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Home My WebLink About6.2 Request to Substitute Contractor Civic Ctr CITY OF DUBLIN AGENDA STATEMENT CITY COUNCIL MEETING DATE: July 11, 1988 SUBJECT Public Hearing: Request to Substitute Subcontractor Pursuant to Public Contract Code EXHIBITS ATTACHED 1) Letter dated June 9!, 1988 to City of Dublin from Dickman-Nourse , Inc. (DNI) , requesting substitution of Nor-Cal Millwork, Inc. 2 ) Letter dated June 7 , 1988 from Nor-Cal Millwork, Inc. , to Dickman-Nourse, Inc. , indicating the return of the unsigned subcontract 3) Letter dated June 16 , 1988 to Nor-Cal Millwork, Inc. , from City Manager regarding Notice of Request to substitute subcontractor 4) Letter dated June 20, 1988 (without agreement and brochure attachments ) , to Dublin City Council from Nor-Cal Millwork, Inc. , objecting to substitution 5 ) Letter dated July 5, 1988 from Dickman-Nourse , Inc. , to City of Dublin requesting authorization to substitute subcontractor 6) Excerpts from the Standard DNI subcontract 7 ) Notice of Hearing 8) Resolution authorizing substritution of Millwork Subcontractor RECOMMENDATION ` Receive Staff Report ; Conduct a Public Hearing; Adot Resolution FINANCIAL STATEMENT: None DESCRIPTION Requirement to List Subcontractors The City Attorney ' s Office reviewed the request from Dickman-Nourse , Inc. (DNI) , to substitute Nor-Cal Millwork, Inc. (NOR-CAL) . Section 4104 of the Public Contract Code requires bidders to list subcontractors performing work in excess of 1/2 of 1% of the prime contractors total bid. DNI listed NOR- CAL as the subcontractor for millwork. Section 4107 (a) ( 1 ) of the Public Contract Code authorizes the substitution of a subcontractor in the following situation: "When the subcontractor listed in the bid after having had a reasonable opportunity to do so fails or refuses to execute a written contract , when that written contract, based upon the general terms , conditions , plans and specifications for the project involved or the terms of that subcontractor ' s written bid, is presented to the subcontractor by the prime contractor" . As evidenced in Exhibit 2 , NOR-CAL was presented with an agreement and it was returned unsigned to be cancelled. Procedure for Substitution Section 4107 (a) of the Public Contract Code specifies the procedure to be used in substituting a subcontractor. First , the City is required to provide written notice to the subcontractor of the request. Exhibit 3 dated June 16 , 1988, fulfilled this requirement . The notice was received by NOR- CAL on June 17 , 1988. Pursuant to the Code , the Contractor must file any written objections within 5 days . Failure to file objections is deemed to constitute consent to the substitution. NOR-CAL filed written objections contained in Exhibit 4 which were received by the City on June 21 , 1988. This was within the legal time limit specified in the Code. ---------------------------------------------------------------------------- COPIES TO: Dickman-Nourse , Inc. Nor-Cal Millwork, Inc . ITEM N0. 6r* Steve Meyers , City Attorney ' s Office Sue Hyler, Construction Manager AGENDA STATEMENT: Public Hearing: Request to Substitute Subcontractor Pursuant to Public Contract Code Page 2 r State Law requires that if objections are filed, the awarding authority shall provide at least S working days notice of a hearing. The notice of the hearing dated June 28, 1988 was received by NOR-CAL on June 29 , 1988 (Exhibit 7 ) . Nature of Objections T Exhibit 4 outlines NOR-CAL' s objections to the substitution. It appears that their primary concern is with 2 clauses within the agreement presented by DNI . Exhibit 6 contains excerpts of the typical DNI subcontract language. Staff has underlined the language which NOR-CAL has objected to in their letter dated June 20 , 1988. The sections apply to the timing of payments to the subcontractor and payment for extra work. Exhibit 5 is a letter from DNI which states that the contract language is the same agreement they have used for the past 15 years . They have also noted that the standard agreement has been signed by all other subcontractors on the Dublin Civic Center project. In NOR-CAL' s letter, they mention that their bonding company concurred that the agreement would need to be amended. Mr. Henry K. Nourse III , Vice President of DNI , indicates that NOR-CAL submitted bonds underwritten by United Pacific/Reliance Company. Mr. Nourse has noted that the subcontractors indication that the bonding company will not provide coverage appears to be inconsistent. The Reliance Company has provided bonds to other subcontractors working on the Dublin Civic Center project. As noted above , these subcontractors used the same contract form as presented to NOR-CAL. The City Council , or awarding authority, must consent to the substitution in order for DNI to proceed with having another subcontractor perform the work. State Law does not provide guidelines for the contract between the prime contractor and the subcontractor beyond those expressed above. The applicable sections primarily deal with the fact that the contract must be for the same scope of work on which the subcontractor submitted a bid. The law does not address other terms or conditions contained within the contract. Presumably, as long as the agreement is legal under the laws of the State it could be entered into. The City Attorney' s Office advised Staff that it didn' t appear that the sections objected to by NOR-CAL were unlawful . Recommendation As shown above , DNI has presented a contract to the subcontractor. The agreement is a standard document used by the prime contractor and signed by other subcontractors on the Dublin Civic Center project . Based on this information, it would appear that there is prima facie cause to allow DNI to substitute the subcontractor for millwork. Staff would recommend that the City Council receive the Staff Report , conduct a public hearing, deliberate , and adopt the Resolution. DICKMAN-NOURSE, INC. BUILDERS 120 PIONEER WAY • P.O.BOX 7007 • MOUNTAIN VIEW,CALIFORNIA 94039 • TELEPHONE(415)967-7866 June 9 , 1988 JUN 1 `1: 1988 CITY OF DUBLIN 6500 Dublin Blvd . Dublin , CA 94568 Attn : Paul Rankin RE : DNI 344 Dublin Civic Center Dear Paul : We have been notified by our Planting Subcontractor , Daryl G . Morrow Corporation, and our Millwork Subcontractor , Nor-Cal Millwork , Inc . that they will not be able to meet the terms of our Subcontract Agreement . Please begin the paperwork required to release these two ( 2 ) subcontractors from the subcontractor listing. We are currently negotiating subcontracts with replacement subcontractors so as not to delay job progress . Very truly yours , DICKMAN-NOURSE , INC . Brent C . Dixon Project Manager cc : Sue Hyler - 344/170 encl : Copy of Daryl G . Morrow Letter dated June 3 , 1988 Copy of Nor-Cal Millwork , Inc . Letter dated June 7 , 1988 i' Lic.246241A 1540 South River Road(Post Office Box 473)W. est Sacramento,California 95691 NOR-CAL MILLWORK INC. CAUEUC.NO.237290 ARU COD1916 1n•1e56 June 7, 1988 Dickman-Nourse, Inc. i0 Pioneer way Mountain View, CA 94039 ATTENTION: Henry K. Nourse III, Vice President RE. DNI Project 3441686, Dublin Civic Center Gentlemen: Per our phone conversation this date, we are returning unsigned subcontract agreement to be cancelled. Our signatures have been voided. Please return the originals of the payment and performance bonds to be sent back to the bonding company for cancellation, otherwise the premium will be your responsibility. Very truly yours, NOR-CAL MILLWORK, INC. Stanley R. Gustafson President Enclosures I A",t C. June 16, 1988 Certified Mail No. Mr. Stanley R. Gustafson, President P 690 213 973 NOR-CAL Millwork, Inc. 1540 South River Road West Sacramento, CA 95691 RE: Request to Substitute Subcontractor Project: Dublin Civic Center General Contractor: Dickman-Nourse, Inc. Scope: Millwork Dear Mr. Gustafson: The City of Dublin has received a copy of your letter to Dickman-Nourse, Inc. dated June 7, 1988. The purpose of this correspondence is to comply with applicable requirements in the California Public Contract Code. Dickman-Nourse, Inc. has requested authorization to substitute another subcontractor for the work outlined as millwork. The reason for the request is based on your letter dated June 7, 1988, which indicates your inability to sign an agreement and proceed with the work. In accordance with State Law, you have five (5) working days to submit -J written objections to the substitution. They should be addressed to the Dublin City Council, c/o Richard C. Ambrose, City Clerk, 6500 Dublin Boulevard, #205, Dublin, CA 94568. Failure to submit objections shall constitute your consent to .the substitution and we will proceed with the project. We appreciate your prompt attention to this matter. If you have any questions, please direct them to Paul Rankin, Assistant to the City Manager. Sincerely, Richard C. Ambrose RCA:slh City Manager/City Clerk cc: Brent Dixon, Dickman-Nourse, Inc. Sue Hyler, Harris & Associates Steve Meyers, City Attorneylls Office . � OSENDER: Complete Items 1 and 2 when eq p ervIces are desired, and complete Items 3 and 4, i j Put your address In the"RETURN TO"Space on1kt a reverse side. Failure to do this will prevent this card from being returned to you. The return reaelot'fee will provide veu the name of the person delivered to and the date of delivery. For addltlonel,fees the following services are available.Consult postmaster for fees and check bcA4&s)for additional rervlce(s)requested. •r 1. ❑ Show to whom delivered'.08t9 end eddreu!a's address, 2. ❑ Restricted Delivery t(Exrra'c ?Ji r' f _ 1(Extra charge)1 .. 3. Article Addressed to: /' J 4 Article Number 114 ype of Service: n a / / /L�� fj/ nC Registered ❑ Insured K —l�l` /� tprtifled ❑COD ❑_Express Mall t Always obtain ' nature of addressee or agent and E DELIVERED. 5. Si a re Addressee 8. Addressee's Address(ONLY if reques{ed fie paid :,. 1. 6. Signature—Agent X � 7. Date of Delivery .p 1A 7 1540 South River Road Post Office Box 473 West Sacramento,California 95691 FAX 916/371-4489 MI"WOR,IN CAUF. 37290 JUN 21 1988 June 20, 1988 �r nr �� NS�Y.1it f 4Tv n) 1R1,lU REA CODE 916�y 371.1¢56 Dublin City Council 'r' c/o Richard C. Ambrose, City Clerk 6500 Dublin Boulevard, *205 Dublin, California 94568 RE: Request to Substitute Subcontractor Project: Dublin Civic Center General Contractor: Dickman-Nourse, Inc. Scope: Millwork Dear Mr. Ambrose: In response to your letter of June 16, 1988 which indicates a request by Dickman-Nourse for substitution of Millwork Subcontractor predicated on our letter of June 7, 1988 which you say "indicates your inability to sign an agreement and proceed with the work", we offer the following: We bid the Dublin Civic Center in good faith based on the submitted bid documents and General Conditions, after which upon query of Dickman-Nourse we were notified of our successful bid and told a contract would be forthcoming. Upon receipt of the contract and after our review process, verbal contact was made with Dickman-Nourse to explain our problems with several of the contract clauses and the contract price. We were instructed to make the necessary changes to the contract and return it signed. We were also instructed to proceed with the shop drawings because their submittal was necessary as soon as possible. We made the necessary changes, and returned the signed contract along with the Payment and Performance Bonds on April 29, 1988. On May 28, 1988 we received reply from Dickman-Nourse (copy attached) which I responded to verbally with Mr. Henry Nourse III. We came to agreement on i f June 20, 1988 Dublin City Council Page Two items 1, 2, 3, & 6, but upon our insistence that neither we nor our bonding company could accept items 04& 5 we were instructed to wait and Mr. Nourse would respond the next day. After about a weeks wait, during which time we received a call from a competitor millwork firm questioning why we were not accepting the Dublin contract, we were instructed by Mr. Nourse to return the contract which was so done per our letter of June 7, 1988 (copy attached). Your letter of June 16, 1988 was the first knowledge we had that this was a listed job, but since it is and to answer your letter we object to the Substitution of our firm as the Millwork subcontractor. We are an old line millwork firm with 23 years under the present ownership (company brochure and history attached) with approximately 3+ million a year in sales and we have never refused a contract before this time. Our problems with the Dickman-Nourse contract are as follows: a) Section C, Payment Schedule (last paragraph) reads: "The obligation of the Contractor to make any payment to Subcontractor hereunder, or to pay for extra or changed work, or any claim by Subcontractor for additional compensation is subject to the condition precedent of payment by Owner to Contractor therfor." In general terms, this clause is called an 'if clause' and in the opinion of our attorney, our bonding agent (see attached letter), and our bonding company 'United Pacific Insurance Company' precludes our ability or that of the bonding company to pursue action against the General Contractor for non-performance and raises the 'untested' question whether we could perfect our lien rights if it became necessary. r •'r June 20, 1988 Dublin City Council Page Three b) General Subcontract Conditions 6.(b) reads: "if the parties are unable to agree, Subcontractor shall nevertheless proceed with work and shall give prompt written notice thereof to Contractor. The amount of compensation and the time or performance shall be adjusted only to the extent allowed by Owner." We have no problem with contractually agreeing to perform extra work if required, but we have a definite problem with our compensation for such being totally determined by the user's discretion. In our opinion this is not in the some wording as the General Conditions. We have no problem with giving a firm bid for any additional work within 24 hours of notification of such for review and consideration or modification of the above contract clause to provide that in case of disagreement of the 'amount of compensation' it shall be determined by use of an independent arbitrator. Again, we object to the Substitution of our firm as the Millwork Subcontractor. Sincerely, NOR-CAL MILLWORK, INC. (s � Stanle Gustafson President Enclosures: Nor-Cal letter dated June 7, 1988 Dickman-Nourse letter dated May 27, 1988 Pickett-Rothholz letter dated June 14, 1988 Copy of Di ckman-Nourse Contract Nor-Cal company brochure & history data sheet Certified Mail June 20, 1986 y P 061 562 026 1&40 South River Road(Post Office Box 473)West Socromento,Colifornlo 95691 RECEIPT FOR CERTIFIED MAIL NO INSURANCE COVERAGE PROVIDED NOT FOR INTERNATIONAL MAIL (See Reverse) • Sent to Street and No. of ' P tate a d ZIP Co ci Postage = fA June 7, 1988 Certified Fee Special Delivery Fee Restricted Delivery Fee Return Receipt Showing D Dickman-Nourse, Inc. to whom and Date Delivered 9 1 �� Pioneer Why m Return recei to whom, on Date,an s very Mountain Vie*'., CA 94039 -d ToTA P Bean` _. to Ic U. a Post Z m ATTENTION. Henry K. Nourse III, Vice President E 0 RE. DNI Project 3441686, Dublin Civic Center Gentlemen: Per our phone conversation this date, we are returning unsigned subcontract agreement to be cancelled. Our signatures have been voided. Please return the originals of the payment and performance bonds to be sent back to the bonding company for cancellation, otherwise the premium will be your responsibility. Very truly yours, NOR-CAL MILLWORK, INC. "-fi --le t�5-- Stanley R. Gustafson President Enclosures DICKMAN-NOURSE, INC. BUILDERS 120 PIONEER WAY • P.O.BOX 7007 • MOUNTAIN VIEW,CALIFORNIA 94039 • TELEPHONE(415)967-7866 , j May 27, 1988 NOR-CAL MILLWORK, INC. P.O. Box 473 W. Sacramento, CA 95691 Attn: Stanley R. Gustafson RE: DNI Project 344/686 Subcontract Terms Dublin Civic Center Dear Mr. Gustafson: We are returning both copies of our Agreement on Dublin Civic Center for your review prior to their execution. Our comments on your proposed modifications are as follows: 1) Alternates; this contract was issued to us by the Owner, including Alternate Nos. 1, 2, and 3A which are part of the work, we. therefore expect them to be included in your scope. -7/1( . 2) Wood grilles will be furnished F.O.B. jobsite. O K. 3) The credit quoted for the hardboard deletion was an $840.00 deduction from your quote of $316,537 which equals $316,697; please confirm. �7O C. 4) Your deletion of the last sentence of Section C is unacceptable. Payment will be precedent of payment by the Owner. u G 5) Your deletion of the sentences in paragraph 6(b) are unacceptable. The general conditions of the specifications demand that in the event of disagreement, we are required to proceed under protest so as not to delay the work and to resolve the issue with the Owner through the specified claims procedures. 6) All other modifications are acceptable. o K Please confirm your agreement to the above by signing and returning this letter along with both subcontract agreements. Very truly yours, DICKMAN-NOURSE, INC. ACKNOWLEDGEMENT: � 1 Li•�'�� /'v�r a��.., Name Henry K. Nourse III Vice President Date HKN:kn enc 1 Lic.246241 A r Pickett-Rothholz and Murphy lnsurance.Agents and Brokers Since 1919 I ! r 1 t .t 7801 Folsom Boulevard,Suite 300 A (I C E p Sacramento,California P.O.Box 13190 JUN 15 1988 Sacramento,California 95813 916-383-' 22 1 Xr rt.l Oar I INN, (c(,rc-GH� t.11zL�.��ftK June 14, 1988 Mr. S.R. Gustafson, President JUN 1 j i988 Nor-Cal Millwork, Inc. P.O. Box 473 •''t 1 •:��:'� West Sacramento, CA 95691 Dear Rob: Thank you for letting me review the Dickman Construction contract wording for Section C, Payment Schedule and General Subcontract Conditions 6. (b) . After examining these two clauses, I find it difficult to understand why any subcontractor would enter into a contract with Dickman without altering the clauses. The Payment Schedule that states the Owner must pay the Contractor first prior to the Contractor paying the Subcontractor is unacceptable. In my opinion, your contract to perform is with the Contractor and not the Owner and you should expect to receive payment for your work regardless of the Contractor's relationship with the Owner. The General Conditions 6.(b) are also unacceptable, in my opinion. If determination for additional compensation for work performed by the Subcontractor is left to the Owner, what would you expect the Owner to say. Once again, your contract is with the Contractor and not the Owner. Further, if you were asked to do something which is not in the contract you would be expected to "proceed with work" and then notify the Contractor. This again doesn't make good "business sense". In summary, I would not be willing to write a bond for a contract that contains such restrictive language. Sincer yours, Jos H. Weber V c President, Surety JHW/kt cc: United Pacific Insurance Company _ NQ a H c H s I NOR-CAL MILLWORK, INC. is a California Corporation chartered in 1965 and based in West Sacramento, with a C-6 California Contractors License ('`237290) and a CO-3 Nevada Contractors License (*009190). It's predecessor, Sierra Mill & Lumber Co. (1913-65) was forced to relocate because of condemnation for a freeway interchange. The business was continued in new facilities under the name Nor-Cal Millwork, Inc. with elimination of the wholesale/retail lumber yard format. NOR-CAL MILLWORK, INC. is a custom architectural millwork manufacturing plant, specializing in high quality, custom manufactured wood and laminated plastic surfaced casework, fixtures, reception counters, nurses stations, equipment consoles, along with standing and running trim, wood door and windows, wood door and window.frames, metal doors and frames, doors hardware, wood siding and wall paneling, wainscoting, decorative and accoustical ceiling panels, wood stairs, etc.. NOR-CAL MILLWORK, INC_ has been manufacturing, supplying, and installing custom architectural millwork to the commerical building industry for twenty-two years with current average sales of 3.5 million on about 90 contracts/year and average about 2.4 million in backlog. Our plant and equipment are housed in about 40,000 s/f on 2+ acres of paved and fenced yard. We have an office, sales and detailing staff of 11 and a 'Union' production force of about 31, with an average seniority of 8 years. Our bonding capacity is approximately 3+ million, and our largest contract to date was the 'State Capital Restoration Project' with Continental Heller/Swinerton & Walberg for 2.47 million. NOR-CAL MILLWORK, INC. is an active, supporting member of the Woodwork Institute of California and licensed under their 'Certified Compliance Label' program in accordance with the requirements of the 'Manual of Millwork'. Our corporate President has served on the Institute's board for the past ten years and is presently in his third term as president. NOR-CAL MILLWORK, INC. is certified by Warnock-Hersey in conjunction with Cal- Wood Door and Weyerhauser Company to prep wood fire doors for hardware as required by the N.F.P.A. Pamphlet *80, and enforced by the State Fire Marshals Office. The following is a partial listing of completed and current contracts over $75,000.00 for the lost five years: 5/1/88 1 i YEAR JOB CONTRACTOR AMOUNT 1983 FARM CREDIT BANK H-M-H 122M 1983 AMERICAN LAKES SCHOOL J.R. ROBERTS 146M 1983 JUNCTION CENTER R.G. FISHER 11 1 M 1983 . US COURTHOUSE, PORTLAND HYLAND BROS. 367H 1983 . FAIR OAKS PRESBY. CHURCH F. MARSALLA 119M 1984 MT. DIABLO HOSPITAL W.A. THOMAS 104M 1984 FLEET NUMERICgL, MONTEREY J.R.YOUNGDALE 142M 1984 ABU ZAYYAD RESIDENCE B. DAILEY CONST. 670M 1984 McKESSON DATA CENTER SWINERTON& WALBERG 127M 1985 MICHEL VINYARDS PAUL V. WRIGHT CONST. 122M 1985 DIEPENBROCK BUILDING TURNER/CAMPBELL 123M 1965 HEWLETT-PACKARD-HAYFIELD SWINERTON & WALBERG 193M 1985 LOCKHEED BUILDING '107 RUDOLPH& SLETTEN 116M 1985 PAN MEDICAL T.I. A.C.S. 117M 1985 NEVADA COUNTY ADMIN. J. R. ROBERTS 101 M 1986 CHEVRON PARK 11 HENSEL PHELPS CONST. 244M 1986 USPS GENERAL MAIL LATHROP CONST. 131M 1986 STANFORD UNIV. HOSPITAL MORSE/DIESEL, INC. 261M 1986 SANTA CLARA VALLEY MEDICAL STOLTE, INC. 675N 1986 RIVERPARK PROJECT SWINERTON & WALBERG 167M 1986 PERKINS BRANCH POST OFFICE C. C. YOUNG CONST. 85M 1987 HEALDSBURG SCHOOL FOSTMIER CONST. 101 M 1987 MERCED MEDICAL CENTER DILLINGHAM CONST. 297M 1987 ALZA FACILITIES RUDOLPH & SLETTEN 361M 1987 ROSEVILLE HIGH SCHOOL RJT CONSTRUCTION 172M 1987 NAPA STATE HOSPITAL NIBBI BROTHERS 134M 1987 BAHRAIN EMBASSY TIMBERLAND INT. 170M 1987 A. T.& T. REGIONAL FACILITIES. DINWIDDIE CONST. 495H 1987 HEWLETT/PACKARD FACILITIES SWINERTON & WALBERG 377M. 1987 SAN FRANCISCO AIRPORT TUDOR -SALIDA 128M 1987 CMGM, STANFORD RUDOLPH & SLETTEN .183M 1988 SPANISH BAY TOWNHOUSES C. M. PELETZ 912M 1988 TERRACE GARDENS SAKURA CONST. 147M 1988 DUBLIN CIVIC CENTER DICKMAN NOURSE 315M 2 DICKMAN-NOURSE, INC. BUILDERS 120 PIONEER WAY • P.O.BOX 7007 MOUNTAIN VIEW,CALIFORNIA 94039 TELEPHONE(415)967-7866 July 5, 1988 RECEIVED CITY OF DUBLIN JUL 6 1988 6500 Dublin Blvd. Dublin, CA 94568 CITY OF DUBLIN Attn: Paul Rankin RE: DNI Project 344/170 Nor Cal Millwork, Inc. Dublin Civic Center DNI Letter # 146 Gentlemen: The filing by Nor-Cal Millwork, Inc. of a protest to our subcontractor listing change is inconsistent with their letter of June 7, 1988 requesting the cancellation of their Agreement; this letter was attached to our June 9th letter. Nor-Cal was offered the same agreement DNI has utilized for over 15 years and is the same agreement signed by all other subcontractors on this project, without modification to the sentence in question. Furthermore, Nor-Cal states that their bonding company will now rescind their previously issued bonds because of this clause. This is inconsistent with the fact that Reliance Insurance Company posted bonds on the same agreement for D&B Engineering and Rollie R. French for this project. In light of Nor-Cal's letter of June 7th canceling our commitment to them, we ask that our request for change be granted. Very truly yours, DICKMAN-NOURSE, INC. Brent C. Dixon Project Manager BCD:kn cc. Sue Hyler Lic.246241 A :,action U. UUN I HAL;I YKIL;LS we S''Faa cc� Sv cac� Eyr,m —'—r r• � �T QITaTStGTTOCT� suh elel ct to additions and deductions for changes in the work as may be agreed upon, and to make payment in accordance with the Pay-_.*- ment Schedule, Section C. Section C. PAYMENT SCHEDULE Within fifteen (15) days after Contractor receives a progress payment from Owner under the General..Contract, Contractor shall pay Subcontractor an amount equal to 901%, of the value of labor and materials incorporated In the construction by Subcontractor. as estimated by the Owner or his agent, to the extent of Subcontractor's interest therein, less the aggregate of previous payments. The remaining 10% due Subcontractor shall be retained by Contractor until it receives final payment from Owner, but not less than thirty-five (35) days after the entire work required by the General Contract has been fully completed in accordance with its terms and has been delivered and accepted by Owner and Contractor. The acceptance by Subcontractor of final payment hereunder shall constitute a release by Subcontractor in favor of Contractor and its surety of all claims against Owner, Contractor and its surety arising under or by virtue of this Subcontract, except any claims previously submitted in writing by Subcontractor. If Contractor shall require it. Subcontractor shall furnish payroll affidavits, receipts, vouchers, releases of claims for labor, material and subcontractors performing work or furnishing materials under this Subcontract, all in form satisfactory to Contractor, and it is agreed that no payment hereunder shall be made, except at Contractor's option, until such documents have been furnished. No payment to Subcontractor shall operate as approval or acceptance of defective workmanship or materials. As between the parties hereto, the estimates of Owner, or of Contractor if Owner makes no separate estimate. as to the amount of work done by Subcontractor shall be final and binding on Subcontractor. In the event of any overpayments, Subcontractor shall immediately reimburse Contractor for any such overpayments. Theobligation men for hereunder.,,or to DaX for extra ed work milQr IPA i o al,com ensation is subiect to rece en of payment by wner to Contractor therefolrj Section D. EN This Subcontract is subject to the General Subcontract Conditions attached hereto and by this reference made a part hereof as though fully set forth herein. Section E. ADDITIONAL TERMS Additional terms and conditions, if any, are attached heAto. Identified as pages to and by this reference made a part hereof as though fully set forth herein. IN WITNESS WHEREOF: The parties hereto have executed this Subcontract as of the day and year first above written. 6. CHANGES AND EXTRA WORK: (a) Contractor reserves the right by written order to make any change, addition, reduction or deletion in the work to be performed or materials to be furnished under this Subcontract, and Contractor shall make an appropriate adjustment therefor in compensation and time for performance of the subcontract work. If Subcontractor shall disagree with any such adjustment, it shall give, within ten (10) days of receipt of such order, written notice thereof to Contractor and. any further adjustment shall be agreed upon in writing by the parties thereto, but Subcontractor shall proceed with the work as changed pending such agreement. (b) If Owner shall order any changes or extra work, including additions, reductions or deletions, in the work to be performed here- " under or within the general classification of any work to be per-fo?med hereunder, Subcontract will perform the work as required and any adjustment in compensation or in time for performance shall be as the parties agree�f t bcontractor shat le ed with suc t written ti to on a he amoun 0 on a time o erf rma be adjusted only to the a ner. u con ractor s a comply w1 and a bound by any claims procedure, including ar I ra I n, con alned in the Genera n rac or required by the Owner. If any claim of Subcontractor is presented to Owner together with claims of Contractor or others, Contractor's determination as to Subcontractor's share of any award by Owner shall be binding and conclusive on Subcontractor. (c) No claim for additional compensation, whether for extra labor or materials furnished, changes or otherwise, shall be allowed by Contractor in favor of Subcontractor unless within ten (10) days after such claim arises Subcontractor has given Contrator written notice of its claim. Any such extra, changed or additional work shall be subject to all of the terms and conditions of this Subcontract. rf�A A Kl� T:� .e +t �-- e..a e..-o ..mrnnnrn i June 28, 1988 Hr. Stanley R. Gustafson, President CERTIFIED ?'FAIL NOR—CAL Millwork, Inc. P 690 213 974 1540 South River Road West Sacramento, CA 95691 RE: notice of IIearing by Awarding Authority Request to Substitute Subcontractor Project: Dublin Civic Center General Contractor: Dickman—Nourse, Inc. Scope: Millwork Dear Mr. Gustafson: The City of Dublin is in receipt of your letter dated June 20, 1938. The purpose of your letter was to provide written objections to the notice of substitution dated June 16, 1983. In accordance with the provisions of Public Contract Code Section 4107, a hearing will be conducted by the awarding authority on the prime contractorts request for substitution. The hearing will be conducted at the City Council meeting on Monday, July 11, 1988, at 7606 Amador Valley Boulevard (Dublin Library). The meeting begins at 7:30 pm and this item will be included on the agenda as a public hearing. City Staff will be preparing an Agenda Statement and Staff Report. Typically, these are available on Friday morning prior to the meeting. If you have any questions, please feel free to contact me at 829-4600. Sincerely, i Paul S. Ran:dn PSR:slh Assistant to the City Manager cc: Ifeary K. Nourse III, Dickman—Nourse, Inc. Brent Dixon, Dickman—Nourse, Inc. Sue Hyler, Construction Manager Steve Meyers, City Attorney's Office ,SENDER: Complete Items 1 and 2 whan'addit nel services are desired, and complete Items 3 and 4. Put your address In the"RETURN TO"Space on a reverse side. Failure to do this will prevent this ; card from being returned to you, he e u n a t-fee will Provide u the name of the person , el v ng the date of dellvorv. For addition +fees the following services are available.Consult postmaster for f es and check box(as)for addltlonal ervice(s)requested. 1. ❑ Show to J4hom delivered,date,and addresses' acldrsss, 2. ❑ Restricted Delivery t(Extra charge)t t(Extra charge)t 3. Article Addressed to: rr 4, Article Number /( ley I t t Type of Service: y_Cr/ �Z /fJ�/� a�i( -JC ❑ Registered ❑ Insured �J �///� ,Certified ❑ COD ❑ Express Mail 7 �� Always obtain signature of addressee 5t �Yf�C�CE�)' or agent and DATE DELIVERED. 5. Signature—Addressee 8. Addressee's Address(ONLY if X M requested and fee paid) 6. Signatu , Agent X . a 7. Date of Deliveryn Ly i RESOLUTION NO. - 88 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DUBLIN � . �CiC�C�f�CJ iGJ iC*�iCr.CJ•t�*Sf�iC'i:rt�CiC�C.'�JiC.'F'iC.'.J� AUTHORIZING SUBSTITUTION OF SUBCONTRACTOR CIVIC CENTER PROJECT - MILLWORK WHEREAS, Section 4107 of the California Public Contract Code sets forth the procedure for substitution of listed subcontractors ; and WHEREAS , Dickman-Nourse, Inc. (DNI) , is the prime contractor for Agreement No. 87-9 : Dublin Civic Center; and WHEREAS , DNI has requested authorization to substitute another subcontractor for Nor-Cal Millwork, Inc. ; (NOR-CAL) ; and WHEREAS, DNI presented NOR-CAL with a standard subcontract using the same form as was signed by other subcontractors on the project; and WHEREAS , NOR-CAL returned the unsigned contract and requested cancellation; and WHEREAS , pertinent sections of the Public Contract Code have been followed and NOR-CAL has filed written objections to the substitution; and WHEREAS , NOR-CAL was given proper notice of the hearing by the awarding authority (City Council) ; and WHEREAS , the City Council conducted a public hearing on July 11 , 1988. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Dublin, in accordance with the California Public Contract Code , does hereby authorize Dickman-Nourse , Inc. , to substitute the listed subcon- tractor for millwork on the Dublin Civic Center project . BE IT FURTHER RESOLVED that this authorization shall be subject to all provisions of Contract 87-9 including but not limited to Section 1 . 118 of said agreement , related to "Indemnification and Hold Harmless" requirements . PASSED, APPROVED AND ADOPTED this filth day of July, 1988. AYES: NOES: ABSENT: Mayor ATTEST: City Clerk