This section is from the book "The Law Of Contracts", by William Herbert Page. Also available from Amazon: Commercial Contracts: A Practical Guide to Deals, Contracts, Agreements and Promises.
(The headings of the various sections are simply for convenience in reference and are not to be considered a part of the specifications.)
Definitions - Section 1. The term "City" wherever used in these specifications shall mean the City of --------- acting through its Director of Public Service or his properly authorized agents, such agents acting severally within the scope of the particular duties entrusted to them.
The term "Engineer" where used, shall mean the Chief Engineer of the Department of Public Service of said City or his properly authorized agent.
The term "Contractor" wherever used in these specifications shall mean the party of the second part entering into contract with the City for the performance of this work.
Wherever in the specifications or upon the plans, the words directed, required, permitted, ordered, designated, prescribed, or words of like import are used, it shall be understood that the direction, requirement, permission, order, designation, or prescription of the Director of Public Service is intended, and similarly the words approved, acceptable, satisfactory, or words of like import, shall mean approved by, or acceptable or satisfactory to, the Director of Public Service, unless otherwise expressly stated.
Decisions - Section 2. All the work under this contract shall be done to the satisfaction of the Director of Public Service, who shall in all cases determine the amount, quality, acceptability and fitness of the several kinds of work and materials which are to be paid for hereunder, and shall decide all questions which may arise as to the fulfillment of this contract on the part of the Contractor, and the Director's determination and decision thereon shall be final and conclusive; and such determination and decision, in case any question shall arise, shall be a condition precedent to the right of the Contractor to receive any moneys hereunder.
Orders to Contractor - Section 3. The address given in the bid or proposal upon which this contract is founded is hereby designated as the place where all notices, letters and other communications to the Contractor shall be mailed or delivered. The delivering at the above-named place or depositing in a post-paid wrapper directed to the above place, in any post-office box regularly maintained by the post-office, of any notice, letter or other communication to the Contractor, shall be deemed sufficient service thereof upon the Contractor, and the date of such service shall be the date of such delivery or mailing. Such address may be changed at any time by an instrument in writing executed and acknowledged by the Contractor and delivered to the Director of Public Service. Nothing herein contained shall be deemed to preclude or render inoperative the service of any notice, letter or other communication upon the Contractor personally.
The Contractor must have on the work at all times a foreman, superintendent, or other competent representative to whom orders and instructions may be given. Such orders shall have the same force and effect as if given directly to the Contractor.
Incompetent Workmen - Section 4. Incompetent, careless, or disorderly workmen or foremen will not be permitted on the work, and any such shall immediately be discharged by the Contractor upon complaint of the Engineer.
Work Embraced - Section 5. The Contractor shall do all the work and furnish all the materials, except as herein otherwise specified, necessary or proper for performing and completing the work specified hereunder. The methods and appliances used therefor must be such as will produce a satisfactory quality of work and ensure safety to the public and to property.
Liability of Contractor for Patents, Injuries, etc. - Section 6. The Contractor shall take all responsibility for the work, and take all precautions for preventing injuries to persons and property on or about the work; shall bear all losses resulting to him on account of the amount or character of the work, or because the nature of the ground on which the work is done is different from what was estimated or expected, or on account of the weather, floods, elements or other cause; and he shall assume the defense of, and indemnify and save harmless, ' the City and its individual officers and agents, from all claims relating to labor and materials furnished for the work; to inventions, patents and patent rights used in doing the work; to injuries to any person or corporations received or sustained by or from the Contractor and his employees in doing the work, or in consequence of any improper materials, methods,* implements or labor used therein; and to any act, omission or neglect of the Contractor and his employees therein.
If the Contractor shall claim compensation for any damage sustained by reason of the acts of the City, he shall, within five days after the sustaining of such damage make a written statement of the nature of the damage sustained, to the Director of Public Service. On or before the fifteenth day of the month succeeding that in which any such damage shall have been sustained, the Contractor shall file with the Director of Public Service an itemized statement of the detail's and amount of such damage, and unless such statement shall be made as thus required, his claim for compensation may be forfeited and invalidated, and he shall not be entitled to payment 00 account of any such damage.
Subletting or Assigning - Section 7. The Contractor shall give his personal attention constantly to the faithful prosecution of the work, shall keep the same under his personal control, and shall not assign by 'power of attorney or otherwise, nor sublet the work or any part thereof, without the previous consent of the Director of Public Service, and shall not. either legally or equitably, assign any of the moneys payable under this agreement, or his claim thereto, unless by and with the like consent of the said Director.