Board ofCommissioners 0 à Agenda Item Transmittal Form Procurement/Contract Transmittal Form BOR Type of Contract: CC Use Only Contract #: Submission Information: Vendor Information: Contact Name: Vendor Name: JR Bowman Construction Co. Andrew Hammer, Director of General Services Department: Address: 1605 S Zack Hinton Parkway McDonough, Ga General Services 30253 Project Title: JR Bowman - Fire Training Center Email: andy@)rbowman.com Budgeted: Yes Phone #: 770-389-9701 Funding Account Number: Contact: Andy Howard 327.3540-541305:31/S $ 1,470,000.00 328-3540-541305-31 / $ 472,635.00 Term of Contract: NA Contract Amount: 1,942,635.00 Contract Type: Services Contract Action: New Original Contract Number: Notes and Comments: General Services in conjunction with the Rockdale County Fire Department evaluated JR Bowman Construction as the highest rated responsive bidder for RFP #24-25 for the new Fire Training Center to be located at 2259 SW Smyrna Rd. General Services recommends approval ofthis contract. aas-272 EXHDBIT "B" SUPPLEMENTAL CONDITIONS 1. SCOPE OF SERVICES: The Contractor shall provide construction services and will furnish all products, tools, construction equipment, skill and labor of every description necessary to carry out and to complete in a good, firm, substantial workmanlike manner the design and construction of the Fire Training Center and in accordance with the County's Request for Proposal (RFP) No. 24-25 and Contractor's Proposal dated 2. RFP DOCUMENTS: The Contract Document, Proposal, addenda, drawings, and RFP are considered essential parts of the Contract, and requirements occurring in one are as binding as though occurring in all. They are intended to define, describe and provide for all labor necessary to complete the Work in an acceptable manner, ready for use, occupancy, or operation by the County. 3. TIME AND LIQUIDATED DAMAGES FOR DELAY Contractor must begin construction within ten (10) days from the date ofi the Notice to Proceed. Failure to complete construction within the time period given in the contract, the Contractor shall pay the County liquidated damages in the amount of One Hundred Dollars and Zero Cents ($100.00) for each day in excess oft the Contract Time unless an extension of the Contract Time has been obtained by Change Order, as defined in the Contract. 4. ADDITIONAL DUTIES AND RESPONSIBLITIES: Contractor shall procure lien waivers and warranties from all Subcontractors and Suppliers and, at the request ofthe Owner, shall transmit these to the Owner. Contractor shall review all such warranties and shall certify to Owner that the warranties are in strict compliance with the requirements of the Contract. Contractor shall prepare and provide to Owner a complete set of all as-built drawings which shall be complete and, except as specifically noted, shall reflect performance of the Work in strict compliance with the requirements of the Contract. The Contractor shall, upon completion ofi the Work, furnish a marked set of Drawings showing the field changes, as actually installed and as specified under sections of the Specifications, and deliver them to the Owner. 5. INSURANCEBONDS. The Contractor shall not commence any work under this Contract until all insurance and surety bonds, as stipulated in RFP, have been obtained and such insurance and surety bonds have been approved by the County, nor shall the Contractor allow any 1 subcontractor to commence any. work on subcontractor's contract until all similar insurance and bonds required oft the subcontractor have been sO obtained and approved by the Contractor. Performance and Payment Bonds. The Contractor shall furnish a Contract Performance Bond and a Payment Bond, each equal to one hundred percent (100%) of the Contract Price, on the forms attached below. The life of these bonds shall extend through the life oft this Contract including a sixty (60) day maintenance period (where applicable) and a twelve month guarantee period after the completion of work performed under this Contract. 6. INTERRUPTION OF FACILITY OPERATIONS. The Contractor shall provide the County with written notice at least three days prior to any interruption in facility operations required by construction activity. The notice shall include the date and time of the scheduled interruption, the length of time the interruption will be in effect, the procedures to be followed, a complete identification of all those processes, equipment and operations to be affected, and all other information the County may require. The Contractor shall provide any equipment, piping, auxiliary power or other means necessary to sustain facility operations. 7. RELATIONSHIP OF PARTIES. It is understood by the parties that Contractor is an independent contractor with respect to the County and not an employee ofthe County. 8. PROPRIETARY INFORMATION. Contractor recognizes that the County has and will have the following information: prices apparatus process information technical information and other proprietary information (collectively "Information") which are valuable, special and unique assets of the County. Contractor will not at any time or in any manner, either directly or indirectly, use any Information for Contractor's own benefit, or divulge, disclose, or communicate in any manner any Information to any third party (with the exception of Contractor's own employees or Contractor's hired to perform the services required by this contract) without prior written consent of the County. Contractor will protect the Information and treat it as strictly confidential, A violation of this section shall be a materiai violation of this Agreement. 9. CONMDENTIALITY AFTER TERMINATION. The confidentiality provisions of this Agreement shall remain in full force and effect after the termination oft this Agreement. 10. SEVERABILITY. Ifa any provision ofthis Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. Ifa court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as sO limited. 2 11. WAIVER OF CONTRACTUAL RIGHT. The failure of either party to enforce any provision oft this Agreement shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision ofthis Agreement. 12. GOVERNING LAW. This Agreement shall be governed by the laws of the State of Georgia. 13. CORPORATE AUTHORITY, Contractor represents to the County that this Agreement, the transaction contemplated in this Agreement, and the execution and delivery hereof, have been duly authorized by all necessary corporate proceedings and actions, including, without limitation, the action on the part of the directors. The individual executing this Agreement on behalf of Contractor warrants that he or she is authorized to do sO and that this Agreement constitutes the legally binding obligation of the corporation. 14. INTERPRETATION. Should any provision of this Agreement require a judicial interpretation, the parties agree that the body interpreting or construing this Agreement will not apply the assumption that the terms of this Agreement will be more strictly construed against one party by reason of the rule of legal construction that an instrument is to be construed more strictly against the party which itself or through its agents prepared the Agreement. The parties acknowledge and agree that they and their agents have each participated equally in the negotiation and preparation of this Agreement. 15. VENUE & JURISDICTION. The County and the Contractor, by entering into this Promissory Note, hereby agree that the courts of Rockdale County, Georgia shall have jurisdiction to hear and determine any claims or disputes between them pertaining directly or indirectly to this Agreement. Contractor expressly submits and consents in advance to such jurisdiction in any action or proceeding commenced in said courts. The choice of forum set forth in this section shall not be deemed to preclude the bringing of any action by the County or the enforcement by the County of any judgment obtained in such forum in any other appropriate jurisdiction. Further, the Contractor hereby waives the right to assert the defense of forum non- conveniens and the right to challenge the venue of any court proceeding. 16. BINDING EFFECT. This Agreement shall be binding upon the Contractor and its successors and permitted assigns. 17. ORDER OF IMPORTANCE OF DOCUMENTS. If any portion of the Contract Documents shall be in conflict with any other portion, the various documents comprising the Contract Documents shall govern in the following order of precedence: 1) the Agreement, 2) the RFP, 3) any Addenda, 4) change orders, 5) the exhibits, and 6) portions of Contractor's proposal that was accepted by the County and made a part ofthe Contract Documents. 18. FURTHER ASSURANCES. The Contractor agrees to execute, acknowledge, seal and deliver, after the date of this Agreement, without additional consideration, such further assurances, instruments and documents, and to take such further actions, as the County may reasonably request in order to fulfill the intent of this Agreement and the transactions contemplated by this Agreement. 3 19. ENTIRE AGREEMENT. This Agreement, its attachments and essential documents (as provided in paragraph 1 above) represent the entire understanding of the parties with regard to the subject matter ofthis Agreement. There are no oral agreements, understandings, or representations made by any party to this Agreement that are outside oft this Agreement and are not expressly stated in it. No supplement, modification, or amendment of this Agreement will be binding unless executed in writing by all parties. By signing this Agreement, the parties acknowledge that they have read each and every page of this Agreement before signing same and that they understand and assent to all the terms thereof. In addition, by signing this Agreement, the parties acknowledge that they are entering into this Agreement freely and voluntarily and under no compulsion or duress. IN WITNESS WHEREOF, The County and Contractor have executed this Agreement by their duly authorized representatives on the date and year first above written. 4 Document A141 - - 2014 AIA Standard Form of Agreement Between Owner and Design-Builder AGREEMENT made as of the day of in the year 2025 fn words, indicate day, month and year.) BETWEEN the Owner: ADDITIONS AND DELETIONS: The author of this document has Name, legal status, address and other information) added information needed for its completion. The author may also Rockdale County Board of Commissioner have revised the text of the original P.O. Box 289 AIA standard form. An Additions and 962 Milstead Avenue Deletions Report that notes added Conyers Ga 30012 information as well as revisions to the Telephone Number - 770-929-4009 standard form text is available from the author and should be reviewed. A vertical line in the left margin oft this document indicates where the author has added necessary' information and thel Design-Builder and where the author has added to or Name; legalstatus, address and other information) deleted from the original AIA text. This document has important legal JR. Bowman, Construction Co Inc consequences. Consultation with an 1605 S Zack Hinton Parkway attorney is encouraged with respect McDonough, Ga 30253 toi its completion or modification. Consultation with an attorney is also encouraged with respect to professional licensing requirements in the jurisdiction where the Project is for the following Project: located. (Name, location and detailed description) Rockdale County Fire Training Center 2259 SW Smyma Rd Conyers,Ga 30012 The Owner and Design-Builder agree as follows. Init. AIADocumentA141- - 2014. Copyright0: 2004 and: 2014. Alli rights reserved. "The American Institute of Architects," ""American Institute of Architecis," ""AIA," the AIA Logo, and' "AIA Contract Documents" are trademarks of The American Institute ofA Architects. This document was produced at 11:56:01. ET on 06/05/2025 under 1 Order No.21146280691 which expires on 05/12/2026, isr not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documentse Terms of Service. To report copyright violations, e-mail doehio@acomtracis.com. User Notes: (1514961455) TABLE OF ARTICLES 1 GENERAL PROVISIONS 2 COMPENSATION AND PROGRESS PAYMENTS 3 GENERAL REQUIREMENTS OF THE WORK OF THE DESIGN-BUILD CONTRACT 4 WORK PRIOR TO EXEÇUTION OF THE DESIGN-BUILD AMENDMENT 5 WORK FOLLOWING EXECUTION OF THE DESIGN-BUILD AMENDMENT 6 CHANGES IN THE WORK 7 OWNER'S RESPONSIBILITIES 8 TIME 9 PAYMENT APPLICATIONS AND PROJECT COMPLETION 10 PROTECTION OF PERSONS AND PROPERTY 11 UNCOVERING AND CORRECTION OF WORK 12 COPYRIGHTS AND LICENSES 13 TERMINATION OR SUSPENSION 14 CLAIMS AND DISPUTE RESOLUTION 15 MISCELLANEOUS PROVISIONS 16 SCOPE: OF THE AGREEMENT TABLE OF. EXHIBITS A DESIGN-BUILD AMENDMENT B NSURANCE AND BONDS SUSTAINABLE PROJECTS ARTICLE 1 GENERAL PROVISIONS $ 1.1 Owner's Criteria This Agreement is based on the Owner's Criteria set forth in this Section 1.1. (Note the disposition for thefollowing items by inserting the requested information or a statementsuch as "not applicable", or 'unknown at time ofexecution. " Ifthe Owner intends to provide a. set ofdesign documents, and the requested information is contained in the design documents, identify the design documents and insert "see Owner's design documents' ". where appropriate.) $ 1.1.1 The Ownèr's program for the Project: (Setforth thej program, identify documentation in which the program is setforth, or state the manner in which the program will be developed.) See attached RFP 24-25 > all addenda, and Design-Builder's proposal listed collectively as Exhibit C and incorporated hereby into this contract $ 1.1.2' The Owner's design requirements for the Project and related documentation: AIAI Document/ A141 2014. Copyright 02 2004 and 2014.Allri rights reserved. "The American Institute of Architecis,"American Institute ofArchitects," ""AIA,"the. AIA Logo, and "AIA Contraci Documents" are trademarks of The. American institute of Architects. This document was produced at 11:56:01 ET on 06/05/2025 under 2 Order No.2114628069 which expires on 05/12/2026, ist not for resale, isl Iicensed for one-time use only, and may only be usedi in accordance with the AIA Contract Documents Terms of Service. To report copyright violations, e-mail dedhiogahncontinciscom. User Notes: (1514961455) (Identify below, or in an attached exhibit, the documentation that contains the Owner's design requirements, including any performance specifications for the Project.) See attached RFP 24-25, all addenda, and Design-Builder's proposal listed collectively as Exhibit C and incorporated hereby into this contract $ 1.1,3 The Project's physical characteristics: (Identify or describe, ifappropriate, size, location, dimensions, or other pertinent information, such as geotechnical reports; site, boundary and topographic surveys; traffic and utility studies; availability ofpublic and private utilities and services; legal description ofthe site; etc.) All that property located at 2259 SW Smyrna Rd Conyers- Parcels #013001020B and 013001024 as shown on the diagrams in the attached RFP. S 1,1.4 The Owner's anticipated Sustainable Objective for the Project, if any: (Identify the Owner's Sustainable Objectivefor the. Project such as Sustainability Certification, benefit to the environment, enhancement to the health and well-being afbuilding occupants, or improvement ofe energy efficiency. Ifthe Owner. identifies a Sustainable Objective, incorpordte. AIA. Document. A141TM-2014, Exhibit C, Sustainable. Projects, into this Agreement to define the terms, conditions and Work related to the Owner' ' Sustainable Objective.) N/A S 1.1.5 Incentive programs the Owner intends to pursue for the Project, including those related to the Sustainable Objective, and any deadlines for receiying the incentives that are dependent on, or related to, the Design-Builder's services, are as follows: (Identify incentive programs the Owner intends to, pursue. for the Project and deadlines for submitting or applying, for the incentive progrants.) N/A S 1.1.6 The Owner's budget for the Work to be provided by thel Design-Builder is set forth below: (Provide totalfor Owner's budget, and ifknown, a line item breakdown of costs.) Cost of the work is included in Design/Build Amendment S 1.1.7 The Owher's design and construction milestone dates: 1 Design phase milestone dates: See Design-Builder's proposal for design and construction schedule 2 Submission of Design-Builder Proposal: 3 Phased completion dates: 4 Substantial Completion date: .5 Other milestone dates: AIAI Document A141 2014. Copyright02004: and 2014. Allr rights reserved. "The American Institule of Architects, ""American Institute ofA Architects," ""AIA," the AIA Logo, and" "AIA Contract Documenis" aret trademarks of The American Institute of Architects." This document was produced at 11:56:01 ET on 06/05/2025 under Order No.2114628069 whlch expires on 05/12/2026, ist not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract 3 Documentse Terms of Service. To report copyright violations, e-mail pdnogalacomracik.com. User Notes: (1514961455) $ 1.1.8 The Owner requires the Design-Builder to retain the following Architect, Consultants and Contractors at the Design-Builder's cost: (List name, legal. status, address and other nformation.) 1 Architect To be selected by Design-Builder 2 Consultants 3 Contractors S 1.1.9. Additional Owner' s Criteria upon which the Agreement is based: (Identif special characteristics or needs ofthe Project not identified elsewhere, such as historic preservation requirements.) NÀ $ 1.1.10 The Design-Builder shall confirm that the information included in the Owner's Criteria complies with applicable laws, statutes, ordinançes, codes, rules and regulations, or lawful orders of public authorities. $ 1.1.10.1 Ifthe Owner's Criteria conflicts with applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities, the Design-Builder shall notify the Owner ofthe conflict. S 1.1,11 Iftheré is a change in the Owner's Criteria, the Owner and the Design-Builder shall execute a Modification in accordance with Article 6, S 1.1.12. Ifthe Design-Builder and Contractor intend to transmit Instruments of Service or any other information or documentation in digital form, or utilize building information modeling, they shall endeavor to establish written protocols governing the development, use, transmission, reliance, and excharige of digital data, including building information modeling. S 1.2 Project Team $ 1.2.1 The Owner identifies the following representative in accordance with Section 7.1.1: (List name, address and other information.) Dominick Villano PO Box 289 962 Milstead Ave Conyers Gà 30012 telephone- 770-278-7091 Domimickylano@rockdleoumygagoy S 1.2.2The persons or entities, in addition to the Owner's representative, who are required to review the Design-Builder' 's Submittals are as follows: (List name, address and other information.) S 1.2.3The Owner will retain the following consultants and separate contractors: (List discipline, scope ofwork, and, ifknown, identify by name and address.) $ 1.2.4 The Design-Builder identifies the following representative in accordance with Section 3.1.2: AIAL Document A141 - 2014, Copyright02 2004 and 2014. Allrights reserved. "The American Institute of Architects," "American Institute ofA Architects," ""AIA,"the AIA Logo, and"AIA Contract Documents" are trademarks ofT The American Institute of Architects. This document was produced at 11:56:01 ET on 06/05/2025 under 4 Order No.2114628069 which expires on 05/12/2026, Is noti for resale, is licensedi for one-time use only, andi may onlyb be used In accordance with the AIA Contract Documentso7 Terms of Service. To report copyright violations, o-mail doéhio@alcontacts.com. User Notes: (1514961455) (List name, address and other information.) J.R. Bowman Construction Co Inc 1605 S Zack Hinton Parkway McDonough, Ga 30253 Andy Howard andy@rbowman.com 770-389-9701 S 1.2.5 Neither the Owner' s nor the Design-Builder'" 's representative shall be changed without ten days' written notice to the other party. S 1.3 Binding Dispute Resolution For àny Claim subject to, but not resolved by, mediation pursuant to Section 14.3, the method ofl binding dispute resolution shall be the following: (Check the appropriate box. Ifthe Owner and Design-Builder do not select a method ofbinding dispute resolution below, or do not subsequently agree in writing to a binding dispute resolution other than litigation, Claims will be resolved by litigation in a court of competentjurisdiction) [ ] Arbitration pursuant to Section 14.4 - X ] Litigation in a court of competent jurisdiction [ 1 - Other: (Specify) $ 1.4 Definitions $ 1.4.1 Design-Build Documents. The: Design-Build Documents consist of this Agreement between Owner and Design-Builder and its attached Exhibits (hereinafter, the "Agreement"); other documents listed in this Agreement; and Modifications issued after execution of this. Agreement, A Modification is (1) a written amendment to the Contract signed by both parties, including the Design-Build Amendment, (2) à Change Order, or (3) a Change Directive. $ 1.4.2 The Contract, The Design-Build Documents form the Contract. The Contract represents the entire and integrated agreement between the parties and supersedes prior negotiations, representations or agreements, either written or oral. The Contract may be amended or modified only by a Modification. The Design-Build Documents shall not be construed to create a contractual relationship of any kind between any persons of entities other than the Owner and the Design-Builder. S 1.4.3 The Work, The term "Work" means the design, construction and related services required to fulfill the Design-Builder's obligations under the Design-Build Documents, whether completed or partially completed, andi includes all labor, materials, equipment and services provided or to be provided by the Design-Builder. The Work may constitute the whole or a part oft thel Project. 5 1.4,4 The Project. The Project is the total design and construction of which the Work performed under the Design-Build Documents may be the whole or a part, and may include design and construction by the Owner and by separate contractors. $ 1.4.5 Instruments of Service. Instruments ofService are representations, in any medium of expression now known or later developed, of the tangible and intangible creative work performed by the Design-Builder, Contractor(s), Architect, and Consultant(s) under their respective agreements. Instruments of Service may include, without limitation, studies, surveys, models, sketches, drawings, specifications, digital models and other similar materials. S 1.4.6 Submittal. A Submittal is any submission to the Owner for review and approval demonstrating how the Design-Builder proposes to conform to the Design-Build Documents for those portions ofthe Work for which the Design-Build Documents require Submittals. AIAI Document/ A141 2014. Copyrighte 0: 2004 and 2014. Allr rights reserved, "The American Institute of Architects," ""American! Institute ofArchitects," AIA : ""AIA," the Logo, and' "AIA Contract Documents" are trademarks of The. American Institute of Architects. This document was produced at 11:56:01 ET on 06/05/2025 under 5 Order No.2114628069 whlch expires on 05/12/2026, is noti for resale, isl licensed for one-time use only, and may only be used in accordance with the. AIA Contract Documentse Terms of Sorvice. Tor report copyright violations, e-mail doinioaincontdls.com. User Notes: (1514961455) Submittals include, but are not limited to, shop drawings, product data, and samples. Submittals are not Design-Build Documents unless incorporated into a Modification. S 1,4.7 Owner. The Owner is the person or entity identified as such in the Agreement and is referred to throughout the Design-Build Documents as if singular in number. The term "Owner" means the Owner or the Owner's S authorized representative. S 1.4.8 Design-Builder. The Design-Builder is the person or entity identified as such in the Agreement and is referred to throughout the Design-Build Documents as if singular in number. The term Design-Builder" means the Design-Builder or the Design-Builder's authorized representative. $ 1.4.9 Consultant. A Consultant is a person or entity providing professional services for the Design-Builder for all or a portion of the Work, and is referred to throughout the Design-Build Documents as f singular in number. To the extent required by the relevant jurisdiction, the Consultant shall be lawfully licensed to provide the required professional services. 5 1,4.10 Architect. The Architect is a person or entity providing design services for the Design-Builder for all or a portion of the Work, and is lawfully licènséd to practice architecture in the applicable jurisdiction. The Architect is referred to throughout the Design-Build Documents as ifs singular in number. 5 1.4.11 Contractor, A Contractor is a person or entity performing all or a portion of the construction, required in connection with the Work, for the Design-Builder. The Contractor shall be! lawfully licensed, if required in the jurisdiction where the Project Is located. The Contractor is. referréd to throughout the Design-Build Documents as if singular in number and means a Contractor or an authorized representative of the Contractor. $ 1.4.12 Confidential Information. Confidential Information is information containing confidential or business proprietary information that is clearly mnarked as confidential." $ 1.4.13 Contract. Time. Unless otherwise provided, Contract Time is the period of time, including authorized adjustments, as set forth in the Design-Build Amendment for Substantial Completion of the Work. $ 1.4.14 Day. The term "day" as used in thel Design-Build Documents shall mean calendar day unless otherwise specifically defined. $ 1.4.15 Contract Sum, The Contract Sum is the amount to be paid to the Design-Builder for performance oft the Work after execution of the Design-Build Amendment, as identified in Article A.1 of the Design-Build Amendment. ARTICLE2 COMPENSATION. AND PROGRESS PAYMENTS S 2.1 Compensation for Work Performed Prior To Execution of Design-Build Amendment S 2.1.1 Unless otherwise agreed, payments for Work performed prior to Execution of the Design-Build Amendment shall be made monthly. For the Design-Builder's) performance of Work prior to the execution oft the Design-Build Amendment, the Owner shall compensate the Design-Builder as follows: (Insert amount of, or basis for, compensation, including compensation, for any Sustainability Services, or indicate the exhibit in which thei information is provided.. Ifthere will be a limit on the fotal amount ofcompensation) for Work performed prior to the execution ofthe Design-Build. Amendment, state the amount ofthe limit.) NA $ 2.1.2 The hourly billing rates for services of the Design-Builder and the Design-Builder's Architect, Consultants and Contractors, if any, are set forth below. (Ifa applicable, attach an exhibit of hourly billing rates or insert them below.) Individual or Position Rate S 2.1.3 Compensation for Reimbursable Expenses Prior To Execution of Design-Build Amendment S 2.1.3.1 Reimbursable Expenses are in addition to compensation set forth in Section 2.1.1 and 2.1.2 and include expenses, directly related to the Project, incurred by the Design-Builder and the Design-Builder's Architect, Consultants, and Contractors, as follows: AIAI Document, A141 2014. Copyrighte 02 2004 and? 2014.All rights reserved. "The American Institute of Architects," ""American Instilute ofArchitects, ""AIA,"1 the AIA Logo, and' "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 11:56:01 ET on 06/05/2025 under 6 Order No.2114628069 which expires on 05/12/2026, is notf for resale, Is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documentse Terms of Service." Tor report copyright violations, e-mall cno@aacomtracti.com. User Notes: (1514961455) 1 Transportation and authorized out-of-town travel and subsistence; .2 Dedicated data and communication services, teleconferences, Project web sites, and extranets; 3 Fees paid for securing approval of authorities having jurisdiction over the Project; 4 Printing, reproductions, plots, standard form documents; 5 Postage, handling and delivery; .6 Expense of overtime work requiring higher than regular rates, if authorized in advance by the Owner; 7 Renderings, physiçal models, mock-ups, professional photography, and presentation materials requested by the Owner; .8 All taxes levied on professional services and on reimbursable expenses; and .9 Other Project-related expenditures, if authorized in advance by the Owner. S 2.1.3.2 For Reimbursable Expenses, the compensation shall be the expenses the Design-Builder and the Design-Builder's Architect, Consultants and Contractors incurred, plus an administrative fee of percent ( %) oft the expenses incurred. $ 2.1.4 Payments to the Design-Builder Prior To Execution of Design-Build Amendment $ 2.1.4.1 Payments are due and payable upon presentation oft the Design-Builder's invoice. Amounts unpaid ( ) days after the invoice date shall bear interest at the rate entered below, or in the absence thereof at the legal rate prevailing from time to time at the principal place ofbusiness of the Design-Builder. (Insert rate of monthly or annual interest agreed u % 5 2.14.2 Records ofReimbursable, Expenses and services performed on the basis ofhourly rates shall be available to the Owner at mutually çonvenient times for a period of two years following execution of the Design-Build Amendment or termination of this Agreement, whichevér occurs first. $ 2.2 Contract Sum and Payment for Work Performed After Execution of Design-Build Amendment For the. Design-Builder's; performance ofthe Work after execution ofthel Design-Build Amendment, the Owner shall pay to the Design-Builder the Contract Sum in current funds as agreed in the Design-Build Amendment. ARTICLE3 GENERAL REQUIREMENTS OF THE WORK OF THE DESIGN-BUILD CONTRACT S 3.1 General S 3.1.1: The Design-Builder shall comply with any applicable licensing requirements in the jurisdiction where the Project is located. 5 3.1.2 The Design-Builder shall designate in writing a representative who is authorized to act on the Design-Builder's S behalf with respect to the Project. S 3.1.3 The Design-Builder shall perform the Work in accordance with the Design-Build Documents. The Design-Builder shall not be relieved of the obligation to perform the Work in accordance with the Design-Build Documents by the activities, tests, inspections or approvals oft the Owner. S 3.1.3.1 The Design-Builder shall perform the Work in compliance with applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of] public authorities. Ifthe Design-Builder performs Work contrary to applicable laws, statutes, ordinances, codès, rules and regulations, and lawful orders of public authorities, the Design-Builder shall assume responsibility for such Work and shall bear the costs attributable to correction. S 3.1.3.2. Neither the Design-Builder nor any Contractor, Consultant, or Architect shall be obligated to perform any act which they believe will violate any applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities. Ifthe Design-Builder determines that implementation of any instruction received from the Owner, including those in the Owner's Criteria, would cause a violation of any applicable laws, statutes, ordinances, codes, rules and. regulations, or lawful orders of public authorities, the Design-Builder shall notify the Owner in writing. Upon verification by the Owner that a change to the Owner's Criteria is required to remedy the violation, the Owner and the Design-Builder shall execute a Modification in accordance with Article 6. S 3.1.4 Thel Design-Builder shall be responsible to the Owner for acts and omissions of the. Design-Builder' ES employees, Architect, Consultants, Contractors, and their agents and employees, and other persons or entities performing portions ofthe Work. $ 3.1.5 General Consultation. The Design-Builder shall schedule and conduct periodic meetings with the Owner to review matters such as procedures, progress, coordination, and scheduling of the Work. AIAI Document A141 - 2014. Copyright 02 2004 and 2014. Allr rights reserved." "The American Institute ofA Archlects,"American! Institute of Architects," ""AIA,"t the AIA Logo, and"AIA Contract Documents" aret trademarks of The American Institute of Architects." This document was produced. at 11:56:01 ET on 06/05/2025 under 7 Order No.211 14628069 which expires on 05/12/2026, Is: not for resale, is licensed for one-time use only, andi may only be used in accordance with the AIA Contract Documents" Terms of Service. To report copyright violations, e-mail ednio@ahcontacts.com. User Notes: (1514961455) S 3.1.6 When applicable law requires that services be performed by licensed professionals, the Design-Builder shall provide those services through qualified, licensed professionals. The Owner understands and agrees that the services ofthe Design-Builder's Architect and the Design-Builder's other Consultants are performed in the sole interest of, and for the exclusive benefit of, the Design-Builder. $ 3.1.7 Thel Design-Builder, with the assistance ofthe Owner, shall prepare and file documents required to obtain necessary approvals of governmental authorities havingj jurisdiction over the Project. $ 3.1.8 Progress Reports $ 3.1.8.1 The Design-Builder shall keep the Owner: informed ofthe progress and quality ofthe Work. On a monthly basis, or otherwise as agreed to by the Owner and Design-Builder, the Design-Builder shall submit written progress reports to the Owner, showing estimated percentages of completion and other information identified below: 1 Work completed for the period; 2 Project schedule status; 3 Submittal schedule and status report, including a summary of outstanding Submittals; .4 Responses to requests for information to be provided by the Owner; 5 Approved Change Orders and Change Directives; .6 Pending Change Order and Change Directive status reports; .7 Tests and inspection reports; .8 Status report of Work rejected by the Owner; .9 Status ofçlaims previously submitted in accordance with Article 14; 10 Cumulative total of the Cost of the Work to date including the Design-Builder's compensation and Reimbursable Expenses, if any; .11 Currént Project cash-flow and forecast reports; and .12 Additional information as agreed tol by the Owner and Design-Builder. $ 3.1.8.2 In addition, where the Contract Sum is the Cost ofthe Work with or without a Guaranteed Maximum Price, the Design-Builder shali include the following additional information in its progress reports: .1 Design-Builder's work force report; 2 Equipment utilization report; and 3 Cost summary, comparing actual costs to updated cost estimates. S 3.1.9 Design-Builder's Schedules S 3.1.9.1 The Design-Builder, promptly after execution of this Agreement, shall prepare and submit for the Owner's information a schedule for the Work. The schedule, including the time required for design and construction, shall not exceed time limits current under the Design-Build Documents, shall be revised at appropriate intervals as required by the conditions of the Work and Project, shall be related to the entire Project to the extent required by the Design-Build Documents, shall provide for expeditious and practicable execution of the Work, and shall include allowances for periods oft time required for the Owner's review and for approval of submissions by authorities having, jurisdiction over the Project. S 3.1.9.2 The Design-Builder shall perform the Work in general accordance with the most recent schedules submitted to the Owner. S 3.1,10- Certifications. Upon the Owner's written request, the Design-Builder shall obtain from the Architect, Consultants, and Contractors, and furrish to the Owner, certifications with respect to the documents and services provided by the Architect, Consultants, and Contractors (a) that, to the best of their knowledge, information and belief, the documents or services to which the certifications relate (i) are consistént with the Design-Build Documents, except to the extent specifically identified in the certificate, and (ii) comply with applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities governing the design of the Project; and (b) that the Owner and its consultants shall be entitled to rely upon the accuracy of the representations and statements contained in the certifications. The Design-Builder's Architect, Consultants, and Contractors shall not be required to execute certificates or consents that would require knowiedge, services or responsibilities beyond the scope of their services, S 3.1,11 Design-Builder's Submittals $ 3.1.11.1 Prior to submission of any Submittals, the Design-Builder shall prepare a Submittal schedule, and shall submit the schedule for the Owner's approval. The Owner's approval shall not unreasonably be delayed or withheld. The Submittal schedule shall (1) be coordinated with the Design-Builder's s schedule provided in Section 3.1.9.1,(2) allow the Owner reasonable time to review Submittals, and (3) be periodically updated to reflect the progress oft the Work, Ifthe Design-Builder fails to submit a Submittal schedule, the Design-Builder: shall not be entitled to any increase in Contract Sum or extension ofContract Time based on the time required for review of Submittals. AIAI Document A141 -2014. Copyright02004: and 2014.Allr rights reserved. "The American Institute of Architects," ""American Institute of Architects," ""AIA,"the AIA : Logo, and "AIA Contract Documents" aret trademarks of The American Institute of Architects. This document was produced at 11:56:01 ET on 06/05/2025 under 8 Order No.2114628069 which expires on 05/12/2026, ist not for resale, is licensed for one-time use only, and may only! be used in accordance with the AIA Contract Documentse Terms of Service. To report copyright violations, e-mail dodmio@almcotactkacom. User Notes: (1514961455) $ 3,1.11.2 By providing Submittals the Design-Builder represents to the Owner that it has (1): reviewed and approved them, (2) determined and verified materials, field measurements and field construction criteria related thereto, or will do SO and (3) checked and coordinated the information contained within such Submittals with the requirements oft the Work and of the Design-Build Documents. $ 3.1.11.3 The Design-Builder shall perform no portion of the Work for which the. Design-Build Documents require Submittals until the Owner has approved the respective Submittal. S 3.1,11,4 The Work shall be in accordance with approved Submittals except that the Design-Builder shall not be relieved of its résponsibility to perform the Work consistent with the requirements of the Design-Build Documents. The Work may deviate from the Design-Build Documents only ifthe Design-Builder has notified the Owner in writing ofa deviation from the Design-Build Documents at the time of the Submittal and a Modification is executed authorizing the identified deviation. Thel Design-Builder shall not be relieved of responsibility for errors or omissions in Submittals by the Owner' S approval of the Submittals. $ 3.1.11.5 All professional design services or certifications to be provided by the Design-Builder, including all drawings, calculations, specifications, certifications, shop drawings and other Submittals, shall contain the signature and seal oft thel licensed design professional preparing them, Submnittals relâted to the Work designed or certified by the licensed design professionals, if prepared by others, shall bear the licensed design professional's written approval. The Owner and its consultants shall be entitled to rely upon the adequacy,, accuracy and completeness ofthe services, certifications or approvals performed by such design professionals. $ 3.1.12 Warranty. The Design-Builder warrants to the Owner that materials and equipment furnished under the Contract will be of good quality and new unless the Design-Build Documents require or permit otherwise. The Design-Builder further warrants that the Work will conform tothe) requirements ofthe Design-Bulld Documents and will be free from defects, except for those inherent in the quality of the Work or otherwise exprèssly permitted by the Design-Build Documents. Work, materials, or equipment not conforming to these requirements may be considered defective. The Design-Builder's warranty excludes remedy for damage or defect caused by abuse, alterations to the Work not executed by the Design-Builder, improper or insufficient maintenance, improper operation, or normal wear andi tear and normal ysage. Ifrequired by the Owner, the Design-Builder shall furnish satisfactory evidence as to the kind and quality of materials and equipment $ 3.1.13 Royalties, Patents and Copyrights S 3.1.13.1 The Design-Builder shall pay all royalties and license fees. $ 3.1.13.2 The. Design-Builder shall defend suits or claims for infringement of copyrights and patent rights and shall hold the Owner and its separate contractors and consultants harmless from loss on account thereof, buts shall not be responsible for such defense or loss when aj particular design, process or product ofa a particular manufacturer or manufacturers is required by the Owner, or where the copyright violations are required in the Owner's Criteria. However, ifthel Design-Builder has reason to believe that the design, process or product required in the Owner's Criteria is an infringement ofa copyright or a patent, the. Design-Builder shall be responsible for such loss unless such information is promptly furnished to the Owner. Ift the Owner receives notice from a patent or copyright owner of an alleged violation of a patent or copyright, attributable to the Design-Builder, the Owner shall give prompt written notice to thel Design-Builder. $ 3.1.14 indemnification $ 3.1.14.1 To the fullest extent permitted by law, the Design-Builder shall indemnify and hold harmless the Owner, including the Owner's s agents ànd employees, from and against claims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from performance oft the Work, but only to the extent caused by the negligent acts or omissions of the Design-Builder, Architect, a Consultant, a Contractor, or anyone directly or indirectly employed by them or anyone for whose acts they may be liable. Such obligation shall not be construed to negate, abridge, or reduce other rights or obligations of indemnity that would otherwise exist as to aj party or person described in this Section 3.1.14. $ 3.1.14.2 The indemnification obligation under this Section 3.1.14 shall not be limited by a limitation on amount or type of damages, compensation, or benefits payable by or for Design-Builder, Architect, a Consultant, a Contractor, or anyone directly or indirectly employed by them, under workers' compensation acts, disability benefit acts or other employee benefit acts. S 3.1.15 Contingent Assignment of Agreements S 3.1.15.1 Each agreement for a portion of the Work is assigned by the Design-Builder to the Owner, provided that AIAI Document, A141 -2 2014, Copyright02 2004 and: 2014.A All rights reserved. "The. American Institute of Architects," ""American! Institute of Architects," ""AIA," the AIA Logo, and" "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 11:56:01 ET on 06/05/2025 under 9 Order No.2114628069 which expires on 05/12/2026, isr not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documentse Terms of Service. To report copyright violations, e-mail edhbo@aacontrack.com. User Notes: (1514961455) 1 assignment is effective only after termination oft the Contract by the Owner for cause, pursuant to Sections 13.1.4 or 13.2.2, and only for those agreements that the Owner accepts by written notification to the Design-Builder and the Architect, Consultants, and Contractors whose agreements are accepted for assignment; and 2 assignment is subject to the prior rights of the surety, ifany, obligated under bond relating to the Contract. When, the Owner accepts the assignment of an agreement, the Owner assumes the Design-Builder' s rights and obligations under the agreement, S 3.1.15.2 Upon such assignment, ift the Work has been suspended for more than 30 days, the compensation under the assigned agreement shall be equitably adjusted for increases in cost resulting from the suspension. 5 3.1.15.3 Upon such assignment to the Owner under this Section 3.1.15, the Owner may further assign the agreement to a successor design-builder or other entity. Ifthe Owner assigns the agreement to a successor design-builder or other entity, the Owner shall nevertheless remain legally responsible for all of the successor design-builder's or other entity's obligations under the agreement. $ 3,1.16 Design-Builder's Insurance and Bonds. The Design-Builder shall purchase and maintain insurance and provide bonds as set: forth in Exhibit B. ARTICLE 4 WORK PRIOR TO EXECUTION OF THE DESIGN-BUILD AMENDMENT S 4.1 General $ 4.1.1 Any information submitted by the Design-Builder, and any interim decisions made by the Owner, shall be for the purpose of facilitating the design process and shall not modify the Owner's Criteria unless the Owner and Design-Builder execute a Modification. $ 4.1.2 Thel Design-Builder shall advise the Owner on proposed site use and improvements, selection ofi materials, and building systems and equipment The Design-Builder shall also provide the Owner with recommendations, consistent with the Owner's Criteria, on constructability; availability ofmaterials and labor; time requirements for] procurement, installation and construction; and factors related to construction cost including, but not limited to, costs of alternative designs or materials, preliminary budgets, life-cycle data, and possible cost reductions.. $ 4.2 Evaluation of the Owner's Criteria $ 4.2.1 The Design-Builder shall schedule and conduct meetings with the Owner and any other necessary individuals or entities to discuss and review. thè Owner's Criteria as set forth in Section 1.1.The Design-Builder shall thereafter again meet with the Owner to discuss a preliminary evaluation of the. Owner's Criteria. The preliminary evaluation shall address possible alternative approaches to designand construction ofthe Project and include the Design-Builder's: recommendations, ifany, with regard to accelerated or fast-track scheduling, procurement, or phased construction. The preliminary evaluation shall consider cost information, constructability, and procurement and construction scheduling issues. $ 4.2.2 After the Design-Builder meets with the Owner and presents the preliminary evaluation, the Design-Builder shall provide a writtén report to the Owner, summarizing the Design-Builder'" s evaluation of the Owner's Criteria. The report shall also include .1 allocations of program functions, detailing each function and their square foot areas; 2 aj preliminary estimate of the Cost oft the Work, and, if necessary, recommendations to adjust the Owner' s Criteria to conform to the Owner's budget; 3 aj preliminary schedule, which shall include proposed design milestones; dates for receiving additional information from, or for work to' be completed by, the Owner; anticipated date for the Design-Builder's Proposal; and dates of periodic design review sessions with the Owner; and 4 the following: (List additional information, ifany, to be included in the. Design-Builder's written report.) $ 4.2.3 Thé Owner shall review the Design-Builder's written report and, if acceptable, provide the Design-Builder with written consent to proceed to the. development of the Preliminary Design as described in Section 4.3. The consent to proceed shall not be understood to modify the Owner's Criteria unless the Owner and Design-Builder execute a Modification. AIAI Document A141 - 2014. Copyright02004: and 2014. All rights reserved. "The American Institute of Architects," "American Institute of Architects," ""AIA, "i the AIA Logo, and" "AIA Contract Documents" are trademarks ofThe American institute of Architects. This document was produced at 11:56:01 ET on 06/05/2025 under Order No.2114628069 which expires on 05/12/2026, Is not for resale, is licensed for one-time use only, andi may only be used in accordance with the AIA Contract 10 Documentss Terms of Service. Tor report copyright violations, e-mail doahto@aliaonladscom User Notes: (1514961455) S 4.3 Preliminary Design $ 4.3.1 Upon the Owner's issuance of a written consent to proceed under Section 4.2.3, the Design-Builder shall prepare and submit a Preliminary Design to the Owner. The Preliminary Design shall include a report identifying any deviations from the Owner's Criteria, and shall include the following: .1 Confirmation of the allocations of program functions; 2 Site plan; 3 Building plans, sections and elevations; 4 Structural system; .5 Selections of major building systems, including but not limited to mechanical, electrical and plumbing systems; and .6 Outline specifications or sufficient drawing notes describing construction materials. The Preliminary Design may include some combination of physical study models, perspective sketches, or digital modeling. S 4.3.2 The Owner shall review the Preliminary Design and, ifacceptable, provide the Design-Builder with written consent to proceed to development ofthe Design-Builder's Proposal. The Preliminary Design shall not modify the Owner's Criteria unless the Owner and Design-Builder execute a Modification. $ 4.4 Design-Builder's Proposal S 4.4.1 Upon the Owner's issuance of a written consent to proceed under Section 4.3.2, the Design-Builder shall prepare and submit the Design-Builder's 's Proposal to the Owner. The Design-Builder's: Proposal shall include the following: 1 A list ofthe Preliminary Design documents and other information, including the Design-Builder's clarifications, assuimptions and deviations from the Owner's Criteria, upon which the Design-Builder's Proposal is based; 2 The proposed Contract Sum, including the compensation method and, ifl based upon the Cost oft the Work plus a fee, a written statement of estimated cost organized by trade categories, allowances, contingencies, Design-Builder's Fee, and other items that comprise the Contract Sum; 3 The proposed, date the Design-Builder shall achieve Substantial Completion; 4 An enumeration ofany qualifications and exclusions, if applicable; 5 A: list oft the Design-Builder's S key personnel, Contractors and suppliers; and .6 The date on which the Design-Builder's Proposal expires. 5 4.4.2, Submission ofthe Design-Builder's :S Proposal shall constitute a representation by the Design-Builder that it has visited the site and become familiar with local conditions under which the Work is to be completed. $ 4.4.3Ifthe Owner and Design-Builder agree on a proposal, the Owner and Design-Builder shall execute the Design-Build Amendment setting forth the terms of their àgreemént. ARTICLE5 WORK FOLLOWING EXECUTION OF THE DESIGN-BUILD AMENDMENT S 5.1. Construction Documents $ 5.1.1 Upon the execution oft the Design-Build Amendment, the Design-Builder shall prepare Construction Documents. The Corstruction Documents shall establish the quality levels of materials and systems required. The Construction Documents shall be consistent with the Design-Build Documents. S 5.1.2 The Design-Builder shall provide the Construction Documents to the Owner for the Owner' s information. Ifthe Owner discovers any deviations between the Construction Documents and the Design-Build Documents, the Owner shall promptly notify the Design-Builder of suich deviations in writing. The Construction Documents shall not modify the Design-Build Documents unless the Owner and Design-Builder execute a Modification. The failure ofthe Owner to discover any such deviations shall not relieve the Design-Builder of the obligation to perform the Work in accordance with the Design-Build Documents. $ 5.2 Construction $ 5.2,1 Commencement. Except as permitted in Section 5.2.2, construction shall not commence prior to execution of the Design-Build Amendment. S 5.2.2lfthe Owner and Design-Builder agree in writing, construction may proceed prior to the execution of the. Design-Build Amendment. However, such authorization shall not waive the Owner's right to reject the Design-Builder's Proposal. $ 5.2.3 The Design-Builder shall supervise and direct the Work, using the Design-Builder's best skill and attention. The Design-Builder shall be solely responsible for, and have control over, construction means, methods, techniques, sequences and procedures, and for AIAD Document A141 -2014. Copyrighte 2 2004 and 2014. Alli rights reserved.' "The, American! Institute of Architects," ""American Institute ofA Architecls," AJA : ""AIA,"the Logo, and' "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 11:56:01 ET on 06/05/2025 under 11 Order No.2114628069 which expires on 05/12/2026, is not for resale, is licensed for one-time use only, and may only ber used in accordance with the AIA Contract Documentss Terms of Service. To report copyright violations, e-mail dolmiogalncontackscom. User Notes: (1514961455) coordinating all portions oft the Work under the Contract, unless the Design-Build Documents give other specific instructions concerning these: matters. S 5.2.4 The Design-Builder shall be responsible for inspection of portions of Work already performed to determine that such portions are inj proper condition to receive subsequent Work. $ 5.3 Labor and Materials S 5.3.1 Unless otherwise provided in the Design-Build Documents, the Design-Builder shall provide and pay for labor, materials, equipment, tools, construction equipment and machinery, water, heat, utilities, transportation, and other facilities and services, necessary for proper exeçution and completion of the Work, whether temporary or permanent, and whether or not incorporated or to be incorporated in the Work. S 5.3.2 When a material or system is specified in the Design-Build Documents, the Design-Builder may make substitutions only in accordance. with Article 6. S 5,3.3 The Design-Builder shall enforce strict discipline and good order among the Design-Builder's employees and other persons carrying out the Work. The Design-Builder shall not permit employment of unfit persons or persons not properly skilled in tasks assigned to them. S 5.4 Taxes The Design-Builder shall pay sales, consumer, use and similar taxes, for the Work provided by the Design-Builder, that are legally enacted when the Design-Build. Amendment is executed, whether or not yet effective or merely scheduled to go into effect. $ 5.5 Permits, Fees, Notices and Compliance with Laws $ 5.5.1 Unless otherwise provided in the Design-Build Documents, the Design-Builder shall secure and pay for the building permit as well as any other permits, fees, licenses, and inspections by government agencies, necessary for proper execution of the Work and Substantial Completion oft the Project. S 5.5.2 The Design-Builder shall comply with and give notices required by applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities, applicable to performance ofthe Work. $ 5.5.3 Concealed or Unknown Conditions. Ifthe Design-Builder encounters conditions at the site that are (1) subsurface or otherwise concealed physical conditions that differ materially from those indicated in the Design-Build Documents or (2) unknown physical conditions of an unusual nature that differ materially from those ordinarily found to exist and generally recognized as inherent in construction actiyitiès oft the character provided for in the Design-Build Documents, the Design-Builder shall promptly provide notice to the Owner before conditions are disturbed and in no event. later than 21 days after first observance of the conditions. The Owner shall promptly investigate such conditions and, ifthe Owner determines that they differ materially and cause an increase or decrease in the Design-Builder's cost of, or time required for, performance of any part ofthe Work, shall recommend an equitable adjustment in the Contract Sum or Contract Time, or both. Ifthe Owner determines that the conditions at the site are not materially different from those indicated in the Design-Build Documents and that no change in the terms ofthe Contract is justified, the Owner shall promptly notify the Design-Builder in writing, stating the reasons, Ifthe Design-Builder disputes the Owner' S determination or recommendation, the Design-Builder may proceed as provided in Article 14. $ 5.5.41 If, in the course of the Work, the Design-Builder encounters human remains, or recognizes the existence ofburial markers, archaeological sites, or wetlands, not indicated in the Design-Build Documents, the Design-Builder shall immediately suspend any operations that would affect them and shall notify the Owner. Upon receipt of such notice, the Owner shall promptly take any action necessary to obtain govérnmental authorization required to resume the operations. The Design-Builder shall continue to suspend such operations until otherwise instructed by the Owner but shall continue with all other operations that do not affect those remains or features, Requests for adjustments in the Contract Sum and Contract Time arising from the existence of such remains or features may be made as provided in Article 14. S 5.6 Allowances $ 5.6.1 The Design-Builder shall include in the Contract Sum all allowances stated in the Design-Build Documents. Items covered by allowances shall be supplied for such amounts, and by such persons or entities as the Owner may direct, but the Design-Builder shall not be required to employ persons or entities to whom the Design-Builder has reasonable objection. S 5.6.2 Unless otherwise provided in the Design-Build Documents, AIAI Document A141 - 2014. Copyrighte: 2004 and 2014. All rights reserved. "The American Institute of Architects," ""American Institute of Architects," ""AIA,"t the AIA Logo, and" "AIA Contract Documents" are trademarks ofThe American Institute of Architects. This document was produced at 11:56:01 ET on 06/05/2025 under Order! No.211 14628069 which expires on 05/12/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract 12 Documents"" Terms of Service. Tor report copyright violations, e-mail docdhiogalasontacks.com. User Notes: (1514961455) 1 allowances shall cover the cost to the Design-Builder of materials and equipment delivered at the site and all required taxes, less applicable trade discounts; 2 the Design-Builder's costs for unloading and handling at the site, labor, installation costs, overhead, profit, and other expenses contemplated for stated allowance amounts, shall be included in the Contract Sum but 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 (I) the difference between actual costs and the allowances under Section 5.6.2.1 and (2) changes in Design-Builder's costs under Section 5.6.2.2. $ 5.6.3 The Owner shall make selections of materials and equipment with reasonable promptness for allowances requiring Owner selection. S 5.7 Key Personnel, Contractors and Suppliers S 5.7.1 The. Design-Builder shall not employ personnel, or contract with Contractors or suppliers to whom the Owner has made reasonable and timely objection. The Design-Builder shall not be required to contract with anyone to whom the Design-Builder has made reasonable and timely objection. S 5.7.21 If the Design-Builder changes any ofthe persomel, Contractors or suppliers identified in the Design-Build Amendment, the Design-Builder shall notify the Owner and provide the name and qualifications ofthe new personnel, Contractor or supplier. The Owner may reply within 14 days to the Design-Builder in writing, stating (1) whether the Owner has reasonable objection to the proposed personnel, Contractor or supplier or (2) that the Owner requires additional time to review. Failure oft the Owner to reply within the 14-day period shall constitute notice of no reasonable objection. $ 5.7.3 Excépt for those persons or entities already identified or required in the Design-Build Amendment, the Design-Builder, as soon as practicablé after execution of the Design-Build. Amendment, shall furnish in writing to the Owner the names of persons or entities (including those who are: to furnish materials or equipment fabricated to a special design) proposed for each principal portion ofthe Work. The Owner may reply within 14 days to the Design-Builder in writing stating (1) whether the Owner has reasonable objection to any such proposed person or entity or (2) that the Owner requires additional time for review. Failure of the Owner to reply within the 14-day périod shall constitute notice of no reasonable objection. $ 5.7.3.1 Ift the Owner. has reasonable objection to a person or entity proposed by the Design-Builder, the Design-Builder shall propose another to whom the Owner has no: reasonable objection. Ifthe rejected person or entity was reasonably capable of performing the Work, the Contract Sum ànd Contract Time shall be increased or decreased by the difference, ifany, occasioned by such change, and an appropriate Change Order shall be issued before commencement of the substitute person or entity's Work. However, no increase in the Contract Sum of Contract Timé shall be allowed for such change unless the Design-Builder has acted promptly and: responsively in submitting names as rèquired. $ 5.8 Documents and Submittals at the Site The Design-Builder shall maintain. at the site for the Owner one copy ofthe Design-Build Documents and a current set of the Construction Documents, in good order and marked currently to indicate field changes and selections made during construction, and one copy ofapproved Submittals. The Design-Builder shall deliver these items to the Owner in accordance with Section 9.10.2 as a record of the Work as constructed. S 5.9 Use of Site The Design-Builder shall confine operations at the site to areas permitted by applicable laws, statutes, ordinançes, codes, rules and regulations, lawful orders of public authorities, and the Design-Build Documents, and shall not unreasonably encumber the site with materials or equipment. S 5,10 Cutting and Patching Thel Design-Builder shall not cut, patch or otherwise alter fully or partially completed construction by the Owner or a separate contractor éxcept with written consent of the Owner and of such separate contractor; such consent shall not be unreasonably withheld. The Design-Builder shall not unreasonably withhold from the Owner or a separate contractor the Design-Builder's consent to cutting or otherwise altering the Work. AIADocument A141- - 2014. Copyright 02004 and 2014. Allr rights reserved. "The American Institute ofA Architects," ""American Institute ofA Architects," ""AIA," the AIA Logo, and "AIA Contract Documents" are trademarks ofThe American Institute of Architects." This document was produced at 11:56:01 ET on 06/05/2025 under 13 Order No.211 14628069 which expires on 05/12/2026, is not for resale, is licensed for one-time use only, and may only be used In accordance with the AIA Contract Documents Terms of Service. Tor report copyright violations, e-mail doamio@aimcomtndis.com. User Notes: (1514961455) 5 5.11 Cleaning Up S 5.11.1 The Design-Builder shall keep the premises and surrounding area free from accumulation of waste materials or rubbish caused by operations under the Contract. At completion of the Work, the Design-Builder shall remove waste materials, rubbish, the Design-Builder's tools, construction equipment, machinery and surplus materials from and about the Project. $ 5.11.2 Ift the Design-Builder fails to clean up as provided in the Design-Build Documents, the Owner may do so and Owner shall be entitled to reimbursement from the Design-Builder. 5.12 Access to Work The Design-Builder shall provide the Owner and its separate contractors and consultants access to the Work in preparation and progress wherever located. Thel Design-Builder shall notify the Owner regarding Project safety criteria and programs, which the Owner, and its contractors and consultants, shall comply with while at the site. $ 5.13 Construction by Owner or by Separate Contractors S 5,13.1 Owner's Right to Perform Construction and to Award Separate Contracts S 5.13.1.1 The Owner reserves the right to perform construction or operations related to the Project with the Owner's own forces; and to award separate contracts in connection with other portions ofthe Project, or other construction or operations on the site, under terms and conditions identical or substantially similar to this Contract, including those terms and conditions related to insurance and waiver of subrogation. The Ownet shall notify the Design-Builder promptly after execution of any separate contract. Ifthe Design-Builder claims that delay or additional cost is involved because of: such action by the Owner, the Design-Builder shall make a Claim as provided in Article 14. $ 5.13.12 When separate contracts are awarded for different portions of the Project or other construction or operations on the site, the term Design-Builder" in the Design-Build Documents in each case shall mean the individual or entity that executes each separate agreement with the Owher, $ 5.13,1,3 The Owner shall proyide for coordination ofthe activities ofthe Owner's own forces, and ofeach separate contractor, with the Work ofthel Design-Builder, who shall cooperate with them. The. Design-Builder shall participate with other separate contractors and the Owner in reyiewing their construction schedules. The Design-Builder shall make any revisions to the construction schedule deemed neçessary after à joint review and mutual agreement. The construction schedules shall then constitute the schedules to be used by the Design-Builder, separate contractors and the Owner until subsequently revised. $ 5.13.1.4 Unless otherwise provided in the Design-Build Documents, when the Owner performs construction or operations related to thel Projeot with the Owner' S own forcès or separate contractors, the Owner shall be deemed to be subject to the same obligations, and to have the same rights, that apply to the Design-Builder under the Contract. $ 5.14 Mutual Responsibility, $ 5.14.1Thel Design-Builder: shall afford the Owner and separate contractors reasonable opportunity fori introduction and storage oftheir materials and equipment and performance oft their activities, and shall connect and coordinate the Design-Builder's construction and opérations with theirs as required by the Design-Build Documents. S 5.14.2 If part of the) Design-Builder's Work depends upon construction or operations by the Owner or a separate contractor, the Design-Builder shall, prior to proceeding with that portion ofthe Work, prepare a written report to the Owner, identifying apparent discrepancies or defects in the construction or operations by the Owner or separate contractor that would render it unsuitable for proper execution and results oft the) Design-Builder's Work. Failure oft thel Design-Builder to report shall constitute an acknowledgment that the Owner's s or séparate contractor's completed or partially completed construction is fit and proper to receive the Design-Builder's Work, except as to defects not then reasonably discoverable. $ 5.14.3 The Design-Builder shall reimburse the Owner for costs the Owner incurs that are payable to a separate contractor because of thel Design-Builder's delays, improperly timed activities or defective construction. The Owner shall be responsible to the. Design-Builder for costs the Design-Builder incurs because of a separate contractor's delays, improperly timed activities, damage to the Work or defective construction. $ 5.14.4 The. Design-Builder shall promptly remedy damage the Design-Builder wrongfully causes to completed or partially completed construction or to property of the Owner or separate contractors as provided in Section 10.2.5. AIAD Document A141- -2014. Copyright 0; 2004 and 2014.Allr rights reserved. "The American! Institute of Architects," "American Institute ofA Architects, "AIA," the AIA Logo, and' "AIA Contract Documents" aret trademarks of The American Institute of Architects." This document was produced at 11:56:01 ET on 06/05/2025 under Order No.2114628069: which expires on 05/12/2026, is not for resale, isl licensed for one-time use only, and may only be used in accordance with the AIA Contract 14 Documents" Terms of Service. To report copyright violations, e-mail ecmo@abcontracs.com. User Notes: (1514961455) $ 5.14.5 The Owner and each separate contractor shall have the same responsibilities for cutting and patching the Work as the Design-Builder has with respect to the construction of the Owner or separate contractors in Section 5.10. S 5.15 Owner's Right to Clean Up Ifa dispute arises among the Design-Builder, separate contractors and the Owner as to the responsibility under their respective contracts for maintaining the premises and surrounding area free from waste materials and rubbish, the Owner may clean up and will allocate the cost among those responsible. ARTICLE 6 CHANGES IN THE WORK $ 6.1 General $ 6.1.1 Changès in the Work may be accomplished after execution of the Contract, and without invalidating the Contract, by Change Order or Change Directive, subject to the limitations stated in this Article 6 and elsewhere in the Design-Build Documents. S 6.1.2. A Change Order shall be based upon agreement between the Owner and Design-Builder. The Owner may issue a Change Directive without agreement by the Design-Builder. S 6.13 Changes in the Work shall be performed under applicable provisions of the Design-Build Documents, and the Design-Builder shall procéed promptly, unlèss otherwise provided in the Change Order or Change Directive. S 6.2 Change Orders A Change Order is a written instrument signed by the Owner and Design-Builder stating their agreement upon all of the following: .1 The change in the Work; 2 The amount of the adjustment, ifany, in the Contract Sum or, if prior to execution of the Design-Build Amendment, the adjustment in the Design-Builder's compensation; and .3 The extent oft the adjustment, if any, in the Contract Time. $ 6.3. Change Directives S 6.3.1 A Change Direçtive is a written order signed by the Owner directing a change in the Work prior to agreement on adjustment, if any, in the Contract Sum or, ifprior to execution ofthe Design-Build. Amendment, the adjustment in the Design-Builder's compensation, or Contract Time. The Owner may by Change Directive, without invalidating the Contract, order changes in the Work within the general scope ofthe Contract consisting ofadditions, deletions or other revisions, the Contract Sum or, ifp prior to execution of the Design-Build. Amendment, the adjustment in the Design-Builder's compensation, and Contract Time being adjusted accordingly. S 6:3.2. A Change Directive shall be used in the absence of total agreement on the terms of a Change Order. 5 6.3.3Ifthe Change Directive provides for an adjustment to the Contract Sum or, ifprior to execution ofthe Design-Build Amendment, an adjustment in the Design-Builder's compensation, the adjustment shall be based on one ofthe following methods: . Mutual acceptance of a lump sum properly itemized and supported by sufficient substantiating data to permit evaluation; 2 Unit priçes stated in the Design-Build Documents or subsequently agreed upon; .3 Cost to be determined in a manner agreed upon by thej parties and a mutually acceptable fixed or percentage fee; or 4 As provided in Section 6.3.7. $ 6.3.41 Ifunit prices arè stated: in the Design-Build Documents or subsequently agreed upon, and if quantities originally contemplated are materially changed in a proposed Change Order or Change Directive sO that application of such unit prices to quantities of Work proposed will cause substantial inequity to the Owner or Design-Builder, the applicable unit prices shall be equitably adjusted. $ 6.3.51 Upon receipt ofa Change Directive, the Design-Builder shall promptly proceed with the change in the Work involved and advise the Owner ofthel Design-Builder's s agreement or disagreement with the method, ifany, provided. in the Change Directive for determining the proposed adjustment in the Contract Sum or, if prior to execution of the Design-Build Amendment, the adjustment in the Design-Builder's compensation, or Contract Time. $ 6.3.6. A Change. Directive signed by the Design-Builder indicates the Design-Builder's agreement therewith, including adjustment in Contract Sum or, if prior to execution of the Design-Build Amendment, the adjustment in the Design-Builder's compensation, and Contract Time or the method for determining them. Such agreement shall be effective immediately and shall be recorded as a Change Order. AIAI Document A141 -2014. Copyrighte2 2004 and. 2014, All rights reserved. "The American institute of Architects," "American Institute of Architects, "AIA, - the AIA Logo, and' "AIA Contract Documents" are trademarks of The American Instltute ofA Architects. This document was produced at 11:56:01 ET on 06/05/2025 under 15 OrderN No.2114628069 which expires on 05/12/2026, isr noti for resale, isl licensed for one-time use only, and may only be used in accordance with the AIA Contract Documentse Terms of Service. To report copyright violations, e-mali donahioalasonhdis.com. User Notes: (1514961455) $ 6.3.7 Ifthe Design-Builder does not respond promptly or disagrees with the method for adjustment in the Contract Sum or, if prior to execution of the Design-Build Amendment, the method for adjustment in the Design-Builder'* s compensation, the Owner shall determine the method and the adjustment on the basis ofi reasonable expenditures and savings ofthose performing the Work attributable to the change, including, in case of an increase, an amount for overhead and profit as set forth in the Agreement, or if no such amount is set forth in the. Agreement, a reasonable amount. In such case, and also under Section 6.3.3.3, the Design-Builder shall keep and present, in such form as the Owner may prescribe, an itemized accounting together with appropriate supporting data. Unless otherwise provided in the Design-Build Documents, costs for the purposes of this Section 6.3.7 shall be limited to the following: .1 Additional costs of professional services; 2 Costs oflabor, including social security, unemployment insurance, fringe benefits required by agreement or custom, and workers' compensation insurance; .3 Costs of materials, supplies and equipment, including cost of transportation, whether incorporated or consumed; .4 Rental costs of machinery and equipment, exclusive ofhand tools, whether rented from the Design-Builder or others; .5 Costs of premiums for all bonds and insurance, permit fees, and sales, use or similar taxes related to the Work; and .6 Additional costs of supervision and field office personnel directly attributable to the change. $ 6.3.8 The amount of credit to be allowed by the Design-Builder to the Owner for a deletion or change that results in a net decrease in the Contract Sum or, if prior to execution of the Design-Build Amendment, in the Design-Builder' s compensation, shall be actual net cost. When both additions and credits covering related Work or substitutions are involved in a change, the allowance for overhead and profit shall be figured of the basis of net increase, if any, with respect to that change. S 6,3.9 Pending final determination of the total cost of a Change Directive to the Owner, the Design-Builder may request payment for Work completed undér thé Change Directive in Applications for Payment. The Owner will make an interim determination for purposes ofcertification: for payment fori those costs deemed to be reasonably, justified. The Owner'si interim determination of cost shall adjust the Contract Sum or, ifprior to execution of the Design-Build Amendment, the Design-Builder s compensation, on the same basis as a Change Order, subject to the right of Design-Builder to disagree and assert a Claim in accordance with Article 14. $ 6.3.10 When the Owner and Design-Builder agree with a determination concerning the adjustments in the Contract Sum or, if prior to exécution, oft the Design-Build Amendment, the adjustment in the Design-Builder's: compensation and Contract Time, or otherwise reach agreement upon the adjustments, such agreement shall be effective immediately and the Owner and Design-Builder shall execute a Change Order. Change Orders may be issued for all or any part of a Change Directive. ARTICLE7 OWNER'S RESPONSIBILITIES $ 7.1 General S 7.1.1 The Owner shall designate in writing a representative who shall have express authority to bind the Owner with respect to all Project miatters rèquiring the Owner's approval or authorization. S 7.1.2 The Owner shall render decisions in a timely manner and in accordance with the Design-Builder's: schedule agreed to by the Ownet. The Owner shall furnish to the Design-Builder, within 15 days after receipt of a written request, information necessary and relevant for the. Design-Builder to evaluate, give notice of or enforce mechanic's lien rights. Such information shall include a correct statement ofthe record legal title to the property on which the Project is located, usually referred to as the site, and the Owner's interest therein. S 7,2 Information and Services Required of the Owner $ 7.2.1 The Owner shall furnish information or services required oft the Owner by the Design-Build Documents with reasonable promptness, 5 7,2.2' The Owner shall provide, to the extent under the Owner's control and ifi not required by the Design-Build Documents to be provided by the Design-Builder, the results and reports of prior tests, inspections or investigations conducted for the Project involving structural or mechanical systems; chemical, air and water pollution; hazardous materials; or environmental and subsurface conditions and information regarding the presence of pollutants at thel Project site. Upon receipt of a written request from the Design-Builder, the Owner shall also provide surveys describing physical characteristics, legal limitations and utility locations for the site of the Project, and a legal description of the site under the Owner's control. S 7.2.3 The Owner shall promptly obtain easements, zoning variances, and legal authorizations or entitlements regarding site utilization where essential to the execution oft the Project. S 7.2.41 The Owner shall cooperate with the Design-Builder in securing building and other permits, licenses and inspections. AIAI Document/ A141 2014. Copyright 02 2004: and 2014. All rights reserved. "The American Institute of Architects," ""American! Institute of Architects," ""AIA," the AIA Logo, and" "AIA Contract Documents" are trademarks ofThe American Institute of Architects." This document was produced at 11:56:01 ET on 06/05/2025 under Order No.2114628069 which expires on 05/12/2026, Is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract 16 Documentse Terms of Service. To report copyright violations, e-mail edmogabcontracs.com. Useri Notes: (1514961455) $7.2.5 The services, information, surveys and reports required to be provided by the Owner under this Agreement, shall be furnished at the Owner's expense, and except as otherwise specifically provided in this Agreement or elsewhere in the Design-Build Documents or to the exténti the Owner advises the Design-Builder to the contrary in writing, the Design-Builder shall be entitled to rely upon the accuracy and completeness thereof. In no event shall the Design-Builder be relieved ofi its responsibility to exercise proper precautions relating to the safe performance of the Work. S 7.2.61 Ifthe Owner observes or otherwise becomes aware of a fault or defect in the Work or non-conformity with the Design-Build Documents, the Owner shall give prompt written notice thereof to the Design-Builder. S 7.2.7 Prior to the execution of the Design-Build Amendment, the Design-Builder may request in writing that the Owner provide reasonable evidence that the Owner has made financial arrangements to fulfill the Owner's s obligations under the Design-Build Documents and the Design-Builder* Proposal. Thereafter, the Design-Builder may only request such evidence if(1) the Owner fails to make payments to the Design-Builder as the Design-Build Documents require; (2) a change in the Work materially changes the Contract Sum; or (3) thel Design-Builder. identifies in writing a reasonable concern regarding the Owner's ability to make payment when due. The Owner shall furnish such evidence as a condition precedent to commencement or continuation of the Work or the portion of the Work affected by a material change. After the Owner furnishes the evidence, the Owner shall not materially vary such financial arrangements without prior notice to the Design-Builder. S 7.2.81 Except as otherwise provided in the Design-Build Documents or when direct communications have been specially authorized, the Owner shall communicate through the Design-Builder with persons or entities employed or retained by the Design-Builder. $ 7.2.9 Unless required by the Design-Build Documents to be provided by the Design-Builder, the Owner shall, upon request from the Design-Builder, furnish the services of geotechnical engineers or other consultants for investigation of subsurface, air and water conditions when such services are reasonably necessary to properly carry out the design services furnished by the Design-Builder. In such event, the Design-Builder shall specify the services required. Such services may include, but are not limited to, test borings, test pits, determinations of soil bearing values, percolation tests, evaluations of hazardous materials, ground corrosion and resistivity tests, and necessary operations for anticipating subsoil conditions. The services of geotechnical engineer(s) or other consultants shall include preparation and submission of all appropriate reports and professional recommendations. S 7,2,10 The Owner. shall purchase and maintain insurance as set forth in Exhibit B. 5 7.3 Submittals $ 7.3.1 The Owner shall review and approve or take other appropriate action on Submittals. Review ofSubmittals is not conducted for the.j purpose of determining the acçuracy and completeness of other details, such as dimensions and quantities; or for substantiating instructions for installation or performance of equipment or systems; or for determining that the Submittals are in conformance with the Design-Build Documents, all ofwhich remain the responsibility ofthel Design-Builder as required by the Design-Build Documents. The Owner's action will be taken in accordance with the submittal schedule approved by the Owner Or, in the absence of an approved submittal schedule, with reasonable promptness while allowing sufficient time in the Owner's) judgment to permit adequate review. The Owner's review ofs Submittals shall not relieve the Design-Builder oft the obligations under Sections 3.1.11, 3.1.12, and 5.2.3. The Owier's: review shall not constitute approval of safety precautions or, unless otherwise specifically stated by the Owner, of any construction means, methods, techniques, sequences or procedures. The Owner's approval of a specific item shall not indicate approval of an assembly ofwhich the item is a component. S 7.3,2 Upon review of the Submittals required by the Design-Build Documents, the Owner shall notify the Design-Builder of any rion-conformance with the Design-Build Documents the Owner discovers. $ 7.4 Visits to the site by the Owner shall not be construed to create an obligation on the part ofthe Owner to make on-site inspections to check the quality or quantity oft the Work. The Owner shall neither have control over or charge of, nor be responsible for, the construction means, methods, techniques, sequençes or procedures, or for the safety precautions and programs in connection with the Work, because these are solely the Design-Builder's: rights and responsibilities under the Design-Build Documents. S 7.5 The Owher shall not be responsible for the Design-Builder's S failure to perform the Work in accordance with the requirements of the] Design-Build Documents. The Owner shall not have control over or charge of, and will not be: responsible for acts or omissions ofthe Design-Builder, Architect, Consultants, Contractors, or their agents or employees, or any other persons or entities performing portions of the Work for the Design-Builder. AIAI Document/ A141 - 2014. Copyright02 2004 and: 2014.. All rights reserved. "The American institute ofA Architects," ""American Institute ofA - Architects, "AIA,"t the AIA Logo, and' "AIA Contract Documents" arei trademarks of" The American Institute of Architects. This document was produced at 11:56:01 ET on 06/05/2025 under Order No.21146280691 which expires on 05/12/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract 17 Documents9 Terms of Service. To report copyright violations, e-mail dodhio@-lmcontradkscom. User Notes: (1514961455) $ 7.6' The Owner has the authority to reject Work that does not conform to the Design-Build Documents. The Owner shall have authority to require inspection or testing of the Work in accordance with Section 15.5.2, whether or not such Work is fabricated, installed or completed. However, neither this authority ofthe Owner nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Owner to the Design-Builder, the Architect, Consultants, Contractors, material and equipment suppliers, their agents or employees, or other persons or entities performing portions oft the Work. S 7.7 The Owner shall determine the date or dates of Substantial Completion in accordance with Section 9.8 and the date of final completion in accordance with Section 9.10. $ 7.8 Owner's Right to Stop Work Ifthe. Design-Builder fails to correct Work which is not in accordance with the requirements of the Design-Build Documents as required by Section 11.2 or persistently fails to carry out Work in accordançe with the Design-Build Documents, the Owner may issue a written order to the Design-Builder to stop the Work, or any portion thereof, until the cause for such order has been eliminated; however, the right of the Owner to stop the Work shall not give rise to a duty on the part of the Owner to exercise this right for the benefit of the Design-Builder or any other person or entity, except to the extent required by Section 5.13.1.3. S 7.9 Owner's Right fo Carry Out the Work Ifthel Design-Builder defaults or neglects to carry out the Work in accordance with the Design-Build Documents and fails within a ten-day period after receipt of written notice from the Owner to commence and continue correction of such default or neglect with diligençe and promptness, the Owner may, without prejudice to other remedies the Owner may have, correct such deficiencies. In such case, an approptiate Change Order shall be issued deducting from payments then or thereafter due the Design-Builder the reasonable cost of corrècting such deficiencies. If payments then or thereafter due the Design-Builder are not sufficient to cover such amounts, the Design-Builder shall pay the difference to the Owner. ARTICLE. 8 TIME S 8.1 Progress and Completion $ 8.1.1 Time limits stated in the Design-Build Documents are oft the essence of the Contract. By executing the. Design-Build Amendment the] Design-Builder confirms that the Contract Time is a reasonable period. for performing the Work. S 8.1.2 The Design-Builder shall not, except by agreement of the Owner in writing, commence the Work prior to the effective date of insurance, other than property insurance, required by this Contract. The Contract Time shall not be adjusted as a result oft the Design-Builder's: failure to obtain insurance required under this Contract. 5 8.1,3 The Design-Builder shall procéed expeditiously with adequate forces and shall achieve Substantial Completion within the Contract Time. 5 8.2 Delays and Extensions of Time S 8.2.1) Ifthé Design-Builder is délayed at any time in the commencement or progress ofthe Work by an act or neglect ofthe Owner or ofa consultant or separate contractor employed by the Owner; or by changes ordered in the Work by the Owner; or by labor disputes, fire, unusual delay in deliveries, unavoidable casualties or other causes beyond the Design-Builder's control; or by delay authorized by the Owner pending mediation and binding dispute resolution or by other causes that the Owner determines mayjustify delay, then the Contract Time shall be extended by Change Order for such reasonable time as the Owner may determine. $ 8.2.2 Claims relating to time shall be made in accordance with applicable provisions of Article 14. S 8.2.3 This Section 8.2 does not preclude recovery of damages for delay by either party under other provisions oft the Design-Build Documents. ARTICLE9 PAYMENT APPLICATIONS AND PROJECT COMPLETION $ 9.4 Contract Sum The Contract Sum is stated in the Design-Build Amendment. S 9.2 Schedule of Values Where the Contract Sum is based on a stipulated sum or Guaranteed Maximum Price, the Design-Builder, prior to the first Application for Payment after execution of the Design-Build Amendment shall submit to the Owner a schedule ofvalues allocating the entire Contract Sum to the various portions ofthe Work and prepared in such form and supported by such data to substantiate its accuracy as AIAI Document A141 - 2014. Copyright @: 2004 and! 2014.Allrights reserved. "The American Institule of Architects," "American! Institute ofA Architects," "*AIA,"the AIA Logo, and' "AIA Contract Documents" are trademarks oft The American Institute of Architects." This document was produced at 11:56:01 ET on 06/05/2025 under Order No.21146280691 which expires on 05/12/2026, is not for resale, is licensed for one-time use chly, and may only be used in accordance with the AIA Contract 18 Documents Terms of Service. To report copyright violations, e-mail dndhiogalasomtadis.com. User Notes: (1514961455) the Owner may require. This schedule, unless objected to by the Owner, shall be used as a basis for reviewing the Design-Builder's Applications for Payment. $ 9.3 Applications for Payment S 9.3.1 At least ten days before the date established for each progress payment, the Design-Builder shall submit to the Owner an itemized Application for Payment for completed portions ofthe Work. The application shall be notarized, ifr required, and supported by data substantiating the Design-Builder's right to payment as the Owner may require, such as copies of requisitions from the. Architect, Consultants, Contractors, and material suppliers, and shall reflect retainage if provided for in the Design-Build Documents. $ 9.3.1.1 As provided in Section 6.3.9, Applications for Payment may include requests for payment on account of changes in the Work that have been properly authorized by Change Directives, or by interim determinations of the Owner, but not yet included in Change Orders. $ 9.3.1.2 Applications for Payment shall not include requests for payment for portions ofthe Work for which the Design-Builder does not intend to pay the Architect, Consultant, Contractor, material supplier, or other persons or entities providing services or work for the Design-Builder, unless such Work has been performed by others whom the Design-Builder intends to pay. 5 9.3.2 Unless otherwise provided in the Design-Build Documents, payments shall be made for services provided as well as materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work. Ifa approved in advance byt the Owner, payment may similarly bé made for materials and equipment suitably stored offthe site at a location agreed upon in writing. Payment for materials and equipment stored on or offt the site shall be conditioned upon compliance by the Design-Builder with procedures satisfactory to the Owner to establish the Owner's title to such materials and equipment or otherwise protect the Owner's interest, and shall include the costs of applicable insurance, storage and transportation to the site for such materials and equipment stored off the site. $ 9.3.3 The Design-Builder warrants that title to all Work, other than Instruments ofService, covered by an Application for Payment will pass to the Owner: no latér than the time of payment. The Design-Builder further warrants that, upon submittal of an Application for Payment, all Work for which Certificates for Payment have been previously issued and payments received from the Owner shall, to the best of thel Design-Builder's knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of the Design-Builder, Architect, Consultants, Contractors, material suppliers, or other persons or entities entitled to make a claim by reason ofhaving provided labor, materials and equipment relating to the Work. $ 9.4 Certificates for Payment The Owner shall, within séven days after receipt of the Design-Builder's: Application for Payment, issue to the Design-Builder a Certificate for Payment indicating the amount the Owner determines is properly due, and notify the Design-Builder in writing ofthe Owner's reasons for withholding certification in whole or in part as provided in Section 9.5.1. S 9.5 Decisions to Withhold Certification 5 9.5.1 The Owner may withhold a Certificate for Payment in whole or in part to the extent reasonably necessary to protect the Owner due to the Owner's determination that the Work has not progressed to the point indicated in the Design-Builder's Application for Payment, or the quality ofthe Work is not in accordance with the Design-Build Documents. Ifthe Owner is unable to certify payment in the amount of the Application, the Owner will notify the Design-Builder as provided in Section 9.4. Ifthe Design-Builder and Owner cannot agree on a reyised amount, the Owner will promptly issue a Certificate for Payment for the amount that the Owner deems to be due and owing. The Owner may also withhold a Certificate for Payment or, because of subsequently discovered evidence, may nullify the whole or a part ofa Certificate for Payment previously issued to such extent as may be necessary to protect the Owner from loss for which the Design-Builder is responsible because of .1 défective Work, including design and construction, not remedied; .2 third party claims filed or reasonable evidence indicating probable filing of such claims unless security acceptable to the Owner is provided by the Design-Builder; .3 failure ofthe Design-Builder to make payments properly to the Architect, Consultants, Contractors or others, for services, labor, materials or equipment; 4 reasonable evidence that the Work cannot be completed for the unpaid balance of the Contract Sum; 5 damage to the Owner or a separate contractor; 6 reasonable evidence that the Work will not be completed within the Contract Time, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; or .7 repeated failure to carry out the Work in accordance with the Design-Build Documents. S 9.5.2 When the above reasons for withholding certification are removed, certification will be made for amounts previously withheld. AIAI Document A141 - 2014. Copyright @2004 and 2014.A All rights reserved, "The, American! institute ofArchitects," "American Institute ofArchitects, "AIA,"t the AIA Logo, and" "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 11:56:01 ET on 06/05/2025 under Order No.21146280691 which expires on 05/12/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract 19 Documentse Terms of Service. To report copyright violations, e-mail dodnio@mmomiacscom. User Notes: (1514961455) $ 9.5.3 Ift the Owner withholds certification for payment under Section 9.5.1.3, the Owner may, at its sole option, issue joint checks to the Design-Builder and to the Architect or any Consultants, Contractor, material or equipment suppliers, or other persons or entities providing services or work for the Design-Builder to whom the Design-Builder failed to make payment for Work properly performed or material or equipment suitably delivered. $ 9,6 Progress Payments S 9,6.1 After the Owner has issued a Certificate for Payment, the Owner shall make payment in the manner and within thet time provided in the Design-Build Documents. $ 9.6.2 The Design-Builder shall pay each Architect, Consultant, Contractor, and other person or entity providing services or work for the Design-Builder no later than the time period required by applicable law, but in no event more than seven days after receipt of payment from the Owner the amount to which the Architect, Consultant, Contractor, and other person or entity providing services or work for the Design-Builder is entitled, reflecting percentages actually retained from payments to the Design-Builder on account oft the portion of the Work performed by the. Architect, Consultant, Contractor, or other person or entity. The Design-Builder shall, by appropriate agreement with each Architect, Consultant, Contractor, and other person or entity providing services or work fort the Design-Builder, require each Architect, Consuitant, Contractor, and other person or entity providing services or work for the Design-Builder to make payments to subconsultants and subcontractors in a similar manner, S 9.6.3 The Owner will, on request and if practicable, furnish to the Architect, a Consultant, Contractor, or other person or entity providing serviçes or work for the Design-Builder, information regarding percentages of completion or amounts applied for by the Design-Builder and action taken thereon by the Owner on account of portions of the Work done by such Architect, Consultant, Contractor or other person or entity providing services or work for the Design-Builder. $ 9.6.4 The Owner has the right to request written evidence from the Design-Builder that the Design-Builder has properly paid the Architect, Consultants, Contractors, or other person or entity providing services or work for the Design-Builder, amounts paid by the Owneri to thé Design-Builder: for the Work. Ifthe Design-Builder fails to furnish such evidence within seven days, the Owner shall have the right to contact the Architect, Consultants, and Contractors to ascertain whether they have been properly paid. The Owner shall have no obligation to pay or to sée to the payment of money to a Consultant or Contractor, except as may otherwise be required by law. S 9,6.5 Design-Builder payments to material and equipment suppliers shall be treated in a manner similar to that provided in Sections 9.6.2, 9.6.3 and 9.6.4. $ 9.6.6 A Certificate for Payment, aj progress payment, or partial or entire use or occupancy of the Project by the Owner shall not constitute acceptance of Work not in accordance with the Design-Build Documents. $9.6.71 Unless thel Design-Builder provides the Owner with a payment bond in the full penal sum ofthe Contract Sum, payments received by the Design-Builder for Work properly performed by the Architect, Consultants, Contractors and other person or entity providing services or work for the Design-Builder, shall be held by the Design-Builder for the Architect and those Consultants, Contractors, or other person or entity providing services or work for the Design-Builder, for which payment was made byt the Owner. Nothing contained herein shall require money to. be placed in a separate account and not commingled withi money ofthe Design-Builder, shall create any fiduciary liability or tort liability on the part of the Design-Builder for breach oftrust or shall entitle any person or entity to an award of punitive damages against the Design-Builder: for breach of the requirements of this provision. S 9.7 Failure of Payment Ifthe Owner does not issue a Certificate for Payment, through no fault of the Design-Builder, within the time required by the Design-Build Documents, then the Design-Builder may, upon seven additional days' written notice to the Owner, stop the Work until payment ofthe amount owing has been received. The Contract Time shall be extended appropriately and the Contract Sum shall be increased by the amount oft thel Design-Builder's reasonable costs of shut-down, delay and start-up, plus interest as provided for in the Design-Build: Documents. $ 9.8 Substantial Completion $ 9.8.1 Substantial Completion is the stage in the progress ofthe Work when the Work or designated portion thereof is sufficiently complete in accordance with the Design-Build Documents sO that the Owner can oçcupy or utilize the Work for its intended use. The date of Substantial Completion is the date certified by the Owner in accordance with this Section 9.8. AIAI Document A141 - 2014. Copyright @: 2004 and 2014. Alir rights reserved. "The American Institute of Architects," "American Institute of Archilecis,"AIA, the AIA Logo, and' "AIA Contract Documents" aret trademarks of The American Institute of Architects. This document was produced at 11:56:01 ET on 06/05/2025 under 20 Order No.2114628069 which expires on 05/12/2026, is not for resale, isi liçensed for one-time use only, and may only be used in accordance with the. AIA Contract Documents8 Terms of Service. To report copyright violations, e-mail doanto@ahcontacscom. User Notes: (1514961455) S 9.8.2 When the Design-Builder considers that the Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete, the Design-Builder shall prepare and submit to the Owner a comprehensive list of items to be completed or corrected prior to: final payment. Failure to include an item on such list does not alter the responsibility ofthe Design-Builder to complete all Work in accordance with the Design-Build Documents. S 9.8.3 Upon receipt ofthe Design-Builder's list, the Owner shall make an inspection to determine whether the Work or designated portion thereofi is substantially complete. If the Owner's inspection discloses anyi item, whether or not included on the Design-Builder's list, which is not sufficiently complete in accordance with the Design-Build Documents sO that the Owner can occupy or utilize the Work or designated portion thereof for its intended use, the Design-Builder shall, before issuance ofthe Certificate of Substantial Completion, complete or correct such item upon notification by the Owner. In such case, the Design-Builder shall then submit a request for another inspection by the Owner to determine Substantial Completion. $ 9,8.4 Prior to issuance of the Certificate of Substantial Completion under Section 9.8.5, the Owner and Design-Builder shall discuss and then determine the parties' obligations to obtain and maintain property insurance following issuance oft the Certificate ofSubstantial Completion. $ 9.8.5 When the' Work or designated portion thereof is substantially complete, the Design-Builder will prepare for the Owner's signature a Certificate ofSubstantial Completion that shall, upon the Owner's signature, establish the date of Substantial Completion; establish responsibilities ofthe Owner and Design-Builder for security, maintenance, heat, utilities, damage to the Work and insurance; and fix the time within which the Design-Builder shall finish all items on the list accompanying the Certificate. Warranties required by the Design-Build Documents shall commence on the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the Certificate ofSubstantial Completion. $ 9.8,6 The Certificate of Substantial Completion shall be submitted by the Design-Builder to the Owner for written acceptance of fesponsibilities assigned to it in the Certificate. Upon the Owner's acceptance, and consent ofs surety, ifany, the Owner shall make payment ofretainage applying to the Work or designated portion thereof. Payment shall be adjusted for Work that is incomplete or not in accordance with the requirements of the Design-Build Documents. S 9.9 Partial Occupançy or Use $ 9.9.1. The Owner may occupy or use any completed or partially completed portion oft the Work at any stage when such portion is designated by separate agreement with the Design-Builder, provided such occupancy or use is consented to, by endorsement or otherwise, by the insurer. providing property insurance and authorized by public authorities having, jurisdiction over the Project. Such partial occupaney or use may commençe whether or not the portion is substantially complete, provided the Owner and Design-Builder haye accepted in writing the responsibilities assigned to each of them for payments, retainage, ifany, security, maintenance, heat, utilities, damage to the Work and insurance, and have agreed in writing concerning the period for correction ofthe Work and commencement of warranties required by the Design-Build Documents. When the Design-Builder considers a portion substantially complete, the Design-Builder, shall prepare and submit a list to the Owner as provided under Section 9.8.2. Consent ofthe Design-Builder to partial occupancy or use shall not be unreasonably withheld. The stage ofthe progress ofthe Work shall be détermined by written agreement between the Owner and Design-Builder. S 9.9.21 Immediately. ptior to such partial occupancy or use, the Owner and Design-Builder shall jointly inspect the area to be occupied or portion of the Work to bé used in order to determine and record the condition ofthe Work. S 9.9.3 Unless otherwise agreed upon, partial occupancy or use of a portion or portions of the Work shall not constitute acceptance of Work not complying with the requirements of the Design-Build Documents. S 9.10 Final Completion and Final Payment S 9.10.1 Upon receipt oft the Design-Builder's written notice that the Work is ready for final inspection and acceptance and upon receipt ofa final Appliçation for Payment, the Owner will promptly make such inspection. When the Owner finds the Work acceptable under the. Design-Build Documents and the Contract fully performed, the Owner will, subject to Section 9.10.2, promptly issue a final Certificate for Payment. $ 9.10.2 Neither final payment nor any remaining retained percentage shall become due until the Design-Builder submits to the Owner (1) an affidavit that payrolls, bills for materials and equipment, and other indebtedness connected with the Work, for which the Owner or the Owner's s property might be responsible or encumbered, (less amounts withheld by Owner) have been paid or otherwise satisfied, (2) a certificate evidencing that insurance required by the Design-Build Documents to remain in force after final payment is currently in effect, (3) a written statement that the Design-Builder knows of1 no substantial reason that the insurance will not be renewable to cover AIAL Document/ A141- 2014. Copyright02 2004 and2 2014./ Allr rights reserved. "The, American! Institute of Architects," ""American! Institute of Architects," ""AIA,"the AIA Logo, and' AIA Contract Documents" aret trademarks ofThe American institute of Architects." Thls document was produced at 11:56:01 ET on 06/05/2025 under 146280691 Order No.21 which expires on 05/12/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract 21 Documentse Terms of Service. To report copyright violations, e-mail doihto@alanconiadscom. User Notes: (1514961455) thej period required by the Design-Build Documents, (4) consent ofs surety, if any, to final payment, (5): as-constructed. record copy ofthe Construction Documents marked to indicate field changes and selections made during construction, (6) manufacturer's warranties, product data, and maintenance and operations manuals, and (7) ifrequired by the Owner, other data establishing payment or satisfaction of obligations, such as receipts, or releases and waivers of1 liens, claims, security interests, or encumbrances, arising out ofthe Contract, to the extént and in such form as may be designated by the Owner. Ifan Architect, a Consultant, or a Contractor, or other person or entity providing services or work for the Design-Builder, refuses to furnish a release or waiver required by the Owner, the Design-Builder may furnish al bond satisfactory to the Owner to indemnify the Owner against such liens, claims, security interests, or encumbrances. Ifs such liens, claims, security interests, or encumbrances remains unsatisfied after payments are made, the Design-Builder shall refund to the Owner all money that the Owner may be compelled to pay: in discharging such liens, claims, security interests, or encumbrances, including all costs and reasonable attorneys' fees. $ 9.10.3 If, after Substantial Completion ofthe Work, final completion thereof is materially delayed through no fault of the Design-Builder or byi issuance of Change Orders affecting final completion, the Owner shall, upon application by the Design-Builder, and without terminating the Contract, make payment ofthel balance due for that portion oft the Work fully completed and accepted. Ifthe rémaining balanice for Work not fully completed or corrected is less than retainage stipulated in the Design-Build Documents, and if bonds have beèn furnished, the written consent of surety to payment of the balance due for that portion ofthe Work fully completed and accepted shall be submitted by the Design-Builder to the Owner prior to issuance of payment. Such payment shall be made under terms and conditions governing final payment, except that it shall not constitute a waiver of claims. $ 9.10.4 The making of final payment shall constitute a waiver of Claims by the Owner except those arising from .1 liens, Claims, security interests or encumbrances arising out of the Contract and unsettled; 2 failuré of the Work to comply with the requirements of the Design-Build Documents; or 3 terms ofs special warranties required by the Design-Build Documents. S 9.10.5 Acceptance of final payment by the Design-Builder shall constitute a waiver of claims by the Design-Builder except those previously made in writing andi identified by the Design-Builder as unsettled at the time of: final Application for Payment, ARTICLE 10. PROTECTION OF PERSONS AND PROPERTY S 10.1 Safety. Preçautions and Programs The Design-Builder shall be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with thé performançe oft the Contract. $ 10.2 Safety. of Persons and Property S 10.2.1 The Design-Builder shall be responsible for precautions for the safety of, and reasonable protection to prevent damage, injury or loss to .1 employeès 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 offt the site, under care, çustody or control ofthe Design-Builder or the Architect, Consultants, or Contractors, or other person or entity providing services or work for the Design-Builder; and .3 other property at the site or adjacent thereto, such as trees, shrubs, lawns, walks, pavements, roadways, or structures and utilities not designated for removal, relocation or replacement in the course of construction. S 10.2.2 The Design-Builder shall comply with, and give notices required by, applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities, bearing on safety of persons or property, or their protection from damage, injury or loss. S 10,2.3 The Design-Builder shall implement, erect, and maintain, as required by existing conditions and performance of the Contract, reasonable safeguards for safety andj protection, including posting danger signs and other warnings against hazards, promulgating safety regulations, and notify owners and users of adjacent sites and utilities of the safeguards and protections. 5 10.2.4 When use or storage of explosives or other hazardous materials or equipment, or unusual methods, are necessary for execution of the Work, the Design-Builder shall exercise utmost care, and carry on such activities under supervision of properly qualified personnel, $ 10.2.5 The Design-Builder shall promptly remedy damage and loss (other than damage or loss insured under property insurance required by the Design-Build Documents) to property referred to in Sections 10.2.1.2 and 10.2.1.3, caused in whole or in part by the Design-Builder, the Architect, a Consultant, a Contractor, or anyone directly or indirectly employed by any of them, or by anyone for AIAI Document A141 - 2014. Copyright @: 2004 and 2014. All rights reserved." "The/ American! Institute of Architects," "" "American Institute of Architects, " "AIA,"th the AIA Logo, and' "AIA Contract Documents" aret trademarks ofl The American Institute of Architects." This document was produced at 11:56:01 ET on 06/05/2025 under 22 Order No:2114628069 which expires on 05/12/2026, is not for resale,! Is licensed for one-time use only, and may only be usedi in accordance with the. AIA Contract Documents8" Terms of Service." To report copyright violations, e-mail doahio@alasontacikscom. User Notes: (1514961455) whose acts they may be liable and for which the Design-Builder is responsible under Sections 10.2.1.2 and 10.2.1.3; except damage or loss attributable to acts or omissions ofthe Owner, or anyone directly or indirectly employed by the Owner, or by anyone for whose acts the Owner may be liable, and not attributable to the fault or negligence of the Design-Builder. The foregoing obligations ofthe Design-Builder are in addition to the Design-Builder's obligations under Section 3.1.14. S 10.2.6 Thel Design-Builder shall designate a responsible member ofthe. Design-Builder's organization, at the site, whose duty shall be the prevention of accidents. This person shall be thel Design-Builder's: superintendent unless otherwise designated by the Design-Builder in writing to the Owner. $ 10.2.7 The Design-Builder shall not permit any part of the construction or site to be loaded sO as to cause damage or create an unsafe condition. $ 10.2.8 Injury or Damage to Person or Property, Ifthe Owner or Design-Builder suffers injury or damage to person or property because of an act or omission ofthe other, or of others for whose acts such party is legally responsible, written notice of the injury or damage, whether or not insured, shall be given to the other party within a reasonable time not exceeding 21 days after discovery. The: notice shall provide sufficient detail to enable the other party to investigate the matter. 5 10.3 Hazardous Materials S 10.3,1 The Design-Builder is responsible for compliance with any requirements included in the Design-Build Documents regarding hazardous materials. Ifthe Design-Builder encounters a hazardous material or substance not addressed in the Design-Build Documents and ifreasonable precautions will be inadequate to prevent foreseeable bodily injury or death to persons resulting from a material or substance, including but not limited to asbestos or polychlorinated biphenyl (PCB), encountered on the site by the Design-Builder, the Design-Builder shall, upon recognizing the condition, immediately stop Work in the affected area and: report the condition to the Owner in writing. $ 10.3.2 Upon reçeipt ofthe Design-Builder's written notice, the Owner shall obtain the services of a licensed laboratory to verify the presence. or absence ofthe material or substance reported by the Design-Builder and, in the event such material or substance is found to be prèsent, to cause: it to be: rèndered harmless. Unless otherwise required by the Design-Build Documents, the Owner shall furnish in wtiting to the Design-Builder the names and qualifications of persons or entities who are to perform tests verifying the presence or absence of such material or substance or who are to perform the task of removal or safe containment of such material or substance. The Design-Builder will. promptly reply to the Owner in writing stating whether or not the Design-Builder has reasonable objection to the persons or entities proposed by the Owner. Ifthe Design-Builder has an objection to a person or entity proposed by the Owner, the Owner shall propose another to whom the Design-Builder has no reasonable objection. When the material or substance has been rendered harmless, Worki in the affected area shall resume upon written agreement oft the Owner and Design-Builder. By Change Order, thé Contract Time shall be extended appropriately and the Contract Sum shall be increased in the amount of the Design-Builder's reasonable additional costs of shut-down, delay and start-up. $ 10.3.3 To the fullest extent permitted by law, the Owner shall indemnify and hold harmless the Design-Builder, the Architect, Consultants; and Contractors, and employees of any oft 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, ifi in fact the: material or substance presents the tisk ofl 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 thé Work itself), except to the extent that such damage, loss or expense is due to the fault 01 negligence of the party seeking indemnity, $ 10.3.4 The Owner shall not be responsible under this Section 10.3 for materials or substances the Design-Builder brings to the site unless such mâterials or substances are required by the Owner's Criteria, The Owner shall be responsible for materials or substances required by the Owner's Criteria, except to the extent of the Design-Builder's fault or negligence in the use and handling of such materials or substances. $ 10.3.5 The Design-Builder shall indemnify the Owner for the cost and expense the Owner incurs (1) for remediation of a material or substance thel Design-Builder brings to the site and negligently handles, or (2) where the Design-Builder fails to perform its obligations under Section 10.3.1, except to the extent that the cost and expense are due to the Owner's fault or negligence. S 10.3.6 If, without negligence on the part of the Design-Builder, the Design-Builder is held liable by a government agency for the cost ofi remediation of a hazardous material or substance solely by reason of performing Work as required by the Design-Build Documents, the Owner shall indemnify the Design-Builder for all cost and expense thereby incurred. AIAI Document A141 - 2014. Copyrighte2004 and 2014.A All rightsr reserved. "The American! Institute of Architects," "American Instituted ofA AIA : Architects," ""AIA,"the Logo, and' "AIA Contract Documents" are trademarks ofl The American Institute of Architects. This document was produced at 11:56:01 ET on 06/05/2025 under Order No.21146280691 which expires on 05/12/2026, Is not for resale, Is licensed for one-time use only, and may onlyb bet usedi in accordance with the AIA Contract 23 Documentss Terms of Service. To report copyright violations, e-mail deehlo@alnonindis.com. User Notes: (1514961455) S 10,4 Emergencies In an: émergency affecting safety of persons or property, thel Design-Builder shall act, at the Design-Builder's discretion, to prevent threatened damage, injury or loss. ARTICLE 11 UNCOVERING AND CORRECTION OF WORK $ 11.1 Uncovering of Work The Owner may request to examine a portion of the Work that the Design-Builder has covered to determine ift the Work has been performed in accordance with the Design-Build Documents. If such Work is in accordance with the Design-Build Documents, the Owner and Design-Builder shall execute a Change Order to adjust the Contract Time and Contract Sum, as appropriate. Ifsuch Work is not in accordance with the Design-Build Documents, the costs of uncovering and correcting the Work shall be at the Design-Builder's expense and the Design-Builder shall not be entitled to a change in the Contract Time unless the condition was caused by the Owner or a separate contractor: in which event the Owner shall be responsible for payment of such costs and the Contract Time will be adjusted as appropriate. $ 11.2 Correction of Work $ 11.2.1 Before or After Substantial Completion. The Design-Builder shall promptly correct Work rejected by the Owner or failing to conform to thei requirements ofthe Design-Build Documents, whether discovered before or after Substantial Completion and whether or not fabricated, installed OE completed. Costs of correcting such rejected Work, including additional testing and inspections, the cost of uncoyering and replaçement, and compensation for any design consultant employed by the Owner whose expenses and compensation wére imade neçessary théreby, shall be at the Design-Builder's expense. $ 11.2.2 After Substantial Completion S 11.2.2,1 In addition to the Design-Builder's obligations under Section 3.1.12, if, within one year after the date ofSubstantial Complétion ofthe 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 thel Design-Build Documents, any ofthe Work is found not to be in accordance with the requirements ofthe Design-Build Documents, the Design-Builder shall correct it promptly after receipt of written notice from the Owner to do SO unless the Owner has previously given the Design-Builder a written acceptance of such condition. The Owner shall give such notice promptly after discovery of the condition. During the one-year period for correction ofthe Work, ifthe Owner fails to potify the Design-Builder and give the Design-Builder an opportunity to make the correction, the Owner waives the rights to require correction by the Design-Builder: and to make a claim for breach ofwarranty.1 Ifthe Design-Builder fails to correct nonconforming Work within. ai réasonable time during that period after receipt of notice from the Owner, the Owner may correct it in accordance with Section 7.9. $ 11.2.2.2 The one-year period for correction ofWork shall be extended with respect to portions ofWork first performed after Substantial Completion by the period oft time between Substantial Completion and the actual completion of that portion of the Work. 5 11.2.2,3 The one-year period for correction of Work shall not be extended by corrective Work performed by the Design-Builder pursuant to this Section 11.2. $ 11.2.3 The Design-Builder shall remove from the site portions of the Work that are: not in accordance with the requirements of the Design-Build Documents and are. neither corrected by the Design-Builder nor accepted by the Owner. $ 11.2.4 The Design-Builder shall bear the cost of correcting destroyed or damaged construction of the Owner or separate contractors, whether çomplèted or partially completed, caused by the Design-Builder's correction or removal of Work that is not in accordance with the requirements of the Design-Build Documents. $ 11.2.5 Nothing contained in this Section 11.2 shall be construed to establish a period ofl limitation with respect to other obligations the Design-Builder has under the Design-Build Documents. Establishment of the one-year period for correction ofWork as described in Section 11.2.2 relates only to the specific obligation ofthe! Design-Builder to correct the Work, and has no: relationship to the time within which the obligation to comply with the Design-Build Documents may be sought to be enforced, nor to the time within which proceedings may be commenced to establish the Design-Builder's s liability with respect to the Design-Builder's: obligations other than specifically to correct the Work. AIA Document A141 - 2014. Copyright 102 2004 and: 2014. Allr rights reserved. "The American Institute ofA Architects," ""American Institute of Architects," ""AIA,the AIA Logo, and" "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 11:56:01 ET on 06/05/2025 under 24 Order No.211 146280691 whlch expires on 05/12/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents9 Terms of Service. Tor report copyright violations, e-mail doamnio@aliacontacts.com. User Notes: (1514961455) $ 11.3 Acceptance of Nonconforming Work Ifthe Owner prefers to accept Work that is not in accordance with the requirements of the Design-Build Documents, the Owner may do $o instead of requiring its removal and correction, in which case the Contract Sum will be: reduced as appropriate and equitable. Such adjustment shall be effected whether or not final payment has been made. ARTICLE 12 COPYRIGHTS AND LICENSES S 12.11 Drawings, specifications, and other documents furnished by the Design-Builder, including those in electronic form, are Instruments of Service. The Design-Builder, and the Architect, Consultants, Contractors, and any other person or entity providing services or work for any of them, shall be deemed the authors and owners of their respective Instruments of Service, including the Drawings and Specifications, and shall retain all common law, statutory and other reserved rights, including copyrights. Submission or distribution of Instruments ofService to meet official regulatory requirements, or for similar purposes in connection with the Project, is not to be construed as publication in derogation of the reserved rights oft the Design-Builder and the Architect, Consultants, and Contractors, and any other person or entity providing services or work for any of them. S 12.2 The Design-Builder and the Owner warrant that in transmitting Instruments of Service, or any other information, the transmitting party is the copyright owner of such information or has permission from the copyright owner to transmit such information for its use on the Project. $ 12.31 Upon execution ofthe. Agreement, the Design-Builder grants to the Owner a limited, irrevocable and non-exclusive license to use the Instruments of Service solely and exclusively forj purposes of constructing, using, maintaining, altering and adding to the Project, provided that the Owner substantially performs its obligations, including prompt payment of all sums when due, under the Design-Build Documents. The license granted under this section permits the Owner to authorize its consultants and separate contractors to reproduce applicable portions ofthe Instruments ofService solely and exclusively for use inj performing services or construction for thel Project. If the Design-Builder: rightfully terminates this. Agreement for cause as provided in Section 13.1.4 or 13.2.1 the license granted in this Section 12.3 shall terminate. S 12.3.1 The Design-Builder shall obtain non-exclusive licenses from the Architect, Consultants, and Contractors, that will allow the Désign-Builder to satisfy its obligations to the Owner under this Article 12. The Design-Builder's licenses from the Architect and its Consultants and Contractors shall also allow the Owner, in the event this Agreement is terminated for any reason other than the default of the Owner or in the event the Design-Builder's Architect, Consultants, or Contractors terminate their agreements with the Design-Builder for cause, to obtain a limited, irrevocable and non-exclusive license solely and exclusively for purposes of constructing, ysing, maintaining, altering and adding to the Project, provided that the Owner (1) agrees to pay to the Architect, Consultant or Contractor: all amounts due, and (2) provide the Architect, Consultant or Contractor with the Owner's written agreement to indemnify and hold harmless the Architect, Consultant or Contractor from all costs and expenses, including the cost of defense, related to claims and causes of action asserted by any third person or entity to the extent such costs and expenses arise from the Owner' s alteration or use of the Instruments of Service. $ 12.3.2 In the event the Owner alters the Instruments of Service without the author's s written authorization or uses the Instruments of Service without retaining the authors ofthe Instruments of Service, the Owner releases the Design-Builder, Architect, Consultants, Contractors and any other person or entity providing services or work for any ofthem, from all claims and causes of action arising from or related to such uses. The Owner, to the extent permitted by law, further agrees to indemnify and hold harmless the Design-Builder, Architect, Consultants, Contractors and any other person or entity providing services or work for any of them, from all costs and expènses, including the cost of defense, related to claims and causes of action asserted by any third person or entity to the extent such costs and expenses arise from the Owner's S alteration or use ofthe Instruments of Service under this Section 12.3.2. The terms of this Section 12.3.2. shall not apply if the Owner rightfully terminates this Agreement for cause under Sections 13.1.4 or 13.2.2. ARTICLE 13 TERMINATION OR SUSPENSION $ 13.1 Termination or Suspension Prior to Execution of the Design-Build Amendment $ 13.1.1 If the Owner fails to make payments to the Design-Builder for Work prior to execution oft the Design-Build Amendment in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Design-Builder's, option, cause: for suspension of performance of services under this Agreement. Ifthe Design-Builder elects to suspend the Work, the Design-Builder: shall give seven days' written notice to the Owner before suspending the Work. In the event ofa suspension oft the Work, the Design-Builder shall have no liability to the Owner for delay or damage caused by the suspension oft the Work. Before resuming the Work, the Design-Builder shall be paid all sums due prior to suspension and any expenses incurred in the interruption andi resumption ofthe Design-Builder's Work. The Design-Builder' s compensation for, and time to complete, the remaining Work shall be equitably adjusted. AIA Document A141-2014. Copyright t02004 and 2014.Allr rights reserved. "The American Institute ofA Architlecis,"American Institute . ofA Architects," ""AIA,"t the AIA Logo, and"AIA Contract Documents" are trademarks of The American Institute of Architects. This document was, produced at 11:56:01 ET on 06/05/2025 under Order No.2114628069 which expires on 05/12/2026, is not fori resale, is licensed for one-time use only, and may only bet used in accordance with the AIA Contract 25 Documents Terms of Service. To report copyright violations, e-mall chdnio@ahconiraciscom. User Notes: (1514961455) S 13.1.2 Ifthe Owner suspends the Project, the Design-Builder shall be compensated for the Work performed prior to notice of such suspension. When the Project is resumed, the Design-Builder shall be compensated for expenses incurred in the interruption and resumption ofthe! Design-Builder's Work. The Design-Builder' S compensation for, and time to complete, the remaining Work shall be equitably adjusted. $ 13.1.3 Ifthe Owner suspends the Project for more than 90 cumulative days for reasons other than the fault ofthe Design-Builder, the Design-Builder may terminate this Agreement by giving not less than seven days' written notice. $ 13.1.4 Either party may terminate this Agreement upon not less than seven days' written notice should the other party fail substantially to perform in accordance with the terms ofthis Agreement through no fault of thej party initiating the termination. S 13.1.5 The Owner may terminate this Agreement upon not less than seven days' written notice to the Design-Builder for the Owner's convenience and without cause. S 13,1.6 In the event: of termination not the fault of the Design-Builder, the Design-Builder shall be compensated for Work performed prior to termination, together with Reimbursable Expenses then due and any other expenses directly attributable to termination for which the Design-Builder. is not otherwise compensated. In no event shall the Design-Builder's compensation under this Section 13.1.6 be greater than the compensation set forth in Section 2.1. S 13.2 Termination or. Suspension Following Execution of the Design-Build Amendment $ 13.2.1 Termination by. the Design-Builder S 13:2:1.1 The Design-Builder may terminate the Contract ifthe Work is stopped for a period of 30 consecutive days through no act or fault ofthe. Design-Builder, the Architect, a Consultant, or a Contractor, or their agents or employees, or any other persons or entities performing portions ofthe Work under direct or indirect contract with the Design-Builder, for any of the following reasons: 1 Issuance of an order of a court or other public authority having. jurisdiction that requires all Work to be stopped; 2 An act of government, such as a declaration of national emergency that requires all Work to be stopped; .3 Because the Owner has not issued a Certificate for Payment and has not notified the Design-Builder of the reason for withholding certification as provided in Section 9.5.1, or because the Owner has not made payment on a Certificate for Payment within the time stated in the Design-Build Documents; or 4 The Owrier has failed to furnish to thel Design-Builder promptly, upon the Design-Builder's request, reasonable evidence as required by. Section 7.2.7. $ 13.2.1.2 The Desigi-Builder may terminate the Contract if, through no act or fault oft the Design-Builder, the Architect, a Consultant, a Confractor, or their agents or employees or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder, repeated suspensions, delays or interruptions ofthe entire Work by the Owner as described in Section 13.2,3 constitute in the aggregate more than 100 percent ofthet total number of days scheduled for completion, or 120 days in any 365-day period, whicheyer is less, $ 13,2.1.3 Ifone of the reasons described in Section 13.2.1.1 or 13.2.1.2 exists, the Design-Builder may, upon seven: days' written notice to the Owner, terminate the Contract and recover from the Owner payment for Work executed, including reasonable overhead and profit, costs incurred by reason of such termination, and damages. S 13.2.1.41 Ifthe Work is stopped for a period of60 consecutive days through no act or fault ofthe Design-Builder or any other persons or entities performing portions of the Work under contract with the Design-Builder because the Owner has repeatedly failed to fulfill the Owner's obligations under the Design-Build Documents with respect to matters important to the progress ofthe Work, the Design-Builder: may, upon seven additional days' written notice to the Owner, terminate the Contract and recover from the Owner as provided in Section 13.2.1.3. $ 13.2.2. Termination by the Owner For Cause $ 13.2.2.4 The Owner may terminate the Contract if the Design-Builder 1 fails to submit the Proposal by the date required by this Agreement, or if no date is indicated, within a reasonable time consistent with the date of Substantial Completion; 2 repeatedly refuses or fails to supply an Architect, or enough properly skilled Consultants, Contractors, or workers or proper materials; .3 fails to make payment to the Architect, Consultants, or Contractors for services, materials or labor in accordance with their respective agreements with the Design-Builder; AIAI Document. A141 - 2014. Copyright @ 2004 and 2014.A Ali rights reserved. "The American Institute of Architects," ""American! Institute of Architects," ""AIA,"t the AIA Logo, and "AIA Contract Documents" are trademarks oft The American Institute of Architects. This document was produçed at 11:56:01 ET on 08/05/2025 under 26 Order No.2 2114628069 which expires on 05/12/2026, is notf for resale, Is licensedi for one-time use only, and may only be used in accordance with the AIA Contraci Documentse Terms of Service. To report copyright violations, e-mail ochio@ahconidiscom. User Notes: (1514961455) 4 repeatedly disregards applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of a public authority; or .5 is otherwise guilty of substantial breach of aj provision of the Design-Build Documents. $ 13.2.2.2 When any of the above reasons exist, the Owner may without prejudice to any other rights or remedies ofthe Owner and after giving the Design-Builder and the Design-Builder' s surety, if any, seven days' written notice, terminate employment of the Design-Builder and may, subject to any prior rights of the surety: 1 Exclude the Design-Builder from the site and take possession of all materials, equipment, tools, and construction equipment and machinery thereon owned by thel Design-Builder; 2 Accept assignment of the Architect, Consultant and Contractor agreements pursuant to Section 3.1.15; and 3 Finish the Work by whatever reasonable method the Owner may deem expedient. Upon written request of the Design-Builder, the Owner shall furnish to the. Design-Builder a detailed accounting oft the costs incurred by the Owner in finishing the Work. S 13.2.2.3 When the Owher terminates the Contract for one of the reasons stated in Section 13.2.2.1, thel Design-Builder shall not be entitled to receive furthèr payment until the Work is finished. 5 13.2.2,4 Ifthe unpaid balance ofthe Contract Sum exceeds costs of finishing the Work and other damages incurred by the Owner and not expressly waivéd, such excess shall be paid to the Design-Builder. Ifs such costs and damages exceed the unpaid balance, the Design-Builder shall pay the difference to the Owner. The obligation for such payments shall survive termination of the Contract. S 13.2.3 Suspension by the. Owner for Convenience $ 13.2.3.1The Owner may, without cause, order the Design-Builder in writing to suspend, delay or interrupt the Work in whole or in part for such period of time. as. the Owner may determine. S 13.2.3.2 The Contract Sum and Contract Time shall be adjusted for: increases in the cost and time caused by suspension, delay or interruption as. described in Section 13.2.3.1. Adjustment of the Contract Sum shall include profit. No adjustment shall be made to the extent 1 that performance is, was or would have been sO suspended, delayed or interrupted by another cause for which the Design-Builder is responsible; or 2 that an equitable adjustment is made or denied under another provision of the Contract. S 13.2.4 Termination: by. the Owner for Convenience S 13.2.4.1 The Owner may, at any time, terminate the Contract for the Owner's convenience and without cause. $ 13,2.4.2 Upon receipt of written notice from the Owner ofs such termination for the Owner's convenience, the Design-Builder shall 1 cease operations às directed by the Owner in the notice; 2 take actions necessary, or that the Owner may direct, for the protection and preservation of the Work; and, 3 except for Work dirècted to be performed prior to the effective date of termination stated in the notice, terminate all existing Project agreements, including agreements with the Architect, Consultants, Contractors, and purchase orders, and enter into no further Project agreements andj purchase orders. S 13.2.4.3 In case of such termination for the Owner's convenience, the Design-Builder shall be entitled to receive payment for Work executed, along, with reasonable overhead and profit on the Work Çompleted or in progress at the time of termination pro-rated based upon percentage of completion. ARTICLE 14 CLAIMS AND DISPUTE RESOLUTION S 14.1 Claims $ 14.1.1 Definition. A Claim is a demand or assertion by one of the parties seeking, as a matter of right, payment of money, or other relief with respect to the terms of the Contract. The term "Claim" also includes other disputes and matters in question between the Owner and Design-Builder arising out of or relating to the Contract. The responsibility to substantiate Claims shall rest with the party making the Claim. S 14.1.21 Time Limits on Claims. The Owner and Design-Builder shall commençe all claims and causes ofaction, 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 ofthe binding dispute resolution method selected in Section 1.3, within the time period specified by applicable law, but in any case not more AIAI Document A141 - 2014. CopyrightG @2 2004. and 2014. All rights reserved. The American Institute ofA Architects," "American! of Architects," - Institute ""AIA, the AIA Logo, and"AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 11:56:01 ET on 06/05/2025 under Order 27 No.2114628069 which expires ont 05/12/2026, is noti for resale, is licensed for one-time use only, and may only be used in accordance with the. AIA Contract Documentse Terms of Service. To report copyright violations, e-mail odnio@amconiadi.com. User Notes: (1514961455) than 10 years after the date of Substantial Completion of the Work. The Owner and Design-Builder waive all claims and causes ofaction not çommenced in accordance with this Section 14.1.2. S 14.1.3 Notice of Claims $ 14.1.3.1 Prior Tol Final Payment. Prior to Final Payment, Claims by either the Owner or Design-Builder must be initiated by written notiçe to the other party within 21 days after occurrence of the event giving rise to such Claim or within 21 days after the claimant first recognizes the condition giving rise to the Claim, whichever is later. 5 14.1.3.2 Claims Arising After Final Payment. After Final Payment, Claims by either the Owner or Design-Builder that have not otherwise been waived pursuant to Sections 9.10.4 or 9.10.5, must be initiated by prompt written notice to the other party. The notice réquirement in Section 14.1.3.1 and the Initial Decision requirement as a condition preçedent to mediation in Section 14.2.1 shall not apply. $ 14.1.4 Continuing Contract Performance. Pending final resolution ofa Claim, except as otherwise agreed in writing or as provided in Section 9.7and Artiçle 13, thel Design-Builder shall proceed diligently with performance of the Contract and the Owner shall continue to make payménts in accordance with the Design-Build Documents. $ 14.1.5 Clalms for Additional Cost. Ift the Design-Builder intends to make a Claim for an increase in the Contract Sum, written notice as proyided herein shall be given before proceeding to execute thej portion ofthe Work that relates to the Claim. Prior notice is not required for Claims relating to an emergency endangering life or property arising under Section 10.4. $ 14.1.6 Claims for Additional Time $ 14.1.6.1 Ifthe Design-Builder intends to make a Claim for an increase in the Contract Time, written notice as provided herein shall be giyên. The Design-Builder's Claim shall include an estimate of cost and of probable effect of delay on progress of the Work. In the case of a continuing delay, only one Claim is necessary. $ 14.1.6.2 Ifadverse weather conditions are the basis for a Claim for additional time, such Claim shall be documented by data substantiating that weather. conditions were abnormal for the period of time, could not have been reasonably anticipated, and had an adverse effect on the scheduled construction. 5 14.1.7. Claims for Consequential Damages The Désign-Builder and Owner waive Claims against each other for consequential damages arising out of or relating to this Contract. This mutual waiver includès 4 damagès incurred. by the Owner for rental expenses, for losses of use, income, profit, financing, business and reputation, and for loss of management or employee productivity or of the services of such persons; and .2 damages incurred by the Design-Builder for principal office expenses including the compensation of personnel stationed there, for losses of financing, business and reputation, and for loss ofprofit except anticipated profit arising directly from the Work. This mutual waiver is applicable, without limitation, to all consequential damages due to either party's termination in accordance with Article 13. Nothing contained. in this Section 14.1.7 shall be deemed to preclude an award of liquidated damages, when applicable, in accordance with the requirements ofthe Design-Build Documents. S 14.2 Initial Decision $ 14.2.1. An initial déçision shall be required as a condition precedent to mediation ofall Claims between the Owner and Design-Builder initiated prior to the. date final payment is due, excluding those arising under Sections 10.3 and 10.4 of the Agreement and Sections B.3.2.9 and B.3.2.10 of Exhibit B to this Agreement, unless 30 days have passed after the Claim has been initiated with no decision having been rendered. Unless otherwise mutually agreed in writing, the Owner shall render the initial decision on Claims. $ 14:2.2 Procedure $ 14.2.2.1 Claims Initiated by the Owner. Ifthe Owner initiates a Claim, the Design-Builder shall provide a written response to Owner within ten days after receipt of the notice required under Section 14.1.3.1. Thereafter, the Owner shall render an initial decision within ten days ofrèceiving the Design-Builder* s response: (1) withdrawing the Claim in whole or in part, (2) approving the Claim in whole or in part, or (3) suggesting a compromise. S 14.2.2.2 Claims Initiated by the Design-Builder, Ifthe Design-Builder initiates a Claim, the Owner will take one OT more ofthe following actions within ten days after receipt of the notice required under Section 14.1,3.1:(1) request additional supporting data, (2) render an AIAI Document A141 - 2014. Copyrighto 2004 and 2014. Allr rights reserved, "The American Institute of Architects," "American Institute Architects," AIA : ofA "*AIA," the Logo, and' "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 11:56:01 ET on 06/05/2025 under 28 Order No.2114628069 which expires on 05/12/2026, Is notf for resale, is licensed for one-time use only, andr may only bet used in accordance with the. AIA Contract Documents Terms of Service. Tor report copyright violations, e-mail enlo@amconiadkacom. User Notes: (1514961455) initial decision rejecting the Claim in whole or in part, (3) render an initial decision approving the Claim, (4) suggest a compromise or (5). indicate that it is unable to render an initial decision because the Owner lacks sufficient information to evaluate the merits ofthe Claim. $ 14.2.3 In evaluating Claims, the Owner may, but shall not be obligated to, consult with or seek information from persons with special knowledge or expertise who may assist the Owner ini rendering a decision. Thei retention ofs such persons shall be at the Owner's s expense. S 14.2.4 Ifthe Owner requests the Design-Builder to provide a response to a Claim or to furnish additional supporting data, the Design-Builder shall respond, within ten days after receipt of such request, and shall either (1): provide a response on the requested supporting data, (2) advise the Owner when the response or supporting data will be furnished or (3) advise the Owner that no supporting data will be furnished. Upon receipt ofthe response or supporting data, ifany, the Owner will either reject or approve the Claim in whole or in part. S 14.2.5 The Owner's initial decision shall (1) be in writing; (2) state the reasons therefor; and (3) identify any change in the Contract Sum or Contract Time or both, The initial decision shall be: final and binding on the parties but subject to mediation and, ifthe parties fail to resolvé their dispute through mediation, to binding dispute resolution. $ 14.2.6 Either party may. file for mediation of an initial decision at any time, subject to the terms of Section 14.2.6.1. $ 14.2.6.1 Either party may, within 30 days from the date of an initial decision, demand in writing that the other party file: for mediation within 60 days ofthe initial decision. Ifsuch a demand is made and the party receiving the demand fails to file for mediation within the time réquired, then both parties waive their rights to mediate or pursue binding dispute resolution proceedings with respect to the initial decision. $ 14.2.71 In the èvent ofa Claim against the Design-Builder, the Owner may, but is not obligated to, notify the surety, ifany, of the nature and amount ofthe Claim. Ifthe Claim relates to a possibility ofal Design-Builder's default, the Owner may, but is not obligated to, notify the surety and request the surety's assistance in resolving the controversy. $ 14.2.8 Ifa Claim relates to or is the subject of a mechanic's lien, the party asserting such Claim may: proceed in accordance with applicable law to comply with the lien notice or filing deadlines. $ 14.3 Mediation S 14.3.1 Claims, disputes, or other matters in controversy arising out of or related to the Contract, except those waived as provided for in Sections 9.10.4, 9.10.5, and 14.1.7, shall be subject to mediation as a condition precedent to binding dispute resolution. S 14.3.2 The parties shall endeavor to resolve their Claims by mediation which, unless the parties mutually agree otherwise, shall be administered by the American Arbitration Association in accordance with its Construction Industry Mediation Procedures in effect on the date ofthe 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 ofbinding dispute resolution proceedings but, in such event, mediation shall proceed in advance oft binding dispute resolution proceedings, which shall be stayed pending mediation for a period of 60 days from the date of filing, unless stayed for a longer period by agreement of the parties or court order. If an arbitration procéeding is stayed pursuant to this Section 14.3.2, the parties may nonetheless proceed to the selection of the arbitrator(s) and agree upon a schedule for later proceedings. S. 14.3.3 The parties shall share the mediator's 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. S 14.4 Arbitration $ 14.4.1 Ifthej parties have selected arbitration as the method for binding dispute resolution in Section 1.3, any Claim subject to, but not resolved by, mediation shall be subject to arbitration which, unless the parties mutually agree otherwise, shall be administered by the American Arbitration Association in accordance with its Construction Industry Arbitration Rules in effect on the date oft the Agreement. A démand for arbitration shall be made in writing, delivered to the other party to the Contract, and filed with the person or entity administering the arbitration. The party filing a notice of demand for arbitration must assert in the demand all Claims then known to that party on which arbitration is permitted to be demanded. AIAI Document A141 - 2014. Copyright 0: 2004 and 2014. All rights reserved, "The American Institute of Architects," "American! Institute of Architects," AIA,"t the AIA Logo, and' "AIA Contract Documents" are trademarks ofThe American! Institute of Architects, This document was produced at 11:56:01 ET on 06/05/2025 under Order No.21146280691 which expires on 05/12/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract 29 Documentse Terms of Service. Tor report copyright violations, e-mail dodmo@alacontiracs.om. User Notes: (1514961455) S 14.4.1.1 A demand for arbitration shall be made no earlier than concurrently with the filing of a request for mediation, but in no event shall itl be made after the date when the institution oflegal or equitable proceedings based on the Claim would be barred by the applicable statuté of limitations or statute of repose. For statute of limitations or statute of repose purposes, receipt of a written demand for arbitration by thej person or entity administering the arbitration shall constitute the institution oflegal or equitable proceedings based on the Claim. S 14.4.2 The award rendered by the arbitrator or arbitrators shall be final, and judgment may be entered upon it in accordance with applicable law in any court having. jurisdiction. S 14.4.3 The foregoing agreement to arbitrate, and other agreements to arbitrate with an additional person or entity duly consented to by parties to the Agreement, shall be specifically enforceable under applicable law in any court having jurisdiction thereof. $ 14.4.4 Consolidation or Joinder S 14.4.4.1 Eithèr party, at its sole discretion, may consolidate an arbitration conducted under this Agreement with any other arbitration to which iti is a party provided that (1) the arbitration agreement governing the other arbitration permits consolidation, (2) the arbitrations to be consolidated substantially, involve common questions of1 law or fact, and (3) the arbitrations employ materially similar procedural rulès àrd méthods for selecting arbitrator(s). $ 14.4.4.2 Either party, at its sole discretion, may include by. joinder persons or entities substantially involved in a common question of law or: fact whose presence is required if complete relief is to be accorded in arbitration, provided that the party sought to be joined consents in writing to such joinder. Consent to arbitration involving an additional person or entity shall not constitute consent to arbitration of any claim, disputé or other matter in question not described in the written consent. $ 14.4.4.3 The Owrier and Design-Builder grant to any person or entity made a party to an arbitration conducted under this Section 14.4, whether by. joinder or consolidation, the same rights of joinder and consolidation as the Owner and Design-Builder under this Agreement. ARTICLE 15. MISCELLANEOUS PROVISIONS S 151 Governing. Law The Contract shall be governed by the law oft the place where the Project is located except that, if the parties have selected arbitration as the method of binding dispute resolution, the Federal Arbitration Act shall govern Section 14.4. $ 15.2 Successors and Assigns S 15.2.1 The Owner and Design-Builder, respectively, bind themselves, their partners, successors, assigns and legal representatives to thé covenants, agreements and obligations contained. in the Design-Build Documents. Except as providedi in Section 15.2.2, 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. $ 15.2.2 The Owier may, without consent ofthe Design-Builder, assign the Contract to a lender providing construction financing for the Project, ifthé lender assumes the Owner's rights and obligations under the Design-Build Documents. The Design-Builder shall execute all consents reasonably required to facilitate such assignment. S 15.2.3 Ifthe Owner requests the Design-Builder, Architect, Consultants, or Contractors to execute certificates, other than those required by Section 3.1.10, the Owner shall submit the proposed language of such certificates for review at least 14 days prior to the requested dates of execution. Ifthe Owner requests the Design-Builder, Architect, Consultants, or Contractors to execute consents reasonably required to: facilitate assignment to al lender, the Design-Builder, Architect, Consultants, or Contractors shali execute all such consents that aré. consistent with this Agreement, provided the proposed consent is submitted to them for review at least 14 days prior to execution. The Design-Builder, Architect, Consultants, and Contractors shall not be: required to execute certificates or consents that would. require knowledge, services or responsibilities beyond the scope oft their services. $ 15.3 Written Notice Written notice- shall be deemed to have been duly served if delivered in person to the individual, to a member ofthe 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. AIAD Document A141. - 2014. Copyrighte: 2004 and 2014. All rights reserved. "The American Institute ofA Architects," "*American Institute of Architects," ""AIA," - the AIA Logo, and" "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 11:56:01 ET on 06/05/2025 under 30 Order No.2114628069 which expires on 05/12/2026, is not for resale, isi licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents Terms of Service. To report copyright violations, e-mail doemto@almcontiadkcom. Usor Notes: (1514961455) S 15.4 Rights and Remedies $ 15.4.1 Duties and obligations imposed by the Design-Build Documents, and rights and remedies available thereunder, shall be in addition to and not a limitation of duties, obligations, rights and remedies otherwise imposed or available by law. S 15.4.2No action or failure to act by the Owner or Design-Builder shall constitute a waiver of a right or duty afforded them under the Contract, nor shall such action or failure to act constitute approval of or acquiescence in a breach thereunder, except as may be specifically agreed in writing. $ 15.5 Tests and Inspections $ 15.5.1 Tests, inspections and approvals of portions ofthe Work shall be made as required by the Design-Build Documents and by applicable laws, statutes, ordinançes, codes, rules and regulations or lawful orders of public authorities. Unless otherwise provided, the Design-Builder shall make arrangements for such tests, inspections and approvals with an independent testing laboratory or entity acceptable to the Owner, or with the appropriate public authority, and shall bear all related costs oftests, inspections and approvals. The Design-Builder shall give the Owner timely notice of when and where tests and inspections are to be made so that the Owner may be present for such procedurès, The Owner shall bear costs of(1) tests, inspections or approvals that do not become requirements until after bids are réceived or negotiations concluded, and (2) tests, inspections or approvals where building codes or applicable laws or régulations prohibit the Owner from delegating their cost to the Design-Builder. S 15.5.2 Ifthe Owner determines that portions ofthe Work require additional testing, inspection or approval not included under Section 15.5.1, the Owner will instruct the Design-Builder to make arrangements for such additional testing, inspection or approval by an entity acceptable to the Owner, and the Design-Builder shall give timely notice to the Owner of when and where tests and inspections are to be. made sO that the Owner may be present for such procedures. Such costs, except as provided in Section 15.5.3, shall be at the Owner's expense. $ 15.5.3) Ifs such procedures for testing, inspection or approval under Sections 15.5.1 and 15.5.2 reveal failure of the portions ofthe Work to comply with requirements established" by the Design-Build Documents, all costs made necessary by such failure shall be at the Design-Builder"* 's expense. 5 15.5.4 Required. certificates of testing, inspection or approval shall, unless otherwise required by the Design-Build Documents, be secured by the Design-Builder and promptly delivered to the Owner. $ 15.5.5 Ift the Owneri is to observe tests, inspections or approvals required by the Design-Build Documents, the Owner will do sO promptly and, whére practicable, at fhe normal place oftesting. S 15.5.6 Tests or1 inspections conducted pursuant to the Design-Build Documents shall be made promptly to avoid unreasonable delay in the Work. $ 15,6 Confidential Information Ifthe Owner or Design-Builder transmits Confidential Information, the transmission of such Confidential Information constitutes a warranty to the party reçeiving such Confidential Information that the transmitting party is authorized to transmit the Confidential Information. Ifaj party receives Confidential Information, the: receiving party shall keep the Confidential Information strictly confidential and shall not. disclose it to any other person or entity except as set forth in Section 15.6.1. S 15.6.1 A party receiving Confidential Information may disclose the Confidential Information as required by law or court order, including a subpoena or other form of compulsory legal process issued by a court or governmental entity. A party receiving Confidential Information may also disclose the Confidential Information to its employees, consultants or contractors in order to perform services or work solely and exclusively for the Project, provided those employees, consultants and contractors are subject to the restrictions on the disclosure and use of Confidential Information as set forth in this Contract. S 15.7 Capitalization Terms capitalized in the Contract include those that are (1). specifically defined, (2) the titles ofi numbered articles or (3) the titles of other documents published by the American Institute of Architects. S 15.8 Interpretation S 15.8.1 In the interest ofbrevity the Design-Build Documents frequently omit modifying words such as "all" and' "any" and articles such as' "the" and "an," - but the fact that a modifier or an article is absent from one statement and appears in another is not intended to affect the interpretation of either statement. AIAI Document A141 - 2014. Copyright e: 2004 and: 2014. All rights reserved, "The American Institute ofA Architects," ""American of : Institute Architects, ""AIA," the AIA Logo, and' "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 11:56:01 ET on 06/05/2025 under 31 Order No.211 14628069 which expires on 05/12/2026, is not for resale, Is licensed for one-time use only, andr may only be used in accordance with the AIA Contract Documents9 Terms of Service. To report copyright violations, e-mail oanbo@aacomradscom. User Notes: (1514961455) S 15.8.2 Unless otherwise stated in the Design-Build Documents, words which have well-known technical or construction industry meanings are used in the Design-Build Documents in accordance with such recognized meanings. ARTICLE 16 SCOPE OF THE AGREEMENT S 16,1 This Agreement is comprised ofthe following documents listed below: .1 AIA Document A1417M-2014, Standard Form of. Agreement Between Owner and Design-Builder .2 AIA Document A1417M_2014, Exhibit A, Design-Build Amendment, if executed .3 AIA Document A1417M-2014, Exhibit B, Supplementary Conditions 4 AIA Document A1417M_2014, Exhibit C, RFP#24-25, all addenda, and Design -Builders Proposal (Paragraph deleted) SEE SIGNATURE PAGE AT END OF EXHIBIT B SUPPLEMENTAL CONDITIONS AIAE Document, A141 - 2014. Copyrighte 0: 2004 and 2014. Allr rights reserved. "The American Institute of Architects," ""American! Institute ofA Architects," "AIA," "t the AIA Logo, and' "AIA Contract Documents" aret trademarks of The American Institute of Archltects. This document was produced at 11:56:01 ET on 06/05/2025 under 32 Orderl No.2114628069 which expires on 05/12/2026, Is not fori resale, is licensed for one-time use only, and may only! be used in accordance with the AIA Contract Documents" Terms of Service. To report copyright violations, e-mail odnio@abcontracscom. User Notes: (1514961455) Additions and Deletions Report for AIA Document A1410 - 2014 This Additions and Deletions! Report, as defined on page 1 oft the associated document, reproduces below alli text the author has added toi the standardi form. AIA document in orderi 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 isi indicated with al horizontal line through the original AIA text, Note: This Additions and Deletions Report is orovided for information purposes only and is not incorporated into or constitute any part oft the associated AIA document. This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 11:56:01 ET on 06/05/2025, PAGE1 AGREEMENT made as of the day of in the year 2025 E (Name, legal status, address and other information) Rockdale County Board of Commissioner P.O.Box 289 962 Milstead Avenue Conyers Ga 30012 Teléphone Number - 770-929-4009 (Namé; legal status, address and other information) JR. Bowman Construction Col Inc 1605 S Zack Hinton Parkway McDonough, Ga 30253 Rockdale County Fire Training Center 2259 SW. Smyrna Rd Conyers.Ga, 30012 PAGE2 See attached RFP: 24-25, all addenda, and Design-Builder'k sp proposal listed collectively as Exhibit C andi inçorporated hereby into this contract PAGE: 3 See attached RFP 24-25. all addenda. and Design-buillerspropoal listedcollectively as Exhibit C: andi incorporated hereby into this contract Allt that property located at 2259 SW Smyrna Rd Conyers- Parcels #013001020B and 013 3001024: as shown on the diagrains in the attached RFP N/A Additions and Deletions Report for AIA Document A141 - 2014. Copyright e 2004 and 2014. All rights reserved. "The American Institute of Architects, ""American Institute ofA Architects," "AIA,"6 the AIAI Logo, and" "AIA Contract Documents" are trademarks ofT The American Institute of Architects. This document was produced at 1 11:56:01 ET on 06/05/2025 under Orderi No.2114628069 which expires on 05/12/2026, is not for resale, is licensed for one-time use only, andn may only be used in accordance with the AIA Contract Documentse" Terms of Service. To report copyright violations, e-mail doimiogalacomtadis.com. User Notes: (1514961455) N/A Cost of the work is included in Design/Build Amendment See Design-Builder's s proposal for design and construction schedule PAGE 4 Tol be selected by Design-Builder - NA Dominick Villano PO Box 289 962 Milstead Avé Conyers Ga 30012 telephone 770-278-7091 Dominickvillmorokklalecomiypagoy PAGE 5 JR: Bowman Construction Co Inc 1605 SZ Zack] Hinton Parkway McDonough, Ga 30253 Ahdy Howard sandy@ibowmai.com 770-389-9701 [X Litigation in a court of competent jurisdiction PAGE 6 NA PAGE7 (Insert rate ofmonthly or annual interest agreed spen 1% PAGE 27 $ 13.2.4.3 In case of such termination for the Owner's convenience, the Design-Builder shall be entitled to receive payment for Work executed, endesis-neureébyreasomefsuehierminatien-along with reasonable overhead and profit on the Work net-executed. Completed ori in progress at the time of termination pro-rated based upon percentage of completion. PAGE 32 Additions and Deletions Reportf for AIAI Document A141 - 2014. Copyright e 2004 and 2014. Allr rights reserved. "The American Institute of Architects," ""American Institute of Architects," ""AIA," the AIA Logo, and' "AIA Contract Documents" aret trademarks of The American Institute of Architects." This document was produced at 11:56:01 ET on 06/05/2025 under Order No.21146280691 which expires on 05/12/2026, is not for resale, is licensedi for one-time use only, andi may only be used in 2 accordance with the AIA Contract Documents" Terms of Service. To report copyright violations, e-mail Aodhio@aacomtrads.com. User Notes: (1514961455) .3 AIA Document A141TM-2014, Exhibit B, Insuraneeamd-BendsSupplementary Conditions 4 AIA Document A141TM_-2014, Exhibit C, SutmahePeru,fempaRP2425. all addenda, and) Design -Builders) Proposal 5 AIA-DeeumentB202402,BMENberShaing-atstPartiepanis,Where ModelVersiens-May.atbelhaumeniedasaCeminst-Paoumenkfempetd,,erthe-elewng: . 6-Other: Fhis-Agreemententeredimeasetaedayamdye-aistwitter-abeve: OWNERSignahwre) DESSANBUIDER-ASgNr :s PriniamameaméHe) PHinednImeaMAe, SEB SIGNATUREI PAGE. ATJ END OF EXHIBIT) B - SUPPLEMENTAL CONDITIONS Additions and Deletions Report for AIA Document A141 - 2014. Copyright @ 2004 and 2014. All rights reserved. "The American Institute of Architects, "American Institute of Architects, "AIA," the AIA Logo, and" "AIA Contract Documents" are trademarks ofThe American Institute of Architeçts. This document was produceda at 3 11:56:01 ET on 06/05/2025 under Order No.2114628069 which expires on 05/12/2026, is not for resale, is licensed for one-time use only, and. may only be used in accordance with the AIA Contract Documentse" Terms of Service. To report copyright violations, e-mail odnb@amcomtraclk.om. User Notes: (1514961455) Certification of Document's Authenticity AIAO Document D401 TM - 2003 I, hereby certify, to the best of my knowledge, information and belief, that I created the attached final document simultaneously with: its associated Additions and Deletions Report and this certification at 11:56:01 ET on 06/05/2025 under Order No. 2114628069 from. AIA Contract Documents software and that in preparing the attached final document I: made no changes to the original text of AIAP Document A141TM. - 2014, Standard Form of Agreement Between Owner and Design-Builder, other than those additions and deletions shown in the associated Additions and Deletions Report. Deminicé Villano (Signéd) Géneral Service Deputy Director (Title) 6.5.25 (Dated) AIAD Document! D401 - 2003. Copyright 01 1992 and: 2003.A All rights reserved. "The American Institute of Architects," "American Institute ofA Architects," ""AIA,"t the AIA Logo, and "AIA Contract Documents" are trademarks ofThe American Institute of Architects. This document was produced at 11:56:01 ET on 06/05/2025 under 1 Order No.211 14628069 which expires on 05/12/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents Terms of Service. To report copyright violations, e-mall deahio@amcontincts.om. User Notes: (1514961455) Contract # C- bckdale County, Georgia J.R. Bowman Construction Co Inc :Board ofCommissioners By: By: Cpia RBowna JaNice Van Ness, Chair & CEO anice R Bowman, President and 58-1433951 Federal Tax I,D. Number Attest: Attest: - - B UAL By: K0 By: Jennifer 0. Rutledge, County Clerk Corporate Secretary of Assistant Corporate Secretary Approved as to form: By: M. Qader A. Baig, County Attorney Document A141" - 2014 AIA Exhibit A Design-Build Amendment This Amendment is incorporated into the accompanying AIA Document A1417M-2014, Standard Form of Agreement Between Owner and Design-Builder dated the day of in the year 2025 (the Agreement") (In words, indicate day, month and year.) ADDITIONS AND DELETIONS: The author of this document has added information needed fori its for the following PROJECT: completion. The author may also (Name and location or address) have revised the text of the original AIA standard form. An Additions and Rockdale County Firé Training Center Deletions Report that notes added 2259 SW Smyrna Rd information as well as revisions to the Conyers, Ga 30012 standard form text is available from the author and should be reviewed. A vertical line in the left margin oft this THE OWNER: document indicates where the author (Name, Hega! status and. address) has added necessary information and where the author has added to or Rockdale: County Board ofCommissioner deleted from the original AIA text. P,O. Box 289. This document has important legal 962 Milstead Ayénué consequences. Consultation with an Conyers Ga 30012 attorney is encouraged with respect Telephone Number - 770-929-4009 to its completion or modification. Consultation with an attorney is also THE DESIGN-BUILDER: encouraged with respect to (Name, legal status dnd address) professional licensing requirements int the jurisdiction where the Project is JR Bowman Construction Co Inc located. 1605 S Zack Hinton Parkway McDonough, Ga 30253 The Owner and Design-Builder. héreby àmend the Agreement as follows. TABLE OF ARTICLES A.1: CONTRACT SUM A.2 CONTRACT TIME A.3 NFORMATION UPON WHICH AMENDMENT IS BASED A.4 DESIGN-BUILDERS PERSONNEL, CONTRACTORS AND SUPPLIERS A.5 COST OF THE WORK ARTICLE A.1 CONTRACT SUM $ A.1 The Owner shall pay the Design-Builder the Contract Sum in current funds for the Design-Builder's S performance oft the Contract after the execution of this Amendment. The Init. AIA Dacument A141 - 2014 ExhibitA A, Copyright @ 2004 and 2014. All rights reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and' "AIA Contract Documents". are trademarks of7 The American Institute of Architects. This document was produced at 11:55:28 ET on 1 06/05/2025 under Order No.2114628069 which expires 0n05/12/2026, is not for resale, is licensed for one-time use only, andi may only be used In accordance with the AIA Contract Documentse Terms of Service. To report copyright violations, e-mail doahio@alnontads.com User Notes: (1884767319) Contract Sum shall be one of the following and shall not include compensation the Owner paid the Design-Builder for Work performed prior to execution of this Amendment: (Check the appropriate box.) [X ] Stipulated Sum, in accordance with Section A.1.2 below [ ] Cost ofthe Work plus the Design-Builder's Fee, in accordance with Section A.1.3 below [ ] Cost oft the Work plus the Design-Builder's Fee with a Guaranteed Maximum Price, in accordance with Section A.1.4 below (Based on the selection above, complete Section A.1.2, A.1.3 or A.1.4 below.) $ A.1.2 Stipulated Sum $ A.1.2.1 The Stipulated Sum shall be One million, nine hundred forty two thousand, six hundred thirty five dollars ($ 1,942,635.00 ), subject to authorized adjustments as provided in the Design-Build Documents. $ A.1.2.2 The Stipulated Sum is based upon the following alternates, if any, which are described in the Design-Build Documents and are hereby accepted by the Owner: (State the numbers or other identification ofaccepted alternates. Ifthe Owner is permitted to accept other alternates subsequent to the execution ofthis Amendment, attach a schedule ofsuch other alternates showing the change in Stipulated Sum for each dnd the deadline by which the alternate must be accepted.) Stipulated sum includes owners contingency for the amount of $253,386.00 (two hundred fifty three thousand, three hundred eighty six dollars) 5 A.1.2.3 Unit prices, if any: (Identify item, state the tnit price, and. state any applicable quantity limitations.) tem Units and Limitations Price per Unit ($0.00) See Exhibit 'C" Proposal Form additional unit pricing $ A.1,3 Cost of the Work Plus Design-Builder's Fee S A.1.3.1 The Cost oft the Work is as defined in Article A.5, Cost oft the Work. S A1.3.2Thel Design-Builder's Fee: (State a lump sum, percentage ofCost ofthe Work or other provision for determining the Design-Builder's Fee, and the methodj for adjustment to. the. Feey for changes in the Work.) S A,1.4 Cost of the Work Plus Design-Builder's Fee With a Guaranteed Maximum Price $ A.1.4.1 The Cost of the Work is as defined in Article A.5, Cost of the Work. $ A.1.4.2 The Design-Builder's: Fee: (State a lumpsum, percentage ofCost ofthe Work or other provision for determining the Design-Bulder's. Fee and the method for adjustment to the Feej for changes in the Work) $ A.1,4.3 Guaranteed Maximum Price $ A.1.4.3.1 The sum ofthe Cost oft the Work and the Design-Builder's Fee is guaranteed by the Design-Builder not to exceed ($ ), subject to additions and deductions for changes in the Work as provided in the Design-Build Documents. Costs that would cause the Guaranteed Maximum Price to be exceeded shall be paid by the Design-Builder without reimbursement by the Owner. (Insert specific provisions ifthe Design-Builder is to participate in any. savings.) init. AIAI Document A141 - 2014 ExhibitA A. Copyright 02 2004 and 2014. All rights reserved." "The American Institute of Architects, "American Institute of Architects," "AIA,"t the AIAI Logo, and"AIA Contract Documents" are trademarks of The American Institute ofA Architects. This document was produced at 11:55:28 ET on 06/05/2025 under 2 Order No.2114628069 which expires on 05/12/2026, is not for resale, is licensed for one-time use only, and may only be used. in accordance with the. AIA Contract Documents*Terms of Service. To report copyright violations, e-mall doahiogalacontacts.com. User Notes: (1884767319) S A.1.4.3.2 Itemized Statement of the Guaranteed Maximum Price Provided belowi 1s an itemized statement of the Guaranteed Maximum Price organized by trade categories, allowances, contingencies, alternates, the Design-Builder's Fee, and other items that comprise the Guaranteed Maximum Price. (Provide information below or reference an attachment.) S A.1.4.3.3 The Guaranteed Maximum Price is based on the following alternates, if any, which are described in the Design-Build Documents and are hereby accepted by the Owner: (State the numbers or other identification of accepted alternates. Ifthe Owner is permitted to accept other alternates subsequen! to the execution ofthis Amendment, attach a schedule ofsuch other alternates showing the change in the Cost ofthe Work. and Guaranteed. Maximum Price) for each and the deadline by which the alternate must be accepted.) S A1,4.3.4 Unit Prices, if any: (Ideritify item, state the unit price, and state any applicable quantity limitations.) Item Units and Limitations Price per Unit ($0.00) $ A.1,4.3.5 Assumptions, if any, on which the Guaranteed Maximum Price is based: S A.1,5 Payments S A.1.5.1 Progress Payments 5 A1.5.1:1 Based upon Appliçations for Payment submitted to the Owner by the Design-Builder, the Owner shall make progress payments on account of the Contract Sum to the Design-Builder as provided below and elsewhere in the Design-Build Documents. $ A.1.5.1.2The period covered by each Application forl Payment shall be one calendar month ending on the last day ofthe month, or as, follows: 25th day of each month $ A.1.5.1.3 Provided that an Application for Payment is received not later than the 25th day oft the month, the Owner shall make payment of the certified amount to the Design-Builder not later than the 25th day ofthe following month. If an. Application for Payment is received by the Owner after the application date fixed above, payment shall be madel by the Owner not later than thirty days ( 30 ) days after the Owner receives the Application for Payment. (Federal, stdte or local laws may require payment within a certain period oftime.) S A.1.5.1.4 With each Application for Payment where the Contract Sum is based upon the Cost ofthe Work, or the Cost ofthe Work with a Guaranteed Maximum Price, the Design-Builder shall submit payrolls, petty cash accounts, receipted invoices or invoices with check vouchers attached, and any other evidence required by the Owner to demonstrate that cash disbursements already madel by the Design-Builder on account oft the Cost ofthe Work equal or exceed (1) progress payments already received by the Design-Builder, less (2) that portion of those payments attributable to the Design-Builder's) Fee; plus (3) payrolls for the period covered by the present Application for Payment. $ A.1.5.1.5 With each Application for Payment where the Contract Sum is based upon a Stipulated Sum or Cost ofthe Work with a Guaranteed Maximum Price, the Design-Builder shall submit the most recent schedule of values in accordance with the Design-Build Documents. The schedule ofvalues shall allocate the entire Contract Sum among the various portions oft the Work. Compensation for design services, if any, shall be shown separately. Where the Contract Sum is based on the Cost ofthe Work with a Guaranteed Maximum Price, the Design-Builder's) Fee shall be shown AIAI Document. A141 - 2014 Exhibit A. Copyright 0 2004 and 2014.A All rights reserved. The. American Institute of Architects," ""American Institute of Architecis," Init. "AIA," the AIAI Logo, and" "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 11:55:28 ET on 3 06/05/2025 under Order! No.2114628069 which expires on 05/12/2026, is not for resale, Is licensed for one-time use only, andr may only be usedi in accordance with the AIA Contract Documentse Terms of Service. Tor report copyright violations, e-mall dcmo@mnconratis.om. User Notes: (1884767319) separately. The schedule of values shall be prepared in such form and supported by such data to substantiate its accuracy as the Owner may require. This schedule ofvalues, unless objected tol by the Owner, shall be used as a basis for reviewing the Design-Builder's. Applications for Payment. $ A.1.5.1.6 In taking action on the Design-Builder' s Applications for Payment, the Owner shall be entitled to rely on the accuracy and completeness oft the information furnished by the Design-Builder and shall not be deemed to have made a detailed examination, audit or arithmetic verification of the documentation submitted in accordance with Sections A.1.5.1.4 or A.1.5.1.5, or other supporting data; to havei made exhaustive or continuous on-site inspections; ort to have made examinations to ascertain how or for what purposes the Design-Builder has used amounts previously paid. Such examinations, audits and verifications, if required by the Owner, will be performed by the Owner's auditors acting in the sole interest of the Owner. S A.1.5.1.7 Except with the Owner' s prior approval, the Design-Builder shall not make advance payments to suppliers for materials or equipment which have not been delivered and stored at the site. $ A.1.5.2 Progress Payments- - Stipulated Sum $ A.1.5.2.1 Appliçations for Payment where the Contract Sum is based upon a Stipulated Sum shall indicate the perçentage of completion ofe each portion ofthe Work as ofthe end ofthe period covered by the Application for Payment. $ A.1.5.2.2 Subject to other provisions oft the Design-Build Documents, the amount of each progress payment shall be computed as follows: .1 Take that portion of the Contract Sum properly allocable to completed Work as determined by multiplying the percentage completion of each portion ofthe Work by the share of the Contract Sum allocâted to that portion of the Work in the schedule of values, less retainage of 5 percent ( 5 %) on the Work. Pending final determination of cost to the Owner of Changes in the Work, amounts not in dispute shall be included as provided in Section 6.3.9 oft the. Agreement; 2 Add that portion oft the Contract Sum properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the completed construction (or, ifapproved in advance by thé Owner, suitably stored off the site at a. location agreed upon: in writing), less retainage of 5. percent ( 5 %); .3 Subtract the aggregate of previous payments made by the Owner; and 4 Subtract amounts, ifany, the Owner has withheld or nullified, as provided in Section 9.5 oft the Agreement. S A.1.5.2.3 The progress payment amount determined in accordance with Section A.1.5.2.2 shall be further modified under the following circumstances: 1 Add, upon Substantial Completion of the Work, a sum sufficient to increase the total payments to the full amount ofthe Contract Sum, less such amounts as the Owner shall determine for incomplete Work, retainage applicablé to such work and unsettled claims; and (Section 9.8.6 ofthe Agreement discusses release ofapplicable retainage upon Substantial Completion ofWork.) 2 Add, if final completion of the Work is thereafter materially delayed through no fault oft the Design-Builder, any additional amounts payable in accordance with Section 9.10.3 of the Agreement. S A.1,5.2.41 Reduction or limitation of retainage, ifany, shall be as follows: (Ifiti is intended, prior to Substantial Completion ofthe entire Work, to reduce or. limit the retainage resultingfrom the percentages inserted in Sections A.1.5.2.2.1 and. A.1.5.2.2.2 above, and this is not explained elsewhere in the Design-Build. Documents, insert provisions here for such reduction or imitation.) $ A1.5.3 Progress Payments-Cost of the Work Plus a Fee 5 A,1.5.3.1 Where the Contract Sum is based upon the Cost of the Work plus a fee without a Guaranteed Maximum Price, Applications for Payment shail show the Cost ofthe Work actually incurred by the Design-Builder through the end oft the period covered by the Application for Payment and for which Design-Builder has made or intends to make actual payment prior to the next Application for Payment. Init. AIAI Document A141 - 2014 ExhibitA A. Copyright @ 2004 and 2014. All rights reserved. "The American Institute of Architects," ""American Institute of Architects," "AIA,"t the AIAI Logo, and' "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 11:55:28 ET on 4 06/05/2025 under Order No.21146280691 which expires on 05/12/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents Terms of Service. To report copyright violations, e-mail dochio@alacomiects.com. User Notes: (1884767319) S A.1.5.3.2 Subject to other provisions ofthe Design-Build Documents, the amount of each progress payment shall be computed as follows: 1 Take the Cost ofthe Work as described in Article A.5 of this Amendment; 2 Add the Design-Builder' S Fee, less retainage of percent ( %). Thel Design-Builder's S Fee shall be computed upon the Cost ofthe Work described in the preceding Section A.1.5.3.2.1 at the rate stated: in Section. A.1.3.2; ori ifthe Design-Builder's Feei is stated as a fixed sum in that Section, an amount which bears the same: ratio to that fixed-sum Fee as the Cost ofthe Worki in that Section bears to a reasonable estimate of the probable Cost ofthe Work upon its completion; 3 Subtract retainage of percent ( %) from that portion of the Work that the Design-Builder self-performs; 4 Subtract the aggregate of previous payments made by the Owner; 5 Subtract the shortfall, if any, indicated by the. Design-Builder in the documentation required by Section A,1,5.1.4 or resulting from errors subsequently discovered by the Owner's auditors in such documentation; and .6 Subtract amounts, ifany, for which the Owner has withheld or withdrawn a Certificate of Payment as provided in the Section 9.5 of the Agreement. $ A.1.5.3.3 The Owner and Design-Builder shall agree upon (1) a mutually acceptable procedure for review and approval ofj payments to the Architect, Consultants, and Contractors and (2) the percentage oft retainage held on agreements with the Architect, Consultants, and Contractors, and the Design-Builder shall execute agreements in accordance with those termis. $ A.1.5.4 Progress Payments-Cost of the Work Plus a Fee with a Guaranteed Maximum Price S A.1.5.4.1: Applications for, Payment where the Contract Sum is based upon the Cost oft the Work Plus a Fee with a Guarantéed Maximum Price shall show the percentage of completion of each portion of the Work as ofthe end of the period covered by the, Application for Payment. The percentage ofcompletion shall be the lesser of(I) the percentage of that portion ofthe Work which has actually been completed; or (2) the percentage obtained by dividing (a) the expense that has actually béén incurred by the Design-Builder on account of that portion ofthe Work for which the Design-Builder) has madé or intends to make actual payment prior to the next. Application for Payment by (b) the share of the Guarantéed Maximum Price allocated to that portion of the Work in the schedule of values. S A.1.5.4.2 Subject to other provisions ofthe Design-Build Documents, the amount of each progress payment shall be computed às follows: 1 Take that portion ofthe Guàranteed Maximum Price properly allocable to completed Work as determined by multiplying the percentage of completion of each portion of the Work by the share oft the Guaranteed Maximum! Price allocated to that portion oft the Work in the schedule ofvalues. Pending final determination of cost to the Owner of changes in the Work, amounts not in dispute shall be included as provided in Section 6.3.9 of the Agreement. .2 Add that portion of the Guaranteed Maximum Price properly allocable to materials and equipment delivered and suitably stored at the site: for subsequent incorporation in the Work, or if approved in advance by the Owner, suitably stored off the site at a location agreed upon in writing; .3 Add the Design-Builder's Fee, less retainage of percent ( %). The Design-Builder's Fee shall be computed upon the: Cost oft the Work at the rate stated in Section A.1.4.2 or, ifthel Design-Builder's: Fee is stâted as a fixed: sum in that Section, shall be an amount that bears the same: ratio toi that fixed-sum fee as the Cost oft the Work bears to a reasonable estimate ofthe probable Cost of the Work upon its completion; 4 Subtract retainage of percent ( %) from that portion of the Work that the Design-Builder self-performs; .5 Subtract the aggregate of previous payments made by the Owner; .6 Subtract the shortfall, ifany, indicated by the Design-Builder in the documentation required by Section A.1.5.1.4 to substantiate prior Applications for Payment, or resulting from errors subsequently discovered by the Owner's auditors in such documentation; and .7 Subtract amounts, ifany, for which the Owner has withheld or mullified a payment as provided in Section 9.5 of the Agreement. S A.1.5.4.3 The Owner and Design-Builder shall agree upon (1) a mutually acceptable procedure for review and approval of payments to the Architect, Consultants, and Contractors and (2) the percentage of retainage held on Init, AIA Document. A141 - 2014 ExhibitA A. Copyright 0: 2004 and: 2014. All rights reserved. "The American Institute of Architects," ""American Institute of Architects," "AIA," the. AIA Logo, and' "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 11:55:28 ET on 5 06/05/2025 under Order No. 2114628069 which expires on 05/12/2026, is not fori resale, is licensed! for one-time use only, and may only! be used In accordance with the. AIA Contract Documentse Terms of Service. Toi report copyright violations, e-mail dodhio@ahacomtadis.com. User Notes: (1884767319) agreements with the. Architect, Consultants, and Contractors; and the Design-Builder shall execute agreements in accordançe with those terms. $ A.1.5.5 Final Payment S A.1,5.5.1 Final payment, constituting the entire unpaid balance ofthe Contract Sum, shall be made by the Owner to the Design-Builder not later than 30 days after the Design-Builder has fully performed the Contract and the requirements of Section 9.10 oft the Agreement have been satisfied, except for the Design-Builder's: responsibility to correct non-conforming Work discovered after final payment or to satisfy other requirements, ifany, which extend beyond final payment, $ A.1.5.5.2Ifthe Contract Sum is based on the Cost oft the Work, the Owner's auditors will review and report in writing on the Design-Builder's final accounting within 30 days after the Design-Builder delivers the final accounting to the Owner. Based upon the Cost ofthe Work the Owner's auditors report to be substantiated by the Design-Builder's: final accounting, and provided the other conditions ofSection 9.10 ofthe Agreement have been met, the Owner will, within seven days after receipt of the written report of the Owner's auditors, either issue a final Certificate forPayment, or notify the Design-Builder in writing oft the reasons for withholding a certificate as provided in Section 9.5.1 ofthe. Agreement. ARTICLE A.2 CONTRACT TIME S A.2.1 Contract Time, as defined in the Agreement at Section 1.4.13, is the period oft time, including authorized adjustments, for Substantial Completion ofthe Work. $ A.2.2 The Design-Builder shall achieve Substantial Completion of the Work not later than Three hundred sixty five (365 ) days from the daté ofthis Amendment, or as follows: (Insert number ofcalendars ddys. Alternatively, a calendar date may be used when coordinated with the date of commencement. fappropriate, insert requirements for earlier Substantial Completion of certain portions oft the Work.). Portion of Work Substantial Completion Date subject to adjustments ofthe Contract Time as provided in the Design-Build Documents. (Insert provisions, ifany, for liquidated damages relating to. failure to achieve Substantial Completion on time orj for bonus payments for early completion ofthe Work.) ARTICLE A.3 INFORMATION UPON WHICH AMENDMENT IS BASED S A.3.1 The Contract Sum and Contract Time set forth in this Amendment are based on the following: S A.3.1.1 The Supplementary and other Conditions of the Contract: Document Title Date Pages $ A.3.1.2 The Specifications: (Either list the specifications here or refer to an exhibit attached to this Amendment.) Section Title Date Pages S A.3.1.3 The Drawings: (Either list the drawings here or refer to an exhibit attached to this Amendment.) AIAI Document A141 - 2014 Exhibit A. Copyright e 2004 and 2014.All rights reserved. "The American Institute of Architects," ""American Institute of Architects," Init. "AIA," the AIA Logo, and" "AIA Contract Documents" are trademarks of The American Institute of Architects. Thls document was produced at 11:55:28 ET on 6 06/05/2025 under Order No.2114628069 which expires on 05/12/2026, is not fori resale, isi licensed for one-time use only, and may only ber used In accordance with the AIA Contract Documentse Terms of Service. To report copyright violations, e-mail doamto@anconradacom. User Notes: (1884767319) Number Title Date 5 A.3.1.4 The Sustainability Plan, ifany: (fthe Owner identified a Sustainable Objective in the Owner's Criteria, identify the document or documents that comprise the Sustainability Plan by title, date and number ofpages, and include other identifying information. The Sustainability Plan identifies and describes the Sustainable Objective; the targeted Sustainable Measures; implementation strategies selected to achieve the Sustainable Measures; the Owner's and Design-Builder 's roles and responsibilities associated with achieving the Sustainable Measures; the. specific details about design reviews, testing or metrics to verify achievement ofeach Sustainable Measure; and the Sustainability, Documentation requiredfor the Project, as those terms are defined in Exhibit C to the Agreement.) Tifle Date Pages Other identifying information: S A.3.1.5. Allowances and Contingencies: (Identify any agreed upon allowances and contingencies, including a statement of their basis.) .1 Allowances 2 Contingencies See Exhibit "C" - Proposal Form for Owner controlled contingency S A.3.1.6 Design-Builder's s assumptions and clarifications: S A.3.1.7 Deviations from the Owner's Criteria as adjusted by a Modification: S A.3.1.8 To the extent the Design-Builder shall be required to submit any additional Submittals to the Owner for review, indicate any such submissions below: ARTICLE A.4 DESIGN-BUILDER'S PERSONNEL, CONTRACTORS AND SUPPLIERS $ A.4.1 The Design-Builder's S key personnel are identified below: (Identify name, title and contact information.) 1 Superintendent To be determined by contractor 2 Project Manager AIAI Document A141 - 2014 Exhibit A. Copyright 0: 2004 and 2014. Allr rights reserved, The. American Institute of Architects," "American Institute of Architects," Init. "AIA,"t the AIAI Logo, and' "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 11:55:28 ET on 7 06/05/2025 under Order No.2114628069 which expires on 05/12/2026, is not for resale, is licensed for one-time use only, and may only! be used in accordance with the AIA Contract Documents"" Terms of Service. To report copyright violations, e-mail dnahio@alaconiadizcm. User Notes: (1884767319) .3 Others $ A,4.2 The Design-Builder shall retain the following Consultants, Contractors and suppliers, identified below: (List name, discipline, address and other information.) ARTICLE A.5 COST OF THE WORK $ A.5.1 Cost To Be Reimbursed as Part of the Contract $ A.5.1.1 Labor Costs $ A,5.1.1.1 Wages of construction workers directly employed by the Design-Builder to perform the construction of the Work at the site or, with thé Owner's prior approval, at off-site workshops. S A,5.1.1.2 With the Owner's) prior approval, wages or salaries ofthe Design-Builder' S supervisory and administrative personnel when stationed at the site. (fiti is intended that the wages or salaries of certain personnel stationed at the. Design-Builder 's principal or other offices shall be included in the Cost ofthe Work, identify below the personnel to be included, whether for all or only part oft their time, and the rates at which their time will be charged to the Work.) Person Included Status ful-time/part-time) Rate ($0.00) Rate (unit of time) $ A.5.1.1.3 Wages and salaries of the Design-Builder's supervisory or administrative personnel engaged at factories, workshops or on the road, in expediting the production or transportation of materials or equipment required for the Work, but only for that portion of their time required for the Work. $ A.5.1,1.4 Costs paid or incurred by the Design-Builder for taxes, insurance, contributions, assessments and benefits required by law or collectivé bargaining agreements and, for personnel not covered by such agreements, customary benefits such. as sick léave, medical and hèalth benefits, holidays, vacations and pensions, provided such costs are based on wages and salaries included in the Cost of the Work under Section A.5.1.1. S A51.1.5Bonuses, profit sharing, incentive compensation and any other discretionary payments paid to anyone hired by the Design-Builder or paid to the Architect or any Consultant, Contractor or supplier, with the Owner's s prior approval. S A.5,1.2 Contract Costs. Payments made by the Design-Builder to the Architect, Consultants, Contractors and suppliers in accordance with the requirements of their subcontracts. $ A.5.1.3 Costs of Materials and Equipment Incorporated in the Completed Construction S A.5.1.3.1 Costs, including transportation and storage, of materials and equipment incorporated or to be incorporated in the completed construction. 5 A.5.1.3.2 Costs ofmaterials described in the preceding Section A.5.1.3.1 in excess ofthose actually installed to allow for reasonable waste and spoilage. Unused excess materials, ifany, shall become the Owner's property at the completion of the' Work or, at the Owner's S option, shall be sold by the Design-Builder. Any amounts realized from such sales, shall be credited to the Owner as a deduction from the Cost ofthe Work. S A.5.1.4 Costs of Other Materials and Equipment, Temporary Facilities and Related Items S A.5.1.4.1 Costs oftransportation, storage, installation, maintenance, dismantling and removal of materials, supplies, temporary facilities, machinery, equipment and hand tools not customarily owned by construction workers that are provided by the Design-Builder at the site and fully consumed in the performance ofthe Work. Costs of materials, supplies, temporary facilities, machinery, equipment and tools that are: not fully consumed shall be based on the cost or Init. AIA Document A141- - 2014 Exhibit A. Copyright 02 2004 and 2014. All rights reserved. "The. American Institute ofA Architects," "American Institute of Architects," "AIA," - the AIALogo, and' "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 11:55:28 ET on 06/05/2025 under Order No.2114628069 which expires on 05/12/2026, is notf forr resale, is licensed for one-time use only, andi may only be used in accordance with 8 the AIA Contract Documentse Terms of Service. To report copyright violations, e-mall dochlo@aacontracs.com. User Notes: (1884767319) value oft 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 thel Design-Builder shall mean fair market value. $ A.5.1.4.2 Rental charges for temporary facilities, machinery, equipment and hand tools not customarily owned by construction workers that are provided by thel Design-Builder at the site and costs oft transportation, installation, minor repairs, dismantling and removal. The total rental cost of any Design-Builder-owned item may not exceed the purchase price of any comparable item. Rates ofl Desigr-Builderowned equipment and quantities of equipment shall be subject to the Owner's prior approval. 5 A.5.1.4.3 Costs of removal of debris from the site ofthe Work and its proper and legal disposal. $ A.5.1.4.4 Costs of document reproductions, electronic communications, postage and parcel delivery charges, dedicated data ànd communications serviçes, teleconferences, Project websites, extranets and reasonable petty cash expenses oft the site offiçè. $ A.5.1,4.5 Costs of matérials and equipment suitably stored offt the site at a mutually acceptable location, with the Owner's prior approval. S A.5.1.5 Miscellaneous Costs $ A.5.1.5.1 Prémiums for that portion of insurance and bonds required by the Design-Build Documents that can be directly attributed to the Contract. With the Owner's prior approval self-insurance for either full or partial amounts of the coverages required by the Design-Build Documents. $ A.5.1.5.2 Sales, usè or similar taxes imposed by a governmental authority that are related to the Work and for which the Design-Builder is liable: 5 A.5.1.5:3 Fees and assessments for the building permit and for other permits, licenses and inspections for which the Design-Burlder is required by the Design-Build Documents to pay. $ A.5.1.5.4 Fees oflaboratories for tests required by the Design-Build Documents, except those related to defective or nonconforming Work for which reimbursement: is excluded by Section 15.5.3 ofthe Agreement or by other provisions of the Design-Build Documents, and which do not fall within the scope of Section A.5.1.6.3. $ A.5.1.5.5 Royalties and license fees paid for the use of a particular design, process or product required by the Design-Build Documents; the cost of defending suits or claims for infringement of patent rights arising from such requirement of the Design-Build Documents; and payments made in accordance with legal judgments against the Design-Builder resulting from such suits or claims and payments of settlements made with the Owner's consent. However, such costs ofl legal defenses, judgments and settlements shall not be included in the calculation ofthe Design-Builder's Fee or subject to the Guaranteed Maximum Price. If such royalties, fees and costs are excluded by the second to last sentence of Section 3.1.13.2 oft the Agreement or other provisions of the Design-Build Documents, then they shall not. be included in the Cost oft the Work. S A,5.1.5.6 With the Owner's prior approval, costs for electronic equipment and software directly related to the Work. $ A.5.1.5.7 Deposits lost for causes other than the Design-Builder's negligence or failure to fulfill a specific responsibility in the Design-Build Documents. : S A.5.1.5.8 With the Owner' s prior approval, which shall not be unreasonably withheld, legal, mediation and arbitration çosts, including attorneys' fees, other than those arising from disputes between the Owner and Design-Builder, reasonably incurred by the Design-Builder after the execution of the Agreement and: in the performance oft the Work. $ A,5.1.5.9 With the Owner's prior approval, expenses incurred in accordance with the Design-Builder's standard written personnel policy for relocation, and temporary living allowances of, the Design-Builder's) personnel required for the Work. Init. AIAL Document, A141 - 2014 Exhibit A. Copyright 0: 2004 and 2014. All rights reserved. "The. American Institute ofA Architects," ""American Institute of Architects," "AIA,"the AIAI Logo, and' "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 11:55:28 ET on 9 06/05/2025 under Order No.2114628069 which expires on 05/12/2026, is noti for resale, is licensed for one-time use only, andi may used in accordance with / onlybe the AIA Contract Documents" Terms of Service, To report copyright violations, e-mail ochio@alaconiradk.com. User Notes: (1884767319) S A.5.1.5.10 That portion of the reasonable expenses of the Design-Builder' s supervisory or administrative personnel inçurred while traveling in discharge of duties connected with the Work. S A.5.1.6 Other Costs and Emergencies S A.5.1.6.1 Other costs incurred in the performance of the' Work if, and to the extent, approved in advance in writing by the Owner. S A.5.1.6.2 Costs incurred in taking action to prevent threatened damage, injury or loss in case of an emergency affecting the safety of persons and property. S A.5,1.6.3 Costs of repairing or correcting damaged or nonconforming Work executed by thel Design-Builder, Contractors or suppliers, provided that such damaged or nonconforming Work wasi not caused by negligence or failure to fulfill as specific responsibility ofthe. Design-Builder and only to the extent that the cost ofi repair or correction is not recovered by the Design-Builder from insurance, sureties, Contractors, suppliers, or others. $ A.5.1.7 Related Party Transactions 5 A.5.1.7.1 Forj purposes ofSection A.5.1.7, the term related party" shall mean aj parent, subsidiary, affiliate or other entity having common ownèrship or management with the Design-Builder; any entity in which any stockholder in, or management employee of, thé Design-Builder owns any. interest in excess oft ten percent in the aggregate; or any person or entity which has the right to control the business or affairs oft the Design-Builder. The term "related party" includes any mémber of thé immediate family of any person identified above. $ A.5.1.72Ifany ofthé costs to bei reimbursed arise from a transaction between the Design-Builder and a related party, the Design-Builder: shall notify the Owner oft the specific nature ofthe contemplated transaction, including the identity ofthe related party and the anticipated cost to be incurred, before any such transaction is consummated or cost incurréd, Ift the Owier, after such notification, authorizes the proposed transaction, then the cost incurred shall be included as a cost to be reimbursed, and the Design-Builder shall procure the Work, equipment, goods or service from the related party, as a Contractor, according to the terms of Section A.5.4. If the Owner fails to authorize the transaction, the Design-Builder shall procure the Work, equipment, goods or service from some person or entity other than à related party according to the terms of Section A.5.4. $ A.5.2 Costs Not to Be Reimbursed as Part of this Contract The Cost ofthe Work shall not include the items listed below: 1 Salaries and other compensation oft the! Design-Builder's personnel stationed at the Design-Builder's principal office or offices other than the site office, except as specifically provided in Section A.5.1.1; 2 Expenses of the Design-Builder's: principal office and offices other than the site office; 3 Ovèrhead and general expenses, except as may be expressly included in Section A.5.1; 4 The Design-Builder'ss capital expenses, including interest on the Design-Builder's capital employed for the Work; 5 Except as provided in Section A.5.1.6.3 oft this Agreement, costs due to the negligence or failure oft the Design-Builder, Contractors and suppliers or anyone directly or indirectly employed by any ofthem or for whose acts any of them may be liable to fulfill a specific responsibility of the Contract; .6 Any cost not's specifically and expressly described in Section A.5.1; and .7 Costs, other than costs included in Change Orders approved by the Owner, that would cause the Guaranteed Maximum Price to be exceeded. $ A,5.3 Discounts, Rebates, and Refunds S A.5.3.1 Cash discounts obtained on payments made by the Design-Builder shall accrue to the Owner if (1) before making the payment, the Design-Builder included them in an Application for Payment and received payment from the Owner, or (2) the Owner has deposited funds with the Design-Builder with which to make payments; otherwise, cash discounts. shall accrue to the Design-Builder. Trade discounts, rebates, refunds and amounts received from sales of surplus materials and equipment shall accrue to the Owner, and the Design-Builder shall make provisions sO that they can be. obtained. S A.5.3.2. Amounts that accrue to the Owner in accordance with Section A.5.3.1 shall be credited to the Owner as a deduction from the Cost oft the Work. Init. AIAI Document. A141 - 2014 Exhibit/ A. Copyright @ 2004 and 2014. Allr rights reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and' "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at1 11:55:28 ET on 10 06/05/2025 under Order No.2114628069 which expires on 05/12/2026, Isr not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents Terms of Service. To report copyright violations, e-mail dochto@ascontraca.com. User Notes: (1884767319) $ A.5.4 Other Agreements S A.5.4.1 When thel Design-Builder has provided a Guaranteed Maximum Price, and a specific bidder (1) is recomnmended to the Owner by the Design-Builder; (2) is qualified to perform that portion of the Work; and (3) has submitteda a bid that conforms to the: requirements ofthe Design-Build Documents without reservations or exceptions, but the Owner requires that another bid be accepted, then the Design-Builder may require that a Change Order be issued to adjust the Guaranteed Maximum Price by the difference between the bid ofthe person or entity recommended to the Owner by the Design-Builder and the amount ofthe subcontract or other agreement actually signed with the person or entity designated by the Owner. SA.5.4.2 Agreements between the Design-Builder and Contractors shall conform to the applicable payment provisions ofthe Design-Build Documents, and shall not be awarded on the basis of cost plus a fee without the prior consent of the Owner. Ifan agreement between the Design Builder and a Contractor is awarded on a cost plus a fee basis, the Design-Builder: shall provide in the agreement for the Owner to receive the same audit rights with regard to the Cost of the Work) performed by the Contractor as the Owner: receives with regard to the Design-Builder in Section A.5.5, below. SA.54.31 The agreements between the Design-Builder and Architect and other Consultants identified in the Agreement shall be in writing. These àgreements shall be promptly provided to the Owner upon the Owner's written request. $ A,5.5 Accounting Records The Design-Builder shalll keep full and detailed records and accounts related to the cost ofthe Work and exercise such controls as may be necessary for proper financial management under the Contract and to substantiate all costs incurred, The accounting and control systems shall be satisfactory to the Owner. The Owner and the Owner's auditors shall, during regular business hours and upon reasonable notice, be afforded access to, and shall be permitted to audit and copy, thel Design-Builder's: records and accounts, including complete documentation supporting accounting entries, books, correspondence, instructions, drawings, receipts, subcontracts, Contractor's proposals, purchase orders, vouchers, memoranda and other data relating to the Contract, The Design-Builder shall preserve these records for a period ofthrèe years after final payment, or for such longer period as may be required by law. $ A.5.6 Relationship of thé Parties The Design-Builder accepts the relationship oftrust and confidence established by this Agreement and covenants with the Owner to. exercise the Design-Builder' s skill and judgment in furthering the interests oft the Owner; to furnish efticient construction administration,; management services and supervision; to furnish at all times an adequate supply of workers and materials; and to perform the Work in an expeditious and economical manner consistent with the Owner's interests. (Row deleted) SEE SIGNATE PAGE AT END OF EXHIBIT B. SUPPLEMENTAL CONDITIONS Init. AIA Document A141 - 2014 Exhibit A. Copyright e: 2004 and: 2014.All rights reserved. "The American Institute of Architects," ""American Institute of Architects," "AIA,"t the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 11:55:28 ET on 11 06/05/20251 under Order! No.2114628069 which expires on 05/12/2026, is not for resale, is liçensed for one-time use and used / only, may only be in accordance with the AIA Contract Documentse Terms of Service. To report copyright violations, e-mail odnio@amcontacscom. User Notes: (1884767319) Additions and Deletions Report for @ AIA Document A1410 = 2014 Exhibit A This Additions and Deletions Report, as defined on page 1 oft 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 al 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 oft the associated. AIA document, This Additions and Deletions Report and its assoclated document were generated simultaneously by AIA software at 11:55:28 ET on 06/05/2025. PAGE1 1 This Amendment is incorporated into the accompanying AIA Document A1417ML-2014, Standard Form of Agreement Between Owner and Design-Builder dated the day of in the year 2025 (the "Agreement") Rockdale County Fire Training Center 2259. SW Smyrna Rd Conyers. Ga 30012 Rockdale County Board of Commissioner P.O.) Box 289 962 Milstead Avenue Conyers Ga 30012 Telephone Number : 770-929-4009 (Name, legal status and address) JR. Bowman Construction Co Inc 1605 S Zack] Hinton Parkway McDonough, Ga 30253 PAGE2 [XJ Stipulated Sum, in accordance with Section A.1.2 below $ A.1.2.1 The Stipulated Sum shall be One million, nine hundred forty two thousand, six hundred thirty five dollars ($ 1.942,635.00 ), subject to authorized adjustments as provided in the Design-Build Documents. : Stipulateds sumi includes owners contingency for the amount of $253,386.00 (two hundred fifly three thousand, three hundred eightys six dollars) See Exhibit "C" Proposal Form additional unit pricing PAGE 3 Additions and Deletions Reporti for AIA Document A141 - 2014 Exhibit A. Copyright @: 2004 and 2014. All. rights reserved. "The American Institute of Architects," "American Institute of Architects," ""AIA," the AIA Logo, and' "AIA Contract Documents" are trademarks of" The American Institute of Architects. This document was 1 produced at 11:55:28 ET on 06/05/2025 under Order No.2114628069 which expires on 05/12/2026, Is not for resale, is licensedi for one-time use only, andi may only be used in accordance with the AIA Contract Documentse Terms of Service. To report copyright violations, e-mail ochio@aacontrads.com. User Notes: (1884767319) 25th day of each month S A.5.1.3 Provided that an Application for Payment is received not later than the 25th day oft the month, the Owner shall make payment ofthe certified amount to the Design-Builder: not later than the 25th day ofthe following month. If anApplication for Payment is received by the Owner after the application date fixed above, payment shall be made by the Owner not later than thirty days ( 30 ) days after the Owner receives the Application for Payment. PAGE 4 .1 Take that portion of the Contract Sum properly allocable to completed Work as determined by multiplying the percentage completion of each portion ofthe Work by the share oft the Contract Sum allocated to that portion of the Work in the schedule of values, less retainage of 5_percent ( 5_%) on the Work. Pending final determination ofo cost to the Owner of Changes in the Work, amounts not in dispute shall be included as provided in Section 6.3.9 of the Agreement; 2 Addi that portion of the Contract Sum properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the completed construction (or, ifa approved in advance byt the Owner, suitably stored offthe site at a location agreed upon in writing), less retainage of 5 percent ( 5.%); PAGE 6 $ A,2.2' The Design-Builder shall achieve Substantial Completion oft the Work not later than Three hundred sixty five 365 days from the date ofthis Amendment, or as follows: PAGE7 See Exhibit "C" - Proposal Form for Owner controlled contingency Tol be determined by contractor PAGE 11 Phis-AmendaienteiticetheAgrementenertimte-softhedayameye#ris+w#eRabeve: OWNERSigndre) DESGNBUADERANgPaNre - Prinendeaheie) Prinedmame-mde) SEES SIGNATE PAGE ATI END OF EXHIBIT B - SUPPLEMENTAL CONDITIONS Additions and Deletions Report for AIAI Document A141 - 2014 Exhibit A. Copyright e 2004 and 2014. All rights reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIAI Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was 2 produced at 11:55:281 ET on 06/05/20251 under Order No.2114628069 which expires on 05/12/2026, is not for resale, Is licensed for one-time use only, andi mayo only be used in accordance with the AIA Contract Documentse" Terms of Service, To report copyright violations, e-mail dohio@alanontrdis.com. User Notes: (1884767319) Certification of Document's Authenticity AIAP Document D401TM - 2003 I, hereby certify, to the best of my knowledge, information and belief, that I created the attached final document simultaneously with its associated Additions and Deletions Report and this certification at 11:55:28 ET on 06/05/2025 under Order No. 2114628069 from AIA Contract Documents software and that in preparing the attached final document I made no changes to the original text of AIA9 Document A141TM - 2014. Exhibit A, Design-Build Amendment, other than those additions and deletions shown in the associated Additions and Deletions Report. Doimenick Villano (Signed) Deputy Director (Tidle) 6.525 (Dated) AIAI Document D401 - 2003. Copyright e 1992 and 2003.Allrights reserved.' "The American Institute of Architects," ""American Institute of Architecis,"AIA,tho) AIA Logo, and "AIA Contract Documents" are trademarks of" The American Institute of Architects. This document was produced at 11:55:28 ET on 06/05/2025 under 1 Order No.2114628069 which expires on 05/12/2026, is not forr resale, is licensed for one-time use only, and may onlyb be used in accordance with the AIA Contract Documentse Terms of Service. To report copyright violations, e-mail dodho@alnontads.com. User Notes: (1884767319) E REQUISTTION. FOR PURCTASEORDER AICPAESOORTACRORSA MAR 2 4 2025 YEDOROTAINIOANSREQIIRGNIENTS AE isopopopnd OMEK-RONAIAPAUFPAGEBIREISMAURSP VENDOR Bo, a AUOTO 995, 99 ABAMATISSIATAND ASTPARPRRONAICSAAE-SA Ship" Toadress:2259 SW Symal RC. Conyers.Ga VENDORI VENPORZ VENDORIS DepamagilAtount P Ehit: Description pRwwCantreae UNTT EXTENDED, ONIT EXTENDED NIT EXTENDED R3A0SHSUS3A 1 31 PEPAMRBATARTARECNE *949888XD pAXRSDOR 327-3540-54130531 1 SPLOST 2017 1,470,000.00 1,470,000.00 528-3540-54130-31 1 SPLOST 2023 472,635.00 472,635.00 MOROSASEAECNTSDN EIgGUagLN s - - agsOEREREtPp assngsRSsESASgMNEERERPXN XXA ErPAA-NS TOFL E942,635.00E 947,63500 1 0:00- 0.00 EIKIREIETE RKCGEE Brgusting.Deparimgdt: Generise ices DatePrepared: 03/85 G05SZHPakn MEDahGA30ISS Eecreronet DateRcailired:. ASAES CONTATAR,loMNt PIIONE: 770:389570E Derartineaticit RoSlIT pr Aiiriohe madefos uAR.MEsAmaeE Acentimgorter Dat. REQUSEIONTORN: Revised 1z5