Approval of AIA A133 & A201 Construction Management for RETA HUSKEY ParkCONTRACT CHECKLIST
I.
PROJECT INFORMATION
Date: 9/21/2016
REQUESTING DEPARTMENT PARKS
Project Name:
RETA HUSKEY PARK - CM SERVICES
Project Manager: Mike Barton
Contract Amount: $15,000
Contractor/Consultant/Design Engineer:
Engineered Structures, inc.
Is this a change order? Yes ❑ No ❑ Change Order No.
II. BUDGET INFORMATION (Project Manager to Complete)
III. Contract Type
Fund: 7
Budget Available (Purchasing attach report):
Department 5200
Yes 0 No ❑
Construction ❑
GL Account 96928
FY Budget: 16
Task Order 0
Project Number: 10518.b
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 12B
Date MSA Roster Approved:
(Bid Results Attached) Yes ❑ No ❑
(Ratings Attached) Yes ❑ No
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 PWC -C-15418
Expiration Date: 12/31/2016 Corporation Status Goodstanding
Insurance Certificates Received (Date):
Expiration Date: Rating:
Payment and Performance Bonds Received (Date):
Bonds will be required prior to the GMP Amendment Rating:
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 ❑ 1 Performance on past projects
Check all that apply ❑ Quality of work ❑ On Budget
❑ On Time ❑ Accuracy of Construction Est
0 2 Qualified Personnel
❑ 3 Availability of personnel
❑ 4 Local of personnel
Description of negotiation process and fee evaluation:
Enter Supervisor Name Date Approve
VIII. AWARD INFORMATION
Date Submitted to Clerk for Agenda: September 21, 2016 Approval Date By:
Purchase Order No.: Date Issued: WI -15 submitted
(Only for PW Construction Projects)
NTP Date:
Contract Request Checklist.5.24.2016.Final
TM
Document A13 —2009
Standard Farm of Agreement Between Owner and Construction Manager as
Constructor where the basis of payment is the Cast of the Work Plus a Fee with a Guaranteed
Maximum Price
Jensen Be]ts Associates
495 Main Street
Boise, ID 83702
The Owner's Designated Representative:
(Name, address and other information)
Mike Barton
City of Meridian
33 East Broadway Avenue
Meridian, ID 83642
Telephone: 208-888-4433
Fax: 208-887-4813
The Construction Manager's Designated Representative:
(Nance, address and other information)
Joe JacksonEngineered Structures, Inc.
Inft AiA Document A133"-2009 (formerly A121 mCI C — 2003). Copyright V 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved.
WARNING: This AIM Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA°D 1
Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law.
This document was produced by AIA software at 14:40;52 on M/061201 6 under Order No.5812203597_1 which expires on 11130/2016, and is not for resale.
User Notes: (1781223493)
ADDITIONS AND DELETIONS:
AGREEMENT made as of the 13th day of July in the year 2016
The author of this document has
(Ira words, indicate day, month and year.)
added information needed for its
completion. The author may also
BETWEEN the Owner:
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
information as well as revisions to
33 East Broadway Avenue
the standard form text is available
from the author and should be
Meridian. ID 83642
reviewed. A vertical line in the left
margin of this document indicates
and the Construction Manager:
where the author has added
(Name, legal status and address)
necessary information and where
the author has added to or deleted
Engineered Structures, Inc.
from the original AIA text.
3330 East Louise Drive, Ste, 300
Meridian, ID 83642
This document has important legal
consequences. Consultation with an
for the following Project:
attorney is encouraged with respect
(Name and address or location)
to its completion or modification.
AIA Document A201TM-2007,
Reta Nuskey Park (Bellano Development)
GeneralConditions of the Contract
Ten Mile and Ustick Roads
for Construction, is adopted in this
Meridian, ID
document by reference. Do not use
with other general conditions unless
The Architect:
this document is modified.
(Name, legal status and address)
Jensen Be]ts Associates
495 Main Street
Boise, ID 83702
The Owner's Designated Representative:
(Name, address and other information)
Mike Barton
City of Meridian
33 East Broadway Avenue
Meridian, ID 83642
Telephone: 208-888-4433
Fax: 208-887-4813
The Construction Manager's Designated Representative:
(Nance, address and other information)
Joe JacksonEngineered Structures, Inc.
Inft AiA Document A133"-2009 (formerly A121 mCI C — 2003). Copyright V 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved.
WARNING: This AIM Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA°D 1
Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law.
This document was produced by AIA software at 14:40;52 on M/061201 6 under Order No.5812203597_1 which expires on 11130/2016, and is not for resale.
User Notes: (1781223493)
3330 East Louise Drive, Ste. 300
Meridian, ID 83542
Telephone Number: 208-362-3044
Fax Number: 208-352-3113
Email Address: joejackson@esiconstruction.com
The Architect's Designated Representative:
(Name, address and other information)
Kim Siegenthaler
Jensen Belts Associates
495 Main Street
Boise, ID 83702
The Owner and Construction Manager agree as follows.
AIA Document A133TM —2009 (formerly A121TMCWlc — 2003). Copyright 0 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved.
knit. WARNING: This AIAe Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA'e 2
Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law.
This document was produced by AIA software at 14:40:52 on 09110612016 under Order No.5612203597_1 which expires on 11130/2016, and is not for resale.
User Notes. (1 78 1 2234 93)
TABLE OF ARTICLES
1 GENERAL PROVISIONS
2 CONSTRUCTION MANAGER'S RESPONSIBILITIES
3 OWNER'S RESPONSIBILITIES
4 COMPENSATION AND PAYMENTS FOR PRECONSTRUCTION PHASE SERVICES
§ COMPENSATION FOR CONSTRUCTION PHASE SERVICES
6 COST OF THE WORT( FOR CONSTRUCTION PHASE
7 PAYMENTS FOR CONSTRUCTION PHASE SERVICES
8 INSURANCE AND BONDS
9 DISPUTE RESOLUTION
10 TERMINATION OR SUSPENSION
11 'MISCELLANEOUS PROVISIONS
12 SCOPE OF THE AGREEMENT
ARTICLE 1 GENERAL PROVISIONS
§ 1.1 The Contract Documents
The Contract Documents consist of this Agreement, Conditions of the Contract (General, Supplementary and other
Conditions), Drawings, Specifications, Addenda issued prior to the execution of this Agreement, other documents
listed in this Agreement, and Modifications issued after execution of this Agreement, all of which form the Contract
and are as fully a part of the Contract as if attached to this Agreement or repeated herein. Upon the Owner's
acceptance of the Construction Manager's Guaranteed Maximum Price proposal, the Contract Documents will also
include the documents described in Section 2.2.3 and identified in the Guaranteed Maximum Price Amendment and
revisions prepared by the Architect and furnished by the Owner as described in Section 2..2..8. The Contract
represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations,
representations or agreements. either written or oral. If anything in the other Contract Documents, other than a
Modification, is inconsistent with this Agreement, this Agreement shall govern.
§ 1.2 Relationship of the Parties
The Construction Manager accepts the relationship of trust and confidence established between it and the Owner by
this Agreement and covenants with the Owner to cooperate with the Architect and exercise the Construction
Manager's best 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; to use its best efforts to manage the Project in the best and most sound way; and to perform the Work in
an expeditious and economical manner consistent with the Owner's interests. The Construction Manager
acknowledges that it owes a fiduciary duty to the Owner for all of its construction management services in
connection with the Project. The Construction Manager covenants and represents that it has the professional
expertise, manpower, and capacity to undertake successfully the services that it shall provide herein to satisfactorily
manage and complete the Project. The Owner agrees to furnish or approve, in a timely manner, information
required by the Construction Manager and to make payments to the Construction Manager in accordance with the
requirements of the Contract Documents.
§ 1.3 General Conditions
For the Preconstruction Phase, AIA Document A201TM-2007, General Conditions of the Contract for Construction,
as revised for this project, shall apply only as specifically provided in this Agreement. For the Construction Phase,
the general conditions of the contract shall be as set forth in A201-2007, as revised for this project, which document
AIA Document A133m —2009 (formerly A121T"CIMc —2003). Copyright 01991, 2003 and 2009 by The American Institute of Architects. All rights reserved.
Init. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties_ Unauthorized reproduction or distribution of this. AIA@ 3
Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law.
t ThLs document was produced by AIA software at 14:40:52 an 0910612016 under Order No.5812203597_1 which expires on 1113012016, and is not for resale.
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is incorporated herein by reference. The term "Contractor" as used in A2.01-2007 shall mean the Construction
Manager.
ARTICLE 2 CONSTRUCTION MANAGER'S RESPONSIBILITIES
The Construction Manager's Preconstruction Phase responsibilities are set forth in Sections 2.1 and 2.2. The
Construction Manager's Construction Phase responsibilities are set forth in Section 2.3. The Owner and
Construction Manager may agree, in consultation with the Architect, for the Construction Phase to commence prior
to completion of the Preconstruction Phase, in which case, both phases will proceed concurrently. The Construction
Manager shall identify a representative authorized to act on behalf of the Construction Manager with respect to the
Project.
§ 2.1 Preconstruction Phase
§ 2.1.1 The Construction Manager shall provide a preliminary evaluation of the Owner's program, schedule and
construction budget requirements, each in terms of the other.
§ 2.1.2 Consultation
The Construction Manager shall schedule and conduct meetings with the Architect and Owner to discuss such
matters as procedures, progress, coordination, and scheduling of the Work. The Construction Manager shall advise
the Owner and the Architect on proposed site use and improvements, selection of materials, and building systems
and equipment. The Construction Manager shall also provide recommendations consistent with the Project
requirements to the Owner and Architect 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.
§ 2.1.2.1 In conjunction with the Architect and Owner, the Construction Manager will develop a formal
comprehensive management and scope of Work plan. The Owner will decide whether to make Project changes.
§21.2.2 The Construction Manager will review the design and make suggestions to the Owner as to value
engineering, constructability, suitability of materials and equipment, scheduling, time, methods and sequence of
construction, clarity, consistency and coordination of documentation, to reduce project construction cost, to reduce
operational costs or to improve the life of the building. The Owner will decide whether to make Project changes.
However, the Construction Manager is not a licensed design professional and assumes no responsibility for the
design of the Project or the design of the approved manufacturing systems (such as trusses and fire protection
systems). Except as otherwise set forth in this Contract, any suggestions by the Construction Manager to modify the
design of the Project to reduce costs will be based on Construction Manager's knowledge and experience as a
construction contractor and Construction Manager, and not as a design professional, and Owner should review same
with the Architect or other design professional prior to implementation.
§ 2.1.2.3 The Construction Manager shall develop, in coordination with Owner, a system for tracking project costs and
cash flow.
§ 2,1.2.4 The Construction Manager shall attend and, if requested by Owner, schedule and lead periodic project
meetings and special meetings for the exchange of information concerning the project, and review of design
progress, permits and approvals. All meetings shall be held at a location and time convenient to the Owner's
Designated Representative..
§ 2.1,3 When Project requirements in Section 3.1.1 have been sufficiently identified, the Construction Manager shall
prepare and periodically update a Project schedule for the Architect's review and the Owner's acceptance. The
issuance of Project schedule shall be a representation and warranty to owner that Construction Manager has
thoroughly and carefully examined the Project schedule and found it to be a reasonable and adequate amount of time
for Construction Manager to perform the Work, and includes reasonable periods for the review of submittals, tests,
inspections and other matters by Owner, Architect and any governmental authorities. The Construction Manager
shall obtain the Architect's approval for the portion of the Project schedule relating to the performance of the
Architect's services. The Project schedule shall coordinate and integrate the Construction Manager's services, the
Architect's services, other Owner consultants' services, and the Owner's responsibilities and identify items that
could affect the Project's timely completion. The updated Project schedule shall include the following: submission
of the Guaranteed Maximum. Price proposal; components of the Work; tithes of commencement and completion
AIA Document A133" —2009 (formerly A1211"cMc — 2003). Copyright 01991, 2003 and 2009 by The American Institute of Architects. All rights reserved.
[nit. WARNING: This A1Ae Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AJAe
Document, or any portion of it, may result In severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law,
This document was produced by AIA software at 14:40:52 on 0910612015 under Order No.5812203597_1 which expires on 11130/2015, and is not for resale.
User Notes: (1781223493)
required of each Subcontractor; ordering and delivery of products, including those that must be ordered well in
advance of construction; and the occupancy requirements of the Owner.
§ 2.1.4 Phased Construction
The Construction Manager shall provide recommendations with regard to accelerated or fast-track scheduling,
procurement, or phased construction. The Construction Manager shall take into consideration cost reductions, cost
information, constructability, provisions for temporary facilities and procurement and construction scheduling
issues.
§ 2.1.5 Preliminary Cost Estimates
§ 2.1.5.1 Based on the preliminary design and other design criteria prepared by the Architect, the Construction
Manager shall prepare preliminary estimates of the Cost of the Work or the cost of program requirements using area,
volume or similar conceptual estimating techniques for the Architect's review and Owner's approval. If the
Architect or Construction ]Manager suggests alternative materials and systems, the Construction Manager shall
provide cost evaluations of those alternative materials and systems.
§ 2.1.5.2 As the Architect progresses with the preparation of the Schematic Design, Design Development and
Construction Documents, the Construction Manager shall prepare and update, at appropriate intervals agreed to by
the Owner, Construction Manager and Architect, detailed estimates of the Cost of the Work and value engineering
analysis of increasing detail and refinement and allowing for the further development of the design until such time
as the Owner and Construction Manager agree on a Guaranteed Maximum Price for the Work. Such estimates shall
be provided for the Architect's review and the Owner's approval. The Construction Manager shall inform the Owner
and Architect when estimates of the Cost of the Work exceed the latest approved Project budget and make
recommendations for corrective action.
§ 2.1.5.3 Owner may require additional cost estimates to confirm budget due to modification made via design
workshops, and the Construction Manager shall work with the Architect to reconcile any differences.
§ 2.1.6 Subcontractors and Suppliers
The Construction Manager shall seek to develop bidders' interest in the Project and shall famish to the Owner for its
information a list of possible subcontractors, including suppliers who are to furnish materials or equipment
fabricated to a special design, from which proposals will be requested for each principal portion of the Work. The
Owner will promptly reply in writing to the Construction Manager if the Owner knows of any objection to such
subcontractor or supplier. The receipt of such list shall not require the Owner to investigate the qualifications of
proposed subcontractors or suppliers, nor shall it waiver the right of the Owner later to object to or reject any
proposed subcontractor or supplier.
The Construction Manager shall develop the scope of work and prepare bid packages in concert with the Architect
(Owner will provide a template for the bid packages) for each trade to be bid and participate in the prequalification
and qualification of each of the Subcontractors and Sub -subcontractors as defined by law.
§ 2.1.7 The Construction Manager shall prepare, for the Architect's review and the Owner's acceptance, a
procurement schedule for items that must be ordered well in advance of construction. The Construction Manager
shall expedite and coordinate the ordering and delivery of materials that must be ordered well in advance of
construction. If the Owner agrees to procure any items prior to the establishment of the Guaranteed Maximum Price,.
the Owner shall procure the items on terms and conditions acceptable to the Construction Manager. Upon the
establishment of the Guaranteed Maximum Price, the Owner shall assign all contracts for these items to the
Construction Manager and the Construction Manager shall thereafter accept responsibility for them.
§ 2.1.8 Extent of Responsibility
The Construction Manager shall exercise reasonable care in preparing schedules and estimates. The Construction
Manager, however, does not warrant or guarantee estimates and schedules except as may be included as part of the
Guaranteed Maximum Price. The Construction Manager is not required to ascertain that the Drawings and
Specifications are in accordance with applicable laws, statutes, ordinances, codes, rules and regulations, or lawful
orders of public authorities, but the Construction Manager shall promptly report to the Architect and Owner any
nonconformity discovered by or made known to the Construction Manager as a request for information in such form
as the Architect may require.
Inst AIA Document A133m —2O09 (formerly A121 °MCMC — 2003). Copyright01991, 2003 and 2009 by The American Institute of Architects. All rights reserved.
WARNING: This ACAO Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or dist6but ion ofthis AIAO �
Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law.
This document was produced by AIR software at 14:40:52 on 09/0602016 under Order No.5812203597_1 which expires on 11/3012016, and is not for resale.
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§ 2.1.9 Notices and Compliance with Laws
The Construction Manager shall comply with applicable laws, statutes, ordinances, codes, rules and regulations, and
lawful orders of public authorities applicable to its performance under this Contract, and with equal employment
opportunity programs, and other programs as may be required by governmental and quasi -governm en tai authorities
for inclusion in the Contract Documents.
§ 2.2 Guaranteed Maximum Price Proposal and Contract Time
§ 2.2.1 At a time to be mutually agreed upon by the Owner and the Construction Manager and in consultation with
the Architect, the Construction Manager shall prepare a Guaranteed Maximum Price proposal for the Owner's
review and acceptance. The Guaranteed Maximum Price in the proposal shall be the sum of the Construction
Manager's estimate of the Cost of the Work, including contingencies described in Section 2.2.4, and the
Construction Manager's Fee.
§ 2.2.2 To the extent that the Drawings and Specifications are anticipated to require further development by the
Architect, the Construction Manager shall provide in the Guaranteed Maximum Price for such further development
consistent with the Contract Documents and reasonably inferable therefrom. Such further development does not
include such things as changes in scope, systems, kinds and quality of materials, finishes or equipment, all of which,
if required, shall be incorporated by Change Order.
§ 2.2.3 The Construction Manager shall include with the Guaranteed Maximum Price proposal a written statement
of its basis, which shall include the following:
.1 A list of the Drawings and Specifications, including all Addenda thereto, and the Conditions of the
Contract;
.2 A list of the clarifications and assumptions made by the Construction Manager in the preparation of
the Guaranteed Maximum Price proposal, including assumptions under Section 2.2.2, to supplement
the information provided by the Owner and contained in the Drawings and Specifications;
.3 A statement of the proposed Guaranteed Maximum Price, including a statement of the estimated Cost
of the Work organized by trade categories or systems, allowances, contingency, and the Construction
Manager's Fee,
.4 The anticipated date of Substantial Completion upon which the proposed Guaranteed Maximum Price
is based, and
.5 A date by which the Owner must accept the Guaranteed Maximum Price.
§ 2.2.4 In preparing the Construction Manager's Guaranteed Maximum Price proposal, the Construction Manager
shall include its contingency for the Construction Manager's exclusive use to cover those costs considered
reimbursable as the Cost of the Work but not included in a Change Order.
§ 2.2.5 The Construction Manager shall meet with the Owner and Architect to review the Guaranteed Maximum
Price proposal. In the event that the Owner and Architect discover any inconsistencies or inaccuracies in the
information presented, they shall promptly notify the Construction Manager, who shall make appropriate
adjustments to the Guaranteed Maximum Price proposal, its basis, or both.
§ 2.2.6 If the Owner notifies the Construction Manager that the Owner has accepted the Guaranteed Maximum Price
proposal in writing before the date specified in the Guaranteed Maximum Price proposal, the Guaranteed Maximum
Price proposal shall be deemed effective without further acceptance from the Construction Manager. Following
acceptance of a Guaranteed Maximum Price, the Owner and Construction Manager shall execute the Guaranteed
Maximum Price Amendment amending this Agreement, a copy of which the Owner shall provide to the Architect.
The Guaranteed Maximum Price Amendment shall set forth the agreed upon Guaranteed Maximum Price with the
information and assumptions upon which it is based.
§ 2.2.7 The Construction Manager shall not incur any cost to be reimbursed as part of the Cost of the Work prior to
the commencement of the Construction Phase, unless the Owner provides prior written authorization for such costs,
§ 2.2.8 The Owner shall authorize the Architect to provide the revisions to the Drawings and Specifications to
incorporate the agreed-upon assumptions and clarifications contained in the Guaranteed Maximum Price
Amendment. The Owner shall promptly furnish those revised Drawings and Specifications to the Construction
AIA Document A133'"' — 2009 (formerly A121' CMc — 2003). Copyright @ 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved.
InIt.. WARNING: This AIA® document Is protected by U.S. Copyright Law and Intemational Treaties, Unauthorized reproduction or distribution of this AIAe 6
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Manager as they are revised. The Construction Manager shall notify the Owner and Architect of any inconsistencies
between the Guaranteed Maximum Price Amendment and the revised Drawings and Specifications.
§ 2.2.9 The Construction Manager shall include in the Guaranteed Maximum Price all sales, consumer, use and
similar taxes for the Work provided by the Construction Manager that are legally enacted, whether or not yet
effective, at the time the Guaranteed Maximum Price Amendment is executed.
§2.2.10 The Construction Manager's submittal of the Guaranteed Maximum Price proposal for the Owner's review
and acceptance shall constitute Construction Manager's representation and warranty to Owner that it has carefully
and thoroughly examined the Contract Documents and found them to be reasonably coordinated, complete and
suitable for construction of the Work in the Contract Time and for the Guaranteed Maximum Price.
§ 2.3 Construction Phase
§ 2.3.1 General
§ 2.3.1.1 For purposes of Section 8.1.2 of A201-2007, the date of commencement of the Work shall mean the date
of commencement of the Construction Phase.
§ 2.3.1.2 The Construction Phase shall commence upon the Owner's acceptance of the Construction Manager's
Guaranteed Maximum Price proposal or the Owner's issuance of a Notice to Proceed, whichever occurs earlier.
§2.3.1.3 The Contract Time shall be measured from the date of Commencement.
§2.3.1.4 The Construction Manager shall achieve Substantial Completion of the entire Work no later than
October 01, 2017. assuming February 01, 2017 construction start. The construction schedule will be added by
Amendment at such time when enough information is available to accurately project the construction schedule.
§ 2.3.2 Administration
§ 2.3.2.1 Those portions of the Work that the Construction Manager does not customarily perform with the
Construction Manager's own personnel shall be performed under subcontracts or by other appropriate agreements
with the Construction Manager. The Construction Manager may provide a self -performing bid for specific scope(s)
of work and, in addition, the Owner may designate specific persons from whom, or entities from which, the
Construction Manager shall obtain bids. The Construction Manager shall obtain bids from Subcontractors and from
suppliers of materials or equipment fabricated especially for the Work and shall deliver such bids to the Architect
and Owner. The Owner shall then determine, with the advice of the Construction Manager and the Architect, which
bids will be accepted. The Construction Manager shall not be required to contract with anyone to whom the
Construction Manager has reasonable objection.
§ 2.3.2.2 If the Guaranteed Maximum Price has been establisher] and when a specific bidder (1) is recommended to
the Owner by the Construction Manager, (2) is qualified to perform that portion of the Work, and (3) has submitted
a bid that conforms to the requirements of the Contract Documents without reservations or exceptions, but the
Owner requires that another bid be accepted, then the Construction Manager may require that a Change Order be
issued to adjust the Contract Time and the Guaranteed Maximum Price by the difference between the bid of the
person or entity recommended to the Owner by the Construction Manager and the amount and time requirement of
the subcontract or other agreement actually signed with the person or entity designated by the Owner.
§ 2.3.2.3 Subcontracts or other agreements shall conform to the applicable payment provisions of this Agreement,
and shall not be awarded on the basis of cost plus a fee without the prior consent of the Owner. If the Subcontract is
awarded on a cost-plus a fee basis, the Construction Manager shall provide in the Subcontract for the Domer to
receive the same audit rights with regard to the Subcontractor as the Owner receives with regard to the Construction
Manager in Section 6.11 below.
§ 2.3,2.4 The Construction Manager may recommend a specific bidder that may be considered a "related party"
according to Section 6.14, so long as the Construction Manager notifies the Owner of such relationship and the
specific nature of the contemplated transaction, according to Section 6.10.2.
lnFt AIA Document A133T —2009 (formerly A121 TMCMe --2003). Copyright* 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved.
WARNING: This AIAs Document is protected by U.5. Copyright Law and Internatlonal Treaties. Unauthorized reproduction or distribution of this AIA
Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law.
This document was produced by AIA software at 14:40:52 on 0910612016 under Order No.5812203597 1 which expires on 1113012016, and is riot for resale.
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§ 2.3.2.5 The Construction Manager shall schedule and conduct meetings to discuss such matters as procedures,
progress, coordination, scheduling, and status of the Work. The Construction Manager shall prepare and promptly
distribute minutes to the Owner and Architect.
§ 2.3.2.6 Upon the execution of the Guaranteed Maximum Price Amendment, the Construction Manager shall
prepare and submit to the Owner and Architect a construction schedule for the Work and submittal schedule in
accordance with Section 3.10 of A201-2007.
§ 2,3,2.7 The Construction Manager shall record the progress of the Project. On a monthly basis, or otherwise as
agreed to by the Owner, the Construction Manager shall submit written progress reports to the Owner and Architect,
showing percentages of completion and other information required by the Owner. The Construction Manager shall
also keep, and make available to the Owner and Architect, a daily log containing a record for each day of weather,
portions of the Work in progress, number of workers on site, identification of equipment on site, problems that
might affect progress of the work, accidents, injuries, and other information required by the Owner.
§ 2.3.2.7.1 The Construction Manager shall develop and implement a change order control system using an Internet
based Project Management software.
§ 2.3.2.7.2 The Construction Manager shall establish and implement a Quality Control program including
monitoring the quality programs of all Sube>ontractors.
§ 2.3.2.7.3 The Construction Manager shall monitor closely the progress of construction of each subcontractor,
prepare a construction schedule report at least monthly and, if and as necessary, prepare and submit recovery
schedules.
§ 2.3.2.7.4 The Construction Manager shall furnish monthly reports concerning the progress of the work which
address: (a) compliance with the construction schedule, (b) status of testing and inspection activities performed by
the Construction Manager and Subcontractors, (c) status of shop drawings and submittals, (d) status of change
orders, (e) status of MBEIWBE participation, and (f) other matters relating to the progress of work as directed by
Owner.
§ 2.3.2.8 The Construction Manager shall develop a system of cost control for the Work, including regular
monitoring of actual costs for activities in progress and estimates for uncompleted tasks and proposed changes. The
Construction Manager shall identify variances between actual and estimated costs and report the variances to the
Owner and Architect and shall provide this information in its monthly reports to the fawner and Architect, in
accordance with Section 2.3.2.7 above.
§ 2.3,2.9 The Construction Manager shall be available to meet with the Owner as shall be reasonably scheduled by
the Owner's designated representative. The Construction Manager shall attend, and, if requested by Owner, shall.
schedule and lead, regular project and construction progress meetings, and conduct regular meetings at the site with
each Subcontractor. All meetings shall be held at a location and time convenient to the Owner's Designated
Representative.
§ 2.3.2.10 The Construction Manager shall assume responsibility for project safety in accordance with OSHA
requirements.
§ 2.3.2.11 The Construction Manager shall ensure that existing and new construction, equipment, and improvements
are adequately protected from the movement of heavy equipment, suppliers, materials, and pedestrian traffic.
§ 2.3.2.12 The Construction Manager shall work with the Owner's personnel to ensure that materials, supplies,
equipment and all other items purchased by the Owner and stored at the jobsite are adequately protected from
weather. "Protected" means wrapped in weather and water -proofed plastic or similar material, left on pallets or
other elevated surface to protect from water damage, and any other measures required to safeguard the
Owner -purchased material from wind, rain, snow and extremes in temperature.
§ 2.3.2.13 The Construction Manager will work with the Owner to coordinate scheduling, installation of furniture,
fixtures and equipment to be installed by Owner. The Construction Manager will work with the Owner to schedule,
AIA Document A133TM —2009 (formerly A121 mCMc — 2003). Copyright Q 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved.
tnit. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIAe 8
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stage, and move Owner's personnel and operations into the building in an organized and systematic manner, so as to
minimize personnel down-time.
§ 2.3.2.14 The Construction Manager shall implement procedures for reviewing and processing requests for
information or clarifications and interpretations of the Contract Documents; shop drawings, samples, and all other
submittals, contract schedule adjustments, change order proposals, proposals for substitutions, payment applications,
as -built drawings, and maintenance of logs using the intcrnet-based project management software.
§ 2.4 Professional Services
Section 3.12.10 of A201-2007 shall apply to both the Preconstruction and Construction Phases.
§ 2.5 Hazardous Materials
Section 10.3 of A201-2047 shall apply to both the Preconstruction and Construction Phases,
ARTICLE 3 OWNER'S RESPONSIBILITIES
§ 3.1 Information and Services Required of the Owner
§ 3.1.1 The Owner shall provide information with reasonable promptness, regarding requirements for and limitations
on the Project, including a written program which shall set forth the Owner's objectives, constraints, and criteria,
including schedule, space requirements and relationships, flexibility and expandability, special equipment, systems,
sustainability and site requirements.
§ 3.1.2 Prior to the execution of the Guaranteed Maximum Price Amendment, the Construction Manager 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 Contract. 'Thereafter, the Construction Manager may only request such
evidence if (1) the Owner fails to make payments to the Construction Manager as the Contract Documents require,
(2) a change in the Work materially changes the Contract Sum, or (3) the Construction Manager identifies in writing
a reasonable concern regarding the Owner's ability to mare 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 Construction Manager and Architect.
§ 3.1.3 The Owner shall establish and periodically update the Owner's budget for the Project, including (1) the
budget for the Cost of the Work as defined in Section 6.1.1, (2) the Owner's other costs, and (3) reasonable
contingencies related to all of these costs. If the Owner significantly increases or decreases the Owner's budget for
the Cost of the Work, the Owner shall notify the Construction Manager and Architect. The Owner and the Architect,
in consultation with the Construction Manager, shall thereafter agree to a corresponding change in the Project's
scope and quality.
§ 3.1.4 Structural and Environmental Tests, Surveys and Reports. Upon the reasonable request of the Construction
Manager during the Preconstruction Phase, the Owner shall furnish the following information or services with
reasonable promptness and at the Owner's expense. The Owner shall also furnish any other information or services
under the Owner's control and relevant to the Construction Manager's performance of the Work with reasonable
promptness after receiving the Construction Manager's written request for such information or services. The
Construction Manager shall be entitled to rely on the accuracy of information and services fumished by the Owner
but shall exercise proper precautions relating to the safe performance of the Work.
§ 3.1,41 The Owner shall furnish tests, inspections and reports required by law and as otherwise agreed to by the
parties, such as structural, mechanical, and chemical tests, tests for air and water pollution, and tests for hazardous
materials.
§ 3.1.4,2 The Owner shall furnish surveys describing physical characteristics, legal limitations and utility locations
for the site of the Project, and a legal description of the site. The surveys and legal information shall include, as
applicable, grades and lines of streets, alleys, pavements and adjoining property and structures; designated wetlands;
adjacent drainage; rights-of-way, restrictions, easements, encroachments, zoning, deed restrictions, boundaries and
contours of the site; locations, dimensions and necessary data with respect to existing buildings, other improvements
and trees; and information concerning available utility services and lines, both public and private, above and below
grade, including inverts and depths. All the information on the survey shall be referenced to a Project benchmark.
AIA Document A133m — 2009 {formerly A12111CMc —2003). Copyright* 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved.
Init. WARNING: This AIAe Document Is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIAe 9
Document, or any portion of it, may result In severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law.
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§ 3.1.4.3 The Owner, when such services are requested, shall furnish services of geotechnical engineers, which may
include but are not limited to test borings, test pits, determinations of soil bearing values, percolation tests,
evaluations of hazardous materials, seismic evaluation, ground corrosion tests and resistivity tests, including
necessary operations for anticipating subsoil conditions, with written reports and appropriate recommendations.
§ 3.1.4.4 During the Construction Phase, the Owner shall furnish information or services required of the Owner by
the Contract Documents with reasonable promptness. The Owner shall also furnish any other information or services
under the Owner's control and relevant to the Construction Manager's performance of the Work with reasonable
promptness after receiving the Construction Manager's written request for such information or services.
§ 3.2 Owner's Designated Representative
The Owner shall identify a representative authorized to act on behalf of the Owner with respect to the Project. The
Owner's representative shall render decisions promptly and furnish information expeditiously, so as to avoid
unreasonable delay in the services or Work of the Construction Manager. Except as otherwise provided in Section
4.2.1 of A201-2007, the Architect does not have such authority. The term "Owner" means the Owner or the
Owner's authorized representative.
§ 3.2.1 Legal Requirements. The Owner shall furnish all legal, insurance and accounting services, including auditing
services, that may be reasonably necessary at any time for the Project to meet the Owner's needs and interests.
§ 3.3 Architect
The Owner shall retain an Architect to provide services, duties and responsibilities as described in AIA Document
B133TMe2014, Standard Form of Agreement Between Owner and Architect, as modified for this Project. The
Owner shall provide the Construction Manager a copy of the executed agreement between the Owner and the
Architect, and any further modifications to the agreement.
ARTICLE 4 COMPENSATION AND PAYMENTS FOR PRECONSTRUCTION PHASE SERVICES
§ 4.1 Compensation
§ 4.1.1 For the Construction Manager's Preconstruction Phase services, the Owner shall compensate the
Construction Manager as follows:
§ 4,1.2 For the Construction Manager's Preconstruction Phase services described in Sections 2.1 and 2.2:
(/nsert amount of or basis for, compensation and include a list of reimbursable cost items, as applicable.)
Fifteen Thousand and no/100 Dollars ($15,000.00)
§ 4.1.3 If the Preconstruction Phase services covered by this Agreement have not been completed within six ( 6 )
months of the date of this Agreement, through no fault of the Construction Manager, the Construction Manager's
compensation for Preconstruction Phase services shall be equitably adjusted. Owner and Construction Manager
agree to the following schedule:
- 50% CDs — 911/16
- 100% CDs — 9134/16
Project Out to .Bid —12110116
- Bid Opening — 1/9/17
- Construction Start — February 01, 2017
- Project Completion — October 01, 2017
§ 4.1.4 Compensation based on Direct Personnel Expense includes the direct salaries of the Construction Manager's
personnel providing Preconstruction Phase services on the Project and the Construction Manager's costs for the
mandatory and customary contributions and benefits related thereto, such as employment taxes and other statutory
employee benefits, insurance, sick leave, holidays, vacations, employee retirement plans and similar contributions.
§ 4,2 Payments
§ 4.2.1 Unless otherwise agreed, payments for services shall be made monthly in proportion to services performed.
InIL AIA DocumtenA133TM —2009 (formerly A121TMCMc-2003). Copyright 0 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved.
WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA's 10
Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law.
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User Notes: (1 781 22 34 9 3)
§ 4.2.2 Payments are due and payable upon presentation of the Construction Manager's invoice. Amounts unpaid
thirty ( 34 ) 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 Construction Manager.
(Insert rate of monthly or annual interest agreed upon.)
Zero %
ARTICLE 5 COMPENSATION FOR CONSTRUCTION PHASE SERVICES
§ 5.1 For the Construction Manager's performance of the Work as described in Section 2.3, the Owner shall pay the
Construction Manager the Contract Sum in current funds. The Contract Sum is the Cost of the Work as defined in
Section 6. 1.1 plus the Construction Manager's Fee.
§ 5.1.1 The Construction Manager's Fee:
(.State a lump sum:, percentage of Cost of the Work or other provision far determining the Construction Manager's
Fee)
Five and One Quarter Percent (5.25%)
§ 5.1.2 The method of adjustment of the Construction Manager's Fee for changes in the Work:
Thirteen Percent (13%)
§ 5.1.3 Limitations, if any, on a Subcontractor's overhead and profit for increases in the cost of its portion of the
Work:
Ten Percent (10%)
§ 5.1,4 Rental rates for Construction Manager -owned equipment shall not exceed seventy-five percent ( 75 %) of
the standard rate paid at the place of the Project.
§ 5.1.5 Unit prices, if any: N/A
(Idents and state the unit price; .state the quantity limitations, if arty, to which the unit price will be applicable.)
§ 5.2 Guaranteed Maximum Price
§ 5.2.1 The Construction Manager
(Paragraphs deleted)
will prepare and submit to the Owner a Budget, from which the parties anticipate a Guaranteed Maximum Price will
be established. The Construction Manager represents and warrants that the GMP will be based on the Construction
Manager's best and most diligent efforts to establish the lowest cost for performance of the Work consistent with the
Owner's standards of quality and workmanship as reflected in the Drawings and Specifications.
The sum of the Post of the Work, the Construction Manager's Fee, Construction Manager's General Conditions"
charges, and fixed insurances charges will be guaranteed by the Construction Manager not to exceed the established
GMP, subject to additions and deductions by Change Order as provided in the Contract Documents. If the GMP
exceeds the Cost of the Work, the Construction Manager's Fee, Construction Managers General Conditions'
charges, and fixed insurance charges, the savings shall benefit the Owner. Costs which would cause the Guaranteed
Maximum Price to be exceeded shall be paid by the Construction Manager without reimbursement by the Owner
unless there are Owner approved change orders, in which event the Construction Manager shall be reimbursed
accordingly.
AIA Document Al 33T —2409 (formerly Al211"CMc— 2003). Copyright 01991, 2003 and 2009 by The American institute of Architects. All rights reserved.
Init. WARNING: This AIAe Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA 11
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§ 5.2.2 The Guaranteed Maximum Price is subject to additions and deductions by Change Order as provided in the
Contract Documents and the Date of Substantial Completion shall be subject to adjustment as provided in the
Contract Documents.
§5.2.2.1 The amount for contingencies ("Contingency"), if any, is set forth in the GMP Breakdown. Construction
Manager shall notify Owner in writing at least ten (14) days prior to any proposed use of the Contingency, or any
portion thereof, and shall supply Owner with detailed information relative to such proposed use. Construction
Manager shall not use any portion of the Contingency without Owner's prior written approval, which approval shall
not be unreasonably withheld. Any approved use of the Contingency shall be reflected by a Change Order signed
by Owner and Contractor.
§5.2.2.2 Subject to obtaining the Owner's approval as provided in Section 5.2.2.1, the Construction Manager is
authorized to spend the Contingency to defray any Cost of the Work which is reimbursable or authorized under
Article 7 for which the Construction Manager is not otherwise entitled under the Contract Documents which results
from any of the following causes:
(i) Conditions and events, which were not reasonably foreseen or known to the Construction
Manager and which could not have been reasonably foreseen or known to the Construction Manager as a
reasonably experienced Construction Manager at the time of establishment of the GMP; provided that,
within seven (7) days after learning of such condition or the occurrence of such event, the Construction
Manager shall have given notice thereof to the Owner.
(ii) Gaps in Subcontractors' scopes of work which were not reasonably foreseen or known to
the Construction Manager at the time the GMP was agreed upon and which could not have been reasonably
foreseen or known to the Construction Manager as a reasonably experienced Construction Manager at the
time of establishment of the GMP; provided that, within seven (7) days after learning of such condition or
the occurrence of such event, the Construction Manager shall have given notice thereof to the Owner.
(iii) Delays in receipt of materials or equipment not the fault of Contractor and which were
not reasonably foreseen or known to Construction Manager at the time the GMP was agreed upon and
which could not have been reasonably foreseen or known to the Construction Manager as a reasonably
experienced Construction Manager at the time of establishment of the GMP; provided that, within seven (7)
days after learning of such condition or the occurrence of such event, the Construction Manager shall have
given notice thereof to the Owner.
(iv) Increases in pre -established subcontractor bids, negotiated contracts or purchase orders or
failure by a subcontractor or supplier which is not recoverable by Construction Manager after diligent
effort.
(v) Unanticipated changes in the Schedule of Performance.
(vi) Replacement costs for non-performing or defaulting Subcontractors.
The Construction Manager shall keep the Owner advised of all anticipated charges against the Contingency. The
Contingency shall not be construed as an amount available for upgrading or enlarging the scope of the Work, nor for
covering expenses incurred for Architect's errors or omissions (such as compliance with code requirements). The
Contingency shall not be used for remedying or repairing any defective Work, acceleration or premium time costs to
recover time lost due to error by Construction Manager or any Subcontractor, Sub -subcontractor or material
supplier, nor any other charges in excess of the General Conditions line -item amount within the GMF Breakdown
due to poor performance or non-performance by Construction Manager's staff in the management and prosecution
of the Work.
§5.2.2.3 Any portion of the Contingency which remains undisbursed after the Work is fully completed shall
accrue to the benefit of the Owner. In no event shall any portion of the Contingency be used to pay any costs or
expenses for work required to be performed by the Construction Manager under any warranty, express or implied,
made by the Construction Manager or any of its Subcontractors to the Owner in connection with the Work. In no
event shall any portion of the Contingency be used to pay any costs or expenses resulting from any defaults by
AIA Document A1331" —2009 (formerly Al2.1 TMCMc-2003). Copyright O 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved.
Inst. WARNING: This AIA@ Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this ABA@ 1
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Subcontractors which are recoverable from the Subcontractor or from any insurance. In the event of a default by
any Subcontractor, Construction Manager shall enforce its rights and pursue its remedies in accordance with the
terms of the subcontract with such Subcontractor.
§ 5.3 Changes in the Work
§ 5.3.1 The Owner may, without invalidating the Contract, order changes in the Work within the general scope of
the Contract consisting of additions, deletions or other revisions. The Owner shall issue such changes in writing. The
Architect may make minor changes in the Work as provided in Section 7.4 of AIA Document A201-2007, General
Conditions of the Contract for Construction. The Construction Manager shall be entitled to an equitable adjustment
in the Contract Time as a result of changes in the Work.
§ 5.3,2 Adjustments to the Guaranteed Maximum Price on account of changes in the Work subsequent to the
execution of the Guaranteed Maximum Price Amendment may be determined by any of the methods listed in
Section 7.3.3 of AIA Document A201-2007, General Conditions of the Contract for Construction.
§ 5.3.3 In calculating adjustments to subcontracts (except those awarded with the Owner's prior consent on the basis
of cost plus a fee), the terms "cost" and "fee" as used in Section 7.3.3.3 of AIA Document A201-2007 and the term
"'costs" as used in Section 7.3.7 of AIA Document A201-2007 shalt have the meanings assigned to them in AIA
Document A201-2007 and shall not be modified by Sections 5,1 and 5.2, Sections 6.1 through 6.7, and Section 6.8
of this Agreement. Adjustments to subcontracts awarded with the Owner's prior consent on the basis of cost plus a
fee shall be calculated in accordance with the terms of those subcontracts.
§ 5.3.4 In calculating adjustments to the Guaranteed Maximum Price, the terms "cost" and "costs" as used in the
above -referenced provisions of AIA Document A201-2007 shall mean the Cost of the Work as defined in Sections
6.1 to 6.7 of this Agreement and the term "fee" shall mean the Construction Manager's Fee as defined in Section 5.1
of this Agreement.
§ 5.3.5 If no specific provision is made in Section S. 1.2 for adjustment of the Construction Manager's Fee in the
case of changes in the Work, or if the extent of such changes is such, in the aggregate, that application of the
adjustment provisions of Section 5.1.2 will cause substantial inequity to the Owner or Construction Manager, the
Construction Manager's Fee shall be equitably adjusted on the same basis that was used to establish the Fee for the
original Work, and the Guaranteed Maximum Price shall be adjusted accordingly.
ARTICLE 6 COST OF THE WORK FOR CONSTRUCTION PHASE
§ 6.1 Costs to Be Reimbursed
§ 6.1.1 The term Cost of the Work shall mean costs necessarily incurred by the Construction Manager in the proper
performance of the Work. Such costs shall be at rates not higher than the standard paid at the place of the Project
except with prior consent of the Owner. The Cost of the Work shall include only the items set forth in Sections 6.1
through 6.7.
§ 6.1.1.1 Costs as defined herein shall be actual costs paid by the Construction Manager, less all discounts, rebates,
and salvages that shall betaken by the Construction Manager, subject to Article 6.9 of this Agreement. All
payments made by the Owner pursuant to this Article 6, whether those payments are actually made before or after
the execution of the Contract, are included within the Guaranteed Maximum Price specified in Paragraph 5.2 above;
provided, however, that in no event shall the Owner be required to reimburse the Construction Manager for any
portion of the Cost of the Work incurred prior to the Commencement Date unless the Construction Manager has
received the Owner's written consent prior to incurring such cost.
§ 6.1,1.2 Notwithstanding the breakdown or categorization of any costs to be reimbursed in this Article 6 or
elsewhere in the Contract Documents, there shall be no duplication of payment in the event any particular item for
which payment is requested can be characterized as falling into more than one of the types of compensable or
reimbursable categories.
§ 6.1.2 Where any cost is subject to the Owner's prior approval, the Construction Manager shall obtain this approval
prior to incurring the cost. The parties shall endeavor to identify any such costs prior to executing Guaranteed
Maximum Price Amendment.
Init. AIA Document A133m — 2009 (formerly A12170CMc — 2003). Copyright * 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved.
WARNING: This MAO Document Is protected by U.S. Copyright Law and intemational Treaties. Unauthorized reproduction or distribution of this AIAe
Document, ar any portion of it, may result In severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the taw. 13
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§ 6,2 Labor Coats
§ 6.2.1 Wages of construction workers directly employed by the Construction Manager to perform the construction
of the Work at the site or, with the Owner's prior approval, at off-site workshops.
§ 6.2.2 Wages or salaries of the Construction Manager's supervisory and administrative personnel assigned to the
Project and/or who perform tasks specifically related to the Project.
Project Manager hourly rate - $65.00
Estimator hourly rate - $65.00
Assistant Project Manager hourly rate - $40.00
Superintendent hourly rate - $55.00
§ 6.2.3 Wages and salaries of the Construction Manager'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.
§ 6.2.4 Costs paid or incurred by the Construction Manager 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 Sections 6.2.1 through 6.2.3.
§ 6.2.5 Bonuses, profit sharing, incentive compensation and any other discretionary payments paid to anyone hired
by the Construction Manager or paid to any Subcontractor or vendor, with the Owner's prior approval.
§ 6.3 Subcontract Costs
Payments made by the Construction Manager to Subcontractors in accordance with the requirements of the
subcontracts.
§ 6.4 Costs of Materials and Equipment Incorporated in the Completed Construction
§ 6.4.1 Costs, including transportation and storage, of materials and equipment incorporated or to be incorporated in
the completed construction.
§ 6.4.2 Costs of materials described in the preceding Section 6.4.1 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 Construction Manager. Any amounts realized
from such sales shall be credited to the Owner as a deduction from the Cost of the Work.
§ 6.5 Costs of Other Materials and Equipment, Temporary Facilities and Related Items
§ 6.5.1 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 Construction Manager 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 Construction Manager shall mean fair
market value.
§ 6.5.2 Rental charges for temporary facilities, machinery, equipment and hand tools not customarily owned by
construction workers that are provided by the Construction Manager at the site and costs of transportation,
installation, minor repairs, dismantling and removal. The total rental cost of any Construction Manager -owned item.
may not exceed the purchase price of any comparable item. Rates of Construction Manager -owned equipment and
quantities of equipment shall be subject to the Owner's prior approval.
§ 6.5.3 Costs of removal of debris from the site of the Work and its proper and legal disposal..
§ 6.5.4 Costs of document reproductions, facsimile transmissions and long-distance telephone calls, postage and
parcel delivery charges, telephone service at the site and reasonable petty cash expenses of the site office.
AIA Document A133T" —2009 (formerly A1121TMClMc 2603). Copyright @ 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved.
/nit. WARNING: This AlAs Document is protected by U.S.. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AW 14
Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the lawn.
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§ 6.5.5 That portion of the reasonable expenses of the Construction Manager's supervisory or administrative
personnel incurred while traveling in discharge of duties connected with the Work.
§ 8,5.6 Costs of materials and equipment suitably stored off the site at a mutually acceptable location, subject to the
Owner's prior approval.
§ 6.8 Miscellaneous Costs
§ 6.6.1 Premiums for that portion of insurance and bonds required by the Contract Documents that can be directly
attributed to this Contract. Reimbursable costs associated with Subcontractor -provided bonds are subject to the
limitations set forth in Article 11 of AIA Document A201-2007. Self-insurance for either full or partial amounts of
the coverages required by the Contract Documents, with the Owner's prior approval.
Insurance coverages provided by Construction Manager and outlined in Section 8 of this Agreement shall be
charged at the rate of .7313%, calculated on the direct cost of work. Builders Risk insurance is not included;
however if Owner elects Construction Manager to provide Builders Risk insurance, Construction Manager to
provide alternate pricing for this cost.
§ 8.6.2 Sales, use or similar taxes imposed by a governmental authority that are related to the Work and for which.
the Construction Manager is liable.
§ 8.6.3 Fees and assessments for the building permit and for other permits, licenses and inspections for which the
Construction Manager is required by the Contract Documents to pay.
§ 6.6.4 Fees of laboratories for tests required by the Contract Documents, except those related to defective or
nonconforming Work for which reimbursement is excluded by Section 13.5.3 of AIA Document A201-2007 or by
other provisions of the Contract Documents, and which do not fall within the scope of Section 6.7.3.
§ 6.6.5 Royalties and license fees paid for the use of particular design, process or product required by the Contract
Documents; the cost of defending suits or claims for infringement of patent rights arising from such requirement of
the Contract Documents; and payments made in accordance with legal judgments against the Construction Manager
resulting from such suits or claims and payments of settlements made with the Owner's consent. However, such
costs of legal defenses, judgments and settlements shall not be included in the calculation of the Construction
Manager's Fee or subject to the Guaranteed Maximum Price. If such royalties, fees and costs are excluded by the
last sentence of Section 3.17 of AIA Document A201-2007 or other provisions of the Contract Documents, then
they shall not be included in the Cost of the Work.
§ 6.8.6 Costs for electronic equipment and software, directly related to the Work with the Owner's prior approval.
§ 6.8.7 Deposits lost for causes other than the Construction Manager's negligence or failure to fulfill a specific
responsibility in the Contract Documents.
§ 6.6.8 Legal, mediation and arbitration costs, including attorneys' fees, other than those arising from disputes
between the Owner and Construction Manager, reasonably incurred by the Construction Manager after the execution
of this Agreement in the performance of the Work and with the Owner's prior approval, which shall not be
unreasonably withheld.
§ 6.6.9 Subject to the Owner's prior approval, expenses incurred in accordance with the Construction Manager's
standard written personnel policy for relocation and temporary living allowances of the Construction Manager's
personnel required for the Work.
§ 6.7 father Costs and Emergencies
§ 6.7.1 Other costs incurred in the performance of the Work if, and to the extent, approved in advance in writing by
the Owner.
§ 6.7.2 Costs incurred in taking action to prevent threatened damage, injury or loss in case of an emergency
affecting the safety of persons and property, as provided in Section 10.4 of AIA Document A201-2007.
AIA Document A133r" —2009 (formerly Al2lmCMc —2003). Copyright 0 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved.
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§ 5.7.3 Costs of repairing or correcting damaged or nonconforming Work executed by the Construction Manager,
Subcontractors or suppliers, provided that such damaged or nonconforming Work was not caused by negligence or
failure to fulfill a specific responsibility of the Construction Manager and only to the extent that the cost of repair or
correction is not recovered by the Construction Manager from insurance, sureties, Subcontractors, suppliers, or
others; provided that any absence of collectible insurance is not due to the Construction Manager's breach of any
contract for insurance.
§ 6.7,4 The costs described in Sections 6.1 through 6.7 shall be included in the Cost of the Work, notwithstanding
any provision of AIA Document A201-2047 or other Conditions of the Contract which may require the
Construction Manager to pay such costs, unless such costs are excluded by the provisions of Section 6.8.
§ 6.8 Costs Not To Be Reimbursed
§ 6.8.1 The Cost of the Work shall not include the items listed below:
.1 Salaries and other compensation of the Construction Manager's personnel stationed at the
Construction Manager's principal office or offices other than the site office, except as specifically
provided in Section 6.2, or as may be provided in Article 11;
.2 Expenses of the Construction Manager's principal office and offices other than the site office;
.3 Overhead and general expenses, except as may be expressly included in Sections 6.1 to 6.7;
.4 The Construction Manager's capital expenses, including interest on the Construction Manager's
capital employed for the Work;
.5 Except as provided in Section 6.7.3 of this Agreement, costs due to the negligence or failure of the
Construction Manager, Subcontractors 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 describers in Sections 6.1 to 6.7;
.7 Costs, other than costs included in Change Orders approved by the Owner, that would cause the
Guaranteed Maximum Price to be exceeded; and
.8 Costs for services incurred during the Preconstruction Phase.
§ 6.9 Discounts, Rebates and Refunds
§ 6.9.1 Cash discounts obtained on payments made by the Construction Manager shall accrue to the Owner if (1)
before making the payment, the Construction Manager included them in an Application for Payment and received
payment from the Owner, or (2) the Owner has deposited funds with the Construction Manager with which to make
payments; otherwise, cash discounts shall accrue to the Construction Manager. Trade discounts, rebates, refunds and
amounts received from sales of surplus materials and equipment shall accrue to the Owner, and the Construction
Manager shall make provisions so that they can be obtained. The Construction Manager shall not obtain for its own
benefit any discounts, rebates or refunds in connection with the Work prior to providing the Owner with at least
seven (7) days' prior notice of the same and the opportunity to furnish such funds to obtain such discount, rebate or
refund on behalf of the Owner.
§ 6.9.2 Amounts that accrue to the Owner in accordance with the provisions of Section 6.9.1 shall be credited to the
Owner as a deduction from the Cost of the Work.
§ 6.10 Related Patty Transactions
§ 6.40.1 For purposes of Section 6.1 Q, the term "related party" shall mean a parent, subsidiary, affiliate or other
entity having common ownership or management with the Construction Manager; any entity in which any
stockholder in, or management employee of, the Construction Manager owns any interest in excess of ten percent in
the aggregate; or any person or entity which has the right to control the business or affairs of the Construction
Manager. The term "related party" includes any member of the immediate family of any person identified above.
§ 6.10,2 If any of the costs to be reimbursed arise from a transaction between the Construction Manager and a
related party, the Construction Manager 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 Construction Manager shall
procure the Work, equipment, goods or service from the related party, as a Subcontractor, according to the terms of
Sections 2.3.2.1, 2.3.2.2 and 2.3.2.3. If the Owner fails to authorize the transaction, the Construction Manager shall
AIA Document All 331m —2009 (formerly A121T"CMc=2003). Copyright @ 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved.
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procure the Work, equipment, goods or service from some person or entity other than a related party according to
the terms of Sections 2.3.2.1, 2.3.2.2 and 2.3.2.3.
§ 6.11 Accounting Records
The Construction Manager shall keep full and detailed records and accounts related to the cost of the Work and
exercise such controls as are consistent with generally accepted accounting principles consistently applied and as
may be necessary for proper financial management under this 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 Construction Manager's records and accounts, including complete documentation supporting accounting
entries, books, correspondence, instructions, drawings, receipts, subcontracts, Subcontractor's proposals, purchase
orders, vouchers, memoranda and other data relating to this Contract. The Construction Manager shall preserve
these records for a period of three years after final payment, or for such longer period as may be required by law.
ARTICLE 7 PAYMENTS FOR CONSTRUCTION PHASE SERVICES
§ 7.1 Progress Payments
§ 7.1.1 Based upon Applications for Payment including all supporting documentation submitted to the Architect by
the Construction Manager and Certificates for Payment issued by the Architect, the Owner shall make progress
payments on account of the Contract Sum to the Construction Manager as provided below and elsewhere in the
Contract Documents.
§ 7.1,2 The period covered by each Application for Payment shall be one calendar month ending on the last day of
the month, or as follows:
§ 7.1.3 Provided that an Application for Payment is received by the Architect not later than the first (11) day of a
month. the Owner shall make payment of the certified amount to the Construction Manager not later than the tenth
(10") day of the following month. If an Application for Payment is received by the Architect after the application
date fixed above, payment shall be made by the Owner as soon as the necessary approvals can reasonably be
attained but not later than forty-five ( 45 ) days after the Architect receives the Application for Payment.
(Federal, state or local laws may require payment within a certain period of time.)
§ 7.1.4 With each Application for Payment, the Construction Manager shall submit Subcontractor's Application for
Payment cover sheet and any other evidence required or requested by the Owner or Architect to demonstrate that
cash disbursements already made by the Construction Manager on account of the Cost of the Work equal or exceed
progress payments already received by the Construction Manager, less that portion of those payments attributable to
the Construction Manager's Fee, plus payrolls for the period covered by the present Application for Payment.
§ 7.1.5 Each Application for Payment shall be based on the most recent schedule of values submitted by the
Construction Manager in accordance with the Contract Documents. The schedule of values shall allocate the entire
Guaranteed Maximum Price among the various portions of the Work, except that the Construction Manager's Fee
shall be shown as a single separate item. The schedule of values shall be prepared in such form and supported by
such data to substantiate its accuracy as the Architect may require. This schedule, unless objected to by the
Architect, shall be used as a basis for reviewing the Construction Manager's Applications for Payment.
§ 7.1.6 Applications for Payment 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 Construction Manager on account of that portion of
the Work for which the Construction Manager 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.
§ 7.1.7 Subject to other provisions of the Contract Documents, the amount of each progress payment shall be
computed as follows:
AIA Document A133TM —2009 (formerly A121 °MCMC — 2003). Copyright 01991, 2003 and 2049 by The American Institute of Architects. All rights reserved.
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,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 7.3.4 of AIA Document A201-2007;
.2 Add that portion of the Guaranteed Maximum Price proper]y allocable to inateriais 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 Construction Manager's Fee, less retainage of five percent ( 5.0 %). The Construction
Manager's Fee shall be computed upon the Cost of the Work at the rate stated in Section 5.1 or, if the
Construction Manager'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 ( 5.0 %) from that portion of the Work that the Construction
Manager self -performs;
.5 Subtract the aggregate of previous payments made by the Owner;
.6 Subtract the shortfall, if any, indicated by the Construction Manager in the documentation required by
Section 7.1.4 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 Architect has withheld or nullified a Certificate for Payment
as provided in Section 9.5 of AIA Document A201-2007, as modified for this Project, and any other
amounts properly held by the Owner at the time of each progress payment.
§ 7.1.8 The Owner and Construction Manager shall agree upon (1) a mutually acceptable procedure for review and
approval of payments to Subcontractors and (2) the percentage of retainage held on Subcontracts, and the
Construction Manager shall execute subcontracts in accordance with those agreements. Five percent (5%)
retainage shall be withheld on all Subcontractors.
§ 7.1.9 Except with the Owner's prior approval, the Construction Manager shall not make advance payments to
suppliers for materials or equipment which have not been delivered and stored at the site.
§ 7.1.10 In taking action on the Construction Manager's Applications for Payment, the Architect shall be entitled to
rely on the accuracy and completeness of the information furnished by the Construction Manager and shall not be
deemed to represent that the Architect has made a detailed examination, audit or arithmetic verification of the
documentation submitted in accordance with Section 7.1.4 or other supporting data; that the Architect has made
exhaustive or continuous on-site inspections; or that the Architect has made examinations to ascertain how or for
what purposes the Construction Manager has used amounts previously paid on account of the Contract. 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.
§ 7.2 Final Payment
§ 7.2.1 Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the Owner to the
Construction Manager when
,1 the Construction Manager has fully performed the Contract except for the Construction Manager's
responsibility to correct Work as provided in Section 12.2.2 of AIA Document A201-2007, and to
satisfy other requirements, if any, which extend beyond final payment;
.2 the Construction Manager has submitted a final accounting for the Cost of the Work and a final
Application for Payment; and
.3 a final Certificate for Payment has been issued by the Architect.
The Owner's final payment to the Construction Manager shall be made no later than 30 days after the issuance of
the Architect's final Certificate for Payment, or as follows:
§ 7.2.2 The Owner's auditors will review and report in writing on the Construction Manager's final accounting
within 30 days after delivery of the fugal accounting to the Architect by the Construction Manager. Based upon such
AIA document A133T" —2009 (formerly A121 ""CMc —20[83). Copyright @ 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved.
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Document,, or any portion of it,, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law.
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Cost of the Work as the Owner's auditors report to be substantiated by the Construction Manager's final accounting,
and provided the other conditions of Section 7.2.1 have been met, the Architect will, within seven days after receipt
of the written report of the Owner's auditors, either issue to the Owner a final Certificate for Payment with a copy to
the Construction Manager, or notify the Construction Manager and Owner in writing of the Architect's reasons for
withholding a certificate as provided in Section 9.5.1 of the AIA Document A201-2007. The time periods stated in
this Section supersede those stated in Section 9.4.1 of the AIA Document A201-2007. The Architect is not
responsible for verifying the accuracy of the Construction Manager's final accounting.
§ 7.2.3 If the Owner's auditors report the Cost of the Work as substantiated by the Construction Manager's final
accounting to be less than claimed by the Construction Manager, the Construction Manager shall be entitled to
request mediation of the disputed amount without seeking an initial decision pursuant to Section 15.2 of
A201-2007. A request for mediation shall be made by the Construction Manager within 30 days after the
Construction Manager's receipt of a copy of the Architect's final Certificate for Payment. Failure to request
mediation within this 30 -day period shall result in the substantiated amount reported by the Owner's auditors
becoming binding on the Construction Manager. Pending a final resolution of the disputed amount, the Owner shall
pay the Construction Manager the amount certified in the Architect's final Certificate for Payment.
§ 7.2.4 If, subsequent to final payment and at the Owner's request, the Construction Manager incurs costs described
in Section 6. 1.1 and not excluded by Section 6.8 to correct defective or nonconforming Work, the Owner shall
reimburse the Construction Manager such costs and the Construction Manager's Fee applicable thereto on the same
basis as if such costs had been incurred prior to final payment, but not in excess of the Guaranteed Maximum Price.
If the Construction Manager has participated in savings as provided in Section 5.2.1, the amount of such savings
shall be recalculated and appropriate credit given to the Owner in determining the net amount to be paid by the
Owner to the Construction Manager.
ARTICLE 8 INSURANCE AND BONDS
For all phases of the Project, the Construction Manager and the Owner shall purchase and maintain insurance, and
the Construction Manager shall provide bonds as set forth in Article 11 of AIA Document A201-2.007.
(State bonding requirements, if arty, and limits of liability for insurance required in Article 11 ofAL4 Document
A201-2007.)
Type of Insurance or Bond Limit of Liability or Bond Amount ($0.00)
Workers' Compensation As mandated by state and federal lave.
Employers' Liability $1,000,000.00
Commercial General Liability $2,000,000.00 Each Occurrence
find. Premises -Operations, independent
Contractors' Protective, Products -Completed
Operations, Contractual Liability, Personal Injury
and Broad Farm Property Damage (incl. coverage
for Explosion, Collapse and underground hazards))
General Aggregate $2,000,000.00 (wl$9,000,000.00 Umbrella)
Personal and Advertising Injury $1,000,000.00
Products-Con4*ted OV ions Aggregate $2,000,000.00
Automobile Liability $2,000,000.00 Each Accident (Combined Single Limit)
(incl. owned, non -owned and hired vehicles) for
bodily injury and property damage)
§ 8.1 The Owner shall be an additional insured under Construction Manager's Commercial General Liability policy.
§ 8.2 INSURANCE REQUIRED OF THE OWNER
During both phases of the Project, the Owner shall purchase and maintain liability and property insurance, including waivers of
subrogation, as set forth in Article 11 of A201-2007. Such insurance shall be written for not less than the following limits, or
greater if required by law.
loll. AIA Document A133- — 2049 (formerly A121" CMc — 2403). Copyright 0 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved.
WARNING: This AW1 Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA'a 1
Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law.
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Type of Insurance or Bond Limit of Liability or Bond Amount ($0.00)
]Property Insurance Deductible Per Occurrence (Owner Responsibility)
Aggregate Deductible (Owner Responsibility)
Boiler and Machinery Insurance (If not a blanket policy, list the objects to be insured)
ARTICLE 9 DISPUTE RESOLUTION
§ 9,1 Any Claim between the Owner and Construction Manager shall be resolved in accordance with the provisions
set forth in this Article 9 and Article 15 of A201-2407. However, for Claims arising from or relating to the
Construction Manager's Preconstruction Phase services, no decision by the Initial Recision Maker shall be required
as a condition precedent to mediation or binding dispute resolution, and Section 9.3 of this Agreement shall not
apply.
§ 9.2 The parties shall endeavor to resolve their disputes by mediation which, unless the parties mutually agree
otherwise shall be administered by the parties. A request for mediation shall be made in writing and delivered to
the other party to the Contract. The request maybe made concurrently with the filing of litigation, but in the event
litigation is filed, the mediation shall proceed in advance of litigation, which shall be stayed pending mediation.
Written agreements reached in mediation shall be enforceable as settlement agreements in any court having
jurisdiction thereof. For any Claim subject to, but not resolved by mediation, the method of binding dispute
resolution shall be as follows:
[ X ] Litigation in a court of competent jurisdiction. Any Mediation or trial arising out of or relating to
the Contract shall be commenced and conducted in Ada County, Idaho.
§ 9.3 Initial Decision Maker
The Architect will serve as the Initial Recision Maker pursuant to Section 15.2 of ATA Document A201-2007 for
Claims arising from or relating to the Construction Manager's Construction Phase services, unless the parties
appoint below another individual, not a party to the Agreement, to serve as the Initial Recision Maker.
if theparties mutually agree, insert the name, address and other contact information of the Initial Decision Maker,
f gather than the A'rchitect.)
ARTICLE 10 TERMINATION OR SUSPENSION
§ 10.1 Termination Prior to Establishment of the Guaranteed Maximum Price
§ 10.1.1 Prior to the execution of the Guaranteed Maximum Price Amendment, the Owner may terminate this
Agreement upon not less than seven days' written notice to the Construction Manager for the Owner's convenience
and without cause, and the Construction Manager may terminate this Agreement, upon not less than seven days'
written notice to the Owner, for the reasons set forth in Section 14.1.1 of A201-2007.
§ 10.1.2 In the event of termination of this Agreement pursuant to Section 10.1.1, the Construction Manager shall be
equitably compensated for Preconstruction Phase services performed prior to receipt of a notice of termination. In no
event shall the Construction Manager's compensation under this Section exceed the compensation set forth in
Section 4.1.
§ 10.1.3 If the Owner terminates the Contract pursuant to Section 10.1.1 after the commencement of the
Construction Phase but prior to the execution of the Guaranteed Maximum Price Amendment, the Owner shall pay
AIA Document A1331' —2009 (formerly A121t"CMc — 2003). Copyright 0 1991, 2003 and 2009 by The American Institute of Architects. All rights reserved.
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to the Construction Manager an amount calculated as follows, which amount shall be in addition to any
compensation paid to the Construction Manager under Section 10.1.2:
.1 Take the Cost of the Work incurred by the Construction Manager to the date of termination;
.2 Add the Construction Manager's Fee computed upon the Cost of the Work to the date of termination
at the rate stated in Section 5.1 or, if the Construction Manager's Fee is stated as a fixed sum in that
Section, an amount that bears the same ratio to that fixed -sum Fee as the Cost of the Work at the time
of termination bears to a reasonable estimate of the probable Cost of the Work upon its completion;
and
.3 Subtract the aggregate of previous payments made by the Owner for Construction Phase services.
The Owner shall also pay the Construction Manager fair compensation, either by purchase or rental at the election of
the Owner, for any equipment owned by the Construction Manager which the Owner elects to retain and which is
not otherwise included in the Cost of the Work under Section 10.1.3.1. To the extent that the Owner elects to take
legal assignment of subcontracts and purchase orders (including rental agreements), the Construction Manager shall,
as a condition of receiving the payments referred to in this Article 10, execute and deliver all such papers and take
all such steps, including the legal assignment of such subcontracts and other contractual rights of the Construction
Manager, as the Owner may require for the purpose of fully vesting in the Owner the rights and benefits of the
Construction Manager under such subcontracts or purchase orders. All Subcontracts, purchase orders and rental
agreements entered into by the Construction Manager will contain provisions allowing for assignment to the Owner
as described above.
If the Owner accepts assignment of subcontracts, purchase orders or rental agreements as described above, the
Owner will reimburse or indemnify the Construction Manager for all costs arising under the subcontract, purchase
order or rental agreement, if those costs would have been reimbursable as Cost of the Work if the contract had not
been terminated. If the Owner chooses not to accept assignment of any subcontract, purchase order or rental
agreement that would have constituted a Cost of the Work had this agreement not been terminated, the Construction
Manager will terminate the subcontract, purchase order or rental agreement and the Owner will pay the Construction
Manager the costs necessarily incurred by the Construction Manager because of such termination.
§ 10.2 Termination Subsequent to Establishing Guaranteed Maximum Price
Following execution of the Guaranteed Maximum Price Amendment and subject to the provisions of Section 10.2.1
and 10.2.2 below, the Contract may be terminated as provided in Article 14 of AIA Document A201-2007.
§ 10.2.1 if the Owner terminates the Contract after execution of the Guaranteed Maximum Price Amendment, the
amount payable to the Construction Manager pursuant to Sections 14.2 and 14.4 of A201-2007 shall not exceed the
amount the Construction Manager would otherwise have received pursuant to Sections 10.1.2 and 10.1.3 of this
Agreement.
§ 10.2.2 If the Construction Manager terminates the Contract after execution of the Guaranteed Maximum. Price
Amendment, the amount payable to the Construction Manager under Section 14.1.3 of A201-2007 shall not exceed
the amount the Construction Manager would otherwise have received under Sections 10. 1.2 and 10. 1.3 above,
except that the Construction Manager's Fee shall be calculated as if the Work had been fully completed by the
Construction Manager, utilizing as necessary a reasonable estimate of the Cost of the Work for Work not actually
completed.
§ 10.3 Suspension
The Work may be suspended by the Owner as provided in Article 14 of AIA Document A201-2007, as modified for
this Project. In such case, the Guaranteed Maximum Price and Contract Time shall be increased as provided in
Section 14.3.2 of AIA Document A201-2007, as modified for this Project, except that the term "profit" shall be
understood to mean the Construction Manager's Fee as described in Sections 5.1 and 5.3.5 of this Agreement.
ARTICLE 11 MISCELLANEOUS PROVISIONS
§ 11.1 Terms in this Agreement shall have the same meaning as those in A201-2007, as modified for this Project.
§ 11,2 Ownership and Use of [documents
Section 1.5 of A201-2007 shall apply to both the Preconstruction and Construction Phases.
Init. AIA Document A133T —2009 (formerly A121TMC! le — 2003). Copynght Q 1991. 2003 and 2009 by The American Institute of Architects. All rights reserved.
WARNING: This AIAe' Document is protected by U.S. Copyright Lava and International Treaties. Unauthorized reproduction or distribution of this AIR21
Document, or any portion of It, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law.
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§ 11.3 Governing Law
Section 13.1 of A201-2047, as modified for this Project, shall apply to both the Preconstruction and Construction
Phases.
§ 11.4 Assignment
The Owner and Construction Manager, respectively, bind themselves, their agents, successors, assigns and legal
representatives to this Agreement. Neither the Owner nor the Construction Manager shall assign this Agreement
without the written consent of the other, except that the Owner may assign this Agreement to a lender providing
financing for the Project if the lender agrees to assume the Owner's rights and obligations under this Agreement.
Except as provided in Section 13.2.2 of A201-2007, as modified for this Project, neither party 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.
§ 11.5 Other provisions:
§ 11.5.1 Owner shall have the right to directly communicate with any person or entity related to the Project about
any matter, whether or not such matter is related to the Project, provided, however, binding communications under
this Agreement shall only be made through the proper protocols set forth in this Agreement. Owner shall not
interfere with the Construction Manager's coordination of its Subcontractors and Suppliers. Construction Manager
shall not prohibit, limit or condition any employee or subcontractor of any tier, or any other person, from separately
communicating with Owner for any matter or purpose, whether or not such matter is related to the Project, except
where Owner has interfered with Construction Manager's coordination and management of its Subcontractors or
Suppliers
§ 11,5.7 In the event of any controversy, claim or action being filed or instituted between the parties to interpret or
enforce the terms of this Agreement or arising fi•om the breach of any provision hereof {whether sounding in tort,
contract or otherwise}, the prevailing party shall be entitled to receive from the other party reasonable attorneys'
fees, court costs, expert witness fees and other costs and expenses of such action in any appeal there from.
ARTICLE 12 SCOPE OF THE AGREEMENT
§ 12.1 This Agreement represents the entire and integrated agreement between the Owner and the Construction
Manager and supersedes all prior negotiations, representations or agreements. either written or oral. This Agreement
may be amended only by written instrument signed by both {Owner and Construction Manager.
§ 12.2 The following documents comprise the Agreement:
.1 AIA Document A 133-2009, Standard Form of Agreement Between Owner and Construction
Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a
Guaranteed Maximum Price, as modified for this Project.
.2 AIA Document A201-2007, General Conditions of the Contract for Construction, as modified for this
Project.
AZA Document A133 - 2009, Exhibit A, Guaranteed Maximum Price Amendment to be executed at a
later date after the project has been bid out.
(Paragraphs deleted)
Other documents:
(List other documents, if any, forming part of the Agreement.)
AIA Document A733T —2009 [formerly A12110CMc —2003]. Copyright ®1991, 2003 and 2009 by The American institute of Architects. All rights reserved.
Init. WARNING: This AIAeDocument is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® 22
Document, or any portion of It, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law.
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This Agreement is entere4 into as of the day and year first written above.
(Printed name and title)
Inst. AIA Document A13311 — 2009 (formerly A121 TMCMc — 2003). Copyright 01991, 2003 and 2009 by The American Institute of Architects. All rights reserved.
WARNING: This AIA- Document Is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of thts AIA 23
Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law.
t This document was produced by AIA software at 14:40:52 on 09/06/2016 under Order No.5812203597_1 which expires on 11/3012016, and is not for resale.
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Additions and Deletions Report for
AIA( Document A 133T11— 2909
This Additions and Deletions Deport, 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 AlA document. This Additions and Deletions Report and its associated document were generated
simultaneously by AIA software at 14:40:52 on 09/06/2016.
PAGE 4
AGREEMENT made as of the 13th day of July ill the year 2016
City of Meridian
33 East Broadway Avenue
Meridian, ID 83642
Engineered Structures, Inc.
3330 East Louise Drive, Ste. 300
Meridian, ID 83642
Reta 1Huskey Park (Bellano Development)
Ten Mile and Ustick Roads
Meridian, ID
Jensen Belts Associates
495 Main Street
Boise, ID 83702
Mika Rartnrr
City of Meridian
33 East Broadway Avenue
Meridian. ID 83642
Telephone: 208-888-4433
Fax: 208-887-4813
Joe Jackson Engineered Structures, Inc.
3330 East Louise Drive, Ste. 300
Meridian, ID 83642
Telephone Number: 208-362-3040
Fax Number: 208-362-3113
Additions and Deletions Report for AIA Document A133" — 2009 (formerly A121"'CMc — 2003). Copyright * 1991, 2003 and 2009 by The American
Institute of Architects. All rights reserved. WARNING: This AIAI" Document is protected by U.S. Copyright Law and International Treaties, Unauthorized
reproduction or distribution of this AIAe Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to
the maximum extent possible under the law. This document was produced by AIA software at 14:40:52 on 0910612016 under Order No.5812203597_1 which
expires on 11W/2016, and is not for resale.
User Nates: (1781223493)
Email Address: ioeiackson t-yesiconstruction.com
PAGE 2
Kim Sieeenthaler
Jensen Belts Associates
495 Main Street
Boise, ID 83702
PAGE 3
12 SCOPE OF THE AGREEMENT
r-.XWIatT .4 r_ttARAUTEED MAXIMUM PRICE MA -M- IMENT
The Construction Manager accepts the relationship of trust and confidence established between it and the Owner by
this Agreement and covenants with the Owner to cooperate with the Architect and exercise the Construction
Manager's best 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; to use its best efforts to manage the Project in the best and most sound way; and to perform the Work in
an expeditious and economical manner consistent with the Owner's interests. The Construction Manager
acknowledges that it owes a fiduciary duty to the Owner for all of its construction management services in
connection with the Proiect. The Construction Manager covenants and represents that it has the professional
expertise, manpower, and capacity to undertake successfully the services that it shall provide herein to satisfactorily
manage and complete the Project. The Owner agrees to furnish or approve, in a timely manner, information
required by the Construction Manager and to make payments to the Construction Manager in accordance with the
requirements of the Contract Documents.
For the Preconstruction Phase, AIA Document A201TM-2007, General Conditions of the Contract for Construction,
as revised for this project, all apply only as specifically provided in this Agreement. For the Construction Phase,
the general conditions of the contract shall be as set forth in A201-2007, as revised for this project, which document
is incorporated herein by reference. The term "Contractor" as used in A201-2007 shall mean the Construction
Manager.
PAGE 4
§ 2.1,2.1 In conjunction with the Architect and Owner. the Construction Manager will develop a formal
comprehensive management and scope of Work plan. The Owner will decide whether to make Proiect changes.
§2.1.2.2 The Construction Manager will review the design and make suggestions to the Owner as to value
engineering, constructability, suitability of materials and uipment, scheduling, time, methods and sequence of
construction clarity,consistency and coordination of documentation to reduce prooect construction cost to reduce
operational costs or to improve the life of the building. The Owner will decide whether to make Proicet changes.
However the Construction Manager is not a licensed design rofessional and assumes noresponsibility for the
design of the Proiect or the design of the approved manufacturing systems (such as trusses and fire protection
systems). Exc t as otherwise set forth in this Contract any suggestions by the Construction Manager to modif the
design of the Protect to reduce costs will be based on Construction Manager's knowledge and experience as a
construction contractor and Construction Manager, and not as a design professional, and Cerner should review same
with the Architect or other desi-ppL-
ofess onal prior to implementation.
§ 2.1.2.3 The Construction Manager shell develop. in coordination with Owner, a system for tracking project costs and
cash flow.
Additions and Deletions Report for AIA Document A133" —2609 [formerly A121" CMe — 2043]. Copyright @ 1991, 2043 and 2409 by The American
Institute of Architects. All rights reserved. WARNING: This AIAe Document is protected by U.S. Copyright Lawn and International Treaties. Unauthorized
reproduction or distribution of this AIAe Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to
the maximum extent possible under the law. This document was produced by AIA software at 14:40:52 on 49{0612016 under Order No.5812203597_1 which
expires on 11130)2016, and is not for resale.
User Notes: (1781223493)
§ 2.1.2,4 The Construction Manager shall attend and, if requested by Owner, schedule and lead periodic project
meetings and special meetings for the exchange of information concerning the project, and review of design
progress, permits and approvals. All meetings shall be held at a location and time convenient to the Owner's
Designated Representative.
§ 2.1.3 When Project requirements in Section 3.1.1 have been sufficiently identified, the Construction Manager shall
prepare and periodically update a Project schedule for the Architect's review and the Owner's acceptance. The
issuance of a Project schedule shall be a representation and warranty to owner that Construction Manager has
thoroughly and carefully examined the Project schedule and found it to be a reasonable and adequate amount of time
for Construction Manager to perform the Work, and includes reasonable periods for the review of submittals, tests.
inspections and other matters by Owner, Architect and any governmental authorities. The Construction Manager
shall obtain the Architect's approval for the portion of the Project schedule relating to the performance of the
Architect's services. The Project schedule shall coordinate and integrate the Construction Manager's services, the
Architect's services, other Owner consultants' services, and the Owner's responsibilities and identify items that
could affect the Project's timely completion. The updated Project schedule shall include the following; submission
of the Guaranteed Maximum Price proposal; components of the Work; times of commencement and completion
required of each Subcontractor; ordering and delivery of products, including those that must be ordered well in
advance of construction; and the occupancy requirements of the Owner.
PAGE 5
§ 2.1.5.2 As the Architect progresses with the preparation of the Schematic Design, Design Development and
Construction Documents, the Construction Manager shall prepare and update, at appropriate intervals agreed to by
the Owner, Construction Manager and Architect, detailed estimates of the Cost of the Work and value engineering
anaiasis of increasing detail and refinement and allowing for the further development of the design until such time
as the Owner and Construction Manager agree on a Guaranteed. Maximum Price for the Work. Such estimates shall
be provided for the Architect's review and the Owner's approval. The Construction Manager shall inform the Owner
and Architect when estimates of the Cost of the Work exceed the latest approved Project budget and make
recommendations for corrective action.
§ 2.1.5.3 Owner may uire additional cost estimates to confirm budget due to modification made via design
workshops, and the Construction Manager shall work with the Architect to reconcile any differences.
The Construction Manager shall develep biddeFs' fi.ae,#i she W jeet. seek to develop bidders' interest in the
Proiect and shall furnish to the Owner for its information a list of possible subcontractors, including suppliers who
are to furnish materials or equipment fabricated to a special design, from which proposals_will be requested for each
principal portion of the Work. The Owner will promptly reRlly in writing to the Construction Manager if the Owner
knows of any objection to such subcontractor or supplier. The receipt of such list shall not rgguire the Owner to
investigate the qualifications of proposed subcontractors or suppliers, nor shall it waiver the right ofthe _Owner later
to object to or reject any prMpgod. subcontractor or supplier.
The Construction Manager shall develop the scope of work and prepare bid packages in concert with the Architect
(Owner will provide a template for the bid packages) for each trade to be bid and participate in the pregualification
and qualification of each of the Subcontractors and Sub -subcontractors as defined by law.
PAGE
The Construction Manager shall comply with applicable laws, statutes, ordinances, codes, rules and regulations, and
lawful orders of public authorities applicable to its performance under this Contract, and with equal employment
opportunity programs, and other programs as may be required by governmental and
Quasi -governmental authorities for inclusion in the Contract Documents.
Additions and Deletions Report for AIA Document A133' —2009 (formerly A12141"CMc —2003). Copyright C9 1991, 2003 and 2009 by The American
Institute of Architects. All rights reserved. WARNING: This AIAe Document is protected by U.S. Copyright Law and International Treaties. Unauthorized
reproduction or distribution of this AIA$ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to
the maximum extent possible under the law. This document was produced byA1A software at 14:40:52 on 09106/2016 under Order No.5812203597_1 which
expires on 1113012016, and is not for resale.
User Notes: (1781223493)
§ 2.2.8 The Owner shall authorize the Architect to provide the revisions to the Drawings and Specifications to
incorporate theagpeed aereed-upon assumptions and clarifications contained in the Guaranteed Maximum
Price Amendment. The Owner shall promptly furnish those revised Drawings and Specifications to the Construction
Manager as they are revised, The Construction Manager shall notify the Owner and Architect of any inconsistencies
between the Guaranteed Maximum Price Amendment and the revised Drawings and Specifications.
PAGE 7
2.2.10 The Construction Mana er's submittal of the Guaranteed Maximum Price proposal for the Owner's review
and acce tance shall constitute Construction Manager's re resentation and warranty to Owner that it has carefully
and thoroughly examined the Contract Documents and found them to be reasonably coordinated complete and
suitable for construction of the Work in the Contract Time and for the Guaranteed Maximum Price.
$ 2.3.1.3 The Contract Time shall be measured from the date of Commencement.
2.3.1.4 The Construction Manager shall achieve Substantial Completion of the entire Work no later than
October 01 2017 assuming February 01 2017 construction start. The construction schedule will be added b
Amendment at such time when enough information is available to accurately Project the construction schedule.
§ 7.3.2.1 Those portions of the Work that the Construction Manager does not customarily perform with the
Construction Manager's own personnel shall be performed under subcontracts or by other appropriate agreements
with the Construction Manager. The Construction Manager may provide a self -performing bid for specific scope(s)
of work and, in addition, the Owner may designate specific persons from whom, or entities from which, the
Construction Manager shall obtain bids. The Construction Manager shall obtain bids from Subcontractors and from
suppliers of materials or equipment fabricated especially for the Work and shall deliver such bids to the
Architect and Owner. The Owner shall then determine, with the advice of the Construction Manager and the
Architect, which bids will be accepted. The Construction Manager shall not be required to contract with anyone to
whom the Construction Manager has reasonable objection.
§ 2.3,2.3 Subcontracts or other agreements shall conform to the applicable payment provisions of this Agreement,
and shall not be awarded on the basis of cost plus a fee without the prior consent of the Owner. If the Subcontract is
awarded on a Best- plus -cost-plus a fee basis, the Construction Manager shall provide in the Subcontract for the
Owner to receive the same audit rights with regard to the Subcontractor as the Owner receives with regard to the
Construction Manager in Section 6.11 below.
§ 2.3.2.+4 4f*e-The Construction Manager feeenvinte-smay recommend a specific bidder that may be considered a
"related party" according to Section 6. 10, - ptly Motif, the n,., er s.
Ax InifPe . _eiatieigr,hi,t,,,,,rneti f y the r'••me so long as the Construction Manage notifies the Owner of such
relationship and the specific nature of the contemplated transaction, according to Section 6.10.2.
PAGE
2,3.2.7.1 The Construction Manager shall develop and implement a change order controls stem using an Internet
based Project Management software.
' 2.3.2.7.2 The Construction Manager shall establish and im lement a Q4ality Control 12r2gram includin
monitoring the quality programs of all Subcontractors.
2.3.2.7.3 The Construction Manager shall monitor closely the progess of construction of each subcontractor.
2pare a construction schedule report at Ieast monthly and, if and as necessary, prepare and submit recover
schedules.
Additions and Deletions Report for AIA Document A133w —2809 (formerly A121 "'CMc —2003). Copyright Q 1991. 2003 and 2009 by The American
Institute ofArchitects. Ail rights reserved. VVARNING: This AIM, Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 4
reproduction or distribution of this AIA® Document, or any portion of it, may result In severe civil and criminal penalties, and will be prosecuted to
the maximum extent possible under the law. This document was produced by AIA software at 14:40:52 on 0910612016 under Order No.5812203597_1 which
expires on 1113012016, and is not for resale.
User Notes: (1781223493)
§§2.3.2.7.4 The Construction Manager shall furnish monthly reports concerning the progress of the work which
address: (a) compliance with the construction schedule, (b) status of testing and inspection activities performed by
the Construction Manager- and Subcontractors, (c) status of shop drawings and submittals, (d) status of change
orders, (e) status of MBEIWBE participation, and (f) other matters relating to the progress of work as directed by
Owner.
§2.12.9 The Construction Manager shall be available to meet with the Owner as shall be reasonably scheduled by
the Owner's designated representative. The Construction Manager shall attend, and, if requested by Owner, shall
schedule and Iead, regular eject and construction progress meetings, and conduct regular meetings at the site with
each Subcontractor. All meetings shall be held at a location and time convenient to the Owner's Designated
ated
Representative.
§ 2.3.2.10 The Construction Manager shall assume responsibility for project safety in accordance with OSHA
requirements.
2.3,2.11 The Construction Manager shall ensure that existing; and new construction, equipment, and improvements
are adequately protected from the movement of heavy equipment, suppliers, materials, and pedestrian traffic.
§ 2.3.2.12 The Construction Manager shall work with the Owner's personnel to ensure that materials, supplies,
equipment and all other items purchased by the Owner and stored at the jobsite are adgquately protected from
weather. "Protected" means wrapped in weather and water -proofed plastic or similar material, left on pallets or
other elevated surface to protect from water damage_ and any other measures required to safeguard the
Owner -purchased material from wind. rain, snow and extremes in temperature.
§ 2.3.2.13 The Construction Manager will work with the Owner to coordinate scheduling, installation of furniture,
fixtures and equipmentto_be installed by Owner. The Construction Manager will work with the Owner to schedule.
stage, and move Owner's personnel and operations into the building in an organized and systematic manner, so as to
minimize personnel down-time.
J2.3.2.14 The Construction Manager shall implement procedures for reviewing and processing requests for
information or clarifications and interpretations of the Contract Documents, shop drawings, samples. and all other
submittals, contract schedule adjustments. change order proposals, proposals for substitutions. payment applications.
as -built drawings, and maintenance of logs using the internet-based vroiect management software,
PAGE 9
§ 3.1.4 Structural and Environmental Tests, Surveys and Reports. Diming Upon the reasonable request of the
Construction Manager during the Preconstruction Phase, the Owner shall furnish the following information or
services with reasonable promptness and at the Owner's expense. The Owner shall also furnish any
other information or services under the Owner's control and relevant to the Construction Manager's performance of
the Work with reasonable promptness after receiving the Construction Manager's written request for such
information or services. The Construction Manager shall be entitled to rely on the accuracy of information and
services furnished by the Owner but shall exercise proper precautions relating to the safe performance of the Work.
PAGE 10
The Owner shall retain an Architect to provide services, duties and responsibilities as described in AIA
Document B133Tm-2414, Standard Form of Agreement Between Owner and Architect, G—enso;-e-'ie~ 44anageF as
'"~~n�~•°~'A~ 12dkiAn as modified for this Project. The Owner shall provide the Construction Manager a copy of the
executed agreement between the Owner and the Architect, and any further modifications to the agreement.
Fifteen Thousand and no1100 Dollars ($15,000.44)
Additions and Deletions Report for AIA Document A133n' —2009 (formerly A121 TMCMc-2003). CapyrightO 1991.2003 and 2009 by The American
Institute of Architects. All rights reserved. WARNING., Th Is AIA0 Document is protected by U.S. Copyright Law and International Treat les- Unauthorized
reproduction or distribution of this AIA Document, or any portion of it„ may result in severe civil and criminal penalties, and will be prosecuted to
the maximum extent passible ander the law. This document was produced by AIA software at 14:40:52 on 6910612016 under Order No.5812203597_1 which
expires on 11130/2616, and is not for resale.
User Notes: (1 78 1 223493)
§ 4.1.31f the Preconstruction Phase services covered by this Agreement have not been completed within six (
months of the date of this Agreement, through no fault of the Construction Manager, the Construction Manager's
compensation for Preconstruction Phase services shall be equitably adjusted. Owner and Construction Manager
agree to the followinp, schedule_.
50% CDs — 9/1/16
100% CDs — 9/30/16
Project Out to Bid — 12/10/16
- Bid Qpening-1119117
- Construction Start —February 01, 2017
- Project Completion —October 01, 2017
PAGE 11
§ 4.2.2 Payments are due and payable upon presentation of the Construction Manager's invoice. Amounts unpaid
thirty J 3.2) 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 Construction Manager.
Zero %
Five and One Quarter Percent (5.25%
Thirteen Percent 13%)
Ten Percent U0%
§ 5.1.4 Rental rates for Construction Manager -owned equipment shall not exceed sevent)-five _percent ( L5_1%) of
the standard rate paid at the place of the Project.
§ 5.1,5 Unit prices, if any: NIA
0
§ 5.2.1 The Construction Manager
will prepare and submit to the Owner a Budget, from which the parties anticipate a Guaranteed Maximum Price will
be established. The Construction Manager represents and warrants that the GMP will be based on the Construction
Manager's best and most diligent efforts to establish the lowest cost for performance of the Work consistent with the
Owner's standards of quality and workmanshil2 as reflected in the Drawings and Specifications.
The sum of the Cost of the Work the Construction Mariam's Fee Construction Mana er's General Conditions'
charges, and fixed 'insurances char es will be guaranteed by the Construction Manager not to exceed the established
Additions and Deletions Report for AIA Document A133TM —2009 (formerly A121 7"CIVIc —2003). Copyright 1991, 2003 and 2009 by The American
Institute of Architects. All rights reserved. WARNING: This AWD Document is protected by U.S. Copyright Law and International Treaties. Unauthorized
reproduction or distribution of this AIAe Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to
the maximum extent possible under the taw. This document was produced by AIA software at 14:40:52 on 09/0612616 under Larder No.5812203597_1 which
expires on 1113012016, and is not for resale.
User Notes: (1781223493)
GMP, subiect to additions and deductions by Change Carder as provided in the Contract Documents. Ifthe GMP
exceeds the Cost of the Work, the Construction Manager's Fee, Construction Managers General Conditions'
charges. and fixed insurance charges, the savings shall benefit the Owner. Costs which would cause the Guaranteed
Maximum Price to be exceeded shall be paid by the Construction Manager without reimbursement by the Owner
unless there are Owner approved change orders. in which event the Construction Manager shall be reimbursed
accordingy.
PAGE
PAGE 12
6 5.2.2.1 The amount for contingencies ("Contingency"). if any, is set forth in the GMP BreakdowTi. Construction
Manager shall notify Owner in writing at least ten (10) days prior to any proposed use of the Contingency, or any
portion thereof, and shall supply Owncr with detailed information relative to such proposed use. Construction
Manager shall not use any -portion of the Contingency without Owner's prior written approval, which approval shall
not be unreasonably withheld. Any approved use of the Contingency shall be reflected by a Change Order signed
by Owner and Contractor.
-45.2.2.2 '_Subiect to obtaining the Owner's approval as provided in Section 5.2.2.1, the Construction Man ager
authorized to spend the Contingency to defray any Cost of the Work which is reimbursable or authorized under
Article 7 for which the Construction Manager isnot otherwise entitled under the Contract Documents which results
from any of the following causes;
(i) Conditions and events. which were not reasonably foreseen or known to the Construction
Manager and which could not have been reasonably foreseen or known to the Construction Manager as a
reasonably experienced Construction Manager at the time of establishment of the GMP; provided that,
within seven (7) days after learning of such condition or the occurrence of such event, the Construction
Manager shall have given notice thereof to the Owner.
(ii} Gaps in Subcontractors' scopes of work which were not reasonably foreseen or known to
the Construction Manager at the time the GMP was agreed upon and which could not have been reasonabl
foreseen or known to the Construction Manager as a reasonably experienced Construction Manager at the
time of establishment of the GMP; provided that, within seven (7) days after learning of such condition or
the occurrenee of such event. the Construction Manager shall have given notice thereof to the Owner.
(iii} Delays in receipt of materials or equipment not the fault of Contractor and which were
not reasonably foreseen or known to Construction Manager at the time the GMP was agreed upon and
which could not have been reasonably, foreseen or known to the Construction Manager as a reasonably
exl2erienced Construction Manager at the time of establishment of the GMP: provided that. within seven 7
days after leamin a of such condition or the occurrence of such event, the Construction Manager shall have
given notice thereof to the Owner.
(iv) Increases in preestablished subcontractor bids, nggotiated contracts or purchase orders or
failure by a subcontractor_ or supplier which is not recoverable by Construction Manager after diligent
effort.
(v) Unanticipated changes in the Schedule of Performance.
NO Replacement costs for non-performing or defaulting Subcontractors.
The Construction Manager shall k2o the Owner advised of all anticipated charges against the Contingency. The
Contingency shall not be construed as an amount available for upgrading or enlarging the scope of the Work, nor for
covering exl2enses incurred for Architect's errors or omissions such as compliance with coder uirements . The
Contingency shall not be used for remedying or repairing any defective Work, acceleration or premium time costs to
recover time lost due to error by Construction Manager or any Subcontractor, Sub -subcontractor or material
supplier, nor any other charges in excess of the General Conditions line -item amount within the GMP Breakdown
due to poor performance or non erformance by Construction Manager's staff in the management androsecution
of the Work.
Additions and Deletions Report for AIA Document A133T" —2009 (formerly A121TOCMc —2003). Copyright ® 1991, 2003 and 2009 by The American
Institute or Architects. All rights reserved. WARNING: This AIAe Document is protected by U.S. Copyright Law and international Treaties. Unauthorized 7
reproduction or distribution of this AtA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to
the maximum extent possible under the law. This document was produced by AIA software at 14:40:52 on 0910612016 under Order No.5812203597_1 which
expires on 1113012016, and is not for resale_
User Notes: (1781223493)
5.2.2.3 Any portion of the Contingency which remains undisbursed after the Work is fully completed shall
accrue to the benefit of the Owner. In no event shall any portion of the Contingency be used to pay any costs or
expenses for work required to be performed by the Construction Manager under any warranty, express or implied.
made by the Construction Manager or any of its Subcontractors to the Owner in connection with the Work. In no
event shall any portion of the Contingency be used to pay any costs or exl2enses resulting from any defaults b
Subcontractors which are recoverable from the 'Subcontractor or from any insurance. In the event of a default by
any Subcontractor. Construction Manager shall enforce its rights and pursue its remedies in accordance with the
terms of the subcontract with such Subcontractor.
PAGE 13
§ 6.1.1,1 Costs as defined herein shall be actual costs paid by the Construction Manager, less all discounts rebates
and salvages that shall betaken by the Construction Manager, subject to Article 6.9 of this A eement. All
payments made by the Owner pursuant to this Article 6. whether those payments are actually made before or after
the execution of the Contract are included within the Guaranteed Maximum Price specified in Paragraph 5.2 above,
provided, however, that in no event shall the Owner be rgquired to reimburse the Construction Manager for an
ortion of the Cost of the Work incurred prior to the Commencement Date unless the Construction Manager has
received the Owner's written consent prior to incurring such cost.
§ 6.1.1.2 Notwithstanding the breakdown or categorization of any costs to be reimbursed in this Article 6 or
elsewhere in the Contract Documents, there shall be no duplication of payment in the event any particular item for
which 7Navment is requested can be characterized as falling into more than one of the types of compensable or
reimbursable categories.
PAGE 14
§ 6.2.2 Wages or salaries of the Construction Manager's supervisory and administrative personnel when statiened at
at
.94hP.r Af9ees shall be ineluded in the Cost of the Warle, identify in Seetien 11.5, the persimnel fe be ineluded-,
ivhethew f4 all er Effily paf! ef their time-. Amid she f:aseas -A* whieh ibeir- time will be ehafged to the WeFk.' assigned to
the Project and/or who perform_ tasks specifically related to the Project.
Project Manager hourly rate - $65.00
Estimator hourly rate - $65.00
Assistant Project Manager hourly rate - $40.00
Superintendent hourly rate - $55.00
PAGE 15
§ 6.6.1 Premiums for that portion of insurance and bonds required by the Contract Documents that can be directly
attributed to this Contract. Reimbursable costs associated with Subcontractor -provided bonds are subject to the
limitations set forth in Article 1 I of AIA Document A201-2007. Self-insurance for either full or partial amounts of
the coverages required by the Contract Documents, with the Owner's prior approval.
Insurance coverages provided by Construction Manager and outlined in Section 8 of this AgLeement shall be
charged at the rate of .738%. calculated on the direct cost of work. Builders Risk insurance is not included,
however if Owner elects Construction Manager to provide Builders Risk insurance, Construction Manager to
rovide alternate pricing for this cost.
PAGE 16
§ 6.7.3 Costs of repairing or correcting damaged or nonconforming Work executed by the Construction Manager,
Subcontractors or suppliers, provided that such damaged or nonconforming Work was not caused by negligence or
failure to fulfill a specific responsibility of the Construction Manager and only to the extent that the cost of repair or
correction is not recovered by the Construction Manager from insurance, sureties, Subcontractors, suppliers, or
Additions and Deletions Report for AIA Document A133"" —2009 (formerly A121mCMc — 2003). Copyright 0 1991, 2003 and 2009 by The American
Institute of Architects. All rights reserved. WARNING: This AIAe Document is protected by U.S. Copyright Lawn and International Treaties. Unauthorized
reproduction or distribution of this AIA13 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to
the maximum extent possible under the law. This document was produced by AIA software at 14:40:52 on 0910612016 under Order No.5812203597-1 which
expires on 1113012016, and is not for resale.
User Notes:. (1761223493)
ether others; provided that any absence of collectible insurance is not due to the Construction Manager's breach of
any contract for insurance.
§ 6.9.1 Cash discounts obtained on payments made by the Construction Manager shall accrue to the Owner if (1)
before making the payment, the Construction Manager included them in an Application for Payment and received
payment from the Owner, or (2) the Owner has deposited funds with the Construction Manager with which to make
payments; otherwise, cash discounts shall accrue to the Construction Manager. Trade discounts, rebates, refunds and
amounts received from sales of surplus materials and equipment shall accrue to the Owner, and the Construction
Manager shall make provisions so that they can be obtained. The Construction Manager shall not obtain for its own
benefit any discounts, rebates or refunds in connection with the Work prior to providing the Owner with at ]east
seven(7)days' prior notice of the same and the opportunity to furnish such funds to obtain such discount, rebate or
refund on behalf of the Owner.
PAGE 17
The Construction Manager shall keep full and detailed records and accounts related to the cost of the Work and
exercise such controls as are consistent with generally accepted accounting principles consistently applied and as
may be necessary for proper financial management under this 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 Construction Manager's records and accounts, including complete documentation supporting accounting
entries, books, correspondence, instructions, drawings, receipts, subcontracts, Subcontractor's proposals, purchase
orders, vouchers, memoranda and other data relating to this Contract. The Construction Manager shall preserve
these records for a period of three years after final payment, or for such longer period as may be required by law.
§ 7.1.1 Based upon Applications for Payment including all supporting documentation submitted to the Architect by
the Construction Manager and Certificates for Payment issued by the Architect, the Owner shall make progress
payments on account of the Contract Sum to the Construction Manager as provided below and elsewhere in the
Contract Documents.
§ 71.3 Provided that an Application for Payment is received by the Architect not later than the first L1111day of a
month, the Owner shall make payment of the certified amount to the Construction Manager not later than the tenth
10`s day of the following month. If an Application for Payment is received by the Architect after the application
date fixed above, payment shall be made by the Owner as soon as the necessary approvals can reasonably be
attained but not later than forty-tive ( 41L) days atter the Architect receives the Application for Payment.
§ 7.1.4 With each Application for Payment, the Construction Manager shall submit , a5crelis petty eash aeae nis
Subcontractor's
Abplication for Payment cover sheet and any other evidence required or requested by the Owner or Architect to
demonstrate that cash disbursements already made by the Construction Manager on account of the Cost of the Work
equal or exceed progress payments already received by the Construction Manager, less that portion of those
payments attributable to the Construction Manager's Fee, plus payrolls for the period covered by the present
Application for Payment.
PAGE 18
.3 Add the Construction Manager's Fee, less retainage of fivepercent (5.0 %). The Construction
Manager's Fee shall be computed upon the Cost of the Work at the rate stated in Section 5.1 or, if the
Construction Manager's Fee is stated as a fixed sum in that Section, shall be an amount that bears the
Additions and Deletions Report for AM Document A13310-2009 (formerly A121"'CMc — 2003). Copyright 1991, 2003 and 2009 by The American
Institute of Architects. All rights reserved. WARNING: Thls AIA'e Document is protected by U.S. Copyright Law and Intarnational Treaties. Unauthorized 9
reproduction or distribution of this AIA®Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to
the maximum extent possible under the law. This document was produced byAlA software at 14:40:52 on 0910612016 under Order No.5812203597_1 which
expires on 1113012016, and is not for resale.
User Notes: (1781223493)
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;
Subtract retainage of five percent ( 50 °10) from that portion of the Work that the Construction
Manager self -performs;
Subtract amounts, if any, for which the Architect has withheld or nullified a Certificate for Payment
as provided in Section 9.5 of AIA Document "'0 7 A201-2007, as modified for this Project,
and any other amounts properly held by the Owner at the time of each progress Mvment.
§ 7.1.8 The Owner and Construction Manager shall agree upon (I) a mutually acceptable procedure for review and
approval of payments to Subcontractors and (2) the percentage of retainage held on Subcontracts, and the
Construction Manager shall execute subcontracts in accordance with those agreements. Five percent (5%o}
retainage shall be withheld on all Subcontractors.
PAGE 19
Workers' Compensation As mandated by state and federal law.
Emplovers' Liability $1,000,000.00
Commercial General Liability $2,000,000.00 Each Occurrence
(incl. Premises-Cloerations. Independent
Contractors' Protective. Product s-Cornpleted
Operations, Contractual Liability, Personal Injury
and Broad Form Property I)amage (incl. coycrace
for Explosion. Collapse and Underaround hazards))
General A=et*ate
$2,000,000.00 (wl$9,000.000.00 Umbrella)
Personal and Advertisina Iniury $1,000,000.00
Products-Compleited OiDerations Agmngw $2,000,000,00
Automobile Liability $2,000,000.00 Each Accident (Combined Single Limit)
[incl. ownod, non -owned and hired vehicles) for
bodily iniury and nroncriv damage)
8.1 The Owner shall be an additional insured under Construction Manager's Commercial General Liability policy.
fL 8.2 INSURANCE REQUIRED OF THE OWNER
Dudng both hases of the Pro ect the Owner shall purchase and maintain liability and property insurance including waivers of
subrogation, as set forth in Article 11 of A201-2007. Such insurance shall be written for not less than the following limits or
reater if re uired by law:
Type of Insurance or Bond
Property Insurance
Boiler and Maehinery Insurance
PAGE 20
Limit of Liability or Bond Amount ($0.00)
Deductible Per Occurrence Owner Responsibility
Aggregate Deductible (Owner Responsibility)
mot a blanket policy, list the obiects to he insured)
§ 9.2 The parties shall endeavor to resolve their disputes by mediation which unless the parties mutually a ree
otherwise shall be administered by the parties. A request for mediation shall be made in writing and delivered to
the other party to the Contract. The re uest maybe made concurrently with the filing of litigation, but in the event
litigation is filed the mediation shall proceed in advance of litigation, which shall be staved Pending mediation.
Written a eements reached in mediation shall be enforceable as settlement a eements in any court having
Additions and Deletions Report for AIA Document A133m —2005 (formerly At 21 mCMc —2403). Copyright 1991, 2003 and 2009 by The American
Institute of Architects. All rights reserved. WARNING: This AIAa Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 1�
reproduction or distribution of this Al A® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to
the maximum extent possible under the law. This document was produced by AIA software at 14:40:52 on 09/06/2016 under Order No.5812203597_1 which
expires on 11130!2016, and is not for resale.
User Notes: (1781223493)
iurisdiction thereof. For any Claim subject to, but not resolved € y
r,..,.um—g t-20 2007, mediation, the method of binding dispute resolution shall be as follows:
[ X1 Litigation in a court of competent
iurisdiction. Any Mediation or trial arising_out of or relating to the Contract -shall
be commenced and conducted in Ada County. Idaho.
PAGE 21
The Work may be suspended by the Owner as provided in Article 14 of AIA Document A241--r-A201-2007, as
modified for this Project. In such case, the Guaranteed Maximum Price and Contract Time shall be increased as
provided in Section 14.3.2 of AIA Document A201-2007, as modified for this Project, except that the term "profit""
shall be understood to mean the Construction Manager's Fee as described in Sections 5.1 and 5.3.5 of this
Agreement.
§ 11.1 Terms in this Agreement shall have the same meaning as those in A244-'^ ..A201-2007. as modified for
this Proiect.
PAGE 22
Section 13.1 of 42"' A201-2007, as modified for this Project, shall apply to both the Preconstruction and
Construction Phases.
The Owner and Construction Manager, respectively, bind themselves, their agents, successors, assigns and legal
representatives to this Agreement. Neither the Owner nor the Construction Manager shall assign this Agreement
without the written consent of the other, except that the Owner may assign this Agreement to a lender providing
financing for the Project if the lender agrees to assume the Owner's rights and obligations under this Agreement.
Except as provided in Section 13.2.2 of A201-2007, as modified for this Project. neither party 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.
§ 11.5.1 Owner shall have the right to directly communicate with any person or entity related to the Project about
anV matter, whether or not such matter is related to the Project' provided, however, bind ng communications under
this Agreement shall only be made through the proper protocols set forth in this Agreement. Owner shall not
interfere with the Construction Manager's coordination of its Subcontractors and Suppliers. Construction Manaf er
shall not prohibit, limit or condition any employee or subcontractor of any tier, or any other person, from separately
communicating with Owner for any matter or purpose, whether or not such matter is related to the Project, except
where Owner has interfered with Construction Manager's coordination and management of its Subcontractors or
Suppliers
611.5.2 In the event of any controversy, claim or action being filed or instituted between the parties to interpret or
enforce the terms of this Agreement or arising from the breach of any provision hereof (whether sounding in tort,
contract or otherwise), the Prevailing party shall be entitled to receive from the other party reasonable attorneys'
fees, court costs, expert witness fees and other costs and expenses of such action in any appeal there from.
Additions and Deletions Report for AIA Document A133"" —2009 (formerly A721 TMClilc —2003). Copyright C1 1991, 2003 and 2009 by The American
Institute of Architects. All rights reserved- WARNING: This AIA0 Document is protected by U.S. Copyright Law and International Treaties. Unauthorized � 1
reproduction or distribution of this MAO Document, or any portion of it. may result in severe civil and criminal penalties, and will be prosecuted to
the maximum extent possible under the Caw. This document was produced by AIA software at 14:40:52 on 09106/2016 under Order No.5812203597_1 which
expires on 1113012016, and is not for resale.
User Notes: (1781223493)
.1 AIA Document A133-2009, Standard Form of Agreement Between Owner and Construction
Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a
Guaranteed Maximum FfieePrice, as modified for this Proiect.
.2 AIA Document A201-2007, Generai Conditions of the Contract for CenstFuetiefiConstruction, as
modified for this Proiect.
.3 AIA Document E201IM 2W7, Digital Data Pfeteeej E)diibit,
A133 — 2009, Exhibit A, Guaranteed Maximum Price Amendment to be executed at a later date after the
project has been bid out,
Other documents:
PAGE 23
as
Joe Jackson, Vice President
Additions and Deletions Report far AIA Document A133TM —2409 (formerly A121TMCW — 2003). Copyright@ 1991, 2003 and 2009 by The American
Institute of Architects. All rights reserved. WARNING: This AIAe Document is protected by U.B. Copyright Law and International Treaties. Unauthorized 12
reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to
the maximum extent possible under the law. This document was produced by AIA software at 14:40:52 on 09/0612016 under Order No.5812203597 1 which
expires on 1113012016, and is not for resale.
User Notes: (1781223493)
4,
Document A201TM -2007
General Conditions of the Contract for Construction
for the following PROJECT:
(Mame and location or address)
Reta Huskey Park (Bellano Development)
Ten Mile and Ustick Roads
ADDITIONS AND DELETIONS:
Meridian, ID
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 staters and address)
AIA standard form. An Additions and
City of Meridian
Deletions Report that notes add d
33 East Broadway Avenue
information as well as revisions to
Meridian, ID 83642
the standard form text is available
from the author and should be
THE ARCHITECT:
reviewed. A vertical line in the left
(Name, legal status and address)
margin of this document indicates
Jensen Belts Associates
where the author has added
495 Main Street
necessary information and where
Boise, ID 83702
the author has added to or deleted
from the original ACA text.
TABLE OF ARTICLES
This document has important legal
1 GENERAL PROVISIONS
consequences. Consultation with an
attorney is encouraged with respect
to its completion or modification.
2 OWNER
3 CONTRACTOR
4 ARCHITECT
5 SUBCONTRACTORS
6 CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS
r� �l :1-11► It] :61 I i I I .` I MY191: # .I
8 TIME
k'�.:X11'il�►lliy_1►1�IK�ldil���t'I�7il
10 PROTECTION OF PERSONS AND PROPERTY
11 INSURANCE AND BONDS
12 UNCOVERING AND CORRECTION OF WORK
13 MISCELLANEOUS PROVISIONS
14 TERMINATION OR SUSPENSION OF THE CONTRACT
15 CLAIMS AND DISPUTES
AIA Document A201 n' — 2007. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1979, 1976, 1987, 1997 and 2007 by The American
Init. Institute of Architects. All rights reserved. WARNING: This AIA'e Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 1
reproduction or distribution of this AIAe Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to
1 the maximum extent possible under the law. This document was produced by AIA software at 14:54:17 on 09!0612016 under Order Na.5812203597_1 which
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User Notes: (1433357930)
INDEX
(Topics and numbers in bold are section headings.)
Acceptance of Nonconforming Work
9.6.6, 9.9.3, 12.3
Acceptance of Work
9.6.6,9.8.2,9.9,3,9.10.1,9.10.3, 12.3
Access to Work
3.16, 6.2.1, 12.1
Accident Prevention
10
Acts and Omissions
3.2, 3.3.2, 3.12.8, 3.18, 4.2.3, 8.3.1, 9.5.1, 10.2.5,
10.2.8, 13.4.2, 13.7, 14.1, 15.2
Addenda
1.1.1, 3.11
Additional Costs, Claims for
3.7,4, 3.7,5, 6.1.1, 7.3.7.5, 10.3, 15.1.4
Additional Inspections and Testing
9.4.2, 9.8.3, 12.2.1, 13.5
Additional Insured
11.1.4
Additional Time, Claims for
3.2.4, 3.7.4, 3.7.5, 3.10.2, 8.3.2, 15.1.5
Administration of the Contract
3.1.3,4.2,9.4,9.5
Advertisement or Invitation to Bid
1.1.1
Aesthetic Effect
4.2.13
Allowances
3.8, 7.3.8
All-risk Insurance
11.3.1, 11.3.1.1
Applications for Payment
4.2.5, 7.3.9, 9.2, 9,3, 9.4, 9.5.1, 9.6.3, 9.7, 9. 10,
11.1.3
Approvals
2.1.1, 2.2.2, 2.4, 3,1.3, 3.10.2, 3.12.8, 3.12.9, 3.12.10,
4.2.7, 9.3.2, 13.5.1
Arbitration
8.3.1, 11.3.10, 13.1
ARCHITECT
4
Architect, Definition of
4,1.1
Architect, Extent of Authority
2.4, 3.12.7, 4.1, 4.2, 5.2, 6.3, 7.1.2, 7.3.7, 7.4, 9.2,
9.3.1, 9.4, 9.5, 9.6.3, 9.8, 9.10.1, 9.10.3, 12.1, 12.2.1,
13.5.1,13.5.2,14.2.2,14.2.4,15.1.3,15.2.1
Architect, Limitations of Authority and
Responsibility
2.1.1, 3.12.4, 3.12.8, 3.12.10, 4.1.2, 4.2.1, 4.2.2,
4.2.3, 4.2.6, 4,2.7, 4.2.10, 4.2.12, 4.2.13, 5.2.1, 7.4,
9.4.2, 9.5.3, 9.6.4, 15.1.3, 15.2
Architect's Additional Services and Expenses
2.4, 11.3.1.1, 12.2.1, 13.5.2, 13.5.3, 14.2.4
Architect's Administration of the Contract
3.1.3, 4.2, 3.7.4, 15.2, 9.4.1, 9.5
Architect's Approvals
2.4, 3.1.3, 3.5, 3.10.2, 4.2.7
Architect's Authority to Reject Work
3.5, 4.2.5, 12.1.2, 12.2.1
Architect's Copyright
1.1.7, 1.5
Architect's Decisions
3.7,4, 4.2.6, 4.2.7, 4.2.11, 4.2.12, 4.2.13, 4.2.14, 6.3,
7.3.7, 7,3.9, 8.1.3, 8.3.1, 9.2, 9.4.1, 9.5, 9.8.4, 9.9.1,
13.5.2, 15.2, 15.3
Architect's Inspections
3.7.4, 4.2.2, 4.2.9, 9.4.2, 9.8.3, 9.9.2, 9.10.1, 13.5
Architect's Instructions
3.2.4, 3.3.1, 4.2.6, 4.2.7, 13.5.2
Architect's Interpretations
41.11, 4.2.12
Architect's Project Representative
4.2.10
Architect's Relationship with Contractor
1.1.2, 1.5, 3.1.3, 3.2.2, 3.2.3, 3.2.4, 3.3.1, 3.4.2, 3.5,
3.7.4, 3.7.5, 3.9.2, 3.9.3, 3.10, 3.11, 3.12, 3.16, 3.18,
4.1.2, 4.1.3, 4.2, 5.2, 6.2.2, 7, 8.3.1, 9.2, 9.3, 9.4, 9.5,
9.7, 9.8, 9.9, 10.2.6, 10.3, 11.3,7, 12, 13.4.2, 13.5,
15.2
Architect's Relationship with Subcontractors
1.1.2, 4.2.3, 4.2.4, 4.2.6, 9.6.3, 9.6.4, 11.3.7
Architect's Representations
9.4.2, 9.5.1, 9.10.1
Architect's Site Visits
3.7.4, 4.2.2, 4.2.9, 9.4.2, 9.5.1, 9.9.2, 9.10.1, 13.5
Asbestos
10.3.1
Attorneys' Fees
3.18.1, 9.10.2, 10.3.3
Award of Separate Contracts.
6.1.1, 6.1,2
Award of Subcontracts and Other Contracts for
Portions of the Work
5.2
Basic Definitions
1.1
Bidding Requirements
1.1.1, 5.2.1, 11.4.1
Binding Dispute Resolution
9.7, 11.3.9, 11.3.10, 13.1, 15.2.5, 15.2.6.1, 15.3. 1,
15.3,2,
Boiler and Machinery Insurance
11.3.2
Bonds, Lien
7.3.7.4, 9.10.2, 9.10.3
Bands, Performance, and Payment
7.3.7.4, 9.6.7, 9.10.3, 11.3.9, 11.4
AIA Document A201�— 2807. Ccpyight Q 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American
Irtit Institute of Architects. All rights reserved. WARNING: This AIA1e Document is protected by U.S. Copyright Law and International Treaties. Unauthorized
reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to
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Building Permit
3.7.1
Capitalization
1.3
Certificate of Substantial Completion
9.8.3, 9.8.4, 9.8.5
Certificates for Payment
4.2.1, 4.2.5, 4.2.9, 9.3.3, 9.4, 9.5, 9.6.1, 9.6.6, 9.7,
9.10.1, 9.14.3, 14.1.1.3, 14.2.4, 15.1.3
Certificates of Inspection, Testing or Approval
13.5.4
Certificates of Insurance
9.10.2, 11.1.3
Change Orders
1.1.1,2.4,3.4.2,3.7.4,3.8.2.3,3.11,3.12.8,4.2.8,
5.2.3, 7.1.2, 7.1.3, 7.2, 7.3.2, 7.3.6, 7.3.9, 7.3.10,
8.3.1, 9.3.1.1, 9.10.3, 10.3.2, 11.3.1.2, 11.3.4, 11.3.9,
12.1.2, 15.1.3
Change Orders, Definition of
7.2.1
CHANGES IN THE WORK
2.2.1,3.11,4.2.8,7,7.2.1,7.3.1.,7.4,8.3.1,9.3.1.1,
11.3.9
Claims, Definition of
15.1.1
CLAIMS AND DISPUTES
3.2.4, 6.1.1, 6.3, 7.3.9, 9.3.3, 9.10.4, 10.3.3, 15
Claims
(Paragraphs deleted)
for Additional Cost
3.2.4. 3.7.4, 6.1.1, 7.3.9, 10.3.2, 15.1.4
Claims for Additional Time
3.2.4, 3.7.4, 6.1.1, 8.3.2, 10.3.2, 15.1.5
Concealed or Unknown Conditions, Claims for
3.7.4
Claims for Damages
3.2.4, 3.18, 6.1.1, 8.3.3, 9.5.1, 9.6.7, 10.3.3, 11.1.1,
11 .3.5, 11.3.7, 14.1.3, 14.2.4, 15.1.6
Claims Subject to Arbitration
15.3.1
Cleaning Up
3.15, 6.3
Commencement of the Work, Conditions Relating to
2.2.1, 3.2.2, 3.4.1, 3.7.1, 3.10.1, 3.12.6, 5.2.1, 5.2.3,
6.2.2, 8.1.2, 8.2.2, 8.3.1, 11.1, 11.3.1, 11.3.6, 1.1.4.1,
15.1.4
Commencement of the Work,. Definition of
8.1.2
Communications Facilitating Contract
Administration
3.9.1, 4.2.4
Completion, Conditions Relating to
3.4.1, 3.11, 3.15, 4.2.2, 4.2.9, 8.2, 9.4.2, 9.8, 9.9.1,
9.10, 12.2, 13.7, 14.1.2
COMPLETION, PAYMENTS AND
9
Completion, Substantial
4.2.9, 8.1.1, 8.1.3, 8.2.3, 9.4.2, 9.8, 9.9.1, 9.10.3,
12.2, 13.7
Compliance with Laws
1.6, 3.2.3, 3.6, 3.7, 3.12.10, 3.13, 4.1.1, 9.6.4, 10.2.2,
11.1, 11.3, 13.1, 13.4, 13.5.1, 13.5.2, 13.6,14.1.1,
14.2.1.3, 15.2.8
Concealed or Unknown Conditions
3.7.4, 4.2.8, 8.3.1, 10.3
Conditions of the Contract
1.1.1, 6.1.1, 6.1.4
Consent, Written
3.4.2, 3.7.4, 3.12.8, 3.14,2, 4.1.2, 9.3.2, 9.8.5, 9.9.1,
9.10.2,9.10.3,11.3.1,13.2,13.4.2
CONSTRUCTION BY OWNER OR BY
SEPARATE CONTRACTORS
1.1.4, 6
Construction Change Directive, Definition of
7.3.1
Construction Change Directives
1.1.1,3.4.2,3.12.8,4.2.8,7.1.1,7.1.2,7.1.3,7.3,
9.3.1.1
Construction Schedules, Contractor's
3.10,3.12.1,3.12.2,6.1.3, 15.1.5.2
Contingent Assignment of Subcontracts
5.4, 14.2.2.2
Continuing Contract Performance
15.1.3
Contract, Definition of
1.1.2
CONTRACT, TERMINATION OR
SUSPENSION OF THE
5°4.1.1, 11-3.9,14
Contract Administration
3.1.3,4,9.4,9.5
Contract Award and Execution, Conditions Relating
to
3.7.1, 3.10, 5.2, 6.1, 11.1.3, 11.3.6, 11.4.1
Contract Documents, Copies Furnished and Use of
1.5.2, 2.2.5, 5.3
Contract Documents, Definition of
1.1.1
Contract Sum
3.7.4, 3.8, 5.2.3, 7.2, 7.3, 7.4, 9.1, 9.4.2, 9.5.1.4,
9.6.7, 9.7, 10.3.2, 11.3.1, 14.2.4, 14.3.2, 15.1.4,
15.2.5
Contract Sum, Definition of
9.1
Contract Time
3.7.4, 3.7.5, 3.10.2, 5.2.3, 7.2.1.3, 7.3.1, 7.3.5, 7.4,
8.1.1, 8.2.1, 8,3.1, 9.5.1, 9.7, 10.3.2, 12.1.1, 14.3.2,
15.1.5.1, 15.2.5
Contract Time, Definition of
8.1.1
CONTRACTOR
3
[nit. Institute
Document A201° — 2007. Copyright ® 1911. 1915, 1918, 1325, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1887. 1997 and 2007 by The American
of Architects. All rights reserved. WARNING: This AIA° Document Is protected by U.S. copyright Law and International Treaties. Unauthorized
reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminat penalties, and will be prosecuted to
the maximum extent possibie under the law. This document was produced by AIA software at 14:54:17 on 0910612016 under Order No.5812203597_1 which
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User Notes: (1433357930)
Contractor. Definition of
3.1, 6.1.2
Contractor's Construction 'Schedules
3.10.3.12.1, 3.12.2, 6.1.3, 15.1.5.2
Contractor's Employees
3.3.2, 3.4.3, 3.8.1, 3.9, 3.18.2, 4.2.3, 4.2.6, 10.2, 10.3,
11.1.1, 11.3.7, 14.1, 14.2.1.1
Contractor's Liability, Insurance
11.1
Contractor's Relationship with Separate Contractors
and Owner's Forces
3.12.5, 3.14.2, 4.2.4, 6, 11.3.7, 12.1.2, 12.2.4
Contractor's Relationship with Subcontractors
1.2.2,3.3.2.3.18.1,3.18.2,5,9.6.2,9.6.7,9.10.2,
11.3.1.2, 11.3.7, 11.3.8
Contractor's Relationship with the Architect
1.1.2, 1.5, 3.1.3, 3.2.2, 3.2.3, 3.2.4, 3.3.1, 3.4.2, 3.5,
3.7.4, 3.10, 3.11, 3.12, 3.16, 3.18, 4. 1.3, 4.2, 5.2,
6.2.2,7,8.3.1,9.2,9.3,9.4,9.5,9.7,9.8,99, 10.2.6,
10.3, 11,3.7, 12, 13.5, 15.1.2, 15.2,1
Contractor's Representations
3.2.1, 3.2.2, 3.5, 3.12.6, 6.2.2, 8.2.1, 9.3.3, 9.8.2
Contractor's Responsibility for Those Performing the
Work
3.3,2, 3.18, 5.3, 6.1.3, 6.2, 9.5.1, 10.2.8
Contractor's Review of Contract Documents
3.2
Contractor's Right to Stop the Work
9.7
Contractor's Right to Terminate the Contract
14.1, 15.1.6
Contractor's Submittals
3.10, 3.11,3.12.4,4.2.7,5.2.1,5.2.3,9.2,9.3, 9.8.2,
9.8.3, 9.9.1, 9.10.2, 9.10.3, 11.1.3, 11.4.2
Contractor's Superintendent
3.9. 10.2.6
Contractor's Supervision and Construction
Procedures
1.2.2, 3.3, 3.4.3.12.10, 4.2.2, 4.2.7, 6.1.3, 6.2.4,
7.1.3,7.3 ' 5, 7.3.7, 8.2, 10, 12, 1.4, 15.1.3
Contractul Liability Insurance
11.1.1.8, 11.2.
Coordination and Correlation
1.2, 3.2.1, 3.3.1, 3.10, 3.12.6, 6.1.3, 6.2.1
Copies Furnished of Drawings and Specifications
1.5, 2.2.5, 3.11
Copyrights
1.5, 3.17
Correction of Work
2.3, 2.4, 3.7.3.9.4.2, 9.8.2, 9.8.3, 9.9.1, 12.1.2, 12.2
Correlation and Intent of the Contract Documents
1.2
Cost, Definition of
7.3.7
Costs
2.4, 3.2.4, 3.7.3, 3.8.2, 3.15.2, 5.4.2, 6.1.1, 6.2.3,
7.3.3.3, 7.3.7, 7.3.8, 7.3.9, 9.10.2, 10.3.2, 10.3.6,
11.3,12.1.2,12.2,1,12.2.4,13.5,14
Cutting and Patching
3.14, 6.2.5
Damage to Construction of Owner or Separate
Contractors
3.14.2, 6.2.4, 10.2.1.2, 10.2.5, 10.4, 11.1.1, 1 l .3,
12.2.4
Damage to the Work
3.14.2, 9.9.1, 10.2.1.2, 10.2.5, 10.4, 11.3.1, 12.2.4
Damages, Claims for
3.2.4, 3.18, 6,1.1, 8.3.3, 9.5.1, 9.6.7, 10.3.3, 11.1.1,
11.3.5, 11.3.7, 14.1.3, 14.2.4, 15.1.6
Damages for Delay
6.1.1, 8.3.3, 9.5.1.6, 9.7, 10.3,2
Date of Commencement of the Work, Definition of
8.1.2
Date of Substantial Completion, Definition of
8.1.3
Day, Definition of
8.1.4
Decisions of the Architect
3.7.4, 4.2.6, 4.2.7, 4.2.11, 4.2.12, 4.2.13, 15.2, 6.3,
7.3.7, 7.3.9, 8,1.3, 8.3.1, 9.2, 9,4, 9.5.1, 9.8.4, 9.9.1,
13.5.2, 14.2.2, 14.2.4, 15.1, 15.2
Decisions to Withhold Certification
9.4.1, 9.5, 9.7, 14.1.1.3
Defective or Nonconforming Work, Acceptance,
Rejection and Correction of
2.3, 2.4, 3.5, 4.2.6, 6.2.5, 9.5.1, 9.5.2, 9.6.6, 9.8.2,
99.3, 9.10.4, 12.2.1
Definitions
1.1,2.1.1,3.1.1,3.5,3.12.1,3.12.2,3.12.3,4.1.1,
15.1.1, 5.1, 6.1.2, 7.2.1, 7,3,1, 8.1, 9.1, 9,8.1
Delays and Extensions of Time
3.2,3.7.4,5.2.3,7.2.1,7.3.1, 7.4,8.3,9.5.1,9.7,
10.3.2, 10.4, 14.3.2, 15.1.5, 15.2,5
Disputes
6.3, 7.39, 15.1, 15.2
Documents and Samples at the Site
3.1.1
Drawings, Definition of
1.1.5
Drawings and Specifications, Use and Ownership of
3.11
Effective Date of Insurance
8.2.2, 11.1.2
Emergencies
10.4, 14.1.1.2, 15.1.4
Employees, Contractor's
3.3.2, 3.4.3, 3.8.1, 3.9, 3.18.2, 4.2.3, 4.2.6, 10.2,
10.3.3, 11.1.1,11.3.7,14.1, 14.2.1.1
Inst. AIA Document A201" — 2007. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American
Institute of Architects. All rights reserved.' WARNING: This AIAe Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 4
reproduction or distribution of this AIAe Document, or any portion of it, may result In severe civil and criminal penalties, and will be prosecuted to
the maximum extent possible under the law, This document was produced by AIA software at 14:54:17 on 09/06/2016 under Order No.5812203697_1 which
expires on 1113012016, and is not for resale.
User Notes: (1433357930)
Equipment, Labor, Materials or
1.1.3, 1.1.6, 3.4, 3.5, 3.8.2, 3.8.3, 3.12, 3.13, 3.15.1,
4.2.6, 4.2.7, 5.2.1, 6.2.1, 7.3.7, 9.3.2, 9.3.3, 9.5.1.3,
9.10.2, 10.2.1, 10.2.4, 14.2.1.1, 14.2.1.2
Execution and Progress of the Work.
1.1.3, 1.2.1, 1.2.2, 2.2.3, 2.2.5, 3.1, 3.3.1, 3.4.1, 3.5,
3.7.1,3.10.1,3.12,3.14,4.2,6.2.2,7.1.3,7.3.5,8.2,
9.5.1,9.9.1,10.2,10,3, 12.2, 14.2, 14.3.1, 15.1.3
Extensions of Time
3.2.4, 3.7.4, 5.2.3, 7.2.1, 7.3, 7.4, 9.5-1, 9.7, 10.3.2,
10.4, 14.3, 15.1.5, 15.2.5
Failure of Payment
9.5.1.3, 9.7, 9.10.2, 13.6, 14.1.1.3, 14.2.1.2
Faulty Work
(See Defective or Nonconforming Work)
Final Completion and Final Payment
4.2.1, 4.2.9, 9,8.2, 9,10, 11.1.2, 11.1.3, 11.3.1, 11.3.5,
12.3, 14.2.4, 14.4.3
Financial Arrangements, Owner's
2.2.1, 13.2.2, 14.1.1.4
Fire and Extended Coverage Insurance
11.3.1.1
GENERAL PROVISIONS
I
Governing Law
13.1
Guarantees (See Warranty)
Hazardous Materials
10.2.4, 10.3
Identification of Subcontractors and Suppliers
5.2.1
Indemnification
3.17, 3.18, 9.10.2, 10.3.3, 10.3.5, 10.3.6, 11.3.1.2,
11.3.7
Information and Services Required of the Owner
2.1.2, 2.2, 3.2.2. 3.12.4, 3.12.10, 6.1.3, 6.1.4, 6.2.5,
9.6.1, 9.6.4, 9.9.2, 9.10.3, 10.3.3, 11.2, 11.4, 13.5.1,
13.5.2, 14.1.1.4, 14.1.4, 15.1.3
Initial Decision
15.2
Initial Decision Maker, Definition of
1.1.8
Initial Decision Maker, Decisions
14.2.2, 14.2.4, 15.2.1, 15.2.2, 15.2.3, 15.2.4, 15.2.5
Initial Decision Maker, Extent of Authority
14.2.2, 14.2.4, 15.1.3, 15.2.1, 15.2.2, 15.2.3, 15.2.4,
15.2.5
Injury or Damage to Person or Property
10.2.8, 10.4
Inspections
3.1.3.3.3.3, 3.7.1, 4.2.2, 4.2.6, 4.2.9, 9.4.2, 9.8.3,
9.9.2, 9.10.1, 12.2.1, 13.5
Instructions to Bidders
1.1.1
Instructions to the Contractor
3.2.4, 3.3.1, 3.8.1, 5.2.1, 7, 8.2.2, 12, 13.5.2
Instruments of Service, Definition of
1.1.7
Insurance
3.18.1, 6.1.1, 7.3.7, 9.3.2, 9.8.4, 9.9.1, 9.10.2, 11
Insurance, Boiler and Machinery
11.3.2
Insurance, Contractor's Liability
11.1
Insurance, Effective Date of
8.2,2, 11.1.2
Insurance, Loss of Use
11.3.3
Insurance, Owner's Liability
11.2
Insurance, Property
10.2.5, 11.3
Insurance, Stored Materials
9.3.2
INSURANCE AND BONDS
11
Insurance Companies, Consent to Partial Occupancy
9.9.1
Intent of the Contract Documents
1.2.1,4.2.7,4.2.12,4.2.13,7.4
Interest
13.6
Interpretation
1.2.3, 1.4, 4.1.1, 5.1, 6.1.2, 15.1.1
Interpretations, Written
4.2,11, 4.2.12, 15.1.4
Labor and Materials, Equipment
1.1.3, 1.1.6,3.4,3.5,3.8.2,3.8.3,3.12,3.13,3.15.1,
4.2.6, 4.2.7, 5.2.1, 6.2.1, 7.3.7, 9.3.2, 9.3.3, 9.5.1.3,
9.10.2, 10.2.1, 10.2.4,14.2.1.1, 14.2.1.2
Labor Disputes
8.3.1
Laws and Regulations
1.5,3.2.3,3.6,3.7,3.12.10,3.13,4.1.1,9.6.4,9.9.1,
10.2.2, 11.1.1, 11.3, 13.1, 13.4, 13.5.1, 13.5.2, 13.6,
14,15.2.8
Liens
2.1.2,9.3.3,9.10.2,9.10.4, 15.2.8
Limitations, Statutes of
12.2.5, 13.7
Limitations of Liability
2.3,3.2.2,3.5,3.12.10,3.17,3,18.1,4.2,6,4.2.7,
4.2.12, 6.2.2, 9.4.2, 9.6.4, 9.6.7, 10.2.5, 10.3.3,
11. 1.2, 11.2, 11.3.7, 12.2.5, 13.4.2
Limitations of Time
2.1.2, 2.2, 2.4, 3.2.2, 3.10, 3.11, 3.12.5, 3.15.1, 4.2.7,
5.2, 5.3, 5.4.1, 6,2.4, 7.3, 7.4, 8.2, 9.2, 9.3.1, 9.3.3,
9.4.1, 9.5, 9.6, 9.7, 9.8, 9.9, 9.10, 11.1.3, 11.3.1.5,
11.3.6, 11.3.10, 12.2, 13.5, 13.7, 14, 15
Loss of Use Insurance
11.3.3
Inft AIA Document A2011 2007. Copyright Q 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American
Institute of Architects, All rights reserved. WARNING: This AiAe' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 5reproduction or distribution of this AiA"a Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to
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expires on 1113012016, and is not for resale.
User Notes: (1433357930)
Material Suppliers
1.5, 3.12.1, 4.2.4, 4.2.6, 5.2.1, 9.3, 9.4.2, 9.6, 9.10.5
Materials, Hazardous
10.2.4, 10.3
Materials, Labor, Equipment and
1.1.3, 1.1.6, 1.5.1, 3.4.1, 3.5, 3.8.2, 3.8.3, 3.12, 3.13,
3.15.1, 4.2.6, 4.2.7, 5.2.1, 6.2.1, 7.3.7, 9.3.2, 9.3.3,
9.5.1.3, 9.10.2, 10.2.1.2, 10.2.4, 14.2,1.1, 14.2.1.2
Means, Methods, Techniques, Sequences and
Procedures of Construction
3.3.1, 3.12.10, 4.2.2, 4.2.7, 9.4.2
Mechanic's Lien
2.1.2, 15.2.8
Mediation
8.3.1,10.3.5,10.3.6,15.2.1,15.2.5,15.2.6,15.3
Minor Changes in the Work
1.1.1,3.12.8,4.2.8,7.1,7.4
MISCELLANEOUS PROVISIONS
13
Modifications, Definition of
1.1.1
Modifications to the Contract
1.1.1, 1. 1.2, 3.11, 4.1.2, 4.2.1, 5.2.3, 7, 8.3.1, 9.7,
10.3.2, 11.3.1
Mutual Responsibility
6.2
Nonconforming Work, Acceptance of
9.6.6, 9.9.3, 12.3
Nonconforming Work, Rejection and Correction of
2.3, 2.4, 3.5,4.2.6,6.2.4,9.5.1,9.8.2,99.3,9.10.4,
12.2.1
Notice
2.2.1,2.3,2.4,3.2.4,3.3.1,3.7.2,3.12.9,5.2.1,9.7,
9.10,10.2.2,11.1.3,12.2.2.1,13.3,13.5.1,13.5.2,
14.1, 14.2, 15.2.8
Notice, Written
2.3,2.4,3.3.1, 3.9.2,3.12.9,3.12.10,5.2.1,9.7,9.10,
10.2.2,10.3,11.1.3,11.3.6,12.2.2.1,13.3,14,15.2.8
Notice of Claims
3.7.4, 10.2.8, 15.1.2
Notice of Testing and Inspections
13.5.1, 13.5.2
Observations, Contractor's
3.2, 3.7.4
Occupancy
2.2.2, 9.6.6, 9.8, 11.3.1.5
Order of Precedence
1.7
Orders, Written
1.1,1, 23, 3.9.2, 7, 8.2,2, 11.3.9, 12.1, 12.2.2.1,
13.5.2, 14.3.1
OWNER
2
Owner, Definition of
2,1.1
Owner, Information and Services Required of the
2.1.2, 2.2, 3.2.2, 3.12.10, 6.1.3, 6.1.4, 6.2.5, 9.3.2,
9.6.1, 9.6.4, 9.9.2, 9.10.3, 10.3.3, 11.2, 11.3, 13.5.1,
13.5.2, 14.1.1.4, 14.1.4, 15.1.3
Owner's Authority
1.5, 2.1.1, 2.3, 2.4, 3.4.2, 3.8.1, 3.12.10, 3.14.2, 4.1.2,
4.1.3, 4.2.4, 4.2.9, 5.2.1, 5.2.4, 5.4.1, 6.1, 6.3, 7.2.1,
7.3.1, 8.2.2, 8.3.1, 9.3.1, 9.3.2, 9.5.1, 9.6.4, 9.9.1,
9.10.2, 10.3.2, 11.1.3, 11.3.3, 11.3.10, 12.2.2, 12.3,
13.2.2, 14.3, 14.4, 15.2.7
Owner's Financial Capability
2.2.1, 13.2.2, 14.1.1.4
Owner's Liability Insurance
11.2
Owner's Relationship with Subcontractors
1.1.2, 5.2, 5.3, 5.4, 9.6.4, 9.10.2, 14.2.2
Owner's Right to Carry Out the Work
2.4, 14.2.2
Owner's Right to Clean Up
6.3
Owner's Right to Perform Construction and to
Award Separate Contracts
6.1
Owner's Right to Stop the Work
2.3
Owner's Right to Suspend the Work
14.3
Owner's Right to Terminate the Contract
14.2
Ownership and Use of Drawings, Specifications
and Other Instruments of Service
1.1.1, 1.1.6, 1.1.7, 1.5, 2.2.5, 3.2.2, 3.11, 3.17, 4.2.12,
5.3
Partial Occupancy or Use
9.6.6, 9,9, 11.3.1.5
Parties Relations
1.1.9
Patching, Cutting and
3.14, 6.2.5
Patents
3.17
Payment, Applications for
4.2.5,7.3.9,9.2,9,3,9.4,9.5,9.6.3,9.7,9.8.5,9.10.1,
14.2.3, 14.2.4, 14.4.3
Payment, Certificates for
4.2.5, 4.2.9, 9.3.3, 9.4, 9.5, 9.6.1, 9.6.6, 9.7, 9. 10. 1,
9.10.3, 13.7, 14.1.1.3, 14.2.4
Payment, Failure of
9.5.1.3, 9.7, 9.10.2, 13.6, 14.1.1.3, 14.2.1.2
Payment, Final
4.2.1, 4.2.9, 9.8.2, 9.10, 11.1.2, 11.1.3, 11.4.1, 12.3,
13.7, 14.2.4, 14.4.3
Payment Bond, Performance Bond and
7.3.7.4,9.6.7,9.10.3,11.4
Payments, Progress
9.3, 9.6, 9.8.5, 9.10.3, 13.6, 14.2.3, 15.1.3
AIA Document A201T —2007. Copyright® 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2047 by The American
Init. Institute of Architects. All rights reserved. WARNING: This AIA* Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 6
reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to
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expires on 1113012016, and is not for resale.
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PAYMENTS AND COMPLETION
9
Payments to Subcontractors
5.4.2, 9.5.1.3, 9.6.2, 9.6.3, 9,6.4, 9.6.7, 14.2.1.2
PCB
10.3.1
Performance Bond and Payment Bond
7.3.7.4, 9.6.7, 9.10.3, 11.4
Permits, Fees, Notices and Compliance with Laws
2.2.2, 3.7, 3.13, 7.3.7.4, 10.2.2
PERSONS AND PROPERTY, PROTECTION
OF
10
Polychlorinated Biphenyl
10.3,1
Product Data, Definition of
3,12.,2
Product Data and Samples, Shop Drawings
3.11, 3.12, 4.2.7
Progress and Completion
4.2.2, 8,2, 9.8, 9.9.1, 14.1.4, 15.1.3
Progress Payments
9.3, 9.6, 9.8.5, 9.10.3, 13.6, 14.2.3, 15.1.3
Project, Definition of
LiA
Project Representatives
4.2.10
Property Insurance
10.2.5, 11.3
PROTECTION OF PERSONS AND PROPERTY
10
Regulations and Laws
1.5, 3.2.3, 3.6, 3.7, 3.12.10,3.13,4.1.1,9.6.4, 9.9.1,
10.2.2,11.1, 11.4,13.1, 13.4,13.5.1, 13.5.2,13.6,14,
15.2.8
Rejection of Work
3.5, 4.2.6, 12,2.1
Releases and Waivers of Liens
9.10.2
Representations
3.2.1, 3.5, 3.12.6, 6.2.2, 8.2.1, 9.3.3, 9.4.2, 9.5. 1,
9.8.2, 9.10.1
Representatives
2.1.1,3.1.1,3.9,4.1.1,4.2.1,4.2.2,4.2.10,5.1.1,
5.1.2, 13.2.1
Responsibility for Those Performing the Work
3.3.2, 3.18, 4.2.3, 5.3, 6.1.3, 6.2, 6.3, 9.5.1, 10
Retainage
9.3.1, 9.6.2, 9.8.5, 9.9.1, 9.10.2, 9.10.3
Review of Contract Documents and Field
Conditions by Contractor
3.2, 3.12.7, 6.1, 3
Review of Contractor's Submittals by Owner and
Architect
3.10.1,3.10.2,3.11, 3.12, 4.2, 5.2, 6.1.3, 9.2, 9.8.2
Review of Shop Drawings, Product Data and
Samples by Contractor
3.12
Rights and Remedies
1.1.2,2.3,2.4,3.5,3.7.4,3.15.2,4.2.6,5.3,5.4,6.1,
6.3, 7.3.1, 8.3, 9.5.1, 9.7, 10.2.5, 10.3, 12.2.2, 12.2.4,
13.4, 14
Royalties, Patents and Copyrights
3.17
(Paragraph deleted)
Safety of Persons and Property
10.2, 10.4
Safety Precautions and Programs
3.3.1, 4.2.2, 4.2,7, 5.3, 10.1, 10.2, 10.4
Samples, Definition of
3.12.3
Samples, Shop Drawings, Product Data and
3.11, 3.12, 4.2.7
Samples at the Site, Documents and
3,11
Schedule of Values
9.2, 9.3.1
Schedules, Construction
3.10, 3.12.1, 3.12.2, 6.1.3, 15.1.5.2
Separate Contracts and Contractors
1. 1.4, 3.12.5, 3.14.2,4.2.4,4.2.7,6,8.3.1, 12.1.2
Shop Drawings, Definition of
3.12.1
Shop Drawings, Product Data and Samples
3.11,3,12,4.2.7
Site, Use of
3,13, 6.1.1, 6.2.1
Site Inspections
3.2.2, 3.3.3, 3.7.1, 3.7.4, 4.2, 9.4.2, 9.10.1, 13.5
Site Visits, Architect's
3.7.4,4.2.2,4.2.9, 9.4.2, 9.5.1, 9.9.2, 9.10.1, 13.5
Special Inspections and Testing
4.2.6, 12.2.1, 13.5
Specifications, Definition of
1.1.6
Specifications
1.1.1, 1.1.6, 1.2.2, 1.5, 3.11, 3.12.10, 3.17, 4.2.14
Statute of Limitations
13.7
Stopping the Work
2.3, 9.7, 10.3, 14.1
Stored Materials
6.2.1,9.3.2,10.2.1.2,10.2.4
Subcontractor, Definition of
5.1.1
SUBCONTRACTORS
5
Subcontractors, Work by
1. 2.2, 3.3.2, 3. 12. 1, 4.2.3, 5.2.3, 5.3, 5.4, 9.3.1.2,
9.6.7
Subcontraetual Relations
5.3, 5.4, 9.3.1.2, 9.6, 9.10, 10.2.1, 14.1, 14.2.1
Init. AIA Document A201' — 2907, Copyright 0 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1981, 1963, 1966, 19717, 1976, 1987, 1997 and 2007 by The American
Institute of Architects. All rights reserved. WARNING: This AIAe Document is protected by U.S. Copyright Law and intemational Treaties. Unauthorized 7
reproduction or distribution of this AIAe Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to
the maximum extent possible under the law. This document was produced by AIA software at 14°5417 on 09/0612016 under Order No.5812203597_1 which
expires on 1113012016, and is not for resale.
User Notes: (1433357930)
Submittals
3.10, 3.11, 3.12, 4.2.7, 5.2.1, 5.2.3, 7.3.7, 9.2, 9.3,
9.8,9.9.1,9.14.2,9.10.3,11.1.3
Submittal Schedule
3.10.2, 3.12.5, 4.2.7
Subrogation, Waivers of
6.1.1. 11.3.7
Substantial Completion
4.2.9, 8.1.1, 8.1.3, 8.2.3, 9.4.2, 9.8, 9.9.1, 9.10.3,
12.2, 13.7
Substantial Completion, Definition of
9.8.1
Substitution of Subcontractors
5.2.3, 5.2.4
Substitution of Architect
4.1.3
Substitutions of Materials
3.4.2, 3.5, 7.3.8
Sub -subcontractor, Definition of
5.1.2
Subsurface Conditions
3.7.4
Successors and Assigns
13.2
Superintendent
3.9, 10.2.6
Supervision and Construction Procedures
1.2.2, 3.3, 3.4, 3.12.10, 4.2.2, 4.2.7, 6.1.3, 6.2.4,
7.1.3, 7.3.7, 8.2, 8.3.1, 9.4.2, 10, 12, 14, 15.1.3
Surety
5.4.1.2, 9.8.5, 9.10.2, 9.10.3, 14.2.2, 15.2.7
Surety, Consent of
9.10.2, 9.10.3
Surveys
2.2.3
Suspension by the Owner for Convenience
14.3
Suspension of the Work
5.4.2, 14.3
Suspension or Termination of the Contract
5.4.1.1, 14
Taxes
3.6, 3.8.2.1, 7.3.7.4
Termination by the Contractor
14.1, 15.1.6
Termination by the Owner for Cause
5.4.1.1, 14.2, 15.1.6
Termination by the Owner for Convenience
14.4
Termination of the Architect
4.1.3
Termination of the Contractor
14.2.2
TERMINATION OR SUSPENSION OF THE
CONTRACT
14
Tests and Inspections
3.1.3, 3.3.3, 4.2.2, 4.2.6, 4.2.9, 9.4.2, 9.8.3, 9.9.2,
9.10.1, 10.3.2, 11.4.1, 12.2.1, 13.5
TIME
8
Time, Delays and Extensions of
3.2.4, 3.7.4, 5.2.3, 7.2.1, 7.3.1, 7.4, 8.3, 9.5.1, 9.7,
1 [1.3.2, 10.4, 14.3.2, 15.1.5, 15.2.5
Time Limits
2.1.2,2.2,2.4,3.2.2,3.101,3.11,3.12.5,3.15.1,4.2,
5.2,5.3,5.4,6.2.4,7.3,7.4,8.2,9.2,9.3.1,9.3.3,
9.4.1, 9.5, 9.6, 9.7, 9.8, 9.9, 9.10, 11.1.3, 12.2, 13.5,
13.7, 14, 15.1.2
Time Limits on Claims
3.7.4, 10.2.8, 13.7, 15.1.2
Title to Work
9.3.2, 9.3.3
Transmission of Data in Digital Form
1.6
UNCOVERING AND CORRECTION OF
WORK
12
Uncovering of Work
12.1
Unforeseen Conditions, Concealed or Unknown
3.7.4, 8.3.1, 10.3
Unit Prices
7.3.3.2, 7.3.4
Use of Documents
1.1.1, 1.5, 2.2.5, 3.12.6, 5.3
Use of Site
3.13, 6.1.1, 6.2.1
Values, Schedule of
9,2, 9.3.1
Waiver of Claims by the Architect
13.4.2
Waiver of Claims by the Contractor
9.10.5, 13.4.2, 15.1.6
Waiver of Claims by the Owner
9.9.3, 9.10.3, 9.10.4, 12.2.2.1, 13.4.2, 14.2.4, 15.1.6
Waiver of Consequential Damages
14.2.4, 15.1.6
Waiver of Liens
9.10.2, 9.10.4
Waivers of Subrogation
6.1.1, 11.3.7
Warranty
3.5, 4.2.9, 9.3.3, 9.8.4, 9.9.1, 9.10.4, 12.2.2, 13.7
Weather Delays
15.1.5.2
Work, Definition of
1.1.3
Written Consent
1.5.2, 3.4.2, 3.7.4, 3.12.8, 3.14.2, 4.1.2, 9.3.2, 9.8.5,
9.9.1, 9.10.2, 9.10.3, 11.4.1, 13.2, 13.4.2
Written Interpretations
4.2.11, 4.2.12
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Written Notice Written Orders
2.3.2.4,3.3.1,3.9,3.12.9,3.12.10,5.2.1,8,22,9.7, 1.1.1, 2.3, 3.9, 7, 8.2.2, 12.1, 12.2, 13.5.2, 14.3.1,
9.10, 10.2.2, 103, 11.1.3, 12.2.2, 12.2.4, 13.3, 14 15.1.2
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ARTICLE 1 GENERAL PROVISIONS
§ 1.1 BASIC DEFINITIONS
§ 1.1.1 THE CONTRACT DOCUMENTS
The Contract Documents are enumerated in the Agreement between the Owner and Contractor (hereinafter the
Agreement) and consist of the Agreement, Conditions of the Contract (General, Supplementary and other
Conditions), Drawings, Specifications, Addenda issued prior to execution of the Contract, other documents listed in
the Agreement and Modifications issued after execution of the + Contract. A Modification is (1) a written amendment
to the Contract signed by both parties, (2) a Change Order, (3) a Construction Change Directive or (4) a written
order for a minor change in the Work issued by the Architect, Unless specifically enumerated in the Agreement, the
Contract Documents do not include the advertisement or invitation to bid, Instructions to Bidders, sample forms,
other information furnished by the Owner in anticipation of receiving bids or proposals, the Contractor's bid or
proposal, or portions of Addenda relating to bidding requirements.
§ 1.1.2 THE CONTRACT
The Contract Documents form the Contract for Construction. The Contract represents the entire and integrated
agreement between the parties hereto and supersedes prior negotiations, representations or agreements, either written
or oral. The Contract may be amended or modified only by a Modification. The Contract Documents shall not be
construed to create a contractual relationship of any kind (1) between the Contractor and the Architect or the
Architect's consultants, (2) between the Owner and a Subcontractor or a Sub -subcontractor, (3) between the Owner
and the Architect or the Architect's consultants or (4) between any persons or entities other than the Owner and the
Contractor. The Architect shall, however, be entitled to performance and enforcement of obligations under the
Contract intended to facilitate performance of the Architect's duties.
§ 1,1,3 THE WORK
The term "Work" means the construction and services required by the Contract Documents, whether completed or
partially completed, and includes all other labor, materials, equipment and services provided or to be provided by
the Contractor to fulfill the Contractor's obligations. The Work may constitute the whole or a part of the Project.
§ 1.1.4 THE PROJECT
The Project is the total construction of which the Work performed under the Contract Documents may be the whole
or a part and which may include construction by the Owner and by separate contractors.
§ 1.1.5 THE DRAWINGS
The Drawings are the graphic and pictorial portions of the Contract Documents showing the design, location and
dimensions of the Work.. generally including plans, elevations, sections, details, schedules and diagrams.
§ 1.1.6 THE SPECIFICATIONS
The Specifications are that portion of the Contract Documents consisting of the written requirements for materials,
equipment, systems, standards and workmanship for the Work, and performance of related services,
§ 1.1,7 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 Architect and the Architect's consultants under their
respective professional services agreements.. Instruments of Service may include, without limitation, studies,
surveys, models, sketches, drawings, specifications, and other similar materials.
§ 1.1.8 INITIAL DECISION MAKER
The Initial Decision Maker is the person identified in the Agreement to render initial decisions on Claims in
accordance with Section 15.2 and certify termination of the Agreement under Section 14.2.2.
§ 1.1.9 PARTIES RELATIONS
Owner, Architect and Contractor agree to proceed with the Work on the basis of mutual trust, good faith and fair
dealing..
§ 1.2 CORRELATION AND INTENT OF THE CONTRACT DOCUMENTS
§ 1.2,1 The Contract Documents shall include all items necessary for the proper execution and completion of the
Work by the Contractor. The Contract Documents are complementary, and what is required by one shall be as
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binding as if required by all; performance by the Contractor shall be required only to the extent consistent with the
Contract Documents and reasonably inferable from them as being necessary to produce the indicated results.
§ 1.2.2 Organization of the Specifications into divisions, sections and articles, and arrangement of Drawings shall
not control the Contractor in dividing the Work among Subcontractors or in establishing the extent of Work to be
performed by any trade.
§ 1.2.3 Unless otherwise stated in the Contract Documents, words that have well-known technical or construction
industry meanings are used in the Contract Documents in accordance with such recognized meanings.
§ 1.3 CAPITALIZATION
Terms capitalized in these General Conditions 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.
§ 1.4 INTERPRETATION
In the interest of brevity the Contract 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.
§1.4.1 In the event of conflicts, inconsistencies, discrepancies or ambiguities between or among the Contract
Documents not resolved by Addenda, interpretations shall be based on the following order of precedence:
A Modifications of the Agreement, with those of later date having precedence over those of earlier date,
.2 The Agreement.
.3 These Terms and Conditions
.4 Addenda, with those of later date having precedence over those of earlier date;
.5 The Drawings, with those in larger scale having precedence over those in smaller scale, and with notes
and schedules thereon having precedence over the remainder of the drawings; and
.6 The Specifications.
§ 1,5 OWNERSHIP AND USE OF DRAWINGS, SPECIFICATIONS AND OTHER INSTRUMENTS OF SERVICE
§ 1.5.1 The Architect and the Architect's consultants shall be deemed the authors and owners of their respective
Instruments of Service, including the Drawings and Specifications, and will retain all common law, statutory and
other reserved rights, including copyrights. The Contractor, Subcontractors, Sub -subcontractors, and material or
equipment suppliers shall not own or claim a copyright in the Instruments of Service. Submittal or distribution to
meet official regulatory requirements or for other purposes in connection with this Project is not to be construed as
publication in derogation of the Architect's or Architect's consultants' reserved rights.
§ 1.5.2 The Contractor, Subcontractors, Sub -subcontractors and material or equipment suppliers are authorized to
use and reproduce the Instruments of Service provided to them solely and exclusively for execution of the Work. All
copies made under this authorization shall bear the copyright notice, if any, shown on the Instruments of Service.
The Contractor, Subcontractors, Sub -subcontractors, and material or equipment suppliers may not use the
Instruments of Service on other projects or for additions to this Project outside the scope of the Work without the
specific written consent of the Owner, Architect and the Architect's consultants.
§ 1.6 TRANSMISSION OF DATA IN DIGITAL FORM
If the parties 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 already
provided in the Agreement or the Contract Documents.
ARTICLE 2 OWNER
§ 2.1 GENERAL
§ 2.1.1 The Owner is the person or entity identified as such in the Agreement and is referred to throughout the
Contract Documents as if singular in number. The Owner shall designate in writing a representative who shall have
express authority to bind the Owner with respect to all matters requiring the Owner's approval, agreement, or
authorization. Except as otherwise provided in Section 4.2.1, the Architect does not have such authority. The term
"Owner" means the Owner or the Owner's authorized representative.
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§ 2.1.2 The Owner shall furnish to the Contractor within fifteen days after receipt of a written request, information
reasonably necessary and relevant for the Contractor to evaluate, give notice of or enforce mechanic's 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.
§ 2.2 INFORMATION AND SERVICES REQUIRED OF THE OWNER
2.2.1 Prior to commencement of the Work, the Contractor 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
Contract. Thereafter, the Contractor may only request such evidence if (1) the Owner fails to make payments to the
Contractor as the Contract Documents require; (2) a change in the Work materially changes the Contract Sum; or (3)
the Contractor 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 Contractor.
§ 2.2.2 Except for permits and fees that are the responsibility of the Contractor under the Contract Documents,
including those required under Section 3.7.1, the Owner shall secure and pay for necessary approvals, easements,
assessments and charges required for construction, use or occupancy of permanent structures or for permanent
changes in existing facilities.
§ 2,2.3 The Owner shall furnish surveys describing physical characteristics, legal limitations and utility locations for
the site of the Project, and a legal description of the site. The Contractor shall be entitled to rely on the accuracy of
information furnished by the Owner but shall exercise proper precautions relating to the safe performance of the
Work.
§ 2.2.4 The Owner shall furnish information or services required of the Owner by the Contract Documents with
reasonable promptness. The Owner shall also furnish any other information or services under the Owner's control
and relevant to the Contractor's performance of the Work with reasonable promptness after receiving the
Contractor's written request for such information or services,
§ 2.2.5 Unless otherwise provided in the Contract Documents, the Owner shall furnish to the Contractor one copy of
the Contract Documents for purposes of making reproductions pursuant to Section 1.5.2.
§ 2,3 OWNER'S RIGHT TO STOP THE WORK
If the Contractor fails to correct Work that is not in accordance with the requirements of the Contract Documents as
required by Section 12.2 or repeatedly fails to carry out Work in accordance with the Contract Documents, the
Owner may issue a written order to the Contractor 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 Contractor or any other person or entity, except to the extent
required by Section 6.1.3.
§ 2,4OWNER'S RICHT TO CARRY OUT THE WORK
If the Contractor defaults or neglects to carry out the Work in accordance with the Contract 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 Contractor the reasonable cost of correcting such deficiencies, including
Owner's expenses and compensation for the Architect's additional services made necessary by such default, neglect
or failure. If payments then or thereafter due the Contractor are not sufficient to cover such amounts, the Contractor
shall pay the difference to the Owner.
ARTICLE 3 CONTRACTOR
§ 3.1 GENERAL
§ 3.1.1 The Contractor is the person or entity identified as such in the Agreement and is referred to throughout the
Contract Documents as if singular in number. The Contractor shall be lawfully licensed, if required in the
jurisdiction where .the Project is located. The Contractor shall designate in writing a representative who shall have
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express authority to bind the Contractor with respect to all matters under this Contract. The term "Contractor" means
the Contractor or the Contractor's authorized representative.
§ 3,1,2 The Contractor shall perform the Work in accordance with the Contract Documents.
§ 3.1.3 The Contractor shall not be relieved of obligations to perform the Work in accordance with the Contract
Documents either by activities or duties of the Architect in the Architect's administration of the Contract, or by tests,
inspections or approvals required or performed by persons or entities other than the Contractor.
§ 3.2 REVIEW OF CONTRACT DOCUMENTS AND FIELD CONDITIONS BY CONTRACTOR
§ 3,2.1 Execution of the Contract by the Contractor is a representation that the Contractor has visited the site,
become generally familiar with local conditions under which the Work is to be performed and correlated personal
observations with requirements of the Contract Documents.
§ 3.2.2 Because the Contract .Documents are complementary, the Contractor shall, before starting each portion of the
Work, carefully study and compare the various Contract Documents relative to that portion of the Work, as well as
the in formation furnished by the Owner pursuant to Section 2.2.3, shall take field measurements of any existing
conditions related to that portion of the Work, and shall observe any conditions at the site affecting it. These
obligations are for the purpose of facilitating coordination and construction by the Contractor and are not for the
purpose of discovering errors, omissions, or inconsistencies in the Contract Documents; however, the Contractor
shall promptly report to the Architect any errors, inconsistencies or omissions discovered by or made known to the
Contractor as a request for information in such form as the Architect may require. It is recognized that the
Contractor's review is made in the Contractor's capacity as a contractor and not as a licensed design professional,
unless otherwise specifically provided in the Contract Documents.
§ 3.2.3 The Contractor is not required to ascertain that the Contract Documents are in accordance with applicable
laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities, but the Contractor
shall promptly report to the Architect any nonconformity discovered by or made known to the Contractor as a
request for information in such form as the Architect may require.
§ 3.2.4 If the Contractor believes that additional cost or time is involved because of clarifications or instructions the
Architect issues in response to the Contractor's notices or requests for information pursuant to Sections 3.2.2 or
3.2.3, the Contractor shall make Claims as provided in Article 15, If the Contractor fails to perform the obligations
of 3.2.2 or 3.2.3, the Contractor shall pay such costs and damages to the Owner as would have been avoided ifthe
Contractor had performed such obligations. if the Contractor performs those obligations, the Contractor shall not
be liable to the Owner or Architect for damages resulting from errors, inconsistencies or omissions in the Contract
Documents, for ditTerences between field measurements or conditions and the Contract Documents, or for
nonconformities of the Contract Documents to applicable laws, statutes, ordinances, codes, rules and regulations,
and IawfuI orders of public authorities.
§ 3.3 SUPERVISION AND CONSTRUCTION PROCEDURES
§ 3.3.1 The Contractor shall supervise and direct the Work, using the Contractor's best skill and attention. The
Contractor shalt 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 Contract
Documents give other specific instructions concerning these matters. If the Contract Documents give specific
instructions concerning construction means, methods, techniques, sequences or procedures, the Contractor shall
evaluate the jobsite safety thereof and, except as stated below, shall be fully and solely responsible for the jobsite
safety of such means, methods, techniques, sequences or procedures. If the Contractor determines that such means,
methods, techniques, sequences or procedures may not be safe, the Contractor shall give timely written notice to the
Owner and Architect and shall not proceed with that portion of the Work without further written instructions from
the Architect. If the Contractor is then instructed to proceed with the required means, methods, techniques,
sequences or procedures without acceptance of changes proposed by the Contractor, the Owner shall be solely
responsible for any loss or damage arising solely from those Owner -required means, methods, techniques, sequences
or procedures. The Contractor shall manage and coordinate all Subcontractors and others engaged in the
performance of the Work.
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§ 3.3.2 The Contractor shall be responsible to the Owner for acts and omissions of the Contractor's employees,
Subcontractors and their agents and employees, and other persons or entities performing portions of the Work for, or
on behalf of, the Contractor or any of its Subcontractors.
§ 3.3.3 The Contractor shall be responsible for inspection of portions of Work already performed to determine that
such portions are in proper condition to receive subsequent Work.
§ 3.3.4 The Contractor shall provide and maintain a construction office at the site.
§ 3.4 LABOR AND MATERIALS
§ 3.4.1 Unless otherwise provided in the Contract Documents, the Contractor 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.
§ 3.4.2 Except in the case of minor changes in the Work authorized by the Architect in accordance with Sections
3.12.3 or 7.4, the Contractor may make substitutions only with the consent of the Owner, after evaluation by the
Architect and in accordance with a Change Order or Construction Change Directive.
§ 3,4.3 The Contractor shall enforce strict discipline and good order among the Contractor's employees and other
persons carrying out the Work. The Contractor shall not permit employment of unfit persons or persons not properly
skilled in tasks assigned to them.
§ 3.5 WARRANTY
The Contractor warrants to the Owner and Architect that materials and equipment furnished under the Contract will
be of good quality and new unless the Contract Documents require or permit otherwise. The Contractor further
warrants that the Work will conform to the requirements of the Contract Documents and will be free from defects,
except for those inherent in the quality of the Work the Contract Documents require or permit.. The Contractor
further warrants that the Work will comply with applicable laws and industry standards, and shall be performed or
installed in accordance with all manufacturers' requirements, recommendations and guidelines unless otherwise
specified in the Contract Documents. Work, materials, or equipment not conforming to these requirements may be
considered defective. The Contractor's warranty excludes remedy for damage or defect caused by abuse, alterations
to the Work not executed by the Contractor, improper or insufficient maintenance, improper operation, defective
design, or normal wear and tear and normal usage. If required by the Architect, the Contractor shall furnish
satisfactory evidence as to the kind and quality of materials and equipment.
§ 3.5 TAXES
Unless otherwise agreed, the Contractor shall pay sales, consumer, use and similar taxes for the Work provided by
the Contractor that are legally enacted when bids are received or negotiations concluded, whether or not yet
effective or merely scheduled to go into effect.
§ 3.7 PERMITS, FEES, NOTICES AND COMPLIANCE WITH LAWS
§ 3.7.1 Unless otherwise ;provided in the Contract Documents, the Contractor shall secure and pay for the building
permit as well as for other permits, fees, licenses, and inspections by government agencies necessary for proper
execution and completion of the Work that are customarily secured after execution of the Contract and legally
required at the time bids are received or negotiations concluded.
§ 3.71 The Contractor 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.
§ 3.7,3 if the Contractor performs Work knowing it to be contrary to applicable laws, statutes, ordinances, codes,
rules and regulations, or lawful orders of public authorities, the Contractor shall assume appropriate responsibility
for such Work and shall bear the costs attributable to correction, unless after having notified the Architect or Owner
pursuant to Article 3.2, and either the Architect or Owner order or direct the Contractor to complete said Work.
§ 3,7.4 Concealed or Unknown Conditions. If the Contractor encounters conditions at the site that are (1)
subsurface or otherwise concealed physical conditions that differ materially from those indicated in the Contract
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Documents or (2) unknown physical conditions that differ materially from those ordinarily found to exist and
generally recognized as inherent in construction activities of the character provided for in the Contract Documents,
the Contractor shall promptly provide notice to the Owner and the Architect. The Architect will promptly investigate
such conditions and, if the Architect determines that they differ materially and cause an increase or decrease in the
Contractor's cost of, or time required for, performance of any part of the Work, will recommend an equitable
adjustment in the Contract Sum or Contract Time, or both. If the Architect determines that the conditions at the site
are not materially different from those indicated in the Contract Documents and that no change in the terms of the
Contract is justified, the Architect shall promptly notify the Owner and Contractor in writing, stating the reasons. If
either party disputes the Architect's determination or recommendation, that party may proceed as provided in Article
15.
§ 3,7.5 If, in the course of the Work, the Contractor knowingly encounters human remains or recognizes the
existence of burial markers, archaeological sites or wetlands not indicated in the Contract Documents, the Contractor
shall immediately suspend any operations that would affect them and shall notify the Owner and Architect. Upon
receipt of such notice, the Owner shall promptly take any action necessary to obtain governmental authorization
required to resume the operations. The Contractor 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 15.
§ 3.8 ALLOWANCES
§ 3.8.1 The Contractor shall include in the Contract Sum all allowances stated in the Contract Documents or as
approved by the Owner. Items covered by allowances shall be supplied for such amounts and by such persons or
entities as the Owner may direct, but the Contractor shall not be required to employ persons or entities to whom the
Contractor has reasonable objection.
§ 3.8.2 Unless otherwise provided in the Contract Documents,
A Allowances shall cover all cost to the Contractor including but not limited to purchasing materials,
transportation, expediting, unloading, storing, installation, bonds, taxes, insurance, and any other
expenses except Contractor's General Conditions, fee and general liability insurance;
.2 Contractor's General Conditions, fee and general liability insurance contemplated for stated
allowance amounts shall be included in the Contract Sum and not in the allowances; and
.3 Whenever costs are more than or less than allowances, the Contract Sum shall be adjusted
accordingly by Change Order. The amount of the Change Order shall reflect (1) the difference
between actual costs and the allowances under Section 3.8.2.1 and (2) changes in Contractor's costs
under Section 3,8.2.2.
§ 3.8.3 Materials and equipment under an allowance shall be selected by the Owner with reasonable promptness,
§ 3.9 SUPERINTENDENT
§ 3.9.1 The Contractor shall employ a competent superintendent and necessary assistants who shall be in attendance
at the Project site during performance of the Work. The superintendent shall represent the Contractor, and
communications given to the superintendent shall be as binding as if given to the Contractor. The Superintendent
shall continuously supervise and observe all work in progress so as to ensure that the Work is proceeding in
accordance with the Contract Documents.
§ 3.9.2 The Contractor, as soon as practicable after award of the Contract, shall furnish in writing to the Owner
through the Architect the name and qualifications of a proposed superintendent, The Architect may reply within 14
days to the Contractor in writing stating (1) whether the Owner or the Architect has reasonable objection to the
proposed superintendent or (2) that the Architect requires additional time to review. Failure of the Architect to reply
within the 14 day period shall constitute notice of no reasonable objection.
§ 3,9.3 The Contractor shall not employ a proposed superintendent to whom the Owner or Architect has made
reasonable and timely objection. The Contractor shall not change the superintendent without the Owner's consent,
which shall not unreasonably be withheld or delayed.
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§ 3.10 CONTRACTOR'S CONSTRUCTION SCHEDULES
3.10.1 The Contractor, promptly after being awarded the Contract, shall prepare and submit for the Owner's and
Architect's information a Contractor's construction schedule for the Work. The schedule shall not exceed time limits
current under the Contract 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 Contract Documents, and shall
provide for expeditious and practicable execution of the Work.
§ 3.10.1.1 The Construction Manager shall assign a professional project scheduler possessing building and site
design and construction experience. If deemed qualified by Owner, the Construction Manager can assign an
in-house scheduler. The Construction Manager shall develop a detailed critical path method (CPM) schedule that
identifies all design activities, permits and all other activities required to be completed before construction activities
can begin and a preliminary construction schedule. The CPM project schedules shall be developed using Microsoft
Project's latest version. or Primavera SureTrak Project Manager's latest version.
§ 3.10.2 The Contractor shall prepare a submittal schedule, promptly after being awarded the Contract and thereafter
as necessary to maintain a current submittal schedule, and shall submit the schedule(s) for the Architect's approval.
The Architect's approval shall not unreasonably be delayed or withheld. The submittal schedule shall (1) be
coordinated with the Contractor's construction schedule, and (2) allow the Architect reasonable time to review
submittals. If the Contractor fails to submit a submittal schedule, the Contractor shall not be entitled to any increase
in Contract Sum or extension of Contract Time based on the time required for review of submittals.
§ 3.10.3 The Contractor shall perform the Work in general accordance with the most recent schedules submitted to
the Owner and Architect.
§ 3.11 DOCUMENTS AND SAMPLES AT THE SITE
The Contractor shall maintain at the site for the Owner one copy of the Drawings, Specifications, Addenda., Change
Orders and other Modifications, in good order and marked currently to indicate field changes and selections made
during construction, and one copy of approved Shop Drawings, Product Data, Samples and similar required
submittals. These shall be available to the Architect and shall be delivered to the Architect for submittal to the
Owner upon completion of the Work as a record of the Work as constructed.
§ 3.11.1 The Construction Manager shall maintain complete and accurate records, including (a) correspondence,
(b) meeting notes and minutes, (c) shop drawings and submittals, (d) Construction Documents including change
orders, (e) clarifications and interpretations of the Construction Documents issued by the project Architect, (f)
progress reports including observations of testing performed, (g) as -built drawings, and (h) all other Project -related
documents including but not limited to those utilizing the project management software.
§ 3.12 SHOP DRAWINGS, PRODUCT DATA AND SAMPLES
§ 3.12.1 Shop Drawings are drawings, diagrams, schedules and other data specially prepared for the Work by the
Contractor or a Subcontractor, Sub -subcontractor, manufacturer, supplier or distributor to illustrate some portion of
the Work.
§ 3.12.2 Product Data are illustrations, standard schedules, performance charts, instructions, brochures. diagrams
and other information furnished by the Contractor to illustrate materials or equipment for some portion of the Work.
§ 3.12.3 Samples are physical examples that illustrate materials, equipment or workmanship and establish standards
by which the Work will be judged.
§ 3.12.4 Shop Drawings, Product Data, Samples and similar submittals are not Contract Documents. Their purpose
is to demonstrate the way by which the Contractor proposes to conform to the information given and the design
concept expressed in the Contract Documents for those portions of the Work for which the Contract Documents
require submittals. Informational submittals upon which the Architect is not expected to take responsive action may
be so identified in the Contract Documents. Submittals that are not required by the Contract Documents may be
returned by the Architect without action.
§ 3.12.5 The Contractor shall review for compliance with the Contract Documents, approve and submit to the
Architect Shop Drawings, Product Data, Samples and similar submittals required by the Contract Documents in
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accordance with the submittal schedule approved by the Architect or, in the absence of an approved submittal
schedule, with reasonable promptness and in such sequence as to cause no delay in the Work or in the activities of
the Owner or of separate contractors.
§ 3,12.$ By submitting Shop Drawings, Product Data, Samples and similar submittals, the Contractor represents to
the Owner and Architect that the Contractor has within normal construction industry standards verified materials,
field measurements and field construction criteria related thereto, or will do so and checked and coordinated the
information contained within such submittals with the requirements of the Contract Documents.
§ 3.12.7 The Contractor shall perform no portion of the Work for which the Contract Documents require submittal
and review of Shop Drawings, Product Data, Samples or similar submittals until the respective submittal has been
approved by the Architect.
§ 3,122.8 The Work shall be in accordance with approved submittals except that the Contractor shall not be relieved
of responsibility for deviations from requirements of the Contract Documents by the Architect's approval of Shop
Drawings, Product Data, Samples or similar submittals unless the Contractor has specifically informed the Architect
in writing of such deviation at the time of submittal. The Contractor shall not be relieved of responsibility for errors
or omissions in Shop Drawings, Product Data, Samples or similar submittals by the Architect's approval thereof,
unless Architect makes such revisions to the submittals.
§ 3.12.9 The Contractor shall direct specific attention, in writing or on resubmitted Shop Drawings, Product Data,
Samples or similar submittals, to revisions other than those requested by the Architect on previous submittals. In the
absence of such written notice, the Architect's approval of a resubmission shall not apply to such revisions.
§ 3.12,10 The Contractor shall not be required to provide professional services that constitute the practice of
architecture or engineering unless such services are specifically required by the Contract Documents for a portion of
the Work or unless the Contractor needs to provide such services in order to carry out the Contractor's
responsibilities for construction means, methods, techniques, sequences and procedures. The Contractor shall not be
required to provide professional services in violation of applicable law, If professional design services or
certifications by a design professional related to systems, materials or equipment are specifically required of the
Contractor by the Contract Documents, the Owner and the Architect will specify all performance and design criteria
that such services must satisfy. The Contractor shall cause such services or certifications to be provided by a
properly licensed design professional, whose signature and seal shall appear on all drawings, calculations,
specifications, certifications, Shop Drawings and other submittals prepared by such professional. Shop Drawings
and other submittals related to the Work designed or certified by such professional, if prepared by others, shall bear
such professional's written approval when submitted to the Architect. The Owner and the Architect shall be entitled
to rely upon the adequacy, accuracy and completeness of the services, certifications and approvals performed or
provided by such design professionals, provided the Owner and Architect have specified to the Contractor all
performance and design criteria that such services must satisfy. Pursuant to this Section 3.12.10, the Architect will
review, approve or take other appropriate action on submittals checking for conformance with information ,given and
the design concept expressed in the Contract Documents. The Contractor shall not be responsible for the adequacy
of the performance and design criteria specified in the Contract Documents.
§ 3.13 USE OF SITE
The Contractor shall confine operations at the site to areas permitted by applicable laws, statutes, ordinances, codes,
rules and regulations, and lawful orders of public authorities and the Contract. Documents and shall not unreasonably
encumber the site with materials or equipment.
§ 3.14 CUTTING AND PATCHING
§ 3,14.1 The Contractor shall be responsible for cutting, fitting or patching required to complete the Work or to
make its parts fit together properly, All areas requiring cutting, fitting and patching shall be restored to the condition
existing prior to the cutting, fitting and patching, unless otherwise required by the Contract Documents.
§ 3,14.2 The Contractor shall not damage or endanger a portion of the Work or fully or partially completed
construction of the Owner or separate contractors by cutting, patching or otherwise altering such construction, or by
excavation. The Contractor shall not cut or otherwise alter such 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
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f the maximum extent possible under the law. This document was produced byAlA software at 14:54:17 on 0910512016 under Order No.5812203597_1 which
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withheld. The Contractor shall not unreasonably withhold from the Owner or a separate contractor the Contractor's
consent to cutting or otherwise altering the Work.
§ 3.15 CLEANING UP
§ 3.15.1 The Contractor 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 Contractor shall remove waste
materials, rubbish, the Contractor's tools, construction equipment, machinery and surplus materials from and about
the Project,
§ 3.15.2 If the Contractor fails to clean up as provided in the Contract Documents, the Owner may do so and Owner
shall be entitled to reimbursement from the Contractor.
§ 3.18 ACCESS TO WORK
The Contractor shall provide the Owner and Architect access to the Work in preparation and progress wherever
located.
§ 3.17 ROYALTIES, PATENTS AND COPYRIGHTS
The Contractor shall pay all royalties and license fees. The Contractor shall defend suits or claims for infringement
of copyrights and patent rights and shall hold the Owner and Architect 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 Contract Documents, or where the copyright violations are
contained in Drawings. Specifications or other documents prepared by the Owner or Architect. However, if the
Contractor has reason to believe that the required design, process or product is an infringement of a copyright or a
patent, the Contractor shall be responsible for such loss unless such information is promptly furnished to the
Architect.
§ 3.18 INDEMNIFICATION
§ 3.18.1 To the fullest extent permitted by law the Contractor shall indemnify, defend and hold harmless the Owner,
Architect, Architect's consultants, and agents and employees of any of them from and against claims, damages,
losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from performance of the
Work, provided that such claim, damage, loss or expense is attributable to bodily injury, sickness, disease or death,
or to injury to or destruction of tangible property (other than the Work itself), but only to the extent caused by the
negligent acts or omissions of the Contractor, a Subcontractor, anyone directly or indirectly employed by them or
anyone for whose acts they may be liable, regardless of whether or not such claim, damage, loss or expense is
caused in part by a party indemnified hereunder. 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
3.18.
In the event of concurrent negligence of Contractor, its agents, employees or subcontractors, and that of the Owner
or its contractors, which concurrent negligence results in injury or damage to persons or property and relates to the
construction. alteration, repair addition to, subtraction from, improvement to or maintenance of the property, or the
improvements to be constructed in accordance with this Contract, Contractor's obligation to indemnify Owner as set
forth in this paragraph shall be limited to the extent of Contractor's negligence and that of its agents, employees,
invitees, licensees or subcontractors, including Contractor's proportional share based upon each parties negligence
of costs, attorney's fees and expenses incurred in connection with any claim action or proceeding brought with the
respect to such injury or damage.
§ 3.18.2 In claims against any person or entity indemnified under this Section 3.18 by an employee of the
Contractor, a Subcontractor, anyone directly or indirectly employed by them or anyone for whose acts they may be
liable, the indemnification obligation under Section 3.18.1 shall not be limited by a limitation on amount or type of
damages, compensation or benefits payable by or for the Contractor or a Subcontractor under workers'
compensation acts, disability benefit acts or other employee benefit acts. The obligations of the Contractor under
this paragraph 3.18 shall not extend to;
The liability of the Architect, Owner, their agents or employees, arising out of the preparation or approval
of maps, drawings, opinions, reports, surveys, Change Orders, design or specifications; or the giving of or failure to
give directions or instruction by the Architect, Owner, their agents or employees; and
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reproduction or distribution of this AIAs Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to
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Any and all claims, damages, losses and expenses (including without limitations, attorney's fees) caused by
or resulting from the installation, existence or removal of asbestos by or on behalf of an insured party; provided,
however; nothing herein shall relieve Contractor of its obligation to correct defective or faulty work.
ARTICLE 4 ARCHITECT
§ 4.1 GENERAL
§ 4.1.1 The Owner shall retain an architect lawfully licensed to practice architecture or an entity lawfully practicing
architecture in the jurisdiction where the Project is located. That person or entity is identified as the Architect in the
Agreement and is referred to throughout the Contract Documents as if singular in number.
§ 4,1.2 Duties, responsibilities and limitations of authority of the Architect as set forth in the Contract Documents
shall not be restricted, modified or extended without written consent of the Owner, Contractor and Architect.
Consent shall not be unreasonably withheld.
§ 4,13 If the employment of the Architect is terminated, the Owner shall employ a successor architect as to whom
the Contractor has no reasonable objection and whose status under the Contract Documents shall be that of the
Architect.
§ 4.2 ADMINISTRATION OF THE CONTRACT
§ 4.2.1 The Architect will provide administration of the Contract as described in the Contract Documents and will be
an Owner's representative during construction until the date the Architect issues the final Certificate for Payment.
The Architect will have authority to act on behalf of the Owner only to the extent provided in the Contract
Documents.
§ 4.2.2 The Architect will visit the site at intervals appropriate to the stage of construction, or as otherwise agreed
with the Owner, to become generally familiar with the progress and quality of the portion of the 'Work completed,
and to determine in general if the Work observed is being performed in a manner indicating that the Work, when
fully completed, will be in accordance with the Contract Documents. However, the Architect will not be required to
make exhaustive or continuous on-site inspections to check the quality or quantity of the Work. The Architect will
not have control over, charge of, or responsibility for, the construction means, methods, techniques, sequences or
procedures, or for the safety precautions and programs in connection with the Work, since these are solely the
Contractor's rights and responsibilities under the Contract Documents, except as provided in Section 3.3.1.
§ 4.2,3 On the basis of the site visits, the Architect will keep the Owner reasonably informed about the progress and
quality of the portion of the Work completed, and report to the Owner (1) known deviations from the Contract
Documents and from the most recent construction schedule submitted by the Contractor; and (2) defects and
deficiencies observed in the Work. The Architect will not be responsible for the Contractor's failure to perform the
Work in accordance with the requirements of the Contract Documents. The Architect will not have control over or
charge of and will not be responsible for acts or omissions of the Contractor, Subcontractors, or their agents or
employees, or any other persons or entities performing portions of the Work.
§ 4.2.4 COMMUNICATIONS FACILITATING CONTRACT ADMINISTRATION
Communications by and with the Architect's consultants shall be through the Architect. Communications by and
with Subcontractors and material suppliers shall be through the Contractor. Communications by and with separate
contractors shall be through the Owner,
§ 4.2,5 Based on the Architect's evaluations of the Contractor's Applications for Payment, the Architect will review
and certify the amounts due the Contractor and will issue Certificates for Payment in such amounts.
§ 4.2.5 The Architect has authority to and shall reject Work that does not conform to the Contract Documents.
Whenever the Architect considers it necessary or advisable, the Architect will have authority to require inspection or
testing of the Work in accordance with Sections 13.5.2 and 13.5.3, whether or not such Work is fabricated, installed
or completed. However, neither this authority of the Architect 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 Architect to the Contractor,
Subcontractors, material and equipment suppliers, their agents or employees, or other persons or entities performing
portions of the Work.
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§ 4.2.7 The Architect will review and approve, or take other appropriate action upon, the Contractor's submittals
such as Shop Drawings, Product Data and Samples. The Architect's action will be taken in accordance with the
submittal schedule approved by the Architect or, in the absence of an approved submittal schedule, with reasonable
Promptness while allowing sufficient time in the Architect's professional judgment to permit adequate review.
Review of such submittals is not conducted for the purpose of determining the accuracy and completeness of other
details such as quantities, or for substantiating instructions for installation or performance of equipment or systems,
all of which remain the responsibility of the Contractor as required by the Contract Documents. The Architect's
review of the Contractor's submittals shall not relieve the Contractor of the obligations under Sections 3.3, 3.5 and
3.12. The Architect's review shall not constitute approval of safety precautions or, unless otherwise specifically
stated by the Architect, of any construction means, methods, techniques, sequences or procedures. The Architect's
approval of a specific item shall not indicate approval of an assembly of which the item is a component.
§ 4,2.8 The Architect will prepare Change Orders and Construction Change Directives, and may authorize minor
changes in the Work as provided in Section 7.4. The Architect will investigate and make determinations and
recommendations regarding concealed and unknown conditions as provided in Section 3.7.4.
§ 4.2.9 The Architect will conduct inspections to determine the date or dates of Substantial Completion and the date
of final completion; issue Certificates of Substantial Completion pursuant to Section 9.8; receive and forward to the
Owner, for the Owner's review and records, written warranties and related documents required by the Contract and
assembled by the Contractor pursuant to Section 9.10; and issue a final Certificate for Payment pursuant to Section
9.10.
§ 4.2.90 If the Owner and Architect agree, the Architect will provide one or more project representatives to assist in
carrying out the Architect's responsibilities at the site. The duties, responsibilities and limitations of authority of
such project representatives shall be as set forth in an exhibit to be incorporated in the Contract Documents.
§ 4.2.11 The Architect will interpret and decide matters concerning performance under, and requirements of, the
Contract Documents on written request of either the Owner or Contractor. The Architect's response to such requests
will be made in writing within any time limits agreed upon or otherwise with reasonable promptness.
§ 4.2.12 Interpretations and decisions of the Architect will be consistent with the intent of, and reasonably inferable
from, the Contract Documents and will be in writing or in the form of drawings. When making such interpretations
and decisions, the Architect will endeavor to secure faithful performance by both Owner and Contractor, will not
show partiality to either and will not be liable for results of interpretations or decisions rendered in good faith.
§ 4.2.13 The Architect's decisions on matters relating to aesthetic effect will be final if consistent with the
information expressed in the Contract Documents.
§ 4.2.14 The Architect will review and respond to requests for information about the Contract Documents. The
Architect's response to such requests will be made in writing within any time limits agreed upon or otherwise with
reasonable promptness. If appropriate, the Architect will prepare and issue supplemental Drawings and
Specifications in response to the requests for information. In the case of a Change in Work which results from a
response, the Architect will issue a Construction Change Directive.
ARTICLE 5 SUBCONTRACTORS
§ 5.1 DEFINITIONS
§ 5.1.1 A Subcontractor is a person or entity who has a direct contract with the Contractor to perform a portion of
the Work at the site. The term "Subcontractor" is referred to throughout the Contract Documents as if singular in
number and means a Subcontractor or an authorized representative of the Subcontractor. The term "Subcontractor"
does not include a separate contractor or subcontractors of a separate contractor.
§ 5.1.2 A Sub -subcontractor is a person or entity who has a direct or indirect contract with a Subcontractor to
perform a portion of the Work at the site. The term "Sub -subcontractor" is referred to throughout the Contract
Documents as if singular in number and means a Sub -subcontractor or an authorized representative of the
Sub -subcontractor,
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§ 5.2 AWARD OF SUBCONTRACTS AND OTHER CONTRACTS FOR PORTIONS OF THE WORK
§ 5.2.1 Unless otherwise stated in the Contract Documents or the bidding requirements, the Contractor, as soon as
practicable after award of the Contract, shall furnish in writing to the Owner through the Architect 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 Architect may reply within 14 days to the Contractor in
writing stating (1) whether the Owner or the Architect has reasonable objection to any such proposed person or
entity or (2) that the Architect requires additional time for review. Failure of the Owner or Architect to reply within
the 14 -day period shall constitute notice of no reasonable objection. The Contractor shall update this list
throughout the Project and keep Owner and Architect advised of any new Subcontractors employed.
§ 5.2.2 The Contractor shall not contract with a proposed person or entity to whom the Owner or Architect has made
reasonable and timely objection. The Contractor shall not be required to contract with anyone to whom the
Contractor has made reasonable objection.
§ 5.2.3 If the Owner or Architect has reasonable objection to a person or entity proposed by the Contractor, the
Contractor shall propose another to whom the Owner or Architect has no reasonable objection. If the proposed but
rejected Subcontractor 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 Subcontractor's Work. However, no increase in the
Contract Sum or Contract Time shall be allowed for such change unless the Contractor has acted promptly and
responsively in submitting names as required.
§ 5.2.4 The Contractor shall not substitute a Subcontractor, person or entity previously selected if the Owner or
Architect makes reasonable objection to such substitution.
§ 5.3 SUBCONTRACTUAL RELATIONS
By appropriate agreement, written where legally required for validity, the Contractor shall require each
Subcontractor, to the extent of the Work to be performed by the Subcontractor, to be bound to the Contractor by
terms of the Contract Documents, and to assume toward the Contractor all the obligations and responsibilities,
including the responsibility for safety of the Subcontractor's Work, which the Contractor, by these Documents,
assumes toward the Owner and Architect. Each subcontract agreement shall preserve and protect the rights of the
Owner and Architect under the Contract Documents with respect to the Work to be performed by the Subcontractor
so that subcontracting thereof will not prejudice such rights. Where appropriate, the Contractor shall require each
Subcontractor to enter into similar agreements with Sub -subcontractors. The Contractor shall make available to each
proposed Subcontractor, prior to the execution of the subcontract agreement, copies of the Contract Documents to
which the Subcontractor will be bound, and, upon written request of the Subcontractor, identify to the Subcontractor
terms and conditions of the proposed subcontract agreement that may be at variance with the Contract Documents.
Subcontractors will similarly make copies of appIicable portions of such documents available to their respective
proposed Sub -subcontractors.
§ 5.4 CONTINGENT ASSIGNMENT OF SUBCONTRACTS
§ 5.4.1 Each subcontract agreement for a portion of the Work is assigned by the Contractor to the Owner, provided
that
.1 assignment is effective only after termination of the Contract by the Owner for cause pursuant to
Section 1.4.2 and only for those subcontract agreements that the Owner accepts by notifying the
Subcontractor and Contractor in writing; 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 a subcontract agreement, the Owner assumes the Contractor's rights and
obligations under the subcontract.
§ 5.4.2 Upon such assignment, if the Work has been suspended for more than 30 days, the Subcontractor's
compensation shall be equitably adjusted for increases in cost resulting from the suspension.
§ 5.4.3 Upon such assignment to the Owner under this Section 5.4, the Owner may further assign the subcontract to
a successor contractor or other entity. If the Owner assigns the subcontract to a successor contractor or other entity,
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the Owner shail nevertheless remain legally responsible for all of the successor contractor's obligations under the
subcontract.
ARTICLE 6 CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS
§ 6.1 OWNER'S RIGHT TO PERFORM CONSTRUCTION AND TO AWARD SEPARATE CONTRACTS
§ 6.1.1 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 Conditions of the Contract identical or substantially similar to these including; those
portions related to insurance and waiver of subrogation. If the Contractor claims that delay or additional cost is
involved because of such action by the Owner, the Contractor shall make such Claim as provided in Article 15.
The fawner must comply with the safety and insurance requirements of Contractor as a precedent to exercising such
right.
§ 6.1.2 When separate contracts are awarded for different portions of the Project or other construction or operations
on the site, the term "Contractor" in the Contract Documents in each case shall mean the Contractor who executes
each separate Owner -Contractor Agreement.
§ 6.1.3 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 Contractor, who shall cooperate with them, The Contractor shall participate with
other separate contractors and the Owner in reviewing; their construction schedules. The Contractor 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 Contractor, separate contractors and the Owner until
subsequently revised.
§ 6.1.4 Unless otherwise provided in the Contract Documents, when the Owner performs construction or operations
related to the Project with the Owner's own forces, the Owner shall be deemed to be subject to the same obligations
and to have the same rights that apply to the Contractor under the Conditions of the Contract, including, without
excluding others, those stated in Article 3, this Article 6 and Articles 14, 11 and 12.
§ 6.2 MUTUAL RESPONSIBILITY
§ 6.2.1 The Contractor 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
Contractor's construction and operations with theirs as required by the Contract Documents.
§ 6.2.2 If part of the Contractor's Work depends for proper execution or results upon construction or operations by
the Owner or a separate contractor, the Contractor shall, prior to proceeding with that portion of the Work, promptly
report to the Architect apparent discrepancies or defects in such other construction that would render it unsuitable
for such proper execution and results. Failure of the Contractor so 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
Contractor's Work, except as to defects not then reasonably discoverable.
§ 6.2.3 The Owner may assess costs to Contractor that the Owner incurs that are payable to a separate contractor
because of the Contractor's delays, improperly timed activities or defective construction. The Owner shall be
responsible to the Contractor for costs the Contractor incurs because of a separate contractor's delays, improperly
timed activities, damage to the Work or defective construction.
§ 6.2.4 The Contractor shall promptly remedy damage the Contractor wrongfully causes to completed or partially
completed construction or to property of the Owner or separate contractors as provided in Section 10.2.5.
§ 6.2.5 The Owner and each separate contractor shall have the same responsibilities for cutting and patching as are
described for the Contractor in Section 3.14.
§ 6.3 OW'NER'S RIGHT TO CLEAN UP
If a dispute arises among the Contractor, 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 the Architect will allocate the cost among those responsible.
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ARTICLE 7 CHANGES IN THE WORK
§ 7.1 GENERAL
§ 7.1.1 Changes in the Work may be accomplished after execution of the Contract, and without invalidating the
Contract, by Change Order, Construction Change Directive or order for a minor change in the Work, subject to the
limitations stated in this Article 7 and elsewhere in the Contract Documents.
§711.1 Notwithstanding the provisions of this Article and elsewhere in the Contract, all changes to the layout,
configuration, materials or other characteristics of the design of the Work, whether effected by a Change Order,
Construction Change Directive or order for minor change in the Work, shall be set out in a Modification of the
Drawings or Specifications, or both, that is (1) prepared and issued by the Architect and (2) attached to and
incorporated into the applicable Change Order, Construction Change Directive or order for minor change in the
Work.
§ 7.1.2 A Change Order shall be based upon agreement among the Owner, Contractor and Architect; a Construction
Change Directive requires agreement by the Owner, Architect, and Contractor as to the method of determining
payment, an order for a minor change in the Work may be issued by the Architect alone.
§ 7.13 Changes in the Work shall be performed under applicable provisions of the Contract Documents, and the
Contractor shall proceed promptly, as required by the Contract, unless otherwise provided in the Change Order,
Construction Change Directive or order for a minor change in the Work.
§ 7.2 CHANGE ORDERS
§ 7.2.1 A Change Order is a written instrument prepared by the Architect or Contractor and signed by the Owner,
Contractor and Architect 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; and
.3 The extent of the adjustment, if any, in the Contract Time.
§ 7.3 CONSTRUCTION CHANGE DIRECTIVES
§ 7.3.1 A Construction Change Directive is a written order prepared by the Architect and signed by the Owner and
Architect, directing a change in the Work prior to agreement on adjustment, if any, in the Contract Sum or Contract
Time, or both, The Owner may by Construction 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 and. Contract Time being adjusted accordingly. The Contractor shall not be required to proceed with
any Construction Change Directive that effects the scope, cost, or duration of the work without an executed Change
Order.
§ 7.3.2 A Construction Change Directive shall be used in the absence of total agreement on the terms of a Change
Order.
§ 7.3.31fthe Construction Change Directive provides for an adjustment to the Contract Sum, the adjustment shall be
based on one of the following methods:
.1 Mutual acceptance of lump sum properly itemized and supported by sufficient substantiating data to
permit evaluation;
.2 Unit prices stated in the Contract 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 7.3.7.
§ 7.3.41f unit prices are stated in the Contract Documents or subsequently agreed upon, and if quantities originally
contemplated are materially changed in a proposed Change Order or Construction Change Directive so that
application of such unit prices to quantities of Work proposed will cause substantial inequity to the Owner or
Contractor, the applicable unit prices shall be equitably adjusted.
§ 7.3.5 Upon receipt of a Construction Change Directive, the Contractor shall promptly evaluate the scope of the
change in the Work involved and advise the Architect of the Contractor's agreement or disagreement with the
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method, if any, provided in the Construction Change Directive for determining the proposed adjustment in the
Contract Sum or Contract Time.
§ 7.3.8 A Construction Change Directive signed by the Contractor indicates the Contractor's agreement therewith,
including adjustment in Contract Sum and Contract Time or the method for determining them. Such agreement shall
be effective immediately and shall be recorded as a Change Order.
§ 7.3.7 if the cost of performing the Construction Change Directive is not determined in advance of the work being
performed, and if the Owner, Architect and Contractor all agree to approve performing such additional work as may
be directed under the Construction Change Directive on a time and Material (T&M) basis, then the Architect and
Owner shall approve a Change Order substantiated by invoices and statements for performing the work and an
adjustment on the basis of reasonable expenditures and savings of performing the Work attributable to the change,
including, in case of an increase in the Contract Sum, 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 7.3.3.3. The Contractor shall keep and present, in such form as the Architect may reasonably prescribe, an
itemized accounting together with appropriate supporting data. Unless otherwise provided in the Contract
Documents, costs for the purposes of this Section 7.3.7 shall be limited to the following:
.1 Costs of labor, including social security, old age and unemployment insurance, fringe benefits
required by agreement or custom, and workers' compensation insurance;
.Z Costs of materials, supplies and equipment, including cost of transportation, whether incorporated or
consumed;
.3 Rental costs of machinery and equipment, exclusive of hand tools, whether rented from the
Contractor or others;
.4 Costs of premiums for all bonds and insurance, permit fees, and sales, use or similar taxes related to
the Work; and
.5 Additional costs of supervision and field office personnel directly attributable to the change.
§ 7.3.8 Pending final determination of the total cost of Construction Change Directive to the Owner, amounts not
in dispute for such changes in the Work shall be included in Application for Payment including, without limitation, a
reasonable allowance for Contractor's General Conditions and fee, accompanies by a Change Order indicating the
parties' agreement with part or all of such costs. For any portion of such cost that remains in dispute, the Architect
will make an interim determination for purposes of monthly certification for payment for those costs. That
determination of cost shall adjust the contract Sum on the same basis as a change Order.
§ 7.3,9 Pending final determination of the total cost of a Construction Change Directive to the Owner, the Contractor
may request payment for Work completed under the Construction Change Directive in Applications for Payment.
The Architect will make an interim determination for purposes of monthly certification for payment for those costs
and certify for payment the amount that the Architect determines, in the Architect's professional judgment, to be
reasonably justified. The Architect's interim determination of cost shall adjust the Contract Sum on the same basis
as a Change Order, subject to the right of either party to disagree and assert a Claim in accordance with Article 15.
The Owner shall pay such amounts as certified by the Architect.
§ 7.3.10 When the Owner and Contractor agree with a determination made by the Architect concerning the
adjustments in the Contract Sum and Contract Time, or otherwise reach agreement upon the adjustments, such
agreement shall be effective immediately and the Architect will prepare a Change Order. Change Orders may be
issued for all or any part of a Construction Change Directive.
§ 7.4 MINOR CHANGES IN THE WORT[
The Architect has authority to order minor changes in the Work not involving adjustment in the Contract Sum or
extension of the Contract Time and not inconsistent with the Contract Documents. Such changes will be effected by
written order signed by the Architect and shall be binding on the Owner and Contractor.
ARTICLE 8 TIME
§ 8.1 DEFINITIONS
§ 8.1.1 Unless otherwise provided, Contract Time is the period of time, including authorized adjustments, allotted in
the Contract Documents for Substantial Completion of the Work.
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§ 8,1.2 The date of commencement of the Work is the date established in the Agreement.
§ 8,1.3 The date of Substantial Completion is the date certified by the Architect in accordance with Section 9.8.
§ 8,1.4 The term "day" as used in the Contract Documents shall mean calendar day unless otherwise specifically
defined.
§ 8.2 PROGRESS AND COMPLETION
§ 8,2.1 Time limits stated in the Contract Documents are of the essence of the Contract. By executing the Agreement
the Contractor confirms that the Contract Time is a reasonable period for performing the Work.
§ 8.2.2 The Contractor shall not knowingly, except by agreement or instruction of the Owner in writing, prematurely
commence operations on the site or elsewhere prior to the effective date of insurance required by Article 11 to be
furnished by the Contractor and Owner. The date of commencement of the Work shall not be changed by the
effective date of such insurance.
§ 8.2.3 The Contractor shall proceed expeditiously with adequate forces and shall achieve Substantial Completion
within the Contract Time.
§ 8.3 DELAYS AND EXTENSIONS OF TIME
§ 8.3.1 If the Contractor is delayed at any time in the commencement or progress of the Work by an act or neglect of
the Owner or Architect, or of an employee of either, or of a separate contractor employed by the Owner; or by
changes ordered in the Work; or by labor disputes, fire, unusual delay in deliveries, unavoidable casualties or other
causes beyond the Contractor's control; or by delay authorized by the Owner pending mediation and arbitration; or
by other causes that the Architect determines may justify delay, then the Contract Time shall be extended by Change
Order for such reasonable time as the Architect may determine.
§ 8.3.2 Claims relating to time shall be made in accordance with applicable provisions of Article 15.
§ 8.33 This Section 8.3 does not preclude recovery of damages for delay by either party under other provisions of
the Contract Documents.
ARTICLE 9 PAYMENTS AND COMPLETION
§ 9.1 CONTRACT SUM
The Contract Sum is stated in the Agreement and, including authorized adjustments, is the total amount payable by
the Owner to the Contractor for performance of the Work under the Contract Documents.
§ 9.2 SCHEDULE OF VALUES
Where the Contract is based on a stipulated sum or Guaranteed Maximum Price, the Contractor shall submit to the
Architect, before the first Application for Payment, a schedule of values allocating the entire Contract Sum to the
various portions of the Work and prepared in such farm and supported by such data to substantiate its accuracy as
the Architect may require. This schedule, unless objected to by the Architect, shall be used as a basis for reviewing
the Contractor'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 Contractor shall submit to the
Architect an itemized Application for Payment prepared in accordance with the schedule of values. Such application
shall be notarized, if required, and supported by such data substantiating the Contractor's right to payment as the
Owner or Architect may require, such as copies of requisitions from Subcontractors and material suppliers which
Contractor has a Subcontract or Purchase Order, and shall reflect retainage if provided for in the Contract
Documents.
§ 9.3.1.1 As provided in Section 7.3.9, such applications may include requests for payment on account of changes in
the Work that have been properly authorized by Construction Change Directives, or by interim determinations of the
Architect, but not yet included in Change Orders.
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§ 9.3.1.2 Applications for Payment shall not include requests for payment for portions of the Work for which the
Contractor does not intend to pay a Subcontractor or material supplier, unless such Work has been performed by
others whom the Contractor intends to pay.
§ 9.3.2 Unless otherwise provided in the Contract Documents, payments shall be made on account of 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 conditioned upon
compliance by the Contractor 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 Contractor warrants that title to all Work covered by an Application for Payment will pass to the Owner
no later than the time of payment. The Contractor 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 Contractor's knowledge, information and belief, be free and clear of liens, claims,
security interests or encumbrances in favor of the Contractor, Subcontractors, material suppliers, or other persons or
entities making a claim by reason of having provided labor, materials and equipment relating to the Work, and
conditional and unconditional lien releases shall be furnished with each Application for Payment.
§ 9.4 CERTIFICATES FOR PAYMENT
§ 9.4.1 The Architect will, within seven days after receipt of the Contractor's Application for Payment, either issue
to the Owner a Certificate for Payment, with a copy to the Contractor, for such amount as the Architect determines
is properly due, or notify the Contractor and Owner in writing of the Architect's reasons for withholding
certification in whole or in part as provided in Section 9,5.1.
§ 9.4.2 The issuance of a Certificate for Payment will constitute a representation by the Architect to the Owner,
based on the Architect's observation and/or evaluation of the Work and the data comprising the Application for
Payment, that, to the best of the Architect's knowledge, information and belief, and in Architect's professional
opinion, the Work has progressed to the point indicated and that the quality of the Work is in accordance with the
Contract Documents, and that Architect has critically evaluated and certified that the amounts requested in the
Application for Payment are valid and correct. The foregoing representations are subject to an evaluation of the
Work for conformance with the Contract Documents upon Substantial Completion, to results of subsequent tests and
inspections, to correction of minor deviations from the Contract Documents prior to completion and to specific
qualifications expressed by the Architect. The issuance of a Certificate for Payment will further constitute a
representation that the Contractor is entitled to payment in the amount certified. However, the issuance of a
Certificate for Payment will not be a representation that the Architect has (1) made exhaustive or continuous on-site
inspections to check the quality or quantity of the Work, (2) reviewed construction means, methods, techniques,
sequences or procedures, (3) reviewed copies of requisitions received from Subcontractors and material suppliers
and other data requested by the Owner to substantiate the Contractor's right to payment, or (4) made examination to
ascertain how or for what purpose the Contractor has used money previously paid on account of the Contract Sum.
§ 9.5 DECISIONS TO WITHHOLD CERTIFICATION
§ 9.5.1 The Architect may withhold a Certificate for Payment in whole or in part, to the extent reasonably necessary
to protect the Owner, if in the Architect's opinion the representations to the Owner required by Section 9.4.2 cannot
be made. If the Architect is unable to certify payment in the amount of the Application, the Architect will notify the
Contractor and Owner as provided in Section 9.4.1. If the Contractor and Architect cannot agree on a revised
amount, the Architect will promptly issue a Certificate for Payment for the amount for which the Architect is able to
make such representations to the Owner. The Architect may also withhold a Certificate for Payment or, because of
subsequently discovered evidence, may nullify the whole or a part of Certificate for Payment previously issued, to
such extent as may be necessary in the Architect's opinion to protect the Owner from loss for which the Contractor
is responsible, including loss resulting from acts and omissions described in Section 3.3.2, because of
.1 defective Work 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 Contractor;
.3 failure of the Contractor to make payments properly to Subcontractors or for labor, materials or
equipment;
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.4 reasonable evidence that the Work cannot be completed for the unpaid balance of the Contract Sum;
.5 damage to the Owner ar 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 and/or substantial failure to carry out the Work in accordance with the Contract Documents.
§ 9.5.2 When the above reasons for withholding certification are removed, certification will be made for amounts
previously withheld.
§ 9.5.31f the Architect withholds certification for payment under Section 9.5.1.3, based upon filing of any stop
notice or mechanic's lien by Contractor's Subcontractors of any tier, the Owner may, upon fifteen (15) calendar
days notice to Contractor allowing Contractor an opportunity to cure the matter, issue joint checks to the Contractor
and to any Subcontractor or material or equipment suppliers to whom the Contractor failed to snake payment for
Work properly performed or material or equipment suitably delivered. If the Owner makes payments by joint check,
the Owner shall notify the Architect and the Architect will reflect such payment on the next Certificate for Payment.
§ 9.6 PROGRESS PAYMENTS
§ 9.6.1 After the Architect has issued a Certificate for Payment, the Owner shall make payment in the manner and
within the time provided in the Contract Documents, and shall so notify the Architect. Notwithstanding anything to
the contrary set forth herein, the Owner must approve, in writing, all payments to a Contractor.
§ 9.6.2 The Contractor shall pay each Subcontractor no later than seven days after receipt of payment from the
Owner the amount to which the Subcontractor is entitled, reflecting percentages actually retained from payments to
the Contractor on account of the Subcontractor's portion of the Work. The Contractor shall, by appropriate
agreement with each Subcontractor, require each Subcontractor to make payments to Sub -subcontractors in a similar
manner.
§ 9.6.8 The Architect will, on request, furnish to a Subcontractor, if practicable, information regarding percentages
of completion or amounts applied for by the Contractor and action taken thereon by the Architect and Owner on
account of portions of the Work done by such Subcontractor.
§ 9.6.4 The Owner has the right to request written evidence from the Contractor that the Contractor has properly
paid Subcontractors and material and equipment suppliers amounts paid by the Owner to the Contractor for
subcontracted Work. If the Contractor fails to furnish such evidence within seven days, the Owner shall have the
right to contact Subcontractors to ascertain whether they have been properly paid. Neither the Owner nor Architect
shall have an obligation to pay or to see to the payment of money to a Subcontractor, except as may otherwise be
required by law.
§ 9.6.5 Contractor 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 Contract Documents.
§ 9.6.7 Unless the Contractor provides the Owner with a payment bond in the full penal sutra of the Contract Sum,.
payments received by the Contractor for Work properly performed by Subcontractors and suppliers shall be held by
the Contractor for those Subcontractors or suppliers who performed Work or furnished materials, or both, under
contract with the Contractor 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 Contractor, shall create any
fiduciary liability or tort liability on the part of the Contractor for breach of trust or shall entitle any person or entity
to an award of punitive damages against the Contractor for breach of the requirements of this provision.
§ 9.7 FAILURE OF PAYMENT
If the Architect does not issue a Certificate for Payment, through no fault of the Contractor, within seven days after
receipt of the Contractor's Application for Payment, or if the Owner does not pay the Contractor within thirty (30)
days after the date established in the Contract Documents the amount certified by the Architect or awarded by
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binding dispute resolution, then the Contractor may, upon seven additional days' written notice to the Owner and
Architect, 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 Contractor's reasonable costs
of shut -down, delay and start-up, plus interest as provided for in the Contract 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 Contract Documents so that the Owner can occupy or utilize the
Work for its intended use.
§ 9.8.2 When the Contractor considers that the Work, or a portion thereof which the Owner agrees to accept
separately, is substantially complete, the Contractor shall notify the Architect to prepare a comprehensive punchlist
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 Contractor to complete all Work in accordance with the Contract Documents; however, after
such punchlist is prepared and transmitted to Contractor, any other item will be deemed Warranty.
§ 9.8.8 The Architect will make an inspection to determine whether the Work or designated portion thereof is
substantially complete. If the Architect's inspection discloses any item, which is not sufficiently complete in
accordance with the Contract Documents so that the Owner can occupy or utilize the Work or designated portion
thereof for its intended use, the Contractor shall, before issuance of the Certificate of Substantial Completion,
complete or correct such item upon notification by the Architect. In such case, the Contractor shall then submit a
request for another inspection by the Architect to determine Substantial Completion.
§ 9.8.4 When the Work or designated portion thereof is substantially complete, the Architect will prepare a
Certificate of Substantial Completion that shall establish the date of Substantial Completion, shall establish
responsibilities of the Owner and Contractor for security, maintenance, heat, utilities, damage to the Work and
insurance, and shall fix the time within which the Contractor shall finish all items on the list accompanying the
Certificate. Warranties required by the Contract 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.
§ 9.8.5 The Certificate of Substantial Completion shall be submitted to the Owner and Contractor for their written
acceptance of responsibilities assigned to them in such Certificate. Upon such acceptance and consent of surety, if
any, the Owner shall make payment of retainage applying to such Work or designated portion thereof. Such payment
shall be adjusted for Work that is incomplete or not in accordance with the requirements of the Contract 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 Contractor, provided such occupancy or use is consented
to by the insurer as required under Section 11.3.1.5 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 Contractor 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 Contract
Documents. When the Contractor considers a portion substantially complete, the Contractor shall prepare and
submit a list to the Architect as provided under Section 9.8.2. Consent of the Contractor 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 Contractor or, if no agreement is reached, by decision of the Architect.
§ 9.9.2 Immediately prior to such partial occupancy or use, the Owner, Contractor and Architect 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 Contract Documents.
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• -•n -'',�' 'fir• V- r - -
§ 9.10 FINAL COMPLETION AND FINAL PAYMENT
§ 9.10.1 Upon receipt of the Contractor's written notice that the Work is ready for final inspection and acceptance
and upon receipt of a final Application for Payment, the Architect will promptly make such inspection and, when the
Architect finds the Work acceptable under the Contract Documents and the Contract fully performed, the Architect
will promptly issue a final Certificate for Payment stating that to the best of the Architect's knowledge, information
and belief, and on the basis of the Architect's on-site visits and inspections, the Work has been completed in
accordance with terms and conditions of the Contract Documents and that the entire balance found to be due the
Contractor and noted in the final Certificate is due and payable. The Architect's final Certificate for Payment will
constitute a further representation that conditions listed in Section 9.10.2 as precedent to the Contractor's being
entitled to final payment have been fulfilled.
§ 9,10.2 Neither final payment nor any remaining retained percentage shall become due until the Contractor submits
to the Architect (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
Contract Documents to remain in force after final payment is currently in effect and will not be canceled or allowed
to expire until at least 30 days' prior written notice has been given to the Owner, (3) a written statement that the
Contractor knows of no substantial reason that the insurance will not be renewable to cover the period required by
the Contract Documents, (4) consent of surety, if any, to final payment and (5), if required by the Owner, other data
establishing payment or satisfaction of obligations, such as receipts, 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
(honer. If a Subcontractor refuses to furnish a release or waiver required by the Owner, the Contractor may furnish a
bond satisfactory to the Owner to indemnify the Owner against such lien. If such lien remains unsatisfied after
payments are made, the Contractor shall refund to the Owner all money that the Owner may be compelled to pay in
discharging such lien, 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 Contractor or by issuance of Change Orders affecting final completion, and the Architect so confirms, the
Owner shall, upon application by the Contractor and certification by the Architect, 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 retainagc stipulated in the Contract
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 Contractor to the Architect prior to
certification of such 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 Contract Documents; or
.3 terms of special warranties required by the Contract. Documents.
§ 9.10.5 Acceptance of final payment by the Contractor, a Subcontractor or material supplier shall constitute a
waiver of claims by that payee except those previously made in writing and identified by that payee as unsettled at
the time of final Application for Payment.
ARTICLE 10 PROTECTION OF PERSONS AND PROPERTY
§ 10.1 SAFETY PRECAUTIONS AND PROGRAMS
The Contractor 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
§ 103.1 The Contractor shall take reasonable precautions for safety of,. and shall provide 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 Contractor or the Contractor's Subcontractors or
Sub -subcontractors; and
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.3 other property at the site or adjacent thereto, such as trees, shrubs, lawns, walks, pavements,
roadways, structures and utilities not designated for removal, relocation or replacement in the course
of construction.
§ 10.2.2 The Contractor 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 Contractor shall 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 notifying owners and users of adjacent sites and utilities.
§ 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 Contractor shall exercise utmost care and carry on such activities under
supervision of properly qualified personnel.
§ 10.2.5 The Contractor shall promptly remedy damage and loss (other than damage or loss insured under property
insurance required by the Contract Documents) to property referred to in Sections 10.2.1.2 and 10.2.1.3 caused in
whole or in part by the Contractor, a Subcontractor, a Sub -subcontractor, or anyone directly or indirectly employed
by any of there, or by anyone for whose acts they may be liable and for which the Contractor 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 Architect or
anyone directly or indirectly employed by either of them, or by anyone for whose acts either of them may be liable,.
and not attributable to the fault or negligence of the Contractor. The foregoing obligations of the Contractor are in
addition to the Contractor's obligations under Section 3.18.
§ 10.2.0 The Contractor shall designate a responsible member of the Contractor's organization at the site whose duty
shall be the prevention of accidents. This person shall be the Contractor's superintendent unless otherwise
designated by the Contractor in writing to the Owner and Architect.
§ 10.2,7 The Contractor 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 either party suffers injury or damage to person or property because of an act or omission of the other party, or of
others for whose acts such party is legally responsible, written notice of such 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 Contractor is responsible for compliance with any requirements included in the Contract Documents
regarding hazardous materials. If the Contractor encounters a hazardous material or substance not addressed in the
Contract 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 biphcnyl
(PCB), encountered on the site by the Contractor, the Contractor shall, upon recognizing the condition, immediately
stop Work in the affected area and report the condition to the Owner and .Architect in writing.
§ 10.3.2 Upon receipt of the Contractor'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 Contractor 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
Contract Documents, the Owner shall furnish in writing to the Contractor and Architect 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 Contractor and the
Architect will promptly reply to the Owner in writing stating whether or not either has reasonable objection to the
persons or entities proposed by the Owner. If either the Contractor or Architect has an objection to a person or entity
proposed by the Owner, the Owner shall propose another to whom the Contractor and the Architect have 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 Contractor. By Change Order, the Contract Time shall be
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extended appropriately and the Contract Sum shall be increased in the amount of the Contractor's reasonable
additional costs of shut -down, delay and start-up.
§ 10.3.3 To the fullest extent permitted by law, the Owner shall indemnify and hold harmless the Contractor,
Subcontractors, Architect, Architect's consultants and agents and employees of any of them from and against
claims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from
performance of the Work in the affected area if in fact the material or substance presents the risk of bodily injury or
death as described in Section 10.3,1 and has not been rendered harmless, provided that such claim, damage, loss or
expense is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property
(other than the Work itself), except to the extent that such damage, loss or expense is due to the fault or negligence
of the party seeking indemnity.
§ 10.3.4 The Owner shall not be responsible under this Section 14.3 for materials or substances the Contractor brings
to the site unless such materials or substances are required by the Contract Documents. The Owner shall be
responsible for materials or substances required by the Contract Documents, except to the extent of the Contractor's
fault or negligence in the use and handling of such materials or substances.
§ 10.3.5 The Contractor shall indemnify the Owner for the cost and expense the Owner incurs (1) for remediation of
a material or substance the Contractor brings to the site and negligently handles, or (2) where the Contractor 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 If. without negligence on the part of the Contractor, the Contractor is held liable by a government agency
for the cost of remediation of a hazardous material or substance solely by reason of performing Work as required by
the Contract Documents, the Owner shall indemnify the Contractor for all cost and expense thereby incurred.
§ 10.4 EMERGENCIES
In an emergency affecting safety of persons or property, the Contractor shall act, at the Contractor's discretion, to
prevent threatened damage, injury or loss. Additional compensation or extension of time claimed by the Contractor
on account of an emergency shall be determined as provided in Article 15 and Article 7.
ARTICLE 11 INSURANCE AND BONDS
§ 11.1 CONTRACTOR'S LIABILITY INSURANCE
§ 11,1.1 The Contractor shall purchase from and maintain in a company or companies lawfully authorized to do
business in the jurisdiction in which the Project is located such insurance as will protect the Contractor from claims
set forth below which may arise out of or result from the Contractor's operations and completed operations under
the Contract and for which the Contractor may be legally liable, whether such operations be by the Contractor or by
a Subcontractor or by anyone directly or indirectly employed by any of them, or by anyone for whose acts any of
them may be liable:
.1 Claims under workers'compensation, disability benefit and other similar employee benefit acts that
are applicable to the Work to be performed;
.2 Claims for damages because of bodily injury, occupational sickness or disease, or death of the
Contractor's employees;
.3 Claims for damages because of bodily injury, sickness or disease, or death of any person other than
the Contractor's employees;
.4 Claims for damages insured by usual personal injury liability coverage;
.5 Claims for damages, other than to the Work itself, because of injury to or destruction of tangible
property, including loss of use resulting therefrom;
,6 Claims for damages because of bodily injury, death of a person or property damage arising out of
ownership, maintenance or use of a motor vehicle;
,7 Claims for bodily injury or property damage arising out of completed operations; and
.8 Claims involving contractual liability insurance applicable to the Contractor's obligations under
Section 3.18.
§ 11.1.2 The insurance required by Section 11.1.1 shall be written for not less than limits of liability specified in the
Contract Documents or required by law, whichever coverage is greater. Coverages, whether written on an
occurrence or claims -made basis, shall be maintained without interruption from the date of commencement of the
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Work until the date of final payment and termination of any coverage required to he maintained after final payment,
and, with respect to the Contractor's completed operations coverage, until the expiration of the period for correction
of Work or for such other period for maintenance of completed operations coverage as specified in the Contract
Documents.
§ 11.1.3 Certificates of insurance acceptable to the Owner shall be filed with the Owner prior to commencement of
the Work and thereafter upon renewal or replacement of each required policy of insurance. These certificates and the
insurance policies required by this Section 11.1 shall contain a provision that coverages afforded under the policies
will not be canceled or allowed to expire until at least 30 days' prior written notice has been given to the Owner. 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 and thereafter upon renewal
or replacement of such coverage until the expiration of the time required by Section 11.1.2, information concerning
reduction of coverage on account of revised limits or claims paid under the General Aggregate, or both, shall be
furnished by the Contractor with reasonable promptness.
§ 11.1.4 The Contractor shall cause the commercial liability coverage required by the Contract Documents to
include (1 ) the Owner, the Architect and the Architect's consultants as additional insureds for claims caused in
whole or in part by the Contractor's negligent acts or omissions during the Contractor's operations; and (2) the
Owner as an additional insured for claims caused in whole or in part by the Contractor's negligent acts or omissions
during the Contractor's completed operations.
§ 11.2 OWNER'S LIABILITY INSURANCE
The Owner shall be responsible for purchasing and maintaining the Owner's usual liability insurance.
§ 11.3 PROPERTY INSURANCE
§ 11.3.1 Unless otherwise provided, the Owner shall purchase and maintain, in a company or companies lawfully
authorized to do business in the jurisdiction in which 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 value of subsequent Contract
Modifications and cost of materials supplied or installed by others„ comprising total value for the entire Project at
the site on a replacement cost basis without optional deductibles. Such property insurance shall be maintained,
unless otherwise provided in the Contract Documents or otherwise agreed in writing by all persons and entities who
are beneficiaries of such insurance, until final payment has been made as provided in Section 9.10 or until no person
or entity other than the Owner has an insurable interest in the property required by this Section 11.3 to be covered,
whichever is later. This insurance shall include interests of the Owner, the Contractor, Subcontractors and
Sub -subcontractors in the Project.
§ 11.3,1,1 Property insurance shall be on an "all-risk" or equivalent policy form and 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 Architect's and Contractor's services
and expenses required as a result of such insured loss.
§ 11.3.1.2 If the Owner does not intend to purchase such property insurance required by the Contract and with all of
the coverages in the amount described above, the Owner shall so inform the Contractor in writing prior to
commencement of the Work. The Contractor may then effect insurance that will protect the interests of the
Contractor, Subcontractors and Sub -subcontractors in the Work, and by appropriate Change Order the cost thereof
shall be charged to the Owner. If the Contractor is damaged by the failure or neglect of the Owner to purchase or
maintain insurance as described above, without so notifying the Contractor in writing, then the Owner shall bear all
reasonable costs properly attributable thereto.
§ 11.3.1.3 If the property insurance requires deductibles, the Owner shall pay costs not covered because of such
deductibles.
§ 11.3,1.4 This property insurance shall cover portions of the Work stored off the site, and also portions of the Work
in transit.
AIA Document A201m —2001. Copyright 01911, 1915, 191$, 1925, 1937, 1951, 1958. 1961, 1963, 1968, 1970, 1976, 1987, 1997 and 2007 by The American
tnit, Institute of Arch te0s. All rights reserved. WARNING: This AW Document is protected by U.S. Copyright Law and International Treaties. Unauthorized 32
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§ 11.3.1.5 Partial occupancy or use in accordance with Section 9.9 shall not commence until the insurance company
or companies providing property insurance have consented to such partial occupancy or use by endorsement or
otherwise. The Owner and the Contractor 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.
§ 11.3.2 BOILER AND MACHINERY INSURANCE
The Owner shall purchase and maintain boiler and machinery insurance required by the Contract Documents or by
law, which shall specifically cover such insured objects during installation and until final acceptance by the Owner;
this insurance shall include interests of the Owner, Contractor, Subcontractors and Sub -subcontractors in the Work,
and the Owner and Contractor shall be named insureds.
§ 11.3.3 LOSS OF USE INSURANCE
The Owner, at the Owner's option, may purchase and maintain such insurance as will insure the Owner against loss
of use of the Owner's property due to fire or other hazards, however caused. The Owner waives all rights of action
against the Contractor for loss of use of the Owner's property, including consequential losses due to fire or other
hazards however caused.
§ 11.3.4 if the Contractor requests in writing that insurance for risks other than those described herein or other
special causes of loss be included in the property insurance policy, the Owner shall, if possible, include such
insurance, and the cost thereof shall be charged to the Contractor by appropriate Change Order.
§ 11.3.5 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 11.3.7 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.
§ 11.3.5 Before an exposure to loss may occur, the Owner shall file with the Contractor a copy of each policy that
includes insurance coverages required by this Section 11.3. Each policy shall contain all generally applicable
conditions, definitions, exclusions and endorsements related to this Project. Each policy shall contain a provision
that the policy will not be canceled or allowed to expire, and that its limits will not be reduced, until at least 34 days'
prior written notice has been given to the Contractor.
§ 11.3.7 PARAGRAPH DELETED
§ 11.3.8 A loss insured under the Owner's property insurance shall be adjusted by the Owner and made payable to
the Owner, subject to requirements of any applicable mortgagee clause and of Section 11.3.10. The Contractor shall
pay Subcontractors their just shares of insurance proceeds received by the Contractor, and by appropriate
agreements, written where legally required for validity, shall require Subcontractors to make payments to their
Sub -subcontractors in similar manner.
§ 11.3.9 PARAGRAPH DELETED
§ 113,14 PARAGRAPH DELETED
§ 11.4 PERFORMANCE BOND AND PAYMENT BOND
§ 11.4.1 The Contractor shall furnish to Owner bonds covering faithful performance of the Contract and payment of
obligations arising thereunder pursuant to Idaho Code Section 54-1926 and shall pay Contractor all such costs for
such bonds.
Contractor shall have the right to require Subcontractors to furnish bonds covering faithful performance of the
Contract and payment of obligations arising thereunder. Subcontractor bond costs shall be reimbursable provided
that Contractor obtains prior written consent from the Owner for each Subcontractor bond and the total cost of
Subcontractor bonds do not exceed twenty-five (25%) of the Cost of the Work.
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§ 11.4.2 Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment
of obligations arising under the Contract, the Contractor shall promptly furnish a copy of the bonds or shall
authorize a copy to be furnished.
ARTICLE 12 UNCOVERING AND CORRECTION OF WORK
§ 12.1 UNCOVERING OF WORK
§ 12.1.1 If a portion of the Work is covered contrary to the Architect's written request or to requirements specifically
expressed in the Contract Documents, it must, if requested in writing by the Architect, be uncovered for the
Architect's examination and be replaced at the Contractor's expense without change in the Contract Time.
§ 12.1.2 If a portion of the Work has been covered that the Architect has not specifically requested to examine prior
to its being covered, the Architect may request to see such Work and it shall be uncovered by the Contractor. If such
Work is in accordance with the Contract Documents, costs of uncovering and replacement shall, by appropriate
Change Order, be at the Owner's expense. If such Work is not in accordance with the Contract Documents, such
costs and the cost of correction shall be at the Contractor's expense 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.
§ 12.2 CORRECTION OF WORK
§ 12.2.1 BEFORE OR AFTER SUBSTANTIAL COMPLETION
The Contractor shall promptly correct Work rejected by the Architect or failing to conform to the requirements of
the Contract 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 the Architect's services and expenses made necessary
thereby, shall be at the Contractor's expense.
§ 12.2.1.1 In accordance with the project Architect, the Construction Manager shall develop and implement
procedures for orderly completion of punch list items, checkout of utilities, operational systems and equipment and
initial startup and testing. Preparation and delivery to the Owner of warranties, as built drawings, maintenance
manuals, and the like, and generally administer closeout of the Project. The Construction Manager shall facilitate
performance of all warranty obligations, resolution of all claims, and other post -construction requirements.
§ 12.2.2 AFTER SUBSTANTIAL COMPLETION
§ 12.2.2.1 In addition to the Contractor's obligations under Section 3.5, if, within two years 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 Contract Documents,
any of the Work is found to be not in accordance with the requirements of the Contract Documents, the Contractor
shall correct it promptly after receipt of written notice from the Owner to do so unless the Owner has previously
given the Contractor a written acceptance of such condition. The Owner shall give such notice promptly after
discovery of the condition. During the two-year period for correction of Work, if the Owner fails to notify the
Contractor and give the Contractor an opportunity to make the correction, the Owner waives the rights to require
correction by the Contractor and to make a claim for breach of warranty. If the Contractor fails to correct
nonconforming Work within a reasonable time during that period after receipt of notice from the Owner or
Architect, the Owner may correct it in accordance with Section 2.4.
§ 12.2.2.2 The two-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.
§ 12.2.2.3 The two-year period for correction of Work shat I not be extended by corrective Work performed by the
Contractor pursuant to this Section 12.2.
§ 12.2.3 The Contractor shall remove from the site portions of the Work that are not in accordance with the
requirements of the Contract Documents and are neither corrected by the Contractor nor accepted by the Owner.
§ 12.2.4 The Contractor shall bear the cost of correcting destroyed or damaged construction, whether completed or
partially completed, of the Owner or separate contractors caused by the Contractor's correction or removal of Work
that is not in accordance with the requirements of the Contract Documents.
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§ 12.2.5 Nothing contained in this Section 12.2 shall be construed to establish a period of limitation with respect to
other obligations the Contractor has under the Contract Documents. Establishment of the one-year period for
correction of Work as described in Section 12.2.2 relates only to the specific obligation of the Contractor to correct
the Work, and has no relationship to the time within which the obligation to comply with the Contract Documents
may be sought to be enforced, nor to the time within which proceedings may be commenced to estabiish the
Contractor's liability with respect to the Contractor's obligations other than specifically to correct the Work.
§ 12.3 ACCEPTANCE OF NONCONFORMING WORK
If the Owner prefers to accept Work that is not in accordance with the requirements of the Contract 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 13 MISCELLANEOUS PROVISIONS
§ 13.1 GOVERNING LAKY
The Contract shall be governed by the law of the State of Idaho.
§ 13,2 SUCCESSORS AND ASSIGNS
13.2.1 The Owner and Contractor respectively bind themselves, their partners, successors, assigns and legal
representatives to covenants, agreements and obligations contained in the Contract Documents. Except as provided
in Section 13.2.2, neither party 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.
§ 13.2.2 The Owner may, without consent of the Contractor, assign the Contract to a lender providing construction
financing for the Project, if the lender assumes the Owner's rights and obligations under the Contract Documents,
The Contractor shall execute all consents reasonably required to facilitate such assignment.
§ 13.3 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.
§ 13.4 RiGHTS AND REMEDIES
§ 13.4.1 Duties and obligations imposed by the Contract 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.
§ 13.4.2 No action or failure to act by the Owner, Architect or Contractor 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 there under. except as may be specifically agreed in writing.
§ 13.5 TESTS AND INSPECTIONS
§ 13.5.1 Tests, inspections and approvals of portions of the Work shall be made as required by the Contract
Documents and by applicable laws, statutes, ordinances, codes, rules and regulations or lawful orders of public
authorities. Unless otherwise provided, the Contractor 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 Contractor shall give the Architect
timely notice of when and where tests and inspections are to be made so that the Architect 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 Contractor.
§ 13.5.2 If the Architect, Owner or public authorities having jurisdiction determine that portions of the Work require
additional testing, inspection or approval not included under Section 13.5.1, the Architect will, upon written
authorization from the Owner, instruct the Contractor to make arrangements for such additional testing, inspection
Init AIA Document A201f —2007. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997 and 2007 by The American
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or approval by an entity acceptable to the Owner, and the Contractor shall give timely notice to the Architect of
when and where tests and inspections are to be made so that the Architect may be present for such procedures. Such
costs, except as provided in Section 13.5.3, shall be at the Owner's expense.
§ 13.5.3 If such procedures for testing, inspection or approval under Sections 13.5.1 and 13.5.2 reveal failure of the
portions of the Work to comply with requirements established by the Contract Documents, all costs made necessary
by such failure including those of repeated procedures and compensation for the Architect's services and expenses
shalt be at the Contractor's expense.
§ 13.5.4 Required certificates of testing, inspection or approval shall, unless otherwise required by the Contract
Documents, be secured by the Contractor and promptly delivered to the Architect.
§ 13.5.5 If the Architect is to observe tests, inspections or approvals required by the Contract Documents, the
Architect will do so promptly and, where practicable, at the normal place of testing.
§ 13.5.6 Tests or inspections conducted pursuant to the Contract Documents shall be made promptly to avoid
unreasonable delay in the Work.
§ 13.6 INTEREST
Payments due and unpaid under the Contract Documents shall bear interest from the date payment is due at such rate
identified in Section 4.2.2 of AIA Document A133-2009, as amended for this Project.
§ 13.7 TIME LIMITS ON CLAIMS
The Owner and Contractor 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 final dispute resolution method selected in the Agreement within the time period specified by applicable laws
of the State of Idaho, but in any case not more than 10 years after the date of Substantial Completion of the Work.
The Owner and Contractor waive all claims and causes of action not commenced in accordance with this Section
13.7.
ARTICLE 14 TERMINATION OR SUSPENSION OF THE CONTRACT
§ 14.1 TERMINATION BY THE CONTRACTOR
§ 14.1.1 The Contractor may terminate the Contract if the Work is stopped for a period of 30 consecutive days
through no act or fault of the Contractor or a Subcontractor, Sub -subcontractor or their agents or employees or any
other persons or entities performing portions of the Work under direct or indirect contract with the Contractor, 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 Architect has not issued a Certificate for Payment and has not notified the Contractor of
the reason for withholding certification as provided in Section 9.4.1, or because the Owner has not
made payment on a Certificate for Payment within forty-five (45) days of the time stated in the
Contract Documents; or
.4 The Owner has failed to furnish to the Contractor promptly, upon the Contractor's request, reasonable
evidence as required by Section 2.2.1.
§ 14.1.2 The Contractor may terminate the Contract if, through no act or fault of the Contractor or a Subcontractor,
Sub -subcontractor or their agents or employees or any other persons or entities performing portions of the Work
under direct or indirect contract with the Contractor, repeated suspensions, delays or interruptions of the entire Work
by the Owner as described in Section 14.3 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.
§ 14.1.3 If one of the reasons described in Section 14. 1.1 or 14.1.2 exists, the Contractor may, upon seven days'
written notice to the Owner and Architect, terminate the Contract and recover from the Owner payment for Work
executed, including reasonable overhead and profit, and costs incurred by reason of such termination..
AIA Document A201 TM —2007. Copyright * 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963,1966,1970r 1976, 1987, 1997 and 2007 by The American
Ir1ir Institute al Architects. All rights reserved. WARNING: This AIA® Document Is protected by U.S. Copyright Law and International Treaties. Unauthorized 36
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§ 14.1.4 If the Work is stopped for a period of 60 consecutive days through no act or fault of the Contractor or a
Subcontractor or their agents or employees or any other persons performing portions of the Work under contract
with the Contractor because the Owner has repeatedly failed to fulfill the Owner's obligations under the Contract
Documents with respect to matters important to the progress of the Work, the Contractor may, upon seven additional
days' written notice to the Owner and the Architect, terminate the Contract and recover from the Owner as provided
in Section 14.1.3.
§ 14.2 TERMINATION BY THE OWNER FOR CAUSE
§ 14.2.1 The Owner may terminate the Contract if the Contractor
.1 refuses or fails to supply enough properly skilled workers or proper materials;
.2 fails to make payment to Subcontractors for materials or labor in accordance with the respective
agreements between the Contractor and the Subcontractors;
.3 disregards applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of a
public authority; or
.4 otherwise is guilty of substantial breach of a provision of the Contract Documents.
§ 14.2.2 When any of the above reasons exist, the Owner, upon certification by the Initial Decision Maker that
sufficient cause exists to justify such action, may without prejudice to any other rights or remedies of the Owner and
after giving the Contractor and the Contractor's surety, if any, seven days' written notice, terminate employment of
the Contractor and may, subject to any prior rights of the surety:
.1 Exclude the Contractor from the site and take possession of all materials, equipment, tools, and
construction equipment and machinery thereon owned by the Contractor;
.2 Accept assignment of subcontracts pursuant to Section 5.4; and
.3 Finish the Work by whatever reasonable method the Owner may deem expedient. Upon written
request of the Contractor, the Owner shall furnish to the Contractor a detailed accounting of the costs
incurred by the Owner in finishing the Work.
§ 14.2.3 When the Owner terminates the Contract for one of the reasons stated in Section 14.2.1, the Contractor shall
not be entitled to receive further payment until the Work is finished.
§ 14.2.4 If the unpaid balance of the Contract Sum exceeds costs of finishing the Work, including compensation for
the Architect's services and expenses made necessary thereby, and other damages incurred by the Owner and not
expressly waived, such excess shall be paid to the Contractor. If such costs and damages exceed the unpaid balance,
the Contractor shall pay the difference to the Owner. The amount to be paid to the Contractor or Owner, as the case
may be, shall be certified by the Initial Decision Maker, upon application, and this obligation for payment shall
survive termination of the Contract.
§ 14.3 SUSPENSION BY THE OWNER FOR CONVENIENCE
§ 14.3.1 The Owner may, without cause, order the Contractor in writing to suspend, delay or interrupt the Work in
whole or in part for such period of time as the Owner may determine.
§ 14.3.2 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 14.3.1. Adjustment of the Contract Sum shall include
profit. No adjustment shall be made to the extent
.1 that performance was suspended, delayed or interrupted by another cause for which the Contractor is
responsible; or
.2 that an equitable adjustment is made or denied under another provision of the Contract.
14.4 TERMINATION BY THE OWNER FOR CONVENIENCE
§ 14.4.1 1 he Owner may, at any time, terminate the Contract for the Owner's convenience and without cause.
§ 14.41 Upon receipt of written notice from the Owner of such termination for the Owner's convenience, the
Conti -actor 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
Init. AIA Document A201' —2007. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1387, 1997 and 2007 by The American
Institute of Architects. All rights reserved. WARNING: This AIAw Document is protected by U.& Copyright Law and International Treaties Unauthorized ��
reproduction or distribution of this AIAe Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to
f the maximum extent possible under the law. This document was produced by AIA software at 14:54:17 on 09/0612016 under Order No.5812203597_1 which
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.3 except for Work directed to be performed prior to the effective date of termination stated in the
notice, terminate all existing subcontracts and purchase orders and enter into no further subcontracts
and purchase orders.
§ 14.4.3 In case of such termination for the Owner's convenience, the Contractor shall be entitled to receive payment
for Work executed, and costs incurred by reason of such termination.
ARTICLE 15 CLAIMS AND DISPUTES
§ 15.1 CLAIMS
§ 15,1.1 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 Contractor arising out of or relating to the Contract. The responsibility to
substantiate Claims shall rest with the party making the Claim.
§ 15.1.2 NOTICE OF CLAIMS
Claims by either the Owner or Contractor must be initiated by written notice to the other party and to the Initial
Decision Maker with a copy sent to the Architect, if the Architect is not serving as the Initial Decision Maker.
Claims by either party must be initiated 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.
§ 15.1.3 CONTINUING CONTRACT PERFORMANCE
Pending final resolution of Claim, except as otherwise agreed in writing or as provided in Section 9.7 and Article
14, the Contractor shall proceed diligently with performance of the Contract and the Owner shall continue to make
payments in accordance with the Contract Documents. The Architect will prepare Change Orders and issue
Certificates for Payment in accordance with the decisions of the Initial Decision Maker.
§ 15.1.4 CLAIMS FOR ADDITIONAL COST
If the Contractor wishes to make a Claim for an increase in the Contract Sum, written notice as provided herein shall
be given before proceeding to execute the Work. Prior notice is not required for Claims relating to an emergency
endangering life or property arising under Section 10.4.
§ 15.1.5 CLAIMS FOR ADDITIONAL TIME
§ 15.1.5.1 If the Contractor wishes to make a Claim for an increase in the Contract Time, written notice as provided
herein shall be given. The Contractor'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.
§ 15,1.5.2 If adverse weather conditions are the basis far 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.
(Paragraphs deleted)
§ 15.2 INITIAL DECISION
§ 15.2.1 Claims, excluding those arising under Sections 10.3, 10.4, 11.3.9, and 11.3.16, shall be referred to the Initial
Decision Maker for initial decision. The Architect will serve as the Initial Decision Maker, unless otherwise
indicated in the Agreement. Except for those Claims excluded by this Section 15.2.1, an initial decision shall be
required as a condition precedent to mediation of any Claim arising prior to the date final payment is due, unless 30
days have passed after the Claim has been referred to the Initial Decision Maker with no decision having been
rendered. Unless the Initial Decision Maker and all affected parties agree, the Initial Decision Maker will not decide
disputes between the Contractor and persons or entities other than the Owner.
§ 15,2.2 The Initial Decision Maker will review Claims and within ten days of the receipt of Claim take one or
more of the following actions: (1) request additional supporting data from the claimant or a response with supporting
data from the other party, (2) reject the Claim in whole or in part, (3) approve the Claim, (4) suggest a compromise,
or (5) advise the parties that the Initial Decision Maker is unable to resolve the Claim if the Initial Decision Maker
lacks sufficient information to evaluate the merits of the Claim or if the Initial Decision Maker concludes that, in the
AIA Document A201 TO —2007. Copyright * 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1956, 1970, 1976, 1987, 1997 and 2007 by The American
Snit, Institute of Architects. All rights reserved. WARNING: This AIAe Document Is protected by U.S. Copyright Law and International Treaties. Unauthorized 38
reproduction ordistribution of this AIAs Document. or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to
f the maximum extent possible under the law. This document was produced by AIA software at 14:54:17 on 0910612016 under Order N0.5812203597_1 which
expires on 1113012016. and is not for resale.
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Initial Decision Maker's sole discretion, it would be inappropriate for the Initial Decision Maker to resolve the
Claim.
§ 15.2.3 In evaluating Claims, the Initial Decision Maker may, but shall not be obligated to, consult with or seek
information from either party or from persons with special knowledge or expertise who may assist the Initial
Decision Maker in rendering a decision. The Initial Decision Maker may request the Owner to authorize retention of
such persons at the Owner's expense.
§ 15.2.4 If the Initial Decision Maker requests a party to provide a response to a Claim or to famish additional
supporting data, such party 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 Initial Decision Maker when the response or supporting
data will be furnished or (3) advise the Initial Decision Maker that no supporting data will be furnished. Upon
receipt of the response or supporting data, if any, the Initial Decision Maker will either reject or approve the Claim
in whole or in part.
§ 15.2.5 The Initial Decision Maker wi II render an initial decision approving or rejecting the Claim, or indicating
that the Initial Decision Maker is unable to resolve the Claim. This initial decision shall (1) be in writing; (2) state
the reasons therefor, and (3) notify the parties and the Architect, if the Architect is not serving as the Initial Decision
Maker, of 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.
§ 15.2.6 Either party may file for mediation of an initial decision at any time, subject to the terms of Section
15.2.6.1.
§ 15.2,6.1 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 th3cir rights to mediate or pursue
binding dispute resolution proceedings with respect to the initial decision.
§ 15.2.7 In the event of a Claim against the Contractor, 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 Contractor's default, the Owner
may, but is not obligated to, notify the surety and request the surety's assistance in resolving the controversy.
§ 15.2.8 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.
§ 15.3 MEDIATION
§ 15.3.1 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 and 9.10.5 shall be subject to mediation as a condition precedent to
binding dispute resolution.
§ 15.3,2 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.
§ 15.3.3 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 thereof.
(Paragraphs deleted)
AIA Document A201" —2007. Copyright 91911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 19$7, 1997 and 2007 by The American
Init. institute of Architects. All rights reserved. WARNING: This AIAO Document is protected by U.S. Copyright Law and international Treaties. Unauthorized ��
reproduction or distribution of this AIAG Document, or any portion of It, may result in severe civil and criminal penalties, and will be prosecuted to
I the maximum extent possible under the law. This document was produced by AIA software at 14:54:17 on 0910612016 under Order No.5812203597 1 which
expires on 1113012016, and is not for resale.
User Notes: (1433357930)
Additions and Deletions Report for
AIA"' Document A201 TM -2007
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 14:54:17 on 0910612016.
PAGES
Reta Huskev Park (Bellano De'velanmentl
Ten Mile and Ustick Roads
Meridian, ID
(Name„ legal statics nerd address)
City of Meridian
33 East Broadway Avenue
Meridian, ID 83642
Jensen Belts Associates
495 Main Street
Boise. ID 83702
PAGE 2
8.3.1, 11.3.10,11,'5.9', 15.4-13.1
9.7, 11.3.9, 11.3.10, 13.1, 15.2.5, 15.2.6.1, 15.3.1, 15-3.2, 19.4.1
PAGE 3
3.2.4,6.1.1,6.3,7.3.9,9.3.3,9.10.4, 10.3.3,415
laims
1341
£eifor Additional Cost
e.;.�- + 15 15.3.1
1.6, 3.2.3, 3.6, 3.7, 3.12.10, 3.13, 4.1.1, 9.6.4, 10.2.2, 11.1, 11.3, 13.1, 13.4, 13.5.1, 13.5.2, 13.5, 14.1.1, 14.2.1.3,
15.2.4 15.44, 15. 15.2.8
Additions and Deletions Report for AIA Document A201 m —2007. Copyright C) 1911, 1915,1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966,1970, 1976,
1987, 1997 and 2007 by The American Institute of Architects. All rights resented. WARNING: This AIAO Document is protected by U.S. Copyright Law and
International Treaties. Unauthorised reproduction or distribution of this AIAe Document, or any portion of it, may result in severe civil and criminal
penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 14:54:17 on 0910612016
under Order No.5812203597_1 which expires on 1113012016, and is riot for resale.
User Notes: (1433357930)
3.4.2, 3.7.4, 3.12.8, 3.14.2, 4.1.2, 9.3.2, 9.8.5, 9.9.1, 9.10.2, 9.10.3, 11.3.1, 13.2, 15. 4.
13.4,2
45-0 4
PAGE 5
4.2,11, 4.2.12, 15.1.4
judgFnent en Final AWBFd
1.-4 4 2
1.5, 3.2.3, 3.6, 3.7, 3.12.10, 3.13, 4.1.1, 9.6.4, 9.9.1, 10.2.2, 11.1.1, 11.3, 13.1, 13.4, 13.5.1, 13.5.2, 13.6, 14, 15.2.8,
+- -7415.2.8
12.2.5, 13.7 15 4 1 113.7
PAGE 6
8.3.1, 10.3.5, 10.3.6, 15.2.1, 15.2.5,15.2.6,„5 15.3
2.2.1, 2.3, 2.4, 3.2.4, 3.3.1, 3.7.2, 3.12.9, 5.2.1, 9.7, 9.10, 10.2.2, 11.1.3, 12.2,2.1, 13.3, 13.5.1, 13.5.2, 14.1, 14.2,
1549, : 15.2.8
2.3, 2.4, 3.3.1, 3.9.2, 3.12.9, 3.12.10, 5.2.1, 9.7, 9. 10, 10.2.2, 10.3, 11.1.3, 11.3.6, 12.2.2.1, 13.3, 14, 15.2.9,
IS 4-415.2.8
3.7.4, 10.2.8,'L'2, 15 415.1.2
2.2.2, 9.6.6, 9.8, 11.3.1.5
Order of Precedence
1.7
9.6.6, 9.9, 11.3.1.5
Parties Relations
1.1.9
PAGE 7
1.5, 3.2.3, 3.6, 3.7, 3.12.10, 3.13, 4.1.1, 9.6.4, 9.9.1, 10.2.2, 11.1, 11.4, 13.1, 13.4, 13.5.1, 13.5.2, 13.6,14,
4-5:415.2.8
Additions and Deletions Report for AIA Document A201TM —2007. Copyright 01911, 1915, 1918, 1925, 1937„ 1951, 1958, 1961, 1963, 1966, 1970, 1976,
1987, 1997 and 2007 by The American Institute of Architects. All rights reserved. WARNING., This AIAe Document Is protected by U.S. Copyright Law and
International Treaties. Unauthorized reproduction or distribution of this AIAe Document, or any portion of it, may result in severe civil and criminal
penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 14:54:17 on 09106/2016
under Order No.5812203597_1 which expires on 1113012016, and is not for resale.
User Notes:. (1433357930)
1. 1.2, 2.3, 2.4, 3.5, 3.7.4, 3.15.2, 4.2.6, 5.3, 5.4, 6.1, 6.3, 7.3.1, 8.3, 9.5.1, 9.7, 10.2.5, 103, 12.2.2, 12.2.4, 13.4, 44,
44 414
13.7,a 4413.7
PAGE 8
2.1.2,2.2,2.4,3.2.2,3.10,3.11,3.12.5,3.15.1,4.2,5.2,5.3,5.4,6.2.4,7.3,7.4,8.2,9.2,9.3.1,9.3.3,9.4.1,9.5,9.6,
9.7, 9.8, 9.9, 9.10, 11.1.3, 12.2, 13.5, 13.7, 14, 15.1.215-1.2
-
1.5.2, 3.4.2, 3.7.4, 3.12.8, 3.14.2, 4.1.2, 9.3.2, 9.8.5, 9.9.1, 9.10.2, 9.10.3, 11.4.1, 13.2, 1'.�'�, 213.4.2
PAGE
2.3, 2.4, 3.3.1, 3.9, 3.12.9, 3.12.10, 5.2.1., 8.2.2, 9.7, 9.10, 10.2.2, 10.3, 11.1.3, 12.2.2, 12.2.4, 13.3, Y14 -i--'*—" 4
PAGE 10
8 1.1.9 PARTIES RELATIONS
Owner. Architect and Contractor agree to proceed Mth the Work on the basis of mutual trust, good faith and fair
deal ine.
§ 1,2.1 The intent A -A .e C.........,ees Deeee. meFI.. 54e Contract Documents shall include all items necessary for the
proper execution and completion of the Work by the Contractor. The Contract Documents are complementary, and
what is required by one shall be as binding as if required by all; performance by the Contractor shall be required
only to the extent consistent with the Contract Documents and reasonably inferable from them as being necessary to
produce the indicated results.
PAGE 11
§1.4.1 In the event of conflicts, inconsistencies, discrepancies or ambiguities between or among the Contract
Documents not resolved by Addenda, interpretations shall be based on the following order of precedence:
.1 Modifications of the Agreement, with those of later date having precedence over those of earlier date,
.2 The Agreement,
.3 These Terms and Conditions
.4 Addenda, with those of later date having precedence over those of earlier date,
.5 The Drawings, with those in larger scale having precedence over those in smaller scale, and with notes
and schedules thereon having precedence over the remainder of the drawings; and
.6 The Specifications.
§ 2.1.1 The Owner is the person or entity identified as such in the Agreement and is referred to throughout the
Contract Documents as if singular in number. The Owner shall designate in writing a representative who shall have
express authority to bind the Owner with respect to all matters requiring the Owner's arppre,. tl-approval, agreement,
or authorization. Except as otherwise provided in Section 4.2.1, the Architect does not have such authority. The term
"Owner" means the Owner or the Owner's authorized representative.
Additions and Deletions Report for AiA Document A201TM —2007. Copyright* 1911, 1915, 1918,1925, 1937, 1951, 1958, 1961, 1963, 1965,1970, 1976,
1987, 1997 and 2007 by The American Institute of Architects. All rights reserved. WARNING: This AIAe Document is protected by U.S. Copyright Law and 3
International Treaties. Unauthorized reproduction or distribution of this AIAe Document, or any portion of it, may result in severe civil and criminal
penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 14:54:17 on 0910612016
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§ 2.1.2 The Owner shall furnish to the Contractor within fifteen days after receipt of a written request, information
reasonably necessary and relevant for the Contractor to evaluate, give notice of or enforce mechanic's 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.
PAGE 12
If the Contractor defaults or neglects to carry out the Work in accordance with the Contract 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 Contractor the reasonable cost of correcting such deficiencies, including
Owner's expenses and compensation for the Architect's additional services made necessary by such default, neglect
or failure.
payments then or thereafter due the Contractor are not sufficient to cover such amounts, the Contractor
shall pay the difference to the Owner.
PAGE 13
§ 3.2.4 If the Contractor believes that additional cast or time is involved because of clarifications or instructions the
Architect issues in response to the Contractor's notices or requests for information pursuant to Sections 3.2.2 or
3.2.3, the Contractor shall make Claims as provided in Article 15. If the Contractor fails to perform the obligations
of Seetiet- 3.2.2 ar 3.2.3, the Contractor shall pay such costs and damages to the Owner as would have been
avoided if the Contractor had performed such obligations. If the Contractor performs those obligations, the
Contractor shall not be liable to the Owner or Architect for damages resulting from errors, inconsistencies or
omissions in the Contract Documents, for differences between field measurements or conditions and the Contract
Documents, or for nonconformities of the Contract Documents to applicable laws, statutes, ordinances, codes, rules
and regulations, and lawful orders of public authorities.
§ 3.3,1 The Contractor shall supervise and direct the Work, using the Contractor's best skill and attention. The
Contractor shall be solely responsible for, and have control over, construction means, methods, techniques,
sequences and procedures and for coordinating a]! portions of the Work under the Contract, unless the Contract
Documents give other specific instructions concerning these matters. If the Contract Documents give specific
instructions concerning construction means, methods, techniques, sequences or procedures, the Contractor shall
evaluate the jobsite safety thereof and, except as stated below, shall be fully and solely responsible for the jobsite
safety of such means, methods, techniques, sequences or procedures. If the Contractor determines that such means,
methods, techniques, sequences or procedures may not be safe, the Contractor shall give timely written notice to the
Owner and Architect and shall not proceed with that portion of the Work without further written instructions from
the Architect. If the Contractor is then instructed to proceed with the required means, methods, techniques,
sequences or procedures without acceptance of changes proposed by the Contractor, the Owner shall be solely
responsible for any loss or damage arising solely from those Owner -required means, methods, techniques, sequences
or procedures. The Contractor shall maria a and coordinate all Subcontractors and others engaged in the
❑erformance of the Work.
PAGE 14
§ 3.3.4 The Contractor shall Provide and maintain a construction office at the site.
The Contractor warrants to the Owner and Architect that materials and equipment furnished under the Contract will
be of good quality and new unless the Contract Documents require or permit otherwise. The Contractor further
warrants that the Work will conform to the requirements of the Contract Documents and will be free from defects,
Additions and Deletions Report for AIA Document A201 TM =2007. Copyright C 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976,
1907, 1997 and 2007 by The American Institute of Architects. All rights reserved. WARNING: This AIA* Document is protected by U.S. Copyright Law and
International Treaties. Unauthorized reproduction or distribution of this AIAa Document, or any portion of It, may result in severe civil and criminal
penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 14:54.17 on 09f06f2016
under Order No.5812203597_1 which expires on 1113012016, and is not for resale.
User Notes: (1433357930)
except for those inherent in the quality of the Work the Contract Documents require or permit.. The Contractor
further wan -ants that the Work will comply with applicable laws and industry standards, and shall be performed or
installed in accordance with all manufacturers' requirements. recommendations and guidelines unless otherwise
specified in the Contract Documents. Work, materials, or equipment not conforming to these requirements may be
considered defective. The Contractor's warranty excludes remedy for damage or defect caused by abuse, alterations
to the Work not executed by the Contractor, improper or insufficient maintenance, improper operation, defective
des or normal wear and tear and normal usage. If required by the Architect, the Contractor shall furnish
satisfactory evidence as to the kind and quality of materials and equipment.
Tht-Unless otherwise agreed. the Contractor shall pay sales, consumer, use and similar taxes for the Work provided
by the Contractor that are legally enacted when bids are received or negotiations concluded, whether or not yet
effective or merely scheduled to go into effect.
§ 3.7.3 If the Contractor performs Work knowing it to be contrary to applicable laws, statutes, ordinances, codes,
rules and regulations, or lawful orders of public authorities, the Contractor shall assume appropriate responsibility
for such Work and shall bear the costs attributable to correction. unless after having notified the Architect
or Owner pursuant to Article 3.2, and either the Architect or Owner order or direct the Contractor to complete said
Work.
§ 31.4 Concealed or Unknown Conditions. If the Contractor encounters conditions at the site that are (1)
subsurface or otherwise concealed physical conditions that differ materially from those indicated in the Contract
Documents or (2) unknown physical conditions .,x as 1-IM]'AM 91144�• f6 that differ materially from those ordinarily
found to exist and generally recognized as inherent in construction activities of the character provided for in the
Contract Documents, the Contractor shall promptly provide notice to the Owner and the A..dhkees be f ffa eemdisiens
s, Architect. The Architect will
promptly investigate such conditions and, if the Architect determines that they differ materially and cause an
increase or decrease in the Contractor's cost of, or time required for, performance of any part of the Work, will
recommend an equitable adjustment in the Contract Sum or Contract Time, or both. If the Architect determines that
the conditions at the site are not materially different from those indicated in the Contract Documents and that no
change in the terms of the Contract is justified, the Architect shall promptly notify the Owner and Contractor in
writing, stating the reasons. If either party disputes the Architect's determination or recommendation, that party may
proceed as provided in Article 15.
§ 3.7.5 If, in the course of the Work, the Contractor knoAingly encounters human remains or recognizes the
existence of burial markers, archaeological sites or wetlands not indicated in the Contract Documents, the Contractor
shall immediately suspend any operations that would affect them and shall notify the Owner and Architect. Upon
receipt of such notice, the Owner shall promptly take any action necessary to obtain governmental authorization
required to resume the operations. The Contractor 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 15.
PAGE 15
§ 3.8.1 The Contractor shall include in the Contract Sum all allowances stated in the Contract Peeilmmk
Documents or as approved by the Owner. Items covered by allowances shall be supplied for such amounts and by
such persons or entities as the Owner may direct, but the Contractor shall not be required to employ persons or
entities to whom the Contractor has reasonable objection.
Allowances shall cover
all Feel e�� rr l , ^nht�rt d n•n+ _all cost to the Contractor including but not limited
z
Additions and Deletions Report for AIA Document A201'm —2007. Copyright 01911, 1915, 1918, 1925. 1937, 1951, 1958, '1961, 1963, 1966, 1970. 1976,
1987, 1997 and 2007 by The American Institute of Architects. All rights reserved. WARNPNG. This AIAe Document Is protected by U.S. Copyright Law and
International Treaties. Unauthorized reproduction or distribution of this AIA®Document, or any portion of it, may result in severe civil and criminal
penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 14:54:17 on 0910612016
under Order No.5812203597_1 which expires on 1113012016, and is not for resale.
User Notes: (1493357930)
to 2urchasing materials transportation, expediting, unloading, storing, installation bonds taxes
insurance, and any other expenses except Contractor's General Conditions, fee and general liability
insurance,
.2 Contractor's ,
other &Epe»rses-General Conditions, fee and general liability insurance contemplated for stated
allowance amounts shall be included in the Contract Sum wand not in the allowances; and
§ 3.9.1 The Contractor shall employ a competent superintendent and necessary assistants who shall be in attendance
at the Project site during performance of the Work. The superintendent shall represent the Contractor, and
communications given to the superintendent shall be as binding as if given to the Contractor. The Superintendent
shall continuously supervise and observe all work in progress so as to ensure that the Work is proceeding in
accordance with the Contract Documents.
PAGE 16
3.10.1.1 The Construction Manager shall assign a professional proiect scheduler possessing building and site
design and construction ex eriencc. If deemed qualified by Owner, the Construction Manager can assign an
in-house scheduler. The Construction Manager shall develop a detailed critical path method (CPM) schedule that
identifies all desi gu activitiespermits and all other activities re uired to be com leted before construction activities
can begin and a Preliminary construction schedule. The CPM proiect schedules shall be developed using Microsoft
Project's latest version or Primavera SureTrak Proiect Manager's latest version.
§ 3.11.1 The Construction Manager shall maintain complete and accurate records. including (a) correspondence.
(b) meeting notes and min Utes, (c) shop drawings and submittals. (d) Construction Documents including change
orders, (e) clarifications and interpretations ofthe Construction Documents issued by the project Architect (f)
progress reports including observations of testing performed, as -built drawings, and h all other Project -related
documents including but not limited to those utilizingtie project management software.
§ 3.12.4 Shop Drawings, Product Data, Samples and similar submittals are not Contract Documents. Their purpose
is to demonstrate the way by which the Contractor proposes to conform to the information given and the design
concept expressed in the Contract Documents for those portions of the Work for which the Contract Documents
require submittals. 4eNi w by the A eltiteet is subjeet to the i:..., ...bens e f Seetion 4.2.7. Informational submittals
upon which the Architect is not expected to take responsive action may be so identified in the Contract Documents.
Submittals that are not required by the Contract Documents may be returned by the Architect without action.
PAGE 17
§ 3.12.6 By submitting Shop Drawings, Product Data, Samples and similar submittals, the Contractor represents to
the Owner and Architect that the Contractor has (1) Feyiewed and .........yed them, „` determined and within normal
construction industry standards 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 e -Al a Work And -of the Contract Documents.
§ 3.12.6 The Work shall be in accordance with approved submittals except that the Contractor shall not be relieved
of responsibility for deviations from requirements of the Contract Documents by the Architect's approval of Shop
Drawings, Product Data, Samples or similar submittals unless the Contractor has specifically informed the Architect
in writing of such deviation at the time of submittal and (1) the A Fehiteet has give., • Titten approval ie the speeifi
Additions and Deletions Report for AIA Document A,201 TM —2007. Copyright* 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976,
1987, 1997 and 2007 by The American Institute of Architects. All rights reserved. WARNING_ This AIAe Document is protected by U.S. Copyright Law and
international Treaties. Unauthorized reproduction or distribution of this AIAe Document, or any portion of It, may result in severe civil and criminal
penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 14:54:17 on 0910612016
under Order No.5812203597_1 which expires on 1113012016, and is not for resale.
User Notes: (1433357930)
authewiziR the . submittal. The Contractor shall not be relieved of responsibility for errors or omissions in
Shop Drawings, Product Data, Samples or similar submittals by the Architect's approval the 4-4 thereof, unless
Architect makes such revisions to the submittals.
§ 3.12.10 The Contractor shall not be required to provide professional services that constitute the practice of
architecture or engineering unless such services are specifically required by the Contract Documents for a portion of
the Work or unless the Contractor needs to provide such services in order to carry out the Contractor's
responsibilities for construction means, methods, techniques, sequences and procedures. The Contractor shall not be
required to provide professional services in violation of applicable law. If professional design services or
certifications by a design professionai related to systems, materials or equipment are specifically required of the
Contractor by the Contract Documents, the fawner and the Architect will specify all performance and design criteria
that such services must satisfy. The Contractor shall cause such services or certifications to be provided by a
properly licensed design professional, whose signature and sea] shall appear on all drawings, calculations,
specifications, certifications, Shop Drawings and other submittals prepared by such professional. Shop Drawings
and other submittals related to the Work designed or certified by such professional, if prepared by others, shall bear
such professional's written approval when submitted to the Architect. The Owner and the Architect shall be entitled
to rely upon the adequacy, accuracy and completeness of the services, certifications and approvals performed or
provided by such design professionals, provided the Owner and Architect have specified to the Contractor all
performance and design criteria that such services must satisfy. Pursuant to this Section 3.12. 10, the Architect will
review, approve or take other appropriate action on submittals only for the liFniied pafpase of Checking for
conformance with information given and the design concept expressed in the Contract Documents. The Contractor
shall not be responsible for the adequacy of the performance and design criteria specified in the Contract
Documents.
PAGE 18
§ 3.18.1 To the fullest extent permitted by law the Contractor shall indemnify -indemnify, defend and hold harmless
the Owner, Architect, Architect's consultants, and agents and employees of any of them from and against claims,
damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from
performance of the Work, provided that such claim, damage, loss or expense is attributable to bodily injury,
sickness, disease or death, or to injury to or destruction of tangible property {other than the Work itself}, but only to
the extent caused by the negligent acts or omissions of the Contractor, a Subcontractor, anyone directly or indirectly
employed by them or anyone for whose acts they may be liable, regardless of whether or not such claim, damage,
loss or expense is caused in part by a party indemnified hereunder. Such obligation shall not be construed to negate,
abridge, or reduce other rights or obligations of indemnity that would otherwise exist as to a parry or person
described in this Section 3.18.
In the event of concurrent negligence of Contractor, its agents, employees or subcontractors, and that of the Owner
or its contractors, which concurrent negligencc results in injury -or damage to persons or property and relates to the
construction, alteration, repair addition to, subtraction from, improvement to or maintenance of the property, or the
improvements to be constructed in accordance with this Contract Contractor's obligation -to indemnify Owner as set
forth in this paragraph shall be limited to the extent of Contractor's negligence and that of its agents, employees,
invitees, 'licensees or subcontractors, including Contractor's proportional share based upon each parties neg;ligertce
of costs, attorney's fees and expenses incurred in connection with any claim action or proceeding brought with the
respect to such injury or damage.
§ 3.18.2 In claims against any person or entity indemnified under this Section 3.19 by an employee of the
Contractor, a Subcontractor, anyone directly or indirectly employed by them or anyone for whose acts they may be
liable, the indemnification obligation under Section 3.18.1 shall not be limited by a limitation on amount or type of
damages, compensation or benefits payable by or for the Contractor or a Subcontractor under workers'
compensation acts, disability benefit acts or other employee benefit acts. The obligations of the Contractor under
this paragraph 3.18 shall not extend to,
Additions and Deletions Report for AIA Document A201 m —2007. Copyright O 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976,
1987, 1997 and 2007 by The American Institute of Architects. Al) rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and 7
International Treattes. Unauthorized reproduction or distribution of this AIAe Document, or any portion of it, may result in severe civil and criminal
penalties. and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 14:54:17 on 0=612016
under Order No.5812203597 1 which expires on 1113012016, and is not for resale.
User Notes: (1433357930)
The liability of the Architect. Owner, their agents or employees, arising out of the preparation or approval
of maps. drawings, opinions, re orts. surye s Chan e Orders desi or specifications. or the gJving of or failure to
give directions or instruction by the Architect, Owner, their agents or employees; and
Any and all claims, damages, losses and expenses (including without limitations, attorney's fees) caused by
or resulting from the installation existence or removal of asbestos by or on behalf of an insured party, provided,
however; nothing herein shall relieve Contractor of its obligation to correct defective or faulty work.
PAGE 19
matters afisi g r.,. ,.fee r-elming to the IP -e ' � ommunications by and with the Architect's consultants shall be
through the Architect. Communications by and with Subcontractors and material suppliers shall be through the
Contractor. Communications by and with separate contractors shall be through the Owner.
§ 4.2.6 The Architect has authority to and shall reiect Work that does not conform to the Contract Documents.
Whenever the Architect considers it necessary or advisable, the Architect will have authority to require inspection or
testing of the Work in accordance with Sections 13.5.2 and 13.5.3, whether or not such Work is fabricated, installed
or completed. However, neither this authority of the Architect 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 Architect to the Contractor,
Subcontractors, material and equipment suppliers, their agents or employees, or other persons or entities performing
portions of the Work.
§ 4.2.7 The Architect will review and approve, or take other appropriate action upon, the Contractor's submittals
such as Shop Drawings, Product Data and
Samples. The Architect's
action will be taken in accordance with the submittal schedule approved by the Architect or, in the absence of an
approved submittal schedule, with reasonable promptness while allowing sufficient time in the Architect's
professional judgment to permit adequate review. Review of such submittals is not conducted for the purpose of
determining the accuracy and completeness of other details such as dim and quantities, or for substantiating
instructions for installation or performance of equipment or systems, all of which remain the responsibility of the
Contractor as required by the Contract Documents. The Architect's review of the Contractor's submittals shall not
relieve the Contractor of the obligations under Sections 3.3, 3.5 and 3.12. The Architect's review shall not constitute
approval of safety precautions or, unless otherwise specifically stated by the Architect, of any construction means,
methods, techniques, sequences or procedures. The Architect's approval of a specific item shall not indicate
approval of an assembly of which the item is a component.
PAGE 20
§ 4.2.13 The Architect's decisions on matters relating to aesthetic effect will be final if consistent with the insens
information expressed in the Contract Documents,
§ 4.2.14 The Architect will review and respond to requests for information about the Contract Documents. The
Architect's response to such requests will be made in writing within any time limits agreed upon or otherwise with
reasonable promptness, If appropriate, the Architect will prepare and issue supplemental Drawings and
Specifications in response to the requests for information. In the case of a Change in Work which results from a
response, the Architect will issue a Construction Chanee Directive.
PAGE 21
§ 5.2.1 Unless otherwise stated in the Contract Documents or the bidding requirements, the Contractor, as soon as
practicable after award of the Contract, shall furnish in writing to the Owner through the Architect 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 Architect may reply within 14 days to the Contractor in
writing stating (1) whether the Owner or the Architect has reasonable objection to any such proposed person or
Additions and Deletions Report for AIA Document A201"' —2007. Copyright 0 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976,
1987, 1997 and 2007 by The American Institute of Architects. All rights reserved. WARNING: This AIM Document is protected by U.S. Copyright Law and
international 'Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal
penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 14:54:17 on 0910612016
under Order No.5812203597_1 which expires on 11/3012016, and Is not for resale.
User Notes: (1433357930)
entity or (2) that the Architect requires additional time for review. Failure of the Owner or Architect to reply within
the 14 -day period shall constitute notice of no reasonable objection. The Contractor shall update this list
throughout the Project and keep Owner and Architect advised of any new Subcontractors employed.
By appropriate agreement, written where legally required for validity, the Contractor shall require each
Subcontractor, to the extent of the Work to be performed by the Subcontractor, to be bound to the Contractor by
terms of the Contract Documents, and to assume toward the Contractor all the obligations and responsibilities,
including the responsibility for safety of the Subcontractor's Work, which the Contractor, by these Documents,
assumes toward the Owner and Architect. Each subcontract agreement shall preserve and protect the rights of the
Owner and Architect under the Contract Documents with respect to the Work to be performed by the Subcontractor
so that subcontracting thereof will not prejudice such rights, and .,hail AMIAWN t^.,,a Subeentfaeter, Fess n eeifi i''
. riehts. Where appropriate, the
Contractor shall require each Subcontractor to enter into similar agreements with Sub -subcontractors. The
Contractor shall make available to each proposed Subcontractor, prior to the execution of the subcontract agreement,
copies of the Contract Documents to which the Subcontractor will be bound, and, upon written request of the
Subcontractor, identify to the Subcontractor terms and conditions of the proposed subcontract agreement that may
be at variance with the Contract Documents. Subcontractors will similarly make copies of applicable portions of
such documents available to their respective proposed Sub -subcontractors.
PAGE 22
§ 5.1.1 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 Conditions of the Contract identical or substantially similar to these including those
portions related to insurance and waiver of subrogation. If the Contractor claims that delay or additional cost is
involved because of such action by the Owner, the Contractor shall make such Claim as provided in .Article 15.
The Owner must comply with the safety and insurance requirements of Contractor as a precedent to exercising such
§ 6.2.3 The Cent...,etOIF ` 1al1 - FAh_I,__P_ *14 _A " • neF f r- eesss Owrier may assess costs to Contractor that the Owner
incurs that are payable to a separate contractor because of the Contractor's delays, improperly timed activities or
defective construction. The Owner shall be responsible to the Contractor for costs the Contractor incurs because of a
separate contractor's delays, improperly timed activities, damage to the Work or defective construction.
PAGE 23
47.1.1.1 Notwithstanding the provisions of this Article and elsewhere in the Contract, all changes to the layout,
configuration, materials or other characteristics of the design of the Work, whether effected by a Change Order,
Construction Change Directive or order for minas chane in the Work, shall be set out in a Modification of the
Drawings or Specifications, or both, that is ( 1) prepared and issued by the Architect and (2) attached to and
incorporated into the applicable Change Order, Construction Change Directive or order for minor change in n the
Work. - —
§ 7.1.2 A Change Order shall be based upon agreement among the Owner, Contractor and Architect; a Construction
Change Directive requires agreement by the Ovine. Dna Arehiteet avid _ ef mey of be . eed to by th
Gems;=^.weer. Architect. and Contractor as to the method of determining payment, an order for a minor change
in the Work may be issued by the Architect alone.
§ 7.1.3 Changes in the Work shall be performed under applicable provisions of the Contract Documents, and the
Contractor shall proceed promptly, as required by the Contract, unless otherwise provided in the Change Order,
Construction Change Directive or order for a minor change in the Work.
Additions and Deletions Report for AIA Document A201" —2007. Copyright 0 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976,
1987, 1997 and 2007 by The American Institute of Architects. All rights reserved. WARNING: This AIA's Document is protected by U.S. Copyright Law and 9
International Treaties. Unauthorized reproduction or distribution of this AIA* Document, or any portion of it, may result in severe civil and criminal
penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 14:54.17 on 0910612016
under Order No -5812203597_1 which expires on 11130/2016, and is not for resale.
User Notes: (1433357930)
§ 7.2.1 A Change Order is a written instrument prepared by the Architect or Contractor and signed by the Owner,
Contractor and Architect stating their agreement upon all of the following:
§ 7.3.1 A Construction Change Directive is a written order prepared by the Architect and signed by the Owner and
Architect, directing a change in the Work prior to agreement on adjustment, if any, in the Contract Sum or Contract
Time, or both. The Owner may by Construction 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 and Contract Time being adjusted accordingly. The Contractor shall not be required to proceed with
any Construction Change Directive that effects the scope, cost, or duration of the work without an executed Change
Order.
7.3.5 Upon receipt of a Construction Change Directive, the Contractor shall promptly preeeed-wi4v-evaluate the
scope of the change in the Work involved and advise the Architect of the Contractor's agreement or disagreement
with the method, if any, provided in the Construction Change Directive for determining the proposed adjustment in
the Contract Sum or Contract Time.
PAGE 24
7.3.7 If the
Sam, the Are-h.s -...4 ..hal I Elea ....... ine the . .died and the -cost of performing the Construction Change Directive is not
determined in advance of the -work being performed, and if the Owner, Architect and Contractor all agree to approve
perfortning such additional work as may be directed under the Construction Change Directive on a time and
Material iT&lali basis, then the Architect and Owner shall approve a Change Order substantiated by invoices and
statements for performing the work and an adjustment on the basis of reasonable expenditures and savings of these
performing the Work attributable to the change, including, in case of an increase in the Contract Sum, 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 7.3 7.3.3.3. The Contractor shall keep and present, in such
form as the Architect may reasonably prescribe, an itemized accounting together with appropriate supporting data.
Unless otherwise provided in the Contract Documents, costs for the purposes of this Section 7.3.7 shall be limited to
the following:
§ 7.3.8
be fib r -ed Em th e basis oF -- ef ifterease, if ^>y • th reqpeet te th • ehan^ge,Pending final determination of the total
cost of a Construction Change Directive to the Owner, amounts not in dispute for such changes in the Work shall be
included in A122lication for Payment including, without limitation a reasonable allowance for Contractor's General
Conditions and fee, accompanies by a Change Order indicating the parties' agreement with part or all of such costs.
For anv portion of such cost that remains in dispute, the Architect will make an interim determination for gurposes
of monthly certification for Davment for those costs. That determination of cost shall adiust the contract Sum on the
same basis as a change Order.
§ 7.3.9 Pending final determination of the total cost of a Construction Change Directive to the Owner, the Contractor
may request payment for Work completed under the Construction Change Directive in Applications for Payment.
The Architect will make an interim determination for purposes of monthly certification for payment for those costs
and certify for payment the amount that the Architect determines, in the Architect's professional judgment, to be
reasonably justified. The Architect's interim determination of cost shall adjust the Contract Sum on the same basis
as a Change Order, subject to the right of either party to disagree and assert a Claim in accordance with Article 15.
The Owner shall .Lay such amounts as certified by the.4rchitect.
Additions and Deletions Report for AIA Document A201 m —2007. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1956, 1961, 1963, 1966, 1970, 1976,
1987, 1997 and 2007 by The American Institute of Architects. All rights reserved. WARNING: This AW Document is protected by U.S. Copyright Law and ��
International Treaties. Unauthorized reproduction or distribution of this AIAe' Document, or any portion of It, may result in severe civil and criminal
penalties, and will be ,prosecuted to the maximum extent possible under the Yaw. This document was produced by AIA software at 14:54:17 on 0910612016
under Order No.5812203597 1 which expires on 1113012016, and is not for resale.
User Notes: (1433357930)
The Architect has authority to order minor changes in the Work not involving adjustment in the Contract Sum or
extension of the Contract Time and not inconsistent with the in•�Contract Documents. Such changes will be
effected by written order signed by the Architect and shall be binding on the Owner and Contractor.
PAGE 25
§ 9.3.1 At least ten days before the date established for each progress payment, the Contractor shall submit to the
Architect an itemized Application for Payment prepared in accordance with the schedule of ,
Sem#iem 0.2. for- eampleted ...,,bees, the WeA values. Such application shall be notarized, if required, and
supported by such data substantiating the Contractor's right to payment as the Owner or Architect may require, such
as copies of requisitions from Subcontractors and material suppliers which Contractor has a Subcontract
or Purchase Order, and shall reflect retainage if provided for in the Contract Documents.
PAGE 26
§ 9.3.3 The Contractor warrants that title to all Work covered by an Application for Payment will pass to the Owner
no later than the time of payment. The Contractor 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 Contractor's knowledge, information and belief, be free and clear of liens, claims,
security interests or encumbrances in favor of the Contractor, Subcontractors, material suppliers, or other persons or
entities making a claim by reason of having provided labor, materials and equipment relating to the WeFk-W rk, and
conditional and unconditional lien releases shall be furnished with each Application for Payment,
§ 9.4.2 The issuance of a Certificate for Payment will constitute a representation by the Architect to the Owner,
based on the Architect's observation and/or evaluation of the Work and the data comprising the Application for
Payment, that, to the best of the Architect's knowledge, information and belief, and in Architect's professional
opinion, the Work has progressed to the point indicated and that the quality of the Work is in accordance with the
Contract HeeeR4is-.-Documents, and that Architect has critically evaluated and certified that the amounts requested
in the Application for Payment are valid and correct. The foregoing representations are subject to an evaluation of
the Work for conformance with the Contract Documents upon Substantial Completion, to results of subsequent tests
and inspections, to correction of minor deviations from the Contract Documents prior to completion and to specific
qualifications expressed by the Architect. The issuance of a Certificate for Payment will further constitute a
representation that the Contractor is entitled to payment in the amount certified. However, the issuance of a
Certificate for Payment will not be a representation that the Architect has (1) made exhaustive or continuous on-site
inspections to check the quality or quantity of the Work, (Z) reviewed construction means, methods, techniques,
sequences or procedures, (3) reviewed copies of requisitions received from Subcontractors and material suppliers
and other data requested by the Owner to substantiate the Contractor's right to payment, or (4) made examination to
ascertain how or for what purpose the Contractor has used money previously paid on account of the Contract Sum..
PAGE 27
7 repeated and/or substantial failure to carry out the Work in accordance with the Contract Documents.
§ 9.5.3 If the Architect withholds certification for payment under Section 9.5.1.3, ,
based upon filing of any stop notice or mechanic's lien by Contractor's Subcontractors of any tier, the Owner may,
upon -fifteen-(I 5) calendar days notice to Contractor_ allowing Contractor an opportunity to cure the matter, issue
joint checks to the Contractor and to any Subcontractor or material or equipment suppliers to whom the Contractor
failed to make payment for Work properly performed or material or equipment suitably delivered. If the Owner
makes payments by joint check, the Owner shall notify the Architect and the Architect will reflect such payment on
the next Certificate for Payment.
Additions and Deletions Report for AIA Document A201 TM —2007. Copyright 01911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1974, 1978,
1987, 1997 and 2007 by The American Institute of Architects. All tights reserved. WARNING. This AIA® Document is protected by U.S. copyright Law and
International Treaties. Unauthorized reproduction or distribution of this AIAe Document, or any portion of it, may result in severe civil and criminal
penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 14:64:17 on 0910612016
under Order No. 5812203597_1 which expires on 1113012016, and is not for resale.
User Notes: (1433357930)
§ 9,6.1 After the Architect has issued a Certificate for Payment, the Owner shall make payment in the manner and
within the time provided in the Contract Documents, and shall so notify the Architect. Notwithstanding anything to
the contrary set forth herein, the Owner must approve, in writing, all payments to a Contractor.
If the Architect does not issue a Certificate for Payment, through no fault of the Contractor, within seven days after
receipt of the Contractor's Application for Payment, or if the Owner does not pay the Contractor within severe -thirty
Qhdays after the date established in the Contract Documents the amount certified by the Architect or awarded by
binding dispute resolution, then the Contractor may, upon seven additional days' written notice to the Owner and
Architect, 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 Contractor's reasonable costs
of shut -down, delay and start-up, plus interest as provided for in the Contract Documents.
PAGE 28
§ 9,8,2 When the Contractor considers that the Work, or a portion thereof which the Owner agrees to accept
separately, is substantially complete, the Contractor shall note the Architect to prepare a
comprehensive 4-it-p21chIist 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 Contractor to complete all Work in accordance with the Contract
DeeUmenDocuments, however after such unchlist is r tired and transmitted to Contractor, any other item will
be deemed Warrantv.
§ 9,8,3 ' The Architect will make an inspection to determine whether the
Work or designated portion thereof is substantially complete. If the Architect's inspection discloses any item,
Wheihef Of -"'t iFiekfded OR the 100 flt ffiet,._'..1_..t, which is not sufficiently complete in accordance with the Contract
Documents so that the Owner can occupy or utilize the Work or designated portion thereof for its intended use, the
Contractor shall, before issuance of the Certificate of Substantial Completion, complete or correct such item upon
notification by the Architect. In such case, the Contractor shall then submit a request for another inspection by the
Architect to determine Substantial Completion,
PAGE 33
§ 11.3.7 urenrrtsc OF C'1 BROGATtnu
�■i 11rCI[L OTiiG Q TR77
'Fhe Owner and Contr-aetor waive. all rights against (1) eneh otheiF and any of theif subeentreeters,
v , agents and employees, ; 1 7
, nay,
5 t ,
agentsan employees, for damages eaused by fire or- etheF eauses of loss to the extent etivered by pr-ep"
sueh rights as they ha,.re to proeeeds ofsueh insuranee held by the Owner- as fidueiary. The OweeF
dPsG-r-*hc-d 611 Artiele 6, if ,and the SHWOH&HOEWS, 7
them, agents and employees at awy-of
r
written where legnily required feF validity, simfliw walvers eaeb on fAA;AF Fkather-,Mse� A vvaiveF of subr-agation shall be effeetive as to a per -son or eatity even though that per-saia of: entit)
dir-eetly or f
and vichpthpw Ar not the per -son oF entit3, had an insuirable inter -est in the preper4,,
damaged.PARAGRAPH DELETED
§ 11 .3.8 A loss insured under the Owner's property insurance shall be adjusted by the Owner
puribla the 11..,.,...... s fide f .. the ....1,. ., th ei a st
payable ",y .� � -, and made payable to the Owner,
subject to requirements of any applicable mortgagee clause and of Section 11.3.10. The Contractor shall pay
Subcontractors their just shares of insurance proceeds received by the Contractor, and by appropriate agreements,
Additions and Deletions Report for AIA Document A20111 — 2007. Copyright 0 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1978.
1987, 1997 and 2007 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright l.aw and 1�
International Treaties. Unauthorized reproduction or distribution of this AIAe Document, or any portion of it, may result in severe civil and criminal
penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 14:54:17 on 09/06/2016
under Osier No.5812203597_1 which expires an 11/3012016, and is not for resale.
User Notes. [1433357930]
written where legally required for validity, shall require Subcontractors to make payments to their
Sub -subcontractors in similar manner.
§ 11.3.9 l f as : %4:itifig by a .,.,.., : nier-est
_..— L..-.3 r.._ ,...-r.r.., n.._ __+., a
PARAGRAPH DELETED
§ 11.3.10
intelesst Shall obj ee* in 'AT-iting Wi thiR fiVe da�5 after OCE-M-IFFE-M Fete 0- P -S-5 1`61 Oh e 0- Yffiff's eXeFei so ef th is Pe% -@F-; i
PARAGRAPH DELETED
§ 11.4.1 The Contractor shall furnish to Owner bonds covering Faithful performance of the Contract and payment of
obligations arising thereunder pursuant to Idaho Code Section 54-1926 and shall pay Contractor all such costs for
such bonds.
Contractor shall have the right to require �'�r Subcontractors to furnish bonds covering faithful
performance of the Contract and payment of obligations arising
thereunder. Subcontractor
bond costs shall be reimbursable provided that Contractor obtains prior written consent from the Owner for each
Subcontractor bond and the total cost of Subcontractor bonds do not exceed twenty-five (25%) of the Cost of the
Work.
PAGE 34
§ 12.1.1 If a portion of the Work is covered contrary to the Architect's written request or to requirements specifically
expressed in the Contract Documents, it must, if requested in writing by the Architect, be uncovered for the
Architect's examination and be replaced at the Contractor's expense without change in the Contract Time.
12.2.1.1 In accordance with the Droiect Architect. the Construction Manager shall develop and implement
procedures for orderly completion of punch list items, checkout of utilities, operational systems and equipment and
initial startuR and testing. Preparation and delivery to the Owner of warranties. as built drawings. maintenance
manuals. and the like, and generally administer closeout of the Project. The Construction Manager shall facilitate
performance of all warranty obligations. resolution of all claims, and other post -construction requirements.
§ 12.2.2.1 In addition to the Contractor's obligations under Section 3.5, if, within one two years 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 Contract Documents,
any of the Work is found to be not in accordance with the requirements of the Contract Documents, the Contractor
shall correct it promptly after receipt of written notice from the Owner to do so unless the Owner has previously
given the Contractor a written acceptance of such condition. The Owner shall give such notice promptly after
discovery of the condition. During the one-yeat'•two-year period for correction of Work, if the Owner fails to notify
the Contractor and give the Contractor an opportunity to make the correction, the Owner waives the rights to require
correction by the Contractor and to make a claim for breach of warranty. If the Contractor fails to correct
Additions and Deletions Report for AIA Document A201"r —2007. Copyright 0 1911, 1915, 1918, 1925, 19637, 1951, 1958, 1961, 1963, 1966, 1970, 1976,
1967, 1997 and 2007 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is ,protected by U.S. Copyright Law and 13
International Treaties. Unauthorized reproduction or distribution of this AIAe Document, or any portion of it, may result in severe civil and criminal
penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 14:54:17 on 09/0612016
under Order No.5812243597_1 which expires on 1113012016, and is not for resale.
User Notes: (1433357930)
nonconforming Work within a reasonable time during that period after receipt of notice from the Owner or
Architect, the Owner may correct it in accordance with Section 2.4.
§ 12.2.2,2 The one-yeaF-two-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.
12.2.2.3 The ane-yea!=two-yearperiod for correction of Work shall not be extended by corrective Work performed
by the Contractor pursuant to this Section 12.2.
PAGE 35
The Contract shall be governed by the law of the ple..e vvhe. _ the Prejeef is heated emeept that, if the paFfles hay
4 -5 -4 -State of Idaho.
PAGE 36
Payments due and unpaid under the Contract Documents shall bear interest from the date payment is due at such rate
as the pftAieS F38)' Bg]-Be or, in the abseaeo ther-eef-, at the legal Fate prevailing fFafn time te HMO a
the ,..laee . hei:e the �..,._e... ��'ReT`Ta.identified in Section 4.2.2 of AIA Document A133-2009 as amended for this
Project.
The Owner and Contractor 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 final dispute resolution method selected in the Agreement within the time period specified by applicable law-,
laws of the State of Idaho. but in any case not more than 10 years after the date of Substantial Completion of the
Work. the Owner and Contractor waive all claims and causes of action not commenced in accordance with this
Section 13.7.
.3 Because the Architect has not issued a Certificate for Payment and has not notified the Contractor of
the reason for withholding certification as provided in Section 9.4.1, or because the Owner has not
made payment on a Certificate for Payment within forty-five (45) days of the time stated in the
Contract Documents: or
§ 14.1.3 If one of the reasons described in Section 14.1.1 or 14.1.2 exists, the Contractor may, upon seven days'
written notice to the Owner and Architect, terminate the Contract and recover from the Owner payment for Work
executed, including reasonable overhead and profit, and costs incurred by reason of such ieFminatien, and damages.
termination..
PAGE 37
1 fepestedly refuses or fails to supply enough properly skilled workers or proper materials;
�p�disregards applicable laws, statutes, ordinances, codes, rules and regulations, or lawful
orders of a public authority; or
Additions and Deletions Report for AIA Document A201TM —2007. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1975,
1987, 1997 and 2007 by The American Institute of Architects. All rights reserved. WARNING: This AIAe Document is protected by U.S. Copyright Law and 14
International Treaties. Unauthorized reproduction or distribution of this AIAe Document, or any portion of it, may result in severe civil and criminal
penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIR software at 14:54:17 on 0 910 612 0 1 6
under Order No.5812203597_1 which expires on 11130/2016, and is not for resale.
User Notes: (1433357930)
I that performance i-,, was Aff .• emil,, h •,o hemm se -suspended, delayed or interrupted by another cause
for which the Contractor is responsible, or
PAGE 38
§ 14,4.3 In case of such termination for the Owner's convenience, the Contractor shall be entitled to receive payment
for Work executed, and costs incurred by reason of such
044 ` nf: -e` �a.termination.
POIN
- - -. ■
PAGE 39
§ 15.2.6.1 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 patty receiving the
demand fails to file for mediation within the time required, then both parties waive 4 -he th3eir rights to mediate or
pursue binding dispute resolution proceedings with respect to the initial decision.
§ 15.3.1 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, sad, �9.10 4 and 9 10.5 shall be subject to mediation as a
condition precedent to binding dispute resolution.
§ 15.3.2 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 Ionger period by agreement of the
parties or court order.- an - kFat-on ed P HFSH ftflt — thiS Seel i OR 1 S. ;.2, --- PEIF
Additions and Deletions Report for AIA Document A201" —2007. Copyright® 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976,
1987, 1997 and 20107 by The American Institute of Architects. All rights reserved. WARNING, This A1Ae Document is protected by U.S. Copyright Law and 15
International Treaties- Unauthorized reproduction or distribution of this AIAe Document, or any portion of it, may result in severe civil and criminal
penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 14:54:17 on 0910812016
under Order No.5612203597_1 which expires on 1113012016, and is not for resale.
User Notes: (1433357930)
Additions and deletions Report for AIA Document A201- —2407. Copyright 01911, 1915, 1918, 1925, 1937, 1951, 1956, 1961, 1963, 1966, 1970, 1976,
1987, 1997 and 2007 by The American Institute of Architects. All rights reserved. WARNING: This AIA' Document is protected by U.B. Copyright Caw and ��
International Treaties. Unauthorized reproduction or distribution of this AIAe Document, or any portion of it, may result in severe civil and criminal
penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 14:54:17 on 09f0612016
under Order No.5812203597_1 which expires on 1113012016, and is not for resale.
User Notes: {1433357934}
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Public Works Search ,� Search Again Download Results Printable View
Company Name License Number Work Categorylsl License Type License Class Status Applicant Name Owner Nan
Neil W Nelson PWC -CM -15418 CONST MGR ACTIVE Nell W. Nelson
First Prev Page. 1 of 1
Details - License Number: PWC -CM -15418
L c Infol Fees $2,200.00
Registration #:
PWC -CM -15418
Issue:
12/31/2015
Expire:
12/31/2016
Type:
PUBLIC WORKS
Sub -Type:
CONST MGR
Status:
ACTIVE
Company:
Neil W. Nelson
Phone:
(208) 3623040
Cell:
Pager:
Fax:
(208)947-5803
Owner Name:
Next Last
i
The Division of Building Safety, makes every effort to produce and publish the most current and accurate infonnat on possible No warranties, expressed or imp[. ed are provided for the data herein, its use, or
its interpretaton UfiFzatlon of this webs to ndlcates understanding and acceptance of this statement
1-800.9553044, 1090 E Watertower St, Suite 150 Meridian ID 83842
HOME I CONTACT
L.1+r.n•//.vn� Amo iA�Iin Pnhlir-WnrkeQParf-hRcltc acnx 9/9119016
IDSOS Viewing Business Entity
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s'to IDAHO SECRETARY OF STATE
Viewing Business Entity
p4r1, p4 C, Lawerence Denney, Secretary of State
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[ Get a certificate of existence for ENGINEERED STRUCTURES, INC.
[ Monitor ENGINEERED STRUCTURES, INC. business filings ]
ENGINEERED STRUCTURES, INC.
3330 E LOUISE DR STE 300
MERIDIAN, ID 83642
Type of Business: CORPORATION, GENERAL BUSINESS
Status: GOODSTANDING 17 Dec 1992
State of Origin: IDAHO
Date of 17 Dec 1992
Origination/Authorization:
Current Registered Agent: THOMAS D HILL
3330 E LOUISE DR STE 300
MERIDIAN, ID 83642
Organizational ID / Filing C100423
Number:
Number of Authorized Stock 10000
Shares:
Date of Last Annual Report: 14 Oct 2015
Annual Report Due: Dec 2016
Original Filing:
Filed 17 Dec 1992 INCORPORATION
Amendments:
Amendment Filed 28 May NAME CHANGED
1993 TO ENGINEERED
STRUCTURES,
INC.
Annual Reports:
Report for year 2015 ANNUAL REPORT
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I%j A v•1/„n,n„ nnn=oo;AIi , .,rnl,,,,l,l;r�/cmc rnrnirl nna�2 litml 9.l? 1 /9016
City Of Meridian
Detailed Statement of Revenues and Expenditures - Rev and Exp Report - Keith - Unposted Transactions Included In
Report
5200 - Parks - Admin
07 - Impact Fund
From 10/1/2015 Through 9/30/2016
Date: 9/21/16 04:12:05 PM Page: 1
Percent of
Budget with
Current Year
Budget
Budget
Amendments
Actual
Remaining
Remaining
Capital Outlay
96928
Reta Huskey Park
0000
NON -DEPARTMENTAL
0.00
42.12
(42.12)
0.00%
10518
Reta Huskey Park
59,401.96
15.12
59,386.84
99.97%
10518.a
Reta Huskey Park Design
51,862.00
51,862.00
0.00
0.00%
Total Capital Outlay
111,263.96
51,919.24
59,344.72
53.34%
TOTAL EXPENDITURES
111,263.96
51,919.24
59,344.72
53.34%
Date: 9/21/16 04:12:05 PM Page: 1
Memo
To: C. Jay Coles, City Clerk,
From: Keith Watts, Purchasing Manager
CC: Mike Barton
Date: 9/21/2016
Re: September 27th City Council Meeting Agenda Item
The Purchasing Department respectfully requests that the following item be placed on the
September 27th City Council Consent Agenda for Council's consideration.
Approval of AIA A133 & A201 Construction Management as General Contractor
Agreements to Engineered Structures, Inc. for the "RETA HUSKEY PARK" prosect.
The Not -To -Exceed amount for Pre -Construction Services will be $15,000. The
Guaranteed Maximum Price will be set through an addendum once bidding has
completed.
Recommended Council Action: Approval of AIA A133 & A201 Construction
Manager as General Contractor Agreement to Engineered Structures, Inc. for
the Not -To -Exceed Pre -Construction amount of $15,000.00. The Guaranteed
Maximum Price for Construction phase will be set once bidding has
concluded. This process has previously been approved by Council and the
agreement and has been reviewed by Legal.
Thank you for your consideration.
• Page 1