Agreement For: Internal Use

DocuSign Envelope ID: 068FF2B3-469A-4D35-BF99-05669863233C
AGREEMENT
For
Internal Use
TABLE OF CONTENTS
ARTICLE 1– ORDER OF PRECEDENCE AND DEFINITIONS
ARTICLE 2 - OWNER
ARTICLE 3 - CONTRACTOR
ARTICLE 4 – SPECIFICATIONS AND QUALITY
ARTICLE 5 - INSURANCE
ARTICLE 6 - LEGAL RESPONSIBILITY AND SAFETY
ARTICLE 7 - TIME
ARTICLE 8 - PAYMENTS
ARTICLE 9 - CHANGES IN THE WORK
ARTICLE 10 - MISCELLANEOUS PROVISIONS
ARTICLE 11 - ACCEPTANCE
APPENDICES
APPENDIX A - Specifications and Schedule
APPENDIX B - Agreement Sum and Payment Schedule
APPENDIX C - Contract Datasheet
APPENDIX D - Contractor Key Personnel and Subcontractors
APPENDIX E - Notices
APPENDIX F - Form of Invoice
APPENDIX G - Change Order Pricing
Internal Use
APPENDIX H - Change Order Request Form
APPENDIX I - Permits
APPENDIX J - Insurance Requirements
APPENDIX K - Lien and Waiver Release
APPENDIX L - Certificate of Substantial Completion
APPENDIX M - Certificate of Final Completion
APPENDIX N – Contractor Safety Requirements (separate document)
APPENDIX O - Background Check Policy (separate document)
Internal Use
This DESIGN, SUPPLY AND INSTALLATION AGREEMENT (this “Agreement”) is made this 1st day of
June, 2020 by and between Avangrid Service Company (“Owner” or “Company”) and
("Contractor" or “Supplier”) with offices located at
and covers the Contractor's performance of Work for the Owner, as provided
hereunder, including all supplemental addenda hereto and all general and special provisions
pertaining to the Work or materials therefore.
AVANGRID, an Affiliate of Owner, has full power to act as an agent for Owner, and for the
purposes of this Agreement will act as Owner’s representative. For good and valuable
consideration, the Parties agree as follows:
ARTICLE 1 – ORDER OF PRECEDENCE AND DEFINITIONS
1.1 This Agreement, its appendices and related purchase order(s) are complementary
documents, and what is required by any one document shall be as binding as if required
by all such documents. In the event of any inconsistency between the provisions of two
or more documents, the order of supremacy (in descending order) shall be as follows:
• The purchase order;

• The Appendix A (Specifications and Schedule); and
• This Agreement and the remaining appendices in the order listed.
In the event of a conflict between a Drawing and another type of Specification, the Specification
shall prevail.
1.2 “Affiliate” means with respect to a person or entity, any individual, corporation,
partnership, firm, joint venture, association, Joint Stock Company, trust or other
unincorporated organization, directly or indirectly controlling, controlled by, or under
common control with, such person or entity. The term “control” shall mean the
possession, directly or indirectly, of the power to direct the management or policies of a
person or an entity. A voting interest of ten percent (10%) or more shall create a rebuttal
presumption of control.
1.3 “Agreement Sum” means the total amount payable by the Owner to the Contractor for
the performance of the Work under this Agreement.
1.4 “Agreement Time” means the period of time allotted in this Agreement to achieve Final
Completion. The Agreement Time shall end at the Final Completion Date mentioned in
Appendix C (Contract Datasheet).
“Drawings” means the drawings specified in Appendix A (Specifications and Schedule),

including, but not limited to, final drawings prepared by Contractor which are approved
by Owner for use during construction and show the design, location and dimensions of
the Work and include, if applicable, plans, elevations, sections, diagrams and other details
4
Internal Use
as may be necessary or desirable to facilitate the effective, efficient and timely

construction and commissioning of the Work.
1.5 “Energized” means operational, on-line and connected to the transmission system.
1.6 “Final Completion” means Substantial Completion has occurred, the Contractor has
satisfactorily completed all of the items on the “punch-list”, the In-Service Date has
been achieved, Owner has signed Appendix M (Certificate of Final Completion) and final
payment is now due and owing.
1.7 “In-Service Date” means the date that Substantial Completion is achieved. Provided
however, if the In-Service Date has not been achieved within sixty (60) days of
Contractor’s Notice of Substantial Completion for reasons not attributable to
Contractor, the In-Service Date shall be deemed to have been achieved upon expiration
of that period.
1.8 “Project” means Owner’s (Vienna Road).
1.9 “Schedule” means the schedule included in Appendix A (Specifications and Schedule).
1.10 “Site” means the lands and improvements where the Project is located and the Work is
to be installed, which lands and improvements are described in the Specifications.
1.11 “Site Access Date” means the site access date specified in Appendix C (Contract
Datasheet) or in any notice to Contractor of a revision of the Site Access Date.
1.12 “Specifications” means scope of work document(s), technical specifications, Drawings

and performance requirements, as listed in Appendix A (Specifications and Schedule) or
as incorporated (by reference or otherwise) into this Agreement.
1.13 “Subcontractor” means the Contractor’s subcontractors, and such subcontractors’

subcontractors to include subcontractors of all tiers.
1.14 “Substantial Completion” means delivery by the Contractor of factory test results and
completion of site inspection, testing and commissioning and certification that the Work
is functionally complete.
1.15 “Substantial Completion Date” means the date set forth in Appendix C (Contract
Datasheet), which is the date by which Substantial Completion must be achieved.
1.16 “Warranty Period” has the meaning set forth in Appendix C (Contract Datasheet).
1.17 “Work” or “Services” or “Scope of Work” means all design and installation services, labor,
tools, equipment and material:
5
Internal Use
a) to be provided by Contractor; and

b) under the financial and legal responsibility of Contractor.
ARTICLE 2 - OWNER
The Owner is the person or organization identified as such in this Agreement. The term Owner
means the Owner or an authorized representative of the Owner.
2.1 Services Required of the Owner. Unless otherwise specified, the Owner will establish base
lines necessary for the location of the principal component parts of the Work together
with a suitable number of benchmarks relating to the Work.
The Owner shall secure and pay for easements for permanent structures or permanent
changes in existing facilities.
2.2 Owner's Right to Correct Deficiencies. Subject to the Contractor’s warranty obligations
set forth in Section 4.10, upon failure to perform the Work in accordance with this
Agreement and after seven days' written notice to the Contractor during which period
Contractor has failed to correct the failure, provided that if such failure is not capable of
correction within such seven day period, Contractor has failed to submit a plan of
correction reasonably acceptable to Owner within such period and diligently thereafter
performed such plan to correction, the Owner may, without prejudice to any other
remedy it may have, correct such deficiencies in Work intended to become a permanent
part of the Project. In such case, an appropriate change order shall be issued deducting
from the payments then or thereafter due the Contractor the cost of correcting such
deficiencies. If the payments then or thereafter due the Contractor are not sufficient to
cover such amount, the Contractor shall pay the difference to the Owner.
If, within the Warranty Period any of the Work is found to be defective or not in
accordance with this Agreement, the Contractor shall correct it promptly according to its
obligations under Section 4.10 after receipt of a written notice from the Owner to do so.
The Owner shall give such notice promptly after discovery of the condition.
All such defective or non-conforming Work shall be removed from the Site if necessary
and the Work shall be corrected to comply with this Agreement without cost to the
Owner. The Contractor shall bear the cost of making good all work of separate contractors
destroyed or damaged by such removal or correction.
If the Contractor does not remove such defective or nonconforming Work within a
reasonable time fixed by written notice from the Owner, the Owner may remove it and
may store the materials or equipment at the expense of the Contractor. If the Contractor
does not pay the cost of such removal and storage within ten days thereafter, the Owner
may upon ten additional days written notice sell such materials or equipment at auction
or at private sale and shall account for the net proceeds thereof, after deducting all the
6
Internal Use
costs that should have been borne by the Contractor including compensation for
additional architectural and/or engineering services. If such proceeds of sale do not cover
all costs which the Contractor should have borne, the difference shall be charged to the
Contractor and an appropriate change order shall be issued. If the payments then or
thereafter due the Contractor are not sufficient to cover such amount, the Contractor
shall pay the difference to the Owner.
2.3 Owner's Termination Rights. The Owner shall have the right to terminate this Agreement
immediately upon written notice to the Contractor, if the Contractor:
a) is adjudged as bankrupt, becomes insolvent, admits it cannot pay its debts or assigns
its assets for the benefit of its creditors;
b) commits a material breach of a provision of this Agreement or persistently disregards

laws, ordinances, rules, regulations or orders of any public authority having
jurisdiction; or
c) fails to provide a qualified superintendent, enough properly skilled workmen or

subcontractors, or proper materials, or fails to make prompt payment therefor.
In the event of termination of this Agreement by the Owner because of Contractor's

default or breach wherein Contractor has failed to correct or submit a plan to correct such
default or breach within the period specified in Section 2.2 (Owner's Right to Correct
Deficiencies), the Owner may take possession of the Site and of all materials, equipment,
tools, construction equipment and machinery thereon owned by the Contractor and may
finish the Work by whatever method and means Owner may select subject to Owner’s
obligation to reasonably mitigate. In such case, the Contractor shall not be entitled to
receive any further payment that may be due as provided by this Agreement, until the
Work is finished.
If the unpaid balance of this Agreement Sum shall exceed the expense of finishing the
Work, including compensation for additional managerial and administrative services, such
excess shall be paid to the Contractor. If such expense shall exceed such unpaid balance,
the Contractor shall pay the difference to the Owner.
For Owner's convenience, Owner may terminate this Agreement in whole or in part by
giving the Contractor twenty-four (24) hours written notice. In such event, Owner shall
make payment to the Contractor for all costs incurred prior to such termination
reasonably allocable to the Work performed, under recognized accounting practices. This
provision shall not be deemed to limit or otherwise affect the Owner's right to terminate
this Agreement for breach or default by the Contractor.
2.4 Owner's Right to Suspend Work. The Owner may at any time suspend the Work or any
part thereof, immediately and verbally for reasons of safety, or by giving reasonable
7
Internal Use
notice to the Contractor in writing. The Work shall be resumed by the Contractor within
ten (10) days after the date fixed in the written notice from the Owner to the Contractor
to do so. The Owner shall reimburse the Contractor for reasonable expenses directly
incurred by the Contractor in connection with the Work under this Agreement as a result
of such suspension.
When the whole or any portion of the Work is suspended for any reason, the Contractor
shall properly cover, secure, and protect or cause to be so protected, such Work as may
be liable to sustain injury from any cause.
2.5 Owner's Right To Inspect Work. Except as may be otherwise provided herein, all Work
furnished by the Contractor and all places where construction is carried on will be subject
to inspection, examination and testing by the Owner at all times during the construction.
The Owner has the right to reject defective Work including defective material and
workmanship furnished by the Contractor, and require its correction subject to
Contractor’s warranty obligations set forth in Section 4.10. Rejected Work shall be
corrected to conform to this Agreement without charge therefor. The Contractor shall
promptly segregate and remove all rejected material from the Site.
The Contractor shall furnish promptly without additional charge, all reasonable facilities,
labor and materials necessary for the safe and convenient inspection that may be
required by the Owner. All inspection by the Owner will be performed in such manner as
will not unnecessarily delay the Work.
Should it be considered necessary or advisable by the Owner at any time before

Substantial Completion of the entire Work to make an examination of the Work already
completed, by removing or tearing out same, the Contractor shall on request furnish all
necessary facilities, labor, and materials to perform such examination. If the Work subject
to such examination is found to be defective or non-conforming in any material respect,
due to the fault of the Contractor or its Subcontractors, such uncovering or destruction
and reconstruction shall be at the expense of the Contractor. If, however, such Work
exposed and examined is found to be satisfactory, the Owner will pay the Contractor the
cost of such uncovering or destruction and reconstruction.
2.6 Owner's Audit Rights. Owner reserves the right and Contractor shall allow Owner to
audit, or cause to have audited, any and all items related to aspects of this Agreement to
assure Contractor's compliance therewith. These items shall include, but not be limited
to, property, books, records, and computerized data files. This provision shall remain in
effect for two (2) years following final payment for the Work described in this Agreement.
This provision does not apply to the calculations used to determine firm lump sum prices
for Work performed under this Agreement except to the extent that knowledge of the
amount of taxable portions of Contractor's invoicing is necessary.
Internal Use
ARTICLE 3 - CONTRACTOR
The Contractor is the person or organization identified as such in this Agreement. The term
“Contractor” means the Contractor or an authorized representative of Contractor.
3.1 Review of Agreement. The Contractor shall carefully study and compare the provisions
of this Agreement and shall at once report to the Owner any error, inconsistency or
omission Contractor may discover. The Contractor shall not be liable to the Owner for
any damage resulting from any such errors, inconsistencies or omissions which are first
reported to Owner. The Contractor shall do no work that is not in accordance with the
Drawings or Specifications, as such may be modified or amended in accordance with the
terms of this Agreement.
3.2 Supervision. All Work shall be done under the direct supervision of the Contractor. The
Contractor shall be responsible for construction means, methods, techniques,
procedures, and safety, and for coordinating all portions of the Work under this
Agreement.
3.3 Superintendent. When required by Owner, the Contractor shall employ a qualified
superintendent and any necessary assistants, who are acceptable to the Owner, to be in
attendance at the Site during the progress of the Work. The superintendent shall have
full authority to act on behalf of the Contractor and all communications given to the
superintendent shall be considered as given to the Contractor.
Important communications shall be confirmed in writing. Other communications will be

so confirmed upon written request, on a case-by-case basis, by the Owner. It shall be the
responsibility of the superintendent to coordinate the Work of all the contractors. The
superintendent shall be present on the Site at all times required to perform adequate
supervision and coordination.
3.4 Subcontracts. The Contractor shall submit a list of those Work items which it plans to
subcontract and the names of Subcontractors proposed for the Work. Subcontractors
may not be changed except at the request or with the approval of the Owner. The Owner
shall promptly notify the Contractor in writing if, after due investigation, Owner has
reasonable objection to any Contractor on such list and does not accept him. Failure of
the Owner to make objection promptly shall constitute acceptance of such Subcontractor.
If the Owner refuses to accept any Contractor on the list submitted by the Contractor, the
Contractor shall submit an acceptable substitute and the Agreement Sum shall be
increased or decreased by the difference in cost occasioned by such substitute and an
appropriate change order shall be issued; however, no increase in the Agreement Sum
shall be allowed for any substitution unless the Contractor has acted promptly and
responsively in submitting for acceptance any list or list of names as required.
Internal Use
The Contractor is responsible to the Owner for the acts and deficiencies of its
Subcontractors, and any of their employees, to the same extent Contractor is responsible
for the acts and deficiencies of Contractor's own employees. The Contractor shall obtain
agreement from the Subcontractors that they will comply with the requirements of this
Agreement.
Nothing contained in this Agreement shall create any contractual relationship between
any Subcontractor and the Owner.
3.5 Contractor's Right To Terminate the Agreement. The Contractor may terminate this
Agreement upon thirty (30) days’ written notice to the Owner for any of the following
reasons:
a) if an order of any court or other public authority having jurisdiction, or any act of
government caused the work to be stopped or suspended for a period of three
months through no act or fault of the Contractor or Contractor's employees; or
b) if the Owner should fail to pay the Contractor any undisputed sum within thirty days
from the due date.
3.6 Emergencies. The Contractor shall perform any work and shall furnish and install any
materials and equipment necessary during an emergency affecting the safety of persons
and property. In all cases, Contractor shall notify the Owner of the emergency as soon as
practicable, but shall not wait for instructions before proceeding to properly protect both
life and property. Any additional compensation or extension of time claimed by the
Contractor on account of emergency work shall be determined as provided in Article 9 for
changes in the Work.
3.7 Removal of Equipment. In case of termination of this Agreement for any cause
whatsoever, the Contractor, if notified to do so by the Owner, shall promptly remove any
part or all of Contractor's equipment and supplies from the property of the Owner, failing
which the Owner shall have the right to remove such equipment and supplies at the
expense of the Contractor.
3.8 Cooperation. The Contractor shall cooperate with the Owner and any other contractors
as directed by the Owner, who will establish the rights of the various interests involved.
The Contractor shall properly connect and coordinate its Work with work done by others.
3.9 Use of Premises. The Contractor shall confine its apparatus, the storage of materials and
the operations of its workmen to limits indicated by law, ordinances, permits and
directions of the Owner and shall not unreasonably encumber the premises with its
materials.
10
Internal Use
3.10 Layout of Work. It shall be the responsibility of the Contractor to lay out all structures
and facilities and establish all grades for the same.
3.11 Information Required of Contractor. The Contractor shall promptly furnish weights, bills
of material and such other data as are reasonably required by Owner. When required by
Owner, the Contractor shall furnish instructions for the installation, operation, care and
maintenance of, and lists of recommended spare parts, for the material or equipment.
Unless otherwise specified, four copies of such data shall be furnished.
3.12 Independent Contractor. Contractor shall at all times be an independent contractor and
be responsible for all acts or omissions of its own employees and Subcontractors. No act
or instruction of Owner shall be deemed to be the exercise of supervision or control of
performance hereunder.
ARTICLE 4 – SPECIFICATIONS AND QUALITY
4.1 Adequacy. Owner shall be responsible for the adequacy of the design and for the
sufficiency of the Drawings and Specifications.
4.2 Discrepancies. Any discrepancies, inconsistencies, or ambiguities found between the

Drawings and Specifications and the site conditions shall be immediately reported to the
Owner's field engineering supervisor, who shall promptly correct such inconsistencies or
ambiguities in the Drawings or Specifications in writing. Any Work done after such
discovery or after the Contractor should have reasonably made such discovery, unless
authorized in writing by Owner, will be done at the Contractor's risk.
4.2 Additional Instructions. Owner may issue additional instructions during the progress of
the Work by means of Drawings or other media necessary to illustrate changes in the
Work.
4.3 Copies Furnished to Contractor and Ownership. Unless otherwise provided, the
Contractor will be furnished, free of charge, all required copies of Drawings and
Specifications necessary for the execution of the Work. All Drawings, Specifications and
copies thereof furnished by the Owner are and shall remain the Owner's property. They
are not to be used on any other project and sets are to be returned to Owner on request
at the completion of the Work. The Contractor shall keep one copy of all Drawings and
Specifications regarding the Work in good order, available to the engineer and to
engineer's representative.
4.4 By executing this Agreement, the Contractor represents that it has visited the Site,
familiarized itself with the local conditions under which the Work is to be performed, and
correlated its observations with all the requirements of this Agreement. The Owner
assumes no responsibility whatsoever for ascertaining for the Contractor any facts which
the Contractor could have ascertained for itself through such investigation; provided
11
Internal Use
however, the Contractor shall be entitled to rely on the accuracy of all Owner-provided
data and information.
4.5 Materials and Labor. Unless otherwise specifically noted, the Contractor shall provide
and pay for all materials, labor, equipment, tools, water, heat, utilities, transportation and
other facilities necessary for the proper execution and completion of the Work. The
Contractor is responsible for providing workers, who must have sufficient knowledge,
skill, and experience to perform properly the work assigned to them. The Contractor shall
at all times be responsible for the conduct and discipline of its employees and/or any
Contractor or persons employed by Subcontractors.
Owner reserves the right to require the removal of any personnel of the Contractor who
in Owner's opinion may be incompetent, careless, not qualified to perform the Work
assigned, or who may have engaged in improper conduct.
4.6 Substitution. Certain products have been referred to by name and catalog number in this
Agreement. No substitutes shall be made without prior written approval of the Owner.
4.7 Samples. All samples called for in this Agreement shall be furnished by the Contractor to
illustrate materials, equipment or workmanship, and to establish standards by which the
Work will be judged.
4.8 Shop Drawings. The Contractor shall provide shop drawings, setting schedules and other
such drawings as may be necessary for the prosecution of the Work in the shop and in
the field as required by the Specifications. Deviations from the Specifications shall be
called to the attention of the Owner at the time of first submission of the Drawings. The
Owner's approval of any Drawings shall not release the Contractor from responsibility for
such deviations.
By approving and submitting shop Drawings, the Contractor thereby represents that
Contractor has determined and verified all field measurements, field construction criteria,
materials, catalog numbers and similar data, or will do so, and that it has checked and
coordinated each shop Drawing with the requirements of the Work.
4.9 Cutting and Patching. The Contractor shall do all cutting, fitting or patching of its Work
that may be required to make its several parts come together properly and fit it to receive
or be received by work of other contractors shown upon the Drawings and Specifications
for the completed structure or any other provisions of this Agreement.
Any cost caused by defective or ill-timed work shall be borne by the party responsible
therefore. The Contractor shall not endanger any work by cutting, excavating or
otherwise altering the Work and shall not cut or alter the work of any other contractor
save with the consent of the Owner.
12
Internal Use
4.10 Warranty & Quality. Contractor warrants that the Work shall conform to the
Specifications and be free from defect in design, material and workmanship and shall be
fit for the purpose for which such Work is specified in this Agreement. Furthermore,
Contractor warrants that all material and equipment supplied under this Agreement shall
be new, free from defects and of the kind and quality required by the Specifications.
4.11 Contractor’s warranty in Section 4.10. shall start:

a) At the In-Service Date; or
b) Sixty (60) days following Substantial Completion, whichever occurs first, and end after
the period indicated in Appendix C (Contract Datasheet).
4.12 If requested by Owner, Contractor shall furnish evidence as to the type and quality of
Work supplied.
4.13 Contractor warrants that craft, technical, supervisory and professional personnel that are
provided are highly qualified to perform the Work assigned and that the Work will be
performed in accordance with this Agreement and any applicable law.
4.14 Following a written notice by Owner sent before the expiry of any warranties and
guarantees under this Agreement, the Contractor shall be responsible for:
a) the removal and replacement or modification of all Work which, in the opinion of
Owner, is defective;
b) the restoration of all Work, and the work of others, which is disturbed or damaged
in the course of removal and replacement or modification of the defective Work;
and
c) all risks associated with:
i) the removal, including disposal and storage, of the defective Work; and
ii) the replacement or modification of the unsatisfactory Work, whether
performed by the Contractor or by or on behalf of Owner.
The warranty period for any corrected Work shall be extended for a period not to exceed
six (6) months beyond the original warranty period.
4.15 Contractor shall have no obligation hereunder with respect to any Work which (i) has
been improperly repaired or altered without Contractor’s approval; (ii) has been
subjected to misuse, negligence or accident by someone other than Contractor or its
Subcontractors; or (iii) has been used in a manner contrary to Contractor’s instructions
without Contractor’s approval.
4.16 Tests. The Contractor shall ascertain by tests or otherwise as agreed to by Owner and
Contractor that the Work is in full accordance with this Agreement. Where practicable,
all tests shall be made at the place of manufacture. The Contractor shall provide all
facilities, apparatus and labor reasonably required for tests and shall bear all of its own
13
Internal Use
expense thereof, except salaries and expenses of representatives of the Owner. The
Contractor shall give the Owner at least seven (7) business days’ advance written notice
before shipment. Up to forty-eight (48) hours after receipt of such notice the Owner may
require performance of tests to be witnessed by its representatives and/or require the
Contractor to furnish three (3) certified copies of all tests for approval, prior to shipment.
There shall be no additional charges for such witness tests or certified copies except as
set forth in the Contractor's proposal. However, the Owner will bear the expense of tests
conducted on its own premises, except salaries and expenses of representatives of the
Contractor.
4.17 Packing and Marking. All material and equipment to be furnished by the Contractor shall
be packed, crated or otherwise suitably protected to withstand shipment undamaged to
the destination. Each package, crate or part shall be marked plainly with the name of the
consignee, shipping destination, the Owner's order number, and such other markings as
are required. Complete packing lists, one copy with each package and two (2) copies by
mail to the Owner at time of shipment, shall be supplied showing contents and identity
of each package.
4.19 Work Stoppage. Contractor's personnel shall not honor any union picket lines or strikes
nor take part in any work slow down or stoppage nor refuse to report for work, unless
such action is protected by any state or federal labor relations law. Notwithstanding the
preceding sentence, Contractor shall retain the right to remove its employees from any
situation it reasonably determines may pose an unreasonable health or safety risk. Except
as set forth above, it shall be the obligation of the Contractor to supply a qualified work
force. Owner may terminate this Agreement if Contractor fails to provide a qualified work
force within 24 hours of Owner's notification to Contractor that a qualified work force has
not been supplied.
ARTICLE 5 – INSURANCE
5.1 Insurance. Supplier shall maintain insurance in accordance with the requirements as set
forth in Appendix J. Supplier must maintain applicable insurance. An insurance certificate
must be mailed to Customer prior to starting Services.
ARTICLE 6 - LEGAL RESPONSIBILITY AND SAFETY
6.1 Indemnification. Contractor will indemnify, defend at its expense and hold harmless the
Owner and its Affiliates, directors, officers, employees, and agents (the "Indemnitee")
from and against any and all claims, demands, suits, losses, costs, fees, damages or
expenses it may suffer, or for which it may be held liable, whether including, without
limitation, reasonable expenses and attorneys fees incurred in the connection therewith,
by reason of (A) any patent, trademark, or copyright infringement claim, or any design,
device, process or procedure used, installed or provided by the Contractor or its agents
or subcontractors under this Agreement; (B) any work-related accident or injury affecting
14
Internal Use
an employee, agent or subcontractor of the Contractor, arising in connection with work

performed under this Agreement; (C) any claim by an agency or instrumentality of the
federal, state or any local government, or by an employee, agent or subcontractor of the
Contractor alleging that (i) the Indemnitee is required to maintain worker's compensation
or unemployment or any other type of insurance upon any employee, agent or
subcontractor of the Contractor; (ii) the Indemnitee is liable for tax payments or
withholding with respect to any employee, agent or subcontractor of the Contractor; (iii)
any employee, agent or subcontractor of the Contractor is entitled to receive employee
benefits from the Indemnitee, including, without limitation, vacation, deferred
compensation, medical, pension, 401(k) or any other benefit available to the Indemnitee's
employees; and (iv) the Indemnitee is liable to any party, for any reason, due to the
negligent performance of Services or omissions by an employee, agent or subcontractor
of the Contractor; (D) bodily injury, including death, to any person or persons due to the
negligent, reckless or willful actions or omissions of the Contractor or its agents or
subcontractors; (E) damage to or destruction of any property, including loss of use
thereof, due to the negligent, reckless or willful actions or omissions of the Contractor, or
its agents or subcontractors. Individual employees, agents and subcontractors of the
Contractor who are performing services for the Indemnitee under this Agreement shall
be considered to be employees, agents or subcontractors of the Contractor for all
purposes under this Agreement, notwithstanding any judicial or administrative
determination that such employees, agents or subcontractors of the other party should
be regarded as employees under applicable law. All actions of the employees, agents and
subcontractors of the Contractor under this Agreement shall be deemed to be actions of
the Contractor under these indemnities and this Agreement. In furtherance of the
foregoing indemnification and not by way of limitation thereof, the Contractor hereby
waives any defense or immunity it might otherwise have under applicable worker’s
compensation laws or any other statute or judicial decision (including, for Work or
services to be conducted in Maine, without limitation, Diamond International Corp. v
Sullivan & Merritt, Inc. 493 A2d. 1043 (Me 1985)) disallowing or limiting such
indemnification, and the Contractor consents to a cause of action for indemnity.
6.2 Patents and Royalties. If any design, device, material or process covered by letters patent
or copyright is used by the Contractor in Contractor’s Work, Contractor shall provide for
such use by legal agreement with the owner of the patent or a duly authorized licensee
of such owner. The Contractor shall pay all royalties and license fees. The Contractor
shall defend, indemnify and hold harmless the Owner from and against all liability, claims,
and losses for infringement of any patent rights, except that the Owner shall be
responsible for all such loss when a particular design, process or product of a particular
manufacturer or manufacturers is specified by the Owner in the Specification, but if the
Contractor has reason to believe that the design, process or product specified is an
infringement of a patent, Contractor shall be responsible for such loss unless it promptly
gives such information to the Owner. Contractor shall have no obligation hereunder and
this provision shall not apply when any action is settled or otherwise terminated without
the prior written consent of Contractor.
15
Internal Use
6.3 Permits. With the exception of Owner permits identified in Appendix C (Contract
Datasheet), all permits, governmental fees and licenses necessary for the proper
execution and completion of the Work shall be secured and paid for by the Contractor,
unless otherwise specified in the agreement. In the event of a delay in the issuance of
any Owner permit identified in Appendix C (Contract Datasheet), for causes not
attributable to either of the parties, then it is agreed that, if necessary, a day for day delay
in the schedule of performance shall be allowed as caused by such delayed permit
issuance, together with an adjustment in the Agreement Sum due to such delay .
6.4 Compliance with Laws. The Contractor shall give all notices and comply with all federal,
state and local laws, ordinances, rules, regulations and orders bearing on the
performance of the Work. If the Contractor discovers that the Agreement (together with
its appendices and related purchase order(s)) are at variance therewith in any respect,
the Contractor shall promptly notify the Owner in writing, and any necessary changes
shall be made by appropriate modification. If any regulation, law, rule, regulation,
ordinance, by-law etc., and any derivatives including but not limited to permits, licenses
or codes, coming into force after date of Contractor’s bid should cause an increase of the
Contractor’s cost, then, with Owner’s prior written consent (which consent shall not be
unreasonably withheld) the Agreement Sum shall be adjusted by an amount equivalent
to said increase.
6.5 Written Notice. Written notice shall be considered as duly served when delivered in
person or sent by registered mail to the individual, member of the firm or officer of the
corporation for whom it was intended, or to the last known business address.
6.6 Safety. See Appendix N (Contractors Safety Requirements) for Owner’s Contractors
Safety Requirements. Contractor is to follow these requirements at all times while
performing work for Owner.
ARTICLE 7 - TIME
7.1 Notice To Proceed. Following execution of this Agreement by the Owner and the
Contractor, written notice to proceed with the Work shall be given by the Owner to the
Contractor. The date to commence Work is the date established in the notice to proceed.
If there is no notice to proceed, it shall be the date of this Agreement or such other date
as may be specified by the Owner.
7.2 Schedule of Completion. Contractor shall perform the Work so that all of the milestone
events are completed on or before the dates specified in Appendix A (Specifications and
Schedule) for each milestone event.
7.3 Site Access Date. Contractor shall not enter or commence any portion of the Work on the
Site until Owner notifies Contractor that all necessary clearances for the Work on Site
have been obtained, which clearances should be granted on or before the Site Access
16
Internal Use
Date specified in Appendix C (Contract Datasheet). Owner shall promptly advise

Contractor of any change in Site Access Date. Any material postponement of the Site
Access Date will be deemed proper cause for equitable adjustment.
7.4 Substantial Completion. After Substantial Completion has been achieved, a Certificate of
Substantial Completion shall be issued by the Owner. The Certificate does not relieve the
Contractor of its obligation to complete all the Work including punch-list items as required
to achieve Final Completion. It entitles the Owner to occupy the Work or designated
portions thereof for the use for which it is specified. Title and risk of loss shall pass to
Owner when Owner issues a Certificate of Substantial Completion or the Work is
Energized, whichever comes first.
7.5 Progress and Completion. It is expressly understood by the Contractor and Owner that
time is important in the performance of this Agreement.
The Contractor shall begin the Work on the date of commencement set forth in the
written notice to proceed. The Contractor shall carry the Work forward expeditiously
with adequate forces and shall complete it in accordance with the Schedule.
7.6 Delay Damages. If the Contractor neglects, fails, or refuses to complete the Work within
the time specified for Substantial Completion in this Agreement, then the Contractor does
hereby agree to pay to the Owner, as liquidated damages (“Delay Liquidated Damages”)
and not as a penalty, the sum of one half of one percent (0.5%) of the Agreement Sum
per day for each calendar day beyond the Substantial Completion Date in this Agreement
until Substantial Completion is achieved.
The said amount is fixed and agreed on by and between the Contractor and the Owner
because of the impracticability and extreme difficulty of fixing and ascertaining the true
value of the damages which the Owner will sustain by failure of the Contractor to
complete the Work on time, such as loss of revenue, service charges, interest charges,
delays caused to other construction activities of Owner by failure to perform this
Contract, and other damages, some of which are indefinite and not susceptible of easy
proof. The Delay Liquidated Damages amount is agreed to be a reasonable estimate of
the amount of damages which the Owner will sustain and said amount shall be deducted
from any monies due or that may become due to the Contractor. If monies owed to
Contractor under this Agreement are insufficient to cover said Delay Liquidated Damages,
then the Contractor shall pay the amount of the difference.
7.7 Unforeseen Conditions. In the event unforeseen conditions require an increase in the
Owner's cost obligation of fifteen percent (15%) or more of the Agreement Sum, this
Agreement will be modified or amended to reflect said increase. In the event it is
determined that any change from the description of Work contained in this Agreement is
required, written approval must be secured from the Owner prior to the beginning of such
work.
17
Internal Use
Reimbursement for increased work and/or substantial change in the description of Work
shall be limited to costs covered by written modification, change order, or extra work
order approved by the Owner and subject to Appendix G (Change Order Pricing) and
Appendix H (Change Order Request Form).
ARTICLE 8 - PAYMENTS
8.1 Agreement Sum. The Agreement Sum is stated in Appendix B (Agreement Sum and
Payment Schedule) and is the total amount payable by the Owner to the Contractor for
the performance of the Work under this Agreement. The Agreement Sum is fixed. Any
work additional to the Work shall be done on a fixed price basis or on a time and materials
basis as agreed to by the Owner and Contractor prior to the commencement of such
additional work.
Before submitting the first invoice, the Contractor shall submit a complete breakdown of
the Agreement Sum showing the value assigned to each part of the Work including an
allowance for profit and overhead. Upon Owner’s approval of the breakdown of the
Agreement Sum, it shall be used only as a basis for the Contractor's invoice.
For lump-sum agreements the Contractor is to provide invoicing showing material costs
and the total cost of the project or applicable portion thereof.
8.2 Payments. On or before the tenth day of each month, or as otherwise agreed by the
parties in writing, the Contractor shall submit to the Owner an itemized invoice showing
the percentage and value of the Work completed during the previous month, including
materials received and stored on the job Site. Invoices shall be submitted utilizing
American Institute of Architects (AIA) forms 702 and 703, as set forth in Appendix F (Form
of Invoice) to this Agreement. Each invoice shall be accompanied by the Contractor’s
waiver and release in the form of Appendix K-1 or Appendix K-2 for final invoice.
Sixty (60) days after acceptance of the invoice, the Owner shall make payment to the
Contractor of ninety percent (90%) of the undisputed amount. Payment may be withheld
and may be paid directly to third parties in accordance with Section 8.3 if Contractor has
failed to comply with its lien obligations under Section 8.5 herein.
Final payment shall be made Sixty (60) days after final acceptance of the Work but in no
event later than seventy five (75) days from the In-Service Date unless Owner determines
that Contractor has failed to achieve Final Completion during such time period.
The Contractor warrants that title to all Work covered by an invoice, whether
incorporated in the Project or not, will pass to the Owner upon the receipt of such
payment by the Contractor, free and clear of all liens, claims, security interests or
encumbrances, hereinafter referred to in this Article 8 as "liens"; and that subject to
Owner’s continued obligation to make payments owed, no Work covered by an invoice
18
Internal Use
will have been acquired by the Contractor, or by any other person performing the Work
at the Site or furnishing materials and equipment for the Work, subject to an agreement
under which an interest therein or encumbrance thereon is retained by the seller or
otherwise imposed by the Contractor, or its Subcontractors or suppliers.
8.3 Payments Withheld. The Owner may withhold, or, on account of subsequently discovered
evidence, nullify the whole or part of any invoice to such extent as may be necessary to
protect itself from loss on account of:
a) defective Work not remedied;

b) third party claims filed or reasonable evidence indicating probable filing of such claims
which Contractor has failed to remove within a reasonable period of time after
receiving notice of such;
c) failure of the Contractor to make payments due to Subcontractors, its suppliers or
employees;
d) reasonable indication that the Work will not be completed within the Agreement
Time;
e) prosecution of Work that does not comply with this Agreement;
f) failure of the Contractor to submit estimates of partial payments, or lack of accurate
supporting data;
g) invoicing which is incorrect; or
h) breach of any material term or condition of this Agreement.
When the above grounds are removed, or the Contractor provides a bond satisfactory to
the Owner which will protect the Owner in the amount withheld, payment shall be made
for such amounts withheld.
8.4 Payment Disclaimer. In no event shall payment or partial payment by Owner for any
material or service rendered by Contractor be construed as Owner's acceptance of that
material or service. Such payment by Owner to Contractor in no way releases Contractor
from any of its obligations under this Agreement.
8.5 Final Completion and Final Payment. When the Contractor determines that the Work is
substantially complete in accordance with this Agreement, the Contractor shall, together
with Owner, prepare a punch-list of items to be completed or corrected by Contractor.
The failure to include any items on such list does not alter the responsibility of the
Contractor to complete all Work in accordance with this Agreement. When Contractor
achieves Final Completion, upon receipt of written notice that the Work is ready for , final
inspection and acceptance, and upon receipt of final invoice, the Owner will promptly
make such inspection and, when Owner finds the Work conforming to this Agreement
and this Agreement fully performed, Owner will make final payment in accordance with
time periods set forth in Section 8.2.
19
Internal Use
The final payment (including the ten percent (10%) retainage) shall not become due until
the Contractor submits to the Owner (i) an Affidavit that all Contractor’s payrolls, bills for
materials and equipment, and other indebtedness connected with the Work for which
the Owner or its property might in any way be responsible, have been paid or otherwise
satisfied, and (ii) consent of surety, if any, to final payment, and data establishing payment
or satisfaction of all such obligations, such as receipts, releases and waivers of liens arising
out of this Agreement, to the extent and in such form as indicated in Section 8.2 and
Appendix forms K-1 or K-2, as applicable. If any subcontractor refuses to furnish a release
or waiver required by the Owner, the Contractor may furnish a bond satisfactory to the
Owner to indemnify him against any such lien. If any such lien remains unsatisfied after
all payments are made, the Contractor shall refund to the Owner all moneys that the
latter may be compelled to pay in discharging such lien, including all costs and reasonable
attorney's fees provided that Contractor has failed to remove any such lien within a
reasonable time after being notified of its filing.
If after Substantial Completion of the Work and occurrence of the In-Service Date, Final
Completion thereof is materially delayed through no fault of the Contractor, the Owner
shall, without terminating this Agreement, make payment of the balance due for that
portion of the Work fully completed.
The making of final payment shall constitute a waiver of all claims by the Owner except
those arising from:
1) outstanding liens;
2) faulty, defective, or nonconforming Work;
3) failure of the Work to comply with the requirements of this Agreement, or
4) terms of any warranties or guarantees required by this Agreement.
The acceptance of final payment shall constitute a waiver of all payment claims by the
Contractor except those previously made in writing and still unsettled.
8.6 Financial Security for Performance. As financial security for Contractor’s faithful
performance of its obligations hereunder, Contractor shall furnish to Owner and keep in
force during the term of this Agreement performance and payment bonds guaranteeing
that the Contractor will perform its obligations under this Agreement and will pay for all
labor and materials furnished for the Work, as well as make any payments required under
this Agreement. Such bonds: (i) shall be issued in a form reasonably acceptable to Owner
by a surety company licensed to transact business in the State of New York and named
on the current list of surety companies acceptable on federal bonds; (ii) shall be submitted
to the Owner for approval as to form; (iii) shall name the Owner as obligee; and (d) shall
be in an amount equal to at least one hundred percent (100%) of the Agreement Sum (as
20
Internal Use
the same may be adjusted from time to time pursuant to this Agreement). The Contractor
shall deliver the executed, approved bonds to the Owner prior to the commencement of
the Work.
If at any time a surety company on any bonds is declared bankrupt, files a voluntary
petition for bankruptcy, loses its right to transact business in New York, or is removed
from the list of surety companies accepted on federal bonds, the Contractor or
Subcontractor shall immediately notify the Owner, and within five (5) days thereafter,
substitute an acceptable bond (or bonds) in such form as may be reasonably acceptable
to Owner. If a surety company is, in the reasonable opinion of Owner, insolvent, the
Contractor or Subcontractor shall within five (5) days after notice from Owner to do so,
substitute an acceptable bond (or bonds) in such form as may be reasonably acceptable
to Owner. Such replacement surety company and bond shall meet the requirements set
forth in this Section 8.6. No further payments from the Owner shall be deemed due and
owing nor shall they be made until the replacement surety company has furnished an
acceptable bond to the Owner.
ARTICLE 9 - CHANGES IN THE WORK
9.1 Change Orders. The Owner reserves the right to order changes in the Work through
additions, deletions or other revisions. All such changes in the Work shall be authorized
by change order, and shall be executed under the applicable conditions of this
Agreement. The Agreement Sum and Agreement Time affected by the change shall be
adjusted at the time the change order is executed.
A change order is a written order to the Contractor signed by the Owner, issued after the
execution of this Agreement, authorizing a change in the Work and/or an adjustment in
the Agreement Sum or Agreement Time. A change order may also be signed by the
Contractor if the Contractor agrees to the adjustment in the Agreement Sum or the
Agreement Time. The Agreement Sum and the Agreement Time may be changed only by
a change order that is signed by both the Owner and the Contractor.
The cost or credit to the Owner resulting from a change in the Work shall be determined
in one or more of the following ways:
a) By mutual acceptance of a lump sum properly itemized;
b) By unit prices stated in this Agreement or subsequently agreed upon; or
c) By cost and a mutually acceptable fixed or percentage fee.

If unit prices are stated in Appendix G (Change Order Pricing) or subsequently agreed
upon, and if the quantities originally contemplated are so changed in a proposed change
order that application of the agreed unit prices to the quantities of work proposed will
create a hardship on the Owner or the Contractor, the applicable unit prices shall be
equitably adjusted to prevent such hardship. However, the Owner shall have the right to
21
Internal Use
adjust the quantities provided in this Agreement by as much as 20% without a

corresponding change in the unit price for the item(s) involved.
9.2 Differing Site Conditions. Should concealed conditions encountered in the performance of
the Work below the surface of the ground be at variance with the conditions indicated by
this Agreement or should unknown physical conditions below the surface of the ground
of an unusual nature differing materially from those ordinarily encountered and generally
recognized as inherent in work of the character provided for in this Agreement be
encountered, the Agreement Sum shall be equitably adjusted by change order upon claim
by either party made within twenty (20) days after the first observance of the conditions.
9.3 Claims for Additional Costs. If the Contractor claims that additional costs are involved
because of (i) any written interpretation of this Agreement issued by the Owner or (ii) any
order by the Owner to stop the Work where the Contractor was not at fault, or (iii) any
other event, the Contractor shall submit such claim by giving the Owner written notice
thereof within seven (7) days after the occurrence of the event or of the time Contractor
first becomes aware of the event giving rise to such claim. Such notice shall be in the
format displayed in Appendix H (Change Order Request Form) and shall be given by the
Contractor before proceeding to execute the Work, except in an emergency endangering
life or property. No such claim for additional compensation shall be valid unless so made.
Any change in the Agreement Sum resulting from such claim must be authorized by
Owner in a change order.
ARTICLE 10 - MISCELLANEOUS PROVISIONS
10.1 Governing Law. This Agreement shall be governed by and construed according to the
laws of the State of New York.
10.2 Non-Assignment. The Contractor shall not assign this Agreement in whole or in part nor
any right hereunder without the prior written consent of Owner. The assignment by the
Contractor of this Agreement or any interest therein, or of any money due or to become
due by reason of the terms hereof without the prior written consent of Owner shall be
void.
10.3 Cleaning Up. The Contractor shall at all times keep the premises free from accumulation
of waste materials or rubbish caused by its operations. At the completion of the Work
the Contractor shall remove from the Owner's property, and from all public and private
property, all temporary structures, rubbish and waste materials, tools, construction
equipment, machinery, and surplus materials, leaving the Site smooth, clean and true to
line and grade.
10.4 Interest. Any moneys not paid when due to either party under this Agreement shall bear
interest at the legal rate in force in the State of New York.
22
Internal Use
10.5 Arbitration. All claims, disputes and other matters in question arising out of, or relating
to, this Agreement or the breach thereof, except for claims which have been waived by
the making or acceptance of final payment as provided herein, shall be decided by
arbitration in accordance with the Construction Industry Arbitration Rules of the
American Arbitration Association then in force unless the parties mutually agree
otherwise. Any arbitration proceedings shall take place in the State of New York. This
agreement to arbitrate shall be specifically enforceable under the prevailing arbitration
law. The award rendered by the arbitrators shall be final, and judgment may be entered
upon it in accordance with applicable law in any court having jurisdiction thereof.
The Contractor shall not cause a delay of the Work because of the pendency of arbitration
proceedings, but Contractor shall only continue working until the arbitrators shall have
an opportunity to determine whether or not the Work shall continue during the pendency
of the arbitration proceedings.
The demand for arbitration shall be filed in writing with the adverse party, and with the
American Arbitration Association and shall be served by registered mail to the last known
address of each. The demand shall be made within a reasonable time after the dispute
has arisen. In no case, however, shall the demand be made later than the time of final
payment, except as may be otherwise expressly stipulated in this Agreement.
In no case shall punitive damages be awarded to either party in any arbitration resulting
from performance under this Agreement. Once the arbitral award is determined and, if
applicable, apportioned, the prevailing party shall be entitled to receive reimbursement
from the non-prevailing party of any amounts paid including attorney's fees and costs
incurred hereunder in connection with the arbitration proceeding.
The award of the arbitrators shall be in writing and acknowledged like a deed to be
recorded and a duplicate shall be delivered personally or by registered mail forthwith
upon its rendition to each of the parties to the controversy and to the Owner. Judgment
may be rendered upon the award by the federal court or the highest state court having
jurisdiction to render same.
10.6 Separate Agreements. The Owner may award other agreements in connection with other
portions of the Project. The Contractor shall cooperate with other contractors with
regard to storage of materials and equipment and the execution of their work. It shall be
the Contractor's responsibility to inspect all work by other contractors affecting its Work
and to report to the Owner any irregularities which will not permit it to complete its Work
in a satisfactory manner. The Contractor shall not be responsible for defects of which
Contractor could not have known, which develop in the work of others after the Work is
completed.
Should the Contractor cause damage to the work or property of any separate contractor
on the Project, the Contractor shall, upon due notice, settle with such separate contractor
23
Internal Use
by agreement or arbitration, if Contractor will so settle. If such separate contractor sues

the Owner or initiates an arbitration proceeding on account of any damage alleged to
have been so sustained, the Owner shall notify the Contractor who shall defend such
proceedings according to Contractor’s indemnification obligations.
10.7 Taxes.
1. All payments of sales and use tax on all purchases of tangible personal property for
resale to the Owner pursuant to this Agreement shall be made by the Contractor.
2. The Contractor, with respect to its own employees agrees to assume full
responsibility for the payment of any federal or state payroll taxes, or
contributions, for unemployment insurance, old age pensions, annuities, and the
like, in conformity with existing social security laws, and to indemnify the Owner
against any liability therefor.
10.8 Delivery of Material and Equipment. When it is the responsibility of the Contractor under
this Agreement to unload material and equipment at the Work Site, such unloading shall
be done expeditiously. If, in the opinion of the Owner, failure to so unload will interfere
with the progress of the Work, the Owner may unload such material and equipment upon
approval of the Contractor, at the Contractor's expense and the Contractor shall
reimburse the Owner for the actual cost thereof plus overhead.
All loss or damage to the material or equipment to be furnished by the Contractor, shall
be remedied by the Contractor up to the point of passage of risk of loss to Owner.
10.9 Wages and Hours. Wage rates established at the beginning of the Work will not be
changed without the approval of the Owner. The Work will be performed on a 40-hour
week basis insofar as possible and no overtime will be worked without prior approval of
the Owner. This Section shall not be applicable in the event that this Agreement provides
for a lump-sum or unit price agreement for the Work.
10.10 Work Records. It is understood and agreed that job accounting, job costs keeping and the
scheduling and purchasing of materials to be made a part of the Work or incidental
thereto will be carried on in accordance with the Owner's instructions. The Owner may
have a field auditor representing it in the work office on the work Site for the purpose of
facilitating the foregoing and the Contractor will give him such assistance and cooperation
as the Owner shall require. All payrolls entering directly into the cost of the Work shall
be carried in the name of the Contractor. This Section shall not be applicable to lump-sum
or unit price portions of the Work.
10.11 Limitation of Liability. To the fullest extent permitted by law, Company shall not be liable
for any special, indirect or consequential damages resulting in any way from the
performance of the services hereunder.
24
Internal Use
10.12 Interference with Operations. Interference with normal operation of the Owner's plant
or equipment, and that of all contractors or subcontractors on the work Site, shall be
avoided wherever possible. The Contractor shall not operate any of the Owner's plant or
equipment or control devices, or those of any other contractor or subcontractor on the
work Site except at the direction of and under the direct supervision of the Owner.
10.13 Setoff. Owner may set off against amounts payable to Contractor under this Agreement
any claim or charge it may have against Contractor.
10.14 Equal Opportunity. Contractor shall comply, to the extent applicable, with Executive
Order 11246, the Vietnam Era Veterans Readjustment Assistance Act of 1974, the
Rehabilitation Act of 1973, as amended, and any regulations, and reporting requirements
implemented thereunder. The equal opportunity and affirmative action clauses
contained in Title 41, Chapter 60, Sections 1.4, 250.4, and 741.3 of the Regulations of the
U.S. Department of Labor, Office of Federal Contract Compliance, and any section or
sections superseding or amending the same, are hereby incorporated by reference and
made a part hereof as though fully set forth herein.
10.15 Entire Agreement. This Agreement constitutes the entire agreement between the parties
for the Work to be performed hereunder, and supersedes any prior communications,
whether written or oral, between the parties as to such services.
This Agreement may be executed in several counterparts, each of which shall be deemed
to be an original, and such counterparts together shall constitute one and the same
instrument.
10.16 Waiver. No waiver, alteration, consent, amendment or modification of any of the

provisions of this Agreement shall be binding unless in writing and signed by a duly
authorized representative of the party to be bound.
10.17 Rights, Privileges, Remedies. All rights, privileges and remedies afforded each of the
parties hereto by this Agreement shall be deemed cumulative and the exercise of any one
or more of such rights or remedies shall not be deemed a waiver of any other right,
privilege or remedy provided for herein or available at law or in equity.
10.18 Failure to Complain. Unless otherwise provided in this Agreement, the failure of any party
hereto to complain of any act or omission on the part of the other party hereto, no matter
how long the same may continue, shall not be deemed a waiver by said party of any of its
rights hereunder. No waiver by any party hereto at any time, express or implied, of any
default or of any breach or modification of any provision of this Agreement shall be
deemed a waiver of default, breach or modification of any other provision of this
Agreement or a consent to any subsequent default, breach or modification.
25
Internal Use
10.19 Severability; Survival. In the event any provision hereof shall be declared invalid, that
provision shall be deemed severable from the remaining provisions of this Agreement,
which shall remain in full force and effect. All sections or provisions of this Agreement
with terms containing obligations or duties which by their nature are to be or may be
performed beyond any termination hereof, shall survive the termination of this
Agreement without regard to the reason for termination, including, without limitation,
provisions relating to indemnification, liability, confidentiality, warranty, etc.
10.20 Third Party Benefits. Except as may be specifically provided for herein, no provision of
this Agreement is intended or is to be construed to be for the benefit of any third party.
10.21 Force Majeure; Impracticability; Excuse. Contractor shall not be charged with any
liability for failure to perform when such failure is due to any cause beyond the control and
without the fault or negligence of Contractor, except that adverse weather shall not be deemed
a cause beyond the control of Contractor for purposes of this Agreement unless the adverse
weather is unusually severe; and provided that the Contractor shall have used its reasonable
best efforts, and rendered to Owner prompt notice in writing when it appears that such cause
will result in non-performance under this Agreement. If any such non-performance shall
threaten to impair Owner's ability to operate, Owner shall have the right at its option and
without being under any liability to Contractor to cancel by notice in writing to Contractor the
portion or portions of the Work so affected and to take such compensatory action as may be
necessary. Correspondingly, except for the obligation to make payments owed for Work
performed, Owner shall be excused for failure of performance herein due to any cause beyond
its control and without its fault or negligence.
Owner and Contractor expressly agree, notwithstanding any provision in this Agreement to the
contrary, that: (i) a COVID-19 pandemic exists worldwide as of the execution date of this
Agreement; (ii) the existence of such pandemic, and its effects, now, and for the duration of
Contractor 's performance under the Agreement, including, without limitation, effects upon
pricing, schedule, quantities or specifications, if any, shall not be cause for either Party to rely
upon, invoke, or avail itself to, any rights or remedies under this Agreement, at law, or in
equity, for a claim, or an adjustment to the price, schedule, quantities, specifications, or other
material terms of this Agreement, including the rights and remedies set forth in this Section of
this Agreement; (iii) the material terms of this Agreement, particularly terms relating to price,
schedule, quantities, availability and specifications, take into consideration, and fully account
for, the existence of such pandemic and its effects, now, and for the duration of Contractor 's
performance under the Agreement; and (iv) such pandemic shall not render either Party unable
to fulfill any of its obligations under the Agreement, and a Party shall not have any claim,
action or cause of action against the other Party in connection with such pandemic, including
any claim for frustration of purpose, change in circumstances, economic balance or
impossibility. This provision shall survive the completion or earlier termination of this
Agreement.
26
Internal Use
10.22 Employee Solicitation. During the term of this Agreement and for a period of one (1) year
thereafter, except with the prior written consent of the Company, Supplier shall not offer
employment to any employee of the Company or Company’s current or future
Affiliates with whom Supplier has had contact in connection with the negotiation,
execution, or performance of this Agreement, and Supplier shall not induce or attempt to
induce, directly or through an agent or third party, any such employee to leave the employ
of the Company or its Affiliates. As used herein, the term “Affiliate” shall mean any
person or entity controlling, controlled by, or under common control with the Company
through majority stock or other ownership interest, direct or indirect. Nothing in this
clause shall limit Supplier from employing any person who contacts Supplier on his or her
own initiative and without any solicitation by Supplier specifically directed to such
employee.
10.23 Ethics. Supplier shall comply with the AVANGRID Suppliers’ Code of Ethics ("Suppliers'
Code of Ethics") in connection with its performance under this Agreement. The Suppliers'
Code of Ethics can be found at the AVANGRID website (www.avangrid.com).
10.24 Performance Monitoring. Company will evaluate Contractors performance by utilizing

Contractor corrective action reports and Contractor performance evaluation reports. The
Contractor must provide upon request the OSHA incident rate and Experience
modification rate for Company’s review. The Company’s project manager will evaluate
the Contractor’s performance upon the conclusion of the Work by completing the
specified report. The Company will continuously monitor the Contractor’s performance.
Performance by a Contractor that is less than desirable may potentially eliminate this
Contractor from bidding on future projects and/or lump sum projects.
10.25 Continuous Improvement. Continuous improvement is the foundation of this Agreement.

Contractor warrants that it will pass on to Company in the form of price reductions in
material costs and the like. Contractor likewise will use its best efforts to improve
continuously its performance in all areas. In particular, Contractor will evaluate
opportunities for cost/price reductions on items and services ordered and to be ordered
and communicate them promptly to Company. Contractor has specifically identified
target cost reductions of 2% beyond the prices shown in Appendix B for the initial Term,
and agrees to work diligently with Company personnel toward attainment of this
objective. Contractor is expected to advance its economies of production, service, service
delivery, material handling and technical prowess at least as fast as other competitors in
its industry, and to offer the price and performance benefits of those improvements to
Company, as soon as they become available.”
10.26 No Dispute. Contractor covenants that it is not aware of any pending billing dispute or
other contractual dispute (pursuant to current contracts or contracts no longer in effect)
or any pending or threatened litigation between Contractor and/or any of Contractor’s
affiliates and Company and/or and of Company ’s affiliates.
27
Internal Use
10.27 Contractor Security Requirements. Contractor is to comply with Company’s Contractor

Security Requirements in its performance of its Work for Company under this agreement.
Company Information:
(1) The term “Company Information” means all information, in any form: (i)
furnished or made available directly or indirectly to Contractor by Company or its
Affiliates, or otherwise obtained by Contractor from Company or its Affiliates, or (ii)
obtained from Company or Company’s Affiliates in connection with the performance of
the Services.
(2) Company Information shall be and remain the property of Company or its
Affiliate(s), as appropriate. Contractor shall not possess or assert any lien or other right
against or to Company Information. No Company Information, or any part thereof, shall
be sold, assigned, leased, or otherwise disposed of or to third parties by the Contractor
or commercially exploited by or on behalf of Contractor, its employees, or agents.
(3) Upon Company's request, the termination or expiration of this Agreement

for any reason (including termination for cause) or, with respect to any particular
Company Information, on such earlier date that the same shall be no longer required by
Contractor in order to render the Services, Contractor shall promptly return to Company
such Company Information (including copies thereof) in a form reasonably requested by
Company or, if Company so elects, shall destroy such Company Information.
(4) Contractor shall not use Company Information for any purpose other than
to render the Services.
(5) Contractor shall establish and maintain safeguards against the destruction,
loss, alteration, or unauthorized use of Company Information which are equivalent to
those “best practices” employed within the Contractor’s industry.
(6) Contractor shall be familiar with and comply with the requirements of the
NERC CIP- 004 for projects at NYSEG and RGE bulk electric substations (>230Kv). The
specific CIP Standard follows:
CIP-004 Excerpt:
R3. Personnel Risk Assessment --The Contractor shall have a documented personnel risk
assessment program, in accordance with federal, state, provincial, and local laws, and
subject to existing collective bargaining unit agreements, for personnel having authorized
cyber or authorized unescorted physical access. A personnel risk assessment shall be
conducted pursuant to that program prior to such personnel being granted such access
except in specified circumstances such as an emergency. The personnel risk assessment
program shall at a minimum include:
28
Internal Use
i. R3.1. The Contractor shall ensure that each assessment conducted include, at least,
identity verification (e.g., Social Security Number verification in the U.S.) and seven-
year criminal check. The Contractor may conduct more detailed reviews, as permitted
by law and subject to existing collective bargaining unit agreements, depending upon
the criticality of the position.
ii. R3.2. The Contractor shall update each personnel risk assessment at least every seven
years after the initial personnel risk assessment or for cause.
iii. R3.3. The Contractor shall document the results of personnel risk assessments of its
personnel having authorized cyber or authorized unescorted physical access to critical
cyber assets, and that personnel risk assessments of contractor and service vendor
personnel with such access are conducted pursuant to Standard CIP-004.
10.28 Publicity. In no event shall Owner’s or its Affiliates’ names and/or logo or the name
and/or logo of it's parent company be used (whether such use be written or verbal),
duplicated, or reproduced by any means whatsoever without the prior written permission
of the Owner.
All inquiries by any governmental, business, or other entity, including media, regarding
any Work performed or to be performed by Contractor for Owner shall be directed by
Contractor to Owner for response.
10.29 Utilization of Small Business Concerns. Supplier and subcontractors of all tiers must
comply with section 52.219-8 of the Federal Acquisition Regulation. This policy requires
that small business concerns, veteran-owned small business concerns, service-disabled
veteran-owned small business concerns, HUBZone small business concerns, small
disadvantaged business concerns, women-owned small business, Alaskan Native
Corporation, and Indian tribe concerns shall have the maximum practicable opportunity
to participate in the performance of Services.
10.30 Small Business Subcontracting Plan. Some or all of the Goods and Services provided
hereunder may be used in a contract with the federal government and, therefore, may
be subject to the requirements of FAR section 52.219-9. If applicable, each Supplier
(except small business concerns) whose contract is expected to exceed $650,000
($1,500,000 for construction) and has subcontracting possibilities is required to submit
an acceptable subcontracting plan to the Customer. The plan shall include spending goals
with businesses that are defined by the U.S. Small Business Administration as small,
women-owned small, veteran-owned small, service-disabled veteran-owned small,
HUBZone, small disadvantaged (SDB), Alaskan Native Corporations, and Indian tribes. If
the Supplier fails to submit a plan within the time limit prescribed by the Customer,
Customer may terminate this Agreement.
29
Internal Use
The Supplier assures that the clause entitled “Small Business Subcontracting Plan” will be
included in all subcontracts, that offer further subcontracting opportunities, and all
subcontractors (except small business concerns) who receive subcontracts in excess of
$650,000 ($1,500,000 for construction) will be required to adopt a plan similar to this
plan.
30
Internal Use
Robert Fitzgerald
VP - Controler AGR Network
6/26/2020
Anthony Marone
President & CEO
6/26/2020
APPENDIX A
Specifications and Schedule
Vienna Road
1. GENERAL PROJECT INFORMATION

1.1. PROJECT SUMMARY
1.1.1. A 12-inch diameter coated steel distribution pipeline located in the Towns of Palmyra, Manchester,
and Arcadia, and the Village of Newark in the State of New York. This is an approximately 8.2 mile
pipeline with a maximum allowable operating pressure (MAOP) of 120 psi. The new pipeline will be
fed from an existing Vienna Road regulator station (RS420090), and will feed gas through areas of
both diverse terrain and functional use. This pipeline will connect to the existing 10-inch steel main,
NYSEG main 60001A, just west of the Palmyra City Gate Station (RS420085).
1.1.2. An approximately 2,600 foot 4-inch HDPE Main extension from the new 12-inch pipeline at County
Road 7 to Regulator Station #42032 in Port Gibson.
1.1.3. Service tie overs for residential customers from the existing 8-inch feeder main to the new 12-inch
pipeline will be completed after the new pipeline and Port Gibson main extension is put into service.
1.1.4. Cut dead of the existing 8-inch Macedon-Feeder main after all services have been removed from the
existing 8-inch feeder main. All activities to perform the cut dead in accordance with AVANGRID
standards, specifications, and design are included within this scope of work.
1.1.5. OWNER, without invalidating this agreement, reserves the right to change the scope of the project,
either in terms of completion date or pipeline mileage to be installed per year.
1.2. DEFINITIONS
1.2.1. Construction Manager: OWNER’s representative responsible for running all or part of a construction
site. They are responsible for overall planning, coordination, and control of a project from beginning
to completion.
1.2.2. CONTRACTOR: Organization contracted by AVANGRID to supply materials, labor and/or execute
construction.
1.2.3. “Jack & Bore”: Refers to the pipe installation method by which the pipe is “jacked” horizontally
through the ground while under hydraulic pressure. The pipe is connected to an auger head which
removes an equivalent area from the surrounding soil as the head is advanced, or is “bored.”
1.2.4. OWNER: AVANGRID and New York State Electric & Gas (NYSEG), which will be the final owner and
operator of all aspects constructed in this project.
1.2.5. Owner Engineering: Owner’s representative responsible for the design, quality and detailed
engineering of the project.
1.2.6. Owner’s Agent: Owner’s representative responsible for the project management and construction
coordination.
1.2.7. Project Management Services: Owner’s representative company responsible for the project
management and construction coordination, supervision, and control.
1.2.8. Project Manager: Project Management Services representative in charge of project management for
the project.
1.3. ABBREVIATIONS
1.3.1. AVANGRID GES: AVANGRID Gas Engineering Services
1.3.2. DPS: Department of Public Service
32
Internal Use
1.3.3. HDD: Horizontal Directional Drill

1.3.4. ISD: In Service Date
1.3.5. ITEO: Technical Bid Assessment Report
1.3.6. ITP: Inspection and Test Plan
1.3.7. IUMC: Iberdrola USA Management Corporation (Procurement Services)
1.3.8. MAOP: Maximum Allowable Operating Pressure
1.3.9. NYSEG: New York State Electric & Gas
1.3.10. PMP: Project Management Plan
1.3.11. PMS: Project Management Services
1.3.12. PO: Purchase Order
1.3.13. PSI: Pounds Per Square Inch
1.3.14. TS: Technical Specification
2. PROJECT DESCRIPTION
2.1. PROJECT DESCRIPTION AND STATUS
2.1.1. The project requires the installation of a 12-inch diameter coated steel distribution pipeline located
in the Towns of Palmyra, Manchester, and Arcadia, and the Village of Newark in the State of New
York. The new distribution main will replace the existing 8” steel main, which supplies gas to: The
Town of Macedon, the Town and Village of Palmyra, the Village of Newark, Port Gibson, and
residences along Rt. 31. The route, as outlined in the project documents, is approximately 8.2 miles
long and traverses: wooded right-of-way (ROW), industrial development areas, and residential and
agricultural districts. The new pipeline will be fed from the Vienna Road Regulator Station (Station
#420090) located in the Town of Arcadia. The pipeline will operate at a MAOP of 120 psi and will
connect to the existing 10” steel main (NYSEG main 60001A) just to the west of the Palmyra City Gate
Station (Station #420085).
2.1.2. Pipeline procedure (Appendix F) details which parts of the pipeline are LPM, sections to be retired
and system expansion.
2.1.3. There are several road crossings included in this project, the majority of which will be done using
trenchless installation; means and methods are indicated in the project plans. The proposed
trenchless methods are not required; if the CONTRACTOR elects to use an alternative trenchless
method then the CONTRACTOR shall submit a detailed plan outlining their approach as part of the
execution plan with their proposal.
2.1.4. Two district regulators will need to be tied over to this new main, along with multiple ancillary gas
main extensions and residential/commercial gas service tie overs.
2.1.5. Engineering and design of the pipeline and associated work is complete, with ROW for this project
clearly defined on the project documents. To address any questions or concerns raised during the
bidding process, addenda will be issued to the bidding documents before the process is complete.
Procurement of pipe, fittings, flanges, and valves is underway at the time of this bid.
2.2. PROJECT GOALS
2.2.1. The milestones outlined in this RFP are non-negotiable. These project milestones and goals are as
follows:
2.2.1.1. To construct the pipeline in a safe and efficient manner;
2.2.1.2. To construct the pipeline on schedule, within the allotted timeframe of approximately 4.5
months;
2.2.1.3. To construct the pipeline within the specifications of the design drawings;
2.2.1.4. To maintain positive relationship with the community and property owners; and
2.2.1.5. To meet the required in-service date (ISD) of 10/1/2020
2.3. PROJECT SCHEDULE
33
Internal Use
2.3.1. In an effort to mitigate the impact of identified risks, the milestone table identifies required dates
for various project features to be completed in advance of overall project completion. It is the
CONTRACTOR’s responsibility to sequence the project and execute in accordance with the
milestone schedule or receive penalty as defined in Section 3.3 LIQUIDATED DAMAGES. If
CONTRACTOR takes exception to a date or dates, the bid proposal shall: clearly identify such
exception, include a narrative justification, and identify a new milestone date that is suitable. The
project milestone schedule is as follows:
Pre-construction / Mobilization May 18, 2020

All Materials On-Site June 1, 2020
Start Pipe construction June 8 2020
*Wayne County Vienna Road Section
July 31, 2020
Complete
All Road and Stream Crossings
Sept 18, 2020
Complete
12-inch Pipeline & Port Gibson Main
Dec 1, 2020
Extension In Service
All Customer Service Tie-overs
Complete Dec 31, 2020
Cut Dead Complete TBD
FINAL RESTORATION COMPLETE Oct 31, 2020
Temporary Stabilization/Winter
Oct 31, 2020
Stabilization Complete (If Applicable)
2.3.2. The Wayne County Vienna Road Section needs to be completed by the date indicated on the
Milestone Schedule to allow for repaving of the roadway to be performed by Wayne County. This
section is defined as all work to be performed on Vienna Road County Road 318 within Wayne
County.
2.3.3. If Final Restoration is not complete by 10/1/2020, temporary stabilization/winter stabilization
must be started and completed by 10/31/2020. Final restoration would then be performed in
Spring 2021.
2.4. PROJECT RISKS

2.4.1. Aspects of this project that should be considered risks include the following:
2.4.1.1. Soil management associated with handling spoil materials during roadside excavation;
2.4.1.2. Work taking place through agricultural lands, along and through wetland areas, and the
environmental considerations associated with those efforts;
2.4.1.3.Schedule impacts associated with working along busy commercial districts and within
highway ROWs;
2.4.1.4.Narrow ROW and heavy construction traffic along the alignment increasing the likelihood
of accidents/safety incidents and/or near misses; and
2.4.1.5.Resources, equipment, number of crews and field management necessary to meet the
aggressive deadline and milestone.
3. PROJECT INFORMATION
3.1. COMPANY’S PROJECT MANAGER
3.1.1. The OWNER’s Project Manager, Engineer and Environmental Compliance Personnel:
3.1.1.1. Dave Bovee - Project Manager NYSEG
1300 Scottsville Road Rochester, NY 14624
p. 585-771-2263 c. 585-315-1233
[email protected]
34
Internal Use
3.1.1.3. Tom Ricci, PE Owner’s Engineer NYSEG

p.607-762-5647
[email protected]
3.1.1.4. Brian Bury Environmental Compliance NYSEG
18 Link Drive P.O. Box 5224, Binghamton, NY 13902-5224
p. 607-762-8835
[email protected]
3.2. OWNER’S Construction Manager
3.2.1. TBD
3.3. OWNER’S Environmental Monitor and SWPPP Compliance Inspector
3.3.1. TBD
3.4. CONTRACTOR
3.4.1. The following terms shall mean the CONTRACTOR or others engaged in the work on their behalf:
3.4.1.1. Installer
3.4.1.2. Supplier
3.4.1.3. Subcontractor
3.4.1.4. Fabricator
3.4.1.5. Constructor
3.5. CORRESPONDENCE
3.5.1. Correspondence and transmittals of information shall be sent to the OWNER’s construction manager
with a copy to both the OWNER’s project manager and project management engineer.
3.6. PERFORMANCE OF WORK
3.6.1. CONTRACTOR shall work diligently and complete the work within the applicable time set forth in the
contract. With the exception of Force Majeure, the CONTRACTOR shall work overtime, extra shifts,
and/or provide any other methods as required to meet the completion date shown in the milestone
schedule at no extra cost to OWNER, engineer or OWNER’s Consultants.
3.6.2. The CONTRACTOR shall not enter upon, with personnel, material, or equipment, any lands or
property outside the ROW limits shown on the contract drawings or any other property not under
contractual agreement by the Company. CONTRACTOR shall verify with the OWNER that all ROW
contracts have been secured prior to start of any work and before entering such properties. Any and
all fines, penalties and the like, imposed on OWNER for CONTRACTORS entry, use, etc. on lands not
under Contract by OWNER shall be borne by the CONTRACTOR.
3.6.3. CONTRACTOR shall perform all work within the Limits of Disturbance (LOD) as shown on the contract
drawings. CONTRACTOR is allowed to facilitate agreements with property Owners for additional
space and usage of their property. All agreements shall be communicated to the OWNER and its
agents prior to use of such additional space.
3.6.4. The CONTRACTOR shall be responsible for any damages of property, including both on and off
the ROW, throughout the duration of the project. This shall include, but not be limited to, damage
to agricultural areas, CONTRACTOR’s temporary laydown and parking areas, or other public or
private property.
3.6.5. The CONTRACTOR shall be the prime or general contractor, and will be responsible for all
subcontract work and subcontractors.
3.6.6. The CONTRACTOR shall adhere to all provisions of OWNER’s Contractor Safety Requirements.
3.6.7. CONTRACTOR shall organize and execute the work so as to comply at all times with the
requirements of scheduling as defined in the contract and as stated herein.
3.6.8. The order of the work shall adhere to the project schedule developed by the CONTRACTOR and
approved by the OWNER consistent with the project-specific milestone schedule requirements
35
Internal Use
provided by the OWNER. The CONTRACTOR shall be responsible for the method and order within
this section ensuring safety, satisfactory quality, and the rapid and economical completion of the
work in harmony and cooperation with other parties.
3.6.9. The CONTRACTOR shall provide the OWNER with a detailed proposal of work as a component of
their response to the Request for Proposal. Similarly, the CONTRACTOR shall provide a detailed
work plan in advance of their executing each part of the work; this plan shall include, but not be
limited to: copies of working drawings; information as to conditions, capacity, and capability of
CONTRACTOR’s equipment and facilities; proposed means and methods for the execution of the
Work; and plan staffing/labor allocations, etc.. If at any time before the commencement, or during
the progress of, the work any part of CONTRACTOR’s facilities, or any of their methods of
executing the work, appear to the OWNER, and/or its agents, to be inadequate to ensure the
required quality, or rate of progress of the work, the OWNER, and/or its agents, may require the
CONTRACTOR to change, improve their facilities, plant, methods and/or add additional resources
at the CONTRACTOR’s expense. CONTRACTOR shall promptly comply with requirements; but
neither compliance with such requirements, nor failure of OWNER, and/or its agents, to issue
such requirements shall relieve CONTRACTOR of the obligation to secure the degree of quality of
work and the rate of progress required by the Contract. CONTRACTOR alone shall be responsible
for the safety, quality and adequacy of their plan and methods.
3.6.10. CONTRACTOR shall confine their work plan, operations, and material to the work areas as
shown on the drawings, or as required by OWNER.
3.6.11. CONTRACTOR shall employ only competent and skillful workers to perform and complete the
work. OWNER, and/or its agents, may notify CONTRACTOR when any employee on the project is,
in their opinion, incompetent or disorderly, or has refused to carry out the provisions of the
Contract, or has used threatening or abusive language to any person on the project representing
OWNER or ENGINEER, or is otherwise unsatisfactory. Upon CONTRACTOR’s receipt of such notice,
such employee shall be discharged immediately from the project and shall not be employed again
on the project, except with the written permission of OWNER, and/or its agents.
3.6.12. During execution of the project, CONTRACTOR shall not hire employees of OWNER, ENGINEER,
others in contract with OWNER, or their subcontractors, without written release from such
employer. CONTRACTOR shall be solely responsible for employees leaving their employ for any
reason until such employee has left the site.
3.6.13. CONTRACTOR shall be completely responsible for notifying their subcontractors and others
engaged in the project on their behalf of all requirements under the Contract. This applies to
technical specifications and drawing requirements, as well as contractual obligations.
3.6.14. Drawings, specifications and specified materials are intended to be complementary to one
another. Information contained in one and absent in the other shall be treated as if contained in both.
If the CONTRACTOR finds any discrepancies between drawings and these specifications, or any errors
or omissions in dimensions or instructions given by drawings or specifications, he shall immediately
notify the OWNER, in writing, and the OWNER shall promptly do the same. Any work performed after
such discovery, unless authorized by the OWNER in writing, shall be at the CONTRACTOR’s expense.
4. SUMMARY OF WORK
4.1. OVERVIEW OF SERVICES
4.1.1. The project consists of providing construction installation services as outlined herein for OWNER
for the installation of a new 12-inch coated steel natural gas pipeline. Such construction is to
include, but may not be limited to: ROW clearing and grubbing; installation and maintenance of
erosion and sediment control measures; pipeline fabrication, assembly, installation, and testing;
backfill operations; trenchless pipe installations—“jack and bore,” or horizontal directional drill—
as identified in the project plans; grading and restoration of all disturbed surfaces in kind; vehicle
access construction; laydown area development and restoration; corrosive coating and painting
of the piping; all as shown on the contract drawings (Appendix A), and outlined herein.
4.1.2. This project shall be constructed under the terms and conditions of Federal Code 49CFR 192, New
York State Code 255, ASME Code B31.8, API 1104 Regulations, API 5L – specification for line pipe
and this specification.
36
Internal Use
4.1.3. The CONTRACTOR shall provide all tools, equipment, labor, supervision and consumable materials
to completely fabricate, install, test, clean and paint as required the new equipment and facilities
as shown on the Contract drawings and as stated herein, including, but not limited to: the
completion of all site clearing and grading; establishment and maintenance of temporary site
erosion and runoff controls; all pipe, valves, and welded fittings; cathodic protection and AC
mitigation devices; access roads; chain link fences and gates; and final site restoration.
4.1.4. Additional responsibility includes, but shall not be limited to: all site clearing, cut and fill grading
to the elevation and limits as shown on the drawings, and corrosion protection system installation
(Impressed Current System).
4.1.5. The CONTRACTOR is responsible for any and all training and qualifications as required for any
activities encompassed within this scope of work. Such items may include, but are not limited to:
qualifying coaters (OQs must meet manufacturer’s required training [Powercrete and SPC]),
welding, Operator Qualifications to meet AVANGRID requirements, safety, etc.
4.2. WORK BY OWNER
4.2.1. Provide all piping, fittings, valves, flanges, gaskets, nuts, bolts, insulators, stainless steel fittings,
and steel sleeves necessary for construction.
4.2.2. All blow-down, by-pass, throttling, purging and energizing procedures.
4.2.3. Safety relief valve setting and testing (for commissioning).
4.2.4. Regulator set point and confirmation (for commissioning).
4.2.5. CWI/NDE Services for welding and CIP for coating inspections.
4.2.6. Interface with New York State Department of Environmental Conservation (NYSDEC),
municipalities, landowners, and local media.
4.2.7. Monitor and inspect construction work and witness all pressure tests.
4.2.8. Tapping and stopping services.
4.2.9. Ensure compliance with Contract documents and regulatory requirements.
4.2.10. Provide testing and qualification services for the following:
4.2.10.1. Welder Qualification and Destructive Testing at CONTRACTOR’s expense.
4.2.10.2. Production Weld Non-destructive testing.
4.2.11. Provide procedures, details, and support for the following operations to be completed by OWNER's
third party.
4.2.12. Perform pre-construction survey of the ROW:
4.2.12.1. ROW stake out(s) will include the following:
4.2.12.1.1. Centerline of pipe alignment
4.2.12.1.2. Clearing limits
4.2.12.1.3. ROW limits
4.2.12.2. Flags or stakes will be place at 50-foot intervals over the entire alignment. Once
CONTRACTOR accepts responsibility for the site, the CONTRACTOR shall maintain the surveying
at their own expense.
4.2.12.3. Upon commencement of construction, the CONTRACTOR shall be responsible for
maintaining the location and visibility of all survey markers, utility flags, centerline markers,
etc. as placed prior to construction. Station number stakes must remain visible from the ROW.
4.2.13. Provide equipment and services for Odorant Pipeline Conditioning.
4.3. WORK BY CONTRACTOR
4.3.1. Provide all tools, equipment, labor, materials and consumables not provided by OWNER, and
supervision to complete the following: site survey; installation of erosion control devices; site clearing;
topsoil removal and stockpile; site grading; site preparation; offsite disposal of spoils deemed
contaminated at predetermined disposal location; pipe assembly, welding, bending and installation;
trench and backfilling; installation of all mechanical equipment; record drawing development; access
road construction; final site grading; final site surfacing; installation of fences; equipment painting; the
installation of topsoil and final seeding for all disturbed areas impacted by construction activities as
required by the SWPPP (Appendix C); and Contract drawings (Appendix A). Restoration of all disturbed
37
Internal Use
“hard” surfaces includes: asphalt pavement, concrete sidewalks, granite/concrete curbing, concrete
gutters, etc.
4.3.2. CONTRACTOR shall have adequate training and/or certification of employees applying coatings to the
piping systems as per the manufacturer’s recommendation.
4.3.3. CONTRACTOR shall install cathodic protection system(s) in accordance with plans and specifications
as per the design drawings. During the installation process, the CONTRACTOR shall ensure that at
least one (1) NACE CP2-qualified person is present at all times to oversee and direct the works
performed.
4.3.4. CONTRACTOR shall support all tapping, stopping, tie-in, and cut dead operations associated with the
project and shown on the Contract drawings. Such works include, but may not be limited to: installation
of stopper fittings; support to tapping/stopping crews; provisions and support for vent lines and bypass
lines; nitrogen for equipment testing; application of applicable coatings; installation of test
station/anodes; removal of necessary piping at tie-in location; removal of necessary piping at crossing
points with new 12-inch pipeline, etc.
4.3.5. CONTRACTOR shall support all Odorant Pipeline Conditioning activities with labor and equipment for
a minimum period of 2 weeks. Such work includes, but may not be limited to: development of odorant
equipment siting location, loading/unloading/placement of odorant equipment, installation of
minimum (4) 2” SAV-A-Valve fittings as required for power gas and drip locations, and ongoing
maintenance of excavation for Conditioning equipment.
4.3.6. CONTRACTOR shall adhere to all other red-line documentation requirements as presently stated in
NYSEG/AVANGRID standards and specifications.
4.3.7. CONTRACTOR shall coordinate as required with the construction management team and associated
OWNER third party vendors performing work to allow for the appropriate inspection(s) to be
completed alongside the execution of this scope of work. The general sequence of inspections to be
completed by others will include, but may not be limited to, the following:
4.3.7.1. Environmental and agricultural inspection during ROW clearing, development, and ongoing
maintenance;
4.3.7.2. Construction inspections for safety, pipe stringing, bending, laydown, trenching, backfill, etc.;
4.3.7.3. Visual welding inspection for active welding activities;
4.3.7.4. Non-destructive welding examination for completed welds;
4.3.7.5. Coating inspection for preparation, application, and, if applicable, curing of pipeline coatings;
4.3.7.6. Coating holiday detection for pipeline length prior to pipe lower-in installation;
4.3.7.7. Discretionary holiday detection for pipeline after installation prior to backfill, and
4.3.7.8. Construction, environmental, and agricultural inspection for ROW winterization and/or
restoration.
4.4. GENERAL
4.4.1. Project Documentation Matrix/Key Deliverables table is included in Appendix G. This document
lists documents, descriptions, due dates, responsibility party, etc. It also has tabs for contact
information.
4.4.2. CONTRACTOR shall comply with all OWNER safety and construction standards in addition to the
specifications outlined herein.
4.4.3. CONTRACTOR shall complete the installation of all pipe and fittings as noted on the contract
drawings in accordance with the requirements stated herein: the OWNER construction standards.
4.4.4. The CONTRACTOR shall saw cut, and/or torch cut, and drill all piping. All debris from drilling, milling,
welding, sawing, torching, etc., shall be removed from the interior of the piping, valves, etc., that
are worked upon. The OWNER shall be allowed inspection for foreign material prior to welding,
bolting, or assembly of equipment.
4.4.5. The CONTRACTOR shall install temporary capping on all gas piping, tubing, and equipment that is
installed in a trench to prevent tools, dirt, and foreign materials from entering and/or being
inadvertently dropped or placed into the pipe and equipment. The capping method shall be
approved by the OWNER and shall remain covered until final fit-up occurs. OWNER will routinely
check interiors of pipe and equipment during the construction for cleanliness and it will be the
38
Internal Use
CONTRACTOR’s responsibility to clean the equipment to the OWNER’s satisfaction, which may
include removal and/or replacement of affected parts at the CONTRACTOR’s expense.
4.4.6. Any equipment to be set on newly poured concrete shall not be placed until 75% of the concrete’s
compressive strength has been achieved or unless approved otherwise by OWNER.
4.4.7. The CONTRACTOR shall provide access for the OWNER, or OWNER designated representatives, at
any time to all work areas (e.g. ladders, scaffolds, stabilized access roads, etc.).
4.4.8. The CONTRACTOR shall immediately notify the OWNER of any damage during installation of the
piping systems or appurtenant components at either connection point.
4.4.9. The CONTRACTOR shall coordinate his work scope with OWNER.
4.4.10. All field run piping, identified as such on drawings, shall be approved by OWNER prior to
installation.
4.4.11. CONTRACTOR shall provide, install and remove all consumable materials as required to
accomplish the work (shoring, form work, 2-part epoxy pipe coating materials, weld rod, etc.).
4.4.12. Where it is necessary for heavy equipment to cross paved roads or drives, the CONTRACTOR
shall install rubber mats, wood planking, and/or other acceptable pavement protection on the
existing surface prior to crossing. The CONTRACTOR will be responsible for any road or drive
surface and subsurface damages resulting from these operations. Furthermore, all such damages
shall be repaired or restored by CONTRACTOR subject to the acceptance of the governing state
or local highway authorities. Such activities shall be conducted in a safe manner both to prevent
damage to roadway, site facilities, equipment, and to protect human safety.
4.4.13. CONTRACTOR shall repair any and all damages, at his own expense, resulting from exercise of
rights to ingress and egress on ROWs. Construction shall take place on approved ROW(s) in
accordance with the drawings and all OWNER specifications. Damage to off ROW areas shall be
reported immediately to the OWNER Representative and shall be the CONTRACTOR's
responsibility to repair. CONTRACTOR shall not enter onto any ROW areas until notified by
OWNER that "Authorization to Enter" is granted.
4.4.14. CONTRACTOR shall be responsible for the security of his tools, equipment, and all material.
4.4.15. CONTRACTOR shall be aware of overhead clearances. Mark goal posts and utilize trained
spotters when working under utility lines or structures. Failure to recognize clearances may
endanger personnel and equipment and may result in additional charges to the CONTRACTOR.
4.4.16. CONTRACTOR shall provide one fulltime Superintendent to oversee the construction, who is
vested with full authority to represent the CONTRACTOR in performing the work. A foreman at
each site, or pipe installation location, is to be given the responsibility of construction oversight if
at any time the Superintendent is away from the site. This foreman is to have the same authority
as the Superintendent. Full coordination with other contractors on site and the OWNER
representative is required. CONTRACTOR will be required to have telephone service, either
landline or cellular (at CONTRACTOR’s discretion), at each job site. CONTRACTOR will also have
high-speed internet services with minimum 25 Mbps download speed.
4.4.17. CONTRACTOR shall give due consideration to the interest of property owners and the general
public wherever involved and carry out the work in such a manner as to minimize inconveniences
and disruptions. Report immediately to the OWNER Representative any inquiry, complaint or
claim from the same. Any inquiries and complaints directed to the CONTRACTOR will be directed
to OWNER’s Project Manager.
4.4.18. All existing utilities' dimensions are approximate and shall be field-verified by the CONTRACTOR
prior to pipe installation.
4.4.19. CONTRACTOR shall be responsible (at his own expense) for any and all damage to existing
utilities, facilities, culverts, fencing, curbs, roadways, guide rails, driveways, etc., that were
crossed, damaged or disturbed during construction. All damages will be repaired to original
condition or better.
4.4.20. All trench slopes shall be excavated to at least the angle of repose. Shoring or benching back to a
stable side slope is required at all excavations greater than 5 feet in depth, or when examination of
39
Internal Use
the excavation indicates hazardous movement may be expected. All excavations shall be adequately
protected and barricaded to ensure protection of the public and minimize the hazards to working
personnel. All work is to be performed in accordance with the latest edition of OSHA 29 CFR 1926
SUBPART P.
4.4.21. CONTRACTOR shall purchase, haul, and, if necessary, stockpile all sand, gravel, and other
aggregate products required to execute the work described in the contract documents.
CONTRACTOR shall also procure and cause to be delivered to the location of installation, all asphalt
and concrete materials required for the execution of the work outlined in the contract documents.
All stockpiling shall be located at OWNER approved locations.
4.4.22. CONTRACTOR shall provide OWNER with a set of marked up “red-line” drawings of the pipeline
showing dimensions from aboveground structures (e.g. fences, buildings) to all belowground
facilities (e.g. piping, tubing, valves, conduit, tie-ins, etc.) installed by the CONTRACTOR or his
subcontractor(s). Red-line drawings shall include location of piping and appurtenant facilities (e.g.
test tubes, gauge points, SAV-A-Valves, test stations, anodes, etc.) installed. CONTRACTOR will
maintain a working copy in field trailer, which will be updated daily per AVANGRID specifications.
4.4.23. To every extent possible, the Contractor shall remove all water from the ditch, bell holes, or
other tie-in excavations prior to lowering-in and back filling.
4.4.24. CONTRACTOR shall utilize only mechanical caps on piping installed in the ditch for overnight
and weekend protection from water intrusion. Night caps will only be approved for protection of
the pipe at aboveground locations.
4.4.25. All pipe shall be directly supported off the bottom of the trench by sandbags. Sandbags shall
be placed at points to provide stress-free support for the pipe subsequent to backfilling. Spacing
intervals for sandbag supports shall be ten (10) feet or less. Supports comprised of material other
than sandbags (e.g. urethane foam) are prohibited.
4.4.26. The Company requires that the Contractor meet all Federal (OSHA), State, local, and Company
safety requirements. Excavations that which must remain open overnight will be appropriately
marked and barricaded.
4.5. SITE AREA PREPARATION
4.5.1. CONTRACTOR shall be responsible for controlling all erosion and siltation within the ROW and
shall implement the erosion control plan to prohibit the erosion of soil within the construction
site on all disturbed areas compliant with the SWPPP.
4.5.2. CONTRACTOR shall remove all trees and vegetation as required to allow for site cut-and-fill
operations. All vegetative spoils generated from the clearing and grubbing operations shall be
disposed of off-site at approved location at the CONTRACTOR’s expense. Should the
CONTRACTOR elect to do so, vegetative spoils may be chipped onsite and utilized as mulch for
erosion and sediment control measures as allowed by NYSDEC Regulations.
4.5.3. CONTRACTOR shall supply and install backfill to the elevations shown on the drawings. Backfill
shall be placed as soon as possible after weld examinations are complete. Once dug, open
excavations, trenches, bell holes etc., will be the responsibility of CONTRACTOR to maintain in a
safe and acceptable condition for lowering in pipe as necessary. CONTRACTOR shall secure the
excavated area at all times while executing the works adjacent to highways or pedestrian travel
courses. At a minimum, trench security shall be maintained with the installation of 4-foot high
orange construction safety fence; fencing shall extend around all open excavations. Work
performed within the ROW will require the use of steel road plates or Jersey barrier protection.
4.5.4. CONTRACTOR shall perform final site and access road grading and surface restoration as soon as
practical after the piping is installed.
4.5.5. All timber matting locations shall be reviewed by OWNER or its agents prior to placement in the
field. Placement of matting prior to review will be at CONTRACTOR’s expense. Matting shall be in
suitable condition for the intended use and application of the matting. Matting for use in air
bridging and critical support shall be of new or like-new condition. Matting to be observed to be
in poor or degraded condition by OWNER or its agents shall be removed and replaced promptly
by the CONTRACTOR at CONTRACTOR’s expense.
40
Internal Use
4.5.6. Placement of all ROW stabilization features (timber matting, rock stabilization, access roads,
erosion and sediment control, etc.) shall allow for surface water flow and prevent damming and
retainage of surface water. If water flow is observed to be impacted by CONTRACTOR-placed
stabilization feature, CONTRACTOR shall immediately adjust the feature as required, at
CONTRACTOR’s expense.
4.5.7. Matting maintenance is the responsibility of the CONTRACTOR, including, but not limited to:
fabric, cleaning, brushing, and lifting to create air bridging by placement on runners for the
conveyance of surface water.
4.5.8. Top soil stripping shall be minimized to extent required for CONTRACTOR means and methods.
4.6. PRESSURE TESTING
4.6.1. All pressure testing shall be in accordance with the specifications herein and applicable OWNER
standards, and shall be performed in coordination with OWNER and New York State Public Service
Commission (PSC) inspectors.
4.6.2. All pressure tests as required for mainline, tie-in fabrications, tapping equipment, etc. shall be
coordinated with OWNER two (2) weeks in advance of planned activities.
4.6.3. The CONTRACTOR shall follow approved the pressure test plan(s) and shall complete pressure
testing as required (Appendix G):
Vienna Road - Macedon Feeder Main Replacement: Maximum Allowable Operating Pressure
(MAOP) = 120 PSIG. Min. Test Pressure 180 PSIG: Entire pipeline length
Test Medium: Air
4.6.4. CONTRACTOR to fill facilities to be pressure tested with the test medium (air/nitrogen) and
perform test. The CONTRACTOR shall supply all testing media, fittings, gaskets, tubing, valves,
caps, blind flanges, calibrated equipment, tools and gauges, etc. to satisfactorily complete the
tests.
4.6.5. Testing medium (air/nitrogen) shall be clean and dry.
4.6.6. Line segments with the same MAOP and common valves can be tested together through the valves.
Otherwise, the valves must be removed and the line tested against a blind flange.
4.6.7. Gauge pigging must be performed prior to pressure test(s) in accordance with AVANGRID
standards and specifications.
4.6.8. A satisfactory pressure test is one that has held the required pressure for the time indicated. The
test will not be completed until OWNER has witnessed and signed the recording charts.
CONTRACTOR shall turn over all pressure test result information to OWNER.
4.6.9. After satisfactory completion of pressure test, CONTRACTOR shall remove the test medium from
the facilities. The CONTRACTOR shall wire brush and foam pig piping to clean pipe to OWNERS
satisfaction with a minimum of 10 wire brush pigs spaced evenly between 100 foam pig runs.
Remaining pipe line shall be pigged IAW referenced standards and specifications.
4.6.10. CONTRACTOR will be required to submit a pressure test plan for approval prior to conducting
testing. The plan is to include the following:
4.6.10.1. Codes and standards,
4.6.10.2. Safety and environmental considerations,
4.6.10.3. Piping specifications,
4.6.10.4. Test media, additives (if any), and conditioning equipment,
4.6.10.5. Water source(s) and disposal (if applicable), and
4.6.10.6. Test duration and acceptance criteria
4.7. ROW
4.7.1. The CONTRACTOR shall not enter upon, with personnel, material, or equipment, any lands or
property outside the ROW limits shown on the contract drawings or any other property not under
Contractual agreement by the Company. CONTRACTOR shall verify with the OWNER that all ROW
contracts have been secured prior to start of any work and before entering such properties. Any
41
Internal Use
and all fines, penalties, and the like imposed on OWNER for CONTRACTOR’s entry, use, etc. on
lands not under Contract by OWNER shall be borne by the CONTRACTOR.
4.7.2. The CONTRACTOR shall provide access for the OWNER, or OWNER-designated representatives, at
any time, to all work areas (e.g. ladders, scaffolds, access roads, etc.). All work areas shall be
considered “SAFE” and conform to the requirements of the most recent version of OSHA’s
construction safety regulations.
4.7.3. The CONTRACTOR shall adhere to the requirements as outlined in the project design drawings,
the project SWPPP, and this specification for protection and maintenance of the project ROW.
The maintenance of the OWNER’s relationship with the community during construction of the
project is identified as a project goal in Section 2.2 PROJECT GOALS. As such, the CONTRACTOR
shall not track site construction materials onto public roadways. However, if this does occur, any
materials tracked onto the road shall be immediately cleared, removed, and returned to the site.
During such occurrence, all traffic safety precautions shall be strictly implemented in accordance
with the latest Manual of Uniform Traffic Control Devices (MUTCD) standards. CONTRACTOR shall
clean road sections with use of mechanical broom street sweeper equipped with water tanks and
sprayers adjacent to construction entrances daily, at a minimum, or as often as required to
maintain a clean road surface. Dust control shall be maintained at all times during construction
operations. Similar road cleaning operations shall be executed at any point along the alignment
where construction vehicles are leaving and entering paved roadway sections from the
construction ROW.
4.7.4. CONTRACTOR shall give due consideration to the interest of property owners and the general
public wherever involved and carry out the work in such a manner as to cause them a minimum
of inconvenience. Report immediately to the OWNER representative any inquiry, complaint or
claim from the same. Any inquiries and complaints directed to the CONTRACTOR will be directed
to the OWNER’s project manager.
4.7.5. All construction is to take place on approved ROW(s). Under no circumstance shall the
CONTRACTOR cross the ROW limits and/or property limits onto private property without consent
from property owner and approval from OWNER and its agents.
4.7.6. CONTRACTOR shall follow the direction of the OWNER’s environmental, agriculture, and SWPPP
compliance inspector(s), and the requirements identified in Section 5.5 SITE AREA PREPARATION
for the development and maintenance of the Project ROW.
4.7.7. CONTRACTOR shall be responsible for maintaining existing and establishing, as necessary, new
site survey control monuments and all existing property line survey pins lost during construction.
4.7.8. The CONTRACTOR shall follow the guidelines outlined in the agricultural mitigation plan for all
agricultural use lands. Subsoil ripping, stone removal, topsoil cover and subsoil shattering shall not
occur after October 1 unless approved on a site-specific basis by the New York State Department of
Agriculture & Markets, the PSC, and the OWNER.
5. MATERIALS
5.1. OWNER-SUPPLIED MATERIALS
5.1.1. The following items are OWNER-supplied:
5.1.1.1. All piping, fittings, and flanged for final pipe configuration (CONTRACTOR to supply
frying pans and blind flanges)
5.1.1.2. Pipeline valves
5.1.1.3. Monolithic insulators
5.1.1.4. Stainless steel fittings
5.1.1.5. Bolts and studs/nuts
5.1.1.6. Gaskets
5.1.1.7. Tie-in fittings (as necessary)
5.1.1.8. Strainers
5.1.1.9. Regulators
5.1.2. The OWNER has procured the pipe for the mainline installation at the time of this bid. 12-inch pipe
and fittings are stored at the following location: AVANGRID Special Projects laydown area, 96 West
River Road, Scottsville, NY
42
Internal Use
5.2. Project Bill of Materials (Appendix B) displays materials broken out by township and LPM/Expansion.
5.3. CONTRACTOR shall be responsible for hauling all materials that are stored at, or that were delivered
to, OWNER’s service centers to the special projects laydown area.
5.4. CONTRACTOR shall provide OWNER a minimum of 48 hours’ notice prior to pick up of materials from
OWNER’s pipe storage yard. OWNER or its agents will provide equipment and services to load heavy
materials at OWNER’s material storage yard. CONTRACTOR shall provide appropriate trucking and
unloading equipment and services at project site laydown areas as appropriate.
5.5. CONTRACTOR shall load and transport all pipe and materials from any staging area that the
CONTRACTOR may utilize to the job site.
5.6. CONTRACTOR ACCEPTANCE:
5.6.1. The CONTRACTOR shall sign a receipt acknowledging the quantity and condition of the material
or equipment upon receipt. CONTRACTOR shall be responsible for the equipment and material
from loss or damage of any nature until work is completed.
5.6.2. The CONTRACTOR shall properly offload, transport and stow received materials as per OWNER
standards and specifications.
5.6.3. The CONTRACTOR shall inspect all materials for damages or defects before their acceptance.
5.6.4. The CONTRACTOR shall verify the type and quantities of all materials received.
5.6.4.1. CONTRACTOR shall immediately notify OWNER, or its agents, upon discovery of any received
material deficiencies in quantity, quality or other.
5.6.5. Lost, stolen, or damaged OWNER-supplied material and equipment, once in the CONTRACTOR’s
possession, shall be replaced by the OWNER at the CONTRACTOR’s expense. OWNER will not be
responsible for schedule delays or associated cost impacts arising from CONTRACTOR’s loss or damage
of OWNER-supplied material and equipment.
5.7. MATERIAL QUALITY
5.7.1. The CONTRACTOR shall verify the correspondence of the materials to material test reports or
appurtenant paperwork. Such information shall be included on the red-line record drawing(s) to
be provided to OWNER and outlined in Section 15 PROJECT RECORD DOCUMENTS.
5.7.2. The CONTRACTOR shall provide copies of all bill of ladings, packing slips, material test reports,
manuals, etc., and all appurtenant paperwork supplied with received material(s) to the OWNER,
or its agents.
5.7.3. When performing a cut on a certified material, the CONTRACTOR shall transfer the material heat
number to all pieces associated with the cut prior to making the cut.
5.7.4. Material heat numbers shall be tracked and marked for inclusion in the final red-line drawing as
outlined in Section 15 PROJECT RECORD DOCUMENTS.
NOTE: Unless expressly called out as OWNER-supplied in the specification or on the drawings, all
other material shall be supplied by the CONTRACTOR.
6. PRE-CONSTRUCTION MEETING
6.1. The OWNER will coordinate a pre-construction meeting with the CONTRACTOR within ten (10) days of
Contract Award, or on a date that is mutually agreeable with the OWNER and the successful CONTRACTOR.
Such meeting shall be attended by the CONTRACTOR’s project manager, superintendent, and safety and
quality personnel. The purpose of this meeting is to review RFP specifications, construction approach,
coordination requirements, and to answer any questions.
7. SPECIAL CONDITIONS
7.1. AVANGRID environmental compliance necessitates that excess contaminated soil, urban fill, and other
objectionable materials determined to be non-hazardous require disposal at a NYSDEC Part 360-permitting
landfill. Materials that meet the New York Codes, Rules and Regulations (NYCRR) Part 360 criteria as
general fill (tested fill), and fill material not determined to be waste per the aforementioned criteria, may
be used at third party sites at which an AVANGRID Transfer Agreement is in place. The exact quantity of
materials that will need to be transported offsite is unknown at this point due to both unknown
underground soil conditions and CONTRACTOR means and methods. The CONTRACTOR shall dispose of
43
Internal Use
excess excavated materials at an OWNER-approved location. All transportation and handling costs for the
disposal of said material shall be included in the CONTRACTOR’s pricing on the pricing template.
7.2. In the event that excavated soils are found to be contaminated, such material shall be segregated, staged
in close proximity to the area of discovery, and placed on top of and covered with 6-millimeter
polyethylene liner. CONTRACTOR shall immediately notify OWNER and its agents. Contamination
includes visible or olfactory indications of impairment, including, but not limited to: the presence of
urban fills; construction and demolition debris, and other objectionable/inert materials (e.g. concrete,
asphalt, bricks, etc.); and/or indications of volatile organic compounds detectable with a photoionization
detector. The COMPANY will sample the impacted soil to determine proper disposal. The CONTRACTOR
will be responsible for hauling impacted materials to the COMPANY-approved disposal location, once
the COMPANY provides authorization.
7.3. CONTRACTOR shall remove all trees and vegetation as required to allow for site development and cut and
fill operations. All vegetative spoils generated from the clearing and grubbing operations shall be disposed
of offsite at a CONTRACTOR-supplied, OWNER-approved location, and at the CONTRACTOR’s expense.
Should the CONTRACTOR elect to do so, vegetative spoils may be chipped onsite and utilized as mulch for
erosion and sediment control measures, as allowed by NYSDEC regulations and approved by OWNER and
44
Internal Use
its agents.
Allowable Management /
Material Type Screening Parameter
Re-use of Material
1. Disposed of at recycling facility.
Asphalt, concrete, 2. Reused in the excavation.
- 3. Disposed and/or used as alternative
and ripped bedrock
daily cover at an AVANGRID approved
landfill.
Clean soil, rock, gravel, 1. Use at a third party site per the
sand, etc.; no evidence of terms of the AVANGRID Transfer
Fill material that ceases to C&D debris, Agreement.
be a waste based on a lack objectionable/inert
2. Reused in the excavation.
of historical impacts and materials, no discernable
past industrial uses odors or staining; PID 3. Disposed and/or used as
readings below alternative daily cover at an
background. AVANGRID approved landfill.
No evidence of C&D 1. Use at a third party site per the terms
debris, objectionable/inert of the AVANGRID Transfer Agreement.
General Fill (tested fill) as
materials; no discernable
defined in NYCRR Part odors or staining; PID 2. Reused in the excavation.
360.13 Table 2 (free of C&D readings below
debris, objectionable/inert background. Must meet
materials, and 3. Disposed and/or used as alternative
Residential Use SCO & daily cover at an AVANGRID approved
petroleum/solvent impacts) Protection of GW (Table landfill.
35-6.8(b)).
Soil and fill material
containing C&D debris, inert
materials, objectionable Visible and/or olfactory
materials, and/or areas with indications of impairment; Disposed and/or used as alternative daily
known petroleum/solvent- PID readings greater than cover at an AVANGRID approved landfill.
related contamination based background.
on the pre-characterization
investigation.
Soil and fill material with
physical contamination
and/or petroleum/solvent- Material will need to be stockpiled on and
impacts that was not C&D debris, objectionable covered with poly sheeting and will be
previously characterized materials, and/or odors/ sampled for waste characterization per the
during the pre- staining. disposal facility’s requirements.
characterization
investigation.
Table 1: Allowable Management Practices for each Material Type
7.4. Prior to transferring fill materials to a third party site, the following site details will need to be provided by
the CONTRACTOR for review and approval by the OWNER, and an AVANGRID Transfer Agreement will need
to be executed. The area must not be on or adjacent to an environmentally sensitive area (e.g. wetlands).
7.4.1. Proper erosion and sediment controls must be utilized to ensure no authorized discharges occur,
offsite and/or to environmentally sensitive areas.
7.4.2. The area must be accessible to project personnel for periodic inspections.
7.4.3. Proof of applicable permits must be submitted with the proposed site for review by AVANGRID
environmental permitting.
7.4.4. Material from other projects shall not be mixed in or brought in for any purpose.
7.4.5. The project area must be clearly labeled with a sign and/or other boundaries to avoid confusion and
mixing with material from other projects.
7.4.6. Excavated material consisting of anything other than soil, sand, gravel, and rock shall be segregated
and placed in a separate pile so dissimilar materials are not comingled.
7.4.7. General fill material requires transport by Part 364 permitted vehicle(s).
45
Internal Use
7.4.8. The CONTRACTOR shall keep a log noting: where the material was excavated and/or generated;
the date of excavation; estimated quantity (cubic yards, tons, etc.); the date transferred to the
third party disposal site; and who transported the material.
7.5. All excavated materials requiring landfill disposal as per Table 1 (above) shall be transported at the
CONTRACTOR’s expense to an OWNER-approved landfill or disposal site. This shall include all costs
associated with the labor, hauling, equipment and anything else required to load, transport, and unload
excess spoils from the project site. Weigh tickets from a certified scale shall be provided to the OWNER
or their representative to document the incurred quantities. Tipping/disposal fees from the approved
landfill or disposal site shall be at the OWNER’s expense.
7.6. ENVIRONMENTAL CONSIDERATIONS:
7.6.1. The CONTRACTOR shall adhere to all environmental requirements contained within this
specification and within the contract documents.
7.6.2. The CONTRACTOR shall review each stream crossing prior to execution with the environmental
monitor at least ten (10) days prior to planned execution in order to review stream condition,
stabilization methods, water flow management, and other pertinent requirements to be applied
to the crossing.
7.6.3. All stream crossings shall maintain flow at all times.
7.6.4. All stream crossings shall be restored within 24 hours once installation work has begun. If
installation of a stream crossing is not completed within the allotted timeframe, CONTRACTOR
shall cease installation activities and complete restoration prior to the 24 hour deadline or such
activity will result in a violation as identified under Section 8.6.10.
7.6.5. All wetlands shall be immediately restored once installation activities are complete or such
activity will result in a violation identified under Section 8.6.10.
7.6.6. Trench breakers shall be installed at the upstream and downstream boundaries of each wetland
and stream crossing to mitigate subsurface water flow along the pipeline.
7.6.7. Restoration of an upland, residential or agricultural area shall be completed as soon as practical
when environmental conditions are favorable. If CONTRACTOR does not begin restoration at
locations identified by OWNER to be ready for restoration within 15 days, OWNER reserves the
right to perform such restoration activities at CONTRACTOR’s expense.
7.6.8. CONTRACTOR shall provide and install all materials required for temporary stabilization during
construction, winter stabilization and final restoration as required by permits.
7.6.9. CONTRACTOR shall adhere to all conditions of the finalized SWPPP and any additional
recommendations provided by the environmental monitor.
7.6.10. CONTRACTOR shall immediately resolve or provide a written plan to resolve any deficient
environmental controls identified by the OWNER or their agent. Failure to comply with this
requirement will result in a disincentive fee for non-compliance, the value of which will be
determined by the OWNER. Value per occurrence shall not exceed $10,000.
7.6.11. CONSTRUCTION MANAGER shall provide a required orientation of the OWNER’s contractor
environmental requirements and job-specific topics, which all CONTRACTOR employees and
subcontractors must attend. CONTRACTOR shall submit the sign-off sheet signifying that the
employees have attended and understand the orientation to the OWNER or its representative before
proceeding with any work. Only those personnel who have attended and have agreed to the
conditions contained within the OWNER’s orientation will be allowed to work.
7.6.12. CONTRACTOR is responsible for trench dewatering efforts. This work may include the operation of
pumps and/or the installation of: drilled wells, shallow well points, seepage pits, piping discharge
points, etc. The CONTRACTOR shall be responsible for all costs associated with maintaining a trench
dewatering system, if required. CONTRACTOR shall provide a dewatering plan identifying available
equipment should high groundwater conditions be encountered during construction. This plan can
be generic in nature, but shall at a minimum describe the means and methods that the CONTRACTOR
plans to execute should the need arise.
7.6.13. CONTRACTOR shall follow all OWNER’s environmental and SWPPP inspector recommendations for
sediment control and management pertinent to dewatering activities.
46
Internal Use
7.7. TRENCHLESS INSTALLATIONS

7.7.1. The contract drawings and specifications provide feasible profiles for those portions of the project
that involve trenchless installation methods (e.g. conventional bore). It is the CONTRACTOR’s
responsibility to compare the design plans with the provided geotechnical and environmental
reports, equipment capabilities, and preferred means and methods.
7.7.2. CONTRACTOR is responsible for site preparation, stabilization, and maintenance of the work spaces
required for all trenchless installations as identified in project contract drawings.
7.7.3. During Bidding:
7.7.3.1. CONTRACTOR shall provide pricing for trenchless installation components consistent with the
design documents in this RFP; and
7.7.3.2. CONTRACTOR shall provide detailed plans in addition to the base bid for any proposed
alteration, modification, or alternate to any of the installation methods. When applicable, the
Contractor shall provide a proposed scaled sketch of the change, highlighting all of the details,
connections, and calculations necessary for the OWNER’s engineer to clearly understand,
review, and comment.
7.7.4. Prior to Execution:
7.7.4.1. Within ten (10) days from the issuance of a purchase order, CONTRACTOR shall submit an
execution plan with equipment list and personnel qualifications for review by OWNER at
least (3) weeks prior to planned activity start date. Said plan shall comply with AVANGRID
Specifications TM 5.32.20 and TM 5.32.40.
7.7.4.2. Execution plan shall at a minimum identify the following:
7.7.4.2.1. Means and methods to complete the work;
7.7.4.2.2. Duration estimates for mobilization, pilot hole, back reaming, pull back, and
demobilization;
7.7.4.2.3. Equipment and material lists (e.g. drill model and size, rod diameter, etc.);
7.7.4.2.4. Type of tracking system;
7.7.4.2.5. CONTRACTOR’s understanding of soil’s unconfined strength; and
7.7.4.2.6. Crew personnel
7.7.4.3. For HDD installations (if applicable):
7.7.4.3.1. Include inadvertent return contingency plan with specifics to the project and drill
location.
7.7.4.3.2. Indicate composition of drilling fluid. Any additives used to enhance the drilling
fluid or additive-enhanced bentonite shall be environmentally safe and approved By
the OWNER. All drilling mud or additives must be approved by the National Sanitation
Foundation and the CONTRACTOR shall submit a Material Safety Data Sheet
(MSDS) to the OWNER.
7.7.5. During Execution:
7.7.5.1. The CONTRACTOR shall notify the OWNER, in simplified written communications, of any
deviation from the execution plan in accordance with Section 9.5 RECORDS.
8. PROJECT MANAGEMENT
8.1. DESCRIPTION
8.1.1. The CONTRACTOR will be responsible for conducting the project management, administration,
and coordination inclusive of their work scope. OWNER’s requirements for project management
and project administration are listed herein, and supplements what is provided in the
specifications and documents. Unless indicated otherwise, the CONTRACTOR shall include the
costs for all tasks and activities associated with these clarifications within the unit prices identified
in the base bid form.
8.1.2. The CONTRACTOR shall:
47
Internal Use
8.1.2.1. Comply with all requirements of: all federal, state and local agencies having jurisdiction
over the project and its construction; foreign utility owners; and those of the OWNER or
OWNER’s inspector.
8.1.2.2. Make arrangements for: temporary electricity, heat, water, telephone, internet, sanitary
facilities, first aid facilities, fire protection, and air conditioned meeting space with phone,
fax and copier; and for storage of materials and supplies for the timely delivery to the job
site.
8.1.2.3. Assist and cooperate with the OWNER as required in the review of such activities and items
including, but not limited to: construction sequence, schedule and changes to project
documents.
8.1.2.4. Attend weekly construction status meetings at jobsite trailer to address, at a minimum, any
project issues, plan upcoming activities, and track progress.
8.1.2.5. Attend daily work meetings at jobsite trailer to review the prior day’s accomplishments and
the current day’s planned activities with OWNER and its agents.
8.1.2.6. Maintain up-to-date progress records and record drawings, which shall be submitted to the
OWNER at the completion of the work.
8.1.2.7. Maintain the project site in a neat and safe condition.
8.1.2.8. Not request any extra payment to the CONTRACTOR for any delays caused by lack of
progress, defective workmanship, or rescheduling of work by other contractors,
subcontractors, or equipment and material suppliers.
8.1.2.9. Coordinate the work of subcontractors, equipment, and material suppliers.
8.1.2.10. Sign and accept delivery of materials received and assume full responsibility for those
materials.
8.1.2.11. Properly offload, transport and stow received materials.
8.1.2.12. Inspect all materials for damages or defects before their acceptance.
8.1.2.13. Verify the type and quantities of all materials received.
8.1.2.14. Verify the correspondence of the materials to material test reports or corresponding
paperwork.
8.1.2.15. Provide copies of all bill of ladings, packing slips, material test reports, manuals, etc.,
and all appurtenant paperwork supplied with received material(s) to the OWNER or its
agents.
8.1.2.16. Verify all field dimensions and existing features, and coordinate with subcontractors
and material suppliers.
8.1.2.17. Immediately notify OWNER or its agents, the discovery of any received material
deficiencies of any nature (quantity, quality, or other).
8.1.2.18. Coordinate all work under this contract, with related work under other contracts and
with the OWNER.
8.1.2.19. A copy of all correspondence from the CONTRACTOR to the ENGINEER shall be
provided to the OWNER.
8.1.2.20. Submit completed and signed inspection and test plans (ITP) for Welding and Coating
(Appendix F) to the CONSTRUCTION MANAGER at the end of each day for acceptance.
CONTRACTOR shall also maintain signed originals for submittal at end of project.
8.2. PROJECT QUALITY: The CONTRACTOR shall develop and submit a Quality Management Plan (QMP) in
accordance with the specifications herein, and OWNER’s quality policy, for review and comment three
(3) weeks prior to the start of any performed work.
8.2.1. The CONTRACTOR shall write the QMP to specifically detail and identify what aspects, materials,
work, etc. of the project require quality assurances, how quality will be defined, verified, and
measure, what quality measures that need to be met, who will be responsible to conduct the
quality assurance, the frequency and timing of quality, the location of where the quality assurance
is to be performed (shop or field), documents or submittals required as part of the plan, and any
48
Internal Use
other applicable terms. The QMP shall be written to include all testing, inspections, verifications,
etc. that are required to be performed by the CONTRACTOR, OWNER, and/or third party.
8.2.2. The QMP shall be its own document and shall be submitted separately from all other plans.
8.2.3. The QMP does not alleviate the CONTRACTOR of the quality requirements, documents, etc.
identified in these RFP requirements, project specifications, and the contract drawings.
8.2.4. The CONTRACTOR’s QMP shall include any quality requirements necessary for their
subcontractors and vendors to perform their work.
8.2.5. The QMP shall be amended or supplemented accordingly to accommodate revisions or additions
necessary for the CONTRACTOR to perform all work.
8.3. CHANGE MANAGEMENT AND REQUEST FOR INFORMATION
8.3.1. The CONTRACTOR shall notify the OWNER, in writing, of any clarification or deviation from the
scopes of work detailed in this RFP, the specifications and standards referenced, the contract, etc.
prior to the commencement of said works. This communication shall highlight the reason for such
deviation(s).
8.3.2. Clarifications and/or deviations identified by the CONTRACTOR shall be reviewed with the
OWNER, its agents, and the OWNER’s engineer to provide clarity to the contract documents
and/or determine the best way to proceed with the work.
8.3.3. The CONTRACTOR shall not be permitted to move forward with out-of-scope work without first
receiving written approval of the OWNER or its agents. CONTRACTOR shall not move forward with
any form of task execution without having a contract modifications agreement in place. All out-
of-scope works performed prior to OWNER’s agreement will be at CONTRACTOR’s expense.
CONTRACTOR will need to supply any schedule change and impacts for out-of-scope work.
8.3.4. Upon OWNER’s agreement that a potential change in scope exists, the CONTRACTOR shall provide
a field change notification (FCN). The FCN shall clearly identify: the deliverables that are part of the
change, what quality measure(s) shall be employed, and any necessary revisions to the contract
work plan(s), health and safety plan(s) and/or environmental management plan(s). When
applicable, the CONTRACTOR shall provide a proposed scale sketch of the change, highlighting all
the details, calculations and connections necessary for the OWNER’s engineer to clearly understand,
review and comment upon. Additionally, the FCN shall provide a detailed breakout of labor hours,
quantity of materials, and identification of equipment type and time necessary to complete the
work. The FCN shall also identify the number of work days needed and provide high-level details of
how the project schedule may be impacted.
8.3.5. The CONTRACTOR shall utilize AVANGRID’s FCN form to meet the criteria outlined in the contract
documents.
8.3.6. The CONTRACTOR shall, in writing, notify the OWNER or its agents, by using AVANGRID’s Request
for Information form (RFI), that the CONTRACTOR requires clarification of contract drawings in
order to proceed with their work. Requests for information shall clearly identify what the contract
documents indicate, what potential information may be missing, and the information the
CONTRACTOR requires in order to proceed with their work. When applicable, the CONTRACTOR
shall provide a scaled sketch of the topic, highlighting all of the details, connections, and
calculations necessary for the OWNER’s engineer to clearly understand, review, and comment
upon.
8.3.7. Any FCN and/or RFI forms other than those provided by AVANGRID will not be accepted. These
specific forms contain unique identifiers. The CONTRACTOR must also use and provide a specific
numbering scheme for tracking purposes.
8.4. INVOICING & PAYMENTS
8.4.1. The CONTRACTOR will use the following process for submitting verification of work complete,
pre-payment applications, and invoicing:
8.4.1.1. Upon contract award, OWNER and CONTRACTOR will develop and agree on a payment
schedule for the project (detailed in Section 11.3.1, part of CONTRACTOR SUBMITTALS). This
payment schedule will include lump sum, percent complete, and milestone payment options
49
Internal Use
for each payment line item. The approved payment schedule will be signed by both OWNER
and CONTRACTOR, and utilized for the duration of the job.
8.4.1.2. For each invoice on the payment plan, the CONTRACTOR will gather all documents and
supporting information necessary to develop the pre-payment application (PPA). The PPA
package shall include, at a minimum:
8.4.1.2.1. Unique identifier(s)
8.4.1.2.2. Associated payment(s) from payment schedule
8.4.1.2.3. Documents (or drawings) verifying specific works as complete
8.4.1.2.4. Breakdown of the invoice for each of the base scope items
8.4.1.2.5. Other pertinent information as requested by the Owner
8.4.1.3. Five (5) days prior to the payment schedule date, the CONTRACTOR will submit to the OWNER,
via email, the PPA package.
8.4.1.4. The OWNER will review the PPA package and return comments via email for revisions,
modifications, and clarifications within three (3) business days of receipt of the PPA.
8.4.1.5. The CONTRACTOR will have two (2) business days to make corrections and resubmit the revised
PPA to the OWNER via email for final review/approval.
8.4.1.6. If at any step in the process outlined above, the PPA package is deemed satisfactory by the
OWNER, the CONTRACTOR will be directed to submit the invoice to AVANGRID Accounts
Payable.
8.4.1.7. If corrections and revisions of the PPA are still necessary by the date on the Payment Schedule,
the CONTRACTOR will be denied payment for the billing period.
8.4.1.8. If the CONTRACTOR submits payments to AVANGRID Accounts Payable prior to OWNER’s
written acceptance of the PPA; the CONTRACTOR will be denied payment for the billing period.
8.4.1.9. Denied PPAs shall be submitted in the subsequent billing period as defined in the
payment schedule and restart the timed process for review/comment under a new email.
8.4.1.10. Inconsistent, incomplete, or inaccurate invoicing information will be rejected.
8.4.1.11. The CONTRACTOR’s billing period shall be no more frequent than every two (2) weeks.
8.4.2. The CONTRACTOR will use the following process for submitting verification of approved out-of-
scope work, work complete, and payment applications for work accepted as being out of scope:
8.4.2.1. At the next available billing cycle, the CONTRACTOR will gather all documents and supporting
information necessary to develop the Change Order Application (COA). The COA package shall
include, at a minimum:
8.4.2.1.1. Unique Identifier(s)
8.4.2.1.2. Associated approved FCN(s) as required in Section 9.5 RECORDS
8.4.2.1.3. Documents verifying specific works as complete
8.4.2.1.4. Breakdown of the invoice for labor, material and equipment, and relationship
to any applicable base bid items
8.4.2.1.5. Other pertinent information as requested by the OWNER
8.4.2.1.6. The CONTRACTOR shall submit via email, to the OWNER, the COA package on
the last business day of each month.
8.4.2.2. The OWNER will review the COA package and return comments via email for revisions,
modifications, and clarifications within five (5) business days of receipt of the COA.
8.4.3. Change Orders that are included in Section 2 of Base Bid Form will follow the below process:
8.4.3.1. If corrections and revisions of the COA are still necessary at any time, the CONTRACTOR will be
denied payment for the COA package until resolution is achieved
8.4.3.2. If at any step in the process outline above, the COA package is deemed satisfactory by the
OWNER, the CONTRACTOR will be directed to submit the invoice to AVANGRID Accounts
Payable.
8.4.4. Change orders that are not included in Section 2 of Base Bid Form will follow the process below:
50
Internal Use
8.4.4.1. If corrections and revisions of the COA are still necessary at any time, the CONTRACTOR will be
denied payment for the COA package until resolution is achieved
8.4.4.2. If at any step in the process outline above, the COA package is deemed satisfactory by the
OWNER, the COA will be added to a master change order log (managed by OWNER).
8.4.4.3. The master change order log will be maintained until the project can be deemed
substantially complete by the OWNER.
8.4.4.4. Once the project is substantially complete, the CONTRACTOR will gather all supporting
documentation and records for any outstanding balances and submit a final COA package
for OWNER review.
8.4.4.5. Once all COAs are approved by the OWNER and there are no outstanding change orders,
the OWNER will issue a final lump sum change order purchase order to the CONTRACTOR
within 90 days.
8.4.5. Change orders submitted to the OWNER without corresponding approved FCNs will be denied
payment.
8.4.6. If CONTRACTOR submits any payments to AVANGRID Accounts Payable prior to OWNER providing
written acceptance of the payment package(s), payment will be denied for that billing period.
8.4.7. At the discretion of the OWNER, payments to the CONTRACTOR shall be subject to 10% retainage.
Retainage shall be identified separately in the CONTRACTOR’s invoice.
8.4.8. Inconsistent, incomplete, or inaccurate invoicing information will be rejected.
8.5. RECORDS
8.5.1. All documents, drawings, designs, specifications, calculations, and any other pertinent data
developed by the CONTRACTOR shall become the intellectual property of the OWNER.
8.5.2. All document logs, book keeping, records, etc. applicable to the project shall be stored onsite for
the duration of the project and shall be accessible to the OWNER upon request, either in
electronic or hard copy format.
8.5.3. All submittals, document transfers, and related transactions shall be accompanied by a
transmittal sheet that provides a listing of all attachments included.
8.5.4. All submittals shall adhere to specifications outlined in Section 11 SUBMITTALS of this
specification.
8.5.5. Documents or data submitted that are found to be of poor quality and/or those that do not
adhere to the appropriate OWNER practices and standards will be returned to the CONTRACTOR
for correction and/or revisions.
8.5.6. CONTRACTOR shall establish and maintain a system of tracking project transmittals and
transferences. This shall be accessible to the OWNER upon request, and be included in applicable
meetings and discussions.
8.5.7. Costs associated with the time, correspondence, document reproduction and mailings, and
coordination, etc. necessary for the CONTRACTOR to perform their scope of work shall be
included in the unit price bid.
8.5.8. CONTRACTOR shall maintain up-to-date progress records and record drawings, which shall be
submitted to the OWNER at the completion of the work.
8.5.9. Fulfill requirements are outlined in Section 15 PROJECT RECORD DOCUMENTS of this
specification.
8.6. OWNER’S REPRESENTATION AND CONSTRUCTION MANAGEMENT TEAM
8.6.1. The OWNER will be providing a Construction Management Team (CMT) under separate contract
to perform project oversight on behalf of AVANGRID.
8.6.2. The CMT will act as the Owner’s agent and representative, and responsibilities shall include
confirmation that the CONTRACTOR is fabricating, installing, and completing project work in
accordance with the contract documents. Their duties shall also include: checking quality,
environmental compliance, and health and safety; verifying the quantity of work performed; and
inspecting and examining welding and coatings
51
Internal Use
8.6.3. The CMT will also include environmental and agricultural monitoring and inspectors.
8.6.4. The work schedule for the CMT shall consist of ten (10) hour work days, six (6) days per week. The
CONTRACTOR shall not proceed in the execution of installation work without a member of the
CMT present and onsite, nor without prior consent of the OWNER. Any working hour costs
incurred by the OWNER beyond those of CONTRACTOR means and methods shall be payed to the
OWNER by the CONTRACTOR, to supplement the cost of OWNER’s representation.
8.7. COORDINATION WITH OTHER ENTITIES
8.7.1. At various points throughout the course of work, the CONTRACTOR will be required to assist the
CMT in their coordination with various outside parties including, but not limited to:
8.7.1.1. NYSDEC - work associated with stream and wetland crossings; compliance with all relevant
environmental regulations and SWPPP requirements
8.7.1.2. NYSEG – pressure test coordination
8.7.1.3. Village, town and/or country highway superintendents – coordinate work within road
ROWs; obtain road crossing permits
8.7.1.4. Local utilities (specifically, underground facilities adjacent to or crossing the project sites,
and includes, but is not limited to, utilities along access roads, staging areas, and OWNER
ROWs)
8.7.1.5. Owners of communication lines (this includes both overhead and underground
communications facilities for voice or data, e.g. buried fiber optics or overhead fiber or
phone lines)
8.7.1.6. State and/or local police, fire, and emergency response agencies – work adjacent to or
crossing roadways
8.7.1.7. Town supervisors, engineers, utilities, or other assignations
8.7.1.8. Dig Safely New York
8.7.1.9. NYSDOT – crossing under state roadways to ensure compliance with their expectations and
conformance with the terms of the permit
8.7.2. CONTRACTOR agrees to cooperate with local public officials and civic groups in civic matters in
the interest of maintaining good community relations. The OWNER will issue all public
statements, press releases and similar publicity concerning the project, its progress, completion,
and characteristics. CONTRACTOR shall not make, or assist anyone in making any such statements,
releases, photographs, or publicity without prior written approval of the OWNER.
8.7.3. CONTRACTOR shall not erect any signs on jobsite, other than those required for safety purposes,
without first submitting a descriptive written request to, and awaiting approval from, the OWNER.
8.7.4. CONTRACTOR shall incorporate necessary labor, equipment, and time to assist the OWNER in
Pipeline Conditioning activities for a period of 2 weeks.
9. PERMITS
9.1. DESCRIPTION OF WORK
9.1.1. The OWNER has obtained permits from applicable regulatory bodies to build the PROJECT. The
CONTRACTOR must adhere to all provisions of permits obtained by OWNER.
9.2. PERMITS OBTAINED BY THE OWNER
9.2.1. NYSDEC General SPDES Permit for Stormwater Discharges from Construction Activity
9.2.2. NYSDEC Article 24 Freshwater Wetlands Permit
9.2.3. United States Army Corps of Engineers work permit
9.2.4. NYSDOT permits for Rt. 88
9.2.5. Town and county highway permits for work within highway ROW
9.3. PERMITS AND APPROVAL TO BE OBTAINED BY THE CONTRACTOR
9.3.1. New York State Dig Safe Notifications
9.3.2. NYSDOT work permit(s)
9.3.3. All permits necessary for moving equipment to and around the project site
52
Internal Use
9.4. EXECUTION OF WORK

9.4.1. The CONTRACTOR shall adhere to all provisions of all permits obtained by OWNER
9.4.2. The permits incorporate the following plans which are provided as Appendix C:
9.4.2.1. Stormwater Pollution Prevention Plan (SWPPP): Instructions on access road
construction, site maintenance and restoration, and minimizing impacts to
wetlands and streams.
9.5. SPECIAL PROVISIONS
9.5.1. The CONTRACTOR shall provide the resources required to fully comply with all permit
requirements of both OWNER- and CONTRACTOR-acquired permits.
9.6. IDENTIFIED NATURAL RESOURCES
9.6.1. The following resources have been identified in the permits. Special provisions have been
established for working near or within these resources. The CONTRACTOR shall be responsible for
adhering to all permit requirements associated with the identified natural resources.
10. SUBMITTALS
10.1. SPECIAL PROVISIONS
10.1.1. The terms and requirements of the contract documents apply to the entirety of this section.
10.2. PROCEDURE FOR SUBMITTALS
10.2.1. The CONTRACTOR will submit digital copies of any submittal to the OWNER. Submittals shall
be accompanied by a formal transmittal coversheet.
10.2.2. Allow one (1) week, or five (5) office business days, minimum for review and approval by
OWNER.
10.3. CONTRACTOR SUBMITTALS PRIOR TO COMMENCEMENT OF WORK
10.3.1. CONTRACTOR shall submit an acceptable breakdown of the contract lump sum price (directly
proportional to the actual cost of materials furnished and services performed) consistent with the
milestone dates provided by the OWNER and consistent with the contract construction schedule
activities.
10.3.1.1. These requirements shall be satisfied prior to certification of the initial progress
estimate for payment under the terms of the contract.
10.3.2. Submittal of technical information including, but not limited to, catalog cuts, manufacturer’s
installation instructions, and warranty data, shall be submitted to the OWNER and/or its engineer
for review before installation. The following list indicates minimum submittal requirements, but
the OWNER and/or its engineer may request additional data for materials, equipment and products
used to perform the work described in this specification:
10.3.2.1. Proposed Detailed Construction Schedule in Microsoft Project, “.mpp” format;
10.3.2.2. Quality assurance and quality control plan; and
10.3.2.3. Site- and task-specific safety plan(s), including:
10.3.2.3.1. OSHA 10 training cards for all full time employees,
10.3.2.3.2. OSHA 30 training cards for Foreman or above employees, and
10.3.2.3.3. Identification of first aid- and CPR-trained employees on each crew.
10.3.2.4. Prior to the commencement of any trenchless pipeline installation activities,
CONTRACTOR shall submit an execution plan with equipment list and personnel qualifications
for review by OWNER at least three (3) weeks prior to planned activity start date. Said plan
shall comply with NYSEG Specifications TM 5.32.20 and TM 5.32.40.
10.4. CONTRACTOR SUBMITTALS DURING PROGRESS OF WORK
10.4.1. Updated list of the following to the OWNER and its agents:
10.4.1.1. Key personnel for all phases of work (e.g. foreman, HSEQ manager, certified welders etc.);
10.4.1.2. Subcontractors;
10.4.1.3. Manufacturers and suppliers; and
10.4.1.4. Inspection, testing and technical consultants
53
Internal Use
10.4.1.4.1. The list shall be provided upon revision and shall include the work category,
name, address, telephone number(s), and fax number, if applicable, for each
company or person listed.
10.4.2. Weekly procurement/fabrication report describing the progress on each major component,
which is to be supplied along with a percent complete amount and scheduled delivery date.
10.4.3. Weekly progress reports separating items by commodity categories and work areas accepted
by the construction manager and signed by the CONTRACTOR’s superintendent. The
CONTRACTOR shall record the installed quantities in accordance with construction schedule
activities. These weekly reports shall be submitted prior to the weekly job meeting for work
accomplished during the preceding week. If that meeting is canceled, then it will be due on the
day of the meeting at noon. Weekly reports shall also include a cumulative man-hour/manpower
tally for the project.
10.4.4. Progress photos as necessary and as may be requested from time to time.
10.4.5. Changes to any work plan utilizing a FCN.
10.4.6. CWI/NDE inspection reports, as well as coating reports.
10.4.7. Material acceptance receipts for OWNER-supplied material.
10.4.8. Procedure to track/record project changes.
10.5. CONTRACTOR SUBMITTALS AT COMPLETION OF WORK
10.5.1. Two copies of all engineering drawings.
10.5.2. All fabrication drawings showing, at minimum, pipe and fitting attributes including: diameter,
wall thickness and grade of material; weld locations and number corresponding to successful NDE
test(s); and dimensioned locations of all components.
10.5.3. A set of red-line drawings. Drawings must be clearly labeled as “red-line” with the
CONTRACTOR’s name and date on each sheet. Attach photos to these showing any and all
changes made via FCN.
10.5.4. Pressure test reports and associated documentation.
11. CONSTRUCTION SCHEDULE

11.1. DESCRIPTION
11.1.1. Provide projected construction schedules for entire work. Provide updated schedules on a
weekly basis showing status of all activities as of the date of submittal.
11.1.2. Provide a two-week look-ahead schedule with the submittal of each weekly schedule. If behind
schedule, then a plan to recover will be required.
11.2. SUBMITTALS
11.2.1. Submit a baseline schedule for approval within ten (10) business days of contract award.
11.2.2. The OWNER will review schedules and return reviewed copy within ten (10) business days after
receipt.
11.2.3. Each week during the project construction, the CONTRACTOR shall provide a two-week look-
ahead schedule, along with the weekly updated schedules. This schedule shall include detailed
information concerning the activities that the CONTRACTOR shall perform before the next week’s
submission, as well as the subsequent week’s work.
11.2.4. If required, CONTRACTOR shall re-submit revised schedule within three (3) days after return of
reviewed copy.
11.2.5. Submit periodically-updated schedules accurately depicting progress to first day of each two-
week period.
11.3. DISTRIBUTION
11.3.1. CONTRACTOR shall distribute PDF copies of reviewed schedules to:
11.3.1.1. OWNER;
11.3.1.2. Job site file;
11.3.1.3. Subcontractors; and
54
Internal Use
11.3.1.4. All other concerned parties as identified by the OWNER

11.3.2. Instruct recipients to immediately report any inability to comply, and any changes to work plans
or schedule. Recipients shall also provide detailed explanations with suggested remedies which
support or maintain scheduled events.
11.4. FORM OF SCHEDULES
11.4.1. The CONTRACTOR’s schedule, when approved by the OWNER, will be incorporated into the
master project schedule, which will be the controlling project schedule. All updated changes are
to be prepared in a critical path method (CPM) schedule, detailing start and stop dates, significant
tasks, outages, durations, milestones and precedents in Microsoft Project. The “Unique ID”
column shall be utilized in all schedules.
11.4.2. All schedule submissions shall be in MS Project “.mpp” format.
11.5. CONTENT OF SCHEDULES
11.5.1. Provide complete sequence of construction with the following activities, at a minimum:
11.5.1.1. Welder Qualifications;
11.5.1.2. Operator Qualifications;
11.5.1.3. Coating applicator manufacturer training;
11.5.1.4. Drug & Alcohol testing program verification;
11.5.1.5. Background check program;
11.5.1.6. Mobilization;
11.5.1.7. Coordination issues and involved parties;
11.5.1.8. Establishment of marshalling and laydown areas;
11.5.1.9. Access road construction (non-pipe alignment);
11.5.1.10. Procurement and delivery dates of non-COMPANY-supplied materials and services;
11.5.1.11. Erosion control installations;
11.5.1.12. Off-site fabrication (if any);
11.5.1.13. Site clearing and grading;
11.5.1.14. Temporary access road construction (pipe alignment);
11.5.1.15. Belowground and aboveground piping installation (broken down by crew and by week);
11.5.1.16. Stream crossings;
11.5.1.17. Road crossings;
11.5.1.18. Restoration;
11.5.1.19. Pressure testing and cleaning;
11.5.1.20. Grading, seeding, removal of SWPPP measures; and
11.5.1.21. Start up and commissioning
11.5.2. Schedule shall have sufficient detail to outline the planned activities associated with each
crew’s efforts engaged in the work. This level of detail is required to ensure that the CONTRACTOR
has planned the work in a fashion which meets the milestones outlined in Section 2.3.1, part of
Section 2.3 PROJECT SCHEDULE.
11.5.3. CONTRACTOR shall plan for an adequate submittal review period for all submissions, consisting
of a minimum five (5) day review period by OWNER or other involved agency.
11.5.4. Schedule shall show projected percentage of completion for each item of work as of first day
of each weekly period.
11.5.5. Provide sub-schedules, if needed, to define critical portions of entire schedule:
11.5.5.1. Unplanned outage schedule
11.5.5.2. Special work plan
11.5.6. To the greatest extent practical, predecessors and successors will be applied to all tasks, in such
a manner that the early start dates reflect the planned commencement for the execution of the
tasks.
11.5.7. In order to maximize the value of the scheduling effort, the use of lags, constraints and other
artificial means of timing tasks will be minimized. These linking conventions will be reviewed by
the OWNERS’s scheduler for logic approval. Any links found to be arbitrary or incongruent with
good scheduling practices will be removed and reflected in the approved schedule.
55
Internal Use
11.5.8. Provide OWNER and its engineer adequate time to perform all necessary inspections. The
requirement of adequate time shall be determined by the OWNER’s representative performing
the inspections.
11.5.9. Provide adequate time to inspect all materials and allow for replacement time for damaged
materials.
11.5.10. Provide all necessary resources and equipment to achieve project-specific milestone schedule
requirements.
11.6. UPDATING
11.6.1. CONTRACTOR shall update construction schedule weekly, which shall show all changes having
occurred since submission of the previous updated schedule.
11.6.2. Indicate progress of each activity, and show completion dates.
11.6.3. Include:
11.6.3.1. Changes in scope,
11.6.3.2. Activities modified since previous updating,
11.6.3.3. Revised projections due to changes, and
11.6.3.4. Other identifiable changes
11.6.4. Provide narrative report, including:
11.6.4.1. Discussion of problem areas, including current and anticipated delay factors, and their
impact(s);
11.6.4.2. Corrective action taken, or proposed, and its effect(s);
11.6.4.3. Effect of change in subcontractors’ schedules; and
11.6.4.4. Description of revisions:
11.6.4.4.1. Effect(s) on schedule due to change of scope
11.6.4.4.2. Revisions in duration of activities
11.6.4.4.3. Any other changes which may affect schedule
11.6.5. This updated information shall be mutually agreed upon with the construction manager, no
later than one (1) working day (excluding Saturday and Sunday) prior to the weekly construction
coordination meeting.
11.6.6. If the contract completion dates, or any other schedule activity, are forecasted as being later
than specified in the contract, the CONTRACTOR shall submit a recovery plan in which he details
a plan for bringing the work back on schedule. This recovery plan shall be submitted no later than
one (1) working date after the weekly coordination meeting, and shall indicate any increased
manpower and equipment loading, use of premium time, and/or potential modification(s) to
other activities.
12. TEMPORARY FACILITIES

12.1. TEMPORARY FACILITY LOCATION
12.1.1. The CONTRACTOR shall provide temporary facilities for the management of the project in a
secured area at or near the project site.
12.2. PROJECT-SPECIFIC REQUIREMENTS
12.2.1. All buildings must be ADA compliant
12.2.2. The CONTRACTOR shall provide such temporary enclosures and facilities as the work may
warrant at the site, unless noted. Facilities shall include, but may not be limited to:
12.2.2.1. CONTRACTOR’s air conditioned office and storage facilities to include a desk and suitable
chairs for OWNER and/or its agents.
12.2.2.2. Air conditioned meeting room, at the OWNER-provided laydown and staging area(s),
for OWNER, and/or agents, to hold project meetings as required. Meeting room shall have
capacity for a minimum of 15 persons and include appropriate seating and drawing lay-
56
Internal Use
down areas. A wall-mounted drawing board shall be provided on at least one wall of the
room.
12.2.2.3. Meeting room shall have a functional conference phone that can be used for
conference calls. The conference phone shall be available for OWNER use at any time
throughout the project.
12.2.2.4. Meeting room shall have a functional copier and fax machine available for OWNER
use at any time throughout the project. Toner, paper, and other consumable materials shall
be kept in stock to avoid delay to project administrative activities.
12.2.2.5. Portable toilet facilities: Toilet(s) shall be cleaned and drained weekly and as required.
Toilets shall be placed within sufficient range of working crews and personnel location to
facilitate reasonable access at all times.
12.2.2.6. Enclosed and secure trailer storage for security and protection of sensitive equipment
and materials from inclement weather. CONTRACTOR shall provide quantities based upon
material requirements.
12.2.2.7. Shelter for crews, including sanitary facilities conforming to local codes and OSHA
requirements.
12.2.2.8. Hard-wired high speed internet service, at a minimum 25 Mbps downloads speed at
all times, available for use by OWNER, and/or its agents. If hard-wire internet service is
unavailable, an alternative internet service provision plan shall be submitted to the OWNER
for approval with details regarding equipment type, internet speed, data caps, etc.
12.2.2.9. Temporary light and power.
12.2.2.10. Fire protection.
12.2.2.11. Safety equipment and first aid facilities.
12.2.2.12. Construction warning, protection, and control devices for maintenance and safety of
vehicular and pedestrian traffic.
12.2.2.13. Temporary fencing, gates, barriers, locks, and signage required to secure the work
areas against vandalism and to prevent entry of unauthorized parties. Lighting systems shall
comply with local code requirements and CONTRACTOR shall seek OWNER approval for
such systems.
12.2.2.14. Dumpsters/trash containers at the project site for the following items:
12.2.2.14.1. Paper/cardboard waste
12.2.2.14.2. Metal scrap
12.2.2.14.3. Trash/refuse waste material
12.2.2.15. All appropriate tags, locks, and keys for lock out and tag out procedures.
12.2.2.16. Potable water facilities with a minimum 2 day supply on hand at all times.
12.2.2.17. Kitchenette equipment and associated supplies including, but not limited to: coffee
maker, microwave, fridge, consumables (coffee cups, paper towels, etc.), etc.
12.2.2.18. All equipment provided by CONTRACTOR for meeting and office space for use by
OWNER and its agents shall be in clean, good, and working condition.
12.2.2.19. Facilities will be cleaned twice a week or as needed.
12.2.3. Coffee/lunch wagons will be permitted on the project site at OWNER’s discretion.
12.2.4. The CONTRACTOR shall obtain and pay the costs of all permits and local approvals required for
temporary facilities, and temporary relocation of any existing facilities required for the work and
including temporary services (e.g. snow plowing).
12.3. TEMPORARY LAY DOWN AREAS
12.3.1. Laydown areas for material, tools, and equipment will be obtained by the OWNER.
12.3.1.1. CONTRACTOR will use only OWNER-approved laydown areas
12.3.1.2. CONTRACTOR will minimize storage of materials within project site areas
57
Internal Use
12.3.1.3. CONTRACTOR will be responsible for security of material and equipment stored at
laydown areas
12.4. COMMUNICATIONS
12.4.1. CONTRACTOR shall be responsible for providing and paying for telephone service. Cellular
phone service is an acceptable alternative to hard-wired telephone service.
12.4.2. CONTRACTOR shall be responsible for providing, and paying for, high speed internet service as
required in Section 12.2.2.8.
12.5. TEMPORARY LIGHT AND POWER
12.5.1. CONTRACTOR Responsibilities:
12.5.1.1. Furnish, install and remove any temporary electrical power and lighting systems and
pay for all necessary labor, materials and equipment. All such temporary electrical work
shall meet the requirements of the National Electrical Code, the local utility company, and
OSHA. All work shall be performed by a NYS-licensed electrician.
12.5.1.2. Make all necessary arrangements with the local utility company as to where the
temporary electric service can be obtained.
12.5.1.3. Secure and pay for all required permits, certificates, notarizations, back charges for
work performed by others, and other expenses incidental to the installation of the
temporary electric service.
12.5.1.4. Provide a temporary service to the office and storage location as required to provide
electric light and power.
12.5.1.5. Provide all necessary overhead pole lines, transformers, meters, cables, panel boards,
switches and accessories required by the temporary light and power installation.
12.5.1.6. Remove temporary wiring, service equipment, and accessories thereto when directed
by the OWNER and/or its agents.
12.5.1.7. Pay the costs of all energy consumed by CONTRACTOR and all of their subcontractors
until final completion.
12.5.1.8. Furnish all lamps, both initial and replacement, used for the temporary lighting
system.
12.5.1.9. Furnish and install:
12.5.1.9.1. Any temporary wiring of a special nature, other than that specified above,
required for project work, and
12.5.1.9.2. Any temporary wiring of construction offices and buildings.
12.6. PRODUCTS
12.6.1. CONTRACTOR-provided facilities shall be of sufficient size and content for: the adequate
administration of the contract, storage of materials required for installation, and provision for
shelter of personnel.
12.6.2. Equipment required for personal safety of employees shall be furnished in full compliance with
specific safety requirements of local, state, and federal agencies, including OSHA.
12.7. EXECUTION
12.7.1. Field office and storage trailers or buildings shall be located in OWNER-approved locations and
properly set up for all potential weather conditions. These field offices shall be cleaned on a
weekly basis at a minimum, and as required. Work trailer may be skirted with plywood and include
a platform with an OSHA-compliant stair system with compliant hand rails at all entrances.
12.7.2. There shall be sanitary conveniences, in sufficient numbers, for the use of all persons employed
on the work, including the OWNER. Facilities shall be properly screened from public observation,
and maintained at suitable locations in accordance with state and local ordinances. They shall be
cleaned on a regularly-scheduled basis, and as needed, but no less than once per week.
12.7.3. The CONTRACTOR shall provide sufficient drinking water for all their employees from approved
sources. CONTRACTOR shall also obey and enforce other local sanitary regulations and orders,
taking such precautions against infectious disease as may be deemed necessary.
58
Internal Use
12.7.4. The CONTRACTOR shall conduct their operations in such a manner, and with the use of proper
equipment, that will provide maximum safety for employees and the traveling public.
12.7.5. The CONTRACTOR shall provide sufficient area for the parking of personnel vehicles and
equipment such that traffic impedance shall be minimized and both public and private ways not
be blocked. Parking locations must be approved by OWNER prior to their utilization. Any damage
to CONTRACTOR-secured parking areas from leaking vehicles will be repaired at the
CONTRACTOR’s expense. CONTRACTOR-secured parking areas shall be cleaned following their
intended use and restored to pre-construction conditions by the CONTRACTOR. The number and
type of vehicles will be subject to the OWNER’s approval. All on-site vehicles shall be covered by
the CONTRACTOR's insurance.
13. MAINTENANCE OF TRAFFIC

13.1. DESCRIPTION
13.1.1. The CONTRACTOR shall be responsible for scheduling their work in such a manner that it shall
be done in such ways as to provide safe passage at all times for public traffic and with a minimum
of obstruction to traffic.
13.1.2. The CONTRACTOR shall install Maintenance and Protection of Traffic Control (MPTC) measures
as required for execution of the work.
13.2. EXECUTION
13.2.1. The CONTRACTOR shall install MPTC measures as required for safe and necessary ingress and
egress from each respective road, and commercial and/or residential driveways associated with
the project.
13.2.2. CONTRACTOR shall notify the appropriate authorities and property owners at least thirty (30)
days prior to work progressing in the vicinity of their facilities. Unless otherwise noted on the
project drawings or as directed by the OWNER, the CONTRACTOR shall notify all county, town,
and village highway departments at least thirty (30) days prior to the commencement of
construction within limits of highways under their jurisdiction.
13.2.3. The CONTRACTOR shall maintain traffic during the working day, and shall provide all of the
necessary warnings, signs, flags, and flagmen to accomplish this. Further, the CONTRACTOR shall
leave the area in a satisfactory and safe condition at the end of each day.
13.2.4. CONTRACTOR shall provide and maintain traffic control as shown on the contract drawings, as
required in project associated permits, and as needed in association with CONTRACTOR means
and methods. This is to be done in accordance with NYSDOT Manual of Uniform Traffic Control
Devices (MUTCD), NYSDOT standard specs section 619, and in coordination with the proper local
authorities.
14. PROJECT RECORD DOCUMENTS

14.1. DESCRIPTION
14.1.1. Keep accurate record documents for all additions, substitution of material, variations in work,
and any other revisions to the contract documents. The latest revisions to be made to any
drawings shall be attached to or placed in front of the most recent previous revision. Revision
changes will also be communicated to ALL necessary personnel, which the OWNER will decide.
14.1.2. Three (3) prints of each required drawing will be furnished to the CONTRACTOR. A digital
version of the prints will also be provided to the CONTRACTOR for additional document
reproduction needs.
14.1.3. Two (2) complete sets of design drawings shall be designated for red-line mark-up purposes to
depict field changes for submission to the OWNER. These deviations from original details of
construction do not change the intent of the design or necessitate engineering redesign, but do
require approval by the OWNER. Changes shall be recorded on the red-line set of design drawings
as they are instituted.
14.1.4. The OWNER reserves the right to reproduce and distribute any and all drawings or data it
considers necessary for construction and/or related purposes received from the CONTRACTOR
59
Internal Use
throughout the duration of this contract despite any notice prohibiting the same appearing on
the drawing or data.
14.2. MAINTENANCE OF DOCUMENTS
14.2.1. At minimum, the OWNER and its agents will maintain at job site one (1) copy each of:
14.2.1.1. Contract drawings,
14.2.1.2. Specifications,
14.2.1.3. Addenda,
14.2.1.4. Issued permits,
14.2.1.5. SWPPP and completed inspection reports,
14.2.1.6. Change orders,
14.2.1.7. Other modifications to contract,
14.2.1.8. FCN(s),
14.2.1.9. Engineering change notice,
14.2.1.10. Project schedules,
14.2.1.11. Contractor’s daily progress or inspection reports,
14.2.1.12. Construction photographs,
14.2.1.13. Other documentation as required by agencies having jurisdiction,
14.2.1.14. Environmental Binder,
14.2.1.15. Health & Safety Binder, and
14.2.1.16. Quality Binder
14.2.2. CONTRACTOR shall assist and provide all pertinent records to OWNER and its agents to
maintain accurate records as listed above at all times.
14.2.3. Store documents in a dry, safe place, apart from documents used for construction.
14.2.4. Do not use record documents for construction purposes.
14.2.5. Make documents available at all times for inspection by OWNER, and authorized
representatives of federal and/or state agencies.
14.3. MARKING DEVICES
14.3.1. A light green pencil shall be used to indicate deletions whereas red shall be used to show
additions and changes.
14.4. RECORDING
14.4.1. A designated individual from the CONTRACTOR’s company shall be assigned the task of
recording and tracking all changes and updates to drawings through a log, and will be responsible
for compiling a complete and accurate account of all changes.
14.4.2. CONTRACTOR shall instruct their employees to notify said designated employee(s) of all
changes that are discovered.
14.4.3. Label each document “PROJECT RECORD” in 2-inch-high printed letters.
14.4.4. Keep record documents current.
14.5. CONTRACT DRAWINGS
14.5.1. Legibly mark to record actual construction as applicable:
14.5.1.1. Field changes of dimension and detail,
14.5.1.2. Changes made by change order, FCN, or engineering change notice, and
14.5.1.3. Details not on original contract drawings
14.5.2. Specifications and Addenda sections shall be legibly marked up to include:
14.5.2.1. Manufacturer, trade name, catalog cumber, and supplier of each product and item of
work;
14.5.2.2. Changes made by FCN or engineering change notice; and
60
Internal Use
14.5.2.3. Other items not originally specified.

14.6. CHANGES
14.6.1. All work shall be performed in accordance with the plans and specifications except as described
herein.
14.6.2. A Design Change Notice (DCN) may be issued by the OWNER at any time, and shall form a part of
the Contract, modifying or superseding the existing drawings or specifications. When the DCN
constitutes a change in work scope, the CONTRACTOR shall notify the OWNER in writing within five
(5) days of the receipt of the DCN, and prior to the start of affected work.
14.6.3. No out-of-scope work shall be completed by the CONTRACTOR without prior written approval
by the OWNER. All extra or out-of-scope work completed by the CONTRACTOR without OWNER’s
approval shall be at CONTRACTOR’s expense.
14.6.4. A Field Change Notice (FCN) shall be submitted by the CONTRACTOR to the OWNER for review
and approval when field conditions, material changes, specifications, conflicts or unworkable
design vary from those described in the drawings and specifications such that the work can no
longer be performed as described. A FCN shall also be submitted for any work where the
CONTRACTOR seeks to modify or omit work described in the drawings or specifications. Drawings
and specifications will not be changed unless field conditions require it.
14.7. AUTHORIZATION
14.7.1. CONTRACTOR is not authorized to proceed with corrective actions indicated on DCNs or FCNs
until all authorization blocks have been signed. Such signatures do not, however, authorize a
change in the work scope, schedule, or compensation. When a DCN or FCN constitutes a change
in work scope, CONTRACTOR shall provide OWNER with written notification detailing cost and
schedule impacts, prior to start of effected work. OWNER will respond in writing to
CONTRACTOR’s request with either approval or denial of contract modifications. A revised
purchase order will be issued if a change in contract price results.
14.8. CONSTRUCTION PHOTOGRAPHS
14.8.1. CONTRACTOR shall provide, when directed by OWNER or its engineer, or when otherwise
specified herein, in a non-proprietary electronic format, either JPG or BMP. Sufficient information
shall be included so as to identify the photograph’s location, time, date and specific activity.
14.9. SUBMITTALS
14.9.1. The CONTRACTOR shall submit a procedure acceptable to the OWNER’s engineer at the start
of the project to record changes made to the drawings, specifications, and shop drawings.
14.9.2. At project completion, CONTRACTOR shall deliver record documents to OWNER. The
CONTRACTOR shall provide one (1) complete set of these red-line drawings, fully marked-up,
within one (1) week after acceptance of the work. One complete set of shop drawings, prepared
using AutoCAD or Microstation, shall be submitted as part of the record documents.
14.9.3. A CONTRACTOR submittal, in duplicate, with transmittal letter to OWNER, containing:
14.9.3.1. Date
14.9.3.2. Project title and number
14.9.3.3. CONTRACTOR’s name and address
14.9.3.4. Title and number of each record document
14.9.3.5. Certification that each document is complete and accurate as submitted
14.9.3.6. Signature of CONTRACTOR, or their authorized representative
15. SAFETY REQUIREMENTS

15.1. RELATED DOCUMENTS
15.1.1. The general provisions of the Contract, including general conditions, supplementary conditions
(if any), and general requirements, apply to the work specified in this section.
15.1.2. Occupational Safety and Health Administration (OSHA) 1910.1200-8 “Hazard Communication
Standard”
61
Internal Use
15.1.3. AVANGRID Safety Requirements

15.2. EXECUTION
15.2.1. The following requirements, at a minimum, shall be addressed in the CONTRACTOR’s written
accident prevention/safety program and are intended to supplement those presented in the
supplier of choice agreement. In the event of conflicts between these requirements and those in
the supplier of choice agreement, the more stringent shall apply:
15.2.1.1. The CONTRACTOR shall designate the individual or individuals responsible for:
implementation of the accident prevention/safety program; the development of safety
policy and procedures; orientation of new employees; job site inspection responsibilities;
the conduct of CONTRACTOR’s weekly safety meetings; and submission of necessary
reports related to jobsite injuries and/or safety.
15.2.1.2. All employees of the CONTRACTOR that will be working on this project shall read the
OWNERS’s contractor safety requirements. The CONTRACTOR shall submit the sign-off
sheet signifying that the employees have read and understand the OWNERS’s contractor
safety requirements before proceeding with any work. Only those personnel who have
reviewed and agreed to the conditions contained within the OWNER’s contractor safety
requirements will be allowed to work.
15.2.1.3. After consulting with the OWNER, the CONTRACTOR shall insure that all equipment
shall be operated in such a manner that safety clearances, as outlined within OWNER’s
contractor safety requirements and required by OSHA, are maintained. Safety matters must
be coordinated through the OWNER.
15.2.1.4. All pertinent PPE, including hard hats, safety footwear, reflective safety vests and
safety glasses, shall be worn by all personnel working on the project. The CONTRACTOR
shall specify the availability of, and enforcement of, procedures for the use of protective
devices such as foot protection, hearing protection, respirators, safety belts and lanyards,
protective clothing, fire resistant blankets and /or barriers, and any other devices utilized
for the protection of the individual employee’s health and safety. All related safety
equipment shall conform to all federal, state, and local safety standards, including OSHA
and CFR.
15.2.1.5. The CONTRACTOR shall specify the availability on site and the type of instrumentation
to be utilized to determine flammable gases, oxygen levels, noise levels, gas sampling, and
such other instrumentation as may be required to ensure a safe working environment.
15.2.1.6. The CONTRACTOR’s program shall cover, in addition to accident and injury prevention
procedures, specific procedures for fire protection and prevention of damage to property
as well as such other procedures, beyond statutory requirements, that may be necessary
to conduct the work in a safe manner and provide maximum protection for the health and
safety of all employees.
15.2.1.7. Safety includes, but is not limited to, the following: orientation of new hire employees;
daily “tailboard” meetings; weekly safety meetings with employees (including a specific
topic discussion); weekly reports as required; accident/injury reports; first aid for its
employees; and one full time, competent individual designated as the CONTRACTOR’s site
safety representative. All employees and visitors must wear safety glasses, hard hats, safety
shoes, reflective safety vests and all other appropriate safety gear as required from gate-
to-gate.
15.3. SAFETY MEETINGS
15.3.1. Mandatory safety meetings shall be held with the CONTRACTOR and construction crew. The
topic of these meetings shall be related to job safety, and shall be a forum for open questions and
concerns from the personnel who are working on the construction site.
15.3.2. Meetings shall be conducted weekly and documented. Minutes showing the name of the
person conducting the meeting, signatures of the attendees, and topics discussed shall be kept
on file by the CONTRACTOR with copies submitted to the OWNER. Attendance at the weekly
safety meetings is mandatory for all personnel onsite at the time of the meeting.
62
Internal Use
15.3.3. Daily safety tailboard meetings attended by all persons working on the project site shall be
conducted to discuss the hazards associated with the work tasks for that day. These meetings
shall be used to coordinate and plan the day’s events. The tailboards shall be documented and
signed off by all personnel. The CONTRACTOR shall keep all tailboard documents on file and
submit copies to the OWNER. If a major change in the work occurs or an unexpected condition
arises, a new tailboard shall be held and documented.
15.3.4. The CONTRACTOR shall coordinate with the OWNER to develop safety topics to be discussed
at tailboard meetings that address both CONTRACTOR and COMPANY safety site issues and
concerns.
15.4. REPORTING
15.4.1. CONTRACTOR and its subcontractors shall immediately report any injury to any of the
CONTRACTOR’s or subcontractor’s employees to the OWNER. Additionally, an OSHA 300 form
(“Supplemental Record of Occupational Injury and Illnesses”) or equivalent form and an accident
investigation report shall be provided to the OWNER in the event of an injury to a CONTRACTOR
employee.
15.4.2. CONTRACTOR shall supply the last three (3) years’ EMR along with documentation.
15.4.3. The CONTRACTOR shall submit a weekly safety report completed by their safety representative
which shall be shared at weekly progress meetings. The report shall include a site inspection
checklist and list any unsafe conditions found, along with the corrective measures taken. Also, the
report shall include reports of injuries and a summary of what was discussed at the weekly site
safety meeting and the signatures of those attending.
15.4.4. The CONTRACTOR shall submit a detailed site-specific safety plan to the owner, to be supplied
at the pre-job meeting. The original shall be part of CONTRACTOR submittals, as specified in the
appendices of this RFP, and shall meet all requirements of the contract documents. Construction
activities shall not begin until the plan has been approved.
15.4.5. The CONTRACTOR shall specify compliance with OSHA regulations applicable to the work on
this project. Where OWNER requirements and OSHA requirements differ, in any instance, the
more stringent shall be followed by the CONTRACTOR.
15.5. MSDS DOCUMENTS
15.5.1. The CONTRACTOR shall provide the OWNER with a list of hazardous materials and chemicals
and copies of the applicable Material Safety Data Sheets (MSDS) at least 48 hours prior to the
delivery of such hazardous materials and chemicals to the site. This provision is in addition to, and
shall not affect, the CONTRACTOR's responsibility for compliance with the OSHA Hazard
Communication Standard. The MSDS documents shall be present at the site in case of emergency.
15.5.2. CONTRACTOR shall comply with the requirements of the OSHA Hazard Communication Standard
(29 CFR parts 1910, 1926, and 1928) which includes, but is not limited to, a required written hazard
communication program, employee training, employee protection, MSDS, and container labeling.
CONTRACTOR shall be responsible for amending any work plans if the abovementioned OSHA
standard is modified or replaced by subsequent regulations.
15.5.3. OWNER shall be responsible for the control, removal and disposal of coal tar pipe coating wrap
on existing gas pipe to be used for tie-in purposes as part of this contract. The OWNER shall be
responsible for coordinating and the completion of any tie-in activities to existing and energized
below-grade steel gas mains.
15.5.4. Prior to commencement of the work, the construction manager will allow CONTRACTOR and
their employees to review OWNER’s MSDS and hazard communications program manual for
OWNER's chemicals which the CONTRACTOR's employees may be exposed to while working at
OWNER's work places covered under this contract.
15.5.5. CONTRACTOR agrees to remove all chemicals other than coal tar protective pipe coating waste
which are not part of the completed work, and to dispose of all waste material resulting from the
performance of the work in accordance with all applicable local, state and federal laws, rules,
statutes, orders, permits, regulations and ordinances. Should CONTRACTOR not remove or dispose
of such chemicals and/or waste material as required herein, the construction manager will dispose
of the material in accordance with applicable state and federal laws and regulations. In all such
63
Internal Use
cases, CONTRACTOR will bear all costs of disposal it incurs, either by an invoice to CONTRACTOR or,
at construction manager’s option, by deducting such costs from payments due to the CONTRACTOR.
15.5.6. For chemicals which required personal protective equipment, the CONTRACTOR must notify
the OWNER at least two (2) days in advance of the arrival of that chemical at the OWNER's
workplace to enable the construction manager to notify OWNER's employees of potential
hazards.
15.5.7. The telephone number of an authorized MSDS hotline shall be readily available and displayed
at each landline telephone at the jobsite in case of emergency.
15.6. FIRST AID
15.6.1. CONTRACTOR shall provide first aid and CPR certification for every foreman on the project. At
least one of these persons shall be on site during any and all work activities.
15.6.2. The CONTRACTOR shall provide transportation to health care facilities for his personnel, as
required.
15.6.3. First aid kits shall be readily available at the job site. When at a remote location such as a
structure site, a first aid kit shall be available in either an easily available vehicle or piece of heavy
equipment. Each foreman’s truck will contain a fire extinguisher and first aid kit, along with
appropriate signage indicating location of same.
15.6.4. First aid kits shall be readily available, clearly marked and in plain sight at the trailer at the job
site.
15.6.5. First aid kits shall contain an adequate number of supplies to treat most job site injuries and
shall be in compliance with ANSI Z308.1 minimum requirements for Class B first aid kits. For
specific requirements, refer to Table 2 below.
Table 2: Minimum Requirements for First Aid Kits, Class B
15.7. FIRE PROTECTION

15.7.1. The CONTRACTOR shall participate and cooperate in the project fire protection program as
developed by the construction manager. The following items shall apply as the program
minimum:
15.7.1.1. Portable dry chemical fire extinguishers shall be provided by the CONTRACTOR and
shall be located so as to be immediately available during welding, cutting, or burning
operations, including all heavy equipment and foreman’s trucks at off-site locations. All
extinguishers must be inspected monthly, and maintained in filled, operating condition.
64
Internal Use
15.7.1.2. Fire blankets or other noncombustible barriers shall be provided and used to prevent
sparks or welding slag from falling below the elevation on which such work is being
conducted.
15.7.2. Care shall be taken for storage of flammables and all combustibles, including lumber not in use.
Cardboard, paper and similar materials shall be removed daily from construction areas. Long-term
storage of materials and/or equipment packed in combustible containers will not be allowed
within any structure under construction. Where necessary, to efficiently execute the various
construction operations, a limited amount of material in combustible containers may be stored
within structures under construction with the express written permission of the construction
manager.
65
Internal Use
APPENDIX B
Agreement Sum and Payment Schedule
Payment Terms: NET 60
66
Internal Use
67
Internal Use
68
Internal Use
69
Internal Use
70
Internal Use
APPENDIX C
Contract Datasheet
Section Item Contract Data
Contract Currency US Dollars (USD)
Warranty Period Two (2) years
Owner Permits See Appendix I (Permits)
1.11 Site Access Date TBD
1.15 Substantial Completion Date TBD
1.4 Final Completion Date TBD
Project e-mail [email protected]
71
Internal Use
APPENDIX D
Contractor’s Key Personnel and Subcontractors
Potential Site Works Sub-Contractors:
Civil Design:
Civil Works:
Installation:
Other Considerations:
72
Internal Use
APPENDIX E
Notices
Along with all other correspondence requirements included in this Construction Agreement, any
notice, request, approval or other document required or permitted to be given under this Master
Agreement shall be in writing and shall be deemed to have been sufficiently given when delivered
in person or deposited in the U.S. Mail, postage prepaid, addressed as specified herein or to such
other address or addresses as may be specified from time to time in a written notice given by
such party. The parties shall acknowledge in writing the receipt of any such notice delivered in
person.
All communications to AVANGRID shall be directed to:
AVANGRID Service Company

Contract Administration
89 East Avenue
Rochester, NY 14649
Phone: 585-724-8028
Fax: 585-771-2820
All communications to Supplier shall be directed to:
73
Internal Use
APPENDIX F
Form of Invoice
74
Internal Use
APPENDIX G
Change Order Pricing
1. General
Contractor’s requests for Change Orders and proposals submitted by Contractor in response to a request
for a proposal from Owner or Program Manager, including components thereof that involve
Subcontractors (including any and all other lower tier sub-Subcontractors) shall be priced in accordance
with this Appendix G, Pricing of Changes, unless otherwise directed by Owner. Owner has the right to
select which of the methods of pricing changes in this Appendix is to apply to each Change Order or
prospective Change Order. The options are:
• fixed price lump sum
• fixed unit price
• time and material
2. Fixed Price Lump Sum

Proposals for work to be undertaken on a fixed price lump sum basis shall follow the requirements set out
herein for changes undertaken on either unit price basis or time and material basis, or a combination of
both (Contractor to select the method), except that quantities of time, work and materials, and applicable
rates and prices shall be estimated or chosen by Contractor prior to execution of the work. As part of its
proposal for each change, Contractor shall submit details similar to those required by Sections 3 and 4, of
this Appendix, as applicable.
3. Fixed Unit Price

3.1 The following Table of Unit Prices for Defined Scopes of Work shall be used for determining the
price of all Change Orders where the fixed unit price method is selected by Owner and the scope of the
changed work is described in the Table.
The unit prices set forth in the Table of Unit Prices for Defined Scopes of Work include all direct and
indirect costs to Contractor of furnishing and installing the item, including all associated engineering and
design costs, maintenance, fuel, delivery and installation charges, premiums for shift or night work, Site
and off-site time-related costs, transport costs, taxes, overhead and markups (including for Work
performed by Subcontractors, any handling or other administrative charge or mark-up of Contractor), and
profits. Unit prices are firm through Final Completion.
Table of Unit Prices for Defined Scopes of Work
To be Developed from RFP Proposal Form
3.2. Labor. If any change using unit prices, in whole or in part, involves labor not associated with work
addressed in the Table of Unit Prices for Defined Scopes of Work in Section 3.1, the following hourly labor
rates shall be used as the unit pricing of labor. Overtime and holiday rates apply only upon direction of
Owner or Program Manager that the applicable work shall be undertaken at times that attract such rates.
Holiday rates shall only apply to holidays for employees of the Contractor as demonstrated by submittal
by Contractor of documentation acceptable to Program Manager and approved. Overtime and holiday
75
rates apply only to hours actually worked on the changed work. Unit prices are firm through Final
Completion.
Table of Labor Rates for Changes Undertaken on Unit Price Basis Where Change Involves Labor Not
Associated With Work Addressed in Unit Pricing for Defined Scopes Of Work.
Any unit prices for labor not identified on the above Table shall be established consistent with the
methodology used for pricing time and materials change orders in Section 4.
3.3. Equipment. If any change using unit prices, in whole or in part, involves equipment not associated
with work addressed in the Table of Unit Prices for Defined Scopes of Work in Section 3.1, the equipment
rates below shall be used as the unit pricing of equipment. Unit costs for labor associated with the
operation of such equipment are not included in such equipment rates, and shall be determined in
accordance with the table for labor in Section 3.2 above. Rates in the Table include for fuel and
maintenance, including inspections and tests and ready-for-work start-up procedures. Standby rates shall
be used only if Contractor mobilizes equipment to the Site pursuant to a Change Order, such equipment
is maintained in operating condition, and Program Manager directs Contractor in writing not to use such
equipment. Unit prices are firm through Final Completion.
Any unit prices for equipment not identified on the above Table shall be established consistent with the
methodology used for pricing time and materials change orders in Section 4 of this Appendix.
3.4. Materials. If any change using unit prices, in whole or in part, involves materials not associated
with work addressed in the Table of Unit Prices for Defined Scopes of Work in Section 3.1, the Material
costs shall reflect Contractor's net, verifiable, anticipated cost for the purchase of the material needed for
the extra Work, including delivery charges.
4. Time and Material

Where the time and material price method is selected by Owner, Contractor shall perform such authorized
extra Work for the sum of:
(i) the actual cost of direct labor (working foremen, journeymen, apprentices, helpers) that
undertook the extra work;
(ii) the actual cost of labor burden associated with (i);
(iii) the actual cost of material used in performing the extra Work;
(iv) the computed cost or actual cost of rental of major equipment;
(v) actual costs of additional general liability insurance and performance bond
(vi) the Markup Percentage Fee applied to items (i), (ii), (iii) and (iv)
76
without any charge for administration and supervision including management, superintendents and
general foremen, and the cost of or rental cost of small tools and minor equipment (defined as having a
purchase price of less than $1,000).
Owner and Contractor may agree in advance in a Change Order on a maximum price for Work priced on
such basis, and Owner shall not be liable for amounts in excess of that maximum.
(i) Direct Labor

Labor costs included for self-performed work shall be based on the actual cost (excluding bonuses or
other discretionary compensation) per hour paid by Contractor for those workers undertaking the
extra Work.
(ii) Labor Burden

Allowable labor burden shall be defined as employer's net actual cost of payroll taxes (FICA, Medicare,
SUTA, FUTA), net actual cost for employer's cost of union benefits (or other usual and customary
fringe benefits (excluding bonuses or other discretionary compensation) if the employees are not
union employees); and net actual cost to employer for worker's compensation insurance taking into
consideration adjustments for experience modifiers, premium discounts, dividends, rebates, expense
constants, assigned risk pool costs and net cost reductions due to policies with deductibles for self-
insured losses and assigned risk rebates. Contractor shall reduce its standard payroll tax percentages
to properly reflect the effective cost reduction due to the estimated impact of the annual maximum
wages subject to payroll taxes.
(iii) Materials
Material costs shall reflect Contractor's net actual, verifiable, cost for the purchase and delivery of the
material needed for the extra Work and shall include for any discounts, preferential pricing and
rebates available to Contractor.
(iv) Equipment
Contractor-owned or Subcontractor-owned. Allowable "bare" equipment rental rates shall be the
monthly rate listed in the most current publication of The DataQuest Blue Book divided by 176 to
arrive at a maximum hourly rate to be applied to the actual hours of equipment usage, to which
shall be added operating costs needed to undertake the extra Work
Contractor-rented or Subcontractor-rented. Allowable costs are the appropriate, verifiable,
market rental rates for rental of major equipment needed to undertake the extra Work.
(v) General Liability Insurance and Performance Bond

Time and materials computations shall account for Contractor's net increase in comprehensive
general liability insurance costs and costs for performance bond furnished by Contractor to Owner as
a result of the extra Work. No Markup Percentage Fee is to be applied to increases in such insurance
costs or performance bond costs.
(vi) Markup Percentage Fee

For any Work performed directly by Contractor and/or any Subcontractor (regardless of tier), the
maximum Markup Percentage Fee shall be a single markup percentage not-to-exceed five percent
(5%) of the net direct cost (excluding taxes) of (i) direct labor; (ii) allowable labor burden costs; (iii)
77
the net cost of material; (iv) computed cost or actual rental cost of equipment including operating
costs
and
for Work performed by lower tier contractors, the maximum, aggregate Markup Percentage Fee
allowable to Contractor and/or Subcontractor(s) directly supervising the lower tier contractor's work
shall not exceed three percent (3%) of the net cost (excluding taxes) of all approved Work performed
by all Subcontractors combined. (For the avoidance of doubt, this is a single markup and not separate
markups for Contractor and supervising Subcontractor.).
The Markup Percentage Fee compensates Contractor for all costs and expenses incurred by
Contractor and Subcontractors of all tiers in undertaking the extra work other than the amounts
and/or costs identified and directly accounted for in (i), (ii), (iii), and (iv) above and provides for
Contractor’s profit and Subcontractors’ (of all tiers) profit. Such costs and expenses include but are
not limited to:
- Site field overhead and time-related costs and expenses;
- Site office overhead and time-related costs and expenses;
- local or branch office overhead costs and expenses;
- home office overhead costs and expenses;
- cost and expenses including those for Change Orders of management, superintendents,
general foremen, estimating, shop drawings, permits, engineering, submittals, coordinating
with others, purchasing, expediting, legal, finance and accounting, management information
systems, computers and software, consultants not identified as subcontractors,
administrative functions;
- record keeping and verification methods for time and materials;
- insurances except as specifically permitted;
- transport costs for management, superintendents, general foremen or others;
- warranty expenses and costs;
- cost of payment and performance bonds furnished by subcontractors to Contractor;
- the cost for the use of small tools (tools and equipment (power or non-power) with an
individual purchase cost of less than $1,000)
Record keeping forms and verification methods for time and materials Work shall be subject to approval
of the Program Manager.
If requested by Program Manager, Contractor shall provide, and shall cause each Subcontractor at any
tier to provide, evidence of its labor costs and a breakdown of its labor burden costs or estimates.
5. Equipment
The aggregate equipment charges for any single piece of Contractor-owned or Subcontractor-owned
equipment used in all Work under Change Orders priced on fixed unit price or time and material basis
shall be limited to the fair market value of the piece of equipment when the first Change Order is priced
using fixed unit price or time and material involving usage of that piece of equipment.
78
APPENDIX H
Change Order Request Form

(Sample)
79
APPENDIX I
Permits
1. General
Contractor is responsible for verifying that all Permits, whether provided by Contractor or Owner, have
been issued and are in force prior to initiation of any Work covered by such Permits and that Contractor
and all its employees are familiar with the requirements and restrictions of all permits, regardless of
whether or not such information is specifically called out by the Owner.
2. Contractor Permits
Contractor shall secure and maintain, at Contractor's sole cost and expense (including costs of
preparation, any filing fees and/or charges, and any bonds or other performance assurance), all Permits
(other than Owner Permits) for the Work, including, but not limited to, permits required for over-the-road
delivery of materials as applicable.
Responsibilities of any other permits that arise shall be mutually agreed upon by the project team in
accordance with responsibilities of the Work.
3. Owner Permits
Owner shall secure and maintain, at Owner’s sole cost and expense (including costs of
preparation, any filing fees and/or charges, and any bonds or other performance assurance),
Permits listed in 3.1.
3. 1 Listing of Permits
80
APPENDIX J
Insurance Requirements
Before commencing Services, the Supplier shall procure and maintain at its own expense for a
period of two years beyond completion of the Services, the insurance types, limits, terms, and
conditions listed in Section 1 below. The amounts as specified are minimums only. The actual
amounts above the minimums shall be determined by the Supplier. In addition, for any Services
that are authorized to be subcontracted, the supplier shall require each subcontractor to procure
and maintain all insurance as outlined in section one.
IF YOU DO NOT HAVE A CURRENT CERTIFICATE ON FILE WITH CUSTOMER prior to

commencement of Services, Certificates of Insurance evidencing supplier's and/or
subcontractor's possession of insurance as outlined in Section 1 shall be filed with Customer for
its review.
Certificates of Insurance should be mailed to the Procurement Department at the following

address:
AVANGRID Service Company
Procurement Department/Insurance Cert.
89 East Avenue
Rochester, NY 14649-0001
1. Required Insurance Coverage’s and Minimum Amounts
Each insurance policy shall be placed with an insurance company licensed to write
insurance in the State where the Services are to be performed and shall have an A.M.
Best's Rating of not less than "B+" and a policyholder surplus of at least $25,000,000.
Each insurance policy, except Workers' Compensation and Employers' Liability, shall be
endorsed to add Customer as an additional insured. All insurance where Customer is an
additional insured must contain provisions which state that the policy will respond to
claims or suits by Customer against the Supplier/Consultant/ Labor supplier/etc. In
addition, Customer should be notified of any reduction in the aggregate policy limits.
Each policy shall be endorsed to provide a minimum of thirty (30) days prior written notice
of cancellation, intent not to renew, or material change in coverage.
Each policy shall be endorsed to provide a breach of warranty clause.
81
In the event Supplier and/or Subcontractor has a policy(ies) written on a "claims-made"

basis, such insurance shall provide for a retroactive date not later than the
commencement of Services under this agreement. In addition, the Supplier and/or
Subcontractor will guarantee future coverage for claims arising out of events occurring
during the course of this agreement.
All of the insurance required hereunder will be primary to any or all other insurance
coverage in effect for Customer.
1.1 Workers' Compensation and Employers' Liability Insurance in accordance with the
statutory requirements of the State of New York. For Services that are conducted outside
of New York State, the minimum limit for Employers' Liability Insurance should be
$500,000 each accident, $500,000 disease-policy limit, $500,000 disease-each employee.
1.2 Automobile Liability insuring any auto, all owned autos, hired autos, and non-owned
autos with a bodily injury and property damage combined single limit of $5,000,000 per
occurrence.
1.3 General Liability (Comprehensive or Commercial Form), including coverage for

Premises/Operations, Underground/ Explosion & Collapse Hazard, Products/Completed
Operations, Contractual Liability specifically insuring the attached Indemnity Agreement,
Independent Contractors, Broad Form Property Damage, and Personal Injury, in the
amount of $5,000,000 per occurrence and $5,000,000 aggregate.
The amount of insurance may be satisfied by purchasing primary coverage in the

minimum (or greater) amounts specified or by purchasing a separate excess Umbrella
Liability policy together with lower limit primary coverage.
Each General and/or Umbrella Liability Insurance policy shall be endorsed with the
following Cross Liability clause: In the event of claims being made by reason of personal
and/or bodily injuries suffered by any employee or employees of one insured hereunder
for which another insured hereunder is or may be liable, then this policy shall cover such
insured against whom a claim is made or may be made in the same manner as if separate
policies had been issued to each insured hereunder, except with respect to limits of
insurance. In the event of claims being made by reason of damage to property belonging
to any insured hereunder for which another insured is or may be liable, then this policy
shall cover such insured against whom a claim is made or may be made in the same
manner as if separate policies had been issued to each insured hereunder, except with
respect to the limits of insurance.
None of the requirements contained herein as to types, limits and approval of insurance coverage
to be maintained by Supplier or Subcontractors are intended to, nor shall they in any manner
82
limit or qualify the liabilities and obligations assumed by Supplier or Subcontractor under this
agreement.
83
APPENDIX K-1
Lien and Waiver Release
TO ACCOMPANY EACH INVOICE

[LETTERHEAD OF CONTRACTOR]
DATE: [_________]
TO:
[INSERT ADDRESS]
1 Avangrid Service Company ("Company" or “Owner”) and DDS Utilities ("Contractor")

have entered into an Agreement, dated June 1st, 2020, (the "Agreement"), pursuant to
which Contractor is to provide services in connection with (the "Project").
2. Section 8.2 of the Agreement provides, among other things, that, each invoice shall be
accompanied by (i) the Contractor's waiver and release, subject to payment of the
invoice by the Owner, of liens and claims relating to Work for which the Invoice or any
prior invoice have been submitted, and (ii) a certificate that the Site, Work, materials
and equipment described in the invoice and in all previous invoices are free and clear of
all liens other than any liens extinguished upon receipt of payment by Contractor of
such invoice. Contractor provides this instrument in order to satisfy the requirements of
the aforesaid Section 8.2 in relation to Contractor's invoice no. [to be inserted] dated [to
be inserted] (the "Invoice").
NOW THEREFOR:
1. Capitalized terms used and not defined herein shall have the meaning assigned to them
in the Agreement.
2. Subject to payment by Company to Contractor of the sum of [___________], which sum

represents the full amount due to Contractor under the Invoice less Retainage and less
Punchlist withholding, if any, Contractor irrevocably waives its right to file, releases and
relinquishes any lien, claim or security interest relating to Work for which the Invoice is
submitted or any prior invoice has been submitted; provided, however, that no such
waiver shall apply to unresolved claims submitted in writing to Company prior to the
date of this Waiver and Release. Contractor hereby authorizes Company to file an
amendment for any financing statement on file with respect to Company, the Work, the
Project or the Site if (a) Contractor is the secured party of record with respect to such
84
financing statement and (b) the amendment releases from the collateral under such
financing statement any collateral released by this instrument from any lien, security
interest or claim in favor of Contractor, or with respect to which Contractor waived its
right to file any lien, security interest or claim.
3. Contractor certifies that:

3.1 All amounts that were due and payable in connection with the Work or the Project
under invoices issued prior to the Invoice have been paid by Company save in relation
to Retainage and Punchlist Withholding, if any, which Contractor acknowledges that
Company is withholding in accordance with Sections 3.9 and Section 4.4 of the
Agreement and (b) [___________] under Invoices Nos. [__________], which are subject
to dispute with Company.
3.2 Contractor has not directly or indirectly created any Contractor Lien relating to the
Work, the Project, the Site or any part thereof or interest therein;
3.3 Contractor has promptly paid and discharged any Contractor Liens which, it suffered to
be created by any Subcontractor, employee, laborer, mechanic, materialman or other
supplier of goods or services relating to the Work, the Project, the Site or any part
thereof or interest therein, except to the extent Lien Security has been provided by
Contractor in connection therewith; and
3.4 Title to all Work is free and clear of any and all liens, claims, charges, security interests,
encumbrances and rights of Persons other than Company arising as a result of any
actions or failure to act of Contractor, its Subcontractors, or their employees or
representatives, except to the extent Lien Security has been provided by Contractor in
connection therewith.
3.5 THIS WAIVER OF LIENS AND CLAIMS SHALL BE GOVERNED BY, CONSTRUED AND
ENFORCED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK (WITHOUT
GIVING EFFECT TO THE PRINCIPLES THEREOF RELATING TO CONFLICTS OF LAW).
85
IN WITNESS WHEREOF, Contractor has duly executed this instrument on the day and year first
written above.
[Contractor's Name]
By:_______________________
Name:_____________________
Title:______________________
State of ____________________________________
County of ___________________________________
The foregoing instrument was acknowledged before me this (date) by (name of officer or agent, title
of officer or agent) of (name of corporation acknowledging) a (state or place of incorporation) corporation,
on behalf of the corporation.
(Signature of person taking acknowledgment)

(Title or rank)
(Serial number, if any)
86
APPENDIX K-2
FINAL FORM OF WAIVER AND RELEASE

[LETTERHEAD OF CONTRACTOR]
DATE: [_________]
TO: [INSERT ADDRESS]
WHEREAS:
1 New York State Electric & Gas Corporation (NYSEG) ("Company" or “Owner”) and [__________]
("Contractor") have entered into an Agreement, dated as of [______________], (the "Agreement"),
pursuant to which Contractor is/ was to provide construction services in connection with [Project Name
& Number] Project (as more fully described in the Agreement, the "Project").
2. Article [number] of the Agreement provides, among other things, that, the Retainage shall not be
paid to Contractor until Contractor submits an affidavit that all payrolls, bills for materials and
equipment and other indebtedness connected with the Work have been paid or otherwise satisfied, and
provides releases and waivers of liens arising out of the Agreement from itself and all Subcontractors
with subcontract value in excess of $10,000.
NOW THEREFORE:
1. Capitalized terms used and not defined herein shall have the meaning assigned to them in the
Agreement.
2. Contractor hereby irrevocably waives its right to file, releases, and relinquishes any lien, security
interest, or claim for payment (whether in tort, for breach of contract, pursuant to Law, in equity or
otherwise) relating to Company, the Work, or the Project. Contractor hereby authorizes Company to file
a termination statement for any financing statement on file with respect to Company, the Work, or the
Project if Contractor is the secured party of record with respect to such financing statement.
3. Subject to Company's payment of the Retainage in the amount of $_______________, Contractor

certifies that:
3.1 All amounts that were due and payable by Company in connection with the Work and the Project
have been paid.
3.2 Contractor has not directly or indirectly created, incurred, assumed or suffered to be created by
it or any Subcontractor, employee, laborer, mechanic, materialman, or other supplier of goods or
services any Contractor Lien relating to the Work, the Project, or any part thereof or interest therein,
except to the extent Lien Security has been provided by Contractor in connection therewith;
3.3 Contractor has promptly paid and discharged any Contractor Liens which, notwithstanding
Section 3.2 hereof, it has directly or indirectly created or suffered to be created by it or any
87
Subcontractor, employee, laborer, mechanic, materialman, or other supplier of goods or services

relating to the Work, the Project, or any part thereof or interest therein, except to the extent Lien
Security has been provided by Contractor in connection therewith; and
3.4 Title to all Work is free and clear of any and all liens, claims, charges, security interests,
encumbrances and rights of persons for payment other than Company arising as a result of any actions
or failure to act of Contractor, its Subcontractors, or their employees or representatives, except to the
extent Lien Security has been provided by Contractor in connection therewith.
3.5 THIS WAIVER OF LIENS AND CLAIMS SHALL BE GOVERNED BY, CONSTRUED AND ENFORCED IN
ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK (WITHOUT GIVING EFFECT TO THE
PRINCIPLES THEREOF RELATING TO CONFLICTS OF LAW).
4. all Subcontractors and Persons that have provided labor, services, materials, supplies,
Contractor’s Equipment, Equipment, systems or machinery used in the performance of the
Work have been paid all amounts which are due and owing them, with the exception of those
amounts which are being disputed by Contractor in good faith, and Contractor has no
knowledge of the existence of any other claim, actual or threatened by any Subcontractor or
such Person, against Owner, Owner’s property or all or any portion of the Equipment, Project,
the Site or the existing facilities, other than claims for which Contractor has provided Lien
Security.
IN WITNESS WHEREOF, the undersigned has duly executed this instrument on the day and year first
written above
[Contractor's Name]
By:_______________________
Name:_____________________
Title:______________________
State of ____________________________________
County of ___________________________________
The foregoing instrument was acknowledged before me this (date) by (name of officer or agent,
title of officer or agent) of (name of corporation acknowledging) a (state or place of incorporation)
corporation, on behalf of the corporation.
(Signature of person taking acknowledgment)

(Title or rank)
(Serial number, if any)
88
APPENDIX L
Certificate of Substantial Completion
Date: _______________
To: [Insert Address]
Ref: Certificate of Substantial Completion – [Project Name & Number] Project (“Agreement”)
by and between New York State Electric Gas & Corporation (NYSEG) (“Company” or “Owner”)
and __________________________.
Contractor, by and through the undersigned officer, duly authorized to represent Contractor
and execute and deliver this certificate (“Certificate”) to Owner, provides this Certificate to
Owner under the Agreement. Capitalized terms used herein not otherwise defined shall have
the meaning given such terms under the Agreement. Contractor hereby certifies to Owner as
of the date hereof that the following are true and correct:
(1) Substantial Completion of the Project was achieved on [date];
(2) the Project is substantially complete in accordance with the Scope of Work, the Project
Documents, and all required Governmental Authorizations and Permits, and is capable of
commercial operation and safe operation for its intended purpose;
(3) all Work required to be furnished by Contractor for the Project is substantially complete
and all Equipment has been delivered to the Site and properly incorporated into the Project,
except for Punchlist Items;
(4) the Performance Tests and any other requirements necessary to demonstrate that the
Project meets the Project Documents have been successfully completed and a certificate of the
results, together with a copy of the reports of such test results have been provided to Owner;
(5) the Punchlist Items, the schedule for competing the same and the estimated cost for
completing the Punchlist, have been agreed to by Owner and Contractor;
(8) all Subcontractors and Persons that have provided labor, services, materials, supplies,
equipment, systems or machinery used in the performance of the Work have been paid all
amounts which are due and owing them for the Project, with the exception of those amounts
which are being disputed by Contractor in good faith, and Contractor has no knowledge of the
existence of any other claim, actual or threatened by any Subcontractor or such Person, against
Owner, Owner’s property or all or any portion of the Project, the Site or the existing facilities,
other than claims for which Contractor has provided Lien Security; and
89
(9) the Project is capable of operation at expected operating levels in strict compliance with
the terms of all operating Permits.
Executed on the day set forth in the first paragraph of this Certificate.
By:
Name:
Title:
CERTIFICATE ACCEPTED:
New York State Electric & Gas Corporation (NYSEG)

By:
____
Print Name
____
Title
90
APPENDIX M
Certificate of Final Completion
Date: _______________
To: [Insert Address]
Ref: Certificate of Final Completion – [Project Name & Number] Project (“Agreement”) by
and between New York State Electric & Gas Corporation (NYSEG)] (“Company” or
“Owner”) and __________________________ (“Contractor”)
Contractor, by and through the undersigned officer, duly authorized to represent Contractor
and execute and deliver this certificate (“Certificate”) to Owner, provides this Certificate to
Owner under the Agreement. Capitalized terms used herein not otherwise defined shall have
the meaning given such terms under the Agreement. Contractor hereby certifies to Owner as
of the date hereof that the following are true and correct:
(1) Substantial Completion of the Project was achieved on [date], and all Punchlist Items
were completed on [date];
(2) Contractor’ has performed site clean-up and restoration;
(3) Contractor has provided and caused the Subcontractors to provide to Owner all
affidavits, statements, waivers, releases and posted any security required under Appendix K-2
(Final Form of Waiver and Release);
(4) Contractor has submitted to Owner and Owner has approved the final “as-built”
drawings.
(5) Contractor has obtained all Governmental Authorizations which are the responsibility of
Contractor under the Agreement and has provided copies of the same to Owner; and
(6) all Subcontractors and Persons that have provided labor, services, materials, supplies,
Contractor’s Equipment, Equipment, systems or machinery used in the performance of the
Work have been paid all amounts which are due and owing them, with the exception of those
amounts which are being disputed by Contractor in good faith, and Contractor has no
knowledge of the existence of any other claim, actual or threatened by any Subcontractor or
such Person, against Owner, Owner’s property or all or any portion of the Equipment, Project,
the Site or the existing facilities, other than claims for which Contractor has provided Lien
Security.
91
Executed on the day set forth above.
By:
Name:
Title:
CERTIFICATE ACCEPTED:
NEW YORK STATE ELECTRIC & GAS CORPORATION
By:
____
Print Name
____
Title
92
APPENDIX N
Contractor Safety Requirements
Please see separate document
“SSOP-IUSA.020 Contractor Safety Requirements.pdf”
SSOP-IUSA.020
Contractor Safety Requirements.pdf
93
APPENDIX O
Contractor Background Policy
Please see separate document
“Contractor Background Check Rule - Avangrid Networks.pdf”
Contractor
Background Check Rule - Avangrid Networks.pdf
94
List of Offers Received

Agreement For: Internal Use

Uploaded by

Copyright:

Available Formats

Agreement For: Internal Use

Uploaded by

Document Information

Original Title

Copyright

Available Formats

Share this document

Share or Embed Document

Sharing Options

Did you find this document useful?

Is this content inappropriate?

Copyright:

Available Formats

Agreement For: Internal Use

Uploaded by

Copyright:

Available Formats

DocuSign Envelope ID: 068FF2B3-469A-4D35-BF99-05669863233C

ARTICLE 1– ORDER OF PRECEDENCE AND DEFINITIONS

ARTICLE 4 – SPECIFICATIONS AND QUALITY

ARTICLE 6 - LEGAL RESPONSIBILITY AND SAFETY

ARTICLE 9 - CHANGES IN THE WORK

ARTICLE 10 - MISCELLANEOUS PROVISIONS

APPENDIX A - Specifications and Schedule

APPENDIX B - Agreement Sum and Payment Schedule

APPENDIX C - Contract Datasheet

APPENDIX D - Contractor Key Personnel and Subcontractors

APPENDIX F - Form of Invoice

APPENDIX G - Change Order Pricing

APPENDIX H - Change Order Request Form

APPENDIX J - Insurance Requirements

APPENDIX K - Lien and Waiver Release

APPENDIX L - Certificate of Substantial Completion

APPENDIX M - Certificate of Final Completion

APPENDIX N – Contractor Safety Requirements (separate document)

APPENDIX O - Background Check Policy (separate document)

ARTICLE 1 – ORDER OF PRECEDENCE AND DEFINITIONS

• The purchase order;

“Drawings” means the drawings specified in Appendix A (Specifications and Schedule),

as may be necessary or desirable to facilitate the effective, efficient and timely

1.8 “Project” means Owner’s (Vienna Road).

1.12 “Specifications” means scope of work document(s), technical specifications, Drawings

1.13 “Subcontractor” means the Contractor’s subcontractors, and such subcontractors’

a) to be provided by Contractor; and

b) commits a material breach of a provision of this Agreement or persistently disregards

c) fails to provide a qualified superintendent, enough properly skilled workmen or

In the event of termination of this Agreement by the Owner because of Contractor's

Should it be considered necessary or advisable by the Owner at any time before

Important communications shall be confirmed in writing. Other communications will be

ARTICLE 4 – SPECIFICATIONS AND QUALITY

4.2 Discrepancies. Any discrepancies, inconsistencies, or ambiguities found between the

4.11 Contractor’s warranty in Section 4.10. shall start:

ARTICLE 6 - LEGAL RESPONSIBILITY AND SAFETY

an employee, agent or subcontractor of the Contractor, arising in connection with work

Date specified in Appendix C (Contract Datasheet). Owner shall promptly advise

a) defective Work not remedied;

2) faulty, defective, or nonconforming Work;

3) failure of the Work to comply with the requirements of this Agreement, or

4) terms of any warranties or guarantees required by this Agreement.

ARTICLE 9 - CHANGES IN THE WORK

b) By unit prices stated in this Agreement or subsequently agreed upon; or

c) By cost and a mutually acceptable fixed or percentage fee.

adjust the quantities provided in this Agreement by as much as 20% without a

ARTICLE 10 - MISCELLANEOUS PROVISIONS

by agreement or arbitration, if Contractor will so settle. If such separate contractor sues

10.16 Waiver. No waiver, alteration, consent, amendment or modification of any of the

10.24 Performance Monitoring. Company will evaluate Contractors performance by utilizing

10.25 Continuous Improvement. Continuous improvement is the foundation of this Agreement.

10.27 Contractor Security Requirements. Contractor is to comply with Company’s Contractor

(3) Upon Company's request, the termination or expiration of this Agreement

VP - Controler AGR Network

President & CEO

Specifications and Schedule

1. GENERAL PROJECT INFORMATION

1.3.3. HDD: Horizontal Directional Drill

Pre-construction / Mobilization May 18, 2020