Participation modification; substitution; termination of SBE, SBEC, or EBE subcontractors.
Denver Revised Municipal Code § 28-226
in effectSec. 28-226. - Participation modification; substitution; termination of SBE, SBEC, or EBE subcontractors.
(a) A contractor that has been awarded a contract which includes SBE, SBEC, or EBE participation, or has duly added an additional or substitute SBE, SBEC, or EBE subcontractor to the contract in accordance with this division, may not substitute or terminate an SBE, SBEC, or EBE subcontractor without the DSBO's and user department's prior written concurrence as set forth herein. This includes, but is not limited to, instances in which a contractor seeks to perform work with its own forces or those of an affiliate, a non-SBE, non-SBEC, or non-EBE firm, or with another SBE, SBEC, or EBE firm that was originally designated for an SBE, SBEC, or EBE subcontractor.
(b) In the event that a contractor or consultant must substitute or terminate an SBE, SBEC, or EBE subcontractor, subconsultant, joint venturer, supplier, manufacturer, manufacturer's representative or broker, except in cases where directed by the city, the following must be completed:
(1) The contractor must provide notice in writing to the SBE, SBEC, or EBE subcontractor, with a copy to DSBO and the user department, of its intent to request to terminate or substitute, and the reason for the request.
(2) The contractor must give the SBE, SBEC, or EBE subcontractor at least five (5) business days to respond to the contractor's notice.
(3) The DSBO in conjunction with the user department must provide concurrence and the reasons therefor stated in a written notification that the prime contractor has good cause to substitute or terminate the firm.
(4) In determining good cause to substitute or terminate the DSBO will consider all circumstances as a whole based on the following factors:
(i) The SBE, SBEC, or EBE subcontractor fails or refuses to execute a written contract;
(ii) The SBE, SBEC, or EBE subcontractor fails or refuses to perform the work consistent with normal industry standards; provided, however, that good cause does not exist if the failure or refusal of the SBE, SBEC, or EBE subcontractor to perform its work results from the bad faith or discriminatory action of the contractor;
(iii) The SBE, SBEC, or EBE subcontractor fails or refuses to meet the contractor's reasonable, nondiscriminatory bond requirements or insurance requirements;
(iv) The SBE, SBEC, or EBE subcontractor becomes bankrupt, insolvent, or exhibits credit unworthiness;
(v) The SBE, SBEC, or EBE subcontractor is or becomes ineligible to work on city projects because of suspension and debarment;
(vi) The non-city owner or contractor has determined that the SBE, SBEC, or EBE subcontractor is not a responsible contractor;
(vii) The SBE, SBEC, or EBE subcontractor voluntarily withdraws from the project and provides to you written notice of its withdrawal;
(viii) The SBE, SBEC, or EBE subcontractor's participation cannot be counted toward the minimum participation requirement;
(ix) A SBE, SBEC, or EBE subcontractor owner dies or becomes disabled resulting in the SBE subcontractor's inability to perform or complete its work on the contract; or
(x) Other documented good cause that the DSBO determines requires termination of the SBE subcontractor.
(5) The SBE, SBEC, or EBE subcontractor shall be provided the opportunity to advise the DSBO, user department and the contractor of the reasons, if any, why it objects to the proposed termination, and why the DSBO should not concur with the contractor's action. If required in a particular case as a matter of public necessity (e.g., safety), DSBO may provide a response period shorter than five (5) business days.
(6) In addition to post-award substitutions or terminations, the provisions of this section apply to reductions in scope of work and pre-award deletions of or substitutions of SBE, SBEC, or EBE firms by bidders or proposers prior to execution of a contract.
(c) If the DSBO and the user department concurs with the contractor's request to substitute, terminate or reduce the scope of work of the SBE subcontractor, the contractor must replace the terminated SBE, SBEC, or EBE subcontractor with another SBE, SBEC, or EBE firm certified to perform the same scope of work unless the contractor can demonstrate that it cannot replace the subcontractor to the DSBO's satisfaction.
(d) If a contractor substitutes or terminates the SBE subcontractor, or reduces the scope of work of the SBE, SBEC, or EBE subcontractor, without first complying with this section 28-226, the DSBO may find the contractor in violation of this ordinance and the contractor may be subject to enforcement and sanctions.
(Ord. No. 286-20, § 4, 4-13-20; Ord. No. 833-21, § 20, 8-23-21)
Source: City and County of Denver, Revised Municipal Code and Charter (Municode Library, library.municode.com)URL: https://library.municode.com/co/denver/codes/code_of_ordinances?nodeId=TITIIREMUCO_CH28HURI_ARTVIIOPSMBUENEMBUENCOCOREREPRDECOSESMBUENCOCOAGTHDESEPOCOCOAG_S28-226PAMOSUTESBSBEBSUFetched: 10/27/2026