Additional Agreement Documents
Subcontractor/Provider – Additional Agreement Documents
TERMS AND CONDITIONS (SWA – Subcontractor Work Agreement)
Insurance: Prior to the commencement of any Work, the Subcontractor shall purchase and maintain the following insurance coverage and limits of liability. Subcontractor shall not be paid by Interstate until evidence of insurance is presented. The insurance policies shall provide for 30 days notice of cancellation to Interstate. These policies must remain in full force and Subcontractor will provide Interstate with evidence of yearly renewals. The insurance requirements and obligations of indemnification provided for in this Agreement also shall apply to anyone hired by you to Work under this Agreement. The following are the minimum limits required by Interstate for performance of each Agreement and a breach of these requirements shall be material and cause for termination:
- Commercial General Liability (Occurrence Form): Combined Bodily Injury and Property Damage Liability; General aggregate – $2,000,000; Products Completed Operations – $2,000,000; Each Occurrence – $1,000,000; and Personal Injury – $1,000,000
- Business Auto Policy: Combined Bodily Injury and Property Damage Liability (Combined Single Limit) – $1,000,000 Each Accident and Liability Coverage for the following must be included; Any Automobile OR owned Non-owned and Hired Automobiles
- Worker’s Compensation and Employer’s Liability:
- Coverage A – Statutory Coverage: As required by the State in which the Work is performed
- Coverage B: Employer’s Liability Coverage: $500,000 Each Accident, $500,000 Disease, Policy Limit and $500,000 Disease, Each Employee
- Provide a Waiver of Subrogation Endorsement included in favor of Interstate and Owner
- Policy form must be ISO CG0001 or its equivalent and the following endorsements are required:
- Interstate and Owner, their subsidiaries, directors, officers, employees, and agents shall be included as Additional Insureds for Ongoing Operations (Form CG20 33 10/01) AND for completed operations (Form CG 20 37 10/01), or their equivalent on a combined form, under Subcontractor’s policy.
- The policy shall be endorsed to be primary and non-contributory with any insurance maintained by Interstate and Owner, their subsidiaries, directors, officers, employees and agents.
No exclusions can be attached for: exclusion of work performed by Subcontractor or residential work. Subcontractor shall maintain Products and Completed Operations Insurance and the Additional Insured and primary and non-contributory coverages as specified herein for the period of time specified in the statute of repose for the state in which the project is located. Subcontractor shall provide copies of the Additional Insured endorsements to Interstate.
Termination for Default: If the Subcontractor shall, at any time, refuse or neglect to supply sufficient properly skilled workmen, materials, tools, or equipment of the proper quantity or quality, or fail in any respect to prosecute the Work with promptness and diligence, or fail to correct any defective Work, or cause by any action or omission the stoppage or interference with the work of Interstate or other subcontractors, or fail in the performance of any of the covenants, agreements, representations and/or warranties herein contained or set forth in the Prime Contract, or be unable to meet Subcontractor’s debts as they mature, or fail to promptly pay suppliers or sub-subcontractors, or have its suppliers or sub-subcontractors claim non-payment, Interstate may at its option, back-charge Subcontractor for the damages sustained by Interstate including taking such action as it may deem appropriate to resolve such claim of Subcontractor’s suppliers or sub-subcontractors or terminate the Subcontractor’s right to proceed with the Work by notifying Subcontractor of such termination. Interstate shall deduct the cost thereof, including, without restriction thereto, all charges, expenses, losses, costs, and damages, and attorneys’ fees and costs incurred as a result of the Subcontractor’s failure to perform, from any money then due or thereafter become due to the Subcontractor. Subcontractor shall be liable for all such damages sustained by Interstate in completing the Work.
Additional Obligations of Subcontractor: Subcontractor shall comply with all safety regulations of the federal, state, local and municipal authorities, and agrees to comply with all requirements to the Occupations Safety and Health Act of 1970, and all regulations promulgated thereof. Subcontractor shall take reasonable safety precautions with respect to performance of the Work and shall comply with safety measures initiated by Interstate and with applicable laws, ordinances, rules, regulations and orders of public authorities for the safety of persons and property. Subcontractor shall report to Interstate, within 24 hours, any injury to an employee or agent of the Subcontractor, which occurred at the Project. Personal Protective Equipment (“PPE”) is required on Interstate Projects: Hard hat, safety glasses, proper work shoes, long pants, shirts with sleeves, no tank tops, and other safety equipment as deemed required to perform the Work and meet OSHA standards. Subcontractor shall comply with any applicable Fair Labor Standards Act requirements as promulgated by the U.S. Department of Labor, the U.S. Immigration Reform and Control Act of 1986, and all data privacy laws such as the California Consumer Privacy Act. For all Work that requires Davis-Bacon and/or prevailing wage compliance (“Prevailing Wage”), Subcontractor shall comply with any and all federal, state or local Prevailing Wage requirements, shall submit certified Project payroll reports, shall pay wages in accordance the Prevailing Wage requirements, shall provide submissions of certified Project payroll reports, and the records retention requirements of the Prevailing Wage provisions. Subcontractor shall at all times comply with all applicable laws relating to the screening, hiring and employment of all labor forces used in connection with its provision of the Work, including those relating to citizenship or legal work status, including the U.S. Immigration Reform and Control Act of 1986, as amended, and its successors, if any, and any implementing regulations therefor. Subcontractor shall not assign Work to be performed to anyone who is not legally permitted to perform such Work, and if any personnel performing any of the Work is discovered not to be so permitted, Contractor shall immediately remove such personnel from performing any Work and replace such personnel with personnel who is so permitted. Subcontractor hereby indemnifies and agrees to hold Interstate harmless from and against any and all costs, damages, attorneys’ fees, expenses, fines, liquidated damages or the like that are imposed upon Interstate, and ultimately Subcontractor, on account of Subcontractor’s failure or alleged failure to comply with federal, state and local laws. Subcontractor shall not discriminate against any employee or applicant because of race, creed, color, age or national origin and shall comply with federal, state and local laws, social security laws and unemployment compensation laws insofar as applicable to the performance of this Agreement. If Subcontractor finds a discrepancy in the scope of Work, drawings, plans, and specifications, Subcontractor shall request a written clarification from Interstate. If Subcontractor does not notify Interstate in writing and continues with Work, Subcontractor shall pay for all materials, equipment and labor used in the performance of this Agreement until Subcontractor notifies Interstate in writing of such discrepancy. Subcontractor shall have a qualified superintendent approved by Interstate on the job site at all times. All communications and correspondence shall be directed to Interstate only. Written approval from Interstate shall be obtained prior to any communication and/or correspondence with the Owner. Any modifications made by the Subcontractor to this Agreement, without written approval from Interstate, shall be null and void and have no effect on this Agreement. Subcontractor shall pay interest at the maximum lawful interest rate or 1.5% per month, whichever is lower upon all amounts due to Interstate under this Agreement, as well as reasonable costs and attorneys’ fees incurred by Interstate in and the enforcement of collection of the same. Subcontractor recognizes and acknowledges that breaches of some of the obligations imposed by this. The existence of any claim or cause of action by Subcontractor against Interstate shall not constitute a defense to the enforce-ability of this Agreement.
Updated April 28, 2020
SUBCONTRACTOR / PROVIDER – REPRESENTATIONS & WARRANTIES
Subcontractor / Provider hereby certifies that it is in compliance with all applicable state and federal
wage and hour and other employment laws applicable to the state where the project is located, and
that it will:
- pay employees for all time worked, including compensable travel time, and prohibit off the
- compute wages in compliance with applicable overtime laws
- enforce compliant meal, rest and heat recovery period policies and practices, including
payment of premiums for missed or non-compliant breaks as required by law
- maintain all necessary payroll records in accordance with applicable state law, including
records of start and stop times of shifts and meal periods
- provide employees applicable state compliant pay stubs
- comply with applicable state law with respect to any use of direct deposit and pay cards
- pay employees all wages timely, including at the end of the payroll period and at the time of
termination or resignation
- not make any cash wage or bonus payments
- reimburse all appropriately incurred business expenses by check
- ensure that any piece rate plan is in compliance with applicable state law and includes pay
for non-productive time
- appropriately classify its employees as exempt or non-exempt in accordance with state and
- ensure its independent contractors are appropriately classified under federal and state law
- maintain anti-harassment, anti-discrimination and anti-bullying policies, and ensure that it has trained its managers and/or supervisory employees in compliance with state law
- provide policies, including meal and rest break, off the clock, and anti-harassment policies to
its employees in English and Spanish
- provide appropriate sick leave in accordance with state and federal law
Subcontractor / Provider represents that it is not currently, nor has it been in the past five years, the subject of any wage and hour litigation, other than as set forth below:
- Name of Case:
- Case Number:
- Court or other Forum In Which Case Is Pending:
- Status of Case:
Subcontractor / Provider acknowledges that the foregoing representations and warranties are truthful and accurate and further acknowledges that any claims against Interstate Restoration, LLC and/or Interstate Restoration Hawaii, LLC stemming from or related to the above practices are subject to “Indemnification” of the Master Services Agreement.
Updated April 28, 2020
- pay employees for all time worked, including compensable travel time, and prohibit off the
SUBCONTRACTOR / PROVIDER – ETHICS STATEMENT
Interstate requires our Subcontractors and Providers to conduct business with our company in a professional and ethical manner. Jobs should be completed in a timely manner and dealings with our company and our clients will be accomplished with respect for both individuals and property.
We require our Subcontractor and Provider base to apply the following ethical behavior in all dealings with Interstate, our clients and team members.
1. Our employees are forbidden from owning or having ANY interest in ANY Subcontractor or Provider. Likewise, our Subcontractors and Providers acknowledge and agree that they have not and will not enter into any type of ownership agreement and / or Inducement, whether written, spoken, implied or understood
with Interstate employees.
2. Our company, team members and employees are forbidden from receiving any payment or other consideration for work from Subcontractors or Providers. This would include any gifts in trade, cash, trips or anything which may or may be considered “kickbacks” or other benefits or consideration in order to gain favor in obtaining work from Interstate, our team members or employees, “Inducement.” Likewise, Subcontractors and Providers are prohibited from offering such Inducement to any Interstate team member or employee. Should you ever be asked to provide such Inducement please call Interstate at 800-622- 6433 and ask to speak with Interstate’s Corporate Counsel.
3. Our company, team members and employees are forbidden from asking Subcontractors or Providers to perform any action which would violate any local, state or federal laws which may apply to Subcontractor or Provider work. In addition to applicable local, state or federal laws, Subcontractors and Providers should never perform any action that is unethical, unlawful or unsafe. Should you ever feel you are being asked to do anything which would violate local, state or federal laws or believed to be unethical or unsafe please call Interstate at 800-622-6433 and ask to speak with Interstate’s Corporate Counsel.
4. All Subcontractor and Provider records must be true and accurate. Interstate, our team members and employees are forbidden from asking that invoices be modified to reflect anything other than actual and true costs, materials, labor or other changes. Subcontractors and Providers are prohibited from modifying invoices or bills to indicate any amount other than that reflecting actual invoice amounts and those which the Subcontractor or Provider expects to be paid in full by Interstate. Production of dual invoice’s or statements indicating different amounts other than what is expected to be paid is forbidden. Should any Interstate team member or employee ever ask you to provide two invoices showing different amounts please call Interstate at 800-622-6433 and ask to speak with Interstate’s Corporate Counsel.
5. While working on Interstate job sites, any client information regarding work being done, confidential records or proprietary information shall be confidential. If you are ever approached by members of any media or any person or entity other than Interstate directly, you agree to contact the Interstate supervisor directly responsible for that job BEFORE acting upon the outside request.
6. Should Interstate ever have an issue where an investigation due to theft, behavior or action by a Subcontractor or Provider employee become necessary, the Subcontractor or Provider shall fully cooperate with the investigation both internal and should need arise, external.
7. By signing this Ethics Statement, you are agreeing to conduct business with Interstate and our clients in an ethical and professional manner, specifically acknowledging and agreeing to the matters set forth. This document is not meant to cover every ethical issue that may arise. It is by no means a summary of all laws and policies which apply to Interstate’s business. Lastly, no document can replace sound ethical behavior, but Interstate does expect each Subcontractor and Provider to conduct themselves in an ethical
and professional manner.
Updated April 28, 2020