KELLOGG BROWN & ROOT SERVICES, INC v WESTCHESTER FIRE INSURANCE Complaint Exhibit1pt1

8/7/2019 KELLOGG BROWN & ROOT SERVICES, INC v WESTCHESTER FIRE INSURANCE Complaint Exhibit1pt1

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Case 4:10-cv-02632 Document 1-1 Filed in TXSD on 07/23/10 Page 1 of 35

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Payment Terms: Par. 5.0

Subcontract Terms: Par. 1.0 lhru 20.0

SUBCONTRACT

ePAS Rated DX·A2

Job Number: N/A

Subcontract No. 3 ( ) 4 . 2 9 9 4 - U S 9 4 ~ S C " ( } 1 4

SUBLETWORK

Eastern Processing Facility (EPF)

High Bay Underground Mechanical, Eleetrlcal, Plumblngt Communications andSpecial Gases

Cape Canaveral Ai r Force Station, FlorIda

July 24, 2006

THIS SUBCONTRACT by and between KEllOGG BROWN & ROOT SERVICES, INC.,

"CONTRACTOR- , whose address is: Eastern Processing Facility, 751 Ligh thouse Road, Building56620, Cape Canaveral Air Force Station, f;=loJida 32925 and whose phone Number Is 321-853-6171

and Fax: 321-853-6175 and "SUBCONTRACTOR"I Sanders Brothers, Inc. whose address is; PostOffice Box 188, Gaffney, South Carolina 29342. and whose phone numb er is 864-489-1144 and Faxis 864-487·6165 is entered into as of the EFFECTIVE DATE stated above.

THIS tS A RATED ORDER CERTIFIED FOR NATlONAL DEFENSE AND YOU A RE REQUIRED TO

FOLLOW ALL OF THE PROVISIONS OF THE DEFENSE PRIORmES AND ALLOCATIONSYSTEM (DPAB) REGULATION (1 5 cn 700) . TlUS AC'l':tON :IS DPAS RATED

DX-A2

Vendor Number:

NAles Code:

Requisition Number :

Amount:

Socioeconomic Status:

Tax Identiflca1ion Numb'er:-

WITNESSETH

TBO

237130

3 0 4 ~ 2 9 9 4 ~ U S 9 4 - M R - 3 1 Rev.

Large Business

81-052944

In consideration of the mutual promises herein contained CONTRACTO R and SUBCONTRACTORagree, promise and obligate themselves as folfows:

1. SUBCONTRACTOR promises to perform the SUBLET WORK for the PROJECT inaccordance with the Subcontract Do cuments .

PAGE 1OF 18

EXHIBIT, 1




SUBCONTRACT TERMS PAGE 20 F 18

SUBCONTRACT NO. 304-2994-US94-SC-014

2. CONTRACTOR promises to pay SUBCONTRACTOR, for full, accurate and timelyperformance of the SUBLET WORK in accordance herewith, the Plice, and promises to perform allof the other obligations of CONTRACTOR, as set forth in the Subcontract Documents.

3. The Subcontract Documents constituting thIs Subcontract consIst of:

a. Subcontract & Subcontract Terms WI Scope ot Work, Pages 1 thru 18b. General Conditions, (Rev. 002 - 4·25-06) ,31 pagesc. DOeCe SubcontracVPurchase Order Special Conditions, Rey. 001 - 5-24-05 -

12 pagesd. Affidavit for Subcontractor, Order No. 36084 dated: (10-88), 1 pagee. Application For Payment & Schedule of Values, 2 pagesf. General Wage Decision No. FL030017, 6 pagesg, Exhibit "'A" Certificate of Insurance, 2 pages

i. Subcontract Back Charge Procedure. 2 pagesh. Subcontract Back Charge Agreement, 2 pagesi. SF 1413 - Statement and AcknoVll1edgement, 1 pagej. Monthly Subcontractor Injury/lllness Report. 1 pagek. The Defense Priorities and Allocation System. 4 pagesI. DX·A2 Documentation, 1 pagem. Verification of u.s. Citizenship and Access to ceAFS, 3 pagesn. Total Safety Task InstructJon-fI (TSTI-IJ)/OH·16 t 3 pagesD. FaCilities, Machinery and Equipment Acceptance Fonn, 1 pagep. ACH for 8anl<: informationq. Specification and Drawings index

The foregoing constitutes the entire subcontract and supersedes a!l prior proposals, negotiations,agreements. awards, letter of intent and written or oral statement. representations or agreements.

4. The EFFECTIVE DATE set forth above is the date as to which alt SubcontractDocuments and provisions thereof have references for purposes of coordination of theirmeaning andeffect. The price relates to the SUBLET WORK as described in drawings, specifications and otherSubcontract Documents in their condition on that date.

5. Changes after the effective date will QEt d ~ a t l with i n ~ @ r d a n c e with the prQvisions forchan®s. Any INOrk commenced and any payments made pursuant to an Award or Letter of Intentprior to the executlon hereof shall be deemed to have been done and paid after the EFFECTIVEDATE under the terms of this Subcontract.

SUBCONTRACTOR: CONTRACTOR:

KELLOGG BROWN & ROOT SERVICES. INC.B Y ; ~ ~ TITLE: . Subcontract Administrator

DATE: 8/01/06 DATE: f ... y - tJ c,.

Page 2 of 18




SUBCONTRACT TERMSSUBCONTRACT NO. 304-2994-USS4-SC·014

1.0 DEFINITIONS

SUBCONTRACT TERMS

EASTERN PROCESSING FACILITY

PAGE 3 OF 18

1.1 PAOJECl' shall mean the Eastern Processing Facitity (EPF) at Cape Canaveral AirForce Sta lion, FL.

1.2 OWNER shall mean the United States Government.

1.3 CONTRACTOR, GENERAL CONTRACTOR or PRIME CONTRACTOR shall mean

Kellogg Brown & Root SelVices, Inc.

1.4 SUBCONTRACTOR shall mean the entity identified in the Subcontract as having a

direct Subcontraot with t h ~ Contractor.

1.5 CONTRACT shall mean the prime contract between CONTRACTOR and the U,S.

Government, Contract No. NRO O O O · 0 1 · C ~ 0 3 1 3 . 1.6 SUBCONTRACT shall mean this subcontract between CONTRACTOR and

SUBCONTRACTOR.

1.7SUBLET WORK shall mean all work and other requirements, expressed or implied,necessary for the performance required of the Subcontractor by the SubcontractDocuments.

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Case 4:10 cv 02632 Document 1 1 Filed in TXSD on 07/23/10 Page 12 of 35




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SUBCONTRACT TERMS PAGE 12 OF 18SUBCONTRACT NO. 304-2994-US94-SC·014

circumslances should materials be procured or installed without proper approval.Installation of unapproved materials shall be at the risk of the subcontractor and may besubject to removal and replacement at subcontractor cost.

2.67.3 At a minimum, the following submittals will be provided by the subcontractor at the time ofsubmitting their Firm Fixed Price.:

A

Proposed schedule timeline.Proposed Schedule Man-Power.Proposed Schedule Cost.Proposed Schedule Material.

2.67.4 At a minimum. the following submittals will be provided by the successful Subcontractor atthe Pre-Construction Conference.:

Safety PlanOperation and Maintenance ManualsShop Dra'NingsMSDS Information tor all applicable materials and equipment to be brought on site.Equipment list.Material list and associated product data sheets.

2.68 QUf,llity Control I QualilY Assurance

2.68.1 Subcontractor shall comply with KBR Quality Control and Quality Assurance Plan,

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..;.-

SUBCONTRACT TEAMSSUBCONTRACT NO. 304-2994-US94-SC-014

Kellogg Brown & Root Services. Inc.

Eastern Processing Facility751 lighthouse RoadBuilding 56620CCAFS, Florida 32925Attention: Tony Santo$.

PAGE 15 OF 18

8.3 SUBCONTRACTOR is responsible for maintaining proper insurance coverage.SUBCONTRACTOR shall provide to the CONTRACTOR new certificates ofinsurance. as set abovEi. no later than thirty (30) days prior to the expirationdate(s) onits certificates and ensure uninterrupted coverage during the life of the subcontractand any extensions thereof.

8.4 Tha SUBCONTRACTOR shall maintain a copyof all lower tier Subcontractor's proofsof required insurance and forward same to the CONTRACTOR.

8.5 If written on a claims made basis. SUBCONTRACTOR shall continue to be carried fornot less than two years beyond prolect comptetion. and provide proof satisfactory toCONTRACTOR.

9.0 PERFORMANCE AND PAYMENT BONDS

The following paragraph supplements General Condition Number 5:As of the effective date of this Subcontract,CONTRACTOR instructs SUBCONTRACTOR asfollows:

Upon receipt of invoice from SUBCONTRACTOR'S Surety. CONTRACTOR sh /I reR'IOWLlfflSUBCONTRACTOR the actual premium cost of the bonds, not to exceetl $ - - - : " : " : : : Q 0 ' Y 0 ~ ~ $1,000.00 of Subcontract Value. SUBCONTRACTOR to furnish separate 100% Pand Performance Bonds, in original form with both Surety company and SUBCONTRACseals, to CONTRACTOR in the amount of the Subcontract price. Said bonds shall beammended for any change orders in excess 'Of ten percent (10%) of the Subcontract value.unless instructed otherwise. in writing, by CONTRACTOR;

Any reimbusement of bond premiums by Surety resulting from reduction In the Subcontractprice, estimated price, or otherwise, shall be reimbursed to the CONTRACTOR bySUBCONTRACTOR.

The bonds will be obtained from:

10.0 TEMPORARY CONSTRUCTION FACILITIES AND SERVICES

SUBCONTRACTOR shall provide all temporary construction facilities required for theexecution 01 the SUBLET WORK with the exception of the following items that will beprovided by the OWNER at no cost to the SUBCONTRACTOR:

10.1 Escorts and Security Monitors as required

11.0 ACCESS TO PROJECT SITE

In order for SUBCONTRACTOR to be permitted onto the project site, it must provide thefollowing 10 the CONTRACTOR no later than two (2) days after Notice To Proceed:

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SUBCONTAACTTERMS PAGE 18 OF 18SUBCONTRACT NO, 304·2994-US94-SC-014

19.0 MATERIAL SAFETY DATA SHEETS (MSDS)

When Material Safety Data Sheets are required, they will be delivered to theCONTRACTOR'S PROJECT Office and a copy mailed to the address in Article 16.4.

20.0 QUAUTY

j

It is the policy of CONTRACTOR to execute projects and deliver selVices and products inconformance to the requirements agreed upon with Clients. Anticipating, clearlyunderstandIng and conforming to these agreed upon requirements is quality. Subcontractorsare expected to adopt a standard of perfonnance that demands conformance to the agreedupon requirements. This standard includes: 1) c1eariy understanding the requIrements, 2)providing required documentation and technical submittals at the time specified, 3) deliveringordered quantities or performing services at the time specified, 4) satisfying warrantyobligations. 5) respondlng In e timely way to questions and 6) having a system in place toassure that products or services meet the mutually agreed·upon requirements. In order tosatisfy the above mentioned standard, CONTRACTOR and the SUBCONTRACTOR mutuallyagree to create an atmosphere to improve communications, understand needs andrequirements, exchange ideas and information and cooperate in the solution of problems.

20.1 SUBCONTRACTOR shall be responsible for all QualityControt Requirements whichpertain to its soope of work per the Specification.

20.2 CONTRACTOR will be responsible for Quality Assurance.

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