SPECIAL PROVISIONS
HONOLULU RAIL TRANSIT PROJECT
COMPLEX CONSTRUCTION CLAIMS NEGOTIATION AND LITIGATION SERVICES
PROFESSIONAL SERVICES CONTRACT
SPECIAL PROVISIONS TABLE OF CONTENTS
I. SERVICES
II. FEDERAL CLAUSES
III. PRICE ADJUSTMENT
IV. ANNUAL REPORTING REQUIREMENTS
LIST OF SPECIAL PROVISIONS APPENDICES
APPENDIX A - SCOPE OF WORK
APPENDIX B - CONTRACT COST
(1) Cost Estimate
(a) Hourly Rates
(2) Task Order Procedures
(3) Task Order Template
(4) Billing Protocol
APPENDIX C - FEDERAL REQUIREMENTS
(1) Required Federal Clauses
(2) Attachment l 6a) - DBE Participation Report
(3) Attachment 1.6b) - Final Report of DBE Participation and Instructions for completion of the Final Report of DBE Participation
These Special Provisions and the Honolulu Authority for Rapid Transportation General Terms and Conditions for Professional Services (v. 04/2016) ("General Terms and Conditions") shall apply to, and are incorporated by reference into the Agreement, except as modified by reference herein. All defined terms in the Agreement shall have the same meaning in these Special Provisions.
I. SERVICES
The Contractor's responsibilities under this Agreement are set forth in the Contract Documents, including the Scope of Work (Appendix A to the Special Provisions).
II. FEDERAL CLAUSES
This Agreement includes, in part, certain standard terms and conditions required by the Federal Transit Administration (“FTA”), whether or not expressly set forth in the Agreement provisions. All provisions required by the FTA, as set forth in FTA Circular 4220.lF, as amended, will be incorporated by reference. Anything to the contrary notwithstanding, all FTA mandated terms and conditions will be deemed to control in the event of a conflict with other provisions contained in the Agreement. The Contractor shall not perform any act, fail to perform any act, or refuse to comply with any HART requests which would cause HART or the City to be in violation of FTA terms and conditions. This Agreement will be subject to any financial assistance agreement between HART/City and the FTA and all laws, regulations, guidelines, and provisions of the financial assistance agreement will apply to the Agreement and will be incorporated by reference as if fully set forth therein.
The Contractor shall at all times comply during the term of this Contract with all applicable Federal laws and regulations, including without limitation FTA regulations, policies, procedures and directives, including those listed directly or by reference in applicable grant agreements between HART/City and FTA relating to the HRTP, as they may be amended or promulgated from time to time during the term of the Agreement (collectively, "Federal Requirements"). These Federal Requirements may change and the changed Federal Requirements will apply to this Agreement as required unless the Federal Government determines otherwise. The Contractor's failure to comply with the Federal Requirements shall constitute a material breach of the Agreement.
The Federal Requirements are contained in Appendix C attached hereto and incorporated by reference.
III. PRICE ADJUSTMENT
Section 5.1 of the General Terms and Conditions, is hereby amended by adding the following after the first sentence:
“Work will be assigned on a Task Order basis. Preparation of Task Orders will be pursuant to Appendix B-2 and B-3.”
IV. ANNUAL REPORTING REQUIREMENTS
Section 6.4 Prosecution of the Work of the General Conditions of Professional Services is amended by adding the following:
ANNUAL REPORTING REQUIREMENTS
(a) Fiscal Year Annual Reports. By July 10 of each calendar year, the Contractor shall provide HART a summary report of the amount invoiced to HART by the Contractor and the amount paid to the Contractor by HART. The report shall cover a period commencing July 1 (or the first notice to proceed date for new contracts) and ending June 30 (or the contract close-out date for contracts that end prior to June 30). The report shall also include a summary by each subcontractors of amounts invoiced by the subcontractor and the amounts paid to the subcontractor by the contractor during the period described above. The report shall be provided in hardcopy (or pdf) and in MS Excel.
(b) Contents of the Reports. The report shall include the following:
(1) The name of the Contractor and the name(s) of the respective subcontractors;
(2) The type of services provided by the Contractor and the respective subcontractors;
(3) A detailed description and justification for the work done by the general contractor and the respective subcontractors; and
(4) The amount invoiced by and paid to the Contractor and the amount invoiced and amount paid to the respective subcontractor for the described work.
(c) Sample Report Format. The following is a sample report format which the Contractor may elect to use to comply with the above reporting requirements:
Honolulu Authority for Rapid Transportation
Invoicing and Payment ReportType of / Justification for
Contractor / Service / Service / Contract Summary / Totals
XXXX / Legal Services / Provide legal representation for construction claims / Contract Amount / $XXXXXX
Inception to Date Invoiced / $XXXXXX
Less: Amount Paid / $XXXXXX
Amount Due / $XXXXXX
Contract Balance / $XXXXXX
Type of / Justification for
Subcontractor* / Service / Service / Contract Summary / Totals
XXXX / Legal Service / Provide legal representation for construction claims. / Contract Amount / $XXXXXX
Inception to Date Invoiced / $XXXXXX
Less: Amount Paid / $XXXXXX
Amount Due / $XXXXXX
Contract Balance / $XXXXXX
* If applicable.
Complex Construction Claims Negotiation and Litigation Services
Special Provisions