
of a third party, the locations of which are made known to or should be
known by the Contractor. Prior to disturbing the ground on the
construction site, the Contractor shall ensure that all underground
utility lines are clearly marked.

D. The Contractor shall shore up, brace, underpin, secure, and protect
as necessary all foundations and other parts of existing structures
adjacent to, adjoining, and in the vicinity of the site, which may be
affected by the excavations or other operations connected with the
construction of the project.

E. Any new equipment temporarily removed as a result of work under this
contract shall be protected, cleaned, and replaced in the same condition
as at the time of award of this contract.

F. New work which connects to existing work shall correspond in all
respects with that to which it connects unless otherwise required by the
specifications.

G. No structural members shall be altered or in any way weakened without
the written authorization of the Contracting Officer, unless such work
is clearly specified in the plans or specifications.

H. If the removal of the existing work exposes discolored or unfinished
surfaces, or work out of alignment, such surfaces shall be refinished,
or the material replaced as necessary to make the continuous work
uniform and harmonious. This, however, shall not be construed to require
the refinishing or reconstruction of dissimilar finishes previously
exposed, or finished surfaces in good condition, but in different planes
or on different levels when brought together by the removal of
intervening work, unless such refinishing or reconstruction is specified
in the plans or specifications.

I. The Contractor shall give all required notices to any adjoining or
adjacent property owner or other party before the commencement of any
work.

J. The Contractor shall indemnify and save harmless the Owner from any
damages on account of settlement or the loss of lateral support of
adjoining property, any damages from changes in topography affecting
drainage, and from all loss or expense and all damages for which the
owner may become liable in consequence of such injury or damage to
adjoining and adjacent structures and their premises.

K. The Contractor shall repair any damage to vegetation, structure,
equipment, utilities, or improvements, including those that are the
property of third party, resulting from failure to comply with the
requirements of this contract or failure to exercise reasonable care in
performing the work. If the Contractor fails or refuses to repair the
damage promptly, the Contracting Officer may have the necessary work
performed and charge the cost to the Contractor.

17\. [TEMPORARY HEATING]{.underline}

The Contractor shall provide and pay for temporary heating, covering and
enclosures necessary to protect properly all work and materials against
damage by dampness and cold, to dry out the work, and to facilitate the
completion of the work. Any permanent heating equipment used shall be
turned over to the Owner in the condition, and at the time, required by
the Specifications.

18\. [AVAILABILITY AND USE OF UTILITY SERVICES]{.underline}

A. The Owner shall make all reasonably required amounts of utilities
available to the Contractor from existing outlets and supplies, as
specified in the contract. Unless otherwise provided in the contract,
the amount of each utility service consumed shall be charged to or paid
for by the Contractor at prevailing rates charged to the Owner or, where
the utility is produced by the Owner, at reasonable rates determined by
the Contracting Officer. The Contractor shall carefully conserve any
utilities furnished without charge.

B. The Contractor, at its expense and in a manner satisfactory to the
Contracting Officer, shall install and maintain all necessary temporary
connections and distribution lines, and all meters required to measure
the amount of each utility used for the purpose of determining charges.
Before final acceptance of the work by the Owner, the Contractor shall
remove all the temporary connections, distribution lines, meters and
associated paraphernalia.

19\. [TEMPORARY BUILDINGS AND TRANSPORTATION OF MATERIALS]{.underline}

A. Temporary buildings (e.g., storage sheds, shops, offices, sanitary
facilities) and utilities may be erected by the Contractor only with the
approval of the Contracting Officer and shall be built with labor and
materials furnished by the Contractor without expense to the Owner. The
temporary buildings and utilities shall remain the property of the
Contractor and shall be removed by the Contractor at its expense upon
completion of the work. With the written consent of the Contracting
Officer, the buildings and utilities may be abandoned and need not be
removed.

B. The Contractor shall, as directed by the Contracting Officer, use
only established roadways, or use temporary roadways constructed by the
Contractor when and as authorized by the Contracting Officer. When
materials are transported in prosecuting the work, vehicles shall not be
loaded beyond the loading capacity recommended by the manufacturer of
the vehicle or prescribed by any Federal, state, or local law or
regulation. When it is necessary to cross curbs or sidewalks, the
Contractor shall protect them from damage. The Contractor shall repair
or pay for the repair of any damaged curbs, sidewalks, or roads.

20\. [INSPECTION AND ACCEPTANCE OF CONSTRUCTION]{.underline}

A. As used in this clause:

1\. \"Acceptance\" means the act by which the Contracting Officer
assumes ownership of the work performed under this contract. Acceptance
may be partial or complete.

2\. \"Inspection\" means examining and testing the work performed under
the contract (including, when appropriate, raw materials, equipment,
components, and intermediate assemblies) to determine whether it
conforms to contract requirements.

3\. \"Testing\" means that element of inspection that determines the
properties or elements, including functional operation, materials,
equipment, or their components, by the application and established
scientific principles and procedures.

B. The Contractor shall maintain an adequate inspection system and
perform such inspections as will ensure that the work performed under
the contract conforms to contract requirements. All work is subject to
Owner inspection and testing at all places and at all reasonable times
before acceptance to ensure strict compliance with the terms of the
contract. However, all instructions and approvals with respect to the
work shall be given to the Contractor by the Contracting Officer only
and not by anyone else.

C. Owner inspections and tests are for the sole benefit of the Owner and
do not: (1) relieve the Contractor of responsibility for providing
adequate quality control measures; (2) relieve the Contractor of
responsibility for loss or damage of the material before acceptance; (3)
constitute or imply acceptance; or, (4) affect the continuing rights of
the Owner after acceptance of the completed work under paragraph (J)
below.

D. The presence or absence of the Owner\'s inspector does not relieve
the Contractor from any contract requirement, nor is the inspector
authorized to change any term or condition of the specifications without
the Contracting Officer s written authorization.

E. The Contractor shall promptly furnish, without additional charge, all
facilities, labor, and material reasonably needed for performing such
safe and convenient inspections and tests as may be required by the
Contracting Officer. The Owner may charge to the Contractor any
additional cost of inspection or test when work is not ready at the time
specified by the Contractor for inspection or test, or when prior
rejection makes re-inspection or retest necessary. The Owner shall
perform all inspections and tests in a manner that will not unnecessary
delay the work. Special, full size, and performance tests shall be
performed as described in the contract.

F. The Owner may conduct routine inspections of the construction site on
a daily basis.

G. The Contractor shall, without charge, replace or correct work found
by the Owner not to conform to contract requirements, unless the Owner
decides that it is in its interest to accept the work with an
appropriate adjustment in contract price. The contractor shall promptly
segregate and remove rejected material from the premises.

H. If the Contractor does not promptly replace or correct rejected work,
the Owner may (1) by contract or otherwise, replace or correct the work
and charge the cost to the Contractor, or (2) terminate for default the
Contractor s right to proceed.

I. If any work requiring inspection is covered up without approval of
the Owner, it must, if requested by the Contracting Officer, be
uncovered at the expense of the Contractor. Further, if at any time
before final acceptance of the entire work, the Owner considers it
necessary or advisable to make an examination of work already covered or
completed, the Contractor shall on request promptly furnish all
necessary facilities, labor, and material to uncover the work for such
examination and for satisfactory reconstruction after the examination.
If such work is found to be defective or non-conforming in any material
respect due to the fault of the Contractor or its subcontractors, the
Contractor shall defray all the expenses of the examination and of
satisfactory reconstruction. If, however, such work is found to meet the
requirements of the contract, the Contracting Officer shall make an
equitable adjustment to cover the cost of the examination and
reconstruction, including, if completion of the work was thereby
delayed, an extension of time.

J. The Contractor shall notify the Contracting Officer, in writing, as
to the date when in its opinion all or a designated portion of the work
will be substantially completed and ready for inspection. If the
Architect determines that the state of preparedness is as represented,
the Owner will promptly arrange for the inspection. Unless otherwise
specified in the contract, the Owner shall accept, as soon as
practicable after completion and inspection, all work required by the
contract or that portion of the work the Contracting Officer determines
and designates can be accepted separately. Acceptance shall be final and
conclusive except for latent defects, fraud, gross mistakes amounting to
fraud, or the Owner\'s right under any warranty or guarantee.

21\. [WARRANTY OF TITLE]{.underline}

The Contractor warrants good title to all materials, supplies, and
equipment incorporated in the work, and agrees to deliver the premises
and all improvements free from any claim, lien, security interests, or
charges, and agrees further that neither he nor any other person, firm,
or corporation shall have any right to a lien or security interest upon
the premises or improvements.

22\. [WARRANTY OF CONSTRUCTION]{.underline}

A. In addition to any other warranties in this Contract, the Contractor
warrants, except as provided in paragraph (J) of this clause, that work
performed under this contract conforms to the contract requirements and
is free of any defect in equipment, material, or workmanship performed
by the Contractor or any subcontractor or supplier at any tier. This
warranty shall continue for a period of (one year unless otherwise
indicated) from the date of final acceptance of the work. If the Owner
takes possession of any part of the work before final acceptance, this
warranty shall continue for a period of (one year unless otherwise
indicated) from the date that the Owner takes possession.

B. The Contractor shall remedy, at the Contractor\'s expense, any
failure to conform, or any defect. In addition, the Contractor shall
remedy, at the Contractor\'s expense, any damage to Owner‑owned or
controlled real or personal property when the damage is the result of:

1\. The Contractor\'s failure to conform to contract requirements; or

2\. Any defects of equipment, material, workmanship or design furnished
by the Contractor.

C. The Contractor shall restore any work damaged in fulfilling the terms
and conditions of this clause. The Contractor\'s warranty with respect
to work repaired or replaced will run for (one year unless otherwise
indicated) from the date of repair or replacement.

D. The Contracting Officer shall notify the Contractor, in writing,
within a reasonable time after the discovery of any failure, defect, or
damage.

E. If the Contractor fails to remedy any failure, defect, or damage
within a reasonable time after receipt of notice, the Owner shall have
the right to replace, repair or otherwise remedy the failure, defect, or
damage at the Contractor s expense.

F. With respect to all warranties, express or implied, from
subcontractors, manufacturers, or suppliers for work performed and
material furnished under this contract, the Contractor shall:

1\. Obtain all warranties that would be given in normal commercial
practice;

2\. Require all warranties to be executed in writing, for the benefit of
the Owner, and

3\. Enforce all warranties for the benefit of the Owner.

G. In the event the Contractor\'s warranty under paragraph (A) of the
clause has expired, the Owner may bring suit at its own expense to
enforce a subcontractor\'s, manufacturer\'s or supplier\'s warranty.

H. Unless a defect is caused by the negligence of the Contractor or
subcontractor or supplier at any tier, the Contractor shall not be
liable for the repair of any defect of material or design furnished by
the Owner nor for the repair of any damage that results from any defect
in Owner furnished material or design.

I. Notwithstanding any provisions herein to the contrary, the
establishment of the time periods in paragraphs (A) and (C) above relate
only to the specific obligation of the Contractor to correct the work,
and have no relationship to the time within which its obligation to
comply with the contract may be sought to be enforced, nor to the time
within which proceedings may be commenced to establish the Contractor\'s
liability with respect to its obligation other than specifically to
correct the work.

J. This warranty shall not limit the Owner\'s rights under the
Inspection and Acceptance of Construction section of this contract with
respect to latent defects, gross mistakes or fraud.

23\. [CONTRACT PERIOD]{.underline}

The Contractor shall complete all work required under this Contract
within \_\_\_\_\_\_\_ calendar days of the effective date of the
contract, or within the time schedule established in the notice to
proceed issued by the Contracting Officer, whichever is shorter.

24\. [CONFLICT OF LAWS]{.underline}

In the event of a conflict between these General Conditions and the
Specifications, the General Conditions shall prevail. In the event of a
conflict between the Contract and any applicable tribal, state or local
law, the tribal, state or local law shall prevail; provided, that such
tribal, state or local law does not conflict with, or is less
restrictive than, applicable Federal law, regulation, or Executive
Order. In the event of such a conflict, applicable Federal law,
regulation, and Executive Order shall prevail.

25\. [SUBCONTRACTS]{.underline}

A. As used in this provision and throughout the Contract:

1\. \"Subcontract\" means any contract, purchase order, or other
purchase agreement, including modifications and change orders to the
foregoing, entered into by a subcontractor to furnish supplies,
materials, equipment, and services for the performance of the prime
contract or a subcontract.

2\. \"Subcontractor\" means any supplier, vendor, or firm that furnishes
supplies, materials, equipment, or services to or for the Contractor or
another subcontractor.

B. The Contractor shall not enter into any subcontract with any
subcontractor who is presently denied participation in a HUD program or
who is presently suspended or debarred from participating in contracting
programs by any agency of the United States Government or of the state
in which the work under this Contract is to be performed.

C. The Contractor shall be as fully responsible for the acts or
omissions of its subcontractors, and of persons either directly or
indirectly employed by them as for the acts or omissions of persons
directly employed by the Contractor.

D. The Contractor shall insert appropriate clauses in all subcontracts
to bind subcontractors to the terms and conditions of this Contract
insofar as they are applicable to the work of subcontractors.

E. Nothing contained in this Contract shall create any contractual
relationship between any subcontractor and the Owner or between the
subcontractor and HUD.

26\. [PAYMENTS]{.underline}

A. The Owner shall pay the Contractor the price as provided in this
contract.

B. The Owner shall make progress payments approximately every 30 days as
the work proceeds based on estimates of work accomplished which meets
the standards of quality established under the Contract, as approved by
the Contracting Officer. The Owner may, subject to written determination
and approval of the Contracting Officer, make more frequent payments to
the contractors which are qualified small businesses.

C. Before the first progress payment under this Contract, the Contractor
shall furnish, in such detail as requested by the Contracting Officer, a
breakdown of the total Contract Price showing the amount included
therein for each principal category of the work, which shall
substantiate the payment amount requested in order to provide a basis
for determining progress payments. The breakdown shall be approved by
the Contracting Officer. If the Contract covers more than one project,
the Contractor shall furnish a separate breakdown for each. The values
and quantities employed in making up this breakdown are for determining
the amount of progress payments and shall not be construed as a basis
for additions to or deductions from the contract price. The Contractor
shall prorate its overhead and profit over the construction period of
the Contract.

D. The Contractor shall submit, on forms approved by the Owner, periodic
estimates showing the value of the work performed during each period
based upon the approved breakdown of the contract price. Such estimates
shall be submitted not later than 7 days in advance of the date set for
payment and are subject to correction and revision as required. The
estimates must be approved by the Contracting Officer with the
concurrence of the Architect (if applicable) prior to payment. If the
Contract covers more than one project, the Contractor shall furnish a
separate progress payment estimate for each.

E. Along with each request for progress payments and the required
estimates, the Contractor shall furnish the following certification, or
payment shall not be made:

I hereby certify, to the best of my knowledge and belief, that:

1\. The amounts requested are only for performance in accordance with
the specifications, terms, and conditions of the Contract;

2\. Payments to subcontractors and suppliers have been made from
previous payments received under the contract, and timely payments will
be made from the proceeds of the payment covered by this certification,
in accordance with subcontract agreements; and,

3\. This request for progress payments does not include any amounts
which the prime contractor intends to withhold or retain from a
subcontractor or supplier in accordance with the terms and conditions of
the subcontract.

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

(Name)

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

(Title)

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

(Date)

F. Except as otherwise provided under applicable laws, the Owner shall
retain ten (10) percent of the amount of progress payments until
completion and acceptance of all work under the contract; except, that
if upon completion of 50 percent of the work, the Contracting Officer,
after consulting with the Architect, determines that the Contractor\'s
performance and progress are satisfactory, the Owner may make the
remaining payments in full for the work subsequently completed. If the
Contracting Officer subsequently determines that the Contractor\'s
performance and progress are unsatisfactory, the Owner shall reinstate
the ten (10) percent (or other percentage as provided in local law)
retainage until such time as the Contracting Officer determines that
performance and progress are satisfactory.

G. The Contracting Officer may authorize material delivered on the site
and preparatory work done to be taken into consideration when computing
progress payments. Material delivered to the Contractor at locations
other than the site may also be taken into consideration if the
Contractor furnishes satisfactory evidence that (1) it has acquired
title to such material; (2) the material is properly stored in a bonded
warehouse, storage yard, or similar suitable place as may be approved by
the Contracting Officer; (3) the material is insured to cover its full
value; and (4) the material will be used to perform this contract.
Before any progress payment which includes delivered material is made,
the Contractor shall furnish such documentation as the Contracting
Officer may require to assure the protection of the Owner\'s interest in
such materials. The Contractor shall remain responsible for such stored
material notwithstanding the transfer of title to the Owner.

H. All material and work covered by progress payments made shall, at the
time of payment, become the sole property of the Owner, but this shall
not be construed as (1) relieving the Contractor from the sole
responsibility for all material and work upon which payments have been
made or the restoration of any damaged work; or, (2) waiving the right
of the Owner to require the fulfillment of all of the terms of the
contract. In the event the work of the Contractor has been damaged by
other contractors or persons other than employees of the Owner in the
course of their employment, the Contractor shall restore such damaged
work without cost to the Owner and to seek redress for its damage only
from those who directly caused it.

I. The Owner shall make the final payment due the Contractor under this
contract after (1) completion and final acceptance of all work; and (2)
presentation of release of all claims against the Owner arising by
virtue of this Contract, other than claims, in stated amounts that the
Contractor has specifically excepted from the operation of the release.
Each such exception shall embrace no more than one claim, the basis and
scope of which shall be clearly defined. The amounts for such excepted
claims shall not be included in the request for final payment. A release
may also be required of the assignee if the Contractor\'s claim to
amounts payable under this Contract has been assigned.

J. Prior to making any payment, the Contracting Officer may require the
Contractor to furnish receipts or other evidence of payment from all
persons performing work and supplying material to the Contractor, if the
Contracting Officer determines such evidence is necessary to
substantiate claimed costs.

K. The Owner shall not (1) determine or adjust any claims for payment or
disputes arising thereunder between the Contractor and its
subcontractors or material suppliers; or, (2) withhold any moneys for
the protection of the subcontractors or material suppliers. The failure
or refusal of the Owner to withhold moneys from the Contractor shall in
no way impair the obligations of any surety or sureties under any bonds
furnished under this Contract.

27\. [CONTRACT MODIFICATIONS]{.underline}

A. Only the Contracting Officer has authority to modify any term or
condition of this Contract. Any contract modification shall be
authorized in writing.

B. The Contracting Officer may modify the contract unilaterally: (1)
pursuant to a specific authorization stated in a contract clause (e.g.,
Changes); or (2) for administrative matters which do not change the
rights or responsibilities of the parties (e.g., change in the Owner\'s
address). All other contract modifications shall be in the form of
supplemental agreements (i.e., change orders) signed by the Contractor
and the Contracting Officer.

28\. [CHANGES]{.underline}

A. The Contracting Officer may, at any time, without notice to the
sureties, by written order designated or indicated to be a change order,
make changes in the work within the general scope of the contract
including changes:

1\. In the specifications (including drawings and designs);

2\. In the method or manner of performance of the work;

3\. Owner‑furnished facilities, equipment, materials, services, or site;
or,

4\. Directing the acceleration in the performance of the work.

B. Any other written order or oral order (which, as used in this
paragraph (B), includes direction, instruction, interpretation, or
determination) from the Contracting Officer that causes a change shall
be treated as a change order under this clause; provided, that the
Contractor gives the Contracting Officer written notice stating (1) the
date, circumstances and source of the order and (2) that the Contractor
regards the order as a change order.

C. Except as provided in this clause, no order, statement or conduct of
the Contracting Officer shall be treated as a change under this clause
or entitle the Contractor to an equitable adjustment.

D. If any change under this clause causes an increase or decrease in the
Contractor\'s cost of, or the time required for, the performance of any
part of the work under this contract, whether or not changed by any such
order, the Contracting Officer shall make an equitable adjustment and
modify the contract in writing. However, except for an adjustment based
on defective specifications, no proposal for any change under paragraph
(B) above shall be allowed for any costs incurred more than 20 days (5
days for oral orders) before the Contractor gives written notice as
required. In the case of defective specifications for which the Owner is
responsible, the equitable adjustment shall include any increased cost
reasonably incurred by the Contractor in attempting to comply with the
defective specifications.

E. The Contractor must assert its right to an adjustment under this
clause within 30 days after (1) receipt of a written change order under
paragraph (A) of this clause, or (2) the furnishing of a written notice
under paragraph (B) of this clause, by submitting a written statement
describing the general nature and the amount of the proposal. If the
facts justify it, the Contracting Officer may extend the period for
submission. The proposal may be included in the notice required under
paragraph (B) above. No proposal by the Contractor for an equitable
adjustment shall be allowed if asserted after final payment under this
contract.

F. The Contractor\'s written proposal for equitable adjustment shall be
submitted in the form of a lump sum proposal supported with the itemized
breakdown of all increases and decreases in the contract with at least
the following details:

1\. Direct Costs. Materials (list individual items, the quality and unit
cost of each, and the aggregate cost); Transportation and delivery costs
associated with materials; Labor breakdowns by hours and unit costs
(identified with specific work to be performed); Construction equipment
exclusively necessary for the change; Costs of preparation and/or
revision to shop drawings resulting from the change; Worker Compensation
and Public Liability Insurance; Employment taxes under FICA and FUTA
and, Bond Costs‑when size of change warrants revision.

2\. Indirect Costs. Indirect costs may include overhead, general and
administrative expenses, and fringe benefits not normally treated as
direct costs.

3\. Profit. The amount of profit shall be negotiated and may vary
according to the nature, extent, and complexity of the work required by
the change.

The allowability of the direct and indirect costs shall be determined in
accordance with the Contract Cost Principles and Procedures for
Commercial Firms in Part 31 of the Federal Acquisition Regulation (CFR
1‑31), as implemented by HUD Handbook 2210.18, in effect as of the date
of this contract. The Contractor shall not be allowed a profit on the
profit received by any subcontractor. Equitable adjustments for deleted
work shall include a credit for profit and may include a credit for
indirect costs. On proposals covering both increases and decreases in
the amount of the contact, the application of indirect costs and profit
shall be on the net‑change in direct costs for the Contractor or
subcontractor performing the work.

G. The Contractor shall include in the proposal its request for time
extension (if any), and shall include sufficient information and dates
to demonstrate whether and to what extent the change will delay the
completion of the contract in its entirety.

H. The Contracting Officer shall act on proposals within 30 days after
their receipt, or notify the Contractor of the date when such action
will be taken.

I. Failure to reach an agreement on any proposal shall be a dispute
under the clause entitled Disputes herein. Nothing in this clause,
however, shall excuse the Contractor from proceeding with the contract
as changed.

J. Except in an emergency‑endangering life or property, no change shall
be made by the Contractor without a prior order from the Contracting
Officer.

29\. [SUSPENSION OF WORK]{.underline}

A. The Contracting Officer may order the Contractor in writing to
suspend, delay, or interrupt all or any part of the work of this
contract for the period of time that the Contracting Officer determines
appropriate for the convenience of the Owner.

B. If the performance of all or any part of the work is, for an
unreasonable period of time, suspended, delayed, or interrupted (1) by
an act of the Contracting Officer in the administration of this
contract, or (2) by the Contracting Officer\'s failure to act within the
time specified (or within a reasonable time if not specified) in this
contract an adjustment shall be made for any increase in the cost of
performance of the contract (excluding profit) necessarily caused by
such unreasonable suspension, delay, or interruption and the contract
modified in writing accordingly. However, no adjustment shall be made
under this clause for any suspension, delay, or interruption to the
extent that performance would have been so suspended, delayed, or
interrupted by any other cause, including the fault or negligence of the
Contractor or for which any equitable adjustment is provided for or
excluded under any other provision of this contract.

C. A claim under this clause shall not be allowed (1) for any costs
incurred more than 20 days before the Contractor shall have notified the
Contracting Officer in writing of the act or failure to act involved
(but this requirement shall not apply as to a claim resulting from a
suspension order); and, (2) unless the claim, in an amount stated, is
asserted in writing as soon as practicable after the termination of the
suspension, delay, or interruption, but not later than the date of final
payment under the contract.

30\. [DISPUTES]{.underline}

A. \"Claim,\" as used in this clause, means a written demand or written
assertion by one of the contracting parties seeking, as a matter of
right, the payment of money in a sum certain, the adjustment or
interpretation of contract terms, or other relief arising under or
relating to the contract. A claim arising under the contract, unlike a
claim relating to the contract, is a claim that can be resolved under a
contract clause that provides for the relief sought by the claimant. A
voucher, invoice, or other routine request for payment that is not in
dispute when submitted is not a claim. The submission may be converted
to a claim by complying with the requirements of this clause, if it is
disputed either as to liability or amount or is not acted upon in a
reasonable time.

B. Except for disputes arising under the Section 41 of the Contract,
entitled Disputes Concerning Labor, all disputes arising under or
relating to this contract, including any claims for damages for the
alleged breach thereof which are not disposed of by agreement, shall be
resolved in accordance with this clause.

C. All claims by the Contractor shall be made in writing and submitted
to the Contracting Officer for a written decision. A claim by the Owner
against the Contractor shall be subject to a written decision by the
Contracting Officer.

D. The Contracting Officer shall, within\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_
(60 unless otherwise indicated) days after receipt of the request,
decide the claim or notify the Contractor of the date by which the
decision will be made.

E. The Contracting Officer\'s decision shall be final unless the
Contractor (1) appeals in writing to a higher level in the Owner in
accordance with the Owner\'s policy and procedures, or (2) in accordance
with the procedures set forth below, refers the appeal to an independent
mediator, and if mediation fails, then the appeal may be referred to
binding arbitration, or (3) files suit in a court of competent
jurisdiction. Prior to filing suit, a party to the Contract must have
attempted in good faith to resolve the dispute by exercise of one or
more of the other remedies set forth above.

F. Appeals as referenced in this Disputes section must be made within
\_\_\_\_\_\_\_\_\_\_\_\_days (30 unless otherwise indicated) after
receipt of the Contracting Officer\'s decision. Further, the remedies
contained in this Disputes section shall be cumulative. Except as
expressly stated herein, the exercise of any one of the remedies
outlined above shall not preclude the exercise of any of the other
remedies outlined above.

G. The Contractor shall proceed diligently with performance of this
contract, pending final resolution of any request for relief, claim,
appeal, or action arising under or relating to the contract, and comply
with any decision of the Contracting Officer.

31\. [INDEPENDENT MEDIATION]{.underline}

The Owner or Contractor may initiate independent mediation by filing a
written request for such mediation with the American Arbitration
Association (AAA). Subject to mutual consent by the Owner and the
Contractor, any claim, controversy, or dispute arising out of or related
to the Contract may be settled by independent mediation in accordance
with the current Construction Industry Mediation Rules of the AAA. Prior
to submitting a matter to arbitration, a party to the Contract must
refer the claim, controversy, or dispute to an independent mediator for
resolution.

32\. [ARBITRATION]{.underline}

A. [Matters submitted to Arbitration]{.underline}. Any claim,
controversy, or dispute arising out of or related to the Contract may be
settled by arbitration in accordance with the following procedures, and
judgment upon the award rendered by the arbitrators may be entered in
any court having jurisdiction thereof.

B. [Procedure]{.underline}.

1\. Upon failure to obtain a satisfactory resolution to a claim,
controversy, or dispute through independent mediation, either party may
demand such arbitration in writing, which demand shall include the name
and address of the arbitrator appointed by the party demanding
arbitration, together with a statement of the matter of controversy.

2\. Within 20 days after such demand, the other party shall designate
its arbitrator in writing by name and address, or in default of such
designation, such arbitrator shall be designated by the American
Arbitration Association. The two arbitrators so selected shall name a
third arbitrator within 20 days after the second arbitrator is
designated. In the event that no agreement on a third arbitrator is
reached by the two arbitrators, the appointment shall be made by the
American Arbitration Association. Questions regarding hearing procedures
and introduction of evidence shall be decided by the third arbitrator.

3\. The arbitration costs and expenses of such party (e.g. witness
expenses and attorney fees) shall be borne by that party, and all
arbitrators\' fees and other expenses shall be borne equally by both
parties.

4\. The arbitration hearing shall be held at such time and place as
designated by the arbitrators on at least 20 days written notice to the
parties. The arbitration hearing shall not commence, however, until the
project has reached the date of substantial completion as determined by
the Owner. In exceptional circumstances, the arbitration hearing may be
held prior to the date of substantial completion for the project. The
arbitration hearing shall be held either in the county in which the
Indian tribe is located or in the county in which the project site is
located.

5\. An award rendered by a majority of the arbitrators appointed
pursuant to this agreement shall be final and binding on all parties to
the proceeding, and the parties hereto agree to be bound by such award.
If a party after being notified fails to appear or participate in
arbitration proceedings, or fails to produce evidence demanded by the
arbitrators, the arbitrators are authorized to make their award based on
the evidence produced at the hearings by the party who does participate.
No award shall be enforceable for a monetary amount in excess of the
total grant amount for the project approved by HUD. It is expressly
understood and agreed by the parties that HUD is neither a party to this
Contract nor is HUD a party to any arbitration arising out of the
Contract.

6\. As to any procedures regarding the conduct of the arbitration that
are not specified either in this Contract or in, another written
agreement signed in advance of the hearing, the parties shall follow the
current Construction Industry Arbitration Rules of the American
Arbitration Association.

7\. The award may be enforced by having a judgment entered in accordance
with applicable law in any court having jurisdiction.

C. [Survival of the Arbitration Agreement]{.underline}. The arbitration
provision of this Contract shall, with respect to such controversy or
dispute, survive the termination or expiration of this contract.

D. [Statute of Limitations]{.underline}. A demand for arbitration shall
be made within a reasonable time after the claim, dispute or other
matter in question has arisen. In no event shall the demand for
arbitration be made after the date when the initiation of legal or
equitable proceedings based on such claim would be barred by the
applicable statute of limitations.

E. [Lack of Arbitrator\'s Authority to Modify Contract]{.underline}.

Nothing contained in this Contract shall be deemed to give the
arbitrators any authority, power, or right to alter, change, amend,
modify, add to, or subtract from any of the provisions of this Contract.

F. [Federal Responsibilities]{.underline}. Nothing herein shall prohibit
HUD or any other agency of the Federal Government from discharging its
administrative and contractual duties to the Owner.

33\. [DEFAULT]{.underline}

A. If the Contractor refuses or fails to prosecute the work, or any
separable part thereof, with the diligence that will insure its
completion within the time specified in this Contract, or any extension
thereof, or fails to complete said work within this time, the
Contracting Officer may, by written notice to the Contractor, terminate
the right to proceed with the work (or separable part of the work) that
has been delayed. In this event, the Owner may take over the work and
complete it, by contract or otherwise, and may take possession of and
use any materials, equipment, and plant on the work site necessary for
completing the work. The Contractor and its sureties shall be liable for
any damage to the Owner resulting from the Contractor\'s refusal or
failure to complete the work within the specified time, whether or not
the Contractor\'s right to proceed with the work is terminated. This
liability includes any increased costs incurred by the Owner in
completing the work.

B. The Contractor\'s right to proceed shall not be terminated or the
Contractor charged with damages under this clause if:

1\. The delay in completing the work arises from unforeseeable causes
beyond the control and without the fault or negligence of the
Contractor. Examples of such causes include (i) acts of God, or of the
public enemy, (ii) acts of the Owner or other governmental entity in
either its sovereign or contractual capacity, (iii) acts of another
contractor in the performance of a contract with the Owner, (iv) fires,
(v) floods, (vi) epidemics, (vii) quarantine restrictions, (viii)
strikes, (ix) freight embargoes, (x) unusually severe weather, or (xi)
delays of subcontractors for supplies at any tier arising from
unforeseeable causes beyond the control and with the fault or negligence
of both the Contractor and the subcontractors or supplies; and

2\. The Contractor, within days \_\_\_\_\_\_\_\_\_\_\_\_\_(10 days
unless otherwise indicated) from the beginning of such delay (unless
extended by the Contracting Officer) notifies the Contracting Officer in
writing of the causes of delay. The Contracting Officer shall ascertain
the facts and the extent of the delay. If, in the judgment of the
Contracting Officer, the findings of fact warrant such action, time for
completing the work shall be extended by written modification to the
contract. The findings of the Contracting Officer shall be reduced to a
written decision which shall be subject to the provisions of the
Disputes section of this contract.

C. If, after termination of the Contractor\'s right to proceed, it is
determined that the Contractor was not in default, or that the delay was
excusable, the rights and obligations of the parties will be the same as
if the termination had been for the convenience of the Owner.

34\. [LIQUIDATED DAMAGES]{.underline}

A. If the Contractor fails to complete the work within the time
specified in the contract, or any extension, as specified in the clause
entitled Default of this contract, the Contractor shall pay to the Owner
as liquidated damages, the sum of \$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ for
each day of delay. If different completion dates are specified in the
contract for separate parts or stages of the work, the amount of
liquidated damages shall be assessed on those parts or stages which are
delayed. To the extent that the Contractor\'s delay or nonperformance is
excused under another clause in the contract, liquidated damages shall
not be due the Owner. The Contractor remains liable for damages caused
other than by delay.

B. If the Owner terminates the Contractor\'s right to proceed, the
resulting damage will consist of liquidated damages until such
reasonable time as may be required for final completion of the work
together with any increased costs occasioned the Owner in completing the
work.

C. If the Owner does not terminate the Contractor\'s right to proceed,
the resulting damage will consist of liquidated damages until the work
is completed or accepted.

35\. [TERMINATION FOR CONVENIENCE]{.underline}

A. The Contracting Officer may terminate this contract in whole, or in
part, whenever the Contracting Officer determines that such termination
is in the best interest of the Owner. Any such termination shall be
effected by delivery to the Contractor of a Notice of Termination
specifying the extent to which the performance of the work under the
contract is terminated, and the date upon which such termination becomes
effective.

B. If the performance of the work is terminated, either in whole or in
part, the Owner shall be liable to the Contractor for reasonable and
proper costs resulting from such termination upon the receipt of the
Owner of a properly presented claim setting out in detail: (1) the total
cost of the work performed to date of termination less the total amount
of contract payments made to the Contractor; (2) the cost (including
reasonable profit) of settling and paying claims under subcontracts and
material orders for work per­formed and materials and supplies delivered
to the site, payment for which has not been made by the Owner to the
Contractor or by the Contractor to the subcontractor or supplier; (3)
the cost of preserving and protecting the work already performed until
the Owner or assignee takes possession thereof or assumes responsibility
therefor; (4) the actual or estimated cost of legal and accounting
services reasonably necessary to prepare and present the termination
claim to the Owner; and (5) an amount constituting a reasonable profit
on the value of the work performed by the Contractor.

C. The Contracting Officer will act on the Contractor\'s claim
within\_\_\_\_\_\_\_\_ days (60 days unless otherwise indicated) of
receipt of the Contractor\'s claim.

D. Any disputes with regard to this section are expressly made subject
to the provisions of the Disputes section of this contract.

36\. [INSURANCE]{.underline}

A. Before commencing work, the Contractor and each subcontractor shall
furnish the Owner with certificates of insurance showing the following
insurance is in force and will insure all operations under the Contract:

1\. Workers\' Compensation, in accordance with state or Territorial
Workers\' Compensation laws.

2\. Commercial General Liability with a combined single limit for bodily
injury and property damage of not less than \$\_\_\_\_\_\_\_\_\_\_\_\_\_
per occurrence to protect the Contractor and each subcontractor against
claims for bodily injury or death and damage to the property of others.
This shall cover the use of all equipment, hoists, and vehicles on the
site(s) not covered by Automobile Liability under (3) below. If the
Contractor has a \"claims‑made\" policy, then the following additional
requirements apply: the policy must provide a \"retroactive date\" which
must be on or before the execution date of the Contract; and the
extended reporting period may not be less than five years following the
completion date of the Contract.

3\. Automobile Liability on owned and non‑owned motor vehicles used on
the site(s) or in connection therewith for a combined single limit for
bodily injury and property damage of not less than \$
\_\_\_\_\_\_\_\_\_\_\_ per occurrence.

B. Before commencing work, the Contractor shall furnish the Owner with a
certificate of insurance evidencing the Builder\'s Risk (fire and
extended coverage) Insurance on all work in place and/or materials
stored at the building site(s), including foundations and building
equipment, is in force. The Builder\'s Risk Insurance shall be for the
benefit of the Contractor and the Owner as their interests may appear
and each shall be named in the policy or policies as an insured. The
Contractor in installing equipment supplied by the Owner shall carry
insurance on such equipment from the time the Contractor takes
possession thereof until the Contract work is accepted by the Owner. The
Builder\'s Risk Insurance need not be carried on excavations, piers,
footings, or foundations until such time as work on the superstructure
is started. It need not be carried on landscape work. Policies shall
furnish coverage at all times for the full cash value of all completed
construction, as well as materials in place and/or stored at the
site(s), whether or not partial payment has been made by the Owner. The
Contractor may terminate this insurance on buildings as of the date
taken over for occupancy by the Owner. The Contractor is not required to
carry Builder\'s Risk Insurance for modernization work which does not
involve structural alterations or additions and where the Owner\'s
existing fire and extended coverage policy can be endorsed to include
such work.

C. All insurance shall be carried with companies which are financially
responsible and admitted to do business in the State in which the
project is located. If any such insurance is due to expire during the
construction period, the Contractor (including subcontractors, as
applicable) shall not permit the coverage to lapse and shall furnish
evidence of coverage to the Contracting Officer. All certificates of
insurance, as evidence of coverage, shall provide that no coverage may
be canceled or non‑renewed by the insurance company until at least 30
days prior written notice has been given to the Contracting Officer.

37\. [ROYALTIES AND PATENTS]{.underline}

The Contractor shall pay all royalties and license fees. He shall defend
all suits or claims for infringement of any patent rights and shall save
the Owner harmless from loss resulting from use of a particular design
or process or the product of a particular manufacturer or manufacturers
specified in the Contract, but if the Contractor has reason to believe
that the design or process or product specified is an infringement of a
patent, the Contractor shall be responsible for such loss unless he
promptly gives such information to the Owner.

38\. [COMPLIANCE WITH COPELAND REGULATIONS (29 CFR Part 3)]{.underline}

A. All mechanics and laborers employed in the development of the Project
will be paid unconditionally and not less often than once a week, and
without subsequent deduction rebate on any account (except such payroll
deductions as are permitted by regulations issued by the Secretary of
Labor under the Copeland Act, 40 U.S.C. 276c, 29 CFR Part 3), the full
amounts due at time of payment. For the purpose of this clause, regular
contributions made or costs incurred for more than a weekly period under
plans, funds, or programs, but covering the particular weekly period,
are deemed to be constructively made or incurred during such weekly
period.

B. The Contractor shall comply with the Copeland Regulations (29 CFR
Part 3) of the Secretary of Labor which are herein incorporated by
reference.

39\. [PAYROLLS AND RELATED REPORTS]{.underline}

A. Payrolls and basic records relating thereto shall be maintained
during the course of the work and preserved by the Contractor and all
subcontractors for a period of three years thereafter for all laborers
and mechanics employed in the development of the Project. Such records
shall contain the name and address of each such employee, and the
employee\'s correct classification, rates of pay, daily and weekly
number of hours worked, deductions made and actual wages paid.

B. A submission of a \"Weekly Statement of Compliance\" is required
under this Contract and the Copeland Regulations of the Secretary of
Labor (29 CFR Part 3).

C. The Contractor shall also furnish to the Owner any other information
or certifications relating to employees in such forms as the Owner may
request.

40\. [TERMINATION BECAUSE OF VIOLATION OF LABOR PROVISIONS]{.underline}

Contractor\' s breach of Section 38 or 42 may be grounds for termination
of this Contract and for debarment as provided in 24 CFR Part 24.

41\. [DISPUTES CONCERNING LABOR]{.underline}

All questions arising under this Contract for any subcontract relating
to the application or interpretation of the Copeland Act shall be
referred by the Owner to HUD for decision or, at the option of HUD,
referral to the Secretary of Labor. The ruling or interpretation by HUD
or the Secretary of Labor, as the case may be, shall be final.

42\. [INSERTION OF LABOR PROVISIONS IN SUBCONTRACTS]{.underline}

The Contractor shall insert in any subcontracts the provisions
(appropriately modified) of Section 38 and also a clause requiring the
subcontractors to include these clauses in any lower tier subcontracts
they may enter into, together with a clause requiring this insertion in
any further subcontract that may in turn be made.

43\. [INDIAN PREFERENCE]{.underline}

This Contract is subject to the following Indian Preference requirements
pursuant to 24 CFR 953.510.

A. The work to be performed under this Contract is on a project subject
to Section 7(b) of the Indian Self ­Determination and Education
Assistance Act (25 U.S.C. 450c(b) (Indian Act). Section 7(b) requires
that to the greatest extent feasible (1) preferences and opportunities
for training and employment shall be given to Indians and (2)
preferences in the award of contracts and subcontracts shall be given to
Indian organizations and Indian‑owned economic enterprises.

B. The parties of this contract shall comply with the provisions of
Section 7(b) of the Indian Act.

C. In connection with this Contract, the Contractor shall, to the
greatest extent feasible, give preference in the award of any
subcontracts to Indian organizations and Indian‑owned economic
enterprises, and preferences and opportunities for training and
employment to Indians and Alaskan Natives.

D. The Contractor shall include this Section 7(b) clause in every
subcontract in connection with the project, and shall, at the direction
of the Owner, take appropriate action pursuant to the subcontract upon a
finding by the Owner or HUD that the subcontractor has violated the
Section 7(b) clause of the Indian Act.

44\. [INDIAN PREFERENCE IN HIRING]{.underline}

A. The Contractor and each of his subcontractors shall give preference
in all hiring to Indians as required by the Indian Preference section of
this Contract.

B. Upon initial hiring and whenever a job opening occurs thereafter, the
Contractor and each subcontractor shall give written notice of such
opening to the Owner stating the time when, and the local place where,
job applications will be accepted. Except in cases of an emergency, no
one other than an Indian shall be hired for any job until 48 hours (not
counting Sundays and holidays) following the notice to the Owner.

C. The Contractor shall have the right to reject any job applications
for a valid reason, or to terminate the­ employment of any Indian for
appropriate reasons, but in either event, the Contractor shall, within
three days, send a written statement of the reasons for such action to
the Owner.

45\. [EQUAL EMPLOYMENT OPPORTUNITY]{.underline}

During the performance of this Contract, the Contractor agrees as
follows:

A. The Contractor shall not discriminate against any employee or
applicant for employment because of race, color, religion, sex, national
origin, or against otherwise qualified disabled individuals.

B. The Contractor shall take affirmative action to ensure that
applicants are employed, and that employees are treated during
employment without regard to their race, color, religion, sex, national
origin, or disability. Such action shall include, but not be limited to,
(1) employment, (2) upgrading, (3) demotion, (4) transfer, (5)
recruitment or recruitment advertising, (6) layoff or termination, (7)
rates of pay or other forms of compensation, and (8) selection for
training, including apprenticeship.

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

D. 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, national origin, or disability.

E. The Contractor shall send, to each labor union or representative of
workers with which it has a collective bargaining agreement or other
contract or understanding, the notice to be provided by the Contracting
Officer advising the labor union or workers\' representative of the
Contractor\'s commitments under this clause, and post copies of the
notice in conspicuous places available to employees and applicants for
employment.

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

G. The Contractor shall furnish all information and reports required by
Executive Order 11246, as amended, Section 503 of the Rehabilitation Act
of 1973, as amended, and by rules, regulations, and orders of the
Secretary of Labor, or pursuant thereto. The Contractor shall permit
access to its books, records, and accounts by the Secretary of Labor for
purposes of investigation to ascertain compliance with such rules,
regulations, and orders.

H. In the event of a determination that the Contractor is not in
compliance with this clause or any rule, regulation, or order of the
Secretary of Labor, this contract may be canceled, terminated, or
suspended in whole or in part, and the Contractor may be declared
ineligible for further Government contracts, or Federally assisted
construction contracts under the procedures authorized in Executive
Order 11246, as amended. In addition, sanctions may be imposed and
remedies invoked against the Contractor as provided in Executive Order
11246, as amended, the rules, regulations, and orders of the Secretary
of Labor, or as otherwise provided by law.

I. The Contractor shall include the terms and conditions of this clause
in every subcontract or purchase order unless exempted by the rules,
regulations, or orders of the Secretary of Labor issued under Executive
Order 11246, as amended, so that these terms and conditions will be
binding upon each subcontractor or vendor. The Contractor shall take
such action with respect to any subcontract or purchase order as the
Secretary of Housing and Urban Development or the Secretary of Labor may
direct as a means of enforcing such provisions, including sanctions for
noncompliance; provided that if the Contractor becomes involved in, or
is threatened with, litigation with a subcontractor or vendor as a
result of such direction, the Contractor may request the United States
to enter into the litigation to protect the interests of the United
States.

J. Compliance with the requirements of this clause shall be to the
maximum extent consistent with, but not in derogation of, compliance
with section 7(b) of the Indian Self‑Determination and Education
Assistance Act and the Indian Preference clause of this contract.

46\. [SUBCONTRACTING WITH SMALL AND MINORITY BUSINESS
FIRMS,]{.underline}

[WOMEN\'S BUSINESS ENTERPRISES AND LABOR SURPLUS AREA FIRMS]{.underline}

The Contractor shall take the following steps to ensure that, whenever
possible, subcontracts are awarded to small business firms, minority
firms, women\'s business enterprises, and labor surplus area firms:

A. Placing qualified small and minority businesses and women\'s business
enterprises on solicitation lists;

B. Ensuring that small and minority businesses and women\'s business
enterprises are solicited whenever they are potential sources;

C. Dividing total requirements, when economically feasible, into smaller
tasks or quantities to permit maximum participation by small and
minority businesses and women\'s business enterprises;

D. Establishing delivery schedules, where the requirements of the
contract permit, which encourage participation by small and minority
businesses and women's business enterprises; and

E. Using the services and assistance of the U. S. Small Business
Administration, the Minority Business Development Agency of the U. S.
Department of Commerce, and State and local governmental small business
agencies.

47\. [EQUAL OPPORTUNITY FOR BUSINESSES AND LOWER‑INCOME
PERSONS]{.underline}

[(HUD ACT OF 1968, SECTION 3)]{.underline}

\(a\) The work to be performed under this contract is on a project
assisted under a program providing direct Federal financial assistance
from the Department of Housing and Urban Development and is subject to
the requirements of Section 3 of the Housing and Urban Development Act
of 1968, as amended, 12 U.S.C. 1701u. Section 3 requires that to the
greatest extent feasible opportunities for training and employment be
given lower income residents of the project area and contracts for work
in connection with the project be awarded to business concerns which are
located in, or owned in substantial part by persons residing in the
areas of the project.

\(b\) The parties to this contract will comply with the provisions of
said Section 3 and the regulations issued pursuant thereto by the
Secretary of Housing and Urban Development set forth in 24 CFR part 135,
and all applicable rules and orders of the Department issued thereunder
prior to the execution of this contract. The parties to this contract
certify and agree that they are under no contractual or other disability
which would prevent them from complying with these requirements.

\(c\) The contractor will send to each labor organization or
representative of workers with which he/she has a collective bargaining
agreement or other contract or understanding, if any, a notice advising
the said labor organization or workers\' representative of his/her
commitments under this section 3 clause and shall post copies of the
notice in conspicuous places available to employees and applicants for
employment and training.

\(d\) The contractor will include this section 3 clause in every
subcontract for work in connection with the project and will, at the
direction of the applicant for or recipient of Federal financial
assistance, take appropriate action pursuant to the subcontract upon a
finding that the subcontractor is in violation of regulations issued by
the Secretary of Housing and Urban Development, 24 CFR part 135. The
contractor will not subcontract with any subcontractor where it has
notice or knowledge that the latter has been found in violation of
regulations under 24 CFR part 135 and will not let any subcontract
unless the subcontractor has first provided it with a preliminary
statement of ability to comply with the requirements of these
regulations.

\(e\) Compliance with the provisions of Section 3, the regulations set
forth in 24 CFR part 135, and all applicable rules and orders of the
Department issued thereunder prior to the execution of the contract,
shall be a condition of the Federal financial assistance provided to the
project, binding upon the applicant or recipient, its contractors and
subcontractors, its successor and assigns to those sanctions specified
by the grant or loan agreement or contract through which Federal
financial assistance is provided, and to such sanctions as are specified
by 24 CFR part 135.

48\. [INTEREST OF MEMBERS OF CONGRESS]{.underline}

No member of or delegate to the Congress of the United States of America
or Resident Commissioner shall be admitted to any share or part of this
Contract or to any benefit to arise herefrom, but this provision shall
not be construed to extend to this Contract if made with a corporation
for its general benefit.

49\. [CONFLICT OF INTEREST]{.underline}

No member, officer, or employee of the Owner, no member of the governing
body of the locality in which the project is situated, no member of the
governing body of the locality in which the Owner was activated, and no
other public official of such locality or localities which exercises any
functions or responsibilities with respect to the project shall, during
his or her tenure, or for one year thereafter, have any interest, direct
or indirect, in this contract or the proceeds thereof.

50\. [REVIEW OF WORK: ACCESS TO RECORDS]{.underline}

The Owner, HUD and the Comptroller General of the United States, or any
of their duly authorized representatives, shall at all times and places
have access to and be permitted to observe and review all work,
materials, equipment, payrolls, personnel records, employment
conditions, material invoices, contracts, books of account, and other
relevant data and records.

51\. [CLEAN AIR AND WATER]{.underline}

A. Definition. \"Facility\" means any building, plant, installation,
structure, mine, vessel or other floating craft, location, or site of
operations, owned, leased, or supervised by the Contractor or any
subcontractor, used in the performance of the contract or any
subcontract. When a location or site of operations includes more than
one building, plant, installation, or structure, the entire location or
site shall be deemed a facility except when the Administrator, or a
designee, of the Environmental Protection Agency (EPA) determines that
independent facilities are collocated in one geographical area.

B. In compliance with regulations issued by the United States
Environmental Protection Agency (EPA), 40 CFR Part 15, pursuant to the
Clean Air Act, as amended (\"Air Act\"), 42 U.S.C. 7401, et seq., the
Federal Water Pollution Control Act, as amended (\"Water Act\"), 33
U.S.C. 1251, et seq., and Executive Order 11738, the Contractor agrees
to:

1\. Not utilize any facility in the performance of this contract or any
subcontract which is listed on the EPA List of Violating Facilities
pursuant to Part 15 of the regulations for the duration of time that the
facility remains on the list;

2\. Promptly notify the Contracting Officer if a facility the Contractor
intends to use in the performance of this contract is on the EPA List of
Violating Facilities or the Contractor knows that it has been
recommended to be placed on the List;

3\. Comply with all requirements of the Air Act and the Water Act,
including the requirements of Section 114 of the Air Act and Section 308
of the Water Act, and all applicable clean air and clean water
standards; and,

4\. Include or cause to be included the provisions of this clause in
every subcontract, and take such action as HUD may direct as means of
enforcing such provisions.

52\. [MANDATORY STANDARDS AND POLICIES RELATING TO ENERGY
EFFICIENCY]{.underline}

The Contractor agrees to comply with all mandatory standards and
policies relating to energy efficiency which are contained in the State
Energy Conservation Plan issued in compliance with the Energy Policy and
Conservation Act (PUB L. 94‑163).