American Process Group Inc 7/9/2019

City of Everett 00 7200 -22 I 2019 Biosolids Removal UT3705-2 If the Contractor and Owner do not agree upon scope of Work changed or adjustment to the Contract Sum and Contract Time,the Owner may, at its sole option,unilaterally direct the Contractor to implement any change by notice. The Owner shall not pay or be responsible or liable for any change implemented by the Contractor without explicit notice from the Owner to proceed. 6.2 EXTRA WORK At its sole option,the Owner may(1)perform Extra Work itself, (2)employ others to do it, (3) direct the I Contractor to perform the Extra Work at existing unit bid price, (4)direct the Contractor to perform the Extra Work at a mutually agreed upon price, or(5)direct the Contractor to perform the Extra Work on a Force Account basis. 6.3 CHANGE ORDERS Changes to the Work may result in an increase or decrease in Contract Sum, as provided in 9.2. ' PAYMENT FOR CHANGES. Requests for an increase in Contract Time must be made as provided in 5.2.2.2 Extensions of Contract Time, as applicable. Substantial changes in Contract Time, Contract Sum or Work will often be negotiated and agreed between the Contractor and Owner before the Owner directs the Contractor to proceed with the change. If the Contractor and Owner agree on the scope of Work and any changes to Contract Sum and Contract Time,the Contractor and Owner shall execute an agreed Change Order. However, if the Contractor and I Owner do not agree,the Owner may, in its sole discretion, issue a unilateral Change Order changing the scope of Work and making any adjustments to the Contract Sum pursuant to 9.2.PAYMENT FOR CHANGES and Contract Time in such amount and for such time as the Owner thinks appropriate. Contractor agrees to use the agreed and unilateral Change Order attached to these General Conditions or otherwise provided by Owner. The Contractor accepts all requirements,terms and conditions of a Change Order by: signing it; writing a separate acceptance; or by failing to notify the Owner immediately in writing that Contractor disagrees with the Change Order and does not intend to be bound by its terms. The Contractor waives and is estopped from denying its agreement with any unilateral Change Order for which the Contractor does not immediately give Notice to the Owner as provided in ARTICLE 10. NOTICE TO OWNER and submitting a Contract Claim as provided in ARTICLE 12. CONTRACT CLAIMS. A unilateral Change Order that is not timely protested as provided in this section shall be full payment and final settlement of all asserted and unasserted Contract Claims for Contract Time and all costs of any kind, including costs of Delays, inefficiencies and impacts, related to,arising out of, or resulting from, any Work described in the Change Order. The Contractor shall obtain written consent of the surety or sureties if the Owner's Representative requests such consent. 6.4 VALUE ENGINEERING AND COST SHARING The Contractor may submit proposals for changing the Drawings, Specifications,or other requirements of the Contract Documents and the Owner, in its sole discretion, may accept or reject such proposals. If accepted by the Owner and if the proposal decreases the direct, actual costs of constructing the Work,the Contract Sum shall be reduced by fifty percent(50%)of the direct, actual construction cost saved. Because the Owner has the sole discretion whether to consider, accept or reject the Contractor's proposal and the Contractor has no right to require the Owner to consider or accept such proposals,the Owner's decision is not reviewable by any court. This subsection applies only to change proposals initiated solely by the Contractor(or its Subcontractors and Suppliers)and does not apply to change proposals requested or initiated by the Owner or the Owner's Representative. The Owner is not obligated or required to consider any Contractor initiated change proposals and may, in its sole discretion, refuse to do so. Under I no circumstances shall the Contractor be entitled to additional compensation arising out of, or related to, the Owner's refusal to consider or approve a Contractor initiated change proposal. The Contractor shall not do any of the following without the express written agreement of the Owner: fail to perform any Work; commence performance of any proposed change; reduce its resources assigned to performance of 00 7200 - 22 GENERAL CONDITIONS ,