CONTRACT DOCUMENTS

2.1 Intent and Interpretation of Contract Documents 2.1.1 The Contract Documents constitutes the Contract. The Contract Documents represent the entire and integrated agreement between the parties hereto and supersedes all prior negotiations, representations, or agreements, either written or oral, including the bidding documents. The Contract Documents may be amended or modified as set forth in section 2.6. 2.1.2 The intent of the Contract Documents is to provide for the construction and completion of the Work described. 2.1.3 The Contractor shall furnish all labor, materials, equipment, tools, transportation and supplies required to complete the Work in accordance with the plans, specifications and terms of the Contract Documents. 2.1.4 The relationship which the parties intend to create under the Contract Documents is that of principal and independent Contractor and nothing herein is intended or shall be construed, so as to create a relationship of any kind, form or manner, such as but not limited to partnership, co-venturers, or employment between the Owner and Contractor, unless clearly otherwise expressed in the Contract Documents. 2.2 Order of Precedence of Contract Documents 2.2.1 The Contract Documents for each particular Project shall specify the order of precedence among the diverse documents that form the Contract Documents, except for the order of precedence of the General Conditions which may not be altered unless allowed to be altered by means of the Special Conditions as described in Article 1.1.1.72. If no such order of precedence is established in the Contract Documents for the Project, the following order shall be followed: 2.2.1.1. Agreement (which shall include the Bonds and required insurance policies). 2.2.1.2. Dated Contractor's Proposal 2.2.1.3. All addenda issued prior to Bid Date. Unless no conflict exist between addenda, the issuance of a subsequent addendum will supersede all previously issued addenda. 2.2.1.4. Instructions to Bidders 2.2.1.5. The General Conditions of the Contract, (except where in accordance with Article 1.1.1.72 they are allowed to be changed by the Special Conditions). 2.2.1.6. Special Conditions. 2.2.1.7. Plans or Drawings 2.2.1.8. The Standard Drawings. 2.2.1.9. Specifications. 2.2.1.10. Technical Specifications. 2.2.1.11. Supplemental Specifications. 2.2.1.12 Standard Specifications. 10 - UNIFORM GENERAL CONDITIONS FOR PUBLIC WORKS CONTRACTS 2.3 Written Interpretations 2.3.1 Provided reasonable time is granted to Owner, written interpretations necessary for the proper execution or progress of the Work in the form of drawings, or otherwise, will be issued with reasonable promptness by the Owner, its designated representative, or Architect/Engineer SO as not to adversely affect the critical path of the Project Schedule. 2.3.2 Contractor may make written request to the Owner, Owner's Representative, or the Architect/Engineer for such interpretations, when deemed necessary for the proper progress of the Work. 2.3.2.1. Such interpretations shall be consistent with and reasonably inferable from the Contract Documents and may be effected by Field Orders. 2.3.2.2. Interpretation drawings are not necessarily changes in the Work. 2.3.3 Except as may otherwise specifically stated in the Contract Documents, the provisions of the Contract Documents shall take precedence in resolving any conflict, error, ambiguity, or discrepancy between the provisions of the Contract Documents and: 2.3.3.1. the provisions of any standard, specification, manual, code, or instruction (whether or not specifically incorporated by reference in the Contract Documents); or 2.3.3.2. the provisions of any Laws or Regulations applicable to the performance of the Work (unless such an interpretation of the provisions of the Contract Documents would result in violation of such Law or Regulation). 2.4 Execution and Correlation 2.4.1. The Agreement shall be signed by the Owner and Contractor or their authorized representatives. The other component parts of the Contract Documents, if not signed by the Owner or Contractor, shall be marked by their authorized representative. 2.4.2 By executing the Contract Documents, the Contractor represents that he has visited the Contract Limits within the Site, familiarized himself with the local conditions under which the Work is to be performed, correlated his observations with the requirements of Contract Documents, and accepts the same. 2.4.2.1 The Owner warrants that it has submitted all the necessary documents required of Owner to be submitted to the appropriate governmental agencies needed for the prosecution of the Work, as required by applicable laws and regulations. 2.4.3 The Owner and the Contractor acknowledge that no service or Work under the Contract Documents will be performed until both parties duly sign the Contract and the Notice to Proceed is issued. 2.4.3.1. No payment and/or disbursement will be made or paid for services rendered in violation of this clause. 2.4.4 The Contract Time. 2.4.4.1. The Contract Time must be specifically expressed on the Contract. 2.4.4.2. The Contract Time will be extended by the same number of days in which the term to execute the Work is extended by Change Orders or by any other mean allowed or permitted by the Contract or Contract Documents. - 11 - UNIFORM GENERAL CONDITIONS FOR PUBLIC WORKS CONTRACTS 2.4.4.3. Furthermore, the parties agree that no Work or service will be performed or received beyond Final Acceptance of the Contract. 2.4.4.4. No payment and/or disbursement will be made or paid for services rendered in violation of this clause. 2.4.5 The Contract Documents are complementary, and what is required by anyone shall be as obligatory as if required by all. The intention of the Contract Documents is to include all labor, materials, equipment and other items as provided on these General Conditions necessary for the proper execution and completion of the Work. 2.4.5.1. It is not intended that Work not covered under any heading, section, branch, class or trade of the Specifications shall be supplied unless it is required elsewhere in the Contract Documents. 2.4.5.2. The organization of the Specifications in divisions, sections, articles, and the arrangement of drawings shall not control the Contractor in dividing the Work among subcontractors or in establishing the extent of Work to be performed by any trade. 2.5 Review of Contract Documents and Field Conditions by Contractor. 2.5.1 Before undertaking each part of the Work, Contractor shall carefully study and compare the Contract Documents with each other and check and verify pertinent dimensions and quantities therein and all applicable field measurements. 2.5.2 Contractor shall promptly report in writing to Owner any conflict, error, ambiguity, inconsistency, discrepancy, or omission that Contractor may discover and shall obtain a written interpretation or clarification from Owner before proceeding with any Work affected by said conflict, error, ambiguity, inconsistency, discrepancy or omission. 2.5.2.1. However, Contractor shall not be liable to Owner for failure to report any conflict, error, ambiguity, or discrepancy in the Contract Documents, unless Contractor failed to report it to the Owner with sufficient time for the Owner to provide a solution before the critical path of the Project is affected. 2.5.2.2. If the Contractor performs any construction activity in violation of this Article 2.5, the Contractor shall assume appropriate responsibility for such performance and shall bear an appropriate amount of the costs attributed to correction. 2.5.2.3. The Owner shall provide a solution to any reported conflict, error, ambiguity, discrepancy, or omission and if such solution adversely affects cost or the critical path of the Project, Owner will adjust Contract Price and Contract Time accordingly. 2.6 Amending and Supplementing Contract Documents 2.6.1 The Contract Documents may be amended to provide for additions, deletions, and revisions in the Work or to modify the terms and conditions thereof in one (1) or more of the following ways: 2.6.1.1. a Written Amendment; 2.6.1.2. a Change Order, 2.6.1.3. an Extra Work Order; or 2.6.1.4. a Work Change Directive. 2.6.2 The requirements of the Contract Documents may be supplemented and minor variations and deviations in - 12 - UNIFORM GENERAL CONDITIONS FOR PUBLIC WORKS CONTRACTS the Work may be authorized, by one (1) or more of the followings ways: 2.6.2.1. a Field Order; 2.6.2.2. Owner's, or his authorized representative's, approval of a Shop Drawing or Sample; or 2.6.2.3. Owner's, his authorized representatives, or Architect/Engineer's written interpretation or clarification. 2..6.3 A modification may be made only after execution of the Contract. 2..7 Copies Furnished, Ownership and Reuse of Documents 2.7.1. The Contractor will be furnished, free of charge, four (4) complete copies of the Contract Documents. Additional copies will be furnished upon request at the cost of reproduction. If Contractor so requests it, Owner will also furnish, free of charge, if available, an electronic file in PLT format (plot to File) so that the Contractor may make the copies of plans and/or drawings that he needs to build the Project. If such electronic files are not available, the Owner shall allow the Contractor to prepare electronic files and to print, at Contractor's cost, but without additional payment to Owner or Architect/Engineer, those copies needed for use by Contractor. 2.7.2. All Drawings, Specifications and copies thereof furnished by the Owner, Architect/Engineer, or Owner's Representative are, and shall remain, property of the Owner. 2.7.2.1. The Contractor can make copies of all the Drawings, Specifications, and other Contract Documents without permission, and without the payment of any fees or royalties, to the Owner, Architect/Engineer, or Owner's Representative as long as they are necessary for use in the execution of the Work. 2.7.3. Contractor and any Subcontractor or Supplier or other individual or entity performing or furnishing any of the Work under a direct or indirect contract with Owner: 2.7.3.1. shall not have or acquire any title to or ownership rights in any of the Drawings, Specifications, or other documents (or copies of any thereof) prepared by or bearing the seal of Owner, Architect/Engineer or Engineer's Consultant, including electronic media editions; and 2.7.3.2. shall not reuse any of such Drawings, Specifications, other documents, or copies thereof on extension of the Project or any other project without written consent of Owner. 2.7.4 This prohibition will survive final payment, completion, and acceptance of the Work, or termination or completion of the Contract. Nothing herein shall preclude Contractor from retaining copies of the Contract Documents for record purposes.