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HomeMy WebLinkAbout2023-02-28 Work Session CITY COUNCIL WORK SESSION City Council Chambers, 33 East Broadway Avenue Meridian, Idaho Tuesday, February 28, 2023 at 4:30 PM Minutes ROLL CALL ATTENDANCE PRESENT Councilwoman Liz Strader Councilman Brad Hoaglun Councilman John Overton Councilman Luke Cavener (5:09 p.m.) Councilwoman Jessica Perreault ABSENT Councilman Joe Borton Mayor Robert E. Simison ADOPTION OF AGENDA Adopted CONSENT AGENDA \[Action Item\] Approved Motion to approve the Consent Agenda except Item 8 made by Councilwoman Strader, Seconded by Councilwoman Perreault. Voting Yea: Councilwoman Strader, Councilman Overton, Councilwoman Perreault, Councilman Hoaglun 1. Approve Minutes of the February 14, 2023 City Council Work Session 2. Approve Minutes of the February 14, 2023 City Council Regular Meeting 3. Apex Northwest Subdivision No. 3 Sanitary Sewer and Water Main Easement No. 2 4. McClure Dental Lab Water Main Easement No. 1 5. Nine Mile Creek Bungalows Sanitary Sewer and Water Main Easement No. 1 6. Findings of Fact, Conclusions of Law and Decision and Order for Denial for U-Haul Franklin (CR-2022-0008) by Hillside Architecture, PLLC., located at 1030 W. Franklin Rd., on the north side of W. Franklin Rd. halfway between N. Linder Rd. and N. Meridian Rd. 7. Agreement Between the City of Meridian and the City of Boise for Participation in Watershed-Based Mercury Fish Tissue Monitoring Program 9. Approval of Task Order 10038.d to Consor North America, Inc. for the CAN ADA Lift Station & Gravity Line – Final Design project for the Not-To-Exceed amount of $837,379.00 10. Award of RFP and Approval of Agreement for the Design-Build Services for Conduit & Fiber Installation for the Fire Safety Center project to Fatbeam, LLC for the Not-To-Exceed amount of $60,720.00 11. Award of RFP and Approval of Agreement for the Design-Build Services for Conduit & Fiber Installation for the Lakeview Golf Course project to Fatbeam, LLC for the Not-To-Exceed amount of $105,000.00 12. Resolution No. 23-2376: A Resolution of the Mayor and the City Council of the City of Meridian Establishing the Reappointment of Charlie Rountree to Seat 3 of the Meridian Board of Adjustment; and Providing an Effective Date 13. City of Meridian January 2023 Financial Report ITEMS MOVED FROM THE CONSENT AGENDA \[Action Item\] 8. First Amendment to the October 18, 2022 Subrecipient Agreement Between City of Meridian and Jesse Tree of Idaho, Inc. for Emergency Housing Assistance Grant Funds Motion to approve made by Councilwoman Strader, Seconded by Councilwoman Perreault. Voting Yea: Councilwoman Strader, Councilman Overton, Councilwoman Perreault, Councilman Hoaglun DEPARTMENT / COMMISSION REPORTS \[Action Item\] 14. Meridian Pool Update and Fee Proposal ADJOURNMENT 5:29 p.m. Meridian City Council Work Session February 28, 2023. A Meeting of the Meridian City Council was called to order at 4:30 p.m. Tuesday, February 28, 2023, by Mayor Robert Simison. Members Present: Robert Simison, Brad Hoaglun, Luke Cavener, Jessica Perreault, Liz Strader and John Overton. Members Absent: Joe Borton. Also present: Chris Johnson, Bill Nary, Steve Siddoway, Garrett White, Daniel Torres, Brian Harper and Dean Willis. ROLL-CALL ATTENDANCE Liz Strader Joe Borton _X_ Brad Hoaglun _X_ John Overton _X_ Jessica Perreault _X—Luke Cavener (5:09 p.m.) Mayor Robert E. Simison Hoaglun: All right. I will call the City Council work session to order. For the record today is Tuesday, February 28th, 2023, at 4:32 p.m. Our first item of business will be roll call attendance. Mr. Clerk. ADOPTION OF AGENDA Hoaglun: Our next item is adoption of the agenda. Strader: Mr. President? Hoaglun: Council Woman Strader. Strader: I move that we pull off Item No. 8 -- Hoaglun: We will do adoption of the agenda and, then, Consent Agenda. Strader: I move that we adopt the agenda. Perreault: Second. Hoaglun: I have a motion and a second to adopt the agenda as published. All those in favor, please, say aye. Any nays? We have adopted the agenda. MOTION CARRIED: FOUR AYES. TWO ABSENT. CONSENT AGENDA [Action Item] Meridian City Council Work Session February 21,2023 Page 2 of 22 1. Approve Minutes of the February 14, 2023 City Council Work Session 2. Approve Minutes of the February 14, 2023 City Council Regular Meeting 3. Apex Northwest Subdivision No. 3 Sanitary Sewer and Water Main Easement No. 2 4. McClure Dental Lab Water Main Easement No. 1 5. Nine Mile Creek Bungalows Sanitary Sewer and Water Main Easement No. 1 6. Findings of Fact, Conclusions of Law and Decision and Order for Denial for U-Haul Franklin (CR-2022-0008) by Hillside Architecture, PLLC. located at 1030 W. Franklin Rd. on the north side of W. Franklin Rd. halfway between N. Linder Rd. and N. Meridian Rd. 7. Agreement Between the City of Meridian and the City of Boise for Participation in Watershed-Based Mercury Fish Tissue Monitoring Program 9. Approval of Task Order 10038.d to Consor North America, Inc. for the CAN ADA Lift Station & Gravity Line — Final Design project for the Not-To-Exceed amount of $837,379.00 10. Award of RFP and Approval of Agreement for the Design-Build Services for Conduit & Fiber Installation for the Fire Safety Center project to Fatbeam, LLC for the Not-To-Exceed amount of $60,720.00 11. Award of RFP and Approval of Agreement for the Design-Build Services for Conduit & Fiber Installation for the Lakeview Golf Course project to Fatbeam, LLC for the Not-To-Exceed amount of $105,000.00 12. Resolution No. 23-2376: A Resolution of the Mayor and the City Council of the City of Meridian Establishing the Reappointment of Charlie Rountree to Seat 3 of the Meridian Board of Adjustment; and Providing an Effective Date 13. City of Meridian January 2023 Financial Report Hoaglun: Now up is Consent Agenda. Strader: Mr. President? Meridian City Council Work Session February 21,2023 Page 3 of 22 Hoaglun: Council Woman Strader. Strader: I move that we move Item 8 off the Consent Agenda for discussion tonight. Hoaglun: We will move Item 8 off the Consent Agenda. So, for the remainder of the Consent Agenda what's your pleasure? Strader: I move that we approve the remainder of the Consent Agenda, except for Item 8. For the President to sign and the Clerk to attest. Perreault: Second. Hoaglun: We have a motion and a second to approve the Consent Agenda with Item 8 removed. All those in favor signify by saying aye. Any opposed? And the Consent Agenda is approved. MOTION CARRIED: FOUR AYES. TWO ABSENT. ITEMS MOVED FROM THE CONSENT AGENDA [Action Item] 8. First Amendment to the October 18, 2022 Subrecipient Agreement Between City of Meridian and Jesse Tree of Idaho, Inc. for Emergency Housing Assistance Grant Funds Hoaglun: Next up is the item moved from Consent Agenda, Item 8. This is a subrecipient agreement between the City of Meridian and Jesse Tree of Idaho for Emergency Housing Assistance grant funds. It is an amendment to the current agreement. So, Mr. Nary, if you could give us some information, please. Nary: Yes. Mr. President, Members of the Council. So, the Jesse Tree agreement that the person had inquired about is already in place, has been in existence since October. This was discussed last year during the budget process. You may recall the director of Jesse Tree, Ali Rabe, came and spoke to you. The money isn't being allocated out of ARPA funds. So, that's the American Rescue Plan Act. And so those funds are a different set of funding than some of the things that the person that wrote the e-mail had concerns about. One was whether or not it conflicts with Section 8 funding and Section 8 housing. It does not. So, intentionally, it's an allowed use to have another additional source -- and, in fact, in the agreement with Jesse Tree they are directed to go look for additional sources, so that all of the funding for rental assistance doesn't come just from the ARPA funds that they are being provided. The only purpose of this addendum was simply to allow a larger draw on the account versus a smaller one, so they didn't have multiple reasons to have to come back for multiple changes for that if -- if the amount was over 5,000 -- I think was the original one -- they could do -- they could do more. So, that was the only intent of why we are here. This isn't to change the agreement. The agreement is already in place. So, I can answer some of the questions that were raised of concern. One was, again, this -- does this conflict with Section 8. It does not. Meridian City Council Work Session February 21,2023 Page 4 of 22 The -- the ability to use these funds in addition to other sources of -- of rental assistance out there in the community, whether it be at the federal level or the state level. is allowed and actually encouraged to be done. The question was asked about whether or not these funds are being used to pay legal expenses on evictions and the answer is no. Jesse Tree doesn't do that. They only provide the rental assistance to hopefully get people out of the eviction arena, but not the legal service cost that goes with it, if there is one. They do not pay for that. That's what legal aid does. That's -- there is another source out there for that type of assistance, but the Jesse Tree does not. There was a concern about the -- the housing first is an approach to assisting people that -- that we are concerned that it's a low barrier for housing first shelters. Again, it's encouraged to try to get people out of homelessness and houselessness into some type of other means. So, that is the intent of the program that we all -- that the city agreed to when we entered into an agreement with Jesse Tree. The -- it says -- oh. The concern was is that the -- that it wasn't clear to the person asking that the funds could only be used for people that reside in Meridian. It's specifically stated in the agreement that it is only for people that reside in Meridian. So, that is a requirement of that. So, they do have to show that as Jesse Tree draws on these funds that where the money is going. The concern was that there was -- again there was concern about double dipping. Again, it's not double dipping. It's encouraged to find as many resources as possible to assist people to get out of this situation. That's the whole intent of this program, along with Section 8, along with other programs that are provided. So, that was the intent. Also there was a -- a desire for a cap by this person. Again, the Council discussed that and the intent was we want to move the cap, so that way it can be much more assistance -- a little bit more nimble and be able to be more fluid. So, that was the intent of it. I think that pretty much is most of the concerns that are raised. Again, it was concerning that it was being used for -- for legal assistance. It's not. A concern primarily that it's being used in conjunction with other funds. That's the intent, yes. It is supposed to be used with other funds. The concern was that it was being used to create this lower barrier for people to access it. Yes, that was the intention is to try to get people out of this situation. So, all of that was discussed. That's all within the existing agreement that we have. This addendum doesn't change any of that. All it does is change the cap limits. Again, it still has to get monitored. It still has to get reported. The city does have its eye on it as well. So, it isn't something that isn't being done without the city's participation and knowledge. I can answer any other questions if you have any. Hoaglun: Thank you, Mr. Nary. Any further questions or comments? Strader: Mr. President? Hoaglun: Council Woman Strader. Strader: Just a couple comments and, then, I will make a motion. So, I think to summarize like -- so, key takeaways for the individual who reached out to us about the agreement. The agreement is already in place. It keeps the existing services that Jesse Tree provides the city in place. That was done at the time of the agreement. I mean it's not meant for the purpose of tenants avoiding an eviction for other reasons, Meridian City Council Work Session February 21,2023 Page 5 of 22 other than financial. and so I think that's important. You know, I have been a multi- family housing owner myself in the past and I understand there are a lot of reasons that tenants could be evicted from their apartment, you know, lawful reasons. This -- this grant and this agreement is not meant to address any of those concerns. It is simply meant to address financial need within the City of Meridian and specifically the agreement is in place -- the subrecipient agreement is not -- is just an amendment to that agreement. So, again, it's the contract we have in place. It was previously approved. Hopefully this answer from legal answered your questions, but I think, Mr. President, if Mr. Nary wouldn't mind following up with that individual in writing, just so that they have those answers in more detail in an e-mail. Nary: Yes. Strader: I think that would be appropriate, because it's kind of hard to take away from a five minute discussion all the legal nuances there. Anyway, with that in mind, unless there are other questions -- oh. Okay. I will yield, then, to Council Woman -- Hoaglun: Council Woman Perreault. Perreault: Thank you, Mr. President. So, just wanting to understand the request from Jesse Tree to increase the amount that -- that can be invoiced at any one time. Can you give a little more information on -- were they running into challenges with just the timing of invoices and it's just sort of an administrative thing or can -- can you kind of help us understand why there was a request to go above 25,000 in any given time period for their invoices? Hoaglun: Mr. Nary, you or Daniel. Nary: I want to say I think Daniel Torres will be able to answer that particular question. Hoaglun: Daniel Torres, welcome. Torres: Thank you. It really is to speed up the process. So, when we set up the contract it was limited to 25,000 dollar draws and it was limited to reporting quarterly. Their first submittal was a total of 50,000 dollars and change and they had it split up between three different requests to make it fit within the 25,000 dollar cap. So, it was really just to make it easier for them to submit all at once and in some follow-up that we did with them we have better clarification of what the money is being used for. So, I feel like they have satisfied the reporting requirements and, again, it's just to make it easier to submit all at once. Perreault: Mr. President? Hoaglun: Council Woman Perreault. Meridian City Council Work Session February 21,2023 Page 6 of 22 Perreault: So, what they are invoicing the city for is service that's already been provided. It's not service that's going to be provided in the future. It's -- and they have -- they have connected that service with individual help -- Torres: Correct. Perreault: -- to -- to Meridian families? Torres: -- by individual. Perreault: Okay. Torres: It states the purpose and, again, they -- I should also point out that they started a month late in the time it took us to approve the contract. It was envisioned that the program would be 12 months, ending by I think September 30th of this year and they didn't get started until September -- until October of 2022. So, they started behind the gun. Strader: Okay. Thank you. Hoaglun: Thank you, Dan. Any other comments? Strader: Mr. President? Hoaglun: Council Woman Strader. Strader: I move that we approve now Item 8, the first amendment to the October 18th, 2022, subrecipient agreement between the City of Meridian and Jesse Tree of Idaho for Emergency Housing Assistance grant funds. Perreault: Mr. President, I second the motion. Hoaglun: We have a motion and a second to move -- to approve Item No. 8. Is there any further discussion? If not, Mr. Clerk call the roll I think. We will go ahead call the roll. Roll Call: Hoaglun, yea; Borton, absent; Cavener, absent; Perreault, yea; Strader, yea; Overton, yea. Hoaglun: All ayes. Motion carries. MOTION CARRIED: FOUR AYES. TWO ABSENT. DEPARTMENT / COMMISSION REPORTS [Action Item] 14. Meridian Pool Update and Fee Proposal Meridian City Council Work Session February 21,2023 Page 7 of 22 Hoaglun: Okay. Next up Item 14. Garrett. Meridian Pool update and fee proposal. Go ahead and dive right in. White: All right. Sounds good. Mr. President and Members of Council. thank you for having me today. I'm here to kind of give you an update on, obviously, the pool operations of 2022. So, last summer. There is three things I want to try to accomplish tonight if possible. First one being -- give you an overview of what happened last year. Second being kind of get your guys feedback on the private fee -- swim lesson -- or private swim lesson fee proposals that will be discussed tonight and, then, get your feedback on the proposed schedule and just kind of talk through some of that stuff. So, with that, like President Hoaglun said, we will dive right in. And, Chris, I think I can just control this by the arrows; right? Notice the ripple effect with the pool. So, try to get a little bit creative. So, to start off with some key dates that I listed here from last year. Two of them that aren't listed on here are the operations and maintenance agreement with WARD. So, WARD, just for reference for those who don't know, is the West Ada Recreation District. We signed that agreement -- or Council signed that agreement and discussion on mid February. We ended up hiring Willow Spurlock, our aquatics coordinator, middle of March and, then, really hit the ground running with getting the pool up and going. You can see that we opened swim lesson registration three weeks after hiring Willow, which was April 8th and, then, pool cover came off April 15th. The dewinterization process started April 18th and it's interesting when you take that pool cover off -- I mean the -- the pool -- since water is in it year around, it's pretty nasty. We get it up and running and going and that takes about a week -- a little over a week process to get it going. The first swim team tryout was May 7th. Lifeguards training and stuff like that May 9th. And I will back up a little bit from there. We actually start interviewing lifeguards now in mid February, March, so they know they have summer jobs and to really get those kids trained and ready to go. So, the first lifeguard training started May 9th and, then, opening day was June 6th. Now, opening day -- and as I get into some swim lesson stuff later, it kind of reflects on when school gets out and when school starts and those type of things. So, the West Ada School District schedule is something that we do take into consideration with some of these. Some of the impacts we had last year was contractor availability. We as -- you guys all know we had an inspection done prior to us taking over operations and maintenance of the pool and there were some things that really needed to get done, some critical items and other things. So, we got all the critical items taken care of prior to opening and opening day. And, then, some of the other items were done during season, which, yes, we would prefer to have it all done prior to season, but they weren't critical for the operations. So, we got those done during the season. Pool capacity. We started with a capacity of 221 and we increased it through the season. The big thing was -- was swim lessons. We offer swim lessons to over 1 ,100 kids; right? And that -- that's a big deal. And to kind of reference the school district calendar and how it fluctuates here, is we try to offer sessions, either four, five or six sessions a summer. Sessions are two weeks long. Basically swim lessons are -- there is eight days of 30 minute lessons, if that makes sense. A session is two weeks. We try to offer as many as we can. This year, based on our schedule, we are going to get five sessions of swim lessons in based on the current schedule. With that one thing that we are really excited about this year is we Meridian City Council Work Session February 21,2023 Page 8 of 22 want to open swim lessons up for the care enough to share program that we have. That's the scholarship program for those that may have struggled to get -- to afford swim lessons or other programs through our recreation department. So, in doing that with the care enough to share program, it's pre-qualification. So, we need to get information from them prior to them calling to register. So, once we get that stuff lined out they can register and -- over the phone or we will do in-person registrations for them as well. So, we are working strategically to let that happen. I can tell you the challenge is is those swim lessons -- when once they are open on -- like last year on the 8th, they filled up within 30 minutes. I mean the demand for that is so fast to where it actually over our Rec One software -- scheduling software, registration software, it actually overloaded their server and we had some issues with that that day. So, we have to pre -- let them know, hey, we are going to have a big surge of registration. So, the demand for swim lessons was -- was incredibly high. So, we were able to service over 1 ,100 kids. So, that was an accomplishment. One thing that we implemented this year for the first time ever at the Meridian pool that we know of is a swim test. So, what that is is when kids get there for the public open swim they go through a quick swim test, which we put them in the water, they swim and go through -- there is some criteria that Willow, our aquatics coordinator, put together that allows them to go into different areas of the pool. For the big pool we split into three different areas. Obviously, we have a shallow end, kind of the middle shallow, four to five feet deep and, then, obviously, the deep end where the high dive and the low dive is. So, Willow put together that criteria. Her guards established that. Trained them. Got him to go through the -- the test and they went from over 60 plus jump-in rescues to six last year. So, that's a huge improvement. That's really kudos to Willow and putting those criteria for each one of those in there. Were there some backlash on it? Like I have always been able to go out to the deep end, this and that. Yes, a little bit. But once Willow or myself had to explain to some parents and/or some kids what it was and why they were doing it -- it's a safety thing really. It's a one hundred percent safety thing. And kudos to Willow again and her staff. Is if the kid couldn't get to the deep end they would say, hey, work on these things to get you to the deep end. So, they would give parents and/or kids just coaching techniques on what they can work on -- whether during the open swim in the shallow end or when -- if they do it at home or in their HOA pool. what have you. So, the program was very very successful. It started out -- I'm not going to say rough, but we had some tweaks throughout the season to make it better, more efficient throughout the season. So, it really turned out great. But from 60 plus to six, that's pretty good. That's literally one or more a day to one a week or less than a week. So, that -- that was a huge improvement. Staffing. Everybody knows the staffing criteria right now and the crunch that we are having right now; right? So, last year we were at -- we want 65 to 70 guards. That is our goal. That's what we want. That keeps us open seven days a week and that is our ultimate goal. That's what WARD had back in 2019 right before COVID; right? So, we want to get back up to those numbers. Last year we were able to hire 39 guards. Now, we probably had 42, 43 apply. We ended up hiring a lot of them. Some of them didn't work out. But we ultimately had 39 guards through the whole season last year and that is including Willow, because Willow is trained through all that stuff. Going to the next one. This I'm sure will get a lot of discussion, but in -- in short, this -- this kind of tells the story of where we want to get and this was WARD's Meridian City Council Work Session February 21,2023 Page 9 of 22 schedule. So, as you go with the more guards the more we offer; right? The goal is to get a swim lesson, public swim balance, the best that we can; right? If we had the 65 guards that -- that's -- we are open seven days a week, rock-n-roll with parties and open swim and public swim and swim lessons and all the above. As we grow -- last year in 2021, the far left of 35 to 45 guards, that was WARD's schedule. We took on that same schedule this last year with 39 guards. So, we kind of fit right in that range there; right? So, we did that. As we grow we did hear that, yeah, we want more public swim and, honestly, we do, too. We do want that. As we move on, the next goal right now is we hope to have 45 to 55 or more. But if we were to get to the 45 or 55 -- you can see right there in the green, the 7:30 to 9:30 public swim. We are just listening to feedback -- not only from -- from Council. but also from participants and people that are at the pool, from what I heard last year, is why can't we be open weekends? We would love to be open on weekends. And I would completely agree with you. We would want to be open weekends. So, in my mind I would work with Willow, based on staff and availability and we would have, I would want to at least talk about moving that evening public swim Monday through Friday to save those guard hours and open on a Saturday; right? If we can do that. That -- that's what we would want to do. So, at least giving that opportunity for public swim on a weekend when families do have stuff. Now, on weekends Saturday, Sundays, parents and other people do have other activities; right? Baseball. Basketball. Whatever it may be. Church groups. Whatever that we do on weekends. But we at least want to have that offering on a weekend. That is a goal that we want to have. So, this is kind of what WARD had set in place. We want to make some minor adjustments here and there, if we were -- if we have that opportunity regarding staff. So, please, keep that in mind as we -- we go through this and at the end I will answer some questions on this if there is any with this, so -- I hope that all makes sense there. Moving on to pool projects. See if I can keep up here with my notes. Oh. I should say -- going back to this -- and maybe I did say this, but we already have 30 applications turned in for guards, which is a really -- that -- I don't want to jinx anything, but that's a lot farther than we were last year at this time. So, it's -- it's promising and we are going to keep -- we are going to keep pushing for that. We are working on getting banners made. We are still working on social media blast and blitz. We are going to job fairs. think we just got one back -- just got back -- or I say I. It was Willow and another staff went to those things. I should give them kudos and credit where it's due. But we are doing job fairs, social medias, we are doing mailers. We are hitting the schools again. And, then, we are going -- like I said, we are going to a -- BSU is hosting a -- a job fair shortly as well that we are going to be going to, so -- sorry if I skipped that over or duplicated that, but -- moving on to projects. So, these are the projects we finished. Some of these happened during season, like I had mentioned before, based on contractor availability and just the time crunch to get things done prior to the season. But all the critical items were done previous and done right before we opened the season. But you can kind of see here that the big UV systems, that was a big undertaking. We got that taken care of during the season. It was awesome. The ADA chairlift, that thing had been broke just since right before COVID and that was one of the things I said that has to be -- we have to get that done. So, that was one that I took on personally and got it done and it was done prior to the season opening. So, that was a really good thing. The pool slide, that we -- we did an examination of that slide before Meridian City Council Work Session February 21,2023 Page 10 of 22 and there is a double -- there is actually three slides in the big pool and one in the baby pool. The double slide, if you are familiar with the pool. One of them had some pretty good cracks in it to where if a kid went down there it wouldn't end well. It would -- it would -- it was some sharp edges there we will say. So, our park staff came to the rescue and helped us basically close it down, but they ordered a piece and that piece was 12 weeks out from once we realized it was broke. So, we went without one of the slides last year and, you know, it's fixed -- it's getting fixed this year. The part came in and our park staff is putting it in prior to us opening this year. So, that will be all done. The pool automation system -- this is something I highlighted here. This -- this is something that is really helpful to a certified pool operator. Last year I did get my certified pool operator re-cert. I was in a previous job a certified pool operator and got that and what that automation system does is if we are low on chemical, it e-mails me and also e-mails our contractor to where I know that here at City Hall my e-mail dings, it -- regardless if it's low or high or whatever it may be, I get e-mails at midnight and at noon and it lets me know what it is. It's tracking our -- what our chemical levels are and that I can tell you that last year that saved us from possibly being shut down for the next morning. I got an e-mail about 4:00 o'clock in the afternoon and our chemical level -- when I -- when I say chemical -- chlorine level was very low; right? It was still decent, but it was very low. So I had to run down there and I changed out chemical stuff and we got the chemical back up and running. If I didn't the next morning we get there to test the water for swim team at 5:30 in the morning in the chemical is low, we can't allow them get in and that just kind of snowballs, one, parents and participants are upset and you get the snowball as we go through and it affects swim lessons and all the way through the day. So, that really helped us in that sense. And that happened a couple of times, you know. So, having that e-mail presence it really allows us to stay open more and it also alerts our -- we have a maintenance agreement with Superior Pools, they get alerted as well. So, if it happens on a weekend or whatever, if I'm not checking them, I'm on vacation, there is always that backup that it gets checked. So, that was a really good upgrade for us. You can see here in the picture there -- if I zoomed in it got blurry, so you can see the corrosion and some of the leaks that it had on the chemical feeders from -- from the -- from the tanks into the -- the system. The corrosion there. So, we got all those replaced and redone. The secondary catch basins for chemical spillage, if there is any, that was there and those were replaced as well and, then, throughout the summer some of those big umbrellas we had to get repaired and replaced. So, that stuff all got taken care of throughout the season and during the season, if not before. So, moving on to the next one. This is something you guys are familiar with is it's the one meter dive. So, we ultimately had to make the decision to take that out last year. We struggled -- I struggled. We still had a high dive. We still had two of the slides operational, plus the kitty pool slide, but everybody wants a one meter dive, too. And say one meter, it's the low dive. Three meter is the high dive, just for reference there. So, you can see the base, what it looked like. We deemed that not safe, so we had to pull it out. I thought that was going to be our biggest complaint, concern and issue all year and, honestly, I didn't get one person ask me about it and, then, same with Willow on site every day, not one person asked about it to my understanding. So, kind of out of sight, out of mind, you know. We will see. But that is scheduled to be installed within the next month, hopefully, again, pending contractor availability. But the goal is to get Meridian City Council Work Session February 21,2023 Page 11 of 22 out there this next month in March and get it installed and done and, realistically, per their contract the contractor has until May 1st to get it installed. So, March, April it should be installed. And that -- and, then, the rim around the pool it was chipped and painted five -- probably five different colors all around the pool. So, we are getting that dressed up and cleaned and repainted this -- this April as well when the pool cover comes off, because the pool cover currently covers that so you can't see it. So, with that I kind of wanted to quickly touch base on some key dates for this year, 2023. So, pending we -- we get all these possible or proposed swim lesson fees approved -- or not necessarily approved tonight, but kind of get a head shake of where we are at, we will post them and come back to you here in -- in the month of March to get them approved and we want to open swim registrations or swim lessons up April 7th. The pool cover comes off April 13th, April 14th. Dewinterization starts the 17th. Very similar schedule to last year. With that opening day right now is scheduled for June 5th. Here I kind of posted the positions that are available right now. That's what we want. We want 65 plus guards. When I say lifeguards, those are also swim instructors. Guards and swim instructors are kind of one and the same. So, we train all of our lifeguards to become instructors as well. So -- and that's to teach some lessons. With that move on to the next one. This is one of the things I wanted to talk about. So, pool fees. Just day open swim just for public swim, drop in use, it's two, three or four bucks is kind of where we are at. I can tell you that those fees are very similar to what our neighbors are. Boise and Nampa. That's right in the ballpark with those. The season pass, the family pass is 160 and that's for a family of four. You can see in red there is the new proposed fee. It's just an individual fee and all we -- to come up with that number we divided 160 by four; right? Simple math there. So, we got the 40 dollars. The swim lesson fees, the group lesson 45 dollars per kid. Private lesson is a hundred. Semi-private with twins -- that's where a lot of the twins happen. I have twins myself. They went through that program. It was awesome. Tell you what, being -- having twins and being able to go to the same swim lesson have them do that it was -- it was great. So, the semi-private lesson for the twins -- or for two children, isn't -- is -- is popular, but not as popular as the private one-on-one. So, we do still want to offer that semi-private lesson there. So, you can see the proposed increases are really just to the private lesson, the semi private lesson, and the reason for the proposed increase is for -- to match up with our current cost recovery pyramid that we all just discussed a few months ago and this and that. That aligns with private lessons where it comes into. I will tell you that the group lesson at 45 does align with, honestly, the top pyramid and also aligns with the middle pyramid. So, that's still in alliance with what it needs to be. That's why there is no proposal for the group lesson. So, with that I can stand for questions. Perreault: Mr. President? Hoaglun: Council Woman Perreault. Perreault: I have three or four. Can I go for it? Hoaglun: Go ahead. Meridian City Council Work Session February 21,2023 Page 12 of 22 Perreault: Okay. Since we just discussed the fees, I have a quick question there. So, just for clarification, open swim is just one individual session and, then, the season pass is for open swim through the whole season. Okay. So, that's -- both of those are open swim times. White: Correct. Just to clarify, yes, open swim and season passes, yes, are for the public swim times. Perreault: Okay. So, if an individual has a season pass that -- they would pay that in addition to the swim lessons. So, it's not -- the swim lessons are not covering -- White: Correct. Perreault: -- open swim, they are two totally separate things. White: Correct. Great question. Yes. Perreault: Okay. White: Correct. Perreault: Wow. It's cheaper to swim than it is to get a Starbucks, huh? Okay. So -- so, on the -- the new proposed fee for the individual, 40 dollars, that will -- that would include all open swim times. If the city decides to increase or decrease the open swim times based on staffing, how does that work out for the member of the public who paid that fee? White: So, if we were able to offer more public swim -- is that what you are saying? Perreault: Actually, the question is if you offered less. So, more would be great; right? More options are great. But if at some point we lose some staffing over the summertime and we have to cut back that evening open swim or possibly a Saturday swim, is -- is that just -- is there something that's sort of disclosing that to the -- the season pass holder up front that says, hey, this is a possibility and you realize when you pay this fee that we may have to adjust the time space on staffing, just to kind of let them know that, you know, if they are buying this under the assumption that they are going to go in the evenings or the weekends and, then, that's taken away, we may have a few people that have questions about it. White: That's a great question, Mr. President, Councilman -- Council Woman Perrault. How we kind of do the season passes and things like that -- we established the -- the bare minimum schedule; right? So, we say, hey, we know you are going to have open swim from 1 :30 to 4:30. So, buy your pass based on that time. If we can increase it we will and that's just a bonus for you to get more public hours, if that makes sense. So, we -- we kind of sell it as, hey, this is what your minimum is going to be and that's kind of what our minimum is, if you remember that schedule I put up. So, to answer your Meridian City Council Work Session February 21,2023 Page 13 of 22 question, that's kind of how we sell it. If we have to drop back farther than that I think at that point we would have our discussion with our director and as well as Finance and probably you guys and say, hey, we are offering less, should we pro-rate this, how can we do that, that type of thing. So, that -- that's kind of how I would probably handle it to be fair and equitable to those that have already popped out, yes. Perreault: So, is that the expectation for the season that we would -- would offer the open swim times that are in that lowest staffing to -- to time frame ratio based on last year? White: Correct. Yes. So, we would offer that public swim from 1:30 to 4:30 and just tell -- tell people, listen, hey, we would love to grow this, you know, and those -- those are the fees that like -- that WARD had proposed way back when; right? So, that -- yes. To answer that question, yes, based on that minimum time that's what we would sell it at. Perreault: And we would anticipate that the website would be updated if we were able to -- so in other words, at the beginning of the season -- you are going to make that decision at the beginning of the season. It's not going to fluctuate as the season goes on. Okay. Okay. So, it's not going to be like weekly we might have some -- okay. Based on our staffing. White: No. To that point, we want consistency; right? That way parents know, hey, little Johnny can go down on Saturdays and give that -- we want the consistency. So -- and we want the consistency in swim lessons and everything above; right? So, yes, we want to make that -- we want to establish that soon and what's nice now is we are -- we are -- with the city website is it's constantly updated. So, we have been working with IT to get that stuff done and IT has been great with it. So, yes, update stuff online -- we will know our full staffing numbers when we start the training or right after the training, about May 9th, May -- you know, right in the middle of May and we can update things as we go. But, yes, to establish stuff now we are kind of putting the minimum schedule we know we are going to be able to do. As we grow, then, we will open up more. So, yeah. And that will be updated instantly as soon as we know. Perreault: You mentioned the Saturday swim versus the evening swim. I think the Saturday swim is a great idea, because, you know, evening you may have a family that has three different ages and maybe the oldest ones can go in the evening, but the youngest one has to go to bed. You got dinner times that people usually eat later in the summer. So, I like that idea of the Saturday. Also only having two hours -- when you haul all the stuff down there and, then, you have to, you know, pack it all back up, you really only get like a -- everybody changes and all that you get like an hour, you know, really, with everything. So, I think the Saturday swim is -- is a better option if it's possible. Can -- can you quickly go over -- it seems to me like 55 guards is a lot. So, are -- are they just having like part-time shifts? Are there like a dozen on site a day? How does that work? Meridian City Council Work Session February 21,2023 Page 14 of 22 White: That's a -- Mr. President, Council Woman Perreault, great question, because as teenagers it seems like some of them want to work part time, some of them want to work 40 or 50 hours; right? Some of them want to work 20 and they kind of know that. But, then, also a lot of them are like, well, I'm going to be gone these three weeks or I'm going to be gone these two weeks and I'm going to do this, I'm going to do that; right? Or whatever. All those things factor in when it comes to that; right? And doing that on site at one time --just -- we will just use public swim, for example. We have a minimum of 15 guards on site at one time. Sixteen'ish if you count front office. Sixteen to 17. That's all at one time; right? So, that's a lot of hours in the day and this and that, plus the -- the breaks in between. So, yes, a lot of things factor into that. But it's basically availability. Now, if we get into -- or we get 55 guards on the middle schedule and all want to work full time -- well, okay, we will open up more; right. So, this is just kind of historically what they have been able to do with this many guards. So, yes, just know that we want more. So, if our guards are wanting to work more hours, we will open on those weekends for consistency, right, and getting those done. Perreault: What is the -- based on the capacity, what is the guard-to-swim -- swimmer ratio? Just curious. White: Really there is really not. So, the capacity of a pool is determined by surface area of the water, then, death comes into play and, then, the number of amenities comes into play and it's a mathematical equation to go through. My mathematical equation for Meridian pool is about 263 people; right? Others will argue with me on what it could be and the depth and this and that and there is a slope of the pools as it gets deeper and who can be in this and that; right? And, then, where our amenities are and where our amenities are located affect certain areas. So, some would say that, oh, well no, I'm calculating 273 people and I'm calculating 263; right? Regardless, we don't want to ever be over capacity and have somebody get hurt or injured, because that's just not a good thing to do; right? We want to stay at our capacity or a little lower. But that's how capacity is, I guess, determined. It's not necessarily -- there is not -- there is not a special magical -- like, oh, 35 people to one guard. It's -- it's certain areas of the pool and, you know, they have different sites and they have to be able to go -- you know, they have to be able to diagnose if somebody's, you know, drowning or floundering within like three or four or five seconds, you know. That's probably more of a Willow question. She's the one -- and, honestly, going through this -- Willow -- there is a picture of Willow in here. So, if you see her you will kind of know who she is and say hi to her. She really made my job easier last year in the short time that we got to take over the pool and get things going. She was super organized. Ready to go. She's the one that trains the guards, schedules the guards, does everything with the guards and she runs a pretty tight ship, because, obviously, there is safety involved with that and she can tell you exactly the rotations and how many guards have to be where and where and why they need to be there. So, that's why we have the 15 on site and it's time -- because there is blind spots in the pool we have to monitor. So, there is really no -- to get back to the capacity question, there is really no one guard to 35, whatever. It's based on the shape of your pool, depth of your pool and those things. That's a great question though. Meridian City Council Work Session February 21,2023 Page 15 of 22 Perreault: Thank you for those details. I thought I was asking a simple question. White: Sorry. Perreault: No. It's — White: My wife will tell you I like to talk. Perreault: So, if Willow is listening, thank you, Willow. Too bad she's not here this evening so we could recognize her. Okay. So, the swim test that you mentioned -- awesome. That sounds amazing. I have a brother who is in a wheelchair and so that ADA chairlift is awesome, because there are very few places in the valley where he has access to that. How do those swim tests work for individuals that may need to use the chair? Are there different skills that -- or abilities that a lifeguard would look for for someone in that situation? White: So, the lifeguards -- to answer that question. Willow is probably the better one to answer those questions. But with my knowledge of a pool and being a certified pool operator and stuff, the chair actually straps you in and allows you to dip in the pool and stuff like that and move around. So, when it comes to -- I mean there is -- you probably know this better than I do regarding -- with your brother, but there is different levels of what they can do in the water; right? So, the lifeguard is going to look and ask that person -- communicate with that person what they feel comfortable doing and, then, obviously, be there with them to operate that chair. So, yeah, I think -- Perreault: So the chair -- so they stay in the chair in this situation. They don't get out of the chair. Oh. Okay. White: Correct. Perreault: All right. Thank you. White: That -- that chair allows them to be in the pool, cool off, swing around in the pool and things -- Perreault: Oh. Okay. Okay. Well, congratulations on a fantastic first season. I was so curious to see how it would work out. It sounds like it went better than we expected, which is amazing, and based on the year before, 39 guards is a huge success so -- do we have a lot of returning this year? White: Council President -- yes. Yes. So, we -- we have got probably half of the -- maybe a little over half of the 30 that have applied are returners and we have already started those interview processes with that. But, yeah, we are hoping to get more -- and, yes, we had a successful year, you know, but I'm a competitive person and I -- want to improve every year and find efficiencies and things like that. So, we are -- we still got a long way to go, you know, but at the same time it was successful. We didn't Meridian City Council Work Session February 21,2023 Page 16 of 22 have anybody hurt. We had some guards -- you know, we -- we operated the pool and it was good. We got a lot of projects done. But we are not done. So, we want to -- we want to keep getting better and so -- Perreault: Well, thank you so much for your commitment for it. It -- I'm so impressed with how -- I mean just this report is fantastic. So, thank you also for being willing to run over to the pool at off hours to do what needs to be done and that commitment that you have made to this and kind of the ownership that you have taken of it. Thank you so much. White: Sure. You're welcome. Perreault: It's very appreciated. White: It's a good challenge, so it's good. Strader: Council President? Hoaglun: Yes, Council Woman Strader. Strader: Thank you. Just have a couple of quick questions. Did we look at the market to determine the fees for private and semi-private lesson increases? How do we arrive at those figures? White: Yes. To answer that question. Council President. So -- we did. So, what we first did was looked at what our direct costs are; right? And we kind of calculated our direct cost based on kind of how we did the -- the pyramid and where it would land. We need to cover our direct cost, because it's a private lesson; right? So -- but, then, on top of that we wanted -- we didn't want to be the most expensive in town. All right? And be like what's the going rate. By doing that we can tell you that -- bear with me here. We are -- we are -- we are proposing the 140 for private lessons. I can tell you that Roaring Springs right now is 154. So, we are about 14 to 15 dollars less than them. The YMCA offers a little bit different. They will offer a certain amount per private lesson. We had to calculate based on our eight 30 minute lessons. Does that makes sense? And that's what Roaring Springs does. So, that was a very good comparison. So, 140 to 154. The YMCA does a little different. They do it per 30 minute -- 30 minute lesson and if you equivalate the eight -- and it's probably not fair to the YMCA to -- to do this, because there is pros and cons and apples and oranges here is what I'm getting at. But a private lesson is a private lesson. Is theirs would be equivalent like 288. So, we -- we would still be kind of right there -- Boise and Nampa were right there last year. So, we are right there at the -- we are right in the threshold of what Boise and Nampa were to our understanding, so -- Strader: Mr. President? Hoaglun: Council Woman Strader, go ahead. Meridian City Council Work Session February 21,2023 Page 17 of 22 Strader: If you don't mind I have a couple kind of -- Hoaglun: Go ahead. Strader: -- I will just dive in. So, it's not for one lesson, that includes multiple lessons? Could you just clarify how many like lessons it includes and what time frame? White: Absolutely. Yes. So, the time frame kind of depends. So, on a private lesson we offer three, maybe four students -- depends on the semi-private or not -- in -- per half hour in the day. So, we start swim lessons at 9;00, 9:30, 10:00, 10:30 and so on; right? So, we offer those lessons. We try to make -- match it up with the parents, if that makes sense. So, to answer that question -- so, the 140 would cover eight 30 minute classes. Strader: Okay. White: For a total of four hours, if that makes sense. Strader: Yes. That -- that does make more sense. Because I was just comparing it. I have kiddos in swim lessons twice a week throughout the year and the pricing seemed to offer one session, but it makes more sense if it's for multiple sessions. So, that's helpful. And, then, with the cost recovery -- so, if we are going to be hopefully recovering more of our cost by increasing the fees for these private and semi-private lessons, do we then use that to just return funds to the general -- like how do -- how does -- how does that -- does it subsidize the other activities? Are we looking at increasing the pay for the guards this year? Like help me understand how you are thinking about that, because I'm looking at it like this should be offsetting something so we can get more usage out of it. Because I totally agree, I would love to see weekends, I would love to see parties, all that stuff. That would be great. White: Yes. Council President. So -- yes. So, basically, what this increase covers is staff -- is wages is what it comes down to; right? So, just for a little history on that, we are starting ours right now at 14.50 an hour. Our guards. And that is -- Nampa is hiring their regards at 14.36 an hour. Boise and Meridian are at 14.50 an hour. Roaring Springs is close to 15 and, then, the YMCA is at 15.15 an hour. So, we are right with Boise. We are not the highest, we are not the lowest, but we are close to the lowest; right? But just those cost increases -- so, WARD -- when WARD was doing this back in '18, '19 -- in 2018 they were paying eight dollars an hour. 2019 they were paying nine dollars an hour. Now we are up to 14.50; right? So, that's not all the double -- I'm not a math guy, I'm a rec guy, but it's almost doubled; right? So, in doing that we felt like we needed to increase some of these costs, really, just to cover direct costs of wages to get people there. So, that's really 99.9 percent of this increase is that. Strader: That makes tons of sense. I appreciate you walking us through that, because it felt like -- all right, we want to expand our offering. The main item appears to be the guards. So, that's how you are addressing that is through these increases to the private and semi-private fees. Well, just some feedback. First of al. congratulations on a Meridian City Council Work Session February 21,2023 Page 18 of 22 successful start with the pool. I mean, really, you guys are knocking it out of the park compared to how it was operating before. I'm really excited. I feel like we could expand this. Swimming is a critical skill. It's a life skill. People need it to stay safe. I would hope that we could, you know, increase our open hours if we get more guards that we could open up more swimming lesson spots for kids. If they are filling out within 30 minutes, then, we are not serving the community as much as we could. So, really appreciate all the work you are doing. I'm personally okay with the proposed increase in the fees. It makes sense to me. But thank you. White: You're welcome. Thank you. And -- and just to -- to clarify, you will -- kind of wanted to get a head nod before we publish these fees and we will come back here in the next couple weeks -- probably -- I think it's March 21 st is where our target date is -- to have you guys approve the fees and I will come back up here and say here is the fees and stuff like that, but -- Hoaglun: Garrett, I did have a question and, then, it goes back to that lifeguard swim instructor deal, because, you know, there is a lot of lifeguards in the area and they might be working at say the Y and they want to pick up extra hours and just do Saturdays, do you guys allow that sort of thing to happen? White: Council President, great question. So, yes and no. So, to answer -- to answer that question -- so, there is three different lifeguard certifications that you can go through. One is Ellis, which is what we are, as well as Roaring Springs. Okay? There is another one -- it's a YMCA certification and that's basically what the Y certifies; right? Then there is also American Red Cross. So, there is three different certifications. So, we are an Ellis facility. So, if I were to -- and I can tell you that Boise, Nampa, I believe Caldwell and BSU are all American Red Cross. The Y is the Y. And, then, like I said, Roaring Springs and us are Ellis. So, for America Red Cross to come and guard for us, we have to re-cert them in Ellis per insurances and liabilities and things like that; right? I can tell you that there is very little -- and, honestly, I couldn't tell you what the differences are by reading which ones are. To my understanding Ellis goes in more in- depth in the water -- actual water saves and things. The YMCA goes into more depth in other things. And this and that. So, there is -- there is three different certifications. So, to share guards that's -- I went the same way last year, like, okay, how do we get more guards? You know, I'm good friends with Nampa, Boise, and BSU. How can we -- hey, do you have guards that need extra hours or whatever, can we share? And, then, I was -- the more I learned about it I realized that there is re-certifications and this and that -- re-cert them. Another thing is so -- I don't think we are opposed to that, but I know with us we are going to work our guards as much as we can to keep open for the weekends and stuff like that. I think, knowing that others are short staffed as well when it comes to guards, I think they would be reluctant to share guards for more hours, if that makes sense. Because at the end of the summer they are going to all be burned out if they are working 60 hour weeks working at two different places; right? And there is only a handful of teenagers that want to do that, to be honest. But I think the window is still open for us to be able to do that and share guards with say Roaring Springs or here or whatever. But I know that we are -- everybody's looking for more guards. So, I hope Meridian City Council Work Session February 21,2023 Page 19 of 22 that answers your question, kind of in a roundabout way. Yes and no. We are not opposed to it, it's just hard to do. Hoaglun: Okay. White: It's a great question, though, but -- yeah. Hoaglun: Yeah. Appreciate that, Garrett. Yeah. It's just interesting, how do you -- you know, especially in this world where, you know, gig work and part time and have some flexibility in their work-life balance and the summer time -- you know, how do you -- how do you make it work and fit, so -- and it's just -- it's a competition out there for workers in this market -- White: It is. Hoaglun: -- as you well know. So, yeah, just --just a thought on that, so -- Councilman Overton, any other questions or thoughts? Overton: Yes. I thought I would go last. Thank you, Mr. President. Garrett, great job. I -- I guess -- I'm so glad that you brought in the fees from the other cities around us and the other entities that we deal with. I had the opportunity to look at that list when these were first being established and realize how we were fitting right in the middle. We weren't going to be the cheapest, we weren't going to be the most expensive, but we were definitely going to be within market. You know, we wanted to make this work with the cost recovery for the pool as best we could and I thought this was a great idea. I don't know that you are ever going to satisfy everything that Council wants, the public wants in open public swim time, unless we can magically get 75 lifeguards and, hopefully, we can hire as many as we need to get all that public swim time and open up the party room and get the -- take advantage of the entire facility you have got there at the pool. I also wanted to point out, Garrett -- to really compliment you and your staff for what an amazing job you have done with the things that the public can't see. You showed a picture of some of the equipment that's in the -- the locked rooms and after going through those rooms with you on that tour with Director Siddoway and seeing how that room was beautiful, it was clean, it was well kept. All the equipment was top notch. Being maintained. If I was a member of the public and I had an opportunity to see that that would put a lot of confidence in me that I know that I have got a city that's really taking care of our children and all these kids that are getting swim lessons and the quality of equipment they are getting to use. It was fantastic seeing the stuff that -- that nobody really gets to see and what a great job you guys are doing taking care of that. So, I'm -- I'm fully supportive of this when it comes forward for a vote. I thought you guys have done a fantastic job with this pool. I don't think it's ever looked this good since probably when it first opened. White: Thank you for that. I appreciate that. And I -- I got to pass the kudos onto Willow, you know. She's there -- she lives there in the summer. I honestly try to stay out of her way the best I can. But thank you for that. I appreciate that. Meridian City Council Work Session February 21,2023 Page 20 of 22 Hoaglun: Well, Councilman Overton, I -- I hate to say it, but I -- I can attest to that fact, because I was there when it opened a long time ago. So, anyway. Councilman Cavener, you joined us at 5:09. 1 had my screen minimized didn't see you right away, but welcome. Any -- any thoughts or comments? Questions? Cavener: Thanks, Council President, and -- and I echo the comments of my fellow Council Members on Garrett's presentation. Apologies for being fairly late this evening. Garrett, I think you covered a lot of the questions that I had kind of sent you via -- I sent via e-mail. I guess maybe just some -- some suggestions for -- for Council to consider. One, I'm -- I'm in full support of the -- of the proposed fees and you will have to forgive me, I think like a lot of us, I -- I take a certain amount of ownership in Meridian pool, because that's the pool where I learned to swim and I have taught my kids to swim and it's -- it's such an important community and we have invested a lot in the facility and so I'm of the mindset of I want to make it available to as many of our citizens as -- as possible and, Garrett, if you touched on this and I missed it, my apologies, but can you share with Council a little info about the demand for lessons and how kind of -- there is a lot of excitement about kids learning to swim at Meridian pool that it almost kind of overwhelms our system. Can you just maybe give the Council a little flavor for that, if you haven't already? White: Yeah. Absolutely. I can -- I can go over that one more time. Not a problem. Cavener: No. If you have, then, just skip that. I see the smile on Council Member Perreault's face, which means you guys have probably already talked at length about it and so I won't belabor the point. I want to be respectful of everyone's time. I guess just maybe a suggestion for Council to consider and I sent this to the Parks director. Because we have so much demand for swim lessons, a suggestion that I think that we should explore is -- particularly for maybe some more of the in-demand swimming lesson times or times that maybe we wouldn't be able to provide because we don't have enough lifeguards -- is that maybe we increase the rate for those lessons as a way to offset the cost of hiring more lifeguards? I -- I -- I hate to kind of equate it to surge pricing, because I don't think that's the right approach. But if we were able to charge more and hire more lifeguards, that may be able to allow us to offer more lessons and be able to expand the services for the pool and I really believe as much as we can have as many citizens in that pool as possible that that should be our priority. Hoaglun: Okay. Any other questions? I think that's something they can be -- be watching for and thinking about for -- for next year, Councilman Cavener, so -- White: Yeah. Thank you for those. Perreault: Mr. President? Hoaglun: Council Woman Perreault. Meridian City Council Work Session February 21,2023 Page 21 of 22 Perreault: Just curious if the season pass holder from last year and those that signed up for lessons are going to receive an e-mail or contact in some way letting them know that there is going to be a fee change and a public hearing coming, so that they especially can comment on those changes? White: Council President, Council Woman Perreault, we haven't, but we can. We can send through an e-mail blast saying these fees are being proposed and a hearing on the 21 st, if -- if that's the direction you would like us to do. We can easily do an e-mail blast. Perreault: Mr. President? Hoaglun: Council Woman Perreault. Perreault: Of course I would like to hear from my fellow Council on that. I just -- percentagewise it's 40 percent increase, right, on the -- and so as a parent I probably would at least want a bit of a heads up before I were to go and enroll my children again to know that there is that increase and I just think it would be respectful to them and appreciative for, you know, them coming back this year. White: No. Absolutely. And we -- we can do that. Right now the fees -- you know, TBD, to be determined, because we want to make sure we talk to you guys about it first. Hoaglun: Okay. If we don't have any more questions, I think you have got the approval to move forward and, of course, publicize it is always helpful and, of course, the agendas are usually out for our public anyway, so -- but, yeah, it wouldn't hurt to let people know that -- White: Yeah. Hoaglun: -- so they know -- be prepared for -- some may say it's sticker shock and it's like everything else, it's going up, but -- White: Sure. Sure. No. We will. Absolutely. And invite -- you know, if you guys do want a tour -- I know Councilman Overton -- I took him on a tour with Steve. Happy to do that. I mean there -- there is some improvements there that -- that are worth seeing and gives us a little bit of chance to brag about what we have done. So, thank you guys again for tonight. I appreciate it. I won't take up anymore of your time. But thank you. Hoaglun: Thank you, Garrett. And give Willow our thanks as well. White: I will. Hoaglun: All right. Council that is the last item on the agenda for this evening. Do I have a motion to adjourn? Meridian City Council Work Session February 21,2023 Page 22 of 22 Strader: Mr. President? Hoaglun: Council Woman Strader. Strader: I move that we adjourn the meeting. Hoaglun: There is a motion adjourn. All those in favor signify by saying aye. Any opposed? We are adjourned. Thank you. MOTION CARRIED: FIVE AYES. ONE ABSENT. MEETING ADJOURNED AT 5:29 P.M. (AUDIO RECORDING ON FILE OF THESE PROCEEDINGS) Robert E. Slmison, Mayor 3-7-2023 ATTEST: CHRIS JOHNSON - CITY CLERK 3-7-2023 E IDIAN:--- .�E►ri u AGENDA ITEM ITEM TOPIC: Approve Minutes of the February 14, 2023 City Council Work Session Meridian City Council Work Session February 14,2023 Page 13 of 13 Cavener: Mr. Mayor? Simison: Councilman Cavener. Cavener: I know there is some questions about paragraphs to include in the letter. You know, Brian, I will leave that to you, kind of what you think is best. I -- I would support, though, this piece in that -- I think that first paragraph that's highlighted about Kuna and, Mayor, I think maybe with your permission we may want to send a copy of this to Mayor Stear as well. I just think that as a city south Meridian and north Kuna are going to become synonymous at one point and we want to make sure that we are establishing good collaborative efforts sooner rather than later. And, then, I'm sure the smarter brains, other than my own, when they proof the letter will -- will see this, but as much as I love talking about Locust Grove and Victory, I think we probably want to change that to Locust Grove and Amity as the subject line for the letter. So, maybe just a quick change on that. But other than that I appreciate your guys' efforts to get this in front of us quickly and get it to ACHD as soon as possible as well. Simison: Okay. All right. Then, Brian, you got your direction and take that back and we can work with Dave and others and reach out to Kuna and we will follow up offline. McClure: Thank you, Mayor, and thank you, Council. Simison: Okay. All right. Council, we have reached the end of our agenda. Do I have a motion? Hoaglun: Move to adjourn, Mr. Mayor. Simison: Motion to adjourn. All in favor signify by saying aye. Opposed nay? The ayes have it. We are adjourned. MOTION CARRIED: ALLAYES. MEETING ADJOURNED AT 5:06 P.M. (AUDIO RECORDING ON FILE OF THESE PROCEEDINGS) MAYOR ROBERT E. SIMISON 2-28-2023 ATTEST: CHRIS JOHNSON - CITY CLERK 2-28-2023 E IDIAN:--- .�E►ri u AGENDA ITEM ITEM TOPIC: Approve Minutes of the February 14, 2023 City Council Regular Meeting Meridian City Council February 14,2023 Page 86 of 86 Simison: We can make it to the 21st. If we don't make it we could continue it for two weeks after that for that six week period and I think the community is here still, they have -- they have heard and I think there is good communication, but you could try to go that way. Hoaglun: March 21 st. Yes. Simison: So, I have a motion and a second and we have had kind of discussion. Is there further discussion? Strader: No. Just -- I'm -- I -- I will be here if I can be. Simison: No guarantee. Strader: No guarantee. I might Zoom in from an unexpected place. Hoaglun: Keep your mic off. Simison: All those in favor signify by saying aye. Opposed nay? The ayes have it and the item is continued. MOTION CARRIED: ALL AYES. Slavin: Thank you. FUTURE MEETING TOPICS Simison: Council, anything under future meeting topics or do I have a motion to adjourn? Hoaglun: Move to adjourn. Simison: Motion to adjourn. All in favor signify by saying aye. Opposed nay? The ayes have it. We are adjourned. MOTION CARRIED: ALLAYES. MEETING ADJOURNED AT 10:29 P.M. (AUDIO RECORDING ON FILE OF THESE PROCEEDINGS) MAYOR ROBERT E. SIMISON 2-28-2023 ATTEST: CHRIS JOHNSON - CITY CLERK 2-28-2023 E IDIAN:--- .�E►ri u AGENDA ITEM ITEM TOPIC: Apex Northwest Subdivision No. 3 Sanitary Sewer and Water Main Easement No. 2 ADA COUNTY RECORDER Trent Tripple 2023-012064 BOISEIDAHO Pgs=7 ANGIE STEELE 03/01/2023 09:46 AM CITY OF MERIDIAN, IDAHO NO FEE ESMT-2023-0024 Apex Northwest Subdivision No. 3 Sanitary Sewer and Water Main Easement No. 2 THIS Easement Agreement, made thii8th day of February 2023 between scs Investments LLC ("Grantor") and the City of Meridian, an Idaho Municipal Corporation("Grantee"); WHEREAS, the Grantor desires to provide a sanitary sewer and water main right-of- way across the premises and property hereinafter particularly bounded and described; and WHEREAS, the sanitary sewer and water is to be provided for through underground pipelines to be constructed by others; and WHEREAS, it will be necessary to maintain and service said pipelines from time to time by the Grantee; NOW, THEREFORE, in consideration of the benefits to be received by the Grantor, and other good and valuable consideration, the Grantor does hereby give, grant and convey unto the Grantee the right-of-way for an easement for the operation and maintenance of sanitary sewer and water mains over and across the following described property: (SEE ATTACHED EXHIBITS A and B) The easement hereby granted is for the purpose of construction and operation of sanitary sewer and water mains and their allied facilities, together with their maintenance, repair and replacement at the convenience of the Grantee, with the free right of access to such facilities at any and all times. TO HAVE AND TO HOLD, the said easement and right-of-way unto the said Grantee, it's successors and assigns forever. IT IS EXPRESSLY UNDERSTOOD AND AGREED, by and between the parties hereto, that after making repairs or performing other maintenance, Grantee shall restore the area of the easement and adjacent property to that existent prior to undertaking such repairs and maintenance. However, Grantee shall not be responsible for repairing, replacing or restoring anything placed within the area described in this easement that was placed there in violation of this easement. Sanitary Sewer and Water Main Easement REV.01/01/2020 THE GRANTOR covenants and agrees that Grantor will not place or allow to be placed any permanent structures, trees, brush, or perennial shrubs or flowers within the area described for this cascmcnt, which would interfere with the use of said casement, for the purposes stated herein. THE GRANTOR covenants and agrees with the Grantcc that should any part of the right- of-way and casement hereby granted shall become part of, or lie Nvithin the boundaries of any public street, then, to such cxtcnt, such right-of-way and casement hereby granted NN1111CII lies within such boundary thereof or which is a part thereof, shall cease and become null and void and of no further effect and shall be completely relinquished. THE GRANTOR does hereby covenant with the Grantcc that Grantor is lawfully seized and possessed of the aforementioned and described tract of land, and that Grantor has a good and lawful right to convey said casement, and that Grantor will warrant and forever defend the title and quiet Possession thereof against the lawful claims of all persons whomsoever. THE COVENANTS OF GRANTOR made herein shall be binding upon Grantor's successors,assigns, heirs, personal representatives,purchasers,or transferees of any kind. IN WITNESS WHEREOF, the said parties of the first part have hcrcunto subscribed their signatures the day and year first herein above written. GRANTOR: SCS INVESTMENTS 1.1,C an Idaho limited liability company Michae A. Hall,President STATE OF 1DAHO ) ) ss County of Ada ) This record was acknowledged before me on —� (date) by Michael A. I fall (name of individual), 1 complele the fi)llowing, if signin in a relwesemolive capaciy, or svrike the.1hllowing if si,ning in an individual caluicityl on behalf of SCS investments I.1,C (name of entity on behalf of whom record was cxccuted), in the following representative capacity: President (type of authority such as officer or trustee) DONN N COMMIS IM7674 NOTARY PUBLIC STATE OF IDAHO otary Sionaturc r/ My Commission Expires: Sanilary sover and Water Main Easenrcnl RIN.0 1/0 1/2020 GRANTEE: CITY OF MERIDIAN Robert E. Simison,Mayor 2-28-2023 Attest by Chris Johnson,City Clerk 2-28-2023 STATE OF IDAHO, ) . ss. County of Ada ) This record was acknowledged before me on 2-28-2023 (date) by Robert E. Simison and Chris Johnson on behalf of the City of Meridian, in their capacities as Mayor and City Clerk, respectively. Notary Signature 3-28-2028 My Commission Expires: Sanitary Sewer and Water Main Easement REV.01/01/2020 km E N G I N E E R I N G February 10,2023 Apex Northwest Subdivision No.3 Project No.22-054 Legal Description City of Meridian Water and Sewer Easement Exhibit A A parcel of land for a city of Meridian water and sewer easement situated in a portion of the Southwest 1/4 of the Southeast 1/4 of Section 31,Township 3 North, Range 1 East, B.M., City of Meridian,Ada County, Idaho and being more particularly described as follows: Commencing at a 5/8-inch rebar marking the Center-South 1/16 corner ofSection 31,which bears N00°16'52"E a distance of 1,342.44feet from a 5/8-inch rebarmarking the South 1/4 corner of said Section 31, thence following the northerly line of said Southwest 1/4 of the Southeast 1/4,S89°52'08"E a distance of 638.62 feet; Thence leaving said northerly line,S00°07'52"W a distance of 43.75 feet to POINT OF BEGINNING 1. Thence S89°42'21"E a distance of 20.00 feet to the westerly boundary of proposed Apex Northwest Subdivision No.3; Thence following said proposed westerly boundary,S00°17'39"W a distance of 37.00 feet to a point hereinafter referred to as Point"A"; Thence leaving said proposed westerly boundary, N89°42'21"W a distance of 569.06 feet; Thence N60°12'15"W a distance of 27.30 feet to the easterly line of an existing sanitary sewer easement per Instrument No.2020-008699(records of Ada County,Idaho); Thence following said easterly line,NO2°30'05"E a distance of 5.16 feet; Thence following said easterly line, N30°45'16"W a distance of 70.53 feet to the northerly line of said Southwest 1/4 of the Southeast 1/4; Thence leaving said easterly line and following said northerly line,S89°52'08"E a distance of 2.69 feet; Thence leaving said northerly line,S36°35'46"E a distance of 51.42 feet; Thence S60°12'15"E a distance of 36.35 feet; Thence S89°42'21"E a distance of 543.80 feet; Thence N00°17'39"E a distance of 17.00 feet to POINT OF BEGINNING 1. Said easement contains 12,619 square feet,more or less. TOGETHER WITH: Commencing at a point previously referred to as Point"A",thence S03°51'14"W a distance of 263.51 feet to POINT OF BEGINNING 2. Thence S89°42'21"E a distance of 30.00 feet to the westerly boundary of proposed Apex Northwest Subdivision No.3; Thence following said proposed westerly boundary,S00°17'39"W a distance of 31.00 feet; Thence leaving said proposed westerly boundary, N89°42'21W a distance of 30.00 feet to a point hereinafter referred to as Point"B"; 5725 North Discovery Way • Boise, Idaho 83713 • 208,639.6939• kmengllp.com Thence N00°17'36"E a distance of 31.00 feet to POINT OF BEGINNING 2. Said easement contains 930 square feet,more or less. TOGETHER WITH: Commencing at a point previously referred to as Point"B",thence S02°29'09"E a distance of 289.34 feet to POINT OF BEGINNING 3. Thence S89'42'21"E a distance of 21.70 feet to the westerly boundary of proposed Apex Northwest Subdivision No.3; Thence following said proposed westerly boundary,S00°17'39"W a distance of 20.00 feet; Thence leaving said proposed westerly boundary, N89°42'21"W a distance of 21.70 feet; Thence N00°17'39"E a distance of 20.00 feet; Said easement contains 434 square feet,more or less. Said descriptions contain a total of 13,983 square feet,more or less. Attached hereto is Exhibit B and by this reference is made a part hereof. a 12459 0 OF PAGE 2 EXHIBIT B P:\22.054\CAD\SURVEY\EXHIBITS\22-054 MERIDIAN WATER AND SEWER EASEMENTSCS.DWG,AARON BALLARD,2/10/2023,ESTUD10907.PC3,---- BASIS OF BEARING N00'16'52"E 1342.44'— / Lnp -- —————— O1 0 - ------------- — 0 Ln � �z I I owl In m ZD i i \aO � n �LO� 00 II cn z o M i i OMM f) (�' N Q m D Z o� � �0 o�' f I N � am 1 1 0 ZI I� DO i i Z �1�,1 C' N O_ O cn� i Ico I! I� it N O ii Ln if M� LU I°o CT � Lni f in Ln 3 Lni i I N m N Ln W V) ,'Y-r < F, E (D W L Ln A.) U.) fD Cl A r+ O ~• �' W 3rD i rt c w3 AM f _ 00 rD O N O r* W NCL DO 1 M i �� L4 M � i Zo D o z0 i zz ulol Ln m z z� 0 cn E-I � No C) ( �� �� � z — c,,-rI _ � i I n O O 1{ S02'29 09'E S03'51'14"yy _ i �"Q—' M c CDm z 289.34' (TIE) 263.51' j o (TIE) JL Nn CO M m O rD S. Culmination Ave U) r w co o � ProposedLn °: Apex Northwest M ° CL Subdivision No. 3 0 o Ln Ln Ln m L z n Z = ° M m City of Meridian Water and Sewer Easement =.z a .. 3 mm� I-' Apex Northwest Subdivision No. 3 NOS z coo�yom O �s0nm "1I w�q Situated in a portion of the SW 1/4 of the SE 1/4, 3 m-m 70 N D z o o Section 31, T3N, R1E, B.M., City of Meridian, Ada County, Idaho a w EXHIBIT B P:\22.054\CAD\SURVEY\EXHIBITS\22.054 IVIERIOIAN WATER AND SEWER EASEMENT SCS.OWG,AARON BALLARD,2/I0/2O23,ESTUD10907.PC3,--•- Ln W N O cr0 Oro V Ori (rT -P� L4 N m Z Z cn W Z Z N 0 Z Ln Z Z Z Ln W O O0 O W O M O M O 0o L4 O O O 00 O O 10 O c0 O LO O c0 O N O O c0 r O O O V N V N V N �I N �I N L1t O N �I N �_ m / v N Z Z M Lin Lj N r,W N W N W N cj O O L N Z / O cp O c0 c0 c0 Oo O Ln Ln W 0 D / \ O M rri rri rri rri rTi rri00 M / / C� 'O N N N N L4 W j L4 V N W N / I O ;0 K O O O O �I N O �_ �I v O - / / I Z m 0 0 0 0 0 0 0 0 o cO cam'., 0 0 0 � -- /� r-nW � �n C^' / A q Ln 9: m m (WJI 0 Z ITj / O Q (A Ln 0? Z Z CA o IT)DO 00 InLn O IIn N I N Ln I COO. N_ M Ln rl i N I I O Q) OD CTI O m (n M 4 CO Ln Ln 0 I CO L40 I Du Ln W rD I N n� ~' I F WO (M r O D II O N I I W O U1 o �. I I o � vo 0 000 En 7 CU O N •U I I M CL L4m � I J rri I I L7Ln _ O L15 L11 DO CD OI IN L 13 A L' L: L9Ln LA V' D rn c Cr M r (XD �. O m CD in' Z'0 cn n p' ° O 3 ni Cl.0ID Ln r p O rD W rt Ln ED C r+ r-r L/ rt v Z = �a 9 =p� � m a City of Meridian Water and Sewer Easement �Z°° N� Apex Northwest Subdivision No. 3 3 m j N p 2 Z w om DoM Q m OZ n -n m 3 W` N Situated in a portion of the SW 1/4 of the SE 1/4, Z o o Section 31, T3N, R1E, B.M., City of Meridian, Ada County, Idaho a w E IDIAN:--- .�E►ri u AGENDA ITEM ITEM TOPIC: McClure Dental Lab Water Main Easement No. 1 ADA COUNTY RECORDER Trent Tripple 2023-012065 BOISE IDAHO Pgs=5 ANGIE STEELE 03/01/2023 09:48 AM ES T-2022-0272 McClure Dental Lab CITY OF MERIDIAN, IDAHO NO FEE C-New 2019-006$ Water Main Easement No.1 EASEMENTWATER MAIN THIS Easement Agreement, made this �8th day of February, 2023 'betweenM.A.T. Properties, LL . ("Grantor"), and the City of Meridian, an Idaho Municipal Corporation("Grantee"); WHEREAS, the Grantor desires to provide a water main right-of-way across the premises and property hereinafter particularly bounded and described; and WHEREAS, the water main is to be provided for through underground pipelines to be constructed by others; and WHEREAS, it will be necessary to maintain and service said pipelines from time to time by the Grantee; NOW, THEREFORE, in consideration of the benefits to be received by the Grantor, and other good and valuable consideration, the Grantor does hereby give, grant and convey unto the Grantee the right-of-way for an easement for the operation and maintenance of water mains over and across the following described property: (SEE ATTACHED EXHIBITS A and ) The easement hereby granted is for the purpose of construction and operation of water mains and their allied facilities, together with their maintenance, repair and replacement at the convenience of the Grantee, with the free right of access to such facilities at any and all times. TO HAVE AND TO HOLD, the said easement and right-of-way unto the said Grantee, it's successors and assigns forever. IT IS EXPRESSLY UNDERSTOOD AND AGREED, by and between the parties hereto, that after making repairs or performing other maintenance, Grantee shall restore the area of the easement and adjacent property to that existent prior to undertaking such repairs and maintenance. However, Grantee shall not be responsible for repairing, replacing or restoring anything placed within the area described in this easement that was placed there in violation of this easement. THE GRANTOR covenants and agrees that Grantor will not place or allow to be placed any permanent structures, trees, brush, or perennial shrubs or flowers within the area described for this easement, which would interfere with the use of said easement, for the purposes stated herein. THE GRANTOR covenants and agrees with the Grantee that should any part of the right-of- way and easement hereby granted shall become part of, or lie within the boundaries of any Water Main Easement Version 01/01/2020 public street, then, to such extent, such right-of-way and easement hereby granted which lies within such boundary thereof or which is a part thereof, shall cease and become null and void and of no further effect and shall be completely relinquished. THE GRANTOR does hereby covenant with the Grantee that Grantor is lawfully seized and possessed of the aforementioned and described tract of land, and that Grantor has a good and lawful right to convey said easement, and that Grantor will warrant and forever defend the title and quiet possession thereof against the lawful claims of all persons whomsoever. THE COVENANTS OF GRANTOR made herein shall be binding upon Grantor's successors, assigns, heirs, personal representatives, purchasers, or transferees of any kind. IN WITNESS WHEREOF, the said parties of the first part have hereunto subscribed their signatures the day and year first herein above written. GRANTOR: STATE OF IDAHO ) ss County of Ada ) g ?4q/ date b 2 3 (date) y n ^ This record was acknowledged before me on 1�.��I� C (name of individual), [complete the following if signing in a representative capacity, or strike the following if signing in an individual capacity] on behalf of� �, i ��;. f N',S'• L L C. (name of entity on behalf of whom record was executed), in the following re resentative capacity: nA Ivi b-e— (type of authority such as officer or trustee) (stamp) Notary Signature .%*•• HO''••, My Commission Expires:, ,44 vQ'ew�N OVo d ,, ;V° tAOTAR0. y�, • ;t PVBLIGotib• •" •,, •i..e• '••.,,'�F�OFe�e�.. Water Main Easement Version 01/01/2020 GRANTEE: CITY OF MERIDIAN Robert E. Simison,Mayor 2-28-2023 Attest by Chris Johnson, City Clerk 2-28-2023 STATE OF IDAHO, ) : ss. County of Ada ) This record was acknowledged before me on 2-28-2023 (date) by Robert E. Simison and Chris Johnson on behalf of the City of Meridian, in their capacities as Mayor and City Clerk, respectively. Notary Signature My Commission Expires: 3-28-2028 Water Main Easement Version 01/0I/2020 i i f Job No.2021-021 J.B.F. 12-16-22 BOUNDARY DESCRIPTION FOR CITY OF MERIDIAN Waterline Easement-Exhibit A Part Lot 3, Block 1,Southern Springs Subdivision No.,1 that is located in Section 19, Township 3 North, Range 1 East of the Boise Meridian,City of Meridian,Idaho described as: Commencing at the Northwest corner of Lot 3, Block 1,Southern Springs Subdivision No. 1 that is located in Section 19,Township 3 North, Range 1 East of the Boise Meridian, City of Meridian, Idaho and thence N72*21'20"E 49.'81 feet along the North fine of said Lot 3 to the Point of Beginning; thence N72*21'20"E 18.88 feet along said North fine to a point of curve;thence Easterly 1.12 feet along said curve to the left(Curve data: Radius=80.00',Delta=00*48'15",Chord Bearing and Distance= N71*57'44"E 1.12 feet);thenoe S16*49'28"E 19:,45 feet;thence S67*12'08"E 35.84 feet,thence S17*38'40"E 47.50 feet;thence S00*16'08"E 12.94 feet;thence S89*43'52"W 31.11 feet;thence N28*10'30"W 75.07 feet;thence N16*49'28"W 19.45 feet to the Point of Beginning. ��FgrFOF1'�P`� 4sigH B. 106 W Main St.Unit D,MiddIeton,ID 83644* ., §0 yaboo.com`(208)861.7513(0)*(866)337-4925(F) Page 1 1\1 111 `I � 111 • r f.. I k• 1\ i 1 $b L9 1 I cON,+ o0o p o cn g' g t .� .• ¢ c "� Q C. 2 o 3 Q O ZZ<AUIomm N X rnI I o I Nm`gJ mo(.+mmNto m mon�i$$ a —1 cep tip D w O 1Cri m I i jNO� I •P T' 1 ,mp m X I ' 01WN iC P1 i N vv '7 Z o 3„14.69.zos #A' TER EASEMENT-EXHIBIT B EAGLE LAND SURVEYING, LLG LOT 3, B[L�f 1, !]SOUrTHERN SPRINGS SUB N0. 1 106 W AMIN ST UNIT D, MIDDLETON, 10 8J644 SEC. 19, T 3 N., R. 1 �.,B Af (206) 861-7513,p1s122200yahoo.com 1 inch = 30 ft. CITY OF ME.R.IDIAN, ADA COUNTY, IDAHO E IDIAN:--- .�E►ri u AGENDA ITEM ITEM TOPIC: Nine Mile Creek Bungalows Sanitary Sewer and Water Main Easement No. 1 ADA COUNTY RECORDER Trent Tripple 2023-012182 BOISE IDAHO Pgs=5 BONNIE OBERBILLIG 03/01/2023 01:41 PM CITY OF MERIDIAN, IDAHO NO FEE ESMT-2023-0022 Nine Mile Creek Bungalows Sanitary Sewer and Water Main Easement No. 1 SANIJARY SEWER AND WATER MAIN LA6E r L]�T THIS Easement Agreement, made this28thday of February 2013 between Robyn Elizabeth Shea.: ("Grantor") and the City of Meridian, an Idaho Munioipal Corporation ("Grantee"); WHEREAS, the Grantor desires to provide a sanitary sewer and water main right-of- way across the premises and property hereinafter particularly bounded and described and WHEREAS, the sanitary sewer and water is to be provided ,for through underground pipelines to be constructed by others; and WHEREAS, it will be necessary to maintain and service said pipelines from time to time by the Grantees NOW, THEREFORE, in consideration of the benefits to be received by the Grantor, and other good and valuable consideration, the Grantor does hereby give, grant and convey unto the Grantee the right-of-way for an easement for the operation and maintenance of sanitary sewer and water ;mains over and across the following described property: (SEE ATTACHED EXHIBITS A and B) The easement hereby granted is for the purpose of construction and operation of sanitary sewer and water mains and their allied facilities, together with their maintenance, repair and replacement at the convenience of the Grantee, with the free right of access to such facilities at any and all times. TO HAVE AND TO HOLD, the said easement and right-of-way unto the said Grantee, it's successors and assigns forever. IT IS EXPRESSLY UNDERSTOOD AND AGREED, by and between the parties hereto, that after making repairs or performing other maintenance, Grantee shall restore the area of the easement and adjacent property to that existent prior to undertaking such repairs and maintenance. However, Grantee shall not be responsible for repairing, replacing or restoring anything placed within the area described in this easement that was placed there in violation of this easement. Sanitary Sewer and Water Main Easement" REV.01/01/2020 THE GRANTOR covenants and agrees that Grantor will not place or allow to be placed any permanent structures, trees, brush, or perennial shrubs or flowers within the area described for this easement, which would interfere with the use of said easement, for the purposes stated herein. THE GRANTOR covenants and agrees with the Grantee that should any part of the right- of-way and easement hereby granted shall become part of, or lie within the boundaries of any public street, then, to such extent, such right-of-way and easement hereby granted which lies within such boundary thereof or which is a part thereof, shall cease and become null and void and of no further effect and shall be completely relinquished. THE GRANTOR does hereby covenant with the Grantee that Grantor is lawfully seized and possessed of the aforementioned and described tract of land, and that Grantor has a good and lawful right to convey said easement, and that Grantor will warrant and forever defend the title and quiet possession thereof against the lawful claims of all persons whomsoever. THE COVENANTS OF GRANTOR made herein shall be binding upon Grantor's successors, assigns, heirs,personal representatives, purchasers, or transferees of any kind. IN WITNESS WHEREOF, the said parties of the first part have hereunto subscribed their signatures the day and year first herein above written. GRANTOR: STATE OF IDAHO ) ) ss County of Ada ) f f This record was acknowledged before me on *2-'1 141 2-09-3 (date) by 1i 2-"eAL�'12c2 (name of individual), [complete the following if signing in a representative capacity, or strike the,following if signing in an individual capacity] on behalf of W61y,- (name of entity on behalf of whom record was executed), in the following representative capacity: _ o yy iL e,r (type of authority such as officer or trustee) R0NELW,2&R) Notary Public-State of Idaho — - - 00 Commission Number 20225304 My Commission Expires Nov 8, 2oza Notary Signature My Commission Expires: Sanitary Sewer and Water Main Easement REV.0 1/0 1/2020 GRANTEE: CITY OF MERIDIAN Robert E. Simison, Mayor 2-28-2023 Attest by Chris Johnson, City Clerk 2-28-2023 STATE OF IDAHO, ) : ss. County of Ada ) This record was acknowledged before me on 2-28-2023 (date) by Robert E. Simison and Chris Johnson on behalf of the City of Meridian, in their capacities as Mayor and City Clerk, respectively. Notary Signature My Commission Expires__ 3-28-2028 Sanitary Sewer and Water Main Easement REV.01/01/2020 R.Nwe R e, &&P- (- '6u ,, 3o. lovdS F,,as ewi eve� .�— EXHIBIT A i WATER UTILITY EASEMENT FOR THE CITY OF MERIDIAN An easement located in the SE 1/4 of the NE 1/4 of Section 19, Township 3 North, Range 1 East, Boise Meridian, Ada County, Idaho, more particularly described as follows: Commencing at a 1 inch iron rod marking the southeasterly corner of said SE 1/4 of the NE 1/4, from which a brass cap monument marking the northeasterly corner of said Section 19 bears N 0'34'17" E a distance of 2654.69 feet; Thence N 0`34'17" E along the easterly boundary of said SE 1/4 of the NE 1/4 a distance of 1214.30 feet to a point; Thence leaving said easterly boundary N 89'25'43" W a distance of 36.50 feet to the POINT OF BEGINNING; Thence continuing N 89'25'43" W a distance of 27.00 feet to a point; Thence N 0'34'17" E a distance of 20.00 feet to a point; Thence S 89'25'43" E a distance of 27.00 feet to a point on the westerly right-of-way of S. Locust Grove Road; Thence S 0°34'17" W along said westerly right-of-way a distance of 20.00 feet to the POINT OF BEGINNING. This parcel contains 540 square feet (0.012 acres) and is subject to any other easements existing or in use. A Prepared by: Kyle A. Koomler, PLS Ica jr, NS o`sG Civil Survey Consultants, Incorporated 1 January 3, 2023 i 187 0 I o s � ,! �qrZ O f lOP"V A. KOO Page 1 of 1 � y r% ` `rEF fDU-mla( DWS EXHIRI T B SKETCH TO ACCOMPANY Sz z' UTILITY EASEMENT DESCRIPTION FOR THE CITY OF MERIDIAN LOCATED IN THE SE 114 OF THE NE 114 OF SECTION 19, TOWNSHIP 3 NORTH, RANGE 1 EAST SOISE MERIDIAN, ADA COUNTY, IDAHO 18 17 19 20 51119747856 S LOCUST GROVE ROAD 2 555 ROBYN ELIZABETH SHEA — S 89'2543" E 27.00'— of a �� ^I WATER UTILITY EASEMENT , `D O 0 o NW W zI W m �O N 89 25'43" W 27.00' 1V 89 25 43" W 36.50' �m V POINT OF o BEGINNING = 36.SD" N \p�pL AIV 1114 NS G,p I" ROD 18780 (-3-�3 �0't' 0, CIVIL SURVEY U2893 SOUTH CONSULTANTS, ROAD C SCALE. 1 =10' �F A �QQ� MERIDIAN, IDAHO 83642 (208)888-4312 E IDIAN:--- .�E►ri u AGENDA ITEM ITEM TOPIC: Findings of Fact, Conclusions of Law and Decision and Order for Denial for U- Haul Franklin (CR-2022-0008) by Hillside Architecture, PLLC., located at 1030 W. Franklin Rd., on the north side of W. Franklin Rd. halfway between N. Linder Rd. and N. Meridian Rd. CITY OF MERIDIAN FINDINGS OF FACT,CONCLUSIONS OF LAW C�f[EFI DI ' N:--- AND DECISION&ORDER In the Matter of the Request for City Council Review of the Planning Director's Decision on the administrative application(A-2022-0232)to restrict the Franklin Road access to emergency access only,by Hillside Architecture,Pllc. Case No(s). CR-2022-0008 For the City Council Hearing Date of: February 14, 2023 (Findings on March 7, 2023) A. Findings of Fact 1. Hearing Facts(see attached Staff Memorandum for the hearing date of February 14,2023, incorporated by reference) 2. Process Facts(see attached Staff Memorandum for the hearing date of February 14,2023, incorporated by reference) 3. Application and Property Facts(see attached Staff Memorandum for the hearing date of February 14,2023, incorporated by reference) 4. Required Findings per the Unified Development Code(see attached Staff Memorandum for the hearing date of February 14,2023, incorporated by reference) B. Conclusions of Law 1. The City of Meridian shall exercise the powers conferred upon it by the"Local Land Use Planning Act of 1975,"codified at Chapter 65,Title 67,Idaho Code(I.C. §67-6503). 2. The Meridian City Council takes judicial notice of its Unified Development Code codified as Title 11 Meridian City Code, and all current zoning maps thereof. The City of Meridian has,by ordinance, established the Impact Area and the Comprehensive Plan of the City of Meridian, which was adopted December 17,2019, Resolution No. 19-2179 and Maps. 3. The conditions shall be reviewable by the City Council pursuant to Meridian City Code § 11-5A. 4. Due consideration has been given to the comment(s)received from the governmental subdivisions providing services in the City of Meridian planning jurisdiction. 5. That the City has ruled in favor of the Director in accordance with the Staff Memorandum,which was reviewed by the Mayor and City Clerk and then a copy served by the Clerk upon the applicant,the Community Development Department,the Fire Department, and any affected party requesting notice. 6. That this decision upheld the Director's decision of the emergency access set forth in UDC 11- 3A-3A.2 that applies to the subject property in the memorandum for the hearing date of February 14,2023,incorporated by reference. FINDINGS OF FACT,CONCLUSIONS OF LAW AND DECISION&ORDER FOR(U-HAUL FRANKLIN-CR-2022-0008) - 1 - C. Decision and Order Pursuant to the City Council's authority as provided in Meridian City Code § 11-5A and based upon the above and foregoing Findings of Fact which are herein adopted,it is hereby ordered that: 1. The Director's Decision regarding the emergency access set forth in UDC 11-3A-3A.2 is hereby upheld per the Staff Memorandum for the hearing date of February 14,2023,based on the following reasons: • The Council Review of the request was to determine if granting full access off of Franklin Road for the subject property would be nondetrimental to ensure that motorists can safely enter/exit on the arterial street; and • The City Council agrees with the Director's decision on the administrative application(A- 2022-0232)to restrict the Franklin Road access to emergency access only as referenced in the Staff Memorandum. F. Notice of Right to Regulatory Takings Analysis Pursuant to Idaho Code §§ 67-6521(1)(d) and 67-8003, an owner of private property that is the subject of a final decision may submit a written request with the Meridian City Clerk for a regulatory takings analysis. G. Attached: Staff Memorandum for the hearing date of February 14, 2023 FINDINGS OF FACT,CONCLUSIONS OF LAW AND DECISION&ORDER FOR(U-HAUL FRANKLIN-CR-2022-0008) -2- By action of the City Council at its regular meeting held on the 28th day of February 2023. COUNCIL PRESIDENT BRAD HOAGLUN VOTED COUNCIL VICE PRESIDENT JOE BORTON VOTED COUNCIL MEMBER JESSICA PERREAULT VOTED COUNCIL MEMBER LUKE CAVENER VOTED COUNCIL MEMBER JOHN OVERTON VOTED COUNCIL MEMBER LIZ STRADER VOTED MAYOR ROBERT SIMISON VOTED (TIE BREAKER) Mayor Robert E. Simison 2-28-2023 Attest: Chris Johnson 2-28-2023 City Clerk Copy served upon Applicant, Community Development Department,Public Works Department and City Attorney. By: Dated: 2-28-2023 City Clerk's Office FINDINGS OF FACT,CONCLUSIONS OF LAW AND DECISION&ORDER FOR(U-HAUL FRANKLIN-CR-2022-0008) -3- Mayor Robert E. Simison v IDIAN.� City Council Members: =�� Treg Bernt Brad Hoaglun Joe Borton Jessica Perreault i u A H O Luke Cavener Liz Strader February 14,2023 MEMORANDUM TO: Mayor&City Council CC: City Clerk, City Attorney FROM: Stacy Hersh,Associate Planner RE: U-Haul Franklin—CR-2022-0008 History: The Planning Director approved a Certificate of Zoning Compliance and Design Review(A- 2022-0232)for the 11,204 square foot U-Haul U-Box Storage Building in the I-L zoning district on December 13,2022. A Certificate of Zoning Compliance and Design Review(A-2022-0116)was approved by the Planning Director to construct a 126,350 square foot U-Haul Store including indoor self- storage for this site on August 30,2022. Per the conditions of approval,the existing curb cut on Franklin Road is to function as a gated emergency access only. An existing shared driveway approximately 200 feet to the west is the main access to the U-Haul site in accord with UDC 11-3A-3,unless otherwise waived by City Council. Unified Development Code: Per UDC 11-3A-3A.2, access to a local street is not available,the property owner shall be required to grant cross-access/ingress-egress easements to adjoining properties unless otherwise waived by City Council.Access is available via a shared driveway along the site's western boundary from W. Franklin Road. Access to NW 101}i Street cannot be obtained because there isn't adequate distance from the intersection to allow local street access due to ACHD policy. Therefore, a viable local street access is not available. Noticing: City Council Posting Date Newspaper Notification 1/29/2023 Radius notification mailed to 1/26/2023 properties within 500 feet Community Development Department . 33 E. Broadway Avenue, Suite 102, Meridian, ID 83642 Phone 208-884-5533 . www.meridiancity.org Site Posting Date 2/3/2023 Next Door posting 1/30/2023 Request: The Applicant has submitted a request for City Council review of the Director's decision to allow full access in lieu of emergency access only,via W. Franklin Avenue, as shown on the site plan below. F am --- - -- -------u �� I�N� ]I&57'PRANhEIN R I�e�y �N Mr1m ly r 2 E IDIAN:--- .�E►ri u AGENDA ITEM ITEM TOPIC: Agreement Between the City of Meridian and the City of Boise for Participation in Watershed-Based Mercury Fish Tissue Monitoring Program C� fIEN DLAN HO MEMO TO CITY COUNCIL Request to Include Topic on the City Council Workshop Consent Agenda From: Laurelei McVey, Public Works Meeting Date: February 15, 2022 Topic: Fish Tissue Monitoring Contract with City of Boise The City of Meridian is required by its IDPES Permit (state issued wastewater discharge permit) to either participate in a cooperative fish tissue monitoring program or create and implement its own program. It is significantly more cost effective to participate in the cooperative program with the other municipalities in the valley. The City has been participating in this program ran by the City of Boise since 2017. This is a 5-year contract renewal (2023-2027) with a total cost of $7,768.45. Questions related to this agreement should be directed to Laurelei McVey, Public Works, lmcvey(@meridiancity.org, 208-985-1259. AGREEMENT BETWEEN THE CITY OF MERIDIAN AND THE CITY OF BOISE FOR PARTICIPATION IN WATERSHED BASED MERCURY FISH TISSUE MONITORING PROGRAM This Agreement(hereinafter "Agreement") is made and entered into this 28th day of February , 2023 by and between the CITY OF MERIDIAN (MERIDIAN), and the CITY OF BOISE CITY(BOISE), for the purpose of participating in a watershed-based mercury fish tissue sampling program as required in Idaho Pollutant Discharge Elimination System(IPDES)permits issued respectively to MERIDIAN and BOISE. WITNESSETH WHEREAS, BOISE and MERIDIAN have IPDES permits that require participation in a watershed-based mercury fish tissue sampling program; and WHEREAS, BOISE has developed and implemented a five (5) year fish tissue sampling plan that satisfies IPDES requirements; and WHEREAS, Idaho Department of Environmental Quality(IDEA)has reviewed and approved BOISE's watershed-based mercury fish tissue sampling program; and WHEREAS, MERIDIAN desires to participate with BOISE in the watershed-based mercury fish tissue sampling program. NOW THEREFORE, in consideration of the premises, mutual covenants and agreement herein contained, the parties hereto agree as follows: 1. Sampling Program. BOISE will continue to implement a watershed-based mercury fish tissue sampling program that satisfies IPDES permit requirements contained in MERIDIAN and BOISE's IPDES permits. The Program shall be for a period of five (5)years beginning January 2023. 2. Program Costs and Participation. a. MERIDIAN agrees to pay BOISE the following amounts to participate in the sampling program. i. 2023, two thousand seven hundred thirty-seven dollars and eighteen cents ($2,737.18). ii. 2024, one thousand two hundred three dollars and forty cents ($1,203.40). iii. 2025, one thousand two hundred thirty-six dollars and nineteen cents ($1,236.19) iv. 2026, one thousand two hundred seventy-six dollars and sixty-nine cents ($1,276.69) v. 2027, one thousand three hundred fourteen dollars and ninety-nine cents ($1,314.99) AGREEMENT BETWEEN THE CITY OF MERIDIAN AND THE CITY OF BOISE FOR PARTICIPATION IN WATERSHED BASED MERCURY FISH TISSUE MONITORING b. This amount represents population estimates for MERIDIAN from the 2022 US Census Bureau and the current estimates of annual program cost. This amount addresses the wastewater and stormwater contributions of mercury to the watershed and is meant to cover MERIDIAN's proportionate share of program development and implementation costs based on current program estimates. The parties agree to review available cost data each year to determine if additional funding from MERIDIAN is required. MERIDIAN agrees to pay any adjustment in its proportional share as determined by that annual review. c. BOISE will invoice MERIDIAN by July 1st of each year of this Agreement for MERIDIAN's program participation costs with payment due by September 30th of each year. 3. Reports. BOISE shall provide MERIDIAN with an annual report(Report) indicating the results of the prior year watershed-based mercury fish tissue sampling results no later than June 1 st of each year or as may be required for timely reporting in compliance with BOISE and MERIDIANs IPDES permits. BOISE will provide the Report to IDEQ and the Idaho Fish Consumption Advisory Program. 4. Term of Agreement. This Agreement shall be effective once both Parties have executed the Agreement and shall terminate on September 30, 2027. 5. Termination of Agreement/Nonappropriation. Nothing in this paragraph or elsewhere in this Agreement shall be deemed in any way to obligate MERIDIAN or BOISE beyond its respective current fiscal year. If during the term of this Agreement MERIDIAN or BOISE fail to specifically appropriate sufficient funds to proceed with the watershed-based mercury fish tissue sampling program, this Agreement shall terminate as of the end of the fiscal year for which funds had been appropriated. 6. Amendments. This Agreement contains the entire agreement between the parties with respect to the subject matter hereof and may be amended only by written instrument signed by MERIDIAN and BOISE. 7. Authority to Execute. All signatories to this Agreement represent and warrant that they have the power to execute this Agreement and to bind the agency they represent to the terms of this Agreement. 8. Notice. Any notice under this Agreement shall be in writing and be delivered in person, or by United States Mail,postage prepaid, or by public or private 24-hour overnight courier service (so long as such service provides written confirmation of delivery), or by facsimile verified by electronic confirmation. All notices shall be addressed to the party at the address set folth below or at such other addresses as the parties may from time to time direct in writing by notice given the other. Any notice AGREEMENT BETWEEN THE CITY OF MERIDIAN AND THE CITY OF BOISE FOR PARTICIPATION IN WATERSHED BASED MERCURY FISH TISSUE MONITORING shall be deemed to have been given on(a) actual delivery or refusal, (b) three(3) days following the day of deposit in the United States Mail, (c) the day of delivery by the overnight courier, or(d) the day facsimile delivery is electronically confirmed. CITY OF MERIDIAN: UNUVin. p Vj46Vk Warren Hudson Wastewater Superintendent City of Meridian 3401 N. Ten Mile Ave. Meridian, Idaho 83646 208-884-0744 (fax) 208-888-2191 whudson@,meridiancity.ora CITY OF BOISE: a e Harri Water Quality Environmental Program Manager City of Boise Public Works Department 150 N Capital Blvd. Boise, Idaho 8370I 208-608-7178 9. No Partnership or Joint Venture; Governine Law a. Nothing contained in this Agreement shall be deemed or construed as creating an employer/employee relationship between the parties, a partnership or joint venture between or among the parties, or with any other party, or cause any party to be responsible in any way for the obligations of any other party or non-party, including, but not limited to, compliance with the IPDES permit of another party. b. Each of the parties shall only be responsible for its own negligent errors and omissions and those of its officers, agents, employees, and contractors provided, however, that nothing contained herein shall extend the liability of any party beyond that provided by the governing law. c. This Agreement shall be governed and construed in accordance with the laws of the State of Idaho. 1 O..Binding Affect. This Agreement shall inure to and bind the successors, assigns, agents, and representatives of the parties. AGREEMENT BETWEEN THE CITY OF MERIDIAN AND THE CITY OF BOISE FOR PARTICIPATION IN WATERSHED BASED MERCURY FISH TISSUE MONITORING IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year herein first written. CITY OF ERIDIAN CITY OF BOISE � By. ..mc._._ By: CO Mayor Robert E. Sim'son 2-28-2023 Mayor Lauren McLean 2/28/2023 Attest By: By: Meridian Citf Clerk Boise City Clerk Lynda Lowry 2/28/2023 Chris Johnson 2-28-2023 'sY �eaAay .. AGREEMENT BETWEEN THE CITY OF MERIDIAN AND THE CITY OF BOISE FOR PARTICIPATION IN WATERSHED BASED MERCURY FISH TISSUE MONITORING E IDIAN:--- .�E►ri u AGENDA ITEM ITEM TOPIC: First Amendment to the October 18, 2022 Subrecipient Agreement Between City of Meridian and Jesse Tree of Idaho, Inc. for Emergency Housing Assistance Grant Funds C� fIEN DLAN HO MEMO TO CITY COUNCIL Request to Include Topic on the City Council Agenda From: Emily Kane, Deputy City Attorney Meeting Date: March 7, 2023 Presenter: Daniel Torres, Economic Development Estimated Time: .5 minutes Administrator Topic: First Amendment to October 18, 2022 Subrecipient Agreement Between City of Meridian and Jesse Tree of Idaho, Inc. for Emergency Housing Assistance Grant Funds Recommended Council Action: Approve the agreement and authorize the Mayor's signature. Background: This amendment: 1) clarifies that the method of remittance of American Rescue Plan Act ("ARPA") grant funds to Jesse Tree of Idaho, Inc. is reimbursement upon submission of documentation demonstrating expenditure of funds for the stated objectives (rental assistance or security deposit assistance for low-income Meridian renters facing eviction); and 2) removes the limit of$25,000 per reimbursement. FIRST AMENDMENT to SUBRECIPIENT AGREEMENT BETWEEN CITY OF MERIDIAN AND JESSE TREE OF IDAHO,INC.FOR EMERGENCY HOUSING ASSISTANCE GRANT FUNDS This FIRST AMENDMENT to SUBRECIPIENT AGREEMENT BETWEEN CITY OF MERIDIAN AND JESSE TREE OF IDAHO, INC. FOR EMERGENCY HOUSING ASSISTANCE GRANT FUNDS ("First Amendment") is entered into this 28th day of February , 2023, by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ("City"), and Jesse Tree of Idaho, Inc., a nonprofit organization organized under the laws of the state of Idaho ("Subrecipient") (together, "Parties"). WHEREAS,the Parties seek by this First Amendment to modify the Subrecipient Agreement between City of Meridian and Jesse Tree of Idaho, Inc. For Emergency Housing Assistance Grant Funds entered into by the Parties on October 18, 2022 ("October 18, 2022 Agreement"); NOW, THEREFORE,in consideration of the mutual covenants of the parties, the Parties agree as follows: I. TERM MODIFIED. Section I.E. of the of the October 18, 2022 Agreement shall be modified to read as follows: E. Reimbursements. Funds for Services will be available following execution of this Agreement and City's receipt of Subrecipient's completed W-9 form. To obtain Funds, Subrecipient shall submit a reimbursement request via the City's online grant management system. Upon City's verification of progress toward Services goals and/or completion; review of any required documentation; and review of financial and performance reports and site visit(s), as appropriate, the Grant Administrator will forward to the City Finance Department a request that the City remit a check to Subrecipient in the requested amount. II. TERM MODIFIED. Section I1.1.2. of the of the October 18, 2022 Agreement shall be modified to read as follows: 2. Reimbursement requests. City will not accept or process reimbursement requests prior to City's receipt of ARPA funds; the Grant Administrator shall notify Subrecipient of such release and the opportunity to submit reimbursement requests. Reimbursement requests shall only be accepted via the City's online portal and must be completed in full to be processed. All reimbursement requests are to be submitted in coordination with the Grant Administrator. Reimbursement requests shall include the following: detailed documentation showing that the expense was used for Services, and proof that Subrecipient has paid such expense (e.g., canceled check). Subrecipient's final reimbursement request under this Agreement must be submitted by Subrecipient no later than November 1, 2023. Subrecipient shall forfeit any Funds not requested within the timeframes set forth in this Agreement, unless otherwise FIRST AMENDMENT TO OCTOBER 18,2022 AGREEMENT PAGE 1 authorized, in writing, by City. 3. NO ADDITIONAL PROVISIONS. The Parties agree that except as expressly modified by this First Amendment, all provisions of the original October 18, 2022 Agreement shall remain in fall force and effect. No other understanding,whether oral or written, whether made prior to or contemporaneously with this First Amendment shall be deemed to enlarge, limit or otherwise affect the operation of the October 18, 2022 Agreement or this amendment thereto. IN WITNESS WHEREOF,the parties shall cause this First Amendment to be executed by their duly authorized officers to be effective as of the day and year first above written. SUBRECIPIENT: Ali Rabe, Executive Director Jesse Tree of Idaho, Inc. CITY OF MERIDIAN: Attest: Robert E. Simison, Mayor 2-28-2023 Chris Johnson, City Clerk 2-28-2023 FIRST AMENDMENT TO OCTOBER 18,2022 AGREEMENT PAGE 2 EXHIBIT A October 18, 2022 Agreement FIRST AMENDMENT TO OCTOBER 18,2022 AGREEMENT PAGE 3 SUBRECIPIENT AGREEMENT BETWEEN CITY OF MERIDIAN AND JESSE TREE OF IDAHO, INC. FOR EMERGENCY HOUSING ASSISTANCE GRANT FUNDS This SUBRECIPIENT AGREEMENT BETWEEN CITY OF MERIDIAN AND JESSE TREE OF IDAHO, INC. FOR EMERGENCY HOUSING ASSISTANCE GRANT FUNDS ("Agreement") is entered into this 18th day of October , 2022 ("Effective Date") by and between the City of Meridian, a municipal corporation organized under the laws of the state of Idaho ("City") City, and Jesse Tree of Idaho, Inc., a nonprofit organization organized under the laws of the state of Idaho ("Subrecipient"). WHEREAS,in response to the public health and economic crises caused by the COVID-19 pandemic, in March 2021, Congress passed the American Rescue Plan Act of 2021 ("ARPA") which, among other things, established the Coronavirus State and Local Fiscal Recovery Fund ("SLFRF") to provide local governments with the resources needed to respond to the economic effects of the pandemic and build a stronger, more equitable economy during the recovery; WHEREAS,pursuant to ARPA, the City of Meridian has received SLFRF funding from the United States Department of Treasury ("Treasury"); WHEREAS,the City Council of the City of Meridian has established the Emergency Housing Assistance ("EHA") Grant Program, to provide emergency housing assistance to Meridian residents, as authorized by the regulations promulgated by Treasury (87 Fed. Reg. 4449 (January 27, 2022) (to be codified at 31 CFR section 35.6(b)(3)(ii)(A)(1)), and has dedicated $250,000 of the City's SLFRF funds to such Program; WHEREAS,the City issued a Request for Applications ("RFA"), as set forth in Exhibit A, seeking applications for EHA Grant funds from nonprofit organizations and quasi- governmental agencies prepared to use such funds to deliver emergency housing assistance services to Meridian residents; WHEREAS, Subrecipient's mission is to prevent eviction and homelessness by supporting our neighbors at risk of housing loss, empowering them to stay in their homes; and WHEREAS, Subrecipient has proposed to use EHA funds to provide funding for rental assistance to offset tenants' back rent, and security deposits for tenants who need to relocate during or immediately after an eviction, which activity will achieve the objectives of the EHA Grant Program; and WHEREAS,by this Agreement, City and Subrecipient wish to establish the roles and responsibilities of the Subrecipient related to the investment and utilization of EHA Grant funds to be provided to Subrecipient by City ("Funds"); NOW, THEREFORE,in consideration of the mutual covenants of the parties, the Parties agree as follows: RECIPIENT AGREEMENT WITH JESSE TREE FOR EHA GRANT FbNDS PAGE I OF 34 I. SUBRECIPIENT'S RESPONSIBILITIES;SERVICES ADMINISTRATION. A. Activities. Subrecipient shall use the Funds, in the amount of two hundred and fifty thousand dollars ($250,000.00), to provide rental assistance or security deposit assistance for low-income Meridian renters facing eviction ("Services"), as set forth in Subrecipient's response to the RFA as set forth in Exhibit A. Subrecipient shall use the Funds only for the Services. Subrecipient shall not use the Funds for salaries, staffing, or any other administrative expenses. Subrecipient's use of the Funds shall be consistent with any and all terms and conditions of the EHA Grant Program, this Agreement, ARPA, and rules and guidance issued by Treasury. B. Time of performance. Subrecipient shall initiate provision of the Services on the Effective Date and shall complete provision of the Services by September 30, 2023. The term of this Agreement and the provisions herein shall apply during this term, and for any additional time period during which Subrecipient remains in control of Funds. C. Budget. Subrecipient shall use the Funds to complete the Services in accordance with the budget set forth in Exhibit A. All Funds unused as of September 30, 2023 shall be returned to the City. D. Closeout. By October 30, 2023, Subrecipient shall submit a final report to City. The final report shall include: 1. Written narrative describing the use of the Funds for the Services. 2. Detailed final budget, showing date(s) and use(s) of the Funds. 3. Check payable to City of Meridian for any unused Funds. E. Draw requests. Funds for Services will be available following execution of this Agreement and City's receipt of Subrecipient's completed W-9 form. To obtain Funds, Subrecipient shall submit a draw request via the City's online grant management system. Each draw request may be for up to $25,000 of the Funds allocated for Subrecipient's provision of the Services. Upon City's verification of progress toward Services goals and/or completion; review of any required documentation; and review of financial and performance reports and site visit(s), as appropriate, the Grant Administrator will forward to the City Finance Department a request that the City remit a check to Subrecipient in the requested amount. F. Performance monitoring. City's Grant Administrator shall monitor Subrecipient's investment of the Funds to ensure that Subrecipient is investing such funds to provide the Services. Performance monitoring may include review of financial and performance reports, as well as site visits, as appropriate. G. Special Conditions. 1. Subrecipient understands and agrees that the allocation of Funds may be used to provide services only to City of Meridian residents. Subrecipient shall verify that any and all persons who receive Services funded by the Funds granted to Subrecipient RECIPIENT AGREEMENT WITH JESSE TREE FOR EHA GRANT FbNDS PAGE 2 OF 34 pursuant to this Agreement reside within the city limits of Meridian, Idaho. Subrecipient must deem any client who does not meet this requirement to be ineligible to receive Funds and shall suspend use of Funds for such client. 2. Subrecipient certifies that Subrecipient does operate, and shall operate throughout the term of this Agreement, in compliance with all applicable Fair Housing Laws, Section 504 of the Rehabilitation Act, and Americans with Disabilities Act requirements. 3. City reserves the right to make unannounced visits to Subrecipient's location in order to review financial and performance reports and/or verify compliance with all program requirements. II. SUBRECIPIENT'S ADMINISTRATIVE REQUIREMENTS A. General Compliance. Subrecipient agrees to comply with all laws and policies applicable to the Funds, including, but not limited to: 1. Treasury Final Rule for Coronavirus State and Local Fiscal Recovery Funds, 87 Fed. Reg. 4338 (January 27, 2022) (to be codified at 35 C.F.R. Part 35), in particular, 31 CFR section 35.6(b)(3)(ii)(A)(1) (87 Fed. Reg. 4448). 2. Supplementary Information at 87 Fed. Reg. 4360, regarding Emergency Housing Assistance. 3. Latest guidance and FAQs issued by Treasury. 4. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, 2 CFR Part 200. B. Performance monitoring. City will monitor the performance of Subrecipient for compliance with this Agreement, the RFA and Subrecipient's response thereto, and applicable regulations and guidance. Performance monitoring shall include City's review of Subrecipient's submitted documents for accuracy and completion, as well as a risk analysis that will determine if the City will conduct a desk review and/or an on-site visit to review the completeness and accuracy of records maintained. Substandard performance, as determined by the Grant Administrator, shall constitute noncompliance with this Agreement. If action to correct such substandard performance is not taken by Subrecipient within fourteen days (14) after being notified, City shall initiate termination procedures. Subrecipient will be allowed no more than three noncompliance performance standards throughout the contract. Noncompliance includes, but is not limited to: missing a deadline, providing inaccurate reports or documentation, delinquent report submission, and/or not providing correct supporting documentation. The first occurrence will result in a warning; the second a formal letter of noncompliance; and the third will result in a formal letter notifying Subrecipient that Subrecipient is not eligible for further Funds. RECIPIENT AGREEMENT wrrH JESSE TREE FOR EHA GRANT FbNDS PAGE 3 OF 34 C. Budget. Subrecipient shall adhere to the budget in Exhibit A. Subrecipient shall obtain written approval from City prior to any change in use of Funds. D. Progress Reports. Subrecipient shall submit progress reports on a quarterly basis via the Neighborly online portal. If Progress Reports are delinquent, funding requests will not be processed until the delinquency is cured. E. Supplementation of other funds. Subrecipient agrees to utilize funds available under this Agreement to supplement, rather than supplant, funds otherwise available. F. Closeout. Subrecipient's obligation to City shall not end until all closeout requirements are completed. Activities during this closeout period shall include, but shall not be limited to: making final payments, disposing of program assets (including the return of all unused materials, equipment, unspent cash advances, Fund balances, and accounts receivable to City), and determining the custodianship of records. Notwithstanding the foregoing, the terms of this Agreement shall remain in effect during any period that Subrecipient has control over Funds, including program income. G. Audits and inspections. All Subrecipient records with respect to any matters covered by this Agreement shall be made available to City, Treasury or its agent, or other authorized official, at any time during normal business hours, as often as deemed necessary, to audit, examine, and make excerpts or transcripts of all relevant data for purposes of investigation to ascertain compliance with applicable laws, regulations, policies, and provisions stated herein. Any deficiencies noted in audit reports must be fully repaired by Subrecipient within thirty (30) days after receipt of such report by Subrecipient; repair shall include repayment of any funds used in any manner or for any purpose not contemplated by this Agreement. Failure of Subrecipient to comply with the above audit requirements will constitute a violation of this Agreement and may result in the withholding of future payments from City under the EHA Grant Program and other grant programs. Subrecipient shall comply with 2 CFR § 200.501, which requires that all non- Federal entities that expend $750,000 or more in Federal awards, in one year, have a single or program-specific audit. H. Suspension and Debarment. Pursuant to 2 CFR Part 180 and 2 CFR Part 200, Appendix II, section (H), Subrecipient is prohibited from contracting with any party that is suspended or debarred, i.e., listed on the governmentwide exclusions in the System for Award Management. I. Payment Procedures. 1. Payment Procedures. City will pay to Subrecipient funds available under this Agreement based upon information submitted by Subrecipient and consistent with any approved budget and City policy concerning payments. With the exception of certain advances, payments will be made for eligible expenses actually incurred by Subrecipient, and not to exceed actual cash requirements. RECIPIENT AGREEMENT WITH JESSE TREE FOR EHA GRANT FbNDS PAGE 4 OF 34 2. Draw requests. It is expressly agreed and understood that the total amount to be paid by City for each draw request shall not exceed twenty-five thousand dollars ($25,000). City will not accept or process reimbursement requests prior to City's receipt of ARPA funds; the Grant Administrator shall notify Subrecipient of such release and the opportunity to submit reimbursement requests. Draw requests shall only be accepted via the City's online portal and must be completed in full to be processed. All reimbursement requests are to be submitted in coordination with the Grant Administrator. Draw requests shall include the following: detailed documentation showing that the expense was used for Services, and proof that Subrecipient has paid such expense (e.g., canceled check). Subrecipient's final reimbursement request under this Agreement must be submitted by Subrecipient no later than November 1, 2023. Subrecipient shall forfeit any Funds not requested within the timeframes set forth in this Agreement, unless otherwise authorized, in writing, by City. 3. Unique entity identifier. Subrecipient shall comply with requirements established by the U.S. General Services Administration concerning the Unique Entity Identifier, the System for Award Management("SAM") and, per 2 CFR § 170.320, the Federal Funding Accountability and Transparency Act, including Appendix A to 2 CFR part 25. J. Documentation required for real estate transactions. Subrecipient shall maintain real property inventory records that clearly identify properties in which Funds are invested for lease or mortgage payments. K. Records and reports. 1. Records to be maintained. In addition to specific records mentioned in this Agreement, Subrecipient shall maintain all records that are pertinent to the Services to be funded under this Agreement, including, but not limited to, those required by the Federal regulations specified in 2 CFR § 200.302(b), including: a. Identification, in its accounts, of all Federal awards received and expended and the Federal programs under which they were received. Federal program and Federal award identification must include, as applicable, the Assistance Listings title and number, Federal award identification number and year, name of the Federal agency, and name of the pass-through entity, if any. b. Accurate, current, and complete disclosure of the financial results of each Federal award or program in accordance with the reporting requirements set forth in 2 CFR §§ 200.328 and 200.329. c. Records that identify adequately the source and application of funds for federally- funded activities. These records must contain information pertaining to Federal awards, authorizations, financial obligations, unobligated balances, assets, expenditures, income and interest and be supported by source documentation. d. Effective control over, and accountability for, all funds,property, and other assets. Subrecipient must adequately safeguard all assets and assure that they are used solely for authorized purposes, per 2 CFR § 200.303. RECIPIENT AGREEMENT wrrH JESSE TREE FOR EHA GRANT FbNDS PAGE 5 OF 34 e. Comparison of expenditures with budget amounts for each Federal award. f. Written procedures to implement the requirements of 2 CFR § 200.305. g. Written procedures for determining the allowability of costs in accordance with 2 CFR Subpart E and the terms and conditions of the Funds. 2. Records retention. Subrecipient shall retain all records pertinent to the expenditures incurred under this Agreement for a period of five (5) years after the provision of Services funded under this Agreement. Records for non-expendable property acquired with funds under this Agreement shall be retained for five (5) years after final disposition of such property. If, prior to the expiration of the five-year period, any litigation, claims, audits, negotiations or other actions begin that involve any of the records cited, such records shall be retained until completion of the actions and resolutions of all issues, or the expiration of the five-year period, whichever occurs later. L. Insurance coverages and limits of liability. Subrecipient shall obtain, maintain throughout the term of this Agreement, and provide to City proof of insurance coverage in the following amounts: 1. Workers' compensation.Workers' compensation insurance coverage, in the amount required by Idaho law, for all employees involved in the performance of this Agreement. If any work is subcontracted, Subrecipient shall require its subcontractors to provide proof of workers' compensation insurance coverage. 2. Commercial insurance. Commercial general liability insurance, with the following minimum limits of liability: General aggregate: $2,000,000 Product/completed operations aggregate:$2,000,000 Personal & advertising injury liability: $1,000,000 Per occurrence: $1,000,000 3. Additional insured. Subrecipient shall include City as an additional insured party to all of the insurance coverage listed above. 4. No limitation of liability. Insurance coverage and limits of liability as specified herein are minimum coverage and liability requirements only. Nothing in this Agreement's requirements for minimum insurance coverage shall be interpreted to limit or release the liability of Subrecipient or any of Subrecipient's insurers. Subrecipient's insurance policy shall not contain any provisions, exclusion, or endorsement that limits, bars, or effectively precludes City from coverage or asserting a claim under Subrecipient's insurance policy on the basis that the coverage or claim is brought by an insured or additional insured against an insured or additional insured under the policy. 5. Documentation to be furnished. At any time upon City's request, Subrecipient shall also cause to be timely furnished to City a copy of declarations pages, schedules of RECIPIENT AGREEMENT wrrH JESSE TREE FOR EHA GRANT FbNDS PAGE 6 OF 34 forms and endorsements, and/or a complete and certified copy of the requested policy. 6. Notice of cancellation or modification; renewal. Subrecipient's certificates of insurance shall be signed by an authorized representative of the issuing insurance carrier and shall state that the issuing company shall provide the Parties a minimum of thirty (30) days' written notice prior to canceling or reducing any of the policies or limits required by this Agreement. Renewal certificates must be provided to the Parties a minimum of five (5) days prior to the effective date of the renewal. III.EMPLOYMENT AND LABOR CONDITION REQUIREMENTS A. Equal Employment Opportunity.Per 2 CFR Part 200, Appendix H, section (C) and 41 CFR § 60-1.4(b), the equal opportunity clause set forth in 41 CFR § 60-1.4(b) is incorporated herein by reference, and shall apply as though set forth fully herein. B. Civil Rights Act. Subrecipient agrees to comply with Title VI of the Civil Rights Act of 1964 as amended, Title VII of the Civil Rights Act of 1968 as amended, Section 104(b) and Section 109 of Title I of the Housing and Community Development Act of 1974, Section 504 of the Rehabilitation Act of 1974, the Americans with Disabilities Act of 1990, the Age Discrimination Act of 1975, Executive Order 11063, and Executive Order 11246 as amended by Executive Orders 11375 and 12086. Subrecipient, in undertaking its obligation to provide the Services, agrees to take such measures as are necessary to enforce such covenant, and will not itself so discriminate. C. Nondiscrimination. Subrecipient will not discriminate against any employee or applicant for employment or services because of race, color, creed, religion, ancestry, national origin, sex, disability or other handicap, age, marital status or status with regard to public assistance. Subrecipient will take affirmative action to insure that all employment practices are free from such discrimination. Such employment practices include but are not limited to the following: hiring, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff, termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. D. ADA Section 504. Subrecipient agrees to comply with Federal regulations pursuant to compliance with Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. § 701 et seq.), which prohibits discrimination against the handicapped in any federally assisted activities. City shall provide Subrecipient with any guidelines necessary for compliance with that portion of the regulations in force during the term of this Agreement. E. Small,Women- and Minority-Owned Businesses. Per 2 CFR § 200.321, Subrecipient must take all necessary affirmative steps to assure that small businesses, minority businesses, women's business enterprises, and labor surplus area firms are used when possible. F. Affirmative Action. Subrecipient agrees that it shall be committed to carry out pursuant RECIPIENT AGREEMENT wrrH JESSE TREE FOR EHA GRANT FbNDS PAGE 7 OF 34 to City's specifications an Affirmative Action Program in keeping with the principles as provided in President's Executive Order 11246 of September 24, 1966. G. Notice to workers. Subrecipient will send to each labor union or representative of workers with which it has a collective bargaining agreement or other agreement or understanding, a notice, to be provided by the agency contracting officer, advising the labor union or workers' representative of Subrecipient's commitments hereunder, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. H. Solicitations for employment. Subrecipient will, in all solicitations or advertisements for employees placed by or on behalf of Subrecipient, state that it is an Equal Opportunity or Affirmative Action employer. I. Drug Free Workplace. Subrecipient certifies it is in compliance with the Drug-Free Workplace Act of 1988 (42 U.S.C. 701) which requires grantees (including individuals) of federal agencies, as a prior condition of being awarded a grant, to certify that they will provide drugfree workplaces. J. Labor standards. Subrecipient shall comply with 2 CFR Part 200, Appendix II, section (E), regarding the Contract Work Hours and Safety Standards Act (40 U.S.C. §§ 3701- 3708), as applicable. K. Lobbying; political activities. Subrecipient hereby certifies that: 1. No Federal appropriated funds have been paid or will be paid, by or on behalf of it, to any person for influencing or attempting to influence an officer or employee of any agency, a member of Congress, an officer or employee of Congress, or an employee of a member of Congress in connection with the awarding of any Federal agreement, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal agreement, grant, loan, or cooperative agreement. 2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal Agreement, grant, loan, or cooperative agreement, it will complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. 3. Subrecipient will require that the following language be included in the award documents for all sub-awards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly: "This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31 U.S.C. § 1352. Any person who fails to file the required RECIPIENT AGREEMENT WITH JESSE TREE FOR EHA GRANT FbNDS PAGE 8 OF 34 certification shall be subject to a civil penalty of not let less than $10,000 and not more than $100,000 for each such failure." 4. The foregoing certification is a material representation of fact upon which reliance is placed by City. Per 31 U.S.C. § 1352 and 2 CFR Part 200, Appendix II, section (I), submission of this certification may be a prerequisite for making or entering into this transaction. Subrecipient further agrees that no funds provided, nor personnel employed under this Agreement, shall be in any way or to any extent engage in the conduct of political activities in violation of the Hatch Act(Title V, Chapter 15, U.S.C.). IV.ENVIRONMENTAL CONDITIONS A. Air and Water. Subrecipient specifically agrees to comply with the following regulations insofar as they may apply to the performance of this Agreement: the Clean Air Act, 42 U.S.C. §§ 7401, et seq. and 2 CFR Part 200, Appendix H, section (G); the Federal Water Pollution Control Act, as amended, 33 U.S.C. §§ 1251, et seq., relating to inspection, monitoring, entry reports, and information, as well as other requirements specified in said Act, and all regulations and guidelines issued thereunder; and Environmental Protection Agency (EPA)regulations pursuant to 40 C.F.R. Part 50. B. Lead-Based Paint. Subrecipient shall notify all owners, prospective owners, and tenants of properties constructed prior to 1978 to which the Services pertain that such properties may include lead-based paint. Such notification shall point out the hazards of lead-based paint and explain the symptoms, treatment and precautions that should be taken when dealing with lead-based paint poisoning and the advisability and availability of blood level screening for children under seven. V.GENERAL PROVISIONS. A. Appropriation. It is acknowledged by the Parties that availability of Funds to City, and thus to Subrecipient, is subject to Congressional release of such funds to Treasury and Treasury's release of such funds to City. Unless and until Treasury releases the funds, City shall have no contractual, legal, or equitable obligation to Subrecipient. In the event that Funds are not made available to City, whether by Congress or by Treasury, this Agreement shall be void, and City shall have no obligation to Subrecipient, whether under this Agreement or under any legal or equitable claim. B. Termination. 1. Termination for convenience. Either party may terminate this Agreement for convenience by, at least thirty (30) days before the effective date of such termination, giving written notice to the other party of such termination and specifying the effective date thereof. 2. Termination for cause. Termination of this Agreement, in whole or in part, may RECIPIENT AGREEMENT wrrH JESSE TREE FOR EHA GRANT FbNDS PAGE 9 OF 34 occur for cause, which cause may include, but shall not be limited to, the following: a. Failure to comply with any of the rules, regulations or provisions referred to herein, or such statutes,regulations, executive orders, and Treasury guidelines, policies or directives as may become applicable at any time; b. Failure to fulfill in a timely and proper manner its obligations under this Agreement; c. Ineffective or improper use of funds provided under this Agreement; or d. Submission of reports that are incorrect or incomplete in any material respect. Either Party may terminate this Agreement for cause by providing written notice to the other of the basis of termination. The defaulting Party shall have fourteen (14) days to cure the deficiency or non-compliance. If the deficiency or non-compliance is not cured within this time period, the other Party shall terminate this Agreement for cause. In addition to termination of this Agreement and/or any other remedies as provided by law, City may declare Subrecipient ineligible for any further participation in City grant programming. C. No agency; independent contractor. It is understood and agreed the Subrecipient is not, and shall not be considered, an agent of City in any manner or for any purpose whatsoever in Subrecipient's use of the Funds. In all matters pertaining to this Agreement, Subrecipient shall be acting as an independent contractor, and neither Subrecipient nor any volunteer, employee, invitee, or agent of Subrecipient shall be deemed an employee of City. Subrecipient shall have no authority or responsibility to exercise any rights or power vested in City. D. Acknowledgment of risk. Subrecipient acknowledges that activity undertaken in conjunction with the EHA Grant Program and this Agreement presents risks, some of which are unknown, and Subrecipient agrees to assume all such risks. E. Indemnification; waiver. Subrecipient shall indemnify, save and hold harmless, release and forever discharge City and its agents and employees from and for any and all losses, claims, actions,judgments for damages, or injury to persons or property and losses and expenses caused or incurred by Subrecipient or City in the course of any activity associated with this Agreement not caused by or arising out of the tortious conduct of City, regardless of the manner by which such claim may be brought. F. Notices. Day-to-day communications between Subrecipient and the Grant Administrator shall occur by email or phone, as appropriate. All other notices to be provided under this Agreement shall be in writing and addressed as follows: If to Subrecipient: If to City: Jesse Tree of Idaho, Inc. City Clerk, City of Meridian 1121 W. Miller Street 33 East Broadway Avenue Boise ID 83702-6920 Meridian, Idaho 83642 Notices shall be either personally delivered or sent by U.S. mail, postage prepaid. Notice shall be deemed to have been given upon deposit in the U.S. mail, or upon personal delivery to the party above specified. RECIPIENT AGREEMENT wrrH JESSE TREE FOR EHA GRANT FbNDs PAGE 10 OF 34 G. Default or breach; cure; termination. If Subrecipient is in breach or default of any of the terms, covenants or conditions of this Agreement and fails or refuses to cure such breach or default within fourteen (14) days of written notice thereof, this Agreement, and all rights of Subrecipient in and to the Funds, at City's option, may be terminated and forfeited without further notice or demand. H. No waiver. City's waiver on one or more occasion of any breach or default of any term, covenant or condition of this Agreement shall not be construed as a waiver of any subsequent breach or default of the same or a different term, covenant or condition, nor shall such waiver operate to prejudice, waive, or affect any right or remedy City may have under this Agreement with respect to such subsequent default or breach by Subrecipient. I. Nondiscrimination. Both Parties warrant and agree that there shall be no discrimination against any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry, in the granting or expenditure of Funds or any activity associated with Services. J. Subcontractors. 1. City must approve. Subrecipient shall not enter into any subcontracts with any agency or individual in the performance of this Agreement without the prior written consent of City. All subcontracts entered into in the performance of this Agreement shall be awarded pursuant to any applicable provisions of City policy and/or local, state, or federal laws. 2. Monitoring. Subrecipient shall monitor all subcontracted services on a regular basis to assure contract compliance. Results of monitoring efforts shall be summarized in written reports and supported with documented evidence of follow-up actions taken to correct areas of noncompliance. Subrecipient shall furnish and cause each of its own subrecipients or subcontractors to furnish all information and reports required hereunder and will permit access to its books, records and accounts by City, Treasury, or other authorized Federal officials for purposes of investigation to ascertain compliance with the rules, regulations and provisions stated herein. 3. Subcontracts. Subrecipient shall cause all provisions of this Agreement in their entirety to be included in and made a part of any subcontract executed in the performance of this Agreement. Executed copies of all subcontracts shall be forwarded to City along with documentation concerning the selection process. K. Relocation,real property acquisition, and one-for-one housing replacement. Subrecipient agrees specifically, without limitation, to comply with the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, as amended (URA), and implementing regulations at 49 CFR Part 24 and 24 CFR 570.606(b); the requirements of 24 CFR 570.606(c) governing the Residential Anti-displacement and Relocation Assistance Plan under 24 CFR part 42, subpart B; and the requirements in 24 RECIPIENT AGREEMENT wrrH JESSE TREE FOR EHA GRANT FbNDS PAGE 11 OF 34 CFR 570.606(d) governing optional relocation policies. Subrecipient shall provide relocation assistance to displaced persons as defined by 24 CFR 570.606(b)(2) that are displaced as a direct result of acquisition, rehabilitation, demolition or conversion for a CDBG-assisted project. L. No contractual impediments. Subrecipient certifies and agrees that no contractual or other disability exists which would prevent compliance with these requirements. M. Applicable law; nonappropriation. This Agreement shall be governed by and construed in accordance with the statutes and constitution of the State of Idaho, including, without limitation, Article VIII, Section 3, of the Idaho Constitution and the Idaho Public Records Act. Subrecipient acknowledges that City is a governmental entity, and the validity of this Agreement is based upon the availability of public funding under the authority of its statutory mandate. Notwithstanding anything in this agreement to the contrary, City's obligations under this Agreement are subject to and dependent upon appropriations being made by Meridian City Council for such purpose. N. Compliance with laws. Throughout the course of this Agreement, Subrecipient and each and all of Subrecipient's volunteers, employees, guests, invitees, and agents shall comply with any and all applicable federal, state, and local laws. O. Severability. If any provision of this Agreement is found by a court of competent jurisdiction to be illegal, invalid, or unenforceable, the remainder of this Agreement shall not be affected. P. Amendments. The parties hereto may amend this Agreement at any time provided that such amendments make specific reference to this Agreement, and are executed in writing, signed by a duly authorized representative of each party, and approved by City's governing body. Such amendments shall not invalidate this Agreement, nor relieve or release either party from its obligations under this Agreement. City may, in its discretion, amend this Agreement to conform with Federal, state or local governmental guidelines, policies and available funding amounts, or for other reasons. If such amendments result in a change in the funding, the scope of services, or schedule of the activities to be undertaken as part of this Agreement, such modifications will be incorporated only by written amendment signed by both parties. Q. Exhibits. All exhibits to this Agreement are incorporated by reference and made a part of hereof as if the exhibits were set forth in their entirety herein. R. Entire agreement. This Agreement contains the entire agreement of the parties and supersedes any and all other agreements, agreements, or understandings, oral or written, whether previous to the execution hereof or contemporaneous herewith. No verbal or written inducements to execute this Agreement have been made to Subrecipient. In entering into this Agreement, Subrecipient relies upon no statement, fact, promise or representation, whether express or implied, written or oral, not specifically set forth herein in writing. RECIPIENT AGREEMENT wrrH JESSE TREE FOR EHA GRANT FbNDS PAGE 12 OF 34 successors, assigns, legal representatives, heirs, executors, and administrators. T. Advice of attorney. Each party warrants and represents that in executing this Agreement, it has received independent legal advice from its attorneys or the opportunity to seek such advice. U. Approval required. This Agreement shall not become effective or binding until approved by the respective governing bodies of both City and Subrecipient. IN WITNESS WHEREOF,the parties hereto have executed this Agreement on the Effective Date first written above. SUBRECIPIENT: l A' P� Ali Rabe, Executive Director Jesse Tree of Idaho, Inc. CITY OF MERIDIAN: Attest: Robert E. Simis , M or 10-18-2022 �p�c�ivm (::> L IDIAN SEA], Chris Johnso , City Clerk ,a, " '- 8-2022 RECIPIENT AGR1:FN1FNT WITH JFSSF TRFF FOR FIIA GRANT FUNDS PAGF,14 OF 3 EXHIBIT A Program Overview Case Id: 30404 Name: Jesse Tree Emergency Rental Assistance-2022- Completed by grants@jessetreeidaho.org on 9161202212:47 PM Address: *No Address Assigned Program Overview Please provide the following information. (✓WE IDIAN:--- Emergency Housing Assistance Grant Meridian Idaho (208)-489-0575 i oL ccampbell@meridiancity.org The City of Meridian has received funding from the United States Department of Treasury under the American Rescue Plan Act (ARPA) of Program Description 2021.The City seeks nonprofit and quasi-governmental partners prepared to use these funds to deliver emergency housing assistance services to Meridian residents. Application Period Opens at 8:00 a.m. on September 1, 2022, closes at 5:00 p.m. on September 16, 2022 Available Funding $250,000 (One-time ARPA funds) Service Delivery October 26, 2022 to September 30, 2023 Timeframe Nonprofit organizations, as recognized by the IRS and Idaho Secretary of State, and quasi-governmental entities established by Idaho Code, with a primary focus on the Eligible Services as set forth below. Consideration will be given to the applicants: Eligible Applicants I. Prior experience with federal grant programs; II.Prior experience in delivering the Eligible Services; III. Administrative and financial capacity to provide the Eligible Services; IV. Appropriate design of the program delivery approach; and V.Ability to comply with Applicable Rules and provide regular reporting to City pursuant to written Agreement. Emergency housing assistance services to persons residing within Meridian city limits, as such services are enumerated in the Applicable Rules, including: Eligible Services . Rent, mortgage, and/or utility assistance, including direct or bulk payments to offset customer balances • Assistance paying delinquent property taxes to prevent tax foreclosures on homes Printed By:Crystal Campbell on 911912022 14 of 34 ofNeighborly Software • Counseling and legal aid to prevent eviction and homelessness • Emergency programs or services for individuals or groups experiencing homelessness (including temporary residences, rapid rehousing) • Housing stability services that enable households to maintain or obtain housing (e.g., housing counseling, fair housing counseling, case management related to housing stability, outreach to households at risk of eviction or promotion of housing support programs, housing related services for survivors of domestic abuse or human trafficking, specialized services for individuals with disabilities or seniors) • Counseling to prevent foreclosure or displacement • Relocation expenses following eviction or foreclosure (e.g., rental security deposits, application or screening fees) • Complete project application through Neighborly portal, including a narrative of the proposed Eligible Services to be delivered. Required for • Proof of System for Award Management (SAM) registration and Application Unique Entity Identification (UEI) number. • Acknowledgement of compliance with non-discrimination, fair housing, and lead-based paint regulations. • Department of the Treasury Final Rule for Coronavirus State and Local Fiscal Recovery Funds, 87 Fed. Reg. 4338 (January 27, 2022) (to be codified at 35 C.F.R. Part 35) Applicable Rules • 31 CFR section 35.6(b)(3)(ii)(A)(1) (87 Fed. Reg. 4448) • Supplementary Information at 87 Fed. Reg. 4360, regarding Emergency Housing Assistance • Latest U.S. Treasury guidance and FAQs To Apply Complete project application through Neighborly portal, including a narrative of the proposed Eligible Services to be delivered. 9/1/22: Application period opens at 8:00 a.m. 9/16/22: Application period closes at 5:00 p.m. By 9/20/22: Review of applications by scoring committee 9/27/22: Recommended projects will be presented to Council for final Timeline (subject to approval. revision) By 10/4/22: Selected partners negotiate and sign written Agreement with the City for use of EHA funds. 10/11/22: Approval of Agreement by City Council. By 9/30/23: EHA funds invested and reporting complete per Agreement and Applicable Rules. For more Contact Crystal Campbell at ccampbell@meridiancity.org. information Printed By:Crystal Campbell on 911912022 15 of 34 toNeighborly Software A. Organization Information Case Id: 30404 Name: Jesse Tree Emergency Rental Assistance-2022- Completed by grants@jessetreeidaho.org on 9161202212:49 PM Address: *No Address Assigned A. Organization Information Please provide the following information. AGENCY INFORMATION PRIMARY CONTACT INFORMATION Name of Agency Job Title Jesse Tree Program Director Business Address First Name 1121 W Miller Street Evan UEI Number Last Name KDUSCEXVXFFI Stewart Select Status Email Non-profit Organization/Registered 501(c)3 evan@jessetreeidaho.org Provide any other names under which the organization Title has operated within the last 10 years. Mr. Jesse Tree of Idaho Phone Check each box to confirm that the agency has the 2082834010 following which are required for eligibility. FINANCIAL CONTACT INFORMATION Fair housing and civil rights documentation Job Title Executive Director Financial policies and procedures First Name Staff that have attended training on Fair Housing Ali Law in the past 12 months A Language Assistance Plan Last Name Rabe Vital documents translated in other languages Email Physical locations that are ADA accessible ali@jessetreeidaho.org QSeparation of duties for accounting Title M rs. Phone 2082834010 Printed By:Crystal Campbell on 911912022 16 of 34 ofNeighborly Software ADDITIONAL CONTACT(OPTIONAL) Job Title Grant Writer First Name Mia Last Name Bartel Email mia@jessetreeidaho.org Title Ms. Phone Printed By:Crystal Campbell on 911912022 17 of 34 ofNeighborly Software B. Project Summary Case Id: 30404 Name: Jesse Tree Emergency Rental Assistance-2022- Completed by grants@jessetreeidaho.org on 9115120228:14 PM Address: *No Address Assigned B. Project Summary Please provide the following information. B.I. Project Name B.6. Which eligible activity/activities is this application Emergency Rental Assistance (ERA) for? 13.2. Amount Requested �]( u Rent, mortgage, and/or utility assistance, including $250,000.00 direct or bulk payments to offset customer balances 13.3. Anticipated Timeframe Q Assistance paying delinquent property taxes to prevent tax foreclosures on homes Start Date �( 10/26/2022 LrJ Counseling and legal aid to prevent eviction and homelessness End Date 09/30/2023 Emergency programs or services for individuals or groups experiencing homelessness (including temporary 13.4. Location Where Services will be Offered residences, rapid rehousing) 1121 W Miller Street, Boise ID; and in tenants' homes in R1 Housing stability services that enable households to Meridian, ID maintain or obtain housing(e.g., housing counseling,fair housing counseling, case management related to housing B.S. Hours and Days Services are/will be Offered stability, outreach to households at risk of eviction or Monday- Friday, 9am-5pm promotion of housing support programs, housing related services for survivors of domestic abuse or human I understand that awarded funding is for the benefit trafficking, specialized services for individuals with of eligible activities in Meridian, Idaho. No funding shall disabilities or seniors) be utilized to support activities and efforts outside of the Counseling to prevent foreclosure or displacement[ City of Meridian. Relocation expenses following eviction or foreclosure(e.g., rental security deposits, application or screening fees) 13.7.Are you currently providing this service? Yes,these funds will replace funds we are currently using to provide this service. Printed By:Crystal Campbell on 911912022 18 of 34 14 Neighborly Software C. Experience Case Id: 30404 Name: Jesse Tree Emergency Rental Assistance-2022- Completed by grants@jessetreeidaho.org on 911512022 8:35 PM Address: *No Address Assigned C. Experience Please provide the following information. C.I. Describe the experience of your organization with similar projects and/or providing services to the population(s) of focus. Identify other organization(s)that you will partner with in the proposed project and their experience. Jesse Tree has been administering its Emergency Rental Assistance program, which provides rental assistance and case management to families experiencing a temporary financial crisis, since 1999 and has utilized federal funds through the Community Development Block Grant (CDBG) program since 2001. The organization continues to administer grants through CDBG, Emergency Solutions Grant (ESG) and several other private funding streams. Over its 23 years of operation,Jesse Tree has provided Homeless Prevention (HP) services and financial help to over 7,000 families and 15,000 individuals, administering over$8 million in rental assistance.Just in the last twelve months, the organization has supported nearly 2,000 families, administering over$3 million in rental assistance. Jesse Tree staff bring over 40 years of collective experience working with homeless and housing insecure populations and 15 years of experience managing federal and City grants. Staff are experienced and trained in HP best practices used by other exemplary organizations around the United States.The organization maintains program policies including a manual outlining procedures that must be followed throughout service provision. Policies and procedures incorporate best practices as well as lessons learned by the organization over 23 years of administering HP services. Jesse Tree's case management team is trained and experienced in providing in-depth wrap-around support to clients throughout the eviction process, making sure they have what's needed to stay housed and become financially stable and self-sufficient moving forward. Staff are trained in mediation and work closely with landlords throughout the provision of case management, as well as basic landlord-tenant law so clients can be informed regarding basic information related to the eviction process and their rights and responsibilities so they can make informed decisions. Before clients exit the program, case managers ensure clients have a housing stability plan in place to ensure they can overcome barriers to housing stability in the future. Staff are regularly trained in grant compliance, quality service provision, and mediation. The Boise City/Ada County public-private partnership on ending homelessness, Our Path Home, designated Jesse Tree as the "Our Path Home—Prevent" Lead Agency, and Jesse Tree serves on the Executive Committee of Our Path Home.To fulfill this role, over the past two years,Jesse Tree has also been supporting the leadership of an HP Workgroup, allowing the agency to deepen partnerships amongst prevention agencies and to collaboratively define the community plan for HP.Jesse Tree is continuously building deeper partnerships with other agencies and organizations working in the homelessness and homeless prevention space in the City of Meridian, including: Health &Welfare Navigators, West Ada Schools, International Rescue Committee, El Ada, St.Vincent de Paul, WCA, FACES of Hope, and Jannus Economic Opportunity.Jesse Tree is also working with the temporary and federally-funded Boise City/Ada County Housing Authority(BCACHA) and Idaho Housing and Finance Association (IHFA) programs to assist clients with applications or to serve clients who are not eligible for other resources. Jesse Tree also works directly with Ada County Courts,going to court each day to administer case management services and financial assistance to tenants being summoned to court.Jesse Tree staff work with eviction court daily so that Printed By:Crystal Campbell on 911912022 19 of 34 NNeighborly Software tenants are connected to Jesse Tree's financial assistance, case management, and mediation services in court. Staff are trained to work with tenants in active eviction proceedings and to support tenants in avoiding eviction.The University of Idaho School of Law also provides legal interns to support Jesse Tree's court work through their Housing Clinic. C.2. Describe how this project fits into your organization's mission statement or overall purpose. Include the Mission Statement. Jesse Tree's mission statement is:Jesse Tree leads the Treasure Valley in preventing eviction and homelessness by supporting our neighbors at risk of housing loss, empowering them to stay in their homes. Jesse Tree is requesting funding for our Emergency Rental Assistance program, including funding for rental assistance to offset tenants' back rent, in addition to security deposits for tenants needing to relocate during or immediately after an eviction. Our organization's singular focus is providing information, supportive services, and financial assistance to prevent eviction and homelessness from happening to people and our community, as noted in our mission statement. Funding would be put directly into the Emergency Rental Assistance program, which has been running for 23 years. C.3. Provide a complete list of staff positions for the project. If the position is not filled, use the position title instead of a name. No staff funding is being requested through this grant. However,the following staff would participate in the execution of this grant and the disbursement of requested financial assistance funds. Evan Stewart Role: Program Director Effort: .1 FTE Qualifications: PhD Experience: Evan came to Jesse Tree in June 2020 from Missoula, Montana where he earned a doctorate degree in Applied Anthropology at the University of Montana. During his time at the University of Montana, he conducted his dissertation project in the high Himalayas of Nepal working with local communities and addressing water, sanitation, and hygiene needs in the region. Evan also worked as an anthropology instructor for the university. After graduating in May 2019, Evan remained in Missoula working as a social worker at a child abuse prevention agency where he provided direct services,taught the Adverse Childhood Experiences Study(ACES),family education classes, and resilience-building to members of the community. Grant Role: Evan will supervise all case management staff in the administration of rental assistance and ensure eligibility, quality, and compliance. Evan will lead the administration of grant reporting. Cassandra Artukovich Role: Operations Manager Effort: .1 FTE Qualifications: Five years in private healthcare and call centers Experience: After personally experiencing housing instability for a long period of time, Cassandra was inspired to join Jesse Tree to help others in the same position she had once been in. Before joining Jesse Tree, Cassandra spent five years in private health care supporting individuals with developmental disabilities, specializing in nonverbal communication. Shortly before joining Jesse Tree, Cassandra was a supervisor at a captioning company, providing live captioning services for individuals with hearing impairments across the United States and Canada. Grant Role: Cassandra would monitor and clean Jesse Tree's data in the Client Relationship Management (CRM) software and create and manage data dashboards to report on data to the City of Meridian. Cassandra would support Printed By:Crystal Campbell on 911912022 20 of 34 NNeighborly Software Ahmee and the Phone Line team to triage requests for assistance on the Phone Line. Cassandra will also assist with grant reporting. Ahmee Vang Role: Phone Line Program Manager Effort: .1 FTE Qualifications: Holds a Bachelor of Arts in English/Spanish and a Masters of Education from the University of Wisconsin - La Crosse. Experience: Ahmee has been a longtime advocate for people starting with her college peers focusing on the achievement gap of Hmong and Southeast Asian students in the university system. She then worked by bringing financial access to underserved rural communities,focusing on the LatinX community where she worked as a Program Manager overseeing a pilot program with credit unions in Ecuador, and then educating workers of their rights through union membership and providing outreach at a queer-fem-led grassroots social justice advocacy organization in Milwaukee, Wisconsin. Grant Role: Ahmee would manage a team of 20+volunteers on the Jesse Tree Phone Line to triage requests for financial assistance from tenants at risk of eviction. Ahmee would ensure quality services are provided on the Phone Line and that the most urgent cases are being prioritized for financial assistance and case management. Terry Scraggins Role: Community Health Worker Effort: .1 FTE Qualifications: BA in Social Work with a minor in Family Studies in 2020 and is working toward his Master of Social Work at BSU Experience:Terry is an Idaho foster alumnus as well as US Navy Veteran.Terry is coming to us from the Idaho Department of Health and Welfare where he worked in child welfare both as a safety assessor and a foster care licensing worker. He is also on the Board of Directors for Family Advocates, a non-profit geared towards family strengthening and providing Court Appointed Special Advocates (CASA)for youth in foster care. Grant Role:Terry provides more intensive supportive services to clients with health needs. Case managers would internally refer clients with health needs to Terry so that more intensive and long-term support can be provided related to client health. Morgan DeCarl Role: Eviction Court Program Manager Effort: .1 FTE Qualifications: 10 years of social work experience in the nonprofit sector, as well as mediation certification and experience mediating eviction cases in court prior to joining Jesse Tree. Experience: Morgan has a Bachelor of Science in Human Development from Purdue Global, and is working towards her Masters in Social Work. Before coming to work for Jesse Tree she worked as a case manager for adults with intellectual and developmental disabilities and fell in love with social work and the impact it has on the quality of life of others as well as their communities. Morgan became a Professional Mediator in 2019 upon moving to Idaho and has experience providing mediation services in Ada County eviction court. Grant Role: Morgan would manage any eviction court cases for Meridian residents, ensuring residents being summoned to court are provided with quality supportive services,financial assistance, and mediation so that eviction can be avoided. Morgan also manages Jesse Tree's partnerships with Ada County Courts. Ali Rabe Role: Executive Director Printed By:Crystal Campbell on 911912022 21 of 34 14 Neighborly Software Effort: .1 FTE Qualifications:J.D. Experience: Prior to joining Jesse Tree, Ali was a Staff Attorney at HomeBase, headquartered in San Francisco,where she supported local governments and service providers in their efforts to prevent and end homelessness.Ali also spent some years working for U.S. Citizenship and Immigration Services as an adjudicator, processing refugees from all over the world. Grant Role: Ali would monitor grant compliance, staff, and review and support grant reporting. Ali would also manage all of the finances related to this grant. The below staff are all currently-employed and experienced case managers who would participate in this grant. Case management staff would administer the requested financial assistance funding to City of Meridian tenants at risk of eviction, in addition to housing stability services, housing counseling, mediation, and supportive services. Patti Mello Role: Case Manager& Community Outreach Lead Effort: .1 FTE Qualifications: B.A. in Criminal Justice Experience: After graduating college, Patti answered the calling of social work practices throughout her career. She has over 15 years of experience in case management advocating for families and is committed to serving those in need. Patti is also bilingual (English/Spanish) and has had the pleasure of connecting with the hispanic community in Idaho over the years. Erin Thompson Role: Lead Case Manager Effort: .1 FTE Qualifications: BA in Criminal Justice Experience: Erin worked for 6 years as a Probation Officer and then for 6 years doing recruiting, marketing and events for a local financial company in downtown Boise. Erin is passionate about racial and social justice and creating good within the community. Henry Cornelius Role: Case Manager Effort: .1 FTE Qualifications: AA degree in Liberal Studies. Experience: While working as a Case Manager for Humboldt County Social Services, Henry assisted people and families with SNAP and Medicaid benefits and discovered enjoyment and love for assisting others. Katie Derrick Role: Case Manager Effort: .1 FTE Qualifications: Katie is a full time student and first joined Jesse Tree as a Master of Social Work intern. Experience: Katie has a nonprofit background and has spent her career working with individuals and families from a variety of backgrounds, including refugees, members of the LGBTQIA community and survivors of domestic violence. Tiffany Perrigo Role: Eviction Court Aftercare Case Manager Effort: .1 FTE Printed By:Crystal Campbell on 911912022 22 of 34 14 Neighborly Software Qualifications:Tiffany is a Boise State First Generation Magna Cum Laude graduate with her Bachelors in Social Work. Experience:Tiffany started her journey in social work volunteering with individuals experiencing homelessness by organizing water, hygiene,toy and clothes drives and passing those items donated directly to those individuals on the streets. She also spent time working at her local food bank and has completed 40 hours of training for crisis text line assistance. Alison Brenenstall Role: Eviction Court Aftercare Case Manager Effort: .1FTE Qualifications: Alison has Bachelor's degree in Social Work and is currently pursuing a master's degree with the goal of becoming a Licensed Master Social Worker specializing in macro level social work and policy change. Experience: Alison has a background working with Boise's homeless population and indirectly experiencing the impacts of Boise's current housing crisis, she first joined the Jesse Tree as an intern and continued on as a case manager after her internship. C.4. Describe your organization's financial capacity. Include fiscal management,disbursement methods,financial reporting, record keeping,and accounting procedures. Identify the individual primarily responsible for the fiscal oversight of grant awards for the organization and their experience with federal funds. Jesse Tree contracts with an outside bookkeeper- Entrusted Accounting-and the organization's auditing firm is Harris CPAs. All financial information is processed through Quickbooks Online, and access is restricted to the Board Treasurer, Executive Director, Operations Manager, Program Director, and Entrusted Accounting.The Executive Director and Board Treasurer conduct a monthly review of financial statements with the Board Finance Committee and submit a Treasurer's report to the Board of Directors.The individual primarily responsible for the oversight of grant awards is the Executive Director, and compliance is verified by Entrusted Accounting, Harris CPAs, and the Jesse Tree Board's Finance Committee. Recording Expenses The Operations Manager initiates all transactions in Quickbooks related to operations of the organization.The Program Director initiates all transactions related to rental assistance checks to landlords which are requested by the case management team.Timing of checks often has an immediate impact on a family's ability to secure or maintain housing and are cut in-house at the request of the case management staff and upon approval by the Program Director. All rental assistance checks distributed to clients' landlords must be signed by the Board Chair or Board Vice Chair. All rental assistance checks are cut directly to landlords, and landlords must first verify their identity and provide a rental ledger or receipt prior to receiving payment. All transactions are first reviewed and approved by the Executive Director. Entrusted Accounting and Board Treasurer review, approve, and reconcile all transactions at the beginning of each month. Entrusted Accounting conducts a detailed monthly reconciliation of bank statements to accounting records, verifying all receipts.At the close of the fiscal year,the Executive Director and Entrusted Accounting conduct an annual reconciliation of bank statements,which is reviewed by the Board Treasurer and Finance Committee. Expenses are entered into QuickBooks with auditable supporting documents and supporting documents are kept in locked cabinets in physical files at the Jesse Tree office. Recording Revenue All income is verified by the Executive Director and entered into Quickbooks and deposited by the Operations Manager. All deposits are then reviewed and verified by the Executive Director and contract accountant Entrusted Accounting on a Printed By:Crystal Campbell on 911912022 23 of 34 NNeighborly Software monthly basis. Individual, foundation, and business contributions are also tracked separately in Jesse Tree's donor Client Relationship Management (CRM)software, FundHero, by the Development Manager. A number of grants are spent in advance based upon stipulations of grant agreement and Jesse Tree requests reimbursement. All grant reimbursements are tracked by location in Quickbooks Online and Jesse Tree's Master Budget Sheet. Grant reimbursements are sent to grant administrators by the Program Director, after the Executive Director's review. Grant reimbursements are then recorded as income in Quickbooks and reconciled by Entrusted Accounting, who compares Quickbooks Online,Jesse Tree's bank account, and the grant reimbursement request to identify any inconsistencies and provide reconciliation. Individuals or businesses may stipulate donor restrictions,which are tracked in Quickbooks and Jesse Tree's Master Budget Sheet. Upon receipt of contribution,support from the donor is recorded as a donor restriction or a contribution without a donor contribution.The Executive Director notifies Entrusted Accounting of the restriction, which is entered into Quickbooks. Contributions with a donor restriction which are satisfied in the same fiscal year are released from restriction in the same fiscal year and recorded as unrestricted. Restrictions are reviewed as of year-end upon financial statement review. A list of net assets with restrictions as of year- end and any net assets held in prior year of which restrictions have been released are tracked. Financial statements are reviewed via year-end close procedures. Harris CPAs also verifies all restrictions and grant fulfillment during Jesse Tree's annual financial audit. Use of the Debit Card The debit card is controlled and stored by the Operations Manager. If the debit card is used, receipts must be provided to the Operations Manager,for the Executive Director to review in Quickbooks. For expenses larger than $50, previous approval must have been garnered from the Executive Director. For expenses larger than $500, previous approval must have been garnered by the Board of Directors Finance Committee. Entrusted Accounting,the contract accountant, reconciles all expenses incurred on the debit card. Signature Authority The Executive Director, Board Chair, and Board Vice Chair have signature authority. All rental assistance checks must be verified and signed by the Board Chair or Board Vice Chair. Employee Reimbursements Reimbursement requests must be previously approved by the Operations Manager and are submitted to the Operations Manager for approval, and are then processed and entered into QuickBooks. Payroll Payroll responsibility resides with Paychex.Timesheets are kept by employees and reviewed by employees' direct supervisors bi-weekly.Timesheets are verified, reviewed, and submitted to Paychex by the Operations Manager. Paychex sends payroll reports to the Executive Director for final approval. Entrusted Accounting will then reconcile wages in Quickbooks and code wages to specific grants and locations (i.e. operations vs. programs).The Executive Director approves wages set, on an annual basis with the Board Finance Committee when the organization's annual budget is set. Debt Jesse Tree as an organization does not maintain any debt as of September 2022. Debt balances match year-end statements from the bank. Debt balances are reviewed upon year-end close procedures. Printed By:Crystal Campbell on 911912022 24 of 34 NNeighborly Software C.5. List any Federal, State, or Local funds received within the past three years. Include funding received from the City of Meridian. Grantee Funding Source(e.g CDBG) Name of Project #of Years Received Jesse Tree ESG-CV Emergency Rental Assistance 2 Jesse Tree ESG Emergency Rental Assistance 11 Jesse Tree CDBG -City of Meridian Emergency Rental Assistance 5 Jesse Tree CDBG & General Funds-City of Emergency Rental Assistance 21 Boise Jesse Tree CDBG -City of Nampa Emergency Rental Assistance 2 Jesse Tree EFSP Emergency Rental Assistance 2 Jesse Tree HUD Eviction Prevention Emergency Rental Assistance 2 C.6. Is the agency required to conduct an A-133 Audit? Yes C.6a. If not, how are the financials being audited? How often? Jesse Tree conducted its first single audit in 2021, and will conduct another in 2022. Whether or not single audits are conducted, audits are completed every year with Harris CPAs. C.7. Describe results from previous audits and/or full compliance with required Single Audit in accordance with 2 CFR Subpart F. There were no findings from the 2021 single audit and Jesse Tree was fully compliant. C.8. Describe the level of staff turnover and/or new personnel within the organization. In the last two years,Jesse Tree has only lost one staff person of 14 FTEs and thus maintains a 90% retention rate.The organization has not had any issues with turnover, and has a rigorous training and onboarding schedule for new staff. Jesse Tree also offers employees with support, a strong mission-based culture, growth and training opportunities, 100% health benefits, and flexible work schedules. As for new personnel,Jesse Tree has created two staff positions to better provide services to people in eviction court, and to people with health issues. In line with an increased demand for our services we continue to refine our programs and staffing plans.Jesse Tree now has an Eviction Court Program Manager, Morgan DeCarl, who is a certified professional mediator and licensed social worker. Morgan leads the team in providing mediation services, case management and rental assistance to Meridian tenants in Ada County eviction court. Additionally, Jesse Tree has established a partnership with Family Medical Residency of Idaho and Blue Cross of Idaho and brought on a Community Health Worker, Terry Scraggins, to focus on households with specific health needs. In the last year, Jesse Tree has also designated a Case Manager position, Patti Mello,to lead community outreach work to lead the distribution of materials, provision of trainings, and pop-ups at community events across the Treasure Valley. C.9. Describe the stability of systems,goals, or agency direction. What changes have occurred over the past five years? From 1999 through 2018, Jesse Tree was a mostly volunteer-run organization supported by smaller grants and donations. In 2019, Jesse Tree underwent a significant and positive growth and renewal phase, hiring new staff, recruiting new board members and refreshing programs to ensure they were keeping up with nationwide best practices Printed By:Crystol Campbell on 911912022 25 of 34 NNeighborly Software for homeless prevention. The organization now employs and serves far more people than ever. Much of Jesse Tree's growth in services has been supported by donations from individuals and a temporary government grant, ESG-CV,which is timing out in November 2022. Even though our programs have grown, demand has skyrocketed. Demand for Jesse Tree's services quadrupled since the beginning of the pandemic in March 2020, and it has continued to increase.Jesse Tree is currently contacted by at least 300-400 families in the Treasure Valley each month in need of eviction and homeless services-40-50 of those being Meridian families. In 2021, our organization fielded over 27,000 calls and texts and 3,300 applications, and 862 families at risk of eviction were provided with case management and financial assistance. In 2022,Jesse Tree is on track to double all of those numbers. 2022 is the most impactful year Jesse Tree has had and yet the organization is still only able to serve 25%of Meridian residents who submit applications for assistance.Jesse Tree has continually updated intake processes to triage and prioritize cases, serving clients who are at the highest risk, low-income (at or below 80%AMI), in the legal eviction process, and in need of more intensive supportive services. We expect heightened demand to continue into 2022, and support from Meridian would allow us to meet those needs. To facilitate our growing team and demand for assistance,Jesse Tree has also refined and implemented processes, policies and procedures, and is leveraging technology to ensure programs are efficient and effective.The organization has adopted a Customer Relationship Management(CRM)software to keep track of clients, and uses this system to manage clients from the application to exit phases of the program.This system also creates data dashboards which can be viewed and evaluated by funders. C.10. Describe any monitoring results from the City of Meridian,other Cities,or from other State or Federal awarding agencies in the last five years. Has your organization received any negative monitoring results? Describe whether these were resolved and how. In 2020,Jesse Tree requested early monitoring from the City of Boise and City of Meridian since staff were new to managing CDBG/HPRP grant funding. During the monitoring,there were 6 findings and 11 concerns. A number of those findings were related to the City of Meridian contract only.All findings were resolved. In March 2022,Jesse Tree was monitored by IHFA for its ESG grant covering the 2019-20 program year.There were 7 findings, all of which were resolved. Most findings related to issues were related to former staff or policies which Jesse Tree no longer follows. During a period of growth over the last nearly four years, newer Jesse Tree staff were trained about specific CDBG and City requirements regarding contracts.Jesse Tree's Program Director and seven case managers now each have over two years of experience in administering CDBG, ESG, ESG-CV, and other City grants to ensure compliance. Printed By:Crystal Campbell on 911912022 26 of 34 14 Neighborly Software D. Project Information Case Id: 30404 Name: Jesse Tree Emergency Rental Assistance-2022- Completed by grants@jessetreeidaho.org on 911612022 7:56 AM Address: *No Address Assigned D. Project Information Please provide the following information. D.I. Describe the need for the services to be provided. The Treasure Valley of Idaho has been experiencing a growth-related housing crisis for several years now.The cost of rent rose 40% last year, but wages have not been increasing at the same rate.As a result, many households are cost- burdened and one unanticipated financial shortfall away from being unable to pay rent and imminently at risk of eviction.The United Way estimates that nearly half of all renters in Ada County are housing cost-burdened and at risk of falling into homelessness. Homelessness in the Treasure Valley could become like many other urban centers in the U.S. In line with the growing housing crisis, applications to Jesse Tree have increased by nearly 400%since the pandemic and we can only support 25% of people who apply for assistance. Right now,Jesse Tree is receiving 40-50 applications from Meridian residents each month, of which,the organization is able to support 10-15 households. In 2021,there were 872 eviction hearings in Ada and Canyon County courts combined, and 2,500 individuals entered homeless shelters for the first time in Ada County alone.The Treasure Valley is on track for over 1,100 evictions in 2022. Based on recent demand, we expect an even greater need for our services in 2023. Most evictions are occurring due to a family's temporary inability to pay rent. Homeless prevention is a cost-effective intervention that works, and it will be important for the Treasure Valley to invest in prevention while the needs are so great. It costs Jesse Tree $2,000, on average,to keep a family in their home. In comparison it costs $10,000 to re-home a family once they've been evicted. In addition to that, it costs Ada County$53,000 per person who is experiencing homelessness in supportive, health, and emergency services each year. If a community allows homelessness to happen, it is much more difficult-and expensive -to solve. Providing financial assistance coupled with case management to stabilize households during eviction is a core best practice of homelessness prevention. With the support of Meridian, we can make sure our neighbors at risk of eviction can receive one-time rental assistance or security deposit assistance and supportive services, keeping them safely housed during an eviction. Case managers will also work to ensure families have a plan for self-sufficiency in the long- term. 95%of clients served are still housed three years later. D.2. Describe the proposed services in detail. How will the services be delivered? How will assistance be provided? The Jesse Tree Phone Line is the main intake point for tenants at risk of eviction.This program was created to provide support to tenants being evicted up-front, offering information, support, budgeting assistance, and connections to services and resources. All calls are fielded by a team of more than 20 trained community volunteers who provide supportive conversations to 400-500 households each month,40-50 of those residing in Meridian.Tenants may also contact Jesse Tree by using the organization's online resource navigation tools, by coming into the Jesse Tree office, or by texting the Phone Line. When a tenant contacts Jesse Tree,they are entered into the organization's Client Relationship Management (CRM)software. Printed By:Crystal Campbell on 911912022 27 of 34 14 Neighborly Software Of tenants who apply,Jesse Tree targets financial assistance and case management at renters who are most likely to experience homelessness based on specific risk factors, who are in active eviction proceedings, and low-income households who are at or below 80%Area Median Income. A majority of the households Jesse Tree serves are asset limited, income constrained, and employed (ALICE).The ALICE population has access to little or no state financial support programs and are often one crisis away from financial instability. In the triage process, most vulnerable and urgent cases are assigned to our case management team. Case managers contact tenants and landlords to set up intake appointments and initiate the case management process. They provide tenants with wrap-around services including budgeting help, connections to needed resources and employment, and landlord mediation. Case managers work directly with landlords to pay back rent that tenants owe, or a security deposit if they need to find a new place to live,supporting tenants to find short and long-term housing stability. During this process, case managers work with tenants on money management skills so that households are empowered to be self- sufficient after exiting Jesse Tree's system. Should clients have additional needs, case managers provide warm referrals to our community partners. At the end of the case management process,the case manager cuts a rent or security deposit check to the landlord. When clients complete the program and exit to self-sufficiency,they are followed up with every 3, 6, and 12 months. Jesse Tree staff review whether households' situations are better or worse and whether they need additional support. Through the Emergency Rental Assistance program, over 95%of clients served over the past three years have remained in their housing. Our data speaks for itself:financial assistance and case management provided as a critical time intervention works to prevent homelessness. D.3.What is the geographic service area(s) (e.g. Citywide,specific neighborhood, etc.)? City of Meridian (citywide) D.4.What is the eligibility criteria for services to be provided? How will eligible applicants be identified? The target population includes low-income households who are most likely to become homeless based on specific risk factors and who are in the legal eviction process. All of the clients we serve are 80%Area Median Income or below. A majority of households served in the City of Meridian are asset limited, income constrained, and employed (ALICE). This population has access to little or no state financial support programs and are one crisis away from financial instability. For this grant, renters must reside in the City of Meridian to be eligible for assistance. Clients' income and other eligibility criteria are assessed at the application phase, and again during the provision of case management when income and other required documentation is gathered. D.S. How many Meridian residents will directly benefit from the services? Persons: 375 Households: 125 Printed By:Crystal Campbell on 911912022 28 of 34 14 Neighborly Software D.6. Describe the anticipated impact of the proposed services. Jesse Tree is requesting$250,000, all of which would go to rental assistance or security deposit assistance for low- income Meridian renters facing eviction. With other funding,Jesse Tree will provide complementary housing counseling and housing stability services that empower households to maintain or obtain housing during an eviction. Mediation will also be provided. It costs Jesse Tree, on average, $2,000 per household in the City of Meridian to keep someone in their home. With grant funding, 125 households and approximately 375 individuals who are residents of the City of Meridian will be prevented from being evicted and becoming homeless. D.7. If your request is not fully funded, how will you scale your program/request for impact? 2022 has been Jesse Tree's busiest year to date. As of August 2022, over 700 households have received Emergency Rental Assistance (ERA) and case management services, nearly 100 of them from the City of Meridian.This is a significant increase from the 862 households the organization served in 2021. Still,Jesse Tree is turning away 75%of tenants who apply for assistance, and is not able to intervene in 80%of the eviction cases occurring in court due to lack of resources, including for City of Meridian residents. Much of Jesse Tree's growth in services has been supported by a $3 million ESG-CV grant which was received in July of 2021. With that grant,five case managers were hired and the team will have distributed all of the financial assistance in the grant when grant funding times out in November 2022.Jesse Tree has diverse funding streams and is currently in the process of creating a more robust individual,foundation, and corporate donor base. In addition,Jesse Tree has successfully raised grant funding to sustain most of its case management staff. However,the organization does not currently have the capacity to raise private funds to sustain capacity of the financial assistance component to its programming. This funding request will help Jesse Tree maintain its current service level for Meridian residents. If funds are not received and programs are not sustained,Jesse Tree anticipates laying off additional case managers specially trained to prevent eviction and a significant reduction in the amount of financial assistance provided to Meridian residents. Right now,Jesse Tree is supporting 10-15 Meridian households each month. If funding is not received,that amount will be reduced to 1-3 Meridian households supported each month. At around the same time ESG-CV funds are expiring,tens of millions in other temporary federally funded programs for rental assistance being provided by the Boise City Ada County Housing Authority and the Idaho Housing and Finance Association will also run out.This will likely lead to an unprecedented eviction crisis and an increase in the number of individuals being evicted in court, seeking shelter, living outside, and needing costly homeless services-all of which could be prevented by stabilizing these households during a temporary crisis.Jesse Tree will need to further triage and prioritize who can be assisted, and will need to have more tough conversations with tenants who are applying for help,turning them away and allowing many households to slip through the cracks.Jesse Tree will also need to provide a smaller amount of assistance per household,which will impact a household's ability to find long-term stability, often leaving them susceptible to eviction again within the next few months. D.8. Describe any anticipated barriers(e.g. staff shortages,capacity,outreach,etc.)and the plan to address them. So far in 2022 Jesse Tree has already assisted over 700 families-almost 100 of them from the City of Meridian. Unfortunately,far more people call for rental assistance than we can help. As mentioned,the organization is only able to support 25%of people who apply for assistance. We expect this heightened demand to continue into 2023, and $250,000 in funding from Meridian would allow Jesse Tree to sustain programming and meet the needs for more Meridian residents. Printed By:Crystal Campbell on 911912022 29 of 34 14 Neighborly Software D.9. Describe the readiness of your organization to implement the project or services you are proposing. Jesse Tree has been administering its Emergency Rental Assistance program, which provides support and case management to families experiencing a temporary financial crisis, since 1999 and is ready to implement the program immediately.This funding would replace other government funding that is timing out in November 2022, and simply allow the organization to sustain current programming. As mentioned,Jesse Tree has utilized federal funds through the Community Development Block Grant(CDBG) program since 2001. The organization continues to administer grants through CDBG, Emergency Solutions Grant (ESG), and several other private funding streams. For 23 years Jesse Tree has been the Treasure Valley's only eviction and homeless prevention-focused organization working on the front lines of the housing crisis, providing support and financial assistance to low-income neighbors. Each staff member at Jesse Tree who would be involved in this grant now has at least two years of experience providing case management services and financial assistance to tenants in the City of Meridian who are at risk of eviction, leveraging many different funding streams. Jesse Tree staff have decades of collective experience working with homeless and housing insecure populations, as well as persons with serious mental and physical health issues.Jesse Tree's case management team is trained and experienced in providing in-depth wrap-around support to clients throughout the eviction process, making sure they have what's needed to stay housed and become financially independent and self-sufficient moving forward. Staff are trained in mediation and work closely with landlords throughout the provision of case management, as well as basic landlord-tenant law so clients can be informed regarding basic information related to the eviction process and their rights and responsibilities so they can make informed decisions. Jesse Tree is already a well-known resource for eviction and homeless prevention in the Treasure Valley community. As mentioned,the organization is currently receiving applications from 40-50 Meridian households each month.The Phone Line is fully staffed with a well-trained team of over 20 community volunteers to ensure applications for assistance can be triaged, and that quality services can be provided on the Phone Line.The organization maintains a sophisticated Client Relationship Management(CRM) software to ensure quality data collection and accurate reporting. As mentioned above,Jesse Tree also maintains close relationships with Our Path Home to ensure people who fall into homelessness are connected to housing navigation and other housing resources for people experiencing homelessness. In collaboration with Our Path Home, CATCH, and the Boise City-Ada County Housing Authority(BCACHA),Jesse Tree is the designated lead prevention agency in the campaign to end family homelessness in Ada County by 2025.As mentioned in previous sections,the organization maintains and leads partnerships with many other community organizations to ensure tenants being served are connected to needed community resources. To better address the deeper needs of the clients Jesse Tree is serving, in recent years,Jesse Tree has added partners in the healthcare, mental health and healthcare debt fields to address client needs and provide warm referrals to needed healthcare when necessary. In April 2022,Jesse Tree hired a Community Health Worker position who helps link clients being evicted due to health related issues to necessary services. Printed By:Crystal Campbell on 911912022 30 of 34 14 Neighborly Software E. Budget and Outcomes Case Id: 30404 Name: Jesse Tree Emergency Rental Assistance-2022- Completed by grants@jessetreeidaho.org on 911512022 7:54 PM Address: *No Address Assigned E. Budget and Outcomes Please provide the following information. MERIDIAN FUNDING Provide a breakdown of the annual costs for the services. Itemized Budget EHA Funds Requested Personnel $0.00 Direct Assistance $250,000.00 Administrative Costs $0.00 Other(describe below) $0.00 $250,000.00 Provide any descriptions that would be helpful in reviewing the proposed budget. Jesse Tree is requesting $250,000 to fund rental assistance and security deposit assistance (relocation assistance) to low- income Meridian tenants in the eviction process who are at high risk of falling into homelessness. The organization plans to provide all of the requested assistance directly to tenants in the form of rental and security deposit assistance. Jesse Tree currently has other sustainable funds and grants to separately fund case management and mediator staff time and administrative costs. Case managers will provide housing counseling services, mediation services, budgeting help, connections to needed resources, and support directly in eviction court. Administrative and operational costs for the program will also be covered by private grants and donations. TIMELINE Provide a timeline of anticipated activities,expenditures, and participants served with funds on a quarterly basis. 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter Activities Emergency Rental Emergency Rental Emergency Rental Emergency Rental Assistance + Case Assistance + Case Assistance + Case Assistance + Case Management Management Management Management Expenditures $62,500 $62,500 $62,500 $62,500 Number Served 32 households/ 31 households/ 31 households/ 31 households/ 96 individuals 93 individuals 93 individuals 93 individuals Provide any descriptions that would be helpful in reviewing the proposed timeline. Jesse Tree is requesting $250,000 to go towards financial assistance for Meridian City renters at risk of eviction or needing to relocate due to eviction, in the form of rental assistance and security deposit assistance. Based on the number of Meridian residents we've helped with funding in the past and the expiration of a different temporary government grant (ESG-CV),fulfilling this funding request will allow Jesse Tree to sustain current programming. Printed By:Crystal Campbell on 911912022 31 of 34 14 Neighborly Software GOALS Describe the goals of the program,the activities that will be conducted to accomplish those goals, and the expected outcome for participants served with funds.This will determine how the success of the program will be measured. Goal Activities Expected Annual Outcome Empower low-income renters to Provide case management, Provide 375 individuals with rental retain housing during eviction mediation services, and financial assistance when they are at risk of assistance to tenants served to eviction and prevent eviction for 125 prevent eviction households in Meridian. Of all households served, eviction and housing loss will be prevented in over 90%of cases. Increase the ability of renters to Provide quality case management to 95%of households will maintain sustain housing and overcome renters at risk of eviction including housing in the long-term according housing stability barriers in the long- budgeting education, housing to Homeless Management term stability planning, and connections Information System (HMIS) data to needed resources and employment Reduce the inflow of individuals and Provide quality case management Reduce the inflow of individuals and households entering the homeless and financial assistance to households entering the homeless service system vulnerable households at risk of service system from the City of eviction and homelessness Meridian by at least 10% Printed By:Crystol Campbell on 911912022 32 of 34 ofNeighborly Software F. Required Documents Case Id: 30404 Name: Jesse Tree Emergency Rental Assistance-2022- Completed by grants@jessetreeidaho.org on 911512022 3:25 PM Address: *No Address Assigned F. Required Documents Please provide the following information. Documentation QDocumentation of nonprofit or quasi-governmental entity status *Required Jesse Tree 501(c)3 status letter.pdf 2 Client Intake Form 2022 ERA Intake Form.pdf 2 UEI and SAM Registration Print the page from the website *Required 2022 SAM Registration.pdf Printed By:Crystal Campbell on 911912022 33 of 34 14 Neighborly Software Submit Case Id: 30404 Name: Jesse Tree Emergency Rental Assistance-2022- Completed by grants@jessetreeidaho.org on 911612022 7:57 AM Address: *No Address Assigned Submit DISCLAIMER: The materials and information available as part of this application are for informational and guidance purposes only and not for the purpose of providing legal advice.You should contact your attorney to obtain advice with respect to any particular issue or concern regarding your application or the laws and regulations appertaining thereunto. Use of and access to this application,any of the informational links and material contained within,and submission of an application do not create or establish an agreement or contact between your organization or the City of Meridian. R1I have reviewed all applicable program guidelines and documentation and certify the information contained in this application is true and correct to the best of my knowledge. R1Our Agency will not discriminate against any employee or applicant for employment because of race,color,sex, age, religion, handicap or national origin and takes affirmative action to ensure employees are treated equally during their employment without regard to race, color,sexual orientation,gender identity,veteran or disability status. R1I certify that I am authorized to submit applications for funding and this document has been duly authorized by the governing board of the applicant. Authorized Signature AU,2alrn, Electronically signed by grants@jessetreeidaho.org on 911612022 7:57AM Date 09/16/2022 Printed By:Crystal Campbell on 911912022 34 of 34 NNeighborly Software E IDIAN:--- .�E►ri u AGENDA ITEM ITEM TOPIC: Approval of Task Order 10038.d to Consor North America, Inc. for the CAN ADA Lift Station & Gravity Line— Final Design project for the Not-To-Exceed amount of $837,379.00 C� fIEN DLAN HO MEMO TO CITY COUNCIL Request to Include Topic on the City Council Agenda From: Keith Watts Meeting Date: 2/28/2023 Presenter: N/A Estimated Time: N/A Topic: Approval of Task Order 10038.d to Consor North America, Inc. for the CAN ADA Lift Station & Gravity Line — Final Design project for the Not-To-Exceed amount of $837,379.00. Recommended Council Action: Approval of Task Order #10038.d and authorize the Procurement Manager to sign task order and issue and sign the corresponding purchase order#23-. Background: Mayor Robert E. Simison E I D I A N�- City Council Members Joe Borton Treg Bernt Public Works I D A H 0 Luke Cavener Brad Hoaglun Department Jessica Perreault Liz Strader TO: Mayor Robert E. Simison Members of the City Council FROM: David Briggs, P.E., P.M.P. DATE: December 8, 2022 SUBJECT: TASK ORDER#10038.g FOR THE CAN ADA LIFT STATION FINAL DESIGN WITH CONSOR FOR A NOT TO EXCEED AMOUNT OF $837,379 PURSUANT TO THE MASTER AGREEMENT APPROVED BY CITY COUNCIL OCTOBER REQUESTED COUNCIL DATE: I. RECOMMENDED ACTION A. Move to: 1. Approve Task Order 10038.g with CONSOR for the Can Ada Lift Station Final Design, for a not-to-exceed cost of$837,379. 2. Authorize the Mayor to sign the agreement II. DEPARTMENT CONTACT PERSONS David Briggs, PE, PMP, Staff Engineer II 208-489-0347 Clint Dolsby, PE, Assistant Engineer 208-489-0341 Warren Stewart, City Engineer 208-489-0350 Laurelei McVey, Director of Public Works 208-985-1259 III. DESCRIPTION A. Background The City of Meridian 2017 Collection System Master Plan (CSMP) identified the Can Ada Lift Station(LS) as a future regional lift station required to serve the full build out of the master plan study area. The LS will be located southeast of the intersection of N. Can Ada Rd. and W. McMillian Rd. The City obtained a 1.6- Page I of'3 acre site for the LS in 2022. This LS and associated infrastructure are necessary to service Growth in a four-square mile area (previously the Fields District), including the proposed Cole Valley Christen School. B. Proposed Project This project will fund the final design of the Can Ada LS located at the southeast intersection of N Can Ada Rd and McMillan Rd. It also includes 5,500 LF of 18 to 21-inch diameter gravity sewer line and 11,400 LF of dual 10 and 18-inch diameter force mains. C. Consultant Selection CONSOR was selected for this project due to their expertise in the design and analysis of lift stations and their work on projects of similar size and scope. IV. IMPACT A. Strategic Impact: This project meets our mission requirements to identify and prioritize work to anticipate,plan and provide public services and facilities that support the needs of our growing community, ensure modern, reliable facilities while maintaining financial stewardship and maintaining the ability to meet the changing permit limit requirements. B. Service/Deliver pact: Provide City sewer services to the area of Meridian. C. Fiscal Impact: Project Costs: --------------------------------------------------------------------------------------------------------------------------------------------r------------------------------------------------------------------ Fiscal Year 2022 Concept Design $181,871.00 --------------------------------------------------------------- ---------------------------------------------------------------------------------------------- Total -r-------------------------------------------------------------------+ ---------------------------------------------------------------------- +------------------------------------------------------------------------------------------------------------------------------------------ Fiscal Year 2023 Final Design $837,379.00 r-------------------------------------------------------------------= r---------------------------------------------------------------------- Total 1 $1,019,250.00 ''-----------------------------------------------------------------------'------- -Total Project Cost--''- -$1,019,250.00 Project Funding Page 2 6!f'3 ----------------------------------------------------------------------r------------------------------------------------------------------------------------------------------------------------------------------- FY 2022 $500,000.00 ---------------------------------------------------------------------------------------------------------------------------------------------- FY2023 $2,200,000.00 ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Planned FY2024 $12,600,000.00 ---------------------------------------------------------------------------------------------------------------------------------------------- Planned FY2025 $4,500,000.00 ---------------------------------------------------------------------- Total Funding $19,800,000.00 -----------------------------------------------------------------------:------------------------------------------------------------------------------------------------------- V. ALTERNATIVES No alternatives to this project at this time. V1. TIME CONSTRAINTS Council's approval will allow this project to continue and allow for this LS to be constructed which will serve future communities and the future Cole Valley Christian School. V11. LIST OF ATTACHMENTS Approved for Council Agenda: Page 3 6!f'3 TASK ORDER NO. 10038.d Pursuant to the MASTER AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN CITY OF MERIDIAN (OWNER) AND CONSOR NORTH AMERICA, INC. (ENGINEER) This Task Order is made this 21 sf day of February, 2023 and entered into by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho, hereinafter referred to as "Owner", and accepted by Consor North America, inc. hereinafter referred to as "Engineer" pursuant to the mutual promises, covenant and conditions contained in the Master Agreement (Category 2b) between the above-mentioned parties dated October 1 , 2021 . The Project Name for this Task Order is as follows: CAN ADA LIFT STATION & GRAVITY LINE - FINAL DESIGN BACKGROUND The CITY's 2017 Collection System Master Plan (CSMP) identified the Can Ada Lift Station (LS) as a future regional lift station required to serve the full build out of the master plan study area. The LS will be located southeast of the intersection of N Can Ada Rd and W McMillan Rd. The City obtained an approximately 1 .59-acre site for the LS in 2022. The site area was used for initial property negotiations and will be reduced depending on the final LS design. ENGINEER developed a concept design for the LS and associated force main and gravity piping under a separate Task Order. The concept design included: • Survey • Geotechnical Investigation • Coordination with CSMP for project design flows and recommended gravity line extents and design slope • Analysis of parallel force main options (size and alignment) • Analysis of odor control options • Preliminary lift station mechanical and civil site layout • Concept level costs • Coordination with ACHD and utilities CAN ADA LIFT STATION&GRAVITY LINE—FINAL DESIGN Page 1 of 12 PROJECT#10038.d PROJECT UNDERSTANDING Final design will be based on the recommendations of the concept design and includes: • A triplex submersible lift station with the following: O 2,275 gpm buildout design capacity O Vaughan submersible chopper pumps O Wetwell approximately 30-feet deep O Discharge piping and valving located in vaults O Above grade electrical and control panels with shade structure (type and size to be determined) O Emergency generator O Liquid and vapor phase odor control O Stormwater facilities • Gravity Line- * 5,500 lineal feet (LF) O 18- to 21-inch 0 20- to 30-foot depth • Force Main: 0 11 ,400 LF of 10- and 18-inch dual force main O Discharge at the Oaks LS, located approximately 700-feet south of the intersection of McMillan Rd and McDermott Rd. • Construction requiring dewatering throughout the construction area and full rebuild of the impacted roads along the proposed pipeline alignment. SCOPE OF WORK This Final Design SOW includes the following tasks: 1 . Project Management 2. Data Collection 3. Odor Control Alternatives Analysis 4. Final Design 5. Permitting 6. Public Involvement CAN ADA LIFT STATION&GRAVITY LINE—FINAL DESIGN Page 2 of 12 PROJECT#10038.d Task 1 —Project Management The purpose of this task is to manage the project team, schedule, and budget. This includes monthly invoicing (invoices will include progress in terms of project percent complete), budget (percent spent and budget remaining) and schedule review, updates, and general administrative tasks. This task also includes bi-weekly check-in meetings with the CITY PM. Monthly invoices will include updates on project schedule and budget. Assumptions: 1 . Assumes a notice to proceed date of January 30, 2023 and a 11-month project duration. 2. No Consor travel time will be charged. Task 1 Deliverables: 1 . Monthly project updates (submitted with invoice) that summarize each month's budget, schedule, and work accomplished. Task 2 — Data Collection ENGINEER will perform the following tasks as part of a data collection effort prior to development of design plans and specifications. Task 2.1 - Data Collection In this task, ENGINEER will review background information provided by the CITY and may develop a formal data request for any additional information required for completion of the work. It is anticipated that additional data requests will be made throughout the project, however the majority of the data required will be requested at the beginning of the project. ENGINEER will limit the number of data requests that are made to minimize the required CITY staff time. Task 2.2 — Infiltration Testing ENGINEER will work with Atlas to provide an infiltration test and recommended infiltration for the site stormwater facility. CAN ADA LIFT STATION&GRAVITY LINE—FINAL DESIGN Page 3 of 12 PROJECT#10038A Task 2 Assumptions.- ENGINEER will perform a data analysis effort that includes the following tasks: 1 . ENGINEER and the OWNER will identify and collect required data in a timely manner so as to not impact the project schedule. 2. Task Order assumes that there are no permits required for any of the proposed investigation services other than those assumed by the sub consultants. Task 2 Deliverables: 1 . Geotechnical report of findings and recommendations (electronic copy) Task 3 — Odor Control Alternatives Analysis ENGINEER will build on the odor control alternatives presented at the concept design workshop (performed under a separate task order) and develop a detailed odor control alternatives analysis. The intent of this analysis is to provide enough information for the CITY to select a preferred approach for liquid phase odor control. The alternatives analysis will include: 1 . ENGINEER will evaluate three alternatives for liquid phase odor control treatment of the Can Ada lift station: calcium nitrate injection (i.e., Bioxide); sulfur precipitation (i.e., ferric chloride); and oxidation (i.e., sodium hypochlorite). 2. ENGINEER will define evaluation criteria for each alternative including but not limited to: a. Treatment Considerations (i.e., safety hazards, dosing volumes, etc.) b. Supply Availability and Location c. Cost d. O&M Considerations e. Downstream Impacts/WWTP Impacts 3. ENGINEER will evaluate each alternative using weighted scoring for each evaluation criteria. The highest scored alternative will be recommended to the CITY. ENGINEER will present the results of the alternative analysis at a meeting with the CITY. The alternatives analysis will be summarized in the Preliminary Engineering Report (see Task 4). CAN ADA LIFT STATION&GRAVITY LINE—FINAL DESIGN Page 4 of 12 PROJECT#10038A Task 3 Assumptions 1. ENGINEER to develop design for liquid phase odor control treatment equipment including storage tank, metering pump and mechanical appurtenances, and supporting equipment. 2. Odor control equipment will be installed outdoors and will include weatherproofing. Building enclosure not included. Task 3 Deliverables 1 . Meeting notes from the alternative analysis review meeting. Task 4 — Final Design ENGINEER will develop 30% Preliminary Engineering Report (PER), 60%, 95% and 100% designs for the work based on the discussion at the Concept Design review meeting (see Task 3). ENGINEER will then develop a construction package for the improvements. Task 4.1 - 30% Design/Utility Permit Set ENGINEER will develop 30% design package based on comments from the concept design. 30% design will include the following: • General and notes sheets • Plan and Profile Sheets for roadway, gravity and force main • Dewatering plan • Civil site plan • Mechanical plans • Electrical one line diagram • P&ID • Notes and details specific to utility crossings • Opinion of probable cost for work • Preliminary Engineering Report (PER) meeting Idaho Department of Environmental Quality (IDEA) requirements. • Reassessment of design schedule The 30% package will be submitted to the CITY for review. ENGINEER will meet with the CITY and review any comments on the 30% design. ENGINEER will revise the 30% design CAN ADA LIFT STATION&GRAVITY LINE—FINAL DESIGN Page 5 of 12 PROJECT#10038A package per CITY comments, and ENGINEER will submit the revised 30% package to the reviewing agencies (see Task 5) for review. Task 4.2 - 60% Design ENGINEER will develop the 60% design package based on comments from the 30% design review. 60% design will include the following: • General and notes sheets • Plan and profile sheets for gravity and force main • Civil site plan • Mechanical plans • Electrical plans • I&C plans • Notes and Details specific to the project (standard details are not required). • Surface Water Pollution Prevention (SWPP) plan as required by Idaho Department of Environmental Quality (IDEA), ACHD and Ada County. (The plan will be reviewed by the CITY Environmental Division) • ACHD Variance Request (if required) • Traffic Control Plan (see assumptions) • Bid Schedule • Opinion of probable cost for work • Reassessment of design schedule The 60% design plans and specifications will be submitted to the CITY for review and comment by the Development Services and Environmental Divisions. ENGINEER will attend a meeting with the CITY to review the 60% design package and perform a site walk through. ENGINEER will fill out any final forms for the various permits required for the irrigation and gas crossings and shall submit the final permits, plans, details, figures to the various entities for approval. CAN ADA LIFT STATION&GRAVITY LINE—FINAL DESIGN Page 6 of 12 PROJECT#10038.d Task 4.3 - 95% Design Package ENGINEER will develop a 95% design package based on the comments on the Concept Design and 60% Design. The 95% design package will include the following final documents: • General and notes sheets • Plan and profile sheets for gravity and force main • Civil site plan • Mechanical plans • Electrical plans • I&C plans • Surface Water Pollution Prevention (SWPP)as required by the CITY, IDEA, ACHD and Ada County. • Traffic Control Plan (see assumptions). • Notes and Details specific to the project, standard details are not required • Technical Specifications • Bid Schedule with quantities • Opinion of Probable Cost The 95% plans are assumed to be "bid ready" and are only missing minor CITY, IDEA, ACHD, and Ada County comments and approvals. The 95% design plans and specifications will be submitted to the CITY for review and comment by the Development Services and Environmental Divisions. ENGINEER may attend a meeting with the CITY to review comments from the 95% design package, if needed. Task 4.4 — Permit Package ENGINEER will finalize the permit package based on the comments on the 95% plans from the CITY. The permit package will be stamped and include the following documents: • General and notes sheets • Plan and Profile Sheets for gravity and force main • Civil site plan • Mechanical plans • Electrical plans CAN ADA LIFT STATION&GRAVITY LINE—FINAL DESIGN Page 7 of 12 PROJECT#10038.d • I&C plans • Surface Water Pollution Prevention (SWPP) as required by CITY, IDEA and ACHD. • Traffic Control Plan as required by ACHD • Notes and Details specific to the project, standard details are not required • Technical Specification Package • Bid Schedule • Opinion of Probable Cost The permit package will be submitted to ACHD and DEQ for final review (see Task 5). ENGINEER will compile and deliver the final approved set and inclusion in the bid package. Task 4.5 — 100% Package ENGINEER will finalize the 100% package based on comments from DEQ and ACHD on the permit plans. The 100% package will be stamped and include the following FINAL documents: • General and notes sheets • Plan and Profile Sheets for gravity and force main • Civil site plan • Mechanical plans • Electrical plans • I&C plans • Surface Water Pollution Prevention (SWPP) as required by CITY, IDEA and ACHD. • Traffic Control Plan as required by ACHD • Notes and Details specific to the project, standard details are not required • Technical Specification Package • Bid Schedule • Opinion of Probable Cost The 100% package will be submitted to the CITY and ACHD for final approval. ENGINEER will compile and deliver the final approved set and inclusion in the bid package. Task 4 Assumptions: 1 . ENGINEER will develop separate bid packages (two total) for the lift station and the pipelines. CAN ADA LIFT STATION&GRAVITY LINE—FINAL DESIGN Page 8 of 12 PROJECT#10038.d 2. Final design will be done in parallel with the agency reviews of the 30% design package. 3. Schedule assumes that sizing of major equipment (e.g., pumps, odor control, generator) and related electrical and instrumentation/control design will be done ahead of the overall project schedule. The goal will be to complete the 95% design for these elements in the early Spring of 2023. This is required to meet current workload for DC, Consor's electrical and I&C sub-consultant. 4. The entire project will be designed with plan and profiles for traditional open trench construction with the exception of the canal and gas crossings. Trenchless methods may be required for these crossings. 5. Variance requests for "out of corridor work" will be submitted to ACHD and any other utilities affected. Approval letters from those utilities will be submitted to the CITY prior to commencing the 100% design plans. 6. Full street pavement replacement will be required by ACHD, and all pavement restoration design will be included on the water plan and profile sheets. 7. Traffic control plan will be a guideline used for Contractor to have a basis of bid. The Contractor will be responsible for developing a detailed traffic control plan for ACHD review and approval. 8. Gas and irrigation crossing permits are covered under Task 5. 9. Odor control will not be required at Oaks LS. 10.Buildings for lift station facilities were not requested by the CITY in the concept design and are not included in this SOW. The SOW does include a shade structure for the electrical and control panels. 11 .ENGINEER will prepare the Technical Specifications to The Idaho Standards for Public Works Construction (ISPWC). CITY supplements and Addenda will be used as the basis of the Technical Specifications and they will be in the ISPWC formatting. ISPWC specifications will be referenced and not reproduced in the specification package. Supplemental technical specifications will be developed as required. (Specifications will state specifically what points shall be staked with a reference that the contractor will pay for additional staking or re-staking) 12.Plans will be full size and reduced to provide half size (11-inch x 17 inch). 13.Stormwater design associated with pavement replacement along Can Ada, McMillian and McDermott are excluded from this scope of work. Task 4 Deliverables: 1 . 30% in PDF format (to be placed on the CITY FTP site) design package (plans and PER). 2. 60% in PDF format (to be placed on the CITY FTP site) design package (plans and technical specifications). CAN ADA LIFT STATION&GRAVITY LINE—FINAL DESIGN Page 9 of 12 PROJECT#10038.d 3. PDF of the 95% design package (plans and technical specifications). 4. PDF and hard copies (up to 3 for each agency) for agency submittal. 5. One reproducible copy of the FINAL 100% design package in PDF format to be placed on the CITY FTP site. 6. One full size and one half size bound hard copies of the 100% plans. Task 5 — Permitting This task is for permitting and coordination with IDEQ, Ada County, Pioneer Irrigation District (PID), and William-Northwest Pipeline gas company (Williams-Northwest). ENGINEER will develop plans, details, and figures and complete applications for the following permits (if required) for this project: • IDEQ Design Review (PER and Permit plans) • Ada County Conditional Use Permit for Can Ada • Encroachment Permit for Phyllis Canal crossing • Williams Northwest Encroachment/Foreign Line Crossing Permit Form for gas main crossing. Task 5 Assumptions: 1 . The CITY will pay all permit and other reimbursement agreement fees. 2. The 30% plan will be submitted as the permit set to ACHD, PID, and Williams- Northwest. Task 5 Deliverables: 1 . Meeting notes from coordination meetings. 2. Hard copies of permit submittals to IDEQ and PID. 3. Electronic copies of permit submittals. Task 6 — Public Involvement ENGINEER will assist the CITY with Public Involvement for the project. It is anticipated that the CITY will distribute informational flyers, post information to the CITY website, and host an open house to inform citizens about the project. CAN ADA LIFT STATION&GRAVITY LINE—FINAL DESIGN Page 10 of 12 PROJECT#10038A ENGINEER will develop a draft informational flyer and figures for the website for CITY review and approval. ENGINEER will develop final documents based on CITY review comments. The public involvement described in this task may be coordinated with the County CUP review process (see Task 5). Task 6 Assumptions: 1 . ENGINEER will attend the public involvement meeting. CITY will coordinate and reserve a location for the meeting. 2. SOW includes developing figures illustrating lift station site design and building concepts and pipeline alignment based on the concept and preliminary design. Task 6 Deliverables: 1 . Electronic versions (PDF) of draft and final informational flyer for CITY review and approval. 2. Up to 3 poster boards for display at the open house TIME OF COMPLETION and COMPENSATION SCHEDULE COMPENSATION AND COMPLETION SCHEDULE Task Description Due Date Compensation 1 Project Management • Ongoing Throughout Project $79,443 2 Data Collection ■ 3/24/23 $16,154 3 Odor Control Alternatives ■ 3/24/23 $17,390 4 Final Design $669,107 30% Design Development 3/24/23 30% Design Review Meeting 4/7/23 Submit 30%for Agency Review 4/14/23 60% Design Development 5/26/23 60% Design Review Meeting 6/9/23 I I 95% Design Development 8/18/23 95% Design Review Meeting 9/1/23 Permit Package Development 10/23/23 100% Design Development 12/22/23 5 Permitting 38,639 IDEQ Review(PER) 6/9/23 Ada County CUP Review 9/9/23 PID Encroachment Review 5/12/23 Wilson Gas Encroachment Review 5/12/23 IDEQ Review(Permit Set) 12/15/23 CAN ADA LIFT STATION&GRAVITY LINE—FINAL DESIGN Page 11 of 12 PROJECT#10038.d ACHD Review 11/10/23 6 Public Involvement TBD 1 $16,646 TASK ORDER TOTAL: $837,379.00 The Not-To-Exceed amount to complete all services listed above for this Task Order is Eight Hundred, Thirty-Seven Thousand, Three Hundred and Seventy-Nine dollars and 00/100 ($837,379.00). No compensation will be paid over the Not-to-Exceed amount without prior written approval by the Owner in the form of a Change Order. No travel or expenses will be reimbursed through this agreement. All costs must be incorporated in the individual tasks within the Compensation and Completion Schedule above. CITY OF MERIDIAN CONSOR NORTH AMERICA, INC. Dennis M Gallrlato Dennis M Galinato BY: BY: 2023.02.10 10:36:40-07'00' KEITH WATTS, Purchasing Manager DENNIS GALINATO, P.E., Principal Engineer Dated: 2-28-2023 Dated: 2/10/13 Approve by Council: 2-28-2023 City Project Manager: David Briggs CAN ADA LIFT STATION&GRAVITY LINE—FINAL DESIGN Page 12 of 12 PROJECT#10038A CONTRACT CHECKLIST I. PROJECT INFORMATION Date: 12.7.22 REQUESTING DEPARTMENT Public Works Project Name: Can Ada Lift Station Final Design Project Manager: David Briggs Contract Amount: $837,379 Contractor/Consultant/Design Engineer: CONSOR Is this a change order? Yes ❑ No ❑ Change Order No. II. BUDGET INFORMATION (Project Manager to Complete) III. Contract Type Fund: 60 Budget Available(Purchasing attach report): Department 3590 Yes ❑� No ❑ Construction ❑ GL Account 96144 FY Budget: 23 Task Order 0 Project Number: 10038.g Enhancement: Yes ❑� No ❑ Professional Service ❑ Equipment ❑ Will the project cross fiscal years? Yes❑� No ❑ Grant ❑ IV. GRANT INFORMATION-to be completed only on Grant funded projects Grant#: Wage Determination Received Wage Verification 10 Days prior to bid due date Debarment Status(Federal Funded) N/A N/A N/A N/A Print and Attach the determination Print,attach and amend bid by addendum(if changed) www.sam.gov Print and attach V. BASIS OF AWARD BID RFP/RFQ TASK ORDER Award based on Low Bid Highest Ranked Vendor Selected Master Agreement Category 2B (Bid Results Attached) Yes ❑ No ❑ (Ratings Attached) Yes ❑� No Date MSA Roster Approved: Typical Award Yes 0 No ❑ If no please state circumstances and conclusion: Date Award Posted: N/A 7 day protest period ends: N/A VI. CONTRACTOR/CONSULTANT REQUIRED INFORMATION PW License N/A Expiration Date: N/A Corporation Status Active Good Stanading Insurance Certificates Received(Date): N/A Expiration Date: Rating: Payment and Performance Bonds Received(Date): N/A Rating: N/A Builders Risk Ins.Req'd: Yes ❑ No 0 If yes,has policy been purchased? N/A (Only applicabale for projects above$1,000,000) VII. TASK ORDER SELECTION (Project Manager to Complete) Reason Consultant Selected 0 1 Performance on past projects Check all that apply L Quality of work ❑� On Budget ❑� On Time ❑� Accuracy of Construction Est 2 Qualified Personnel LJ 3 Availability of personnel 0 4 Local of personnel Description of negotiation process and fee evaluation: CONSOR completed a concept design task order on time,within budget,and has qualified personnel with significant experience in the design of the subject matter(lift stations). Clint Dolsby 12/8/2022 Enter Supervisor Name Date Approve Vill. AWARD INFORMATION Date Submitted to Clerk for Agenda: February 16,2023 Approval Date February 28,2023 By: Council Purchase Order No.: 23-0226 Date Issued: February 28,2023 WH5 submitted N/A (Only for PW Construction Projects) NTP Date: 2/28/2023 Contract Request Checklist.5.24.2016.Final fE IDIANty Purchase Order 2/28/2023 23-0226 Attention: David Briggs CITY OF MERIDIAN Billing Attn: Finance Ave 33 EAST BROADWAY AVE. Meridian, IDa Address: 83642 MERIDIAN,ID 83642 (208) 888-4433 Shipping 33 E Broadway Ave. Vendor Address: Address: Ste. 200 Meridian, ID 83642 CONSOR NORTH AMERICA, INC 888 SW 5TH AVENUE SUITE 1170 Shipping Method: Contractor PORTLAND, OR 97204 pp g FOB: Destination Pre-Paid Description Unit I Quantity Unit Price Total 23-0226 TO 10038.d Can Ada Lift Station Final Design Dollar 837379.00 1.00 837,379.00 Purchase Order Total: $837,379.00 Purchasing Manager: = �� Special Instructions Task Order 10038.d approved by Council 2/28/2023 Not-To-Exceed $837,379.00 60-3590-96144-10038.d E IDIAN:--- .�E►ri u AGENDA ITEM ITEM TOPIC: Award of RFP and Approval of Agreement for the Design-Build Services for Conduit & Fiber Installation for the Fire Safety Center project to Fatbeam, LLC for the Not-To-Exceed amount of $60,720.00 C� fIEN DLAN HO MEMO TO CITY COUNCIL Request to Include Topic on the City Council Agenda From: Keith Watts, Procurement Meeting Date: February 28, 2023 Presenter: None - Consent Estimated Time: N/A Topic: Award of RFP and Approval of Agreement for the Design-Build Services for Conduit &Fiber Installation for the Fire Safety Center project to Fatbeam, LLC for the Not-To- Exceed amount of$60,720.00 Recommended Council Action: Approve agreement&authorize the Procurement Manager to issue the related Purchase Order. Background: We received 2 proposals. DocuSign Envelope ID:8E8293C6-E381-4FF0-8460-F320B076FC12 ,-. AIA Document A14f - 2014 Standard Form of Agreement Between Owner and Design-Builder AGREEMENT made as of the day of in the year 2023 (In words, indicate day, month and year.) BETWEEN the Owner: ADDITIONS AND DELETIONS: (Name, legal status, address and other information) The author of this document has added information needed for its City of Meridian an Idaho municipal corporation completion The author may also have revised the text of the original 33 E. Broadway Ave. AIA standard form.An Additions and Meridian,Idaho 83642 Deletions Report that notes added information as well as revisions to the standard form text is available from and the Design-Builder: the author and should be reviewed.A (Name, legal status, address and other information) vertical line in the left margin of this document indicates where the author Fatbeam LLC has added necessary information 2065 W. Riverstone Dr.,Suite 202 and where the author has added to or Coeur d'Alene, Idaho 83814 deleted from the original AIA text- This document has important legal for the following Project: consequences.Consultation with an attorney is encouraged with respect (Name, location and detailed description) to its completion or modification. Design-Build Services for Consultation with an attorney is also Conduit&Fiber Installation for encouraged with respect to Fire Safety Center professional licensing requirements in the jurisdiction where the Project is The Owner and Design-Builder agree as follows. located. Init. AIA Documetlt A141' -2014.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The'Amencan Institute or Architects.""AIA the AIA Logo,and WA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 18:02:26 ET on 01/25/2023 under Order N0.2114402301 which expires on 0112412024,is not for resale,is licensed for one-time use only,and may only be used in I accordance with the AIA Contract Documents" Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (1379031125) DocuSign Envelope ID:BE8293CB-E3B1-4FF0-8460-F320B076EC12 TABLE OF ARTICLES 1 GENERAL PROVISIONS 2 COMPENSATION AND PROGRESS PAYMENTS 3 GENERAL REQUIREMENTS OF THE WORK OF THE DESIGN-BUILD CONTRACT 4 WORK PRIOR TO EXECUTION OF THE DESIGN-BUILD AMENDMENT 5 WORK FOLLOWING EXECUTION OF THE DESIGN-BUILD AMENDMENT 6 CHANGES IN THE WORK 7 OWNER'S RESPONSIBILITIES 8 TIME 9 PAYMENT APPLICATIONS AND PROJECT COMPLETION 10 PROTECTION OF PERSONS AND PROPERTY 11 UNCOVERING AND CORRECTION OF WORK 12 COPYRIGHTS AND LICENSES 13 TERMINATION OR SUSPENSION 14 CLAIMS AND DISPUTE RESOLUTION 15 MISCELLANEOUS PROVISIONS 16 SCOPE OF THE AGREEMENT TABLE OF EXHIBITS A DESIGN-BUILD AMENDMENT B INSURANCE AND BONDS C SUSTAINABLE PROJECTS D OWNER REQUEST FOR PROPOSALS E DESIGN-BUILDER PROPOSAL ARTICLE 1 GENERAL PROVISIONS § 1.1 Owner's Criteria This Agreement is based on the Owner's Criteria set forth in this Section 1_1. (Note the disposition for the following items by inserting the requested information or a statement such as "not applicable"or "unknown at time of execution."If the Owner intends to provide a set of design documents, and the requested information is contained in the design documents, identify the design documents and insert "see Owner's design documents"where appropriate.) § 1.1.1 The Owner's program for the Project:As set forth in Exhibit D,Owner Request for Proposals,and Exhibit E, Design-Builder Proposal. Init. AIA Document A141'-2 o i 4.Copyright 02004 and 2014 by The American Institute of Architects.All rights reserved.The"American Institute of Architects.--AfA.- the AIA Logo,and'AIA Contract Documents,are registered trademarks and may not be used without permission This document was produced by AIA software at 18:02:26 ET on 01/25/2023 under Order No.2114402301 which expires on 01124/2024,is not for resale,is licensed for one-time use only,and may only be used in t accordance with the AIA Contract Documents®Terms of Service_To report copyright violations,a-mail r o ri h User Notes: py 9 tgaia.org. (1379031125) DocuSign Envelope ID:8E8293C8-E361-4FFO-8460-F320B076EC12 (Set forth the program, identify documentation in which the program is set forth, or state the manner in which the program will be developed.) § 1.1.2 The Owner's design requirements for the Project and related documentation:As set forth in Exhibit D,Owner Request for Proposals,and Exhibit E,Design-Builder Proposal. (Identify below, or in an attached exhibit, the documentation that contains the Owner's design requirements, including any performance specifications for the Project.) § 1.1.3 The Project's physical characteristics:As set forth in Exhibit D,Owner Request for Proposals,and Exhibit E, Design-Builder Proposal. (Identify or describe, if appropriate,size, location, dimensions, or other pertinent information, such as geotechnical reports;site, boundary and topographic surveys; traffic and utility studies;availability ofpublic and private utilities and services;legal description of the site;etc.) § 1.1.4 The Owner's anticipated Sustainable Objective for the Project,if any:Not applicable. (Identify the Owner's Sustainable Objective for the Project such as Sustainability Certification, benefit to the environment, enhancement to the health and well-being of building occupants, or improvement of energy efficiency. If the Owner identifies a Sustainable Objective, incorporate AIA Document A141 T'L20I4, Exhibit C,Sustainable Projects, into this Agreement to define the terms, conditions and Work related to the Owner's Sustainable Objective.) § 1.1.5 Incentive programs the Owner intends to pursue for the Project,including those related to the Sustainable Objective,and any deadlines for receiving the incentives that are dependent on,or related to,the Design-Builder's services,are as follows:Not applicable. (Identify incentive programs the Owner intends to pursue for the Project and deadlines for submitting or applying for the incentive programs.) § 1.1.6 The Owner's budget for the Work to be provided by the Design-Builder is set forth below: Sixty thousand seven hundred twenty dollars($60,720.00),as set forth in Exhibit E,Design-Builder Proposal. (Provide total for Owner's budget, and if known, a line item breakdown of costs.) § 1.1.7 The Owner's design and construction milestone dates: - .1 Design phase milestone dates: As set forth in Exhibit E,Design-Builder Proposal,except that all Start and Due dates set forth in Exhibit E shall be adjusted as follows:(1)calculate the number of calendar days that have elapsed from December 14,2022,to the date that this Agreement is executed by the Owner("Number of Calendar Days");then(2)add the Number of Calendar Days to the Start and Due dates set forth in Exhibit E, Design-Builder Proposal. .2 Submission of Design-Builder Proposal: As set forth in Exhibit E,Design-Builder Proposal,except that all Start and Due dates set forth in Exhibit E shall be adjusted as follows:(1)calculate the number of calendar days that have elapsed from December 14,2022,to the date that this Agreement is executed by the Owner("Number of Calendar Init. AIA document A141- -2014.Copyright m 2004 and 2014 by The American Institute of Architects.All rights reserved.The"American Institute of Architects,'"AIA,- the AlA Logo,and"AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 3 18:02:26 ET on 0112512023 under Order No.2114402301 which expires on 01/24/2024,is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA Contract Documentsm Terms of Service.To report copyright violations,e-mail oopynght(gaia.org. User Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E3B1-4FF0-8460-F320B076EC12 Days");then(2)add the Number of Calendar Days to the Start and Due dates set forth in Exhibit E, Design-Builder Proposal. .3 Phased completion dates: As set forth in Exhibit E, Design-Builder Proposal,except that all Start and Due dates set forth in Exhibit E shall be adjusted as follows:(1)calculate the number of calendar days that have elapsed from December 14,2022,to the date that this Agreement is executed by the Owner("Number of Calendar Days");then(2)add the Number of Calendar Days to the Start and Due dates set forth in Exhibit E, Design-Builder Proposal. .4 Substantial Completion date: As set forth in Exhibit E,Design-Builder Proposal,except that all Start and Due dates set forth in Exhibit E shall be adjusted as follows:(1)calculate the number of calendar days that have elapsed from December 14,2022,to the date that this Agreement is executed by the Owner("Number of Calendar Days");then(2)add the Number of Calendar Days to the Start and Due dates set forth in Exhibit E, Design-Builder Proposal. .5 Other milestone dates: As set forth in Exhibit E,Design-Builder Proposal,except that all Start and Due dates set forth in Exhibit E shall be adjusted as follows:(1)calculate the number of calendar days that have elapsed from December 14,2022,to the date that this Agreement is executed by the Owner("Number of Calendar Days");then(2)add the Number of Calendar Days to the Start and Due dates set forth in Exhibit E, Design-Builder Proposal. § 1.1.8 The Owner requires the Design-Builder to retain the following Architect,Consultants and Contractors at the Design-Builder's cost: (List name, legal status, address and other information.) .1 Architect Not applicable. .2 Consultants Not applicable. .3 Contractors Not applicable. § 1.1.9 Additional Owner's Criteria upon which the Agreement is based:As set forth in Exhibit D,Owner Request for l Proposals,and Exhibit E,Design-Builder Proposal. (Identify special characteristics or needs of the Project not identified elsewhere, such as historic preservation requirements.) § 1.1.10 The Design-Builder shall confirm that the information included in the Owner's Criteria complies with applicable laws,statutes,ordinances,codes,rules and regulations,or lawful orders of public authorities. § 1.1.10.1 If the Owner's Criteria conflicts with applicable laws,statutes,ordinances,codes,rules and regulations,or lawful orders of public authorities,the Design-Builder shall notify the Owner of the conflict. Init. AIA Document A141' -2014.Copyright 02004 and 2014 by The American Institute of Architects.All rights reserved.The"American lnstAute of Architects''AIA.' the AIA Logo,and"AIA Contract Documents'are registered trademarks and may not be used without permission.This document was produced by AIA software at 4 16:02.26 ET on 01/25/2023 under Order No.2114402301 which expires on 0 1 124/2 024,is not for resale,is licensed for one-time use only,and may only be used in t accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E3B14FF0-8460-F320B07BEC12 § 1.1.11 If there is a change in the Owner's Criteria,the Owner and the Design-Builder shall execute a Modification in accordance with Article 6. § 1.1.12 If the Owner and Design-Builder intend to transmit Instruments of Service or any other information or documentation in digital form,they shall endeavor to establish necessary protocols governing such transmissions. Unless otherwise agreed,the parties will use AIA Document E203T"'-2013 to establish the protocols for the development,use,transmission,and exchange of digital data and building information modeling. § 1.2 Project Team § 1.2.1 The Owner identifies the following representative in accordance with Section 7.1.1: (List name, address and other information.) Dave Tiede Chief Information Officer City of Meridian 33 E.Broadway Ave. Meridian,Idaho 83642 § 1.2.2 The persons or entities,in addition to the Owner's representative,who are required to review the Design-Builder's Submittals are as follows: (List name, address and other information) As determined by Owner's representative. § 1.2.3 The Owner will retain the following consultants and separate contractors: (List discipline, scope of work, and, if known, identify by name and address) Not applicable. § 1.2.4 The Design-Builder identifies the following representative in accordance with Section 3.1.2: (List name, address and other information.) Christopher Davis Project Manager Fatbeam,LLC 2065 W.Riverstone Dr.,Suite 202 Coeur d'Alene,Idaho 83814 § 1.2.5 Neither the Owner's nor the Design-Builder's representative shall be changed without ten days'written notice to the other party. § 1.3 Binding Dispute Resolution For any Claim subject to,but not resolved by,mediation pursuant to Section 14.3,the method of binding dispute resolution shall be the following: (Check the appropriate box. If the Owner and Design-Builder do not select a method of binding dispute resolution below, or do not subsequently agree in writing to a binding dispute resolution other than litigation, Claims will be resolved by litigation in a court of competent jurisdiction.) [ ] Arbitration pursuant to Section 14.4 Not applicable. [ X ] Litigation in a court of competent jurisdiction [ ] Other: (Specify)Not applicable. Init. AIA Document A141- -2014.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved,The"American Institute of Architects,""AIA," the AlA Logo,and"AIA Contract documents-are registered trademarks and may not be used without permission This document was produced by AIA software at 5 18:02:26 ET on 0 112 5/2 0 2 3 under Order No.2114402301 which expires on 0112412024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Decuments�Terms of Service-To report copyright violations,e-mail copyright@aia.org. User Notes: (1379031125) DocuSlgn Envelope ID:SE8293C8-E381-4FF0-8460-F32OB076EC12 § 1.4 Definitions § 1.4.1 Design-Build Documents.The Design-Build Documents consist of this Agreement between Owner and Design-Builder and its attached Exhibits(hereinafter,the"Agreement"),other documents listed in this Agreement; and Modifications issued after execution of this Agreement. A Modification is(1)a written amendment to the Contract signed by both parties,including the Design-Build Amendment,(2)a Change Order,or(3)a Change Directive. § 1.4.2 The Contract.The Design-Build Documents form the Contract. The Contract represents the entire and integrated agreement between the parties and supersedes prior negotiations,representations or agreements,either written or oral.The Contract may be amended or modified only by a Modification.The Design-Build Documents shall not be construed to create a contractual relationship of any kind between any persons or entities other than the Owner and the Design-Builder. § 1.4.3 The Work.The term"Work"means the design,construction and related services required to fulfill the Design-Builder's obligations under the Design-Build Documents,whether completed or partially completed,and includes all labor,materials,equipment and services provided or to be provided by the Design-Builder.The Work may constitute the whole or a part of the Project. § 1.4.4 The Project,The Project is the total design and construction of which the Work performed under the Design-Build Documents may be the whole or a part,and may include design and construction by the Owner and by separate contractors. § 1.4.5 Instruments of Service. Instruments of Service are representations,in any medium of expression now known or later developed,of the tangible and intangible creative work performed by the Design-Builder,Contractor(s), Architect,and Consultant(s)under their respective agreements. Instruments of Service may include,without limitation,studies,surveys,models,sketches,drawings,specifications,digital models and other similar materials. § 1.4.6 Submittal.A Submittal is any submission to the Owner for review and approval demonstrating how the Design-Builder proposes to conform to the Design-Build Documents for those portions of the Work for which the Design-Build Documents require Submittals.Submittals include,but are not limited to,shop drawings,product data, and samples. Submittals are not Design-Build Documents unless incorporated into a Modification. § 1.4.7 Owner.The Owner is the person or entity identified as such in the Agreement and is referred to throughout the Design-Build Documents as if singular in number.The term"Owner"means the Owner or the Owner's authorized representative. § 1.4,8 Design-Builder.The Design-Builder is the person or entity identified as such in the Agreement and is referred to throughout the Design-Build Documents as if singular in number. The term"Design-Builder" means the Design-Builder or the Design-Builder's authorized representative. § 1.4.9 Consultant.A Consultant is a person or entity providing professional services for the Design-Builder for all or a portion of the Work,and is referred to throughout the Design-Build Documents as if singular in number.To the extent required by the relevant jurisdiction,the Consultant shall be lawfully licensed to provide the required professional services. § 1.4.14 Architect.The Architect is a person or entity providing design services for the Design-Builder for all or a portion of the Work,and is lawfully licensed to practice architecture in the applicable jurisdiction.The Architect is referred to throughout the Design-Build Documents as if singular in number. § 1,4.11 Contractor.A Contractor is a person or entity performing all or a portion of the construction,required in connection with the Work,for the Design-Builder. The Contractor shall be lawfully licensed,if required in the jurisdiction where the Project is located.The Contractor is referred to throughout the Design-Build Documents as if singular in number and means a Contractor or an authorized representative of the Contractor. § 1.4.12 Confidential Information,Confidential Information is information containing confidential or business proprietary information that is clearly marked as"confidential." Init. AIA Document A141' -2014.Copynght®2004 A and 2014 by The American institute of Architects.Ai rights reserved The"American Institute of Architects.'"AIA,- the AIA Logo and"AIA Contract Documents'are registered trademarks and may not be used without permrssron This documentwas produced by AIA software at 6 18:02:26 ET on 01/26/2023 under Order No.2114402301 which expires on 01/2412024,is not for resale,is licensed for one-time use only,and may only be used in l accordance with the AIA Contract Documents"Terms of Service-To report Copyright violations,e-mail copyright@aia,org. User Notes: 41379031125) DocuSign Envelope ID:8E8293C8-E3B1-4FF0-8460-F320B076EC12 § 1.4.13 Contract Time. Unless otherwise provided,Contract Time is the period of time,including authorized adjustments,as set forth in the Design-Build Amendment for Substantial Completion of the Work. § 1.4.14 Day.The term"day"as used in the Design-Build Documents shall mean calendar day unless otherwise specifically defined. § 1.4.15 Contract Sum.The Contract Sum is the amount to be paid to the Design-Builder for performance of the Work after execution of the Design-Build Amendment,as identified in Article A.1 of the Design-Build Amendment. ARTICLE 2 COMPENSATION AND PROGRESS PAYMENTS § 2.1 Compensation for Work Performed Prior To Execution of Design-Build Amendment § 2.1.1 Unless otherwise agreed,payments for Work performed prior to Execution of the Design-Build Amendment shall be made monthly.For the Design-Builder's performance of Work prior to the execution of the Design-Build Amendment,the Owner shall compensate the Design-Builder as follows:Not applicable(included in Guaranteed Maximum Price as set forth in Exhibit A). (Insert amount of, or basis for, compensation, including compensation for any Sustafnability Services, or indicate the exhibit in which the information is provided. If there will be a limit on the total amount of compensation for Work performed prior to the execution of the Design-Build Amendment, state the amount of the limit.) § 2.1.2 The hourly billing rates for services of the Design-Builder and the Design-Builder's Architect,Consultants and Contractors,if any,are set forth below. (If applicable, attach an exhibit of hourly billing rates or insert them below.) Not applicable. Individual or Position Rate § 2.1.3 Compensation for Reimbursable Expenses Prior To Execution of Design-Build Amendment Not applicable. § 2.1.3.1 Reimbursable Expenses are in addition to compensation set forth in Section 2.1.1 and 2.1.2 and include expenses,directly related to the Project,incurred by the Design-Builder and the Design-Builder's Architect, Consultants,and Contractors,as follows: .1 Transportation and authorized out-of-town travel and subsistence; .2 Dedicated data and communication services,teleconferences,Project web sites,and extranets; .3 Fees paid for securing approval of authorities having jurisdiction over the Project, .4 Printing,reproductions,plots,standard form documents; .5 Postage,handling and delivery; .6 Expense of overtime work requiring higher than regular rates,if authorized in advance by the Owner; .7 Renderings,physical models,mock-ups,professional photography,and presentation materials requested by the Owner; .8 All taxes levied on professional services and on reimbursable expenses;and .9 Other project-related expenditures,if authorized in advance by the Owner. Section 2.1.3.1,in its entirety,not applicable. § 2.1.3.2 For Reimbursable Expenses,the compensation shall be the expenses the Design-Builder and the Design-Builder's Architect,Consultants and Contractors incurred,plus an administrative fee of percent( %)of the expenses incurred.Not applicable. § 2.1.4 Payments to the Design-Builder Prior To Execution of Design-Build Amendment § 2.1.4.1 Payments are due and payable upon presentation of the Design-Builder's invoice.Amounts unpaid ( ) days after the invoice date shall bear interest at the rate entered below,or in the absence thereof at the legal rate prevailing from time to time at the principal place of business of the Design-Builder.Not applicable. (Insert rate of monthly or annual interest agreed upon.) Init. AIA Document A141- -2014.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved,The'Amenaan Institute of Architects,'"AIA." the AIA Logo,and"AIA Contract Documents"are registered trademarks and may not be used without permission This documentwas produced by AIA so 7 ftware at 16:02:26 ET on 01/25/2023 under Order No.2114402301 which expires on 01124/2024,is not for resale,is licensed for one-time use only,and may only to used in 1 accordance with the AIA Contract Documents'Terms of Service To report copyright violations,e-mail copyright@aia org User Notes: (1379031125) DocuSign Fnvelope ID:8E8293C8-E3Bt-4FF0-8460-F320B076EC12 § 2.1.4.2 Records of Reimbursable Expenses and services performed on the basis of hourly rates shall be available to the Owner at mutually convenient times for a period of two years following execution of the Design-Build Amendment or termination of this Agreement,whichever occurs first.Not applicable. § 2.2 Contract Sum and Payment for Work Performed After Execution of Design-Build Amendment For the Design-Builder's performance of the Work after execution of the Design-Build Amendment,the Owner shall pay to the Design-Builder the Contract Sum in current funds as agreed in the Design-Build Amendment. ARTICLE 3 GENERAL REQUIREMENTS OF THE WORK OF THE DESIGN-BUILD CONTRACT § 3.1 General § 3.1.1 The Design-Builder shall comply with any applicable licensing requirements in the jurisdiction where the Project is located. § 3.1.2 The Design-Builder shall designate in writing a representative who is authorized to act on the Design-Builder's behalf with respect to the Project. § 3.1.3 The Design-Builder shall perform the Work in accordance with the Design-Build Documents.The Design-Builder shall not be relieved of the obligation to perform the Work in accordance with the Design-Build Documents by the activities,tests,inspections or approvals of the Owner. § 3.1.3.1 The Design-Builder shall perform the Work in compliance with applicable laws,statutes,ordinances,codes, rules and regulations,or lawful orders of public authorities. If the Design-Builder performs Work contrary to applicable laws,statutes,ordinances,codes,rules and regulations,and lawful orders of public authorities,the Design-Builder shall assume responsibility for such Work and shall bear the costs attributable to correction. § 3.1.3.2 Neither the Design-Builder nor any Contractor,Consultant,or Architect shall be obligated to perform any act which they believe will violate any applicable laws,statutes,ordinances,codes,rules and regulations,or lawful orders of public authorities.If the Design-Builder determines that implementation of any instruction received from the Owner,including those in the Owner's Criteria,would cause a violation of any applicable laws,statutes,ordinances, codes,rules and regulations,or lawful orders of public authorities,the Design-Builder shall notify the Owner in writing.Upon verification by the Owner that a change to the Owner's Criteria is required to remedy the violation,the Owner and the Design-Builder shall execute a Modification in accordance with Article 6. § 3.1.4 The Design-Builder shall be responsible to the Owner for acts and omissions of the Design-Builder's employees,Architect,Consultants,Contractors,and their agents and employees,and other persons or entities performing portions of the Work. § 3.1.5 General Consultation.The Design-Builder shall schedule and conduct periodic meetings with the Owner to review matters such as procedures,progress,coordination,and scheduling of the Work. § 3.1.6 When applicable law requires that services be performed by licensed professionals,the Design-Builder shall provide those services through qualified,licensed professionals.The Owner understands and agrees that the services of the Design-Builder's Architect and the Design-Builder's other Consultants are performed in the sole interest of,and for the exclusive benefit of,the Design-Builder. § 3.1.7 The Design-Builder,with the assistance of the Owner,shall prepare and file documents required to obtain necessary approvals of governmental authorities having jurisdiction over the Project. § 3.1.8 Progress Reports § 3.1.8.1 The Design-Builder shall keep the Owner informed of the progress and quality of the Work. On a monthly basis,or otherwise as agreed to by the Owner and Design-Builder,the Design-Builder shall submit written progress reports to the Owner,showing estimated percentages of completion and other information identified below: .1 Work completed for the period; .2 Project schedule status; .3 Submittal schedule and status report,including a summary of outstanding Submittals; Init. AIA Document A141- -2014.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The"American Institute of Architects,""AIA," the AIA Logo,and'AIA Contract Documents'are registered trademarks and may not be used without permission This documentwas produced by AIA software at 8 18:02:26 ET on 0112512023 under Order No.2114402301 which expires on 01124/2024,is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E3B1-4FF0-8460-F320B076EC12 .4 Responses to requests for information to be provided by the Owner; .5 Approved Change Orders and Change Directives; .6 Pending Change Order and Change Directive status reports; .7 Tests and inspection reports; ,8 Status report of Work rejected by the Owner; .9 Status of Claims previously submitted in accordance with Article 14; .10 Cumulative total of the Cost of the Work to date including the Design-Builder's compensation and Reimbursable Expenses,if any; .11 Current Project cash-flow and forecast reports;and .12 Additional information as agreed to by the Owner and Design-Builder. § 3.1.8.2 In addition,where the Contract Sum is the Cost of the Work with or without a Guaranteed Maximum Price, the Design-Builder shall include the following additional information in its progress reports: .1 Design-Builder's work force report; .2 Equipment utilization report;and .3 Cost summary,comparing actual costs to updated cost estimates. § 3.1.9 Design-Builder's Schedules § 3.1.9.1 The Design-Builder,promptly after execution of this Agreement,shall prepare and submit for the Owner's information a schedule for the Work.The schedule,including the time required for design and construction,shall not exceed time limits current under the Design-Build Documents,shall be revised at appropriate intervals as required by the conditions of the Work and Project,shall be related to the entire Project to the extent required by the Design-Build Documents,shall provide for expeditious and practicable execution of the Work,and shall include allowances for periods of time required for the Owner's review and for approval of submissions by authorities having jurisdiction over the Project. § 3.1.9.2 The Design-Builder shall perform the Work in general accordance with the most recent schedules submitted to the Owner. § 3.1.10 Certifications.Upon the Owner's written request,the Design-Builder shall obtain from the Architect, Consultants,and Contractors,and furnish to the Owner,certifications with respect to the documents and services provided by the Architect,Consultants,and Contractors(a)that,to the best of their knowledge,information and belief, the documents or services to which the certifications relate(i)are consistent with the Design-Build Documents,except to the extent specifically identified in the certificate,and(ii)comply with applicable laws,statutes,ordinances,codes, rules and regulations,or lawful orders of public authorities governing the design of the Project;and(b)that the Owner and its consultants shall be entitled to rely upon the accuracy of the representations and statements contained in the certifications.The Design-Builder's Architect,Consultants,and Contractors shall not be required to execute certificates or consents that would require knowledge,services or responsibilities beyond the scope of their services. § 3.1.11 Design-Builder's Submittals § 3.1.11.1 Prior to submission of any Submittals,the Design-Builder shall prepare a Submittal schedule,and shall submit the schedule for the Owner's approval. The Owner's approval shall not unreasonably be delayed or withheld. The Submittal schedule shall(1)be coordinated with the Design-Builder's schedule provided in Section 3.1.9.1, (2)allow the Owner reasonable time to review Submittals,and(3)be periodically updated to reflect the progress of the Work.If the Design-Builder fails to submit a Submittal schedule,the Design-Builder shall not be entitled to any increase in Contract Sum or extension of Contract Time based on the time required for review of Submittals. § 3.1.11.2 By providing Submittals the Design-Builder represents to the Owner that it has(1)reviewed and approved them,(2)determined and verified materials,field measurements and field construction criteria related thereto,or will do so and(3)checked and coordinated the information contained within such Submittals with the requirements of the Work and of the Design-Build Documents. § 3.1.11.3 The Design-Builder shall perform no portion of the Work for which the Design-Build Documents require Submittals until the Owner has approved the respective Submittal. § 3.1.11.4 The Work shall be in accordance with approved Submittals except that the Design-Builder shall not be relieved of its responsibility to perform the Work consistent with the requirements of the Design-Build Documents. Init. AIA Document A141- -2014.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The`American Institute of Architects,'-AIA," the AIA Logo,and WA Contract Documents'are registered trademarks and may not be used without permission This document was produced by AIR software at g 18:02:26 ET on 01/25/2023 under Order No.2114402301 which expires on 0 112 4/2 0 24,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copyright@aia.org, User Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E3BI-4FFO-WO-F32OB076EC12 The Work may deviate from the Design-Build Documents only if the Design-Builder has notified the Owner in writing of a deviation from the Design-Build Documents at the time of the Submittal and a Modification is executed authorizing the identified deviation_The Design-Builder shall not be relieved of responsibility for errors or omissions in Submittals by the Owner's approval of the Submittals. § 3.1.11.5 All professional design services or certifications to be provided by the Design-Builder,including all drawings,calculations,specifications,certifications,shop drawings and other Submittals,shall contain the signature and seal of the licensed design professional preparing them.Submittals related to the Work designed or certified by the licensed design professionals,if prepared by others,shall bear the licensed design professional's written approval.The Owner and its consultants shall be entitled to rely upon the adequacy,accuracy and completeness of the services, certifications or approvals performed by such design professionals. § 3.1.12 Warranty.The Design-Builder warrants to the Owner that materials and equipment furnished under the Contract will be of good quality and new unless the Design-Build Documents require or permit otherwise.The Design-Builder further warrants that the Work will conform to the requirements of the Design-Build Documents and will be free from defects,except for those inherent in the quality of the Work or otherwise expressly permitted by the Design-Build Documents.Work,materials,or equipment not conforming to these requirements may be considered defective.The Design-Builder's warranty excludes remedy for damage or defect caused by abuse,alterations to the Work not executed by the Design-Builder,improper or insufficient maintenance,improper operation,or normal wear and tear and normal usage. If required by the Owner,the Design-Builder shall furnish satisfactory evidence as to the kind and quality of materials and equipment. § 3.1.13 Royalties, Patents and Copyrights § 3.1.13.1 The Design-Builder shall pay all royalties and license fees. § 3.1.13.2 The Design-Builder shall defend suits or claims for infringement of copyrights and patent rights and shall hold the Owner and its separate contractors and consultants harmless from loss on account thereof,but shall not be responsible for such defense or loss when a particular design,process or product of a particular manufacturer or manufacturers is required by the Owner,or where the copyright violations are required in the Owner's Criteria. However,if the Design-Builder has reason to believe that the design,process or product required in the Owner's Criteria is an infringement of a copyright or a patent,the Design-Builder shall be responsible for such loss unless such information is promptly furnished to the Owner, If the Owner receives notice from a patent or copyright owner of an alleged violation of a patent or copyright,attributable to the Design-Builder,the Owner shall give prompt written notice to the Design-Builder. § 3.1.14 Indemnification;Limitation of Liability § 3.1A4.1 To the fullest extent permitted by law,the Design-Builder shall indemnify and hold harmless the Owner, including the Owner's agents and employees,from and against third party claims,and any damages,losses and expenses,including but not limited to attorneys' fees,incurred as a result of such third party claims,arising out of or resulting from negligent or willful performance of the Work of the Design-Builder,Architect,a Consultant,a Contractor,or anyone directly or indirectly employed by them,causing personal or bodily injury(including death),or property damage(including loss of use).Such obligation shall not be construed to negate,abridge,or reduce other rights or obligations of indemnity that would otherwise exist as to a party or person described in this Section 3.1.14. § 3.1.14.2 The indemnification obligations in this Agreement shall be limited to direct damages actually reasonably incurred by the other party in reasonable reliance plus applicable legal fees in accordance with this Agreement.IN NO OTHER EVENT WILL: (A)EITHER PARTY OR ITS AFFILIATES BE LIABLE TO THE OTHER PARTY OR ITS AFFILIATES FOR ANY SPECIAL,INDIRECT,INCIDENTAL,CONSEQUENTIAL OR EXEMPLARY DAMAGES,LOSSES OR EXPENSES(INCLUDING,BUT NOT LIMITED TO,BUSINESS INTERRUPTION, LOST BUSINESS,LOST PROFITS OR LOST SAVINGS)OF ANY NATURE ARISING OUT OF OR RELATED TO THIS AGREEMENT,EVEN IF SUCH PARTY WILL HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES,AND REGARDLESS OF THE NEGLIGENCE OR OTHER FAULT OF EITHER PARTY AND REGARDLESS OF WHETHER SUCH LIABILITY ARISES IN CONTRACT,NEGLIGENCE,TORT, STRICT LIABILITY OR ANY OTHER THEORY OF LIABILITY. § 3.1.15 Contingent Assignment of Agreements § 3.1.15.1 Each agreement for a portion of the Work is assigned by the Design-Builder to the Owner,provided that Init. AIA Document A141- -2014.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The'Amercan Institute of Architects,"AIA.' the AIA Logo.and'AIA Contract Documents'are registered trademarks and may not be used without permission This document was produced by AIA software at 10 18:02:26 ET on 0112512023 under Order No.2114402301 which expires on 01124/2024.is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA Contract Documents' Terms of Service To report copyright violations,e-mail cwpyright@aia.org. User Notes; (1379031125) DocuSign Envelope ID:SE8293C8-E3B1-4FFO-8460-F320B076EC12 .1 assignment is effective only after termination of the Contract by the Owner for cause,pursuant to Sections 13.1.4 or 13.2.2,and only for those agreements that the Owner accepts by written notification to the Design-Builder and the Architect,Consultants,and Contractors whose agreements are accepted for assignment;and .2 assignment is subject to the prior rights of the surety,if any,obligated under bond relating to the Contract. When the Owner accepts the assignment of an agreement,the Owner assumes the Design-Builder's rights and obligations under the agreement. § 3.1.15.2 Upon such assignment,if the Work has been suspended for more than 34 days,the compensation under the assigned agreement shall be equitably adjusted for increases in cost resulting from the suspension. § 3.1.15.3 Upon such assignment to the Owner under this Section 3.1.15,the Owner may further assign the agreement to a successor design-builder or other entity.if the Owner assigns the agreement to a successor design-builder or other entity,the Owner shall nevertheless remain legally responsible for all of the successor design-builder's or other entity's obligations under the agreement. § 3.1.16 Design•Builder's Insurance and Bonds.The Design-Builder shall purchase and maintain insurance and provide bonds as set forth in Exhibit B. ARTICLE 4 WORK PRIOR TO EXECUTION OF THE DESIGN-BUILD AMENDMENT § 4.1 General § 4.1.1 Any information submitted by the Design-Builder,and any interim decisions made by the Owner,shall be for the purpose of facilitating the design process and shall not modify the Owner's Criteria unless the Owner and Design-Builder execute a Modification. § 4.1.2 The Design-Builder shall advise the Owner on proposed site use and improvements,selection of materials,and building systems and equipment.The Design-Builder shall also provide the Owner with recommendations,consistent with the Owner's Criteria,on constructability;availability of materials and labor;time requirements for procurement, installation and construction;and factors related to construction cost including,but not limited to,costs of alternative designs or materials,preliminary budgets,life-cycle data,and possible cost reductions. § 4.2 Evaluation of the Owner's Criteria § 4.2.1 The Design-Builder shall schedule and conduct meetings with the Owner and any other necessary individuals or entities to discuss and review the Owner's Criteria as set forth in Section 1.1.The Design-Builder shall thereafter again meet with the Owner to discuss a preliminary evaluation of the Owner's Criteria.The preliminary evaluation shall address possible alternative approaches to design and construction of the Project and include the Design-Builder's recommendations,if any,with regard to accelerated or fast-track scheduling,procurement,or phased construction.The preliminary evaluation shall consider cost information,constructability,and procurement and construction scheduling issues. § 4.2.2 After the Design-Builder meets with the Owner and presents the preliminary evaluation,the Design-Builder shall provide a written report to the Owner,summarizing the Design-Builder's evaluation of the Owner's Criteria.The report shall also include .1 allocations of program functions,detailing each function and their square foot areas; .2 a preliminary estimate of the Cost of the Work,and, if necessary,recommendations to adjust the Owner's Criteria to conform to the Owner's budget; .3 a preliminary schedule,which shall include proposed design milestones;dates for receiving additional information from,or for work to be completed by,the Owner;anticipated date for the Design-Builder's Proposal;and dates of periodic design review sessions with the Owner;and .4 the following: (List additional information, ifany, to he included in the Design-Builder's written report.) Bone. AIA Document A141- -2014.Copyright 02004 and 2014 by The American Institute of Architects.All rights reserved-The-American Institute of Architects"'AIA," Init. the AfA Logo and"AIA Contract Documents are registered trademarks and may not be used without permission This document was produced by AIA software at 1 18:02:26 ET on 01/25/2023 under Order No.2114402301 which expires on 0112412024.is not for resale,is licensed for one-time use only,and may only be used in I accordance with the AEA Contract Documents' Terms of Service To report copyright violations,e-mail copyright@aia.org User Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E3B1-4FF0-8460-F320B076EC12 § 4.2.3 The Owner shall review the Design-Builder's written report and,if acceptable,provide the Design-Builder with written consent to proceed to the development of the Preliminary Design as described in Section 4.3.The consent to proceed shall not be understood to modify the Owner's Criteria unless the Owner and Design-Builder execute a Modification. § 4.3 Preliminary Design § 4.3.1 upon the Owner's issuance of a written consent to proceed under Section 4.2.3,the Design-Builder shall prepare and submit a Preliminary Design to the Owner.The Preliminary Design shall include a report identifying any deviations from the Owner's Criteria,and shall include the following: .1 Confirmation of the allocations of program functions, .2 Site plan; .3 Building plans,sections and elevations; .4 Structural system; .5 Selections of major building systems, including but not limited to mechanical,electrical and plumbing systems;and .6 Outline specifications or sufficient drawing notes describing construction materials. The Preliminary Design may include some combination of physical study models,perspective sketches,or digital modeling. § 4.3.2 The Owner shall review the Preliminary Design and,if acceptable,provide the Design-Builder with written consent to proceed to development of the Design-Builder's Proposal.The Preliminary Design shall not modify the Owner's Criteria unless the Owner and Design-Builder execute a Modification. § 4.4 Design-Builder's Proposal § 4.4.1 Upon the Owner's issuance of a written consent to proceed under Section 4.3.2,the Design-Builder shall prepare and submit the Design-Builder's Proposal to the Owner.The Design-Builder's Proposal shall include the following: .1 A list of the Preliminary Design documents and other information, including the Design-Builder's clarifications,assumptions and deviations from the Owner's Criteria,upon which the Design-Builder's Proposal is based; .2 The proposed Contract Sum,including the compensation method and, if based upon the Cost of the Work plus a fee,a written statement of estimated cost organized by trade categories,allowances, contingencies,Design-Builder's Fee,and other items that comprise the Contract Sum; .3 The proposed date the Design-Builder shall achieve Substantial Completion; .4 An enumeration of any qualifications and exclusions, if applicable; .5 A list of the Design-Builder's key personnel,Contractors and suppliers;and .6 The date on which the Design-Builder's Proposal expires. § 4.4.2 Submission of the Design-Builder's Proposal shall constitute a representation by the Design-Builder that it has visited the site and become familiar with local conditions under which the Work is to be completed. § 4.4.3 If the Owner and Design-Builder agree on a proposal,the Owner and Design-Builder shall execute the Design-Build Amendment setting forth the terms of their agreement. ARTICLE 5 WORK FOLLOWING EXECUTION OF THE DESIGN-BUILD AMENDMENT § 5.1 Construction Documents § 5.1.1 Upon the execution of the Design-Build Amendment,the Design-Builder shall prepare Construction Documents. The Construction Documents shall establish the quality levels of materials and systems required.The Construction Documents shall be consistent with the Design-Build Documents. § 5.1.2 The Design-Builder shall provide the Construction Documents to the Owner for the Owner's information.If the Owner discovers any deviations between the Construction Documents and the Design-Build Documents,the Owner shall promptly notify the Design-Builder of such deviations in writing.The Construction Documents shall not modify the Design-Build Documents unless the Owner and Design-Builder execute a Modification.The failure of the Owner to discover any such deviations shall not relieve the Design-Builder of the obligation to perform the Work in accordance with the Design-Build Documents. Init. AIA Document A141` -2014.Copyright C 2004 and 2014 by The American Institute of Architects AEI rights reserved The'Amencan Institute of Architects"AIA' the AIA Logo,and'AIA Contract Documents"are registered trademarks and may not be used wdhout permission This document was produced by ASA software at 2 18:02:26 ET on 01/25/2023 under Order No.2114402301 which expires on 01/2412024,is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA Contract Documents®Terms of Service To report copyright violations.e-mail copyright@aia.org. User Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E3B1-4FF0-8460-F3217B1776EC12 § 5.2 Construction § 5.2.1 Commencement.Except as permitted in Section 5.2.2,construction shall not commence prior to execution of the Design-Build Amendment. § 5.2.2 If the Owner and Design-Builder agree in writing,construction may proceed prior to the execution of the Design-Build Amendment.However,such authorization shall not waive the Owner's right to reject the Design-Builder's Proposal. § 5.2.3 The Design-Builder shall supervise and direct the Work,using the Design-Builder's best skill and attention. The Design-Builder shall be solely responsible for,and have control over,construction means,methods,techniques, sequences and procedures,and for coordinating all portions of the Work under the Contract,unless the Design-Build Documents give other specific instructions concerning these matters. § 5,2.4 The Design-Builder shall be responsible for inspection of portions of Work already performed to determine that such portions are in proper condition to receive subsequent Work. § 5.3 Labor and Materials § 5.3.1 Unless otherwise provided in the Design-Build Documents,the Design-Builder shall provide and pay for labor, materials,equipment,tools,construction equipment and machinery,water,heat,utilities,transportation,and other facilities and services,necessary for proper execution and completion of the Work,whether temporary or permanent, and whether or not incorporated or to be incorporated in the Work. § 5.3.2 When a material or system is specified in the Design-Build Documents,the Design-Builder may make substitutions only in accordance with Article G. § 5.3.3 The Design-Builder shall enforce strict discipline and good order among the Design-Builder's employees and other persons carrying out the Work.The Design-Builder shall not permit employment of unfit persons or persons not properly skilled in tasks assigned to them. § 5.4 Taxes The Design-Builder shall pay sales,consumer,use and similar taxes,for the Work provided by the Design-Builder, that are legally enacted when the Design-Build Amendment is executed,whether or not yet effective or merely scheduled to go into effect. § 5.5 Permits, Fees, Notices and Compliance with Laws § 5.5.1 Unless otherwise provided in the Design-Build Documents,the Design-Builder shall secure and pay for the building permit as well as any other permits,fees, licenses,and inspections by government agencies,necessary for proper execution of the Work and Substantial Completion of the Project. § 5.5.2 The Design-Builder shall comply with and give notices required by applicable laws,statutes,ordinances, codes,rules and regulations,and lawful orders of public authorities,applicable to performance of the Work. § 5.5.3 Concealed or Unknown Conditions.If the Design-Builder encounters conditions at the site that are (1)subsurface or otherwise concealed physical conditions that differ materially from those indicated in the Design-Build Documents or(2)unknown physical conditions of an unusual nature that differ materially from those ordinarily found to exist and generally recognized as inherent in construction activities of the character provided for in the Design-Build Documents,the Design-Builder shall promptly provide notice to the Owner before conditions are disturbed and in no event later than 21 days after first observance of the conditions.The Owner shall promptly investigate such conditions and,if the Owner determines that they differ materially and cause an increase or decrease in the Design-Builder's cost of,or time required for,performance of any part of the Work,shall recommend an equitable adjustment in the Contract Sum or Contract Time,or both. If the Owner determines that the conditions at the site are not materially different from those indicated in the Design-Build Documents and that no change in the terms of the Contract is justified,the Owner shall promptly notify the Design-Builder in writing,stating the reasons. If the Design-Builder disputes the Owner's determination or recommendation,the Design-Builder may proceed as provided in Article 14. Init. Ale`Document A141--2n14.Copyright C 2004 and 2014 by The American Institute of Architects.All rights reserved.The'American Institute of Architects, WA," the AIA Logo.and'AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 13 18-02:26 ET on 01/25/2023 under Order No.2114402301 which expires on 0112412024,is not for resale,is licensed for one-time use only,and may only be used in I accordance with the AIA Contract Documents Terms of Seance.To report copyright violations,e-mail copyright(Maia.org. User Notes: (1379031125) DocuSign Envelope ID 8E8293C8-E3B1-4FF6-8460-F320B076FC12 § 5.5.4 If,in the course of the Work,the Design-Builder encounters human remains,or recognizes the existence of burial markers,archaeological sites,or wetlands,not indicated in the Design-Build Documents,the Design-Builder shall immediately suspend any operations that would affect them and shall notify the Owner. Upon receipt of such notice,the Owner shall promptly take any action necessary to obtain governmental authorization required to resume the operations.The Design-Builder shall continue to suspend such operations until otherwise instructed by the Owner but shall continue with all other operations that do not affect those remains or features. Requests for adjustments in the Contract Sum and Contract Time arising from the existence of such remains or features may be made as provided in Article 14. (Paragraphs deleted) § 5.6 Reserved. § 5.7 Key Personnel, Contractors and Suppliers § 5.7.1 The Design-Builder shall not employ personnel,or contract with Contractors or suppliers to whom the Owner has made reasonable and timely objection.The Design-Builder shall not be required to contract with anyone to whom the Design-Builder has made reasonable and timely objection. § 5.7.2 If the Design-Builder changes any of the personnel,Contractors or suppliers identified in the Design-Build Amendment,the Design-Builder shall notify the Owner and provide the name and qualifications of the new personnel, Contractor or supplier.The Owner may reply within 14 days to the Design-Builder in writing,stating(1)whether the Owner has reasonable objection to the proposed personnel,Contractor or supplier or(2)that the Owner requires additional time to review. Failure of the Owner to reply within the 14-day period shall constitute notice of no reasonable objection. § 5.7.3 Except for those persons or entities already identified or required in the Design-Build Amendment,the Design-Builder,as soon as practicable after execution of the Design-Build Amendment,shall furnish in writing to the Owner the names of persons or entities(including those who are to furnish materials or equipment fabricated to a special design)proposed for each principal portion of the Work.The Owner may reply within )4 days to the Design-Builder in writing stating(1)whether the Owner has reasonable objection to any such proposed person or entity or(2)that the Owner requires additional time for review. Failure of the Owner to reply within the 14-day period shall constitute notice of no reasonable objection. § 5.7.3.1 If the Owner has reasonable objection to a person or entity proposed by the Design-Builder,the Design-Builder shall propose another to whom the Owner has no reasonable objection.If the rejected person or entity was reasonably capable of performing the Work,the Contract Sum and Contract Time shall be increased or decreased by the difference,if any,occasioned by such change,and an appropriate Change Order shall be issued before commencement of the substitute person or entity's Work.However,no increase in the Contract Sum or Contract Time shall be allowed for such change unless the Design-Builder has acted promptly and responsively in submitting names as required. § 5.8 Documents and Submittals at the Site The Design-Builder shall maintain at the site for the Owner one copy of the Design-Build Documents and a current set of the Construction Documents,in good order and marked currently to indicate field changes and selections made during construction,and one copy of approved Submittals.The Design-Builder shall deliver these items to the Owner in accordance with Section 9.10.2 as a record of the Work as constructed. § 5.9 Use of Site The Design-Builder shall confine operations at the site to areas permitted by applicable laws,statutes,ordinances, codes,rules and regulations, lawful orders of public authorities,and the Design-Build Documents,and shall not unreasonably encumber the site with materials or equipment. § 5.10 Cutting and Patching The Design-Builder shal I not cut,patch or otherwise alter fully or partially completed construction by the Owner or a separate contractor except with written consent of the Owner and of such separate contractor;such consent shall not be unreasonably withheld.The Design-Builder shall not unreasonably withhold from the Owner or a separate contractor the Design-Builder's consent to cutting or otherwise altering the Work. Init. AIA Document A141' -2014.Copyright©2004 and 2014 by The American Institute of Architects.All rights reserved.The-American Institute of Architects.""AIA." the AIA Logo,and"AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 14 18:02:26 ET on 01125/2023 under Order No.2114402301 which expires on 0 1/2 412 024,is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA contract Documents®Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E361-4FF0-8460-F320B076EC12 § 5.11 Cleaning Up § 5.11.1 The Design-Builder shall keep the premises and surrounding area free from accumulation of waste materials or rubbish caused by operations under the Contract.At completion of the Work,the Design-Builder shall remove waste materials,rubbish,the Design-Builder's tools,construction equipment,machinery and surplus materials from and about the Project. § 5.11.2 If the Design-Builder faits to clean up as provided in the Design-Build Documents,the Owner may do so and Owner shall be entitled to reimbursement from the Design-Builder. § 5.12 Access to Work The Design-Builder shall provide the Owner and its separate contractors and consultants access to the Work in preparation and progress wherever located.The Design-Builder shall notify the Owner regarding Project safety criteria and programs,which the Owner,and its contractors and consultants,shall comply with while at the site. § 5.13 Construction by Owner or by Separate Contractors § 5.13.1 Owner's Right to Perform Construction and to Award Separate Contracts § 5.13.1.1 The Owner reserves the right to perform construction or operations related to the Project with the Owner's own forces;and to award separate contracts in connection with other portions of the Project,or other construction or operations on the site,under terms and conditions identical or substantially similar to this Contract,including those terms and conditions related to insurance and waiver of subrogation.The Owner shall notify the Design-Builder promptly after execution of any separate contract.If the Design-Builder claims that delay or additional cost is involved because of such action by the Owner,the Design-Builder shall make a Claim as provided in Article 14. § 5.13.1.2 When separate contracts are awarded for different portions of the Project or other construction or operations on the site,the term"Design-Builder"in the Design-Build Documents in each case shall mean the individual or entity that executes each separate agreement with the Owner. § 5.13.1.3 The Owner shall provide for coordination of the activities of the Owner's own forces,and of each separate contractor,with the Work of the Design-Builder,who shall cooperate with them.The Design-Builder shall participate with other separate contractors and the Owner in reviewing their construction schedules.The Design-Builder shall make any revisions to the construction schedule deemed necessary after a joint review and mutual agreement. The construction schedules shall then constitute the schedules to be used by the Design-Builder,separate contractors and the Owner until subsequently revised. § 5.13.1.4 Unless otherwise provided in the Design-Build Documents,when the Owner performs construction or operations related to the Project with the Owner's own forces or separate contractors,the Owner shall be deemed to be subject to the same obligations,and to have the same rights,that apply to the Design-Builder under the Contract. § 5.14 Mutual Responsibility § 5.14.1 The Design-Builder shall afford the Owner and separate contractors reasonable opportunity for introduction and storage of their materials and equipment and performance of their activities,and shall connect and coordinate the Design-Builder's construction and operations with theirs as required by the Design-Build Documents. § 5.14.2 If part of the Design-Builder's Work depends upon construction or operations by the Owner or a separate contractor,the Design-Builder shall,prior to proceeding with that portion of the Work,prepare a written report to the Owner,identifying apparent discrepancies or defects in the construction or operations by the Owner or separate contractor that would render it unsuitable for proper execution and results of the Design-Builder's Work.Failure of the Design-Builder to report shall constitute an acknowledgment that the Owner's or separate contractor's completed or partially completed construction is fit and proper to receive the Design-Builder's Work,except as to defects not then reasonably discoverable. § 5.14.3 The Design-Builder shall reimburse the Owner for costs the Owner incurs that are payable to a separate contractor because of the Design-Builder's delays,improperly timed activities or defective construction. The Owner shall be responsible to the Design-Buildcr for costs the Design-Builder incurs because of a separate contractor's delays, improperly timed activities,damage to the Work or defective construction. Init. AIA Document A141--2014.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The'American Institute of Architects,' the AIA Logo,and'AIA Contract Documents'are registered trademarks anti may not be used without permission This document was produced by AIA software at 1 18:02:26 ET on 01/25/2023 under Order No.2114402301 which expires on 0112412024,is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA contract Documents6 Terms of Service To report copyright violations,e-mail copyright@aia org User Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E3B1-4FF0-8460-F32OB076EC12 § 5.14.4 The Design-Builder shall promptly remedy damage the Design-Builder wrongfully causes to completed or partially completed construction or to property of the Owner or separate contractors as provided in Section 10.2.5. § 5.14.5 The Owner and each separate contractor shall have the same responsibilities for cutting and patching the Work as the Design-Builder has with respect to the construction of the Owner or separate contractors in Section 5.10. § 5,15 Owner's Right to Clean Up If a dispute arises among the Design-Builder,separate contractors and the Owner as to the responsibility under their respective contracts for maintaining the premises and surrounding area free from waste materials and rubbish,the Owner may clean up and will allocate the cost among those responsible. ARTICLE 6 CHANGES IN THE WORK § 6.1 General § 6.1.1 Changes in the Work may be accomplished after execution of the Contract,and without invalidating the Contract,by Change Order or Change Directive,subject to the limitations stated in this Article 6 and elsewhere in the Design-Build Documents. § 6.1.2 A Change Order shall be based upon agreement between the Owner and Design-Bui Ider.The Owner may issue a Change Directive without agreement by the Design-Builder. § 6.1.3 Changes in the Work shall be performed under applicable provisions of the Design-Build Documents,and the Design-Builder shall proceed promptly,unless otherwise provided in the Change Order or Change Directive. § 6.2 Change Orders A Change Order is a written instrument signed by the Owner and Design-Builder stating their agreement upon all of the following: .1 The change in the Work; .2 The amount of the adjustment,if any,in the Contract Sum or,if prior to execution of the Design-Build Amendment,the adjustment in the Design-Builder's compensation;and .3 The extent of the adjustment,if any,in the Contract Time. § 6.3 Change Directives § 6.3.1 A Change Directive is a written order signed by the Owner directing a change in the Work prior to agreement on adjustment,if any,in the Contract Sum or,if prior to execution of the Design-Build Amendment,the adjustment in the Design-Builder's compensation,or Contract Time.The Owner may by Change Directive,without invalidating the Contract,order changes in the Work within the general scope of the Contract consisting of additions,deletions or other revisions,the Contract Sum or,if prior to execution of the Design-Build Amendment,the adjustment in the Design-Builder's compensation,and Contract Time being adjusted accordingly. § 6.3.2 A Change Directive shall be used in the absence of total agreement on the terms of a Change Order. § 6.3.3 If the Change Directive provides for an adjustment to the Contract Sum or,if prior to execution of the Design-Build Amendment,an adjustment in the Design-Builder's compensation,the adjustment shall be based on one of the following methods: .1 Mutual acceptance of a lump sum properly itemized and supported by sufficient substantiating data to permit evaluation; .2 Unit prices stated in the Design-Build Documents or subsequently agreed upon; .3 Cost to be determined in a manner agreed upon by the parties and a mutually acceptable fixed or percentage fee;or .4 As provided in Section 6.3.7. § 6.3.41f unit prices are stated in the Design-Build Documents or subsequently agreed upon,and if quantities originally contemplated are materially changed in a proposed Change Order or Change Directive so that application of such unit prices to quantities of Work proposed will cause substantial inequity to the Owner or Design-Builder,the applicable unit prices shall be equitably adjusted. Init. AIA Document A141- -2014.Copyright 0 2004 and 2014 by The American Institute of Architects.All rights reserved.The`American Institute of Architects.' the AIA Logo,and'AIA Contract Documents'are registered trademarks and may not be used without permission This document was produced by AIA software at 16 18:02:26 ET on 01125/2023 under Order No.2114402301 which expires on 0112412024,is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA Contract Documents*Terms of Service.To report copyright violations,e-mail oopyright@aia.org. User Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E3B1-4FF0-8460-F320B076EC12 § 6.3.5 Upon receipt of a Change Directive,the Design-Builder shall promptly proceed with the change in the Work involved and advise the Owner of the Design-Builder's agreement or disagreement with the method,if any,provided in the Change Directive for determining the proposed adjustment in the Contract Sum or,if prior to execution of the Design-Build Amendment,the adjustment in the Design-Builder's compensation,or Contract Time. § 6.3.6 A Change Directive signed by the Design-Builder indicates the Design-Builder's agreement therewith, including adjustment in Contract Sum or,if prior to execution of the Design-Build Amendment,the adjustment in the Design-Builder's compensation,and Contract Time or the method for determining them.Such agreement shall be effective immediately and shall be recorded as a Change Order. § 6.3.7 If the Design-Builder does not respond promptly or disagrees with the method for adjustment in the Contract Sum or,if prior to execution of the Design-Build Amendment,the method for adjustment in the Design-Builder's compensation,the Owner shall determine the method and the adjustment on the basis of reasonable expenditures and savings of those performing the Work attributable to the change, including,in case of an increase,an amount for overhead and profit as set forth in the Agreement,or if no such amount is set forth in the Agreement,a reasonable amount. In such case,and also under Section 6.3.3.3,the Design-Builder shall keep and present,in such form as the Owner may prescribe,an itemized accounting together with appropriate supporting data.Unless otherwise provided in the Design-Build Documents,costs for the purposes of this Section 6.3.7 shall be limited to the following: .1 Additional costs of professional services; .2 Costs of labor,including social security,unemployment insurance,fringe benefits required by agreement or custom,and workers'compensation insurance; .3 Costs of materials,supplies and equipment,including cost of transportation,whether incorporated or consumed; .4 Rental costs of machinery and equipment,exclusive of hand tools,whether rented from the Design-Builder or others; .5 Costs of premiums for all bonds and insurance,permit fees,and sales,use or similar taxes related to the Work;and .6 Additional costs of supervision and field office personnel directly attributable to the change. § 6.3.8 The amount of credit to be allowed by the Design-Builder to the Owner for a deletion or change that results in a net decrease in the Contract Sum or, if prior to execution of the Design-Build Amendment,in the Design-Builder's compensation,shall be actual net cost.When both additions and credits covering related Work or substitutions are involved in a change,the allowance for overhead and profit shall be figured on the basis of net increase,if any,with respect to that change. § 6.3.9 Pending final determination of the total cost of a Change Directive to the Owner,the Design-Builder may request payment for Work completed under the Change Directive in Applications for Payment.The Owner will make an interim determination for purposes of certification for payment for those costs deemed to be reasonably justified. The Owner's interim determination of cost shall adjust the Contract Sum or,if prior to execution of the Design-Build Amendment,the Design-Builder's compensation,on the same basis as a Change Order,subject to the right of Design-Builder to disagree and assert a Claim in accordance with Article 14. § 6.3.10 When the Owner and Design-Builder agree with a determination concerning the adjustments in the Contract Sum or,if prior to execution of the Design-Build Amendment,the adjustment in the Design-Builder's compensation and Contract Time,or otherwise reach agreement upon the adjustments,such agreement shall be effective immediately and the Owner and Design-Builder shall execute a Change Order.Change Orders may be issued for all or any part of a Change Directive. ARTICLE 7 OWNER'S RESPONSIBILITIES § 7.1 General § 7.1.1 The Owner shall designate in writing a representative who shall have express authority to bind the Owner with respect to all Project matters requiring the Owner's approval or authorization, § 7.1.2 The Owner shall render decisions in a timely manner and in accordance with the Design-Builder's schedule agreed to by the Owner.The Owner shall furnish to the Design-Builder,within 15 days after receipt of a written request,information necessary and relevant for the Design-Builder to evaluate,give notice of or enforce mechanic's Init. AIA Document A141- -zo�+ Copyright 02004 and 2014 by The American Institute of Architects All rights reserved.Tine-American Institute of Architects.'-AIA the AiA Logo and-AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 17 18:02:26 ET on 0 112 5/20 2 3 under Order No.2114402301 which expires on 01/24/2024,is not for resale,is licensed for one-Gme use only,and may only be used in accordance with the AIA Contract Documentse Terms of Service.To report copyright violations,e-mail copyright@aia.org_ User Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E3B1-4FF0-8460-F320B076EC12 lien rights. Such information shall include a correct statement of the record legal title to the property on which the Project is located,usually referred to as the site,and the Owner's interest therein. § 7.2 Information and Services Required of the Owner § 721 The Owner shall furnish information or services required of the Owner by the Design-Build Documents with reasonable promptness. § 7.2.2 The Owner shall provide,to the extent under the Owner's control and if not required by the Design-Build Documents to be provided by the Design-Builder,the results and reports of prior tests,inspections or investigations conducted for the Project involving structural or mechanical systems;chemical,air and water pollution;hazardous materials;or environmental and subsurface conditions and information regarding the presence of pollutants at the Project site.Upon receipt of a written request from the Design-Builder,the Owner shall also provide surveys describing physical characteristics,legal limitations and utility locations for the site of the Project,and a legal description of the site under the Owner's control. § 7.2.3 The Owner shall promptly obtain easements,zoning variances,and legal authorizations or entitlements regarding site utilization where essential to the execution of the Project. § 7.2.4 The Owner shall cooperate with the Design-Builder in securing building and other permits, licenses and inspections. §7.2.5 The services,information,surveys and reports required to be provided by the Owner under this Agreement, shall be furnished at the Owner's expense,and except as otherwise specifically provided in this Agreement or elsewhere in the Design-Build Documents or to the extent the Owner advises the Design-Builder to the contrary in writing,the Design-Builder shall be entitled to rely upon the accuracy and completeness thereof.In no event shall the Design-Builder be relieved of its responsibility to exercise proper precautions relating to the safe performance of the Work. § 7.2.6 If the Owner observes or otherwise becomes aware of a fault or defect in the Work or non-conformity with the Design-Build Documents,the Owner shall give prompt written notice thereof to the Design-Builder. § 7.2.7 Prior to the execution of the Design-Build Amendment,the Design-Builder may request in writing that the Owner provide reasonable evidence that the Owner has made financial arrangements to fulfill the Owner's obligations under the Design-Build Documents and the Design-Builder's Proposal.Thereafter,the Design-Builder may only request such evidence if(1)the Owner fails to make payments to the Design-Builder as the Design-Build Documents require;(2)a change in the Work materially changes the Contract Sum;or(3)the Design-Builder identifies in writing a reasonable concern regarding the Owner's ability to make payment when due.The Owner shall furnish such evidence as a condition precedent to commencement or continuation of the Work or the portion of the Work affected by a material change.After the Owner furnishes the evidence,the Owner shall not materially vary such financial arrangements without prior notice to the Design-Builder. § 7.2.8 Except as otherwise provided in the Design-Build Documents or when direct communications have been specially authorized,the Owner shall communicate through the Design-Builder with persons or entities employed or retained by the Design-Builder. § 7.2.9 Unless required by the Design-Build Documents to be provided by the Design-Builder,the Owner shall,upon request from the Design-Builder.furnish the services of geotechnical engineers or other consultants for investigation of subsurface,air and water conditions when such services are reasonably necessary to properly carry out the design services furnished by the Design-Builder. In such event,the Design-Builder shall specify the services required.Such services may include,but are not limited to,test borings,test pits,determinations of soil bearing values,percolation tests,evaluations of hazardous materials,ground corrosion and resistivity tests,and necessary operations for anticipating subsoil conditions.The services of geotechnical engineer(s)or other consultants shall include preparation and submission of all appropriate reports and professional recommendations. § 7.2.10 The Owner shall purchase and maintain insurance as set forth in Exhibit B. Init. AIA Document A141- -2014.Copyright 2004 and 2014 by The American Institute of Architects.AM rights reserved-The"American Institute of Architects,"AIA." the AIA Logo,and-AIA Contract Dccumerts-are registered trademarks and may not be used without permission This document was produced by AIA software at 18 18:02:26 ET on 0112512023 under Order No.2114402301 which expires on 0 112 4/2 0 2 4,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (1379031125) DocuSign Envelope ID:8E8293Ct3-E3B1-4FF0-8460-F320B076EC12 § 7.3 Submittals § 7.3.1 The Owner shall review and approve or take other appropriate action on Submittals.Review of Submittals is not conducted for the purpose of determining the accuracy and completeness of other details,such as dimensions and quantities;or for substantiating instructions for installation or performance of equipment or systems;or for determining that the Submittals are in conformance with the Design-Build Documents,all of which remain the responsibility of the Design-Builder as required by the Design-Build Documents.The Owner's action will be taken in accordance with the submittal schedule approved by the Owner or,in the absence of an approved submittal schedule, with reasonable promptness while allowing sufficient time in the Owner's judgment to permit adequate review.The Owner's review of Submittals shall not relieve the Design-Builder of the obligations under Sections 3.1.11,3.1.12, and 5.2.3.The Owner's review shall not constitute approval of safety precautions or,unless otherwise specifically stated by the Owner,of any construction means,methods,techniques,sequences or procedures.The Owner's approval of a specific item shall not indicate approval of an assembly of which the item is a component. § 7.3.2 Upon review of the Submittals required by the Design-Build Documents,the Owner shall notify the Design-Builder of any non-conformance with the Design-Build Documents the Owner discovers. § 7.4 Visits to the site by the Owner shall not be construed to create an obligation on the part of the Owner to make on-site inspections to check the quality or quantity of the Work.The Owner shall neither have control over or charge of,nor be responsible for,the construction means,methods,techniques,sequences or procedures,or for the safety precautions and programs in connection with the Work,because these are solely the Design-Builder's rights and responsibilities under the Design-Build Documents. § 7.5 The Owner shall not be responsible for the Design-Builder's failure to perform the Work in accordance with the requirements of the Design-Build Documents. The Owner shall not have control over or charge of,and will not be responsible for acts or omissions of the Design-Builder,Architect,Consultants,Contractors,or their agents or employees,or any other persons or entities performing portions of the Work for the Design-Builder. § 7.6 The Owner has the authority to reject Work that does not conform to the Design-Build Documents,The Owner shall have authority to require inspection or testing of the Work in accordance with Section 15.5.2,whether or not such Work is fabricated,installed or completed.However,neither this authority of the Owner nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Owner to the Design-Builder,the Architect,Consultants,Contractors,material and equipment suppliers,their agents or employees, or other persons or entities performing portions of the Work. § 7.7 The Owner shall determine the date or dates of Substantial Completion in accordance with Section 9.8 and the date of final completion in accordance with Section 9.10. § 7.8 Owner's Right to Stop Work If the Design-Builder fails to correct Work which is not in accordance with the requirements of the Design-Build Documents as required by Section 11.2 or persistently fails to carry out Work in accordance with the Design-Build Documents,the Owner may issue a written order to the Design-Builder to stop the Work,or any portion thereof,until the cause for such order has been eliminated;however,the right of the Owner to stop the Work shall not give rise to a duty on the part of the Owner to exercise this right for the benefit of the Design-Builder or any other person or entity, except to the extent required by Section 5.13.1.3. § 7.9 Owner's Right to Carry Out the Work If the Design-Builder defaults or neglects to carry out the Work in accordance with the Design-Build Documents and fails within a ten-day period after receipt of written notice from the Owner to commence and continue correction of such default or neglect with diligence and promptness,the Owner may,without prejudice to other remedies the Owner may have,correct such deficiencies. In such case,an appropriate Change Order shall be issued deducting from payments then or thereafter due the Design-Builder the reasonable cost of correcting such deficiencies. If payments then or thereafter due the Design-Builder are not sufficient to cover such amounts,the Design-Builder shall pay the difference to the Owner. Init. ALA Document A141' -2014.Copyright®2004 and 2014 by The Americen Institute of Architects.All rights reserved.The"Amencan Institute of Architects.""AIA," the AIA Logo,and"AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at g 18:02:26 ET on 01/25/2023 under Order No.2114402301 which expires on 01124/2024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copynght@aia.org_ User Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E3B1-4FFo-8460-F320B076EC12 ARTICLE 8 TIME § 8.1 Progress and Completion § 8.1.1 Time limits stated in the Design-Build Documents are of the essence of the Contract. By executing the Design-Build Amendment the Design-Builder confirms that the Contract Time is a reasonable period for performing the Work. § 8.1.2 The Design-Builder shall not,except by agreement of the Owner in writing,commence the Work prior to the effective date of insurance,other than property insurance,required by this Contract.The Contract Time shall not be adjusted as a result of the Design-Builder's failure to obtain insurance required under this Contract. § 8.1.3 The Design-Builder shall proceed expeditiously with adequate forces and shall achieve Substantial Completion within the Contract Time. § 8.2 Delays and Extensions of Time § 8.2.1 If the Design-Builder is delayed at any time in the commencement or progress of the Work by an act or neglect of the Owner or of a consultant or separate contractor employed by the Owner;or by changes ordered in the Work by the Owner;or by labor disputes,fire,unusual delay in deliveries,unavoidable casualties or other causes beyond the Design-Builder's control;or by delay authorized by the Owner pending mediation and binding dispute resolution or by other causes that the Owner determines may justify delay,then the Contract Time shall be extended by Change Order for such reasonable time as the Owner may determine. § 8.2.2 Claims relating to time shall be made in accordance with applicable provisions of Article 14. § 8.2.3 This Section 8.2 does not preclude recovery of damages for delay by either party under other provisions of the Design-Build Documents. ARTICLE 9 PAYMENT APPLICATIONS AND PROJECT COMPLETION § 9.1 Contract Sum The Contract Sum is stated in the Design-Build Amendment. § 9.2 Schedule of Values Where the Contract Sum is based on a stipulated sum or Guaranteed Maximum Price,the Design-Builder,prior to the first Application for Payment after execution of the Design-Build Amendment shall submit to the Owner a schedule of values allocating the entire Contract Sum to the various portions of the Work and prepared in such form and supported by such data to substantiate its accuracy as the Owner may require.This schedule,unless objected to by the Owner, shall be used as a basis for reviewing the Design-Builder's Applications for Payment. § 9.3 Applications for Payment § 9.3.1 At least ten days before the date established for each progress payment,the Design-Builder shall submit to the Owner an itemized Application for Payment for completed portions of the Work.The application shall be notarized,if required,and supported by data substantiating the Design-Builder's right to payment as the Owner may require,such as copies of requisitions from the Architect,Consultants,Contractors,and material suppliers,and shall reflect retainage if provided for in the Design-Build Documents. § 9.3.1.1 As provided in.Section 6.3.9,Applications for Payment may include requests for payment on account of changes in the Work that have been properly authorized by Change Directives,or by interim determinations of the Owner,but not yet included in Change Orders. § 9.3.1.2 Applications for Payment shall not include requests for payment for portions of the Work for which the Design-Builder does not intend to pay the Architect,Consultant,Contractor,material supplier,or other persons or entities providing services or work for the Design-Builder,unless such Work has been performed by others whom the Design-Builder intends to pay. § 9.3.2 Unless otherwise provided in the Design-Build Documents,payments shall be made for services provided as well as materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work. If approved in advance by the Owner,payment may similarly be made for materials and equipment suitably stored off the site at a location agreed upon in writing.Payment for materials and equipment stored on or off the site shall be AIA Document A141- -2014.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The`American Institute of Architects,'"AIA.' Init. the AIA Logo,and"AIA Contract Documents"are registered trademarks and may not be used without permission.This document was produced by AIA software at 20 18:02:26 ET on 01/25/2023 under Order No.2114402301 which expires on 01124t2024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (1379031125) DocuSign Envelope ID:BE8293C8-E3B1-4FF0-8460-F3206076EC12 conditioned upon compliance by the Design-Builder with procedures satisfactory to the Owner to establish the Owner's title to such materials and equipment or otherwise protect the Owner's interest,and shall include the costs of applicable insurance,storage and transportation to the site for such materials and equipment stored off the site. § 9.3.3 The Design-Builder warrants that title to all Work,other than Instruments of Service,covered by an Application for Payment will pass to the Owner no later than the time of payment.The Design-Builder further warrants that,upon submittal of an Application for Payment,all Work for which Certificates for Payment have been previously issued and payments received from the Owner shall,to the best of the Design-Builder's knowledge, information and belief,be free and clear of liens,claims,security interests or encumbrances in favor of the Design-Builder,Architect,Consultants,Contractors,material suppliers,or other persons or entities entitled to make a claim by reason of having provided labor,materials and equipment relating to the Work. § 9.4 Certificates for Payment The Owner shall,within seven days after receipt of the Design-Builder's Application for Payment,issue to the Design-Builder a Certificate for Payment indicating the amount the Owner determines is properly due,and notify the Design-Builder in writing of the Owner's reasons for withholding certification in whole or in part as provided in Section 9.5.1. § 9,5 Decisions to Withhold Certification § 9.5.1 The Owner may withhold a Certificate for Payment in whole or in part to the extent reasonably necessary to protect the Owner due to the Owner's determination that the Work has not progressed to the point indicated in the Design-Builder's Application for Payment,or the quality of the Work is not in accordance with the Design-Build Documents. If the Owner is unable to certify payment in the amount of the Application,the Owner will notify the Design-Builder as provided in Section 9.4. If the Design-Builder and Owner cannot agree on a revised amount,the Owner will promptly issue a Certificate for Payment for the amount that the Owner deems to be due and owing.The Owner may also withhold a Certificate for Payment or,because of subsequently discovered evidence,may nullify the whole or a part of a Certificate for Payment previously issued to such extent as may be necessary to protect the Owner from loss for which the Design-Builder is responsible because of .1 defective Work,including design and construction,not remedied; .2 third party claims filed or reasonable evidence indicating probable filing of such claims unless security acceptable to the Owner is provided by the Design-Builder; .3 failure of the Design-Builder to make payments properly to the Architect,Consultants,Contractors or others,for services,labor,materials or equipment; .4 reasonable evidence that the Work cannot be completed for the unpaid balance of the Contract Sum; .5 damage to the Owner or a separate contractor; .6 reasonable evidence that the Work will not be completed within the Contract Time,and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay;or .7 repeated failure to carry out the Work in accordance with the Design-Build Documents, § 9.5.2 When the above reasons for withholding certification are removed,certification will be made for amounts previously withheld. § 9.5.3 If the Owner withholds certification for payment under Section 9.5.1.3,the Owner may,at its sole option,issue joint checks to the Design-Builder and to the Architect or any Consultants,Contractor,material or equipment suppliers,or other persons or entities providing services or work for the Design-Builder to whom the Design-Builder failed to make payment for Work properly performed or material or equipment suitably delivered. § 9.6 Progress Payments § 9.6.1 After the Owner has issued a Certificate for Payment,the Owner shall make payment in the manner and within the time provided in the Design-Build Documents. § 9.6.2 The Design-Builder shall pay each Architect,Consultant,Contractor,and other person or entity providing services or work for the Design-Builder no later than the time period required by applicable law,but in no event more than seven days after receipt of payment from the Owner the amount to which the Architect,Consultant,Contractor, and other person or entity providing services or work for the Design-Builder is entitled,reflecting percentages actually retained from payments to the Design-Builder on account of the portion of the Work performed by the Architect, Consultant,Contractor,or other person or entity.The Design-Builder shall,by appropriate agreement with each Init. AIA Document A141`-2 014.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.the'Amencan Institute of Architects, WA, the AIA Logo,and"AIA Contract Documents'are registered trademarks and may not be used without permission This document was produced by AIA software at 21 18:02:26 ET on 01/25/2023 under Order No.2114402301 which expires on 0 112412024,is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA Contract Documents®Terms of Service,To report copyright violations,e-mail copyright@aia.org. User Notes: (1379031125) DocuSign Envelope ID 8E8293C8-E3B1-4FF0-8460-F320B076EC12 Architect,Consultant,Contractor,and other person or entity providing services or work for the Design-Builder, require each Architect,Consultant,Contractor,and other person or entity providing services or work for the Design-Builder to make payments to subconsultants and subcontractors in a similar manner, § 9.6.3 The Owner will,on request and if practicable,furnish to the Architect,a Consultant,Contractor,or other person or entity providing services or work for the Design-Builder, information regarding percentages of completion or amounts applied for by the Design-Builder and action taken thereon by the Owner on account of portions of the Work done by such Architect,Consultant,Contractor or other person or entity providing services or work for the Design-Builder. § 9.6.4 The Owner has the right to request written evidence from the Design-Builder that the Design-Builder has properly paid the Architect,Consultants,Contractors,or other person or entity providing services or work for the Design-Builder,amounts paid by the Owner to the Design-Builder for the Work. If the Design-Builder fails to furnish such evidence within seven days,the Owner shall have the right to contact the Architect,Consultants,and Contractors to ascertain whether they have been properly paid.The Owner shall have no obligation to pay or to See to the payment of money to a Consultant or Contractor,except as may otherwise be required by law. § 9.6.5 Design-Builder payments to material and equipment suppliers shall be treated in a manner similar to that provided in Sections 9.6.2,9.6.3 and 9.6.4. § 9.6.6 A Certificate for Payment,a progress payment,or partial or entire use or occupancy of the Project by the Owner shall not constitute acceptance of Work not in accordance with the Design-Build Documents. §9.6.7 Unless the Design-Builder provides the Owner with a payment bond in the full penal sum of the Contract Sum, payments received by the Design-Builder for Work properly performed by the Architect,Consultants,Contractors and other person or entity providing services or work for the Design-Builder,shall be held by the Design-Builder for the Architect and those Consultants,Contractors,or other person or entity providing services or work for the Design-Builder,for which payment was made by the Owner. Nothing contained herein shall require money to be placed in a separate account and not commingled with money of the Design-Builder,shall create any fiduciary liability or tort liability on the part of the Design-Builder for breach of trust or shall entitle any person or entity to an award of punitive damages against the Design-Builder for breach of the requirements of this provision. § 9.7 Failure of Payment If the Owner does not issue a Certificate for Payment,through no fault of the Design-Builder,within the time required by the Design-Build Documents,then the Design-Builder may,upon seven additional days' written notice to the Owner,stop the Work until payment of the amount owing has been received.The Contract Time shall be extended appropriately and the Contract Sum shall be increased by the amount of the Design-Builder's reasonable costs of shut-down,delay and start-up,plus interest as provided for in the Design-Build Documents. § 9.8 Substantial Completion § 9.8.1 Substantial Completion is the stage in the progress of the Work when the Work or designated portion thereof is sufficiently complete in accordance with the Design-Build Documents so that the Owner can occupy or utilize the Work for its intended use.The date of Substantial Completion is the date certified by the Owner in accordance with this Section 9.8. § 9.8.2 When the Design-Builder considers that the Work,or a portion thereof which the Owner agrees to accept separately,is substantially complete,the Design-Builder shall prepare and submit to the Owner a comprehensive list of items to be completed or corrected prior to final payment. Failure to include an item on such list does not alter the responsibility of the Design-Builder to complete all Work in accordance with the Design-Build Documents. § 9.8.3 Upon receipt of the Design-Builder's list,the Owner shall make an inspection to determine whether the Work or designated portion thereof is substantially complete. If the Owner's inspection discloses any item,whether or not included on the Design-Builder's list,which is not sufficiently complete in accordance with the Design-Build Documents so that the Owner can occupy or utilize the Work or designated portion thereof for its intended use,the Design-Builder shall,before issuance of the Certificate of Substantial Completion,complete or correct such item upon notification by the Owner. In such case,the Design-Builder shall then submit a request for another inspection by the Owner to determine Substantial Completion. Init. AIA Document A141- -2014.Copyright@ 2004 and 2014 by The American Institute of Architects.All rights reserved.The"American Institute of Architects,'"AIA" the AIA Logo,and WA Contract Documents'are registered trademarks and may not be used without permission This document was produced by AIA software at 22 18:02:26 ET on 0112512023 under Order No.2114402301 which expires on 01/24/2024.is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents6 Terms of Service.To report copyright violations,e-mail copyright@aia.org_ User Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E3B3-4FF0-8460-F320B076EC12 § 9.8.4 Prior to issuance of the Certificate of Substantial Completion under Section 9.8.5,the Owner and Design-Builder shall discuss and then determine the parties' obligations to obtain and maintain property insurance following issuance of the Certificate of Substantial Completion. § 9.8.5 When the Work or designated portion thereof is substantially complete,the Design-Builder will prepare for the Owner's signature a Certificate of Substantial Completion that shall,upon the Owner's signature,establish the date of Substantial Completion;establish responsibilities of the Owner and Design-Builder for security,maintenance,heat, utilities,damage to the Work and insurance;and fix the time within which the Design-Builder shall finish all items on the list accompanying the Certificate. Warranties required by the Design-Build Documents shall commence on the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the Certificate of Substantial Completion. § 9.8.6 The Certificate of Substantial Completion shall be submitted by the Design-Builder to the Owner for written acceptance of responsibilities assigned to it in the Certificate_Upon the Owner's acceptance,and consent of surety,if any,the Owner shall make payment of retainage applying to the Work or designated portion thereof.Payment shall be adjusted for Work that is incomplete or not in accordance with the requirements of the Design-Build Documents, § 9.9 Partial Occupancy or Use § 9.9.1 The Owner may occupy or use any completed or partially completed portion of the Work at any stage when such portion is designated by separate agreement with the Design-Builder,provided such occupancy or use is consented to,by endorsement or otherwise,by the insurer providing property insurance and authorized by public authorities having jurisdiction over the Project. Such partial occupancy or use may commence whether or not the portion is substantially complete,provided the Owner and Design-Builder have accepted in writing the responsibilities assigned to each of them for payments,retainage,if any,security,maintenance,heat,utilities,damage to the Work and insurance,and have agreed in writing concerning the period for correction of the Work and commencement of warranties required by the Design-Build Documents.When the Design-Builder considers a portion substantially complete,the Design-Builder shall prepare and submit a list to the Owner as provided under Section 9.8.2.Consent of the Design-Builder to partial occupancy or use shall not be unreasonably withheld.The stage of the progress of the Work shall be determined by written agreement between the Owner and Design-Builder. § 9.9.2 Immediately prior to such partial occupancy or use,the Owner and Design-Builder shall jointly inspect the area to be occupied or portion of the Work to be used in order to determine and record the condition of the Work. § 9.9.3 Unless otherwise agreed upon,partial occupancy or use of a portion or portions of the Work shall not constitute acceptance of Work not complying with the requirements of the Design-Build Documents. § 9.10 Final Completion and Final Payment § 9.10.1 Upon receipt of the Design-Builder's written notice that the Work is ready for final inspection and acceptance and upon receipt of a final Application for Payment,the Owner will promptly make such inspection.When the Owner finds the Work acceptable under the Design-Build Documents and the Contract fully performed,the Owner will, subject to Section 9.10.2,promptly issue a final Certificate for Payment. § 9.10.2 Neither final payment nor any remaining retained percentage shall become due until the Design-Builder submits to the Owner(1)an affidavit that payrolls,bills for materials and equipment,and other indebtedness connected with the Work,for which the Owner or the Owner's property might be responsible or encumbered,(less amounts withheld by Owner)have been paid or otherwise satisfied,(2)a certificate evidencing that insurance required by the Design-Build Documents to remain in force after final payment is currently in effect,(3)a written statement that the Design-Builder knows of no substantial reason that the insurance will not be renewable to cover the period required by the Design-Build Documents,(4)consent of surety, if any,to final payment,(5)as-constructed record copy of the Construction Documents marked to indicate field changes and selections made during construction,(6) manufacturer's warranties,product data,and maintenance and operations manuals,and(7)if required by the Owner, other data establishing payment or satisfaction of obligations,such as receipts,or releases and waivers of liens,claims, security interests,or encumbrances,arising out of the Contract,to the extent and in such form as may be designated by the Owner.If an Architect,a Consultant,or a Contractor,or other person or entity providing services or work for the Design-Builder,refuses to furnish a release or waiver required by the Owner,the Design-Builder may furnish a bond satisfactory to the Owner to indemnify the Owner against such liens,claims,security interests,or encumbrances.If Init. AIA Document A141 Cm- -2014.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved The Institute of Arltects,"'AIA" the AIA Logo,and'AJA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 23 18:02:26 ET on 01/2512023 under Order No.2114402301 which expires on 01124/2024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copyoght(Maia.org. User Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E381-417F0-8460-17320B076EC12 such liens,claims,security interests,or encumbrances remains unsatisfied after payments are made,the Design-Builder shall refund to the Owner all money that the Owner may be compelled to pay in discharging such liens,claims,security interests,or encumbrances,including all costs and reasonable attorneys' fees. § 9,10.3 If,after Substantial Completion of the Work,final completion thereof is materially delayed through no fault of the Design-Builder or by issuance of Change Orders affecting final completion,the Owner shall,upon application by the Design-Builder,and without terminating the Contract,make payment of the balance due for that portion of the Work fully completed and accepted. If the remaining balance for Work not fully completed or corrected is less than retainage stipulated in the Design-Build Documents,and if bonds have been furnished,the written consent of surety to payment of the balance due for that portion of the Work fully completed and accepted shall be submitted by the Design-Builder to the Owner prior to issuance of payment. Such payment shall be made under terms and conditions governing final payment,except that it shall not constitute a waiver of claims. § 9.10.4 The making of final payment shall constitute a waiver of Claims by the Owner except those arising from .1 liens,Claims,security interests or encumbrances arising out of the Contract and unsettled; .2 failure of the Work to comply with the requirements of the Design-Build Documents;or .3 terms of special warranties required by the Design-Build Documents. § 9.10.5 Acceptance of final payment by the Design-Builder shall constitute a waiver of claims by the Design-Builder except those previously made in writing and identified by the Design-Builder as unsettled at the time of final Application for Payment. ARTICLE 10 PROTECTION OF PERSONS AND PROPERTY § 10.1 Safety Precautions and Programs The Design-Builder shall be responsible for initiating,maintaining and supervising all safety precautions and programs in connection with the performance of the Contract. § 10.2 Safety of Persons and Property § 10.2.1 The Design-Builder shall be responsible for precautions for the safety of,and reasonable protection to prevent damage,injury or loss to .1 employees on the Work and other persons who may be affected thereby; .2 the Work and materials and equipment to be incorporated therein,whether in storage on or off the site, under care,custody or control of the Design-Builder or the Architect,Consultants,or Contractors,or other person or entity providing services or work for the Design-Builder;and .3 other property at the site or adjacent thereto,such as trees,shrubs,lawns,walks,pavements,roadways, or structures and utilities not designated for removal,relocation or replacement in the course of construction. § 10.2.2 The Design-Builder shall comply with,and give notices required by,applicable laws,statutes,ordinances, codes,rules and regulations,and lawful orders of public authorities,bearing on safety of persons or property,or their protection from damage,injury or loss. § 10.2.3 The Design-Builder shall implement,erect,and maintain,as required by existing conditions and performance of the Contract,reasonable safeguards for safety and protection,including posting danger signs and other warnings against hazards,promulgating safety regulations,and notify owners and users of adjacent sites and utilities of the safeguards and protections. § 10.2.4 When use or storage of explosives or other hazardous materials or equipment,or unusual methods,are necessary for execution of the Work,the Design-Builder shall exercise utmost care,and carry on such activities under supervision of properly qualified personnel. § 10.2.5 The Design-Builder shall promptly remedy damage and loss(other than damage or loss insured under property insurance required by the Design-Build Documents)to property referred to in Sections 10.2.1.2 and 10.2.1.3, caused in whole or in part by the Design-Builder,the Architect,a Consultant,a Contractor,or anyone directly or indirectly employed by any of them,or by anyone for whose acts they may be liable and for which the Design-Builder is responsible under Sections 10.2.1.2 and 10.2.1.3;except damage or loss attributable to acts or omissions of the Owner,or anyone directly or indirectly employed by the Owner,or by anyone for whose acts the Owner may be liable, Init. AIA Document A141- -2014.Copyright©2004 and 2014 by The American Institute of Architects.All rights reserved.The'Amencan Institute of Architects.' the AIA Logo,and-AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 24 18:02:26 ET on 0 112 512 02 3 under Order No.2114402301 which expires on 0112412024,is not far resale,is licensed for one-time use only,and may only be used in I accordance with the AIA Contract Documents40 Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (1379031126) DocuSign Envelope ID:8E8293C8-E381-4FF0-8460-F3206076EC12 and not attributable to the fault or negligence of the Design-Builder.The foregoing obligations of the Design-Builder are in addition to the Design-Builder's obligations under Section 3.1.14. § 10.2.6 The Design-Builder shall designate a responsible member of the Design-Builder's organization,at the site, whose duty shall be the prevention of accidents.This person shall be the Design-Builder's superintendent unless otherwise designated by the Design-Builder in writing to the Owner. § 10.2.7 The Design-Builder shall not permit any part of the construction or site to be loaded so as to cause damage or create an unsafe condition. § 10.2.8 Injury or Damage to Person or Property.If the Owner or Design-Builder suffers injury or damage to person or property because of an act or omission of the other,or of others for whose acts such party is legally responsible, written notice of the injury or damage,whether or not insured,shall be given to the other party within a reasonable time not exceeding 21 days after discovery. The notice shall provide sufficient detail to enable the other party to investigate the matter. § 10.3 Hazardous Materials § 10.3.1 The Design-Builder is responsible for compliance with any requirements included in the Design-Build Documents regarding hazardous materials. If the Design-Builder encounters a hazardous material or substance not addressed in the Design-Build Documents and if reasonable precautions will be inadequate to prevent foreseeable bodily injury or death to persons resulting from a material or substance,including but not limited to asbestos or polychlorinated biphenyl(PCB),encountered on the site by the Design-Builder,the Design-Builder shall,upon recognizing the condition,immediately stop Work in the affected area and report the condition to the Owner in writing. § 10.3.2 Upon receipt of the Design-Builder's written notice,the Owner shall obtain the services of a licensed laboratory to verify the presence or absence of the material or substance reported by the Design-Builder and,in the event such material or substance is found to be present,to cause it to be rendered harmless.Unless otherwise required by the Design-Build Documents,the Owner shall furnish in writing to the Design-Builder the names and qualifications of persons or entities who are to perform tests verifying the presence or absence of such material or substance or who are to perform the task of removal or safe containment of such material or substance.The Design-Builder will promptly reply to the Owner in writing stating whether or not the Design-Builder has reasonable objection to the persons or entities proposed by the Owner.If the Design-Builder has an objection to a person or entity proposed by the Owner,the Owner shall propose another to whom the Design-Builder has no reasonable objection.When the material or substance has been rendered harmless,Work in the affected area shall resume upon written agreement of the Owner and Design-Builder. By Change Order,the Contract Time shall be extended appropriately and the Contract Sum shall be increased in the amount of the Design-Builder's reasonable additional costs of shut-down,delay and start-up. § 10.3.3 Reserved. §10.3.4 The Owner shall not be responsible under this Section 10.3 for materials or substances the Design-Builder brings to the site unless such materials or substances are required by the Owner's Criteria.The Owner shall be responsible for materials or substances required by the Owner's Criteria,except to the extent of the Design-Builder's fault or negligence in the use and handling of such materials or substances. § 10.3.5 The Design-Builder shall indemnify the Owner for the cost and expense the Owner incurs(1)for remediation of a material or substance the Design-Builder brings to the site and negligently handles,or(2)where the Design-Builder fails to perform its obligations under Section 10.3.1,except to the extent that the cost and expense are due to the Owner's fault or negligence. § 10.3.6 Reserved. § 10.4 Emergencies In an emergency affecting safety of persons or property,the Design-Builder shall act,at the Design-Builder's discretion,to prevent threatened damage, injury or loss. Init. AIA Document A141- -2014.Copyright0 2004 and 2014 by The American Institute of Architects.All rights reserved.The'Amencan institute of Architects,'-AIA,' the AIA Logo,and'AIA Contract Documents'are registered trademarks and may not be used without permission This document was produced by AIA software at 25 18:02:26 ET on 0 1 12 5/2 02 3 under Order No.2114402301 which expires on 0112412024,is not for resale,is licensed for one-time use only,and may only be used in ✓ accordance with the AIA Contract Documentse Terms of Service.To report copyright violations,e-mail copyrightasia-org. User Notes: (1379031125) Docu5ign Envelope ID:BE8293C8-E3B1-4FF0-8460-F320B076EC12 ARTICLE 11 UNCOVERING AND CORRECTION OF WORK § 11.1 Uncovering of Work The Owner may request to examine a portion of the Work that the Design-Builder has covered to determine if the Work has been performed in accordance with the Design-Build Documents. If such Work is in accordance with the Design-Build Documents,the Owner and Design-Builder shall execute a Change Order to adjust the Contract Time and Contract Sum,as appropriate. If such Work is not in accordance with the Design-Build Documents,the costs of uncovering and correcting the Work shall be at the Design-Builder's expense and the Design-Builder shall not be entitled to a change in the Contract Time unless the condition was caused by the Owner or a separate contractor in which event the Owner shall be responsible for payment of such costs and the Contract Time will be adjusted as appropriate. § 11.2 Correction of Work § 11.2.1 Before or After Substantial Completion.The Design-Builder shall promptly correct Work rejected by the Owner or failing to conforni to the requirements of the Design-Build Documents,whether discovered before or after Substantial Completion and whether or not fabricated,installed or completed.Costs of correcting such rejected Work, including additional testing and inspections,the cost of uncovering and replacement,and compensation for any design consultant employed by the Owner whose expenses and compensation were made necessary thereby,shall be at the Design-Builder's expense. § 11.2.2 After Substantial Completion § 11.2.2.1 In addition to the Design-Builder's obligations under Section 3.1,12,if,within one year after the date of Substantial Completion of the Work or designated portion thereof or after the date for commencement of warranties established under Section 9.9.1,or by terms of an applicable special warranty required by the Design-Build Documents,any of the Work is found not to be in accordance with the requirements of the Design-Build Documents, the Design-Builder shall correct it promptly after receipt of written notice from the Owner to do so unless the Owner has previously given the Design-Builder a written acceptance of such condition.The Owner shall give such notice promptly after discovery of the condition.During the one-year period for correction of the Work,if the Owner fails to notify the Design-Builder and give the Design-Builder an opportunity to make the correction,the Owner waives the rights to require correction by the Design-Builder and to make a claim for breach of warranty. If the Design-Builder fails to correct nonconforming Work within a reasonable time during that period after receipt of notice from the Owner,the Owner may correct it in accordance with Section 7.9. § 11.2.2.2 The one-year period for convection of Work shall be extended with respect to portions of Work first performed after Substantial Completion by the period of time between Substantial Completion and the actual completion of that portion of the Work. § 11.2.2.3 The one-year period for correction of Work shall not be extended by corrective Work performed by the Design-Builder pursuant to this Section 11.2. § 11.2.3 The Design-Builder shall remove from the site portions of the Work that are not in accordance with the requirements of the Design-Build Documents and are neither corrected by the Design-Builder nor accepted by the Owner. § 11.2.4 The Design-Builder shall bear the cost of correcting destroyed or damaged construction of the Owner or separate contractors,whether completed or partially completed,caused by the Design-Builder's correction or removal of Work that is not in accordance with the requirements of the Design-Build Documents. § 11.2.5 Nothing contained in this Section 11.2 shall be construed to establish a period of limitation with respect to other obligations the Design-Builder has under the Design-Build Documents.Establishment of the one-year period for correction of Work as described in Section 11.2.2 relates only to the specific obligation of the Design-Builder to correct the Work,and has no relationship to the time within which the obligation to comply with the Design-Build Documents may be sought to be enforced,nor to the time within which proceedings may be commenced to establish the Design-Builder's liability with respect to the Design-Builder's obligations other than specifically to correct the Work. AIA Document A141- -2014.Copyright 02004 and 2014 by The American Institute of Architects.All rights reserved-The"American Institute of Architects,"AIA," Init. the AIA Logo.and"AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 26 18:02:26 ET on 01125/2023 under Order No.2114402301 which expires on 01/2412024.is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA Contract Document0 Terms of service.To report copyright violations,e-mail copyright@aia.org, User Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E381-4FF6-8460-F324B076EC12 § 11.3 Acceptance of Nonconforming Work If the Owner prefers to accept Work that is not in accordance with the requirements of the Design-Build Documents, the Owner may do so instead of requiring its removal and correction,in which case the Contract Sum will be reduced as appropriate and equitable. Such adjustment shall be effected whether or not final payment has been made. ARTICLE 12 COPYRIGHTS AND LICENSES § 12.1 Drawings,specifications,and other documents furnished by the Design-Builder,including those in electronic form,are Instruments of Service.The Design-Builder,and the Architect,Consultants,Contractors,and any other person or entity providing services or work for any of them,shall be deemed the authors and owners of their respective Instruments of Service,including the Drawings and Specifications,and shall retain all common law,statutory and other reserved rights,including copyrights. Submission or distribution of instruments of Service to meet official regulatory requirements,or for similar purposes in connection with the Project,is not to be construed as publication in derogation of the reserved rights of the Design-Builder and the Architect,Consultants,and Contractors,and any other person or entity providing services or work for any of them. § 12.2 The Design-Builder and the Owner warrant that in transmitting Instruments of Service,or any other information,the transmitting party is the copyright owner of such information or has permission from the copyright owner to transmit such information for its use on the Project. § 12.3 Upon execution of the Agreement,the Design-Builder grants to the Owner a limited, irrevocable and non-exclusive license to use the Instruments of Service solely and exclusively for purposes of constructing,using, maintaining,altering and adding to the Project,provided that the Owner substantially performs its obligations, including prompt payment of all sums when due,under the Design-Build Documents.The license granted under this section permits the Owner to authorize its consultants and separate contractors to reproduce applicable portions of the Instruments of Service solely and exclusively for use in performing services or construction for the Project.If the Design-Builder rightfully terminates this Agreement for cause as provided in Section 13.1.4 or 13.2.1 the license granted in this Section 12.3 shall terminate. § 12.3.1 The Design-Builder shall obtain non-exclusive licenses from the Architect,Consultants,and Contractors,that will allow the Design-Builder to satisfy its obligations to the Owner under this Article 12.The Design-Builder's licenses from the Architect and its Consultants and Contractors shall also allow the Owner,in the event this Agreement is terminated for any reason other than the default of the Owner or in the event the Design-Builder's Architect,Consultants,or Contractors terminate their agreements with the Design-Builder for cause,to obtain a limited,irrevocable and non-exclusive license solely and exclusively for purposes of constructing,using,maintaining, altering and adding to the Project,provided that the Owner agrees to pay to the Architect,Consultant or Contractor al I amounts due. § 12.3.2 Reserved.. ARTICLE 13 TERMINATION OR SUSPENSION § 13.1 Termination or Suspension Prior to Execution of the Design-Build Amendment § 13.1.1 If the Owner fails to make payments to the Design-Builder for Work prior to execution of the Design-Build Amendment in accordance with this Agreement,such failure shall be considered substantial nonperformance and cause for termination or,at the Design-Builder's option,cause for suspension of performance of services under this Agreement.If the Design-Builder elects to suspend the Work,the Design-Builder shall give seven days'written notice to the Owner before suspending the Work.In the event of a suspension of the Work,the Design-Builder shall have no liability to the Owner for delay or damage caused by the suspension of the Work.Before resuming the Work,the Design-Builder shall be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Design-Builder's Work.The Design-Builder's compensation for,and time to complete,the remaining Work shall be equitably adjusted. § 13.1.2 If the Owner suspends the Project,the Design-Builder shall be compensated for the Work performed prior to notice of such suspension. When the Project is resumed,the Design-Builder shall be compensated for expenses incurred in the interruption and resumption of the Design-Builder's Work.The Design-Builder's compensation for, and time to complete,the remaining Work shall be equitably adjusted. Inlet. AIA Document A141'-2014.Copyright 0 2004 and 2014 by The American Institute of Architects.All rights reserved.The'Amencan Institute of Architects,'"AIA,' the AIA Logo.and-AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 27 18:02:26 ET on 01/25/2023 under Order No.2114402301 which expires on 01/2412024,is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copynght@aia.org. User Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E381-4FF0-8460-F320S076EC12 § 13.1.3 I f the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Design-Builder,the Design-Builder may terminate this Agreement by giving not less than seven days'written notice. § 13.1.4 Either party may terminate this Agreement upon not less than seven days' written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 13.1.5 The Owner may terminate this Agreement upon not less than seven days'written notice to the Design-Builder for the Owner's convenience and without cause. § 13.1.6 In the event of termination not the fault of the Design-Builder,the Design-Builder shall be compensated for Work performed prior to termination,together with Reimbursable Expenses then due and any other expenses directly attributable to termination for which the Design-Builder is not otherwise compensated. In no event shall the Design-Builder's compensation under this Section 13.1.E be greater than the compensation set forth in Section 2.1. § 13.2 Termination or Suspension Following Execution of the Design-Build Amendment § 13.2.1 Termination by the Design-Builder § 13.2.1.1 The Design-Builder may terminate the Contract if the Work is stopped for a period of 30 consecutive days through no act or fault of the Design-Builder,the Architect,a Consultant,or a Contractor,or their agents or employees,or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder,for any of the following reasons: .1 Issuance of an order of a court or other public authority having jurisdiction that requires all Work to be stopped; .2 An act of government,such as a declaration of national emergency that requires all Work to be stopped; .3 Because the Owner has not issued a Certificate for Payment and has not notified the Design-Builder of the reason for withholding certification as provided in Section 9.5.1,or because the Owner has not made payment on a Certificate for Payment within the time stated in the Design-Build Documents;or .4 The Owner has failed to furnish to the Design-Builder promptly,upon the Design-Builder's request, reasonable evidence as required by Section 7.2.7. § 13.2.1.2 The Design-Builder may terminate the Contract if,through no act or fault of the Design-Builder,the Architect,a Consultant,a Contractor,or their agents or employees or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder,repeated suspensions,delays or interruptions of the entire Work by the Owner as described in Section 13.2.3 constitute in the aggregate more than 100 percent of the total number of days scheduled for completion,or 120 days in any 365-day period,whichever is less. § 13.2.1.3 If one of the reasons described in Section 13.2.1.1 or 13.2.1.2 exists,the Design-Builder may,upon seven days'written notice to the Owner,terminate the Contract and recover from the Owner payment for Work executed, including reasonable overhead and profit,costs incurred by reason of such termination,and damages. § 13.2.1.4 if the Work is stopped for a period of 60 consecutive days through no act or fault of the Design-Builder or any other persons or entities performing portions of the Work under contract with the Design-Builder because the Owner has repeatedly failed to fulfill the Owner's obligations under the Design-Build Documents with respect to matters important to the progress of the Work,the Design-Builder may,upon seven additional days' written notice to the Owner,terminate the Contract and recover from the Owner as provided in Section 13.2.1.3. § 13.2.2 Termination by the Owner For Cause § 13.2.2.1 The Owner may terminate the Contract if the Design-Builder .1 fails to submit the Proposal by the date required by this Agreement,or if no date is indicated,within a reasonable time consistent with the date of Substantial Completion; .2 repeatedly refuses or fails to supply an Architect,or enough properly skilled Consultants,Contractors, or workers or proper materials; .3 fails to make payment to the Architect,Consultants,or Contractors for services,materials or labor in accordance with their respective agreements with the Design-Builder; .4 repeatedly disregards applicable laws,statutes,ordinances,codes,rules and regulations,or lawful orders of a public authority;or .5 is otherwise guilty of substantial breach of a provision of the Design-Build Documents. AIA Document A141- -2014.Copyright 02004 and 2014 by The American Institute of Architects.All rights reserved_The"Amencan Institute of Architects,'"AIA.' Init. the AIA Logo.and-AiA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 28 18:02:26 ET on 01/25/2023 under Order No.2114402301 which expires on 0 1/2 412 0 24.is not for resale,is licensed for one-time use only,and may only be used in I accordance with the AIA Contract Documents®Terms of Service-To report copyright violations,e-mail copynght@aia,org User Notes: (1379031125) DocuSign Envelope ID:BE8293C8-E3B1-4FFo-8460-F3208076EC12 § 13.2.2.2 When any of the above reasons exist,the Owner may without prejudice to any other rights or remedies of the Owner and after giving the Design-Builder and the Design-Builder's surety,if any,seven days'written notice, terminate employment of the Design-Builder and may,subject to any prior rights of the surety: .1 Exclude the Design-Builder from the site and take possession of all materials,equipment,tools,and construction equipment and machinery thereon owned by the Design-Builder; .2 Accept assignment of the Architect,Consultant and Contractor agreements pursuant to Section 3.1.15, and .3 Finish the Work by whatever reasonable method the Owner may deem expedient.Upon written request of the Design-Builder,the Owner shall furnish to the Design-Builder a detailed accounting of the costs incurred by the Owner in finishing the Work. § 13.2.2.3 When the Owner terminates the Contract for one of the reasons stated in Section 13.2.2.1,the Design-Builder shall not be entitled to receive further payment until the Work is finished. § 13.2.2.4 1f the unpaid balance of the Contract Sum exceeds costs of finishing the Work and other damages incurred by the Owner and not expressly waived,such excess shall be paid to the Design-Builder. If such costs and damages exceed the unpaid balance,the Design-Builder shall pay the difference to the Owner.The obligation for such payments shall survive termination of the Contract. § 13.2.3 Suspension by the Owner for Convenience § 13.2.3.1 The Owner may,without cause,order the Design-Builder in writing to suspend,delay or interrupt the Work in whole or in part for such period of time as the Owner may determine. § 13.2.3.2 The Contract Sum and Contract Time shall be adjusted for increases in the cost and time caused by suspension,delay or interruption as described in Section 13.2.3.1.Adjustment of the Contract Sum shall include profit.No adjustment shall be made to the extent .1 that performance is,was or would have been so suspended,delayed or interrupted by another cause for which the Design-Builder is responsible; or .2 that an equitable adjustment is made or denied under another provision of the Contract. § 13.2.4 Termination by the Owner for Convenience § 13.2.4.1 The Owner may,at any time,terminate the Contract for the Owner's convenience and without cause. § 13.2.4.2 Upon receipt of written notice from the Owner of such termination for the Owner's convenience,the Design-Builder shall .1 cease operations as directed by the Owner in the notice; ,2 take actions necessary,or that the Owner may direct,for the protection and preservation of the Work; and, .3 except for Work directed to be performed prior to the effective date of termination stated in the notice, terminate all existing Project agreements,including agreements with the Architect,Consultants, Contractors,and purchase orders,and enter into no further Project agreements and purchase orders. § 13.2.4.3 In case of such termination for the Owner's convenience,the Design-Builder shall be entitled to receive payment for Work executed,and costs incurred by reason of such termination',along with reasonable overhead and profit on the Work not executed. ARTICLE 14 CLAIMS AND DISPUTE RESOLUTION § 14.1 Claims § 14.1.1 Definition.A Claim is a demand or assertion by one of the parties seeking,as a matter of right,payment of money,or other relief with respect to the terms of the Contract.The term"Claim"also includes other disputes and matters in question between the Owner and Design-Builder arising out of or relating to the Contract.The responsibility to substantiate Claims shall rest with the party making the Claim. § 14.1.2 Time Limits on Claims.The Owner and Design-Builder shall commence all claims and causes of action, whether in contract,tort,breach of warranty or otherwise,against the other,arising out of or related to the Contract in accordance with the requirements of the binding dispute resolution method selected in Section 1.3,within the time Init. AIA Document A141- -2014.Copyright m 2004 and 2014 by The American Institute of Architects.Ail rights reserved.The"American Institute of Architects.""AIA." the AIA Logo,and"AIA Contract documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 29 18:02:26 ET on 01/25/2023 under Order No.2114402301 which expires on 01/24/2024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents°C Terms of Service.To report copyright violations,e-mail copyright@aia,org. User Notes: (1379031125) DocuSign Envelope ID.8E8293C8-E3B1-4FF0-8460-F320B076EC12 period specified by applicable law,but in any case not more than 10 years after the date of Substantial Completion of the Work.The Owner and Design-Builder waive all claims and causes of action not commenced in accordance with this Section 14.1.2. § 14.1.3 Notice of Claims § 14.1.3.1 Prior To Final Payment.Prior to Final Payment,Claims by either the Owner or Design-Builder must be initiated by written notice to the other party within 21 days after occurrence of the event giving rise to such Claim or within 21 days after the claimant first recognizes the condition giving rise to the Claim,whichever is later. § 14.1.3.2 Claims Arising After Final Payment.After Final Payment,Claims by either the Owner or Design-Builder that have not otherwise been waived pursuant to Sections 9.10.4 or 9.10.5,must be initiated by prompt written notice to the other party.The notice requirement in Section 14.1.3.1 and the Initial Decision requirement as a condition precedent to mediation in Section 14.2,l shall not apply. § 14.1.4 Continuing Contract Performance.Pending final resolution of a Claim,except as otherwise agreed in writing or as provided in Section 9-7 and Article 13,the Design-Builder shall proceed diligently with performance of the Contract and the Owner shall continue to make payments in accordance with the Design-Build Documents. § 14.1.5 Claims for Additional Cost.If the Design-Builder intends to make a Claim for an increase in the Contract Sum, written notice as provided herein shall be given before proceeding to execute the portion of the Work that relates to the Claim.Prior notice is not required for Claims relating to an emergency endangering life or property arising under Section 10.4. § 14.1.6 Claims for Additional Time § 14.1.6.1 If the Design-Builder intends to make a Claim for an increase in the Contract Time,written notice as provided herein shall be given.The Design-Builder's Claim shall include an estimate of cost and of probable effect of delay on progress of the Work.In the case of a continuing delay,only one Claim is necessary. § 14.1.6.2 If adverse weather conditions are the basis for a Claim for additional time,such Claim shall be documented by data substantiating that weather conditions were abnormal for the period of time,could not have been reasonably anticipated,and had an adverse effect on the scheduled construction. § 14.1.7 Claims for Consequential Damages The Design-Builder and Owner waive Claims against each other for consequential damages arising out of or relating to this Contract.This mutual waiver includes .1 damages incurred by the Owner for rental expenses,for losses of use,income,profit,financing, business and reputation,and for loss of management or employee productivity or of the services of such persons;and .2 damages incurred by the Design-Builder for principal office expenses including the compensation of personnel stationed there, for losses of financing,business and reputation,and for loss of profit except anticipated profit arising directly from the Work. This mutual waiver is applicable,without limitation,to all consequential damages due to either party's termination in accordance with Article 13.Nothing contained in this Section 14.1.7 shall be deemed to preclude an award of liquidated damages,when applicable,in accordance with the requirements of the Design-Build Documents. § 14.2 Initial Decision § 14.2.1 An initial decision shall be required as a condition precedent to mediation of all Claims between the Owner and Design-Builder initiated prior to the date final payment is due,excluding those arising under Sections 10.3 and 10.4 of the Agreement and Sections B.3.2.9 and B.3.2.10 of Exhibit B to this Agreement,unless 30 days have passed after the Claim has been initiated with no decision having been rendered.Unless otherwise mutually agreed in writing, the Owner shall render the initial decision on Claims. § 14.2.2 Procedure § 14.2.2.1 Claims Initiated by the Owner.If the Owner initiates a Claim,the Design-Builder shall provide a written response to Owner within ten days after receipt of the notice required under Section 14.1.3.1.Thereafter,the Owner shall render an initial decision within ten days of receiving the Design-Builder's response:(1)withdrawing the Claim AIA document A741--2014.CopyrightC 2oo4 and 2014 by The American Institute of Architects.All rights reserved.The'Amencan Institute of Architects,"ASA,- Init. the AIA Logo,and'AIA Contract Documents"are registered trademarks and may not be used without permission.This document was produced by AIA software at 30 18:02:26 ET on 0112512023 under Order No.2114402301 which expires on 0112412024.is not for resale,is licensed for one-time use only.and may only be used in 1 accordance with the AIA Conti-act Documents"Terms of Service.To report copyright violations,e-mail copyright@aia.org User Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E3B1-4FF0-8460-F320B076EC12 in whole or in part,(2)approving the Claim in whole or in part,or(3)suggesting a compromise. § 14.2.2.2 Claims Initiated by the Design-Builder.If the Design-Builder initiates a Claim,the Owner will take one or more of the following actions within ten days after receipt of the notice required under Section 14.1.3.1: (1)request additional supporting data,(2)render an initial decision rejecting the Claim in whole or in part,(3)render an initial decision approving the Claim,(4)suggest a compromise or(5)indicate that it is unable to render an initial decision because the Owner lacks sufficient information to evaluate the merits of the Claim. § 14.2.3 In evaluating Claims,the Owner may,but shall not be obligated to,consult with or seek information from persons with special knowledge or expertise who may assist the Owner in rendering a decision.The retention of such persons shall be at the Owner's expense. § 14.2.4 If the Owner requests the Design-Builder to provide a response to a Claim or to furnish additional supporting data,the Design-Builder shall respond,within ten days after receipt of such request,and shall either(1)provide a response on the requested supporting data,(2)advise the Owner when the response or supporting data will be furnished or(3)advise the Owner that no supporting data will be furnished.Upon receipt of the response or supporting data,if any,the Owner will either reject or approve the Claim in whole or in part. § 14.2.5 The Owner's initial decision shall(1)be in writing;(2)state the reasons therefor;and(3)identify any change in the Contract Sum or Contract Time or both.The initial decision shall be final and binding on the parties but subject to mediation and,if the parties fail to resolve their dispute through mediation,to binding dispute resolution. § 14.2.6 Either party may file for mediation of an initial decision at any time,subject to the terms of Section 14.2.6.1. § 14.2.6.1 Either party may,within 30 days from the date of an initial decision,demand in writing that the other party file for mediation within 60 days of the initial decision. If such a demand is made and the party receiving the demand fails to file for mediation within the time required,then both parties waive their rights to mediate or pursue binding dispute resolution proceedings with respect to the initial decision. § 14.2.7 In the event of a Claim against the Design-Builder,the Owner may,but is not obligated to,notify the surety,if any,of the nature and amount of the Claim. If the Claim relates to a possibility of a Design-Builder's default,the Owner may,but is not obligated to,notify the surety and request the surety's assistance in resolving the controversy. § 14.2.8 If a Claim relates to or is the subject of a mechanic's lien,the party asserting such Claim may proceed in accordance with applicable law to comply with the lien notice or filing deadlines. § 14.3 Mediation § 14.3.1 Claims,disputes,or other matters in controversy arising out of or related to the Contract,except those waived as provided for in Sections 9.10.4,9.10.5,and 14.1.7,shall be subject to mediation as a condition precedent to binding dispute resolution. § 14.3.2 The parties shall endeavor to resolve their Claims by mediation which,unless the parties mutually agree otherwise,shall be administered by the American Arbitration Association in accordance with its Construction Industry Mediation Procedures in effect on the date of the Agreement. A request for mediation shall be made in writing, delivered to the other party to the Contract,and filed with the person or entity administering the mediation.The request may be made concurrently with the filing of binding dispute resolution proceedings but,in such event, mediation shall proceed in advance of binding dispute resolution proceedings,which shall be stayed pending mediation for a period of 60 days from the date of filing,unless stayed for a longer period by agreement of the parties or court order. If an arbitration proceeding is stayed pursuant to this Section 14.3.2,the parties may nonetheless proceed to the selection of the arbitrator(s)and agree upon a schedule for later proceedings. § 14.3.3 The parties shall share the mediator's fee and any filing fees equally.The mediation shall be held in the place where the Project is located,unless another location is mutually agreed upon.Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction. (Paragraphs deleted) Init. AIA Document A141--2014.Copyright®2004 and 2014 by The American losbtute of Architects,AJI rights reserved.The'Amencan Institute of Architects.""AIA the AIA Logo_and'AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 31 1&02 26 ET on 01/26/2023 under Order No.2114402301 which expires on 01/2412024,is not for resale,is licensed for one-time use only,and may only be used in f accordance with the AIA Contract Documents Terms of Service.To report copyright violations,e-mail copydght@aia.org_ User Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E3B1-4Fi`0-8460-F320B076EC12 § 14.4 Reserved. ARTICLE 15 MISCELLANEOUS PROVISIONS § 15.1 Governing Law The Contract shall be governed by the law of the place where the Project is located except that,if the parties have selected arbitration as the method of binding dispute resolution,the Federal Arbitration Act shall govern Section 14.4. § 15.2 Successors and Assigns § 15.2.1 The Owner and Design-Builder,respectively,bind themselves,their partners,successors,assigns and legal representatives to the covenants,agreements and obligations contained in the Design-Build Documents. Except as Provided in Section 15.2.2,neither parry to the Contract shall assign the Contract as a whole without written consent of the other. If either party attempts to make such an assignment without such consent,that party shall nevertheless remain legally responsible for all obligations under the Contract. § 15.2.2 The Owner may,without consent of the Design-Builder,assign the Contract to a lender providing construction financing for the Project,if the lender assumes the Owner's rights and obligations under the Design-Build Documents.The Design-Builder shall execute all consents reasonably required to facilitate such assignment. § 15.2.31f the Owner requests the Design-Builder,Architect,Consultants,or Contractors to execute certificates,other than those required by Section 3.1.10,the Owner shall submit the proposed language of such certificates for review at least 14 days prior to the requested dates of execution. If the Owner requests the Design-Builder,Architect, Consultants,or Contractors to execute consents reasonably required to facilitate assignment to a lender,the Design-Builder,Architect,Consultants,or Contractors shall execute all such consents that are consistent with this Agreement,provided the proposed consent is submitted to them for review at least 14 days prior to execution.The Design-Builder,Architect,Consultants,and Contractors shall not be required to execute certificates or consents that would require knowledge,services or responsibilities beyond the scope of their services. § 15.3 Written Notice Written notice shall be deemed to have been duly served if delivered in person to the individual,to a member of the firm or entity,or to an officer of the corporation for which it was intended;or if delivered at,or sent by registered or certified mail or by courier service providing proof of delivery to,the last business address known to the party giving notice. § 15.4 Rights and Remedies § 15.4.1 Duties and obligations imposed by the Design-Build Documents,and rights and remedies available thereunder,shall be in addition to and not a limitation of duties,obligations,rights and remedies otherwise imposed or available by law. § 15.4.2 No action or failure to act by the Owner or Design-Builder shall constitute a waiver of a right or duty afforded them under the Contract,nor shall such action or failure to act constitute approval of or acquiescence in a breach thereunder,except as may be specifically agreed in writing. § 15.5 Tests and Inspections § 15.5.1 Tests,inspections and approvals of portions of the Work shall be made as required by the Design-Build Documents and by applicable laws,statutes,ordinances,codes,rules and regulations or lawful orders of public authorities.Unless otherwise provided,the Design-Builder shall make arrangements for such tests,inspections and approvals with an independent testing laboratory or entity acceptable to the Owner,or with the appropriate public authority,and shall bear all related costs of tests,inspections and approvals.The Design-Builder shall give the Owner timely notice of when and where tests and inspections are to be made so that the Owner may be present for such procedures.The Owner shall bear costs of(1)tests,inspections or approvals that do not become requirements until after bids are received or negotiations concluded,and(2)tests,inspections or approvals where building codes or applicable laws or regulations prohibit the Owner from delegating their cost to the Design-Builder. § 15.5.2 If the Owner determines that portions of the Work require additional testing,inspection or approval not included under Section 15.5.1,the Owner will instruct the Design-Builder to make arrangements for such additional testing,inspection or approval by an entity acceptable to the Owner,and the Design-Builder shall give timely notice to Init. AIA Document A141' -2014.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The'Amencan Institute of Architects,'"AIA' the AIA Logo.and"AIA Contract Documents-are registered trademarks and may not be used without permission This document was produced by AIA software at 32 18:02:26 ET on 01/25/2023 under Order No.2114402301 which expires on 01/24/2024,is not for resale.is licensed for one-time use only,and may only be used in 1 accordance with the AIA Contract Documents Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (1 379031 1 25) DocuSign Envelope ID:8E8293C8-E3B1-4FFO-8460-F320B076EC12 the Owner of when and where tests and inspections are to be made so that the Owner may be present for such procedures. Such costs,except as provided in Section 15.5.3,shall be at the Owner's expense. § 15.5.3 If such procedures for testing,inspection or approval under Sections 15.5.1 and 15.5.2 reveal failure of the portions of the Work to comply with requirements established by the Design-Build Documents,all costs made necessary by such failure shall be at the Design-Builder's expense_ § 15.5.4 Required certificates of testing,inspection or approval shall,unless otherwise required by the Design-Build Documents,be secured by the Design-Builder and promptly delivered to the Owner. § 15.5.5 If the Owner is to observe tests,inspections or approvals required by the Design-Build Documents,the Owner will do so promptly and,where practicable,at the normal place of testing. § 15.5.6 Tests or inspections conducted pursuant to the Design-Build Documents shall be made promptly to avoid unreasonable delay in the Work. § 15.6 Confidential Information To the extent permitted by Idaho law,if the Owner or Design-Builder transmits Confidential Information,the transmission of such Confidential Information constitutes a warranty to the party receiving such Confidential Information that the transmitting party is authorized to transmit the Confidential Information.If a party receives Confidential Information,the receiving party shall,to the extent permitted by Idaho law,keep the Confidential Information strictly confidential and shall not disclose it to any other person or entity except as set forth in Section 15.6.1. § 15.6.1 A party receiving Confidential Information may disclose the Confidential Information as required by law or court order,including a subpoena or other form of compulsory legal process issued by a court or governmental entity. A party receiving Confidential Information may also disclose the Confidential Information to its employees, consultants or contractors in order to perform services or work solely and exclusively for the Project,provided those employees,consultants and contractors are subject to the restrictions on the disclosure and use of Confidential Information as set forth in this Contract. § 15.7 Capitalization Terms capitalized in the Contract include those that are(1)specifically defined,(2)the titles of numbered articles or (3)the titles of other documents published by the American Institute of Architects. § 15.8 Interpretation § 15.8.1 In the interest of brevity the Design-Build Documents frequently omit modifying words such as"all"and "any"and articles such as"the"and"an,"but the fact that a modifier or an article is absent from one statement and appears in another is not intended to affect the interpretation of either statement. § 15.8.2 Unless otherwise stated in the Design-Build Documents,words which have well-known technical or construction industry meanings are used in the Design-Build Documents in accordance with such recognized meanings. ARTICLE 16 SCORE OF THE AGREEMENT § 16.1 This Agreement is comprised of the following documents listed below: .1 A[A Document A141Tm 2014,Standard Form of Agreement Between Owner and Design-Builder .2 AIA Document A141Tw-2014,Exhibit A,Design-Build Amendment,if executed .3 A[A Document A141T"L2014,Exhibit B,Insurance and Bonds .4 AIA Document A141Tht2014,Exhibit C,Sustainable Projects,if completed .5 AIA Document E203Tw-2013,Building Information Modeling and Digital Data Exhibit,if completed, or the following:Not Applicable. .6 Other: Init. AIA Document A141' -2014,Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The"American l nsttute of Architects,"'AIA the AIA Logo.and'AlA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 33 W02:26 ET on 0 112 512 02 3 under Order No.2114402301 which expires on 01124/2024,is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (1379031125) ❑ocuSign Envelope ID:8E8293C8-E3B1-4FF4-8460-F320B076EC12 Exhibit D—Owner Request for Proposals Exhibit E—Design-Builder Proposal This Agreement entered into as of the day and year first written above. DoCuSigned 6y: OWNER(Signature) DESiG - . ignature) Robert E.Simison Mayor Graham Taylor Di rector of Public Sector (Printed name and title) 2-28-2023 (Printed name and title) Attest: Chris Johnson, City Clerk 2-28-2023 Init. AIA Document A141- -2014.Copyright C 2004 and 2014 by The Amencan Institute of Architects.All rights reserved.The`American i nstrtute of Architects"AIA" the AIA Logo,and-AIA Contract Documents"are registered trademarks and may not be used without permission This documentwas produced by AIA software at 34 18:02:26 ET on 01125f2023 under Order No.2114402301 which expires on 0112412024,is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA Contract Documents"Terms of Service,To report copyright violations,e-mail copyright@aia.org. User Notes: (1379031125) DocuSign Envelope ID 8E8293C8-E3B1-4FF0-8460-F320B076EC12 Additions and Deletions Report for AIA® Document A 141- — 2014 This Additions and Deletions Report,as defined on page 1 of the associated document,reproduces below all text the author has added to the standard form AIA document in order to complete it,as well as any text the author may have added to or deleted from the original AIA text.Added text is shown underlined.Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document.This Additions and Deletions Report and its associated document were generated simultaneously by AEA software at 1 ti:02:26 ET on 01/25/2023. PAGE AGREEMENT made as of the day of in the year 2023 City of Meridian an Idaho municipal corporation 33 E. Broadway Ave. Meridian,Idaho 83642 Fatbeam LLC 2065 W.Riverstone Dr.,Suite 202 Coeur d'Alene,Idaho 83814 Design-Build Services for Conduit&Fiber Installation for Fire Safety Center PAGE 2 C SUSTAINABLE PROJECTS D OWNER REQUEST FOR PROPOSALS E DESIGN-BUILDER PROPOSAL § 1.1.1 The Owner's program for the Project: As set forth in Exhibit D,Owner Request for Proposals,and Exhibit E, Desit~n-Builder Proposal. PAGE 3 § 1.1.2 The Owner's design requirements for the Project and related documentation:As set forth in Exhibit D,Owner Request for Proposals,and Exhibit E.Design-Builder Proposal, § 1.1.3 The Project's physical characteristics:As set forth in Exhibit D,Owner Request for Proposals,and Exhibit E, Design-Builder Proposal. Additions and Deletions Report for AIA Document A141' -2014.Copyright 0 2004 and 2014 by The American Institute of Architects.All rights reserved.Tne American Institute of Architects,'"AIA,'the AIA Logo,and-AIA Contract Documents are registered trademarks and may not be used without permission This document was produced by AIA software at 18:02:26 ET on 01/25/2023 under Order No.2114402301 which expires on 0 112 4/2 024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documentse Terms of Service.To report copyright violations,e-mail copy right@aia_org User Notes: (1379031125) DocuSign Envelope ID 8E8293C8-F3B1-4FF0-8460-F320B076EC12 § 1.1.4 The Owner's anticipated Sustainable Objective for the Project,if any: Not applicable. § 1.1.5 Incentive programs the Owner intends to pursue for the Project,including those related to the Sustainable Objective,and any deadlines for receiving the incentives that are dependent on,or related to,the Design-Builder's services,are as follows:Not applicable. § 1.1.6 The Owner's budget for the Work to be provided by the Design-Builder is set forth below: Sixty thousand seven hundred twenty dollars($60,720A0),as set forth in Exhibit E,Design-Builder Proposal. As set forth in Exhibit E,Design-Builder Proposal,except that all Start and Due dates set forth in Exhibit E shall be adjusted as follows: I calculate the number of calendar days that have elapsed from December 14,2022,to the date that this Agreement is executed by the Owner("Number of Calendar Days"),then(2)add the Number of Calendar Days to the Start and Due dates set forth in Exhibit E, Design-Builder Proposal. As set forth in Exhibit E Design-Builder Proposal,except that all Start and Due dates set forth in Exhibit E shall be adjusted as follows:(1)calculate the number of calendar days that have elapsed from December 14,2022,to the date that this Agreement is executed by the Owner("Number of Calendar Days"),then(2)add the Number of Calendar Days to the Start and Due dates set forth in Exhibit E, Design-Builder Proposal. PAGE 4 As set forth in Exhibit E.Design-Builder Proposal,except that all Start and Due dates set forth in Exhibit E shall be adiusted as follows:(1)calculate the number of calendar days that have elapsed from December 14,2022,to the date that this Agreement is executed by the Owner("Number of Calendar Days");then(2)add the Number of Calendar Days to the Start and Due dates set forth in Exhibit E, Design-Builder Proposal. As set forth in Exhibit E,Design-Builder Proposal,except that all Start and Due dates set forth in Exhibit E shall be adiusted as follows:(1)calculate the number of calendar days that have used from December 14 2022 to the date that this Agreement is executed by the Owner "Number of Calendar Days"),then(2)add the Number of Calendar Days to the Start and Due dates set forth in Exhibit E, Design-Builder Proposal. As set forth in Exhibit E Desi -Builder Proposal,exc t that all Start and Due dates set forth in Exhibit E shall be adjusted as follows:(1)calculate the number of calendar days that have elapsed from December 14 2022 to the date that this Agreement is executed by the Owner "Number of Calendar Days");then(22)add the Number of Calendar Days to the Start and Due dates set forth in Exhibit E, Design-Builder Proposal. Not applicable. Additions and Deletions Report for AIA document A141' —2a14.Copyright®2004 and 2014 by The American Institute of Architects_All rights reserved_The -American Institute of Architects. 'AIA"the AIA Logo.and`AIA Contract Documents,are registered trademarks and may not be used without permission This 2 document was produced by AIA software at 18:02:26 ET on 01/25/2023 under Order No.2114402301 which expires on 0 112 412 024,is not for resale,is licensed for one-time use only,and may only be used in accordance wdh the AIA Contract Documents®Terms of Service.To report copyright violations.e-mail copyright@aia.org. User Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E3B1-4FF0-8480-F320B076EC12 Not applicable. Not applicable. § 1.1.9 Additional Owner's Criteria upon which the Agreement is based:As set forth in Exhibit D,Owner Request for Proposals,and Exhibit E,Design-Builder Proposal. PAGE 5 Dave Tiede Chief Information Officer City of Meridian 33 E. Broadway Ave. Meridian,Idaho 83642 As determined by Owner's representative. Not applicable. Christopher Davis Project Manager Fatbeam,LLC 2065 W.Riverstone Dr.,Suite 202 Coeur d'Alene Idaho 83814 [ ] Arbitration pursuant to Section 14.4 Not applicable. [ X Litigation in a court of competent jurisdiction [ ] Other:�jAKczfyjNot applicable. PAGE 7 § 2.1.1 Unless otherwise agreed,payments for Work performed prior to Execution of the Design-Build Amendment shall be made monthly. For the Design-Builder's performance of Work prior to the execution of the Design-Btiild Amendment,the Owner shall compensate the Design-Builder as follows:Not applicable_(included in Guaranteed Maximum Price as set forth in Exhibit A). Not applicable. § 2.1.3 Compensation for Reimbursable Expenses Prior To Execution of Design-Build Amendment Not applicable. Additions and Deletions Report for AIA Document A141- -2014.Copyright m 2004 and 2014 by The American Institute of Architects.All rights reserved.The "American Institute of Architects"'AIA,"the AIA Logo,and'AIA Contract Documents'are registered trademarks and may not be used without permission This 3 document was produced by AIA software at 18:02:26 ET on 0 112 5/2 0 2 3 under prder No.2114402301 which expires on 0112412024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copyright a@aia,org, User Notes: (1379031125) DocuSign Envelope ID 8E8293C8-E3131-4FF0-8460-F320B076EC12 Section 2.1.3.1,in its entirety,not applicable. § 2.1.3.2 For Reimbursable Expenses,the compensation shall be the expenses the Design-Builder and the Design-Builder's Architect,Consultants and Contractors incurred,plus an administrative fee of percent( %)of the expenses incurred.Not applicable. § 2.1.4.1 Payments are due and payable upon presentation of the Design-Builder's invoice.Amounts unpaid { ) days after the invoice date steal I bear interest at the rate entered below,or in the absence thereof at the legal rate prevailing from time to time at the principal place of business of the Design-Builder.Not applicable. PAGE 8 § 2.1.4.2 Records of Reimbursable Expenses and services performed on the basis of hourly rates shall be available to the Owner at mutually convenient times for a period of two years following execution of the Design-Build Amendment or termination of this Agreement,whichever occurs first.Not applicable. PAGE 10 § 3.1.14 Indemnification;Limitation of Liability § 3.1.14.1 To the fullest extent permitted by law,the Design-Builder shall indemnify and hold harmless the Owner, including the Owner's agents and employees,from and against third 1)aqyclaims,and any damages,losses and expenses,including but not limited to attorneys' fees,incurred as a result of such third party claims,arising out of or resulting from a li ent or willful performance of the Work of the Design-Builder,Architect,a Consultant,a Contractor,or anyone directly or indirectly employed by t:.,m o e for-whose aeiis they-- •be riaMe them,causingpersonal or bodily iniurY includin death),or propeqy damage(including loss of use). Such obligation shall not be construed to negate, abridge,or reduce other rights or obligations of indemnity that would otherwise exist as to a party or person described in this Section 3.1.14, § 3.1.14.2 The indemnification abli.gation-under this Seetien 3.i,14 shall not be limited by., limillat' t�T@ of damages,eampensa;ieH,or benefits payable by or fer Design BUid@F,AFC-hitee-t,aC-ofisultant,aC-eiitf:aeteF�of bli ations in this A reement shall be limited to direct dams es actuail reasonabl incurred b the other paqy in reasonable reliance 12lus applicable legal fees in accordance with this Agreement. IN NO OTHER EVENT WILL: A EITHER PARTY OR ITS AFFILIATES BE LIABLE TO THE OTHER PARTY OR ITS AFFILIATES FOR ANY SPECIAL INDIRECT INCIDENTAL CONSEQUENTIAL OR EXEMPLARY DAMAGES LOSSES OR EXPENSES INCLUDING BUT NOT LIMITED TO BUSINESS INTERRUPTION LOST BUSINESS LOST PROFITS OR LOST SAVINGS OF ANY NATURE ARISING OUT OF OR RELATED TO THIS AGREEMENT EVEN IF SUCH PARTY WILL HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE NEGLIGENCE OR OTHER FAULT OF EITHER PARTY AND REGARDLESS OF WHETHER SUCH LIABILITY ARISES IN CONTRACT NEGLIGENCE TORT STRICT LIABILITY OR ANY OTHER THEORY OF LIABILITY. PAGE 11 None. PAGE 14 § 5.6.1 The Design BtfildeF shall inelude in the GOHI[Faet SUM Hill allawanees stated in the Design Btlild DeftHients. Rems,ea,,,ered by allowaneeg shall be supplied for sueh affiettilis,and by sueh peFsens or entities as the Owner Fmay direet Fease�em 4 allewanees shall eever the cost to the Design BuildeF efFnatei-iiiis and equipmew delivefed at the site and all required taxes, to pli able t..ade di nt., Additions and Deletions Report for AIA Document A141- -2014 Copyright®2004 and 2014 by The American Institute of Architects,All rights reserved.The 'American Institute of Architects,"-AIA.the AIA Logo,and-AIA Contract Documents"are registered trademarks and may not be used without permission This 4 document was produced by AIA software at 18:02:26 ET on 0112512023 under Order No.2114402301 which expires on 0112412024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documentse Terms of Service.To report copynght violations,e-mail copyright@aia org, User Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E3B1-4FF0-8460-F320B076EC12 .2 the Design-buildeF's-oests feF unleading-and handling at the site,t—moornstallatiEla e0sts,ayef lead, Sum but not in the allewenees; and .3 whenever e@51[s aF0 MOM thl-40 OF less than allowanees,th@ C-OfltFaet Sum shall bo aE�tisted aceerdingly Seetion c ,c 2 vccrror�rvzs 5.6.3 The Ownep shall make selections of materials alld equipment with feasenabie pfeHiptness&F allawanees § 5.6 Reserved. PAGE 25 § 10.3.3 Te the ftillest ement peFmitted by low, Seellien 10.3.1 and has Fiet beeH r-endered hafffiless,pfevided that sueh elaim,damage,less eF expense is attribtitable to bodily iii:�ufy,sie4kess,disease er-death,or ile injkify te,er destmellien ef-,tangible preper�y(other-thim the Wefk itself),exeept le the e*4ent that sueh damage,WSS OF e*pense is due ta the fault oF negjigenee of the pafty seeking :Reserved. § 10.3.6 ,without negligenee on the pei4 efthe Design Ru4deF;,ithe Design Rtiildef:is held liable by a govemment reEteir-ed by the Design Build Deeuments,the 09ffler-shall indemnify the Plesip Ruildef for-all ee5ii and expense �hefeby ineuFFed Reserved. PAGE 27 § 12.3.1 The Design-Builder shall obtain non-exclusive licenses from the Architect,Consultants,and Contractors,that will allow the Design-Builder to satisfy its obligations to the Owner under this Article 12.The Design-Builder's licenses from the Architect and its Consultants and Contractors shall also allow the Owner,in the event this Agreement is terminated for any reason other than the default of the Owner or in the event the Design-Builder's Architect,Consultants,or Contractors terminate their agreements with the Design-Builder for cause,to obtain a limited,irrevocable and non-exclusive license solely and exclusively for purposes of constructing,using,maintaining, altering and adding to the Project,provided that the Owner(1)agFees agees to pay to the Architect,Consultant or Contractor all amounts ue. § 12.3.2 in thi eyent the Owner alters the 1fislifements ef Sen,iee without the aidther'�written attihei�zatien er uses the Design BuMeF,Arehilleet,Consultants,Cefitmeters and any ether per-sen or enili�y pfevidi erk for an), by low,fkiAher agrees to ifidefnnif�and hold hafmiess the Design BuildeF,AFehiileet,Consuhants,Contfaeters and any 13.12.Reserved.. PAGE 31 Additions and Deletions Report for AIA Document A141- -2014.Copyright C 2004 and 2014 by The American Institute of Architects.All rights reserved.The -Amencan Institute of Architects'"AIA."the AIA Logo.and-AIA Contract Documents'are registered trademarks and may not be used without permission This 5 document was produced by AIA software at 16:02:26 ET on 01/25/2023 under Order No.2114402301 which expires on 0112412024,is not for resale,is licensed for one-time use only and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copyright@aia org user Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E361-4FF0-8460-F320B076EC12 14.4 Arbitration AlFbi!Ffftieft Rules in effee4 en the date of lihe Agreement.A demand fef arbitration shall be made in wFilling,defiveFed to the other paFty to the Cofitr-aet,and Aled with the pefsen or iontity administering the arbilir-ation.The pa"filing a fiefiee efdemaad for arNtr_RtiR_R muSt 05seo'n the demmid all Claims then known W that pa"enwhich AFhilraties is p@R:nitted to _e demanded. § 14.4.1.1 A demand f�f aFbitfatien shall be Faade fie L-arliff thffit e8nekiffelitly with the filing efa r-equest FRediation,but in no evefit shall it be made aftef lihe date when the institution of!@gal or equillable preeeedings based an aFbiiration shall eonslikute the institidtion of legal or equitEible pr-eeeedings based on the GI ReeHFdaEk6e with pli able l in any auif41."•,ing ,tea: othe •i-7bitratian to„•1 ieh:t: a ufty provided the!(1)the arbitf tion ogre r.t.. R the athef:arbitfation that the f3aFty sought to be i1eined Consents Ajoinder. C-enseRt$F1 Fkr4;0tFAfiofi ifivelving aft additional de r-ibed in the• r:ttean a nt 14.4 Reserved. PAGE 33 9-To the extent permitted by Idaho law,if the Owner or Design-Builder transmits Confidential Information,the transmission of such Confidential Information constitutes a warranty to the party receiving such Confidential Information that the transmitting party is authorized to transmit the Confidential Information. If a party receives Confidential Information,the receiving party shaft-shall,to the extent permitted by Idaho taw,keep the Confidential Information strictly confidential and shall not disclose it to any other person or entity except as set forth in Section 15.6.1. .5 AIA Document E203T"L-2013,Building Information Modeling and Digital Data Exhibit,if completed, or the following:Not Applicable. .6 Other: Additions and Deletions Report for AIA Document A141- -2 o 14.Copyright 0 2004 and 2014 by The American Institute of Architects.All rights reserved.The 'American Institute of Architects'"AIA."the AIA Logo,and-AIA Contract Documents'are registered trademarks and may not be used without permission This 6 document was produced by AIA software at 18:02:26 ET on 01/25/2023 under Order 13o.2114402301 which expires on 0112412024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copyrightgmaia.org. User Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E3B1-4FFD-8464-F324B476EC12 Exhibit D—Owner Request for Proposals Exhibit E—Design-Builder Proposal PAGE 34 Robert E. Simison Mavor Additions and Deletions Report for AIA Document A141- -2a 14.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved_The American Institute of Architects,'"AIA.-the AIR Logo.and"AIA Contract Documents"are registered trademarks and may not be used without permission This 7 document was produced by AIA software at W02:26 ET on 01/25/2023 under Order No-2114402301 which expires on 0 112 4/2 024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the MA Contras Documents®Terms of Service To report copyright violations,e-mail copyright@aie.org. User Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E3B1-4FF0-8460-F320B076EC12 Certification of Document's Authenticity AW Document D409 — — 2003 I,City of Meridian,hereby certify,to the best of my knowledge,information and belief,that I created the attached final document simultaneously with its associated Additions and Deletions Report and this certification at 18:02:26 ET on 01/25/2023 under Order No.2114402301 from AIA Contract Documents software and that in preparing the attached final document I made no changes to the original text of AIA'I Document A 14 I TM—2014,Standard Form of Agreement Between Owner and Design-Builder,as published by the AIA in its software,other than those additions and deletions shown in the associated Additions and Deletions Report. (Signed) (Title) (Dated) ALA Document D401- -2003.Copyright Q 1992 and 2003 by The American Institute of Architects.All rights reserved.The"American Institute of Architects.' "AIA,"the AIA Logo.and WA Contract Documents'are registered trademarks and may not be used without permission This document was produced by AIA software at 1&02,26 ET on 01/2512023 under Order No.2114402301 which expires on 01/2412024,is not for resale.is licensed for one-time use only.and may only be used in accordance with the AIA Contract Documents"Terms of Service.To report copyright violations,e-mail copyright@aia,org. User Notes: (1379031125) DocuSign Envelope ID:8E8293C8-E3B1-4FF0-8460-F320B076EC12 3��0 01. Document A141 - 2014 Exhibit A Design-Build Amendment This Amendment is incorporated into the accompanying AIA Document A 141T"1--2014, Standard Form of Agreement Between Owner and Design-Builder dated the day of in the year 2023 (the"Agreement") (In words, indicate day, month and year.) ADDITIONS AND DELETIONS: The author of this document has for the following PROJECT: added information needed for its completion.The author may also (Name and location or address) have revised the text of the original AIA standard form.An Additions and Design-Build Services for Conduit&Fiber Installation for Deletions Report that notes added Fire Safety Center information as well as revisions to the standard form text is available from THE OWNER: the author and should be reviewed.A (Name, legal status and address) vertical line in the left margin of this document indicates where the author 1 City of Meridian an Idaho municipal corporation has added necessary information 33 E. Broadway Ave.,Meridian,Idaho 83642 and where the author has added to or deleted from the original AIA text. THE DESIGN-BUILDER: ( This document has important legal Name, legal status and address) consequences.Consultation with an Fatbeam LLC attorney is encouraged with respect to its completion or modification. 2065 W.Riverstone,Suite 202,Coeur d'Alene,Idaho 83814 Consultation with an attorney is also The Owner and Design-Builder hereby amend the Agreement as follows. encouraged with respect to professional licensing requirements TABLE OF ARTICLES in the jurisdiction where the Project is located. A.1 CONTRACT SUM A.2 CONTRACT TIME A.3 INFORMATION UPON WHICH AMENDMENT IS BASED A.4 DESIGN-BUILDER'S PERSONNEL,CONTRACTORS AND SUPPLIERS A.5 COST OF THE WORK ARTICLE A.1 CONTRACT SUM § A.1.1 "The Owner shall pay the Design-Builder the Contract Sum in current funds for the Design-Builder's performance of the Contract after the execution of this Amendment.The Contract Sum shall be one of the following: (Check the appropriate box.) [ ] Stipulated Sum,in accordance with Section A.1.2 below Not applicable. [ ] Cost of the Work plus the Design-Bui[der's Fee,in accordance with Section A.1.3 below Not applicable. [ X ] Cost of the Work plus the Design-Builder's Fee with a Guaranteed Maximum Price,in accordance with Section A.1.4 below Init. AIA Document A141-—2014 Exhibit A.Copyright®2004 and 2014 by The American Institute of Architects.Al rights reserved.The-Amencan Institute of Architects.''AIA'the AIA Logo,and'AIA Contract Documents-are reg+stered trademarks and may not 4e used without permission This document was produced by AIA software at 18:03:18 ET on 01125/2023 under Order No.2114402301 which expires on 01/2412024,is not for resale,is licensed for one-time use only,and t may only be used in accordance with the AIA Contract Documents"Terms of Service.To report copyright violations,e-mail copyright@ata.org. User Notes: (1095251297) DocuSign Envelope ID:8E8293C8-E31314FFO-8460-F320B076EC12 (Based on the selection above, complete Section A.1.2, A.1.3 or A.1.4 below.) § A.1.2 Stipulated Sum Not applicable. § A.1.2.1 The Stipulated Sum shall be ($ ),subject to authorized adjustments as provided in the Design-Build Documents.Not applicable. § A.1.2.2 The Stipulated Sum is based upon the following alternates,if any,which are described in the Design-Build Documents and are hereby accepted by the Owner: Not applicable. (State the numbers or other identification of accepted alternates. If the Owner is permitted to accept other alternates subsequent to the execution of this Amendment, attach a schedule of such other alternates showing the change in Stipulated Sum for each and the deadline by which the alternate must be accepted.) § A.1.2.3 Unit prices,if any:Not applicable. (Identify item, state the unit price, and state any applicable quantity limitations.) Item Units and Limitations Price per Unit($0.00) § A.1.3 Cost of the Work Plus Design-Builder's Fee Not applicable. § A.1.3.1 The Cost of the Work is as defined in Article A.5,Cost of the Work.Not applicable. § A.1.3.2 The Design-Builder's Fee:Not applicable. (State a lump sum,percentage of Cost of the Work or other provision far determining the Design-Builder's Fee, and the method for adjustment to the Fee for changes in the Work) § AAA Cost of the Work Plus Design-Builder's Fee With a Guaranteed Maximum Price § A.1.4.1 The Cost of the Work is as defined in Article A.5,Cost of the Work. § A.1.4.2 The Design-Builder's Fee:Included within the Guaranteed Maximum Price(no additional fee). (State a lump sum,percentage of Cost of the Work or other provision far determining the Design-Builder's Fee and the method for adjustment to the Fee for changes in the Work.) § A.1.4.3 Guaranteed Maximum Price § A.1.4.3.1 The sum of the Cost of the Work and the Design-Builder's Fee is guaranteed by the Design-Builder not to exceed sixty thousand seven hundred twenty dollars ($60,720.00 ),subject to additions and deductions for changes in the Work as provided in the Design-Build Documents.Costs that would cause the Guaranteed Maximum Price to be exceeded shall be paid by the Design-Builder without reimbursement by the Owner. (Insert specific provisions if the Design-Builder is to participate in any savings.) § A.1.4.3.2 Itemized Statement of the Guaranteed Maximum Price Provided below is an itemized statement of the Guaranteed Maximum Price organized by trade categories,allowances, contingencies,alternates,the Design-Builder's Fee,and other items that comprise the Guaranteed Maximum Price.As set forth in Exhibit E,Design-Builder Proposal. (Provide information below or reference an attachment.) Init. AIA Document A141--2014 Exhibit A.Copyright 0 2004 and 2014 by The American Institute of Architects.All rights reserved The'American Institute of Architects''AIA.'the AIA Logo and'AIA Contract Documents'are registered trademarks and may not be used without permission This document was produced by AIA software at 18:03:18 ET on 01/25/2023 under Order No.2114402301 which expires on 0112412024,is not for resale,is licensed for one-time use only,and t may only be used in accordance with the AIA Contract Documents"Terms of Service.To report copyright violations.e-mail copyright@aia.org. User Notes: (1095251297) DocuSign Envelope ID:8E8293C8-E381-4FF0-846D-F32OB076EC12 § A.1.4.3.3 The Guaranteed Maximum Price is based on the following alternates,if any,which are described in the Design-Build Documents and are hereby accepted by the Owner.Not applicable. (State the numbers or other identification of accepted alternates. If the Owner is permitted to accept other alternates subsequent to the execution of this Amendment, attach a schedule of such other alternates showing the change in the Cost of the Work and Guaranteed Maximum Price far each and the deadline by which the alternate must be accepted) § A.1.4.3.4 Unit Prices,if any: Not applicable. (Identify item,state the unit price, and state any applicable quanlil,v limitations.) Item Units and Limitations Price per Unit($0.00) § A.1.4.3.5 Assumptions,if any,on which the Guaranteed Maximum Price is based: As set forth in Exhibit D,Owner Request for Proposals,and Exhibit E,Design-Builder Proposal. § A.1.5 Payments § A.1.5.1 Progress Payments § A.1.5.1.1 Based upon Applications for Payment submitted to the Owner by the Design-Builder,the Owner shall make progress payments on account of the Contract Sum to the Design-Builder as provided below and elsewhere in the Design-Build Documents. § A.1.5.1.2 The period covered by each Application for Payment shall be one calendar month ending on the last day of the month,or as follows: § A.1.5.1.3 Provided that an Application for Payment is received not later than the last day of the month,the Owner shall make payment of the certified amount to the Design-Builder not later than the thirty(30) days thereafter.if an Application for Payment is received by the Owner after the application date fixed above,payment shall be made by the Owner as soon as practicable,but not later than forty-five ((45) )days after the Owner receives the Application for Payment. (Federal,state or local laws may require payment within a certain period of time.) § A.1.5.1.4 With each Application for Payment where the Contract Sum is based upon the Cost of the Work,or the Cost of the Work with a Guaranteed Maximum Price,the Design-Builder shall submit payrolls,petty cash accounts,receipted invoices or invoices with check vouchers attached,and any other evidence required by the Owner to demonstrate that cash disbursements already made by the Design-Builder on account of the Cost of the Work equal or exceed(1)progress payments already received by the Design-Builder,less(2)that portion of those payments attributable to the Design-Builder's Fee;plus(3)payrolls for the period covered by the present Application for Payment. § A.1.5.1.5 With each Application for Payment where the Contract Sum is based upon a Stipulated Sum or Cost of the Work with a Guaranteed Maximum Price,the Design-Builder shall submit the most recent schedule of values in accordance with the Design-Build Documents.The schedule of values shall allocate the entire Contract Sum among the various portions of the Work.Compensation for design services,if any,shall be shown separately.Where the Contract Sum is based on the Cost of the Work with a Guaranteed Maximum Price,the Design-Builder's Fee shall be shown separately.The schedule of values shall be prepared in such form and supported by such data to substantiate its accuracy as the Owner may require.This schedule of values,unless objected to by the Owner,shall be used as a basis for reviewing the Design-Builder's Applications for Payment. § A.1.5.1.6 In taking action on the Design-Builder's Applications for Payment,the Owner shall be entitled to rely on the accuracy and completeness of the information furnished by the Design-Builder and shall not be deemed to have made a detailed examination,audit or arithmetic verification of the documentation submitted in accordance with Sections A.1.5.1.4 or A.1.5.1.5,or other supporting data;to have made exhaustive or continuous on-site inspections;or to Init. ALA Document A141"—2014 6rhlbit A.Copyright 02004 and 2014 by The American Institute of Architects.All rights reserved.The-American Institute of Architects.'"AEA,'the AIA Logo,and'AIA Contract Documents-are registered trademarks and may not be used without permiss+on This document was produced 3 by AIA software at 18:03:18 ET on 01/25/2023 under Order No.2114402301 which expires on 01/24/2024,is not for resale,is licensed for one-time use only,and 1 may only be used in accordance with the AIA Ccntract Documents®Terms of Service.To report copyright violations,e-mail copydght@aia.org, User Notes: (1095251297) DocuSign Envelope ID:8E8293C8-E3B1-4FF0-8460-F320B076EC12 have made examinations to ascertain how or for what purposes the Design-Builder has used amounts previously paid. Such examinations,audits and verifications,if required by the Owner,will be performed by the Owner's auditors acting in the sole interest of the Owner. § A.i.5.1.7 Except with the Owner's prior approval,the Design-Builder shall not make advance payments to suppliers for materials or equipment which have not been delivered and stored at the site. § A.1.5.2 Progress Payments—Stipulated Sum Section A.1.5.2,in its entirety,not applicable. § A.1.5.2.1 Applications for Payment where the Contract Sum is based upon a Stipulated Sum shall indicate the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment. § A.1.5.2.2 Subject to other provisions of the Design-Build Documents,the amount of each progress payment shall be computed as follows: .1 Take that portion of the Contract Sum properly allocable to completed Work as determined by multiplying the percentage completion of each portion of the Work by the share of the Contract Sum allocated to that portion of the Work in the schedule of values,less retainage of percent( %)on the Work. Pending final determination of cost to the Owner of Changes in the Work,amounts not in dispute shall be included as provided in Section 6.3.9 of the Agreement; .2 Add that portion of the Contract Sum properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the completed construction(or,if approved in advance by the Owner,suitably stored off the site at a location agreed upon in writing),less retainage of percent( %); .3 Subtract the aggregate of previous payments made by the Owner;and .4 Subtract amounts,if any,the Owner has withheld or nullified,as provided in Section 9.5 of the Agreement. § A.1.5.2.3 The progress payment amount determined in accordance with Section A.1.5.2.2 shall be further modified under the following circumstances: .1 Add,upon Substantial Completion of the Work,a sum sufficient to increase the total payments to the full amount of the Contract Sum,less such amounts as the Owner shall determine for incomplete Work, retainage applicable to such work and unsettled claims;and (Section 9.8.6 of the agreement discusses release of applicable retainage upon Substantial Completion Of Work.) .2 Add,if final completion of the Work is thereafter materially delayed through no fault of the Design-Builder,any additional amounts payable in accordance with Section 9.10.3 of the Agreement. § A.1.5.2.4 Reduction or limitation of retainage,if any,shall be as follows:Not applicable. (If it is intended,prior to Substantial Completion ofthe entire Work, to reduce or limit the retainage resultingfrom the percentages inserted in Sections A.1.5.2.2.1 and A.1.5.2.2.2 above, and this is not explained elsewhere in the Design-Build Documents, insert provisions here for such reduction or limitation.) § A.1.5.3 Progress Payments—Cost of the Work Plus a Fee Section A.1.5.3,in its entirety,not applicable. § A.1.5.3.1 Where the Contract Sum is based upon the Cost of the Work plus a fee without a Guaranteed Maximum Price,Applications for Payment shall show the Cost of the Work actually incurred by the Design-Builder through the end of the period covered by the Application for Payment and for which Design-Builder has made or intends to make actual payment prior to the next Application for Payment. § A.1.5.3.2 Subject to other provisions of the Design-Build Documents,the amount of each progress payment shall be computed as follows: .1 Take the Cost of the Work as described in Article A.5 of this Amendment; .2 Add the Design-Builder's Fee, less retainage of percent( %).The Design-Builder's Fee shall be computed upon the Cost of the Work described in the preceding Section A.1.5.3.2.1 at the rate stated in Section A.1.3.2;or if the Design-Builder's Fee is stated as a fixed sum in that Section,an amount which bears the same ratio to that fixed-sum Fee as the Cost of the Work in that Section bears to a reasonable estimate of the probable Cost of the Work upon its completion; Init. AIA Document A141'—2014 Exhibit A.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The'American Insbtute of Architects,"AIA,"the AEA Logo,and'AIA Contract Documents'are registered trademarks and may not be used without permission This document was produced 4 by AIA software at 18:03:18 ET on 0 112 5/202 3 under Order No-2114402301 which expires on 01/2412024,is not for resale,is licensed for one-time use only,and 1 may only be used in accordance with the AIA Contract Documents"Terms of Service.To report copyright violations.e-mail copyright@aia.org, User Notes: (1095251297) DocuSign Envelope ID:8E8293C8-E381-4FF0-8460-F320B076EC12 .3 Subtract retainage of percent( %)from that portion of the Work that the Design-Builder self-performs; .4 Subtract the aggregate of previous payments made by the Owner; .5 Subtract the shortfall,if any,indicated by the Design-Builder in the documentation required by Section A.1.5.1.4 or resulting from errors subsequently discovered by the Owner's auditors in such documentation;and .6 Subtract amounts,if any,for which the Owner has withheld or withdrawn a Certificate of Payment as provided in the Section 9.5 of the Agreement. § A.1.5.3.3 The Owner and Design-Builder shall agree upon(I)a mutually acceptable procedure for review and approval of payments to the Architect,Consultants,and Contractors and(2)the percentage of retainage held on agreements with the Architect,Consultants,and Contractors,and the Design-Builder shall execute agreements in accordance with those terms. § A.1.5.4 Progress Payments—Cost of the Work Plus a Fee with a Guaranteed Maximum Price § A.1.5.4.1 Applications for Payment where the Contract Sum is based upon the Cost of the Work Plus a Fee with a Guaranteed Maximum Price shall show the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment.The percentage of completion shall be the lesser of(1)the percentage of that portion of the Work which has actually been completed;or(2)the percentage obtained by dividing(a)the expense that has actually been incurred by the Design-Builder on account of that portion of the Work for which the Design-Builder has made or intends to make actual payment prior to the next Application for Payment by(b)the share of the Guaranteed Maximum Price allocated to that portion of the Work in the schedule of values. § A.1.5.4.2 Subject to other provisions of the Design-Build Documents,the amount of each progress payment shall be computed as follows: .1 Take that portion of the Guaranteed Maximum Price properly allocable to completed Work as determined by multiplying the percentage of completion of each portion of the Work by the share of the Guaranteed Maximum Price allocated to that portion of the Work in the schedule of values.Pending final determination of cost to the Owner of changes in the Work,amounts not in dispute shall be included as provided in Section 6.3.9 of the Agreement. .2 Add that portion of the Guaranteed Maximum Price properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work,or if approved in advance by the Owner,suitably stored off the site at a location agreed upon in writing; .3 Add the Design-Builder's Fee,less retainage of five percent(5 %).The Design-Builder's Fee shall be computed upon the Cost of the Work at the rate stated in Section A.1.4.2 or,if the Design-Builder's Fee is stated as a fixed sum in that Section,shall be an amount that bears the same ratio to that fixed-sum fee as the Cost of the Work bears to a reasonable estimate of the probable Cost of the Work upon its completion; .4 Subtract retainage of five percent(5 %)from that portion of the Work that the Design-Builder self-performs; .5 Subtract the aggregate of previous payments made by the Owner; .6 Subtract the shortfall,if any,indicated by the Design-Builder in the documentation required by Section A.1.5.1.4 to substantiate prior Applications for Payment,or resulting from errors subsequently discovered by the Owner's auditors in such documentation;and .7 Subtract amounts,if any,for which the Owner has withheld or nullified a payment as provided in Section 9.5 of the Agreement. § A.1.5.4.3 The Owner and Design-Builder shall agree upon(1)a mutually acceptable procedure for review and approval of payments to the Architect,Consultants,and Contractors and(2)the percentage of retainage held on agreements with the Architect,Consultants,and Contractors;and the Design-Builder shall execute agreements in accordance with those terms. § A.1.5.5 Final Payment § A.1.5.5.1 Final payment,constituting the entire unpaid balance of the Contract Sum,shall be made by the Owner to the Design-Builder not later than 30 days after the Design-Builder has fully performed the Contract and the requirements of Section 9.10 of the Agreement have been satisfied,except for the Design-Builder's responsibility to correct non-conforming Work discovered after final payment or to satisfy other requirements,if any,which extend beyond final payment. Init ALA Document A141-—2014 Exhibit A.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The'American Institute of Architects -AIA,"the AIA Logo,and'AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced 5 by AIA software at 18:03:18 ET on 01/25/2023 under Order No.2114402301 which expires on 01124l2024,is not for resale,is licensed for one-time use only,and 1 may only be used in accordance with the AIA Contract DocumentO Terms of Service To report copyright vioiations,e-mail copyright@aia.org. User Notes: (1095251297) DocuSign Envelope ID:8E8293C8-E3B1-4FF0-8460-F320B076EC12 § A.1.5.5.2 If the Contract Sum is based on the Cost of the Work,the Owner's auditors will review and report in writing on the Design-Builder's final accounting within 30 days after the Design-Builder delivers the final accounting to the Owner. Based upon the Cost of the Work the Owner's auditors report to be substantiated by the Design-Builder's final accounting,and provided the other conditions of Section 9.10 of the Agreement have been met, the Owner will,within seven days after receipt of the written report of the Owner's auditors,either issue a final Certificate for Payment,or notify the Design-Builder in writing of the reasons for withholding a certificate as provided in Section 9.5.1 of the Agreement. ARTICLE A.2 CONTRACT TIME § A.2.1 Contract Time,as defined in the Agreement at Section 1.4.13. is the period of time, including authorized adjustments,for Substantial Completion of the Work. § A.2.2 The Design-Builder shall achieve Substantial Completion of the Work not later than the milestone date set forth in Section 1.1.7.4 of the Agreement or as follows: (Insert number of calendar days.Alternatively, a calendar date may be used when coordinated with the date of commencement. If appropriate, insert requirements for earlier Substantial Completion of certain portions of the Work.)Not applicable. Portion of Work Substantial Completion Date subject to adjustments of the Contract Time as provided in the Design-Build Documents. (Insert provisions, if any,for liquidated damages relating to failure to achieve Substantial Completion on time or for bonus payments for early completion of the Work.) ARTICLE A.3 INFORMATION UPON WHICH AMENDMENT IS BASED § A.3.1 The Contract Sum and Contract Time set forth in this Amendment are based on Exhibit E,Design-Builder Proposal,and the following,if applicable: § A.3.1.1 The Supplementary and other Conditions of the Contract: Not applicable. Document Title Date Pages § A.3.1.2 The Specifications: (Tither list the specifications here or refer to an exhibit attached to this Amendment.) As set forth in Exhibit D,Owner Request for Proposals. Section Title Date Pages § A.3.1.3 The Drawings:Not applicable. (Either list the drawings here or refer to an exhibit attached to this Amendment.) Number Title Date i § A.3.1.4 The Sustainability Plan,if any: Not applicable. Init. AIA Document A141"—2014 Exhibit A.Copyright 02004 and 2014 by The American Institute of Architects.All rights reserved.The-Amencan Institute of Architects, 'A{A'the AIA Logo,and"AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced S by AIA software at 18:03:18 ET on 01/25/2023 under Order No.2114402301 which expires on 01l2412024,is not for resale,is licensed for one-time use only,and 1 may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mait copyright@aia org user Notes: (1095251297) ❑ocuS�gn Envelope ID 8F8293C8-E3B1-4FF0-8460-F320B076EC12 (ff the Owner identified a Sustainable Objective in the Owner's Criteria, identify the document or documents that comprise the Sustainability Plan by title, date and number ofpages, and include other identifying information. The Sustainability Plan identifies and describes the Sustainable Objective; the targeted Sustainable Measures; implementation strategies selected to achieve the Sustainable Measures; the Owner's andDesign-Builder's roles and responsibilities associated with achieving the Sustainable Measures;the specific details about design reviews, testing or metrics to verify achievement of each Sustainable Measure;and the Sustainability Documentation required far the Project, as those terms are defined in Exhibit C to the Agreement.) Title Date Pages Other identifying information: § A.3.1,5 Allowances and Contingencies: (Identify any agreed upon allowances and contingencies, including a statement of their basis.) .1 Allowances None .2 Contingencies None § A.3.1.6 Design-Builder's assumptions and clarifications: None § A.3.1.7 Deviations from the Owner's Criteria as adjusted by a Modification: None § A.3.1.8 To the extent the Design-Builder shall be required to submit any additional Submittals to the Owner for review,indicate any such submissions below: As may be set forth in Exhibit D,Owner Request for Proposals,and Exhibit E,Design-Builder Proposal. ARTICLE A.4 DESIGN-BUILDER'S PERSONNEL, CONTRACTORS AND SUPPLIERS § A.4.1 The Design-Builder's key personnel are identified below: (Identify name, title and contact information.) .1 Superintendent Christopher Davis,CAPM .2 Project Manager Christopher Davis,CAPM .3 Others To be determined by mutual agreement,as necessary. § A.4.2 The Design-Builder shall retain the following Consultants,Contractors and suppliers, identified below: Init. AIA Document A141"—2014 Exhibit A.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The-American Institute of Architects.""Ai A_`She AIA Logo,and-A{A Contract Documents'are registered trademarks and may not be used without permission This document was produced by AIA software at 18:03:18 ET on 01/25/2023 under Order No.2114402301 which expires on 0112412024,is not for resale,is licensed for one-time use only,and t may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (1095251297) DocuSign Envelope ID:8E8293C8-E3B1-4FF0-8460-F320B076EC12 (List name, discipline, address and other information) Not applicable. ARTICLE A.5 COST OF THE WORK § A.5.1 Cost To Be Reimbursed as Part of the Contract § A.5.1.1 Labor Costs § A.5.1.1.1 Wages of construction workers directly employed by the Design-Builder to perform the construction of the Work at the site or,with the Owner's prior approval,at off-site workshops. § A.5.1.1.2 Wages or salaries of the Design-Builder's supervisory and administrative personnel when stationed at the site. (lf it is intended that the wages or salaries of certain personnel stationed at the Design-Builder's principal or other offices shall be included in the Cost of the Work, identify below the personnel to be included, whether for all or only part of their time, and the rates at which their time will he charged to the Work.) Person Included Status(full-timelpart-time) Rate($0.00) Rate(unit of time) As required. As required. Included within Not applicable. Guaranteed Maximum Price(no additional fee/cost), § A.5,1,1.3 Wages and salaries of the Design-Builder's supervisory or administrative personnel engaged at factories, workshops or on the road,in expediting the production or transportation of materials or equipment required for the Work,but only for that portion of their time required for the Work. § A.5.1.1.4 Costs paid or incurred by the Design-Builder for taxes,insurance,contributions,assessments and benefits required by law or collective bargaining agreements and,for personnel not covered by such agreements,customary benefits such as sick leave,medical and health benefits,holidays,vacations and pensions,provided such costs are based on wages and salaries included in the Cost of the Work under Section A.5.1.1. § A.5.1.1.5 Bonuses,profit sharing,incentive compensation and any other discretionary payments paid to anyone hired by the Design-Builder or paid to the Architect or any Consultant,Contractor or supplier,with the Owner's prior approval. § A.5.1.2 Contract Costs.Payments made by the Design-Builder to the Architect,Consultants,Contractors and suppliers in accordance with the requirements of their subcontracts. § A.5.1.3 Costs of Materials and Equipment Incorporated in the Completed Construction § A.5.1.3.1 Costs,including transportation and storage,of materials and equipment incorporated or to be incorporated in the completed construction. § A.5.1.3.2 Costs of materials described in the preceding Section A.5.1.3.1 in excess of those actually installed to allow for reasonable waste and spoilage. Unused excess materials,if any,shall become the Owner's property at the completion of the Work or,at the Owner's option,shall be sold by the Design-Builder. Any amounts realized from such sales shall be credited to the Owner as a deduction from the Cost of the Work. § A.5.1.4 Costs of Other Materials and Equipment, Temporary Facilities and Related Items § A.5.1.4.1 Costs of transportation,storage,installation,maintenance,dismantling and removal of materials,supplies, temporary facilities,machinery,equipment and hand tools not customarily owned by construction workers that are provided by the Design-Builder at the site and fully consumed in the performance of the Work.Costs of materials, supplies,temporary facilities,machinery,equipment and tools that are not fully consumed shall be based on the cost or value of the item at the time it is first used on the Project site less the value of the item when it is no longer used at the Project site.Costs for items not fully consumed by the Design-Builder shall mean fair market value. § A.5.1.4.2 Rental charges for temporary facilities,machinery,equipment and hand tools not customarily owned by construction workers that are provided by the Design-Builder at the site and costs of transportation,installation,minor trait. AM Document A141'—2014 Exhibit A.Copyright 02004 and 2014 by The American Institute of Architects.All rights reserved.The'American Institute of Architects,"'ALA'the AlA Logo,and'AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced 8 by AIA software at 18:03:18 ET on 01/25/2023 under Order No.2114402301 which expires on 0112412024,is not for resale,is licensed for one-time use only,and 1 may only be used in accordance with the AIA Contract Documentss Terns of Service.To report copyright violations,e-mail copyright@aia org User Notes: (1095251297) ❑ocuSign Envelope ID:8E8293C8-E3B1-4FF0-8460-F320Bfl76EC12 repairs,dismantling and removal.The total rental cost of any Design-Builder-owned item may not exceed the purchase price of any comparable item. Rates of Design-Builder-owned equipment and quantities of equipment shall be subject to the Owner's prior approval. § A.5.1.4,3 Costs of removal of debris from the site of the Work and its proper and legal disposal. § A.5.1.4.4 Costs of document reproductions,electronic communications,postage and parcel delivery charges, dedicated data and communications services,teleconferences,Project websites,extranets and reasonable petty cash expenses of the site office. § A.5.1.4.5 Costs of materials and equipment suitably stored off the site at a mutually acceptable location,with the Owner's prior approval. § A.5.1.5 Miscellaneous Costs § A,5.1.5.1 Premiums for that portion of insurance and bonds required by the Design-Build Documents that can be directly attributed to the Contract.With the Owner's prior approval self-insurance for either full or partial amounts of the coverages required by the Design-Build Documents. § A.5.1.5.2 Sales,use or similar taxes imposed by a governmental authority that are related to the Work and for which the Design-Builder is liable. § A.5.1.5.3 Fees and assessments for the building permit and for other permits,licenses and inspections for which the Design-Builder is required by the Design-Build Documents to pay. § A.5.1.5.4 Fees of laboratories for tests required by the Design-Build Documents,except those related to defective or nonconforming Work for which reimbursement is excluded by Section 15.5.3 of the Agreement or by other provisions of the Design-Build Documents,and which do not fall within the scope of Section A.5.1.6.3. § A.5.1.5.5 Royalties and license fees paid for the use of a particular design,process or product required by the Design-Build Documents. § A.5.1.5.6 With the Owner's prior approval,costs for electronic equipment and software directly related to the Work. § A.5.1.5.7 Deposits lost for causes other than the Design-Builder's negligence or failure to fulfill a specific responsibility in the Design-Build Documents. § A.5.1.5.8 Reserved. § A.5.1.5.9 With the Owner's prior approval,expenses incurred in accordance with the Design-Builder's standard written personnel policy for relocation,and temporary living allowances of,the Design-Builder's personnel required for the Work. § A.5.1.5.10 That portion of the reasonable expenses of the Design-Builder's supervisory or administrative personnel incurred while traveling in discharge of duties connected with the Work. § A.5.1.6 Other Costs and Emergencies § A.5.1.6.1 Other costs incurred in the performance of the Work if,and to the extent,approved in advance in writing by the Owner. § A.5.1.6.2 Costs incurred in taking action to prevent threatened damage,injury or loss in case of an emergency affecting the safety of persons and property. § A.5.1.6.3 Costs of repairing or correcting damaged or nonconforming Work executed by the Design-Builder, Contractors or suppliers,provided that such damaged or nonconforming Work was not caused by negligence or failure to fulfill a specific responsibility of the Design-Builder and only to the extent that the cost of repair or correction is not recovered by the Design-Builder from insurance,sureties,Contractors,suppliers,or others. Init. AIA Document A141-—2014 Exhibit A.Copyright O 2004 and 2014 by The American Institute of Architects All rights reserved The'Amencan Institute of Architects.''Al A'the AIA Logo,and"AIA Contract Documents"are registered trademarks and may not be used wdbout permission This document was produced 9 by AIA software at 18:03:18 ET on 0112512023 under Order No.2114402301 which expires on 01124/2024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (1095251297) DocuSign Envelope ID.8E8293C8-E3B1-4FFO-8460-F32OB076EC12 § A.5.1.7 Related Party Transactions § A.5.1.7.1 For purposes of Section A.5.1.7,the term"related party"shall mean a parent,subsidiary,affiliate or other entity having common ownership or management with the Design-Builder;any entity in which any stockholder in,or management employee of,the Design-Builder owns any interest in excess often percent in the aggregate;or any person or entity which has the right to control the business or affairs of the Design-Builder.The term"related party" includes any member of the immediate family of any person identified above. § A.5.1.7.2 If any of the costs to be reimbursed arise from a transaction between the Design-Builder and a related party, the Design-Builder shall notify the Owner of the specific nature of the contemplated transaction,including the identity of the related party and the anticipated cost to be incurred,before any such transaction is consummated or cost incurred. If the Owner,after such notification,authorizes the proposed transaction,then the cost incurred shall be included as a cost to be reimbursed,and the Design-Builder shall procure the Work,equipment,goods or service from the related party,as a Contractor,according to the terms of Section A.5.4. If the Owner fails to authorize the transaction,the Design-Builder shall procure the Work,equipment,goods or service from some person or entity other than a related party according to the terms of Section A.5.4. § A.5.2 Costs Not to Be Reimbursed as Part of this Contract The Cost of the Work shall not include the items listed below: .1 Salaries and other compensation of the Design-Builder's personnel stationed at the Design-Builder's principal office or offices other than the site office,except as specifically provided in Section A.5.1.1; .2 Expenses of the Design-Builder's principal office and offices other than the site office; .3 Overhead and general expenses,except as may be expressly included in Section A.5.1; .4 The Design-Builder's capital expenses,including interest on the Design-Builder's capital employed for the Work; .5 Except as provided in Section A.5.1.6.3 of this Agreement,costs due to the negligence or failure ofthe Design-Builder,Contractors and suppliers or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable to fulfill a specific responsibility of the Contract; .6 Any cost not specifically and expressly described in Section A.5.1,and .7 Costs,other than costs included in Change Orders approved by the Owner,that would cause the Guaranteed Maximum Price to be exceeded. § A,5.3 Discounts, Rebates, and Refunds § A.5.3.1 Cash discounts obtained on payments made by the Design-Builder shall accrue to the Owner if(])before making the payment,the Design-Builder included them in an Application for Payment and received payment from the Owner,or(2)the Owner has deposited funds with the Design-Builder with which to make payments;otherwise,cash discounts shall accrue to the Design-Builder.Trade discounts,rebates,refunds and amounts received from sales of surplus materials and equipment shall accrue to the Owner,and the Design-Builder shall make provisions so that they can be obtained. § A.5.3.2 Amounts that accrue to the Owner in accordance with Section A.5.3.1 shall be credited to the Owner as a deduction from the Cost of the Work. § A.5.4 Other Agreements § A.5.4.1 When the Design-Builder has provided a Guaranteed Maximum Price,and a specific bidder(1)is recommended to the Owner by the Design-Builder;(2)is qualified to perform that portion of the Work;and(3)has submitted a bid that conforms to the requirements of the Design-Build Documents without reservations or exceptions,but the Owner requires that another bid be accepted,then the Design-Builder may require that a Change Order be issued to adjust the Guaranteed Maximum Price by the difference between the bid of the person or entity recommended to the Owner by the Design-Builder and the amount of the subcontract or other agreement actually signed with the person or entity designated by the Owner. §A.5.4.2 Agreements between the Design-Builder and Contractors shall conform to the applicable payment provisions of the Design-Build Documents,and shall not be awarded on the basis of cost plus a fee without the prior consent of the Owner. If an agreement between the Design Builder and a Contractor is awarded on a cost plus a fee basis,the Design-Builder shal I provide in the agreement for the Owner to receive the same audit rights with regard to the Cost of the Work performed by the Contractor as the Owner receives with regard to the Design-Builder in Section A.5.5, below. AM Document A141 —2014 Exhibit A.Copyright 0 2004 and 2014 by The American Institute of Architects.All rights reserved The'Amencan Institute of Init. Architects,''AIA,-the AIA Logo,and'AIA Contract Documents'are registered trademarks and may not be used without permission This documentwas produced by AIA software at 18:03:18 ET on 01/25/2023 under Order No.2114402301 which expires on 01124/2024,is not for resale,is licensed for one-time use only,and 1 may only be used in accordance with the AIA Contract Documents"Terms of Service.To report copyright violations,e-mail copyright@aia org. User Notes: (1095251297) DocuSign Envelope ID:8E8293C8-E361-4FFQ-8460-F32DB076FC12 §A.5.4.3 The agreements between the Design-Builder and Architect and other Consultants identified in the Agreement shall be in writing. These agreements shall be promptly provided to the Owner upon the Owner's written request. § A.5.5 Accounting Records The Design-Builder shall keep full and detailed records and accounts related to the cost of the Work and exercise such controls as may be necessary for proper financial management under the Contract and to substantiate all costs incurred.The accounting and control systems shall be satisfactory to the Owner.The Owner and the Owner's auditors shall,during regular business hours and upon reasonable notice,be afforded access to,and shall be permitted to audit and copy,the Design-Builder's records and accounts,including complete documentation supporting accounting entries,books,correspondence,instructions,drawings,receipts,subcontracts,Contractor's proposals,purchase orders,vouchers,memoranda and other data relating to the Contract.The Design-Builder shall preserve these records for a period of three years after final payment,or for such longer period as may be required by law. § A.5.6 Relationship of the Parties The Design-Builder accepts the relationship of trust and confidence established by this Agreement and covenants with the Owner to exercise the Design-Builder's skill and judgment in furthering the interests of the Owner;to furnish efficient construction administration,management services and supervision;to furnish at all times an adequate supply of workers and materials;and to perform the Work in an expeditious and economical manner consistent with the Owner's interests. This Amendment to the Agreement entered into as of the day and year first written above. DocuMped by: GV'a�.ax, fiatJ�.GV' OWNER(Signature) DE R (Signature) Robert E. Simison Mayor 2-28-2023 Graham Taylor Director of Public sector (Printed name and title) (Printed name and title) Attest: Chris Johnson, City Clerk 2-28-2023 Init. AIA Document A141——2014 Exhibit A.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The"American Institute of Architects"'AIA.'the AIA Logo,and'AlA Contract Documents'are registered trademarks and may not be used without permission This document was produced by AIA software at 18:03:18 ET on 01/25/2023 under Order No.2114402301 which expires on 0112412024.is not for resale.is licensed for one-time use only,and I may only be used in accordance with the AIA Contract Documents*Terms of Service.To report copyright violations,e-mail copyright@aia.org- User Notes: (1095251297) ❑ocuSign Envelope ID,8E8293C8-E3B1-4FF0-8460-F320B076EC12 Additions and Deletions Report for A!A 7� Document A 141 — 2014 Exhibit A This Additions and Deletions Report,as defined on page 1 of the associated document,reproduces below all text the author has added to the standard form AIA document in order to complete it,as well as any text the author may have added to or deleted from the original AIA text.Added text is shown underlined.Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document.This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 18:03:18 ET on 01/2512023. PAGE This Amendment is incorporated into the accompanying AIA Document A 141 T111--2014,Standard Form of Agreement Between Owner and Design-Builder dated the day of in the year 2023 (the"Agreement") Design-Build Services for Conduit&Fiber Installation for Fire Safety Center City of Meridian an Idaho municipal corporation 33 E.Broadway Ave., Meridian,Idaho 83642 Fatbeam LLC 2065 W.Riverstone Suite 202 Coeur d'Alene Idaho 83814 § A.1.1 The Owner shall pay the Design-Builder the Contract Sum in current funds for the Design-Builder's performance of the Contract after the execution of this Amendment. The Contract Sum shall be one of the f t and shall net inelude eempensatien the Oviiilier paid the Design Builder f6F Work peFferiiied pFiar te exiaeution of this Afnendmentfollowine: [ ] Stipulated Sum,in accordance with Section A.1.2 below Not applicable. [ ] Cost of the Work plus the Design-Builder's Fee,in accordance with Section A.1.3 below Not applicable. [ 2L] Cost of the Work plus the Design-Builder's Fee with a Guaranteed Maximum Price,in accordance with Section A.1.4 below PAGE 2 § A.1.2 Stipulated Sum Not applicable. § A.1.2.1 The Stipulated Sum shall be ($ ),subject to authorized adjustments as provided in the Design-Build Documents.Not applicable. § A.1.2.2 The Stipulated Sum is based upon the following alternates,if any,which are described in the Design-Build Documents and are hereby accepted by the Owner:Not applicable. Additions and Deletions Report for AIA Document A741'—2014 Exhibit A.Copyright®2004 and 2014 by The American institute of Architects.All rights reserved.The"American Institute of Architects.-"AIA,"the AIA Logo_and WA Contract Documents'are registered trademarks and may not be used without permission This document was produced by AIA software at 1&03718 ET on 01/25/2023 under Order No.2114402301 which expires on 01/24/2024,is notfor resale.is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents*Terms of Service.To report copyright violations, e-mail copyright@aia.org. User Notes: (1095251297) DocuSign Envelope ID 8E8293C8-E381-4FF0-8460-F3206076EC12 § A.1.2.3 Unit prices,if any:Not applicable. § A.1.3 Cost of the Work Plus Design-Builder's Fee Not applicable. § A.1.3.1 The Cost of the Work is as defined in Article A.5,Cost of the Work.Not applicable. § A.1.3.2 The Design-Builder's Fee:Not applicable. § A.1.4.2 The Design-Builder's Fee:Included within the Guaranteed Maximum Price(no additional fee). § A.1.4.3.1 The sum of the Cost of the Work and the Design-Builder's Fee is guaranteed by the Design-Builder not to exceed six thousand seven hundred twen dollars ($60,720.00 ),subject to additions and deductions for changes in the Work as provided in the Design-Build Documents.Costs that would cause the Guaranteed Maximum Price to be exceeded shall be paid by the Design-Builder without reimbursement by the Owner. Provided below is an itemized statement of the Guaranteed Maximum Price organized by trade categories,allowances, contingencies,alternates,the Design-Builder's Fee,and other items that comprise the Guaranteed Maximum Price.As set forth in Exhibit E,Design-Builder Proposal. PAGE 3 § A.1.4.3.3 The Guaranteed Maximum Price is based on the following alternates,if any,which are described in the Design-Build Documents and are hereby accepted by the Owner:Not applicable. § A.1.4.3.4 Unit Prices,if any: Not applicable. § A.1.4.3.5 Assumptions,if any,on which the Guaranteed Maximum Price is based:As set forth in Exhibit D,Owner Request for Proposals,and Exhibit E, Design-Builder Proposal. § A.1.5.1,3 Provided that an Application for Payment is received not later than the last day of the month,the Owner shall make payment of the certified amount to the Design-Builder not later than the day of the .thirty(30) dates thereafter.If an Application for Payment is received by the Owner after the application date fixed above,payment shall be made by the Owner as soon as practicable,but not later than forty-five ( 4( 5) }days after the Owner receives the Application for Payment. PAGE 4 § A.1.5.2 Progress Payments—Stipulated Sum Section A.1.5.2,in its entirety,not applicable. § A.1.5.2.4 Reduction or limitation of retainage,if any,shall be as follows:Not applicable. Additions and Deletions Report for ALA Document A141"-2014 Exhibit A.COpynght®2004 and 2014 by The American Institute of Architects.All rights reserved.The"American institute of Architects."'AIA.'the AIA Logo.and'AIA Contract Documents'are registered trademarks and may not be used without 2 permission This document was produced by AIA software at 18:03:18 ET on 01/25/2023 under Order No.2114402301 which expires on 0112412024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service-To report copyright violations, e-mail copyright@aia-org- User Notes: (1095251297) DocuSign Envelope ID:8E8293C8-E3B1-4FF0-8460-F320B076EC12 § A.1.5.3 Progress Payments—Cost of the Work Plus a Fee Section A.1.5.3,in its entirety,not applicable. PAGE 5 3 Add the Design-Builder's Fee,less retainage of five percent(5 %).The Design-Builder's Fee shall be computed upon the Cost of the Work at the rate stated in Section A.1.4.2 or,if the Design-Builder's Fee is stated as a fixed sum in that Section,shall be an amount that bears the same ratio to that fixed-sum fee as the Cost of the Work bears to a reasonable estimate of the probable Cost of the Work upon its completion; .4 Subtract retainage of five percent( 5 %)from that portion of the Work that the Design-Builder self-performs; PAGE 6 § A.2.2 The Design-Builder shall achieve Substantial Completion of the Work not later than 'days ys F am•`e aa`e e this A R,e.,r the milestone date set forth in Section l.1.7.4 of the A>;reement or as follows: (Insert number of calendar days. Alternatively, a calendar date may be used when coordinated with the date of commencement. If appropriate, insert requirements for earlier Substantial Completion of certain portions of the Work.)Not applicable. § A.3.1 The Contract Sum and Contract Time set forth in this Amendment are based on'he r l g,-Exhibit E, Design-Builder Proposal,and the following,if applicable: § A.3.1.1 The Supplementary and other Conditions of the Contract:Not applicable. As set forth in Exhibit D,Owner Request for Proposals. § A.3.1.3 The Drawings:Not applicable. § A.3.1.4 The Sustainability Plan,if any:Not applicable. PAGE None None None None As may be set forth in Exhibit D Owner Request for Proposals,and Exhibit E Design-Builder Pro sal. Additions and Deletions Report for AIA Document A141'—2014 Exhibit A.Copyright 02004 and 2014 by The American Institute of Architects.All rights reserved,The"American Institute of Architects. AIA.'the AIA Logo,and"AIA Contract Documents"are registered trademarks and may not be used without 3 permission This document was produced by AEA software at I&03:18 ET on 01/25/2023 under Order No.2114402301 which expires on 0 1 12 4/2024.is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents"Terms of Service_To report copyright violations, e-mad copyright@aia org User Notes: (1095251297) DocuSign Envelope ID',8E8293CB-E381-4FF0-846D-F320B076EC12 Christopher Davis,CAPM Christopher Davis,CAPM To be determined by mutual agreement,as necessary. PAGER Not applicable. § A.5.1.1.2 Wages or salaries of the Design-Builder's supervisory and administrative personnel when stationed at the site. As required. As required. Included within Not applicable. Guaranteed Maximum Price(no additional fee/cost). PAGE § A.5.1.5,5 Royalties and license fees paid for the use of a particular design,process or product required by the Design-Build ; Design Buildef:resulting fr-efa sueh suits er.elaims and payments ef sealements Fnadewith the OwneF's eanseni. the seeend te lost sentenee of Seefien 3.1.132 of the Agfeement er ether pfe-visions efthe Design Build Doeumenis, then they shall not he; „Il-kiss r in thp.GA-st of the\i orL Documents. § A.5.1.5.8 With the 0WHer'S PFi0F OPPFO-Val,whi&shall not be upweasenablywithheld, legal,mediation ar-WWiaa eesis,ineluding a4ameys' fees,other thaft these ar-ising fi;afa disputes bepween Iihe 0WHeF Rfid peffefffianee Reserved. PAGE 11 Robert E. Simison Mayor Additions and Deletions Report for AIA Document A141"—2014 Exhibit A.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The'Amencan Institute of Architects,""AIA."the AIA Logo,and-AIA Contract Documents"are registered trademarks and may not be used without 4 permission This document was produced by AIA software at 18:03:18 ET on 01125/2023 under Order No.2114402301 which expires on 0 1 12 4/2 0 24,is not for fesale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations, e-mail copyright@aia,org. User Notes: (1095251297) DocuSign Envelope ID:8E8293C8-E3B1-4FF0-8460-F320B076EC12 Certification of Document's Authenticity AW DocumentD409T" — 2003 1,City of Meridian,hereby certify,to the best of my knowledge,information and belief,that I created the attached final document simultaneously with its associated Additions and Deletions Report and this certification at 18:03:18 ET on 01/25/2023 under Order No. 21 14402301 from AIA Contract Documents software and that in preparing the attached final document I made no changes to the original text of AIA41 Document A 14tTM—2014 Exhibit A, Design-Build Amendment,as published by the AIA in its software,other than those additions and deletions shown in the associated Additions and Deletions Report. (Signed) (Title) (Dared) AIA Document D401-—2003.Copynght®1992 and 2003 by The American Institute of Architects.All rights reserved.The-American knstitute of Architects." 'AIA"the AIA Logo.and'AlA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 18:03:18 ET on 0112512023 under Order No.2114402301 which expires on 0112412024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service_To report copyright violations,e-mail copyright@aia.org. User Notes: (1095251297) 41,AIA Document A141 - 2014 Exhibit B Insurance and Bonds for the following PROJECT: (Name and location or address) Design-Build Services for Conduit&Fiber Installation for ADDITIONS AND DELETIONS: Fire Safety Center The author of this document has added information needed for its THE OWNER: completion.The author may also have revised the text of the original (Name, legal status and address) AIA standard form.An Additions and Deletions Report that notes added City of Meridian an Idaho municipal corporation information as well as revisions to the 33 E. Broadway Ave.,Meridian, Idaho 83642 standard form text is available from the author and should be reviewed.A THE DESIGN-BUILDER: vertical line in the left margin of this (Name, legal status and address) document indicates where the author has added necessary information Fatbeam LLC and where the author has added to or 2065 W.Riverstone,Suite 202,Coeur d'Alene,Idaho 83814 deleted from the original AIA text. THE AGREEMENT This document has important legal consequences.Consultation with an This Insurance Exhibit is part of the accompanying agreement for the Project,between the cons cons attomey is encouraged with respect Owner and the Design-Builder(hereinafter,the Agreement),dated the day of to its completion or modification. in the year 2023 . (In words, indicate day, month and year.) TABLE OF ARTICLES B.1 GENERAL 6.2 DESIGN BUILDER'S INSURANCE AND BONDS B.3 OWNER'S INSURANCE BA SPECIAL TERMS AND CONDITIONS ARTICLE B.1 GENERAL The Owner and Design-Builder shall purchase and maintain insurance and provide bonds as set forth in this Exhibit B.Where a provision in this Exhibit conflicts with a provision in the Agreement into which this Exhibit is incorporated,the provision in this Exhibit will prevail. ARTICLE B.2 DESIGN BUILDER'S INSURANCE AND BONDS § 6.2.1 The Design-Builder shall purchase and maintain the following types and limits of insurance from a company or companies lawfully authorized to do business in the jurisdiction where the Project is located.The Design-Builder shall maintain the required insurance until the expiration of the period for correction of Work as set forth in Section 11.2.2.1 of the Agreement,unless a different duration is stated below: (If the Design-Builder is required to maintain insurance for a duration other than the expiration of the period for correction of Work, state the duration.) Not applicable. Init. AIA Document A141"—2014 Exhibit S.Copyright 0 2004 and 2014 by The American Institute of Architects.All rights reserved.The'American Institute of Architects.'"AIA.'the AIA Logo,and'AIA Contract Documents'are registered trademarks and may not be used without permission This document was produced by AIA software at 18:04,02 ET on 01125/2023 under Order No.2114402301 which expires an 01/2412024,is not for resale,is licensed for one-time use onty,and may only be used in accordance with the AIA contract Documents®Terms of Service.To report copyright violations,e-maii copyright@aia.org. (1848594018) User Notes: § B.2.1,1 Commercial General Liability with policy limits of not less than one million dollars ($ 1,000,000.00 )for each occurrence and two million dollars ($2,000,000.00 )in the aggregate providing coverage for claims including .1 damages because of bodily injury,sickness or disease,including occupational sickness or disease,and death of any person; .2 personal injury; .3 damages because of injury to or destruction of tangible property; .4 bodily injury or property damage arising out of completed operations;and .5 contractual liability applicable to the Design-Builder's obligations under Section 3.1.14 of the Agreement. § 13.2.1.2 Automobile Liability covering vehicles owned by the Design-Builder and non-owned vehicles used by the Design-Builder with policy limits of not less than one million dollars ($ 1,000,000.00 )per claim and one million dollars ($ 1,000,000.00 )in the aggregate for bodily injury,death of any person,and property damage arising out of the ownership,maintenance and use of those motor vehicles specified in this Section B.2.1.2,along with any other statutorily required automobile coverage. § B.2.1.3 The Design-Builder may achieve the required limits and coverage for Commercial General Liability and Automobile Liability through a combination of primary and excess liability insurance,provided such primary and excess insurance policies result in the same or greater coverage as those required under Sections B.2.1.1 and B.2.1.2. § B.2.1.4 Workers' Compensation at statutory limits. § B.2.1.5 Employers'Liability with policy limits as provided below: § 13.2.1.6 Professional Liability covering negligent acts,errors and omissions in the performance of professional services,with policy limits of not less than one million dollars ($ 1,000,000.00 )per claim and one million dollars ($ 1,000,000.00 )in the aggregate. § 13.2,1.7 Pollution Liability covering performance of the Work,with policy limits of not less than one million dollars ($ 1,000,000.00 )per claim and one million dollars ($ 1,000,000.00 )in the aggregate. § 8.2.1.7.1 The Design-Builder may obtain a combined Professional Liability and Pollution Liability policy to satisfy the requirements set forth in Sections B.2.1.6 and B.2.1.7,provided such policy results in the same or greater coverage. § 8.2.1.8 The Design-Builder shall provide written notification to the Owner of the cancellation or expiration of any insurance required by this Article 8.2.The Design-Builder shall provide such written notice within five(S)business days of the date the Design-Builder is first aware of the cancellation or expiration,or is first aware that the cancellation or expiration is threatened or otherwise may occur,whichever comes first. § B.2.1.9 Additional Insured Obligations.The Owner and its consultants and contractors shall be additional insureds on the Design-Builder's primary and excess insurance policies for Commercial General Liability,Automobile Liability and Pollution Liability.The additional insured coverage shall be primary and non-contributory to any of the Owner's insurance policies.The additional insured coverage shall apply to both ongoing operations and completed operations. The policy limits applicable to the additional insureds shall be the same amount applicable to the named insured or,if the policy provides otherwise,policy limits not less than the amounts required under this Agreement. § 8.2.1.10 Certificates of Insurance.The Design-Builder shall provide certificates of insurance acceptable to the Owner evidencing compliance with the requirements in this Article 8.2:(1)prior to commencement of the Work, (2)upon renewal or replacement of each required policy of insurance;and(3)upon Owner's written request. An additional certificate evidencing continuation of liability coverage,including coverage for completed operations,shall be submitted with the final Application for Payment as required by Section 9.10.2 of the Agreement and thereafter upon renewal or replacement of such coverage until the expiration of the time required by Section 13.2.1.The certificates will show the Owner and its consultants and contractors as additional insureds on the Design-Builder's nit. AIA Document A141-—2014 Exhibit B.Copyright C 2004 and 2014 by The American Institute of Architects.All rights reserved-The`American Institute of Architects"AIA.'the AIA Logo.and-AIA Contract Documents'are registered trademarks and may not be used without permission This document was produced 2 by AIA software at 18:04:02 ET on 01/25/2023 under order No.2114402301 which expires on 01/24/2024,is not for resale,is licensed for one-time use only,and IF by only be used in accordance with the AIA Contract Documents' Terms of Service_To report copyright vitiations,e-mail copyright@aia.org.Notes: (1848594018) primary and excess insurance policies for Commercial General Liability,Automobile Liability,and Pollution Liability. Information concerning reduction of coverage on account of revised limits,claims paid under the General Aggregate or both,shall be furnished by the Design-Builder with reasonable promptness. § B.2.2 Performance Bond and Payment Bond The Design-Builder shall provide surety bonds as follows: (Sped type and penal sum of bonds.) Type Penal Sum($0,00) As required by Idaho law. As required by Idaho law. § B.2.2.1 Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of obligations arising under the Agreement,the Design-Builder shall promptly furnish a copy of the bonds or shall permit a copy to be made. ARTICLE 13.3 OWNER'S INSURANCE § B.3.1 Owner's Liability Insurance The Owner shall be responsible for purchasing and maintaining the Owner's usual liability insurance. § B.3.2 Property Insurance § B.3.2.1 Unless otherwise provided,at the time of execution of the Design-Build Amendment,the Owner shall purchase and maintain,in a company or companies lawfully authorized to do business in the jurisdiction where the Project is located,property insurance written on a builder's risk"all-risk"or equivalent policy form in the amount of the initial Contract Sum,plus the value of subsequent Modifications and cost of materials supplied or installed by others,comprising the total value for the entire Project at the site on a replacement cost basis without optional deductibles. If any construction that is part of the Work shall commence prior to execution of the Design-Build Amendment,the Owner shall,prior to commencement of construction,purchase and maintain property insurance as described above in an amount sufficient to cover the total value of the Work at the site on a replacement cost basis without optional deductibles.The insurance required under this section shall include interests of the Owner, Design-Builder,Architect,Consultants,Contractors,and Subcontractors in the Project.The property insurance shall be maintained,unless otherwise provided in the Design-Build Documents or otherwise agreed in writing by all persons and entities who are beneficiaries of the insurance,until the Owner has issued a Certificate of Substantial Completion in accordance with Section 9.8 of the Agreement.Unless the parties agree otherwise,upon issuance of a Certificate of Substantial Completion,the Owner shall replace the insurance policy required under this Section B.3.2 with another property insurance policy written for the total value of the Project that shall remain in effect until expiration of the period for correction of the Work set forth in Section 11.2.2 of the Agreement. § B.3.2.11 The insurance required under Section B.3.2.1 shall include,without limitation,insurance against the perils of fire(with extended coverage)and physical loss or damage including,without duplication of coverage,theft, vandalism,malicious mischief,collapse,earthquake,flood,windstorm,falsework,testing and startup,temporary buildings and debris removal,including demolition occasioned by enforcement of any applicable legal requirements, and shall cover reasonable compensation for the Design-Builder's services and expenses required as a result of such insured loss. § B.3.2.1.2 if the insurance required under Section B.3.2.1'requires deductibles,the Owner shall pay costs not covered because of such deductibles. § B.3.2,1.3 The insurance required under Section B.3.2.1 shall cover portions of the Work stored off the site,and also portions of the Work in transit. § B.3.2.1.4 Partial occupancy or use in accordance with Section 9.9 of the Agreement shall not commence until the insurance company or companies providing the insurance required under Section B.3.2.1 have consented to such partial occupancy or use by endorsement or otherwise.The Owner and the Design-Builder shall take reasonable steps to obtain consent of the insurance company or companies and shall,without mutual written consent,take no action with respect to partial occupancy or use that would cause cancellation, lapse or reduction of insurance. § B.3.2.2 Reserved. AIA Document A141"-2014 Exhibit B.Copyright 02004 and 2014 by The American Institute of Architects.All rights reserved.The"American Institute of Init. Architects, "AIA,"the AIA Logo,and"AlA Contract Documents'are registered trademarks and may not be used without permission.This documentwas produced 3 by AIA software at 18:04:02 ET on 01/25/2023 under Order No-2114402301 which expires on 01/2412024,is not for resale,is licensed for one-time use only,and 1 may only be used in accordance with the AIA Contract Documents&Terms of Service To report copyright vialawns,e-mail copyright@aia.org. (1848594018) User Notes: § 13.3.2.3 Reserved. § B.3.2.4 Loss of Use Insurance.At the Owner's option,the Owner may purchase and maintain insurance to insure the Owner against loss of use of the Owner's property due to fire or other hazards,however caused.The Owner waives ail rights of action against the Design-Builder for loss of use of the Owner's property,including consequential losses due to fire or other hazards covered under the property insurance required under this Exhibit B to the Agreement. § 8.3.2.5 If during the Project construction period the Owner insures properties,real or personal or both,at or adjacent to the site by property insurance under policies separate from those insuring the Project,or if after final payment property insurance is to be provided on the completed Project through a policy or policies other than those insuring the Project during the construction period,the Owner shall waive all rights in accordance with the terms of Section B.3.2.7 for damages caused by fire or other causes of loss covered by this separate property insurance.All separate policies shall provide this waiver of subrogation by endorsement or otherwise. § B.3.2.6 Before an exposure to loss may occur,the Owner shall file with the Design-Builder a copy of each policy that includes insurance coverages required by this Section B.3.2. Each policy shall contain all generally applicable conditions,definitions,exclusions and endorsements related to this Project.The Owner shall provide written notification to the Design-Builder of the cancellation or expiration of any insurance required by this Article B.3.The Owner shall provide such written notice within five(5)business days of the date the Owner is first aware of the cancellation or expiration,or is first aware that the cancellation or expiration is threatened or otherwise may occur, whichever comes first. § B.3.2.7 Reserved. § B.3.2.8 A loss insured under the Owner's property insurance shall be adjusted by the Owner as fiduciary and made payable to the Owner as fiduciary for the insureds,as their interests may appear,subject to requirements of any applicable mortgagee clause and of Section B.3.2.10.The Design-Builder shall pay the Architect,Consultants and Contractors their just shares of insurance proceeds received by the Design-Builder,and by appropriate agreements, written where legally required for validity,the Design-Builder shall require the Architect,Consultants and Contractors to make payments to their consultants and subcontractors in similar manner. § B.3.2.9 If required in writing by a party in interest,the Owner as fiduciary shall,upon occurrence of an insured loss, give bond for proper performance of the Owner's duties.The cost of required bonds shall be charged against proceeds received as fiduciary.The Owner shall deposit in a separate account proceeds so received,which the Owner shall distribute in accordance with such agreement as the parties in interest may reach,or as determined in accordance with the method of binding dispute resolution selected in the Agreement between the Owner and Design-Builder.If after such loss no other special agreement is made and unless the Owner terminates the Contract for convenience, replacement of damaged property shall be performed by the Design-Builder after notification of a Change in the Work in accordance with Article 6 of the Agreement. § 13.3.2.10 The Owner as fiduciary shall have power to adjust and settle a loss with insurers unless one of the parties in interest shall object in writing within five days after occurrence of a loss to the Owner's exercise of this power. If an objection is made,the dispute shall be resolved in the manner selected by the Owner and Design-Builder as the method of binding dispute resolution in the Agreement. ARTICLE 13.4 SPECIAL TERMS AND CONDITIONS Special terms and conditions that modify this Insurance and Bonds Exhibit,if any,are as follows:None. Init. AIA Document A141"—2014 Exhibit B.Copyright 02004 and 2014 by The American Institute of Architects.Ali rights reserved.The`American Institute of Architects' "AIA,'the AIA Logo,and"AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced 4 by AIA software at 18:04Z2 ET on 01/25/2023 under order No.2114402301 which expires on 01/24/2024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents'"Terms of Service.To report copyright violations,e-mail copyrightoaia.org. User Notes: (1848544418) Additions and Deletions Report for AIA8 Document A 141' - 2014 Exhibit B This Additions and Deletions Report,as defined on page 1 of the associated document,reproduces below all text the author has added to the standard form AIA document in order to complete it,as well as any text the author may have added to or deleted from the original AIA text.Added text is shown underlined. Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document.This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 18:04:02 ET on 01125/2023. PAGE 1 Design-Build Services for Conduit&Fiber Installation for Fire Safety Center City of Meridian an Idaho municipal corporation 33 E.Broadway Ave. Meridian Idaho 83642 Fatbeam LLC 2065 W.Riverstone, Suite 202,Coeur d'Alene,Idaho 83814 This Insurance Exhibit is part of the accompanying agreement for the Project,between the Owner and the Design-Builder(hereinafter,the Agreement),dated the day of in the year 2023 . Not applicable. § B.2.1.1 Commercial General Liability with policy limits of not less than one million dollars ($ 1,000,000.00 )for each occurrence and two million dollars ($2,000,000.00_)in the aggregate providing coverage for claims including PAGE 2 § B.2.1.2 Automobile Liability covering vehicles owned by the Design-Builder and non-owned vehicles used by the Design-Builder with policy limits of not less than one million dollars ($ 1,000,000.00 )per claim and one million dollars ($ 1,000,000.00 )in the aggregate for bodily injury,death of any person,and property damage arising out of the ownership,maintenance and use of those motor vehicles specified in this Section B,2,1,2,along with any other statutorily required automobile coverage. § 8.2.1.6 Professional Liability covering negligent acts,errors and omissions in the performance of professional services,with policy limits of not less than one million dollars ($ 1,000,000.00 )per claim and one million dollars (S 1,000,000.00 )in the aggregate. § B.2.1.7 Pollution Liability covering performance of the Work,with policy limits of not less than one million dollars ($ 1,000,000.00 )per claim and one million dollars ($ 1,000,000.00 )in the aggregate. Additions and Deletions Report for AIA Document A141"—2014 Exhibit B.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The'American Institute of Architects,""AIA."the AIA Logo,and"AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 18:04:02 ET on 01I25l2023 under Order No.2114402301 which expires on 01/24/2024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documentse Terms of Service.To report copyright violations, e-mait copyright@aia.org User Notes: (1846594018) § 13.2.1.7.1 The Design-Builder may obtain a combined Professional Liability and Pollution Liability policy to satisfy the requirements set forth in Sections B.2.1.6 and B.2.1.7, with eembifted policy limits that afe not less!hem ($ )per- e1iiimand (S )iathe aggregs+�provided such policy results in the same or greater coverase. PAGE 3 As required by Idaho law. As required by Idaho law. § B.3"2.2 , Design Builder-, Y Consultants,Cea(T-aeter and Subeenifeeter-s in the Wark,and the Ownef and Reserved. § B.3.2.3 if the Owner-does not intend to pulfebase the in-., 1 undef seetielis und 13.3.2.2 with all of the eeyefages in the amounts deser-mbed ahave,the Owner QlaAll mfilrm the Design Builder iRwrifing pfier-to an eenstfuetiaii that is paF4 ef the Aiirlerk.The Design BuildeF may then obtain iRrMM:ame_P_shas 3A411 pfowot the interests of and the Design Buildef is damaged by the failure or fiegleet ef the Ownef:to pur-ehase or fite-Fitain instifflftee as Reserved. PAGE § B.3.2.7 WalveFe of Subirogation,The OwneF and Design Builder waive all rights agaiRst(1)eaeh Othff a0d any o , eempleted eenstrdetion,emeept stieh Fights as they have te pfaeeeds 4 5tiek insuranee held by the Owner as fidueiaf�,. The Owner of Design BuRdef�as appropriate,Shall Fequife of the sepefalle eoatraeteFss deseribed in Seetion 5.13 of the shall be effective as to a peFsen eF eatky even theugh that would othei-wise ha%,e a d",of Reserved. § B.3.2.10 The Owner as fiduciary shall have power to adjust and settle a loss with insurers unless one of the parties in interest shall object in writing within five days after occurrence of a loss to the Owner's exercise of this power. If an objection is made,the dispute shall be resolved in the manner selected by the Owner and Design-Bui ider as the method of binding dispute resolution in the Agreement.if the QAlyner Find Design BHilde-1 aVe Seteetea.. bit....tiOn 6S is a ;:�Pt);Ad Af Nnding dispute Feselation,the 0 aeF aS fidueiar-y 5hall make with eF, in the ease 4 a Special terms and conditions that modify this Insurance and Bonds Exhibit,if any,are as follows:None. Additions and Deletions Report for AIA Document A141"—2014 Exhibit S.Copyright 0 2004 and 2014 by The American Institute of Architects.All rights reserved,The"American Institute of Architects."`AIA.'the AIA Logo,and"AIA Contract Documents"are registered trademarks and may not he used without 2 permission This document was produced by AIA software at 18:04:02 ET on 01/25/2023 under Order No.2114402301 which expires on 01/24/2024.is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documentsa Terms of Service.To report copyright violations, e-mail copyright@aia org User Notes: (1848594015) Document A141 - 2014 Exhibit C Sustainable Projects (Paragraphs deleted) for the following PROJECT: (Name and location or address) ADDITIONS AND DELETIONS: Design-Build Services for Conduit&Fiber Installation for The author of this document has added information needed for its Fire Safety Center completion.The author may also have revised the text of the original THE OWNER: AIA standard form.An Additions and (Name, legal status and address) Deletions Report that notes added information as well as revisions to the City of Meridian an Idaho municipal corporation standard form text is available from 33 E.Broadway Ave.,Meridian,Idaho 83642 the author and should be reviewed.A vertical line in the left margin of this THE DESIGN-BUILDER: document indicates where the author (frame, legal status and address) has added necessary information and where the author has added to or Fatbeam LLC deleted from the original AIA text. 2065 W.Riverstone, Suite 202,Coeur d'Alene, Idaho 83814 This document has important legal consequences.Consultation with an THE AGREEMENT attorney is encouraged with respect The substantive provisions of AIA Document A 141 -2014-Exhibit C(Sustainable to its completion or modification. Projects)shall not be applicable to the Agreement between the Owner and Design-Builder and have been deleted accordingly. (Paragraphs deleted) AIA Document A141"—2014 Exhibit C.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved_The"American Institute of Init. Architects"AIA'the AIA Logo.and'AIA Contract Documents'are registered trademarks and may not be used without permssion This document was produced by AIA software at 18:04:39 ET on o1I2512023 under Order No.2114402301 which expires on 01124/2024,is not for resale,is licensed for one-time use only,and ! may only be used in accordance with the AIA Contract Documentse Terms of Service.To report copyright violations,e-mail copyright@aia.org. user Notes: (1298483533) Additions and Deletions Report for AIA Document A141" — 2014 Exhibit C This Additions and Deletions Report,as defined on page 1 of the associated document,reproduces below all text the author has added to the standard form AIA document in order to complete it,as well as any text the author may have added to or deleted from the original AIA text.Added text is shown underlined.Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document.This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 18:04:39 ET on 01/25/2023. PAGE 1 for the following PRQjECT; TYC OWNER-. THE DESIGN-BUILDER: TLC Ar^,nREEMENT Design-Builder(hereinafter,-the Agi:eeFnent' e�°'�� ay -,f i. 116 TABLE OF ..eTIA C re CA GENERAL C PROVISIONS G.2 DESIGN BUILDER G.3OWNE CA CLAIMS AND DISPUTES C.5 MISCELLANEOUS PROVISIONS CA SPECmLTERMS AND!CONDITIONS ARTICLE t .1 GENE o na nonVrcrnNcrorthe foil oyA 1g PROJECT: (Name and location a-addi,: sl Design-Build Services for Conduit& Fiber Installation for Fire Safety Center Additions and Deletions Report for AIA Document A141"—2014 Exhibit C.Copyright®2004 and 2014 by The American Institute of Archtects_All rights reserved.The'Amencan Institute of Architects``AIA-the AIA Logo and-AIA Contract Documents are registered trademarks and may not be used without permrssion This document was produced by AIA software at 18:04:39 ET on 01/25/2023 under Order No.2114402301 which expires on 01/24/2024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documentse Terms of Service.To report copyright violations, e-mail copyright@aia.org. User Notes: (12984$3533) THE OWNER: (Name, legal status and address) City of Meridian an Idaho municipal corporation 33 E.Broadway Ave.,Meridian,Idaho 83642 THE DESIGN-BUILDER: ftame, legal status and address) Fatbeam LLC 2065 W. Riverstone,Suite 202,Coeur d'Alene,Idaho 83814 THE AGREEMENT The substantive provisions of AIA Document A 141—2014—Exhibit C(Sustainable Proiects)shall not be applicable to the Agreement between the Owner and Design-Builder and have been deleted accordingly. C-1.1 This Exhibit, in 60FIjunetion WiIh!he sustaiRabilily Plan and athef:Design Build Documents,essahlkhes -Pt in the ease ek eenfliet with the Owner's C-fiteria, wheFe a provision in this E*hibit eenfliets wmth Eipr-e,.,isieFt in the Agr-eefaeftt inte whieh this Exhibit is ineeFpaFaied,!be previsien in this E)Ehibk will £ G A 2 Definitions other beftefit to the eny1r-onment,to efthaftee the health and well being of buildiing eeeu enern, Rem, ab § CAN SusWinability Plan.The SustaiRabil4y PlaFi is a DesigR Build Doeunient that identifies and desefibes� the Sustainable Meastwes;the spec-ifie details about design Feviews;testing ef metfies to N,e0l,aeh-eyemoat of eaeh o,st .bie Measure;and the c,sta ability D Motion red fee-the o_ et Star or anetheF:FaIing oF ceAKieation system,that fnatF be desigfiated as the Sustainable Objeetive eF paFt ofthie Additions and Deletions Report for AIA Document A1411—2014 Exhibit C.Copyright 0 2004 and 2014 by The American Institute of Architects.All rights reserved.The"American Institute of Architects,""AIA,'the AIA Logo,and"AIA Contract Documents"are registered trademarks and may not be used without 2 permission This document was produced by AIA software at 18:04:39 ET on 01/252023 under Order No.2114402301 which expires on 0112412024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract pocumentO Terms of Service.To report copyright violations, e-mail copyright@aia.crg User Notes: (1298483533) ARTIGI—En ii -nth the l HFk .-0eSeFibed : Ai4iiele 4 of the Ag eo. eni te establish the authapity qf the Pesiign Builder,the Afehiteet,GORtMet0f,aF a Consultant,as an agent of the Owne the 0-%*ner and,as r-equested by the Design guilder-,w4h the Ownef's eansuliliants,dwingiii the befefe Hie%iftg fiqr-war-d with the Sustaifiabdky Sen,iees tinder this AFtiele C.2. The Ownef agrees to exeettte all StlStaifiable MeaWreS tO be taFgeted;examine strategies far inipleniefitatien efthe Sustainable Measures;Hfid diseuss § G.2.1.3.2.2:Fhe Design 13ttildef shali submit the proposed Sustai"Fibility Plan to the OWliff 09 PaF4 Ofthe sustainability Plan Shall flet ehange the Ownef's Criteria unless the Owner and Pesign Builder eyieeute a MediAeatien Seetion 1.4.1 ef the Agreement,the Design Builder-shall advise the OwPeF Of MY aE�ostfnents to the Sustainability P-Itttr Plaiii,the Owfier and Design Builder shall inelude the Sustainability Plan in the Design BuRd Afnendfnent emoeuted in G.2.2 Work Following EXeGU6911 of the Design Build Amendmen C.2.2.1 The Pesipt Builder shall perfi3l::m these Sttstainable Measures identified as the tespensibilky of the Sustainable Measures identified in the Sustainability PIaH, § G.2.2.3 As paFt efthe Sustainabie Measures,the WeFk Fnay fequiFe the use Of fflaieFiak amid equipmem that have had- The Owner wil'fender-a written deeision regarding the use of sueh Fnatefials er equipment in a timely Fnanner. in the event!be 0WHeF @!@GtS W PFOeeed with the use of Sideh ffiRliffiak OF equipFnent,the Design BUildiliff Shall he p@FRiotted to rely on the FnanufaetufeF's or-supplier's and shall not be Fespensible for any daa4ages afising ffam Additions and Deletions Report for AIA Document A141"—2014 Exhibk C.Copyright 02004 and 2014 by The American Institute of Architects.All rights reserved-The"American Instdute of Architects-"AIA.'the AIA Logo.and-AIA Contract Documents'are registered trademarks and may not be used without 3 permission This document was produced by AIA software at 18:04:39 ET on 01 P25/2023 under Order No.2114402301 which expires on 01/24/2024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents Terms of Service,To report copyright violations, e-mail copyright@aia.org. Laser Notes: (1298483533) § C.2.3.1 The Design Builder shall meet with the OWHer tF-I d-irmell-'4M-R4L--r-RR-l`iII4-&q- A thk--@-VeFkt thL-Owner eendifieft that will affeet aehieveFnem of a Sustainable Measure of aehievemen!of!he gusta4iable Objeetive. if any eondition is diseevered by,of:tnade kno%,fi to,the Design Puilder that will adYeRely affw�the Design Builder's the Design BUildelF Will notice to the Owner F-114d meet ivith the W-livneff tR- diSeUss alteffiatkvs to rvfnedy the eandition. Substantial Geffipleiioli. §C 7 A Waste Management ef disposing of eenstFuetien waste generated ffem the Prejeet.The Design BuildeF Shall Heyde,FeUSe,FeMOVe 0 dispose ef Fnaterials as requifed by the Design Build Plaeunients. § C.2.6 Substantial Completion Doeumente6on required ffeFA!be Desigft Builder-by the Design Build Deewnents Fie latef:than the daie of Substantial completion, G.2-6 Final Completion Design Builder-by the Design Build Peetiments shall be submitted to the QwneF befefe final Pa�'ffiefil[OF aft-Y § C.2.7.2 The Design Buildeir shall FegiStff the Projeet with the Gekif�ifig Atither-ity.Registfatieft fees afid any otheF fees ehafged by the GeFtifying AtitheFity,and paid by the Design +§ C.2.7.3 The Design BuildeF shall Miele!,eFganize and fmanage the Susfainabil Ity Deettmentaiiew and submit the !a appeal a Fulifig er-other-iweFpFetatien de ent,pFef:eEjuisAe-,eredit or-point fieeessiar-y io achieve the + in aeeeFdanee with the Sustaiaabii4y Plan. § G.2-7-6 4'he Design Builder shall pfepare Fespeases to,and-suh-wit dRer-11-M-01itatiOR FeCtUiFed bl*',COMRI@14S F.,.«the CeAi6,ing A uthoFit,. Additions and Deletions Report for ALA Document A141---2014 Exhibit C.Copynght C 2004 and 2014 by The American tnsbtute of Architects.All rights reserved,The'American Institute of Architects."'A A'the AIA Logo and`AIA Contract Documents'are registered trademarks and may not be used without 4 permission This document was produced by ALA software at 18A4 39 ET on 01/25/2023 under Order No-2114402301 which expires on 01/2412024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIR Contract Documents°Terms of Service To report copyright violations. e-maif copynght@aia.org, User Notes: (1298483533) § G.2.8.1 Solely feF the pmr-pese 4ebiaini the Skistainability Ceffifieatien,the Design Builder-grants CeAif�ing Authority. ARTICLE C.3 OWNER Susiaifiabililly Plaii,or as athefwise f;equifed by the Desiga Build Deeumeiits.The Owfier shall require that eaeh of Sustaimah-ality Plan. § C.3.2 T4te Ownef shall pr-evide te the Design Builder-ififematien requell4ed by lihe Design Boildefilhat is reasefiab!5 Fele..a.,t Kid.. F r...,hie.o a..t of the.Sustainable,01h e.tiye § G.3.4 The Owner shall be Fe5pefisible for preparing,filing,afid pfeseeoting appeals te the Cei4ifying,btuthoFity,e ARTICLE W-niver of Consequential DaMages Relating to thp- ObjeGNMO,The Owner and Design Btlildff WiltiVe WaiFRS_ ARTICLE G.5 MISCELLANEOUS PROVISIGM The Ownef and Design Builder aelfftewledge that aehievifig the Sustainable Objeetive is depeadeat an many faeter-s Aeeefdingly,!he Design Builder does net waFi;afi�of:guar-afillee!hat the PFejeet will itehieve!he Sustainable Gbjee6ve. ARTICLE GA SPECIAL TERMS AND CONDITIONS Additions and Deletions Report for AIA Document A141"—2014 Exhibit C.Copyright®2004 and 2014 by The American Institute of Architects_All rights reserved.The'American institute of Architects"'AIA."the AIA Logo.and-AIA Contract Documents-are registered trademarks and may not be used without 5 permission This document was produced by AIA software at 18:04:39 ET on 01I25M23 under Order No.2114402301 which expires on 01/2412024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents"Terms of Service.To report copyright violations, e-mail copyright@aia.org. User Notes: (1298483533) Additions and Deletions Report for ALA Document A141 —2014 Exhibit C.Copyright 0 2004 and 2014 by The American Institute of Architects.All rights reserved.The'Amencan Institute of Architects"'AIA.'the AIA Logo,and'AIA Contract Documents'are registered trademarks and may not be used without s permission This document was produced by AIA software at 18:04:39 ET on 0 112 512 02 3 under Order No.2114402301 which expires on 0112412024,is not for resale,is licensed for one-time use only.and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations, e-mail copydght@aia org. User Notes: (1298483533) PROCUREMENT DIVISION (�>W IDIAN�' Keith Watts, Procurement Manager 33 East Broadway Ave., Ste. 106 Meridian, ID 83642 Phone: (208) 489-0328 Fax: (208) 887-4813 REQUEST FOR PROPOSALS RFP NO. IT-2308-11376 CONTRACT SPECIFICATIONS FOR : DESIGN-BUILD SERVICES FOR CONDUIT & FIBER INSTALLATION FOR THE FIRE SAFETY CENTER PROPOSALS MUST BE RECEIVED NO LATER THAN 4:00 P.M. NOVEMBER 18, 2022 Proposals must be submitted through the City's Bonfire portal (https:/merldiancity.bonfirehub.com) prior to the due date and time Pre-Proposal Conference/Walk-Through NONE Attendance is strongly encouraged PROJECT DESCRIPTION The City of Meridian "City" is soliciting proposals from respondents with at least 5 years of progressive experience to design and construct conduit and fiber. Page 1 of 3 QUESTIONS The Q&A period for this opportunity ends November 15, 2022 12.00 PM MST. Questions must be submitted through the City's Bonfire website. You will not be able to send messages after the Q&A period. Your proposal submission must be uploaded, submitted, and finalized prior to the Closing Time listed above. We strongly recommend that you give yourself sufficient time and at least ONE (1) day before Closing Time to begin the uploading process and to finalize your submission. ANTICIPATED PROJECT SCHEDULE The following is an outline of the anticipated schedule for the proposal review and contract award. Schedule is subject to change. November 10, 2022 Issue Request for Qualification (RFQ) November 15, 2022 12.00 PM Question Period Ends November 16, 2022 Addendum Issued (if needed) November 18 2022 @ 4.00 PM Qualifications Due November 21-22, 2022 Evaluation Period November 23, 2022 Notice of Intent December 5, 2022 Conclusion of Contract Negotiations December 20, 2022 City Council Approval (if needed) TBD NTP BASIS FOR SELECTION This Request for Proposals will be evaluated utilizing the criteria listed below. History from the current and precious projects and customers of the respondent may be used to evaluate some of the criteria. a. Responsiveness to the RFP (5 Points) b. Overall experience in designing and constructing conduit and fiber (30 Points) C. Proposed Concept Plan (30 Points) e. Understanding of Project Objectives (20 points) d. Estimated Cost (15 points) CITY'S REPRESENTATIVE Procurement Representative Keith Watts, Procurement Manager 33 E Broadway Ave. Ste. 106 Meridian, ID 83642 (208) 489-0417 Fax (208) 887-4813 kwatts@meridiancity.org Dated: CITY OF MERIDIAN Keith Watts, Procurement Manager INFORMAL REQUEST FOR QUALIFICATIONS GENERAL INFORMATION AND INSTRUCTIONS TO RESPONDENT CITY OF MERIDIAN Meridian, Idaho 83642 DEFINITIONS, TERMS & CONDITIONS AND SPECIFICATIONS The agreement form to be used will be the AIA A141 form. COMMUNICATIONS The City will use the BonfireHub website (https://meridiancity.bonfirehub.com) for the following activities: •To post the RFQ •To receive any questions or inquires •To issue any associated addenda •To post award notice (including value of award) To contact the Organization or ask questions in relation to this RFQ, respondents must register through the City's public procurement portal at meridiancity.bonfirehub.com (the "Portal") and initiate the communication electronically through the Opportunity Q&A. The City will not accept any respondent's communications by any other means, except as specifically stated in this RFQ. ADDENDA All new information to respondents by way of addenda. This RFQ may be amended only by addendum in accordance with this section. If the City of Meridian, for any reason, determines that it is necessary to provide additional information relating to this RFQ, such information will be communicated to all respondents by addendum posted on the City's public purchasing portal at meridiancity.bonfirehub.com. Each addendum forms an integral part of this RFQ and may contain important information, including significant changes to this RFQ. Respondents are responsible for obtaining all addenda issued by the City. BONDING AND INSURANCE A successful Respondent shall acquire and maintain, at his/her own expense, all insurance and bonds described below. CONDITIONS AFFECTING THE WORK Before submitting a proposal, each respondent must (1) examine the Request for Qualifications documents thoroughly and satisfy themselves as to their sufficiency, and shall not at any time after submission of the Proposal, dispute such specifications and the directions explaining or interpreting them, (2) visit the site to familiarize themselves with the layout of the downtown and the concept plan site, (3) familiarize themselves with Federal, State and Local laws, ordinances, rules and regulations that may, in any manner, affect cost, progress or performance of the work; and (4) study and carefully correlate respondent's observations with the Request for Proposal's. Failure to do so will not relieve respondent from responsibility for estimating properly the difficulty or cost of successfully performing the work. The City will assume no responsibility for any understanding or representations concerning conditions made by any of its officers or agents prior to the execution of the contract, unless included in the Request for Proposal's, or any addendum. AWARD OF CONTRACT DOCUMENTS Award will be made to the Respondent proposing the most advantageous and qualified proposal after considerations of all evaluation criteria set forth herein. The criteria are not listed in any order of preference. CITY will establish an evaluation committee. The committee will evaluate all Qualifications received in accordance with the evaluation criteria. The evaluation committee may also contact and evaluate the Respondent's and subcontractor's references (if any), contact any Respondent to clarify any response, contact any current users of an Respondent's services, solicit information from any available source concerning any aspect of a proposal, and seek and review any other information deemed pertinent to the evaluation process. CITY reserves the right to establish weight factors that will be applied to the criteria depending upon order of importance. Evaluation scores will not be released until after notice of intent to award is issued. CITY shall not be obligated to accept the lowest priced proposal, but will make an award in the best interests of CITY after all factors have been evaluated. CITY shall be the sole judge of the successful offers hereunder. Respondents are advised that it is possible that an award may be made without discussion or any contact concerning the Qualifications received. Accordingly, submitted Qualifications should contain the most favorable terms from a price and technical standpoint. DO NOT ASSUME that you will be contacted or afforded an opportunity to clarify, discuss, or revise your proposal. Award will be by means of a written agreement with the successful Respondent. A Notification of Intent to Award shall be posted on the Bonfire website. Award is contingent upon the successful negotiation of final contract terms. Negotiations shall be confidential and not subject to disclosure until an agreement is reached. If contract negotiations cannot be concluded successfully, CITY may negotiate with the next highest scoring Respondent or withdraw the RFQ. While CITY intends to enter a contract for these services, it will not be bound to do so. CITY reserves the right to reject any or all Qualifications. RESPONDENT'S COST The Respondent will be responsible for all costs (including site visits where needed) incurred in preparing or responding to this RFQ. All materials and documents submitted in response to the RFQ become the property of the City and will not be returned. RIGHTS TO PERTINENT MATERIALS All responses, inquiries, and correspondence relating to the Request for Qualifications and all reports, charts, coverage maps, displays, schedules, exhibits, and other documentation produced 2 of 4 by the Respondent that are submitted as part of the proposal shall become the property of the City after the submission deadline. PUBLIC RECORDS The City of Meridian is a public agency. All documents in its possession are public records. Qualifications are public records and, except as noted below, will be available for inspection and copying by any person. If any Respondent claims any material to be exempt from disclosure under the Idaho Public Records Law, the Respondent will expressly agree to defend, indemnify and hold harmless the City from any claim or suit arising from the City's refusal to disclose any such material. No such claim of exemption will be valid or effective without such express agreement. The City will take reasonable efforts to protect any information marked "confidential" by the Respondent, to the extent permitted by the Idaho Public Records Law. Confidential information must be submitted in a separate envelope, sealed and marked "Confidential Information" and will be returned to the Respondent upon request after the award of the contract. It is understood, however, that the City will have no liability for disclosure of such information. Any proprietary or otherwise sensitive information contained in or with any Proposal is subject to potential disclosure. EVALUATION Before a contract will be awarded, the City may conduct reference investigations as is necessary to evaluate and determine the performance record and ability of the top ranked Respondent(s) to perform the size and type of work to be contracted, and to determine the quality of the service being offered. By submitting a proposal, you authorize the City to conduct reference investigations as needed. Qualifications will be evaluated by a selection committee comprised of City of Meridian employees, and may include citizens of the City. PRESENTATIONS The City may choose to invite those respondents, which are determined to be best qualified, to make a presentation to the City. If it is determined that presentations will be required, an additional evaluation will be conducted and incorporated into the final scoring. Further information may be provided to the prospective respondents after the initial selection. FINANCIAL STATEMENT Respondents may be requested provide a current financial statement or the latest annual report. Respondents shall make a definitive statement regarding their financial ability to perform the requirements hereunder. WARRANTY / GUARANTEE Contractor delivering equipment / goods against this specification shall guarantee that the equipment / goods meet the minimum requirements set forth herein. If it is found that the equipment / goods delivered do not meet the minimum requirements of this specification, the Contractor will be required to correct the same at the Contractor's expense. 3 of 4 BRAND NAME Brand names and numbers, when used, are for reference to indicate the character and quality desired. Contractors may offer comparable "EQUAL" products unless expressly prohibited herein. If necessary, the burden of proof and cost of analysis to determine equality shall be that of the Contractor. If proposing an "EQUAL", please state name of manufacturer, model, and part number, if applicable, and enclose descriptive literature. GUIDELINES / CONTENT To be considered responsive, Qualifications should address all items identified in this section. Please note: Some items require that the Respondent provide a detailed response and/or attachment. Failure to provide a complete response may be grounds for rejection of proposal. Furthermore, Qualifications should be prepared in such a way as to provide a straightforward and concise discussion of the Respondent's ability to provide the services that can best satisfy the requirements herein and the needs of CITY. Elaborate or unnecessarily lengthy documents are discouraged. Emphasis should be concentrated on conformance to the RFQ instructions, responsiveness to the RFQ requirements and on completeness and clarity of content. In order to facilitate evaluation and comparison, Qualifications should be submitted in the format described in this section. Format instructions must be adhered to. All requirements and requests for information in the proposal must be responded to. All requested data must be supplied. Failure to comply with this requirement may be cause for rejection. SUBMITTAL REQUIREMENTS Qualifications must be submitted through the City's Bonfire portal (https:/meridiancity.bonfirehub.com) prior to the due date and time stated on the website. No late Qualifications will be accepted. Qualifications must be valid for a period of ninety (90) calendar days from the due date and time. The City of Meridian does not discriminate on the basis of race, religion, sex, national origin, marital status, age, physical handicap, ownership by women or minorities or sexual orientation. The CONTRACTOR will be responsible for utilizing the City's current contract management tool for project management correspondence throughout the duration of the project. CONTRACTOR will be required to submit written communication to the City through the contract management tool. This includes but is not limited to the following: Reports, drawings, Requests for information, Request for action by City, General Project Documentation & Communication, Pay applications/Invoices, and Change Orders. The Contractor will be required to register with the City of Meridian Public Works Department for access to the program. There is no charge for use of this system. BONFIRE SUPPORT The City uses a Bonfire portal for accepting and evaluating Qualifications digitally. Please contact Bonfire at Support@GoBonfire.com for technical questions related to your submission. You can also visit their help forum at https:Hbonfirehub.zendesk.com/hc 4of4 INFORMAL REQUEST FOR PROPOSALS PROJECT SPECIFICS & SCOPE OF WORK CITY OF MERIDIAN Meridian, Idaho 83642 BACKGROUND / PURPOSE The City of Meridian "City" is soliciting proposals from respondents with at least 5 years of progressive experience to design and construct conduit and fiber. This project is located between Location (A) Meridian Fire Station 3 (3545 N. Locust Grove Rd, Meridian, ID 83646) and Location (B) Meridian Fire Safety Center (1901 E. Leigh Field Dr, Meridian, ID 83646). The City intends to utilize the design-build process for this project and will be utilizing the AIA A141 form agreement. The City intends to construct conduit and fiber. Upon construction completion, the City will be the owner of all installed assets. Proposals that include leased assets or managed services will not be considered. The successful proposer will be required to work with the City's project manager throughout the entire project. The nature of the project is Design-Build, which is intended to allow Contractors to propose changes to what has been presented in the Scope of Work. Those changes may enhance the features or decrease the costs of the project. SCOPE OF SERVICES / SPECIFICATIONS • Design of conduit and fiber between Location (A) Meridian Fire Station 3 (3545 N. Locust Grove Rd, Meridian, ID 83646) and Location (B) Meridian Fire Safety Center (1901 E. Leigh Field Dr, Meridian, ID 83646). • Design shall include entry into both the Meridian Fire Station 3 and Meridian Fire Safety Center. • Installation of conduit and fiber between the above locations. • Each location will have fiber terminated at a specified location inside of the facility in a contractor furnished optical fiber interconnecting unit (LIU). • The termination point for each shall be at a location identified by the City. • Design and construction shall include 1 1/4 - 2" conduit, fiber, junction boxes, and locate wire, between the two sites. • Develop plans and specifications. • Contractor shall provide and install the following materials for the project: 1 1/4 - 2" conduit, junction boxes, locate wire, fiber interconnecting unit, and fiber optic cable. • Contractor shall terminate (all strands) and test the fiber. • Contractor shall be responsible for transporting material to job site from the central storage location and cleaning up all removed pavement and/or landscape material, and restoring all pavements and/or landscape material to their previous conditions. • Contractor shall follow any local laws and permitting requirements. • The final design (Design, Construction Drawings, Specifications and detailed budget; shall be completed and transmitted to the City in a standard non-proprietary format such as CAD and PDF. The final plans (Construction Drawings, Specifications and the Master Plan) and any and all related documents shall be the exclusive property of the City of Meridian. GUIDELINES / CONTENT To be considered responsive, proposals should address all items identified in this section. Please note: Some items require that the Proposer provide a detailed response and/or attachment. Failure to provide a complete response may be grounds for rejection of proposal. Furthermore, proposals should be prepared in such a way as to provide a straightforward and concise discussion of the Proposer's ability to provide the services that can best satisfy the requirements herein and the needs of City. Elaborate or unnecessarily lengthy documents are discouraged. Emphasis should be concentrated on conformance to the RFP instructions, responsiveness to the RFP requirements and on completeness and clarity of content. In order to facilitate evaluation and comparison, proposals should be submitted in the format described in this section. Format instructions must be adhered to. All requirements and requests for information in the proposal must be responded to. All requested data must be supplied. Failure to comply with this requirement may be cause for rejection. Criteria necessary to evaluate the proposals in relation to the service being sought are included in the RFP documents. At a minimum, criteria will include, experience, references, compliance to the specifications and requirements for the service provided that the City may use to award contracts to the Proposer it determines appropriate. SUBMITTAL REQUIREMENTS Letter of Introduction Summary that describes the design firm, and proposed construction firm (if different firms), including the history and experience of the firm(s) Design: • Proposed service to be provided by the design-build firm • Estimated hours dedicated to the design and line item budget • The Design-Builders Concept Plan for the City's proposed project. • Any other information that the design-build firm believes would be helpful to the Committee in evaluating its response. Construction • Construction Schedule • PW License • Insurance Certificates • Resume of Project Manager assigned to the project • Description of Fiber & Conduit to be Installed 2 of 3 Past Projects (Design) • Detailed list (including location, cost, and design) of at least two (2) similar projects that the design firm has designed • Concept drawings and/or master plans of each project (construction drawings if available) Past Projects (Construction) • Detailed list of at least two (2) similar projects that the firm has constructed. Additional Information • Any other information that the design-build firm believes would be helpful to the Committee in evaluating its response. BASIS FOR SELECTION This Request for Proposals will be evaluated utilizing the criteria listed below. History from the current and previous projects and customers of the respondent may be used to evaluate some of the criteria. a. Responsiveness to the RFP (5 Points) b. Overall experience in designing and constructing conduit and fiber (30 Points) C. Proposed Concept Plan (30 Points) e. Understanding of Project Objectives (20 points) d. Estimated Cost (15 points) BONFIRE SUPPORT The City uses a Bonfire portal for accepting and evaluating proposals digitally. Please contact Bonfire at Support@GoBonfire.com for technical questions related to your submission. You can also visit their help forum at https:Hbonfirehub.zendesk.com/hc 3of3 Proposal due date: November 18, 2022 CAE IJ Prepared for: Keith Watts, Procurement Manager CITY OF MERIDIAN Proposal for: RFP NO. IT-2308-11376 FIRE SAFETY CENTER 44 - L6000 20 — N fatbea al" fatbeam.com 2065 W. Riverstone Dr. Suite 202 Coeur d'Alene, ID 83814 t 509 344 1008 November 171h, 2022 Dear Keith Watts, Thank you for the opportunity to share our recommended approach and fiber design solutions for City of Meridian and for taking the time to review our proposal. Connectivity is more important than ever to empower those you serve and to keep our communities connected. By helping you build a reliable, affordable fiber-optic network, we at Fatbeam believe you can expand what's possible for your community while being thoughtful with the resources you are entrusted to manage. We feel confident that our proposed fiber optic solution supports and aligns with your network infrastructure goals not just today, but also into the future. Fatbeam has been successfully delivering custom fiber optic designs and networks to public organizations in the Western United States for more than a decade. We are dedicated to serving your needs in a reliable and cost-effective manner and providing our extensive experience in building a network for the City of Meridian. We hope you'll join us in building a relationship that will benefit not only your City, but your entire community members as well. Best regards, Paul Merritt CEO Fatbeam 2065 W. Riverstone Dr. Suite 202 Coeur d'Alene,ID 83814 fatbeam.com *00 . . - . J. Executive Summary Fatbeam is proposing to build the City of Meridian a dedicated fiber optic network that can serve the City of Meridian for decades to come. The goal of this partnership between the City of Meridian and Fatbeam is to build a network that will help improve access for between City of Meridian facilities. Fatbeam has provided a one-time cost to build and deploy the conduits, vaults and fiber connections as detailed in our response. Fatbeam's proposed solution allows the city to have full control over your infrastructure. Having already built a fiber network in Meridian today, we feel we can streamline the build out and roll out in a timely manner to meet the Cities goals and schedules. Upon contract negotiation, Fatbeam plans to work together with the City of Meridian to create a detailed schedule deployment of the network. We welcome your questions or any additional information that you may require regarding our service proposals. Our staff is happy to arrange a conference call or an on-site meeting to review the specifics included herein, or to begin discussions of a draft agreement between our organizations. We thank you for the time and consideration you've placed in reviewing our proposal and we look forward to the opportunity to work with your city and provide superior network services to your staff and community members. 'rojected Fiber Design r ; ietween Fire Station#3 to Fire Safety Center. Vaults and fiber path are also detailed on the attached diagram. I Leigh Field Dr.to the Fire Safety Center per the following details. :tion will be underground :onduit running from vault at the corner of Locust Grove/Leigh Field Dr.to vault at the corner of Leigh Field Dr.and Summerside Ln. inter-duct in a developer conduit from the vault at the corner of Leigh Field Dr.and Summerside Ln.to the vault in front of the Fire Safety Center. of Fire Safety Center :ire Safety Center =ield Dr.and Locust Grove to the Station#3 will include the following. Fire Station er of Locust Grove and Leigh Field Dr. -onduit installed underground, running between these two vaults. :ire Station#3 ?r will be installed in underground conduit from Fire Station#3 to the Fire Safety Center; all fibers will be terminated and tested. esign or vault locations could result in a price change and would require a change order/amendment. City of Meridian - Fire T City of Meridian -Fire 0% Start Due Assigned T Contract Awarded 0% City Response Review 0% Dec 1,2022 Dec 4,2022 City/County Government City Awards Project 0% Dec 5,2022 Dec 9,2022 City/County Government Contract Signed 0% Dec 10,2022 Dec 14,2022 City/County Government, ... T City Franchise Agreements&Joint 0% Utility Joint Use Agreements 0% Dec 15,2022 Dec 20,2022 Fatbeam City/County Franchise 0% Dec 15,2022 Dec 20,2022 Fatbeam T Engineering 0% Route Survey&Data Collection 0% Dec 15,2022 Dec 20,2022 Fatbeam Engineering Team Generation of Base Maps for Design Work 0% Dec 21,2022 Dec 30,2022 Fatbeam Engineering Team Generation of Aerial Segment Drawings 0% Jan 2,2023 Jan 8,2023 Fatbeam Engineering Team Generation of Underground Segment 0% Jan 2,2023 Jan 8,2023 Fatbeam Engineering Team T Joint Use 0% Prepare and Submit Joint Use Application 0% Jan 9,2023 Jan 15,2023 Fatbeam Engineering Team Joint Use Approval 0% Jan 16,2023 Jan 22,2023 Pole Owners Joint Use Make Ready 0% Jan 9,2023 Jan 15,2023 Pole Owners * ROW and DOT Permitting 0% Generation of ROW Applications 0% Jan 9,2023 Jan 15,2023 Fatbeam Engineering Team ROW Permit Approval Process 0% Jan 16,2023 Jan 22,2023 City/County Government Generation of DOT Permit Application 0% Jan 9,2023 Jan 15,2023 Fatbeam Engineering Team DOT Permit Approval Process 0% Jan 23,2023 Jan 30,2023 DOT Generation of RR Permit Application 0% Jan 9,2023 Jan 15,2023 Fatbeam Engineering Team RR Permit Approval Process 0% Jan 16,2023 Jan 22,2023 RR Permitting Specialist T Overhead Construction 0% Overhead Construction 0% Jan 31,2023 Feb 3,2023 Fatbeam Construction T Underground Construction 0% Underground Construction 0% Jan 24,2023 Feb 3,2023 Local UG Contractor T Building Entrances 0% Construction of Building Entrances 0% Jan 26,2023 Feb 3,2023 Fatbeam Construction T Splicing and Testing of Fiber 0% Fiber Splicing&Testing 0% Feb 4,2023 Feb 8,2023 Fatbeam Construction Configuration of Equipment 0% Feb 7,2023 Feb 11,2023 Fatbeam Installation of Switches 0% Feb 12,2023 Feb 14,2023 Fatbeam * Installation of Electronics 0% Final Testing 0% Feb 15,2023 Feb 17,2023 Fatbeam Deployment Schedule:Fatbeam will work in good faith and in a commercially reasonable manner to deliver the services by the agreed upon deployment schedule, which will be determined by the parties prior to the commencement of the project. fat&am Dec'22 Jan'23 4 11 18 26 2 8 15 22 City of Meridian - Fire oh 0% City of Meridian-Fire Oh 0% Contract Awarded Oh 0% City Response Review 0 0% City/County Government City Awards Project 0 0% City/County Government Contract Signed 0 0% City/County Government,Fatbeam City Franchise Agreements&join... Oh 0% Utility joint Use Agreements 0 0% Fatbeam City/County Franchise 0 0% Fatbeam Engineering Oh 0% Route Survey&Data Collection 0 0% Fatbeam Engineering Team Generation of Base Maps for Desig... 0 0% Fatbeam Engineering Team Generation of Aerial Segment Draw... 0 0% Fatbeam Engineering Team Generation of Underground Segme... 0 0% Fatbeam Engineering Team joint Use Oh 0% Prepare and Submit joint Use Appli... 0 0% Fatbeam ngineering Team joint Use Approval 0 0% Pole Owner joint Use Make Ready 0 0% Pole Owners ROW and DOT Permitting Oh 0% Generation of ROW Applications 0 0% Fatbeam Engineering Team ROW Permit Approval Process 0 0% City/Coup Governmen Generation of DOT Permit Applicati... 0 0% Fatbeam Engineering Team DOT Permit Approval Process 0 0% Generation of RR Permit Application 0 0% Fatbeam Engineering Team RR Permit Approval Process 0 0% RR Permitting Specialis Overhead Construction oh 0% Overhead Construction 0 0% Fatbe Underground Construction Oh 0% Underground Construction 0 0% Local UG Contracto Building Entrances oh 0% Construction of Building Entrances 0 0% Splicing and Testing of Fiber Oh 0% Fiber Splicing&Testing 0 0% Fatbe: Configuration of Equipment 0 0% Installation of Switches 0 0% Installation of Electronics oh 0% Final Testing 0 0% Deployment Schedule:Fatbeam will work in good faith and in a commercially reasonable manner to deliver the services by the agreed upon deployment schedule,which will k commencement of the nroiect. Christopher Davis, CAPM 509-565-9299 christopherdewu@outlook.com 12925 E Mansfield Ave, Spokane Valley, WA Education Eastern Washington University Cheney, WA Bachelor of Science, Mechanical Engineering Technology GPA —3.62//Dec 2015 Professional Summary Organized and efficient project manager with five years of experience managing a product line and projects in manufacturing and ISP industries. Customer-focused with superior communication skills. Professional Experience Fatbeam, Coeur d'Alene, ID Project Manager//October 2022 - Present • Manage enterprise and E-Rate projects providing dark fiber, lit fiber, and wireless/microwave services • Assist with permit processes and track from application to closing • Oversee project budgets and monitor actual costs through all phases • Track project schedule to ensure critical path tasks are completed on time Alliance Machine Systems International, Spokane Valley, WA R&D Coordinator/Project Leader//August 2022 - October • Manage R&D and sales projects from initiation to closing • Develop and maintain project documents such as WBS, schedule, risk assessment, costing, etc. • Balance resource assignments and assign tasks based on project priority • Report project progress to key stakeholders • Product manager for J&L product line Application Engineer 111//July 2021 -August 2022 • Develop product improvement plans, estimate market shares, and track competition • Coordinate integration of 3rd party devices and equipment • Project management for R&D and customer projects • Maintain the product line price book • Travel to customer facilities for pre-install meetings, installations, and sales presentations Application Engineer 11//February 2018 -July 2021 • Project management for new machine and retrofit sales • Filmed training videos on a Specialty Folder-Gluer for customer support • Designed brochures, fliers, and sales material for product line Application Engineer///February 2017 - February 2018 • Produced AutoCAD drawings of production lines for corrugated board • Attended sales and preinstall meetings • Provided customers feedback on machine setup procedures N V I Brad Govi State of Idaho Division of Occupational and Professional Licenses n PUBLIC WORKS CONTRACTORS LICENSING CONTRACTOR J 063827- UNLIMITED -4 11/02/2022 License Number Original License Issi Categories: 16700,02404,02580,02317 :. This is to certify that FATBEAM, LLC has fulfilled the requirements of the law relating to licensing in Idaho Code,Title 54,Chapter 19&45 and is hereby granted this certificate. 11" This license expires: 11130/2023 I v' Licensee Signature Russell Barron,Administrator I� f i ', � :' iil il�l�� yi '• i �I' �r i V _ � W I�• i h � �', I� hi � � III'4i I - CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDD/YYYY) 08/29/2022 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Tracy Alexander NAME: UNITEL JCC Ext: (402)434-7200 AIXC,No): (402)434-7272 1128 Lincoln Mall E-MAIL tabbott@unitelinsurance.com ADDRESS: Suite 200 INSURER(S)AFFORDING COVERAGE NAIC# Lincoln NE 68508 INSURERA: National Farmers Union P&C 16217 INSURED INSURER B: Charter Oak Fire Ins Co 25615 SDC FB Holdings,LLC INSURER C: Cincinnati Insurance Co. 10677 2065 W Riverstone Dr,Ste 202 INSURER D: INSURER E: Coeur D'Alene ID 83814 INSURER F: COVERAGES CERTIFICATE NUMBER: 22/23 ALL LINES REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCEADDLSUBR POLICY EFF POLICY EXP LTR INSD WVD POLICY NUMBER MM/DD/YYYY MM/DD/YYYY LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE X OCCUR PRIM SES Ea oNcE ence $ 300,000 MED EXP(Any one person) $ 5,000 A RU10000142 09/01/2022 09/01/2023 PERSONAL&ADV INJURY $ 1,000,000 GEN'LAGGREGATE LIMITAPPLIES PER: GENERAL AGGREGATE $ 2,000,000 X JECT LOC PRODUCTS-COMP/OPAGG $POLICY ❑ PRO 2,000,000 OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000 Ea accident X ANYAUTO BODILY INJURY(Per person) $ A OWNED SCHEDULED RU10000142 09/01/2022 09/01/2023 BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY Per accident X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 10,000,000 A EXCESS LIAB CLAIMS-MADE 1CB9662312 09/01/2022 09/01/2023 AGGREGATE $ 10,000,000 DED I X1 RETENTION $ 10,000 $ WORKERS COMPENSATION X1 STAPERTUTE ERH AND EMPLOYERS'LIABILITY Y/N 1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ B OFFICER/MEMBEREXCLUDED? ❑ N/A UB-7R658358-22-15-G 01/01/2022 01/01/2023 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ Excess Umbrella C EXS0587420 09/01/2022 09/01/2023 4,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Evidence of Insurance CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN Fatbeam,LLC ACCORDANCE WITH THE POLICY PROVISIONS. 2065 W Riverstone#202 AUTHORIZED REPRESENTATIVE Coeur d'Alene ID 83814 � 4� ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD ALTOS° Gel-Free, Double-Jacket, Single- Armored Cables, 12-288 Fibers Features and Benefits ALTOS°gel-free, double-jacket,single-armored cables are rugged,armored cables designed for direct-buried Gel-free waterblocking technology installation while suitable for duct and aerial (lashed) Craft-friendly cable preparation installation.The loose tube design provides stable perfor- Corrugated steel tape armor mance over a wide temperature range and is compatible Provides rodent resistance for direct-buried applications with any telecommunications-grade optical fiber. Flexible, craft-friendly buffer tubes Facilitate easy routing in closures SZ-stranded, loose tube design Isolates fibers from installation and environmental rigors and facilitates mid-span access Dielectric central strength member No preferential bend and requires no bonding or groun- ding Polyethylene jacket Rugged, durable and easy to strip Standards Design and Test Criteria ANSI/ICEA S-87-640, Telcordia GR-20, RDUP P E-90 Polyethylene(PE) Outer Jacket Corrugated Steel Armor Dielectric Central Element Vt Buffer Tube Ripcord Fiber i7 w• Polyethylene(PE) Inner Jacket Water-Swellable Tape Water-Swellable Tape ALTOS Gel-Free, Double-Jacket,Single-Armored • - •- • • 1Cables, •- • • PIM1440 Family Spec Sheet 0001NAFTA_AEN CORNING Page 1 1 Revision date 2019-03-01 ALTOS° Gel-Free, Double-Jacket, Single- Armored Cables, 12-288 Fibers Corrugated Steel Armor Ripcord Water-Swellable Tape Ay s?� Polyethylene(PE)Inner Jacket .� Fiber G/ (iJi es Water-Swellable O ;a� Tape Buffer Z Tube t Water-Swellable Tape Dielectric Central Element Polyethylene(PE) Outer Jacket ALTOS Gel-Free, Double-Jacket,Single-Armored • • • • 1 Specifications Temperature Range Storage -40°C to 70°C (-40°F to 158°F) Installation -30°C to 70°C (-22°F to 158°F) Operation -40°C to 70°C (40°F to 158 °F) Note:Corning recommends storing cable in a proper temperature environment prior to installation to allow the cable temperature to meet installation tempera- ture range specifications for best installation results. CableMechanical Characteristics Max.Tensile Strength, Long-Term 200 Ibf (890 N) Max.Tensile Strength, Short-Term 2700 N (600 Ibf) Fiber Count Number of Num ermor� Weight Nominal Outer Min. Bend Min. Bend Tube Positions Active Tubes Diameter Radius Instal- Radius Ope- lation ration 12-72 6 1 -6 179 kg/km 14.3 mm 215 mm 143 mm (120 Ib/1000 ft) (0.56 in) (8.4 in) (5.6 in) 96 8 8 219 kg/km 16 mm 240 mm 160 mm (147 Ib/1000 ft) (0.63 in) (9.4 in) (6.3 in) 144 12 12 318 kg/km 19.7 mm 296 mm 197 mm (213 Ib/1000 ft) (0.78 in) (11.6 in) (7.8 in) Family Spec Sheet 0001NAFTA_AEN CORNING Page 2 1 Revision date 2019-03-01 ALTOS° Gel-Free, Double-Jacket, Single- Armored Cables, 12-288 Fibers Fiber Count Number of Number of Weight Nominal Outer Min. Bend Min. Bend Tube Positions Active Tubes Diameter Radius Instal- Radius Ope- lation ration 192-216 18 16- 18 312 kg/km 19.9 mm 299 mm 199 mm (209 Ib/1000 ft) (0.78 in) (11.8 in) (7.8 in) 288 24 24 384 kg/km 22.2 mm 333 mm 222 mm (257 Ib/1000 ft) (0.87 in) (13.1 in) (8.7 in) Chemical Characteristics Free of hazardous substances according to RoHS 2011/65/EU Transmission Performance MulFiber Core timode Fiber Category M1 OM2 OM3 OM4 • •• T T T Performance Option Code 30 31 80 90 Wavelengths850/1300 850/1300 850/1300 850/1300 AttenuationMaximum .: 3.4/1.0 3.0/1.0 3.0/1.0 3.0/1.0 GigabitSerial 1 300/550 750/500 1000/600 1100/600 Serial 10 Gigabit E - 10 33/- 150/- 300/- 550/- Min.Overfilled Launch(OFL) 200/500 700/500 1500/500 3500/500 Bandwidth ModalMinimum Effective 220/- 950/- 2000/- 4700/- Bandwidth Family Spec Sheet 0001NAFTA_AEN CORNING Page 3 1 Revision date 2019-03-01 ALTOS° Gel-Free, Double-Jacket, Single- Armored Cables, 12-288 Fibers Single-mode 11 Ultra •.- .. ofiber • • • CategoryFiber G.652.D G.652.D/G.657.A1 G.652.D G.652.D G.655 • .• L Z E E F Performance Option Code22 22 00 01 01 Wavelengths(nm) 1310/1383/1550 1310/1383/1550 1310/1383/1550 1310/1383/1550 1310/1383/1550 Maximum Attenuation .: 0.34/0.34/0.22 0.34/0.34/0.22 0.35/0.35/0.25 0.4/0.4/0.3 440.25 Typical Attenuation* .: 0.3210.32/0.18 0.32/0.32/0.18 440.19 Fiber •. G.652 G.654.E .. hEb D Performance Option Code -4 19 01 Wavelengths(nm) 1310/1383/1550 1310/1383/1550 Maximum Attenuation .: 0.33/40.19 -/-10.20 Typical Attenuation* .: 0.31/-/0.17 440.18 *For more information on typical attenuation please seethe Corning whitepaper at http://csmedia.corning.com/opcomm//Resource_Documents/whitepapers_rl/ LAN-1863-AEN.pdf **SMF-28�Ultra fiber delivers up to IN better macrobend loss performance compared to the G.652.D standard and up to 33 percent better macrobend loss performance than the G.657.A 1 standard for 10mm radii bends. Family Spec Sheet 0001NAFTA_AEN CORNING Page 4 1 Revision date 2019-03-01 ALTOS° Gel-Free, Double-Jacket, Single- Armored Cables, 12-288 Fibers Ordering Information I Note: Contact Customer Care at 1-800-743-2675for other options. ❑ ❑ ❑ ❑ U 5 - ❑ ❑ 1 ❑ ❑ D 2 0 o © © o 0 o BE Select fiber count. Defines cable type. Select performance option code. Standard offerings: U=ALTOS®Gel-Free Cable 30=62.5 pm multimode(OM1) 012-288 (Increments of 12) 31 =50 pm multimode(OM2) Defines outer jacket. 80=50 pm multimode(OM3) 5 =Armor Lite'M Cable 90=50 pm multimode(OM4) Select fiber code. 01 =Single-mode(OS2) K=62.5 pm multimode(OM 1) (Max.attenuation 0.4/0.4/0.3 dB/km) T=50 pm multimode Select fiber placement. 00=Single-mode(OS2) (OM2/OM3/OM4) T=12 fibers/buffer tube (Max.attenuation 0.35/0.35/0.25 dB/km) 22=Single-mode(OS2) E=Single-mode(G.652.D) (standard) (Max.attenuation 0.34/0.34/0.22 dB/km) L =Single-mode(G.652.D) 6 =6 fibers/buffer tube 19=Single-mode(Ultra Low-Loss) SMF-28e+O LL See Note 1. (Max.attenuation 0.33/40.19 dB/km) Z=Single-mode(G.652.D/G.657.A1) 01 =Single-mode(TXF) SMF-28 ®Ultra (Max.attenuation 440.20 dB/km) P-Single-mode(G.652) . Select length markings. 01 =Single-mode NZDSF* (Max.attenuation 440.25 dB/km) SMF-28®ULL 3 =Markings in meters *Non-Zero Disperson-Shifted Single-mode Fiber F =Single-mode(G.655) 4 =Markings in feet(standard) LEAF® Defines cable type. D=TXFTM Single-mode(G.654.E) Defines tensile strength. D=ALTOS°Gel-Free Cable P 1 =2700 N/600 Ibf(standard) Defines special requirements. p 20=No special requirements 1)Cable outer diameter may change.Example:48 F cable with 6 fibers per tube will require 8 active buffer and have an OD like a standard 96 F cable. �1 RoHS C O M`JN T Corning Optical Communications LLC•PO Box 489•Hickory, NC 28603-0489 USA 800-743-2675•FAX: 828-325-5060•International: +1-828-901-5000•www.corning.com/opcomm A complete listing of the trademarks of Corning Optical Communications is available at www.corning.com/opcomm/trademarks. All other trademarks are the properties of their respective owners. Corning Optical Communications is ISO 9001 certified. ©2018 Corning Optical Communications.All rights reserved. Family Spec Sheet 0001NAFTA_AEN CORNING Page 5 1 Revision date 2019-03-01 • • - • References QV.,, OF Tk4 City of Star, Idaho 1 GIG Dedicated Internet& Dark Fiber WAN-2020 start date Partnered with the City of Star to develop a community broadband WIFI network at z City Parks and City Hall allowing citizens of Star to have affordable access to reliable Internet Trevor Chadwick, Mayor;City of Star qit i � tchadwick@staridaho.org 208-286-7247 • City of Athol, Idaho 1 GIG Dedicated Internet&Dark Fiber WAN-2020 start date Partnered with the City of Athol to develop a community broadband WIN network at City Parks and City Hall allowing citizens of Athol to have affordable access to reliable Internet. Lori Yarbrough,Athol City Clerk/Treasurer cityclerk@cityofathol.us 208-683-2101 • • Butte-Silver Bow, Montana 1G DIA and Lit Fiber WAN connecting city/county facilities throughout the Butte-Silver Bow Region-Start Date 2017 •• Kathy Kenison, Manager of Information Technology kkenison@bsb.mt.gov •� 406-497-6454 City of Eagle, Idaho Fatbeam partnered with the City of Idaho to provide conduits throughout the City of Eagle for broadband deployment. Start Date-2022 • Eric Ziegenfuss, Public Works Director eziegenfuss@cityofeagle.org 208-489-8795 City of Sandpoint, Idaho Fatbeam and the City of Sandpoint provide conduit and access to each other throughout the city limits. Fatbeam also provides 1 GIG Dedicated . r Internet to the City Hall.-2016 111 SANDPOINT Jennifer Stapleton,City Administrator jstapleton@sandpointidaho.gov -208-265-1483 *All the above references are Fatbeam designed and Fatbeam constructed projects.Specific details available upon request Form Request for Taxpayer Give Form to the (Rev.October2018) Identification Number and Certification requester. Do not Department of the Treasury send to the IRS. Internal Revenue Service ►Go to wwwJrs.gov/FormW9 for instructions and the latest information. 1 Name(as shown on your income tax return).Name is required on this line;do not leave this line blank. Fatbeam, LLC 2 Business name/disregarded entity name,if different from above m 3 Check appropriate box for federal tax classification of the person whose name is entered on line 1.Check only one of the 4 Exemptions(codes apply only to a� following seven boxes. certain entities,not individuals;see ca a instructions on page 3): o ElIndividual/sole proprietor or ElC Corporation ElS Corporation ElPartnership ElTrust/estate c single-member LLC Exempt payee code(if any) ao ❑✓ Limited liability company.Enter the tax classification(C=C corporation,S=S corporation,P=Partnership)► P `p Note:Check the appropriate box in the line above for the tax classification of the single-member owner. Do not check Exemption from FATCA reporting *' w LLC if the LLC is classified as a single-member LLC that is disregarded from the owner unless the owner of the LLC is code(if any) c another LLC that is not disregarded from the owner for U.S.federal tax purposes.Otherwise,a single-member LLC that IL ° is disregarded from the owner should check the appropriate box for the tax classification of its owner. w ElN Other(see instructions)Do- (Applies to accounts maintained outside the U.S.) fn 5 Address(number,street,and apt.or suite no.)See instructions. Requester's name and address(optional) n 2065 W Riverstone Drive, Suite 202 6 City,state,and ZIP code Coeur d'Alene, ID 83814 7 List account number(s)here(optional) SM Taxpayer Identification Number(TIN) Enter your TIN in the appropriate box.The TIN provided must match the name given on line 1 to avoid Social security number backup withholding. For individuals,this is generally your social security number(S However,for a resident alien,sole proprietor,or disregarded entity,see the instructions for Part I,later.For other entities,it is your employer identification number(EIN).If you do not have a number,see How to get a TIN, later. or Note:If the account is in more than one name,see the instructions for line 1.Also see What Name and Employer identification number Number To Give the Requester for guidelines on whose number to enter. T27 - 3 4 1 3 5 0 1 jiMM Certification Under penalties of perjury,I certify that: 1.The number shown on this form is my correct taxpayer identification number(or I am waiting for a number to be issued to me);and 2.1 am not subject to backup withholding because:(a)I am exempt from backup withholding,or(b)I have not been notified by the Internal Revenue Service(IRS)that I am subject to backup withholding as a result of a failure to report all interest or dividends,or(c)the IRS has notified me that I am no longer subject to backup withholding;and 3.1 am a U.S.citizen or other U.S.person(defined below);and 4.The FATCA code(s)entered on this form(if any)indicating that I am exempt from FATCA reporting is correct. Certification instructions.You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return.For real estate transactions,item 2 does not apply.For mortgage interest paid, acquisition or abandonment of secured property,cancellation of debt,contributions to an individual retirement arrangement(IRA),and generally,payments other than interest and dividends,you are not required to sign the certification,but you must provide your correct TIN.See the instructions for Part 11,later. Sign Signature of Here U.S.person► / l Date► 1/1/2022 General Instructions •Form 1099-DIV(dividends,including those from stocks or mutual funds) Section references are to the Internal Revenue Code unless otherwise .Form 1099-MISC(various types of income,prizes,awards,or gross noted. proceeds) Future developments.For the latest information about developments .Form 1099-B(stock or mutual fund sales and certain other related to Form W-9 and its instructions,such as legislation enacted transactions by brokers) after they were published,go to www.irs.gov/FormW9. •Form 1099-S(proceeds from real estate transactions) Purpose of Form •Form 1099-K(merchant card and third party network transactions) An individual or entity(Form W-9 requester)who is required to file an •Form 1098(home mortgage interest), 1098-E(student loan interest), information return with the IRS must obtain your correct taxpayer 1098-T(tuition) identification number(TIN)which may be your social security number •Form 1099-C(canceled debt) (SSN),individual taxpayer identification number(ITIN),adoption •Form 1099-A(acquisition or abandonment of secured property) taxpayer identification number(ATIN),or employer identification number (EIN),to report on an information return the amount paid to you,or other Use Form W-9 only if you are a U.S.person(including a resident amount reportable on an information return.Examples of information alien),to provide your correct TIN. returns include,but are not limited to,the following. If you do not return Form W-9 to the requester with a TIN,you might •Form 1099-INT(interest earned or paid) be subject to backup withholding.See What is backup withholding, later. Cat.No.10231X Form W-9(Rev.10-2018) 41tiant A) Alliant Insurance Services,Inc. 818 W.Riverside Ave. Suite 800 Spokane,WA 99201 September 22, 2022 TOF 800 8014448 F 509 325 1803 CA License No.OC36861 www.alliant.com RE: Fatbeam, LLC — Surety Capacity To Whom It May Concern, Our company, Alliant Insurance Services, Inc. manages the surety program for Fatbeam, LLC. Fatbeam, LLC. is currently bonded through Hartford Fire Insurance Company, which has an A.M. Best rating of A+(Superior), and a Financial Size of XV, ($2 Billion or greater). Fatbeam, LLC currently enjoys a bonding capacity of$1,000,000 on Single projects, with an aggregate limit of$2,000,000. This amount currently supports the needs of Fatbeam, LLC,but could be increased if requested. We have the utmost respect for Fatbeam, LLC., and are extremely comfortable with their capabilities. Please note that the decision to issue Performance and Payment Bonds is a matter between Fatbeam, LLC and Hartford Fire Insurance Company, and will be subject to the surety's standard underwriting at the time of a final bond request, which will include, but not be limited to, the acceptability of the contract documents, bond forms, and financing. Hartford Fire Insurance Company assumes no liability to third parties, or to you, if, for any reason, they do not execute said bonds. Should you have any questions, please contact me directly at 509-343-9238 Sincerely, Shawn M. Wilson Surety Account Executive Alliant Insurance Services, Inc. fat• - • ° Pricing Fire Safety Center total extended cost: $60,,720 Design Overview Fatbeam design details for the build between Fire Station #3 to Fire Safety Center. Vaults and fiber path are also detailed on the attached diagram. Build from corner of Locust Grove and Leigh Field Dr. to the Fire Safety Center per the following details. • All conduit construction will be underground • Install 1%to 2 inch conduit running from vault at the corner of Locust Grove/ Leigh Field Dr. to vault at the corner of Leigh Field Dr. and Summerside Ln. • Utilizing (1) 1% inch inter-duct in a developer conduit from the vault at the corner of Leigh Field Dr. and Summerside Ln. to the vault in front of the Fire Safety Center. • Install vault in front of Fire Safety Center • Entrance built into Fire Safety Center The section from the corner of Leigh Field Dr. and Locust Grove to the Station #3 will include the following. • Vault in front of the Fire Station • Vault near the corner of Locust Grove and Leigh Field Dr. • Install 1%to 2-inch conduit installed underground, running between these two vaults. • Entrance built into Fire Station #3 At project completion, a 12-count fiber will be installed in underground conduit from Fire Station #3 to the Fire Safety Center; all fibers will be terminated and tested. E IDIAN:--- .�E►ri u AGENDA ITEM ITEM TOPIC: Award of RFP and Approval of Agreement for the Design-Build Services for Conduit & Fiber Installation for the Lakeview Golf Course project to Fatbeam, LLC for the Not-To-Exceed amount of$105,000.00 C� fIEN DLAN HO MEMO TO CITY COUNCIL Request to Include Topic on the City Council Agenda From: Keith Watts, Procurement Meeting Date: February 28, 2023 Presenter: None - Consent Estimated Time: N/A Topic: Award of RFP and Approval of Agreement for the Design-Build Services for Conduit &Fiber Installation for the Lakeview Golf Course project to Fatbeam, LLC for the Not-To-Exceed amount of$105,000.00 Recommended Council Action: Approve agreement&authorize the Procurement Manager to issue the related Purchase Order. Background: We received 2 proposals. ❑ocuSign Envelope ID. DB5087F2-CCDF-48DF-894B-06228B51OF56 As " AIA Document A141 - 2014 Standard Form of Agreement Between Owner and Design-Builder AGREEMENT made as of the day of in the year 2023 (In words, indicate day, month and year.) BETWEEN the Owner: ADDITIONS AND DELETIONS: (Name, legal status, address and other information) The author of this document has added information needed for its City of Meridian an Idaho municipal corporation completion.The author may also 33 have revised the text of the original Meridian, Broadway Ave. AIA standard form.An Additions and Mdian,Idaho 83642 Deletions Report that notes added information as well as revisions to the standard form text is available from and the Design-Builder: the author and should be reviewed.A (Name, legal status, address and other information) vertical line in the left margin of this document indicates where the author Fatbeam LLC has added necessary information 2065 W.Riverstone Dr.,Suite 202 and where the author has added to or Coeur d'Alene,Idaho 83814 deleted from the original AIA text. This document has important legal consequences.Consultation with an for the following Project: attorney is encouraged with respect (Name, location and detailed description) to its completion or modification. Design-Build Services for Consultation with an attorney is also Conduit&Fiber Installation for encouraged with respect to Lakeview Golf Course professional licensing requirements in the jurisdiction where the Project is The Owner and Design-Builder agree as follows. located. Init AIA Document A141- -2014.Copyright*2004 and 2014 by The American Institute of Architects.All rights reserved.The"American Institute of Architects,""AIA," the AIA Logo,and"AIA Contract Documents'are registered trademarks and may not be used without permission This document was produced by AIA software at 17:17:02 ET on 01/25/2023 under Order No.2114393153 which expires on 1211812023,is not for resale,is licensed for one-time use only,and may only be used in t accordance with the AiA Contract Documentse Terms of Service.To report copyright violations,e-mail copydght@aia.org. User Notes: (1917153655) DocuSign Fnvelope ID DB5087F2-CCDF-48DF-894B-062288510F56 TABLE OF ARTICLES 1 GENERAL PROVISIONS 2 COMPENSATION AND PROGRESS PAYMENTS 3 GENERAL REQUIREMENTS OF THE WORK OF THE DESIGN-BUILD CONTRACT 4 WORK PRIOR TO EXECUTION OF THE DESIGN-BUILD AMENDMENT 5 WORK FOLLOWING EXECUTION OF THE DESIGN-BUILD AMENDMENT 6 CHANGES IN THE WORK 7 OWNER'S RESPONSIBILITIES 8 TIME 9 PAYMENT APPLICATIONS AND PROJECT COMPLETION 10 PROTECTION OF PERSONS AND PROPERTY 11 UNCOVERING AND CORRECTION OF WORK 12 COPYRIGHTS AND LICENSES 13 TERMINATION OR SUSPENSION 14 CLAIMS AND DISPUTE RESOLUTION 15 MISCELLANEOUS PROVISIONS 16 SCOPE OF THE AGREEMENT TABLE OF EXHIBITS A DESIGN-BUILD AMENDMENT B INSURANCE AND BONDS C SUSTAINABLE PROJECTS D OWNER REQUEST FOR PROPOSALS F DESIGN-BUILDER PROPOSAL ARTICLE 1 GENERAL PROVISIONS § 1.1 Owner's Criteria This Agreement is based on the Owner's Criteria set forth in this Section 1.1, (Note the disposition for the following items by inserting the requested information or a statement such as "not applicable"or "unknown at time of execution."If the O vner intends to provide a set of design documents, and the requested information is contained in the design documents, identify the design documents and insert "see Owner's design documents"where appropriate.) § 1.1.1 The Owner's program for the Project: As set forth in Exhibit D,Owner Request for Proposals,and Exhibit E, Design-Builder Proposal. Init. ALA Document A141- -2014.Copyright 02004 and 2014 by The American Institute of Architects All rights reserved.The'American Institute of Architects."'AIA,' the AIA Logo_and"AIR Contract Documents'are registered trademarks and may not be used without permission This document was produced by AtA software at Z 17:17:02 ET on 0112512023 under Order No.2114393153 which expires on 1 2/1 812 0 2 3,is not for resale,is licensed for one-time use only,and may only be used in t aocordance with the AIA Contract Documents6 Terms of Service_To report copyright violations,e-mail copyright@aia.org. User Notes: (1917153655) DocuSign Envelope ID: DB5087F2-CCDF-48OF-894B-46228B510F56 (Setforth the program, identify documentation in which the program is set forth, or state the manner in which the program will be developed.) § 1.1.2 The Owner's design requirements for the Project and related documentation:As set forth in Exhibit D,Owner Request for Proposals,and Exhibit E,Design-Builder Proposal. (Identh,below, or in an attached exhibit, the documentation that contains the Owner's design requirements, including any performance specifications for the Project.) § 1.1.3 The Project's physical characteristics:As set forth in Exhibit D,Owner Request for Proposals,and Exhibit E, Design-Builder Proposal. (Identify or describe, ifappropriate, size, location, dimensions, or other pertinent information, such as geotechnical reports;site, boundary and topographic surveys;traffic and utility studies; availability of public and private utilities and services; legal description of the site;etc.) § 1.1.4 The Owner's anticipated Sustainable Objective for the Project,if any:Not applicable. (identify the Owner's Sustainable Objective for the Project such as Sustainability Certification, benefit to the environment,enhancement to the health and well-being of building occupants, or improvement of energy efficiency. if the Owner identifies a Sustainable Objective, incorporate AIA Documeni A 141 T�2014,Exhibit C,Sustainable Projects, into this Agreement to define the terms, conditions and Work related to the Owner's Sustainable Objective) § 1.1.51ncentive programs the Owner intends to pursue for the Project,including those related to the Sustainable Objective,and any deadlines for receiving the incentives that are dependent on,or related to,the Design-Builder's services,are as follows:Not applicable. (Identify incentive programs the Owner intends to pursue for the Project and deadlines for submitting or applying for the incentive programs) § 1.1.6 The Owner's budget for the Work to be provided by the Design-Builder is set forth below: One hundred five thousand dollars(V05,000.00),as set forth in Exhibit E,Design-Builder Proposal. (Provide total for Owner's budget, and if known, a line item breakdown of costs.) § 1.1.7 The Owner's design and construction milestone dates: .1 Design phase milestone dates: As set forth in Exhibit E,Design-Builder Proposal,except that all Start and Due dates set forth in Exhibit E shall be adjusted as follows:(1)calculate the number of calendar days that have elapsed from December 14,2022,to the date that this Agreement is executed by the Owner("Number of Calendar Days"); then(2)add the Number of Calendar Days to the Start and Due dates set forth in Exhibit E, Design-Builder Proposal. .2 Submission of Design-Builder Proposal: As set forth in Exhibit E,Design-Builder Proposal,except that all Start and Due dates set forth in Exhibit E shall be adjusted as follows:(1)calculate the number of calendar days that have elapsed from December 14,2022,to the date that this Agreement is executed by the Owner("Number of Calendar Init. AIA Document A141- -2t114.Copyright®2004 and 2014 by The American institute of Architects_Ail rights reserved.The'Amencan Institute of Architects,"ASA,' the AIA Logo,and'AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 3 17:17:02 ET on 0 112 51202 3 under Order N0.2114393153 which expires on 1 211 812 02 3,is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (1 917 1 5365 5) DocuSign Envelope ID:DB5087F2-CCDF-48DF-894B-062286510F56 Days");then(2)add the Number of Calendar Days to the Start and Due dates set forth in Exhibit E, Design-Builder Proposal. .3 Phased completion dates: As set forth in Exhibit E,Design-Builder Proposal,except that all Start and Due dates set forth in Exhibit E shall be adjusted as follows:(1)calculate the number of calendar days that have elapsed from December 14,2022,to the date that this Agreement is executed by the Owner("Number of Calendar Days"),then(2)add the Number of Calendar Days to the Start and Due dates set forth in Exhibit E, Design-Builder Proposal. .4 Substantial Completion date: As set forth in Exhibit E,Design-Builder Proposal,except that all Start and Due dates set forth in Exhibit E shall be adjusted as follows:(1)calculate the number of calendar days that have elapsed from December 14,2022,to the date that this Agreement is executed by the Owner("Number of Calendar Days");then(2)add the Number of Calendar Days to the Start and Due dates set forth in Exhibit.E, Design-Builder Proposal_ .5 Other milestone dates: As set forth in Exhibit E,Design-Builder Proposal,except that all Start and Due dates set forth in Exhibit E shall be adjusted as follows:(1)calculate the number of calendar days that have elapsed from December 14,2022,to the date that this Agreement is executed by the Owner("Number of Calendar Days");then(2)add the Number of Calendar Days to the Start and Due dates set forth in Exhibit E, Design-Builder Proposal. § 1.1.8 The Owner requires the Design-Builder to retain the following Architect,Consultants and Contractors at the Design-Builder's cost: (List name, legal status, address and other information.) .1 Architect Not applicable. ,2 Consultants Not applicable. .3 Contractors Not applicable. § 1.1.9 Additional Owner's Criteria upon which the Agreement is based:As set forth in Exhibit D,Owner Request for Proposals,and Exhibit E,Design-Builder Proposal. (Identify special characteristics or needs of the Project not identified elsewhere, such as historic preservation requirements.) § 1.1.10 The Design-Builder shall confirm that the information included in the Owner's Criteria complies with applicable laws,statutes,ordinances,codes,rules and regulations,or lawful orders of public authorities. § 1.1.10.1 If the Owner's Criteria conflicts with applicable laws,statutes,ordinances,codes,rules and regulations, or lawful orders of public authorities,the Design-Builder shall notify the Owner of the conflict. Init. AIA Document A141' -2014,Copyright @ 2004 and 2014 by The American Institute of Architects.All rights reserved.The-American tnstitute of Architects.'"AIA," the AIA Logo,and"AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 4 17:17:02 ET on 0112512023 under Order No.2114393153 which expires on 12/18/2023.is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA Contract Documents"Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (1917153655) DocuSign Envelope ID: DB5087F2-CCDF-48DF-894B-06228B510F56 § 1.1.11 if there is a change in the Owner's Criteria,the Owner and the Design-Builder shall execute a Modification in accordance with Article 6. § 1.1.12 If the Owner and Design-Builder intend to transmit Instruments of Service or any other information or documentation in digital form,they shall endeavor to establish necessary protocols governing such transmissions. Unless otherwise agreed,the parties will use AIA Document E2037"­2013 to establish the protocols for the development,use,transmission,and exchange of digital data and building information modeling. § 1.2 Project Team § 1.2.1 The Owner identifies the following representative in accordance with Section 7.1.1: (List name, address and other information.) Dave Tiede Chief Information Officer City of Meridian 33 E. Broadway Ave. Meridian,Idaho 83642 § 1.2.2 The persons or entities,in addition to the Owner's representative,who are required to review the Design-Builder's Submittals are as follows: (List name, address and other information.) As determined by Owner's representative. § 1.2.3 The Owner will retain the following consultants and separate contractors: (List discipline,scope of-work, and, if known, identify by name and address) Not applicable. § 1.2.4 The Design-Builder identifies the following representative in accordance with Section 3.1.2: (List name, address and other information) Christopher Davis Project Manager Fatbeam,LLC 2065 W.Riverstone Dr.,Suite 202 Coeur d'Alene,Idaho 83814 § 1.2.5 Neither the Owner's nor the Design-Builder's representative shall be changed without ten days'written notice to the other party. § 1.3 Binding Dispute Resolution For any Claim subject to,but not resolved by,mediation pursuant to Section 14.3,the method of binding dispute resolution shall be the following: (Check the appropriate box. If the Owner and Design-Builder do not select a method of binding dispute resolution below, or do not subsequently agree in writing to a binding dispute resolution other than litigation, Claims will be resolved by litigation in a court of competent jurisdiction) [ ] Arbitration pursuant to Section 14.4 Not applicable. [ X ] Litigation in a court of competent jurisdiction [ ] Other: (5peci)Not applicable. Init. AIA Document A141- -2014.Copyright02004 and 2014 by The American Institute of Architects.All rights reserved.The"American Institute of Architects.""WA,' the AIA Logo.and"AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 17:17:02 ET on 01/25/2023 under Order No.2114393153 which expires on 12/18/2023,is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA Contract Documents"Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (1917153655) DocuSign Envelope ID:DB5087F2-CCDF-48DF-894B-0622BB51oF56 § 1.4 Definitions § 1.4.1 Design-Build Documents.The Design-Build Documents consist of this Agreement between Owner and Design-Builder and its attached Exhibits(hereinafter,the"Agreement");other documents listed in this Agreement; and Modifications issued after execution of this Agreement.A Modification is(1)a written amendment to the Contract signed by both parties,including the Design-Build Amendment,(2)a Change Order,or(3)a Change Directive. § 1.4.2 The Contract.The Design-Build Documents form the Contract.The Contract represents the entire and integrated agreement between the parties and supersedes prior negotiations,representations or agreements,either written or oral.The Contract may be amended or modified only by a Modification.The Design-Build Documents shall not be construed to create a contractual relationship of any kind between any persons or entities other than the Owner and the Design-Builder. § 1.4.3 The Work.The term"Work" means the design,construction and related services required to fulfill the Design-Builder's obligations under the Design-Build Documents,whether completed or partially completed,and includes all labor,materials,equipment and services provided or to be provided by the Design-Builder.The Work may constitute the whole or a part of the Project. § 1.4.4 The Project.The Project is the total design and construction of which the Work performed under the Design-Build Documents may be the whole or a part,and may include design and construction by the Owner and by separate contractors. § 1.4.5 Instruments of Service. Instruments of Service are representations,in any medium of expression now known or later developed,of the tangible and intangible creative work performed by the Design-Builder,Contractor(s), Architect,and Consultant(s)under their respective agreements. Instruments of Service may include,without limitation,studies,surveys,models,sketches,drawings,specifications,digital models and other similar materials. § 1.4.6 Submittal.A Submittal is any submission to the Owner for review and approval demonstrating how the Design-Builder proposes to conform to the Design-Build Documents for those portions of the Work for which the Design-Build Documents require Submittals. Submittals include,but are not limited to,shop drawings,product data, and samples. Submittals are not Design-Build Documents unless incorporated into a Modification. § 1.4.7 Owner.The Owner is the person or entity identified as such in the Agreement and is referred to throughout the Design-Build Documents as if singular in number.The term"Owner"means the Owner or the Owner's authorized representative. § 1.4.8 Design-Builder.The Design-Builder is the person or entity identified as such in the Agreement and is referred to throughout the Design-Build Documents as if singular in number. The term"Design-Builder"means the Design-Builder or the Design-Builder's authorized representative. § 1.4.9 Consultant.A Consultant is a person or entity providing professional services for the Design-Builder for all or a portion of the Work,and is referred to throughout the Design-Build Documents as if singular in number.To the extent required by the relevant jurisdiction,the Consultant shall be lawfully licensed to provide the required professional services. § 1.4.10 Architect.The Architect is a person or entity providing design services for the Design-Builder for all or a portion of the Work,and is lawfully licensed to practice architecture in the applicable jurisdiction.The Architect is referred to throughout the Design-Build Documents as if singular in number. § 1.4.11 Contractor.A Contractor is a person or entity performing all or a portion of the construction,required in connection with the Work,for the Design-Builder.The Contractor shall be lawfully licensed,if required in the jurisdiction where the Project is located.The Contractor is referred to throughout the Design-Build Documents as if singular in number and means a Contractor or an authorized representative of the Contractor. § 1.4.12 Confidential Information.Confidential Information is information containing confidential or business proprietary information that is clearly marked as"confidential." knit AIA Document A141- -201 a.Copyright©2004 and 2014 by The American Institute of Architects.All rights reserved.The'American Institute of Architects,"'AIA.' the AIA Logo,and"AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 6 17:17:02 ET on 01/25/2023 under Order No.2114393153 which expires on 1211 W023,is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copyright@aia org User Notes: (1917153655) DocuSign Envelope ID.DB5087F2-CCDF-48DF-894B-06228B51 OF56 § 1.4.13 Contract Time. Unless otherwise provided,Contract Time is the period of time,including authorized adjustments,as set forth in the Design-Build Amendment for Substantial Completion of the Work. § 1.4.14 Day.The term"day" as used in the Design-Build Documents shall mean calendar day unless otherwise specifically defined. § 1.4.15 Contract Sum.The Contract Sum is the amount to be paid to the Design-Builder for performance of the Work after execution of the Design-Build Amendment,as identified in Article A.1 of the Design-Build Amendment. ARTICLE 2 COMPENSATION AND PROGRESS PAYMENTS § 2.1 Compensation for Work Performed Prior To Execution of Design-Build Amendment § 2.1.1 Unless otherwise agreed,payments for Work performed prior to Execution of the Design-Build Amendment shall be made monthly.For the Design-Builder's performance of Work prior to the execution of the Design-Build Amendment,the Owner shall compensate the Design-Builder as follows:Not applicable(included in Guaranteed Maximum Price as set forth in Exhibit A). (Insert amount of, or basis for, compensation, including compensation for any Sustainability Services, or indicate the exhibit in which the information is provided. If there will he a limit on the total amount of compensation for Work performed prior to the execution of the Design-Build Amendment, state the amount of the limit.) § 2,1.2 The hourly billing rates for services of the Design-Builder and the Design-Builder's Architect,Consultants and Contractors,if any,are set forth below. (If applicable, attach an exhibit of hourly billing rates or insert them below.) Not applicable. Individual or Position Rate § 2.1.3 Compensation for Reimbursable Expenses Prior To Execution of Design-Build Amendment Not applicable. § 2.1.3.1 Reimbursable Expenses are in addition to compensation set forth in Section 2.1.1 and 2.1.2 and include expenses,directly related to the Project,incurred by the Design-Builder and the Design-Builder's Architect, Consultants,and Contractors,as follows: .1 Transportation and authorized out-of-town travel and subsistence; .2 Dedicated data and communication services,teleconferences,Project web sites,and extranets; .3 Fees paid for securing approval of authorities having jurisdiction over the Project; .4 Printing,reproductions,plots,standard form documents; .5 Postage,handling and delivery; .6 Expense of overtime work requiring higher than regular rates,if authorized in advance by the Owner; .7 Renderings,physical models,mock-ups,professional photography,and presentation materials requested by the Owner; .8 All taxes levied on professional services and on reimbursable expenses;and .9 * Other Project-related expenditures,if authorized in advance by the Owner. Section 2.1.3.1,in its entirety,not applicable. § 2.1.3.2 For Reimbursable Expenses,the compensation shall be the expenses the Design-Builder and the Design-Builder's Architect,Consultants and Contractors incurred,plus an administrative fee of percent( %)of the expenses incurred.Not applicable. § 2.1.4 Payments to the Design-Builder Prior To Execution of Design-Build Amendment § 2.1.4"1 Payments are due and payable upon presentation of the Design-Builder's invoice. Amounts unpaid ( ) days after the invoice date shall bear interest at the rate entered below,or in the absence thereof at the legal rate prevailing from time to time at the principal place of business of the Design-Builder.Not applicable. (Insert rate of monthly or annual interest agreed upon.) Init. AIA Document A141'-2014.Copyright 0 2004 and 2014 by The American Institute of Architects.All rights reserved The'Amencan Institute of Architects, -AIA.' the Al Logo,and"AIA Contract Documents'are reg altered trademarks and may not be used without permission This document was produced by AIA software at 7 17:17:02 ET on 01/25/2023 under Order No.2114393153 which expires on 1 211 812 02 3,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service_To report copyright violations,e-mail copyright@aia.org, User Notes: (1917153655) DocuSign Envelope ID DB5087F2-CCDF-48DF-894B-062286510F56 § 2.1.4.2 Records of Reimbursable Expenses and services performed on the basis of hourly rates shall be available to the Owner at mutually convenient times for a period of two years following execution of the Design-Build Amendment or termination of this Agreement,whichever occurs first.Not applicable. § 2.2 Contract Sum and Payment for Work Performed After Execution of Design-Build Amendment For the Design-Builder's performance of the Work after execution of the Design-Build Amendment,the Owner shall pay to the Design-Builder the Contract Sum in current funds as agreed in the Design-Build Amendment. ARTICLE 3 GENERAL REQUIREMENTS OF THE WORK OF THE DESIGN-BUILD CONTRACT § 3.1 General § 3.1.1 The Design-Builder shall comply with any applicable licensing requirements in the jurisdiction where the Project is located. § 3.1.2 The Design-Builder shall designate in writing a representative who is authorized to act on the Design-Builder's behalf with respect to the Project. § 3.1.3 The Design-Builder shall perform the Work in accordance with the Design-Build Documents.The Design-Builder shall not be relieved of the obligation to perform the Work in accordance with the Design-Build Documents by the activities,tests,inspections or approvals of the Owner. § 3.1.3.1 The Design-Builder shall perform the Work in compliance with applicable laws,statutes,ordinances,codes, rules and regulations,or lawful orders of public authorities. If the Design-Builder performs Work contrary to applicable laws,statutes,ordinances,codes,rules and regulations,and lawful orders of public authorities,the Design-Builder shall assume responsibility for such Work and shall bear the costs attributable to correction. § 3.1.3.2 Neither the Design-Builder nor any Contractor,Consultant,or Architect shall be obligated to perform any act which they believe will violate any applicable laws,statutes,ordinances,codes,rules and regulations,or lawful orders of public authorities.If the Design-Builder determines that implementation of any instruction received from the Owner,including those in the Owner's Criteria,would cause a violation of any applicable laws,statutes,ordinances, codes,rules and regulations,or lawful orders of public authorities,the Design-Builder shall notify the Owner in writing.Upon verification by the Owner that a change to the Owner's Criteria is required to remedy the violation,the Owner and the Design-Builder shall execute a Modification in accordance with Article 6. § 3.1.4 The Design-Builder shall be responsible to the Owner for acts and omissions of the Design-Builder's employees,Architect,Consultants,Contractors,and their agents and employees,and other persons or entities performing portions of the Work. § 3.1.5 General Consultation.The Design-Builder shall schedule and conduct periodic meetings with the Owner to review matters such as procedures,progress,coordination,and scheduling of the Work. § 3.1.6 When applicable law requires that services be performed by licensed professionals,the Design-Builder shall provide those services through qualified,licensed professionals.The Owner understands and agrees that the services of the Design-Builder's Architect and the Design-Builder's other Consultants are performed in the sole interest of,and for the exclusive benefit of,the Design-Builder. § 3.1.7 The Design-Builder,with the assistance of the Owner,shall prepare and file documents required to obtain necessary approvals of governmental authorities having jurisdiction over the Project. § 3.1.8 Progress Reports § 3.1.8.1 The Design-Builder shall keep the Owner informed of the progress and quality of the Work.On a monthly basis,or otherwise as agreed to by the Owner and Design-Builder,the Design-Builder shall submit written progress reports to the Owner,showing estimated percentages of completion and other information identified below: .1 Work completed for the period; .2 Project schedule status; .3 Submittal schedule and status report,including a summary of outstanding Submittals; Init. AIA Document A141- -2014.Copyright 02004 and 2014 by The American Institute of Architects.All rights reserved.The'Amencan Institute of Architects'WA.' the AIA Logo,and"AIA Contract documents"are registered trademarks and may not be used without permission This documentwas produced by AIA software at 17:17:02 ET on 0 112 5/2 0 2 3 under Order No.2114393153 which expires on 12/1812023,is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA Contract Documents"Terms of Service.To report copyright violations,e-mail copyright@aia,org. User Notes: (1917153655) DocuSign Envelope ID: DB5087F2-CCDF-48DF-894B-06228B510F56 .4 Responses to requests for information to be provided by the Owner; .5 Approved Change Orders and Change Directives; .6 Pending Change Order and Change Directive status reports; .7 Tests and inspection reports; .8 Status report of Work rejected by the Owner; .9 Status of Claims previously submitted in accordance with Article 14; .10 Cumulative total of the Cost of the Work to date including the Design-Builder's compensation and Reimbursable Expenses,if any; .11 Current Project cash-flow and forecast reports;and .12 Additional information as agreed to by the Owner and Design-Builder. § 3.1.8.2 In addition,where the Contract Sum is the Cost of the Work with or without a Guaranteed Maximum Price, the Design-Builder shall include the following additional information in its progress reports: .1 Design-Builder's work force report; .2 Equipment utilization report;and .3 Cost summary,comparing actual costs to updated cost estimates. § 3.1.9 Design-Builder's Schedules § 3.1.9.1 The Design-Builder,promptly after execution of this Agreement,shall prepare and submit for the Owner's information a schedule for the Work.The schedule,including the time required for design and construction,shall not exceed time limits current under the Design-Build Documents,shall be revised at appropriate intervals as required by the conditions of the Work and Project,shall be related to the entire Project to the extent required by the Design-Build Documents,shall provide for expeditious and practicable execution of the Work,and shall include allowances for periods of time required for the Owner's review and for approval of submissions by authorities having jurisdiction over the Project. § 3.1.9.2 The Design-Builder shall perform the Work in general accordance with the most recent schedules submitted to the Owner. § 3.1.10 Certifications. Upon the Owner's written request,the Design-Builder shall obtain from the Architect, Consultants,and Contractors,and furnish to the Owner,certifications with respect to the documents and services provided by the Architect,Consultants,and Contractors(a)that,to the best of their knowledge,information and belief, the documents or services to which the certifications relate(i)are consistent with the Design-Build Documents,except to the extent specifically identified in the certificate,and(ii)comply with applicable laws,statutes,ordinances,codes, rules and regulations,or lawful orders of public authorities governing the design of the Project;and(b)that the Owner and its consultants shall be entitled to rely upon the accuracy of the representations and statements contained in the certifications.The Design-Builder's Architect,Consultants,and Contractors shall not be required to execute certificates or consents that would require knowledge,services or responsibilities beyond the scope of their services. § 3.1.11 Design-Builder's Submittals § 3.1.11.1 Prior to submission of any Submittals,the Design-Builder shall prepare a Submittal schedule,and shall submit the schedule for the Owner's approval.The Owner's approval shall not unreasonably be delayed or withheld. The Submittal schedule shall(1)be coordinated with the Design-Builder's schedule provided in Section 3.1.9.1, (2)allow the Owner reasonable time to review Submittals,and(3)be periodically updated to reflect the progress of the Work. If the Design-Builder fails to submit a Submiital schedule,the Design-Builder shall not be entitled to any increase in Contract Sum or extension of Contract Time based on the time required for review of Submittals. § 3.1.11.2 By providing Submittals the Design-Builder represents to the Owner that it has(1)reviewed and approved them,(2)determined and verified materials,field measurements and field construction criteria related thereto,or will do so and(3)checked and coordinated the information contained within such Submittals with the requirements of the Work and of the Design-Build Documents. § 3.1.11.3 The Design-Builder shall perform no portion of the Work for which the Design-Build Documents require Submittals until the Owner has approved the respective Submittal. § 3.1.11.4 The Work shall be in accordance with approved Submittals except that the Design-Builder shall not be relieved of its responsibility to perform the Work consistent with the requirements of the Design-Build Documents. Init. AIA Document A141- -2014.Copyright m 2004 and 2014 by The American Institute of Architects.All rights reserved.The"American Institute of Architects,"'AIA the AIA Logo,and"AIA Contract Documents'are registered trademarks and may not be used without permission This document was produced by AIA software at g 17:17:02 ET on 01/25/2023 under Order No.2114393153 which expires on 12/18/2023.is not for resale,is licensed for one-time use only,and may only be used in r accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copyright@aia org User Notes: (1917153655) DocuSign Envelope ID DB5087F2-CCDF-48DF-894B-06228B510F56 The Work may deviate from the Design-Build Documents only if the Design-Builder has notified the Owner in writing of a deviation from the Design-Build Documents at the time of the Submittal and a Modification is executed authorizing the identified deviation.The Design-Builder shall not be relieved of responsibility for errors or omissions in Submittals by the Owner's approval of the Submittals. § 3.1.11.5 All professional design services or certifications to be provided by the Design-Builder,including all drawings,calculations,specifications,certifications,shop drawings and other Submittals,shall contain the signature and seal of the licensed design professional preparing them.Submittals related to the Work designed or certified by the licensed design professionals,if prepared by others,shall bear the licensed design professional's written approval.The Owner and its consultants shall be entitled to rely upon the adequacy,accuracy and completeness of the services, certifications or approvals performed by such design professionals. § 3.1.12 Warranty.The Design-Builder warrants to the Owner that materials and equipment furnished under the Contract will be of good quality and new unless the Design-Build Documents require or permit otherwise.The Design-Builder further warrants that the Work will conform to the requirements of the Design-Build Documents and will be free from defects,except for those inherent in the quality of the Work or otherwise expressly permitted by the Design-Build Documents.Work,materials,or equipment not conforming to these requirements may be considered defective.The Design-Builder's warranty excludes remedy for damage or defect caused by abuse,alterations to the Work not executed by the Design-Builder,improper or insufficient maintenance,improper operation,or normal wear and tear and normal usage.If required by the Owner,the Design-Builder shall furnish satisfactory evidence as to the kind and quality of materials and equipment. § 3.1.13 Royalties, Patents and Copyrights § 3.1.13.1 The Design-Builder shall pay all royalties and license fees. § 3.1.13.2 The Design-Builder shall defend suits or claims for infringement of copyrights and patent rights and shall hold the Owner and its separate contractors and consultants harmless from loss on account thereof,but shall not be responsible for such defense or loss when a particular design,process or product of a particular manufacturer or manufacturers is required by the Owner,or where the copyright violations are required in the Owner's Criteria. However,if the Design-Builder has reason to believe that the design,process or product required in the Owner's Criteria is an infringement of a copyright or a patent,the Design-Builder shall be responsible for such loss unless such information is promptly furnished to the Owner. If the Owner receives notice from a patent or copyright owner of an alleged violation of a patent or copyright,attributable to the Design-Builder,the Owner shall give prompt written notice to the Design-Builder. § 3.1.14 Indemnification;Limitation of Liability § 3.1.14.1 To the fullest extent permitted by law,the Design-Builder shall indemnify and hold harmless the Owner, including the Owner's agents and employees,from and against third party claims,and any damages,losses and expenses,including but not limited to attorneys' fees,incurred as a result of such third party claims,arising out of or resulting from negligent or willful performance of the Work of the Design-Builder,Architect,a Consultant,a Contractor,or anyone directly or indirectly employed by them,causing personal or bodily injury(including death),or property damage(including loss of use). Such obligation shall not be construed to negate,abridge,or reduce other rights or obligations of indemnity that would otherwise exist as to a party or person described in this Section 3.1,14, § 3.1.14.2 The indemnification obligation in this Agreement shall be limited to direct damages actually reasonably incurred by the other party in reasonable reliance plus applicable legal fees in accordance with this Agreement.IN NO OTHER EVENT WILL:(A)EITHER PARTY OR ITS AFFILIATES BE LIABLE TO THE OTHER PARTY OR ITS AFFILIATES FOR ANY SPECIAL, INDIRECT, INCIDENTAL,CONSEQUENTIAL OR EXEMPLARY DAMAGES,LOSSES OR EXPENSES(INCLUDING,BUT NOT LIMITED TO,BUSINESS INTERRUPTION, LOST BUSINESS,LOST PROFITS OR LOST SAVINGS)OF ANY NATURE ARISING OUT OF OR RELATED TO THIS AGREEMENT,EVEN IF SUCH PARTY WILL HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES,AND REGARDLESS OF TIIE NEGLIGENCE OR OTHER FAULT OF EITHER PARTY AND REGARDLESS OF WHETHER SUCH LIABILITY ARISES IN CONTRACT,NEGLIGENCE,TORT, STRICT LIABILITY OR ANY OTHER THEORY OF LIABILITY. § 3.1.15 Contingent Assignment of Agreements § 3.1.15.1 Each agreement for a portion of the Work is assigned by the Design-Builder to the Owner,provided that Init. ALA Document A141' -zo t+.Copyright m 2004 and 2014 by The American Institute of Architects All rights reserved The"Amencan Institute of Architects'-AIA' the AIA Logo,and AIA Contract Documents-are registered trademarks and may not be used without permission This document was produced by AIA software at 10 17:1 T02 ET on 01125/2023 under Order No.2114393153 which expires on 1211I 2023,is not for resale,is licensed for one-time use only.and may only be used in 1 accordance with the AIA Contract Documents"Terms of Service.To report copyright violations,e-mail copyright@aia org User Notes: (1917153655) DocuSign Envelope ID:D85087F2-CCDF-48DF-894B-0622813510F56 .1 assignment is effective only after termination of the Contract by the Owner for cause,pursuant to Sections 13.1.4 or 13.2.2,and only for those agreements that the Owner accepts by written notification to the Design-Builder and the Architect,Consultants,and Contractors whose agreements are accepted for assignment; and .2 assignment is subject to the prior rights of the surety,if any,obligated under bond relating to the Contract. When the Owner accepts the assignment of an agreement,the Owner assumes the Design-Builder's rights and obligations under the agreement. § 3.1.15.2 Upon such assignment,if the Work has been suspended for more than 30 days,the compensation under the assigned agreement shall be equitably adjusted for increases in cost resulting from the suspension. § 3.1.15.3 Upon such assignment to the Owner under this Section 3.I.15,the Owner may further assign the agreement to a successor design-builder or other entity.If the Owner assigns the agreement to a successor design-builder or other entity,the Owner shall nevertheless remain legally responsible for all of the successor design-builder's or other entity's obligations under the agreement. § 3.1.16 Design-Builder's Insurance and Bonds.The Design-Builder shall purchase and maintain insurance and provide bonds as set forth in Exhibit B. ARTICLE 4 WORK PRIOR TO EXECUTION OF THE DESIGN-BUILD AMENDMENT § 4.1 General § 4.1.1 Any information submitted by the Design-Builder,and any interim decisions made by the Owner,shall be for the purpose of facilitating the design process and shall not modify the Owner's Criteria unless the Owner and Design-Builder execute a Modification. § 4.1.2 The Design-Builder shall advise the Owner on proposed site use and improvements,selection of materials,and building systems and equipment.The Design-Builder shall also provide the Owner with recommendations,consistent with the Owner's Criteria,on constructability;availability of materials and labor;time requirements for procurement, installation and construction;and factors related to construction cost including,but not limited to,costs of alternative designs or materials,preliminary budgets,life-cycle data,and possible cost reductions. § 4.2 Evaluation of the Owner's Criteria § 4.2.1 The Design-Builder shall schedule and conduct meetings with the Owner and any other necessary individuals or entities to discuss and review the Owner's Criteria as set forth in Section 1.].The Design-Builder shall thereafter again meet with the Owner to discuss a preliminary evaluation of the Owner's Criteria. The preliminary evaluation shall address possible alternative approaches to design and construction of the Project and include the Design-Builder's recommendations,if any,with regard to accelerated or fast-track scheduling,procurement,or phased construction.The preliminary evaluation shall consider cost information,constructability,and procurement and construction scheduling issues. § 4.2.2 After the Design-Builder meets with the Owner and presents the preliminary evaluation,the Design-Builder shall provide a written report to the Owner,summarizing the Design-Builder's evaluation of the Owner's Criteria.The report shall also include .1 allocations of program functions,detailing each function and their square foot areas; .2 a preliminary estimate of the Cost of the Work,and,if necessary,recommendations to adjust the Owner's Criteria to conform to the Owner's budget; .3 a preliminary schedule,which shall include proposed design milestones;dates for receiving additional information from,or for work to be completed by,the Owner;anticipated date for the Design-Builder's Proposal;and dates of periodic design review sessions with the Owner;and .4 the following: (List additional Information, if airy, to be included in the Design-Builder's written report.) None. Init. AIA Document A141--2014.Copyright to 2004 and 2014 by The American Institute of Architects.All rights reserved.The'American Institute of Architects,"AIA," the AIA Logo.and'AIA Contract Documents'are registered trademarks and may not be used without permission This document was produced by AIA software at 1 17:17:02 ET on 01125/2023 under Order No.2114393153 which expires on 12118/2023,is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA Contract Documents®Terns of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (1917153655) DocuSign Envelope ID:DB5087F2-CCDF-48DF-894B-062288510F56 § 4.2.3 The Owner shall review the Design-Builder's written report and,if acceptable,provide the Design-Builder with written consent to proceed to the development of the Preliminary Design as described in Section 4.3.The consent to proceed shall not be understood to modify the Owner's Criteria unless the Owner and Design-Builder execute a Modification. § 4.3 Preliminary Design § 4.3.1 Upon the Owner's issuance of a written consent to proceed under Section 4.2.3,the Design-Builder shall prepare and submit a Preliminary Design to the Owner.The Preliminary Design shall include a report identifying any deviations from the Owner's Criteria,and shall include the following: .1 Confirmation of the allocations of program functions; .2 Site plan; .3 Building plans,sections and elevations; .4 Structural system; .5 Selections of major building systems,including but not limited to mechanical,electrical and plumbing systems;and .6 Outline specifications or sufficient drawing notes describing construction materials. The Preliminary Design may include some combination of physical study models,perspective sketches,or digital modeling. § 4.3.2 The Owner shall review the Preliminary Design and,if acceptable,provide the Design-Builder with written consent to proceed to development of the Design-Builder's Proposal.The Preliminary Design shall not modify the Owner's Criteria unless the Owner and Design-Builder execute a Modification. § 4.4 Design-Builder's Proposal § 4.4.1 Upon the Owner's issuance of a written consent to proceed under Section 4.3.2,the Design-Builder shall prepare and submit the Design-Builder's Proposal to the Owner.The Design-Builder's Proposal shall include the following: .1 A list of the Preliminary Design documents and other information,including the Design-Builder's clarifications,assumptions and deviations from the Owner's Criteria,upon which the Design-Builder's Proposal is based; .2 The proposed Contract Sum,including the compensation method and,if based upon the Cost of the Work plus a fee,a written statement of estimated cost organized by trade categories,allowances, contingencies,Design-Builder's Fee,and other items that comprise the Contract Sum; .3 The proposed date the Design-Builder shall achieve Substantial Completion; .4 An enumeration of any qualifications and exclusions,if applicable; .5 A list of the Design-Builder's key personnel,Contractors and suppliers;and .6 The date on which the Design-Builder's Proposal expires. § 4.4.2 Submission of the Design-Builder's Proposal shall constitute a representation by the Design-Builder that it has visited the site and become familiar with local conditions under which the Work is to be completed. § 4.4.3 If the Owner and Design-Builder agree on a proposal,the Owner and Design-Builder shall execute the Design-Build Amendment setting forth the terms of their agreement. ARTICLE 5 WORK FOLLOWING EXECUTION OF THE DESIGN-BUILD AMENDMENT § 5.1 Construction Documents § 5.1.1 Upon the execution of the Design-Build Amendment,the Design-Builder shall prepare Construction Documents.The Construction Documents shall establish the quality levels of materials and systems required.The Construction Documents shall be consistent with the Design-Build Documents. § 5.1.2 The Design-Builder shall provide the Construction Documents to the Owner for the Owner's information. If the Owner discovers any deviations between the Construction Documents and the Design-Build Documents,the Owner shall promptly notify the Design-Builder of such deviations in writing.The Construction Documents shall not modify the Design-Build Documents unless the Owner and Design-Builder execute a Modification.The failure of the Owner to discover any such deviations shall not relieve the Design-Builder of the obligation to perform the Work in accordance with the Design-Build Documents. In it. AEA Document A141- -20 t 4.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The-American Institute of Architects.'WA," the AIA Logo.and AIA Contract Documents"are registered trademarks and may not be used without pemiss�on This document was produced by AIA software at 112 17:17:02 ET on 01/25/2023 under Order No.2114393153 which expires on 12I1t312023,is not For resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA Contract Documentst Terms of Service.To report copyright violations,e-mail copyright(Maia.org. User Notes: (1917153655) DocuSign Envelope ID DB5087F2-CCDF-48DF-8946-06228B51 OF56 § 5.2 Construction § 5.2.1 Commencement.Except as permitted in Section 5.2.2,construction shall not commence prior to execution of the Design-Build Amendment. § 5.2.2 If the Owner and Design-Builder agree in writing,construction may proceed prior to the execution of the Design-Build Amendment. However,such authorization shall not waive the Owner's right to reject the Design-Builder's Proposal. § 5.2.3 The Design-Builder shall supervise and direct the Work,using the Design-Builder's best skill and attention. The Design-Builder shall be solely responsible for,and have control over,construction means,methods,techniques, sequences and procedures,and for coordinating all portions of the Work under the Contract,unless the Design-Build Documents give other specific instructions concerning these matters. § 5.2.4 The Design-Builder shall be responsible for inspection of portions of Work already performed to determine that such portions are in proper condition to receive subsequent Work. § 5.3 Labor and Materials § 5.3.1 Unless otherwise provided in the Design-Build Documents,the Design-Builder shall provide and pay for labor, materials,equipment,tools,construction equipment and machinery,water,heat,utilities,transportation,and other facilities and services,necessary for proper execution and completion of the Work,whether temporary or permanent, and whether or not incorporated or to be incorporated in the Work. § 5.3.2 When a material or system is specified in the Design-Build Documents,the Design-Builder may make substitutions only in accordance with Article 6. § 5.3.3 The Design-Builder shall enforce strict discipline and good order among the Design-Builder's employees and other persons carrying out the Work.The Design-Builder shall not permit employment of unfit persons or persons not properly skilled in tasks assigned to them. § 5.4 Taxes The Design-Builder shall pay sales,consumer,use and similar taxes,for the Work provided by the Design-Builder, that are legally enacted when the Design-Build Amendment is executed,whether or not yet effective or merely scheduled to go into effect. § 5.5 Permits, Fees, Notices and Compliance with Laws § 5.5.1 Unless otherwise provided in the Design-Build Documents,the Design-Builder shall secure and pay for the building permit as well as any other permits,fees,licenses,and inspections by government agencies,necessary for proper execution of the Work and Substantial Completion of the Project. § 5.5.2 The Design-Builder shall comply with and give notices required by applicable laws,statutes,ordinances, codes,rules and regulations,and lawful orders of public authorities,applicable to performance of the Work. § 5.5.3 Concealed or Unknown Conditions.If the Design-Builder encounters conditions at the site that are (1)subsurface or otherwise concealed physical conditions that differ materially from those indicated in the Design-Build Documents or(2)unknown physical conditions of an unusual nature that differ materially from those ordinarily found to exist and generally recognized as inherent in construction activities of the character provided for in the Design-Build Documents,the Design-Builder shall promptly provide notice to the Owner before conditions are disturbed and in no event later than 21 days after first observance of the conditions.The Owner shall promptly investigate such conditions and,if the Owner determines that they differ materially and cause an increase or decrease in the Design-Builder's cost of,or time required for,performance of any part of the Work,shall recommend an equitable adjustment in the Contract Sum or Contract Time,or both.If the Owner determines that the conditions at the site are not materially different from those indicated in the Design-Build Documents and that no change in the terms of the Contract is justified,the Owner shall promptly notify the Design-Builder in writing,stating the reasons. If the Design-Builder disputes the Owner's determination or recommendation,the Design-Builder may proceed as provided in Article 14. Init. ALA Document A141- -2014.Copyright®2004 and 2014 by The American institute of Architects.All rights reserved_The'American Institute of Architects."AIA," the AIA logo,and"AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 13 17:17:02 ET on 01/25/2023 under Order No.2114393153 which expires on 12/18/2023.is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents"Terns of Service.To report copyright violations,e-mail copyright@aia.erg. User Notes: (1917153655) DocuSign Envelope ID: DB5087F2-CCDF-48DF-894B-0622BB510F56 § 5.5.4 If,in the course of the Work,the Design-Builder encounters human remains,or recognizes the existence of burial markers,archaeological sites,or wetlands,not indicated in the Design-Build Documents,the Design-Builder shall immediately suspend any operations that would affect them and shall notify the Owner.Upon receipt of such notice,the Owner shall promptly take any action necessary to obtain governmental authorization required to resume the operations.The Design-Builder shall continue to suspend such operations until otherwise instructed by the Owner but shall continue with all other operations that do not affect those remains or features.Requests for adjustments in the Contract Sum and Contract Time arising from the existence of such remains or features may be made as provided in Article 14. (Paragraphs deleted) § 5.6 Reserved. § 5.7 Key Personnel, Contractors and Suppliers § 5.7.1 The Design-Builder shall not employ personnel,or contract with Contractors or suppliers to whom the Owner has made reasonable and timely objection.The Design-Builder shall not be required to contract with anyone to whom the Design-Builder has made reasonable and timely objection. § 5.7.2 if the Design-Builder changes any of the personnel,Contractors or suppliers identified in the Design-Build Amendment,the Design-Builder shall notify the Owner and provide the name and qualifications of the new personnel, Contractor or supplier.The Owner may reply within 14 days to the Design-Builder in writing,stating(1)whether the Owner has reasonable objection to the proposed personnel,Contractor or supplier or(2)that the Owner requires additional time to review.Failure of the Owner to reply within the 14-day period shall constitute notice of no reasonable objection. § 5.7.3 Except for those persons or entities already identified or required in the Design-Build Amendment,the Design-Builder,as soon as practicable after execution of the Design-Build Amendment,shall famish in writing to the Owner the names of persons or entities(including those who are to furnish materials or equipment fabricated to a special design)proposed for each principal portion of the Work.The Owner may reply within 14 days to the Design-Builder in writing stating(1)whether the Owner has reasonable objection to any such proposed person or entity or(2)that the Owner requires additional time for review.Failure of the Owner to reply within the 14-day period shall constitute notice of no reasonable objection. § 5.7.3.1 If the Owner has reasonable objection to a person or entity proposed by the Design-Builder,the Design-Builder shall propose another to whom the Owner has no reasonable objection. If the rejected person or entity was reasonably capable of performing the Work,the Contract Sum and Contract Time shall be increased or decreased by the difference,if any,occasioned by such change,and an appropriate Change Order shall be issued before commencement of the substitute person or entity's Work.However,no increase in the Contract Sum or Contract Time shall be allowed for such change unless the Design-Builder has acted promptly and responsively in submitting names as required. § 5.8 Documents and Submittals at the Site The Design-Builder shall maintain at the site for the Owner one copy of the Design-Build Documents and a current set of the Construction Documents,in good order and marked currently to indicate field changes and selections made during construction,and one copy of approved Submittals.The Design-Builder shall deliver these items to the Owner in accordance with Section 9.10.2 as a record of the Work as constructed. § 5.9 Use of Site The Design-Builder shall confine operations at the site to areas permitted by applicable laws,statutes,ordinances, codes,rules and regulations,lawful orders of public authorities,and the Design-Build Documents,and shall not unreasonably encumber the site with materials or equipment. § 5.10 Cutting and Patching The Design-Builder shall not cut,patch or otherwise alter fully or partially completed construction by the Owner or a separate contractor except with written consent of the Owner and of such separate contractor;such consent shalt not be unreasonably withheld.The Design-Builder shall not unreasonably withhold from the Owner or a separate contractor the Design-Builder's consent to cutting or otherwise altering the Work. AIA Document A141- -2014.Copyrightb 2004 and 2014 by The American Institute of Architects.All rights reserved.The-Amencan Institute of Architects."A1A` Init. the AIA Logo,and'AIA Contract Documents'are registered trademarks and may trot be used without permission This document was produced by AIA software at 14 VA7M ET on 01/2512023 under Order No.2114393153 which expires on 1 211 8/20 2 3,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.Tc report copyright violations,e-mail copyright@aia,org. User Notes: (1917153655) DocttSign Envelope ID, DB5087F2-CCDF-48DF-894B-06228B510F56 § 5.11 Cleaning Up § 5.11.1 The Design-Builder shall keep the premises and surrounding area free from accumulation of waste materials or rubbish caused by operations under the Contract.At completion of the Work,the Design-Builder shall remove waste materials,rubbish,the Design-Builder's tools,construction equipment,machinery and surplus materials from and about the Project. § 5.11.2 If the Design-Builder fails to clean up as provided in the Design-Build Documents,the Owner may do so and Owner shall be entitled to reimbursement from the Design-Builder. § 5.12 Access to Work The Design-Builder shall provide the Owner and its separate contractors and consultants access to the Work in preparation and progress wherever located.The Design-Builder shall notify the Owner regarding Project safety criteria and programs,which the Owner,and its contractors and consultants,shall comply with while at the site. § 5,13 Construction by Owner or by Separate Contractors § 5.13.1 Owner's Right to Perform Construction and to Award Separate Contracts § 5.13.1.1 The Owner reserves the right to perform construction or operations related to the Project with the Owner's own forces;and to award separate contracts in connection with other portions of the Project,or other construction or operations on the site,under terms and conditions identical or substantially similar to this Contract,including those terms and conditions related to insurance and waiver of subrogation.The Owner shall notify the Design-Builder promptly after execution of any separate contract.If the Design-Builder claims that delay or additional cost is involved because of such action by the Owner,the Design-Builder shall make a Claim as provided in Article 14. § 5.13.1.2 When separate contracts are awarded for different portions of the Projector other construction or operations on the site,the term"Design-Builder"in the Design-Build Documents in each case shall mean the individual or entity that executes each separate agreement with the Owner. § 5.13.1.3 The Owner shall provide for coordination of the activities of the Owner's own forces,and of each separate contractor,with the Work of the Design-Builder,who shall cooperate with them-The Design-Builder shall participate with other separate contractors and the Owner in reviewing their construction schedules.The Design-Builder shall make any revisions to the construction schedule deemed necessary after a joint review and mutual agreement.The construction schedules shall then constitute the schedules to be used by the Design-Builder,separate contractors and the Owner until subsequently revised. § 5.13.1.4 Unless otherwise provided in the Design-Build Documents,when the Owner performs construction or operations related to the Project with the Owner's own forces or separate contractors,the Owner shall be deemed to be subject to the same obligations,and to have the same rights,that apply to the Design-Builder under the Contract. § 5.14 Mutual Responsibility § 5.14.1 The Design-Builder shall afford the Owner and separate contractors reasonable opportunity for introduction and storage of their materials and equipment and performance of their activities,and shall connect and coordinate the Design-Builder's construction and operations with theirs as required by the Design-Build Documents. § 5.14.2 if part of the Design-Builder's Work depends upon construction or operations by the Owner or a separate contractor,the Design-Builder shalt,prior to proceeding with that portion of the Work,prepare a written report to the Owner,identifying apparent discrepancies or defects in the construction or operations by the Owner or separate contractor that would render it unsuitable for proper execution and results of the Design-Builder's Work.Failure of the Design-Builder to report shall constitute an acknowledgment that the Owner's or separate contractor's completed or partially completed construction is fit and proper to receive the Design-Builder's Work,except as to defects not then reasonably discoverable. § 5.14.3 The Design-Builder shall reimburse the Owner for costs the Owner incurs that are payable to a separate contractor because of the Design-Builder's delays,improperly timed activities or defective construction. The Owner shall be responsible to the Design-Builder for costs the Design-Builder incurs because of a separate contractor's delays,improperly timed activities,damage to the Work or defective construction. Init. AIA Document A741- -2014,Copyngh[®2004 and 2014 by The American Institute of Architects.All rights reserved.The"American Institute of Architects.'"AIA.' the AIA Logo.and"AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 1 17:17:02 ET on 01/25/2023 under Order No.2114393153 which expires on 12/18/2023,is not for resale,is licensed for one-time use only,and may only be used in I accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copyright@aia org User Notes: (1917153655) ❑ocu5ign Envelope ID: DB5087F2-CCDF-48DF-894B-06228B51OF56 § 5.14.4 The Design-Builder shall promptly remedy damage the Design-Builder wrongfully causes to completed or partially completed construction or to property of the Owner or separate contractors as provided in Section 10.2.5. § 5.14.5 The Owner and each separate contractor shall have the same responsibilities for cutting and patching the Work as the Design-Builder has with respect to the construction of the Owner or separate contractors in Section 5.10. § 5.15 Owner's Right to Clean Up If a dispute arises among the Design-Builder,separate contractors and the Owner as to the responsibility under their respective contracts for maintaining the premises and surrounding area free from waste materials and rubbish,the Owner may clean up and will allocate the cost among those responsible. ARTICLE 6 CHANGES IN THE WORK § 6.1 General § 6.1.1 Changes in the Work may be accomplished after execution of the Contract,and without invalidating the Contract,by Change Order or Change Directive,subject to the limitations stated in this Article 6 and elsewhere in the Design-Build Documents. § 6.1.2 A Change Order shall be based upon agreement between the Owner and Design-Builder.The Owner may issue a Change Directive without agreement by the Design-Builder. § 6.1.3 Changes in the Work shall be performed under applicable provisions of the Design-Build Documents,and the Design-Builder shall proceed promptly,unless otherwise provided in the Change Order or Change Directive. § 6.2 Change Orders A Change Order is a written instrument signed by the Owner and Design-Builder stating their agreement upon all of the following: .1 The change in the Work; .2 The amount of the adjustment,if any,in the Contract Sum or,if prior to execution of the Design-Build Amendment,the adjustment in the Design-Builder's compensation;and .3 The extent of the adjustment,if any,in the Contract Time. § 6.3 Change Directives § 6.3.1 A Change Directive is a written order signed by the Owner directing a change in the Work prior to agreement on adjustment,if any,in the Contract Sum or,if prior to execution of the Design-Build Amendment,the adjustment in the Design-Builder's compensation,or Contract Time.The Owner may by Change Directive,without invalidating the Contract,order changes in the Work within the general scope of the Contract consisting of additions,deletions or other revisions,the Contract Sum or,if prior to execution of the Design-Build Amendment,the adjustment in the Design-Builder's compensation,and Contract Time being adjusted accordingly. § 6.3.2 A Change Directive shall be used in the absence of total agreement on the terms of a Change Order. § 6.3.3 If the Change Directive provides for an adjustment to the Contract Sum or, if prior to execution of the Design-Build Amendment,an adjustment in the Design-Builder's compensation,the adjustment shall be based on one of the following methods: .1 Mutual acceptance of a lump sum properly itemized and supported by sufficient substantiating data to permit evaluation; .2 Unit prices stated in the Design-Build Documents or subsequently agreed upon; .3 Cost to be determined in a manner agreed upon by the parties and a mutually acceptable fixed or percentage fee;or .4 As provided in Section 6.3.7. § 6.3.4 If unit prices are stated in the Design-Build Documents or subsequently agreed upon,and if quantities originally contemplated are materially changed in a proposed Change Order or Change Directive so that application of such unit prices to quantities of Work proposed will cause substantial inequity to the Owner or Design-Builder,the applicable unit prices shall be equitably adjusted. Init. AIA Document A141--2014.Copyright 02004 and 2014 by The American Institute of Architects All rights reserved.The"American Institute of Architects"AIA." the AIA Logo and"AiA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 16 17:17:02 ET on 01/25/2023 under Order No.2114393153 which expires on 1 2/1 812 023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AEA Contract Documents°'Terms of Service_To report copyright violations,e-mail oopynght@aia.org. User Notes: (1917153655) DocuSign Envelope ID. DB5087F2-CCDF-48DF-894B-06228B510F56 § 6.3.5 Upon receipt of a Change Directive,the Design-Builder shall promptly proceed with the change in the Work involved and advise the Owner of the Design-Builder's agreement or disagreement with the method,if any,provided in the Change Directive for determining the proposed adjustment in the Contract Sum or,if prior to execution of the Design-Build Amendment,the adjustment in the Design-Builder's compensation,or Contract Time. § 6.3.6 A Change Directive signed by the Design-Builder indicates the Design-Builder's agreement therewith, including adjustment in Contract Sum or,ifprior to execution of the Design-Build Amendment,the adjustment in the Design-Builder's compensation,and Contract Time or the method for determining them. Such agreement shall be effective immediately and shall be recorded as a Change Order. § 6.3.7 if the Design-Builder does not respond promptly or disagrees with the method for adjustment in the Contract Sum or,if prior to execution of the Design-Build Amendment,the method for adjustment in the Design-Builder's compensation,the Owner shall determine the method and the adjustment on the basis of reasonable expenditures and savings of those performing the Work attributable to the change, including, in case of an increase,an amount for overhead and profit as set forth in the Agreement,or if no such amount is set forth in the Agreement,a reasonable amount, In such case,and also under Section 6.3.3.3,the Design-Builder shall keep and present,in such form as the Owner may prescribe,an itemized accounting together with appropriate supporting data.Unless otherwise provided in the Design-Build Documents,costs for the purposes of this Section 6.3.7 shall be limited to the following: .1 Additional costs of professional services; .2 Costs of labor,including social security,unemployment insurance,fringe benefits required by agreement or custom,and workers' compensation insurance; .3 Costs of materials,supplies and equipment,including cost of transportation,whether incorporated or consumed; .4 Rental costs of machinery and equipment,exclusive of hand tools,whether rented from the Design-Builder or others; .5 Costs of premiums for a]I bonds and insurance,permit fees,and sales,use or similar taxes related to the Work;and .6 Additional costs of supervision and field office personnel directly attributable to the change. § 6.3.8 The amount of credit to be allowed by the Design-Builder to the Owner for a deletion or change that results in a net decrease in the Contract Sum or,if prior to execution of the Design-Build Amendment,in the Design-Builder's compensation,shall be actual net cost.When both additions and credits covering related Work or substitutions are involved in a change,the allowance for overhead and profit shall be figured on the basis of net increase,if any,with respect to that change. § 6.3.9 Pending final determination of the total cost of a Change Directive to the Owner,the Design-Builder may request payment for Work completed under the Change Directive in Applications for Payment.The Owner will make an interim determination for purposes of certification for payment for those costs deemed to be reasonably justified. The Owner's interim determination of cost shall adjust the Contract Sum or,if prior to execution of the Design-Build Amendment,the Design-Builder's compensation,on the same basis as a Change Order,subject to the right of Design-Builder to disagree and assert a Claim in accordance with Article I4. § 6.3.10 When the Owner and Design-Builder agree with a determination concerning the adjustments in the Contract Sum or,if prior to execution of the Design-Build Amendment,the adjustment in the Design-Builder's compensation and Contract Time;or otherwise reach agreement upon the adjustments,such agreement shall be effective immediately and the Owner and Design-Builder shall execute a Change Order.Change Orders may be issued for all or any part of a Change Directive. ARTICLE 7 OWNER'S RESPONSIBILITIES § 7.1 General § 7.1.1 The Owner shall designate in writing a representative who shall have express authority to bind the Owner with respect to all Project matters requiring the Owner's approval or authorization. § 7.1.2 The Owner shall render decisions in a timely manner and in accordance with the Design-Builder's schedule agreed to by the Owner.The Owner shall furnish to the Design-Builder,within 15 days after receipt of a written request,information necessary and relevant for the Design-Builder to evaluate,give notice of or enforce mechanic's Init. ALA Document A141- -2014.Copyright*2004 and 2014 by The Amencan Institute of Architects.All rights reserved.The'Amencan Instrtute of Architects "AIA." the AIA Logo,and"AIA Contract Documents'are registered trademarks and may not be used without permission This document was produced by AIA software at 17 17:17:02 ET on 01/25/2023 under Order No-2114393153 which expires on 1211W023,is not for resale,is licensed for one-time use only,and may only be used in If accordance with the AIA Contract Documents'Terms of Service To report copyright violations,e-mad oopydght@aia.org. User Notes: (1917153655) DocuSign Envelope ID:DB5087F2-CCDF-48DF-894B-06228B510F56 lien rights. Such information shall include a correct statement of the record legal title to the property on which the Project is located,usually referred to as the site,and the Owner's interest therein. § 7.2 Information and Services Required of the Owner § 7.2.1 The Owner shall furnish information or services required of the Owner by the Design-Build Documents with reasonable promptness. § 7.2.2 The Owner shall provide,to the extent under the Owner's control and if not required by the Design-Build Documents to be provided by the Design-Builder,the results and reports of prior tests,inspections or investigations conducted for the Project involving structural or mechanical systems;chemical,air and water pollution;hazardous materials;or environmental and subsurface conditions and information regarding the presence of pollutants at the Project site.Upon receipt of a written request from the Design-Builder,the Owner shall also provide surveys describing physical characteristics,legal limitations and utility locations for the site of the Project,and a legal description of the site under the Owner's control. § 7.2.3 The Owner shall promptly obtain easements,zoning variances,and legal authorizations or entitlements regarding site utilization where essential to the execution of the Project. § 7.2.4 The Owner shall cooperate with the Design-Builder in securing building and other permits, licenses and inspections. §7.2.5 The services,information,surveys and reports required to be provided by the Owner under this Agreement, shall be furnished at the Owner's expense,and except as otherwise specifically provided in this Agreement or elsewhere in the Design-Build Documents or to the extent the Owner advises the Design-Builder to the contrary in writing,the Design-Builder shall be entitled to rely upon the accuracy and completeness thereof. In no event shall the Design-Builder be relieved of its responsibility to exercise proper precautions relating to the safe performance of the Work. § 7.2.6 If the Owner observes or otherwise becomes aware of a fault or defect in the Work or non-conformity with the Design-Build Documents,the Owner shall give prompt written notice thereof to the Design-Builder. § 7.2.7 Prior to the execution of the Design-Build Amendment,the Design-Builder may request in writing that the Owner provide reasonable evidence that the Owner has made financial arrangements to fulfill the Owner's obligations under the Design-Build Documents and the Design-Builder's Proposal.Thereafter,the Design-Builder may only request such evidence if(l)the Owner fails to make payments to the Design-Builder as the Design-Build Documents require;(2)a change in the Work materially changes the Contract Sum;or(3)the Design-Builder identifies in writing a reasonable concern regarding the Owner's ability to make payment when due.The Owner shall furnish such evidence as a condition precedent to commencement or continuation of the Work or the portion of the Work affected by a material change.After the Owner furnishes the evidence,the Owner shall not materially vary such financial arrangements without prior notice to the Design-Builder. § 7.2.8 Except as otherwise provided in the Design-Build Documents or when direct communications have been specially authorized,the Owner shall communicate through the Design-Builder with persons or entities employed or retained by the Design-Builder. § 7.2.9 Unless required by the Design-Build Documents to be provided by the Design-Builder,the Owner shall,upon request from the Design-Builder,furnish the services of geotechnical engineers or other consultants for investigation of subsurface,air and water conditions when such services are reasonably necessary to properly carry out the design services furnished by the Design-Builder, In such event,the Design-Builder shall specify the services required. Such services may include,but are not limited to,test borings,test pits,determinations of soil bearing values,percolation tests,evaluations of hazardous materials,ground corrosion and resistivity tests,and necessary operations for anticipating subsoil conditions.The services of geotechnical engineer(s)or other consultants shall include preparation and submission of all appropriate reports and professional recommendations. § 7.2.10 The Owner shall purchase and maintain insurance as set forth in Exhibit B. AIA Document A141' -2014.Copyright®2004 and 2014 by The American Institute of Architects,All rights reserved.The"American Institute of Architects.'"AIA,' Init. the AIA Logo.and"AiA Contract Documents"are registered trademarks and may not be used without permission This documentwas produced by AIA software at 18 17:17:02 ET on 01/25/2023 under Order No.2114393153 which expires on 1 2/1 812 02 3,is not for resale,is licensed for one-time use only,and may only be used in I accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copyright@aia,org. User Notes: (1917153655) DocuSign Envelope ID: DB5087F2-CCDF-48DF-894B-06228B510F56 § 7.3 Submittals § 7.3.1 The Owner shall review and approve or take other appropriate action on Submittals.Review of Submittals is not conducted for the purpose of determining the accuracy and completeness of other details,such as dimensions and quantities;or for substantiating instructions for installation or performance of equipment or systems;or for determining that the Submittals are in conformance with the Design-Build Documents,all ofwhich remain the responsibility of the Design-Builder as required by the Design-Build Documents.The Owner's action will be taken in accordance with the submittal schedule approved by the Owner or,in the absence of an approved submittal schedule, with reasonable promptness while allowing sufficient time in the Owner's judgment to permit adequate review.The Owner's review of Submittals shall not relieve the Design-Builder of the obligations under Sections 3.1.11,3.1.12, and 5.2.3.The Owner's review shall not constitute approval of safety precautions or,unless otherwise specifically stated by the Owner,of any construction means,methods,techniques,sequences or procedures.The Owner's approval of a specific item shall not indicate approval of an assembly of which the item is a component. § 7.3.2 Upon review of the Submittals required by the Design-Build Documents,the Owner shall notify the Design-Builder of any non-conformance with the Design-Build Documents the Owner discovers. § 7.4 Visits to the site by the Owner shall not be construed to create an obligation on the part of the Owner to make on-site inspections to check the quality or quantity of the Work.The Owner shall neither have control over or charge of,nor be responsible for,the construction means,methods,techniques,sequences or procedures,or for the safety precautions and programs in connection with the Work,because these are solely the Design-Builder's rights and responsibilities under the Design-Build Documents. § 7.5 The Owner shall not be responsible for the Design-Builder's failure to perform the Work in accordance with the requirements of the Design-Build Documents.The Owner shall not have control over or charge of,and will not be responsible for acts or omissions of the Design-Builder,Architect,Consultants,Contractors,or their agents or employees,or any other persons or entities performing portions of the Work for the Design-Builder. § 7.6 The Owner has the authority to reject Work that does not conform to the Design-Build Documents.The Owner shall have authority to require inspection or testing of the Work in accordance with Section 15.5.2,whether or not such Work is fabricated,installed or completed.However,neither this authority of the Owner nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Owner to the Design-Builder,the Architect,Consultants,Contractors,material and equipment suppliers,their agents or employees, or other persons or entities performing portions of the Work. § 7.7 The Owner shall determine the date or dates of Substantial Completion in accordance with Section 9.8 and the date of final completion in accordance with Section 9.10. § 7.8 Owner's Right to Stop Work If the Design-Builder fails to correct Work which is not in accordance with the requirements of the Design-Build Documents as required by Section 11.2 or persistently fails to carry out Work in accordance with the Design-Build Documents,the Owner may issue a written order to the Design-Builder to stop the Work,or any portion thereof,until the cause for such order has been eliminated;however,the right of the Owner to stop the Work shall not give rise to a duty on the part of the Owner to exercise this right for the benefit of the Design-Builder or any other person or entity, except to the extent required by Section 5.13.1.3. § 7.9 Owner's Right to Carry Out the Work If the Design-Builder defaults or neglects to carry out the Work in accordance with the Design-Build Documents and fails within a ten-day period after receipt of written notice from the Owner to commence and continue correction of such default or neglect with diligence and promptness,the Owner may,without prejudice to other remedies the Owner may have,correct such deficiencies.In such case,an appropriate Change Order shall be issued deducting from payments then or thereafter due the Design-Builder the reasonable cost of correcting such deficiencies. If payments then or thereafter due the Design-Builder are not sufficient to cover such amounts,the Design-Builder shall pay the difference to the Owner. Init. AIA Document A141'-2014.Copyrightm 2004 and 2014 by The American Institute of Architects.Alt rights reserved.The"American Institute of Architects"'AIA," the AIA Logo.and"AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 19 17:17 02 ET on 01/25/2023 under Order No.2114393153 which expires on 1 211 8/2 0 2 3,is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA Contract Documents°Terms of Service To report copyright violations,e-mail copyright@aia.org. User Notes: (1917153655) DocuSign Envelope ID DB5087F2-CCOF-4BDF-894B-Q6228B51 OF56 ARTICLE 8 TIME § 8.1 Progress and Completion § 8.1.1 Time limits stated in the Design-Build Documents are of the essence of the Contract.By executing the Design-Build Amendment the Design-Builder confirms that the Contract Time is a reasonable period for performing the Work. § 8.1.2 The Design-Builder shall not,except by agreement of the Owner in writing,commence the Work prior to the effective date of insurance,other than property insurance,required by this Contract.The Contract Time shall not be adjusted as a result of the Design-Builder's failure to obtain insurance required under this Contract. § 8.1.3 The Design-Builder shall proceed expeditiously with adequate forces and shall achieve Substantial Completion within the Contract Time. § 8.2 Delays and Extensions of Time § 8.2.1 If the Design-Builder is delayed at any time in the commencement or progress of the Work by an act or neglect of the Owner or of a consultant or separate contractor employed by the Owner;or by changes ordered in the Work by the Owner;or by labor disputes,fire,unusual delay in deliveries,unavoidable casualties or other causes beyond the Design-Builder's control;or by delay authorized by the Owner pending mediation and binding dispute resolution or by other causes that the Owner determines may justify delay,then the Contract Time shall be extended by Change Order for such reasonable time as the Owner may determine. § 8.2.2 Claims relating to time shall be made in accordance with applicable provisions of Article 14. § 8.2.3 This Section 8.2 does not preclude recovery of damages for delay by either party under other provisions of the Design-Build Documents. ARTICLE 9 PAYMENT APPLICATIONS AND PROJECT COMPLETION § 9.1 Contract Sum The Contract Sum is stated in the Design-Build Amendment. § 9.2 Schedule of Values Where the Contract Sum is based on a stipulated sum or Guaranteed Maximum Price,the Design-Builder,prior to the first Application for Payment after execution of the Design-Build Amendment shall submit to the Owner a schedule of values allocating the entire Contract Sum to the various portions of the Work and prepared in such form and supported by such data to substantiate its accuracy as the Owner may require.This schedule,unless objected to by the Owner, shall be used as a basis for reviewing the Design-Builder's Applications for Payment. § 9.3 Applications for Payment § 9.3.1 At least ten days before the date established for each progress payment,the Design-Builder shall submit to the Owner an itemized Application for Payment for completed portions of the Work.The application shall be notarized,if required,and supported by data substantiating the Design-Builder's right to payment as the Owner may require,such as copies of requisitions from the Architect,Consultants,Contractors,and material suppliers,and shall reflect retainage if provided for in the Design-Build Documents. § 9.3.1.1 As provided in Section 6.3.9,Applications for Payment may include requests for payment on account of changes in the Work that have been properly authorized by Change Directives,or by interim determinations of the Owner,but not yet included in Change Orders. § 9.3.1.2 Applications for Payment shall not include requests for payment for portions of the Work for which the Design-Builder does not intend to pay the Architect,Consultant,Contractor,material supplier,or other persons or entities providing services or work for the Design-Builder,unless such Work has been performed by others whom the Design-Builder intends to pay. § 9.3.2 Unless otherwise provided in the Design-Build Documents,payments shall be made for services provided as well as materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work. If approved in advance by the Owner,payment may similarly be made for materials and equipment suitably stored off the site at a location agreed upon in writing. Payment for materials and equipment stored on or off the site shall be Init. AIA Document A141--2014.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The`American Institute of Architects"'AIA,' the AIA Logo.and-AIA Contract Documents'are registered trademarks and may not be used without permission This document was produced by AIA software at 20 17:17:02 ET on 01/25/2023 under Order No.2114393153 which expires on 1211&12023,is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA Contract Documents"Terms of Service-To report copyright violations,e-mait copyrght(Maia.org, User Notes: (1917153655) DocuSign Envelope ID: DB5087F2-CCDF-48DF-894B-06228B510F56 conditioned upon compliance by the Design-Builder with procedures satisfactory to the Owner to establish the Owner's title to such materials and equipment or otherwise protect the Owner's interest,and shall include the costs of applicable insurance,storage and transportation to the site for such materials and equipment stored off the site. § 9.3.3 The Design-Builder warrants that title to all Work,other than Instruments of Service,covered by an Application for Payment will pass to the Owner no later than the time of payment.The Design-Builder further warrants that,upon submittal of an Application for Payment,all Work for which Certificates for Payment have been previously issued and payments received from the Owner shall,to the best of the Design-Builder's knowledge, information and belief,be free and clear of liens,claims,security interests or encumbrances in favor of the Design-Builder,Architect,Consultants,Contractors,material suppliers,or other persons or entities entitled to make a claim by reason of having provided labor,materials and equipment relating to the Work. § 9.4 Certificates for Payment The Owner shall,within seven days after receipt of the Design-Builder's Application for Payment,issue to the Design-Builder a Certificate for Payment indicating the amount the Owner determines is properly due,and notify the Design-Builder in writing of the Owner's reasons for withholding certification in whole or in part as provided in Section 9.5.1. § 9.5 Decisions to Withhold Certification § 9.5.1 The Owner may withhold a Certificate for Payment in whole or in part to the extent reasonably necessary to protect the Owner due to the Owner's determination that the Work has not progressed to the point indicated in the Design-Builder's Application for Payment,or the quality of the Work is not in accordance with the Design-Build Documents.If the Owner is unable to certify payment in the amount of the Application,the Owner will notify the Design-Builder as provided in Section 9.4.If the Design-Builder and Owner cannot agree on a revised amount,the Owner will promptly issue a Certificate for Payment for the amount that the Owner deems to be due and owing.The Owner may also withhold a Certificate for Payment or,because of subsequently discovered evidence,may nullify the whole or a part of a Certificate for Payment previously issued to such extent as may be necessary to protect the Owner from loss for which the Design-Builder is responsible because of .1 defective Work,including design and construction,not remedied; .2 third party claims filed or reasonable evidence indicating probable filing of such claims unless security acceptable to the Owner is provided by the Design-Builder; .3 failure of the Design-Builder to make payments properly to the Architect,Consultants,Contractors or others,for services,labor,materials or equipment; .4 reasonable evidence that the Work cannot be completed for the unpaid balance of the Contract Sum; .5 damage to the Owner or a separate contractor; .6 reasonable evidence that the Work will not be completed within the Contract Time,and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay;or ,7 repeated failure to carry out the Work in accordance with the Design-Build Documents. § 9.5.2 When the above reasons for withholding certification are removed,certification will be made for amounts previously withheld. § 9.5.3 If the Owner withholds certification for payment under Section 9.5.1.3,the Owner may,at its sole option,issue joint checks to the Design-Builder and to the Architect or any Consultants,Contractor,material or equipment suppliers,or other persons or entities providing services or work for the Design-Builder to whom the Design-Builder failed to make payment for Work properly performed or material or equipment suitably delivered. § 9.6 Progress Payments § 9.6.1 After the Owner has issued a Certificate for Payment,the Owner shall make payment in the manner and within the time provided in the Design-Build Documents. § 9.6.2 The Design-Builder shall pay each Architect,Consultant,Contractor,and other person or entity providing services or work for the Design-Builder no later than the time period required by applicable law,but in no event more than seven days after receipt of payment from the Owner the amount to which the Architect,Consultant,Contractor, and other person or entity providing services or work for the Design-Builder is entitled,reflecting percentages actually retained from payments to the Design-Builder on account of the portion of the Work performed by the Architect, Consultant,Contractor,or other person or entity.The Design-Builder shall,by appropriate agreement with each Init. AIA Document A141--2014.CopyrightO 2004 and 2014 by The American Institute of Architects.Alt rights reserved.The`American Institute of Architects."WA the AIA Logo,and'AIA Contract Documents'are registered trademarks and may not be used without permission This document was produced by AIA software at 21 17:17:02 ET on 01/25/2023 under Order No.2114393153 which expires on 1211W023,is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA contract Documents"Terms of Service.To report copyright violations,e-mail copyright@aia.org User Notes: (1917153655) ❑ocuSign Envelope ID:D65087F2-CCDF-48DF-894B-06228B510F56 Architect,Consultant,Contractor,and other person or entity providing services or work for the Design-Builder, require each Architect,Consultant,Contractor,and other person or entity providing services or work for the Design-Builder to make payments to subconsultants and subcontractors in a similar manner. § 9.6.3 The Owner will,on request and if practicable,furnish to the Architect,a Consultant,Contractor,or other person or entity providing services or work for the Design-Builder, information regarding percentages of completion or amounts applied for by the Design-Builder and action taken thereon by the Owner on account of portions of the Work done by such Architect,Consultant,Contractor or other person or entity providing services or work for the Design-Builder. § 9.6.4 The Owner has the right to request written evidence from the Design-Builder that the Design-Builder has properly paid the Architect,Consultants,Contractors, or other person or entity providing services or work for the Design-Builder,amounts paid by the Owner to the Design-Builder for the Work.If the Design-Builder fails to furnish such evidence within seven days,the Owner shall have the right to contact the Architect,Consultants,and Contractors to ascertain whether they have been properly paid.The Owner shall have no obligation to pay or to see to the payment of money to a Consultant or Contractor,except as may otherwise be required by law. § 9.6.5 Design-Builder payments to material and equipment suppliers shall be treated in a manner similar to that provided in Sections 9.6.2,9.6.3 and 9.6.4. § 9.6.6 A Certificate for Payment,a progress payment,or partial or entire use or occupancy of the Project by the Owner shall not constitute acceptance of Work not in accordance with the Design-Build Documents. §9.6.7 Unless the Design-Builder provides the Owner with a payment bond in the full penal sum of the Contract Sum, payments received by the Design-Builder for Work properly performed by the Architect,Consultants,Contractors and other person or entity providing services or work for the Design-Builder,shall be held by the Design-Builder for the Architect and those Consultants,Contractors,or other person or entity providing services or work for the Design-Builder,for which payment was made by the Owner.Nothing contained herein shall require money to be placed in a separate account and not commingled with money of the Design-Builder,shall create any fiduciary liability or toil liability on the part of the Design-Builder for breach of trust or shall entitle any person or entity to an award of punitive damages against the Design-Builder for breach of the requirements of this provision. § 9.7 Failure of Payment If the Owner does not issue a Certificate for Payment,through no Fault of the Design-Builder,within the time required by the Design-Build Documents,then the Design-Builder may,upon seven additional days' written notice to the Owner,stop the Work until payment of the amount owing has been received.The Contract Time shall be extended appropriately and the Contract Sum shall be increased by the amount of the Design-Builder's reasonable costs of shut-down,delay and start-up,plus interest as provided for in the Design-Build Documents. § 9.8 Substantial Completion § 9.8.1 Substantial Completion is the stage in the progress of the Work when the Work or designated portion thereof is sufficiently complete in accordance with the Design-Build Documents so that the Owner can occupy or utilize the Work for its intended use.The date of Substantial Completion is the date certified by the Owner in accordance with this Section 9.8. § 9.8.2 When the Design-Builder considers that the Work,or a portion thereof which the Owner agrees to accept separately,is substantially complete,the Design-Builder shall prepare and submit to the Owner a comprehensive list of items to be completed or corrected prior to final payment. Failure to include an item on such list does not alter the responsibility of the Design-Builder to complete all Work in accordance with the Design-Build Documents. § 9.8.3 Upon receipt of the Design-Builder's list,the Owner shall make an inspection to determine whether the Work or designated portion thereof is substantially complete. If the Owner's inspection discloses any item,whether or not included on the Design-Builder's list,which is not sufficiently complete in accordance with the Design-Build Documents so that the Owner can occupy or utilize the Work or designated portion thereof for its intended use,the Design-Builder shall,before issuance of the Certificate of Substantial Completion,complete or correct such item upon notification by the Owner. In such case,the Design-Builder shall then submit a request for another inspection by the Owner to determine Substantial Completion. AIA Document A141' -2014.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The'Amencan Institute of Architects,'-AIA,' Init. the AIR Logo.and WA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 22 17:17:02 ErT on 01/25/2023 under Order No,2114393153 which expires on 1 211 8120 23,is not for resale,is licensed for one-time use only,and may only be used in ! accordance with the AIA Contract Documents"Terms of Service.To report copyright violations,e-mail copyright@aia.org, User Notes: (1917153655) DocuStgn Envelope ID: DB5087F2-CCDF-48DF-894B-06228B510F56 § 9.8.4 Prior to issuance of the Certificate of Substantial Completion under Section 9.8.5,the Owner and Design-Builder shall discuss and then determine the parties'obligations to obtain and maintain property insurance following issuance of the Certificate of Substantial Completion. § 9.8.5 When the Work or designated portion thereof is substantially complete,the Design-Builder will prepare for the Owner's signature a Certificate of Substantial Completion that shall,upon the Owner's signature,establish the date of Substantial Completion;establish responsibilities of the Owner and Design-Builder for security,maintenance,heat, utilities,damage to the Work and insurance;and fix the time within which the Design-Builder shall finish all items on the list accompanying the Certificate.Warranties required by the Design-Build Documents shall commence on the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the Certificate of Substantial Completion. § 9,8.6 The Certificate of Substantial Completion shall be submitted by the Design-Builder to the Owner for written acceptance of responsibilities assigned to it in the Certificate. Upon the Owner's acceptance,and consent of surety,if any,the Owner shall make payment of retainage applying to the Work or designated portion thereof.Payment shall be adjusted for Work that is incomplete or not in accordance with the requirements of the Design-Build Documents. § 9.9 Partial Occupancy or Use § 9.9.1 The Owner may occupy or use any completed or partially completed portion of the Work at any stage when such portion is designated by separate agreement with the Design-Builder,provided such occupancy or use is consented to,by endorsement or otherwise,by the insurer providing property insurance and authorized by public authorities having jurisdiction over the Project.Such partial occupancy or use may commence whether or not the portion is substantially complete,provided the Owner and Design-Builder have accepted in writing the responsibilities assigned to each of them for payments,retainage,if any,security,maintenance,heat,utilities,damage to the Work and insurance,and have agreed in writing concerning the period for correction of the Work and commencement of warranties required by the Design-Build Documents.When the Design-Builder considers a portion substantially complete,the Design-Builder shall prepare and submit a list to the Owner as provided under Section 9.8.2.Consent of the Design-Builder to partial occupancy or use shall not be unreasonably withheld.The stage of the progress of the Work shall be determined by written agreement between the Owner and Design-Builder. § 9.9.2 Immediately prior to such partial occupancy or use,the Owner and Design-Builder shall jointly inspect the area to be occupied or portion of the Work to be used in order to determine and record the condition of the Work. § 9.9.3 Unless otherwise agreed upon,partial occupancy or use of a portion or portions of the Work shall not constitute acceptance of Work not complying with the requirements of the Design-Build Documents. § 9.10 Final Completion and Final Payment § 9.10.1 Upon receipt of the Design-Builder's written notice that the Work is ready for final inspection and acceptance and upon receipt of a final Application for Payment,the Owner will promptly make such inspection.When the Owner finds the Work acceptable under the Design-Build Documents and the Contract fully performed,the Owner will, subject to Section 9.10.2,promptly issue a final Certificate for Payment. § 9.14.2 Neither final payment nor any remaining retained percentage shall become due until the Design-Builder submits fo the Owner(1)an affidavit that payrolls,bills for materials and equipment,and other indebtedness connected with the Work,for which the Owner or the Owner's property might be responsible or encumbered,(less amounts withheld by Owner)have been paid or otherwise satisfied,(2)a certificate evidencing that insurance required by the Design-Build Documents to remain in force after final payment is currently in effect,(3)a written statement that the Design-Builder knows of no substantial reason that the insurance will not be renewable to cover the period required by the Design-Build Documents,(4)consent of surety,if any,to final payment,(5)as-constructed record copy of the Construction Documents marked to indicate field changes and selections made during construction,(6) manufacturer's warranties,product data,and maintenance and operations manuals,and(7)if required by the Owner, other data establishing payment or satisfaction of obligations,such as receipts,or releases and waivers of liens,claims, security interests,or encumbrances,arising out of the Contract,to the extent and in such form as may be designated by the Owner. If an Architect,a Consultant,or a Contractor,or other person or entity providing services or work for the Design-Builder,refuses to furnish a release or waiver required by the Owner,the Design-Builder may furnish a bond satisfactory to the Owner to indemnify the Owner against such liens,claims,security interests,or encumbrances.if Init. AIA Document A141' -2014.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved The'Amencan Institute of Architects,'"AIA. the AIA Logo,and'AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 23 17:17:02 ET on 0112512023 under Order No.2114393153 which expires on 12/18/2023,is not for resale,is licensed for one-time use only,and may only be used in ! accordance with the AIA Contract Documents®Terms of Service To report copyright violations,e-mail copyright@aia,org, User Notes: (1917153655) DocuSign Envelope ID: DB5087F2-CCDF-48DF-894B-06228B510F56 such liens,claims,security interests,or encumbrances remains unsatisfied after payments are made,the Design-Builder shall refund to the Owner all money that the Owner may be compelled to pay in discharging such liens,claims,security interests,or encumbrances,including all costs and reasonable attorneys'fees. § 9.10.3 If,after Substantial Completion of the Work,final completion thereof is materially delayed through no fault of the Design-Builder or by issuance of Change Orders affecting final completion,the Owner shall,upon application by the Design-Builder,and without terminating the Contract,make payment of the balance due for that portion of the Work fully completed and accepted. If the remaining balance for Work not fully completed or corrected is less than retainage stipulated in the Design-Build Documents,and if bonds have been furnished,the written consent of surety to payment of the balance due for that portion of the Work fully completed and accepted shall be submitted by the Design-Builder to the Owner prior to issuance of payment. Such payment shall be made under terms and conditions governing final payment,except that it shall not constitute a waiver of claims. § 9.10.4 The making of final payment shall constitute a waiver of Claims by the Owner except those arising from .1 liens,Claims,security interests or encumbrances arising out of the Contract and unsettled; .2 failure of the Work to comply with the requirements of the Design-Build Documents;or .3 terms of special warranties required by the Design-Build Documents. § 9.10.5 Acceptance of final payment by the Design-Builder shall constitute a waiver of claims by the Design-Builder except those previously made in writing and identified by the Design-Builder as unsettled at the time of final Application for Payment. ARTICLE 10 PROTECTION OF PERSONS AND PROPERTY § 10.1 Safety Precautions and Programs The Design-Builder shall be responsible for initiating,maintaining and supervising all safety precautions and programs in connection with the performance of the Contract. § 10.2 Safety of Persons and Property § 10.2.1 The Design-Builder shall be responsible for precautions for the safety of,and reasonable protection to prevent damage,injury or loss to .1 employees on the Work and other persons who may be affected thereby; .2 the Work and materials and equipment to be incorporated therein,whether in storage on or off the site, under care,custody or control of the Design-Builder or the Architect,Consultants,or Contractors,or other person or entity providing services or work for the Design-Builder; and .3 other property at the site or adjacent thereto,such as trees,shrubs,lawns,walks,pavements,roadways, or structures and utilities not designated for removal,relocation or replacement in the course of construction. § 10.2.2 The Design-Builder shall comply with,and give notices required by,applicable laws,statutes,ordinances, codes,rules and regulations,and lawful orders of public authorities,bearing on safety of persons or property,or their protection from damage,injury or loss. § 10.2.3 The Design-Builder shall implement,erect,and maintain,as required by existing conditions and performance of the Contract,reasonable safeguards for safety and protection,including posting danger signs and other wamings against hazards,promulgating safety regulations,and notify owners and users of adjacent sites and utilities of the safeguards and protections. § 10.2.4 When use or storage of explosives or other hazardous materials or equipment,or unusual methods,are necessary for execution of the Work,the Design-Builder shall exercise utmost care,and carry on such activities under supervision of properly qualified personnel, § 10.2.5 The Design-Builder shall promptly remedy damage and loss(other than damage or loss insured under property insurance required by the Design-Build Documents)to property referred to in Sections 10.2.1.2 and 10.2.1.3, caused in whole or in part by the Design-Builder,the Architect,a Consultant,a Contractor,or anyone directly or indirectly employed by any of them,or by anyone for whose acts they may be liable and for which the Design-Builder is responsible under Sections 10.2.1.2 and 10.2.1.3;except damage or loss attributable to acts or omissions of the Owner,or anyone directly or indirectly employed by the Owner,or by anyone for whose acts the Owner may be liable, Init. AIA document AM" -2014.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The'Amencan Instdute of Architects.'WA,' the AIA Logo,and'AIA Contract Documents are registered trademarks and may not be used without permission.This document was produced by AIA software at 24 17:17:02 ET on 01/25/2023 under Order No-2114393153 which expires on 12118)2023,is not for resale,is licensed for one-time use only,and may only be used in ! accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (1917153655) DocuSign Envelope ID:DB5087F2-CCDF48OF-8948-06228B51DF56 and not attributable to the fault or negligence of the Design-Builder.The foregoing obligations of the Design-Builder are in addition to the Design-Builder's obligations under Section 3.1.14. § 10.2.6 The Design-Builder shall designate a responsible member of the Design-Builder's organization,at the site, whose duty shall be the prevention of accidents.This person shall be the Design-Builder's superintendent unless otherwise designated by the Design-Builder in writing to the Owner. § '10.2.7 The Design-Builder shall not permit any part of the construction or site to be loaded so as to cause damage or create an unsafe condition. § 10.2.6 Injury or Damage to Person or Property.If the Owner or Design-Builder suffers injury or damage to person or property because of an act or omission of the other,or of others for whose acts such party is legally responsible, written notice of the injury or damage,whether or not insured,steal I be given to the other party within a reasonable time not exceeding 21 days after discovery.The notice shall provide sufficient detail to enable the other party to investigate the matter. § 10.3 Hazardous Materials § 10.3.1 The Design-Builder is responsible for compliance with any requirements included in the Design-Build Documents regarding hazardous materials. If the Design-Builder encounters a hazardous material or substance not addressed in the Design-Build Documents and if reasonable precautions will be inadequate to prevent foreseeable bodily injury or death to persons resulting from a material or substance,including but not limited to asbestos or polychlorinated biphenyl(PCB),encountered on the site by the Design-Builder,the Design-Buitder shall,upon recognizing the condition,immediately stop Work in the affected area and report the condition to the Owner in writing. § 10.3.2 Upon receipt of the Design-Builder's written notice,the Owner shall obtain the services of a licensed laboratory to verify the presence or absence of the material or substance reported by the Design-Builder and,in the event such material or substance is found to be present,to cause it to be rendered harmless.Unless otherwise required by the Design-Build Documents,the Owner shall furnish in writing to the Design-Builder the names and qualifications of persons or entities who are to perform tests verifying the presence or absence of such material or substance or who are to perform the task of removal or safe containment of such material or substance.The Design-Builder will promptly reply to the Owner in writing stating whether or not the Design-Builder has reasonable objection to the persons or entities proposed by the Owner.If the Design-Builder has an objection to a person or entity proposed by the Owner,the Owner shall propose another to whom the Design-Builder has no reasonable objection.When the material or substance has been rendered harmless,Work in the affected area shall resume upon written agreement of the Owner and Design-Builder.By Change Order,the Contract Time shall be extended appropriately and the Contract Sum shall be increased in the amount of the Design-Builder's reasonable additional costs of shut-down,delay and start-up. § 10.3.3 Reserved. §10.3.4 The Owner shall not be responsible under this Section 10.3 for materials or substances the Design-Builder brings to the site unless such materials or substances are required by the Owner's Criteria.The Owner shall be responsible for materials or substances required by the Owner's Criteria,except to the extent of the Design-Builder's fault or negligence in the use and handling of such materials or substances. § 10.3.5 The Design-Builder shall indemnify the Owner for the cost and expense the Owner incurs(1)for remediation of a material or substance the Design-Builder brings to the site and negligently handles,or(2)where the Design-Builder fails to perform its obligations under Section 10.3.1,except to the extent that the cost and expense are due to the Owner's fault or negligence. § 10.3.6 Reserved. § 10.4 Emergencies In an emergency affecting safety of persons or property,the Design-Builder shall act,at the Design-Builder's discretion,to prevent threatened damage,injury or loss. Init. AIA Document A141- -2014.Copyright 02004 and 2014 by The American Institute of Architects.All rights reserved.The"American Institute of Architects."`AIA." the AIA Logo,and"AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 25 17:17:02 ET on 0112512023 under Order No_2114393153 which expires on 1 2/1 812 023.is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA Contract Documents"Terms of Service.To report copyright violations,e-mail copyright@aia.org User Notes: (1 917 1 53655) DocuSign Envelope ID DB5087F2-CCDF-48DF-894B-06228B510F56 ARTICLE 11 UNCOVERING AND CORRECTION OF WORK § 11.1 Uncovering of Work The Owner may request to examine a portion of the Work that the Design-Builder has covered to determine if the Work has been performed in accordance with the Design-Build Documents. If such Work is in accordance with the Design-Build Documents,the Owner and Design-Builder shall execute a Change Order to adjust the Contract Time and Contract Sum,as appropriate.If such Work is not in accordance with the Design-Build Documents,the costs of uncovering and correcting the Work shall be at the Design-Builder's expense and the Design-Builder shall not be entitled to a change in the Contract Time unless the condition was caused by the Owner or a separate contractor in which event the Owner shall be responsible for payment of such costs and the Contract Time will be adjusted as appropriate. § 11.2 Correction of Work § 11.2.1 Before or After Substantial Completion,The Design-Builder shall promptly correct Work rejected by the Owner or failing to conform to the requirements of the Design-Build Documents,whether discovered before or after Substantial Completion and whether or not fabricated,installed or completed.Costs of correcting such rejected Work, including additional testing and inspections,the cost of uncovering and replacement,and compensation for any design consultant employed by the Owner whose expenses and compensation were made necessary thereby,shall be at the Design-Builder's expense. § 11.2.2 After Substantial Completion § 11.2.2.1 In addition to the Design-Builder's obligations under Section 3.1.12,if,within one year after the date of Substantial Completion of the Work or designated portion thereof or after the date for commencement of warranties established under Section 9.9.1,or by terms of an applicable special warranty required by the Design-Build Documents,any of the Work is found not to be in accordance with the requirements of the Design-Build Documents, the Design-Builder shall correct it promptly after receipt of written notice from the Owner to do so unless the Owner has previously given the Design-Builder a written acceptance of such condition.The Owner shall give such notice promptly after discovery of the condition.During the one-year period for correction of the Work,if the Owner fails to notify the Design-Builder and give the Design-Builder an opportunity to make the correction,the Owner waives the rights to require correction by the Design-Builder and to make a claim for breach of warranty. If the Design-Builder fails to correct nonconforming Work within a reasonable time during that period after receipt of notice from the Owner,the Owner may correct it in accordance with Section 7.9. § 11.2.2.2 The one-year period for correction of Work shall be extended with respect to portions of Work first performed after Substantial Completion by the period of time between Substantial Completion and the actual completion of that portion of the Work- § 11.2.2.3 The one-year period for correction of Work shall not be extended by corrective Work performed by the Design-Builder pursuant to this Section 11.2. § 11.2.3 The Design-Builder shall remove from the site portions of the Work that are not in accordance with the requirements of the Design-Build Documents and are neither corrected by the Design-Builder nor accepted by the Owner. § 11.2.4 The Design-Builder shall bear the cost of correcting destroyed or damaged construction of the Owner or separate contractors,whether completed or partially completed,caused by the Design-Builder's correction or removal of Work that is not in accordance with the requirements of the Design-Build Documents. § 11.2.5 Nothing contained in this Section 11.2 shall be construed to establish a period of limitation with respect to other obligations the Design-Builder has under the Design-Build Documents.Establishment of the one-year period for correction of Work as described in Section 11.2.2 relates only to the specific obligation of the Design-Builder to correct the Work,and has no relationship to the time within which the obligation to comply with the Design-Build Documents may be sought to be enforced,nor to the time within which proceedings may be commenced to establish the Design-Builder's liability with respect to the Design-Builder's obligations other than specifically to correct the Work. Init. AIA Document A141'-2au Copynght®2004 and 2014 by The American Institute of Architects.All rights reserved The'Amencan Institute of Architects,'-AIA,' the AIA Logo,and-AIA Contract Documents-are registered trademarks and may not be used without permission This documentwas produced by AIA software at 26 17:17:02 ET on 01/25/2023 under Order No,2114393153 which expires on 12/18/2023,is not for resale,is licensed for one-time use only,and may only be used in ! accordance with the AIA Contract Documents®Terms of Service_To report copyright violations,e-mail copyright@aia,org. User Notes: (1917153655) DocuSign Envelope ID.DB5087F2-CCOF-48DF-894B-06228B510F56 § 11.3 Acceptance of Nonconforming Work If the Owner prefers to accept Work that is not in accordance with the requirements of the Design-Build Documents, the Owner may do so instead of requiring its removal and correction,in which case the Contract Sum will be reduced as appropriate and equitable. Such adjustment shall be effected whether or not final payment has been made. ARTICLE 12 COPYRIGHTS AND LICENSES § 12.1 Drmvings,specifications,and other documents furnished by the Design-Builder,including those in electronic form,are instruments of Service.The Design-Builder,and the Architect,Consultants,Contractors,and any other person or entity providing services or work for any of them,shall be deemed the authors and owners of their respective Instruments of Service,including the Drawings and Specifications,and shall retain all common law,statutory and other reserved rights,including copyrights. Submission or distribution of Instruments of Service to meet official regulatory requirements,or for similar purposes in connection with the Project,is not to be construed as publication in derogation of the reserved rights of the Design-Builder and the Architect,Consultants,and Contractors,and any other person or entity providing services or work for any of them. § 12.2 The Design-Builder and the Owner warrant that in transmitting Instruments of Service,or any other information,the transmitting party is the copyright owner of such information or has permission from the copyright owner to transmit such information for its use on the Project. § 12.3 Upon execution of the Agreement,the Design-Builder grants to the Owner a limited,irrevocable and non-exclusive license to use the Instruments of Service solely and exclusively for purposes of constructing,using, maintaining,altering and adding to the Project,provided that the Owner substantially performs its obligations, including prompt payment of all sums when due,under the Design-Build Documents.The license granted under this section permits the Owner to authorize its consultants and separate contractors to reproduce applicable portions of the Instruments of Service solely and exclusively for use in performing services or construction for the Project. If the Design-Builder rightfully terminates this Agreement for cause as provided in Section 13.1.4 or 13.2.1 the license granted in this Section 12.3 shall terminate. § 12.3.1 The Design-Builder shall obtain non-exclusive licenses from the Architect,Consultants,and Contractors,that will allow the Design-Builder to satisfy its obligations to the Owner under this Article 12,The Design-Builder's licenses from the Architect and its Consultants and Contractors shall also allow the Owner,in the event this Agreement is terminated for any reason other than the default of the Owner or in the event the Design-Builder's Architect,Consultants,or Contractors terminate their agreements with the Design-Builder for cause,to obtain a limited,irrevocable and non-exclusive license solely and exclusively for purposes of constructing,using,maintaining, altering and adding to the Project,provided that the Owner agrees to pay to the Architect,Consultant or Contractor all amounts due. § 12.3.2 Reserved.. ARTICLE 13 TERMINATION OR SUSPENSION § 13.1 Termination or Suspension Prior to Execution of the Design-Build Amendment § 13.1.1 If the Owner fails to make payments to the Design-Builder for Work prior to execution of the Design-Build Amendment in accordance with this Agreement,such failure shall be considered substantial nonperformance and cause for termination or,at the Design-Builder's option,cause for suspension of performance of services under this Agreement.If the Design-Builder elects to suspend the Work,the Design-Builder shall give seven days'written notice to the Owner before suspending the Work.In the event of a suspension of the Work,the Design-Builder shall have no liability to the Owner for delay or damage caused by the suspension of the Work.Before resuming the Work,the Design-Builder shall be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Design-Builder's Work. The Design-Builder's compensation for,and time to complete,the remaining Work shall be equitably adjusted. § 13.1.2 If the Owner suspends the Project,the Design-Builder shall be compensated for the Work performed prior to notice of such suspension.When the Project is resumed,the Design-Builder shall be compensated for expenses incurred in the interruption and resumption of the Design-Builder's Work.The Design-Builder's compensation for, and time to complete,the remaining Work shall be equitably adjusted. Init. ALA Document A141- -7014.Copyright 0 2004 and 2014 by The American Institute of Architects.ALI rights reserved.The-American Institute of Architects.'AIA" the AIA Logo,and"AIA Contract Documents'are registered trademarks and may not be used without permission This document was produced by AIA software at 27 17A T02 ET on 01/25/2023 under Order No.2114393153 which expires on 12118/2023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,e-maii copyright@aia,org_ User Notes: (1917153655) ❑ocu5ign Envelope ID. DB5087F2-CCDF-48DF-894B-06228B51 OF56 § 13.1.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Design-Builder,the Design-Builder may terminate this Agreement by giving not less than seven days'written notice. § 13.1.4 Either party may terminate this Agreement upon not less than seven days' written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 13.1.5 The Owner may terminate this Agreement upon not less than seven days'written notice to the Design-Builder for the Owner's convenience and without cause. § 13.1.6 In the event of termination not the fault of the Design-Builder,the Design-Builder shall be compensated for Work performed prior to termination,together with Reimbursable Expenses then due and any other expenses directly attributable to termination for which the Design-Builder is not otherwise compensated.In no event shall the Design-Builder's compensation under this Section 13.1.6 be greater than the compensation set forth in Section 2.1. § 13.2 Termination or Suspension Following Execution of the Design-Build Amendment § 13.2.1 Termination by the Design-Builder § 13.2.1.1 The Design-Builder may terminate the Contract if the Work is stopped for a period of 30 consecutive days through no act or fault of the Design-Builder,the Architect,a Consultant,or a Contractor,or their agents or employees,or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder,for any of the following reasons: .1 Issuance of an order of a court or other public authority having jurisdiction that requires all Work to be stopped; .2 An act of government,such as a declaration of national emergency that requires all Work to be stopped; .3 Because the Owner has not issued a Certificate for Payment and has not notified the Design-Bui Ider of the reason for withholding certification as provided in Section 9.5.1,or because the Owner has not made payment on a Certificate for Payment within the time stated in the Design-Build Documents;or .4 The Owner has failed to furnish to the Design-Builder promptly,upon the Design-Builder's request, reasonable evidence as required by Section 7.2.7. § 13.2.1.2 The Design-Builder may terminate the Contract if,through no act or fault of the Design-Builder,the Architect,a Consultant,a Contractor,or their agents or employees or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder,repeated suspensions,delays or interruptions of the entire Work by the Owner as described in Section 13.2.3 constitute in the aggregate more than 100 percent of the total number of days scheduled for completion,or 120 days in any 365-day period,whichever is less. § 13.2.1.3 If one of the reasons described in Section 13.2.1.1 or 13.2.1.2 exists,the Design-Builder may,upon seven days'written notice to the Owner,terminate the Contract and recover from the Owner payment for Work executed, including reasonable overhead and profit,costs incurred by reason of such termination,and damages. § 13.2.1.4 If the Work is stopped for a period of 60 consecutive days through no actor fault of the Design-Builder or any other persons or entities performing portions of the Work under contract with the Design-Builder because the Owner has repeatedly failed to fulfill the Owner's obligations under the Design-Build Documents with respect to matters important to the progress of the Work,the Design-Builder may,upon seven additional days'written notice to the Owner,terminate the Contract and recover from the Owner as provided in Section 13.2.1.3. § 13.2.2 Termination by the Owner For Cause § 13.2.2.1 The Owner may terminate the Contract if the Design-Builder .1 fails to submit the Proposal by the date required by this Agreement,or if no date is indicated,within a reasonable time consistent with the date of Substantial Completion; .2 repeatedly refuses or fails to supply an Architect,or enough properly skilled Consultants,Contractors, or workers or proper materials; .3 fails to make payment to the Architect,Consultants,or Contractors for services,materials or labor in accordance with their respective agreements with the Design-Builder; .4 repeatedly disregards applicable laws,statutes,ordinances,codes,rules and regulations,or lawful orders of a public authority;or .5 is otherwise guilty of substantial breach of a provision of the Design-Build Documents. Init. AIA Document A141' -2014.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The'Amercan In "Institute of Architects,' the AIA Logo,and'AIA Contract Documents'are registered trademarks and may not be used without permission This document was produced by AIA software at 28 17:17:02 ET on 01/25/2023 under Order No.2114393153 which expires on 1211812023,is not far resale,is licensed for one-time use only,and may only be used in I accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copyright@aia.org- User Notes: (1917153655) DocuSign Envelope ID:DB5087F2-CCDF-48DF-894B-06228B510F56 § 13.2.2.2 When any of the above reasons exist,the Owner may without prejudice to any other rights or remedies of the Owner and after giving the Design-Builder and the Design-Builder's surety,if any,seven days' written notice, terminate employment of the Design-Builder and may,subject to any prior rights of the surety: .1 Exclude the Design-Builder from the site and take possession of all materials,equipment,tools,and construction equipment and machinery thereon owned by the Design-Builder; .2 Accept assignment of the Architect,Consultant and Contractor agreements pursuant to Section 3.1.15; and .3 Finish the Work by whatever reasonable method the Owner may deem expedient.Upon written request of the Design-Builder,the Owner shall furnish to the Design-Builder a detailed accounting of the costs incurred by the Owner in finishing the Work. § 13.2.2.3 When the Owner terminates the Contract for one of the reasons stated in Section 13.2.2.1,the Design-Builder shall not be entitled to receive further payment until the Work is finished. § 13.2.2.4 If the unpaid balance of the Contract Sum exceeds costs of finishing the Work and other damages incurred by the Owner and not expressly waived,such excess shall be paid to the Design-Builder. If such costs and damages exceed the unpaid balance,the Design-Builder shall pay the difference to the Owner.The obligation for such payments shall survive termination of the Contract. § 13.2.3 Suspension by the Owner for Convenience § 13.2.3A The Owner may,without cause,order the Design-Builder in writing to suspend,delay or interrupt the Work in whole or in part for such period of time as the Owner may determine. § 13.2.3.2 The Contract Sum and Contract Time shall be adjusted for increases in the cost and time caused by suspension,delay or interruption as described in Section 13.2.3.1.Adjustment of the Contract Sum shall include profit.No adjustment shall be made to the extent .1 that performance is,was or would have been so suspended,delayed or interrupted by another cause for which the Design-Builder is responsible;or .2 that an equitable adjustment is made or denied under another provision of the Contract. § 13.2.4 Termination by the Owner for Convenience § 13.2.4.1 The Owner may,at any time,terminate the Contract for the Owner's convenience and without cause. § 13.2.4.2 Upon receipt of written notice from the Owner of such termination for the Owner's convenience,the Design-Builder shall .1 cease operations as directed by the Owner in the notice, .2 take actions necessary,or that the Owner may direct,for the protection and preservation of the Work; and, .3 except for Work directed to be performed prior to the effective date of termination stated in the notice, terminate all existing Project agreements,including agreements with the Architect,Consultants, Contractors,and purchase orders,and enter into no further Project agreements and purchase orders. § 13.2.4.3 In case of such termination for the Owner's convenience,the Design-Builder shall be entitled to receive payment for Work executed,and costs incurred by reason of such termination,along with reasonable overhead and profit on the Work not executed. ARTICLE 14 CLAIMS AND DISPUTE RESOLUTION § 14.1 Claims § 14.1.1 Definition.A Claim is a demand or assertion by one of the parties seeking,as a matter of right,payment of money,or other relief with respect to the terms of the Contract.The term"Claim"also includes other disputes and matters in question between the Owner and Design-Builder arising out of or relating to the Contract. The responsibility to substantiate Claims shall rest with the party making the Claim. § 14.1.2 Time Limits on Claims.The Owner and Design-Builder shall commence all claims and causes of action, whether in contract,tort,breach of warranty or otherwise,against the other,arising out of or related to the Contract in accordance with the requirements of the binding dispute resolution method selected in Section 1.3,within the time Init. AIA Document A141- -2014.Copynght®2004 and 2014 by The American institute of Architects.All rights reserved.The"American Institute of Architects,"'AIA the AIA Logo,and'AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 29 17:17:02 ET on 01/25/2023 under Order No.2114393153 which expires on 12118/2023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents"Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (1917153665) DocuSign Fnvelope ID- DB5087F2-CCDF-48DF-894B-06228B510F56 period specified by applicable law,but in any case not more than 10 years after the date of Substantial Completion of the Work.The Owner and Design-Builder waive all claims and causes of action not commenced in accordance with this Section 14.1.2. § 14.1.3 Notice of Claims § 14.1.3.1 Prior To Final Payment.Prior to Final Payment,Claims by either the Owner or Design-Builder must be initiated by written notice to the other party within 21 days after occurrence of the event giving rise to such Claim or within 21 days after the claimant first recognizes the condition giving rise to the Claim,whichever is later. § 14.1.3.2 Claims Arising After Final Payment.After Final Payment,Claims by either the Owner or Design-Builder that have not otherwise been waived pursuant to Sections 9.10.4 or 9.10.5,must be initiated by prompt written notice to the other party.The notice requirement in Section 14.1.3.1 and the Initial Decision requirement as a condition precedent to mediation in Section 14.2.1 shall not apply. § 14.1.4 Continuing Contract Performance.Pending final resolution of a Claim,except as otherwise agreed in writing or as provided in Section 9.7 and Article 13,the Design-Builder shall proceed diligently with performance of the Contract and the Owner shall continue to make payments in accordance with the Design-Build Documents. § 14.1.5 Claims for Additional Cost.If the Design-Builder intends to make a Claim for an increase in the Contract Sum, written notice as provided herein shall be given before proceeding to execute the portion of the Work that relates to the Claim.Prior notice is not required for Claims relating to an emergency endangering life or property arising under Section 10.4. § 14.1.6 Claims for Additional Time § 14.1.6.1 If the Design-Builder intends to make a Claim for an increase in the Contract Time,written notice as provided herein shall be given.The Design-Builder's Claim shall include an estimate of cost and of probable effect of delay on progress of the Work. In the case of a continuing delay,only one Claim is necessary. § 14.1.6.21f adverse weather conditions are the basis for a Claim for additional time,such Claim shall be documented by data substantiating that weather conditions were abnormal for the period of time,could not have been reasonably anticipated,and had an adverse effect on the scheduled construction. § 14.1.7 Claims for Consequential Damages The Design-Builder and Owner waive Claims against each other for consequential damages arising out of or relating to this Contract.This mutual waiver includes .1 damages incurred by the Owner for rental expenses,for losses of use,income,profit,financing, business and reputation,and for loss of management or employee productivity or of the services of such persons;and .2 damages incurred by the Design-Builder for principal office expenses including the compensation of personnel stationed there,for losses of financing,business and reputation,and for loss of profit except anticipated profit arising directly from the Work. This mutual waiver is applicable,without limitation,to all consequential damages due to either party's termination in accordance with Article 13.Nothing contained in this Section 14.1.7 shall be deemed to preclude an award of liquidated damages,when applicable, in accordance with the requirements of the Design-Build Documents. § 14.2 Initial Decision § 14.2.1 An initial decision shall be required as a condition precedent to mediation of all Claims between the Owner and Design-Builder initiated prior to the date final payment is due,excluding those arising under Sections 10.3 and 10.4 of the Agreement and Sections B.3.2.9 and B.3.2.10 of Exhibit B to this Agreement,unless 30 days have passed after the Claim has been initiated with no decision having been rendered.Unless otherwise mutually agreed in writing, the Owner shall render the initial decision on Claims. § 14.2.2 Procedure § 14.2.2.1 Claims Initiated by the Owner.If the Owner initiates a Claim,the Design-Builder shall provide a written response to Owner within ten days after receipt of the notice required under Section 14.1.3.1.Thereafter,the Owner shall render an initial decision within ten days of receiving the Design-Builder's response:(1)withdrawing the Claim Init. AM Document Al41' -2014.Copyright 0 2004 and 2014 by The American Institute of Architects.All rights reserved.The`American Institute of Architects. 'AIA the AIA Logo,and"AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 3n 17:17:02 ET on 01/25/2023 under Order Na.2114393153 which expires on 1211812023,is not for resale,is licensed for one-time use only,and may only be used in I accordance with the AIA Contract Documents®Terms of Service To report copyright violations,e-mail copyright@aia.org. User Notes: (1917153655) DocuSign Envelope ID:DB5087F2-CCDF-48DF-894B-06228B510F56 in whole or in part,(2)approving the Claim in whole or in part,or(3)suggesting a compromise. § 14.2.2.2 Claims Initiated by the Design-Builder. If the Design-Builder initiates a Claim,the Owner will take one or more of the following actions within ten days after receipt of the notice required under Section 14.1.3.1: (1)request additional supporting data,(2)render an initial decision rejecting the Claim in whole or in part,(3)render an initial decision approving the Claim,(4)suggest a compromise or(5)indicate that it is unable to render an initial decision because the Owner lacks sufficient information to evaluate the merits of the Claim. § 14.2.3 In evaluating Claims,the Owner may,but shall not be obligated to,consult with or seek information from persons with special knowledge or expertise who may assist the Owner in rendering a decision.The retention of such persons shall be at the Owner's expense. § 14.2.4 If the Owner requests the Design-Builder to provide a response to a Claim or to furnish additional supporting data,the Design-Builder shall respond,within ten days after receipt of such request,and shall either(1)provide a response on the requested supporting data,(2)advise the Owner when the response or supporting data will be furnished or(3)advise the Owner that no supporting data will be furnished.Upon receipt of the response or supporting data,if any,the Owner will either reject or approve the Claim in whole or in part. § 14.2.5 The Owner's initial decision shall(I)be in writing;(2)state the reasons therefor;and(3)identify any change in the Contract Sum or Contract Time or both.The initial decision shall be final and binding on the parties but subject to mediation and,if the parties fail to resolve their dispute through mediation,to binding dispute resolution. § 14.2.6 Either party may file for mediation of an initial decision at any time,subject to the terms of Section 14.2.6.1. § 14.2.6.1 Either party may,within 30 days from the date of an initial decision,demand in writing that the other party file for mediation within 60 days of the initial decision. If such a demand is made and the party receiving the demand fails to file for mediation within the time required,then both parties waive their rights to mediate or pursue binding dispute resolution proceedings with respect to the initial decision. § 14.2.7 In the event of a Claim against the Design-Builder,the Owner may,but is not obligated to,notify the surety,if any,of the nature and amount of the Claim. If the Claim relates to a possibility of a Design-Builder's default,the Owner may,but is not obligated to,notify the surety and request the surety's assistance in resolving the controversy. § 14.2.8 If a Claim relates to or is the subject of a mechanic's lien,the party asserting such Claim may proceed in accordance with applicable law to comply with the lien notice or filing deadlines. § 14.3 Mediation § 14.3.1 Claims,disputes,or other matters in controversy arising out of or related to the Contract,except those waived as provided for in Sections 9.10.4,9.10.5,and 14.1.7,shall be subject to mediation as a condition precedent to binding dispute resolution. § 14.3.2 The parties shall endeavor to resolve their Claims by mediation which,unless the parties mutually agree otherwise,shall be administered by the American Arbitration Association in accordance with its Construction Industry Mediation Procedures in effect on the date of the Agreement. A request for mediation shall be made in writing, delivered to the other party to the Contract,and filed with the person or entity administering the mediation.The request may be made concurrently with the filing of binding dispute resolution proceedings but,in such event, mediation shall proceed in advance of binding dispute resolution proceedings,which shall be stayed pending mediation for a period of 60 days from the date of filing,unless stayed for a longer period by agreement of the parties or court order.If an arbitration proceeding is stayed pursuant to this Section 14.3.2,the parties may nonetheless proceed to the selection of the arbitrator(s)and agree upon a schedule for later proceedings. § 14.3.3 The parties shall share the mediator's fee and any filing fees equally.The mediation shall be held in the place where the Project is located,unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction. (Paragraphs deleted) Init. AIA Document A141- -2 a 14.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The'Amencan Institute of Architects""AIA," the AIA Logo.and"AIA Contract Documents"are registered trademarks and may not be used without permission This documentwas produced by AIA software at 31 17:17:02 ET on 01/25/2023 under Order No,2114393153 which expires on 1211812023,is not for resale,is licensed for one-time use only,and may only be used in I accordance with the AIA Contract Documents",Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (1917153655) DocuSign Envelope ID:DB5087F2-CCDF-48DF-8946-06228B510F56 § 14.4 Reserved. ARTICLE 15 MISCELLANEOUS PROVISIONS § 15.1 Governing Law The Contract shall be governed by the law of the place where the Project is located except that,if the parties have selected arbitration as the method of binding dispute resolution,the Federal Arbitration Act shall govern Section 14.4. § 15.2 Successors and Assigns § 15.2.1 The Owner and Design-Builder,respectively,bind themselves,their partners,successors,assigns and legal representatives to the covenants,agreements and obligations contained in the Design-Build Documents. Except as provided in Section 15.2.2,neither parry to the Contract shall assign the Contract as a whole without written consent of the other.If either party attempts to make such an assignment without such consent,that party shall nevertheless remain legally responsible for all obligations under the Contract. § 1522 The Owner may,without consent of the Design-Builder,assign the Contract to a lender providing construction financing for the Project,if the lender assumes the Owner's rights and obligations under the Design-Build Documents.The Design-Builder shall execute all consents reasonably required to facilitate such assignment. § 15.2.3 If the Owner requests the Design-Builder,Architect,Consultants,or Contractors to execute certificates,other than those required by Section 3.1.10,the Owner shall submit the proposed language of such certificates for review at least 14 days prior to the requested dates of execution. If the Owner requests the Design-Builder,Architect, Consultants,or Contractors to execute consents reasonably required to facilitate assignment to a lender,the Design-Builder,Architect,Consultants,or Contractors shall execute all such consents that are consistent with this Agreement,provided the proposed consent is submitted to them for review at least 14 days prior to execution.The Design-Builder,Architect,Consultants,and Contractors shall not be required to execute certificates or consents that would require knowledge,services or responsibilities beyond the scope of their services. § 15.3 Written Notice Written notice shall be deemed to have been duly served if delivered in person to the individual,to a member of the firm or entity,or to an officer of the corporation for which it was intended;or if delivered at,or sent by registered or certified mail or by courier service providing proof of delivery to,the last business address known to the party giving notice. § 15.4 Rights and Remedies § 15.4.1 Duties and obligations imposed by the Design-Build Documents,and rights and remedies available thereunder,shall be in addition to and not a limitation of duties,obligations,rights and remedies otherwise imposed or available by law. § 15.4.2 No action or failure to act by the Owner or Design-Builder shall constitute a waiver of a right or duty afforded them under the Contract,nor shall such action or failure to act constitute approval of or acquiescence in a breach thereunder,except as may be specifically agreed in writing. § 15.5 Tests and Inspections § 15,51 Tests,inspections and approvals of portions of the Work shall be made as required by the Design-Build Documents and by applicable laws,statutes,ordinances,codes,rules and regulations or lawful orders of public authorities.Unless otherwise provided,the Design-Builder shall make arrangements for such tests,inspections and approvals with an independent testing laboratory or entity acceptable to the Owner,or with the appropriate public authority,and shall bear all related costs of tests,inspections and approvals.The Design-Builder shall give the Owner timely notice of when and where tests and inspections are to be made so that the Owner may be present for such procedures.The Owner shall bear costs of(1)tests, inspections or approvals that do not become requirements until after bids are received or negotiations concluded,and(2)tests,inspections or approvals where building codes or applicable laws or regulations prohibit the Owner from delegating their cost to the Design-Builder. § 15.5.2 If the Owner determines that portions of the Work require additional testing,inspection or approval not included under Section 15.5.1,the Owner will instruct the Design-Builder to make arrangements for such additional testing,inspection or approval by an entity acceptable to the Owner,and the Design-Builder shall give timely notice to Init. AIA Document A141- -2014.Copyright 02004 and 2014 by The American Institute of Architects.All rights reserved.The"American Institute of Architects,"'AIA," the AIA Logo,and"AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 32 17:17:02 ET on 01/25/2023 under Order No.2114393153 which expires on 1 211 812 02 3,is not for resale,is licensed for one-time use only,and may only be used a 1 accordance with the AIA Contract DocumentsP°Terms of Service_To report copyright violations.e-mail copyright@aia.org, in User Notes: (1917153655) DocuSign Envelope ID:DB5087F2-CCDF-48DF-894B-06228B510F56 the Owner of when and where tests and inspections are to be made so that the Owner may be present for such procedures. Such costs,except as provided in Section 15.5.3,shall be at the Owner's expense. § 15.5.3 If such procedures for testing,inspection or approval under Sections 15.5.1 and 15.5.2 reveal failure of the portions of the Work to comply with requirements established by the Design-Build Documents,all costs made necessary by such failure shall be at the Design-Builder's expense. § 15,5,4 Required certificates of testing,inspection or approval shall,unless otherwise required by the Design-Build DOCUments,be secured by the Design-Builder and promptly delivered to the Owner. § 15.5.5 If the Owner is to observe tests,inspections or approvals required by the Design-Build Documents,the Owner will do so promptly and,where practicable,at the normal place of testing. § 15.5.6 Tests or inspections conducted pursuant to the Design-Build Documents shall be made promptly to avoid unreasonable delay in the Work. § 15.6 Confidential Information To the extent permitted by Idaho law,if the Owner or Design-Builder transmits Confidential Information,the transmission of such Confidential Information constitutes a warranty to the party receiving such Confidential Information that the transmitting party is authorized to transmit the Confidential Information. If a party receives Confidential Information,the receiving party shall,to the extent permitted by Idaho law,keep the Confidential Information strictly confidential and shall not disclose it to any other person or entity except as set forth in Section 15.6.1. § 15.6.1 A party receiving Confidential Information may disclose the Confidential Information as required by law or court order,including a subpoena or other form of compulsory legal process issued by a court or governmental entity. A party receiving Confidential Information may also disclose the Confidential Information to its employees, consultants or contractors in order to perform services or work solely and exclusively for the Project,provided those employees,consultants and contractors are subject to the restrictions on the disclosure and use of Confidential Information as set forth in this Contract. § 15.7 Capitalization Terms capitalized in the Contract include those that are(1)specifically defined,(2)the titles of numbered articles or (3)the titles of other documents published by the American Institute of Architects. § 15.8 Interpretation § 15.8.1 In the interest of brevity the Design-Build Documents frequently omit modifying words such as"all"and "any"and articles such as"the"and"an,"but the fact that a modifier or an article is absent from one statement and appears in another is not intended to affect the interpretation of either statement. § 15,8.2 Unless otherwise stated in the Design-Build Documents,words which have well-known technical or construction industry meanings are used in the Design-Build Documents in accordance with such recognized meanings. ARTICLE 16 SCOPE OF THE AGREEMENT § 16.1 This Agreement is comprised of the following documents listed below: .1 AIA Document A 141 Tm 2014,Standard Form of Agreement Between Owner and Design-Builder .2 AIA Document A 141Tm--2014,Exhibit A,Design-Build Amendment,if executed ,3 AIA Document A 14 1 T"IL-2014,Exhibit B,Insurance and Bonds A AIA Document A141T"t-2014, Exhibit C,Sustainable Projects,if completed .5 AIA Document E203T^--2013,Building Information Modeling and Digital Data Exhibit,if completed, or the following:Not Applicable. .6 Other: [nit. ALA Documnt e A741' -2014.Copyrightm 2004 and 2014 by The American Institute of Architects All rights reserved.The'Amencan Institute of Architects" AIA." the AIA Logo,and'AIA Contract Documents'are registered trademarks and may not be used without permission This document was produced by AIA software at 33 17:17:02 ET on 01/25/2023 under Order No.2114393153 which expires on 12/1812023,is not for resale,is licensed for one-time use only,and may only be used in 1 accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copyrightgaia org. (1917153655) User Notes: DocuSign Envelope ID: DB5087F2-CCDF-48DF-894B-06228B510F56 Exhibit D—Owner Request for Proposals Exhibit E—Design-Builder Proposal This Agreement entered into as of the day and year first written above. l ocuSigned by: � fi OWNER(Signature) D (Signature) Robert E. Simison Mayor 2-28-2023 Graham Taylor Director of Public Se (Printed name and title) (Printed nume and title) Attest: 2/6/2023 1 09:39 PST Chris Johnson, City Clerk 2-28-2023 Init. AIA Document A141- -2014.Copyright®2004 and 2014 by The American Institute of Architects_All rights reserved.The'Amencan Institute of Architects."AfA,' the AIA Logo and"AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 34 17:17:02 ET on 01/25/2023 under Order No.2114393153 which expires on 12/1 W2023,is not for resale,is licensed for one-time use only,and may only be used in t accordance with the AIA Contract DocumentsA Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (1917153655) DocuSign Envelope ID: DB5087F2-CCDF-48DF-894B-06228B510F56 Additions and Deletions Report for Al Document A141.., — 2014 This Additions and Deletions Report,as defined on page 1 of the associated document,reproduces below all text the author has added to the standard form AIA document in order to complete it,as well as any text the author may have added to or deleted from the original AIA text.Added text is shown underlined. Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document.This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 17:17:02 ET on 0112512023. PAGE 1 AGREEMENT made as of the day of in the year 2023 City of Meridian an Idaho municipal corporation 33 E.Broadway Meridian,Idaho 83642 Fatbeam LLC 2065 W.Riverstone Dr.,Suite 202 Coeur d'Alene Idaho 83814 Design-Build Services for Conduit&Fiber Installation for Lakeview Golf Course PAGE 2 C SUSTAINABLE PROJECTS D OWNER REQUEST FOR PROPOSALS E DESIGN-BUILDER PROPOSAL § 1.1.1 The Owner's program for the Project:As set forth in Exhibit D,Owner Request for Proposals,and Exhibit E, Design-Builder Proposal. PAGE 3 § 1.1.2 The Owner's design requirements for the Project and related documentation:As set forth in Exhibit D.Owner Request for Proposals,and Exhibit E Design-Builder Proposal. § 11.3 The Project's physical characteristics:As set forth in Exhibit D,Owner Request for Proposals,and Exhibit E Design-Builder Proposal. Additions and Deletions Report for AIA Document A141' -2 o t 4.Copyright m 2004 and 2014 by The American Institute of Architects.All rights reserved.The "American Institute of Architects."'AIA."the AIA Logo,and"AIA Contract Documents'are registered trademarks and may not be used without permission This documentwas produced by AIA software at 17:17:02 ET on 01125l2023 under Order No.2114393153 which expires on 1211t112023,is notfor resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documentse Terms of Service-To report copyright violations,e-mail copyright@aia.org. User Notes: (1917153655) DocuSign Envelope ID DB5087F2-CCDF-48DF-894B-06228B510F56 § 1.1.4 The Owner's anticipated Sustainable Objective for the Project,if any:Not applicable. § 1.1.5 Incentive programs the Owner intends to pursue for the Project,including those related to the Sustainable Objective,and any deadlines for receiving the incentives that are dependent on,or related to,the Design-Builder's services,are as follows:Not applicable. § 1.1.6 The Owner's budget for the Work to be provided by the Design-Builder is set forth below:One hundred five thousand dollars($105,000.00),as set forth in Exhibit E,Design-Builder Proposal_. As set forth in Exhibit E,Design-Builder Proposal,except that all Start and Due dates set forth in Exhibit E shall be adjusted as follows:(1)calculate the number of calendar days that have elapsed from December 14,2022,to the date that this Agreement is executed by the Owner("Number of Calendar Days"),then(2)add the Number of Calendar Days to the Start and Due dates set forth in Exhibit E, Design-Builder Proposal. As set forth in Exhibit E,Design-Builder Proposal,except that all Start and Due dates set forth in Exhibit E shall be adjusted as follows:(1)calculate the number of calendar days that have elapsed from December 14,2022,to the date that this Agreement is executed by the Owner("Number of Calendar Days"),then(2)add the Number of Calendar Days to the Start and Due dates set forth in Exhibit E Design-Builder Proposal. PAGE 4 As set forth in Exhibit E, Design-Builder Proposal,except that all Start and Due dates set forth in Exhibit E shall be adjusted as follows:(1)calculate the number of calendar days that have elapsed from December 14,2022,to the date that this Agreement is executed by the Owner("Number of Calendar Days"),.then(2)add the Number of Calendar Days to the Start and Due dates set forth in Exhibit E, Design-Builder Proposal. As set forth in Exhibit E,Design-Builder Proposal,except that all Start and Due dates set forth in Exhibit E shall be adjusted as follows:(1)calculate the number of calendar days that have elapsed from December 14,2022,to the date that this Agreement is executed by the Owner("Number of Calendar Days"), then(2)add the Number of Calendar Days to the Start and Due dates set forth in Exhibit E, Design-Builder Proposal. As set forth in Exhibit E. Design-Builder Proposal,except that all Start and Due dates set forth in Exhibit E shall be adjusted as follows: I calculate the number of calendar da s that have elapsed from December 14,2022,to the date that this Agreement is executed by the Owner("Number of Calendar Days"),• then 2 add the Number of Calendar Days to the Start and Due dates set forth in Exhibit E Design-Builder Proposal. Not applicable. Additions and Deletions Report for AIA Document A141- -2014.Copyright m 2004 and 2014 by The American Institute of Architects.Al rights reserved.The American Institute of Architects,-'AIA,'the A(A Logo.and-AiA Contract Documents'are registered trademarks and may not be used without permcssion This document was produced by AIA software at 17:17:02 ET on 01I25=23 under Order No.2114393153 which expires on 1211 W023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents"Terms of Service.To report copyright violations,e-mail copyright@aia.org. user Notes: (1917153655) ❑ocuSign Envelope ID:DB5087F2-CCOF-48DF-8948-062288510F56 Not applicable. Not applicable. § 1.1.9 Additional Owner's Criteria upon which the Agreement is based:As set forth in Exhibit D,Owner Request for Proposals,and Exhibit E,Design-Builder Proposal. PAGE Dave Tiede Chief Information Officer City of Meridian 33 E.Broadway Ave. Meridian,Idaho 83642 As determined by Owner's representative. Not applicable. Christopher Davis Project Manager Fatbeam,LLC 2065 W.Riverstone Dr.,Suite 202 Coeur d'Alene,Idaho 83814 [ ] Arbitration pursuant to Section 14.4 Not applicable. j X Litigation in a court of competent jurisdiction [ ] Other: (Speeif 65pecify)Not applicable. PAGE 7 § 2.1.1 Unless otherwise agreed,payments for Work performed prior to Execution of the Design-Build Amendment shall be made monthly.For the Design-Builder's performance of Work prior to the execution of the Design-Build Amendment,the Owner shall compensate the Design-Builder as follows:Not applicable(included in Guaranteed Maximum Price as set forth in Exhibit A). Not applicable. § 2.1.3 Compensation for Reimbursable Expenses Prior To Execution of Design-Build Amendment Not applicable. Additions and Deletions Report for AIA Document A141' -2 e14.Copyright®2004 and 2014 by The American Institute of Architects All rights reserved.The 'American Institute of Architects,--AIA'the AIA Logo,and"AIA Contract Documents'are registered trademarks and may not be used without permission This 3 document was produced by AIA software at 17:17:02 ET on 01/25/2023 under Order No.2114393153 which expires on 12/18/2023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,a-mail copyright@aia.org.User Notes: 1917153655) DocuSign Envelope ID:DB5087F2-CCDF-48DF-8948-06228B510F56 Section 2.1.3.1.in its entirety,not applicable. § 2.1.3.2 For Reimbursable Expenses,the compensation shall be the expenses the Design-Builder and the Design-Builder's Architect,Consultants and Contractors incurred,plus an administrative fee of percent( %)ofthe expenses incurred.Not applicable. § 2.1.4.1 Payments are due and payable upon presentation of the Design-Builder's invoice.Amounts unpaid ( ) days after the invoice date shall bear interest at the rate entered below,or in the absence thereof at the legal rate prevailing from time to time at the principal place of business of the Design-Builder.Not applicable. PAGE 8 § 2.1.4.2 Records of Reimbursable Expenses and services performed on the basis of hourly rates shall be available to the Owner at mutually convenient times for a period of two years following execution of the Design-Build Amendment or termination of this Agreement,whichever occurs first.Not applicable. PAGE 10 3.1.14 Indemnification; Limitation of Liability § 3.1.14.1 To the fullest extent permitted by law,the Design-Builder shall indemnify and hold harmless the Owner, including the Owner's agents and employees,from and against third party claims,and any damages,losses and expenses,including but not limited to attorneys' fees,incurred as a result of such third party claims,arising out of or resulting from^ems a of!be WeF be! „l,,to the xten!eaused by the negligew aefs er efAissiaw,-nggligent or willful performance of the Work of the Design-Builder,Architect,a Consultant,a Contractor,or anyone directly or indirectly employed by them o anyone feF hose acts they may be liabk. them,causing personal or bodily injury (including death),or property damage(including loss of use). Such obligation shall not be construed to negate, abridge,or reduce other rights or obligations of indemnity that would otherwise exist as to a party or person described in this Section 3.1.14. § 3.1.14.2 The indemnification obligation• HEIe.!his S0860_11 3 r 14. „hall Fiet be limited b a 1:,. katieR type efdamages,00Mpefl5afl0fl,eF benefits payable by or-for Design BHild0r,AFeh*t0e!,a CORSU'tanl,a GoatmetelF,0 in this Agreement shall be limited to direct damages actually reasonably incurred by the other party in reasonable reliance plus applicable le al fees in accordance with this Agreement. IN NO OTHER EVENT WILL: (A)EITHER PARTY OR ITS AFFILIATES BE LIABLE TO THE OTHER PARTY OR ITS AFFILIATES FOR ANY SPECIAL INDIRECT INCIDENTAL CONSEQUENTIAL OR EXEMPLARY DAMAGES LOSSES OR EXPENSES(1NCLUDING,BUT NOT LIMITED TO,BUSINESS INTERRUPTION,LOST BUSINESS,LOST PROFITS OR LOST SAVINGS)OF ANY NATURE ARISING OUT OF OR RELATED TO THIS AGREEMENT, EVEN IF SUCH PARTY WILL HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE NEGLIGENCE OR OTHER FAULT OF EITHER PARTY AND REGARDLESS OF WHETHER SUCH LIABILITY ARISES IN CONTRACT NEGLIGENCE TORT STRICT LIABILITY OR ANY OTHER THEORY OF LIABILITY. PAGE 11 None. PAGE14 § 6 ANewattses items covered by allowanees shall be supplied feF sueh ametmils,and by seeh persons of entities as the",ner-Enay 6.6.2 Unless other-wise provided in the Design Build Deeuments, Additions and Deletions Report for AIA Document A141- -2014.Copyright 0 2004 and 2014 by The American Institute of Architects.All rights reserved.The 'American institute of Architects.'-AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks and may not be used without permission This 4 document was produced by A!A software at 17:17:02€T on 01/25/2023 under Order No,2114393153 which expires on 1 2/1 612 02 3.is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents"Terms of Service,To report copyright violations.e-mail copyright@aia.org User Notes: (1917153655) DocuSign Envelope ID: DB5087F2-CCDF-48DF-894B-062288510F56 _2 ilhe De gm B ilde sts f tmisading and haadl;.Rn at the site,lelu.rinstallatioR sts eFhmd , amounts, Sum but not in the allowenees;and en G .Seetire-Gccn �v' z7r2. § 5.6.3 The OwneF shall Fnake 5eleetiefts efma4erials and equipment with reasenable pfampiness t;3r allowances Fequiring 0WIFIeF SeWtieH. 4 5.6 Reserved. PAGE 25 § 10.3.3 To the falles;ement peRnitted by '&-A,,the Owner shall indemnify and hold haFmless ilhe Pesip Builder,the Seefien 10.3.1 and has not been Fendefed haFmless,pr-@%,ided that seeh elaim,damage,loss . -l6butable to bodily if�ur-y,siekness,disease eF death,or-Ile injtiFy Ile,or destmetion of-,ilangible prope"(other ihan the We& Rselt� �-Reserved. § 10.3.6 if-,witkow negligenee oft the pai4 of the Design Buildef,the Desigffi Bitiider is held liable by a geYeFFhffief4 Fequii!ed by the PesigR Build Doeuments,the Owner shall ifidemnify the Design Builder for all ees!and expense thereby; ffed,Reserved. PAGE 27 § 12.3.1 The Design-Builder shall obtain non-exclusive licenses from the Architect,Consultants,and Contractors,that will allow the Design-Builder to satisfy its obligations to the Owner under this Article 12.The Design-Builder's licenses from the Architect and its Consultants and Contractors shall also allow the Owner,in the event this Agreement is terminated for any reason other than the default of the Owner or in the event the Design-Builder's Architect,Consultants,or Contractors terminate their agreements with the Design-Builder for cause,to obtain a limited,irrevocable and non-exclusive license solely and exclusively for purposes of constructing,using,maintaining, altering and adding to the Project,provided that the Owner(1)agrees-agees to pay to the Architect,Consultant or Contractor all amounts due,and(2)pFek,ide the AHhille6t,Consukant of Centmeter with the Owner's written expenses, ue. § 12.3.2 by!aw,f4thef agf:ees to indemnify and hold harmless the Design BuildeF,AFQhiteCt,GORSUMHtS,C—Effillfael[OFS HHd RH5' th�_Se-eiiies 12,3.2 shall not apply ifthe 0,.�,fier rightfully toHninates this AgFeement fef:eatise onder Seetiefis 13.1.4 a 13�2,Reserved.. PAGE 31 Additions and Deletions Report for AIA Document A141' -2014,Copyright®2004 and 2014 by The American Institute of Architects,All rights reserved.The 'American Institute of Architects.''AIA.'the AIA Logo,and-AIA Contract Documents,are registered trademarks and may not be used without permission This document was produced by AIA software at 17:17:02 ET on 0112WO23 under Order No.2114393153 which expires on 1 2/1 8120 23,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents*Terms of Service.To report copyright violations,e-mail copy rig ht@aia.org, User Notes: (1917153655) DocuSign Envelope ID:DB5087F2-CCDF-48DF-894B-06228B510F56 14.4 AFbitFati0R feet,§ 14.4.1 if the pai4ies have seleeted ar4i;[Fa6sii fis the meshed fer-bindiiig dispute r-eseluiieft in Seetien 1.3,afiy Claim A,fbkfatien Rules i"effeet oil the dEfte of the PkgFeLpaeftt.A defaand fOr-Effbitffiti011 shall be made ift Wktifig,delivered 1`0 41110 Othff PHE45'W the GBRI[Faet.Hfld filed with the persen eF entity adfninistef:ing the arbitf:Eitien.The pmtt,filing a netiee of deFnaHd fer ar-bitm6en must assef4 in the demand a!l Claims!hen imewn le that paf45,en whieh afbitr-aiiefi is peFmitted t-be demanded. § 14.4.1.1 A demand foF afbitr-aiian 5hail be made no earlier-than eaneutFently with tlqe f4lifig Of a Fequest fe EnediatiOH,bUt ifl no event shall it be made af4ef;he datewhefii the institution of legal or equitable preeeedifigs based an afbitfai*en shall eenstitute!he iftstiPdliem of legal or equitable pffleeedings based on the Glaim, § 4 4.4.2 The a%,aFd reAdeFed b�'the arbitFateF eF aFbitEatoFs shall be final,and judgment Fna5,be entered § 14.4.4.1 Either-pafty,at i4ssale�diqseir_etiean,may eonselidafe an aifbitfetion eondueted updef this Agreement with any ilha�the pat4y sought to be joined eensefits in wfiting to sueh jeinder-.Consent to arbitration invelving ati additiefial :n the FateR I .,t Design BuildeF UNdef this Agreement. § 14.4 Reserved. PAGE 33 W-To the extent permitted by Idaho law"if the Owner or Design-Builder transmits Confidential Information,the transmission of such Confidential Information constitutes a warranty to the party receiving such Confidential Information that the transmitting party is authorized to transmit the Confidential Information. If a party receives Confidential Information,the receiving party slNkl-shall,to the extent permitted by Idaho law,keep the Confidential Information strictly confidential and shall not disclose it to any other person or entity except as set forth in Section 15.6.1. .5 AIA Document E203T14-2013,Building Information Modeling and Digital Data Exhibit,if completed, or the following:Not Applicable. .6 Other: Additions and Deletions Report for A!A Document A141- -2014.Copyright®2004 and 2014 by The American institute of Architects.All rights reserved_The 'Americar Institute of Architects. 'AIA,"the AIA Logo.and WA Contract Documents'are registered trademarks and may not be used without permission This 6 document was produced by AIA software at 17:17:02 ET on 0112 5/20 2 3 under Order No.2114393153 which expires an 1 211 812 023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents"Terms of Service,To report copyright violations,e-mail copyright@aia.org. User Notes: (1917153655 DocuSign Envelope ID DB5087F2-CCDF-48DF-894B-06228B51OF56 Exhibit D—Owner Request for Proposals Exhibit E—Design-Builder Proposal PAGE 34 Robert E. 5imison Mavor Additions and Deletions Report for AIA Document A141- -2014.Copyright 0 2004 and 2014 by The American Institute of Architects-All rights reserved.The "American Institute of Architects AIA"the AIA Logo,and'AIA Contract Documents'are registered trademarks and may not be used wittrout permission This 7 document was produced by AIA software at 17:17:02 ET on 01/25/2023 under Order No.2114393153 which expires on 1211 t312023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documentse Terms of Service To report copyright violations,e-mail copyright@aia,org User Notes: (1917153655) ❑ocuSign Envelope ID:DB5087F2-CCDF-48DF-894B-06228B510F56 Certification of Document's Authenticity AW Document D401 - — 2003 1,City of Meridian,hereby certify,to the best of my knowledge,information and belief,that I created the attached final document simultaneously with its associated Additions and Deletions Report and this certification at 17:17:02 ET on 01/25/2023 under Order No.2114393153 from AIA Contract Documents software and that in preparing the attached final document I made no changes to the original text of AIAI Document A 141 TM—2014,Standard Form of Agreement Between Owner and Design-Builder,as published by the AIA in its software,other than those additions and deletions shown in the associated Additions and Deletions Report. (Signed) (Title) (Dated) AIA Document D401- -2003.Copynght V 1992 and 2003 by The American Institute of Architects.All rights reserved.The'American Institute of Architects' AIA,'the AIA Logo,and'AiA Contract Dmuments"are registered trademarks and may not be used without permission This document was produced by AIA software at 17717:02 ET on 01/25/2023 under Order No.2114393153 which expires on 1 2/1 812 0 2 3,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract bocuments®Terms of Service,To report copyright violations,e-mail copyright@aia_org. User Notes: (19t7153655) DocuSign Envelope ID DB5087F2-CCDF-48DF-894B-D5228B51OF56 -w=AIA Document A141 - 2014 Exhibit A Design-Build Amendment This Amendment is incorporated into the accompanying AIA Document A141T"4-2014, Standard Form of Agreement Between Owner and Design-Builder dated the day of in the year 2023 (the"Agreement") ADDITIONS AND DELETIONS: (In words, indicate day, month and year.) The author of this document has for the following PROJECT: added information needed for its (Name and location or address) completion.The author may also have revised the text of the original AIA standard form.An Additions and Design-Build Services for Conduit& Fiber Installation for Deletions Reporf that notes added Lakeview Golf Course information as well as revisions to the standard form text is available from THE OWNER: the author and should be reviewed.A (Name, legal status and address) vertical line in the left margin of this document indicates where the author City of Meridian an Idaho municipal corporation has added necessary information 33 E.Broadway Ave.,Meridian,Idaho 83642 and where the author has added to or deleted from the original AIA text. THE DESIGN-BUILDER: ( This document has important legal Name, legal status and address) consequences.Consultation with an Fatbeam LLC attorney is encouraged with respect to its completion or modification. 2065 W.Riverstone,Suite 202,Coeur d'Alene, Idaho 83814 Consultation with an attorney is also The Owner and Design-Builder hereby amend the Agreement as follows. encouraged with respect to professional licensing requirements TABLE OF ARTICLES in the jurisdiction where the Project is located. A.1 CONTRACT SUM A.2 CONTRACT TIME A.3 INFORMATION UPON WHICH AMENDMENT IS BASED A.4 DESIGN-BUILDER'S PERSONNEL.CONTRACTORS AND SUPPLIERS A.5 COST OF THE WORK ARTICLE A.1 CONTRACT SUM § A.1.1 The Owner shall pay the Design-Builder the Contract Sum in current funds for the Design-Builder's performance of the Contract after the execution of this Amendment.The Contract Sum shall be one of the following: (Check the appropriate box.) 1 [ ] Stipulated Sum,in accordance with Section A.1.2 below Not applicable. [ ] Cost of the Work plus the Design-Builder's Fee,in accordance with Section A.1.3 below Not applicable. [ X ] Cost of the Work plus the Design-Builder's Fee with a Guaranteed Maximum Price,in accordance with Section A.1.4 below Init. A[A Document A141"—2014 Exhibit A.Copyright m 2004 and 2014 by The American Institute of Architects.All rights reserved.The"American Institute of Architects."'AIA 'the AkA Logo,and-AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 17:19:22 ET on 01/2512023 under Order No.2114393153 which expires on 1211812023,is not for resale,is licensed for one-time use only.and I may only be used in accordance with the AIA Contract Documents"Terms of Service.To report copyright violations,e-mail copyright(?Paia.org. User Notes: (1752005174) DocuSign Fnvefope ID DBS087F2-CCDF-48DF-894B-Q&228B510F56 (Based on the selection above, complete Section A.1.2,A.1.3 or A.1.4 below) § A.1.2 Stipulated Sum Not applicable. § A.1.2.1 The Stipulated Sum shall be (S ),subject to authorized adjustments as provided in the Design-Build Documents.Not applicable. § A.1.2.2 The Stipulated Sum is based upon the following alternates,if any,which are described in the Design-Build Documents and are hereby accepted by the Owner:Not applicable. (State the numbers or other identification of accepted alternates. If the Owner is permitted to accept other alternates subsequent to the execution of this Amendment, attach a schedule of such other alternates showing the change in Stipulated Sum for each and the deadline by which the alternate must be accepted.) § A.1.2.3 Unit prices,if any:Not applicable. (Identify item,state the unit price, and state any applicable quantity limitations.) Item Units and Limitations Price per Unit($0.00) f § A.1.3 Cost of the Work Plus Design-Builder's Fee Not applicable. § A.1.3.1 The Cost of the Work is as defined in Article A.5,Cost of the Work.Not applicable. § A.1.3.2 The Design-Builder's Fee:Not applicable. (State a lump sum,percentage of Cost of the Work or other provision for determining the Design-Builder's Fee, and the method for adjustment to the Fee for changes in the Work.) § A.1,4 Cost of the Work Plus Design-Builder's Fee With a Guaranteed Maximum Price § A.1.4.1 The Cost ofthe Work is as defined in Articte A.5,Cost of the Work, § A.1.4.2 The Design-Builder's Fee:Included within the Guaranteed Maximum Price(no additional fee). (State a lump sum,percentage of Cost of the Work or other provision for determining the Design-Builder's Fee and the method.for adjustment to the Fee for changes in the Work.) § A.1.4.3 Guaranteed Maximum Price § A.1.4.3.1 The sum of the Cost of the Work and the Design-Builder's Fee is guaranteed by the Design-Builder not to exceed one hundred five thousand dollars (S 105,000.00 ),subject to additions and deductions for changes in the Work as provided in the Design-Build Documents.Costs that would cause the Guaranteed Maximum Price to be exceeded shall be paid by the Design-Builder without reimbursement by the Owner. (Insert specific provisions if the Design-Builder is to participate in any savings.) § A.1.4,3.2 Itemized Statement of the Guaranteed Maximum Price Provided below is an itemized statement of the Guaranteed Maximum Price organized by trade categories,allowances, contingencies,alternates,the Design-Builder's Fee,and other items that comprise the Guaranteed Maximum Price.As set forth in Exhibit E,Design-Builder Proposal. (Provide information below or reference an attachment.) Init. AIA Document A141"—2014 Exhibit A-Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The"American institute of Architects,- AIA the AIA logo,and-A}A Contract Documents'are registered trademarks and may not be used without permission-This document was produced by AIA software at 17:19:22 ET an 01/25/2023 under Order No_2114393153 which expires on 1211812023,is not for resale,is licensed for one-time use only,and 2 1 may oWy be used in accordance with the AIA Contract Documents"Terms of Service.To report copyright violations,e-mail co ght@aia.o Esser Notes: rg, (1752005174) DocuSign Envelope ID, DB5087F2-CCOF-48DF-894B-06228B51 OF56 § A.1.4.3.3 The Guaranteed Maximum Price is based on the following alternates,if any,which are described in the Design-Build Documents and are hereby accepted by the Owner:Not applicable. (State the numbers or other identification of accepted alternates. If the Owner is permitted to accept other alternates subsequent to the execution of this Amendment, attach a schedule of such other alternates showing the change in the Cost of the!York and Guaranteed Maximum Price for each and the deadline by which the alternate must be accepted.) § A.1.4.3.4 Unit Prices,if any: Not applicable. (Identify item, state the unit price, and state arly applicable quantity limitations.) Item Units and Limitations Price per Unit($0.00) § A,1,4.3.5 Assumptions,if any,on which the Guaranteed Maximum Price is based:As set forth in Exhibit D,Owner Request for Proposals,and Exhibit E,Design-Builder Proposal. § A.1.5 Payments § A.1.5.1 Progress Payments § A.1,5.1A Based upon Applications for Payment submitted to the Owner by the Design-Builder,the Owner shall make progress payments on account of the Contract Sum to the Design-Builder as provided below and elsewhere in the Design-Build Documents. § A.1.5.1.2 The period covered by each Application for Payment shall be one calendar month ending on the last day of the month,or as follows: § A.1.5.1,3 Provided that an Application for Payment is received not later than the last day of the month,the Owner shall make payment of the certified amount to the Design-Builder not later than the thirty(30) days thereafter.If an Application for Payment is received by the Owner after the application date fixed above,payment shall be made by the Owner as soon as practicable,but not later than forty-five ((45) )days after the Owner receives the Application for Payment. (Federal, state or local laws may require payment within a certain period of time.) § A.1.5.1.4 With each Application for Payment where the Contract Sum is based upon the Cost of the Work,or the Cost of the Work with a Guaranteed Maximum Price,the Design-Builder shall submit payrolls,petty cash accounts,receipted invoices or invoices with check vouchers attached,and any other evidence required by the Owner to demonstrate that cash disbursements already made by the Design-Builder on account of the Cost of the Work equal or exceed(1)progress payments already received by the Design-Builder,less(2)that portion of those payments attributable to the Design-Builder's Fee;plus(3)payrolls for the period covered by the present Application for Payment. § A.1.5.1.5 With each Application for Payment where the Contract Sum is based upon a Stipulated Sum or Cost of the Work with a Guaranteed Maximum Price,the Design-Builder shall submit the most recent schedule of values in accordance with the Design-Build Documents.The schedule of values shall allocate the entire Contract Sum among the various portions of the Work.Compensation for design services,if any,shall be shown separately.Where the Contract Sum is based on the Cost of the Work with a Guaranteed Maximum Price,the Design-Builder's Fee shall be shown separately.The schedule of values shall be prepared in such form and supported by such data to substantiate its accuracy as the Owner may require.This schedule of values,unless objected to by the Owner,shall be used as a basis for reviewing the Design-Builder's Applications for Payment. § A.1.5.1.6 In taking action on the Design-Builder's Applications for Payment,the Owner shall be entitled to rely on the accuracy and completeness of the information famished by the Design-Builder and shall not be deemed to have made a detailed examination,audit or arithmetic verification of the documentation submitted in accordance with Sections A.1.5.1.4 or A.L5.1.5,or other supporting data;to have made exhaustive or continuous on-site inspections;or to Init. AIA Document A141"'—2014 Exhibit A.Copyright O 2004 and 2014 by The American Institute of Architects.All rights reserved,The'America n Institute of Architects,"'AIA,'the AIA Lego.and"AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced 3 by AIA software at 17:19:22 ET on 01t2512023 under Order No.2114393153 which expires on 1 211 8/2 0 2 3.is not for resale,is licensed for one-time use only,and 1 may only be used in accordance with the AIA Contract Documents Terms of Service.To report copyright violations,e-mail copyright@aia.org- User Notes: (1752005174) DocuSign Envelope ID: DB5087F2-CCDF-48DF-8946-0622BB51 OF56 have made examinations to ascertain how or for what purposes the Design-Builder has used amounts previously paid. Such examinations,audits and verifications,if required by the Owner,will be performed by the Owner's auditors acting in the sole interest of the Owner. § A.1.5.1.7 Except with the Owner's prior approval,the Design-Builder shall not make advance payments to suppliers for materials or equipment which have not been delivered and stored at the site. § A.1.5.2 Progress Payments—Stipulated Sum Section A.1.5.2,in its entirety,not applicable. § A.1.5.2.1 Applications for Payment where the Contract Sum is based upon a Stipulated Sum shall indicate the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment. § A.1.5.2.2 Subject to other provisions of the Design-Build Documents,the amount of each progress payment shall be computed as follows: .1 Take that portion of the Contract Sum properly allocable to completed Work as determined by multiplying the percentage completion of each portion of the Work by the share of the Contract Sum allocated to that portion of the Work in the schedule of values,less retainage of percent( %)on the Work. Pending final determination of cost to the Owner of Changes in the Work,amounts not in dispute shall be included as provided in Section 6.3.9 of the Agreement; .2 Add that portion of the Contract Sum properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the completed construction(or,if approved in advance by the Owner,suitably stored off the site at a location agreed upon in writing),less retainage of percent( %); .3 Subtract the aggregate of previous payments made by the Owner;and .4 Subtract amounts,if any,the Owner has withheld or nullified,as provided in Section 9.5 of the Agreement. § A.1.5.2.3 The progress payment amount determined in accordance with Section A.1.5.2.2 shall be further modified under the following circumstances: .1 Add,upon Substantial Completion of the Work,a sum sufficient to increase the total payments to the full amount of the Contract Sum,less such amounts as the Owner shall determine for incomplete Work, retainage applicable to such work and unsettled claims;and (Section 9.8.6 of the Agreement discusses release of applicable retainage upon Substantial Completion of Work) .2 Add,if final completion of the Work is thereafter materially delayed through no fault of the Design-Builder,any additional amounts payable in accordance with Section 9.10.3 of the Agreement. § A.1.5.2.4 Reduction or limitation of retainage,if any,shall be as follows:Not applicable. (ff it is intended,prior to Substantial Completion of the entire Work,to reduce or limit the retainage resultingfrom the percentages inserted in Sections A.1.5.2.2.1 and A.1.5.2.2.2 above, and this is not explained elsewhere in the Design-Build Documents, insert provisions here for such reduction or limitation.) § A.1.5.3 Progress Payments—Cost of the Work Plus a Fee Section A.1.5.3,in its entirety,not applicable. § A.1.5.3.1 Where the Contract Sum is based upon the Cost of the Work plus a fee without a Guaranteed Maximum Price,Applications for Payment shall show the Cost of the Work actually incurred by the Design-Builder through the end of the period covered by the Application for Payment and for which Design-Builder has made or intends to make actual payment prior to the next Application for Payment. § A.1.5.3.2 Subject to other provisions of the Design-Build Documents,the amount of each progress payment shall be computed as follows: .1 Take the Cost of the Work as described in Article A.5 of this Amendment; .2 Add the Design-Builder's Fee, less retainage of percent( %).The Design-Builder's Fee shall be computed upon the Cost of the Work described in the preceding Section A.1.5.3.2.1 at the rate stated in Section A.1.3.2;or if the Design-Builder's Fee is stated as a fixed sum in that Section,an amount which bears the same ratio to that fixed-sum Fee as the Cost of the Work in that Section bears to a reasonable estimate of the probable Cost of the Work upon its completion, Init. AIA Document A141'—2014 Exhibit A.Copyright 02004 and 2014 by The American Institute of Architects.All rights reserved.The"American Institute of Architects."WA."the AIA Logo,and`AIA Contract Documents"are registered trademarks and may not be used without permission This documentwas produced 4 by AIA software at 17:19:22 ET on 01/25/2023 under Order No.2114393153 which expires on 1 211 8120 2 3,is not for resale,is licensed for one time use only,and 1 may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (1752005174) DocuSign Envelope ID: DB5087F2-CCDF-48DF-894B-06228B51 OF56 .3 Subtract retainage of percent( %)from that portion of the Work that the Design-Builder self-performs; .4 Subtract the aggregate of previous payments made by the Owner; .5 Subtract the shortfall,if any,indicated by the Design-Builder in the documentation required by Section A.1.5.1.4 or resulting from errors subsequently discovered by the Owner's auditors in such documentation;and .6 Subtract amounts,if any,for which the Owner has withheld or withdrawn a Certificate of Payment as provided in the Section 9.5 of the Agreement. § A.1.5.3.3 The Owner and Design-Builder shall agree upon(1)a mutually acceptable procedure for review and approval of payments to the Architect,Consultants,and Contractors and(2)the percentage of retainage held on agreements with the Architect,Consultants,and Contractors,and the Design-Builder shall execute agreements in accordance with those terms. § A.1.5.4 Progress Payments—Cost of the Work Plus a Fee with a Guaranteed Maximum Price § A.1.5.4.1 Applications for Payment where the Contract Sum is based upon the Cost of the Work Plus a Fee with a Guaranteed Maximum Price shall show the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment.The percentage of completion shall be the lesser of(1)the percentage of that portion of the Work which has actually been completed;or(2)the percentage obtained by dividing(a)the expense that has actually been incurred by the Design-Builder on account of that portion of the Work for which the Design-Builder has made or intends to make actual payment prior to the next Application for Payment by(b)the share of the Guaranteed Maximum Price allocated to that portion of the Work in the schedule of values. § A.1.5.4.2 Subject to other provisions of the Design-Build Documents,the amount of each progress payment shall be computed as follows: .1 Take that portion of the Guaranteed Maximum Price properly allocable to completed Work as determined by multiplying the percentage of completion of each portion of the Work by the share of the Guaranteed Maximum Price allocated to that portion of the Work in the schedule of values.Pending final determination of cost to the Owner of changes in the Work,amounts not in dispute shall be included as provided in Section 6.3.9 of the Agreement. .2 Add that portion of the Guaranteed Maximum Price properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work,or if approved in advance by the Owner,suitably stored off the site at a location agreed upon in writing; .3 Add the Design-Builder's Fee,less retainage of five percent(5 %).The Design-Builder's Fee shall be computed upon the Cost of the Work at the rate stated in Section A.1.4.2 or,if the Design-Builder's Fee is stated as a fixed sum in that Section,shall be an amount that bears the same ratio to that fixed-sum fee as the Cost of the Work bears to a reasonable estimate of the probable Cost of the Work upon its completion; .4 Subtract retainage of five percent( 5 %)from that portion of the Work that the Design-Builder self-performs; .5 Subtract the aggregate of previous payments made by the Owner; .6 Subtract the shortfall,if any,indicated by the Design-Builder in the documentation required by Section A.1.5.1.4 to substantiate prior Applications for Payment,or resulting from errors subsequently discovered by the Owner's auditors in such documentation;and .7 Subtract amounts,if any, for which the Owner has withheld or nullified a payment as provided in Section 9.5 of the Agreement. § A.1.5.4.3 The Owner and Design-Builder shall agree upon(1)a mutually acceptable procedure for review and approval of payments to the Architect,Consultants,and Contractors and(2)the percentage of retainage held on agreements with the Architect,Consultants,and Contractors;and the Design-Builder shall execute agreements in accordance with those terms. § A.1,5.5 Final Payment § A.1,5.5.1 Final payment,constituting the entire unpaid balance of the Contract Sum,shall be made by the Owner to the Design-Builder not later than 30 days after the Design-Builder has fully performed the Contract and the requirements of Section 9.10 of the Agreement have been satisfied,except for the Design-Builder's responsibility to correct non-conforming Work discovered after final payment or to satisfy other requirements,if any,which extend beyond final payment. Init. AIA Document A141"—2014 Exhibit A.copyright(0 2004 and 2014 by The American Institute of Architects,All rights reserved.The-American Institute of Architects, "AIA,"the A4A Logo.and'AIA Contract Documents'are registered trademarks and may not be used without permission This document was produced 5 by AIA software at 17:19:22 ET on 01/25/2023 under Order No.2114393153 which expires on 1211812G23,is not for resale,is licensed for one-time use only,and 1 may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright viotations,e-mail copyright@aia org. User Notes: (1752005174) DocuSign Envelope ID DB5087F2-CCDF-48DF-894B-06228B510F56 § A.1.5.5.2 if the Contract Sum is based on the Cost of the Work,the Owner's auditors will review and report in writing on the Design-Builder's final accounting within 30 days after the Design-Builder delivers the final accounting to the Owner. Based upon the Cost of the Work the Owner's auditors report to be substantiated by the Design-Builder's final accounting,and provided the other conditions of Section 9.10 of the Agreement have been met, the Owner will,within seven days after receipt of the written report of the Owner's auditors,either issue a final Certificate for Payment,or notify the Design-Builder in writing of the reasons for withholding a certificate as provided in Section 9.5.1 of the Agreement. ARTICLE A.2 CONTRACT TIME § A.2.1 Contract Time,as defined in the Agreement at Section 1.4,13,is the period of time,including authorized adjustments,for Substantial Completion of the Work. § A.2.2 The Design-Builder shall achieve Substantial Completion of the Work not later than the milestone date set forth in Section 1.1.7.4 of the Agreement or as follows: (Insert number of calendar days. Alternatively, a calendar date may be used when coordinated with the date of commencement. If appropriate, insert requirements for earlier Substantial Completion of certain portions of the Work.)Not applicable. Portion of Work Substantial Completion Date subject to adjustments of the Contract Time as provided in the Design-Build Documents. (Insert provisions, if any,for liquidated damages relating to failure to achieve Substantial Completion on time or for bonus payments for early completion of the Work.) ARTICLE A.3 INFORMATION UPON WHICH AMENDMENT IS BASED ` § A.3.1 The Contract Sum and Contract Time set forth in this Amendment are based on Exhibit E,Design-Builder Proposal,and the following,if applicable: § A.3.1.1 The Supplementary and other Conditions of the Contract:Not applicable. Document Title Date Pages § A.3.1.2 The Specifications: (Either list the specifications here or refer to an exhibit attached to this Amendment.) As set forth in Exhibit D,Owner Request for Proposals. Section Title Date Pages § A.3.1.3 The Drawings:Not applicable. (Either list the drawings here or refer to an exhibit attached to this Amendment.) Number Title Date § A.3.1.4 The Sustainability Plan,if any:Not applicable. Init. AIA Document A741'"—2014 Exhibit A.Copyright 0 2004 and 2014 by The American Institute of Architects.All rights reserved.The-American Institute of Architects.""AIA,"the AIA Logo,and"AIA Contract Documents-are registered trademarks and may not be used without permission This documentwas produced fi by AIA software at 17:19:22 ET on 01125/2023 under Order No.2114393153 which expires on 12/1812023.is not for resale,is licensed for one-time use only,and 1 may only be used in accordance with the AIA Contract Diments00 Terms of Service.To report copyright violations,e-mail❑opyright@aia.org. User Notes: (1752005174) DocuSign Envelope ID: DB5087F2-CCDF-48DF-894B-06228B51 OF56 (If the Owner identified a Sustainable Objective in the Owner's Criteria, identify the document or documents that comprise the Sustainability Plan by title, date and number of pages, and include other identifying information. The Sustainability Plan identifies and describes the Sustainable Objective;the targeted Sustainable Measures; implementation strategies selected to achieve the Sustainable Measures; the Owner's and Design-Builder's roles and responsibilities associated with achieving the Sustainable Measures;the specific details about design reviews, testing or metrics to verb achievement of each Sustainable Measure;and the Sustainability Documentation required for the Project, as those terms are defined in Exhibit C to the Agreement.) Title Date Pages Other identifying information: § A.3,1.5 Allowances and Contingencies: (Identify any agreed upon allowances and contingencies, including a statement of their basis.) .1 Allowances None .2 Contingencies None § A.3.1.6 Design-Builder's assumptions and clarifications: Nonc § A.3.1.7 Deviations from the Owner's Criteria as adjusted by a Modification: None § A.3.1.8 To the extent the Design-Builder shall be required to submit any additional Submittals to the Owner for review,indicate any such submissions below: As may be set forth in Exhibit D,Owner Request for Proposals,and Exhibit E,Design-Builder Proposal. ARTICLE A.4 DESIGN-BUILDER'S PERSONNEL, CONTRACTORS AND SUPPLIERS § A.4.1 The Design-Builder's key personnel are identified below: (Identify name, title and contact information.) ,1 Superintendent f Christopher Davis,CAPM .2 Project Manager Christopher Davis,CAPM .3 Others To be determined by mutual agreement,as necessary. § A.4.2 The Design-Builder shall retain the following Consultants,Contractors and suppliers,identified below: Init. AIA Document A141-—2014 Exhibit A.Copyright®2004 and 2014 by The American Institute of Architects.All nights reserved,The'American Institute of Architects.''AIA,'the AIA Logo,and"AIA Contract Documents'are registered trademarks and may not be used without permission This document was produced 7 by AIA software at 17:19:22 ET on 01/25/2023 under Order No.2114393153 which expires on 1211812023,is not for resale,is licensed for one-time use only,and t may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copyright@aia.org User Notes: (1752005174) DocuSign Envelope ID:DB5087F2-CCDF-48DF-894i3-0622813510F56 (List name, discipline, address and other information.) Not applicable. ARTICLE A.5 COST OF THE WORK § A.5.1 Cost To Be Reimbursed as Part of the Contract § A.5.1.1 Labor Costs § A.5.1.1.1 Wages of construction workers directly employed by the Design-Builder to perform the construction of the Work at the site or,with the Owner's prior approval,at off-site workshops. § A.5.1.1.2 Wages or salaries of the Design-Builder's supervisory and administrative personnel when stationed at the site. (If it is intended that the wages or salaries of certain personnel stationed at the Design-Builder's principal or other offices shall be included in the Cost of the Work identify below the personnel to be included, whether for all or only part of their time, and the rates at which their time will be charged to the if''ork.) Person Included Status(full-timelpart-time) Rate($0.00) Rate(unit of time) As required. As required. Included within Not applicable. Guaranteed Maximum Price(no additional fee/cost). § A.5.1.1.3 Wages and salaries of the Design-Builder's supervisory or administrative personnel engaged at factories, workshops or on the road,in expediting the production or transportation of materials or equipment required for the Work,but only for that portion of their time required for the Work. § A.5.1.1.4 Costs paid or incurred by the Design-Builder for taxes,insurance,contributions,assessments and benefits required by law or collective bargaining agreements and,for personnel not covered by such agreements,customary benefits such as sick leave,medical and health benefits,holidays,vacations and pensions,provided such costs are based on wages and salaries included in the Cost of the Work under Section A.5.1.1. § A.5.1.1.5 Bonuses,profit sharing,incentive compensation and any other discretionary payments paid to anyone hired by the Design-Builder or paid to the Architect or any Consultant,Contractor or supplier,with the Owner's prior approval. § A.5.1.2 Contract Costs. Payments made by the Design-Builder to the Architect,Consultants,Contractors and suppliers in accordance with the requirements of their subcontracts. § A.5.1.3 Costs of Materials and Equipment Incorporated in the Completed Construction § A.5.1.3.1 Costs,including transportation and storage,of materials and equipment incorporated or to be incorporated in the completed construction. § A.5.1.3.2 Costs of materials described in the preceding Section A.5.1.3.l in excess of those actually installed to allow for reasonable waste and spoilage.Unused excess materials,if any,shall become the Owner's property at the completion of the Work or,at the Owner's option,shall be sold by the Design-Builder. Any amounts realized from such sales shall be credited to the Owner as a deduction from the Cost of the Work. § A.5.1.4 Costs of Other Materials and Equipment, Temporary Facilities and Related Items § A.5.1.4.1 Costs of transportation,storage,installation,maintenance,dismantling and removal of materials,supplies, temporary facilities,machinery,equipment and hand tools not customarily owned by construction workers that are provided by the Design-Builder at the site and fully consumed in the performance of the Work.Costs of materials, supplies,temporary facilities,machinery,equipment and tools that are not fully consumed shall be based on the cost or value of the item at the time it is first used on the Project site less the value of the item when it is no longer used at the Project site.Costs for items not fully consumed by the Design-Builder shall mean fair market value. § A.5.1.4.2 Rental charges for temporary facilities,machinery,equipment and hand tools not customarily owned by construction workers that are provided by the Design-Builder at the site and costs of transportation,installation,minor Init. AIA Document A141"—2014 Exhibit A.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The'American Institute of Architects.''AIA'the AIA Logo and'AIA Contract Documents'are registered trademarks and may not be used without permission This document was produced 8 by AIA software at 17:19:22 ET on 01125/2023 under Order No.2114393153 which expires on 1 2/1 812 0 23,is not for resale,is licensed for one-time use only,and 1 may only be used in accordance with the AIA Contract Documents"Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (1752005174) DocuSign Envelope ID:DB5087F2-CCDF-48DF-894B-06228B510F56 repairs,dismantling and removal.The total rental cost of any Design-Builder-owned item may not exceed the purchase price of any comparable item. Rates of Design-Builder-owned equipment and quantities of equipment shall be subject to the Owner's prior approval. § A.5.1.4.3 Costs of removal of debris from the site of the Work and its proper and legal disposal. § A.5.1.4.4 Costs of document reproductions,electronic communications,postage and parcel delivery charges, dedicated data and communications services,teleconferences,Project websites,extranets and reasonable petty cash expenses of the site office. § A.5.1.4.5 Costs of materials and equipment suitably stored off the site at a mutually acceptable location,with the Owner's prior approval. § A.5.1.5 Miscellaneous Costs § A.5.1.5.1 Premiums for that portion of insurance and bonds required by the Design-Build Documents that can be directly attributed to the Contract.With the Owner's prior approval self-insurance for either full or partial amounts of the coverages required by the Design-Build Documents. § A.5.1.5.2 Sales,use or similar taxes imposed by a governmental authority that are related to the Work and for which the Design-Builder is liable. § A.5.1.5.3 Fees and assessments for the building permit and for other permits,licenses and inspections for which the Design-Builder is required by the Design-Build Documents to pay. § A.5.1.5.4 Fees of laboratories for tests required by the Design-Build Documents,except those related to defective or nonconforming Work for which reimbursement is excluded by Section 15.5.3 of the Agreement or by other provisions of the Design-Build Documents,and which do not fall within the scope of Section A.5.1.6.3. § A.5.1.5.5 Royalties and license fees paid for the use of a particular design,process or product required by the Design-Build Documents. § A.5.1.5.6 With the Owner's prior approval,costs for electronic equipment and software directly related to the Work. § A.5.1.5.7 Deposits lost for causes other than the Design-Builder's negligence or failure to fulfill a specific responsibility in the Design-Build Documents. § A.5.1.5.8 Reserved. § A.5.1.5.9 With the Owner's prior approval,expenses incurred in accordance with the Design-Builder's standard written personnel policy for relocation,and temporary living allowances of,the Design-Builder's personnel required for the Work. § A.5.1.5.10 That portion of the reasonable expenses of the Design-Builder's supervisory or administrative personnel incurred while traveling in discharge of duties connected with the Work. § A.5.1,6 Other Costs and Emergencies § A.5.1.6.1 Other costs incurred in the performance of the Work if,and to the extent,approved in advance in writing by the Owner. § A.5.1.6.2 Costs incurred in taking action to prevent threatened damage,injury or loss in case of an emergency affecting the safety of persons and property. § A.5.1.6.3 Costs of repairing or correcting damaged or nonconforming Work executed by the Design-Builder, Contractors or suppliers,provided that such damaged or nonconforming Work was not caused by negligence or failure to fulfill a specific responsibility of the Design-Builder and only to the extent that the cost of repair or correction is not recovered by the Design-Builder from insurance,sureties,Contractors,suppliers,or others. Init. AIA Document A141'"—2014 Exhibit A.Copyright C 2004 and 2014 by The American Institute of Architects All rights reserved The'American Institute of Architects.""AIA,"the AIA Lugo,and"AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced 9 by AIA software at 17:1922 ET on 01/25/2023 under Order No.2114393153 which expires on 1211812023,is not for resale,is licensed for one-time use only,and I may only be used in accordance with the AIA Contract Documentsm Terms of Service.To report copyright violations,e-mail copyright@aia_org User Notes: (1752005174) DocuSign Envelope ID, DB5087F2-CCDF-48DF-894B-06228B510F56 § A.5.1.7 Related Party Transactions § A.5.1.7.1 For purposes of Section A.5.1.7,the term"related party"shall mean a parent,subsidiary,affiliate or other entity having common ownership or management with the Design-Builder;any entity in which any stockholder in,or management employee of,the Design-Builder owns any interest in excess often percent in the aggregate; or any person or entity which has the right to control the business or affairs of the Design-Builder.The term"related patty" includes any member of the immediate family of any person identified above. § A.5.1.7.2 If any of the costs to be reimbursed arise from a transaction between the Design-Builder and a related party, the Design-Builder shall notify the Owner of the specific nature of the contemplated transaction,including the identity of the related party and the anticipated cost to be incurred,before any such transaction is consummated or cost incurred.If the Owner,after such notification,authorizes the proposed transaction,then the cost incurred shall be included as a cost to be reimbursed,and the Design-Builder shall procure the Work,equipment,goods or service from the related party,as a Contractor,according to the terms of Section A.5.4. If the Owner fails to authorize the transaction,the Design-Builder shall procure the Work,equipment,goods or service from some person or entity other than a related party according to the terms of Section A.5.4. § A.5.2 Costs Not to Be Reimbursed as Part of this Contract The Cost of the Work shall not include the items listed below: .1 Salaries and other compensation of the Design-Builder's personnel stationed at the Design-Builder's principal office or offices other than the site office,except as specifically provided in Section A.5.1.1; .2 Expenses of the Design-Builder's principal office and offices other than the site office; .3 Overhead and general expenses,except as may be expressly included in Section A.5.1; .4 The Design-Builder's capital expenses,including interest on the Design-Builder's capital employed for the Work; .5 Except as provided in Section A.5.1.6.3 of this Agreement,costs due to the negligence or failure of the Design-Builder,Contractors and suppliers or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable to fulfill a specific responsibility of the Contract; .6 Any cost not specifically and expressly described in Section A.5.1;and .7 Costs,other than costs included in Change Orders approved by the Owner,that would cause the Guaranteed Maximum Price to be exceeded. § A.5.3 Discounts, Rebates, and Refunds § A.5.3.1 Cash discounts obtained on payments made by the Design-Builder shall accrue to the Owner if(])before making the payment,the Design-Builder included them in an Application for Payment and received payment from the Owner,or(2)the Owner has deposited funds with the Design-Builder with which to make payments;otherwise,cash discounts shall accrue to the Design-Builder.Trade discounts,rebates,refunds and amounts received from sales of surplus materials and equipment shall accrue to the Owner,and the Design-Builder shall make provisions so that they can be obtained. § A.5.3.2 Amounts that accrue to the Owner in accordance with Section A.5.3.1 shall be credited to the Owner as a deduction from the Cost of the Work. § A.5.4 Other Agreements § A.5.4.1 When the Design-Builder has provided a Guaranteed Maximum Price,and a specific bidder(1)is recommended to the Owner by the Design-Builder;(2)is qualified to perform that portion of the Work;and(3)has submitted a bid that conforms to the requirements of the Design-Build Documents without reservations or exceptions,but the Owner requires that another bid be accepted,then the Design-Builder may require that a Change Order be issued to adjust the Guaranteed Maximum Price by the difference between the bid of the person or entity recommended to the Owner by the Design-Builder and the amount of the subcontract or other agreement actually signed with the person or entity designated by the Owner. §A.5.4.2 Agreements between the Design-Builder and Contractors shall conform to the applicable payment provisions of the Design-Build Documents,and shall not be awarded on the basis of cost plus a fee without the prior consent of the Owner. If an agreement between the Design Builder and a Contractor is awarded on a cost plus a fee basis,the Design-Builder shall provide in the agreement for the Owner to receive the same audit rights with regard to the Cost of the Work performed by the Contractor as the Owner receives with regard to the Design-Builder in Section A.5.5, below. Init. ALA Document A141'"—2014 Exhibit A.Copyright m 2004 and 2014 by The American Institute of Architects.All rights reserved_The-American tnsbtute of Architects"'AIA."the AIA Logo.and-AIA Contract Documents'are registered trademarks and may not be used without permission This document was produced in by AIA software at 17:%22 ET on 01/25/2023 under Order No.2114393153 which expires on 12/18/2023,is not for resale,is licensed for one-time use only,and I may only be used in accordance with the AIA Contract Documentse Terms of Service.To report copyright violations,e-mail copyright@aia org. User Notes: (1752005174) DocuSign Envelope ID: DB5087F2-CCDF-48DF-894B-06228B510F56 §A.5.4.3 The agreements between the Design-Builder and Architect and other Consultants identified in the Agreement shall be in writing.These agreements shall be promptly provided to the Owner upon the Owner's written request. § A.5.5 Accounting Records The Design-Builder shall keep full and detailed records and accounts related to the cost of the Work and exercise such controls as may be necessary for proper financial management under the Contract and to substantiate all costs incurred.The accounting and control systems shall be satisfactory to the Owner.The Owner and the Owner's auditors shall,during regular business hours and upon reasonable notice,be afforded access to,and shall be permitted to audit and copy,the Design-Builder's records and accounts,including complete documentation supporting accounting entries,books,correspondence,instructions,drawings,receipts,subcontracts,Contractor's proposals,purchase orders,vouchers,memoranda and other data relating to the Contract.The Design-Builder shall preserve these records for a period of three years after final payment,or for such longer period as may be required by law. § A.5.6 Relationship of the Parties The Design-Builder accepts the relationship of trust and confidence established by this Agreement and covenants with the Owner to exercise the Design-Builder's skill and judgment in furthering the interests of the Owner;to furnish efficient construction administration,management services and supervision;to famish at all times an adequate supply of workers and materials;and to perform the Work in an expeditious and economical manner consistent with the Owner's interests. This Amendment to the Agreement entered into as of the day and year first written above. fbcuspnae by: F V'a�axt ti(hr OWNER(Signature) DESIG - (Signature) Robert E.Simison Mayor 2-28-2023 Graham Taylor Director of Public Sector (Printed name and title) (Printed name and title) Attest: Chris Johnson, City Clerk 2-28-2023 2/6/2023 E 09:39 PST Init. AIA Document A141'"—2014 Exhibit A.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved,The'American Institute of Architects.""A A."the AIA Logo,and'AlA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 17:19:22 ET on 01/25/2023 under Order No.2114393153 which expires on 1 211 8/20 23,is not for resale,is licensed for one-time use only,and 1 may only be used in accordance with the AIA Contract Documents"9 Terms of Service,To report copyright violations,e-mail copyright@aia.org. User Notes: (1752005174) DocuSign Envelope ID DB5087F2-CCDF-48DF-894B-08228B510F56 Additions and Deletions Report for AIA_ Document A 141" — 2014 Exhibit A This Additions and Deletions Report,as defined on page 1 of the associated document,reproduces below all text the author has added to the standard form AIA document in order to complete it,as well as any text the author may have added to or deleted from the original AIA text.Added text is shown underlined.Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document.This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 17:19:22 ET on 01/25/2023. PAGE This Amendment is incorporated into the accompanying AIA Document A 141 Tm-2014,Standard Form of Agreement Between Owner and Design-Builder dated the day of in the year 2023 (the"Agreement") Design-Build Services for Conduit&Fiber Installation for Lakeview Golf Course City of Meridian an Idaho municipal corporation 33 E.Broadwa Ave. Meridian Idaho 83642 Fatbeam LLC 2065 W. Riverstone,Suite 202,Coeur d'Alene, Idaho 83814 § A.1.1 The Owner shall pay the Design-Builder the Contract Sum in current funds for the Design-Builder's performance of the Contract after the execution of this Amendment.The Contract Sum shall be one of the following Amendmenti following. [ ] Stipulated Sum,in accordance with Section A.1.2 below Not applicable, [ ] Cost of the Work plus the Design-Builder's Fee,in accordance with Section A.1.3 below Not applicable. X ] Cost of the Work plus the Design-Builder's Fee with a Guaranteed Maximum Price,in accordance with Section A.1.4 below PAGE 2 § A.1.2 Stipulated Sum Not applicable. § A.1.2.1 The Stipulated Sum shall be (S ),subject to authorized adjustments as provided in the Design-Build Documents.Not applicable. § A.1.2.2 The Stipulated Sum is based upon the following alternates,if any,which are described in the Design-Build Documents and are hereby accepted by the Owner:Not applicable. Additions and Deletions Report for AIA Document A141"—2014 Exhibtt A.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved_The"American Institute of Archtects.'`AIA."the AIA Logo,and-AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 17:19:22 ET on 01125l2023 under Order No.2114393153 which expires on 1 211 8120 23.is not for resale,is licensed for one-time use only,and may only be used in accordance with the AlA Contract Documents'Terms of Service.To report copyright violations, e-mail copydght@aia.org. user Notes: (1752005174) Docu5ign Envelope ID:DB5087F2-CCDF-48DF-894B-06228B510F56 § A.1.2.3 Unit prices,if any:Not applicable. § A.1.3 Cost of the Work Plus Design-Builder's Fee Not applicable. § A.1.3.1 The Cost of the Work is as defined in Article A.5,Cost of the Work.Not applicable. § A.1.3.2 The Design-Builder's Fee:Not applicable. § A.1.4.2 The Design-Builder's Fee:Included within the Guaranteed Maximum Price(no additional fee), § A.1.4.3.1 The sum of the Cost of the Work and the Design-Builder's Fee is guaranteed by the Design-Builder not to exceed one hundred five thousand dollars ($ 105,000.00 ),subject to additions and deductions for changes in the Work as provided in the Design-Build Documents.Costs that would cause the Guaranteed Maximum Price to be exceeded shall be paid by the Design-Builder without reimbursement by the Owner. Provided below is an itemized statement of the Guaranteed Maximum Price organized by trade categories,allowances, contingencies,alternates,the Design-Builder's Fee,and other items that comprise the Guaranteed Maximum Price.As set forth in Exhibit E,Design-Builder Proposal. PAGE § A.1.4.3.3 The Guaranteed Maximum Price is based on the following alternates,if any,which are described in the Design-Build Documents and are hereby accepted by the Owner:Not applicable. § A.1.4.3.4 l init Prices,if any: Not applicable. § A.1.4.3.5 Assumptions, if any,on which the Guaranteed Maximum Price is based: As set forth in Exhibit D.Owner Request for Proposals,and Exhibit E,Design-Builder Proposal. § A.1.5.1.3 Provided that an Application for Payment is received not later than the last day of the month,the Owner shall make payment of the certified amount to the Design-Builder not later than the Hof the -meuthr!hjr (30) days thereafter. If an Application for Payment is received by the Owner after the application date fixed above,payment shall be made by the Owner as soon as practicable,but not later than fo -five ( 4( 5) )days after the Owner receives the Application for Payment. PAGE § A.1.5,2 Progress Payments—Stipulated Sum Section A.1.5.2,in its entirety,not applicable. § A.1.5.2.4 Reduction or limitation of retainage,if any,shall be as follows:Not applicable. Additions and Deletions Report for AIA Document A141"—2014 Exhibit A.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The'American Institute of Architects,'-AIA.'the AIA Logo,and'AIA Contract Documents'are registered trademarks and may not be used without 2 permission This document was produced by AIA software at 17-19-22 ET on 0 112 5/2 02 3 under Order N0.2114393153 which expires on 1211812023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documentse Terms of Service.To report copyright violations. e-mail copyright@aia.org. User Notes: (1752005174) DocuSign Envelope ID DB5087F2-CCDF-48DF-894B-06228B51 OF56 § A.1.5.3 Progress Payments—Cost of the Work Plus a Fee Section A.1.5.3,in its entirety,not applicable. PAGE 5 3 Add the Design-Builder's Fee,iess retainage of five (5 %).The Design-Builder's Fee shall be computed upon the Cost of the Work at the rate stated in Section A.1.4.2 or,if the Design-Builder's Fee is stated as a fixed sum in that Section,shall be an amount that bears the same ratio to that fixed-sum fee as the Cost of the Work bears to a reasonable estimate of the probable Cost of the Work upon its completion; .4 Subtract retainage of five percent(L%)from that portion of the Work that the Design-Builder self-performs; PAGE 6 § A.2.2 The Design-Builder shall achieve Substantial Completion of the Work not later than 'days f em the date^c this Amend the milestone date set forth in Section 1.1.7.4 of the Agreement or as follows: (Insert number of calendar days. Alternatively, a calendar date may be used when coordinated with the date of commencement. If appropriate, insert requirements for earlier Substantial Completion of certain portions of the Work)Not applicable. § A,3.1 The Contract Sum and Contract Time set forth in this Amendment are based on the fell SExhibit E, Design-Builder Proposal,and the following,if applicable: § A.3.1.1 The Supplementary and other Conditions of the Contract:Not applicable. As set forth in Exhibit D,Owner Request for Proposals. § A.3.1.3 The Drawings:Not applicable. § A.3.1.4 The Sustainability Plan,if any:Not applicable. PAGE None None None None As may be set forth in Exhibit D,Owner Request for Proposals,and Exhibit E,Design-Builder Proposal. Additions and Deletions Report for AtA Document A141"—2014 Exhibit A.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved The'American Institute of Architects 'AIA.'the AIA Logo,and"AIA Contract Documents'are registered trademarks and may not be used without 3 permission This document was produced by AIA software at 17:19:22 ET on 01/25/2023 under Order No.2114393153 which expires on 1211812023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents"Terms of Service.To report copyright violations, e-mail oopyright@aia.org. User Notes: (1752005174) DocuSign Envelope ID:DB5087F2-CCDF-48DF-894B-06228B510F56 Christopher Davis CAPM Christopher Davis,CAPM To be determined by mutual agreement,as necessary PAGER Not applicable. § A.5.1.1.2 With the Owner's prier-appfoval, W_ a s or salaries of the Design-Builder's supervisory and administrative personnel when stationed at the site. As required. As required. Included within Not applicable. Guaranteed Maximum Price(no additional fee/cost). PAGE 9 § A.5.1.5.5 Royalties and license fees paid for the use of a particular design,process or product required by the Design-Build Poeuments;the easi ef defending suits or elainis for-infiingemerlt of patent rights arising from sueh P@�ip Pllildff FOSHItifig ffE)fH Stieh stilts eF elaiifns and payments of settlements made wi;h the Owner's Consent, Hew&eer,stleh eosts Of legal defeages,judgments and settlements shall not be ifteluded in the ealeulefiert ef the the seeend to lost gentenee of Seefien 3.1.13.2 of the Agreement or other provisions of the Design Build ofthe Design Build Pecamentsi arid payments made in aeeordaRee with legal judgmerits agginst the theft they shall not be..,hided in the Cost of the Work.Documents. § A.5.1.5.8Q%%ef's prior approval,whic-4 shall lRet be unreassnably wilhh@ld, legal,mediation arbitfatien eosfs, ineluding aRerneys' fees,other-than these arising trorn disputes between the Owner and Design Builder,reasenably irteufmd by!he Design Builder after the exiaeutieft ef the Agreement and in perfeffrianee of the Work.Reserved. PAGE 11 Robert E. Simison Mayor Additions and Deletions Report for AIA Document A141"—2014 Exhibtt A.Copyright(D 2004 and 2014 by The American Institute of Architects.All rights reserved.The-American Institute of Architects.-"AIA,'the AIA Logo,and"AIA Contract Documents'are registered trademarks and may not be used without 4 permission This document was produced by AIA software at 17:19:22 ET on 01/25/2023 under Order No.2114393153 which expires on 12/18/2023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations, e-mail copyright@aia.org. User Notes: (1752005174) DocuSign Envelope ID:DB5087F2-CCDF-48DF-8946-4622812151OF56 Certification of Document's Authenticity AIA° Document D401 T11 - 2003 1,City of Meridian,hereby certify,to the best of my knowledge,information and belief,that 1 created the attached final document simultaneously with its associated Additions and Deletions Report and this certification at 17:t9:22 ET on 01/25/2023 under Order No. 2114393153 from AIA Contract Documents software and that in preparing the attached final document I made no changes to the original text of AIMI Document A14ITM—2014 Exhibit A, Design-Build Amendment,as published by the AIA in its software,other than those additions and deletions shown in the associated Additions and Deletions Report. (Signed) (Title) (Dated) ALA Document D401 T —2003.Copyright C 1992 and 2003 by The American Institute of Architects.All rights reserved.The"American Institute of Architects AIA,"the AIR logo,and'AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 17:19:22 ET on 0112512023 under Order No.2114393153 which expires on 1 211 812 023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documentse Terms of Service.To report copyright violations.e-mail copyright@aia.org. User Notes: (1752005174) 1F=` Document A141 — 2014 Exhibit B Insurance and Bonds for the following PROJECT: (Name and location or address) Design-Build Services for Conduit& Fiber Installation for ADDITIONS AND DELETIONS: Lakeview Golf Course The author of this document has added information needed for its THE OWNER: completion.The author may also have revised the text of the original (Name, legal status and address) AIA standard form.An Additions and Deletions Report that notes added City of Meridian an Idaho municipal corporation information as well as revisions to the 33 E. Broadway Ave.,Meridian,Idaho 83642 standard form text is available from the author and should be reviewed.A THE DESIGN-BUILDER: vertical line in the left margin of this (Name, legal status and address) document indicates where the author has added necessary information 1 Fatbeam LLC and where the author has added to or 2065 W.Riverstone,Suite 202,Coeur d'Alene, Idaho 83814 deleted from the original AIA text. THE AGREEMENT This document has important legal consequences.Consultation with an This Insurance Exhibit is part of the accompanying agreement for the Project,between the attorney is encouraged with respect Owner and the Design-Builder(hereinafter,the Agreement),dated the day of to a a its completion or modification. in the year 2023 . (In words, indicate day. month and year.) TABLE OF ARTICLES B.1 GENERAL B.2 DESIGN BUILDER'S INSURANCE AND BONDS 6.3 OWNER'S INSURANCE BA SPECIAL TERMS AND CONDITIONS ARTICLE B.1 GENERAL The Owner and Design-Builder shall purchase and maintain insurance and provide bonds as set forth in this Exhibit B.Where a provision in this Exhibit conflicts with a provision in the Agreement into which this Exhibit is incorporated,the provision in this Exhibit will prevail. ARTICLE B.2 DESIGN BUILDER'S INSURANCE AND BONDS § 8.2.1 The Design-Builder shall purchase and maintain the following types and limits of insurance from a company or companies lawfully authorized to do business in the jurisdiction where the Project is located.The Design-Builder shall maintain the required insurance until the expiration of the period for correction of Work as set forth in Section 11.2.2.1 of the Agreement,unless a different duration is stated below: (If the Design-Builder is required to maintain insurance for a duration other than the expiration of the period far correction of If'ork, state the duration.) Not applicable. Init. AIA Document A141'—2014 Exhibit B.Copyright C 2004 and 2014 by The American Institute of Architects.Al rights reserved.The'Amencan Institute of Architects."-AIA.'the AIA Logo,and'AIA Contract Documents-are registered trademarks and may not be used without permission This document was produced by AIA software at 17:20:14 ET on 0112512023 under Order No.2114393153 which expires on 1211812023,is not far resale,is licensed for one-time use only,and I may only be used in accordance with the A1A Contract Documents"Terms of Service.To report copyright violations,e-mail copynght@aia org_ U (910713209) User Notes: § B.2.1.1 Commercial General Liability with policy limits of not less than one million dollars ($ 1,000,000.00 )for each occurrence and two million dollars ($2,000,000.00 )in the aggregate providing coverage for claims including .1 damages because of bodily injury,sickness or disease,including occupational sickness or disease,and death of any person; .2 personal injury; .3 damages because of injury to or destruction of tangible property; .4 bodily injury or property damage arising out of completed operations;and .5 contractual liability applicable to the Design-Builder's obligations under Section 3.1.14 of the Agreement. § 13.2.1.2 Automobile Liability covering vehicles owned by the Design-Builder and non-owned vehicles used by the Design-Builder with policy limits of not less than one million dollars ($ 1,000,000.00 )per claim and one million dollars ($ 1,000,000.00 )in the aggregate for bodily injury,death of any person,and property damage arising out of the ownership,maintenance and use of those motor vehicles specified in this Section B.2.1.2,along with any other statutorily required automobile coverage. § B.2.1.3 The Design-Builder may achieve the required limits and coverage for Commercial General Liability and Automobile Liability through a combination of primary and excess liability insurance,provided such primary and excess insurance policies result in the same or greater coverage as those required under Sections B.2.1.1 and B_2.1.2. § B.2.1.4 Workers'Compensation at statutory limits. § 6.2.1.5 Employers' Liability with policy limits as provided below: § 8.2.1.6 Professional Liability covering negligent acts,errors and omissions in the performance of professional services,with policy limits of not less than one million dollars ($ 1,000,000.00 )per claim and one million dollars ($ 1,000,000.00 )in the aggregate. § B.2.1.7 Pollution Liability covering performance of the Work,with policy limits of not less than one million dollars ($ 1,000,000.00 )per claim and one million dollars ($ 1,000,000.00 )in the aggregate. § 8.2.1.7.1 The Design-Builder may obtain a combined Professional Liability and Pollution Liability policy to satisfy the requirements set forth in Sections B.2.1.6 and B.2.1.7,provided such policy results in the same or greater coverage. § B.2.1.8 The Design-Builder shall provide written notification to the Owner of the cancellation or expiration of any insurance required by this Article B.2.The Design-Builder shall provide such written notice within five(5)business days of the date the Design-Builder is first aware of the cancellation or expiration,or is first aware that the cancellation or expiration is threatened or otherwise may occur,whichever comes first. § B.2.1.9 Additional Insured Obligations,The Owner and its consultants and contractors shall be additional insureds on the Design-Builder's primary and excess insurance policies for Commercial General Liability,Automobile Liability and Pollution Liability. The additional insured coverage shall be primary and non-contributory to any of the Owner's insurance policies.The additional insured coverage shall apply to both ongoing operations and completed operations. The policy limits applicable to the additional insureds shall be the same amount applicable to the named insured or,if the policy provides otherwise,policy limits not less than the amounts required under this Agreement. § 13.2.1.10 Certificates of Insurance.The Design-Builder shall provide certificates of insurance acceptable to the Owner evidencing compliance with the requirements in this Article B.2:(1)prior to commencement of the Work; (2)upon renewal or replacement of each required policy of insurance;and(3)upon Owner's written request.An additional certificate evidencing continuation of liability coverage,including coverage for completed operations,shall be submitted with the final Application for Payment as required by Section 9.10.2 of the Agreement and thereafter upon renewal or replacement of such coverage until the expiration of the time required by Section B.2.1.The certificates will show the Owner and its consultants and contractors as additional insureds on the Design-Builder's Init. AIA Document A141"—2014 Exhibit B.Copyright 02004 and 2014 by The American Institute of Architects.All rights reserved.The-American institute of Architects' 'AIA"the AIA Logo.and'AEA Contract Documents"are registered trademarks and may not be used without permission This document was produced 2 by AIA software at f 7:20=14 ET on 01/25/2023 under order No.2114393153 which expires on 12/16/2023,is not for resale,is licensed for one-time use only,and 1 may only be used in accordance with the AIA Contract Documents"Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (910713209) primary and excess insurance policies for Commercial General Liability,Automobile Liability,and Pollution Liability. Information concerning reduction of coverage on account of revised limits,claims paid under the General Aggregate or both,shall be furnished by the Design-Builder with reasonable promptness. § B.2.2 Performance Bond and Payment Bond The Design-Builder shall provide surety bonds as follows: (Specie type and penal sum of bonds.) Type Penal Sum($0.00) As required by Idaho law. As required by Idaho law. § B.2.2.1 Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of obligations arising under the Agreement,the Design-Builder shall promptly furnish a copy of the bonds or shall permit a copy to be made. ARTICLE B.3 OWNER'S INSURANCE § B.3.1 Owner's Liability Insurance The Owner shall be responsible for purchasing and maintaining the Owner's usual liability insurance. § B.3.2 Property Insurance § B.3.2.1 Unless otherwise provided,at the time of execution of the Design-Build Amendment,the Owner shall purchase and maintain, in a company or companies lawfully authorized to do business in the jurisdiction where the Project is located,property insurance written on a builder's risk"all-risk"or equivalent policy form in the amount of the initial Contract Sum,plus the value of subsequent Modifications and cost of materials supplied or installed by others,comprising the total value for the entire Project at the site on a replacement cost basis without optional deductibles. If any construction that is part of the Work shall commence prior to execution of the Design-Build Amendment,the Owner shall,prior to commencement of construction,purchase and maintain property insurance as described above in an amount sufficient to cover the total value of the Work at the site on a replacement cost basis without optional deductibles.The insurance required under this section shall include interests of the Owner, Design-Builder,Architect,Consultants,Contractors,and Subcontractors in the Project.The property insurance shall be maintained,unless otherwise provided in the Design-Build Documents or otherwise agreed in writing by all persons and entities who are beneficiaries of the insurance,until the Owner has issued a Certificate of Substantial Completion in accordance with Section 9.8 of the Agreement.Unless the parties agree otherwise,upon issuance of a Certificate of Substantial Completion,the Owner shall replace the insurance policy required under this Section B.3.2 with another property insurance policy written for the total value of the Project that shall remain in effect until expiration of the period for correction of the Work set forth in Section 11.2.2 of the Agreement. § B.3.2.1.1 The insurance required under Section B.3.2.I shall include,without limitation,insurance against the perils of fire(with extended coverage)and physical loss or damage including,without duplication of coverage,theft, vandalism,malicious mischief,collapse,earthquake,flood,windstorm,falsework,testing and startup,temporary buildings and debris removal,including demolition occasioned by enforcement of any applicable legal requirements, and shall cover reasonable compensation for the Design-Builder's services and expenses required as a result of such insured loss. § B.3.2.1.2 If the insurance required under Section B.3.2.1 requires deductibles,the Owner shall pay costs not covered because of such deductibles. § B.3.2.1.3 The insurance required under Section B.3.2.1 shall cover portions of the Work stored off the site,and also portions of the Work in transit. § B.3.2.1.4 Partial occupancy or use in accordance with Section 9.9 of the Agreement shall not commence until the insurance company or companies providing the insurance required under Section B.3.2.1 have consented to such partial occupancy or use by endorsement or otherwise.The Owner and the Design-Builder shall take reasonable steps to obtain consent of the insurance company or companies and shall,without mutual written consent,take no action with respect to partial occupancy or use that would cause cancellation,lapse or reduction of insurance. § B.3.2.2 Reserved. Init. AIA Document A141"—2014 Exhlbit B.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The'American Institute of Architects,''AIA,'the AIA Logo,and'AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced 3 by AIA software at 17:20:14 ET on 01/25/2023 Lander Order No.2114393153 which expires on 12/18/2023,is not for resale,is licensed for one-time use only.and 1 may only be used in accordance with the AIA Contract Documentse Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (910713209) § 13.3.2.3 Reserved. § 13.3.2.4 Loss of Use Insurance.At the Owner's option,the Owner may purchase and maintain insurance to insure the Owner against loss of use of the Owner's property due to fire or other hazards,however caused.The Owner waives al rights of action against the Design-Builder for loss of use of the Owner's property,including consequential losses due to fire or other hazards covered under the property insurance required under this Exhibit B to the Agreement. § B.3.2.5 If during the Project construction period the Owner insures properties,real or personal or both,at or adjacent to the site by property insurance under policies separate from those insuring the Project,or if after final payment property insurance is to be provided on the completed Project through a policy or policies other than those insuring the Project during the construction period,the Owner shall waive all rights in accordance with the terms of Section B.3.2.7 for damages caused by fire or other causes of loss covered by this separate property insurance.All separate policies shall provide this waiver of subrogation by endorsement or otherwise. § 6.3.2.6 Before an exposure to loss may occur,the Owner shall file with the Design-Builder a copy of each policy that includes insurance coverages required by this Section B.3.2. Each policy shall contain all generally applicable conditions,definitions,exclusions and endorsements related to this Project.The Owner shall provide written notification to the Design-Builder of the cancellation or expiration of any insurance required by this Article B.3.The Owner shall provide such written notice within five(5)business days of the date the Owner is first aware of the cancellation or expiration,or is first aware that the cancellation or expiration is threatened or otherwise may occur, whichever comes first. § B.3.2.7 Reserved. § 13.3.2.8 A loss insured under the Owner's property insurance shall be adjusted by the Owner as fiduciary and made payable to the Owner as fiduciary for the insureds,as their interests may appear,subject to requirements of any applicable mortgagee clause and of Section B.3.2.10. The Design-Builder shall pay the Architect,Consultants and Contractors their just shares of insurance proceeds received by the Design-Builder,and by appropriate agreements, written where legally required for validity,the Design-Builder shall require the Architect,Consultants and Contractors to make payments to their consultants and subcontractors in similar manner. § 13.3.2.9 If required in writing by a party in interest,the Owner as fiduciary shall,upon occurrence of an insured loss, give bond for proper performance of the Owner's duties.The cost of required bonds shall be charged against proceeds received as fiduciary.The Owner shall deposit in a separate account proceeds so received,which the Owner shall distribute in accordance with such agreement as the parties in interest may reach,or as determined in accordance with the method of binding dispute resolution selected in the Agreement between the Owner and Design-Builder. If after such loss no other special agreement is made and unless the Owner terminates the Contract for convenience, replacement of damaged property shall be performed by the Design-Builder after notification of a Change in the Work in accordance with Article 6 of the Agreement. § B.3.2.10 The Owner as fiduciary shall have power to adjust and settle a loss with insurers unless one of the parties in interest shall object in writing within five days after occurrence of a loss to the Owner's exercise of this power. If an objection is made,the dispute shall be resolved in the manner selected by the Owner and Design-Builder as the method of binding dispute resolution in the Agreement. ARTICLE BA SPECIAL TERMS AND CONDITIONS Special terms and conditions that modify this Insurance and Bonds Exhibit,if any,are as follows:None. Init. AIA Document A141-—2014 Exhibit B.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The"American Institute of Architects.'"AIA,"the AIA Logo,and'AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced 4 by A!A software at 17:20:14 ET on 0 1/2 512 0 23 under Order No.2114393153 which expires on 12/18/2023,is not for resale,is licensed for one-time use only,and 1 may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail copyright@aia.org. User Notes: (910713249) Additions and Deletions Report for AIA®Document A141" — 2014 Exhibit B This Additions and Deletions Report,as defined on page 1 of the associated document,reproduces below all text the author has added to the standard form AIA document in order to complete it,as well as any text the author may have added to or deleted from the original AIA text.Added text is shown underlined.Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document.This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 17:20:14 ET on 01/2512 0 2 3. PAGE Design-Build_Services for Conduit& Fiber Installation for Lakeview Golf Course City of Meridian an Idaho municipal corporation 33 E.Broadway Ave.,Meridian,Idaho 83642 Fatbeam LLC 2065 W.Riverstone Suite 202 Coeur d'Alene Idaho 83814 This Insurance Exhibit is part of the accompanying agreement for the Project,between the Owner and the Design-Builder(hereinafter,the Agreement),dated the day of in the year 2023 . Not applicable. § 8.2.1.1 Commercial General Liability with policy limits of not less than one million dollars ($ 1,000,000.00 )for each occurrence and two million dollars ($2,000,000.00 )in the aggregate providing coverage for claims including PAGE 2 § B.2.1.2 Automobile Liability covering vehicles owned by the Design-Builder and non-owned vehicles used by the Design-Builder with policy limits of not less than one million dollars ($ 1,000,000.00 }per claim and one million dollars ($ 1,000,000.00 )in the aggregate for bodily injury,death of any person,and property damage arising out of the'ownership,maintenance and use of those motor vehicles specified in this Section B.2.1.2,along with any other statutorily required automobile coverage. § B.2.1.6 Professional Liability covering negligent acts,errors and omissions in the performance of professional services,with policy limits of not less than one million dollars ($ 1,000,000.00 )per claim and one million dollars ($ 1,000,000.00 1 in the aggregate. § B.2.1.7 Pollution Liability covering performance of the Work,with policy limits of not less than one million dollars ($ 1 000 000.00 per claim and one million dollars ($ 1,000,000.00 )in the aggregate. Additions and Deletions Report for AIA Document A141^—2014 Exhibit B.Copyright 0 2004 and 2014 by The American Institute of Architects.All rights reserved.The-Amencan Institute of Architects.'"AIA'the AIA Logo,and"AIA Contract Documents"are registered trademarks and may not be used without 1 permission This document was produced by AIA software at 17:20:14 ET on 01/2512023 under Order No.2114393153 which expires on 1 2/1 8120 23,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documentss Terms of Service.To report copyright violations, e-mail copyright@aia,org. User Notes: (910713209) § B.2.1.7.1 The Design-Builder may obtain a combined Professional Liability and Pollution Liability policy to satisfy the requirements set forth in Sections B.2.1.6 and B.2.1.7,with eembinedpoliey limills fhail are fie!less!haft ($ )pe elaimand (S )in the provided such policy results in the same or greater coverage. PAGE 3 As required by Idaho law. As required by Idaho law. § B.3.2.2 , Whieh shall CO HIM iSiSieffiRg,testing,or br-eakdown of equipment required by the Wark,ifnet ee-veFed by the instiFafiee FeqUiFed iH SeetiOn 13,3.2.1. This insufanee shall inetode the interests of!he Owner-, Design Gentmetef and Subeentfaeters in the Work,and the Ownef and Design Builde..'sh—arl be ied: fe4s,Reserved. § B.3.2.3 eenstituetion that is pat4 afthe WME. The Design Ri:iildef:May then obtaiR inaimnee thel;will ps9teet the insufanee shall be ehafged te the Owner by aft appfli)ffililte GhaBgL-OF&F.if the Owner does F16t PFOvide w and the Design Builder-is damaged by the faiiii or-negleet of the Owner to purehase or Hiaimain ifisur-anee as deseribed above,the Owner shall beEty-all Feasenabie ii and damages fittFibUfRble .Reserved. PAGE 4 § B.3.2.7 , e0FAP18ted e ep!sueb rights as they hiwe io fir-oueeds 4stleh iRSHFOnee held by the Owner as Adtjeiwy shall be effeefive as to a pefsen or-entity even theugh th ty would ethepMse have Ei duPf-ef .Reserved. § B.3.2.10 The Owner as fiduciary shall have power to adjust and settle a loss with insurers unless one of the parties in interest shall object in writing within five days after occurrence of a loss to the Owner's exercise of this power,If an objection is made,the dispute shall be resolved in the manner selected by the Owner and Design-Builder as the method of binding dispute resolution in the Agreement. method Eifbinding dispute r-eseluken,the Q�_�_ __4-K-fidueiafy shall f7flake settlement with ifisuf:efs ef:,in the ease eta Special terms and conditions that modify this Insurance and Bonds Exhibit,if any,are as follows:None. Additions and Deletions Report for AIA Document A141-—2014 Exhibit B.Copyright 0 2004 and 2014 by The American Institute of Architects.All rights reserved.The'American Institute of Architects.""AiA,'the AIA Logo,and"AIA Contract Documents'are registered trademarks and may not oe used without permission This document was produced by AIA software at 17:20,14 ET on 01125=23 under Order No-2114393153 which expires on 12/1&2023,is not for resale,is licensed for one-time use only.and may only be used in accordance with the AIA Contract Documents'Terms of Service.To report copyright violations, e-mail copyright@aia,org, User Notes: (910713209) ' -AIA Document A141 " - 2014 Exhibit C Sustainable Projects (Paragraphs deleted) for the following PROJECT: (Name and location or address) ADDITIONS AND DELETIONS: Design-Build Services for Conduit&Fiber Installation for The author of this document has Lakeview Golf Course added information needed for its completion.The author may also THE OWNER: have revised the text of the original AIA standard form.An Additions and (Name, legal status and address) Deletions Report that notes added information as well as revisions to the City of Meridian an Idaho municipal corporation standard form text is available from 33 E.Broadway Ave.,Meridian,Idaho 83642 the author and should be reviewed.A vertical line in the left margin of this THE DESIGN-BUILDER: document indicates where the author (Name, legal status and address) has added necessary information and where the author has added to or Fatbeam LLC deleted from the original AIA text. 2065 W.Riverstone,Suite 202,Coeur d'Alene,Idaho 83814 This document has important legal THE AGREEMENT consequences.Consultation with an attorney is encouraged with respect The substantive provisions of AIA Document A 141 --2014—Exhibit C(Sustainable to its completion or modification. Projects)shall not be applicable to the Agreement between the Owner and Design-Builder and have been deleted accordingly. (Paragraphs deleted) AIA Document A141"—2014 Exhibit C.Copyright®2004 and 2014 by The American Institute of Architects.All rights reserved.The"American Institute of Init. Arch itects."'AIA'the AIA Logo and WA Contract Documents-are registered trademarks and may not be used without permission This document was produced 1 by AIA software at 17:21:04 ET on 01/25/2023 under Order No.2114393153 which expires on 1211M023,is not for resale,is licensed for one-time use only,and 1 may only be used in accordance with the AIA Contract Documentse Terms of Service.To report copyright violations.email wpydght@aia-org U �909145965) User Notes: Additions and Deletions Report for AIA®Document A 141" — 2014 Exhibit C This Additions and Deletions Report,as defined on page 1 of the associated document,reproduces below all text the author has added to the standard form AIA document in order to complete it,as well as any text the author may have added to or deleted from the original AIA text.Added text is shown underlined. Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document.This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 17:21:04 ET on 01125/2023. PAGE for the following PROACT; THE OWNER,• 0-,.,. �,.,,,.!siaiiis m4 vaa_ .s THi DESIGN BUILDER: THE AGREEMENT TABLE OF .RTIC ES G.1 GENERAL PROVISIONS C.2 DE Ir,aN-BUILDER G3 OWNER G4— GLAIMS AND DISPUTES GA _MISCEl I ANEGIlc oROVISIONS Q - SPE AR-TIGI=E;C.1 GENERAL or the following PROJECT: (Name and location or address Desi n-Build Services for Conduit&Fiber Installation for Lakeview Golf Course Additions and Deletions Report for AIA Document A141"-2014 Exhibit C.Copyright®2004 and 2014 by The American Institute of Architects All rights reserved.The'American Institute of Architects,'-AIA'the AIA Logo.and'AIA Contract Documents are registered trademarks and may not be used without permission This document was produced by AIA software at 1721 04 ET on 01/25/2023 under Order No.2114393153 which expires on 12/18/2023.is not for resale,is licensed for one-time use only,and may only be used in accordance wfth the AIA Contract Documentse Terms of Service.To report copyright violations. e-mail copyright@aia org. User Notes: (909145965) THE OWNER: (Name, leeal status and address) City of Meridian an Idaho municipal corporation 33 E.Broadway.Ave.,Meridian,Idaho 83642 THE DESIGN-BUILDER; (Aanre, le-al status and address) Fatbeam LLC 2065 W. Riverstone,Suite 202,Coeur d'Alene,Idaho 83814 THE AGREEMENT The substantive provisions of AIA Document A141—2014—Exhibit C(Sustainable Projects)shall not be applicable to the Agreement between the Owner and Design-Builder and have been deleted accordingly. prevail.Sust-ainah-ke Objeefive. Emeept in the ease OCR eeHffiet With the 0WHeF'S GFiter-iEk,veheFe Et pro-vision in this Exhibit eenfliets,A4h a pr-e%,isien in the AgreefAefit inte whieh this Exhibit k ineeFpefated,the pro-%-isieft ift this ExhNii will Platt, § C.1.2.2 Sustainable Measwe.A StisWnable Measefe k a speeifie design or eenstmetien element,of pest eeeupane� § C.1.2.3 SustalAability Plan.The Sustainability Plan is a Design Build Document tW identifies Ofid deSeFibeS� the Sustainable 01�eetkv;the targeted Sustainable Measures; ifnplementafien strategies seleeted to Etehieve the Sustainable Measure;and the gustainaNlity Poeumentation required for the 12f9jeet, sustaiFiable design, +OF eIR-ViF0FlMeRta!or efter-gy peFf4manee, staf OF finethef FaIing or eet4ifieafiefi System,that may be designated as the Sustainable Objeeti-ve OF Paf4 Of lihe Sustainable Objeet "e,OF to a Fip@eifie Sustainable Measofe,that the Owner of Design BuildeF is FeqHiFed tO. Dectimentation will be allocated ameng the Owner and Design Builder in the SustainabiPlity Plan Rnd may ifielude Additions and Deletions Report for AIA Document A141"—2014 Exhibit C.Copyright O 2004 and 2014 by The American Institute of Architects.All rights reserved.The'Amencan+nstitute of Architects,""AIA,"the AIA Logo_and'AIA Contract Documents`are registered trademarks and may not be used without 2 permiss+on This document was produced by AIA software at 17'21:04 ET on 01/25/2023 under Order No.2114393153 which expires on 1 211 812 023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIR Contract Documents"Terms of Service.To report copyright violations, e-mail copyright@aia,org. U (909145965) User Notes: ARTICL€ G 2 USI'r'_N-Rl III DER Owner and Design Bttiider will Fevievv and eenfif:m tha!ithe fe-F-m-s of these agfvemenlls are Eteeeptable to the Owner befere moving fia�,ardwith the Sustainability Serviees Hader this AFtiele G-2.T-h-e&A,no-F agrees to emeeete all the potential impaet okhe SusiaiRable MeasUF@8 an the Projec!sehedule and on ilia Owner's pfogfaffl and budge;. § C.2-1.3-2-1 F-ellevving the Sustaiiiability'AleflEshep,the Design Buildef shall pfepar-e a Sustainability Plan based on the Stfstim6fi bie Otjeetiye and targeted Sust..:iabie AA,...s,.fes § C.2.1.3.2.2 The Design Builder shall submi!the proposed Stistainability Plan to the OwHer as pai4 afthe Stistainability Plan shall not change the Owner's C-Fi;eria unless the Owfw and Design BuildeF exeeute a Madifieation PeAecting any such ehange. § r 2 4 d Design_Q„ilder's t)mnntal geetim 4.4.1 of the the Design BuildelF Shall advise the Owner-ef an),iaEbostm-ents te she Sustainabifilly T 40* ' PIaH§ C.2.1.4.2 if the Owner-and Design Builder agree upon the Design Builder's PFOP0581, ineltiding the SusWfiability JC f'7 7 WGFk Following Execution of the Design BuHid A......,.1,..en C.2.2.4 The Design BtImidelF Shall PfffOM these Sustainable Measufes idefifified as lihe Fesponsibiky of the Sustainable Measufes identified in the Sustainability Plaii, § G.2.2.3 As psm of the SUStaififlible MeaSUFeS,the Wed(may Fequif:e the use Of ffialle!Fiak and equipment that have had eF equipment will peffef:m as fepf:es@med by the manufiaewFer-ef supplier.The Design Builder shall diseus 1vidi the eYeHl the 0"'Rieff eleets to Preeeed with the use of sueh fiRaterials or equipment,the Design Builder shall he pefmitted Additions and Deletions Report for AIA Document A141--2014 Exhibit C.Copyright®2004 and 2014 by The Amencan Institute of Architects.All rights reserved. The-American Institute of Architects.'"AIA,'the AIA Logo_and'AIA Contract Documents"are registered trademarks and may not be used without 3 permission This document was produced by AtA software at 17:21:04 ET on 01125=23 under Order No.2114393153 which expires on 1 211 81202 3.is not for resale.is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents*Terms of Service To report copyright violations, e-mail copyright@aia.org. User Notes: (909145965) eendifieFt is diseever-ed by,or Fnade IERewti to,the Pesigfi Budder that will adveFsely affeet!he Pesigft Builder's the pes-gn Builder-will PmMptly Pr-qvide neiie@ te the Owner-and meet with the 0WHIeF tO diseuss akema4k,es to § G.2.4 Waste Management The Posign Builder,in eeeefdanee with the Design Bulild P612tiffleallS,Sh8l'ffepffe Mid Submit to the Owner a of dispesing eFcoi49IFue!ioR waste generated ffem the Projeet. The Design Builder shail reeyele, rvuse,remove 8F dispose ef Fnaterials as FequiFed by the Design Humid Poeuments. § C.2.5 Substantial Completion Poeumentatien Fequif�--d ffem the Pesigiii Builder by the DeAgfi Build Deeufneiits He later-than the date efgubstantial Desigo Builder-by the Blegifft Build Doeuments sWI be submiRed to the OwHeF bef4are final payment er-any R C.2.7.1 if the Sustainable Objective iiielt d. Cz_�_�usta,st iiiabii. G erti fi atio. !lie DesignR..:lde .hall PeFfOFM the seFviees se s Seefien G.2�, § G.24.2 The Desigm Builder shall Fegisw the Projeet with the Cef4ifying Atilhisifify. Registration f�es ofid my athe § G.2.7.3:phe Design Builder shall ealleet,organize and fnem%ge ilhe Sustaiftability Poeumentation;and stibmit the to appeal a Fd1ing eF other-imefpretafieft de Ron!,peerequisite,eiredit of point neeessary to aehieye the § C.2.7.6 The Design BuildeF shall prepare Fespenses to,and submit additional doeumeRtatieft requiFed by,sommeRts Additions and Deletions Report for AIA Document A141^—2014 Exhibit C.Copyright 0 2004 and 2014 by The American Institute of Architects.All rights reserved.The'American Institute of Architects,''AIA.'the AIA Logo.and'AIA Contract Documents'are registered trademarks and may not be used without 4 permission This document was produced by AIA software at 17:21:04 ET on 0112512023 under Order No.2114393153 which expires on 12r1812023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents"Terms of Service-To report copyright violations. e-mail copyright@aia.org U {909 7 4 5 96 5) User Notes: Gei4ifying Authority. ARTICLE G.3 OWNER PlaR,OF aS OtheRNESe fequir-ed by the Design Build Documents.The Owner-shall Fequire that eaeh efit-5 Plan Objective.eemmissionitig agent who shall be responsible for-eammissieflifig efthe Pfejeet. ARTICLE GA CLAIMS AND DISPUTES Waiver of Consequenfial Damages Relating te the Sustainable ObjeGitive,The Owner-mid DesigH Ba4der-waive elaims Objeetive er-efie of meFe effhe Sustainable Measures, ineluding unachieved efiefg),savings,unintefided eper-atieflal that aehieving the Sustainable Objeefive is dependent on nifmy faetOFS AGIBISIFidifigly,the E)eSj_RR Rmilder dees ne4wafrafit OF gtwantee that the PFE�eet will achieve the Sustainable ARTICLE GA SPECIAL TERMS AND GONOITIONS Additions and Deletions Report for AIA Document A141"—2014 Exhiblt C.Copyright C 2004 and 2014 by The American Institute of Architects.All rights reserved_The"American institute of Architects.' "AIA,'the AIA Logo,and"AIA Contract Documents"are registered trademarks and may not be used without permission This document was produced by AIA software at 17 21:04 ET on 01/25/2023 under Order No.2114393153 which expires on 12/18/2023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations, e-mail copyright@aia.org, User Notes: (909145965) Additions and Deletions Report for AtA Document A141"—2014 Exhibit C.Copyright 0 2004 and 2014 by The American Institute of Architects.All rights reserved.The'Amertcan Snstitute of Architects''AIA.'the AIA Logo and'AIA Contract Documents"are registered trademarks and may not be used without s permission This documentwas produced by AIA software at 17:21:04 ET on 01/2512023 under Order No.2114393153 which expires on 1211812023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations, e-mail copyright@aia_org. User Notes: (909145965) PROCUREMENT DIVISION (�>W IDIAN�' Keith Watts, Procurement Manager 33 East Broadway Ave., Ste. 106 Meridian, ID 83642 Nt! Phone: (208) 489-0328 Fax: (208) 887-4813 REQUEST FOR PROPOSALS RFP NO. IT-2309-11377 CONTRACT SPECIFICATIONS FOR : DESIGN-BUILD SERVICES FOR CONDUIT & FIBER INSTALLATION FOR THE LAKEVIEW GOLF COURSE PROPOSALS MUST BE RECEIVED NO LATER THAN 4:00 P.M. NOVEMBER 18, 2022 Proposals must be submitted through the City's Bonfire portal (https:/merldiancity.bonfirehub.com) prior to the due date and time Pre-Proposal Conference/Walk-Through NONE Attendance is strongly encouraged PROJECT DESCRIPTION The City of Meridian "City" is soliciting proposals from respondents with at least 5 years of progressive experience to design and construct conduit and fiber. Page 1 of 3 QUESTIONS The Q&A period for this opportunity ends November 15, 2022 12.00 PM MST. Questions must be submitted through the City's Bonfire website. You will not be able to send messages after the Q&A period. Your proposal submission must be uploaded, submitted, and finalized prior to the Closing Time listed above. We strongly recommend that you give yourself sufficient time and at least ONE (1) day before Closing Time to begin the uploading process and to finalize your submission. ANTICIPATED PROJECT SCHEDULE The following is an outline of the anticipated schedule for the proposal review and contract award. Schedule is subject to change. November 10, 2022 Issue Request for Qualification (RFQ) November 15, 2022 12.00 PM Question Period Ends November 16, 2022 Addendum Issued (if needed) November 18 2022 @ 4.00 PM Qualifications Due November 21-22, 2022 Evaluation Period November 23, 2022 Notice of Intent December 5, 2022 Conclusion of Contract Negotiations December 20, 2022 City Council Approval (if needed) TBD NTP BASIS FOR SELECTION This Request for Proposals will be evaluated utilizing the criteria listed below. History from the current and precious projects and customers of the respondent may be used to evaluate some of the criteria. a. Responsiveness to the RFP (5 Points) b. Overall experience in designing and constructing conduit and fiber (30 Points) C. Proposed Concept Plan (30 Points) e. Understanding of Project Objectives (20 points) d. Estimated Cost (15 points) CITY'S REPRESENTATIVE Procurement Representative Keith Watts, Procurement Manager 33 E Broadway Ave. Ste. 106 Meridian, ID 83642 (208) 489-0417 Fax (208) 887-4813 kwatts@meridiancity.org Dated: CITY OF MERIDIAN Keith Watts, Procurement Manager INFORMAL REQUEST FOR QUALIFICATIONS GENERAL INFORMATION AND INSTRUCTIONS TO RESPONDENT CITY OF MERIDIAN Meridian, Idaho 83642 DEFINITIONS, TERMS & CONDITIONS AND SPECIFICATIONS The agreement form to be used will be the AIA A141 form. COMMUNICATIONS The City will use the BonfireHub website (https://meridiancity.bonfirehub.com) for the following activities: •To post the RFQ •To receive any questions or inquires •To issue any associated addenda •To post award notice (including value of award) To contact the Organization or ask questions in relation to this RFQ, respondents must register through the City's public procurement portal at meridiancity.bonfirehub.com (the "Portal") and initiate the communication electronically through the Opportunity Q&A. The City will not accept any respondent's communications by any other means, except as specifically stated in this RFQ. ADDENDA All new information to respondents by way of addenda. This RFQ may be amended only by addendum in accordance with this section. If the City of Meridian, for any reason, determines that it is necessary to provide additional information relating to this RFQ, such information will be communicated to all respondents by addendum posted on the City's public purchasing portal at meridiancity.bonfirehub.com. Each addendum forms an integral part of this RFQ and may contain important information, including significant changes to this RFQ. Respondents are responsible for obtaining all addenda issued by the City. BONDING AND INSURANCE A successful Respondent shall acquire and maintain, at his/her own expense, all insurance and bonds described below. CONDITIONS AFFECTING THE WORK Before submitting a proposal, each respondent must (1) examine the Request for Qualifications documents thoroughly and satisfy themselves as to their sufficiency, and shall not at any time after submission of the Proposal, dispute such specifications and the directions explaining or interpreting them, (2) visit the site to familiarize themselves with the layout of the downtown and the concept plan site, (3) familiarize themselves with Federal, State and Local laws, ordinances, rules and regulations that may, in any manner, affect cost, progress or performance of the work; and (4) study and carefully correlate respondent's observations with the Request for Proposal's. Failure to do so will not relieve respondent from responsibility for estimating properly the difficulty or cost of successfully performing the work. The City will assume no responsibility for any understanding or representations concerning conditions made by any of its officers or agents prior to the execution of the contract, unless included in the Request for Proposal's, or any addendum. AWARD OF CONTRACT DOCUMENTS Award will be made to the Respondent proposing the most advantageous and qualified proposal after considerations of all evaluation criteria set forth herein. The criteria are not listed in any order of preference. CITY will establish an evaluation committee. The committee will evaluate all Qualifications received in accordance with the evaluation criteria. The evaluation committee may also contact and evaluate the Respondent's and subcontractor's references (if any), contact any Respondent to clarify any response, contact any current users of an Respondent's services, solicit information from any available source concerning any aspect of a proposal, and seek and review any other information deemed pertinent to the evaluation process. CITY reserves the right to establish weight factors that will be applied to the criteria depending upon order of importance. Evaluation scores will not be released until after notice of intent to award is issued. CITY shall not be obligated to accept the lowest priced proposal, but will make an award in the best interests of CITY after all factors have been evaluated. CITY shall be the sole judge of the successful offers hereunder. Respondents are advised that it is possible that an award may be made without discussion or any contact concerning the Qualifications received. Accordingly, submitted Qualifications should contain the most favorable terms from a price and technical standpoint. DO NOT ASSUME that you will be contacted or afforded an opportunity to clarify, discuss, or revise your proposal. Award will be by means of a written agreement with the successful Respondent. A Notification of Intent to Award shall be posted on the Bonfire website. Award is contingent upon the successful negotiation of final contract terms. Negotiations shall be confidential and not subject to disclosure until an agreement is reached. If contract negotiations cannot be concluded successfully, CITY may negotiate with the next highest scoring Respondent or withdraw the RFQ. While CITY intends to enter a contract for these services, it will not be bound to do so. CITY reserves the right to reject any or all Qualifications. RESPONDENT'S COST The Respondent will be responsible for all costs (including site visits where needed) incurred in preparing or responding to this RFQ. All materials and documents submitted in response to the RFQ become the property of the City and will not be returned. RIGHTS TO PERTINENT MATERIALS All responses, inquiries, and correspondence relating to the Request for Qualifications and all reports, charts, coverage maps, displays, schedules, exhibits, and other documentation produced 2 of 4 by the Respondent that are submitted as part of the proposal shall become the property of the City after the submission deadline. PUBLIC RECORDS The City of Meridian is a public agency. All documents in its possession are public records. Qualifications are public records and, except as noted below, will be available for inspection and copying by any person. If any Respondent claims any material to be exempt from disclosure under the Idaho Public Records Law, the Respondent will expressly agree to defend, indemnify and hold harmless the City from any claim or suit arising from the City's refusal to disclose any such material. No such claim of exemption will be valid or effective without such express agreement. The City will take reasonable efforts to protect any information marked "confidential" by the Respondent, to the extent permitted by the Idaho Public Records Law. Confidential information must be submitted in a separate envelope, sealed and marked "Confidential Information" and will be returned to the Respondent upon request after the award of the contract. It is understood, however, that the City will have no liability for disclosure of such information. Any proprietary or otherwise sensitive information contained in or with any Proposal is subject to potential disclosure. EVALUATION Before a contract will be awarded, the City may conduct reference investigations as is necessary to evaluate and determine the performance record and ability of the top ranked Respondent(s) to perform the size and type of work to be contracted, and to determine the quality of the service being offered. By submitting a proposal, you authorize the City to conduct reference investigations as needed. Qualifications will be evaluated by a selection committee comprised of City of Meridian employees, and may include citizens of the City. PRESENTATIONS The City may choose to invite those respondents, which are determined to be best qualified, to make a presentation to the City. If it is determined that presentations will be required, an additional evaluation will be conducted and incorporated into the final scoring. Further information may be provided to the prospective respondents after the initial selection. FINANCIAL STATEMENT Respondents may be requested provide a current financial statement or the latest annual report. Respondents shall make a definitive statement regarding their financial ability to perform the requirements hereunder. WARRANTY / GUARANTEE Contractor delivering equipment / goods against this specification shall guarantee that the equipment / goods meet the minimum requirements set forth herein. If it is found that the equipment / goods delivered do not meet the minimum requirements of this specification, the Contractor will be required to correct the same at the Contractor's expense. 3 of 4 BRAND NAME Brand names and numbers, when used, are for reference to indicate the character and quality desired. Contractors may offer comparable "EQUAL" products unless expressly prohibited herein. If necessary, the burden of proof and cost of analysis to determine equality shall be that of the Contractor. If proposing an "EQUAL", please state name of manufacturer, model, and part number, if applicable, and enclose descriptive literature. GUIDELINES / CONTENT To be considered responsive, Qualifications should address all items identified in this section. Please note: Some items require that the Respondent provide a detailed response and/or attachment. Failure to provide a complete response may be grounds for rejection of proposal. Furthermore, Qualifications should be prepared in such a way as to provide a straightforward and concise discussion of the Respondent's ability to provide the services that can best satisfy the requirements herein and the needs of CITY. Elaborate or unnecessarily lengthy documents are discouraged. Emphasis should be concentrated on conformance to the RFQ instructions, responsiveness to the RFQ requirements and on completeness and clarity of content. In order to facilitate evaluation and comparison, Qualifications should be submitted in the format described in this section. Format instructions must be adhered to. All requirements and requests for information in the proposal must be responded to. All requested data must be supplied. Failure to comply with this requirement may be cause for rejection. SUBMITTAL REQUIREMENTS Qualifications must be submitted through the City's Bonfire portal (https:/meridiancity.bonfirehub.com) prior to the due date and time stated on the website. No late Qualifications will be accepted. Qualifications must be valid for a period of ninety (90) calendar days from the due date and time. The City of Meridian does not discriminate on the basis of race, religion, sex, national origin, marital status, age, physical handicap, ownership by women or minorities or sexual orientation. The CONTRACTOR will be responsible for utilizing the City's current contract management tool for project management correspondence throughout the duration of the project. CONTRACTOR will be required to submit written communication to the City through the contract management tool. This includes but is not limited to the following: Reports, drawings, Requests for information, Request for action by City, General Project Documentation & Communication, Pay applications/Invoices, and Change Orders. The Contractor will be required to register with the City of Meridian Public Works Department for access to the program. There is no charge for use of this system. BONFIRE SUPPORT The City uses a Bonfire portal for accepting and evaluating Qualifications digitally. Please contact Bonfire at Support@GoBonfire.com for technical questions related to your submission. You can also visit their help forum at https:Hbonfirehub.zendesk.com/hc 4of4 FORMAL REQUEST FOR PROPOSALS PROJECT SPECIFICS & SCOPE OF WORK CITY OF MERIDIAN Meridian, Idaho 83642 BACKGROUND / PURPOSE The City of Meridian "City" is soliciting proposals from respondents with at least 5 years of progressive experience to design and construct conduit and fiber. This project is located between Location (A) Meridian Fire Station 2 (2401 N Ten Mile Rd, Meridian, ID 83646) and Location (B) Lakeview Golf Course Clubhouse (4200 W Talamore Blvd, Meridian, ID 83646). The City intends to utilize the design-build process for this project and will be utilizing the AIA A141 form agreement. The City intends to construct conduit and fiber. Upon construction completion, the City will be the owner of all installed assets. Proposals that include leased assets or managed services will not be considered. The successful proposer will be required to work with the City's project manager throughout the entire project. The nature of the project is Design-Build, which is intended to allow Contractors to propose changes to what has been presented in the Scope of Work. Those changes may enhance the features or decrease the costs of the project. SCOPE OF SERVICES / SPECIFICATIONS • Design of conduit and fiber between Location (A) Meridian Fire Station 2 (2401 N Ten Mile Rd, Meridian, ID 83646) and Location (B) Lakeview Golf Course Clubhouse (4200 W Talamore Blvd, Meridian, ID 83646). • Design shall include entry into both the Meridian Fire Station 2 and Lakeview Golf Course Clubhouse. • Installation of conduit and fiber between the above locations. • Each location will have fiber terminated at a specified location inside of the facility in a contractor furnished optical fiber interconnecting unit (LIU). • The termination point for each shall be at a location identified by the City. • Design and construction shall include 1 '/a - 2" conduit, fiber, junction boxes, and locate wire, between the two sites. • Develop plans and specifications. • Contractor shall provide and install the following materials for the project: 1 '/a - 2" conduit, junction boxes, locate wire, fiber interconnecting unit, and fiber optic cable. • Contractor shall terminate (all strands) and test the fiber. • Contractor shall be responsible for transporting material to job site from the central storage location and cleaning up all removed pavement and/or landscape material, and restoring all pavements and/or landscape material to their previous conditions. • Contractor shall follow any local laws and permitting requirements. • The final design (Design, Construction Drawings, Specifications and detailed budget; shall be completed and transmitted to the City in a standard non-proprietary format such as CAD and PDF. The final plans (Construction Drawings, Specifications and the Master Plan) and any and all related documents shall be the exclusive property of the City of Meridian. GUIDELINES / CONTENT To be considered responsive, proposals should address all items identified in this section. Please note: Some items require that the Proposer provide a detailed response and/or attachment. Failure to provide a complete response may be grounds for rejection of proposal. Furthermore, proposals should be prepared in such a way as to provide a straightforward and concise discussion of the Proposer's ability to provide the services that can best satisfy the requirements herein and the needs of City. Elaborate or unnecessarily lengthy documents are discouraged. Emphasis should be concentrated on conformance to the RFP instructions, responsiveness to the RFP requirements and on completeness and clarity of content. In order to facilitate evaluation and comparison, proposals should be submitted in the format described in this section. Format instructions must be adhered to. All requirements and requests for information in the proposal must be responded to. All requested data must be supplied. Failure to comply with this requirement may be cause for rejection. Criteria necessary to evaluate the proposals in relation to the service being sought are included in the RFP documents. At a minimum, criteria will include, experience, references, compliance to the specifications and requirements for the service provided that the City may use to award contracts to the Proposer it determines appropriate. SUBMITTAL REQUIREMENTS Letter of Introduction Summary that describes the design firm, and proposed construction firm (if different firms), including the history and experience of the firm(s) Design: • Proposed service to be provided by the design-build firm • Estimated hours dedicated to the design and line item budget • The Design-Builders Concept Plan for the City's proposed project. • Any other information that the design-build firm believes would be helpful to the Committee in evaluating its response. Construction • Construction Schedule • PW License • Insurance Certificates • Resume of Project Manager assigned to the project • Description of Fiber & Conduit to be Installed 2 of 3 Past Projects (Design) • Detailed list (including location, cost, and design) of at least two (2) similar projects that the design firm has designed • Concept drawings and/or master plans of each project (construction drawings if available) Past Projects (Construction) • Detailed list of at least two (2) similar projects that the firm has constructed. Additional Information • Any other information that the design-build firm believes would be helpful to the Committee in evaluating its response. BASIS FOR SELECTION This Request for Proposals will be evaluated utilizing the criteria listed below. History from the current and previous projects and customers of the respondent may be used to evaluate some of the criteria. a. Responsiveness to the RFP (5 Points) b. Overall experience in designing and constructing conduit and fiber (30 Points) C. Proposed Concept Plan (30 Points) e. Understanding of Project Objectives (20 points) d. Estimated Cost (15 points) BONFIRE SUPPORT The City uses a Bonfire portal for accepting and evaluating proposals digitally. Please contact Bonfire at Support@GoBonfire.com for technical questions related to your submission. You can also visit their help forum at https:Hbonfirehub.zendesk.com/hc 3of3 Proposal due date: ,, �pp�� November 18, 2022 �y[E IDS Ia,rr Prepared for: Keith Watts, Procurement Manager CITY OF MERIDIAN Proposal for: RFP NO. IT-2309-11377 LAKEVI EW GOLF COURSE • t1k c 44000 20 - fatbea N fatbeam.com 2065 W. Riverstone Dr. Suite 202 Coeur d'Alene, ID 83814 t 509 344 1008 November 171h, 2022 Dear Keith Watts, Thank you for the opportunity to share our recommended approach and fiber design solutions for City of Meridian and for taking the time to review our proposal. Connectivity is more important than ever to empower those you serve and to keep our communities connected. By helping you build a reliable, affordable fiber-optic network, we at Fatbeam believe you can expand what's possible for your community while being thoughtful with the resources you are entrusted to manage. We feel confident that our proposed fiber optic solution supports and aligns with your network infrastructure goals not just today, but also into the future. Fatbeam has been successfully delivering custom fiber optic designs and networks to public organizations in the Western United States for more than a decade. We are dedicated to serving your needs in a reliable and cost-effective manner and providing our extensive experience in building a network for the City of Meridian. We hope you'll join us in building a relationship that will benefit not only your City, but your entire community members as well. Best regards, Paul Merritt CEO Fatbeam 2065 W. Riverstone Dr. Suite 202 Coeur d'Alene,ID 83814 fatbeam.com *00 . . - . J. Executive Summary Fatbeam is proposing to build the City of Meridian a dedicated fiber optic network that can serve the City of Meridian for decades to come. The goal of this partnership between the City of Meridian and Fatbeam is to build a network that will help improve access for between City of Meridian facilities. Fatbeam has provided a one-time cost to build and deploy the conduits, vaults and fiber connections as detailed in our response. Fatbeam's proposed solution allows the city to have full control over your infrastructure. Having already built a fiber network in Meridian today, we feel we can streamline the build out and roll out in a timely manner to meet the Cities goals and schedules. Upon contract negotiation, Fatbeam plans to work together with the City of Meridian to create a detailed schedule deployment of the network. We welcome your questions or any additional information that you may require regarding our service proposals. Our staff is happy to arrange a conference call or an on-site meeting to review the specifics included herein, or to begin discussions of a draft agreement between our organizations. We thank you for the time and consideration you've placed in reviewing our proposal and we look forward to the opportunity to work with your city and provide superior network services to your staff and community members. 'rojected Fiber Design r .o ■ - so a - - - o a r y . he build between Fire Station #2 to Lakeview Golf Course. All construction will be done via boring it of Fire Station #2. nch conduit that will be owned by the city traveling on 10 Mile, Muirfield, and Aronmink Way, and N Oak Hills Dr as 9. the city, conduit will enter golf course property near the golf cart crossing on N Oak Hills Dr. on golf course property to include boring under Turnberry Way near the golf cart crossing to golf course Club House. avoid all sprinkler lines and boring will help reduce turf destruction. ;toration will be made as needed. count fiber will be installed in underground conduit from Fire Station #2 to Lakeview Golf Course; all fibers will be ed fiber design or vault locations could result in a price change and would require a change order/amendment. City of Meridian - Lakeview Golf T City of Meridian -Lakeview Golf 0% Start Due Assigned T Contract Awarded 0% City Response Review 0% Dec 1,2022 Dec 5,2022 City/County Government City Awards Project 0% Dec 6,2022 Dec 13,2022 City/County Government Contract Signed 0% Dec 14,2022 Dec 18,2022 City/County Government, ... T City Franchise Agreements&Joint 0% Utility Joint Use Agreements 0% Dec 19,2022 Dec 30,2022 Fatbeam City/County Franchise 0% Dec 19,2022 Dec 30,2022 Fatbeam T Engineering 0% Route Survey&Data Collection 0% Dec 19,2022 Dec 30,2022 Fatbeam Engineering Team Generation of Base Maps for Design Work 0% Jan 2,2023 Jan 9,2023 Fatbeam Engineering Team Generation of Aerial Segment Drawings 0% Jan 10,2023 Jan 18,2023 Fatbeam Engineering Team Generation of Underground Segment 0% Jan 10,2023 Jan 18,2023 Fatbeam Engineering Team T Joint Use 0% Prepare and Submit Joint Use Application 0% Jan 19,2023 Jan 26,2023 Fatbeam Engineering Team Joint Use Approval 0% Jan 27,2023 Feb 2,2023 Pole Owners Joint Use Make Ready 0% Jan 19,2023 Jan 28,2023 Pole Owners * ROW and DOT Permitting 0% Generation of ROW Applications 0% Jan 19,2023 Jan 28,2023 Fatbeam Engineering Team ROW Permit Approval Process 0% Jan 29,2023 Feb 5,2023 City/County Government Generation of DOT Permit Application 0% Jan 19,2023 Jan 28,2023 Fatbeam Engineering Team DOT Permit Approval Process 0% Jan 29,2023 Feb 5,2023 DOT Generation of RR Permit Application 0% Jan 19,2023 Jan 28,2023 Fatbeam Engineering Team RR Permit Approval Process 0% Jan 29,2023 Feb 5,2023 RR Permitting Specialist T Overhead Construction 0% Overhead Construction 0% Feb 6,2023 Feb 19,2023 Fatbeam Construction T Underground Construction 0% Underground Construction 0% Feb 6,2023 Feb 19,2023 Local UG Contractor T Building Entrances 0% Construction of Building Entrances 0% Feb 6,2023 Feb 14,2023 Fatbeam Construction T Splicing and Testing of Fiber 0% Fiber Splicing&Testing 0% Feb 20,2023 Feb 24,2023 Fatbeam Construction Configuration of Equipment 0% Feb 25,2023 Mar 1,2023 Fatbeam Installation of Switches 0% Mar 2,2023 Mar 5,2023 Fatbeam * Installation of Electronics 0% Final Testing 0% Mar 6,2023 Mar 10,2023 Fatbeam Deployment Schedule:Fatbeam will work in good faith and in a commercially reasonable manner to deliver the services by the agreed upon deployment schedule,which will be determined by the parties prior to the commencement of the project. fat&am 3Q 4 11 18 26 2 8 15 City of Meridian - Lakeview... oh 0% City of Meridian-Lakeview Golf oh 0% Contract Awarded Oh 0% City Response Review 0 0% City/County Government City Awards Project 0 0% City/County GovernmE nt Contract Signed 0 0% City/County G vernment,Fatbeam City Franchise Agreements&join... Oh 0% Utility joint Use Agreements 0 0% Fatbeam City/County Franchise 0 0% Fatbeam Engineering Oh 0% Route Survey&Data Collection 0 0% Fatbeam Engineering Team Generation of Base Maps for Desig... 0 0% Fatbeam Engineering Team Generation of Aerial Segment Draw... 0 0% Fatbeam Engineering Team Generation of Underground Segme... 0 0% Fatbeam Engineering Team joint Use Oh 0% Prepare and Submit joint Use Appli... 0 0% Fatbeam Engineering Team joint Use Approval 0 0% Ole Owners joint Use Make Ready 0 0% Pole Owners ROW and DOT Permitting Oh 0% Generation of ROW Applications 0 0% Fatbeam Engineering Team ROW Permit Approval Process 0 0% City/Co u ty Government Generation of DOT Permit Applicati... 0 0% Fatbeam Engineering Team DOT Permit Approval Process 0 0% DOT Generation of RR Permit Application 0 0% Fatbeam Engineering Team RR Permit Approval Process 0 0% RR Permitting Specialist Overhead Construction oh 0% Overhead Construction 0 0% Fatbeam Con truction Underground Construction Oh 0% Underground Construction 0 0% Local UG C tractor Building Entrances oh 0% Construction of Building Entrances 0 0% Splicing and Testing of Fiber oh 0% Fiber Splicing&Testing 0 0% Fatbear Configuration of Equipment 0 0% Installation of Switches 0 0% Installation of Electronics oh 0% Final Testing 0 0% Deployment Schedule:Fatbeam will work in good faith and in a commercially reasonable manner to deliver the services by the agreed upon deployment schedule,which will k commencement of the r)roiect. Christopher Davis, CAPM 509-565-9299 christopherdewu@outlook.com 12925 E Mansfield Ave, Spokane Valley, WA Education Eastern Washington University Cheney, WA Bachelor of Science, Mechanical Engineering Technology GPA —3.62//Dec 2015 Professional Summary Organized and efficient project manager with five years of experience managing a product line and projects in manufacturing and ISP industries. Customer-focused with superior communication skills. Professional Experience Fatbeam, Coeur d'Alene, ID Project Manager//October 2022 - Present • Manage enterprise and E-Rate projects providing dark fiber, lit fiber, and wireless/microwave services • Assist with permit processes and track from application to closing • Oversee project budgets and monitor actual costs through all phases • Track project schedule to ensure critical path tasks are completed on time Alliance Machine Systems International, Spokane Valley, WA R&D Coordinator/Project Leader//August 2022 - October • Manage R&D and sales projects from initiation to closing • Develop and maintain project documents such as WBS, schedule, risk assessment, costing, etc. • Balance resource assignments and assign tasks based on project priority • Report project progress to key stakeholders • Product manager for J&L product line Application Engineer 111//July 2021 -August 2022 • Develop product improvement plans, estimate market shares, and track competition • Coordinate integration of 3rd party devices and equipment • Project management for R&D and customer projects • Maintain the product line price book • Travel to customer facilities for pre-install meetings, installations, and sales presentations Application Engineer 11//February 2018 -July 2021 • Project management for new machine and retrofit sales • Filmed training videos on a Specialty Folder-Gluer for customer support • Designed brochures, fliers, and sales material for product line Application Engineer///February 2017 - February 2018 • Produced AutoCAD drawings of production lines for corrugated board • Attended sales and preinstall meetings • Provided customers feedback on machine setup procedures N V I Brad Govi State of Idaho Division of Occupational and Professional Licenses n PUBLIC WORKS CONTRACTORS LICENSING CONTRACTOR J 063827- UNLIMITED -4 11/02/2022 License Number Original License Issi Categories: 16700,02404,02580,02317 :. This is to certify that FATBEAM, LLC has fulfilled the requirements of the law relating to licensing in Idaho Code,Title 54,Chapter 19&45 and is hereby granted this certificate. 11" This license expires: 11130/2023 I v' Licensee Signature Russell Barron,Administrator I� f i ', � :' iil il�l�� yi '• i �I' �r i V _ � W I�• i h � �', I� hi � � III'4i I - CERTIFICATE OF LIABILITY INSURANCE DATE(MMIDD/YYYY) 08/29/2022 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Tracy Alexander NAME: UNITEL JCC Ext: (402)434-7200 AIXC,No): (402)434-7272 1128 Lincoln Mall E-MAIL tabbott@unitelinsurance.com ADDRESS: Suite 200 INSURER(S)AFFORDING COVERAGE NAIC# Lincoln NE 68508 INSURERA: National Farmers Union P&C 16217 INSURED INSURER B: Charter Oak Fire Ins Co 25615 SDC FB Holdings,LLC INSURER C: Cincinnati Insurance Co. 10677 2065 W Riverstone Dr,Ste 202 INSURER D: INSURER E: Coeur D'Alene ID 83814 INSURER F: COVERAGES CERTIFICATE NUMBER: 22/23 ALL LINES REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCEADDLSUBR POLICY EFF POLICY EXP LTR INSD WVD POLICY NUMBER MM/DD/YYYY MM/DD/YYYY LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE X OCCUR PRIM SES Ea oNcE ence $ 300,000 MED EXP(Any one person) $ 5,000 A RU10000142 09/01/2022 09/01/2023 PERSONAL&ADV INJURY $ 1,000,000 GEN'LAGGREGATE LIMITAPPLIES PER: GENERAL AGGREGATE $ 2,000,000 X JECT LOC PRODUCTS-COMP/OPAGG $POLICY ❑ PRO 2,000,000 OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000 Ea accident X ANYAUTO BODILY INJURY(Per person) $ A OWNED SCHEDULED RU10000142 09/01/2022 09/01/2023 BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY Per accident X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 10,000,000 A EXCESS LIAB CLAIMS-MADE 1CB9662312 09/01/2022 09/01/2023 AGGREGATE $ 10,000,000 DED I X1 RETENTION $ 10,000 $ WORKERS COMPENSATION X1 STAPERTUTE ERH AND EMPLOYERS'LIABILITY Y/N 1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ B OFFICER/MEMBEREXCLUDED? ❑ N/A UB-7R658358-22-15-G 01/01/2022 01/01/2023 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ Excess Umbrella C EXS0587420 09/01/2022 09/01/2023 4,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Evidence of Insurance CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN Fatbeam,LLC ACCORDANCE WITH THE POLICY PROVISIONS. 2065 W Riverstone#202 AUTHORIZED REPRESENTATIVE Coeur d'Alene ID 83814 � 4� ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD ALTOS° Gel-Free, Double-Jacket, Single- Armored Cables, 12-288 Fibers Features and Benefits ALTOS°gel-free, double-jacket,single-armored cables are rugged,armored cables designed for direct-buried Gel-free waterblocking technology installation while suitable for duct and aerial (lashed) Craft-friendly cable preparation installation.The loose tube design provides stable perfor- Corrugated steel tape armor mance over a wide temperature range and is compatible Provides rodent resistance for direct-buried applications with any telecommunications-grade optical fiber. Flexible, craft-friendly buffer tubes Facilitate easy routing in closures SZ-stranded, loose tube design Isolates fibers from installation and environmental rigors and facilitates mid-span access Dielectric central strength member No preferential bend and requires no bonding or groun- ding Polyethylene jacket Rugged, durable and easy to strip Standards Design and Test Criteria ANSI/ICEA S-87-640, Telcordia GR-20, RDUP P E-90 Polyethylene(PE) Outer Jacket Corrugated Steel Armor Dielectric Central Element Vt Buffer Tube Ripcord Fiber i7 w• Polyethylene(PE) Inner Jacket Water-Swellable Tape Water-Swellable Tape ALTOS Gel-Free, Double-Jacket,Single-Armored • - •- • • 1Cables, •- • • PIM1440 Family Spec Sheet 0001NAFTA_AEN CORNING Page 1 1 Revision date 2019-03-01 ALTOS° Gel-Free, Double-Jacket, Single- Armored Cables, 12-288 Fibers Corrugated Steel Armor Ripcord Water-Swellable Tape Ay s?� Polyethylene(PE)Inner Jacket .� Fiber G/ (iJi es Water-Swellable O ;a� Tape Buffer Z Tube t Water-Swellable Tape Dielectric Central Element Polyethylene(PE) Outer Jacket ALTOS Gel-Free, Double-Jacket,Single-Armored • • • • 1 Specifications Temperature Range Storage -40°C to 70°C (-40°F to 158°F) Installation -30°C to 70°C (-22°F to 158°F) Operation -40°C to 70°C (40°F to 158 °F) Note:Corning recommends storing cable in a proper temperature environment prior to installation to allow the cable temperature to meet installation tempera- ture range specifications for best installation results. CableMechanical Characteristics Max.Tensile Strength, Long-Term 200 Ibf (890 N) Max.Tensile Strength, Short-Term 2700 N (600 Ibf) Fiber Count Number of Num ermor� Weight Nominal Outer Min. Bend Min. Bend Tube Positions Active Tubes Diameter Radius Instal- Radius Ope- lation ration 12-72 6 1 -6 179 kg/km 14.3 mm 215 mm 143 mm (120 Ib/1000 ft) (0.56 in) (8.4 in) (5.6 in) 96 8 8 219 kg/km 16 mm 240 mm 160 mm (147 Ib/1000 ft) (0.63 in) (9.4 in) (6.3 in) 144 12 12 318 kg/km 19.7 mm 296 mm 197 mm (213 Ib/1000 ft) (0.78 in) (11.6 in) (7.8 in) Family Spec Sheet 0001NAFTA_AEN CORNING Page 2 1 Revision date 2019-03-01 ALTOS° Gel-Free, Double-Jacket, Single- Armored Cables, 12-288 Fibers Fiber Count Number of Number of Weight Nominal Outer Min. Bend Min. Bend Tube Positions Active Tubes Diameter Radius Instal- Radius Ope- lation ration 192-216 18 16- 18 312 kg/km 19.9 mm 299 mm 199 mm (209 Ib/1000 ft) (0.78 in) (11.8 in) (7.8 in) 288 24 24 384 kg/km 22.2 mm 333 mm 222 mm (257 Ib/1000 ft) (0.87 in) (13.1 in) (8.7 in) Chemical Characteristics Free of hazardous substances according to RoHS 2011/65/EU Transmission Performance MulFiber Core timode Fiber Category M1 OM2 OM3 OM4 • •• T T T Performance Option Code 30 31 80 90 Wavelengths850/1300 850/1300 850/1300 850/1300 AttenuationMaximum .: 3.4/1.0 3.0/1.0 3.0/1.0 3.0/1.0 GigabitSerial 1 300/550 750/500 1000/600 1100/600 Serial 10 Gigabit E - 10 33/- 150/- 300/- 550/- Min.Overfilled Launch(OFL) 200/500 700/500 1500/500 3500/500 Bandwidth ModalMinimum Effective 220/- 950/- 2000/- 4700/- Bandwidth Family Spec Sheet 0001NAFTA_AEN CORNING Page 3 1 Revision date 2019-03-01 ALTOS° Gel-Free, Double-Jacket, Single- Armored Cables, 12-288 Fibers Single-mode 11 Ultra •.- .. ofiber • • • CategoryFiber G.652.D G.652.D/G.657.A1 G.652.D G.652.D G.655 • .• L Z E E F Performance Option Code22 22 00 01 01 Wavelengths(nm) 1310/1383/1550 1310/1383/1550 1310/1383/1550 1310/1383/1550 1310/1383/1550 Maximum Attenuation .: 0.34/0.34/0.22 0.34/0.34/0.22 0.35/0.35/0.25 0.4/0.4/0.3 440.25 Typical Attenuation* .: 0.3210.32/0.18 0.32/0.32/0.18 440.19 Fiber •. G.652 G.654.E .. hEb D Performance Option Code -4 19 01 Wavelengths(nm) 1310/1383/1550 1310/1383/1550 Maximum Attenuation .: 0.33/40.19 -/-10.20 Typical Attenuation* .: 0.31/-/0.17 440.18 *For more information on typical attenuation please seethe Corning whitepaper at http://csmedia.corning.com/opcomm//Resource_Documents/whitepapers_rl/ LAN-1863-AEN.pdf **SMF-28�Ultra fiber delivers up to IN better macrobend loss performance compared to the G.652.D standard and up to 33 percent better macrobend loss performance than the G.657.A 1 standard for 10mm radii bends. Family Spec Sheet 0001NAFTA_AEN CORNING Page 4 1 Revision date 2019-03-01 ALTOS° Gel-Free, Double-Jacket, Single- Armored Cables, 12-288 Fibers Ordering Information I Note: Contact Customer Care at 1-800-743-2675for other options. ❑ ❑ ❑ ❑ U 5 - ❑ ❑ 1 ❑ ❑ D 2 0 o © © o 0 o BE Select fiber count. Defines cable type. Select performance option code. Standard offerings: U=ALTOS®Gel-Free Cable 30=62.5 pm multimode(OM1) 012-288 (Increments of 12) 31 =50 pm multimode(OM2) Defines outer jacket. 80=50 pm multimode(OM3) 5 =Armor Lite'M Cable 90=50 pm multimode(OM4) Select fiber code. 01 =Single-mode(OS2) K=62.5 pm multimode(OM 1) (Max.attenuation 0.4/0.4/0.3 dB/km) T=50 pm multimode Select fiber placement. 00=Single-mode(OS2) (OM2/OM3/OM4) T=12 fibers/buffer tube (Max.attenuation 0.35/0.35/0.25 dB/km) 22=Single-mode(OS2) E=Single-mode(G.652.D) (standard) (Max.attenuation 0.34/0.34/0.22 dB/km) L =Single-mode(G.652.D) 6 =6 fibers/buffer tube 19=Single-mode(Ultra Low-Loss) SMF-28e+O LL See Note 1. (Max.attenuation 0.33/40.19 dB/km) Z=Single-mode(G.652.D/G.657.A1) 01 =Single-mode(TXF) SMF-28 ®Ultra (Max.attenuation 440.20 dB/km) P-Single-mode(G.652) . Select length markings. 01 =Single-mode NZDSF* (Max.attenuation 440.25 dB/km) SMF-28®ULL 3 =Markings in meters *Non-Zero Disperson-Shifted Single-mode Fiber F =Single-mode(G.655) 4 =Markings in feet(standard) LEAF® Defines cable type. D=TXFTM Single-mode(G.654.E) Defines tensile strength. D=ALTOS°Gel-Free Cable P 1 =2700 N/600 Ibf(standard) Defines special requirements. p 20=No special requirements 1)Cable outer diameter may change.Example:48 F cable with 6 fibers per tube will require 8 active buffer and have an OD like a standard 96 F cable. �1 RoHS C O M`JN T Corning Optical Communications LLC•PO Box 489•Hickory, NC 28603-0489 USA 800-743-2675•FAX: 828-325-5060•International: +1-828-901-5000•www.corning.com/opcomm A complete listing of the trademarks of Corning Optical Communications is available at www.corning.com/opcomm/trademarks. All other trademarks are the properties of their respective owners. Corning Optical Communications is ISO 9001 certified. ©2018 Corning Optical Communications.All rights reserved. Family Spec Sheet 0001NAFTA_AEN CORNING Page 5 1 Revision date 2019-03-01 • • - • References QV.,, OF Tk4 City of Star, Idaho 1 GIG Dedicated Internet& Dark Fiber WAN-2020 start date Partnered with the City of Star to develop a community broadband WIFI network at z City Parks and City Hall allowing citizens of Star to have affordable access to reliable Internet Trevor Chadwick, Mayor;City of Star qit i � tchadwick@staridaho.org 208-286-7247 • City of Athol, Idaho 1 GIG Dedicated Internet&Dark Fiber WAN-2020 start date Partnered with the City of Athol to develop a community broadband WIN network at City Parks and City Hall allowing citizens of Athol to have affordable access to reliable Internet. Lori Yarbrough,Athol City Clerk/Treasurer cityclerk@cityofathol.us 208-683-2101 • • Butte-Silver Bow, Montana 1G DIA and Lit Fiber WAN connecting city/county facilities throughout the Butte-Silver Bow Region-Start Date 2017 •• Kathy Kenison, Manager of Information Technology kkenison@bsb.mt.gov •� 406-497-6454 City of Eagle, Idaho Fatbeam partnered with the City of Idaho to provide conduits throughout the City of Eagle for broadband deployment. Start Date-2022 • Eric Ziegenfuss, Public Works Director eziegenfuss@cityofeagle.org 208-489-8795 City of Sandpoint, Idaho Fatbeam and the City of Sandpoint provide conduit and access to each other throughout the city limits. Fatbeam also provides 1 GIG Dedicated . r Internet to the City Hall.-2016 111 SANDPOINT Jennifer Stapleton,City Administrator jstapleton@sandpointidaho.gov -208-265-1483 *All the above references are Fatbeam designed and Fatbeam constructed projects.Specific details available upon request Form Request for Taxpayer Give Form to the (Rev.October2018) Identification Number and Certification requester. Do not Department of the Treasury send to the IRS. Internal Revenue Service ►Go to wwwJrs.gov/FormW9 for instructions and the latest information. 1 Name(as shown on your income tax return).Name is required on this line;do not leave this line blank. Fatbeam, LLC 2 Business name/disregarded entity name,if different from above m 3 Check appropriate box for federal tax classification of the person whose name is entered on line 1.Check only one of the 4 Exemptions(codes apply only to a� following seven boxes. certain entities,not individuals;see ca a instructions on page 3): o ElIndividual/sole proprietor or ElC Corporation ElS Corporation ElPartnership ElTrust/estate c single-member LLC Exempt payee code(if any) ao ❑✓ Limited liability company.Enter the tax classification(C=C corporation,S=S corporation,P=Partnership)► P `p Note:Check the appropriate box in the line above for the tax classification of the single-member owner. Do not check Exemption from FATCA reporting *' w LLC if the LLC is classified as a single-member LLC that is disregarded from the owner unless the owner of the LLC is code(if any) c another LLC that is not disregarded from the owner for U.S.federal tax purposes.Otherwise,a single-member LLC that IL ° is disregarded from the owner should check the appropriate box for the tax classification of its owner. w ElN Other(see instructions)Do- (Applies to accounts maintained outside the U.S.) fn 5 Address(number,street,and apt.or suite no.)See instructions. Requester's name and address(optional) n 2065 W Riverstone Drive, Suite 202 6 City,state,and ZIP code Coeur d'Alene, ID 83814 7 List account number(s)here(optional) SM Taxpayer Identification Number(TIN) Enter your TIN in the appropriate box.The TIN provided must match the name given on line 1 to avoid Social security number backup withholding. For individuals,this is generally your social security number(S However,for a resident alien,sole proprietor,or disregarded entity,see the instructions for Part I,later.For other entities,it is your employer identification number(EIN).If you do not have a number,see How to get a TIN, later. or Note:If the account is in more than one name,see the instructions for line 1.Also see What Name and Employer identification number Number To Give the Requester for guidelines on whose number to enter. T27 - 3 4 1 3 5 0 1 jiMM Certification Under penalties of perjury,I certify that: 1.The number shown on this form is my correct taxpayer identification number(or I am waiting for a number to be issued to me);and 2.1 am not subject to backup withholding because:(a)I am exempt from backup withholding,or(b)I have not been notified by the Internal Revenue Service(IRS)that I am subject to backup withholding as a result of a failure to report all interest or dividends,or(c)the IRS has notified me that I am no longer subject to backup withholding;and 3.1 am a U.S.citizen or other U.S.person(defined below);and 4.The FATCA code(s)entered on this form(if any)indicating that I am exempt from FATCA reporting is correct. Certification instructions.You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return.For real estate transactions,item 2 does not apply.For mortgage interest paid, acquisition or abandonment of secured property,cancellation of debt,contributions to an individual retirement arrangement(IRA),and generally,payments other than interest and dividends,you are not required to sign the certification,but you must provide your correct TIN.See the instructions for Part 11,later. Sign Signature of Here U.S.person► / ll�Ni Date► 1/1/2022 General Instructions •Form 1099-DIV(dividends,including those from stocks or mutual funds) Section references are to the Internal Revenue Code unless otherwise .Form 1099-MISC(various types of income,prizes,awards,or gross noted. proceeds) Future developments.For the latest information about developments .Form 1099-B(stock or mutual fund sales and certain other related to Form W-9 and its instructions,such as legislation enacted transactions by brokers) after they were published,go to www.irs.gov/FormW9. •Form 1099-S(proceeds from real estate transactions) Purpose of Form •Form 1099-K(merchant card and third party network transactions) An individual or entity(Form W-9 requester)who is required to file an •Form 1098(home mortgage interest), 1098-E(student loan interest), information return with the IRS must obtain your correct taxpayer 1098-T(tuition) identification number(TIN)which may be your social security number •Form 1099-C(canceled debt) (SSN),individual taxpayer identification number(ITIN),adoption •Form 1099-A(acquisition or abandonment of secured property) taxpayer identification number(ATIN),or employer identification number (EIN),to report on an information return the amount paid to you,or other Use Form W-9 only if you are a U.S.person(including a resident amount reportable on an information return.Examples of information alien),to provide your correct TIN. returns include,but are not limited to,the following. If you do not return Form W-9 to the requester with a TIN,you might •Form 1099-INT(interest earned or paid) be subject to backup withholding.See What is backup withholding, later. Cat.No.10231X Form W-9(Rev.10-2018) 41tiant A) Alliant Insurance Services,Inc. 818 W.Riverside Ave. Suite 800 Spokane,WA 99201 September 22, 2022 TOF 800 8014448 F 509 325 1803 CA License No.OC36861 www.alliant.com RE: Fatbeam, LLC — Surety Capacity To Whom It May Concern, Our company, Alliant Insurance Services, Inc. manages the surety program for Fatbeam, LLC. Fatbeam, LLC. is currently bonded through Hartford Fire Insurance Company, which has an A.M. Best rating of A+(Superior), and a Financial Size of XV, ($2 Billion or greater). Fatbeam, LLC currently enjoys a bonding capacity of$1,000,000 on Single projects, with an aggregate limit of$2,000,000. This amount currently supports the needs of Fatbeam, LLC,but could be increased if requested. We have the utmost respect for Fatbeam, LLC., and are extremely comfortable with their capabilities. Please note that the decision to issue Performance and Payment Bonds is a matter between Fatbeam, LLC and Hartford Fire Insurance Company, and will be subject to the surety's standard underwriting at the time of a final bond request, which will include, but not be limited to, the acceptability of the contract documents, bond forms, and financing. Hartford Fire Insurance Company assumes no liability to third parties, or to you, if, for any reason, they do not execute said bonds. Should you have any questions, please contact me directly at 509-343-9238 Sincerely, Shawn M. Wilson Surety Account Executive Alliant Insurance Services, Inc. fat• - • ° Pricing Lakeview Golf Course total extended cost: $105,000 Design Overview Fatbeam design details for the build between Fire Station #2 to Lakeview Golf Course. All construction will be done via boring • Vault installed in front of Fire Station #2. • Construct a 1%to 2-inch conduit that will be owned by the city traveling on 10 Mile, Muirfield, and Aronmink Way, and N Oak Hills Dr as noted in design drawing. • With the approval of the city, conduit will enter golf course property near the golf cart crossing on N Oak Hills Dr. • Conduit will continue on golf course property to include boring under Turnberry Way near the golf cart crossing to golf course Club House. • Care will be taken to avoid all sprinkler lines and boring will help reduce turf destruction. • Turf and sprinkler restoration will be made as needed. At project completion, a 12-count fiber will be installed in underground conduit from Fire Station #2 to Lakeview Golf Course; all fibers will be terminated and tested. E IDIAN:--- .�E►ri u AGENDA ITEM ITEM TOPIC: Resolution No. 23-2376: A Resolution of the Mayor and the City Council of the City of Meridian Establishing the Reappointment of Charlie Rountree to Seat 3 of the Meridian Board of Adjustment; and Providing an Effective Date CITY OF MERIDIAN RESOLUTION NO. 23-2376 BY THE CITY COUNCIL: BORTON, CAVENER,HOAGLUN, OVERTON, PERREAULT, STRADER A RESOLUTION OF THE MAYOR AND THE CITY COUNCIL OF THE CITY OF MERIDIAN ESTABLISHING THE REAPPOINTMENT OF CHARLIE ROUNTREE TO SEAT 3 OF THE MERIDIAN BOARD OF ADJUSTMENT; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the Meridian City Code § 2-8-1 establishes the Board of Adjustment, its members and terms of their appointments; and WHEREAS, the Mayor and City Council for the City of Meridian wish to reappoint Charlie Rountree to Seat 3 of the Meridian Board of Adjustment with a term to expire September 30, 2024; and WHEREAS, the Mayor and City Council of the City of Meridian deems the reappointment of Charlie Rountree to Seat 3 of the Board of Adjustment to be in the best interest of the City of Meridian; NOW THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COUNCIL OF THE CITY OF MERIDIAN CITY,IDAHO: Section 1. That, pursuant to Meridian City Code § 2-8-3, Charlie Rountree is hereby reappointed to Seat 3 of Meridian Board of Adjustment with a term to expire September 30, 2024; Section 2. That this Resolution shall be in full force and effect immediately upon its adoption and approval. ADOPTED by the City Council of the City of Meridian, Idaho, this 281h day of February, 2023. APPROVED by the Mayor of the City of Meridian, Idaho, this 281h day of February, 2023. APPROVED: ATTEST: By: Mayor Robert E. Simison Chris Johnson, City Clerk RESOLUTION FOR REAPPOINTMENT OF CHARLIE ROUNTREE TO BOARD OF ADJUSTMENT-Page 1 E IDIAN:--- .�E►ri u AGENDA ITEM ITEM TOPIC: City of Meridian January 2023 Financial Report City of Meridian Monthly Financial Report FY2023 January 2023 Table of Contents Report Name Page Number Investment Graphs 2 Fund Balance 3 AWWW r rr ` IT I I iris - - ---- C �E I� F:\Reporting\Monthly Reports\FY2023\FY23 -4 Jan Council Report 1 of 3 Monthly Financial Report �E IDIAN FY2023 January 2023 I D A H O City of Meridian Investment Portfolio Yield by Investment Type IDAHO STATE 3.66% POOL IDAHO BOND 2.70% FUND CASH 0.00% FIB 289% •FIB MoneyMarket$2,671,322 -Cash$46,193,429 MONEYMARKET •Idaho Bond Fund$72,898,638 •Idaho State Pool$118,056,727 City of Meridian Interest/Investment Income City of Meridian Cash/Investments Balance by Major Fund by Major Fund $1,200,000 $160,000,000 $1,000,000 $140,000,000 $800,000 $120,000,000 $100,000,000 $600,000 $80,000,000 $400,000 $60,000,000 $200,000 $40,000,000 $0 $20,000,000 General Enterprise $ General Fund Enterprise Fund ■Total Budget ■Actual YTD ■FY23 ■FY22 F:\Reporting\Monthly Reports\FY2023\FY23-4 Jan Council Report 2 of 3 Monthly Financial Report FY2023 ( E IDIAN*,--..- January 2023 IDAHO GENERAL FUND BALANCE ALLOCATIONS $120,000,000 $100,000,000 $80,000,000 $60,000,000 $40,000,000 $20,000,000 - $- 9/30/2015 9/30/2016 9/30/2017 9/30/2018 9/30/2019 9/30/2020 9/30/2021 ■Nonspendable ■Restricted ■Committed ■Assigned ■Assigned Reserves ■Unassigned ENTERPRISE FUND BALANCE ALLOCATIONS $90,000,000 $80,000,000 $70,000,000 $60,000,000 $50,000,000 $40,000,000 $30,000,000 -- $20,000,000 it $10,000,000$ 9/30/2015 9/30/2016 9/30/2017 9/30/2018 9/30/2019 9/30/2020 9/30/2021 ■Assigned ■Unassigned ■Assinged Reserves FAReporting\Monthly Reports\FY2023\FY23-4 Jan Council Report 3 of 3 E IDIAN:--- .�E►ri u AGENDA ITEM ITEM TOPIC: Meridian Pool Update and Fee Proposal Mayor Robert E. Simison E � City Council Members: IDIAN Joe Borton John Overton Liz Strader Jessica Penrreault D A H O Brad Hoaglun Luke Cavener February 15, 2023 MEMORANDUM TO: Mayor Robert Simison and City Council FROM: Garrett White, Recreation Manager, MPR Dept. RE: Meridian Pool Update and Fee Proposal Background Now that the 2022 season is behind us, our department would like to give an overview of how the 2022 season went. There were facility inspections,projects completed, adjustments made, challenges overcome, and over 1,100 children involved in swim lessons. In addition to the update,I would like the opportunity to discuss the private and semi-private swim Lesson fees and get Council's feedback. Staff is proposing an increase to only the private and semi-private lesson fees to align with the current Cost Recovery Pyramid our department follows. After discussion with Council,we plan to publish fees and bring them back for Council's approval in March. Registration for swim lessons is fast approaching. The goal is to open registration on Friday,April 7t'',pending fee approval from Council in March. Objective To provide Council an overview of 2022 operations and to gather feedback on the proposed private and semi- private swim lesson fees prior to publishing. Meridian Pool 2022 R February 28 , 2023 1 , � 2022 Key Dates; Swim Lesson Registration Opens April 8th Pool Cover comes off - April 15th Pool De-winterization begins -April 18th First Swim Team Tryout - May 7th Lifeguard / Swim Instructor Training - May 9th Opening Day - June 6t", 2022 2022 Impacts to Operations; Contractor Availability; Critical Projects were completed prior to openin during the season rather than before. Pool Capacity (Bather Load); Capacity began as 2021 policy. Increased r Swim Lessons; Over 1100+ kids were registered in Swim Lessons. Swim Tests; Rescues went from approximately 60+ per season to 6 per s Staffing; we hired 39 total guards. Facility Schedule Schedule (With 35-45 Guards) Schedule (With 45-55 Guards) Schedule (With WEEKDAYS WEEKDAYS WEEKDAYS 5:30am - 7:00am Swim Team 5:30am - 7:00am Swim Team 5:30am - 7:00am 5 7:00am - 9:00am Swim Team 7:00am - 9:00am Swim Team 7:00am - 9:00am 5 9:00am - 1 :00pm Swim Lessons 9:00am - 1 :00pm Swim Lessons 9:00am - 1 :00pm 5 1 :00pm - 1 :30pm Maintenance 1 :00pm - 1 :30pm Maintenance 1 :00pm - 1 :30pm h 1 :30pm - 4:30pm Public Swim 1 :30pm - 4:30pm Public Swim 1 :30pm - 4:30pm F 4:30pm - 4:45pm Maintenance 4:30pm - 4:45pm Maintenance 4:30pm - 4:45pm h 4:45pm - 7:15pm Swim Lessons 4:45pm - 7:15pm Swim Lessons 4:45pm - 7:15pm 5 .-wpm - 9:30pm Public Swim 7:15pm - 7:30pm A 7:30pm - 9:30pm F �- JAI URDAY 12:00pm-6:00pm Pool Projects Completed ➢ Big Pool UV System Replacement > Installation . 1 ➢ Baby Pool UV System Replacement > Installation . ➢ ADA Chair Lift Repairs ➢ Pool Slide Repairs ➢ Update pool automation system . ➢ Provide replacement pumps for acid and chlorine feE ➢ Provide 1 - 27. 5 x 27. 5 x 6 inch secondary containmei 15 gallon acid carboys. ➢ Provide 1 - 36" x 48" x 6" custom made secondary con of 5- 15 gallon chlorine carboys. ➢ Umbrellas Repaired and Replaced . Pool Projects to be completed S� -1 Meter Diving board installation - tentatively scheduled to start we -Pool Rim Painting Key Dates 2023 Swim Lesson Registration Opens April 7th Pool Cover comes off - April 13th/14th Pool De-winterization begins -April 17th First Swim Team Tryout - May 6th Lifeguard / Swim Instructor Training - May 8- openmg Day Juiie 5th Positions Available Assistant Aquatics Coordinator - 1 Head of Maintenance - 1 Lifeguard/Swim Instructor - 65+ Positions are posted and applications are being excepted nova All applicants will be interviewed and if hired, sent to Persor Pool Fees; Open Swim - -Kids 3 and under = $22 -Ages 4 to 17 = $3 -Ad u Its = $4 Season Pass - -Family Pass = $160 (This is for a family of 4. Each additional family member is an add -Individual Pass = $40 (new proposed fee) Swim Lesson -Group Lesson = $45 (group of 4-6 children) -Private Lesson = $100 (one child) Proposed to increase to $140 -Semi Private Lesson = $150 (two children) Proposed to increas( 'Proposed increases allow each program to align with the Cost Recovery Questions .?