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Contract - Braun & Butler Construction, Inc. - 2/23/2023 REQUEST FOR PROPOSALS FOR CONSTRUCTION MANAGER AT RISK CITY OF ROUND ROCK GRIFFITH REMODEL AND PASEO ROUND ROCK TEXAS Solicitation Number:23-303 APPROVED BY February 2023 CI ATTORNEY 1 CITY OF ROUND ROCK, TEXAS REQUEST FOR PROPOSALS For CONSTRUCTION MANAGER AT RISK CITY OF ROUND ROCK GRIFFITH REMODEL AND PASEO The City of Round Rock invites qualified firms to submit proposals to serve as Construction Manager at Risk for the Griffith Remodel and Paseo. Proposals must be submitted on or before 2:00 PM on December 6, 2022, and addressed to Richard Will, Building Construction Manager, at Round Rock City Hall, 221 E. Main St, Round Rock, Texas 78664 with label marked as followed: Proposal to Serve as Construction Manager at Risk for the Griffith Remodel and Paseo A pre-proposal meeting will be held at Round Rock City Hall, 221 E. Main St, Round Rock, Texas 78664 at 2:00 PM on November 22, 2022, and is not mandatory. 2 Table of Contents Instructions to Proposers Section I Standard Purchase Terms and Conditions Section II Scope of Service Section III Exhibits Section IV • Exhibit A Description of Project • Exhibit B Construction Manager at Risk Response Form (Qualification Questionnaire) • Exhibit C Selection Criteria and Proposal Cost Form • Exhibit D Form of Agreement; General Conditions, Special Conditions, and Special Conditions of Contract for Construction D.1 Performance and Payment Bond D.2 Certificate of Liability Insurance 3 Section I Instruction to Proposers 4 SECTION I. INSTRUCTIONS TO PROPOSERS Pursuant to the provisions in Section 2269, Sub Chapter F, of the Texas Local Government Code and related laws, the City of Round Rock ("City") is seeking Proposals ("Proposals") from firms ("Proposers") qualified and experienced in providing Construction Manager-At-Risk services for the purpose of construction of improvements to the Griffith Building and new construction of a Paseo. The proposed improvements are generally described on Exhibit A (the "Project"). This Request for Proposals ('Request") contains information and instructions to enable interested Proposers to prepare and submit a Proposal and describes the terms and conditions that the successful Proposer will be expected to accept as part of the performance of the Contract. 1. SUBMISSION OF PROPOSALS. Five (5) Proposals should be returned in an envelope marked on the outside with the Proposer's name and address. I.I. Proposals must be returned in sufficient time so as to be received and time stamped in the City on or before the time and date shown on this Request. It is the sole responsibility of the Proposer to ensure timely delivery of the Proposal. The City will not be responsible for failure of service on the part of the U.S. Postal Office, courier companies, or any other form of delivery service chosen by the Proposer. 1.2. Proposals received after the published time and date cannot be considered and will be returned unopened. 1.3. Proposals will represent a true and correct statement of facts and shall contain no cause for claim of omission or error. 1.4. Any explanation desired by a Proposer regarding the meaning or interpretation of this Request, or any forms included herein must be requested in writing to the City with sufficient time allowed for a reply to reach Proposers before the submission of Proposals. The City is under no obligation to respond to any such request. 2. PREPARATION OF PROPOSALS. Each Proposer shall furnish the information required by this Request. The person signing the Proposal must initial erasures or other changes. 2.1. If any exceptions are taken to any portion of the Request, the Proposer must clearly indicate the exceptions taken and include a full explanation as a separate attachment to the Proposal. The failure to identify exceptions or proposed changes with a full explanation will constitute acceptance by the Proposer of the Proposal invitation as 5 proposed by the City. The City reserves the right to reject a Proposal containing exceptions,additions, qualifications, or conditions not called for in the solicitation. 2.2. The City is exempt from local, state, and federal taxes. Proposals may not include exempted taxes. If it is determined that tax was included in the proposal, it will not be included in the tabulation or any awards. Tax exemption certificates will be furnished upon request. Under no circumstances shall the City be liable to pay exempt taxes under any contract. 3. SUBMISSION OF PROPOSALS. Unless otherwise specified, Proposers are required to submit an executed original of the Proposal and four copies, which must contain the information requested in the Construction Manager at Risk Response FormExhibit B . 3.1 All Proposals must be received in the City by no later than 2:00 PM on December 6, 2022, at the below listed address and with the label marked as follows: Round Rock City Hall 221 E.Main St. Round Rock,Texas 78664 Proposal to Serve as Construction Manager at Risk City of Round Rock Griffith Remodel and Paseo 3.2 The City's selection committee will review the Responses and rank the Responses according to the Selection Criteria. Selection committee will comprise of representatives from the City Manager's Office, Sports and Tourism Department, Communications Department, General Services Department, and Chamber of Commerce. City of Round Rock staff shall negotiate a contract for Construction Manager at Risk Services ("Contract"). If the City of Round Rock staff is unsuccessful in negotiating a satisfactory Contract, the City staff shall proceed to the next qualified Proposer and attempt to negotiate a Contract. City staff shall recommend the contract to the Round Rock City Council for approval. 3.3 City expects that the Proposer will comply with the stated requirements of the Request in developing its response. The Proposer will submit a Proposal response consistent with the Request. Should the Proposer wish to propose an alternate solution that the Proposer feels is a better approach, Proposer may submit such alternate offer(s) in addition to its primary response. The Proposer will fully explain and justify any alternate offer(s), especially explaining how the alternate offer provides greater benefits to City. All alternate responses will be judged solely at the discretion of the members of the evaluation team. 6 3.4 By submission of a Proposal in response to this Request, the Proposer confirms the Proposer's understanding of all documents related to the Project. It also ensures the response is submitted in accordance with the stated requirements of the Request. Should the Proposer's response not fully comply with the requirements set forth in the Request, the Proposer will clearly identify each deviation or proposed alternative. 3.5 All proposals will include all information solicited by this Request and any additional material that the Proposer deems pertinent to the understanding and evaluation of their response. Incomplete responses may be disqualified from further consideration at the sole discretion of City. 3.6 All questions regarding clarification or interpretation of the Request will be submitted via email by the Proposer. No other method will be accepted. If the City chooses to respond, the City will provide all questions and City's answers to those questions to each recipient of this Request. Questions will be received until 2:00 PM on November 29, 2022, City's emailed response will be returned in a timely manner. All correspondence pertaining to this Request will be addressed to: Richard Will Building Construction Manager City of Round Rock E-mail: richardwill@roundrocktexas.gov 3.7 The Proposer will submit a Proposal that includes insurance coverages in the amounts stated in the Request for Proposal, Section IV, Exhibit A, Description of Project(Exhibit A). 4. PROPOSAL RESPONSE. City has established guidelines to facilitate evaluation and comparison of each Proposer's response. City expects the Proposer to follow these guidelines. The Proposer will organize its response in accordance with the following: A. Proposer Organization. The Proposer will include an executive summary of the proposed solution that describes its primary features and benefits,firm's capability to obtain bonding and limits of bonding capacity, insurance, name of main contact, and acceptance of the requirements and the terms and conditions of this Request. This summary will not exceed one (1) page in length and should not contain any pricing information. B. Construction Manager-At-Risk Qualification Questionnaire. The Proposer shall complete and return the Construction Manager-At-Risk Response Form Exhibit B). The Proposer will address all questions completely and concisely in the text of the response. 7 C. Financial Proposal. The Proposer shall complete and return the Proposal Cost Form (as a part of the Questionnaire). The Proposer shall contain a straightforward, concise delineation of the Proposer's fees to satisfy the requirements of this Request. (A)Pre-construction Costs. Costs shall include a lump sum fee for pre- construction services to aid design team and project owners in developing plans, costs, and schedule for the project. Weekly meetings will be required of CMAR throughout design. (B)Cost of the General Conditions. The Proposer shall state separately the Proposer's fee for General Conditions. General Conditions are defined as the onsite management and administrative personnel, insurance,bonds, field office and supplies to be supplied or performed by the Proposer. (C)Fee. The Proposer shall state separately the fee to be charged by the Proposer. The fee is defined as the payment a construction manager receives for its overhead and profit in performing its construction manager services. 5. COMPETITIVE SELECTION. 5.1. THIS IS A NEGOTIATED PROCUREMENT, and as such, a contract will not necessarily be entered into with the Proposer submitting the lowest priced Proposal. The City shall accept the Proposal it deems to be in the best interest of the City. In making that determination, the City shall consider the proposed fee/cost for General Conditions, the Proposer's experience, references and record for responsibility, or any other relevant factors, including the Selection Criteria, that the City deems necessary to determine best value. 5.2. The City will consider the criteria ("Selection Criteria") in determining the Proposer with whom to negotiate a Construction Manager at Risk contract: See"Exhibit C of this Proposal" • Strength of Proposer's organization and proximity to project site • Proposer's past project performance, reputation,and Owner/Architect reference • Strength of Proposer's organization financials • Proposer's performance as a Construction Manager at Risk • Proposer's personnel qualifications • Proposer's organization's safety rating • The fee proposed • The charge for providing the General Conditions and any other charges • Fee for preconstruction services 5.3. The Construction Manager at Risk will be selected via the one-step evaluation process, pursuant to the Texas Government Code Section 2269.53.Upon receipt of proposals,the City's administrative staff will review the proposals, conduct interviews as deemed appropriate, and develop a ranking of the Proposers based on the Selection Criteria. No Construction Manager at Risk (CMAR) will be finally selected until a Contract between the CMAR and the City is signed. 8 5.4. Each Proposal will be evaluated and ranked pursuant to the Selection Criteria and Proposal Cost Form per Exhibit C. 6. RESERVATIONS.The City expressly reserves the right to: 6.1. Waive as an informality any minor deviations from specifications, if it determines that total cost is lower,and the overall function is improved or not impaired; 6.2. Waive any minor informality in any proposal procedure; 6.3. Reject or cancel any or all proposals; 6.4. Reissue a proposal invitation; 6.5. Extend the proposal opening time and date; 6.6. Consider and accept alternate proposals, if specified in the solicitation, when it is considered in the best interest of the City. 7. AWARD OF CONTRACT. 7.1. It is contemplated that the terms and conditions of this Request along with the contents of the successful Proposal will become a part of the subsequent contractual documents. Failure to accept this obligation may result in the cancellation of any award. Any damages suffered by the City as a result of the Proposer's failure to contract may be recovered from the Proposer. 7.2. Although City reserves the right to require oral presentations by any or all Proposers, City may make an award without discussion with any Proposer, after proposals are received. Proposals should therefore be submitted on the most favorable terms. 7.3. After determination and agreement on Guaranteed Maximum Price (GMP) and prior to commencement of work hereunder, Proposer will provide a Performance Bond and a Payment Bond, each in principal amount equal to 100% of the GMP, conditioned that Proposer will faithfully perform all undertakings in the contract and will fully pay all persons furnishing labor and material in the prosecution of the work provided for in the contract. Such Performance Bond and Payment Bond shall be on forms supplied by City (see Exhibit D1), with good and sufficient surety approved by the City Purchasing Director or his designee. If any surety upon any bond becomes insolvent or otherwise ceases to do business in this State, the Proposer shall promptly furnish equivalent security to protect the interests of City and of persons furnishing labor and materials in the prosecution of the work. 7.4. All Bonds shall be written by a bonding company (insurance company) that is duly authorized to do business in the State of Texas, and which meets all requirements of 9 Texas law in connection with its issuance of Bonds hereunder and be listed on the US Treasury List. If any surety upon any Bond becomes insolvent or otherwise ceases to do business in the State of Texas, Proposer shall immediately furnish equivalent security to protect the interests of City and of persons furnishing labor and materials in the prosecution of the work under the Contract. If the amount of the Bond is in an amount in excess of ten percent (10%) of the surety company's capital and surplus, City, as a condition to accepting the Bond, will require written certification that the surety company has reinsured the portion of the risk that exceeds 10% of the surety company's capital and surplus with one or more reinsurers who are duly authorized, accredited, or trusteed to do business in the State of Texas. 7.5. If the Proposer has joined with one or more business partners or is subcontracting any work to respond to this Request, City reserves the right to reject the Proposer's proposal based on that/those partnerships(s) and/or subcontractors. City may, at its option, accept subsequent proposals with new partnership(s) and or subcontractors, should those in the initial proposal be unacceptable for any reason. 7.6. The City General Conditions of the Contract for Construction (Exhibit D) are incorporated herein by reference. In the event of conflict between this Request and the General Conditions of the Contract,the conditions of this Request shall prevail. 8. PLANS AND SPECIFICATIONS; GUARANTEED MAXIMUM PRICE. 8.1 Proposers will be furnished electronic model, plans, and specifications for the Project at Schematic Design, Design Development, 50% Construction Documents, and 95% Construction Documents for costing and constructability review. 8.2 The successful proposer will be required to submit to the City a guaranteed maximum price acceptable to the City at documents 95%complete for the project. 10 Section II Standard Terms and Conditions SECTION II. STANDARD TERMS AND CONDITIONS By submitting a Proposal in response to the Request, the Proposer agrees that the Contract to be entered into with the City shall include the following terms and conditions. 1. CONTRACTOR'S OBLIGATIONS. The Proposer shall fully and timely provide all deliverables described in the Solicitation and in the Proposer's Offer in strict accordance with the terms, covenants, and conditions of the Contract and all applicable Federal, State,and local laws, rules, and regulations. 2. EFFECTIVE DATE/TERM. Unless otherwise specified in the Request, this Contract shall be effective as of the date the Contract is signed by the City, and shall continue in effect until all obligations are performed in accordance with the Contract. 3. PLACE AND CONDITION OF WORK. The City shall provide the Proposer access to the sites where the Proposer is to perform the services as required in order for the Proposer to perform the services in a timely and efficient manner. The Proposer acknowledges that it has satisfied itself as to the nature of the City's services requirements and specifications, the location and essential characteristics of the work site(s), the quality and quantity of materials, equipment, labor and facilities necessary to perform the services, and any other condition or state of fact which could in any way affect performance of the Proposer's obligations under the Contract. The Proposer hereby releases and holds the City harmless from and against any liability or claim for damages of any kind or nature if the actual site or service conditions differ from expected conditions. 4. WORKFORCE. The Proposer shall employ only orderly and competent workers, skilled in the performance of the services which they will perform under the Contract. The Proposer, its employees, subcontractors, and subcontractor's employees may not use or possess any firearms, alcoholic or other intoxicating beverages, illegal drugs or controlled substances while on the job or on the City's property, nor may such workers be intoxicated, or under the influence of alcohol or drugs on the job. 5. COMPLIANCE WITH SAFETY REGULATIONS. The Proposer, its Subcontractors, and their respective employees, shall comply fully with all applicable federal, state, and local safety and health laws, ordinances, rules, and regulations in the performance of the services, including but not limited to those promulgated by the City and by the Occupational Safety and Health Administration (OSHA). In case of conflict, the most stringent safety requirements shall govern. The Proposer shall indemnify and hold the City harmless from and against all claims, demands, suits, actions, judgements, fines, penalties and liability of every kind arising from the breach of the Proposer's obligations under this paragraph. 6. SUBCONTRACTORS. 12 6.1. After entry into a Contract between the City and the CMAR, the CMAR shall publicly advertise, as prescribed for the City under Section 2269.052 of the Texas Government Code and receive bids or proposals from trade contractors or subcontractors for the performance of all major elements of the Project other than the minor work on the Project which may be included in the General Conditions to be performed by the CMAR. The CMAR may seek to perform portions of the work on the Project if the CMAR submits its bid or proposal for those portions of the work in the same manner as all other trade contractors or subcontractors and if the City determines that the CMAR's bid, or proposal provides the best value for the City. 6.2. Work performed for the Proposer by a Subcontractor shall be pursuant to a written contract between the Proposer and Subcontractor. The terms of the subcontract may not conflict with the terms of this Contract, and shall contain provisions that: 6.2.1. Require that all deliverables to be provided by the Subcontractor be provided in strict accordance with the provisions, specifications, and terms of the Contract. 6.2.2. Prohibit the Subcontractor from further subcontracting any portion of the Contract without the prior written consent of the City and the Proposer. The City may require, as a condition to such further subcontracting, that the Subcontractor post a payment bond in form, substance and amount acceptable to the City. 6.2.3. Require Subcontractors to submit all invoices and applications for payments, including claims for additional payments, damages or otherwise, to the Proposer in sufficient time to enable the Proposer to include same with its invoice or application for payment to the City in accordance with the terms of the Contract. 6.2.4. Require that all Subcontractors obtain and maintain, throughout the term of their contract, insurance in the type and amounts specified for the Proposer, with the City being a named insured as its interests may appear. 6.2.5. Require that the Subcontractor indemnify and hold the City harmless to the same extent, as the Proposer is required to indemnify the City. 6.3. The Proposer shall be fully responsible to the City for all acts and omissions of the Subcontracts just as the Proposer is responsible for the Proposer's own acts and omissions. Nothing in the Contract shall create for the benefit of any such Subcontractor any contractual relationship between the City and any such Subcontractor, nor shall it create any obligation on the part of the City to pay or to see to the payment of any moneys due any such Subcontractor except as may otherwise be required by law. 13 6.4. The Proposer shall pay each Subcontractor its appropriate share of payments made to the Proposer not later than ten days after receipt of payment from the City. 7. INVOICES AND PAYMENT. The Proposer shall submit a request for payment on forms provided by the City at intervals of no more often than once per month. 7.1. Invoices shall be itemized as required by the City. Invoices shall be received by the City no later than the 25t'day of each month. 7.2. Federal excise taxes, State taxes, or City sales taxes must not be included in the invoiced amount. The City will furnish a tax exemption certificate upon request. 7.3. All proper invoices received by the City will be paid within 30 days of the City's receipt of the deliverables or of the invoice,whichever is later. 7.4. The City's payment obligations are payable only and solely from funds appropriated and available for the purpose of this purchase. The absence of appropriated or other lawfully available funds shall render the Contract null and void to the extent funds are not appropriated or available and any deliverables delivered but unpaid shall be returned to the Proposer. The City shall provide the Proposer written notice of the failure of the City to make an adequate appropriation for any fiscal year to pay the amounts due under the Contract, or the reduction of any appropriation to an amount insufficient to permit the City to pay its obligations under the Contract. 8. WARRANTY. 8.1. PRICE. The Proposer warrants the prices quoted in the Proposal are no higher than the Proposer's current prices on orders by others for like deliverables under similar terms of purchase. The Proposer certifies that the prices in the Proposal have been arrived at independently without consultation, communication, or agreement for the purpose of restricting competition, as to any matter relating to such fees with any other firm or with any competitor. In addition to any other remedy available, the City may deduct from any amounts owed to the Proposer, or otherwise recover any amounts paid for items in excess of the Proposer's current prices on orders by others for like deliverables under similar terms of purchase. 8.2. TITLE. The Proposer warrants that it has good and indefeasible title to all deliverables furnished under the Contract, and that the deliverables are free and clear of all liens, claims, security interests and encumbrances. The Proposer shall indemnify and hold the City harmless from and against all adverse title claims to the deliverables. 14 8.3. DELIVERABLES. The Proposer warrants and represents that all deliverables sold the City under the Contract shall be free from defects in design, workmanship, or manufacture, and conform in all material respects to the specifications, drawings, and descriptions in the Request, to any samples furnished by the Proposer,to the terms, covenants and conditions of the Contract, and to all applicable State, Federal or local laws, rules, and regulations, and industry codes and standards. Unless otherwise stated in the Request, the deliverables shall be new or recycled merchandise, and not used or reconditioned. Recycled deliverables shall be clearly identified as such. 8.3.1. The Proposer may not limit, exclude, or disclaim the foregoing warranty or any warranty implied by law; and any attempt to do so shall be without force or effect. Unless otherwise specified in the Contract,the warranty period shall be at least one year from the date of acceptance of the deliverables or from the date of acceptance of any replacement deliverables. If, during the warranty period, one or more of the above warranties are breached, the Proposer shall promptly upon receipt of demand either repair the non-conforming deliverables or replace the non-conforming deliverables with fully conforming deliverables, at the City's option and at no additional cost to the City. All costs incidental to such repair or replacement, including but not limited to, any packaging and shipping costs, shall be borne exclusively by the Proposer. The City shall endeavor to give the Proposer written notice of the breach of warranty within thirty (30) days of discovery of the breach of warranty, but failure to give timely notice shall not impair the City's rights under this section. 8.3.2. If the Proposer is unable or unwilling to repair or replace defective or non-conforming deliverables as required by the City, then in addition to any other available remedy, the City may reduce the quantity of deliverables it may be required to purchase under the Contract from the Proposer and purchase conforming deliverables from other sources. In such event, the Proposer shall pay to the City upon demand the increased cost, if any, incurred by the City to procure such deliverables from another source. 8.3.3. If the Proposer is not the manufacturer, and the deliverables are covered by a separate manufacturer's warranty, the Proposer shall transfer and assign such manufacturer's warranty to the City. If for any reason the manufacturer's warranty cannot be fully transferred to the City, the Proposer shall assist and cooperate with the City to the fullest extent to enforce such manufacturer's warranty for the benefit of the City. 8.4. SERVICES. The Proposer warrants and represents that all services to be provided the City under the Contract will be fully and timely performed in a good and workmanlike manner in accordance with generally accepted industry standards and practices, the terms, conditions, and covenants of the Contract, and all applicable Federal, State and local laws,rules or regulations. 15 8.4.1. The Proposer may not limit, exclude, or disclaim the foregoing warranty or any warranty implied by law, and any attempt to do so shall be without force or effect. 8.4.2. Unless otherwise specified in the Contract, the warranty period shall be at least one year from acceptance of the services. If during the warranty period, one or more of the above warranties are breached the Proposer shall promptly, upon receipt of demand, perform the services again in accordance with above standard at no additional cost to the City. All costs incidental to such additional performance shall be borne by the Proposer. The City shall endeavor to give the Proposer written notice of the breach of warranty within thirty (30) days of discovery of the breach warranty, but failure to give timely notice shall not impair the City's rights under this section. 8.4.3. If the Proposer is unable or unwilling to perform its services in accordance with the above standard as required by the City, then in addition to any other available remedy, the City may reduce the amount of services it may be required to purchase under the Contract from the Proposer, and purchase conforming services from other sources. In such event, the Proposer shall pay to the City upon demand the increased cost, if any, incurred by the City to procure such services from another source. 9. RIGHT TO ASSURANCE. Whenever one party to the Contract in good faith has reason to question the other party's intent to perform, demand may be made to the other party for written assurance of the intent to perform. In the event that no assurance is given within the time specified after demand is made,the demanding party may treat this failure as an anticipatory repudiation of the Contract. 10. TERMINATION FOR CAUSE. In the event of a default by the Proposer,the City shall have the right to terminate the Contract for cause, by written notice effective ten (10) days, unless otherwise specified, after the date of such notice, unless the Proposer, within such ten (10) day period, cures such default, or provides evidence sufficient to prove to the City's reasonable satisfaction that such default does not, in fact, exist. In addition to any other remedy available under law or in equity, the City shall be entitled to recover all actual damages, costs, losses, and expenses incurred by the City as a result of the Proposer's default, including without limitation, cost of cover, reasonable attorneys' fees, court costs, and prejudgment and post judgment interest at the maximum lawful rate. Additionally, in the event of a default by the Proposer,the City may remove the Proposer from the City's Proposer list for three (3) years and any Proposal submitted by the Proposer may be disqualified for up to three (3) years. All rights and remedies under the Contract are cumulative and are not exclusive of any other right or remedy provided by law. 11. TERMINATION WITHOUT CAUSE. The City shall have the right to terminate the Contract, in whole or in part, without cause any time upon thirty (30) days' prior written 16 notice. Upon receipt of a notice of termination, the Proposer shall promptly cease all further work pursuant to the Contract,with such exceptions, if any, specified in the notice of termination. The City shall pay the Proposer, to the extent of funds appropriated or otherwise legally available for such purposes, for all goods delivered and services performed and obligations incurred prior to the date of termination in accordance with the terms hereof. 12. DELAYS. The City may delay scheduled delivery or other due dates by written notice to the Proposer if the City deems it is in its best interest. If such delay causes an increase in the cost of the work under the Contract, the City and the Proposer shall negotiate an equitable adjustment for costs incurred by the Proposer in the Contract price and execute an amendment to the Contract. The Proposer must assert its right to an adjustment within thirty (30) days from the date of receipt of the notice of delay. Failure to agree on any adjusted price shall be handled under the Dispute Resolution process specified in the Contract. However, nothing in this provision shall excuse the Proposer from delaying the delivery as notified. 13. NO WARRANTY BY CITY AGAINST INFRINGEMENTS. The Proposer represents and warrants to the City that: (i) the Proposer shall provide the City good and indefeasible title to the deliverables and (ii) the deliverables supplied by the Proposer in accordance with the specifications in the Contract will not infringe, directly or contributorily, any patent, trademark, copyright, trade secret, or any other intellectual property right of any kind of any third party; that no claims have been made by any person or entity with respect to the ownership or operation of the deliverables and the Proposer does not know of any valid basis for any such claims. The Proposer shall, at its sole expense, defend, indemnify, and hold the City harmless from and against all liability, damages, and costs (including court costs and reasonable fees of attorneys and other professionals) arising out of or resulting from: (i) any claim that the City's exercise anywhere in the world of the rights associated with the City's' ownership, and if applicable, license rights, and its use of the deliverables infringes the intellectual property rights of any third party; or (ii)the Proposer's breach of any of Proposer's representations or warranties stated in this Contract. In the event of any such claim, the City shall have the right to monitor such claim or at its option engage its own separate counsel to act as co-counsel on the City's behalf. Further, Proposer agrees that the City's specifications regarding the deliverables shall in no way diminish Proposer's warranties or obligations under this paragraph and the City makes no warranty that the production, development, or delivery of such deliverables will not impact such warranties of Proposer. 14. OWNERSHIP AND USE OF DELIVERABLES. The City shall own all rights, titles, and interests throughout the world in and to the deliverables. All published material and written reports submitted under the Contract must be originally developed material unless otherwise specifically provided in the Contract. When material not originally developed is included in a report in any form,the source shall be identified. 17 15. ADVERTISING. The Proposer shall not advertise or publish, without the City's prior consent, the fact that the City has entered into the Contract, except to the extent required by law. 16. NO CONTINGENT FEES. The Proposer warrants that no person or selling agency has been employed or retained to solicit or secure the Contract upon any agreement or understanding for commission, percentage, brokerage, or contingent fee, excepting bona fide employees of bona fide established commercial or selling agencies maintained by the Proposer for the purpose of securing business. For breach or violation of this warranty, the City shall have the right, in addition to any other remedy available, to cancel the Contract without liability and to deduct from any amounts owed to the Proposer, or otherwise recover, the full amount of such commission, percentage, brokerage or contingent fee. 17. GRATUITIES. The City may, by written notice to the Proposer, cancel the Contract without liability if it is determined by the City that gratuities were offered or given by the Proposer or any agent or representative of the Proposer to any officer or employee of the City with a view toward securing the Contract or securing favorable treatment with respect to the awarding or amending or the making of any determinations with respect to the performing of such contract. In the event the Contract is canceled by the City pursuant to this provision, the City shall be entitled, in addition to any other rights and remedies, to recover or withhold the amount of the cost incurred by the Proposer in providing such gratuities. 18. ASSIGNMENT-DELEGATION. The Contract shall be binding upon and enure to the benefit of the City and the Proposer and their respective successors and assigns, provided however,that no right or interest in the Contract shall be assigned and no obligation shall be delegated by the Proposer without the prior written consent of the City.Any attempted assignment or delegation by the Proposer shall be void unless made in conformity with this paragraph. The Contract is not intended to confer rights or benefits on any person, firm or entity not a party hereto, it being the intention of the parties that there be no third party beneficiaries to the Contract. 19. WAIVER.No claim or right arising out of a breach of the Contract can be discharged in whole or in part by a waiver or renunciation of the claim or right unless the waiver or renunciation is supported by consideration and is in writing signed by the aggrieved party. No waiver by either the Proposer or the City of any one or more events of default by the other party shall operate as, or be construed to be, a permanent waiver of any rights or obligations under the Contract, or an express or implied acceptance of any other existing or future default or defaults,whether of a similar or different character. 20. MODIFICATIONS. The Contract can be modified or amended only by a writing signed by both parties. No pre-printed or similar terms on any the Proposer's invoice, order or other documents shall have any force or effect to change the terms, covenants, and conditions of the Contract. 18 21. INTERPRETATION. The Contract is intended by the parties as a final, complete and exclusive statement of the terms of their agreement. No course of prior dealing between the parties or course of performance or usage of the trade shall be relevant to supplement or explain any term used in the Contract. Although the Contract may have been substantially drafted by one party, it is the intent of the parties that all provisions be construed in a manner to be fair to both parties, reading no provisions more strictly against one party or the other. Whenever a term defined by the Uniform Commercial Code, as enacted by the State of Texas, is used in the Contract, the UCC definition shall control,unless otherwise defined in the Contract. 22. JURISDICTION AND VENUE. The Contract is made under and shall be governed by the laws of the State of Texas, including, when applicable, the Uniform Commercial Code as adopted in Texas, V.T.C.A.,Bus. & Comm. Code, Chapter 1, excluding any rule or principle that would refer to and apply the substantive law of another state or jurisdiction. All issues arising from this Contract shall be resolved in the courts of Williamson County, Texas and the parties agree to submit to the exclusive personal jurisdiction of such courts. The foregoing, however, shall not be construed or interpreted to limit or restrict the right or ability of the City to seek and secure injunctive relief from any competent authority as contemplated herein. 19 Section III Scope of Service 20 SECTION III. SCOPE OF SERVICE The selected Construction Manager at Risk is to assist the City and its Architect during the Design and Construction Documents phases, and to build the Project thereafter as a Construction Manager at Risk. Construction of site work may begin before final set of building plans are completed. This may be of importance to meet schedule of completion. Specific services anticipated of the CMAR include,but are not limited to the following: PRE-CONSTRUCTION PHASE SERVICES: Provide services as acting consultant during the development and design phase as preconstruction services that are listed but may not be limited to: A. Provide a preliminary evaluation of the Owner's program and Project budget requirements. B. With the Architect,jointly schedule and attend regular meetings with the Owner and Architect. C. Consult with the Owner and Architect regarding site use and improvements,and the selection of materials,building systems,and equipment. D. Provide recommendations on construction feasibility,time requirements for procurement, installation, and construction completion and factors related to construction cost, including estimates of alternative designs or materials,preliminary budgets, and possible economics. E. Prepare, and periodically update, a preliminary Project schedule for the Architect's review and the Owner's approval. Coordinate.and integrate the schedule with the services and activities of the Owner, Architect, and Construction Manager. F. Prepare for the review of the Architect and approval of the Owner a preliminary cost estimate utilizing area,volume, or similar conceptual estimating techniques. G. When Schematic Design Documents have been prepared,prepare for the review of the Architect and approval of the Owner, a detailed estimate with supporting data;periodically update and refine this estimate. If any estimate submitted to the Owner exceeds previously approved estimates or the Owner's budget,the Construction Manager shall make appropriate recommendations. H. When Design Documents have been prepared,prepare for the review of the Architect and approval of the Owner,a detailed estimate with supporting data;periodically update and refine this estimate. If any estimate submitted to the Owner exceeds previously approved estimates or the Owner's budget,the Construction Manager shall make appropriate recommendations. I. When 50%Construction Documents have been prepared,prepare for the review of the Architect and approval of the Owner,a detailed 21 estimate with supporting data;periodically update and refine this estimate. If any estimate submitted to the Owner exceeds previously approved estimates or the Owner's budget,the Construction Manager shall make appropriate recommendations. J. Seek to develop subcontractor interest in the Project and furnish to the Owner and Architect for their information a list of possible subcontractors. K. Recommend to the Owner and Architect a schedule for procurement of long-lead time items and expedite the delivery of long-lead items. L. When the Drawings and Specifications are 95%complete,propose a detailed Guaranteed Maximum Price,which provides for further development of the Drawings and Specifications. CONSTRUCTION PHASE SERVICES: A. Interim Construction a. Obtain contractor required permits b. Mobilization and construction preparation c. Required preconstruction submittals d. Preconstruction meetings B. Construction a. Attend meetings as necessary,provide written reports b. Provide cost control and value management c. Assure quality and completeness of the work with continued on-site and office support monitoring and inspections d. Maintain job safety measures e. Comply with all regulatory and agency requirements f. Maintain project schedule,provide weekly updates g. Perform all fiduciary and insurance responsibilities h. Fulfill BIM requirements L Facilitate all systems commissioning j. Procure and manage installation of FF&E k. Deliver the Work of the project within guaranteed maximum price POST CONSTRUCTION PHASE SERVICES: A. Perform all warranty service for at least 1 year following project completion except where longer periods apply B. Provide all closeout documents SCOPE RELATED SCHEDULE: (see Architect's Schedule Section IV, Exhibit A) The tentative schedule for the Project for CMAR is: • Ranking CMAR Proposals December 2022 • CMAR Interviews January 2023 22 • Approval of CMAR contract February 2023 • CMAR Preconstruction Starts March 2023 • Agree Guaranteed Maximum Price March 2024 • Permitting and Interim Construction 3 Months • Construction 16 Months • Construction Completion and Acceptance November 2025 23 Section IV Exhibits 24 SECTION IV. EXHIBITS • Exhibit A Description of Project • Exhibit B Construction Manager at Risk Response Form (Qualification Questionnaire) • Exhibit C Selection Criteria and Proposal Cost Form • Exhibit D Form of Agreement; General Conditions, Special Conditions, Supplemental Conditions of Contract for Construction, and Technical Specifications D.1 Performance and Payment Bond D.2 Certificate of Liability Insurance 25 EXHIBIT A Description of Project 26 EXHIBIT A —Description of Project The project is located at 212 and 216 E Main Street,Round Rock,Texas 78664 on City-owned property. The project will generally consist of the following: Griffith Remodel and Paseo The project is generally envisioned as a remodel of the Griffith Building located at 216 E Main Street and is approximately 44,000 square feet. It will be home to the Chamber of Commerce, Convention and Visitors Bureau,Arts and Culture, and an HR training area. The current idea is for the Chamber of Commerce to occupy the second floor and all others to be on the first floor. The Owner anticipates that the Project may proceed in two phases, one for the renovation of the Griffith Building,and a second for the Paseo. It is anticipated however,that the construction documents for each will be developed along similar schedules and that construction of each could overlap. The Paseo will be built adjacent,where the existing Palm House currently sits at 212 E.Main Street. The Palm House will be relocated prior to construction of the Paseo and relocation efforts will not be part of the"Project."The Paseo will be the gateway connecting two major downtown family locations;Prete Plaza and the new Library green space. The total budget for the project is $13,000,000.00 and includes construction costs, FF&E (furniture, fixtures, and equipment), and audio-visual costs. The CMAR is responsible for procuring and managing the installation of FF&E. The City of Round Rock has hired McKinney Architects Inc. as Principal for design. The City does not have a program for this"Project" and McKinney York Architects is intending to complete programming February 2023. V 27 Project Name CoRR Griffith&Paseo Date 7/19/2022-DRAFT Phase Contracts&Negotiation MYA Project# 2230 Owner Project# N/A Schedule HemarK or Monday to Friday Schedule Description #of Days 12-Sep-2022 to 16-Sep-2022 Contracts/Negotiation NTP Council Approval 19-Sep-2022 to 23-Sep-2022 HOLD 1 26-Sep-2022 to 30-Sep-2022 HOLD 2 3-Oct-2022 to 7-Oct-2022 HOLD 3 70-Oct-2022 to 14-Oct-2022 HOLD 4 17-Oct-2022 to 21-Oct-2022 PD Week 1 Site Survey,Spherical Photo Documentation Information Gathering(documentation,applicable codes&standards) Visioning Session 7 mtg Initial Site Walk 24-Oct-2022 to 28-Oct-2022 PD Week 2 Stakeholder Interviews 6 mtgs Walk-through&Space Utilization Inventory 31-Oct-2022 to 4-Nov-2022 PD Week 3 Historic Commissions Interview 7 mtg Citizen Information Meeting 7 mtg 7-Nov-2022 to 11-Nov-2022 PD Week 4 Data Analysis Site Evaluation&Assessment Facility Evaluation&Assessment 14-Nov-2022 to 18-Nov-2022 PD Week 5 Site Evaluation&Assessment(cont.) Facility Evaluation&Assessment(cont.) Conceptual Drawings 27-Nov-2022 to 25-Nov-2022 THANKSGIVING 28-Nov-2022 to 2-Dec-2022 PD Week 6 Site Evaluation&Assessment(coni.) Facility Evaluation&Assessment(cont.) Conceptual Drawings(cont.) Initial Program Document Review 6 mtgs 5-Dec-2022 to 9-Dec-2022 PD Week 7 Conceptual Drawings(coni.) Cost Estimate 12-Dec-2022 to 16-Dec-2022 PD Week 8 McKinney York Architects 1301 E 7th St,Austin,TX 78702 1 of 3 Schedule HernarK or Monday to Friday Schedule Description #of Days Cost Estimate(cont.) Site Eval.,Facility Cond.Assessment,&Prelim.Feasibility Report Due Final Program Document Due Council Presentation 1 mtg 19-Dec-2022 to 23-Dec-2022 Contracts/Negotiation 1 SD-CA Fee Amnd 26-Dec-2022 to 30-Dec-2022 HOLIDAYS 2-Jan-2023 to 6-Jan-2023 Contracts/Negotiation 2 SD-CA Fee Amnd 9-Jan-2023 to 13-Jan-2023 Contracts/Negotiation 3 SD-CA Fee Amnd 16-Jan-2023 to 20-Jan-2023 HOLD 1 23-Jan-2023 to 27-Jan-2023 HOLD 2 30-Jan-2023 to 3-Feb-2023 HOLD 3 6-Feb-2023 to 10-Feb-2023 BIM Scan/Model 1 13-Feb-2023 to 17-Feb-2023 BIM Scan/Model 2 20-Feb-2023 to 24-Feb-2023 SD Week 1 BIM Scan/Model 27-Feb-2023 to 3-Mar-2023 SD Week 2 BIM Scan/Model 6-Mar-2023 to 10-Mar-2023 SD Week 3 13-Mar-2023 to 17-Mar-2023 SD Week 4 20-Mar-2023 to 24-Mar-2023 SD Week 5 27-Mar-2023 to 31-Mar-2023 SD Week 6 3-Apr-2023 to 7-Apr-2023 SD Week 7 10-Apr-2023 to 14-Apr-2023 CM Pricing Week 1 17-Apr-2023 to 21-Apr-2023 CM Pricing Week 2 24-Apr-2023 to 28-Apr-2023 Owner Review Week 1 25-Apr-2023 Cost/Scope Reconciliation 28-Apr-2023 Owner Comments Due 1-May-2023 to 5-May-2023 DD Week 1 8-May-2023 to 12-May-2023 DD Week 2 15-May-2023 to 19-May-2023 DD Week 3 22-May-2023 to 26-May-2023 DD Week 4 29-May-2023 to 2-Jun-2023 DD Week 5 5-Jun-2023 to 9-Jun-2023 DO Week 6 12-Jun-2023 to 16-Jun-2023 DO Week 7 19-Jun-2023 to 23-Jun-2023 DD Week 8 26-Jun-2023 to 30-Jun-2023 CM Pricing Week 1 3-Jul-2023 to 7-Jul-2023 CM Pricing Week 2 10-Jul-2023 to 14-Jul-2023 Owner Review Week 1 12-Jul-2023 Cost/Scope Reconciliation 14-Jul-2023 Owner Comments Due 17-Jul-2023 to 21-Jul-2023 50%CD Week 1 24-Jul-2023 to 28-Jul-2023 50%CD Week 2 31-Jul-2023 to 4-Aug-2023 50%CD Week 3 7-Aug-2023 to 11-Aug-2023 50%CD Week 4 McKinney York Architects 1301 E 7th St,Austin,TX 78702 2 of 3 Schedule Hemark or Monday to Friday Schedule Description #of Days 14-Aug-2023 to 18-Aug-2023 50%CD Week 5 21-Aug-2023 to 25-Aug-2023 50%CD Week 6 28-Aug-2023 to 1-Sep-2023 50%CD Week 7 4-Sep-2023 to 8-Sep-2023 50%CD Week 8 11-Sep-2023 to 15-Sep-2023 CM Pricing Week 1 11-Sep-2023 Submit Site Permit Application 18-Sep-2023 to 22-Sep-2023 CM Pricing Week 2 25-Sep-2023 to 29-Sep-2023 CM Pricing Week 3 2-Oct-2023 to 6-Oct-2023 CM Pricing Week 4 9-Oct-2023 to 13-Oct-2023 Owner Review Week 1 10-Oct-2023 Cost/Scope Reconciliation 13-Oct-2023 Owner Provides NTP 16-Oct-2023 to 20-Oct-2023 95%CD Week 1 23-Oct-2023 to 27-Oct-2023 95%CD Week 2 30-Oct-2023 to 3-Nov-2023 95%CD Week 3 6-Nov-2023 to 10-Nov-2023 95%CD Week 4 13-Nov-2023 to 17-Nov-2023 95%CD Week 5 20-Nov-2023 to 24-Nov-2023 THANKSGIVING 27-Nov-2023 to 1-Dec-2023 95%CD Week 6 4-Dec-2023 to 8-Dec-2023 95%CD Week 7 11-Dec-2023 to 15-Dec-2023 95%CD Week 8 18-Dec-2023 to 22-Dec-2023 CM Pricing Week 1 25-Dec-2023 to 29-Dec-2023 HOLIDAYS 1-Jan-2024 to 5-Jan-2024 CM Pricing Week 2 8-Jan-2024 to 12-Jan-2024 CM Pricing Week 3 15-Jan-2024 to 19-Jan-2024 CM Pricing Week 4 GMP 22-Jan-2024 to 26-Jan-2024 Owner Review Week 1 23-Jan-2024 Cosi/Scope Reconciliation 26-Jan-2024 Owner Provides NTP 29-Jan-2024 to 2-Feb-2024 Final CD Week 1 5-Feb-2024 to 9-Feb-2024 Final CD Week 2 12-Feb-2024 to 19-Apr-2024 Permitting Weeks 10 22-Apr-2024 to 22-Aug-2025 Construction Weeks 70 22-Aug-2025 Substantial Completion 21-Sep-2025 Final Completion McKinney York Architects 1301 E 7th St,Austin,TX 78702 3 of 3 EXHIBIT B Construction Manager at Risk Response Form (Qualification Questionnaire) 31 EXHIBIT B— Construction Manager at Risk Response Form (Qualification Questionnaire) Please provide the following information in the sequence and format prescribed by this questionnaire. Submittals are to be printed and bound with tabs labeled as per numbered headings below. Supplemental materials providing additional information may be attached, if limited to three pages,but the information requested below is to be provided in this format. 1. Firm Information 1.1 Name of Firm: 1.2 Address of Principal Office: 1.3 Phone,Fax,and Email 1.4 Form of Business Organization (corporation, partnership, individual, joint venture, other?): 1.5 Year Founded: 1.6 Primary Individual to Contact: 2. Organization 2.1. How many years has your organization been in business in its current capacity? 2.2. How many years has your organization been in business under its present name? Under what other or former names has your organization operated? 2.3. If your organization is a corporation, answer the following: Date of incorporation, State of incorporation, President's name, Vice-President's name(s), Secretary's name, Treasurer's name. 2.4. If your organization is a partnership, answer the following: Date of organization, Type of partnership (if applicable),Name(s)of general partner(s). 2.5. If your organization is individually owned, answer the following: Date of organization,Name of owner. 2.6. If the form of your organization is other than those listed above, describe it and name the principals. 2.7. Does your company principally work in the Central Texas area? 2.8. What is the dollar value of work done in the Central Texas area for the past three year period, and what percentage of your total work does this represent? 2.9. What percentage of your work in the last five years has been renovations and construction of public outdoor spaces? 2.10. Identify any potential conflicts of interest with the City, its Council members and employees or with the architects and engineers selected for the Project. 3. Experience& Past Performance 3.1. Work over the last five years: List up to the last five projects constructed by your organization like or similar to the referenced "Project"; for each project, provide the name, Project Manager, Superintendent, nature of the project/function of the building, 32 size (SF), location, cost, contractual completion date, actual completion date, Owner and Architect(and their phone numbers and email addresses). 3.2. Provide a complete list of all projects currently in progress and completed within the last three years. Indicate which projects were performed using construction management methods. 3.3. List the categories of work that your organization normally performs with its own forces. Would you propose to do any work with your own forces or to bid all work to subcontractors? 3.4. List any subcontractors in which your organization has some ownership and list the categories of work those subcontractors normally perform. 3.5. Claims and suits (If the answer to any of the questions below is yes, please attach details). 3.5.1. Has your organization ever failed to complete any work awarded? If yes, please explain. 3.5.2. Are there any judgements, claims, arbitration proceedings or suits, pending or outstanding against your organization or its officers? 3.5.3. Has your organization filed or been involved in any lawsuits or requested arbitration regarding construction contracts within the last five years? 3.6. Within the last five years, has any officer or principal of your organization ever been an officer or principal of another organization when it failed to complete a construction contract?(If the answer is yes,please attach details) 3.7. Please provide a summary of examples of work that your firm considers exceptional and examples of how your organization provided added value to the Owner and achieve this exceptional work. Also, list the project, Project Manager, Superintendent and project contact with phone number and email address. Limit response to five (5) pages. 4. Financial Information 4.1. Attach a financial statement, preferably audited, including your organization's latest balance sheet and income statement showing the following items: Current assets (e.g., cash, joint venture accounts, accounts receivable, notes receivable, accrued income, deposits, materials inventory, and prepaid expenses). Noncurrent assets (e.g., net fixed assets, other assets). Current liabilities (e.g., accounts payable, notes payable, accrued expenses, provision for income taxes, advances, accrued salaries and accrued payroll taxes). Noncurrent liabilities (e.g., notes payable). Capital accounts and retained earnings (e.g., capital, capital stock, authorized and outstanding shares par value, earned surplus, and retained earnings). *One copy of financial statement may be included with proposal, in a sealed envelope, marked,"CONFIDENTIAL," and addressed to: Richard Will,Building Construction Manager RE: CMAR Griffith Remodel and Paseo 4.2. Name and address of firm preparing attached financial statement and date thereof. 33 4.3. Is the attached financial statement for the identical organization named under item I above? If not, explain the relationship and financial responsibility of the organization whose financial statement is provided(e.g.,parent-subsidiary). 4.4. Will the organization whose financial statement is attached act as guarantor of the contract for construction? 4.5. Provide name, address, and phone number of your financial institution. 4.6. Surety: Provide (Insert) bond letter from surety with name of bonding company and name and address of agent. Performance and Payment Bonds for 100% of the construction cost will be required upon submission of the Guaranteed Maximum Price (GMP). 5. Construction Manager at Risk 5.1. Describe your organization's concepts for working in a team relationship with the Owner and Architect during the design and construction of major projects. 5.2. Describe your organization's methods for estimating costs, and for scheduling during the design/documents phase. What value does your organization add that other organizations may not be able to provide? 5.3. It is anticipated that the GMP will be furnished prior to completion of construction documents. Is this acceptable to you? 5.4. Describe your organization's approach to Savings: All Savings are to be returned to the City (Owner of project). Does your organization agree with this concept? How will you work to assure savings are provided back to the Owner? 5.5. Contingencies: Describe your organization's concept for estimating cost contingencies during design and during construction. What is your organization's concept for the disposition of contingency funds after the completion of the project? 5.6. Cost Information: Your firm would be required to make all cost information during design and construction available to Owner and Architect. Describe how this information would be furnished and how the Owner and Architect would be assured that it is complete and accurate. 5.7. Describe your organization's construction processes and procedures for managing and constructing including but not limited to safety, quality control, subcontractor management, scheduling, and closeout. 5.8. Describe your organization's experience, use, and personnel as related to Building Information Modeling (BIM). How has your organization leveraged BIM to be more effective and efficient? 5.9. Provide a proposed plan for the referenced "Project" including alternative plans if applicable,tentative sequence, and associated risks, if identified. 6. Personnel Qualifications 6.1. Given the scope and schedule of the "Project", identify the specific Project Manager(s), Job Superintendent(s), Estimator(s) and Field Operations personnel who would work on the"Project." Provide a resume and references for each individual. The Project Manager and Job Superintendent will remain on the "Project" from pre-construction through final completion. 34 6.2. Provide CMAR projects collaborated and completed by proposed team. 7. Safety 7.1. Provide the following information in connection with your organization's safety program: A. Your organization's OSHA (Occupational Safety and Health Administration) 300 Logs for the last three(3)years. a. OSHA log must be completed. If no accidents, record "0" in appropriate column totals. B. Loss analysis from your organization's insurance carrier or insurance agent covering your organization's workers' compensation insurance coverage (Loss Runs) for the last three(3)years. (Loss run is also referred to as"statement of claims"or SOC.) a. Loss run must be provided by your organization's insurance carrier or insurance agent. Insurance carrier's company name or insurance agent (agency) must be clearly legible on documents provided. Names of claimants on loss run may be redacted. b. If there have been no losses, provide copy from your firm's insurance carrier showing no losses. C. Loss ratio from your organization's insurance carrier or insurance agent covering your organization's workers' compensation insurance coverage. a. Loss ratio must be provided by your organization's insurance carrier or insurance agent. Insurance carrier's company name or insurance agent (agency)must be clearly legible on documents provided. b. Loss ratio must be based on manual (unmodified) premium. Manual (unmodified)premium is premium without experience modifier applied. c. If paid premium is submitted, experience modifier (from insurance carrier) must be provided. d. Time period corresponding to loss ratio must be provided. e. Typed or handwritten information concerning loss ratio prepared by your firm WILL NOT be accepted. f. Experience rating documents WILL NOT be accepted for this Paragraph C. 8. References 8.1. For five of the projects listed above (reference items 3.1 and 3.3), identify a representative of the owner and a representative of the architect (provide name, email and phone)whom we could contact as references regarding your organization's services. 9. Uniqueness 9.1. What do you feel will be unique about your firm's contribution to this Project? 35 EXHIBIT C Selection Criteria and Proposal Cost Form 36 CITY OF ROUND ROCK Project: Griffith Remodel and Paseo REQUEST FOR PROPOSALS CONSTRUCTION MANAGER-AT-RISK SELECTION CRITERIA EXHIBIT C Selection Criteria The responses to the Questionnaire and Proposed Cost Summary from the Construction Manager-at-Risk(CMAR)will be evaluated by the City of Round Rock Construction Committee based on the following criteria. Each performance measures will be rated by assigning a point value between 0 (not acceptable/poor)and 5 (excellent)points. The total of points that may be assigned is 100. The maximum number of points per category is noted. Qualifications (Total 60 Points) Company Information and Past Performance(Total 5 Points) 1. Is the company competent and stable with a history free from claims and suits?(5) Company Past Project Performance and Reputation (Total 10 Points) 2. Has the proposer performed local projects (local is defined as the Austin-Round Rock MSA)? (2) 3.Has the proposer performed work for public clients listed and was the project overall a positive experience for those clients?(4) 4. Are the projects presented equal or greater in complexity, scope, and dollar value when compared with the proposed project? (4) Strength of Company Financials (Total 10 Points) 5. Is the company financially stable reflected by income to debt ratio? (5) 6. Can the company financially support the project with existing financial commitments?(5) Company Performance as a Construction Manager at Risk(Total 15 Points) 7. CMAR's described methodology for pre-construction services (3) 8. CMAR's described methodology of cost control and savings (3) 9. CMAR's described methodology of construction phase services (3) 10. CMAR's described methodology of BIM and use of BIM to facilitate quality construction (3) 11. CMAR's proposed plan,value add, and or unique contribution to project(3) Proposer's Personnel and Team Qualifications (Total 15 Points) 12.Do the construction team's resumes reflect technical knowledge and practical experience managing and constructing CMAR projects, equal to the proposed project?(5) 13.Does the team's references and past project performance reflect a positive, collaborative,and problem-solving ability? (10) Company safety plan and rating (Total 5 Points) 14. Has the Company been successful at minimizing work site accidents and loss (5) 37 Cost(Total 40 points) A. Proposed Fee for Pre-Construction(10) C. General Conditions and Other Charges (15) D. Fee Proposed(15) 38 ORIGINAL Reakjest for Proposal City of Round Rock Griffith Remodel and Paseo -wow- Construction Constriuction Manager at RISK lot x lu { ■�• ... �� ■ ■ • = CONSTRUCTION braun-butler.com t W N PROPOSER ORGANIZATION CMAR QUALIFICATION • QUESTIONNAIRE 1. FIRM INFORMATION 2. ORGANIZATION 3. EXPERIENCE & PAST PERFORMANCE 4. FINANCIAL INFORMATION - 5. CONSTRUCTION MANAGER AT RISK 6. PERSONNEL QUALIFICATIONS 7. SAFETY & REFERENCES 9. UNIQUENESS FINANCIAL PROPOSAL INSURANCE CERTIFICATE Request For Proposal Construction City of Round Rock s Manager at Risk Griffith Remodel and Paseo t .. q t t f 1 ORGANIZATION December 6, 2022 1$3 Mr. Richard Will, Building Construction Manager City of Round Rock Texas 221 E. Main St, Round Rock,Texas 78664 Braun&Butler CONSTRUCTION Dear Mr.Will, We are pleased to submit Braun & Butler's qualifications and proposal for the Griffith Remodel and Paseo. We are excited that the Paseo will provide a gateway to all the exciting things happening in Round Rock. We have more than 40 years' experience in the construction industry, all right here in Central Texas. Our work can be seen throughout our community in the schools where our children learn,public safety facilities that keep us safe,medical facilities where we seek care, recreation facilities where we exercise and houses of worship where we strengthen our faith and serve others. Our proposed solution to this project is as follows:Braun&Butler will provide a transparent collaborative project by ensuring all bids, budgets, billings, and changes are openly shared with the entire project team. The Braun & Butler team will act collaboratively with the owner's best interest in mind throughout the project.The design team and owner can depend on the budgets we prepare to be accurate and specific to the project site and current economic pressures. Our site team will ensure that all workers are provided with a safe workplace so that everyone goes home to their families at the end of every shift.The taxpayer will have confidence that Braun&Butler was a good steward of their tax dollars. Braun& Butler is large enough and sophisticated enough to provide construction management services that the Griffith& Paseo projects require while at the same time flexible enough to serve as a good team member to the project.A few specific strengths of Braun&Butler include: 1. Braun&Butler has served Central Texas for over 40 years.Our office in Leander is only 11 miles from the project site 2.75%of our work is for repeat clients.We have worked with Round Rock ISD continuously since 1998. We have completed multiple successful projects with McKinney York Architects and enjoy a great relationship working with Al and Heather's firm. 3. Braun&Butler Construction has grown conservatively over the past 40 years.This conservative approach has provided strong financials that are able to support a company much larger than the work program that we strive to achieve. 4. Braun& Butler's first opportunity to serve as construction manager at risk(CM@R)was in 1996,shortly after the Texas Legislature allowed alternative delivery methods for public education.We have consistently performed a majority of our work acting as CM@R each and every year since. 5.Our veteran led project team has the experience to turn a good design into a great project 6. Braun& Butler is more than just an outstanding safety rating(EMR<1). We are an outstanding safety culture. All project managers,superintendents and estimators are 30-hour OSHA trained.Braun&Butler is an OSHA partner.This partnership ensures that we are leading the industry in safe work sites. 7.Our fee will be competitive with any other reputable construction manager and assures there will be no hidden games or discreet profit centers. 8.Our general conditions,like our fee, are fully transparent and will be equally competitive. 9.Our preconstruction services,led by Vice President Colin Juren,are best in class and a value add to any project. These strengths set us apart from the competition and make us the best partner for the Griffith/Paseo project. Regarding bonding capacity, Braun & Butler has plenty of capacity to spare. Our work program rarely utilizes more than 50% of our overall capacity. This is done by choice to allow Braun & Butler to serve the projects that are the best fit. A certificate of insurance showing our current limits is included with this proposal. Should Braun & Butler be awarded this project, insurance limits will be increased to meet the requirements set out in the special conditions. Lastly, Braun&Butler accepts the requirements and terms and conditions of this request.Thank you for the opportunity. LEANDER-MAIN OFFICE 300 Hazelwood St..Ste.100 Best Regards, Leander,Texas 78641 �• ��^ � WESTLAKE OFFICE Kenton Heinze 1515 S.Capital of TX Hwy.Ste.204 VPresident/CEO Austin,Texas 78745 kkenton@braun-butler.com PHONE 512.637.2882 www.braun-butier.com FAX 512.837-5115 1 Ll N O n .'9 �C •C C - A C � a� O _ 1 ■1 Name of Firm ■ Braun &Butler Construction, Inc. Address of Principal Office: 1 :2 300 Hazelwood Street, Ste. 100 Leander,Texas 78641 Phone, Fax, and Email 1 :30ffice: (512)837-2882 O Mobile: (512) 844-3220 kkenton®braun-butier.com Form of Business Organization(corporation,partnership, a 1 :4individual,joint venture,other?): S-Corporation Year Founded: 1 :51982 0 Primary Individual to Contact: u 1 :6Kenton Heinze Z President/CEO 512-837-2882 kenton®braun-butier.com 2 Braun&Butler C0143TXUCTION braun-butimcom 2■ How many years has your organization been in business in its current ■ capacity? 40 Years l 2■� How many years has your organization been in business under ■ its present name? Under what other or former names has your organization operated? Braun & Butler has been in continuous operation for 40 years. Z Braun & Butler has never operated under any other name. O 2■ If your organization is a corporation, answer the following: Date of ■ incorporation, State of incorporation, President's name,Vice-President's �■ name(s), Secretary's name,Treasurer's name. • President/CEO Kenton C. Heinze • Vice-President's: Brian Lauterjung, Executive Vice N President, Colin Juren, V.P. of Preconstruction Services Mack Ellis, V.P. of Field Operations • Secretary's name: Kaci Roberts Z Z • Treasurer's name. Kaci Roberts 2If■■� your organization is a partnership, answer the following: Date of organization,Type of partnership (if applicable), Name(s) of general partner(s). Section 2.4 is not applicable to Braun & Butler 2■ If your organization is individually owned, answer the following: Date of ■ organization, Name of owner. 1982, Kenton Heinze 2■■� If the form of your organization is other than those listed above, describe it and name the principals. Section 2.6 is not applicable to Braun & Butler 2■ Does your company principally work in the Central Texas area? ■ Yes 2■ What is the dollar value of work done in the Central Texas area for the ■ past three year period, and what percentage of your total work does this represent? 2021 -$37 Million 12020-$56 Million 12019 -$48 Million What percentage of your work in the last five years has been renovations 2:9 and construction of public outdoor spaces? Twenty percent of Braun &Butler projects in the past five years have included renovations and construction of public outdoor spaces. 2■ O Identify any potential conflicts of interest with the City, its Council ■ members and employees or with the architects and engineers selected for the Project. Section 2.10 is not applicable to Braun & Butler Braun&Buder COMfTAVCTION braun-butler.com 3■ Work over the last five years: List up to the last five projects constructed ■1 by your organization like or similar to the referenced"Project";for each project,provide the name, Project Manager,Superintendent,nature of the project/function of the building,size(SF),location,cost,contractual completion date,actual completion date,Owner and Architect(and their phone numbers and email addresses). L Hill Country Bible Church Leander 589 San Gabriel Pkwy., Leander,Tx 78641 a. ad W _ � a WZ z WU X W Waltt5 ti• %—n LOVE PEOPI MAKE DISCIP i"', W4,P 1 vd 3 . 1 SCOPE OF PROJECT PROJECTTYPE This project consists of the ground-up construction of a Construction Manager single story church and multi-purpose building complete at Risk with interorfnish out,landscaping,parking and associated sitework.The scope of this project is considered Phase 1 PROJECT SIZE of what will ultimately be a multi-phase development. 36,950 SF Braun&Butler worked with the design team to evaluate FINAL COST architectural and acoustical systems.The need for quality $9,430,573 space, outstanding acoustics and economy led to the PROJECT COMPLETION selection of acoustical wall panels for the ceiling systems. January 2022 The worship space cei_ing is a hybrid system of acoustical wan panels and conventional ce;ling components. The OWNER REFERENCE large open foyer space is a take-off of the system used Hill Country Bible Church Leander in the worship. Braun&Butler and subcontractor had to Conor O'Hearn design suspension systems for hanging and connecting 512-259-1900 large acoustical panels. This system created visually ARCHITECT REFERENCE appealing ceilings with excellent acoustics. Link Architecture Braun & Butler priced these options and allowed for Tony Keller fine tuning of the finishes to develop spaces that utilized extremely cost efficient and aesthetic finishes, The mix (512)821-3555 of imestone masonry, aluminum composite wall panels, TSIXIlyfflillik-AlIEDUM stucco,and a standing seam metal roof make the building Braun&Butler CONATiUCTION come to life. braun-butler.com Bluebonnet Trails Community Center La Grange 750 W.Travis; 1-3 Grange,Texas 78945 l 77;17 Y UJ LU z / }MC r - -- - _- W .r� -- --- FM � o W U. X UJ , -----� W mligir Or !!.7 IL ; PROJECTTYPE The project is a 16,670 SF Medical Office Building for Construction Manager Bluebonnet Trails Community Services. The facility at Risk consists of first floor covered parking, 2 elevators, 2 PROJECT SIZE stairwells, and a second-floor medical office building. 16,670 SF The second floor is occupied space that included nurses' station, exam rooms,conference rooms,offices, FINAL COST dedicated lease space, food prep area, restrooms, IT, $4,499,881 MEP,and storage rooms, and a lobby with a dedicated PROJECT COMPLETION children's waiting area. One unique building technique April 2021 used was the need to pave the first-floor parking area and protect it before the structural steel was erected because OWNER REFERENCE the paving machinery would not fit underneath structural Bluebonnet Trails Community Services steel once installed. This process was out of sequence Andrea Richardson but necessary. Secondly, the integration of structural (512)244.8305 steel and pre-engineered building components created 8ph2hkilkiII111162rS another unique construction characteristic. The buildings final appearance turned out to be a beautiful example of ARCHITECT REFERENCE archteclure and function. This property is located on the Cutright&Prihoda,Inc. Colorado River and resides`n a flood plain therefore that Brad Cutright s why the building's first floor is parking and the end-user (979)968-8888 s on the second floor elevated above the flood plain. Creative use of color and materials created a building that adds beauty to the community but more importantly a valuable service to those in need. Braun&Butler caMarM-nam Iltauttltitl�m Pflugerville Fire Station #5 1541 Pflugerville Loop • Pflugerville,Texas 78660 -x 4 ' ca LU i A W V - z W � �,,,� - _� - "rte --�• � 0 !-y W u IL X LU . Wo. I j IL PROJECT TYPE TCESD #2 Fire Staten 5 is in Pflugerville as the newest Construction Manager fire station for the department. It's 11,962 SF consists at Risk of a slab-on-grade foundation and a combination of preengineered metal building,masonry,cold formed metal PROJECT SIZE framing, structural steel and tradition wood framing with 11,962 SF a standing seam metal roof.The interior has a spacious FINAL COST apparatus bay has 3 lanes to hold the largest equipment $4,460,348 the department utilizes,individual sleeping quarters for the PROJECT COMPLETION staff and crews, a training room, day room, full kitchen, April 2020 work out room, laundry and equipment storage. Large Windows in the bay keep the area bright to facilitate OWNER REFERENCE daytime deployment and LED lighting throughout enhance Travis County ESD#2 nighttime operations.Critical support systems like power, Victor Gonzales ar,and water for the equipment are ergonomically bcated 512-251-2801 throughout the bay.The integrated alert-ng system notifies vswnzalez4oflugerAIIef1Ire.om the crews throughout the structure. The fenced pato allows for additional recuperation area while on call. ARCHITECT REFERENCE KAH Architecture&Interior Design Keith Hickman r 512-255-9690 t Braun&Butler CCxSTRVCTION Braun-butta g m UMHB Tennis & Field House 1650 Crusader Way, Belton,Texas 76513 o� W W v � z ,1 Z a -! W Pon --- r W LL. W W d. F- - a IL PROJECT TYPE The Fieldhouse consists of an 10,550 square foot athletic Competitive Sealed Proposal support building for both the men's and women's soccer PROJECT SIZE and tennis teams. The building is located between the 10,550 SF college tennis courts and soccer fields.It provides locker rooms, restrooms, laundry room, offices, conference FINAL COST and educational room, sports medicine rooms, public $3,532439 family restrooms, and officials locker rooms. Separate PROJECT COMPLETION locker rooms and bathrooms are providing for visaing August 2019 soccer and tennis teams. The building is equipped wah the latest state of the art sports medicine equipment, OWNER REFERENCE laundry equipment, multiple types of ice makers, custom University of Mary Hardin Baylor wood lockers for home teams,Wenger metal lockers for Scott Dodd visiting teams, and data systems throughout the facility. (254)295.4264 Site improvements included new sewer, water, irrigation, SDodd@umhb.edu and fiber optic lines. The two new parking lots prov;de year-round access for students and spectators. This ARCHITECT REFERENCE project received the 2019 Outstanding Construction Populus Award from The Austin Chapter of the Associated General Mike Donovan Contractors(AGC). (816)221-1500 Braun&Butler C(1NST[Uf-Y:CN braun-butler.com t milk+honey arboretum 9722 Great Hills Trail,Ste. 210 Austin,Texas 78759 l 7 � W � J V r WZ us 00 LU U. CLIg XW WiL a SCOPE OF PROJECT The milk+honey Spa Arboretum is a 10,758 sf interior finish PROJECT TYPE out located at 9722 Great Hills Trail, Suite 2110 in Austin Construction Manager Texas.This interior fin'sh out cons',sts of a retail/entry area, at Risk salon and shampoo area, manicure/pedicure area, Men's and Women's locker rooms, lounge, 12 treatment rooms, PROJECT SIZE 1 couples treatment room, 1 wet treatment room, back 11,620 SF of house operatons, laundry, administration, break room, FINAL COST meeting room, and mechanical mezzanine. Ths new spa $2,590,553 has a one of a kind circular lounge where clients can sit and PROJECT COMPLETION relax under a tree while soak,ng up the views of a 35 ft.dome November 2019 ceiling with windows allowing gentle amounts of sunlight in. The ceramic floor tile is laid out in herringbone pattern OWNER REFERENCE throughout,honeycomb Ceram c wail tiles in wet areas.The milk+honey Spa retail, salon and shampoo areas are all complimented with Alissa Bayer arched sheetrock ceilings with uplit LED lighting in custom alissa®milkandhoney,com wood light trays. Another feature that radiates throughout this project is the custom millwork.There are floating custom ARCHITECT REFERENCE wood wall shelves in retail area,unique stained wood doors baldridge ARCHITECTS and door frames, manicure and pedicure stations with R. Burton Baldridge nternal exhaust venting systems,f'oating lower wall cabinets (512)441-1700 n all treatment rooms, wood m rror frames that allow the Braun&Butler BURTOWBALDRIDGE-ARCHITECT&COM mirror to float with backit LED lighting. Braun-butlar.com 12Provide a complete list of all projects currently in progress and completed within the last three years. Indicate which projects were performed using construction management methods. Current Projects Round Rock ISD Support Services Bldg Pflugerville Vestibules- Phase 2 1602 North A.W. Grimes Blvd. Multiple Locations, Pflugerville,TX 78660 Round Rock,TX 78665 Contract Amount-$5,071,400 Contract Amount-$6,919,576.00 Percentage Completed 2% Percentage Completed 75% Scheduled completion 8/11/23 Scheduled completion 11/30/22 Project Manager-Robert Whitlow Project Manager-Mack Ellis Superintendent-Tommy McDowell Ica Ui Superintendent- Ian Doyle Owner-Pflugerville ISD Owner- Round Rock ISD Architect-O'Connell Robertson U V Architect- PBK Architects Architects Z■■ TCESD#2-Fire Station #6 Manor ISD Multipurpose Facility Q 17221 Weiss Lane,Pflugerville,TX 78660 Multiple Locations, Manor,TX 78653 Z Contract Amount-$7,502,535.00 Contract Amount-$18,270,000.00 W Percentage Completed 5% Percentage Completed 10% Scheduled completion 6/30/23 Scheduled completion July 2023 Project Manager- Matt Harton Project Manager-Kyle Pearson Ms O Superintendent-Jeff Krueger Superintendent-Richard Huddleston/ W Owner-Travis County ESD #2 Gary Fritz /J U li Architect-Brinkley Sargent Owner- Manor ISD W Wiginton Architects Architect- Pluger Architects W Manor ISD Serving Lines W Multiple Locations, Manor,TX 78653 li Contract Amount-$3,075,000.00 Percentage Completed 95% Scheduled completion 9/15/22 /A Project Manager- Kyle Pearson Superintendent-Keith Farrell/ Stephen Bates L Owner- Manor ISD Architect-Claycomb Associates, Inc. Projects Completed in the past three Years Round Rock ISD CRHS CTE Renovation Round Rock ISD Forest Creek Elem. 2801 Gattis School Rd Round Rock,TX 78664 3505 Forest Creek Dr.,Round Rock,TX 78664 Date of Completion: 8/31/22 Date of Completion:8/31/22 Owner- Round Rock ISD Owner-Round Rock ISD Project Manager- Kyle Pearson Project Manager-Austin Rocha Superintendent-Keith Farrell Superintendent-Nathan Barry Architect-Stantec Architecture, Inc. Architect-Agnew Associates, Inc. Contract Amount-$2,253,775.00 Contract Amount-$6,280,955.00 Project completed on time and within budget Project completed on time and within budget Del Valle ISD Ojeda MS HVAC Copperfield ES HVAC Replacement 4900 McKinney Fails Pkwy,Austin,TX 78744 12135 Thompkins Dr.,Austin,TX 78753 Owner- Del Valle ISD Date of Completion 8/31/22 Date of Completion:8/31/22 Owner- Pflugerville ISD Project Manager-Jeff Rubino Project Manager- Kyle Pearson Superintendent-Sid Wegert Superintendent- Nathan Stanford Architect-EMA Engineering Architect- EMA Engineering and Consulting and Consulting Contract Amount-$1,975,000.00 Contract Amount- $4,728,000.00 Project completed on time and within budget Braun&Butler cnxir�vcnox Project completed on time and within budget Construction Protects continued on next page hraut-butler.com Del Valle ISD Del Valle HS Portables Forbes Middle School Renovations(15,500SF7 5201 Ross Rd., Del Valle,TX 78617 1911 NE Inner Loop, Georgetown,TX 78626 Date of Completion 8/31/22 Date of Completion: 08/17/2021 Owner- Del Valle ISD Owner: Georgetown Independent Project Manager-Jeff Rubino School District Superintendent-Tommy McDow Project Manager: Matt Harton Architect- N/A Superintendent:Stephen Bates Contract Amount-$1,599,400.00 Architect: Huckabee&Associates Project completed on time and within budget Contract Amount:$1,979,183 Project completed on time and within budget Hill Country Bible Leander(36,950 SF) � W 589 San Gabriel Pkwy., Leander,TX 78641 Lake Travis Elementary& Lake Point Date of Completion: 03/1/2022 Elementary Renovations (185,440 SF) Owner: Hill Country Bible Church Leander 15303 Kollmeyer Dr,Austin,TX 78734 U1 x Project Manager: Matt Harlon 11801 Sonoma Dr,Austin,TX 78738 Superintendent:James Castillo Date of Completion:08/16/2021 Architect: Link Architecture Owner: Lake Travis Independent School District Contract Amount:$9,430,573 Project Manager:Kyle Pearson Project completed on time and within budget Superintendent: Nathan Barry&Jeff Krueger Architect: Haddon+Cowan Architects wn Sigma Chi House Redevelopment(46,054 SF) Contract Amount:$3,031,707 O 2701 Nueces St.,Austin,TX 78705 Project completed on time and within budget UJ LL Date of Completion: 06/15/2022 Owner:Alpha Nu House Corporation, Inc. BBTCS La Grange(16,670 SF) a W Project Manager:Jon Hunter 750 W.Travis, LaGrange,TX 78945 �/ Superintendent: Greg Berlin Date of Completion:4/19/2021 /X� Ui Architect: Eubanks Group Architects Owner: Bluebonnet Trails Community Services Contract Amount:$7,302,600 Project Manager: Kyle Pearson Project completed on time and within budget Superintendent: Darrell Quinlivan Architect:Cutright&Prihoda, Inc. INN Roosevelt Gardens(29,715 SF) Contract Amount:$4,499,881 5606 Roosevelt Ave.,Austin,TX 78756 Project completed on time and within budget Date of Completion:06/15/2022 1-4 Owner: Project Transitions Tippit MS Athletic Wing Addition Project Manager:Damon Pfaltzgraff &Renovation (38,778 SF) Superintendent: Nathan Stanford 1601 Leander Rd, Georgetown,TX 78628 Architect:hatch +ulland owes architects Date of Completion: 1/4/2021 Contract Amount:$7,459,352 Owner:Georgetown Independent School District Project completed on time and within budget Project Manager: Matt Harton Superintendent: Keith Farrell RRISD McNeil HS Area B(21,500 S1=) Architect: Huckabee&Associates 5720 McNeil Dr.,Austin,TX 78729 Contract Amount:$5,401,904 Date of Completion:3/15/2021 Project completed on time and within budget Owner:Round Rock Indep.School District Project Manager: Mack Ellis Eagle Bank-Taylor(5,710 SF) Superintendent: Nathan Barry 106 NW Carlos G Parker Blvd.,Taylor,TX 76574 Architect: Round Rock Indep.School District Date of Completion:3/8/2021 Contract Amount:$4,153,677 Owner: Round Top State Bank Project completed on time and within budget Project Manager: Damon Pfaltzgraff Superintendent:Cliff Frank Architect:Cutright&Prihoda, Inc. Contract Amount:$2,131,019 Project completed on time and within budget r �! Construction Projects continued on next page 1$3 Braun&Butler CONX averfRN txeun-butler.com Hazelwood Commons Office Building Krause Children's (5,942 SF) Center Renovation(16,200 SF) 300 Hazelwood Street, Leander,TX 78641 25722 Kingsland Blvd., Katy,TX 77494 Date of Completion:3/4/2021 Date of Completion: 1/4/2021 Owner: KBARH92, LLC Owner: Upbring Project Manager:Jon Hunter Project Manager: Mack Ellis L Superintendent: Pat Tims Superintendent: Bob Snap Architect:Studio RM Architect: Heimsath Architects Contract Amount:$1,645,164 Contract Amount:$3,165,426 Project completed on time and within budget Project completed on time and within budget TCESD#3 Station 301 Expansion(3,001 SF) Georgetown HS Corridor Addition(8,522 SF) UJUJ 9211 Circle Dr., Austin,TX 78736 2211 N.Austin Ave, Georgetown,TX 78626 Date of Completion: 2/4/2021 Date of Completion: 10/30/2020 Z Owner:Travis County ESD #3 Owner:Georgetown Independent Project Manager: Kyle Pearson School District 14Z Superintendent: Sid Wegert Project Manager: Matt Harton Architect:Spencer-Pierce Architecture+ Superintendent:Tommy McDow W Fm Interiors, Inc. Architect: Huckabee&Associates Contract Amount:$823,512 Contract Amount:$1,373,946 O Project completed on time and within budget Project completed on time and within budget Florence ISD Elementary, Middle, &High GISD Klett Center Systems Upgrades UJ U School Additions&Renovations(16,703 SF) (10,000 SF) L W Multiple Campuses, Florence,TX 76527 2211 N.Austin Ave,Georgetown,Texas 78626 X UJ Date of Completion: 1/12/2021 Date of Completion: 10/29/2020 Owner:Florence Independent School District Owner:Georgetown Independent LU Project Manager: Matt Harton School District Superintendent: Howard Herron, Ian Doyle Project Manager. Mack Ellis F Architect: Huckabee&Associates Superintendent:Austin Rocha Contract Amount: $6,394,860 Architect:WJHW, Inc. CA Project completed on time and within budget Contract Amount: $2,840,62049 Project completed on time and within budget 49 Garth&Columbarium Renovation and Addition(4,973 SF) Renovations &Additions at LTISD 2206 Exposition Blvd., Austin,TX 78703 Distribution&Transportation Date of Completion: 12/22/2020 Buildings(57,438 SF) Owner:The Episcopal Church of 16101 TX-71 Building A, Austin,Texas 78734 the Good Shepherd Date of Completion: 10/26/2020 Project Manager:Damon Pfaltzgraff Owner: Lake Travis Independent Superintendent: Richard Huddleston School District Architect: Heimsath Architects Project Manager: Kyle Pearson Contract Amount:$1,851,778 Superintendent: Jeff Krueger Project completed on time and within budget Architect: Fields&Associates Architects Contract Amount:$4,852,653 AHAI CSD Briarcliff(24,000 SF) Project completed on time and within budget 1915 Briarcliff Dr.,Austin,TX 78723 Date of Completion: 1/22/2021 East View HS Renovations(11,970 SF) Owner.Accessible Housing Austin! 4490 E University Ave,Georgetown,Texas 78626 Project Manager:Jon Hunter Date of Completion:9/4/2020 Superintendent: Nathan Stanford Owner: Georgetown Independent School District Architect:Austin Community Design and Project Manager: Damon Pfaltzgraff Development Center Superintendent:Stephen Bates Contract Amount:$4,850,040 Architect: Huckabee&Associates 1$3 Project completed on time and within budget Contract Amount:$1,431,420 Project completed on time and within budget Braun&Butler Construction Projects continued on next page CONSTlUc"OK braun4mtl1rtflm Voigt ES Renovations(61,000 SF) milk+honey Arboretum(11,620 SF) 1201 Cushing Dr, Round Rock,Texas 78664 9722 Great Hills Trail,Ste,210,Austin,Texas 78759 Date of Completion:8/24/2020 Date of Completion:11/19/2019 Owner: Round Rock Independent School District Owner:milk+ honey Spa Project Manager: Kyle Pearson Project Manager: Kyle Pearson Superintendent: Keith Farrell Superintendent: Nathan Barry IL Architect:Pfluger Architects Architect:baldridge ARCHITECTS Contract Amount:$1,071,766 Contract Amount:$2,590,553 Project completed on time and within budget Project completed on time and within budget My Real Life-Temporary Worship Center/ Vista Ridge HS JROTC/Incubator(10,754 SF) W Student Center(11,752 SF) 200 S Vista Ridge Blvd,Cedar Park,Texas 78613 13701 FM 1826, Austin,Texas 78737 Date of Completion: 10/31/2019 1 V Date of Completion:8/19/2020 Owner: Leander Independent School District UJ Z Owner: My Real Life Project Manager: Damon Pfaltzgraff Project Manager:Jon Hunter Superintendent:Richard Huddleston Superintendent:James Castillo Architect:Huckabee&Associates Architect:Overland Partners, Inc. Contract Amount:$1,853,007 W Contract Amount:$4,600,995 Project completed on time and within budget Project completed on time and within budget O New Concession/Restroom BCMUD Maintenance Yard Renovation Building at Benold, Forbes, W LL (12,775 SF) &Tippit Middle School (4,575 SFS 16318 Great Oaks Drive, Multiple Campuses,Georgetown,Texas 78626 IL Ig Round Rock,Texas 78681 Date of Completion:3/20/2020 X W Date of Completion: 8/11/2020 Owner: Georgetown Independent School District W Owner:Brushy Creek MUD Project Manager: Kyle Pearson Project Manager: Kyle Pearson Superintendents:Tommy McDow/Stephen Bates Superintendent:Sid Wegert Architect:Huckabee&Associates Architect: MRB Group Contract Amount:$1,743,541 Contract Amount:$1,954,779 Project completed on time and within budget Project completed on time and within budget TCESD#2 Pflugerville New Fire Station#5 1-4 Ford ES Classroom Addition (11,800 SF) (11,962 SF) IL 210 Woodlake Drive,Georgetown,Texas 78633 1541 Pflugerville Loop,Pflugerville,Texas 78660 Date of Completion:7/30/2020 Date of Completion:04/03/2020 Owner:Georgetown Independent School District Owner.Travis County ESD#2 Project Manager: Damon Pfaltzgraff Project Manager.Damon Pfaltzgraff Superintendent: Ian Doyle Superintendent:Allen Sutherland Architect: Huckabee&Associates Architect:KAH Architecture&Interior Design Contract Amount:$3,181,556 Contract Amount:$4,460,348 Project completed on time and within budget Project completed on time and within budget CEC Alternate Utilities and Brackenridge GISD East View HS Wrestling Central Plant Decommissioning Room Addition(2,475 SF) 1400 N IH 35 Frontage Road,Austin,Texas 78701 4490 E University Ave,Georgetown,Texas 78626 Date of Completion: 6/11/2020 Date of Completion:3/3/2020 Owner: Central Health Owner.Georgetown Independent Project Manager: Ravi Menon School District Superintendent: Keith Farrell Project Manager.Matt Harton Architect: IMEG Superintendent:Pat Tims Contract Amount:$1,954,298 Architect:Huckabee&Associates Project completed on time and within budget Contract Amount:$795,336 Project completed on time and within budget Construction Projects continued on next page Braun&Butler CONSTIIOCTIO14 WCESD#3 Vic Stern Hutto Fire Station#2 Architect:Populous (13,020 SF) Contract Amount:$3,732,874 150 Swindoll Lane, Hutto,Texas 78634 Project completed on time and within budget Date of Completion:1/17/2020 Owner Williamson County ESD No.3 ARC North OB/Gyn(7,390 SF) Project Manager Mack Ellis 12201 Renfert Way.,Ste.240,Austin,Texas 78758 Superintendent: Keith Farrell Date of Completion:7/16/2019 Architect:KAH Architecture&Interior Design Owner.Covenant Management Systems, LP Contract Amount:$4,351,140 Project Manager.Kyle Pearson Project completed on time and within budget Superintendent:Ian Doyle Architect:BSA LifeStructure TCESD#2 Pflugerville Fre Station#4 Warehouse Contract Amount:$1,154,010 ad U1 Addition (10,340 SF) Project completed on time and within budget 911 Pflugerville Parkway,Pflugerville,Texas 78660 UJ Date of Completion:12/13/2019 ARC William Cannon Tenant Infill(3,776 SF) Z Owner.Travis County ESD#2 111 W. William Cannon Dr. Ste. 312, Project Manager.Ravi Menon Austin,Texas 78745 Superintendent:Austin Rocha Date of Completion:6/3/2019 z Architect:KAH Architecture&Interior Design Owner Covenant Management Systems, LP W Contract Amount:$2,598,492 Project Manager. Matt Harton Project completed on time and within budget Superintendent:Stephen Bates O Architect:KGA Architecture GISD Infrastructure Improvements(varies SF) Contract Amount:$752,775 W LL Multiple Campuses, Georgetown,Texas 78626 Project completed on time and within budget Date of Completion:9/16/2019 CL Owner.Georgetown Independent School District First Unitarian Universalist Church of Austin X Project Manager Matt Harton Renovation&Addition(13,500 SF) LU Superintendent:Darrell Ouinlivan/Ian Doyle/Pat Tims 4700 Grover Avenue,Austin,Texas 78756 L Architect:Huckabee&Associates Date of Completion:5/17/2019 Contract Amount:$11,895,693 Owner. First Unitarian Universalist Church of Austin Project completed on time and within budget Project Manager.Kyle Pearson Superintendent:Darrell Quinlivan Rooster Teeth Tech Office Linc Theater(8,450 So Architect:McKinney York Architects 6406 N. I1-1-35, Ste. 2200,Austin,Texas 78723 Contract Amount.$2,585,228 Date of Completion:8/27/2019 Project completed on time and within budget IL Owner.Rooster Teeth Productions, LLC Project Manager.Damon Pfaltzgraff PflSD Connally High School Concession Stand Superintendent:Tommy McDow (1,024 SF) Architect:Studio Steinbomer 13212 N. Lamar Blvd.,Austin,Texas 78753 Contract Amount:$697,918 Date of Completion:5/10/2019 Project completed on time and within budget Owner Pflugerville Independent School District Project Manager Kyle Pearson PRSD Mott ES Portables(varies SF) Superintendent:Sid Wegert 20101 Hodde Lane,Pfiugerville,Texas 78660 Architect:PBK Architects Date of Completion:8/22/2019 Contract Amount:$869,150 Owner Pflugerville Independent School District Project completed on time and within budget Project Manager. Mack Ellis Superintendent: Keith Farrell CMS Admin Building(48,360 SF) Architect:Pflugerville Independent School District 6210 US 290 Frontage Rd,Austin,Texas 78723 Contract Amount:$540,000 Date of Completion:3/15/2019 Project completed on time and within budget Owner Covenant Management Systems, LP Project Manager. Matt Harton UMHB Soccer Tennis Field House(10,550 SF) Superintendent:Jeff Krueger 1650 Crusader Way, Belton,Texas 76513 Architect:Sixthriver Date of Completion:8/20/2019 Contract Amount:$1,533,284 1$3 Owner University of Mary Hardin Baylor Project completed on time and within budget Project Manager.Matt Harton Braun&Butler Superintendent:Cliff Frank CaNsrtucriaw brabra m-bbutlar.cam ,k List the categories of work that your organization normally performs with its 3:3 own forces.Would you propose to do any work with your own forces or to bid all work to subcontractors? Braun &Butler chooses to avoid the appearance of conflicting interests and solely L operates as the Construction Manager and provides in-house preconstruction services and estimating. We have found it most beneficial to the project to subcontract the work to our team of qualified subcontractors to allow us to hold them accountable for the performance of all trade work according to the plans and specifications. ad W List any subcontractors in which your organization has some ownership and 0 3:4 list the categories of work those subcontractors normally perform. LU x Braun&Butler has no ownership in any subcontracting company. U 3■ Claims and suits(If the answer to any of the questions below is yes, please z ■ attach details). LU 3:5.1 Has your organization ever failed to complete any work awarded? If W yes, please explain. O No. W L6 3:52 Are there any judgements,claims,arbitration proceedings or suits, CL W pending or outstanding against your organization or its officers? �/ W No. X 3:5.3 Has your organization filed or been involved in any lawsuits or W � requested arbitration regarding construction contracts within the last five years? We are currently named in a suit between an owner and their y engineer.We built an affordable housing complex in the city of Austin.The owner is having difficulty controlling the humidity level in the individual units. Braun &Butler installed the specified a■ mechanical equipment. It is clear now that the units are oversized by roughly 2-2.5 times.The result of the oversized units is that the units cool down too quickly and do not enter dehumidification stage.The project owner has named everyone involved in the project in the suit, as typically happens. We expect to be removed from the case. I am happy to open up a conversation between you all and the project owner.They are pleased with the work we did. 3■ Within the last five years, has any officer or principal of your organization ever ■ been an officer or principal of another organization when it failed to complete a construction contract? (If the answer is yes, please attach details) No. Please provide a summary of examples of work that your firm considers 3:7exceptional and examples of how your organization provided added value to the Owner and achieve this exceptional work. Also, list the project, Project Manager, Superintendent and project contact with phone number and email address. Limit response to five (5) pages. Braun & Butler is extremely proud of the work we do. We believe our commitment to exceptional work is highlighted by the fact that 75% of our work is for repeat customers. A few recent examples of exceptional work that added value are recent projects for Pflugerville ISd and Del Valle ISD. Braun&Butler coNILINAWTION braun-butler.com Ojeda Middle School Renovations for Del Valle ISD bid in January 2022. Braun & Butler immediately got to work investigating existing conditions and assembling a procurement schedule. A few things became evident. In our site investigation we determined that the existing roof and curbs were considerably lacking. We knew that the district planned to replace the roof in a few years. Braun & Butler wanted to I. ensure that the work we were doing would not conflict or need to be redone when the roof was replaced.We met with the districts roofing consultant to make sure that a non-compliant roof and curbs were replaced as part of our contract rather than just utilizing curb adapters. We made sure that the new curbs were built tall enough to accommodate future insulation thickness that will be put on with the new roof. ad UJ The result is a new mechanical system that will help with the future roof system. f Additionally, our investigation of procurement lead times determined that even V though sales representatives promised the design engineers that they could meet the UJ Z schedule, it would not be possible. Braun&Butler worked with our subcontractors to 0 come up with alternative manufacturers that could meet specifications.Working with 14Z the design engineers,we made a recommendation to the school district.Braun&Butler facilitated a sample unit to be brought to the district's mechanical team so that they W Fm could investigate the units and verify that they met their maintenance requirements. �■■ The units were approved, and all arrived on schedule.The project was a shining star O of the summer thanks to the work that our team did during the preconstruction phase. Braun & Butler is currently finishing three projects for Round Rock ISD: Spicewood W U Elementary, Great Oaks Elementary, and Forest Creek Elementary. Braun & Butler, L acting as construction manager,added value to the project during the preconstruction X phase.Braun&Butler created budgets starting at conceptual design.Once the overall UJ budget was set and agreed to for the three projects, Braun&Butler tracked the budget UJ as (\ at design milestones. The results of the budgets were reviewed with the entire team and revisions to design were made.The result was a three school,$14.8 million dollar project with no change orders. In fact, savings will return back to the district at final completion.Even in the midst of economic and supply chain disruption.This success was largely due to very active leadership and attention to detail by preconstruction manager Colin Juren and his unrelenting pursuit of product availability and his efforts to avoid continuous cost escalation. On this same project, Braun and Butler secured a delivery date from Lenox industries for 76 split system HVAC units.When war broke out between Russian and Ukraine this put further stress on our nation's supply of resins. Ten days before summer we were informed by Lenox that 40 of our units would not come in during the summer. Lenox could only promise 36 units. We were able to shift 40 units to another manufacturer and received those units in a timely manner. The campus for the other 36 units had very specific design parameters that required the use of the Lenox units.The mechanical contractor felt extremely confident they would receive the units. They began demolition. Braun & Butler required the mechanical subcontractor to retain the removed units. The supplier missed the first shipping date.The second shipping date only delivered 11 of 36 units.With a month left in summer, we directed the mechanical contractor to stop and reinstall all units except the 11 that had arrived. Lenox could not give us a definite date for the units. Begrudgingly,the mechanical subcontractor reinstalled the units.To date we have yet to receive 21 of the units.Thankfully,the students in the school will never know about these supply chain problems.Thanks to our leadership,school is being held just like normal. As the units arrive, Braun&Butler teams will work evenings to switch out the remaining units. Braun&Butler works incredibly hard to be problem solvers.We want to prevent as many of these problems and create as much predictability in advance during preconstruction. We also want to help design in flexibility, so that no matter how future global events may effect the supply chain we can evaluate, recommend, and react quickly to keep the project moving to meet successful project goals. Braun&Butler CONNTSUCTION braun-butler.eom 4ml Atach a financial statement, preferably audited, including your organization's ■ latest balance sheet and income statement showing the following items: / Current assets (e.g., cash,joint venture accounts, accounts receivable, notes receivable, accrued income, deposits, materials inventory, and prepaid expenses). Noncurrent assets (e.g., net fixed assets, other assets). Current liabilities(e.g., accounts payable, notes payable, accrued expenses, provision for income taxes, advances, accrued salaries and accrued payroll taxes). Noncurrent liabilities(e.g., notes payable). Capital accounts and retained earnings (e.g., capital, capital stock, authorized and outstanding shares par value, earned surplus, and retained earnings). `One copy of financial statement may be included with proposal, in a sealed O envelope,marked, "CONFIDENTIAL," and addressed to: Richard Will, Building Construction Manager ttttttl• RE: CMAR Griffith Remodel and Paseo Please find requested confidential financial information for 2021 in a separate envelope included; labeled: 2021 B&B FINANCIAL STATEMENT O CONFIDENTIAL L6 Richard Will, Building Construction Manager Z tttl. RE: CMAR Griffith Remodel and Paseo Name and address of firm preparing attached financial statement 4:2 and date thereof. Van Houten &Associates 1517 E. Palm Valley Blvd., Round Rock, TX 78664 Z 512-310-9277 12/31/2021 14 4:3 Is the attached financial statement for the identical organization named under Z item 1 above? If not, explain the relationship and financial responsibility of the organization whose financial statement is provided (e.g., parent-subsidiary). L6 Yes 4Will■■� the organization whose financial statement is attached act as guarantor of the contract for construction? Yes Provide name, address, and phone number of your financial institution. 4:5 Eagle Bank - Cecily Panetta 2250 N. AW Grimes Blvd. • Round Rock,TX 78665 Email: cpanetta@eagle-bank.com Phone: (512) 218-3903 Fax: (512) 246-1990 Surety: Provide (Insert) bond letter from surety with name of bonding company 4:6and name and address of agent. Performance and Payment Bonds for 100% of the construction cost will be required upon submission of the Guaranteed Maximum Price (GMP). Braun&Butler Please see document attached on next page. =ora==UC=__N braun-butler.com AAI iant L No Alliant Insurance Seances.Inc. 1421 Manx Drive Suite 100 New Braunre6,Tx 75130 November 29,2022 0530357 7019 F 530 387 7022 CA Licenx No.OC36861 vvnv.alliant.com O City of Round Rock Richard Will,Building Construction Manager _ Round Rock City Hall 221 E.Main St. Round Rock,Texas 78664 RE: Braun&Butler Construction,Inc. Surety Credit&Bonding Letter Proposal to Serve as Construction Manager at Risk for the Griffith Remodel and Paseo To Whom It May Concern, O Alliant Insurance Services has had the privilege of providing surety credit to Braun&Butler Construction,Inc.for U more than 30 years.This contractor has steadfastly satisfied the many underwriting criteria for surety credit including: Financial Statement Strength and Quality Company Organization and Management Track Record Continuity of the Firm Bank Relationship Prosecution of Work Our agency,along with their surety carrier,Continental Casualty Company carrying an A.M.Best Rating of A ("Excellent"),and S&P Rating of A�(`Strong"),have issued numerous surety bonds for Braun&Butler Construction,Inc.in the past and they have performed successfully on every project. Braun&Butler Construction,Inc.currently has the ability insecure surety credit in the approximate single limit of a Fifty Million Dollars(550,000,000)for an individual project with aggregate bonding capacity in the approximate amount of One Hundred Million Dollars(S 100,000,000).Of course,the extension of surety credit is subject to underwriting review by the surety carrier at the time of request for final bonds. _ 1 have an excellent relationship with the Braun&Butler Construction,Inc.and its management staff. If you U would like any further information or.have any further questions,please do not hesitate to contact me. Respectfully. 4. Stephen Smith I"Vice President Alliant Insurance Services BrUM&BUt1w CCrrSTIVCTICH braun•buller.com 5■ Describe your organization's concepts for working in a team relationship with the Owner and Architect during the design and construction of major projects. Braun & Butler builds a partnership with the Owner and Architect for each project L regardless of the delivery system. We continuously demonstrate this by: • Thorough and detailed reviews of the specifications and plans in the preconstruction phase to develop budgets that consider constructability issues and current market conditions and communicate those to our partners in a 19 Wives timely manner. W i) • Organizing a kickoff meeting with the design team and Owner to discuss Q the project and identify any potential conflicts before they become an issue for the Owner. 14 -Providing daily quality control by highly experienced Superintendents who makes Z certain the Owner's best interests are served. 1 •Employing Project Managers who do not just oversee your project but are willing to listen to your concerns. They are always available with an alternative s suggestion or approach and provide you with the solution that fits your need. G •Conducting weekly projectmeetings and schedule reviews to proactively adjust Z the schedule as required. *Commitmentto safetythrough ourdedicated safety personnel and safety program O that is nationally recognized. • We let every Owner knows who their primary point of contact is and that they can contactthem for any concern and, if needed, the President of Braun & / Butler, Kenton Heinze, is just a phone call away. V • Transparent pay applications and access to our Controller to access project financial records. At Braun & Butler, we truly believe we "build better together". We earn our clients ION trust through delivering full transparency and open, honest communication on every to aspect of a project.We work as a team with the Owner and Architect,so that we can �// deliver the best value to every client on every project. Z Describe your organization's methods for estimating costs,and for scheduling 0 5:2during the design/documents phase.What value does your organization add f that other organizations may not be able to provide? V Braun &Butler has built its reputation on working in partnership with client and design team to deliver the maximum value for the client's construction budget. A look at Braun&Butler's history proves that we have time and time again found a successful formula for developing outstanding projects that produce better results than any member of the team could produce by operating individually. While many other firms are capable of providing preconstruction services, it is the level of detail and commitment to excellence provided by our experienced preconstruction team that sets Braun &Butler apart and adds value to every project. The foundation for our successful team approach is personal responsibility. Each member needs to deliver the services for which they are contracted on time and to the best of their ability. Braun&Butler will lead the way by producing detailed transparent budgets,carefully prepared schedules, and thorough constructabilit1$3 y reviews. In return we will expect each member of the team to deliver quality design,timely answers, and an open mind to the benefit of the project. Braun&Butler EDM air 3LUCrtoN l?Y mnbuUmcam The second reason our clients and design teams rave about Braun&Butler is a requirement of open communication. Beginning in early design phase,our primary focus will be open communication. We do not need the designers to complete the design on paper in order to accurately project cost, but we do need open communication to understand where the design team is going. We have found that a short face to face with the roofing consultant is much more valuable than the architect requiring every consultant to issue a narrative explaining design options. Once communication is established, it is critical to involve input from the project manager, superintendent, potential subcontractors and suppliers. If a decision needs W U) to be made, the entire project team, including the Construction Manager, have a responsibility to provide accurate relevant information that will allow the team to make educated decisions.That means the architect needs to provide feedback on aesthetics,the engineer possibly on performance issues and Braun&Butler will provide accurate and current cost projections so that all factors can be considered Z when decisions are made. Lastly, the team approach must be reinforced with full transparency. Braun&Butler will lead the way by sharing all budgets, bids, and documents throughout the process. Every team member needs to know that the information we are presenting has been carefully and accurately prepared. We call this"trust through verification".This same Z process will continue throughout construction. Braun &Butler knows that when O everyone operates transparently without hidden agenda the projects,and ultimately the tax payers,win every time. Finally,the team approach must be reinforced with full transparency. Braun&Butler will lead the way by sharing all budgets, bids, and documents throughout the process. Every team member needs to know that the information we are presenting has been carefully and accurately prepared. We call this "trust through verification".This same process will continue throughout construction. Braun&Butler knows that when everyone operates transparently without hidden agenda the projects, and ultimately H the tax payers, win every time. CM@R Estimating Process Z Our Vice President of Preconstruction is the point of contact for Preconstruction Services/Estimating. He prepares all the budgets during preconstruction. Each O budget is prepared to guarantee that the project remains within the cost constraints established by the Owner. Every budget will include a contractor's contingency allowance; and depending on where we are in the design phase the budget may include allowances because of the lack of design detail.As the design progresses and becomes more detailed the allowances are replaced with specific budget amounts. The size of this allowance is inversely proportional to the level of detail at the time each budget is prepared. As more detail is provided,the contingency allowance is reduced, and the specific budget line item is adjusted to reflect the cost. Each budget during design will include input from qualified subcontractors and suppliers to ensure that the most current pricing information is used in the preparation of the budget, and to have the benefit of their assessment for possible economies and constructability issues.These subcontractors and suppliers are trusted partners who we have a long-standing relationship with and have always provided valuable insight. Once the construction documents are finalized,we will begin the solicitation and bidding process to secure at least three qualified bids in every major division of work. During solicitation, we encourage local subcontractors and suppliers to Braun&Butler cn>.asaucsror Braun-butler.com review the project and provide a bid, if desired.All the bid submissions are reviewed for completeness. Any discrepancies will be identified and resolved before the bids can be used to create the Guaranteed Maximum Price(GMP)budget. L Once we are confident that the bids for each specific scope are accurate and complete,the lowest bids are included in the GMP budget, unless we find a discrepancy in a low subcontractor bid and are not able to resolve the issue with the subcontractor. In this case,we will advise the client as to why the lowest bidder should not be used and present all the supporting information.Upon creation of the WW he GMP budget,the initial contractor's contingency allowance usually is reduced to 3% or less.The GMP budget and all subcontractor and supplier bids are presented to the Owner in a "bid book"for review and approval. 0 Once the Owner accepts the GMP,the Vice President of Preconstruction works with Q the Project Manager(PM)to prepare the subcontracts and purchase orders for the Z project.This is the transition from preconstruction to construction,and the point where the PM assumes responsibility for the project. Scheduling Process �■ Braun &Butler uses Microsoft Project software for scheduling.This software allows you to visually review the detailed schedule with timelines for specific tasks and their Z durations.A preliminary schedule is drafted by the Project Manager and reviewed with the first budget. It is prepared early during the design phase to ensure that the O project remains within the time constraints established by the client. The schedule is updated during each step of the design process. A final construction schedule is created once the Guaranteed Maximum Price(GMP) budget has been completed and scheduling has been confirmed with the design team, Owner, and subcontractors. This final schedule will be used during construction. Once construction begins,the Superintendent focuses on a short-range schedule referred to as the Two-Week look Ahead; while the Project Manager concentrates ■�■�� on the long-range overall schedule which includes confirming that long lead material items are available when required.The Superintendent conducts a weekly work schedule meeting with subcontractors to facilitate information sharing and confirm that schedules are being adhered to. If necessary,the schedule is updated. An up-to- Z date schedule is provided with each monthly pay application. O 5■ It is anticipated that the GMP will be furnished prior to completion of construction ■ documents. Is this acceptable to you? This is acceptable to Braun&Butler. Describe your organization's approach to Savings:All Savings are to be returned 5:4to the City(Owner of project).Does your organization agree with this concept? How will you work to assure savings are provided back to the Owner? Braun&Butler does not share in cost savings; 100% of savings revert to the owner for their use. 5■5 Contingencies: Describe your organization's concept for estimating cost ■ contingencies during design and during construction.What is your organization's concept for the disposition of contingency funds after the completion of the project? N The Contractor's Contingency Allowance is inversely proportionate to the detail level of design.At 100% drawings, we anticipate approximately 3% Contractor's Contingency. Braun&Butler �..C�ORNyTTRU�ON�17TIION m The contingency can be used for any work allowed within the contract. Every month a Contingency Allowance Expenditure report will be attached to the monthly Pay Application.All parties reviewing the documents will be able to see the current moneys spent,the line items the costs coordinate with,and items dedicated to be spent in future.Contingency expenditures are a topic on the agenda for every weekly meeting. It is Braun &Butler's intent that this process happens completely transparent. At major milestones, portions of the contingency allowance will be released to the Owner for their use or ultimately removed from the project.All unused contingency funds revert to the Owner at the completion of the project.5 �■ ■■ Cost Information:Your firm would be required to make all cost information L during design and construction available to Owner and Architect.Describe how this information would be furnished and how the Owner and Architect would be �■ assured that it is complete and accurate. Braun&Butler implements an "open book" policy on every portion of a project to the client.The financial management on our projects is a transparent process. Every budget presented to the Owner will be detailed and include copies of all the subcontractors' proposals that were used to produce the project budget.The Guaranteed Maximum Price will also include all bids used to create the value. If Braun&Butler does not recommend using the lowest subcontractor's bid,we will still include that bid within the documentation with the reasons for our recommendations. Our Accounting Department utilizes Foundation software to track and report job costs. All the project vendors' monthly billings will accompany the client's invoices. 0 Each Pay Application is generated by the Project Manager using an itemized Excel spreadsheet and is reviewed by our company's Controller for accuracy. Braun&Butler firmly believes we should earn our client's trust through verification. 5■ Describe your organization's construction processes and procedures for ■� managing and constructing including but not limited to safety,quality control, subcontractor management,scheduling,and closeout. Preconstruction&Estimating. ��■ Our Vice President of Preconstruction is the point of contact for Preconstruction Services/Estimating. He prepares all of the budgets and schedules during preconstruction. Each budget is prepared to guarantee that the project remains within the cost constraints established by the Owner. Every budget will include a contractor's contingency allowance;and depending on where we are in the design O phase the budget may include allowances because of the lack of design detail. As the design progresses and becomes more detailed the allowances are replaced with specific budget amounts. The size of this allowance is inversely proportional to the level of detail at the time each budget is prepared. As more detail is provided,the contingency allowance is reduced and the specific budget line item is adjusted to reflect the cost. Each budget during design will include input from qualified subcontractors and suppliers to ensure that the most current pricing information is used in the preparation of the budget,and to have the benefit of their assessment for possible economies and constructability issues. These subcontractors and suppliers are trusted partners who we have a long standing relationship with and have always provided valuable insight. Once the construction documents are finalized,we will begin the solicitation and bidding process to secure at least three qualified bids in every major division of work. During solicitation,we encourage local subcontractors and suppliers to review the project and provide a bid, if desired. All of the bids submissions are reviewed for completeness. Any discrepancies will be identified and resolved before the bids can be used to create Braun&Butler the Guaranteed Maximum Price(GMP) budget. c°listiM OM ' Once we are confident that the bids for each specific scope are accurate and complete, the lowest bids are included in the GMP budget,unless we find a discrepancy in a low subcontractor bid and are not able to resolve the issue with the subcontractor. In this case, we will advise the client as to why the lowest bidder should not be used and present all of the supporting , information. Upon creation of the GMP budget,the initial contractor's contingency allowance usually is reduced to 3%or less. The GMP budget and all subcontractor and supplier bids are presented to the Owner for review and approval. Once the Owner accepts the GMP, the Vice President of Preconstruction works with the Project Manager (PM) to prepare the subcontracts and purchase orders for the project. This is the transition from preconstruction to construction, and the point where the PM assumes W responsibility for the project. Planning and scheduling process. Braun & Butler uses Microsoft Project software for scheduling. This software allows you to visually review the detailed schedule with timelines for specific tasks and their durations. A preliminary schedule is drafted by the Project Manager and reviewed with the proposal budget. It is prepared early during the award phase to ensure that the project remains within the time constraints established by the client. The schedule is updated when necessary. A final construction schedule is created once the Contract is executed has been confirmed with the design team, Owner, and subcontractors.This final schedule will be used during construction. z Once construction begins, the Superintendent focuses on a short-range schedule referred 0 to as the Two-Week Look Ahead; while the Project Manager concentrates on the long-range overall schedule which includes confirming that long lead material items are available when required. The Superintendent conducts a weekly work schedule meeting with subcontractors ION to facilitate information sharing and confirm that schedules are being adhered to. If necessary, the schedule is updated.An up-to-date schedule is provided with each monthly pay application. The construction schedule accounts for work that must be accomplished outside of normal hours, submittal review, approval times for the owner and architect, and material lead times. w/ Braun & Butler has not failed to complete a project on schedule. Any extension to schedules ��■ has been due to additional scopes of work added to the project by the owner. Cost control measures. Z The Project Manager (PM) is responsible for cost control during the construction phase. The O subcontract and purchase order amounts will be entered into the job cost accounting system and will be the basis for any payments made to subcontractors and suppliers.All subcontractor pay applications are reviewed by the PM for accuracy before they are included in the pay application for the Owner.The pay application to the Owner will include all subcontractor and supplier backup documentation. Once accepted by the Owner, the monthly pay application is then used to make payments to the subcontractors and suppliers. All subcontractors and suppliers must complete an interim lien waiver prior to any release of payment.All these steps are tracked in our job cost accounting system and payment is never made with incomplete information or without PM approval.The Guaranteed Maximum Price(GMP) budget includes a contractor's contingency allowance to ensure that 100% of the cost for the original scope of work is included. This allowance is not an owner's betterment allowance and it is not used to correct defective work. The allowance is used to cover legitimate cost for items of work that have incomplete design detail. Additionally, any use of the contractor's contingency allowance is fully documented for the Owner and Architect to review and incorporation into a change order. Every one of our Construction Manager-At-Risk projects have been completed Lwithin the GMP or less. Unused allowances and any savings are always returned to the Owner at the end of the project. Braun&Butler C9K*TRV4T7910 breun4tNler.rom Quality Control The score card to measure quality construction is two items. First and foremost, the plans and specifications. The identification of product type, tolerance, and industry quality references all indicate whether the product installed meets or exceeds L the expected quality level. The second item, if additional information is needed, is the manufacturer's product and installation data. These two references have the information required to determine acceptability of wonk. This information, in cooperation with the project design team, will determine the quality of the work. Work determined not to meet the standard will be removed and replaced. 12 Safety& Health U Braun & Butler Construction, Inc. recognizes our responsibility to provide healthful and safe working conditions for all employees. Management realizes that it is not enough merely to approve the adoption of a safety program. Mack Ellis is the designated Safety Officer for our company and works closely with the Austin Chapter of the Associated General Contractors(AGC), OSHA, company Project Managers and Superintendents to maintain a superior safety program.Braun&ButlerConstruction's safety program has been recognized bythe local,state,and national Associated General Contractors,along with the Cityof Austin,and the Austin Safety Consortium.Itisthe intentionof our company to always emphasize safe working conditions at all times and to require the help and cooperation of all employees in our accident prevention endeavors. Such an effort will require each employee to accept his share of responsibility in complying with Federal,State,and local safety regulations. O All our Project Managers and Superintendents hold first aid, CPR, and OSHA 30- hour safety training certifications. In addition to daily safety inspections, the Project Superintendent will conduct a weekly safety meeting with all personnel working on the job site. The Superintendent will interface with the supervisors of every subcontractor on-site to verify that the subcontractors are properly managing their own safety program. The Superintendent is assisted in the safety program by the Braun&Butler Safety Officer and the AGC Safety Officer who both conduct OSHA level safety inspections of the project on an unscheduled basis. The goal of Braun & Butler Construction's Safety and Health Program is to eliminate all job site incidents and injuries, property damage, fire damage, and occupational illness.These objectives are all of equal importance and must be given attention in the implementation of the Company Safety and Health Program. 0 It is the intent of this program to identify and assess hazards prior to and during the +� execution of work on the job site, to put in place control measures that will serve to prevent accident or injury.These control measures will be reviewed and evaluated on a regular basis by the Company Safety Committee to determine their effectiveness, and if necessary, modified to be more effective in preventing accident or injury. Braun & Butler Construction is committed to the safe performance of work under our control.All supervisors,employees,and subcontractors must accept their responsibility for the prevention of incidents and the safety of workers under their direction. It is only with the cooperation and assistance of everyone that the goal of zero incidents and injuries will be achieved. Braun&Butler CONITAUCTIOU 5:813uilding Describe your organization's experience,use,and personnel as related to Information Modeling (BIM). How has your organization leveraged BIM to be more effective and efficient? When beneficial to the project, Braun & Butler can use modeling to help ensure that components are well coordinated and do not interfere with each other. It is one of the L many technology tools that we keep in our "virtual toolbox".The key is using the right tool on the right project. A tool we have been regularly using are 360-degree cameras to capture existing conditions, progress updates, piping locations prior to cover up, and final project capture. We are using these images in both OpenSpace and PlanGrid (Autodesk Build) / software. OpenSpace has the added benefit to time capture the pictures and create a 42V/ look back in time effect. A third tool we use weekly is aweb-based Project Update that is created by the project a superintendent, reviewed by the Project Manager, and then sent to the architect and Z I=- owner's representative(s). This Project Update includes the project accomplishments during the week, tasks to be completed for the following week, (3) current project photos,and a two week look ahead schedule.The web-based Project Update is a direct URL website link that can be sent to stakeholders,if desired.Applicable photos are also added to the as-built drawings using our markup, editing and collaboration software. Z 5■ Provide a proposed plan for the referenced"Project"including alternative plans if 0 ■ applicable,tentative sequence,and associated risks, if identified. Our proposed plan for Griffith/Paseo is as follows: Braun & Butler will provide a transparent collaborative project by ensuring all bids, budgets, billings, and changes are openly shared with the entire project team.The Braun&Butler team will act collaboratively with the owner's best interest in mind throughout the project. The design team and owner can depend on the budgets we prepare to be accurate and specific to the project site and current economic pressures.Our site team will ensure WG that all workers are provided with a safe workplace so that everyone goes home to their families at the end of every shift.The taxpayer will have confidence that Braun & Butler was a good steward of their tax dollars. Our preconstruction team will begin by meeting with the design team and owner to Z determine where design currently is and where it will go.At this time we will typically request informal discussions in person with the engineering firms.This will allow our preconstruction team to better understand where we are going on design.A lot of times these conversations will provide insight into design elements that will not be created for months.This conversation allows us to capture the engineer's"intent" and allows us to project the budget more accurately. Additionally, it is a great time to discuss other options that the design team would like to consider. Estimating can then put budgets to alternative systems for consideration by the entire team and decisions can be made at the appropriate time.The timing of this conversation keeps the design team from wasting time designing items that will ultimately not be built. All of this information will be used to create the conceptual budget.This conceptual budget will be presented to the full team for discussion. If changes need to be made, other options need to be considered this is the time to do it.This process will commence until the entire team is accepting of the budget. Once established this budget will be tracked through spot estimates as well as full estimates at major design milestones.This is done so that the guaranteed maximum price tracks within the original conceptual budget to within 4-5%. Braun&Butler Cpx6T:Vcr1014 braun-butler.com When design is 95% complete Braun &Butler will publicly notice and invite bidders who are qualified to complete the work at hand.The work guaranteed maximum price can be as a single amendment for both Griffith and Paseo or two separate GMPs depending on best value for the city and timing of design. Bids will be received and finalized into he GMP budget.This budget will be presented to the entire team along with every bid received. Braun &Butler will lead this process in a transparent manner so that everyone can see and trust the results that are used to create the GMP. Upon acceptance of the GMP the project manager and the superintendent will mobilize and follow the final project schedule.The project will be performed per the plans and specifications,safely,and on time and under budget. W The project superintendent will be the response person for any warranty calls that may Q follow project completion. No one will know that project better than the superintendent who built it.The superintendent will always coordinate our response to that facility in the future. Z Throughout the process Braun&Butler will track cost escalation, procurement lead times, Q Q transportation availability,and constructability issues to ensure that the potential surprise risks are kept in check. Z O VA y Braun&Butler con�rav�-suH 6■ Given the scope and schedule of the"Project", identify the specific Project F 01 Manager(s),Job Superintendent(s), Estimator(s)and Field Operations personnel `( who would work on the"Project."Provide a resume and references for each individual.The Project Manager and Job Superintendent will remain on the "Project"from pre-construction through final completion. ' L President & CEO Kenton Heinze Kenton joined Braun & Butler Construction upon graduation from Texas A&M University in 1994 with a Bachelor of Science degree in Z Construction Science.He served as a Project Manager and Estimator for _ 13 years,the Vice President for Operations for 9 years,and is currently Industry the President and Chief Executive Officer. In 2008,he earned the LEER years28 Accredited Professional certification from the US Green Building Council. Additionally in 2014,Kenton earned the Certified Construction Manager Years with Company: designation through the Construction Management Association of years28 America. Kenton is actively involved in the Austin Chapter of AGC, previously serving as the Chairman. Kenton's exceptional record in value engineering, quality, and client UM satisfaction is evident on all our projects. His technical knowledge, �■■ dedication to quality and value, and his positive attitude make him well City of Residence: qualified to deliver preconstruction services and to administer the work Cedar Park,TX of the Project Managers.His diligence in the preparation of the GMP's is evidenced by every project being delivered on or below budget. ConstructionOSHA 30-hour PROJECT EXPERIENCEICLIENT REFERENCES Safely&Health Bluebonnet Trails Community Services- CPR&First Aid Andrea Richardson j(512)244-8305 1 Andrea.richardsondbbtrails.ora W • •ment BBTCS Bastrop Family Resource Center Aerial ECeilitication BBTCS Seguin Respite Center Bluebonnet Trails Cedar Park Medical Office Bldg.2 AccreditedLEED BBTCS Bastrop Parking Lot Renovations Professional BBTCS Seguin Campus O BBTCS Interior Renovation Round Rock BBTCS Bastrop MHMR Renovations BBTCS San Gabriel Crisis Center Renovations th ARCHITECT/ BBTCS LaGrange REFERENCES Brushy Creek MUD - w -7871 Ext.226 Ascension Architecture Betsy Schultz (512)255 BrandiBrushy Creek MUD Maintenance Yard(New Construction) PrincipalBrushy Creek MUD Community Center Expansion IL (512)6s1-89 16 Brushy Creek MUD Community Center(New Construction Travis County ESD#2 - Heirnsath Architects Vctor Gonzalez j(512)251-2801 j yyonzalez6ofluoZditfire.ora Sandy Stone,Principal PfIugerville New Fire Station#5 Pflugerville Fire Station#4 Warehouse PBK Architects St. Richard's Episcopal Church - i Darrell Pearson,Partner Wayne Prentice 1(512)255-5436iS 12)2-10-06i6 Studio ,• Cityview Bible Church - mer Pastor Keith Ferguson 1(512)255-9977 li Tric-0— " Braun&Butler CCt+3T$V1TION braun-butler.com Executive Vice President .r Brian Lauterjung Brian graduated from The University of Texas at Austin in 1996 with a Bachelor of Business Administration degree in Finance. Immediately following graduation Brian worked for JPI in Irving,Texas. His initial roleIndustry Experience: Z was in the construction accounting department,and he completed his 22 years employment in the Asset Management group as a financial analyst. 0 Brian began working for Rizzo Construction as a project manager in Years with Company: January of 1999. He gained experience managing a wide range of 22 years projects,from tenant finish out to ground up construction,and in March 2018 he became President of Rizzo Construction. Brian's experience, leadership, and affable personality have allowed him to build strong, The University of Texas lasting relationships with clients, local architects and engineers, and V BBA Residence:' Finance subcontractors and vendors.His knowledge and commitment to safety City of make him an invaluable asset to the projects he leads. After Rizzo u Construction's merger with Braun & Butler in October 2019, Brian Austin,TX became the Executive Vice President. OSHA 0PROJECT EXPERIENCE/CLIENT REFERENCES a ConstructionSafety&Health YMCA of Austin - CPR&First Aid Mr.James Finck 1(512)236-96221 lames.flnck@austinymca.org 0 Springs Family YMCA(Dripping Springs,TX) $5,5200,000 Hays Communities YMCA (Buda,TX) $2,830,000 mi Northwest Family YMCA(Austin,TX) $932,000 Hays Communities YMCA(Buda,TX) $768,000ARCHITECT/ENGINEER ; W Southwest Family YMCA(Austin,TX) $5,440,000 REFERENCESFoundation Communities - Enviroplan Architects Mrs.Vicki McDonald j(512)447-20261 vickLmcdonald@foundcotn.ora Garden Terrace Phase III(Austin,TX) $2,590,000 O Skyline Terrace (Austin,TX) $3,470,000 Spring Terrace(Austin,TX) $460,000 Spencer+Pierce Sierra Vista Apartments(Austin,TX) $7,140,000 Architecture&Interiors— Garden Terrace Phase I(Austin,TX) $1,300,000 Be Spencer i6-0622The Catholic Diocese of Austin - Mn Pat Baker j(512)949-2400( W Pickett,KelmShepherds Gate Chapel(Buda,TX) $1,480,000 &Associates St.Austin Catholic School-Art Room addition Gary Pickett (Austin,TX) $539,000 St.Ferdinand Catholic Church(Blanco,TX) $1,260,000 Santa Cruz Phase V- Administration building addition(Buda,TX) $2,040,000 RUNA Workshop St.John's Parish Activity Center addition Aaron (San Marcos,TX) $1,060,000 Accessible Housing of Austin(AHA) - Mrs.Jolene Keene j 512)640-77811 jq1qGgJi22MQahaus1rt= AHA @ Briarcliff(Austin,TX) $4,700,000 Braun&Butler CONSTIIOCTIOM braun-butler.com Vice President of Pre Construction Services Colin Juren Colin joined Braun & Butler Construction in April 2004. He holds a Bachelor of Business Administration degree from Texas Tech University. Colin served as Superintendent for 3 years, as a Project Manager for 6 years, and was promoted to Vice President in 2012. In 2008, Colin Industry Experience, earned the LEED Accredited Professional certification from the US 23 years Green Building Council.Colin is actively involved in the Central Texas chapter of Association 4 Learning Environments and a volunteer for Years with ' Hope Alliance Crisis Center. He currently serves as Preconstruction 18 years Manager preparing budgets and estimates from the earliest design �■■I stages. Colin's previous experience in the construction materials industry has given him a solid foundation on which to build,along with Texas Tech over 6 years'experience preparing budgets for millions of dollars'worth University,BRA of new construction and renovations jobs. His knowledge makes himCity of Residence: �ta■ll extremely valuable to any project and its team.Colin is an outstanding LL Liberty Hill,TX communicator and has a keen eye for attention to the details. PRE CONSTRUCTION & ESTIMATING SERVICES OSHA 30-hour Construction Travis County ESD#2-Victor Gonzalez Q (512)989-4559 Safety&Health New Pftugerville Fire Station#5(Pflugerville,Texas) $6,973,048 CPR& First ' Pflugerville Fire Station#4 Warehouse Addition (Pflugervilte,Texas) $2,592,398 Aerial Equipment Certification Williamson County ESD#3-Chief Scott Kerwood ti (512)846-19461 gdkerwood0huttofirerescue.ora LEED Accredited New Vic Stern Hutto Fire Station#2(Hutto,Texas) $4,234,225 ul Hutto Fire Station#1 Additions&Renovations(Hutto,Texas) $962,635 Z Georgetown Independent School District- Kirby Campbell((512)943-5129 i REFERENCES 1 Haddon , Cowan Forbes MS Renovations(Georgetown,Texas) $1,979,183 O Tippit MS Athletic Wing Addition&Renovations 0 Cowan,Michael •. (Georgetown,Texas) $5,436,419 , , ceRound Rock Independent School District- Ascension David Hcedebeck(512)464-8342�� Architecture RRISD Support Services Building(Round Rock,Texas) $6,919,576 W Brandi McDaniel, Principal milk+honey Spa- Alissa Bayer j(512)326-1115 jalissa@milkandhoney.com milk+honey Spa-Arboretum(Austin,Texas) $2,368,723 PBK Architects Upbring PrincipalLUIS balaza I Dr.Andrew Benscoter j(512)459-1000 Ditector of ProductiocKrause Children's Center Renovation(Katy,Texas) $2,747,275 (512)340-0676 Brushy Creek MUD Studio Steinborner Mike Petter I(512)255-78711 Robert Steinborner, BCMUD Community Center Expansion(Round Rock,Texas) $7,545,701 Principal BCMUD Maintenance Yard Renovation(Round Rock,Texas) $1,980,727 i 00 Braun&Butler coHrrrvcrlom Vice President of Field Operations & Safety Mack Ellis l Mack has been actively involved in the construction industry since 1979.Upon graduation,he started his career as a carpenter,he worked his way up to serve as a Field Engineer, Project Superintendent, Industry Experience: Estimator, and Project Manager. He joined the Braun & Butler team in 2002. He has hands-on knowledge and experience of every 42 yearsaspect of the commercial construction industry. In 2008, he earned the LEED Accredited Professional certification from the US Green Company:Years with Building Council. Mack brings reliability, accountability, and23 Years O construction expertise to each of his projects. He has been recognized by the Construction Specification Institute as Craftsman of the Year Education: I and by the Austin Independent School District for his achievements in `■■ SchoolLlano High project safety. City of Residence. Burnet,TX PROJECT EXPERIENCE/CLIENT REFERENCES Certifications: Williamson County ESD#3-Chief Scott Kerwcod U OSHA • (512)846-1946 Construction New Vic Stern Hutto Fire Station#2(Hutto,Texas) $4,234,225 J Safety&Health Hutto Fire Station#1 Additions&Renovations(Hutto,Texas) $962,635 Upbring Dr.Andrew Benscoter 1(512)459-1000 i andrewr benscoferM obrtng.orvo EquipmentAerial Krause Children's Center Renovation(Katy,Texas) $2,747,275 Certification Texas Health and Human Services Commission 0 Ron Pergal 1 (512)206-46171 Ron.Peral0hhsc.state.tx.us LEED Accredited Austin State Hospital Preservation-Austin,Texas-2018 $769,527 Professional Brushy Creek MUD Mike Petter 1(512)255-78711 mmetterObcmud.oro W BCMUD Community Center Expansion(Round Rock,Texas) $7,545,701 REFERENCES 1 City of Harker Heights Alberta Barrett 1(254)953-5634 1 abarrett@ci.harker-heights.tx.us Atkins Global i Harker Heights City Hall and Recreation Center Addition/Renovation- Bruce Hoelscher, Harker Heights,Texas-2016 $2,185,155 O Project Bluebonnet Trails Community Services Andrea Richardson(512)244-83051 andrewichardson0bbtralls.ora BBTCS Seguin Campus-Seguin,Texas-2015 $4,547,725 Brinkleyinton Architects Sargent Caldwell County ix • reer, Marie Cavanaugh 1(512)398-18011 marIe cayanaph*co.caldwelIAx.us UJ Senior Principal Caldwell County Justice Center-Lockhart,Texas-2014 $7,444,294 610-4700 Round Rock Independent School District L Hans Haakman i 512)464-5010 1 hans haakman®roundrockisd.ora Round Rock HS Ford Theater Renovation San • Austin,Texas-2020 $331,188 Round Rock HS Boiler Replacement Round Rock,Texas-2020 $221,479 Studio Steinbomer Round Rock ISD JOC 2018-Round Rock,Texas-2018 $862,466 Robert Steinbomer, Bluebonnet ES Miscellaneous Renovations Principal Round Rock,Texas-2017 $3,200,670 (512)479-0022 Braun&Butler ceN•ravcrIoa braun-butler.com Project Manager Robert Whitlow Ll I Robert earned his Bachelor of Science in Electrical Engineering from the University of Texas Austin. Robert is an accomplished professional with a history of success in residential and commercial construction management, safety management, and customer Industry Lxperience: service. His knowledge provides a strong understanding of construction trades and client satisfaction. Robert delivers efficient service on each of his projects and is an asset to our team 19+ years because he can keep projects running with maximum efficiency and within cost and safety standards.Years with O Company:year PROJECT EXPERIENCE SBS Construction 2013-2022 Education: One of the largest multi-story climate-controlled storage-facility constructionUniversity of Texas a companies in the SE along with offering a full range of general contracting, design-build,and construction management services. City of Residence: Pounds Custom Homes 2011-2013 I.aqo Vista TX Luxury homebuilder primarily in Lake Travis,Lago Vista and Jonestown,Texas Integrity Home Systems;Austin,Texas, ■� Inte ritvHomeSvsterns.com 2009-2011 OSHA 10 : 30-hour Integrators of multi-residential technology infrastructures, including Construction Safety AN network,access control and concierge systems &Health PROJECT MANAGER/DESIGNER(CONTRACT POSITION) • As Lead Project Designer, designed an array of tailored home • solutions for clients while maintaining overall system continuity • Managed a team of 10-15 installers while directly working with Commercial commercial project developers (Balfour Beatty), ensunng scheduling, daily progress,and workmanship standards,utilizing knowledge of Elan, DRONELicenseHomeLogic and Elan"g"products Digltalife AN; Round Rock,Texas 2004-2009 AN design and installation-company UJ ARC HIT ECT/ENG I NEER PROJECT MANAGER/OWNER/OPERATORREFERENCES Z • Specialized in designing. and installing turnkey, PC-based digital video smart solutions,a multitude of equipment and low voltage systems for high-end residential and commercial builders,including Toll Brothers Architect -Developed compelling salescampaigns whilequalifying opportunities,Kaufnian O capturing new business and maintaining ownership of existing accounts, ' convincing prospective clients of the value of Digitalife's portfolio of = products and services, including Contro14, RTI, URC, Netstreams and a variety of AN and security-related projects • Created technical value from understanding clients' needs as a whole,resolving issues via solution selling. Architect ELECTRICAL ENGINEER U1 D. -Participated in development and testing of the "Portal Monitor" Architecture program for radiation detection and isotope Isolation program for the no t Department of Homeland Security -493-2234 • Developed process that built lightweight, aluminum instrument housings for hand-held radiation detectors that replaced problematic plastic housings Blake Wilson-Principal •Led implementation of SMT into manufacturing process;Committee Structural Engineer Member for ISO 9000 preparation and certification • Lead Engineer for Position Acquisition and Control project, which ' measured and monitored the velocity, temperature and pressure of 817-268-2345 aluminum die-casting equipment Computing Initiative(ASCQ node; built and demonstrated 512 node system within 18 weeks that resulted in$20M bonus to IBM for achievement of on time demonstration of prototype. 10 Braun&Butler CoNaTauerto" braun-butier.com Project Superintendent Stephen Bates Stephen joined the Braun & Butler team in February 2015 as a L Superintendent. Before working with Braun & Butler, he was an Electromechanical Technician for the University of Texas Applied _Jk . -_ - Research Laboratories for five and a half years.Stephen was a Lead Industry Experience: Technician on many essential government projects working with U) 7 years engineers, technicians, and military personnel to produce critical Y/ components for the US NAVY. He was also a Boat Captain for Z Company:Years with the ARL lake operations,assuring that all missions were organized O and conducted safely. His artistic eye and attention to detail are 6 years beneficial to every project.Stephen is certified with OSHA 30,first 0 aid, and CPR. He is committed to learning something new every Lampasas High day, meeting deadlines, and keeping everyone safe while doing SchoolCentral Texas it. Aside from his safety responsibilities, Stephen also provides Community College leadership to establish and maintain an effective and harmonious working relationship with the on-site staff and promotes a positiveCity of Resid I� environment on each project. Liberty Hill,TX um •Certifications: PROJECT EXPERIENCE/CLIENT REFERENCES w OSHA 30-hour Construction Safety Georgetown Independent School District Health Kirby Campbell{(5112)543-51291 ramnbellk2®aeoroetownisd.org Forbes Middle School Renovations(15,500 SF Renovation) CPR&First Aid Georgetown,Texas-2021 $1,979,183 East View HS Renovations(11,970 SF Renovation) Aerial Equipment Georgetown,Texas-2020 $1,431,420 CY Certilicatiorl ii Lake Travis Independent School District mi Robert Winovitch (512)533-59631 ARCH ITECT/ENGINEER LTISD Renovations&Addition Lake Travis Independent School Districts at REFERENCES Lake Travis ES&Lake Pointe ES(2,245 SF Building Addition) Austin,Texas-2019 $2,699,817 Halff Robert Associates, Pfiugerville Independent School District Z (512)777-4600 Gary Schulte(512)594-02521 gaMfichufte@Rfisd.net O Parmer Lane ES Roof Replacement and HVAC Upgrades 0 .. ates (72,240 SF Renovation) Austin,Texas-2017 $3,174,910 Natalie Welch Round Rock Independent School District crm Nick Thanos(512)464-5013 W EMA Engineering and Consulting Cedar Ridge HS Softball Fields Drainage(11,955 SF Renovation) James Tate Round Rock,Texas-2021 $173,795 New (903)581-2677 Concession/Restroom Building at(3)Middle School (4,575 SF New Construction) Haddon-Cowan ArchitectGeorgetown,Texas-2020 $1,743,541 Julie Williams GISD 2020 Multiple Campus Fire Alarm Replacements(Renovation) 0 -Georgetown,Texas-2020 $463,958 East View HS Gym Sound Attenuation Treatment(Renovation) (4,575 SF New Construction) Georgetown,Texas-2020 $163,736 Braun&Butler ca"STRUCTION Key Personnel Responsibilities LI Kenton Heinze-President Kenton supervises all personnel and oversees all aspects on every Braun&Butler project. He is involved in each construction phase,from design review, estimating assistance to site visits. Kenton meets with the Preconstruction Manager prior to establishing the Guaranteed Maximum Price(GMP)to assess the budget and he communicates with the Project Manager on a monthly basis to ensure that Braun&Butler is the fondational principles that have been the key to our success. Z Brian Lauterjung-Executive Vice President 0 Brian supervises all personnel and oversees all projects in the Westlake office. He is w involved in each construction phase, from design review, estimating assistance to site visits. Brian meets with the Preconstruction Manager prior to establishing the Guaranteed Maximum Price(GMP)to assess the budget and he communicates with the Project Manager on a weekly basis to ensure that Braun&Butler is delivering the attention to detail this project deserves. Colin Juren--Preconstruction Manager,Estimating&Vice President U Colin will be in charge of the estimating and constructability reviews during preconstruction services in preparation of the GMP. Colin has over 7 years experience preparing budgets for hundreds of millions of dollars worth of new construction and renovations jobs. Colin's construction experience and attention to detail make him extremely valuable to the project and its team. Mack Ellis-Vice President of Field Operation/Sr.Project Manager/Safety Director CY Mack supervises all project managers to assure policies, procedures and schedules are being met as well as helping to provide site planning and problem solving.He works with the preconstruction services department to provide preliminary project schedules and perform W constructibility assessments. He performs regular site visits to review progress, quality assurance and site safety as well as attending periodic architect / owner site meetings. He coordinates with the Austin AGC safety officer to have them perform regular site safety inspections in addition to the site safety assessments provided by Braun &Butler. Robert Whitlow-Project Manager O The Project Manager will be in charge of contract administration, weekly OAC meetings, I(A pay applications, submittal review, maintenance of the long-range schedule, tracking of wo BFI's,changes,and formal correspondence. U■ W Stephen Bates-Superintendent The Superintendent will be on the jobsite daily and will be in charge of safety,quality control, and short term schedule., 1 Braun&Butler CON/TIUCTION WALIQ4JtflJ2L= �i Responsibilities Braun & Butler Construction TASK VICE PRESIDENT OF PROJECT PROJECT PRECONSTRUCTION MANAGER SUPERINTENDANT ESTIMATING ✓ ✓ I x • DOCUMENT REVIEW ✓ x SPECS/LEADMATERIAL TIMES y O CONSTRUCTABILITY REVIEWS Ix x ✓ SUBS PREQUALIFICATION • PROJECT ACCOUNTING x ✓ x PREPARE PACKAGES BID ANALYSIS ✓ x x SCHEDULINGPRELIMINARY PREPARE SUBCONTRACTS x ✓ x LL REVIEW AND MONITOR SHOP DRAWINGS x x EXPEDITE MATERIALS x FINAL SCHEDULE • LOOK AHEAD SCHEDULES COST AND BUDGET REPORTS x REPORTSWEEKLY STATUS CONDUCT TEAM/ cr OWNER MEETINGS x � • FF&E COORDINATION PAY APPLICATIONS ✓ x RECORD KEEPING & MAINTENANCE x CHANGE ORDER MANAGEMENT ✓ LUx CLOSE-OUT x ZERO DEFECT z PUNCHLIST x ✓ JOBSITE SAFTEY z LAYOUT&STAGING x O EQUIPMENT SELECTION x FIELD PERSONNEL x V, • DAILY FIELD OPERATIONS x •. DRAWING Uj SUBMITTAL LOG `� y- PAYROLL& FIELD RECORDS PROGRESS MEETINGS ✓ Ix FOREMAN MAINTAIN CRITICAL PATH SCHEDULE ✓ x EQUIPMENT ZERO DEFECT PUNCHLISTILITY 1,x ✓=PRIMARY • X =SECONDARY Braun&Butler C."k-Mt6-T10 K braun-butler.com ProjectPersonnel1 ram ., Kenton Heine # r�r•vacr�ucro ► (Oft Site) �- Brian lauterJung � Gccurnc:� (Ott Site) �� Colin Juren Mack Ellis - . Kaci Roberts f vrwr:rnr vrcr.,na:• - c,,,,,•.-c,: yr c•r+tcro�t:n.c rti.•r - i. (011 Sile► 00 5 teically -' (OH Site) CDA Robert Whitlow Pr?mreCl f.U�u7r�r (Part time On SiielOff Site) Stephen Bates CY Us LLI 1'ro�cCt Surcnnrcndcnl � (Full time On Site) 0 f' cc Ce LU • Subcontrador Subcontractort t • . r r e in r (On sne as Scheduled) le3p brauwbutler.cann 6:2 Provide CMAR projects collaborated and completed by proposed team. The Project Manager and Superintendent assigned to this project have the ' experience required to successfully complete the Griffith Remodel Paseo Project. While they have not collaborated on a specific project together, both are experienced with multiple CMAR projects and will work together to make this project a success. Robert Whitlow will be your Project Manager for the Griffith Remodel Paseo Project. Robert has 19 years of industry experience,and 1 year with Braun &Butler Construction. Contract administration, pay applications, submittal review, long-range schedule maintenance,tracking of RFls, O modifications,and formal correspondence will all be handled by the Project Manager.The Project Manager will dedicate approximately 1/3 of his time to the proposed project. modifications, and formal correspondence will all be handled by the Project Manager. Stephen Bates will be the Superintendent for the Griffith Remodel Paseo Project.Stephen has 7 years of industry experience,and 6 years with Braun &Butler Construction. This project will benefit greatly from the U collaborative relationship established by the PM and Superintendent.The Superintendent will be on-site every day, overseeing safety, quality, and the short-term schedule.The Superintendent will dedicate 100% of his time to the proposed project. UA ■■■ z � K W -- a � h mijs Braun&Butler CONrAUC'TION 4@ OSHA's Form 300A Year 2019 Summary of Work-Related Injuries and Illnesses U.S.Department of Labor OcculWteed tartry aria iNx*�arMYnrnbn 1� (n '0 aocrowa Or Q.."1aat7a Q � 0) -% O A:esrablishmenr c eredh Pmt 1901 must wmpk/e+lris Summary tape..even if no try vrlesu ^� Q 11mj e:attuned durrg me year Remember to me w the Leg fa verr(y ther Tho*mos aro=rPWo 3 ,G (P usrrp rho Log.rnrry rile rrWialM orrries ran medv for each cefepay. Th—dethotolalsbelow, Establishment Information 00 O .y+ C .+ mak4V sun,you Ve edbd the*NMS from a rypate of ttw lop.M you had fro ceaet wree'0' 'D U) N o ? r� O � O Your nsuebiall—1 nacre BRAUN d BUTLER CONSTRUCTION 0 _ In , Empbyees former employeos,and rrnY rel>'aserfa'Nes have the right ro reviewtne OSHA Faun 300* D O ds*hely Theyaho have fmiled access to Iho OSHA Form 301 ars equvabn(.Sae 29 GFR O v SU 3 0 700.1.35.b DSHA's ReCordtee(si-g llA,farfur"rdefsas on Me—afi-ovis•Ions Wdtese forms. SUeo( 715 Discwory BNd Ste TOB O 2 O Y c Gey Coda,Park Slate Texas ZLp 78613 y tc 0 N C ,Number of CuesCID 3 0 w 3 Industry description(e9•Manulacturo of motor truck vailers) C r' O la Total cumber of Total number of T:tal number of cases Total number of commend.]Coratrucaon 0 .N►cc 3 deaths cases with days VAlh job transfer Or other recordable C r y fA "" away from work restriction Cases Slawsrd Industrial Claasifiuoon(SICi.it known fe.t.,SIC J715; O O c0i ° V) 3 Employment Information D 3 :Number of Days 0 N cD Total number of Total number of days (9 •+ O O days of job transfer away from work .number o(arv"rvoos 26 . =10 O or restriction D) O O 0 Total hours worked W sl emplo/eas lest year 577,187 �s O O n Injury and Illness Types Slgn here n ,� N 3 Total numbarO( Knowlrgtyfalsifying this documontmay resultina5ne. Q DOj (1) Injury 0 '4; Poiw!tiny 0 •+ (21 Skin Disorder 0 (5) All other illnesses 0 N D1 (3) Respiratory 1 celby ihnt I have bx rtined hs document and that to the Dent o:my kmYAedte The -t 3 C Condition 0 ontnes sm We,actuate,end complete. @ Q Kan Roberts SedTroas 0 Comparry erecuuve Two Q (v 0 512!837-28112 rr:sroio 0 ? 3 Post this Summary page from February 1 to April 30 of the year following the year covered by the form Phone Date N 3 � r,,inxn&XXWV Wdcn K Vas mlUctwn o;'rtomden-m mtMamd b maago 50 rnnubs Pa resomee,aaludrp tore to rww Tia nxs�xu-n,—ch one O ¢4tet'h Ca'a neetlea.Ml c *Id iM ra+iew e1e m6t?n x M!Omi on,Pmwm ere Mt lepuked b roepa:d b Item rN6b G£lormabon Nous a �} dsgafs ecasaney vetd ON9 zned nunda.Il yw nava enY raee+onn ebwtUneowmdesu aiy npmu ofVk ddawiectm.wnlect.rS Oepatrnocl U) d labs,OSHA Oare d Stebesa,Room 4-J6:a.70D Canatarvm Ave.NW WOhinPan.DC 21111 a Co mt rantl lro anpla".ed laps b Uis ottre. r SAFETY y W _c ;6* Y fy l* OSHA's Form 300A Year 2020 j Summary of Work-Related Injuries and Illnesses U.S.Department Labor oec�w�ew s•r.sr.ne n.annamrnl.,rnton _. Forn•ppova OUB r�•.�lfaet is Alf 951abdihment$covered by Part 1904 must COMPM1`e list$Summary Pay..even R no uquries or fAlessos occur.d dLv»9 Ne year Rememboe fo revawthe Log to verdy Mt d»ent*s are completo the Lop,ceurr fleedhod_a arrows you mads lor each Category Then l.Te In.rolels below. Establishment information nw;rp sura you�re eWod No enhws trom every pate o/the by 1!you bed ria rases wdo V' Fmphyoes lorn«!r emp{oyees,end NeFrepesenret"s have Ina rgnt to—Iho OSHA Form 300 in Your eStnDltlnment name BRAUN 6 BUTLER CONSTRUCTION ds entrey They also have I»laed access(o The OSHA F—301 or ds eounabnt See 29 CFR 1904 35,n OSHA'S RacWdlmopeV rub.for ru'tMr da(a75 on the across povisbns for Nose h— Street 780 Hazelwood Streer 3uaa 1oD _ Cey Lcandar Suite Texas Zip 78641 Number Of Daaefi Industry description ie.g.,Manufacture of motor truck Velenj Total number of Tota::number of Total number of cases Total number of Commerdal Constmrlion deaths cases with days with icb transfer or other recordable away from work restriction eases Standard Inousfrial Ctasslbcatloo(S)Cj,if known:e.g.SIC 77151 ° ° 0 — iGl ;H; II: (JI Employment information 'Number of Days Total number of Tntal number of days days of job transfer away ircm work Annual average numoer of emdoyees 32 orr eslriction 0 D T olet hwm worked by al employees less year 60.192 `"' �LGb° fs' Injury and Illness Types Sign here Total number Of... Kmow4gy fabilying in*document may reSvh 0 a Fine fM; (1) Injury 0 .41 Poisoalnp 0 (2) Skin Disorder 0 :51 All other illnesses 0 (3; Respiratory cenify that I have examined[his document And that to the DeSt of my knowledge the Condition 0 emdos an,truo accurate.and complete. Ked RODerts SerJrrens Company exew,e Tide 5121877-2892 'R ' Post This Summary page from February 1 to April 70 of the year following the year covered by the form Phone Dale pull[rLpor'Jlg lMkRt fa giS Co6acoon of nj0000� 4 Ob ovlod to a,e o`,0 nva:�aa per�A^par'ae.as<kdrq Om.b rP.nPe Lb imlluCtat.WMh W 9.2w Va dataraeeCC'Od.adoa VW.ani reHea No tTb=o of ft—, M persons ae rof ot%.l dto raWd to Ina:,d b.o1 mfalnati-uod lit �i a c15re117y vasa Okla caned nu,[er,If ya,teve.rry coir nen:.etxxrt 0»Sa esallalm a a�•anpecb d Cie lona m7cfidL cm:x[US 0apan'era d l..b.OSKa Off-Of SLIU=e,Roan 4J644.20C Cma Don Ave.M4 VMhogto.OC 2D2 ID Dow roil:b mrdend'mm to Visa'.'". r CO SAFETY o w Y C a� M a S W C O w z� �* y OSHA's Form 300A Year 2021 Summary of Work-Related Injuries and Illnesses U.S.Department of Labor Occvw�be•I s.rny•n0 tlnkn/vinknlanlbn •P .-O.—ro.1]1DaI]c Ad eafaWiShmenft—red Dy Part 1904 must complete LMS Summary pope.even d rro k'J.6es Or 1lnosaas occurred dunng!he ynnr Ramomoer M ravew rM Lag m var.4y lhaf Ina onaies aro compb!e uslgtne Lop.coup:ne mdnaduerenvas you mode tar eecn carapory TW INlro rho raais oe.bw. Establishment information makirp sura yahe eddetl IAB onrnes tmm every papa o!mo!op.1I you had no poses wrre'0.' Emp'oyeos tanner empbyeos.end Merrepeseruafivas have lfvfright r9 roview the OSHA Form 300 in Your esta111511 nl name 9RAUN6 BUTLER CONSTRUCTION as a"ry 7My also nova lunied across fo rhe 0.SHA Ftvm 7af arils equrve!enr. Sae 29 CFR 1904.35.in OSHAe's RO dkeep&V n.40.for falW defais on fhe oecoss provisions for theca elms. Street 100 Natehvood Street Sulfa 100 city Leander Stale Teves 7p 78841 :Number of Casez -'------"' hxtustry description ie.p..Manulxture of motor vuck haters) Total number of Total number of Total number of cases Total number of commercial Conswttbn deathe cases oath days with.ob transfer or other recordable away from work restriction cases Standard IOoustriei Clas Yeaaliun(SIC;,n known:e.g SIC 3715) n n o — —— iG: IH; 'f; (Ji -- Employment information Number of Days Total nurnber of Total number of days days of lob transfer away from work Anout:average n:mber of employees 32 or restriction 0 0 Tolaf`.airs worked by AN empbyees fast year b6.478 )n)ury and Illness Types Sign here Total number of. Knowingly lalsify4V this document may result in a Ire. (M) (1) Injury 0 (4) Poisoning 0 (2;. Skin Disorder 0 (5) All other illnesses 0 [3)Respiratory r cerVry that I Dave examined tnis documem and thAt to linebesi of my knowledge me Condition 0 entries are Wn e.eccule,and aomplele. KaU Roberts SeUTreas Company executrve T^k 51 1,837.2882 Post this Summary page from February i to April 30 of the year following the year covered by the form Phone Date ?k4 rcpatn9 tvd.+n iv Vrs eoRxtm C inkxmabon is mtrtdod to ewrago 50 rnrraes ya ip pm»,rxiWr9 trra b nmew u+a'nrtectien,seen:n and 9aj' aro daa readad and=OVWe ud review M c3le W-of ir1On`ZtM nersxa am rot re4+rad LO rntpnnd to aro"O t"' 'Mu it dadays a clr.enl+verd O4a smvl rarCa.it you ao-a Dry cumnaer:u atxxi ae+e erlinevq a eTy aspatl of slu 0.atn co0oaiar,mnaOt US Depaenen: a iron GS W16='ca of bte:" .ROarn 11.3g4d,20p Gaa::anar Aw.t1N.WeYir4lOn DC 20210.ib rnt rad tla cmdolx tams b Vis oa'ra. r m SAFETY M S� H h r %! 101 7:1 —B L ss analysis from y ur oma ization's msur nce c r ero msur nc agent covringyour organ¥alon's workers' compensaio insurance coverage(Loss Rng kr the last three(3)years. (Loss runis also referred ` to as"statement of claims or SOC.)a.Lossrun must beprovided b your organization's insurnc carrier or insurance agent. in a carrier's company nameo insurance agent(agency) must be clealrylegible on documents provided Names of claimants on loss run may be redacted. b If mer have been no losses,provide copy Rom your firm's insurance carie showing no losses. 0 » 0 i § § ~ @ ] > � ) k a � r 7 § E J {} k ECL )� ^ > !! n # / / j \_ / \ A / » { � a \ MX \ g / { 2 G # !! © 2 7 7 710) 2 !® K \ _ ! \ ƒ 0 # )§ - ® U ig \ o - E c \ \6 k\ °\ U \ \ ~ \ { k c e re§£ R Ln \ \ \?\}{ \ a � ) / f \\� \ C •;!� ( !�. j § ■ !�¥)« ; | ;}2 q \ !!!\! % z � B aun&But r Uen-b J«em MML BRAUN&BUTLER CONSTRUCTION INC Policy Number: 0001262832 anima of ok 11/30/2022 Povey Perkw: 12/31/2018 10 1XIV2019 There are no recorded losses for policy period. Texas Mutual Insurance Company•(800)859-5995•wwwtexasmiAU81.JM Page 2 of 7 r SAFETY ,w a:3 00 BRAUN&BUTLER CONSTRUCTION INC Policy Number. 0001252832 Claims as of 11130!2022 Policy Period: 12/31/2019 d 1213112020 There are no recorded losses for policy period. Texas Mutual Insurance Company (800)859-5995•www.texasmuival.tom Page 3 of 7 r SAFETY co M C H i 'x a _ BRAUN &BUTLER CONSTRUCTION INC Policy Number: 0001262632 Claims ae of 11/3 012 0 2 2 Policy Period: 12/3112020 b 12/3112021 There are no recorded losses for policy period. Texas Mutual insurance Company•(800)859-5995•www•texasmutual.com Page a of 7 r m SAFETY 50 >y am y all MML BRAUN&BUTLER CONSTRUCTION INC Policy Number: 0001262832 Claims as of, 11/30/2022 Policy Period: 12131/2021 a 1213112022 There are no recorded losses for policy period. Texas Mutual Insurance Company•(800)859-5995•www.texasmutuaLcom Page 5 of 7 r rn SAFETY 6 fy Y C H PW6.�Mo e C z rp y BRAUN&BUTLER CONSTRUCTION INC , Claims as of: 11/30/2022 summary for policies 0001262832 1213112017 to 11/31/2018 0001262832 M31/20181:0=31120n 0001262832 17/31/2019 to 12/3112 0 2 0 0001262832 17/3112020 to 1213112021 0001262832 12J311202110 12/31/2022 Total open Claims. 0 Outstanding Paid to Dale Reserves Recoveries Total incurred indemnity 50.00 $0.00 $0.o0 $0.00 ssedical $0.00 $0.00 $0.00 $0.00 @wo $0.00 $0.00 50.00 $0.00 Odm $0.00 $0.00 $O.DO $0.00 employer Uawilty $0.00 50.00 $0.00 $0.00 Tolls $O.D0 50.00 $0.00 $0.00 Total Closed Claims: 0 ouesnr"Ing Paid to Oats Reserves Recoveries Total Incurred Indemnity $0.00 $0.00 $0.00 30.00 m dlcal 30.00 $0.00 $0.00 50.00 Expenses $0.00 $0.00 $0.00 $0.D0 Other $0.00 $0.00 $0.00 $0.00 Employer uabinty $0.00 $0.00 30.00 50.0D Totals $0.00 $0.00 $0.00 $0.00 Texas Mutual Insurance Company•(800)859-5995•w wf.texasmutuatcom Page 6 of 7 r SAFETY °z ty wC �7 G Co y DX %! 50 Z Loss Summary for All Policy Periods ouftwdinq EMective Date k Claims Indemnity Pald Medical Paid Other Paid Total Paid Retvvtry Reserves Total Incurred 12131/2017 0 $0.00 $0.00 $0.00 50.00 $0.00 30.00 $0.00 12/31/2018 0 $0.00 $0.00 $0.00 $O.DO $0.00 $0.00 $0.00 12/31/2019 0 $0.00 50.00 $0.00 $0.00 $0.00 $0.DO $0.00 12j3L2020 0 $0.00 $D.DO SO.00 $0.00 $0.00 $0.00 $0.00 12/31/2021 0 $0.00 $0.00 50.00 $0.00 $0.00 $0.00 50.00 Tbtals 0 $.0.00 $0.00 50.00 $O.DO $0.00 $0.00 50.00 Let us make your workplace safer and more productive. Visit our safety resource center at www.texasmutual.com. 'This report provides loss information only and does not confirm or imply coverage for these dates. Texas Mutual insurance Company•(800)8545995•www.texasmutual.com Patio 7 et 7 r m SAFETY z� R R•J H m 7• Loss ratio from your organization's insurance carrier or insurance agent • covering your organization's workers' compensation insurance coverage. a. Loss ratio must be provided by your organization's insurance carrier or insurance agent. Insurance carrier's company name or insurance agent (agency) must be clearly legible on documents provided. b.Loss ratio must be based on manual (unmodified) premium. Manual l (unmodified)premium is premium without experience modifier applied. c.If paid premium is submitted,experience modifier(from insurance carrier) must be provided. d.Time period corresponding to loss ratio must be provided. e.Typed or handwritten information concerning loss ratio prepared by your firm WILL NOT be accepted. f. Experience rating documents WILL NOT be accepted for this Paragraph C. 000a� e oe Noon o0 o nO oQoo o ¢ J � J a c C w vi M W h N W C N > >> U o w w V (n V1 L V CO W i1 K 0' rl� AQ000 N N N S O N 2:Q E Q KCt Qa U Z _ F-z vO Cn W LL LL1 Q 0Cn J N N N N Ny P O O O O O J ¢1 N ? OO LnocQ'o� rn m at uy W 2 w ` � w a W a 0 N_ =o m o .. MW rn rn m d 6 0 0 6 0 V N N O O�N U � nMMM XX X X X HF-F-F F- WaaN N N N N N # M M M M M W m a 0 W o o CU btNON C4 b ._. Od OQ O Q 4 O C O O O 0 0 0 0 U ` C O N � N C C p O 0 LO C w ry A Q C' � N NN T ro Q1 E a OE O = m U a A��c�A p U ~ 4 > c w m` U 3 Braun&Butler C0N*:IV:1T'1.9H btaUd 11UU6fS&W 8:1 —C For five of the projects listed above (reference items 3.1 and 3.3), identify a representative of the owner and a representative of the architect(provide TLI name, email and phone)whom we could contact as references regarding your organization's services Bluebonnet Trails Travis County Community Services ESD No. 2 (Multiple Projects) (Multiple Projects) Representative of Owner Representative of Owner Andrea Richardson Victor Gonzalez (512) 244-8305 (512)251-2801 to Andrea richardson®bbtrails,oro v_aonzalez(Opfluaervillefire.org ■■ ■ Representative of Architect Representative of Architect Brandi McDaniel Keith Hickman 512-657-8946 (512) 255-9690 Z br�tt�� en�ior1 19, m kgithtlk-a-h2rGhitegtsscom UJ 19 Round Rock ISD University of Mary Hardin W (Multiple Projects) Baylor (UMHB) un Representative of Owner Representative of Owner LU Terry Worcester Scott Dodd (512)464-5000 (254) 295-4264 terra worce5ter(4roindrockisd.org Woddbb m.�ipedV. Representative of Architect Representative of Architect McNeil HS Safe Mike Donovan & Secure Entry Project (816) 221-1500 Cliff Trinkaus MiKg,.0onovan@p4BktlgL,s"com (512)476-4040 cliff @pfI ugerarch itec ts.co m Hill Country Bible Church Representative of Owner Conor O'Hearn (512) 259-1900 �Ql]�Cn�hCt7�lBs�lnd 4'r.C OLr Representative of Architect Tony Keller (512) 821-3555 TonOJkA-aTh&m Braun&Butler f.ONSTRUCT;CN braun•butler.com 9:1. What do you feel will be unique about your firm's contribution to this Project? Braun & Butler has been referred to as a boutique construction company. The definition that came with this title was, construction company capable of offering many of the bells and whistles that the largest firms offer but flexible and a great team player like a smaller firm. Bottom line, no one will make a better partner to The City of Round Rock and the design team than Braun &Butler Construction. Additionally, these projects represent who we are at our core. The size of the project, type of construction, these are the projects that we do every day. It may seem strange to say that we specialize in messy projects, but our resume backs that up. Finally,The City of Round Rock will benefit from our lean structure.The Executive Vice President, Brian Lauterjung, and President, Kenton Heinze will be involved in Vr the project and only a phone call away. Braun &Butler is the unique firm that will W be the right fit for this project. Z W M Z pp e F,` i Braun&Butler Braun-butlercom mum IL -rn — _ v' o _ a o �; CITY OF ROUND ROCK Proposed New Facility: Griffith Remodel and Paseo ILI PROPOSED COST SUMMARY EXHIBIT C Attachment Exhibit C City of Round Rock CIVIAR Cost Proposal Form MJ Project:Griffith Remodel and Paseo O Proposed Preconstruction Duration: 14 Months a Proposed Interim Construction:3 Months 0 Proposed Construction Duration: 16 Months W Proposed Final Completion Duration: I Month IL Proposers Company Name: Braun & Butler Construction, Inc. Proposers Company Address:300 Hazelwood St., Ste. 100 City,State,Zip Code: Leander,TX 78641 a C Phone Number: 512-837-2882 f Z Pre-Construction Services 14 A. Pre-Construction Services $ 24,800 Z Twenty Four Thousand Eight Hundred Dollars Written Y 9 L6 The intent of the Pre-Construction services phase is to work with the project's Owner and Designers to help deliver a satisfactory project that meets the Owner's objectives. In addition to estimating,the pre-construction team will participate in design decisions,evaluations,studies,value engineering,value analysis,scheduling, constructability reviews,and more. Design costs,permitting,land acquisition,and life-cycle costs may also be evaluated. In delivering pre-construction services,the Construction Manager will also be negotiating for project construction services and an agreed upon guaranteed maximum price{GMP}for the project. o Project estimates and variance reports r_ Provide construct abiIity reviews r, Establish bidders;list and pre-qualify u Risk reduction n Promote the protect and hold pre-bid U Budget escalation control and value conferences engineering L 10 Braun&Butler ee NtTavcTlON Braun-butler.com General Conditions b.l.Supervision& Management Proposed Cost s499,950 11L1 Written: Four Hundred Ninety Nine Thousand Nine Hundred Fif�t r Dollars The Construction Manager is responsible to always provide adequate management and supervision of the project and your proposal will be scored accordingly against the lowest cost of all proposals. A requirement of this proposal is for all costs associated to this responsibility to be included in Management Personnel Cost for this project. All supervisory and management personnel such as Project Managers,Superintendents,Field and Project Engineers,General Foremen,Quality Assurance,Safety,and any other home office and jobsitc support staff shall be included in your proposal. The owner will not entertain any additional costs for supervisory or management personnel required for the proper execution and oversight of the Work. In no case will the Construction Manager be allowed to add additional fees or require subcontractors or suppliers to include an additional fee for the Construction Manager in a bid package. O o Project Managers) c Quality Assurance Managm'Enginecr(s) o General Superintendcnt(s) c. Administrative Support o Assist.Superintendent(s) r. Qualified BIM personnel o Field Engincer(s) C Other(s)required for management O o Safety Engincer(s) w b.2.Temporary Facilities,Associated Equipment,and Supplies Proposed Cost $ 89,900 Written: Eighty Nine Thousand Nine Hundred Dollars tttlJ The Construction Manager shall provide necessary support for the safe and efficient construction of the project. a This should include provisions for site offices and storage facilities,all communications equipment,computers and printers,copiers,paper and office supplies,postage.Expenses for cars and pickup trucks should also be included. n Site Office and Storage Facilities .. Site Office Water and Water o Communications Equipment&Phones Distribution System c Computers&Printers c Copiers,Paper&Office Supplies c Information Technology Software& U. Postage&Shipping 04 Hardware c. First Aid Supplies o Management Software Services&Fees c. Vchicle(s) A"General Requirements"section will be included in the bid package for the Project containing items such as. Construction Trash,Temp Toilets,Project Signage,Dumpsters,Barricades,Fence,Cleaning,Erosion Control, um Hoisting,Lifting,Construction Equipment,and Utility Connections and Consumption for temporary and permanent utilities.General Requirement Items shall be inclusive to the cost of the"Work" b.3.Surety& Insurance(s) Lump Sum Cost $243,500 Written:Two Hundred Foot'-Three Thousand Five Hundred Dollars All surety and insurance costs should be based on the final project GMP amount. This should include the total cost for the Construction Manager's performance and payment bonds,liability insurance cost including wrap up and captive programs,and all other special insurance requirements noted in this RFP. n CM Performance&Payment Bonds o Liability Insurance Premiums o Builders Risk Insurance c Other Insurance Required by RF 1$3 Braun&Butler C.NWTXUr-.1V+ braun-butleccom ii► r r I �V 4. S j `M v 3 f1 .. I � 3 - ffi jj a W-W- vr5 w , TE f Client#: 821619 BRAUN& DATE(MM/DD/YYYY) ACORD,. CERTIFICATE OF LIABILITY INSURANCE 2/28/2023 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT:If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on this certificate does not confer any rights to the certificate holder in lieu of such endorsement(s). PRODUCER ACT NAME: Laura Gregory Byno Marsh 8r McLennan Agency LLCPHONE 972 770-1600 FAX No AIC No El): 221 West 6th St,Ste. 1400 E-MAIL ADDRESS: g g rY@ /aura. re o MarshMMA.com Austin,TX 78701 INSURER(S)AFFORDING COVERAGE NAIC# 512 453-0031 INSURER A:The Cincinnati Insurance Company 10677 INSURED INSURER B:Texas Mutual Insurance Company 22945 Braun 8r Butler Construction, Inc. INSURER C: Y Lloyds Syndicate 3624 555555 300 Hazelwood St.,Ste. 100 INSURER D Leander,TX 78641 INSURER E INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUB POLICY EFF POLICY EXP LTR INSR WVD POLICY NUMBER MMIDD/YYYY MMIDD LIMITS A X COMMERCIAL GENERAL LIABILITY EPP0225097 12/31/2022 12/31/2023 EACH OCCURRENCE $1,000,000 CLAIMS-MADE a OCCUR PREMISES EaoccTu ante s200000 X PD Ded:5,000 MED EXP(Any one person) $10,000 PERSONAL BADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 PRCT O- POLICY X JELOC PRODUCTS-COMP/OPAGG $2,000,000 OTHER: $ A AUTOMOBILE LIABILITY EPP0225097 12/31/2022 12131/202 S Ea a.iden1INGLE LIMIT $1,000,000 rx ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTYDAMAGE $ AUTOS ONLY Ix AUTOS ONLY paracciZ A X UMBRELLA LIAB X OCCUR EPP0225097 12/31/2022 12/3112023 EACH OCCURRENCE $5,000,000 EXCESS LIAR CLAIMS-MADE AGGREGATE s5,000,000 DED I X RETENTION$O $ B WORKERS COMPENSATION 0001262832 12/31/2022 12/31/202 X PER OTH- AND EMPLOYERS'LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE Y/N E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? N N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 C Professional ANE192680321 12/3112022 12/3112023 $1,000,000 Pollution/Mold ANE192680321 12/3112022 12131/2023 $1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Insurer A-Cincinnati Insurance Company Policy Number-EPP0225097 Effective-12/21/2022 Expiration Date 12/3112023 Contractors Limited Pollution Liability $1,000,000 Each Pollution Incident Limit (See Attached Descriptions) CERTIFICATE HOLDER CANCELLATION Cit of Round Rock Texas SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Y THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 221 East Main Street ACCORDANCE WITH THE POLICY PROVISIONS. Round Rock,TX 78664 AUTHORIZED REPRESENTATIVE ,?& 0 ©1988-2015 ACORD CORPORATION.All rights reserved. ACORD 25(2016/03) 1 of 2 The ACORD name and logo are registered marks of ACORD #S12464424IM12309078 SSTXF DESCRIPTIONS (Continued from Page 1) $2,000,000 Pollution Liability Aggregate Limit $3,000 Deductible Forms and Endorsements Schedule: General Liability: Contractors'Commercial General Liability Broadened Endorsement#GA233 09 17 Commercial General Liability Coverage Form#GA101TX0910 Cancellation or NonRenewal by Us Notification to Designated Entity#IA4087 0917 Contractors Additional Insured-Automatic Status and Automatic Waiver of Subrogation When Required In Written Contract,Agreement,Permit or Authorization.#GA 472 0918 Automobile: Business Auto XC+(Expanded Coverage plus)#AA288 0116 Workers Compensation: Texas Waiver of Our Right to Recover from Others#WC42030413 Texas Notice of Material Change Endorsement#WC420601 Project: Griffith Remodel and Paseo Project Certificate holder includes: City of Round Rock,Texas The General Liability policy includes a blanket additional insured endorsement to the certificate holder only when there is a written contract between the named insured and the certificate holder that requires such status. SAGITTA 25.3(2016103) 2 of 2 #Sl24644241M12309078 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CONTRACTORS ADDITIONAL INSURED - AUTOMATIC STATUS AND AUTOMATIC WAIVER OF SUBROGATION WHEN REQUIRED IN WRITTEN CONTRACT, AGREEMENT, PERMIT OR AUTHORIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Additional Insured - Owners, Lessees Or cluded in the "products-completed Contractors - Automatic Status For Other operations hazard", but only if: Parties When Required In Written Contract Or Agreement With You (1) The Coverage Part to which this endorsement is attached pro- 1. Section II - Who Is An Insured is vides coverage for"bodily injury" amended to include as an additional in- or "property damage" included sured any person or organization you within the "products-completed have agreed in writing in a contract or operations hazard'; and agreement to add as an additional in- sured on this Coverage Part. Such per- (2) The written contract written son(s) or organization(s) is an additional agreement requires youu pro- insured only with respect to liability for: vide additional insured coverage included within the "products- a. "Bodily injury', "property damage" or completed operations hazard" "personal and advertising injury" for that person or organization. caused, in whole or in part, by the performance of your ongoing opera- If the written contract or written agreement requires you to provide tions by you or on your behalf, under that written contract or written additional insured coverage included agreement. Ongoing operations does within the "products-completed oper- not apply to 'bodily injury"or"proper- ations hazard" for a specified length ty damage"occurring after: of time for that person or organiza- tion, the "bodily injury" or "property (1) All work, including materials, damage" must occur prior to the ex- parts or equipment furnished in piration of that period of time in order connection with such work, on for this insurance to apply. the project (other than service, maintenance or repairs) to be If the written contract or written performed by or on behalf of the agreement requires you to provide additional insured(s) at the lova- additional insured coverage for a tion ithe covered operations person or organization per only ISO has been completed; or additional insured endorsement form number CG 20 10, without specifying (2) That portion of"your work"out of an edition date, and without specifi- which the injury or damage aris- cally requiring additional insured es has been put to its intended coverage included within the "prod- use by any person or organiza- ucts-completed operations hazard", tion other than another contrac- this Paragraph b. does not apply to for or subcontractor engaged in that person or organization. performing operations for a prin- cipal as a part of the same pro- 2. If the written contract or written agree- ject; and ment described in Paragraph 1. above specifically requires you to provide addi- b. "Bodily injury' or "property damage" tional insured coverage to that person or caused, in whole or in part, by 'your organization: work" performed under that written contract or written agreement and in a. Arising out of your ongoing opera- tions or arising out of"your work"; or Includes copyrighted material of Insurance GA 472 0918 Services Office, Inc., with its permission. Page 1 of 3 b. By way of an edition of an ISO addi- 2. With respect to the insurance afforded to tional insured endorsement that in- the additional insureds described in Para- cludes arising out of your ongoing graph B.1., the following additional exclu- operations or arising out of 'your sions apply: work"; This insurance does not apply to: then the phrase caused, in whole or in part, by in Paragraph A.1.a. and/or Para- a. "Bodily injury', "property damage" or graph A.1.b. above, whichever applies, is "personal and advertising injury"aris- replaced by the phrase arising out of. ing out of operations performed for the federal government, state or mu- 3. With respect to the insurance afforded to nicipality; or the additional insureds described in Para- graph A.1., the following additional exclu- b. "Bodily injury' or "property damage" sion applies: included within the "products- completed operations hazard." This insurance does not apply to "bodily injury', "property damage" or "personal C. The insurance afforded to additional insureds and advertising injury" arising out of the described in Paragraphs A.and B.: rendering of, or the failure to render, any 1. Only applies to the extent permitted by professional architectural, engineering or law; and surveying services, including: 2. Will not be broader than that which you a. The preparing, approving or failing to are required by the written contract, writ- prepare or approve, maps, shop ten agreement, written permit or written drawings, opinions, reports, surveys, authorization to provide for such addition- field orders, change orders or draw- al insured; and ings and specifications; or bSupervisory, 3. Does not apply to any person, organiza- . Su p ry, inspection, architectural tion, state, governmental agency or sub- or engineering activities. division or political subdivision specifically This exclusion applies even if the claims named as an additional insured for the against any insured allege negligence or same project in the schedule of an en- other wrongdoing in the supervision, hir- dorsement added to this Coverage Part. ing, employment,training or monitoring of D. With respect to the insurance afforded to the others by that insured, if the "occurrence" additional insureds described in Paragraphs which caused the "bodily injury" or "prop- A.and B.,the following is added to Section III erty damage", or the offense which -Limits Of Insurance: caused the"personal and advertising inju- ry", involved the rendering of, or the fail- The most we will pay on behalf of the addi- ure to render, any professional architec- tional insured is the amount of insurance: tural, engineering or surveying services. 1. Required by the written contract, written 4. This Paragraph A. does not apply to addi- agreement, written permit or written au- tional insureds described in Paragraph B. thorization described in Paragraphs A. B. Additional Insured -State Or Governmental and B.; or Agency Or Subdivision Or Political Subdi- 2. Available under the applicable Limits of vision - Automatic Status When Required Insurance shown in the Declarations; In Written Permits Or Authorizations whichever is less. 1. Section II - Who Is An Insured is amended to include as an additional in- This endorsement shall not increase the appli- sured any state or governmental agency cable Limits of Insurance shown in the Decla- or subdivision or political subdivision you rations. have agreed in writing in a contract, E. Section IV - Commercial General Liability agreement, permit or authorization to add Conditions is amended to add the following: as an additional insured on this Coverage Part. Such state or governmental agency Automatic Additional Insured Provision or subdivision or political subdivision is an additional insured only with respect to op- This insurance applies only if the "bodily inju- erations performed by you or on your be- ry" or "property damage" occurs, or the "per- half for which the state or governmental sonal and advertising injury' offense is com- agency or subdivision or political subdivi- mitted: sion issued, in writing, a contract, agree- 1. During the policy period; and ment, permit or authorization. Includes copyrighted material of Insurance GA 472 0918 Services Office, Inc., with its permission. Page 2 of 3 2. Subsequent to your execution of the writ- As used in this endorsement, wrap-up insur- ten contract or written agreement, or the ance means any insurance provided by a con- issuance of a written permit or written au- solidated (wrap-up) insurance program. thorization, described in Paragraphs A. and B. Primary And Noncontributory Insurance When Required By Written Contract, F. Except when G.below applies, the following is Agreement, Permit Or Authorization added to Section IV - Commercial General Liability Conditions, 5. Other Insurance, Except when wrap-up insurance applies to the and supersedes any provision to the contrary: claim or "suit' on behalf of the additional in- sured, this insurance is primary to and will not When Other Additional Insured Coverage seek contribution from any other insurance Applies On An Excess Basis available to the additional insured described in Paragraphs A.and B.provided that: This insurance is primary to other insurance available to the additional insured described in 1. The additional insured is a Named In- Paragraphs A.and B.except: sured under such other insurance; and 1. As otherwise provided in Section IV - 2. You have agreed in writing in a contract, Commercial General Liability Condi- agreement, permit or authorization de- tions, 5.Other Insurance, b. Excess In- scribed in Paragraph A. or B.that this in- surance; or surance would be primary and would not seek contribution from any other insur- 2. For any other valid and collectible insur- ance available to the additional insured. ance available to the additional insured as an additional insured by attachment of an As used in this endorsement, wrap-up insur- endorsement to another insurance policy ance means any insurance provided by a con- that is written on an excess basis. In such solidated (wrap-up) insurance program. case, this insurance is also excess. H. Section IV - Commercial General Liability G. The following is added to Section IV - Com- Conditions, 9. Transfer Of Rights Of Re- mercial General Liability Conditions, 5. covery Against Others To Us is amended by Other Insurance, and supersedes any provi- the addition of the following: sion to the contrary: We waive any right of recovery we may have Primary Insurance When Required By Writ- against any additional insured under this en- ten Contract, Agreement, Permit Or Au- dorsement against whom you have agreed to thorization waive such right of recovery in a written con- tract, written agreement, written permit or writ- Except when wrap-up insurance applies to the ten authorization because of payments we claim or "suit' on behalf of the additional in- make for injury or damage arising out of your sured, this insurance is primary to any other ongoing operations or'your work" done under insurance available to the additional insured a written contract, written agreement, written described in Paragraphs A. and B. provided permit or written authorization. However, our that: rights may only be waived prior to the "occur- 1. The additional insured is a Named In- rence" giving rise to the injury or damage for sured under such other insurance; and which we make payment under this Coverage Part. The insured must do nothing after a loss 2. You have agreed in writing in a contract, to impair our rights.At our request,the insured agreement, permit or authorization de- will bring "suit" or transfer those rights to us scribed in Paragraph A- or B.that this in- and help us enforce those rights. surance would be primary to any other in- surance available to the additional in- sured. Includes copyrighted material of Insurance GA 472 0918 Services Office, Inc., with its permission. Page 3 of 3 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. TEXAS - CONTRACTORS' COMMERCIAL GENERAL LIABILITY BROADENED ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Endorsement-Table of Contents: Coverage: Begins on Page: 1. Employee Benefit Liability Coverage.......................................................................................3 2. Unintentional Failure to Disclose Hazards..................................••••........................................9 3. Damage to Premises Rented to You...................................................................................... .9 4. Supplementary Payments...................................................................................................... 10 5. Medical Payments...................................................................................................................10 6. 180 Day Coverage for Newly Formed or Acquired organizations ..................................... 10 7. Waiver of Subrogation............................................................................................................ 11 8. Automatic Additional Insured -Specified Relationships: .................................................. 11 • Managers or Lessors of Premises; • Lessor of Leased Equipment; • Vendors; • State or Governmental Agency or Subdivision or Political Subdivision - Permits or Authorizations Relating to Premises; and • Mortgagee,Assignee or Receiver 9. Property Damage to Borrowed Equipment.......................................................................... 14 10. Employees as Insureds -Specified Health Care Services and Good Samaritan Services...................................................................................................................................15 11. Broadened Notice of Occurrence.......................................................................................... 15 12. Nonowned Aircraft..................................................................................................................15 13. Bodily Injury Redefined..........................................................................................................15 14. Expected or Intended Injury Redefined...............................••••.....•••• 15 15. Former Employees as Insureds............................................................................................15 16. Voluntary Property Damage Coverage and Care, Custody or Control Liability Coverage..................................................................................................................................16 17. Broadened Contractual Liability-Work Within 50' of Railroad Property.........................17 18. Alienated Premises................................................................................................................. 17 B. Limits of Insurance: The Commercial General Liability Limits of Insurance apply to the insurance provided by this endorse- ment, except as provided below: 1. Employee Benefit Liability Coverage Each Employee Limit: $1,000,000 Aggregate Limit: $3,000,000 Deductible Amount: $ 1,000 3. Damage to Premises Rented to You The lesser of: a. The Each Occurrence Limit shown in the Declarations; or b. $500,000 unless otherwise stated$ 4. Supplementary Payments a. Bail Bonds: $2,500 Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 1 of 17 b. Loss of Earnings: $ 500 5. Medical Payments Medical Expense Limit: $ 10,000 9. Property Damage to Borrowed Equipment Each Occurrence Limit: $10,000 Deductible Amount: $ 250 16. Voluntary Property Damage Coverage (Coverage a.) And Care, Custody or Control Liability Coverage(Coverage b.) Limits of Insurance Coverage a. $1,000 Each Occurrence $5,000 Aggregate Coverage b.$5,000 Each Occurrence unless otherwise stated $ Deductible Amount(Each Occurrence) Coverage a.$250 Coverage b.$250 unless otherwise stated $ COVERAGE PREMIUM BASIS RATE ADVANCE PREMIUM (a) Area (For Limits in Excess of (For Limits in Excess of (b) Payroll $5,000) $5,000) (c) Gross Sales (d) Units e Other b. Care, Custody or $ Control TOTAL ANNUAL PREMIUM $ Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 2 of 17 C. Coverages this endorsement pro- vided you did not have 1. Employee Benefit Liability Coverage knowledge of a claim or a. The following is added to Section I - "suit" on or before the Coverages: "first effective date" of this endorsement. Employee Benefit Liability Cover- You will be deemed to age have knowledge of a (1) Insuring Agreement claim or"suit'when any "authorized representa- (a) We will pay those sums that tive"; the insured becomes legally obligated to pay as damag- a) Reports all, or any es caused by any act, error part, of the act, er- or omission of the insured, ror or omission to or of any other person for us or any other in- whose acts the insured is surer; legally liable, to which this insurance applies. We will b) Receives a written have the right and duty to or or verbal demand defend the insured against daim for dam- defend any "suit" seeking those ages because of damages. However, we will the act, error or have no duty to defend omission. against any "suit" seeking (2) Exclusions damages to which this in- surance does not apply. We This insurance does not apply to: may, at our discretion, in- vestigate any report of an (a) Bodily Injury, Property act, error or omission and Damage or Personal and settle any claim or suit' that Advertising Injury may result. But: "Bodily injury", "property "personal and or "p 1) The amount we will pay damage" „ for damages is limited advertising injury . as described in Section (b) Dishonest, Fraudulent, III - Limits of Insur- Criminal or Malicious Act ance; and Damages arising out of any 2) Our right and duty to intentional, dishonest, defend ends when we fraudulent, criminal or mali- have used up the appli- cious act, error or omission, cable limit of insurance committed by any insured, in the payment of judg- including the willful or reck- ments or settlements. less violation of any statute. No other obligation or liabil- (c) Failure to Perform a Con- ity to pay sums or perform tract acts or services is covered unless explicitly provided for Damages arising out of fail- under Supplementary ure of performance of con- Payments. tract by any insurer. (b) This insurance applies to (d) Insufficiency of Funds damages only if the act, er- ror or omission, is negligent- Damages arising out of an ly committed in the 'admin- insufficiency of funds to istration” of your "employee meet any obligations under included program"; and any plan inuded in the "employee benefit program". 1) Occurs during the policy period; or 2) Occurred prior to the "first effective date" of Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 3 of 17 (e) Inadequacy of Perfor- (j) Employment-Related Prac- mance of Invest- tices ment/Advice Given With Respect to Participation Any liability arising out of any: Any claim based upon: (1) Refusal to employ; 1) Failure of any invest- ment to perform; (2) Termination of employ- ment 2) Errors in providing in- f (3) Coercion, demotion, formation on past per- formance of investment evaluation, reassign- vehicles; or ment, discipline, defa- mation, harassment, 3) Advice given to any humiliation, discrimina- person with respect to tion or other employ- that person's decision to ment- related practices, participate or not to par- acts or omissions;or ticipate in any plan in- cluded in the "employee (4) Consequential liability benefit program". (3 a result of (1), (2) or (3)above. (f) Workers' Compensation and Similar Laws This exclusion applies whether the insured may be Any claim arising out of your held liable as an employer failure to comply with the or in any other capacity and mandatory provisions of any to any obligation to share workers' compensation, un- damages with or repay employment compensation someone else who must pay insurance, social security or damages because of the in- disability benefits law or any jury- similar law. (3) Supplementary Payments (g) ERISA Section I - Coverages, Sup- Damages for which any in- plementary Payments - Cover- sured is liable because of li- ages A and B also apply to this ability imposed on a fiduci- Coverage. ary by the Employee Re- b. Who Is An Insured tirement Income Security Act of 1974, as now or As respects Employee Benefit Lia- hereafter amended, or by bility Coverage, Section 11 -Who is any similar federal, state or an Insured is replaced by the follow- local laws. i ng: (h) Available Benefits (1) If you are designated in the Dec- Any claim for benefits to the larations as: extent that such benefits are (a) An individual, you and your available, with reasonable spouse are insureds, but on- effort and cooperation of the ly with respect to the con- insured, from the applicable duct of a business of which funds accrued or other col- you are the sole owner. lectible insurance. (b) A partnership or joint ven- (i) Taxes,Fines or Penalties ture, you are an insured. Taxes, fines or penalties, in- Your members, your part- cluding those imposed un- ners, and their spouses are der the Internal Revenue also insureds but only with Code or any similar state or respect to the conduct of local law. your business. (c) A limited liability company, you are an insured. Your Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 4 of 17 members are also insureds, the end of the policy period, but only with respect to the whichever is earlier; and conduct of your business. Your managers are in- (b) Does not apply to any act, sureds, but only with respect error or omission that was to their duties as your man- committed before you ac- agers. quired or formed the organi- zation. (d) An organization other than a partnership, joint venture or c. Limits of Insurance limited liability company, you As respects Employee Benefit Lia- are an insured.Your"execu- bility Coverage, Section III - Limits tive officers" and directors of Insurance is replaced by the fol- are insureds, but only with lowing: respect to their duties as your officers or directors. (1) The Limits of Insurance shown in Your stocldholders are also Section B. Limits of Insurance, insureds, but only with re- 1. Employee Benefit Liability spect to their liability as Coverage and the rules below fix stockholders. the most we will pay regardless of the number of: (e) A trust, you are an insured. Your trustees are also in- (a) Insureds; sureds, but only with respect to their duties as trustees. (b) Claims made or "suits" brought; (2) Each of the following is also an insured: (c) Persons or organizations making claims or bringing (a) Each of your "employees" "suits"; who is or was authorized to administer your employee ( )d Acts, errors or omissions; or benefit program'; (e) Benefits included in your (b) Any persons, organizations "employee benefit program". or"employees" having prop- (2) The Aggregate Limit shown in er temporary authorization Section B. Limits of Insurance, to administer your "employ- 1. Employee Benefit Liability ee benefit program" if you Coverage of this endorsement is die, but only until your legal the most we will pay for all dam- representative is appointed; ages because of acts, errors or or omissions negligently committed (c) Your legal representative if in the "administration" of your you die, but only with "employee benefit program". re- spect to duties as such. That (3) Subject to the limit described in representative will have all (2) above, the Each Employee your rights and duties under Limit shown in Section B. Limits this Coverage Part. of Insurance, 1. Employee (3) Any organization you newly ac- Benefit Liability Coverage of quire or form, other than a part- this endorsement is the most we nership, joint venture or limited will pay for all damages sus- liability company, and over which tained by any one "employee", you maintain ownership or major- including damages sustained by ity interest, will qualify as a such "employee's" dependents Named Insured if no other similar and beneficiaries,as a result of: insurance applies to that organi- (a) An act, error or omission; or zation. However, coverage under this provision: (b) A series of related acts, er- rors or omissions, regard- (a) Is afforded only until the less of the amount of time 180th day after you acquire that lapses between such or form the organization or acts, errors or omissions; Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 5 of 17 negligently committed in the d. Additional Conditions "administration" of your"employ ee benefit program". As respects Employee Benefit Lia- bility Coverage, Section IV - Com- However, the amount paid under mercial General Liability Condi- this endorsement shall not ex- tions is amended as follows: ceed, and will be subject to the limits and restrictions that apply (1) Item 2. Duties in the Event of to the payment of benefits in any Occurrence, Offense, Claim or plan included in the "employee Suit is replaced by the folbwing: benefit program" 2. Duties in the Event of An (4) Deductible Amount Act, Error or Omission, or Claim or Suit (a) Our obligation to pay dam- aa. You must see to it that ages on behalf of the in- sured applies only to the we are notified as soon amount of damages in ex- practicable o an act, error cess of the Deductible error or omission which Amount stated in the Deda- may result in a claim. rations as applicable to To the extent possible, Each Employee. The limits notice should include: of insurance shall not be re- (1) What the act, error duced by the amount of this or omission was deductible. and when it oc- (b) The Deductible Amount curred; and stated in the Declarations (2) The names and applies to all damages sus- addresses of any- tained by any one "employ- one who may suf- ee", including such "employ- fer damages as a eds" dependents and bene- result of the act, fidaries, because of all acts, error or omission. errors or omissions to which this insurance applies. b. If a claim is made or "suit" is brought against (c) The terms of this insurance, any insured, you must: including those with respect to: (1) Immediately record 1 Our right and duty to the specifics of the 9 Y claim or "suit" and defend the insured the date received; against any "suits" and seeking those damag- es; and (2) Notify us as soon 2) Your duties, and the du- as practicable. ties of any other in- You must see to it that volved insured, in the we receive written no- event of an act, error or tice of the daim or"suit" omission,or claim; as soon as practicable. apply irrespective of the ap- c. You and any other in- plication of the Deductible volved insured must: Amount. (1) Immediately send (d) We may pay any part or all us copies of any of the Deductible Amount to demands, notices, effect settlement of any summonses or le- claim or"suit' and, upon no- gal papers re- tification of the action taken, ceived in connec- you shall promptly reim- tion with the claim burse us for such part of the or"suit; Deductible Amount as we have paid. Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 6 of 17 (2) Authorize us to ob- contributes equal tain records and amounts until it has other information; paid its applicable limit of insurance or none of (3) Cooperate with us the loss remains, in the investigation whichever comes first. or settlement of the claim or defense If any of the other in- against the "suit''; surance does not permit and contribution by equal shares, we will contrib- (4) Assist us, upon our ute by limits. Under this request, in the en- method, each insurer's forcement of any share is based on the right against any ratio of its applicable person or organi- limit of insurance to the zation which may total applicable limits of be liable to the in- insurance of all insur- sured because of ers. an act, error or omission to which c. Excess Insurance this insurance may also apply. This insurance is ex- cess over any of the d. No insured will, except other insurance, wheth- at that insured's own er primary, excess, con- cost, voluntarily make a tingent or on any other payment, assume any basis that is insurance obligation, or incur any purchased by you to expense without our coverage damages for consent. acts, errors or omis- sions that occurred prior (2) Item 5. Other Insurance is re- to the "first effective placed by the following: date". 5. Other Insurance e. Additional Definitions If other valid and collectible As respects Employee Benefit Lia- insurance is available to the bility Coverage, Section V - Defini- insured for a loss we cover tions is amended as follows: under this Coverage Part, our obligations are limited as (1) The following definitions are follows: added: a. Primary Insurance 1. "Administration"means: This insurance is prima- a. Providing information to ry except when c. below "employees", including applies. If this insurance their dependents and is primary, our obliga- beneficiaries, with re- tions are not affected spect to eligibility for or unless any of the other scope of "employee insurance is also prima- benefit programs'; ry. Then, we will share with all that other insur- b. Interpreting the ""m- ance by the method de- ploys" benefit pro- scribed in b. below. grams' b. Method of Sharing c. Handling records in connection with the If all of the other insur- "employee benefit pro- ance permits contribu- grams'; or tion by equal shares, we will follow this meth- d. Effecting, continuing or terminating any "em- od also. Under this ap- proach each insurer ployees'participation in Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 7 of 17 any benefit included in c. Unemployment insur- the "employee benefit ance, social security program". benefits, workers' com- pensation and disability However, "administration" benefits; and does not include: deduc- d. Vacation plans, includ- a. Handling payroll ing buy and sell pro- tions; or grams; leave of ab- b. The failure to effect or sense programs, includ- maintain any insurance ing military, maternity, or adequate limits of family, and civil leave; coverage of insurance, tuition assistance plans; including but not limited transportation and to unemployment insur- health club subsidies. ance, social security 4, "First effective date" means benefits, workers' com- the date upon which cover- pensation and disability age was first effected in a benefits. series of uninterrupted re- 2. "Cafeteria plans" means newals of insurance cover- plans authorized by applica- age. ble law to allow"employees" (2) The following definitions are de- to elect to pay for certain leted in their entirety and re- benefits with pre-tax dollars. placed by the following: 3. "Employee benefit pro- 8. "Employee"means a person grams" means a program actively employed, formerly providing some of all of the employed, on leave of ab- following benefits to "em- sence or disabled, or retired. ployees", whether provided "Employee" includes a through a "cafeteria plan" or 'leased worker". "Employee" otherwise: does not include a "tempo- a. Group life insurance; rary worker". group accident or health 21. "Suit"means a civil proceed- insurance; dental, vision ing in which money damag- and hearing plans; and es because of an act, error flexible spending ac- or omission to which this in- counts; provided that no surance applies are alleged. one other than an "em- "Suit"includes: ployee" may subscribe to such benefits and a. An arbitration proceed- such benefits are made ing in which such dam- generally available to ages are claimed and to those "employees" who which the insured must satisfy the plan's eligibil- submit or does submit ity requirements; with our consent; b. Profit sharing plans, b. Any other alternative employee savings dispute resolution pro- plans, employee stock ceeding in which such ownership plans, pen- damages are claimed sion plans and stock and to which the in- subscription plans, pro- sured submits with our vided that no one other consent;or than an "employee" may subscribe to such c. An appeal of a civil pro- benefits and such bene- seeding. fits are made generally available to all "employ- ees" who are eligible under the plan for such benefits; Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 8 of 17 2. Unintentional Failure to Disclose Haz- 2) Rust or other cor- ards rosion, decay, de- Section IV-Commercial General Liabil- or laation, hidden or latent defect or ity Conditions, 7. Representations is any quality in amended by the addition of the following: property that caus- Based on our dependence upon your rep- es it to damage or resentations as to existing hazards, if un- destroy itself; intentionally you should fail to disclose all 3) Smog; such hazards at the inception date of your policy, we will not reject coverage under 4) Mechanical break- this Coverage Part based solely on such down, including failure. rupture or bursting a to Premises Rented to You caused e; centrif- 3. Damage ugal force; a. The last Paragraph of 2. Exclusions 5) Settling, cracking, under Section I -Coverage A-Bod- shrinking or ex- ily Injury and Property Damage Li- pansion; ability is replaced by the following: Exclusions c.through do not I 6) Nesting or char e 9 q• apply tion, or discharge to "property damage" by fire, explo- or release of waste sion, lightning, smoke or soot to products or secre- premises while rented to you or tem- tions, by insects, porarily occupied by you with permis- birds, rodents or sion of the owner, for which the other animals; or amount we will pay is limited to the Damage to Premises Rented to 7) Presence, growth, You Limit as described in Section III proliferation, -Limits of Insurance. spread or any ac- tivity of fungus, in- b. The insurance provided under Sec- cluding mold or tion I - Coverage A - Bodily Injury mildew, and any and Property Damage Liability ap- mycotoxins, plies to"property damage"arising out spores, scents or of water damage to premises that are byproducts pro- both rented to and occupied by you. duced or released (1) As respects Water Damage Le- by fungi. gal Liability, as provided in Para- (b) "Property damage" caused graph 3.b.above: directly or indirectly by any The exclusions under Section I - of the following: Coverage A -Bodily Injury and (i) Earthquake, volcanic Property Damage Liability, 2. eruption, landslide or Exclusions, other than i. War any other earth move- and the Nuclear Energy Liabil- ment; ity Exclusion (Broad Form), are deleted and the following are (ii) Water that backs up or added: overflows or is other- wise discharged from a This insurance does not apply to: sewer, drain, sump, (a) "Property damage": sump pump or related equipment; (i) Assumed in any con- tract or agreement or (ii) Water under the ground surface pressing on, or (ii) Caused by or resulting flowing or seeping from any of the follow- through: ing: 1) Foundations, walls, 1) Wear and tear; floors or paved surfaces; Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 9 of 17 2) Basements, you with permission of whether paved or the owner; not; or b. In the case of damage 3) Doors, windows or by fire, explosion, light- other openings. ning, smoke or soot, (c) "Property damage" caused while rented to you; or by or resulting from water c. In the case of damage that leaks or flows from by water, while rented plumbing, heating, air condi- to and occupied by you. tioning, fire protection sys- tems, or other equipment, (2) The most we will pay is limited as caused by or resulting from described in Section B. Limits of Prem- freezing, unless: Insurance, 3. Damage to Prem- ises Rented to You of this en- (i) You did your best to dorsement. maintain heat in the building or structure; or 4. Supplementary Payments (ii) You drained the equip- Under Section I - Supplementary Pay- ment and shut off the ments-Coverages A and B: water supply if the heat a. Paragraph 2. is replaced by the fol- was not maintained. lowing: (d) "Property damage"to: Up to the limit shown in Section B. (i) Plumbing, heating, air Limits of Insurance, 4.a. Bail Bonds conditioning, fire protec- of this endorsement for cost of bail tion systems, or other bonds required because of accidents equipment or applianc- or traffic law violations arising out of es; or the use of any vehicle to which the Bodily Injury Liability Coverage ap- (ii) The interior of any plies.We do not have to furnish these building or structure, or bonds. to personal property in the building or structure, b. Paragraph 4. is replaced by the fol- caused by or resulting lowing: from rain, snow, sleet or All reasonable expenses incurred by ice, whether driven by the insured at our request to assist us wind or not. in the investigation or defense of the c. Limit of Insurance claim or"suit", including actual loss of earnings up to the limit shown in Sec- With respect to the insurance afford- tion B. Limits of Insurance, 4.b. ed in Paragraphs 3.a. and 3.b.above, Loss Of Earnings of this endorsement the Damage to Premises Rented to per day because of time off from You Limit as shown in the Declara- work. tions is amended as follows: 5. Medical Payments (1) Paragraph 6. of Section III - Limits of Insurance is replaced The Medical Expense Limit of Any One by the following: Person as stated in the Declarations is amended to the limit shown in Section B. 6. Subject to Paragraph 5. Limits of Insurance, 5. Medical Pay- above, the Damage to ments of this endorsement. Premises Rented to You Limit is the most we will pay 6. 180 Day Coverage for Newly Formed or under Coverage A - Bodily Acquired Organizations Injury and Property Dam- Section 11 - Who is an Insured is age Liability for damages amended as follows: because of "property dam- age"to any one premises: Subparagraph a. of Paragraph 3. is re- a. While rented to you, or placed by the following: temporarily occupied by Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 10 of 17 a. Insurance under this provision is af- ance, but only with respect forded only until the 180th day after to liability arising out of the you acquire or form the organization ownership, maintenance or or the end of the policy period, use of that part of the prem- whichever is earlier; ises leased to you, subject to the following additional 7. Waiver of Subrogation exclusions: Section IV-Commercial General Liabil- This insurance does not ap- ity Conditions, 9. Transfer of Rights of ply to: Recovery Against Others to us is amended by the addition of the following: (i) Any "occurrence" which takes place after you We waive any right of recovery we may cease to be a tenant in have against any person or organization that premises; against whom you have agreed to waive such right of recovery in a written contract (iQ Structural alterations, or agreement because of payments we new construction or make for injury or damage arising out of demolition operations your ongoing operations or 'your work" performed by or on be- done under a written contract or agree- half of such additional ment with that person or organization and insured. included in the "products-completed oper- ations hazard". However, our rights may (b) Lessor of Leased Equip- only be waived prior to the "occurrence" ment giving rise to the injury or damage for Any person or organization which we make payment under this Cov- from whom you lease erage Part. The insured must do nothing equipment when you and after a loss to impair our rights. At our re- such person(s) or organiza- quest,the insured will bring "suit"or trans- tion(s) have agreed per Par- fer those rights to us and help us enforce agraph 8.a.(1) of this en- those rights. dorsement to provide insur- 8. Automatic Additional Insured - Speci- ance. Such person(s) or or- fied Relationships ganization(s) are insureds only with respect to liability a. The following is added to Section II - for "bodily injury', "property Who is an Insured: damage" or "personal and advertising injury"caused, in (1) Any person(s) or organization(s) whole or in part, by your described in Paragraph 8.a.(2) of maintenance, operation or this endorsement (hereinafter re- use of equipment leased to ferred to as additional insured) you by such person(s) or or- whom you are required to add as ganization(s). A person's or an additional insured under this organization's status as an Coverage Part by reason of a additional insured under this written contract, written agree- endorsement ends when ment, written permit or written their contract or agreement authorization. with you for such leased (2) Only the following persons or or- equipment ends. However, ganizations are additional in- this insurance does not ap- sureds under this endorsement, ply to any 'occurrence" and insurance coverage provided which takes place after the to such additional insureds is lim- equipment lease expires. ited as provided herein: (c) Vendors (a) Managers or Lessors of Any person or organization Premises (referred to below as ven- The manager or lessor of a dor) with whom you have premises leased to you with agreed per Paragraph whom you have agreed per 8.a.(1) of this endorsement Paragraph 8.a.(1) of this en- to provide insurance, but en- dorsement to provide insur- ly with respect to 'bodily in- jury" or "property damage" Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 11 of 17 arising out of'your products" or sale of the which are distributed or sold products; in the regular course of the vendor's business, subject 6) Demonstration,stall ng r to the following additional repair servicing exclusions: or repair opera- tions, except such (i) The insurance afforded operations per- the vendor does not formed at the ven- apply to: dor's premises in connection with the 1) "Bodily injury' or sale of the product; "property damage" for which the ven- 7) Products which, af- dor is obligated to ter distribution or pay damages by sale by you, have reason of the as- been labeled or re- sumption of liability labeled or used as in a contract or a container, part or agreement. This ingredient of any exclusion does not other thing or sub- apply to liability for stance by or for the damages that the vendor; or vendor would have in the absence of 8) "Bodily injury' or the contract or "property damage" agreement; arising out of the sole negligence of 2) Any express war- the vendor for its ranty unauthorized own acts or omis- by you; sions or those of its employees or 3) Any physical or anyone else acting chemical change in on its behalf. How- the product made ever, this exclusion intentionally by the does not apply to: vendor; a) The excep- 4) Repackaging, ex- tions contained cept when un- in Paragraphs packed solely for (c) (i) 4) or 6) the purpose of in- of this en- spection, demon- dorsement; or stration, testing, or the substitution of b) Such inspec- parts under in- tions, aclust- structions from the ments, tests or manufacturer, and servicing as then repackaged in the vendor has the original con- agreed to tainer; make or nor- mally under- 5) Any failure to make takes to make such inspections, in the usual adjustments, tests course of or servicing as the business, in vendor has agreed connection to make or normal- with the distri- ly undertakes to bution or sale make in the usual of the prod- course of busi- ucts. ness, in connection with the distribution Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 12 of 17 (ii) This insurance does not (ii) The ownership, mainte- apply to any insured nance or use of any el- person or organization: evators covered by this insurance. 1) From whom you have acquired (e) Mortgagee, Assignee or such products, or Receiver any ingredient, part or container, enter- Any person or organization ing into, accompa- with whom you have agreed Hying or containing per Paragraph 8.a.(1) of this such products; or endorsement to provide in- surance, but only with re- 2) When liability in- spect to their liability as cluded within the mortgagee, assignee, or re- "products- ceiver and arising out of the completed opera- ownership, maintenance, or tions hazard" has use of the premises by you. been excluded un- However, this insurance der this Coverage does not apply to structural Part with respect to alterations, new construction such products. and demolition operations performed by or for that per- (d) State or Governmental son or organization. Agency or Subdivision or Political Subdivision - (3) The insurance afforded to addi- Permits or Authorizations tional insureds described in Par- Relating to Premises agraph 8.a.(1) of this endorse- ment: Any state or governmental agency or subdivision or po- (a) Only applies to the extent litical subdivision with which permitted by law; and you have agreed per Para- 8.a.(1) of this en- (b) Will not be broader than that graph in en- which you are required by dorsement 8.a (1 provide ante, subject to the follow- the written contract, written ing additional provision: agreement, written permit or written authorization to pro- This insurance applies only vide for such additional in- with respect to the following sured; and hazards for which the state (c) Does not apply to any per- or governmental agency or son, organization, vendor, subdivision or political sub- division has issued a permit state, governmental agency or authorization in connec- or subdivision or political tion with premises you own, subdivision, specifically rent or control and to which named as an additional in- this insurance applies: sured under any other provi- sion of, or endorsement (i) The existence, mainte- added to, this Coverage nanoe, repair, construc- Part, provided such other tion, erection or removal provision or endorsement of advertising signs, covers the injury or damage awnings, canopies, cel- for which this insurance ap- lar entrances, coal plies• holes, driveways, man- holes, marquees, hoist b. With respect to the insurance afford- away openings, side- ed to the additional insureds de- walk vaults, street ban- scribed in Paragraph 8.a.(1) of this vers or decorations and endorsement, the following is added similar exposures; or to Section III-Limits of Insurance: (ii) The construction, erec- The most we will pay on behalf of the tion or removal of eleva- additional insured is the amount of in- tors; or surance: Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 13 of 17 (1) Required by the written contract, 9. Property Damage to Borrowed Equip- written agreement, written permit ment or written authorization described inParagraph 8.a.(1) of this en- a. The following is added to Exclusion in Paragraph or 2.j. Damage to Property under Sec- tion I - Coverage A - Bodily Injury (2) Available under the applicable and Property Damage Liability: Limits of Insurance shown in the Declarations; Paragraphs (3) and (4) of this exclu- sion do not apply to tools or equip- whichever is less. ment loaned to you, provided they are not being used to perform operations This endorsement shall not increase at the time of loss. the applicable Limits of Insurance shown in the Declarations. b. With respect to the insurance provid- ed by this section of the endorse- c. Section IV - Commercial General ment, the following additional provi- Liability Conditions is amended to sions apply: include the following: (1) The Limits of Insurance shown in Automatic Additional Insured Pro- the Declarations are replaced by vision the limits designated in Section This insurance applies only if the B. Limits of Insurance, 9. "bodily injury' or "property damage" Property Damage to Borrowed occurs, or the "personal and advertis- Equipment of this endorsement ing injury'offense is committed: with respect to coverage provid- ed by this endorsement. These (1) During the policy period; and limits are inclusive of and not in addition to the limits being re- (2) Subsequent to your execution of placed. The Limits of Insurance the written contract or written shown in Section B. Limits of agreement, or the issuance of a Insurance, 9. Property Damage written permit or written authori- to Borrowed Equipment of this nation, described in Paragraph endorsement fix the most we will 8.a.(1). pay in any one "occurrence" re- d. Section IV - Commercial General gardless of the number of: Liability Conditions is amended as (a) Insureds; follows: (b) Claims made or "suits" Condition 5. Other Insurance is brought; or amended to include: (c) Persons or organizations Primary and Noncontributory In- making claims or bringing surance "suits". This insurance is primary to and will (2) Deductible Clause not seek contribution from any other insurance available to an additional (a) Our obligation to pay dam- insured per Paragraph 8.a.(1) of this ages on your behalf applies endorsement provided that: only to the amount of dam- ages for each "occurrence" (1) The additional insured is a which are in excess of the Named Insured under such other Deductible Amount stated in insurance; and Section B. Limits of Insur- (2) You have agreed in writing in a ance, 9. Property Damage contract, agreement, permit or to Borrowed Equipment of authorization described in 8.a.(2) this endorsement. The limits of this endorsement that this in- of insurance will not be re- surance would be primary and duced by the application of would not seek contribution from such deductible amount. any other insurance available to (b) Section IV - Commercial the additional insured. General Liability Condi- tions, 2. Duties in the Event of Occurrence, of- Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 14 of 17 fense, Claim or Suit, ap- This requirement applies only when plies to each claim or "suit" the "occurrence" or offense is known irrespective of the amount. to an"authorized representative". (c) We may pay any part or all 12. Nonowned Aircraft of the deductible amount to effect settlement of any The following is added to Exclusion 2.g. claim or"suit' and, upon no- Aircraft, Auto or Watercraft under Sec- tification of the action taken, tion I - Coverage A - Bodily Injury and you shall promptly reim- Property Damage Liability: burse us for such part of the This exclusion does not apply to an air- deductible amount as has craft you do not own, provided that: been paid by us. 10. Employees as Insureds - Specified a. The pilot in command holds a current p effective certificate, issued by a duly Health Care Services and Good Samar- constituted authority of the United itan Services States of America or Canada, desig- Paragraph 2.a.(1)(d) under Section II - nating that person as a commercial or Who is an Insured does not apply to: airline transport pilot; a. Your "employees" who provide pro- b. The aircraft is rented with a trained, fessional health care services on your paid crew, and behalf as a duly licensed nurse, c. The aircraft does not transport per- emergency medical technician or sons or cargo for a charge. paramedic in the jurisdiction where an "occurrence" or offense to which this 13. Bodily Injury Redefined insurance applies takes place; or Section V -Definitions, 4. "Bodily injury' b. Your"employees"or"volunteer work is replaced by the following: ers", other than an employed or vol- unteer doctor, providing first aid or 4. "Bodily injury' means bodily harm or good samaritan services during their injury, sickness, disease, disability, work hours for you will be deemed to humiliation, shock, fright, mental an- guish or mental injury, including care, be acting within the scope of their loss of services or death resulting employment by you or performing du- from any of these at any time. ties related to the conduct of your business. 14. Expected or Intended Injury Redefined 11. Broadened Notice of Occurrence The last sentence of Exclusion 2.a. Ex- Paragraph a.of Condition 2.Duties in the pected or Intended Injury under Section Event of Occurrence, Offense, Claim or I - Coverage A - Bodily Injury and Suit under Section IV - Commercial Property Damage Liability is replaced by General Liability Conditions is replaced the following: by the following: This exclusion does not apply to "bodily a. You must see to it that wke are notified injury"or"property damage" resulting from as soon as practicable of an "occur- the use of reasonable force to protect per- rence"or an offense which may result sons or property. in a claim. To the extent possible, no- 15. Former Employees as Insureds tice should include: The following is added to Paragraph 2. (1) How, when and where the "oc- under Section II-Who is an Insured: currence"or offense took place; 2. Each of the following is also an in- (2) The names and addresses of sured: any injured persons and wit- nesses; and Any of your former "employees", di- rectors, managers, members, part- (3) The nature and location of any ners or "executive officers", including injury or damage arising out of but not limited to retired, disabled or the"occurrence"or offense. those on leave of absence, but only for acts within the scope of their em- ployment by you or for duties related to the conduct of your business. Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc., with its permission. Page 15 of 17 16. Voluntary Property Damage Coverage (2) Exclusions a. Coverage D - Voluntary Property This insurance does not apply to Damage Coverage "property damage" that would be excluded by Coverage A-Bodi- Section 1 -Coverages is amended to ly Injury and Property Damage include the following: Liability, 2. Exclusions, except (1) Insuring Agreement for j. Damage to Property, par- agraphs (3), (4), (5) and (6), k. (a) We will pay the cost to re- Damage to Your Product, and I. pair or replace "property Damage to Your Work. damage" to property of oth- ers arising out of operations (3) Definitions incidental to your business For purposes of Voluntary when: Property Damage Coverage 1) Damage is caused by only, the following definitions un- you; or der Section V - Definitions are replaced by the following: 2) Damage occurs while in your possession. 16. "Occurrence" means an in- cident, including continuous At your written request, we or repeated exposure to will make this payment re- substantially the same gen- gardless of whether you are eral harmful conditions that at fault for the "property result in 'property damage". damage". 20. "Property damage" means If you, at our request, re- physical injury to tangible place, or make any repairs property. "Electronic data" is to, damaged property of not tangible property, and others, the amount we will 'property damage" does not pay under Voluntary Prop- include disappearance, ab- erty Damage Coverage will straction or theft. be determined by your actu- al cost to replace or repair b. Care, Custody or Control Liability the damaged property, ex- Coverage cluding any profit or over- For purposes of the coverage provid- head. ed by Care, Custody or Control Li- Any payment we make un- ability Coverage in this endorsement der Voluntary Property only: Damage Coverage shall not (1) Section I -Coverage A -Bodily be interpreted as an admis- Injury and Property Damage sion of liability by you or by Liability, 2. Exclusions, j. us. Damage to Property, Subpara- It shall be your duty, not our graphs(3), (4) and (5)do not ap- duty, to defend any claim or ply to 'property damage" to the "suit'to which this insurance property of others described applies. therein. No other obligation or liabil- (2) It shall be your duty, not our duty, ity to pay sums or perform to defend any claim or "suit" to acts or services is covered. which this insurance applies. (b) This insurance applies to No other obligation or liability to "property damage"only if. pay sums or perform acts or ser- vices is covered. 1) The "property damage" place in the "cov_ This Paragraph (2) supersedes takes takesterritory"; and any provision in the Coverage erage Part to the contrary. 2) The "property damage" occurs during the policy (3) "Property damage" for which period. Care, Custody or Control Lia- Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 16 of 17 bility Coverage provides cover- (3) The Voluntary Property Dam- age shall be deemed to be age Coverage, Aggregate Limit caused by an "occurrence" but of Insurance is the most we will shall not serve to limit or restrict pay for the sum of all damages the applicability of any exclusion under Voluntary Property for "property damage" under this Damage Coverage. This limit Coverage Part. applies separately to each "cov- c. Limits of Insurance and Deducti- erageterm". bles (4) Deductible Clause For purposes of the coverage provid- (a) Our obligation to pay dam- ed by Voluntary Property Damage ages on your behalf applies Coverage and Care, Custody or only to the amount of dam- Control Liability Coverage, Section ages for each "occurrence" III - Limits of Insurance is amended which are in excess of the to include the following: Deductible Amount stated 1 The Limits of Insurance shown in for the applicable coverage ( ) in the Schedule. The limits the Declarations are replaced by of insurance will not be re- the limits designated in Section duced by the application of B. Limits of Insurance, 16. such Deductible Amount. Voluntary Property Damage Coverage and Care, Custody (b) Section IV - Commercial or Control Liability Coverage, General Liability Condi- in this endorsement. These limits tions, 2. Duties in the are inclusive of, and not in addi- Event of Occurrence, of- tion to, the limits being replaced. fense, Claim or Suit, ap- The Limits of Insurance shown in plies to each claim or "suit" the Schedule fix the most we will irrespective of the amount. pay regardless of the number of: (c) We may pay any part or all (a) Insureds; of the Deductible Amount to b Claims made or suits effect settlement of any ( ) claim or"suit' and, upon no- brought; or tification of the action taken, (c) Persons or organizations you shall promptly reim- making claims or bringing burse us for such part of the "suits". Deductible Amount as has been paid by us. (2) (a) Subject to (3) below, the Voluntary Property Dam- 17. Broadened Contractual Liability -Work age Coverage, Each Occur- Within 50'of Railroad Property rence Limit Of Insurance is Section V-Definitions, 12."Insured con- the most we will pay for the tract"is amended as follows: sum of damages under Vol- untary Property Damage a. Paragraph c. is replaced by the fol- Coverage; lowing: (b) The Care,Custody or Con- c. Any easement or license agree- trol Liability Coverage, ment; Each Occurrence Limit Of Insurance is the most we will b. Paragraph f.(1)is deleted in its entire- pay for the sum of damages ty. under Care, Custody or 18. Alienated Premises Control Liability Coverage; because of all "property dama e' Exclusion 2.j. Damage to Properly, g Paragraph (2) under Section I - Cover- arising out of any one "occur- age A - Bodily Injury and Property rence". Damage Liability does not apply if the premises are'yourwork". Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 17 of 17 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CinciPlus° BUSINESS AUTO XC+° (EXPANDED COVERAGE PLUS) ENDORSEMENT This endorsement modifies insurance provided by the following: BUSINESS AUTO COVERAGE FORM With respect to the coverage provided by this endorsement,the provisions of the Coverage Form apply unless modified by this endorsement. A. Blanket Waiver of Subrogation This provision does not apply unless the valid written contract has been: SECTION IV - BUSINESS AUTO CONDI- TIONS, A. Loss Conditions, 5. Transfer of 1. Executed prior to the accident causing Rights of Recovery Against Others to Us is "bodily injury'or"property damage"; and amended by the addition of the following: 2. Is still in force at the time of the "accident" We waive any right of recovery we may have causing "bodily injury" or "property dam- against any person or organization because of age". payments we make for 'bodily injury" or "property damage"arising out of the operation D. Employee Hired Auto of a covered "auto" when you have assumed 1. Changes in Liability Coverage liability for such "bodily injury" or "property damage" under an "insured contract", provid- The following is added to the Section II - ed the "bodily injury"or"property damage"oc- Liability Coverage, A. Coverage, 1. curs subsequent to the execution or the "in- Who is an Insured: sured contract". An "employee" of yours is an "insured" B. Noncontributory Insurance while operating an "auto" hired or rented under a contract or agreement in that SECTION IV - BUSINESS AUTO CONDI- "employee's" name, with your permission, TIONS, B. General Conditions 5. Other In- while performing duties related to the surance c.is replaced by the following: conduct of your business. c. Regardless of the provisions of Par- 2. Changes in General Conditions agraph a. above, this Coverage Form's Liability Coverage is primary SECTION IV - BUSINESS AUTO CON- and we will not seek contribution DITIONS, B. General Conditions, 5. from any other insurance for any Iia- Other Insurance is amended by replac- bility assumed under an "insured ing Paragraph 5.b.with the following: contract" that requires liability to be assumed on a primary noncontributo- b. For Hired Auto Physical Damage Coverage the following are deemed ry basis. to be covered "autos"you own: C. Additional Insured by Contract (1) Any covered "auto" you lease, SECTION II - LIABILITY COVERAGE, A. hire, rent or borrow; and Coverage, I. Who is an Insured is amended to include as an insured any person or organi- (2) Any covered "auto" hired or zation with which you have agreed in a valid rented by your"employee"under written contract to provide insurance as is af- a contract in that individual "em- forded by this policy. ployee's" name, with your per- mission, while performing duties This provision is limited to the scope of the related to the conduct of your valid written contract. business. Includes copyrighted material of ISO AA 288 01 16 Properties, Inc., with its permission. Page 1 of 4 However, any "auto" that is leased, a. Is effective on the date of acquisition hired, rented or borrowed with a driver or formation, and is afforded for 180 is not a covered"auto". days after such date; E. Audio, Visual and Data Electronic Equip- b. Does not apply to "bodily injury' or ment "property damage" resulting from an SECTION III - PHYSICAL DAMAGE COV- "accident" that occurred before you acquired or formed the organization; ERAGE, C. Limit of Insurance is amended by adding the following: c. Does not apply to any newly acquired or formed organization that is a joint 4. The most we will pay for all "loss" to au- venture or partnership;and dio, visual or data electronic equipment and any accessories used with this d. Does not apply to an insured under equipment as a result of any one "acci- any other automobile liability policy, dent"is the lesser of or would be an insured under such a policy but for the termination of such a. The actual cash value of the dam- policy or the exhaustion of such poli- aged or stolen property as of the time cys limits of insurance. of the"accident'; 3. Any of your "employees" while using a b. The cost of repairing or replacing the covered "auto" in your business or your damaged or stolen property with oth- personal affairs, provided you do not own, er property of like kind and quality; or hire or borrow that"auto". c. $2,500. G. Liability Coverage Extensions - Supple- Provided the equipment, at the time of the mentary Payments -Higher Limits "loss"is: SECTION II - LIABILITY COVERAGE, A. a. Permanently installed in or upon the Coverage, 2. Coverage Extensions, a. Sup- covered "auto" in a housing, opening plementary Payments is amended by: or other location that is not normally 1. Replacing the $2,000 Limit of Insurance used by the "auto" manufacturer for for bail bonds with $4,000 in (2); and the installation of such equipment; 2. Replacing the $250 Limit of Insurance for b. Removable from a permanently in- reasonable expenses with$500 in (4). stalled housing unit as described in Paragraph 2.a.above; or H. Amended Fellow Employee Exclusion c. An integral part of such equipment. SECTION II -LIABILITY COVERAGE, B. Ex- clusions, 5. Fellow Employee is modified as follows: SECTION II - LIABILITY COVERAGE, A. Exclusion 5. Fellow Employee is deleted. Coverage, 1.Who is an Insured is amended by adding the following: 1. Hired Auto -Physical Damage The following are"insureds": If hired "autos"are covered "autos' for Liability Coverage, then Comprehensive and Collision 1. Any subsidiary which is a legally incorpo- Physical Damage Coverages as provided un- rated entity of which you own a financial der SECTION III - PHYSICAL DAMAGE interest of more than 50% of the voting COVERAGE of this Coverage Part are ex- stock on the effective date of this cover- tended to "autos" you hire, subject to the fol- age form. lowing: However, the insurance afforded by this 1. The most we will pay for "loss" to any provision does not apply to any subsidiary hired "auto" is $50,000 or the actual cash that is an "insured" under any other au- value or cost to repair or replace, which- tomobile liability policy, or would be an ever is the least, minus a deductible. "insured" under such policy but for termi- nation of such policy or the exhaustion of 2. The deductible will be equal to the largest such policy's limits of insurance. deductible applicable to any owned "auto" for that coverage, or$1,000,whichever is 2. Any organization that is newly acquired or less. formed by you and over which you main- tain majority ownership. The insurance 3. Hired Auto - Physical Damage coverage provided by this provision: is excess over any other collectible insur- ance. Includes copyrighted material of ISO AA 288 0116 Properties, Inc., with its permission. Page 2 of 4 4. Subject to the above limit,deductible, and K. Transportation Expense-Higher Limits excess provisions we will provide cover- SECTION III - PHYSICAL DAMAGE COV- age equal to the broadest coverage appli- cable to any covered "auto" you own in- ERAGE, A. Coverage, 4. Coverage Exten- sured under this policy. sions is amended by replacing $20 per day with $50 per day, and $600 maximum with Coverage includes loss of use of that hired au- $1,500 maximum in Extension a. Transpor- to, provided it results from an "accident" for tation Expenses. which you are legally liable and as a result of which a monetary loss is sustained by the L. Airbag Coverage leasing or rental concern. The most we will SECTION III - PHYSICAL DAMAGE COV- pay for any one"accident"is$3,000. ERAGE, B. Exclusions, 3.a. is amended by If a limit for Hired Auto - Physical Damage is adding the following: shown in the Schedule, then that limit replac- However, the mechanical and electrical es, and is not added to, the $50,000 limit indi- breakdown portion of this exclusion does not cated above. apply to the accidental discharge of an airbag. J. Rental Reimbursement This coverage for airbags is excess over any other collectible insurance or warranty. SECTION III - PHYSICAL DAMAGE is amended by adding the following: M. Loan or Lease Gap Coverage 1. We will pay for rental reimbursement ex- 1 SECTION III - PHYSICAL DAMAGE penses incurred by you for the rental of COVERAGE, C. Limit of Insurance is an"auto"because of a 'loss"to a covered deleted in its entirety and replaced by the "auto". Payment applies in addition to the following, but only for private passenger otherwise applicable amount of each cov- type"autos"with an original loan or lease, erage you have on a covered "auto". No and only in the event of a "total loss" to deductible applies to this coverage. such a private passenger type"auto": 2. We will pay only for those expenses in- a. The most we will pay for"loss" in any curred during the policy period beginning one"accident"is the greater of: 24 hours after the "loss" and ending, re- (1) The amount due under the terms gardless of the policy's expiration, with of the lease or loan to which the lesser of the following number of your covered private passenger days: type "auto"is subject, but will not a. The number of days reasonably re- include: quired to repair the covered "auto". If (a) Overdue lease or loan pay- "loss" is caused by theft,this number ments; of days is added to the number of days it takes to locate the covered (b) Financial penalties imposed "auto"and return it to you; or under the lease due to high b. 30 days. mileage, excessive use or Y abnormal wear and tear; 3. Our payment is limited to the lesser of the (c) Security deposits not re- following amounts: funded by the lessor; a. Necessary and actual expenses in- (d) Costs for extended warran- curred; or ties, Credit Life Insurance, b. $50 per day. Health, Accident or Disabil- ity Insurance purchased 4. This coverage does not apply while there with the loan or lease; and are spare or reserve "autos" available to you for your operations. (e) Carry-over balances from previous loans or leases, or 5. We will pay under this coverage only that amount of your rental reimbursement ex- (2) Actual cash value of the stolen penses which is not already provided for or damaged property. under SECTION III - PHYSICAL DAM- b. An adjustment for depreciation and AGE COVERAGE, A. Coverage, 4. physical condition will be made in de- Coverage Extensions. termining actual cash value at the time of"loss". Includes copyrighted material of ISO AA 288 01 16 Properties, Inc., with its permission. Page 3 of 4 2. SECTION V - DEFINITIONS is amended P. Unintentional Failure to Disclose Hazards by adding the following, but only for the SECTION IV - BUSINESS AUTO CONDI- purposes of this Loan or Lease Gap Coverage: TIONS, B. General Conditions, 2. Conceal- ment, Misrepresentation or Fraud is "Total loss" means a "loss" in which the amended by adding the following: cost of repairs plus the salvage value ex- ceedsthe actual cash value. However, if you unintentionally fail to disclose any hazards existing on the effective date of N. Glass Repair-Waiver of Deductible this Coverage Form, we will not deny cover- SECTION III - PHYSICAL DAMAGE COV- age under this Coverage Form because of such failure. ERAGE,D. Deductible is amended by adding the following: Q. Mental Anguish Resulting from Bodily Inju- No deductible applies to glass damage if the ry glass is repaired in a manner acceptable to us SECTION V-DEFINITIONS, C. "Bodily inju- rather than replaced. ry" is deleted in its entirety and replaced by O. Duties in the Event of an Accident, Claim, the following: Suit or Loss-Amended "Bodily injury" means bodily injury,sickness or SECTION IV - BUSINESS AUTO CONDI- disease sustained by a person, including men- tal anguish and death sustained by the same TIONS, A. Loss Conditions, 2. Duties in the person that results from such bodily injury, Event of Accident, Claim,Suit or Loss, a.is sickness or disease. "Bodily injury' does not amended by adding the following: include mental anguish or death that does not This condition applies only when the "acci- result from bodily injury, sickness or disease. dent"or'loss"is known to: R. Coverage for Certain Operations in Con- 1. You,if you are an individual; nection with Railroads 2. A partner, if you are a partnership; With respect to the use of a covered "auto" in operations for or affecting a railroad: 3. An executive officer or insurance manag- er, if you are a corporation; or 1. Section V-Definitions, H. "Insured con- tract", 1.c.is amended to read: 4. A member or manager, if you are a lim- ited liability company. c. An easement or license agreement; 2. Section V-Definitions, H. "Insured con- tract", 2.a.is deleted. Includes copyrighted material of ISO AA 288 0116 Properties, Inc., with its permission. Page 4 of 4 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CANCELLATION OR NONRENEWAL BY US NOTIFICATION TO A DESIGNATED ENTITY This endorsement modifies insurance provided under the following: BUSINESSOWNERS PACKAGE POLICY CLAIMS-MADE EXCESS LIABILITY COVERAGE PART COMMERCIAL AUTO COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART COMMERCIAL UMBRELLA LIABILITY COVERAGE PART DENTIST'S PACKAGE POLICY ELECTRONIC DATA LIABILITY COVERAGE PART EXCESS LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS COVERAGE PART PRODUCT WITHDRAWAL COVERAGE PART PROFESSIONAL LIABILITY COVERAGE PART PROFESSIONAL UMBRELLA LIABILITY COVERAGE PART PROFESSIONAL UMBRELLA LIABILITY COVERAGE PART-CLAIMS-MADE RAILROAD PROTECTIVE LIABILITY COVERAGE PART UNDERGROUND STORAGE TANK POLICY SCHEDULE Name and mailing address of person(s) or organization(s): 1. FOR WHOM YOU ARE REQUIRED IN A WRITTEN CONTRACT THAT WAS EXECUTED ON OR AFTER THE EARLIER OF THE FOLLOWING DATES: A. THE EFFECTIVE DATE OF THIS POLICY, OR B. THE EFFECTIVE DATE OF THE ORIGINAL POLICY OF WHICH THIS POLICY IS A RENEWAL OR REPLACEMENT, AND 2. FOR WHOM YOU ARE REQUIRED IN THAT SAME WRITTEN CONTRACT AS REFERRED TO IN 1. ABOVE TO PROVIDE CANCELLATION NOTICE. 6200 S GILMORE RD ON FILE WITH AGENCY FAIRFIELD, OH 45014-5141 Number of days notice(other than nonpayment of premium): 30 A- If we cancel or nonrenew this policy for any statutorily permitted reason other than nonpayment of premium we will mail notice to the person or organization shown in the Schedule.We will mail such notice at least the number of days shown in the Schedule before the effective date of cancellation or nonrenewal. B. If we cancel this policy for nonpayment of premium,we will mail notice to the person or organization shown in the Schedule.We will mail such notice at least 10 days before the effective date of cancellation. C. If notice is mailed, proof of mailing to the mailing address shown in the Schedule will be sufficient proof of notice. D. In no event will coverage extend beyond the actual expiration, termination or cancellation of the policy. IA 4087 0917 X Mt e �1,S u ua WORKERS' COMPENSATION INSURANCE WORKERS' COMPENSATION AND WC 42 03 04 B EMPLOYERS LIABILITY POLICY Insured copy TEXAS WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Texas is shown in item 3.A. of the Information Page. We have the right to recover our payments from anyone liable for an injury covered by this policy.We will not enforce our right against the person or organization named in the Schedule, but this waiver applies only with respect to bodily injury arising out of the operations described in the schedule where you are required by a written contract to obtain this waiver from us. This endorsement shall not operate directly or indirectly to benefit anyone not named in the Schedule. The premium for this endorsement is shown in the Schedule. Schedule 1. ( ) Specific Waiver Name of person or organization (X)Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. 2. Operations: All Texas operations 3. Premium: The premium charge for this endorsement shall be 2.00 percent of the premium developed on payroll in connection with work performed for the above person(s)or organization(s)arising out of the operations described. 4. Advance Premium: Included, see Information Page This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. (The following"attaching clause"need be completed only when this endorsement is issued subsequent to preparation of the policy.) This endorsement,effective on 12/31/22 at 12:01 a.m.standard time,forms a part of: Policy no.0001262832 of Texas Mutual Insurance Company effective on 12/31/22 Issued to: BRAUN &BUTLER CONSTRUCTION INC m."e This is not a bill Authorized representative NCCI Carrier Code: 29939 12/19/22 PO Box 12058,Austin,TX 78711-2058 1 of 1 texasmutual.com 1 (800)859-5995 1 Fax(800)359-0650 WC 42 03 04 B X M e � utua WORKERS' COMPENSATION INSURANCE WORKERS' COMPENSATION AND WC 42 06 01 EMPLOYERS LIABILITY POLICY Insured copy TEXAS NOTICE OF MATERIAL CHANGE ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Texas is shown in Item 3.A. of the Information Page. In the event of cancellation or other material change of the policy, we will mail advance notice to the person or organization named in the Schedule.The number of days advance notice is shown in the Schedule. This endorsement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule 1. Number of days advance notice: 30 2. Notice will be mailed to: PER LIST ON FILE This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. (The following"attaching clause"need be completed only when this endorsement is issued subsequent to preparation of the policy.) This endorsement,effective on 12/31/22 at 12:01 a.m.standard time,forms a part of: Policy no.0001262832 of Texas Mutual Insurance Company effective on 12/31/22 &Le Issued to: BRAUN &BUTLER CONSTRUCTION INC This is not a bill Authorized representative NCCI Carrier Code: 29939 12/19/22 PO Box 12058,Austin,TX 78711-2058 1 of 1 texasmutual.com 1(800)859-5995 1 Fax(800)359-0650 WC 42 06 01 EXHIBIT D Form of Agreement, General Conditions, Special Conditions, and Supplemental Conditions of Contract for Construction FORM OF AGREEMENT Reference AIA Document A 13 3-2019 Standard Form Agreement Between Owner and Construction Manager as Constructor where the basis is cost of Work Plus a Fee with a Guaranteed Maximum Price *The City reserves the right to negotiate terms and revisions to the A133-2019 with agreement between City and Contractor. 11-1.t-AIA Document A133� - 2019 Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price AGREEMENT made as of the 1 day of in the year Two ADDITIONS AND DELETIONS: The author of this document has Thousand Twenty-Three added information needed for its (In words, indicate day, month, and year.) completion.The author may also have revised the text of the original BETWEEN the Owner: AIA standard form.An Additions and (Name, legal status, address, and other information) Deletions Report that notes added information as well as revisions to City of Round Rock,Texas the standard form text is available 221 East Main Street from the author and should be Round Rock,Texas reviewed.A vertical line in the left Telephone Number: (512)218-5400 margin of this document indicates where the author has added necessary information and where and the Construction Manager: the author has added to or deleted (Name, legal status, address, and other information) from the original AIA text. This document has important legal Braun&Butler Construction Inc. consequences.Consultation with an 300 Hazelwood Street,Suite 100 attorney is encouraged with respect Leander,Texas 78641 to its completion or modification. Telephone Number: (512)837-2882 AIA Document A201 TM'-2017, General Conditions of the Contract for the following Project: for Construction,is adopted in this (Name, location, and detailed description) document by reference.Do not use with other general conditions unless Griffith Remodel and Paseo Project this document is modified. 212 and 216 East Main Street Round Rock,Texas 78664 Remodel of the existing 44,000 square foot Griffith Building located at 216 East Main Street,relocation of the historical Palm House and addition of an adjacent Paseo. The Architect: (Name, legal status, address, and other information) McKinney Architects,Inc. 301 East 7th Street Austin,Texas 78702 Telephone Number: (512)476-0201 The Owner and Construction Manager agree as follows. Init. AIA Document A133—2019.Copyright©1991,2003,2009,and 2019.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 by AIA software at 11:00:28 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may / only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3B9ADA42) TABLE OF ARTICLES 1 INITIAL INFORMATION 2 GENERAL PROVISIONS 3 CONSTRUCTION MANAGER'S RESPONSIBILITIES 4 OWNER'S RESPONSIBILITIES 5 COMPENSATION AND PAYMENTS FOR PRECONSTRUCTION PHASE SERVICES 6 COMPENSATION FOR CONSTRUCTION PHASE SERVICES 7 COST OF THE WORK FOR CONSTRUCTION PHASE 8 DISCOUNTS, REBATES,AND REFUNDS 9 SUBCONTRACTS AND OTHER AGREEMENTS 10 ACCOUNTING RECORDS 11 PAYMENTS FOR CONSTRUCTION PHASE SERVICES 12 DISPUTE RESOLUTION 13 TERMINATION OR SUSPENSION 14 MISCELLANEOUS PROVISIONS 15 SCOPE OF THE AGREEMENT EXHIBIT A GUARANTEED MAXIMUM PRICE AMENDMENT EXHIBIT B INSURANCE AND BONDS ARTICLE 1 INITIAL INFORMATION §1.1 This Agreement is based on the Initial Information set forth in this Section 1.1. (For each item in this section, insert the information or a statement such as "not applicable"or "unknown at time of execution.') §1.1.1 The Owner's program for the Project, as described in Section 4.1.1: (Insert the Owner's program, identify documentation that establishes the Owner's program, or state the manner in which the program will be developed.) Owner has engaged McKinney Architects Inc. as the Principal for design. Owner does not currently have a Program for the Project,however, McKinney York intends on completing Programming by the end of February 2023. §1.1.2 The Project's physical characteristics: (Identify or describe pertinent information about the Project's physical characteristics, such as size; location; dimensions;geotechnical reports;site boundaries; topographic surveys; traffic and utility studies;availability of public and private utilities and services; legal description of the site, etc.) Remodel of the existing 44,000 square foot Griffith Building,relocation of the existing Palm House and the addition of an adjacent Paseo. §1.1.3 The Owner's budget for the Guaranteed Maximum Price,as defined in Article 6: Init. AIA Document A133—2019.Copyright©1991,2003,2009,and 2019.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 11:00:28 2 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in i accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3139ADA42) (Provide total and, if known, a line item breakdown.) The total budget for the Project is$13,000,000 and includes construction costs,FF&E(furniture,fixtures and equipment),and audio-visual costs.Construction Manager shall be responsible for procuring and managing the installation of FF&E. §1.1.4 The Owner's anticipated design and construction milestone dates: .1 Design phase milestone dates,if any: February 2023 .2 Construction commencement date: March 2023 for Pre-Construction Services .3 Substantial Completion date or dates: November 2025 .4 Other milestone dates: Approval of AIA Document A-133 2019 February 2023 Approval of Guaranteed Price Amendment March 2024 §1.1.5 The Owner's requirements for accelerated or fast-track scheduling,or phased construction,are set forth below: (Identify any requirements for fast-track scheduling or phased construction) N/A §1.1.6 The Owner's anticipated Sustainable Objective for the Project: (Idents and describe the Owner's Sustainable Objective for the Project, if any.) N/A §1.1.6.1 If the Owner identifies a Sustainable Objective,the Owner and Construction Manager shall complete and incorporate AIA Document E234TM-2019, Sustainable Projects Exhibit,Construction Manager as Constructor Edition,into this Agreement to define the terms,conditions and services related to the Owner's Sustainable Objective.If E234-2019 is incorporated into this agreement,the Owner and Construction Manager shall incorporate the completed E234-2019 into the agreements with the consultants and contractors performing services or Work in any way associated with the Sustainable Objective. §1.1.7 Other Project information: (Identify special characteristics or needs of the Project not provided elsewhere) None §1.1.8 The Owner identifies the following representative in accordance with Section 4.2: (List name, address, and other contact information) Richard Will 221 East Main Street Round Rock,Texas 78664 Telephone Number:(512)341-311 Inst. AIA Document A133-2019.Copyright©1991,2003,2009,and 2019.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 11:00:28 3 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3139ADA42) Email Address:richardwill@roundrocktexas.gov §1.1.9 The persons or entities,in addition to the Owner's representative,who are required to review the Construction Manager's submittals to the Owner are as follows: (List name, address and other contact information) McKinney Architects Inc. 301 East 7th Street Austin,Texas 78702 §1.1.10 The Owner shall retain the following consultants and contractors: (List name, legal status, address, and other contact information) .1 Geotechnical Engineer: .2 Civil Engineer: 2P Consultants .3 Other,if any: (List any other consultants retained by the Owner,such as a Project or Program Manager.) None §1.1.11 The Architect's representative: (List name, address, and other contact information) Al McKinney McKinney Architects Inc. 301 East 7th Street Austin,Texas 78702 Telephone Number: (512)476-0201 §1.1.12 The Construction Manager identifies the following representative in accordance with Article 3: (List name, address, and other contact information) Colin Juren 300 Hazelwood Street,Suite 100 Leander,Texas 78641 Telephone Number: (512)837-2882 Inst. AIA Document A133—2019.Copyright®1991,2003,2009,and 2019.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 11:00:28 4 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in .f t accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (389ADA42) § 1.1.13 The Owner's requirements for the Construction Manager's staffing plan for Preconstruction Services,as required under Section 3.1.9: (List any Owner-specific requirements to be included in the staff ng plan) None §1.1.14 The Owner's requirements for subcontractor procurement for the performance of the Work: (List any Owner-specific requirements for subcontractor procurement.) Subcontractors must be procured in accordance to Texas State Law and are subject to approval by Owner. §1.1.15 Other Initial Information on which this Agreement is based: None §1.2 The Owner and Construction Manager may rely on the Initial Information.Both parties,however,recognize that such information may materially change and,in that event,the Owner and the Construction Manager shall appropriately adjust the Project schedule,the Construction Manager's services,and the Construction Manager's compensation.The Owner shall adjust the Owner's budget for the Guaranteed Maximum Price and the Owner's anticipated design and construction milestones,as necessary,to accommodate material changes in the Initial Information. §1.3 Neither the Owner's nor the Construction Manager's representative shall be changed without ten days'prior notice to the other party. ARTICLE 2 GENERAL PROVISIONS §2.1 The Contract Documents The Contract Documents consist of this Agreement,Conditions of the Contract(General,Supplementary and other Conditions),Drawings,Specifications,Addenda issued prior to execution of this Agreement,other documents listed in this Agreement,and Modifications issued after execution of this Agreement,all of which form the Contract and are as fully a part of the Contract as if attached to this Agreement or repeated herein.Upon the Owner's acceptance of the Construction Manager's Guaranteed Maximum Price proposal,the Contract Documents will also include the documents described in Section 3.2.3 and identified in the Guaranteed Maximum Price Amendment and revisions prepared by the Architect and furnished by the Owner as described in Section 3.2.8.The Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations,representations or agreements,either written or oral.If anything in the other Contract Documents,other than a Modification,is inconsistent with this Agreement,this Agreement shall govern.An enumeration of the Contract Documents,other than a Modification,appears in Article 15. §2.2 Relationship of the Parties The Construction Manager accepts the relationship of trust and confidence established by this Agreement and covenants with the Owner to cooperate with the Architect and exercise the Construction Manager's skill and judgment in furthering the interests of the Owner to furnish efficient construction administration,management services,and supervision;to furnish at all rimes an adequate supply of workers and materials;and to perform the Work in an expeditious and economical manner consistent with the Owner's interests.The Owner agrees to famish or approve,in a timely manner,information required by the Construction Manager and to make payments to the Construction Manager in accordance with the requirements of the Contract Documents. §2.3 General Conditions §2.3.1 For the Preconstruction Phase,AIA Document A201 Tm-2017,General Conditions of the Contract for Construction,shall apply as follows: Section 1.5,Ownership and Use of Documents;Section 1.7,Digital Data Use and Transmission; Section 1.8,Building Information Model Use and Reliance;Section 2.2.4,Confidential Information; Section 3.12.10,Professional Services;Section 10.3,Hazardous Materials; Section 13.1,Governing Law.The term"Contractor"as used in A201-2017 shall mean the Construction Manager. Init. AIA Document A133-2019.Copyright©1991,2003,2009,and 2019.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 11:00:28 5 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in / accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3139ADA42) §2.3.2 For the Construction Phase,the general conditions of the contract shall be as set forth in A201-2017,which document is incorporated herein by reference.The term"Contractor"as used in A201-2017 shall mean the Construction Manager. ARTICLE 3 CONSTRUCTION MANAGER'S RESPONSIBILITIES The Construction Manager's Preconstruction Phase responsibilities are set forth in Sections 3.1 and 3.2,and in the applicable provisions of A201-2017 referenced in Section 2.3.1.The Construction Manager's Construction Phase responsibilities are set forth in Section 3.3.The Owner and Construction Manager may agree,in consultation with the Architect,for the Construction Phase to commence prior to completion of the Preconstruction Phase,in which case,both phases will proceed concurrently.The Construction Manager shall identify a representative authorized to act on behalf of the Construction Manager with respect to the Project. §3.1 Preconstruction Phase §3.1.1 Extent of Responsibility The Construction Manager shall exercise reasonable care in performing its Preconstruction Services.The Owner and Architect shall be entitled to rely on,and shall not be responsible for,the accuracy,completeness,and timeliness of services and information furnished by the Construction Manager.The Construction Manager,however,does not warrant or guarantee estimates and schedules except as may be included as part of the Guaranteed Maximum Price. The Construction Manager is not required to ascertain that the Drawings and Specifications are in accordance with applicable laws,statutes,ordinances,codes,rules and regulations,or lawful orders of public authorities,but the Construction Manager shall promptly report to the Architect and Owner any nonconformity discovered by or made known to the Construction Manager as a request for information in such form as the Architect may require. §3.1.2 The Construction Manager shall provide a preliminary evaluation of the Owner's program,schedule and construction budget requirements,each in terms of the other. §3.1.3 Consultation §3.1.3.1 The Construction Manager shall schedule and conduct meetings with the Architect and Owner to discuss such matters as procedures,progress,coordination,and scheduling of the Work. §3.1.3.2 The Construction Manager shall advise the Owner and Architect on proposed site use and improvements, selection of materials,building systems,and equipment.The Construction Manager shall also provide recommendations to the Owner and Architect,consistent with the Project requirements,on constructability; availability of materials and labor;time requirements for procurement,installation and construction;prefabrication; 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.The Construction Manager shall consult with the Architect regarding professional services to be provided by the Construction Manager during the Construction Phase. §3.1.3.3 The Construction Manager shall assist the Owner and Architect in establishing building information modeling and digital data protocols for the Project,using AIA Document E203Tm-2013,Building Information Modeling and Digital Data Exhibit,to establish the protocols for the development,use,transmission,and exchange of digital data. §3.1.4 Project Schedule When Project requirements in Section 4.1.1 have been sufficiently identified,the Construction Manager shall prepare and periodically update a Project schedule for the Architect's review and the Owner's acceptance.The Construction Manager shall obtain the Architect's approval for the portion of the Project schedule relating to the performance of the Architect's services.The Project schedule shall coordinate and integrate the Construction Manager's services,the Architect's services,other Owner consultants' services,and the Owner's responsibilities; and identify items that affect the Project's timely completion.The updated Project schedule shall include the following:submission of the Guaranteed Maximum Price proposal;components of the Work;times of commencement and completion required of each Subcontractor;ordering and delivery of products,including those that must be ordered in advance of construction;and the occupancy requirements of the Owner. Init. AIA Document A133-2019.Copyright©1991,2003,2009,and 2019.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 11:00:28 6 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in j accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3B9ADA42) §3.1.5 Phased Construction The Construction Manager,in consultation with the Architect,shall provide recommendations with regard to accelerated or fast-track scheduling,procurement,and sequencing for phased construction.The Construction Manager shall take into consideration cost reductions,cost information,constructability,provisions for temporary facilities,and procurement and construction scheduling issues. §3.1.6 Cost Estimates §3.1.6.1 Based on the preliminary design and other design criteria prepared by the Architect,the Construction Manager shall prepare,for the Architect's review and the Owner's approval,preliminary estimates of the Cost of the Work or the cost of program requirements using area,volume,or similar conceptual estimating techniques.If the Architect or Construction Manager suggests alternative materials and systems,the Construction Manager shall provide cost evaluations of those alternative materials and systems. §3.1.6.2 As the Architect progresses with the preparation of the Schematic Design,Design Development and Construction Documents,the Construction Manager shall prepare and update,at appropriate intervals agreed to by the Owner,Construction Manager and Architect,an estimate of the Cost of the Work with increasing detail and refinement.The Construction Manager shall include in the estimate those costs to allow for the further development of the design,price escalation,and market conditions,until such time as the Owner and Construction Manager agree on a Guaranteed Maximum Price for the Work.The estimate shall be provided for the Architect's review and the Owner's approval.The Construction Manager shall inform the Owner and Architect in the event that the estimate of the Cost of the Work exceeds the latest approved Project budget,and make recommendations for corrective action. §3.1.6.3 If the Architect is providing cost estimating services as a Supplemental Service,and a discrepancy exists between the Construction Manager's cost estimates and the Architect's cost estimates,the Construction Manager and the Architect shall work together to reconcile the cost estimates. §3.1.7 As the Architect progresses with the preparation of the Schematic Design,Design Development and Construction Documents,the Construction Manager shall consult with the Owner and Architect and make recommendations regarding constructability and schedules,for the Architect's review and the Owner's approval. §3.1.8 The Construction Manager shall provide recommendations and information to the Owner and Architect regarding equipment,materials,services,and temporary Project facilities. §3.1.9 The Construction Manager shall provide a staffing plan for Preconstruction Phase services for the Owner's review and approval. §3.1.10 If the Owner identified a Sustainable Objective in Article 1,the Construction Manager shall fulfill its Preconstruction Phase responsibilities as required in AIA Document E234Tm-2019,Sustainable Projects Exhibit, Construction Manager as Constructor Edition,attached to this Agreement. §3.1.11 Subcontractors and Suppliers §3.1.11.1 If the Owner has provided requirements for subcontractor procurement in section 1.1.14,the Construction Manager shall provide a subcontracting plan,addressing the Owner's requirements,for the Owner's review and approval. §3.1.11.2 The Construction Manager shall develop bidders' interest in the Project. §3.1.11.3 The processes described in Article 9 shall apply if bid packages will be issued during the Preconstruction Phase. §3.1.12 Procurement The Construction Manager shall prepare,for the Architect's review and the Owner's acceptance,a procurement schedule for items that must be ordered in advance of construction.The Construction Manager shall expedite and coordinate the ordering and delivery of materials that must be ordered in advance of construction.If the Owner agrees to procure any items prior to the establishment of the Guaranteed Maximum Price,the Owner shall procure the items on terms and conditions acceptable to the Construction Manager.Upon the establishment of the Init. AIA Document A133-2019.Copyright @ 1991,2003,2009,and 2019.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 11:00:28 7 �( ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3B9ADA42) Guaranteed Maximum Price,the Owner shall assign all contracts for these items to the Construction Manager and the Construction Manager shall thereafter accept responsibility for them. §3.1.13 Compliance with Laws The Construction Manager shall comply with applicable laws,statutes,ordinances,codes,rules and regulations,and lawful orders of public authorities applicable to its performance under this Contract,and with equal employment opportunity programs,and other programs as may be required by governmental and quasi-governmental authorities. §3.1.14 Other Preconstruction Services Insert a description of any other Preconstruction Phase services to be provided by the Construction Manager,or reference an exhibit attached to this document (Describe any other Preconstruction Phase services,such as providing cash flow projections, development of a project information management system, early selection or procurement of subcontractors, etc.) None §3.2 Guaranteed Maximum Price Proposal §3.2.1 At a time to be mutually agreed upon by the Owner and the Construction Manager,the Construction Manager shall prepare a Guaranteed Maximum Price proposal for the Owner's and Architect's review,and the Owner's acceptance.The Guaranteed Maximum Price in the proposal shall be the sum of the Construction Manager's estimate of the Cost of the Work,the Construction Manager's contingency described in Section 3.2.4,and the Construction Manager's Fee described in Section 6.1.2. §3.2.2 To the extent that the Contract Documents are anticipated to require further development,the Guaranteed Maximum Price includes the costs attributable to such further development consistent with the Contract Documents and reasonably inferable therefrom. Such further development does not include changes in scope,systems,kinds and quality of materials,finishes,or equipment,all of which,if required,shall be incorporated by Change Order. §3.2.3 The Construction Manager shall include with the Guaranteed Maximum Price proposal a written statement of its basis,which shall include the following: .1 A list of the Drawings and Specifications,including all Addenda thereto,and the Conditions of the Contract; .2 A list of the clarifications and assumptions made by the Construction Manager in the preparation of the Guaranteed Maximum Price proposal,including assumptions under Section 3.2.2; .3 A statement of the proposed Guaranteed Maximum Price,including a statement of the estimated Cost of the Work organized by trade categories or systems,including allowances;the Construction Manager's contingency set forth in Section 3.2.4;and the Construction Manager's Fee; .4 The anticipated date of Substantial Completion upon which the proposed Guaranteed Maximum Price is based;and .5 A date by which the Owner must accept the Guaranteed Maximum Price. §3.2.4 In preparing the Construction Manager's Guaranteed Maximum Price proposal,the Construction Manager shall include a contingency for the Construction Manager's exclusive use to cover those costs that are included in the Guaranteed Maximum Price but not otherwise allocated to another line item or included in a Change Order. §3.2.5 The Construction Manager shall meet with the Owner and Architect to review the Guaranteed Maximum Price proposal.In the event that the Owner or Architect discover any inconsistencies or inaccuracies in the information presented,they shall promptly notify the Construction Manager,who shall make appropriate adjustments to the Guaranteed Maximum Price proposal,its basis,or both.The Owner shall be entitled to full access to all details of the process of developing the Guaranteed Maximum Price proposal.It is the intent of this Agreement that allowances,assumptions,clarifications and other loose elements that could lead to change orders after the Guaranteed Price Maximum is determined to be held to a minimum. §3.2.6 If the Owner notifies the Construction Manager that the Owner has accepted the Guaranteed Maximum Price proposal in writing before the date specified in the Guaranteed Maximum Price proposal,the Guaranteed Maximum Price proposal shall be deemed effective without further acceptance from the Construction Manager.Following acceptance of a Guaranteed Maximum Price,the Owner and Construction Manager shall execute the Guaranteed Init. AIA Document A133-2019.Copyright©1991,2003,2009,and 2019.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 11:00:28 8 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,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 docinfo@aiacontracts.com. User Notes: (369ADA42) Maximum Price Amendment amending this Agreement,a copy of which the Owner shall provide to the Architect. The Guaranteed Maximum Price Amendment shall set forth the agreed upon Guaranteed Maximum Price with the information and assumptions upon which it is based. §3.2.7 The Construction Manager shall not incur any cost to be reimbursed as part of the Cost of the Work prior to the execution of the Guaranteed Maximum Price Amendment,unless the Owner provides prior written authorization for such costs. §3.2.8 The Owner shall authorize preparation of revisions to the Contract Documents that incorporate the agreed- upon assumptions and clarifications contained in the Guaranteed Maximum Price Amendment.The Owner shall promptly furnish such revised Contract Documents to the Construction Manager.The Construction Manager shall notify the Owner and Architect of any inconsistencies between the agreed-upon assumptions and clarifications contained in the Guaranteed Maximum Price Amendment and the revised Contract Documents. §3.2.9 The Construction Manager shall include in the Guaranteed Maximum Price all sales,consumer,use and similar taxes for the Work provided by the Construction Manager that are legally enacted,whether or not yet effective,at the time the Guaranteed Maximum Price Amendment is executed. §3.3 Construction Phase §3.3.1 General §3.3.1.1 For purposes of Section 8.1.2 of A201-2017,the date of commencement of the Work shall mean the date of commencement of the Construction Phase. §3.3.1.2 The Construction Phase shall commence upon the Owner's execution of the Guaranteed Maximum Price Amendment or,prior to acceptance of the Guaranteed Maximum Price proposal,by written agreement of the parties. The written agreement shall set forth a description of the Work to be performed by the Construction Manager,and any insurance and bond requirements for Work performed prior to execution of the Guaranteed Maximum Price Amendment. §3.3.2 Administration §3.3.2.1 The Construction Manager shall schedule and conduct meetings to discuss such matters as procedures, progress,coordination,scheduling,and status of the Work.The Construction Manager shall prepare and promptly distribute minutes of the meetings to the Owner and Architect. §3.3.2.2 Upon the execution of the Guaranteed Maximum Price Amendment,the Construction Manager shall prepare and submit to the Owner and Architect a construction schedule for the Work and a submittal schedule in accordance with Section 3.10 of A201-2017. §3.3.2.3 Monthly Report The Construction Manager shall record the progress of the Project.On a monthly basis,or otherwise as agreed to by the Owner,the Construction Manager shall submit written progress reports to the Owner and Architect,showing percentages of completion and other information required by the Owner. §3.3.2.4 Daily Logs The Construction Manager shall keep,and make available to the Owner and Architect,a daily log containing a record for each day of weather,portions of the Work in progress,number of workers on site,identification of equipment on site,problems that might affect progress of the work,accidents,injuries,and other information required by the Owner. §3.3.2.5 Cost Control The Construction Manager shall develop a system of cost control for the Work,including regular monitoring of actual costs for activities in progress and estimates for uncompleted tasks and proposed changes.The Construction Manager shall identify variances between actual and estimated costs and report the variances to the Owner and Architect,and shall provide this information in its monthly reports to the Owner and Architect,in accordance with Section 3.3.2.3 above. Init. AIA Document At 33—2019.Copyright @ 1991,2003,2009,and 2019.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 11:00:28 9 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in / accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3B9ADA42) ARTICLE 4 OWNER'S RESPONSIBILITIES §4.1 Information and Services Required of the Owner §4.1.1 The Owner shall provide information with reasonable promptness,regarding requirements for and limitations on the Project,including a written program which shall set forth the Owner's objectives,constraints,and criteria, including schedule,space requirements and relationships,flexibility and expandability,special equipment,systems, sustainability and site requirements. §4.1.2 Prior to the execution of the Guaranteed Maximum Price Amendment,the Construction Manager may request in writing that the Owner provide reasonable evidence that the Owner has made financial arrangements to fulfill the Owner's obligations under the Contract.After execution of the Guaranteed Maximum Price Amendment,the Construction Manager may request such information as set forth in A201-2017 Section 2.2. §4.1.3 The Owner shall establish and periodically update the Owner's budget for the Project,including(1)the budget for the Cost of the Work as defined in Article 7,(2)the Owner's other costs,and(3)reasonable contingencies related to all of these costs.If the Owner significantly increases or decreases the Owner's budget for the Cost of the Work,the Owner shall notify the Construction Manager and Architect.The Owner and the Architect, in consultation with the Construction Manager,shall thereafter agree to a corresponding change in the Project's scope and quality. §4.1.4 Structural and Environmental Tests,Surveys and Reports.During the Preconstruction Phase,the Owner shall furnish the following information or services with reasonable promptness.The Owner shall also furnish any other information or services under the Owner's control and relevant to the Construction Manager's performance of the Work with reasonable promptness after receiving the Construction Manager's written request for such information or services.The Construction Manager shall be entitled to rely on the accuracy of information and services furnished by the Owner but shall exercise proper precautions relating to the safe performance of the Work. §4.1.4.1 The Owner shall furnish tests,inspections,and reports,required by law and as otherwise agreed to by the parties,such as structural,mechanical,and chemical tests,tests for air and water pollution,and tests for hazardous materials. §4.1.4.2 The Owner shall furnish surveys describing physical characteristics,legal limitations and utility locations for the site of the Project,and a written legal description of the site.The surveys and legal information shall include, as applicable,grades and lines of streets,alleys,pavements and adjoining property and structures;designated wetlands;adjacent drainage;rights-of-way,restrictions,easements,encroachments,zoning,deed restrictions, boundaries and contours of the site;locations,dimensions and other necessary data with respect to existing buildings,other improvements and trees;and information concerning available utility services and lines,both public and private,above and below grade,including inverts and depths.All the information on the survey shall be referenced to a Project benchmark. §4.1.4.3 The Owner,when such services are requested,shall furnish services of geotechnical engineers,which may include test borings,test pits,determinations of soil bearing values,percolation tests,evaluations of hazardous materials,seismic evaluation,ground corrosion tests and resistivity tests,including necessary operations for anticipating subsoil conditions,with written reports and appropriate recommendations. §4.1.5 During the Construction Phase,the Owner shall furnish information or services required of the Owner by the Contract Documents with reasonable promptness.The Owner shall also furnish any other information or services under the Owner's control and relevant to the Construction Manager's performance of the Work with reasonable promptness after receiving the Construction Manager's written request for such information or services. §4.1.6 If the Owner identified a Sustainable Objective in Article 1,the Owner shall fulfill its responsibilities as required in AIA Document E234Tm-2019,Sustainable Projects Exhibit,Construction Manager as Constructor Edition,attached to this Agreement. §4.2 Owner's Designated Representative The Owner shall identify a representative authorized to act on behalf of the Owner with respect to the Project.The Owner's representative shall render decisions promptly and furnish information expeditiously,so as to avoid unreasonable delay in the services or Work of the Construction Manager.Except as otherwise provided in Section Inst. AIA Document A133—2019.Copyright©1991,2003,2009,and 2019.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 11:00:28 10 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3B9ADA42) 4.2.1 of A201-2017,the Architect does not have such authority.The term"Owner"means the Owner or the Owner's authorized representative. §4.2.1 Legal Requirements.The Owner shall furnish all legal,insurance and accounting services,including auditing services,that may be reasonably necessary at any time for the Project to meet the Owner's needs and interests. §4.3 Architect The Owner shall retain an Architect to provide services,duties and responsibilities as described in AIA Document B 133TK-2019,Standard Form of Agreement Between Owner and Architect,Construction Manager as Constructor Edition,including any additional services requested by the Construction Manager that are necessary for the Preconstruction and Construction Phase services under this Agreement.The Owner shall provide the Construction Manager with a copy of the scope of services in the executed agreement between the Owner and the Architect,and any further modifications to the Architect's scope of services in the agreement. ARTICLE 5 COMPENSATION AND PAYMENTS FOR PRECONSTRUCTION PHASE SERVICES §5.1 Compensation §5.1.1 For the Construction Manager's Preconstruction Phase services described in Sections 3.1 and 3.2,the Owner shall compensate the Construction Manager as follows: (Insert amount of, or basis for, compensation and include a list of reimbursable cost items, as applicable) Twenty-Four Thousand Eight Hundred Dollars($24,800)plus a relocation allowance of Four Hundred Thousand ($400,000)for the historical Palm House for a total of Four Hundred Twenty-Four Thousand Dollars($424,800). §5.1.2 The hourly billing rates for Preconstruction Phase services of the Construction Manager and the Construction Manager's Consultants and Subcontractors,if any,are set forth below. (If applicable, attach an exhibit of hourly billing rates or insert them below) Construction Manager's Hourly Rates Individual or Position Rate §5.1.2.1 Hourly billing rates for Preconstruction Phase services include all costs to be paid or incurred by the Construction Manager,as required by law or collective bargaining agreements,for taxes,insurance,contributions, assessments and benefits and,for personnel not covered by collective bargaining agreements,customary benefits such as sick leave,medical and health benefits,holidays,vacations and pensions,and shall remain unchanged unless the parties execute a Modification. §5.1.3 If the Preconstruction Phase services covered by this Agreement have not been completed within Six(6) months of the date of this Agreement,through no fault of the Construction Manager,the Construction Manager's compensation for Preconstruction Phase services shall be equitably adjusted. §5.2 Payments § 5.2.1 Unless otherwise agreed,payments for services shall be made monthly in proportion to services performed. §5.2.2 Payments are due and payable upon presentation of the Construction Manager's invoice.Amounts unpaid Thirty-one(31 )days after the invoice date shall bear interest at the rate entered below,or in the absence thereof at the legal rate prevailing from time to time at the principal place of business of the Construction Manager. (Insert rate of monthly or annual interest agreed upon) Interest shall be pursuant to the Texas Prompt Payment Act. %monthly ARTICLE 6 COMPENSATION FOR CONSTRUCTION PHASE SERVICES §6.1 Contract Sum §6.1.1 The Owner shall pay the Construction Manager the Contract Sum in current funds for the Construction Manager's performance of the Contract after execution of the Guaranteed Maximum Price Amendment.The Contract Sum is the Cost of the Work as defined in Article 7 plus the Construction Manager's Fee. Init. AIA Document A133—2019.Copyright©1991,2003,2009,and 2019.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 11:00:28 11 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in / accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3139ADA42) §6.1.2 The Construction Manager's Fee: (State a lump sum,percentage of Cost of the Work or other provision for determining the Construction Manager's Fee) 3.75% §6.1.3 The method of adjustment of the Construction Manager's Fee for changes in the Work: 3.75% §6.1.4 Limitations,if any,on a Subcontractor's overhead and profit for increases in the cost of its portion of the Work: Maximum 15%overhead and profit §6.1.5 Rental rates for Construction Manager-owned equipment shall not exceed percent( %)of the standard rental rate paid at the place of the Project. §6.1.6 Liquidated damages,if any: (Insert terms and conditions for liquidated damages, if any) $1000 per day §6.1.7 Other: (Insert provisions for bonus, cost savings or other incentives, if any, that might result in a change to the Contract Sum) None §6.2 Guaranteed Maximum Price The Construction Manager guarantees that the Contract Sum shall not exceed the Guaranteed Maximum Price set forth in the Guaranteed Maximum Price Amendment,subject to additions and deductions by Change Order as provided in the Contract Documents.Costs which would cause the Guaranteed Maximum Price to be exceeded shall be paid by the Construction Manager without reimbursement by the Owner. §6.3 Changes in the Work §6.3.1 The Owner may,without invalidating the Contract,order changes in the Work within the general scope of the Contract consisting of additions,deletions or other revisions.The Owner shall issue such changes in writing.The Construction Manager may be entitled to an equitable adjustment in the Contract Time as a result of changes in the Work. §6.3.1.1 The Architect may order minor changes in the Work as provided in Article 7 of AIA Document A201- 2017,General Conditions of the Contract for Construction. §6.3.2 Adjustments to the Guaranteed Maximum Price on account of changes in the Work subsequent to the execution of the Guaranteed Maximum Price Amendment may be determined by any of the methods listed in Article 7 of AIA Document A201-2017,General Conditions of the Contract for Construction. §6.3.3 Adjustments to subcontracts awarded on the basis of a stipulated sum shall be determined in accordance with Article 7 of A201-2017,as they refer to"cost"and"fee,"and not by Articles 6 and 7 of this Agreement. Adjustments to subcontracts awarded with the Owner's prior written consent on the basis of cost plus a fee shall be calculated in accordance with the terms of those subcontracts. §6.3.4 In calculating adjustments to the Guaranteed Maximum Price,the terms"cost"and"costs"as used in Article 7 of AIA Document A201-2017 shall mean the Cost of the Work as defined in Article 7 of this Agreement and the term"fee"shall mean the Construction Manager's Fee as defined in Section 6.1.2 of this Agreement. Inst. AIA Document A133-2019.Copyright®1991,2003,2009,and 2019.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 11:00:28 12 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents*Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3139ADA42) §6.3.5 If no specific provision is made in Section 6.1.3 for adjustment of the Construction Manager's Fee in the case of changes in the Work,or if the extent of such changes is such,in the aggregate,that application of the adjustment provisions of Section 6.1.3 will cause substantial inequity to the Owner or Construction Manager,the Construction Manager's Fee shall be equitably adjusted on the same basis that was used to establish the Fee for the original Work, and the Guaranteed Maximum Price shall be adjusted accordingly. ARTICLE 7 COST OF THE WORK FOR CONSTRUCTION PHASE §7.1 Costs to Be Reimbursed §7.1.1 The term Cost of the Work shall mean costs necessarily incurred by the Construction Manager in the proper performance of the Work.The Cost of the Work shall include only the items set forth in Sections 7.1 through 7.7. §7.1.2 Where,pursuant to the Contract Documents,any cost is subject to the Owner's prior approval,the Construction Manager shall obtain such approval in writing prior to incurring the cost. §7.1.3 Costs shall be at rates not higher than the standard rates paid at the place of the Project,except with prior approval of the Owner. §7.2 Labor Costs §7.2.1 Wages or salaries of construction workers directly employed by the Construction Manager to perform the construction of the Work at the site or,with the Owner's prior approval,at off-site workshops. §7.2.2 Wages or salaries of the Construction Manager's supervisory and administrative personnel when stationed at the site and performing Work,with the Owner's prior approval. §7.2.2.1 Wages or salaries of the Construction Manager's supervisory and administrative personnel when performing Work and stationed at a location other than the site,but only for that portion of time required for the Work,and limited to the personnel and activities listed below: (Idents the personnel, type of activity and, if applicable, any agreed upon percentage of time to be devoted to the Work.) Project Manager,Preconstruction Manager,Estimator,Project Manager Assistant,Preconstruction Assistant,Office Manager,Controller,Senior Project Manager §7.2.3 Wages and salaries of the Construction Manager's supervisory or administrative personnel engaged at factories,workshops or while traveling,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. §7.2.4 Costs paid or incurred by the Construction Manager,as required by law or collective bargaining agreements, for taxes,insurance,contributions,assessments and benefits and,for personnel not covered by collective bargaining agreements,customary benefits such as sick leave,medical and health benefits,holidays,vacations and pensions, provided such costs are based on wages and salaries included in the Cost of the Work under Sections 7.2.1 through 7.2.3. §7.2.5 If agreed rates for labor costs,in lieu of actual costs,are provided in this Agreement,the rates shall remain unchanged throughout the duration of this Agreement,unless the parties execute a Modification. §7.3 Subcontract Costs Payments made by the Construction Manager to Subcontractors in accordance with the requirements of the subcontracts and this Agreement. §7.4 Costs of Materials and Equipment Incorporated in the Completed Construction §7.4.1 Costs,including transportation and storage at the site,of materials and equipment incorporated,or to be incorporated,in the completed construction. §7.4.2 Costs of materials described in the preceding Section 7.4.1 in excess of those actually installed to allow for reasonable waste and spoilage.Unused excess materials,if any,shall become the Owner's property at the Inst. AIA Document A133-2019.Copyright @ 1991,2003,2009,and 2019.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 11:00:28 13 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in / accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3B9ADA42) completion of the Work or,at the Owner's option,shall be sold by the Construction Manager.Any amounts realized from such sales shall be credited to the Owner as a deduction from the Cost of the Work. §7.5 Costs of Other Materials and Equipment,Temporary Facilities and Related Items §7.5.1 Costs of transportation,storage,installation,dismantling,maintenance,and removal of materials,supplies, temporary facilities,machinery,equipment and hand tools not customarily owned by construction workers that are provided by the Construction Manager at the site and fully consumed in the performance of the Work.Costs of materials,supplies,temporary facilities,machinery,equipment,and tools,that are not fully consumed,shall be based on the cost or value of the item at the time it is first used on the Project site less the value of the item when it is no longer used at the Project site.Costs for items not fully consumed by the Construction Manager shall mean fair market value. §7.5.2 Rental charges for temporary facilities,machinery,equipment,and hand tools not customarily owned by construction workers that are provided by the Construction Manager at the site,and the costs of transportation, installation,dismantling,minor repairs,and removal of such temporary facilities,machinery,equipment,and hand tools.Rates and quantities of equipment owned by the Construction Manager,or a related party as defined in Section 7.8,shall be subject to the Owner's prior approval.The total rental cost of any such equipment may not exceed the purchase price of any comparable item. §7.5.3 Costs of removal of debris from the site of the Work and its proper and legal disposal. §7.5.4 Costs of the Construction Manager's site office,including general office equipment and supplies. §7.5.5 Costs of materials and equipment suitably stored off the site at a mutually acceptable location,subject to the Owner's prior approval. §7.6 Miscellaneous Costs §7.6.1 Premiums for that portion of insurance and bonds required by the Contract Documents that can be directly attributed to this Contract. §7.6.1.1 Costs for self-insurance,for either full or partial amounts of the coverages required by the Contract Documents,with the Owner's prior approval. §7.6.1.2 Costs for insurance through a captive insurer owned or controlled by the Construction Manager,with the Owner's prior approval. §7.6.2 Sales,use,or similar taxes,imposed by a governmental authority,that are related to the Work and for which the Construction Manager is liable. §7.6.3 Fees and assessments for the building permit,and for other permits,licenses,and inspections,for which the Construction Manager is required by the Contract Documents to pay. §7.6.4 Fees of laboratories for tests required by the Contract Documents;except those related to defective or nonconforming Work for which reimbursement is excluded under Article 13 of AIA Document A201-2017 or by other provisions of the Contract Documents,and which do not fall within the scope of Section 7.7.3. §7.6.5 Royalties and license fees paid for the use of a particular design,process,or product,required by the Contract Documents. §7.6.5.1 The cost of defending suits or claims for infringement of patent rights arising from requirements of the Contract Documents,payments made in accordance with legal judgments against the Construction Manager resulting from such suits or claims,and payments of settlements made with the Owner's consent,unless the Construction Manager had reason to believe that the required design,process,or product was an infringement of a copyright or a patent,and the Construction Manager failed to promptly furnish such information to the Architect as required by Article 3 of AIA Document A201-2017.The costs of legal defenses,judgments,and settlements shall not be included in the Cost of the Work used to calculate the Construction Manager's Fee or subject to the Guaranteed Maximum Price. Init. AIA Document A133—2019.Copyright©1991,2003,2009,and 2019.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 11:00:28 14 —715, ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in / accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3139ADA42) §7.6.6 Costs for communications services,electronic equipment,and software,directly related to the Work and located at the site,with the Owner's prior approval. §7.6.7 Costs of document reproductions and delivery charges. §7.6.8 Deposits lost for causes other than the Construction Manager's negligence or failure to fulfill a specific responsibility in the Contract Documents. §7.6.9 Legal,mediation and arbitration costs,including attorneys' fees,other than those arising from disputes between the Owner and Construction Manager,reasonably incurred by the Construction Manager after the execution of this Agreement in the performance of the Work and with the Owner's prior approval,which shall not be unreasonably withheld. §7.6.10 Expenses incurred in accordance with the Construction Manager's standard written personnel policy for relocation and temporary living allowances of the Construction Manager's personnel required for the Work,with the Owner's prior approval. §7.6.11 That portion of the reasonable expenses of the Construction Manager's supervisory or administrative personnel incurred while traveling in discharge of duties connected with the Work. §7.7 Other Costs and Emergencies §7.7.1 Other costs incurred in the performance of the Work,with the Owner's prior approval. §7.7.2 Costs incurred in taking action to prevent threatened damage,injury,or loss,in case of an emergency affecting the safety of persons and property,as provided in Article 10 of AIA Document A201-2017. §7.7.3 Costs of repairing or correcting damaged or nonconforming Work executed by the Construction Manager, Subcontractors,or suppliers,provided that such damaged or nonconforming Work was not caused by the negligence of,or failure to fulfill a specific responsibility by,the Construction Manager,and only to the extent that the cost of repair or correction is not recovered by the Construction Manager from insurance,sureties,Subcontractors, suppliers,or others. §7.7.4 The costs described in Sections 7.1 through 7.7 shall be included in the Cost of the Work,notwithstanding any provision of AIA Document A201-2017 or other Conditions of the Contract which may require the Construction Manager to pay such costs,unless such costs are excluded by the provisions of Section 7.9. §7.8 Related Party Transactions §7.8.1 For purposes of this Section 7.8,the term"related party"shall mean(1)a parent,subsidiary,affiliate,or other entity having common ownership of,or sharing common management with,the Construction Manager;(2)any entity in which any stockholder in,or management employee of,the Construction Manager holds an equity interest in excess of ten percent in the aggregate;(3)any entity which has the right to control the business or affairs of the Construction Manager;or(4)any person,or any member of the immediate family of any person,who has the right to control the business or affairs of the Construction Manager. §7.8.2 If any of the costs to be reimbursed arise from a transaction.between the Construction Manager and a related party,the Construction Manager shall notify the Owner of the specific nature of the contemplated transaction, including the identity of the related party and the anticipated cost to be incurred,before any such transaction is consummated or cost incurred.If the Owner,after such notification,authorizes the proposed transaction in writing, then the cost incurred shall be included as a cost to be reimbursed,and the Construction Manager shall procure the Work,equipment,goods,or service,from the related party,as a Subcontractor,according to the terms of Article 9. If the Owner fails to authorize the transaction in writing,the Construction Manager shall procure the Work, equipment,goods,or service from some person or entity other than a related party according to the terms of Article 9. §7.9 Costs Not To Be Reimbursed §7.9.1 The Cost of the Work shall not include the items listed below: Init. AIA Document A133—2019.Copyright©1991,2003,2009,and 2019.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 11:00:28 15 �t ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3139ADA42) .1 Salaries and other compensation of the Construction Manager's personnel stationed at the Construction Manager's principal office or offices other than the site office,except as specifically provided in Section 7.2,or as may be provided in Article 14; .2 Bonuses,profit sharing,incentive compensation,and any other discretionary payments,paid to anyone hired by the Construction Manager or paid to any Subcontractor or vendor,unless the Owner has provided prior approval; .3 Expenses of the Construction Manager's principal office and offices other than the site office; .4 Overhead and general expenses,except as may be expressly included in Sections 7.1 to 7.7; .5 The Construction Manager's capital expenses,including interest on the Construction Manager's capital employed for the Work; .6 Except as provided in Section 7.7.3 of this Agreement,costs due to the negligence of,or failure to fulfill a specific responsibility of the Contract by,the Construction Manager,Subcontractors,and suppliers,or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable; .7 Any cost not specifically and expressly described in Sections 7.1 to 7.7; .8 Costs,other than costs included in Change Orders approved by the Owner,that would cause the Guaranteed Maximum Price to be exceeded;and .9 Costs for services incurred during the Preconstruction Phase. ARTICLE 8 DISCOUNTS,REBATES,AND REFUNDS §8.1 Cash discounts obtained on payments made by the Construction Manager shall accrue to the Owner if(1) before making the payment,the Construction Manager included the amount to be paid,less such discount,in an Application for Payment and received payment from the Owner,or(2)the Owner has deposited funds with the Construction Manager with which to make payments;otherwise,cash discounts shall accrue to the Construction Manager.Trade discounts,rebates,refunds,and amounts received from sales of surplus materials and equipment shall accrue to the Owner,and the Construction Manager shall make provisions so that they can be obtained. §8.2 Amounts that accrue to the Owner in accordance with the provisions of Section 8.1 shall be credited to the Owner as a deduction from the Cost of the Work. ARTICLE 9 SUBCONTRACTS AND OTHER AGREEMENTS §9.1 Those portions of the Work that the Construction Manager does not customarily perform with the Construction Manager's own personnel shall be performed under subcontracts or other appropriate agreements with the Construction Manager.The Owner may designate specific persons from whom,or entities from which,the Construction Manager shall obtain bids.The Construction Manager shall obtain bids from Subcontractors,and from suppliers of materials or equipment fabricated especially for the Work,who are qualified to perform that portion of the Work in accordance with the requirements of the Contract Documents.The Construction Manager shall deliver such bids to the Architect and Owner with an indication as to which bids the Construction Manager intends to accept.The Owner then has the right to review the Construction Manager's list of proposed subcontractors and suppliers in consultation with the Architect and,subject to Section 9.1.1,to object to any subcontractor or supplier. Any advice of the Architect,or approval or objection by the Owner,shall not relieve the Construction Manager of its responsibility to perform the Work in accordance with the Contract Documents.The Construction Manager shall not be required to contract with anyone to whom the Construction Manager has reasonable objection. §9.1.1 When a specific subcontractor or supplier(1)is recommended to the Owner by the Construction Manager;(2) is qualified to perform that portion of the Work;and(3)has submitted a bid that conforms to the requirements of the Contract Documents without reservations or exceptions,but the Owner requires that another bid be accepted,then the Construction Manager may require that a Change Order be issued to adjust the Guaranteed Maximum Price by the difference between the bid of the person or entity recommended to the Owner by the Construction Manager and the amount of the subcontract or other agreement actually signed with the person or entity designated by the Owner. §9.2 Subcontracts or other agreements shall conform to the applicable payment provisions of this Agreement,and shall not be awarded on the basis of cost plus a fee without the Owner's prior written approval.If a subcontract is awarded on the basis of cost plus a fee,the Construction Manager shall provide in the subcontract for the Owner to receive the same audit rights with regard to the Subcontractor as the Owner receives with regard to the Construction Manager in Article 10. Init. AIA Document A133—2019.Copyright©1991,2003,2009,and 2019.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 11:00:28 16 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (369ADA42) ARTICLE 10 ACCOUNTING RECORDS The Construction Manager shall keep full and detailed records and accounts related to the Cost of the Work,and exercise such controls,as may be necessary for proper financial management under this Contract and to substantiate all costs incurred.The accounting and control systems shall be satisfactory to the Owner.The Owner and the Owner's auditors shall,during regular business hours and upon reasonable notice,be afforded access to,and shall be permitted to audit and copy,the Construction Manager's records and accounts,including complete documentation supporting accounting entries,books,job cost reports,correspondence,instructions,drawings,receipts, subcontracts,Subcontractor's proposals,Subcontractor's invoices,purchase orders,vouchers,memoranda,and other data relating to this Contract.The Construction Manager shall preserve these records for a period of three years after final payment,or for such longer period as may be required by law. ARTICLE 11 PAYMENTS FOR CONSTRUCTION PHASE SERVICES §11.1 Progress Payments §11.1.1 Based upon Applications for Payment submitted to the Architect by the Construction Manager,and Certificates for Payment issued by the Architect,the Owner shall make progress payments on account of the Contract Sum,to the Construction Manager,as provided below and elsewhere in the Contract Documents. §11.1.2 The period covered by each Application for Payment shall be one calendar month ending on the last day of the month,or as follows: N/A §11.1.3 Provided that an Application for Payment is received by the Architect not later than the 5th day of a month, the Owner shall make payment of the amount certified to the Construction Manager not later than the 25th day of the same month.If an Application for Payment is received by the Architect after the application date fixed above, payment of the amount certified shall be made by the Owner not later than Thirty(30)days after the Architect receives the Application for Payment. (Federal,state or local laws may require payment within a certain period of time) § 11.1.4 With each Application for Payment,the Construction Manager shall submit payrolls,petty cash accounts, receipted invoices or invoices with check vouchers attached,and any other evidence required by the Owner or Architect to demonstrate that payments already made by the Construction Manager on account of the Cost of the Work equal or exceed progress payments already received by the Construction Manager,plus payrolls for the period covered by the present Application for Payment,less that portion of the progress payments attributable to the Construction Manager's Fee. §11.1.5 Each Application for Payment shall be based on the most recent schedule of values submitted by the Construction Manager in accordance with the Contract Documents.The schedule of values shall allocate the entire Guaranteed Maximum Price among: (1)the various portions of the Work;(2)any contingency for costs that are included in the Guaranteed Maximum Price but not otherwise allocated to another line item or included in a Change Order;and(3)the Construction Manager's Fee. §11.1.5.1 The schedule of values shall be prepared in such form and supported by such data to substantiate its accuracy as the Architect may require.The schedule of values shall be used as a basis for reviewing the Construction Manager's Applications for Payment. §11.1.5.2 The allocation of the Guaranteed Maximum Price under this Section 11.1.5 shall not constitute a separate guaranteed maximum price for the Cost of the Work of each individual line item in the schedule of values. §11.1.5.3 When the Construction Manager allocates costs from a contingency to another line item in the schedule of values,the Construction Manager shall submit supporting documentation to the Architect. §11.1.6 Applications for Payment shall show the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment.The percentage of completion shall be the lesser of(1)the percentage of that portion of the Work which has actually been completed,or(2)the percentage obtained by dividing(a)the expense that has actually been incurred by the Construction Manager on account of that portion of the Work and for which the Construction Manager has made payment or intends to make payment prior to the next Init. AIA Document A133-2019.Copyright©1991,2003,2009,and 2019.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 11:00:28 17 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in / accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3139ADA42) Application for Payment,by(b)the share of the Guaranteed Maximum Price allocated to that portion of the Work in the schedule of values. §11.1.7 In accordance with AIA Document A201-2017 and subject to other provisions of the Contract Documents, the amount of each progress payment shall be computed as follows: §11.1.7.1 The amount of each progress payment shall first include: .1 That portion of the Guaranteed Maximum Price properly allocable to completed Work as determined by multiplying the percentage of completion of each portion of the Work by the share of the Guaranteed Maximum Price allocated to that portion of the Work in the most recent schedule of values; .2 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 completed construction or, if approved in writing in advance by the Owner,suitably stored off the site at a location agreed upon in writing; .3 That portion of Construction Change Directives that the Architect determines,in the Architect's professional judgment,to be reasonably justified;and .4 The Construction Manager's Fee,computed upon the Cost of the Work described in the preceding Sections 11.1.7.1.1 and 11.1.7.1.2 at the rate stated in Section 6.1.2 or,if the Construction Manager's Fee is stated as a fixed sum in that Section,an amount that bears the same ratio to that fixed-sum fee as the Cost of the Work included in Sections 11.1.7.1.1 and 11.1.7.1.2 bears to a reasonable estimate of the probable Cost of the Work upon its completion. §11.1.7.2 The amount of each progress payment shall then be reduced by: .1 The aggregate of any amounts previously paid by the Owner; .2 The amount,if any,for Work that remains uncorrected and for which the Architect has previously withheld a Certificate for Payment as provided in Article 9 of AIA Document A201-2017; .3 Any amount for which the Construction Manager does not intend to pay a Subcontractor or material supplier,unless the Work has been performed by others the Construction Manager intends to pay; .4 For Work performed or defects discovered since the last payment application,any amount for which the Architect may withhold payment,or nullify a Certificate of Payment in whole or in part,as provided in Article 9 of AIA Document A201-2017; .5 The shortfall,if any,indicated by the Construction Manager in the documentation required by Section 11.1.4 to substantiate prior Applications for Payment,or resulting from errors subsequently discovered by the Owner's auditors in such documentation;and .6 Retainage withheld pursuant to Section 11.1.8. § 11.1.8 Retainage §11.1.8.1 For each progress payment made prior to Substantial Completion of the Work,the Owner may withhold the following amount,as retainage,from the payment otherwise due: (Insert a percentage or amount to be withheld as retainage from each Application for Payment. The amount of retainage may be limited by governing law) 5% §11.1.8.1.1 The following items are not subject to retainage: (Insert any items not subject to the withholding of retainage,such as general conditions, insurance, etc) N/A §11.1.8.2 Reduction or limitation of retainage,if any,shall be as follows: (If the retainage established in Section 11.1.8.1 is to be modified prior to Substantial Completion of the entire Work, insert provisions for such modification) N/A Init. AIA Document A133-2019.Copyright©1991,2003,2009,and 2019.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 11:00:28 18 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3139ADA42) §11.1.8.3 Except asset forth in this Section 11.1.8.3,upon Substantial Completion of the Work,the Construction Manager may submit an Application for Payment that includes the retainage withheld from prior Applications for Payment pursuant to this Section 11.1.8.The Application for Payment submitted at Substantial Completion shall not include retainage as follows: (Insert any other conditions for release of retainage, such as upon completion of the Owner's audit and reconciliation, upon Substantial Completion) None §11.1.9 If final completion of the Work is materially delayed through no fault of the Construction Manager,the Owner shall pay the Construction Manager any additional amounts in accordance with Article 9 of AIA Document A201-2017. § 11.1.10 Except with the Owner's prior written approval,the Construction Manager shall not make advance payments to suppliers for materials or equipment which have not been delivered and suitably stored at the site. §11.1.11 The Owner and the Construction Manager shall agree upon a mutually acceptable procedure for review and approval of payments to Subcontractors,and the percentage of retainage held on Subcontracts,and the Construction Manager shall execute subcontracts in accordance with those agreements. §11.1.12 In taking action on the Construction Manager's Applications for Payment the Architect shall be entitled to rely on the accuracy and completeness of the information furnished by the Construction Manager,and such action shall not be deemed to be a representation that(1)the Architect has made a detailed examination,audit,or arithmetic verification,of the documentation submitted in accordance with Section 11.1.4 or other supporting data; (2)that the Architect has made exhaustive or continuous on-site inspections;or(3)that the Architect has made examinations to ascertain how or for what purposes the Construction Manager has used amounts previously paid on account of the Contract. Such examinations,audits,and verifications,if required by the Owner,will be performed by the Owner's auditors acting in the sole interest of the Owner. § 11.2 Final Payment §11.2.1 Final payment,constituting the entire unpaid balance of the Contract Sum,shall be made by the Owner to the Construction Manager when .1 the Construction Manager has fully performed the Contract,except for the Construction Manager's responsibility to correct Work as provided in Article 12 of AIA Document A201-2017,and to satisfy other requirements,if any,which extend beyond final payment; .2 the Construction Manager has submitted a final accounting for the Cost of the Work and a final Application for Payment;and .3 a final Certificate for Payment has been issued by the Architect in accordance with Section 11.2.2.2. §11.2.2 Within 30 days of the Owner's receipt of the Construction Manager's final accounting for the Cost of the Work,the Owner shall conduct an audit of the Cost of the Work or notify the Architect that it will not conduct an audit. §11.2.2.1 If the Owner conducts an audit of the Cost of the Work,the Owner shall,within 10 days after completion of the audit,submit a written report based upon the auditors' findings to the Architect. §11.2.2.2 Within seven days after receipt of the written report described in Section 11.2.2.1,or receipt of notice that the Owner will not conduct an audit,and provided that the other conditions of Section 11.2.1 have been met,the Architect will either issue to the Owner a final Certificate for Payment with a copy to the Construction Manager,or notify the Construction Manager and Owner in writing of the Architect's reasons for withholding a certificate as provided in Article 9 of AIA Document A201-2017.The time periods stated in this Section 11.2.2 supersede those stated in Article 9 of AIA Document A201-2017.The Architect is not responsible for verifying the accuracy of the Construction Manager's final accounting. §11.2.2.3 If the Owner's auditors'report concludes that the Cost of the Work,as substantiated by the Construction Manager's final accounting,is less than claimed by the Construction Manager,the Construction Manager shall be entitled to request mediation of the disputed amount without seeking an initial decision pursuant to Article 15 of Init. AIA Document A133-2019.Copyright©1991,2003,2009,and 2019.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 11:00:28 19 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in / accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3139ADA42) AIA Document A201-2017.A request for mediation shall be made by the Construction Manager within 30 days after the Construction Manager's receipt of a copy of the Architect's final Certificate for Payment.Failure to request mediation within this 30-day period shall result in the substantiated amount reported by the Owner's auditors becoming binding on the Construction Manager.Pending a final resolution of the disputed amount,the Owner shall pay the Construction Manager the amount certified in the Architect's final Certificate for Payment. §11.2.3 The Owner's final payment to the Construction Manager shall be made no later than 30 days after the issuance of the Architect's final Certificate for Payment,or as follows: N/A §11.2.4 If,subsequent to final payment,and at the Owner's request,the Construction Manager incurs costs, described in Sections 7.1 through 7.7,and not excluded by Section 7.9,to correct defective or nonconforming Work, the Owner shall reimburse the Construction Manager for such costs,and the Construction Manager's Fee applicable thereto,on the same basis as if such costs had been incurred prior to final payment,but not in excess of the Guaranteed Maximum Price.If adjustments to the Contract Sum are provided for in Section 6.1.7,the amount of those adjustments shall be recalculated,taking into account any reimbursements made pursuant to this Section 11.2.4 in determining the net amount to be paid by the Owner to the Construction Manager. §11.3 Interest Payments due and unpaid under the Contract shall bear interest from the date payment is due at the rate stated below,or in the absence thereof,at the legal rate prevailing from time to time at the place where the Project is located. (Insert rate of interest agreed upon, if any.) Pursuant to the Texas Prompt Payment Act%monthly ARTICLE 12 DISPUTE RESOLUTION §12.1 Initial Decision Maker §12.1.1 Any Claim between the Owner and Construction Manager shall be resolved in accordance with the provisions set forth in this Article 12 and Article 15 of A201-2017.However,for Claims arising from or relating to the Construction Manager's Preconstruction Phase services,no decision by the Initial Decision Maker shall be required as a condition precedent to mediation or binding dispute resolution,and Section 12.1.2 of this Agreement shall not apply. §12.1.2 The Architect will serve as the Initial Decision Maker pursuant to Article 15 of AIA Document A201-2017 for Claims arising from or relating to the Construction Manager's Construction Phase services,unless the parties appoint below another individual,not a party to the Agreement,to serve as the Initial Decision Maker. (If the parties mutually agree, insert the name, address and other contact information of the Initial Decision Maker, if other than the Architect.) §12.2 Binding Dispute Resolution For any Claim subject to,but not resolved by mediation pursuant to Article 15 of AIA Document A201-2017,the method of binding dispute resolution shall be as follows: (Check the appropriate box) [ ] Arbitration pursuant to Article 15 of AIA Document A201-2017 [X] Litigation in a court of competent jurisdiction [ ] Other: (Specify) Init. AIA Document A133—2019.Copyright©1991,2003,2009,and 2019.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 11:00:28 20 ET on 02/27/2023 under Order No.2114381589 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in t accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3139ADA42) If the Owner and Construction Manager do not select a method of binding dispute resolution,or do not subsequently agree in writing to a binding dispute resolution method other than litigation,Claims will be resolved by litigation in a court of competent jurisdiction. ARTICLE 13 TERMINATION OR SUSPENSION §13.1 Termination Prior to Execution of the Guaranteed Maximum Price Amendment §13.1.1 If the Owner and the Construction Manager do not reach an agreement on the Guaranteed Maximum Price, the Owner may terminate this Agreement upon not less than seven days'written notice to the Construction Manager, and the Construction Manager may terminate this Agreement,upon not less than seven days'written notice to the Owner. §13.1.2 In the event of termination of this Agreement pursuant to Section 13.1.1,the Construction Manager shall be compensated for Preconstruction Phase services and Work performed prior to receipt of a notice of termination,in accordance with the terms of this Agreement.In no event shall the Construction Manager's compensation under this Section exceed the compensation set forth in Section 5.1. §13.1.3 Prior to the execution of the Guaranteed Maximum Price Amendment,the Owner may terminate this Agreement upon not less than seven days'written notice to the Construction Manager for the Owner's convenience and without cause,and the Construction Manager may terminate this Agreement,upon not less than seven days' written notice to the Owner,for the reasons set forth in Article 14 of A201-2017. §13.1.4 In the event of termination of this Agreement pursuant to Section 13.1.3,the Construction Manager shall be equitably compensated for Preconstruction Phase services and Work performed prior to receipt of a notice of termination.In no event shall the Construction Manager's compensation under this Section exceed the compensation set forth in Section 5.1. §13.1.5 If the Owner terminates the Contract pursuant to Section 13.1.3 after the commencement of the Construction Phase but prior to the execution of the Guaranteed Maximum Price Amendment,the Owner shall pay to the Construction Manager an amount calculated as follows,which amount shall be in addition to any compensation paid to the Construction Manager under Section 13.1.4: .1 Take the Cost of the Work incurred by the Construction Manager to the date of termination; .2 Add the Construction Manager's Fee computed upon the Cost of the Work to the date of termination at the rate stated in Section 6.1 or,if the Construction Manager's Fee is stated as a fixed sum in that Section,an amount that bears the same ratio to that fixed-sum Fee as the Cost of the Work at the time of termination bears to a reasonable estimate of the probable Cost of the Work upon its completion; and .3 Subtract the aggregate of previous payments made by the Owner for Construction Phase services. §13.1.6 The Owner shall also pay the Construction Manager fair compensation,either by purchase or rental at the election of the Owner,for any equipment owned by the Construction Manager that the Owner elects to retain and that is not otherwise included in the Cost of the Work under Section 13.1.5.1.To the extent that the Owner elects to take legal assignment of subcontracts and purchase orders(including rental agreements),the Construction Manager shall,as a condition of receiving the payments referred to in this Article 13,execute and deliver all such papers and take all such steps,including the legal assignment of such subcontracts and other contractual rights of the Construction Manager,as the Owner may require for the purpose of fully vesting in the Owner the rights and benefits of the Construction Manager under such subcontracts or purchase orders.All Subcontracts,purchase orders and rental agreements entered into by the Construction Manager will contain provisions allowing for assignment to the Owner as described above. §13.1.6.1 If the Owner accepts assignment of subcontracts,purchase orders or rental agreements as described above, the Owner will reimburse or indemnify the Construction Manager for all costs arising under the subcontract, purchase order or rental agreement,if those costs would have been reimbursable as Cost of the Work if the contract had not been terminated.If the Owner chooses not to accept assignment of any subcontract,purchase order or rental agreement that would have constituted a Cost of the Work had this agreement not been terminated,the Construction Init. AIA Document A133-2019.Copyright©1991,2003,2009,and 2019.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 11:00:28 21 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in / accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3139ADA42) Manager will terminate the subcontract,purchase order or rental agreement and the Owner will pay the Construction Manager the costs necessarily incurred by the Construction Manager because of such termination. §13.2 Termination or Suspension Following Execution of the Guaranteed Maximum Price Amendment §13.2.1 Termination The Contract may be terminated by the Owner or the Construction Manager as provided in Article 14 of AIA Document A201-2017. §13.2.2 Termination by the Owner for Cause §13.2.2.1 If the Owner terminates the Contract for cause as provided in Article 14 of AIA Document A201-2017, the amount,if any,to be paid to the Construction Manager under Article 14 of AIA Document A201-2017 shall not cause the Guaranteed Maximum Price to be exceeded,nor shall it exceed an amount calculated as follows: .1 Take the Cost of the Work incurred by the Construction Manager to the date of termination; .2 Add the Construction Manager's Fee,computed upon the Cost of the Work to the date of termination at the rate stated in Section 6.1 or,if the Construction Manager'Fee is stated as a fixed sum in that Section,an amount that bears the same ratio to that fixed-sum Fee as the Cost of the Work at the time of termination bears to a reasonable estimate of the probable Cost of the Work upon its completion; .3 Subtract the aggregate of previous payments made by the Owner;and .4 Subtract the costs and damages incurred,or to be incurred,by the Owner under Article 14 of AIA Document A201-2017. §13.2.2.2 The Owner shall also pay the Construction Manager fair compensation,either by purchase or rental at the election of the Owner,for any equipment owned by the Construction Manager that the Owner elects to retain and that is not otherwise included in the Cost of the Work under Section 13.2.2.1.1.To the extent that the Owner elects to take legal assignment of subcontracts and purchase orders(including rental agreements),the Construction Manager shall,as a condition of receiving the payments referred to in this Article 13,execute and deliver all such papers and take all such steps,including the legal assignment of such subcontracts and other contractual rights of the Construction Manager,as the Owner may require for the purpose of fully vesting in the Owner the rights and benefits of the Construction Manager under such subcontracts or purchase orders. §13.2.3 Termination by the Owner for Convenience If the Owner terminates the Contract for convenience in accordance with Article 14 of AIA Document A201-2017, then the Owner shall pay the Construction Manager a termination fee as follows: (Insert the amount of or method for determining the fee, if any,payable to the Construction Manager following a termination for the Owner's convenience) None § 13.3 Suspension The Work may be suspended by the Owner as provided in Article 14 of AIA Document A201-2017;in such case, the Guaranteed Maximum Price and Contract Time shall be increased as provided in Article 14 of AIA Document A201-2017,except that the term"profit"shall be understood to mean the Construction Manager's Fee as described in Sections 6.1 and 6.3.5 of this Agreement. ARTICLE 14 MISCELLANEOUS PROVISIONS §14.1 Terms in this Agreement shall have the same meaning as those in A201-2017.Where reference is made in this Agreement to a provision of AIA Document A201-2017 or another Contract Document,the reference refers to that provision as amended or supplemented by other provisions of the Contract Documents. §14.2 Successors and Assigns §14.2.1 The Owner and Construction Manager,respectively,bind themselves,their partners,successors,assigns and legal representatives to covenants,agreements,and obligations contained in the Contract Documents.Except as provided in Section 14.2.2 of this Agreement,and in Section 13.2.2 of A201-2017,neither party to the Contract shall assign the Contract as a whole without written consent of the other.If either party attempts to make an assignment without such consent,that party shall nevertheless remain legally responsible for all obligations under the Contract. Init. AIA Document A133—2019.Copyright©1991,2003,2009,and 2019.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 11:00:28 22 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in / accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3B9ADA42) §14.2.2 The Owner may,without consent of the Construction Manager,assign the Contract to a lender providing construction financing for the Project,if the lender assumes the Owner's rights and obligations under the Contract Documents.The Construction Manager shall execute all consents reasonably required to facilitate the assignment. §14.3 Insurance and Bonds §14.3.1 Preconstruction Phase The Construction Manager shall maintain the following insurance for the duration of the Preconstruction Services performed under this Agreement.If any of the requirements set forth below exceed the types and limits the Construction Manager normally maintains,the Owner shall reimburse the Construction Manager for any additional cost. §14.3.1.1 Commercial General Liability with policy limits of not less than Two Million Dollars($2,000,000)for each occurrence and Five Million Dollars($$5,000,000)in the aggregate for bodily injury and property damage. §14.3.1.2 Automobile Liability covering vehicles owned,and non-owned vehicles used,by the Construction Manager with policy limits of not less than One Million Dollars($ 1,000,000)per accident for bodily injury,death of any person,and property damage arising out of the ownership,maintenance and use of those motor vehicles, along with any other statutorily required automobile coverage. §14.3.1.3 The Construction Manager may achieve the required limits and coverage for Commercial General Liability and Automobile Liability through a combination of primary and excess or umbrella liability insurance,provided that such primary and excess or umbrella liability insurance policies result in the same or greater coverage as the coverages required under Sections 14.3.1.1 and 14.3.1.2,and in no event shall any excess or umbrella liability insurance provide narrower coverage than the primary policy.The excess policy shall not require the exhaustion of the underlying limits only through the actual payment by the underlying insurers. § 14.3.1.4 Workers' Compensation at statutory limits and Employers Liability with policy limits not less than One Million Dollars($ 1,000,000)each accident,One Million Dollars($ 1,000,000)each employee,and One Million Dollars($ 1,000,000)policy limit. §14.3.1.5 Professional Liability covering negligent acts,errors and omissions in the performance of professional services,with policy limits of not less than Zero ($0 )per claim and 0 ($0 )in the aggregate. §14.3.1.6 Other Insurance (List below any other insurance coverage to be provided by the Construction Manager and any applicable limits) Coverage Limits §14.3.1.7 Additional Insured Obligations.To the fullest extent permitted by law,the Construction Manager shall cause the primary and excess or umbrella polices for Commercial General Liability and Automobile Liability to include the Owner as an additional insured for claims caused in whole or in part by the Construction Manager's negligent acts or omissions.The additional insured coverage shall be primary and non-contributory to any of the Owner's insurance policies and shall apply to both ongoing and completed operations. §14.3.1.8 The Construction Manager shall provide certificates of insurance to the Owner that evidence compliance with the requirements in this Section 14.3.1. §14.3.2 Construction Phase After execution of the Guaranteed Maximum Price Amendment,the Owner and the Construction Manager shall purchase and maintain insurance as set forth in AIA Document A133Tm-2019,Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price,Exhibit B,Insurance and Bonds,and elsewhere in the Contract Documents. §14.3.2.1 The Construction Manager shall provide bonds as set forth in AIA Document A133Tm--2019 Exhibit B, and elsewhere in the Contract Documents. Inst. AIA Document A133—2019.Copyright©1991,2003,2009,and 2019.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 11:00:28 23 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in t accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3139ADA42) §14.4 Notice in electronic format,pursuant to Article 1 of AIA Document A201-2017,may be given in accordance with AIA Document E203TW-2013,Building Information Modeling and Digital Data Exhibit,if completed,or as otherwise set forth below: (If other than in accordance with AL4 Document E203-2013, insert requirements for delivering notice in electronic format such as name, title, and email address of the recipient and whether and how the system will be required to generate a read receipt for the transmission) N/A §14.5 Other provisions: None ARTICLE 15 SCOPE OF THE AGREEMENT §15.1 This Agreement represents the entire and integrated agreement between the Owner and the Construction Manager and supersedes all prior negotiations,representations or agreements,either written or oral.This Agreement may be amended only by written instrument signed by both Owner and Construction Manager. §15.2 The following documents comprise the Agreement: .1 AIA Document A133Tm--2019,Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price .2 AIA Document A133Tm-2019,Exhibit A,Guaranteed Maximum Price Amendment,if executed .3 AIA Document A133TM-2019,Exhibit B,Insurance and Bonds .4 AIA Document A201TM-2017,General Conditions of the Contract for Construction .5 AIA Document E203Tm-2013,Building Information Modeling and Digital Data Exhibit,dated as indicated below: (Insert the date of the E203-2013 incorporated into this Agreement.) .6 Other Exhibits: (Check all boxes that apply.) [ ] AIA Document E234Tm-2019,Sustainable Projects Exhibit,Construction Manager as Constructor Edition, dated as indicated below: (Insert the date of the E234-2019 incorporated into this Agreement.) [ ] Supplementary and other Conditions of the Contract: Document Title Date Pages .7 Other documents,if any,listed below: (List here any additional documents that are intended to form part of the Contract Documents.AIA Document A201-2017 provides that the advertisement or invitation to bid,Instructions to Bidders, sample forms, the Construction Manager's bid or proposal,portions of Addenda relating to bidding or proposal requirements, and other information furnished by the Owner in anticipation of receiving bids or proposals, are not part of the Contract Documents unless enumerated in this Agreement.Any such documents should be listed here only if intended to be part of the Contract Documents) Init. AIA Document A133—2019.Copyright©1991,2003,2009,and 2019.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 11:00:28 24 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in t accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3139ADA42) This Agreement is entered into as of the day and year first written above. CJ OWNER Sig ture) CONSTRUCTION MANAGER(Signat Craig Morgan,Mayor Kenton C.He0 )6rnrJTh' (Q fl e tn)2,2;_ff\--s (Printed name and title) (Printed name and title) Init. AIA Document A133—2019.Copyright©1991,2003,2009,and 2019.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 11:00:28 25 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in / accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3139ADA42) Additions and Deletions Report for AIA Document A 133 — 2019 This Additions and Deletions Report,as defined on page 1 of the associated document,reproduces below all text the author has added to the standard form AIA document in order to complete it,as well as any text the author may have added to or deleted from the original AIA text.Added text is shown underlined.Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document.This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 11:00:28 ET on 02/27/2023. PAGE 1 AGREEMENT made as of the day of in the year Two Thousand Twenty-Three City of Round Rock,Texas 221 East Main Street Round Rock,Texas Telephone Number: (512)218-5400 Braun&Butler Construction Inc. 300 Hazelwood Street,Suite 100 Leander,Texas 78641 Telephone Number: (512)837-2882 Griffith Remodel and Paseo Proiect 212 and 216 East Main Street Round Rock,Texas 78664 Remodel of the existing 44,000 square foot Griffith Building located at 216 East Main Street,relocation of the histor ical Palm House and addition of an adjacent Paseo. McKinney Architects,Inc. 301 East 7th Street Austin,Texas 78702 Telephone Number: (512)476-0201 PAGE 2 Owner has engaged McKinney Architects Inc as the Principal for design. Owner does not currently have a Program for the Project however,McKinney York intends on completing Programming by the end of February 2023. Additions and Deletions Report for AIA Document A133—2019.Copyright©1991,2003,2009,and 2019.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 11:00:28 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (369ADA42) Remodel of the existing 44,000 square foot Griffith Building,relocation of the existing Palm House and the addition of an adjacent Paseo. PAGE 3 The total budget for the Project is$13,000,000 and includes construction costs,FF&E(furniture,fixtures and equip ment),and audio- visual costs. Construction Manager shall be responsible for procuring and managing the installation of FF&E. February 2023 March 2023 for Pre-Construction Services November 2025 Approval of AIA Document A-133 2019 February 2023 Approval of Guaranteed Price Amendment March 2024 N/A N/A None Richard Will 221 East Main Street Round Rock,Texas 78664 Telephone Number:(512)341-311 Email Address:richardwillAroundrocktexas. oovv PAGE 4 McKinney Architects Inc. 301 East 7th Street Additions and Deletions Report for AIA Document A133—2019.Copyright©1991,2003,2009,and 2019.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 2 document was produced at 11:00:28 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3139ADA42) Austin.Texas 78702 2P Consultants None Al McKinney McKinney Architects Inc. 301 East 7th Street Austin,Texas 78702 Telephone Number: (512)476-0201 Colin Juren 300 Hazelwood Street,Suite 100 Leander,Texas 78641 Telephone Number: (512)837-2882 PAGE 5 None Subcontractors must be procured in accordance to Texas State Law and are subject to approval by Owner. None PAGE 8 None §3.2.5 The Construction Manager shall meet with the Owner and Architect to review the Guaranteed Maximum Price proposal.In the event that the Owner or Architect discover any inconsistencies or inaccuracies in the information presented,they shall promptly notify the Construction Manager,who shall make appropriate adjustments to the Guaranteed Maximum Price proposal,its basis,or both.The Owner shall be entitled to full access to all details of the process of developing the Guaranteed Maximum Price proposal.It is the intent of this Agreement that allowances assumptions clarifications and other loose elements that could lead to change orders after the Guaranteed Price Maximum is determined to be held to a minimum. Additions and Deletions Report for AIA Document A133—2019.Copyright©1991,2003,2009,and 2019.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 3 document was produced at 11:00:28 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3139ADA42) PAGE 11 Twenty-Four Thousand Eight Hundred Dollars($24,800)plus a relocation allowance of Four Hundred Thousand($400,000)for the historical Palm House f or a total of Four Hundred Twenty-Four Thousand Dollars($424,800). Construction Manager's Hourly Rates §5.1.3 If the Preconstruction Phase services covered by this Agreement have not been completed within Six(6) months of the date of this Agreement,through no fault of the Construction Manager,the Construction Manager's compensation for Preconstruction Phase services shall be equitably adjusted. §5.2.2 Payments are due and payable upon presentation of the Construction Manager's invoice.Amounts unpaid Thirty-one(31 )days after the invoice date shall bear interest at the rate entered below,or in the absence thereof at the legal rate prevailing from time to time at the principal place of business of the Construction Manager. Interest shall be pursuant to the Texas Prompt Payment Act. %monthly PAGE 12 3.75% 3.75% Maximum 15%overhead and profit $1000 per day None PAGE 13 Project Manager Preconstruction Manager Estimator Project Manager Assistant,Preconstruction Assistant,Office Manager,Controller, Senior Project Manager PAGE 17 N/A Additions and Deletions Report for AIA Document A133—2019.Copyright©1991,2003,2009,and 2019.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 4 document was produced at 11:00:28 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3B9ADA42) §11.1.3 Provided that an Application for Payment is received by the Architect not later than the 5th day of a month, the Owner shall make payment of the amount certified to the Construction Manager not later than the 25th day of the same month.If an Application for Payment is received by the Architect after the application date fixed above, payment of the amount certified shall be made by the Owner not later than Thirty(30)days after the Architect receives the Application for Payment. PAGE 18 5% N/A N/A PAGE 19 None PAGE 20 N/A Pursuant to the Texas Prompt Payment Act%monthly [X] Litigation in a court of competent jurisdiction PAGE 22 Nonc PAGE 23 § 14.3.1.1 Commercial General Liability with policy limits of not less than Two Million Dollars($2,000,000)for each occurrence and Five Million Dollars($$5,000,000)in the aggregate for bodily injury and property damage. §14.3.1.2 Automobile Liability covering vehicles owned,and non-owned vehicles used,by the Construction Manager with policy limits of not less than One Million Dollars($ 1,000,000)per accident for bodily injury,death of any person,and property damage arising out of the ownership,maintenance and use of those motor vehicles, along with any other statutorily required automobile coverage. §14.3.1.4 Workers' Compensation at statutory limits and Employers Liability with policy limits not less than One Million Dollars($ 1,000,000)each accident,One Million Dollars($ 1,000,000)each employee,and One Million Dollars($ 1,000,000)policy limit. Additions and Deletions Report for AIA Document A133—2019.Copyright©1991,2003,2009,and 2019.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 5 document was produced at 11:00:28 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3B9ADA42) § 14.3.1.5 Professional Liability covering negligent acts,errors and omissions in the performance of professional services,with policy limits of not less than Zero ($0 )per claim and 0 ($0 )in the aggregate. PAGE 24 N/A None PAGE 25 Craig Morgan, Mayor Kenton C.He0 Additions and Deletions Report for AIA Document A133—2019.Copyright©1991,2003,2009,and 2019.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 6 document was produced at 11:00:28 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (3139ADA42) Certification of Document's Authenticity AlkJ 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 11:00:28 ET on 02/27/2023 under Order No.2114381569 from AIA Contract Documents software and that in preparing the attached final document I made no changes to the original text of AIA®Document A133TM-2019,Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price,other than those additions and deletions shown in the associated Additions and Deletions Report. ( igned) (Title) ,4//%� (Dated)' AIA Document D401—2003.Copyright©1992 and 2003.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 11:00:28 ET on 02/27/2023 under Order No.2114381569 which expires on 11/08/2023,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiaoontracts.com. User Notes: (369ADA42) GENERAL CONDITIONS Reference AIA Document A201 -2017 General Conditions of a Contract for Construction *The City reserves the right to negotiate terms and revisions to the A201-2017 with agreement between City and Contractor. Alk . -NIA Document A201 - 2017 General Conditions of the Contract for Construction for the following PROJECT: (Name and location or address) Griffith Remodel and Paseo Project ADDITIONS AND DELETIONS: 212 and 216 East Main Street The author of this document has added information needed for its THE OWNER: completion.The author may also have revised the text of the original (Name, legal status and address) AIA standard form.An Additions and Deletions Report that notes added City of Round Rock,Texas information as well as revisions to the 221 East Main Street standard form text is available from Round Rock,Texas 78664 the author and should be reviewed.A vertical line in the left margin of this THE ARCHITECT: document indicates where the author (Name, legal status and address) has added necessary information and where the author has added to or McKinney Architects,Inc. deleted from the original AIA text. 301 East 711i Street This document has important legal Austin,Texas 78702 consequences.Consultation with an attorney is encouraged with respect TABLE OF ARTICLES to its completion or modification. 1 GENERAL PROVISIONS For guidance in modifying this document to include supplementary 2 OWNER conditions,see AIA Document A503"",Guide for Supplementary 3 CONTRACTOR Conditions. 4 ARCHITECT 5 SUBCONTRACTORS 6 CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS 7 CHANGES IN THE WORK 8 TIME 9 PAYMENTS AND COMPLETION 10 PROTECTION OF PERSONS AND PROPERTY 11 INSURANCE AND BONDS 12 UNCOVERING AND CORRECTION OF WORK 13 MISCELLANEOUS PROVISIONS AIA Document A201—2017.Copyright @ 1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights Init. reserved."The American Institute of Architects,""American Institute of Architects,""AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not I 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 docinfo@aiacontracts.com. (1279808879) User Notes: 14 TERMINATION OR SUSPENSION OF THE CONTRACT 15 CLAIMS AND DISPUTES AIA Document A201—2017.Copyright @ 1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights Init. reserved."The American Institute of Architects,""American Institute of Architects,""AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 2 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not / for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations, e-mail docinfo@aiacontracts.com. (1279808879) User Notes: INDEX Architect's Authority to Reject Work (Topics and numbers in bold are Section headings.) 3.5,4.2.6, 12.1.2, 12.2.1 Architect's Copyright 1.1.7, 1.5 Acceptance of Nonconforming Work Architect's Decisions 9.6.6,9.9.3,12.3 3.7.4,4.2.6,4.2.7,4.2.11,4.2.12,4.2.13,4.2.14,6.3, Acceptance of Work 7.3.4,7.3.9,8.1.3,8.3.1,9.2,9.4.1,9.5,9.8.4,9.9.1, 9.6.6,9.8.2,9.9.3,9.10.1,9.10.3, 12.3 13.4.2, 15.2 Access to Work Architect's Inspections 3.16,6.2.1, 12.1 3.7.4,4.2.2,4.2.9,9.4.2,9.8.3,9.9.2,9.10.1, 13.4 Accident Prevention Architect's Instructions 10 3.2.4,3.3.1,4.2.6,4.2.7, 13.4.2 Acts and Omissions Architect's Interpretations 3.2,3.3.2,3.12.8,3.18,4.2.3,8.3.1,9.5.1, 10.2.5, 4.2.11,4.2.12 10.2.8, 13.3.2, 14.1, 15.1.2, 15.2 Architect's Project Representative Addenda 4.2.10 1.1.1 Architect's Relationship with Contractor Additional Costs,Claims for 1.1.2, 1.5,2.3.3,3.1.3,3.2.2,3.2.3,3.2.4,3.3.1,3.4.2, 3.7.4,3.7.5, 10.3.2, 15.1.5 3.5,3.7.4,3.7.5,3.9.2,3.9.3,3.10,3.11,3.12,3.16, Additional Inspections and Testing 3.18,4.1.2,4.2,5.2,6.2.2,7,8.3.1,9.2,9.3,9.4,9.5, 9.4.2,9.8.3, 12.2.1,13.4 9.7,9.8,9.9, 10.2.6, 10.3, 11.3, 12, 13.3.2, 13.4, 15.2 Additional Time,Claims for Architect's Relationship with Subcontractors 3.2.4,3.7.4,3.7.5,3.10.2,8.3.2,15.1.6 1.1.2,4.2.3,4.2.4,4.2.6,9.6.3,9.6.4, 11.3 Administration of the Contract Architect's Representations 3.1.3,4.2,9.4,9.5 9.4.2,9.5.1,9.10.1 Advertisement or Invitation to Bid Architect's Site Visits 1.1.1 3.7.4,4.2.2,4.2.9,9.4.2,9.5.1,9.9.2,9.10.1, 13.4 Aesthetic Effect Asbestos 4.2.13 10.3.1 Allowances Attorneys'Fees 3"8 3.18.1,9.6.8,9.10.2, 10.3.3 Applications for Payment Award of Separate Contracts 4.2.5,7.3.9,9.2,9.3,9.4,9.5.1,9.5.4,9.6.3,9.7,9.10 6.1.1,6.1.2 Approvals Award of Subcontracts and Other Contracts for 2.1.1,2.3.1,2.5,3.1.3,3.10.2,3.12.8,3.12.9, Portions of the Work 3.12.10.1,4.2.7,9.3.2, 13.4.1 5.2 Arbitration Basic Definitions 8.3.1, 15.3.2,15.4 1.1 ARCHITECT Bidding Requirements 4 1.1.1 Architect,Definition of Binding Dispute Resolution 4.1.1 _ 8.3.1,9.7, 11.5, 13.1, 15.1.2, 15.1.3, 15.2.1, 15.2.5, Architect,Extent of Authority 15.2.6.1, 15.3.1, 15.3.2, 15.3.3, 15.4.1 2.5,3.12.7,4.1.2,4.2,5.2,6.3,7.1.2,7.3.4,7.4,9.2, Bonds,Lien 9.3.1,9.4,9.5,9.6.3,9.8,9.10.1,9.10.3, 12.1, 12.2.1, 7.3.4.4,9.6.8,9.10.2,9.10.3 13.4.1, 13.4.2, 14.2.2, 14.2.4, 15.1.4, 15.2.1 Bonds,Performance,and Payment Architect,Limitations of Authority and Responsibility 7.3.4.4,9.6.7,9.10.3,11.1.2, 11.1.3,11.5 2.1.1,3.12.4,3.12.8,3.12.10,4.1.2,4.2.1,4.2.2,4.2.3, Building Information Models Use and Reliance 4.2.6,4.2.7,4.2.10,4.2.12,4.2.13,5.2.1,7.4,9.4.2, 1.8 9.5.4,9.6.4, 15.1.4, 15.2 Building Permit Architect's Additional Services and Expenses 3.7.1 2.5, 12.2.1, 13.4.2, 13.4.3, 14.2.4 Capitalization Architect's Administration of the Contract 1.3 3.1.3,3.7.4, 15.2,9.4.1,9.5 Certificate of Substantial Completion Architect's Approvals 9.8.3,9.8.4,9.8.5 2.5,3.1.3,3.5,3.10.2,4.2.7 /nit. AIA Document A201—2017.Copyright @ 1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects;"American Institute of Architects;"AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 3 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04108/2024,is not I 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 docinfo@aiacontracts.com. (1279808879) User Notes: Certificates for Payment Concealed or Unknown Conditions 4.2.1,4.2.5,4.2.9,9.3.3,9.4,9.5,9.6.1,9.6.6,9.7, 3.7.4,4.2.8,8.3.1, 10.3 9.10.1,9.10.3, 14.1.1.3, 14.2.4, 15.1.4 Conditions of the Contract Certificates of Inspection,Testing or Approval 1.1.1,6.1.1,6.1.4 13.4.4 Consent,Written Certificates of Insurance 3.4.2,3.14.2,4.1.2,9.8.5,9.9.1,9.10.2,9.10.3, 13.2, 9.10.2 15.4.4.2 Change Orders Consolidation or Joinder 1.1.1,3.4.2,3.7.4,3.8.2.3,3.11,3.12.8,4.2.8,5.2.3, 15.4.4 7.1.2,7.1.3,7.2,7.3.2,7.3.7,7.3.9,7.3.10,8.3.1, CONSTRUCTION BY OWNER OR BY 9.3.1.1,9.10.3, 10.3.2, 11.2, 11.5, 12.1.2 SEPARATE CONTRACTORS Change Orders,Definition of 1.1.4,6 7.2,1 Construction Change Directive,Definition of CHANGES IN THE WORK 7.3.1 2.2.2,3.11,4.2.8,7,7.2.1,7.3.1,7.4,8.3.1,9.3.1.1, Construction Change Directives 11.5 1.1.1,3.4.2,3.11,3.12.8,4.2.8,7.1.1,7.1.2,7.1.3,7.3, Claims,Definition of 9.3.1.1 15.1.1 Construction Schedules,Contractor's Claims,Notice of 3.10,3.11,3.12.1,3.12.2,6.1.3, 15.1.6.2 1.6.2, 15.1.3 Contingent Assignment of Subcontracts CLAIMS AND DISPUTES 5.4, 14.2.2.2 3.2.4,6.1.1,6.3,7.3.9,9.3.3,9.10.4, 10.3.3,15, 15.4 Continuing Contract Performance Claims and Timely Assertion of Claims 15.1.4 15.4.1 Contract,Definition of Claims for Additional Cost 1.1.2 3.2.4,3.3.1,3.7.4,7.3.9,9.5.2, 10.2.5, 10.3.2,15.1.5 CONTRACT,TERMINATION OR Claims for Additional Time SUSPENSION OF THE 3.2.4,3.3.1,3.7.4,6.1.1,8.3.2,9.5.2, 10.3.2,15.1.6 5.4.1.1,5.4.2, 11.5,14 Concealed or Unknown Conditions,Claims for Contract Administration 3.7.4 3.1.3,4,9.4,9.5 Claims for Damages Contract Award and Execution,Conditions Relating 3.2.4,3.18,8.3.3,9.5.1,9.6.7, 10.2.5, 10.3.3, 11.3, to 11.3.2, 14.2.4, 15.1.7 3.7.1,3.10,5.2,6.1 Claims Subject to Arbitration Contract Documents,Copies Furnished and Use of 15.4.1 1.5.2,2.3.6,5.3 Cleaning Up Contract Documents,Definition of 3.15,6.3 1.1.1 Commencement of the Work,Conditions Relating to Contract Sum 2.2.1,3.2.2,3.4.1,3.7.1,3.10.1,3.12.6,5.2.1,5.2.3, 2.2.2,2.2.4,3.7.4,3.7.5,3.8,3.10.2,5.2.3,7.3,7.4, 6.2.2,8.1.2,8.2.2,8.3.1, 11.1, 11.2,15.1.5 9.1,9.2,9.4.2,9.5.1.4,9.6.7,9.7, 10.3.2, 11.5, 12.1.2, Commencement of the Work,Definition of 12.3, 14.2.4, 14.3.2, 15.1.4.2,15.1.5,15.2.5 8.1,2 Contract Sum,Definition of Communications 9.1 3.9.1,4.2.4 Contract Time Completion,Conditions Relating to 1.1.4,2.2.1,2.2.2,3.7.4,3.7.5,3.10.2,5.2.3,6.1.5, 3.4.1,3.11,3.15,4.2.2,4.2.9,8.2,9.4.2,9.8,9.9.1, 7.2.1.3,7.3.1,7.3.5,7.3.6,7,7,7.3.10,7.4,8.1.1, 9.10, 12.2, 14.1.2, 15.1.2 8.2.1,8.2.3,8.3.1,9.5.1,9.7,10.3.2, 12.1.1,12.1.2, COMPLETION,PAYMENTS AND 14.3.2, 15.1.4.2, 15.1.6.1, 15.2.5 9 Contract Time,Definition of Completion,Substantial 8.1.1 3.10.1,4.2.9,8.1.1,8.1.3,8.2.3,9.4.2,9.8,9.9.1, CONTRACTOR 9.10.3, 12.2, 15.1.2 3 Compliance with Laws Contractor,Definition of 2.3.2,3.2.3,3.6,3.7,3.12.10,3.13,9.6.4, 10.2.2,13.1, 3.1,6.1.2 13.3, 13.4.1, 13.4.2, 13.5, 14.1.1, 14.2.1.3, 15.2.8, Contractor's Construction and Submittal 15.4.2, 15.4.3 Schedules 3.10,3.12.1,3.12.2,4.2.3,6.1.3, 15.1.6.2 AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights Init. reserved.'The American Institute of Architects;'American Institute of Architects;`AIA;the AIA Logo,and"AIA Contract Documents"are registered trademarks of 4 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not / for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations, e-mail docinfo@aiacontracts.com. (1279808879) User Notes: Contractor's Employees Damage to Construction of Owner or Separate 2.2.4,3.3.2,3.4.3,3.8.1,3.9,3.18.2,4.2.3,4.2.6, 10.2, Contractors 10.3, 11.3, 14.1, 14.2.1.1 3.14.2,6.2.4, 10.2.1.2, 10.2.5, 10.4, 12.2.4 Contractor's Liability Insurance Damage to the Work 11.1 3.14.2,9.9.1, 10.2.1.2, 10.2.5, 10.4, 12.2.4 Contractor's Relationship with Separate Contractors Damages,Claims for and Owner's Forces 3.2.4,3.18,6.1.1,8.3.3,9.5.1,9.6.7, 10.3.3, 11.3.2, 3.12.5,3.14.2,4.2.4,6, 11.3, 12.2.4 11.3, 14.2.4, 15.1.7 Contractor's Relationship with Subcontractors Damages for Delay 1.2.2,2.2.4,3.3.2,3.18.1,3.18.2,4.2.4,5,9.6.2,9.6.7, 6.2.3,8.3.3,9.5.1.6,9.7, 10.3.2, 14.3.2 9.10.2, 11.2, 11.3, 11.4 Date of Commencement of the Work,Definition of Contractor's Relationship with the Architect 8.1.2 1.1.2, 1.5,2.3.3,3.1.3,3.2.2,3.2.3,3.2.4,3.3.1,3.4.2, Date of Substantial Completion,Definition of 3.5.1,3.7.4,3.10,3.11,3.12,3.16,3.18,4.2,5.2,6.2.2, 8.1.3 7,8.3.1,9.2,9.3,9.4,9.5,9.7,9.8,9.9, 10.2.6, 10.3, Day,Definition of 11.3, 12, 13.4, 15.1.3, 15.2.1 8.1.4 Contractor's Representations Decisions of the Architect 3.2.1,3.2.2,3.5,3.12.6,6.2.2,8.2.1,9.3.3,9.8.2 3.7.4,4.2.6,4.2.7,4.2.11,4.2.12,4.2.13,6.3,7.3.4, Contractor's Responsibility for Those Performing the 7.3.9,8.1.3,8.3.1,9.2,9.4,9.5.1,9.8.4,9.9.1, 13.4.2, Work 14.2.2, 14.2.4, 15.1, 15.2 3.3.2,3.18,5.3,6.1.3,6.2,9.5.1, 10.2.8 Decisions to Withhold Certification Contractor's Review of Contract Documents 9.4.1,9.5,9.7, 14.1.1.3 3,2 Defective or Nonconforming Work,Acceptance, Contractor's Right to Stop the Work Rejection and Correction of 2,2.2,9.7 2.5,3.5,4.2.6,6.2.3,9.5.1,9.5.3,9.6.6,9.8.2,9.9.3, Contractor's Right to Terminate the Contract 9.10.4, 12.2.1 14.1 Definitions Contractor's Submittals 1.1,2.1.1,3.1.1,3.5,3.12.1,3.12.2,3.12.3,4.1.1,5.1, 3.10,3.11,3.12,4.2.7,5.2.1,5.2.3,9.2,9.3,9.8.2, 6.1.2,7.2.1,7.3.1,8.1,9.1,9.8.1, 15.1.1 9.8.3,9.9.1,9.10.2,9.10.3 Delays and Extensions of Time Contractor's Superintendent 3.2,3.7.4,5.2.3,7.2.1,7.3.1,7.4,8.3,9.5.1,9.7, 3.9, 10.2.6 10.3.2,10.4, 14.3.2,15.1.6, 15.2.5 Contractor's Supervision and Construction Digital Data Use and Transmission Procedures 1.7 1.2.2,3.3,3.4,3.12.10,4.2.2,4.2.7,6.1.3,6.2.4,7.1.3, Disputes 7.3.4,7.3.6,8.2, 10, 12, 14, 15.1.4 6.3,7.3.9, 15.1, 15.2 Coordination and Correlation Documents and Samples at the Site 1.2,3.2.1,3.3.1,3.10,3.12.6,6.1.3,6.2.1 3.11 Copies Furnished of Drawings and Specifications Drawings,Definition of 1.5,2.3.6,3.11 1.1.5 Copyrights Drawings and Specifications,Use and Ownership of 1.5,3.17 3.11 Correction of Work Effective Date of Insurance 2.5,3.7.3,9.4.2,9.8.2,9.8.3,9.9.1, 12.1.2,12.2, 12.3, 8.2.2 15.1.3.1, 15.1.3.2, 15.2.1 Emergencies Correlation and Intent of the Contract Documents 10.4, 14.1.1.2, 15.1.5 1.2 Employees,Contractor's Cost,Definition of 3.3.2,3.4.3,3.8.1,3.9,3.18.2,4.2.3,4.2.6, 10.2, 7.3.4 10.3.3, 11.3, 14.1, 14.2.1.1 Costs Equipment,Labor,or Materials 2.5,3.2.4,3.7.3,3.8.2,3.15.2,5.4.2,6.1.1,6.2.3, 1.1.3, 1.1.6,3.4,3.5,3.8.2,3.8.3,3.12,3.13,3.15.1, 7.3.3.3,7.3.4,7.3.8,7.3.9,9.10.2, 10.3.2, 10.3.6, 11.2, 4.2.6,4.2.7,5.2.1,6.2.1,7.3.4,9.3.2,9.3.3,9.5.1.3, 12.1.2, 12.2.1, 12.2.4, 13.4, 14 9.10.2, 10.2.1, 10.2.4, 14.2.1.1, 14.2.1.2 Cutting and Patching Execution and Progress of the Work 3.14,6.2.5 1.1.3, 1.2.1, 1.2.2,2.3.4,2.3.6,3.1,3.3.1,3.4.1,3.7.1, 3.10.1,3.12,3.14,4.2,6.2.2,7.1.3,7.3.6,8.2,9.5.1, 9.9.1, 10.2, 10.3, 12.1, 12.2, 14.2, 14.3.1, 15.1.4 Init. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects;"American Institute of Architects,'"AIA;the AIA Logo,and"AIA Contract Documents"are registered trademarks of 5 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not / for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations, e-mail docinfo@aiacontracts.com. (1279808879) User Notes: Extensions of Time Insurance,Stored Materials 3.2.4,3.7.4,5.2.3,7.2.1,7.3,7.4,9.5.1,9.7, 10.3.2, 9.3.2 10.4, 14.3, 15.1.6,15.2.5 INSURANCE AND BONDS Failure of Payment 11 9.5.1.3,9.7,9.10.2, 13.5, 14.1.1.3, 14.2.1.2 Insurance Companies,Consent to Partial Occupancy Faulty Work 9.9.1 (See Defective or Nonconforming Work) Insured loss,Adjustment and Settlement of Final Completion and Final Payment 11.5 4.2.1,4.2.9,9.8.2,9.10, 12.3, 14.2.4, 14.4.3 Intent of the Contract Documents Financial Arrangements,Owner's 1.2.1,4.2.7,4.2.12,4.2.13 2.2.1, 13.2.2, 14.1.1.4 Interest GENERAL PROVISIONS 13.5 1 Interpretation Governing Law 1.1.8, 1.2.3,1.4,4.1.1,5.1,6.1.2, 15.1.1 13.1 Interpretations,Written Guarantees(See Warranty) 4.2.11,4.2.12 Hazardous Materials and Substances Judgment on Final Award 10.2.4,10.3 15.4.2 Identification of Subcontractors and Suppliers Labor and Materials,Equipment 5.2.1 1.1.3, 1.1.6,3.4,3.5,3.8.2,3.8.3,3.12,3.13,3.15.1, Indemnification 5.2.1,6.2.1,7.3.4,9.3.2,9.3.3,9.5.1.3,9.10.2, 10.2.1, 3.17,3.18,9.6.8,9.10.2, 10.3.3, 11.3 10.2.4, 14.2.1.1, 14.2.1.2 Information and Services Required of the Owner Labor Disputes 2.1.2,2.2,2.3,3.2.2,3.12.10.1,6.1.3,6.1.4,6.2.5, 8.3.1 9.6.1,9.9.2,9.10.3, 10.3.3, 11.2, 13.4.1, 13.4.2, Laws and Regulations 14.1.1.4, 14.1.4, 15.1.4 1.5,2.3.2,3.2.3,3.2.4,3.6,3.7,3.12.10,3.13,9.6.4, Initial Decision 9.9.1, 10.2.2, 13.1, 13.3.1, 13.4.2, 13.5, 14, 15.2.8, 15.2 15.4 Initial Decision Maker,Definition of Liens 1.1.8 2.1.2,9.3.1,9.3.3,9.6.8,9.10.2,9.10.4, 15.2.8 Initial Decision Maker,Decisions Limitations,Statutes of 14.2.4, 15.1.4.2, 15.2.1, 15.2.2, 15.2.3, 15.2.4, 15.2.5 12.2.5, 15.1.2, 15.4.1.1 Initial Decision Maker,Extent of Authority Limitations of Liability 14.2.4, 15.1.4.2,15.2.1, 15.2.2, 15.2.3, 15.2.4, 15.2.5 3.2.2,3.5,3.12.10,3.12.10.1,3.17,3.18.1,4.2.6, Injury or Damage to Person or Property 4.2.7,6.2.2,9.4.2,9.6.4,9.6.7,9.6.8, 10.2.5, 10.3.3, 10.2.8, 10.4 11.3, 12.2.5, 13.3.1 Inspections Limitations of Time 3.1.3,3.3.3,3.7.1,4.2.2,4.2.6,4.2.9,9.4.2,9.8.3, 2.1.2,2.2,2.5,3.2.2,3.10,3.11,3.12.5,3.15.1,4.2.7, 9.9.2,9.10.1, 12.2.1, 13.4 5.2,5.3,5.4.1,6.2.4,7.3,7.4,8.2,9.2,9.3.1,9.3.3, Instructions to Bidders 9.4.1,9.5,9.6,9.7,9.8,9.9,9.10, 12.2, 13.4, 14, 15, 1.1.1 15.1.2, 15.1.3, 15.1.5 Instructions to the Contractor Materials,Hazardous 3.2.4,3.3.1,3.8.1,5.2.1,7,8.2.2, 12, 13.4.2 10.2.4,10.3 Instruments of Service,Definition of Materials,Labor,Equipment and 1.1.7 1.1.3, 1.1.6,3.4.1,3.5,3.8.2,3.8.3,3.12,3.13,3.15.1, Insurance 5.2.1,6.2.1,7.3.4,9.3.2,9.3.3,9.5.1.3,9.10.2, 6.1.1,7.3.4,8.2.2,9.3.2,9.8.4,9.9.1,9.10.2,10.2.5,11 10.2.1.2, 10.2.4, 14.2.1.1, 14.2.1.2 Insurance,Notice of Cancellation or Expiration Means,Methods,Techniques,Sequences and 11.1.4, 11.2.3 Procedures of Construction Insurance,Contractor's Liability 3.3.1,3.12.10,4.2.2,4.2.7,9.4.2 11.1 Mechanic's Lien Insurance,Effective Date of 2.1.2,9.3.1,9.3.3,9.6.8,9.10.2,9.10.4, 15.2.8 8.2.2, 14.4.2 Mediation Insurance,Owner's Liability 8.3.1, 15.1.3.2, 15.2.1, 15.2.5, 15.2.6,15.3, 15.4.1, 11.2 15.4.1.1 Insurance,Property Minor Changes in the Work 10.2.5, 11.2, 11.4, 11.5 1.1.1,3.4.2,3.12.8,4.2.8,7.1,7.4 AIA Document A201—2017.Copyright @ 1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights Init. reserved."The American Institute of Architects,""American Institute of Architects,""AIA,'the AIA Logo,and"AIA Contract Documents"are registered trademarks of 6 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not I 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 docinfo@aiacontracts.com. (1279808879) User Notes: MISCELLANEOUS PROVISIONS Owner's Right to Clean Up 13 6.3 Modifications,Definition of Owner's Right to Perform Construction and to 1.1.1 Award Separate Contracts Modifications to the Contract 6.1 1.1.1, 1.1.2,2.5,3.11,4.1.2,4.2.1,5.2.3,7,8.3.1,9.7, Owner's Right to Stop the Work 10.3.2 2.4 Mutual Responsibility Owner's Right to Suspend the Work 6.2 14.3 Nonconforming Work,Acceptance of Owner's Right to Terminate the Contract 9.6.6,9.9.3,12.3 14.2, 14.4 Nonconforming Work,Rejection and Correction of Ownership and Use of Drawings,Specifications 2.4,2.5,3.5,4.2.6,6.2.4,9.5.1,9.8.2,9.9.3,9.10.4, and Other Instruments of Service 12.2 1.1.1, 1.1.6, 1.1.7, 1.5,2.3.6,3.2.2,3.11,3.17,4.2.12, Notice 5.3 1.6, 1.6.1, 1.6.2,2.1.2,2.2.2.,2.2.3,2.2.4,2.5,3.2.4, Partial Occupancy or Use 3.3.1,3.7.4,3.7.5,3,9.2,3.12.9,3.12.10,5.2.1,7.4, 9.6.6,9.9 8.2.2 9.6.8,9.7,9.10.1, 10.2.8, 10.3.2, 11.5, 12.2.2.1, Patching,Cutting and 13.4.1, 13.4.2, 14.1, 14.2.2, 14.4.2, 15.1.3, 15.1.5, 3.14,6.2.5 15.1.6, 15.4.1 Patents Notice of Cancellation or Expiration of Insurance 3.17 11.1.4, 11.2.3 Payment,Applications for Notice of Claims 4.2.5,7.3.9,9.2,9.3,9.4,9.5,9.6.3,9.7,9.8.5,9.10.1, 1.6.2,2.1.2,3.7.4,9.6.8, 10.2.8,15.1.3, 15.1.5, 15.1.6, 14.2.3, 14.2.4, 14.4.3 15.2.8, 15.3.2, 15.4.1 Payment,Certificates for Notice of Testing and Inspections 4.2.5,4.2.9,9.3.3,9.4,9.5,9.6.1,9.6.6,9.7,9.10.1, 13.4.1, 13.4.2 9.10.3, 14.1.1.3, 14.2.4 Observations,Contractor's Payment,Failure of 3.2,3.7.4 9.5.1.3,9.7,9.10.2, 13.5, 14.1.1.3, 14.2.1.2 Occupancy Payment,Final 2.3.1,9.6.6,9.8 4.2.1,4.2.9,9.10, 12.3, 14.2.4, 14.4.3 Orders,Written Payment Bond,Performance Bond and 1.1.1,2.4,3.9.2,7,8.2.2, 11.5, 12.1, 12.2.2.1, 13.4.2, 7.3.4.4,9.6.7,9.10.3,11.1.2 14.3.1 Payments,Progress OWNER 9.3,9.6,9.8.5,9.10.3, 14.2.3, 15.1.4 2 PAYMENTS AND COMPLETION Owner,Definition of 9 2.1.1 Payments to Subcontractors Owner,Evidence of Financial Arrangements 5.4.2,9.5.1.3,9.6.2,9.6.3,9.6.4,9.6.7, 14.2.1.2 2.2, 13.2.2, 14.1.1.4 PCB Owner,Information and Services Required of the 10.3.1 2.1.2,2.2,2.3,3.2.2,3.12.10,6.1.3,6.1.4,6.2.5,9.3.2, Performance Bond and Payment Bond 9.6.1,9.6.4,9.9.2,9.10.3, 10.3.3, 11.2, 13.4.1, 13.4.2, 7.3.4.4,9.6.7,9.10.3,11.1.2 14.1.1.4, 14.1.4, 15.1.4 Permits,Fees,Notices and Compliance with Laws Owner's Authority 2.3.1,3.7,3.13,7.3.4.4, 10.2.2 1.5,2.1.1,2.3.32.4,2.5,3.4.2,3.8.1,3.12.10,3.14.2, PERSONS AND PROPERTY,PROTECTION OF 4.1.2,4.2.4,4.2.9,5.2.1,5.2.4,5.4.1,6.1,6.3,7.2.1, 10 7.3.1,8.2.2,8.3.1,9.3.2,9.5.1,9.6.4,9.9.1,9.10.2, Polychlorinated Biphenyl 10.3.2, 11.4, 11.5, 12.2.2, 12.3, 13.2.2, 14.3, 14.4, 10.3.1 15.2.7 Product Data,Definition of Owner's Insurance 3.12.2 11.2 Product Data and Samples,Shop Drawings Owner's Relationship with Subcontractors 3.11,3.12,4.2.7 1.1.2,5.2,5.3,5.4,9.6.4,9.10.2, 14.2.2 Progress and Completion Owner's Right to Carry Out the Work 4.2.2,8.2,9.8,9.9.1, 14.1.4, 15.1.4 2.5, 14.2.2 Progress Payments 9.3,9.6,9.8.5,9.10.3, 14.2.3, 15.1.4 Init. AIA Document A201—2017.Copyright@ 1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects;"American Institute of Architects,"'AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 7 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04108/2024,is not / for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documentso Terms of Service.To report copyright violations, e-mail docinfo@aiacontracts.com. (1279808879) User Notes: Project,Definition of Separate Contracts and Contractors 1.1.4 1.1.4,3.12.5,3.14.2,4.2.4,4.2.7,6,8.3.1, 12.1.2 Project Representatives Separate Contractors,Definition of 4.2.10 6.1.1 Property Insurance Shop Drawings,Definition of 10.2.5,11.2 3.12.1 Proposal Requirements Shop Drawings,Product Data and Samples 1.1.1 3.11,3.12,4.2.7 PROTECTION OF PERSONS AND PROPERTY Site,Use of 10 3.13,6.1.1,6.2.1 Regulations and Laws Site Inspections 1.5,2.3.2,3.2.3,3.6,3.7,3.12.10,3.13,9.6.4,9.9.1, 3.2.2,3.3.3,3.7.1,3.7.4,4.2,9.9.2,9.4.2,9.10.1, 13.4 10.2.2,13.1,13.3,13.4.1,13.4.2,13.5,14,15.2.8,15.4 Site Visits,Architect's Rejection of Work 3.7.4,4.2.2,4.2.9,9.4.2,9.5.1,9.9.2,9.10.1, 13.4 4.2.6, 12.2.1 Special Inspections and Testing Releases and Waivers of Liens 4.2.6, 12.2.1, 13.4 9.3.1,9.10.2 Specifications,Definition of Representations 1.1.6 3.2.1,3.5,3.12.6,8.2.1,9.3.3,9.4.2,9.5.1,9.10.1 Specifications Representatives 1.1.1,1.1.6, 1.2.2, 1.5,3.12.10,3.17,4.2.14 2.1.1,3.1.1,3.9,4.1.1,4.2.10, 13.2.1 Statute of Limitations Responsibility for Those Performing the Work 15.1.2, 15.4.1.1 3.3.2,3.18,4.2.2,4.2.3,5.3,6.1.3,6.2,6.3,9.5.1, 10 Stopping the Work Retainage 2.2.2,2.4,9.7, 10.3, 14.1 9.3.1,9.6.2,9.8.5,9.9.1,9.10.2,9.10.3 Stored Materials Review of Contract Documents and Field 6.2.1,9.3.2, 10.2.1.2, 10.2.4 Conditions by Contractor Subcontractor,Definition of 3.2,3.12.7,6.1.3 5.1.1 Review of Contractor's Submittals by Owner and SUBCONTRACTORS Architect 5 3.10.1,3.10.2,3.11,3.12,4.2,5.2,6.1.3,9.2,9.8.2 Subcontractors,Work by Review of Shop Drawings,Product Data and Samples 1.2.2,3.3.2,3.12.1,3.18,4.2.3,5.2.3,5.3,5.4,9.3.1.2, by Contractor 9.6.7 3.12 Subcontractual Relations Rights and Remedies 5.3,5.4,9.3.1.2,9.6,9.10, 10.2.1, 14.1, 14.2.1 1.1.2,2.4,2.5,3.5,3.7.4,3.15.2,4.2.6,5.3,5.4,6.1, Submittals 6.3,7.3.1,8.3,9.5.1,9.7, 10.2.5, 10.3, 12.2.1, 12.2.2, 3.10,3.11,3.12,4.2.7,5.2.1,5.2.3,7.3.4,9.2,9.3,9.8, 12.2.4, 13.3, 14, 15.4 9.9.1,9.10.2,9.10.3 Royalties,Patents and Copyrights Submittal Schedule 3.17 3.10.2,3.12.5,4.2.7 Rules and Notices for Arbitration Subrogation,Waivers of 15.4.1 6.1.1,11.3 Safety of Persons and Property Substances,Hazardous 10.2, 10.4 10.3 Safety Precautions and Programs Substantial Completion 3.3.1,4.2.2,4.2.7,5.3,10.1, 10.2, 10.4 4.2.9,8.1.1,8.1.3,8.2.3,9.4.2,9.8,9.9.1,9.10.3,12.2, Samples,Definition of 15.1.2 3.12.3 Substantial Completion,Definition of Samples,Shop Drawings,Product Data and 9.8.1 3.11,3.12,4.2.7 Substitution of Subcontractors Samples at the Site,Documents and 5.2.3,5.2.4 3.11 Substitution of Architect Schedule of Values 2.3.3 9.2,9.3.1 Substitutions of Materials Schedules,Construction 3.4.2,3.5,7.3.8 3.10,3.12.1,3.12.2,6.1.3, 15.1.6.2 Sub-subcontractor,Definition of 5.1.2 Init. AIA Document A201—2017.Copyright @ 1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects;"American Institute of Architects,""AIA;the AIA Logo,and"AIA Contract Documents"are registered trademarks of 8 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 0410812024,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 docinfo@aiacontracts.com. (1279808879) User Notes: Subsurface Conditions Time Limits 3.7.4 2.1.2,2.2,2.5,3.2.2,3.10,3.11,3.12.5,3.15.1,4.2, Successors and Assigns 5.2,5.3,5.4,6.2.4,7.3,7.4,8.2,9.2,9.3.1,9.3.3,9.4.1, 13.2 9.5,9.6,9.7,9.8,9.9,9.10, 12.2, 13.4, 14, 15.1.2, Superintendent 15.1.3, 15.4 3.9, 10.2.6 Time Limits on Claims Supervision and Construction Procedures 3.7.4, 10.2.8, 15.1.2, 15.1.3 1.2.2,3.3,3.4,3.12.10,4.2.2,4.2.7,6.1.3,6.2.4,7.1.3, Title to Work 7.3.4,8.2,8.3.1,9.4.2, 10, 12, 14, 15.1.4 9.3.2,9.3.3 Suppliers UNCOVERING AND CORRECTION OF WORK 1.5,3.12.1,4.2.4,4.2.6,5.2.1,9.3,9.4.2,9.5.4,9.6, 12 9.10.5, 14.2.1 Uncovering of Work Surety 12.1 5.4.1.2,9.6.8,9.8.5,9.10.2,9.10.3, 11.1.2, 14.2.2, Unforeseen Conditions,Concealed or Unknown 15.2.7 3.7.4,8.3.1, 10.3 Surety,Consent of Unit Prices 9.8.5,9.10.2,9.10.3 7.3.3.2,9.1.2 Surveys Use of Documents 1.1.7,2.3.4 1.1.1, 1.5,2.3.6,3.12.6,5.3 Suspension by the Owner for Convenience Use of Site 14.3 3.13,6.1.1,6.2.1 Suspension of the Work Values,Schedule of 3.7.5,5.4.2, 14.3 9.2,9.3.1 Suspension or Termination of the Contract Waiver of Claims by the Architect 5.4.1.1, 14 13.3.2 Taxes Waiver of Claims by the Contractor 3.6,3.8.2.1,7.3.4.4 9.10.5, 13.3.2, 15.1.7 Termination by the Contractor Waiver of Claims by the Owner 14.1, 15.1.7 9.9.3,9.10.3,9.10.4, 12.2.2.1, 13.3.2, 14.2.4,15.1.7 Termination by the Owner for Cause Waiver of Consequential Damages 5.4.1.1,14.2, 15.1.7 14.2.4, 15.1.7 Termination by the Owner for Convenience Waiver of Liens 14.4 9.3,9.10.2,9.10.4 Termination of the Architect Waivers of Subrogation 2.3.3 6.1.1,11.3 Termination of the Contractor Employment Warranty 14.2.2 3.5,4.2.9,9.3.3,9.8.4,9.9.1,9.10.2,9.10.4, 12.2.2, 15.1.2 TERMINATION OR SUSPENSION OF THE Weather Delays CONTRACT 8.3, 15.1.6.2 14 Work,Definition of Tests and Inspections 1.13 3.1.3,3.3.3,3.7.1,4.2.2,4.2.6,4.2.9,9.4.2,9.8.3, Written Consent 9.9.2,9.10.1, 10.3.2, 12.2.1,13.4 1.5.2,3.4.2,3.7.4,3.12.8,3.14.2,4.1.2,9.3.2,9.10.3, TIME 13.2, 13.3.2, 15.4.4.2 g Written Interpretations Time,Delays and Extensions of 4.2.11,4.2.12 3.2.4,3.7.4,5.2.3,7.2.1,7.3.1,7.4,8.3,9.5.1,9.7, Written Orders 10.3.2, 10.4, 14.3.2, 15.1.6, 15.2.5 1.1.1,2.4,3.9,7,8.2.2, 12.1, 12.2, 13.4.2, 14.3.1 Init. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects;"American Institute of Architects,""AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 9 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not I 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 docinfo@aiacontracts.com. (1279808879) User Notes: ARTICLE 1 GENERAL PROVISIONS § 1.1 Basic Definitions § 1.1.1 The Contract Documents The Contract Documents are enumerated in the Agreement between the Owner and Contractor(hereinafter the Agreement)and consist of the Agreement,Conditions of the Contract(General,Supplementary and other Conditions), Drawings,Specifications,Addenda issued prior to execution of the Contract,other documents listed in the Agreement, and Modifications issued after execution of the Contract.A Modification is(1)a written amendment to the Contract signed by both parties,(2)a Change Order,(3)a Construction Change Directive,or(4)a written order for a minor change in the Work issued by the Architect.Unless specifically enumerated in the Agreement,the Contract Documents do not include the advertisement or invitation to bid,Instructions to Bidders,sample forms,other information furnished by the Owner in anticipation of receiving bids or proposals,the Contractor's bid or proposal,or portions of Addenda relating to bidding or proposal requirements. § 1.1.2 The Contract The Contract Documents form the Contract for Construction.The Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations,representations,or agreements,either written or oral.The Contract may be amended or modified only by a Modification.The Contract Documents shall not be construed to create a contractual relationship of any kind(1)between the Contractor and the Architect or the Architect's consultants,(2)between the Owner and a Subcontractor or a Sub-subcontractor,(3)between the Owner and the Architect or the Architect's consultants,or(4)between any persons or entities other than the Owner and the Contractor.The Architect shall,however,be entitled to performance and enforcement of obligations under the Contract intended to facilitate performance of the Architect's duties. § 1.1.3 The Work The term"Work"means the construction and services required by the Contract Documents,whether completed or partially completed,and includes all other labor,materials,equipment,and services provided or to be provided by the Contractor to fulfill the Contractor's obligations.The Work may constitute the whole or a part of the Project. § 1.1.4 The Project The Project is the total construction of which the Work performed under the Contract Documents may be the whole or a part and which may include construction by the Owner and by Separate Contractors. § 1.1.5 The Drawings The Drawings are the graphic and pictorial portions of the Contract Documents showing the design,location and dimensions of the Work,generally including plans,elevations,sections,details,schedules,and diagrams. § 1.1.6 The Specifications The Specifications are that portion of the Contract Documents consisting of the written requirements for materials, equipment,systems,standards and workmanship for the Work,and performance of related services. § 1.1.7 Instruments of Service Instruments of Service are representations,in any medium of expression now known or later developed,of the tangible and intangible creative work performed by the Architect and the Architect's consultants under their respective professional services agreements.Instruments of Service may include,without limitation,studies,surveys,models, sketches,drawings,specifications,and other similar materials. § 1.1.8 Initial Decision Maker The Initial Decision Maker is the person identified in the Agreement to render initial decisions on Claims in accordance with Section 15.2.The Initial Decision Maker shall not show partiality to the Owner or Contractor and shall not be liable for results of interpretations or decisions rendered in good faith. § 1.2 Correlation and Intent of the Contract Documents § 1.2.1 The intent of the Contract Documents is to include all items necessary for the proper execution and completion of the Work by the Contractor.The Contract Documents are complementary,and what is required by one shall be as binding as if required by all;performance by the Contractor shall be required only to the extent consistent with the Contract Documents and reasonably inferable from them as being necessary to produce the indicated results. Init. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved.'The American Institute of Architects,""American Institute of Architects,""AIA;the AIA Logo,and"AIA Contract Documents"are registered trademarks of 10 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not I 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 docinfo@aiacontracts.com. (1279808879) User Notes: § 1.2.1.1 The invalidity of any provision of the Contract Documents shall not invalidate the Contract or its remaining provisions.If it is determined that any provision of the Contract Documents violates any law,or is otherwise invalid or unenforceable,then that provision shall be revised to the extent necessary to make that provision legal and enforceable.In such case the Contract Documents shall be construed,to the fullest extent permitted by law,to give effect to the parties'intentions and purposes in executing the Contract. § 1.2.2 Organization of the Specifications into divisions,sections and articles,and arrangement of Drawings shall not control the Contractor in dividing the Work among Subcontractors or in establishing the extent of Work to be performed by any trade. § 1.2.3 Unless otherwise stated in the Contract Documents,words that have well-known technical or construction industry meanings are used in the Contract Documents in accordance with such recognized meanings. § 1.3 Capitalization Terms capitalized in these General Conditions include those that are(1)specifically defined,(2)the titles of numbered articles,or(3)the titles of other documents published by the American Institute of Architects. § 1.4 Interpretation In the interest of brevity the Contract Documents frequently omit modifying words such as"all"and"any"and articles such as"the"and"an,"but the fact that a modifier or an article is absent from one statement and appears in another is not intended to affect the interpretation of either statement. § 1.5 Ownership and Use of Drawings,Specifications,and Other Instruments of Service § 1.5.1 The Architect and the Architect's consultants shall be deemed the authors and owners of their respective Instruments of Service,including the Drawings and Specifications,and retain all common law,statutory,and other reserved rights in their Instruments of Service,including copyrights.The Contractor,Subcontractors, Sub-subcontractors,and suppliers shall not own or claim a copyright in the Instruments of Service. Submittal or distribution to meet official regulatory requirements or for other purposes in connection with the Project is not to be construed as publication in derogation of the Architect's or Architect's consultants'reserved rights. § 1.5.2 The Contractor,Subcontractors,Sub-subcontractors,and suppliers are authorized to use and reproduce the Instruments of Service provided to them,subject to any protocols established pursuant to Sections 1.7 and 1.8,solely and exclusively for execution of the Work.All copies made under this authorization shall bear the copyright notice,if any,shown on the Instruments of Service.The Contractor,Subcontractors,Sub-subcontractors,and suppliers may not use the Instruments of Service on other projects or for additions to the Project outside the scope of the Work without the specific written consent of the Owner,Architect,and the Architect's consultants. § 1.6 Notice § 1.6.1 Except as otherwise provided in Section 1.6.2,where the Contract Documents require one party to notify or give notice to the other party,such notice shall be provided in writing to the designated representative of the party to whom the notice is addressed and shall be deemed to have been duly served if delivered in person,by mail,by courier, or by electronic transmission if a method for electronic transmission is set forth in the Agreement. § 1.6.2 Notice of Claims as provided in Section 15.1.3 shall be provided in writing and shall be deemed to have been duly served only if delivered to the designated representative of the party to whom the notice is addressed by certified or registered mail,or by courier providing proof of delivery. § 1.7 Digital Data Use and Transmission The parties shall agree upon protocols governing the transmission and use of Instruments of Service or any other information or documentation in digital form.The parties will use AIA Document E203TM-2013,Building Information Modeling and Digital Data Exhibit,to establish the protocols for the development,use,transmission,and exchange of digital data. § 1.8 Building Information Models Use and Reliance Any use of,or reliance on,all or a portion of a building information model without agreement to protocols governing the use of,and reliance on,the information contained in the model and without having those protocols set forth in AIA Document E203Tm-2013,Building Information Modeling and Digital Data Exhibit,and the requisite AIA Document Init. AIA Document A201—2017.Copyright @ 1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects,""American Institute of Architects,""AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 11 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not I for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documentsm Terms of Service.To report copyright violations, e-mail docinfo@aiacontracts.com. (1279808879) User Notes: G202T"1-2013,Project Building Information Modeling Protocol Form,shall be at the using or relying party's sole risk and without liability to the other party and its contractors or consultants,the authors of,or contributors to,the building information model,and each of their agents and employees. ARTICLE 2 OWNER § 2.1 General § 2.1.1 The Owner is the person or entity identified as such in the Agreement and is referred to throughout the Contract Documents as if singular in number.The Owner shall designate in writing a representative who shall have express authority to bind the Owner with respect to all matters requiring the Owner's approval or authorization.Except as otherwise provided in Section 4.2.1,the Architect does not have such authority.The term"Owner"means the Owner or the Owner's authorized representative. § 2.1.2 The Owner shall furnish to the Contractor,within fifteen days after receipt of a written request,information necessary and relevant for the Contractor to evaluate,give notice of,or enforce mechanic's lien rights.Such information shall include a correct statement of the record legal title to the property on which the Project is located, usually referred to as the site,and the Owner's interest therein. § 2.2 Evidence of the Owner's Financial Arrangements § 2.2.1 Prior to commencement of the Work and upon written request by the Contractor,the Owner shall furnish to the Contractor reasonable evidence that the Owner has made financial arrangements to fulfill the Owner's obligations under the Contract.The Contractor shall have no obligation to commence the Work until the Owner provides such evidence.If commencement of the Work is delayed under this Section 2.2.1,the Contract Time shall be extended appropriately. § 2.2.2 Following commencement of the Work and upon written request by the Contractor,the Owner shall furnish to the Contractor reasonable evidence that the Owner has made financial arrangements to fulfill the Owner's obligations under the Contract only if(1)the Owner fails to make payments to the Contractor as the Contract Documents require; (2)the Contractor identifies in writing a reasonable concern regarding the Owner's ability to make payment when due; or(3)a change in the Work materially changes the Contract Sum.If the Owner fails to provide such evidence,as required,within fourteen days of the Contractor's request,the Contractor may immediately stop the Work and,in that event,shall notify the Owner that the Work has stopped.However,if the request is made because a change in the Work materially changes the Contract Sum under(3)above,the Contractor may immediately stop only that portion of the Work affected by the change until reasonable evidence is provided.If the Work is stopped under this Section 2.2.2,the Contract Time shall be extended appropriately and the Contract Sum shall be increased by the amount of the Contractor's reasonable costs of shutdown,delay and start-up,plus interest as provided in the Contract Documents. § 2.2.3 After the Owner furnishes evidence of financial arrangements under this Section 2.2,the Owner shall not materially vary such financial arrangements without prior notice to the Contractor. § 2.2.4 Where the Owner has designated information famished under this Section 2.2 as"confidential,"the Contractor shall keep the information confidential and shall not disclose it to any other person.However,the Contractor may disclose"confidential"information,after seven(7)days'notice to the Owner,where disclosure is required by law, including a subpoena or other form of compulsory legal process issued by a court or governmental entity,or by court or arbitrator(s)order.The Contractor may also disclose"confidential"information to its employees,consultants, sureties,Subcontractors and their employees,Sub-subcontractors,and others who need to know the content of such information solely and exclusively for the Project and who agree to maintain the confidentiality of such information. § 2.3 Information and Services Required of the Owner § 2.3.1 Except for permits and fees that are the responsibility of the Contractor under the Contract Documents, including those required under Section 3.7.1,the Owner shall secure and pay for necessary approvals,easements, assessments and charges required for construction,use or occupancy of permanent structures or for permanent changes in existing facilities. § 2.3.2 The Owner shall retain an architect lawfully licensed to practice architecture,or an entity lawfully practicing architecture,in the jurisdiction where the Project is located.That person or entity is identified as the Architect in the Agreement and is referred to throughout the Contract Documents as if singular in number. Init. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects;"American Institute of Architects,'"AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 12 The American Institute of Architects.This document was produced at 14:51:38 ET on 04110/2023 under Order No.2114424434 which expires on 04/08/2024,is not / for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (1279808879) § 2.3.3 If the employment of the Architect terminates,the Owner shall employ a successor to whom the Contractor has no reasonable objection and whose status under the Contract Documents shall be that of the Architect. § 2.3.4 The Owner shall furnish surveys describing physical characteristics,legal limitations and utility locations for the site of the Project,and a legal description of the site.The Contractor shall be entitled to rely on the accuracy of information furnished by the Owner but shall exercise proper precautions relating to the safe performance of the Work. § 2.3.5 The Owner shall furnish information or services required of the Owner by the Contract Documents with reasonable promptness.The Owner shall also furnish any other information or services under the Owner's control and relevant to the Contractor's performance of the Work with reasonable promptness after receiving the Contractor's written request for such information or services. § 2.3.6 Unless otherwise provided in the Contract Documents,the Owner shall Punish to the Contractor one copy of the Contract Documents for purposes of making reproductions pursuant to Section 1.5.2. § 2.4 Owner's Right to Stop the Work If the Contractor fails to correct Work that is not in accordance with the requirements of the Contract Documents as required by Section 12.2 or repeatedly fails to carry out Work in accordance with the Contract Documents,the Owner may issue a written order to the Contractor to stop the Work,or any portion thereof,until the cause for such order has been eliminated;however,the right of the Owner to stop the Work shall not give rise to a duty on the part of the Owner to exercise this right for the benefit of the Contractor or any other person or entity,except to the extent required by Section 6.1.3. § 2.5 Owner's Right to Carry Out the Work If the Contractor defaults or neglects to carry out the Work in accordance with the Contract Documents and fails within a ten-day period after receipt of notice from the Owner to commence and continue correction of such default or neglect with diligence and promptness,the Owner may,without prejudice to other remedies the Owner may have, correct such default or neglect.Such action by the Owner and amounts charged to the Contractor are both subject to prior approval of the Architect and the Architect may,pursuant to Section 9.5.1,withhold or nullify a Certificate for Payment in whole or in part,to the extent reasonably necessary to reimburse the Owner for the reasonable cost of correcting such deficiencies,including Owner's expenses and compensation for the Architect's additional services made necessary by such default,neglect,or failure.If current and future payments are not sufficient to cover such amounts,the Contractor shall pay the difference to the Owner.If the Contractor disagrees with the actions of the Owner or the Architect,or the amounts claimed as costs to the Owner,the Contractor may file a Claim pursuant to Article 15. ARTICLE 3 CONTRACTOR § 3.1 General § 3.1.1 The Contractor is the person or entity identified as such in the Agreement and is referred to throughout the Contract Documents as if singular in number.The Contractor shall be lawfully licensed,if required in the jurisdiction. where the Project is located.The Contractor shall designate in writing a representative who shall have express authority to bind the Contractor with respect to all matters under this Contract.The term"Contractor"means the Contractor or the Contractor's authorized representative. § 3.1.2 The Contractor shall perform the Work in accordance with the Contract Documents. § 3.1.3 The Contractor shall not be relieved of its obligations to perform the Work in accordance with the Contract Documents either by activities or duties of the Architect in the Architect's administration of the Contract,or by tests, inspections or approvals required or performed by persons or entities other than the Contractor. § 3.2 Review of Contract Documents and Field Conditions by Contractor § 3.2.1 Execution of the Contract by the Contractor is a representation that the Contractor has visited the site,become generally familiar with local conditions under which the Work is to be performed,and correlated personal observations with requirements of the Contract Documents. Init. AIA Document A201—2017.Copyright @ 1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects;"American Institute of Architects,""AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 13 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires an 04/08/2024,is not / for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (1279808879) § 3.2.2 Because the Contract Documents are complementary,the Contractor shall,before starting each portion of the Work,carefully study and compare the various Contract Documents relative to that portion of the Work,as well as the information furnished by the Owner pursuant to Section 2.3.4,shall take field measurements of any existing conditions related to that portion of the Work,and shall observe any conditions at the site affecting it.These obligations are for the purpose of facilitating coordination and construction by the Contractor and are not for the purpose of discovering errors,omissions,or inconsistencies in the Contract Documents;however,the Contractor shall promptly report to the Architect any errors,inconsistencies or omissions discovered by or made known to the Contractor as a request for information in such form as the Architect may require.It is recognized that the Contractor's review is made in the Contractor's capacity as a contractor and not as a licensed design professional,unless otherwise specifically provided in the Contract Documents. § 3.2.3 The Contractor is not required to ascertain that the Contract Documents are in accordance with applicable laws, statutes,ordinances,codes,rules and regulations,or lawful orders of public authorities,but the Contractor shall promptly report to the Architect any nonconformity discovered by or made known to the Contractor as a request for information in such form as the Architect may require. § 3.2.4 If the Contractor believes that additional cost or time is involved because of clarifications or instructions the Architect issues in response to the Contractor's notices or requests for information pursuant to Sections 3.2.2 or 3.2.3, the Contractor shall submit Claims as provided in Article 15.If the Contractor fails to perform the obligations of Sections 3.2.2 or 3.2.3,the Contractor shall pay such costs and damages to the Owner,subject to Section 15.1.7,as would have been avoided if the Contractor had performed such obligations.If the Contractor performs those obligations,the Contractor shall not be liable to the Owner or Architect for damages resulting from errors, inconsistencies or omissions in the Contract Documents,for differences between field measurements or conditions and the Contract Documents,or for nonconformities of the Contract Documents to applicable laws,statutes, ordinances,codes,rules and regulations,and lawful orders of public authorities. § 3.3 Supervision and Construction Procedures § 3.3.1 The Contractor shall supervise and direct the Work,using the Contractor's best skill and attention.The Contractor shall be solely responsible for,and have control over,construction means,methods,techniques,sequences, and procedures,and for coordinating all portions of the Work under the Contract.If the Contract Documents give specific instructions concerning construction means,methods,techniques,sequences,or procedures,the Contractor shall evaluate the jobsite safety thereof and shall be solely responsible for the jobsite safety of such means,methods, techniques,sequences,or procedures.If the Contractor determines that such means,methods,techniques,sequences or procedures may not be safe,the Contractor shall give timely notice to the Owner and Architect,and shall propose alternative means,methods,techniques,sequences,or procedures.The Architect shall evaluate the proposed alternative solely for conformance with the design intent for the completed construction.Unless the Architect objects to the Contractor's proposed alternative,the Contractor shall perform the Work using its alternative means,methods, techniques,sequences,or procedures. § 3.3.2 The Contractor shall be responsible to the Owner for acts and omissions of the Contractor's employees, Subcontractors and their agents and employees,and other persons or entities performing portions of the Work for,or on behalf of,the Contractor or any of its Subcontractors. § 3.3.3 The Contractor shall be responsible for inspection of portions of Work already performed to determine that such portions are in proper condition to receive subsequent Work. § 3.4 Labor and Materials § 3.4.1 Unless otherwise provided in the Contract Documents,the Contractor shall provide and pay for labor, materials,equipment,tools,construction equipment and machinery,water,heat,utilities,transportation,and other facilities and services necessary for proper execution and completion of the Work,whether temporary or permanent and whether or not incorporated or to be incorporated in the Work. § 3.4.2 Except in the case of minor changes in the Work approved by the Architect in accordance with Section 3.12.8 or ordered by the Architect in accordance with Section 7.4,the Contractor may make substitutions only with the consent of the Owner,after evaluation by the Architect and in accordance with a Change Order or Construction Change Directive. Init. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects;"American Institute of Architects,""AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 14 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.21 W24434 which expires on 04108/2024,is not / for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations, e-mail docinfo@alacontracts.com. User Notes: (1279808879) § 3.4.3 The Contractor shall enforce strict discipline and good order among the Contractor's employees and other persons carrying out the Work.The Contractor shall not permit employment of unfit persons or persons not properly skilled in tasks assigned to them. § 3.5 Warranty § 3.5.1 The Contractor warrants to the Owner and Architect that materials and equipment furnished under the Contract will be of good quality and new unless the Contract Documents require or permit otherwise.The Contractor further warrants that the Work will conform to the requirements of the Contract Documents and will be free from defects, except for those inherent in the quality of the Work the Contract Documents require or permit.Work,materials,or equipment not conforming to these requirements may be considered defective.The Contractor's warranty excludes remedy for damage or defect caused by abuse,alterations to the Work not executed by the Contractor,improper or insufficient maintenance,improper operation,or normal wear and tear and normal usage.If required by the Architect, the Contractor shall furnish satisfactory evidence as to the kind and quality of materials and equipment. § 3.5.2 All material,equipment,or other special warranties required by the Contract Documents shall be issued in the name of the Owner,or shall be transferable to the Owner,and shall commence in accordance with Section 9.8.4. § 3.6 Taxes The Contractor shall pay sales,consumer,use and similar taxes for the Work provided by the Contractor that are legally enacted when bids are received or negotiations concluded,whether or not yet effective or merely scheduled to go into effect. § 3.7 Permits,Fees,Notices and Compliance with Laws § 3.7.1 Unless otherwise provided in the Contract Documents,the Contractor shall secure and pay for the building permit as well as for other permits,fees,licenses,and inspections by government agencies necessary for proper execution and completion of the Work that are customarily secured after execution of the Contract and legally required at the time bids are received or negotiations concluded. § 3.7.2 The Contractor shall comply with and give notices required by applicable laws,statutes,ordinances,codes, rules and regulations,and lawful orders of public authorities applicable to performance of the Work. § 3.7.3 If the Contractor performs Work knowing it to be contrary to applicable laws,statutes,ordinances,codes,rules and regulations,or lawful orders of public authorities,the Contractor shall assume appropriate responsibility for such Work and shall bear the costs attributable to correction. § 3.7.4 Concealed or Unknown Conditions If the Contractor encounters conditions at the site that are(1)subsurface or otherwise concealed physical conditions that differ materially from those indicated in the Contract Documents or(2)unknown physical conditions of an unusual nature that differ materially from those ordinarily found to exist and generally recognized as inherent in construction activities of the character provided for in the Contract Documents,the Contractor shall promptly provide notice to the Owner and the Architect before conditions are disturbed and in no event later than 14 days after first observance of the conditions.The Architect will promptly investigate such conditions and,if the Architect determines that they differ materially and cause an increase or decrease in the Contractor's cost of,or time required for, performance of any part of the Work,will recommend that an equitable adjustment be made in the Contract Sum or Contract Time,or both.If the Architect determines that the conditions at the site are not materially different from those indicated in the Contract Documents and that no change in the terms of the Contract is justified,the Architect shall promptly notify the Owner and Contractor,stating the reasons.If either party disputes the Architect's determination or recommendation,that party may submit a Claim as provided in Article 15. § 3.7.5 If,in the course of the Work,the Contractor encounters human remains or recognizes the existence of burial markers,archaeological sites or wetlands not indicated in the Contract Documents,the Contractor shall immediately suspend any operations that would affect them and shall notify the Owner and Architect.Upon receipt of such notice, the Owner shall promptly take any action necessary to obtain governmental authorization required to resume the operations.The Contractor shall continue to suspend such operations until otherwise instructed by the Owner but shall continue with all other operations that do not affect those remains or features.Requests for adjustments in the Contract Sum and Contract Time arising from the existence of such remains or features may be made as provided in Article 15. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights Init. reserved."The American Institute of Architects;"American Institute of Architects,""AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 15 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not / for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract DocumentsO Terms of Service.To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (1279808879) § 3.8 Allowances § 3.8.1 The Contractor shall include in the Contract Sum all allowances stated in the Contract Documents.Items covered by allowances shall be supplied for such amounts and by such persons or entities as the Owner may direct,but the Contractor shall not be required to employ persons or entities to whom the Contractor has reasonable objection. § 3.8.2 Unless otherwise provided in the Contract Documents, .1 allowances shall cover the cost to the Contractor of materials and equipment delivered at the site and all required taxes,less applicable trade discounts; .2 Contractor'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(1)the difference between actual costs and the allowances under Section 3.8.2.1 and(2)changes in Contractor's costs under Section 3.8.2.2. § 3.8.3 Materials and equipment under an allowance shall be selected by the Owner with reasonable promptness. § 3.9 Superintendent § 3.9.1 The Contractor shall employ a competent superintendent and necessary assistants who shall be in attendance at the Project site during performance of the Work.The superintendent shall represent the Contractor,and communications given to the superintendent shall be as binding as if given to the Contractor. § 3.9.2 The Contractor,as soon as practicable after award of the Contract,shall notify the Owner and Architect of the name and qualifications of a proposed superintendent.Within 14 days of receipt of the information,the Architect may notify the Contractor,stating whether the Owner or the Architect(1)has reasonable objection to the proposed superintendent or(2)requires additional time for review.Failure of the Architect to provide notice within the 14-day period shall constitute notice of no reasonable objection. § 3.9.3 The Contractor shall not employ a proposed superintendent to whom the Owner or Architect has made reasonable and timely objection.The Contractor shall not change the superintendent without the Owner's consent, which shall not unreasonably be withheld or delayed. § 3.10 Contractor's Construction and Submittal Schedules § 3.10.1 The Contractor,promptly after being awarded the Contract,shall submit for the Owner's and Architect's information a Contractor's construction schedule for the Work.The schedule shall contain detail appropriate for the Project,including(1)the date of commencement of the Work,interim schedule milestone dates,and the date of Substantial Completion;(2)an apportionment of the Work by construction activity;and(3)the time required for completion of each portion of the Work.The schedule shall provide for the orderly progression of the Work to completion and shall not exceed time limits current under the Contract Documents.The schedule shall be revised at appropriate intervals as required by the conditions of the Work and Project. § 3.10.2 The Contractor,promptly after being awarded the Contract and thereafter as necessary to maintain a current submittal schedule,shall submit a submittal schedule for the Architect's approval.The Architect's approval shall not be unreasonably delayed or withheld.The submittal schedule shall(1)be coordinated with the Contractor's construction schedule,and(2)allow the Architect reasonable time to review submittals.If the Contractor fails to submit a submittal schedule,or fails to provide submittals in accordance with the approved submittal schedule,the Contractor shall not be entitled to any increase in Contract Sum or extension of Contract Time based on the time required for review of submittals. § 3.10.3 The Contractor shall perform the Work in general accordance with the most recent schedules submitted to the Owner and Architect. § 3.11 Documents and Samples at the Site The Contractor shall make available,at the Project site,the Contract Documents,including Change Orders, Construction Change Directives,and other Modifications,in good order and marked currently to indicate field changes and selections made during construction,and the approved Shop Drawings,Product Data,Samples,and similar required submittals.These shall be in electronic form or paper copy,available to the Architect and Owner,and Init. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects,""American Institute of Architects;"AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 16 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04108/2024,is not I 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 docinfo@aiacontracts.com. (1279808879) User Notes: delivered to the Architect for submittal to the Owner upon completion of the Work as a record of the Work as constructed. § 3.12 Shop Drawings,Product Data and Samples § 3.12.1 Shop Drawings are drawings,diagrams,schedules,and other data specially prepared for the Work by the Contractor or a Subcontractor,Sub-subcontractor,manufacturer,supplier,or distributor to illustrate some portion of the Work. § 3.12.2 Product Data are illustrations,standard schedules,performance charts,instructions,brochures,diagrams,and other information furnished by the Contractor to illustrate materials or equipment for some portion of the Work. § 3.12.3 Samples are physical examples that illustrate materials,equipment,or workmanship,and establish standards by which the Work will be judged. § 3.12.4 Shop Drawings,Product Data,Samples,and similar submittals are not Contract Documents.Their purpose is to demonstrate how the Contractor proposes to conform to the information given and the design concept expressed in the Contract Documents for those portions of the Work for which the Contract Documents require submittals.Review by the Architect is subject to the limitations of Section 4.2.7.Informational submittals upon which the Architect is not expected to take responsive action may be so identified in the Contract Documents.Submittals that are not required by the Contract Documents may be returned by the Architect without action. § 3.12.5 The Contractor shall review for compliance with the Contract Documents,approve,and submit to the Architect,Shop Drawings,Product Data,Samples,and similar submittals required by the Contract Documents,in accordance with the submittal schedule approved by the Architect or,in the absence of an approved submittal schedule,with reasonable promptness and in such sequence as to cause no delay in the Work or in the activities of the Owner or of Separate Contractors. § 3.12.6 By submitting Shop Drawings,Product Data,Samples,and similar submittals,the Contractor represents to the Owner and Architect that the Contractor has(1)reviewed and approved them,(2)determined and verified materials,field measurements and field construction criteria related thereto,or will do so,and(3)checked and coordinated the information contained within such submittals with the requirements of the Work and of the Contract Documents. § 3.12.7 The Contractor shall perform no portion of the Work for which the Contract Documents require submittal and review of Shop Drawings,Product Data,Samples,or similar submittals,until the respective submittal has been approved by the Architect. § 3.12.8 The Work shall be in accordance with approved submittals except that the Contractor shall not be relieved of responsibility for deviations from the requirements of the Contract Documents by the Architect's approval of Shop Drawings,Product Data,Samples,or similar submittals,unless the Contractor has specifically notified the Architect of such deviation at the time of submittal and(1)the Architect has given written approval to the specific deviation as a minor change in the Work,or(2)a Change Order or Construction Change Directive has been issued authorizing the deviation.The Contractor shall not be relieved of responsibility for errors or omissions in Shop Drawings,Product Data,Samples,or similar submittals,by the Architect's approval thereof. § 3.12.9 The Contractor shall direct specific attention,in writing or on resubmitted Shop Drawings,Product Data, Samples,or similar submittals,to revisions other than those requested by the Architect on previous submittals.In the absence of such notice,the Architect's approval of a resubmission shall not apply to such revisions. § 3.12.10 The Contractor shall not be required to provide professional services that constitute the practice of architecture or engineering unless such services are specifically required by the Contract Documents for a portion of the Work or unless the Contractor needs to provide such services in order to carry out the Contractor's responsibilities for construction means,methods,techniques,sequences,and procedures.The Contractor shall not be required to provide professional services in violation of applicable law. § 3.12.10.1 If professional design services or certifications by a design professional related to systems,materials,or equipment are specifically required of the Contractor by the Contract Documents,the Owner and the Architect will Init. AIA Document A201—2017.Copyright @ 1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects,'"American Institute of Architects;"AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 17 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not / for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (1279808879) specify all performance and design criteria that such services must satisfy.The Contractor shall be entitled to rely upon the adequacy and accuracy of the performance and design criteria provided in the Contract Documents.The Contractor shall cause such services or certifications to be provided by an appropriately licensed design professional, whose signature and seal shall appear on all drawings,calculations,specifications,certifications,Shop Drawings,and other submittals prepared by such professional.Shop Drawings,and other submittals related to the Work,designed or certified by such professional,if prepared by others,shall bear such professional's written approval when submitted to the Architect.The Owner and the Architect shall be entitled to rely upon the adequacy and accuracy of the services, certifications,and approvals performed or provided by such design professionals,provided the Owner and Architect have specified to the Contractor the performance and design criteria that such services must satisfy.Pursuant to this Section 3.12.10,the Architect will review and approve or take other appropriate action on submittals only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. § 3.12.10.2 If the Contract Documents require the Contractor's design professional to certify that the Work has been performed in accordance with the design criteria,the Contractor shall furnish such certifications to the Architect at the time and in the form specified by the Architect. § 3.13 Use of Site The Contractor shall confine operations at the site to areas permitted by applicable laws,statutes,ordinances,codes, rules and regulations,lawful orders of public authorities,and the Contract Documents and shall not unreasonably encumber the site with materials or equipment. § 3.14 Cutting and Patching § 3.14.1 The Contractor shall be responsible for cutting,fitting,or patching required to complete the Work or to make its parts fit together properly.All areas requiring cutting,fitting,or patching shall be restored to the condition existing prior to the cutting,fitting,or patching,unless otherwise required by the Contract Documents. § 3.14.2 The Contractor shall not damage or endanger a portion of the Work or fully or partially completed construction of the Owner or Separate Contractors by cutting,patching,or otherwise altering such construction,or by excavation.The Contractor shall not cut or otherwise alter construction by the Owner or a Separate Contractor except with written consent of the Owner and of the Separate Contractor.Consent shall not be unreasonably withheld.The Contractor shall not unreasonably withhold,from the Owner or a Separate Contractor,its consent to cutting or otherwise altering the Work. § 3.15 Cleaning Up § 3.15.1 The Contractor shall keep the premises and surrounding area free from accumulation of waste materials and rubbish caused by operations under the Contract.At completion of the Work,the Contractor shall remove waste materials,rubbish,the Contractor's tools,construction equipment,machinery,and surplus materials from and about the Project. § 3.15.2 If the Contractor fails to clean up as provided in the Contract Documents,the Owner may do so and the Owner shall be entitled to reimbursement from the Contractor. § 3.16 Access to Work The Contractor shall provide the Owner and Architect with access to the Work in preparation and progress wherever located. § 3.17 Royalties, Patents and Copyrights The Contractor shall pay all royalties and license fees.The Contractor shall defend suits or claims for infringement of copyrights and patent rights and shall hold the Owner and Architect harmless from loss on account thereof,but shall not be responsible for defense or loss when a particular design,process,or product of a particular manufacturer or manufacturers is required by the Contract Documents,or where the copyright violations are contained in Drawings, Specifications,or other documents prepared by the Owner or Architect.However,if an infringement of a copyright or patent is discovered by,or made known to,the Contractor,the Contractor shall be responsible for the loss unless the information is promptly furnished to the Architect. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights Init. reserved."The American Institute of Architects,'"American Institute of Architects,""AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 18 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not / for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (1279808879) § 3.18 Indemnification § 3.18.1 To the fullest extent permitted by law,the Contractor shall indemnify and hold harmless the Owner, Architect,Architect's consultants,and agents and employees of any of them from and against claims,damages,losses, and expenses,including but not limited to attorneys' fees,arising out of or resulting from performance of the Work, provided that such claim,damage,loss,or expense is attributable to bodily injury,sickness,disease or death,or to injury to or destruction of tangible property(other than the Work itself),but only to the extent caused by the negligent acts or omissions of the Contractor,a Subcontractor,anyone directly or indirectly employed by them,or anyone for whose acts they may be liable,regardless of whether or not such claim,damage,loss,or expense is caused in part by a party indemnified hereunder.Such obligation shall not be construed to negate,abridge,or reduce other rights or obligations of indemnity that would otherwise exist as to a party or person described in this Section 3.18. § 3.18.2 In claims against any person or entity indemnified under this Section 3.18 by an employee of the Contractor, a Subcontractor,anyone directly or indirectly employed by them,or anyone for whose acts they may be liable,the indemnification obligation under Section 3.18.1 shall not be limited by a limitation on amount or type of damages, compensation,or benefits payable by or for the Contractor or a Subcontractor under workers'compensation acts, disability benefit acts,or other employee benefit acts. ARTICLE 4 ARCHITECT § 4.1 General § 4.1.1 The Architect is the person or entity retained by the Owner pursuant to Section 2.3.2 and identified as such in the Agreement. § 4.1.2 Duties,responsibilities,and limitations of authority of the Architect as set forth in the Contract Documents shall not be restricted,modified,or extended without written consent of the Owner,Contractor,and Architect.Consent shall not be unreasonably withheld. § 4.2 Administration of the Contract § 4.2.1 The Architect will provide administration of the Contract as described in the Contract Documents and will be an Owner's representative during construction until the date the Architect issues the final Certificate for Payment.The Architect will have authority to act on behalf of the Owner only to the extent provided in the Contract Documents. § 4.2.2 The Architect will visit the site at intervals appropriate to the stage of construction,or as otherwise agreed with the Owner,to become generally familiar with the progress and quality of the portion of the Work completed,and to determine in general if the Work observed is being performed in a manner indicating that the Work,when fully completed,will be in accordance with the Contract Documents.However,the Architect will not be required to make exhaustive or continuous on-site inspections to check the quality or quantity of the Work.The Architect will not have control over,charge of,or responsibility for the construction means,methods,techniques,sequences or procedures,or for the safety precautions and programs in connection with the Work,since these are solely the Contractor's rights and responsibilities under the Contract Documents. § 4.2.3 On the basis of the site visits,the Architect will keep the Owner reasonably informed about the progress and quality of the portion of the Work completed,and promptly report to the Owner(1)known deviations from the Contract Documents,(2)known deviations from the most recent construction schedule submitted by the Contractor, and(3)defects and deficiencies observed in the Work.The Architect will not be responsible for the Contractor's failure to perform the Work in accordance with the requirements of the Contract Documents.The Architect will not have control over or charge of,and will not be responsible for acts or omissions of,the Contractor,Subcontractors,or their agents or employees,or any other persons or entities performing portions of the Work. § 4.2.4 Communications The Owner and Contractor shall include the Architect in all communications that relate to or affect the Architect's services or professional responsibilities.The Owner shall promptly notify the Architect of the substance of any direct communications between the Owner and the Contractor otherwise relating to the Project.Communications by and with the Architect's consultants shall be through the Architect.Communications by and with Subcontractors and suppliers shall be through the Contractor.Communications by and with Separate Contractors shall be through the Owner.The Contract Documents may specify other communication protocols. Init. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects;"American Institute of Architects,""AIA;the AIA Logo,and"AIA Contract Documents"are registered trademarks of 19 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not / for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (1279808879) § 4.2.5 Based on the Architect's evaluations of the Contractor's Applications for Payment,the Architect will review and certify the amounts due the Contractor and will issue Certificates for Payment in such amounts. § 4.2.6 The Architect has authority to reject Work that does not conform to the Contract Documents.Whenever the Architect considers it necessary or advisable,the Architect will have authority to require inspection or testing of the Work in accordance with Sections 13.4.2 and 13.4.3,whether or not the Work is fabricated,installed or completed. However,neither this authority of the Architect nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Architect to the Contractor,Subcontractors,suppliers, their agents or employees,or other persons or entities performing portions of the Work. § 4.2.7 The Architect will review and approve,or take other appropriate action upon,the Contractor's submittals such as Shop Drawings,Product Data,and Samples,but only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents.The Architect's action will be taken in accordance with the submittal schedule approved by the Architect or,in the absence of an approved submittal schedule,with reasonable promptness while allowing sufficient time in the Architect's professional judgment to permit adequate review.Review of such submittals is not conducted for the purpose of determining the accuracy and completeness of other details such as dimensions and quantities,or for substantiating instructions for installation or performance of equipment or systems,all of which remain the responsibility of the Contractor as required by the Contract Documents.The Architect's review of the Contractor's submittals shall not relieve the Contractor of the obligations under Sections 3.3,3.5,and 3.12.The Architect's review shall not constitute approval of safety precautions or of any construction means,methods,techniques,sequences,or procedures.The Architect's approval of a specific item shall not indicate approval of an assembly of which the item is a component. § 4.2.8 The Architect will prepare Change Orders and Construction Change Directives,and may order minor changes in the Work as provided in Section 7.4.The Architect will investigate and make determinations and recommendations regarding concealed and unknown conditions as provided in Section 3.7.4. § 4.2.9 The Architect will conduct inspections to determine the date or dates of Substantial Completion and the date of final completion;issue Certificates of Substantial Completion pursuant to Section 9.8;receive and forward to the Owner,for the Owner's review and records,written warranties and related documents required by the Contract and assembled by the Contractor pursuant to Section 9.10;and issue a final Certificate for Payment pursuant to Section 9.10. § 4.2.10 If the Owner and Architect agree,the Architect will provide one or more Project representatives to assist in carrying out the Architect's responsibilities at the site.The Owner shall notify the Contractor of any change in the duties,responsibilities and limitations of authority of the Project representatives. § 4.2.11 The Architect will interpret and decide matters concerning performance under,and requirements of,the Contract Documents on written request of either the Owner or Contractor.The Architect's response to such requests will be made in writing within any time limits agreed upon or otherwise with reasonable promptness. § 4.2.12 Interpretations and decisions of the Architect will be consistent with the intent of,and reasonably inferable from,the Contract Documents and will be in writing or in the form of drawings.When making such interpretations and decisions,the Architect will endeavor to secure faithful performance by both Owner and Contractor,will not show partiality to either,and will not be liable for results of interpretations or decisions rendered in good faith. § 4.2.13 The Architect's decisions on matters relating to aesthetic effect will be final if consistent with the intent expressed in the Contract Documents. § 4.2.14 The Architect will review and respond to requests for information about the Contract Documents.The Architect's response to such requests will be made in writing within any time limits agreed upon or otherwise with reasonable promptness.If appropriate,the Architect will prepare and issue supplemental Drawings and Specifications in response to the requests for information. Init. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects;"American Institute of Architects,"'AIA,'the AIA Logo,and"AIA Contract Documents"are registered trademarks of 20 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not / for resale,is licensed far 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 docinfo@aiacontracts.com. User Notes: (1279808879) ARTICLE 5 SUBCONTRACTORS § 5.1 Definitions § 5.1.1 A Subcontractor is a person or entity who has a direct contract with the Contractor to perform a portion of the Work at the site.The term"Subcontractor"is referred to throughout the Contract Documents as if singular in number and means a Subcontractor or an authorized representative of the Subcontractor.The term"Subcontractor"does not include a Separate Contractor or the subcontractors of a Separate Contractor. § 5.1.2 A Sub-subcontractor is a person or entity who has a direct or indirect contract with a Subcontractor to perform a portion of the Work at the site.The term"Sub-subcontractor"is referred to throughout the Contract Documents as if singular in number and means a Sub-subcontractor or an authorized representative of the Sub-subcontractor. § 5.2 Award of Subcontracts and Other Contracts for Portions of the Work § 5.2.1 Unless otherwise stated in the Contract Documents,the Contractor,as soon as practicable after award of the Contract,shall notify the Owner and Architect of the persons or entities proposed for each principal portion of the Work,including those who are to furnish materials or equipment fabricated to a special design.Within 14 days of receipt of the information,the Architect may notify the Contractor whether the Owner or the Architect(1)has reasonable objection to any such proposed person or entity or(2)requires additional time for review.Failure of the Architect to provide notice within the 14-day period shall constitute notice of no reasonable objection. § 5.2.2 The Contractor shall not contract with a proposed person or entity to whom the Owner or Architect has made reasonable and timely objection.The Contractor shall not be required to contract with anyone to whom the Contractor has made reasonable objection. § 5.2.3 If the Owner or Architect has reasonable objection to a person or entity proposed by the Contractor,the Contractor shall propose another to whom the Owner or Architect has no reasonable objection.If the proposed but rejected Subcontractor was reasonably capable of performing the Work,the Contract Sum and Contract Time shall be increased or decreased by the difference,if any,occasioned by such change,and an appropriate Change Order shall be issued before commencement of the substitute Subcontractor's Work.However,no increase in the Contract Sum or Contract Time shall be allowed for such change unless the Contractor has acted promptly and responsively in submitting names as required. § 5.2.4 The Contractor shall not substitute a Subcontractor,person,or entity for one previously selected if the Owner or Architect makes reasonable objection to such substitution. § 5.3 Subcontractual Relations By appropriate written agreement,the Contractor shall require each Subcontractor,to the extent of the Work to be performed by the Subcontractor,to be bound to the Contractor by terms of the Contract Documents,and to assume toward the Contractor all the obligations and responsibilities,including the responsibility for safety of the Subcontractor's Work that the Contractor,by these Contract Documents,assumes toward the Owner and Architect. Each subcontract agreement shall preserve and protect the rights of the Owner and Architect under the Contract Documents with respect to the Work to be performed by the Subcontractor so that subcontracting thereof will not prejudice such rights,and shall allow to the Subcontractor,unless specifically provided otherwise in the subcontract agreement,the benefit of all rights,remedies,and redress against the Contractor that the Contractor,by the Contract Documents,has against the Owner.Where appropriate,the Contractor shall require each Subcontractor to enter into similar agreements with Sub-subcontractors.The Contractor shall make available to each proposed Subcontractor, prior to the execution of the subcontract agreement,copies of the Contract Documents to which the Subcontractor will be bound,and,upon written request of the Subcontractor,identify to the Subcontractor terms and conditions of the proposed subcontract agreement that may be at variance with the Contract Documents.Subcontractors will similarly make copies of applicable portions of such documents available to their respective proposed Sub-subcontractors. § 5.4 Contingent Assignment of Subcontracts § 5.4.1 Each subcontract agreement for a portion of the Work is assigned by the Contractor to the Owner,provided that .1 assignment is effective only after termination of the Contract by the Owner for cause pursuant to Section 14.2 and only for those subcontract agreements that the Owner accepts by notifying the Subcontractor and Contractor;and .2 assignment is subject to the prior rights of the surety,if any,obligated under bond relating to the Contract. Init. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects;"American Institute of Architects,""AIA;the AIA Logo,and"AIA Contract Documents"are registered trademarks of 21 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not / for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documentse Terms of Service.To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (1279808879) When the Owner accepts the assignment of a subcontract agreement,the Owner assumes the Contractor's rights and obligations under the subcontract. § 5.4.2 Upon such assignment,if the Work has been suspended for more than 30 days,the Subcontractor's compensation shall be equitably adjusted for increases in cost resulting from the suspension. § 5.4.3 Upon assignment to the Owner under this Section 5.4,the Owner may further assign the subcontract to a successor contractor or other entity.If the Owner assigns the subcontract to a successor contractor or other entity,the Owner shall nevertheless remain legally responsible for all of the successor contractor's obligations under the subcontract. ARTICLE 6 CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS § 6.1 Owner's Right to Perform Construction and to Award Separate Contracts § 6.1.1 The term"Separate Contractor(s)"shall mean other contractors retained by the Owner under separate agreements.The Owner reserves the right to perform construction or operations related to the Project with the Owner's own forces,and with Separate Contractors retained under Conditions of the Contract substantially similar to those of this Contract,including those provisions of the Conditions of the Contract related to insurance and waiver of subrogation. § 6.1.2 When separate contracts are awarded for different portions of the Project or other construction or operations on the site,the term"Contractor"in the Contract Documents in each case shall mean the Contractor who executes each separate Owner-Contractor Agreement. § 6.1.3 The Owner shall provide for coordination of the activities of the Owner's own forces and of each Separate Contractor with the Work of the Contractor,who shall cooperate with them.The Contractor shall participate with any Separate Contractors and the Owner in reviewing their construction schedules.The Contractor shall make any revisions to its construction schedule deemed necessary after a joint review and mutual agreement.The construction schedules shall then constitute the schedules to be used by the Contractor,Separate Contractors,and the Owner until subsequently revised. § 6.1.4 Unless otherwise provided in the Contract Documents,when the Owner performs construction or operations related to the Project with the Owner's own forces or with Separate Contractors,the Owner or its Separate Contractors shall have the same obligations and rights that the Contractor has under the Conditions of the Contract,including, without excluding others,those stated in Article 3,this Article 6,and Articles 10, 11,and 12. § 6.2 Mutual Responsibility § 6.2.1 The Contractor shall afford the Owner and Separate Contractors reasonable opportunity for introduction and storage of their materials and equipment and performance of their activities,and shall connect and coordinate the Contractor's construction and operations with theirs as required by the Contract Documents. § 6.2.2 If part of the Contractor's Work depends for proper execution or results upon construction or operations by the Owner or a Separate Contractor,the Contractor shall,prior to proceeding with that portion of the Work,promptly . notify the Architect of apparent discrepancies or defects in the construction or operations by the Owner or Separate Contractor that would render it unsuitable for proper execution and results of the Contractor's Work.Failure of the Contractor to notify the Architect of apparent discrepancies or defects prior to proceeding with the Work shall constitute an acknowledgment that the Owner's or Separate Contractor's completed or partially completed construction is fit and proper to receive the Contractor's Work.The Contractor shall not be responsible for discrepancies or defects in the construction or operations by the Owner or Separate Contractor that are not apparent. § 6.2.3 The Contractor shall reimburse the Owner for costs the Owner incurs that are payable to a Separate Contractor because of the Contractor's delays,improperly timed activities or defective construction.The Owner shall be responsible to the Contractor for costs the Contractor incurs because of a Separate Contractor's delays,improperly timed activities,damage to the Work or defective construction. § 6.2.4 The Contractor shall promptly remedy damage that the Contractor wrongfully causes to completed or partially completed construction or to property of the Owner or Separate Contractor as provided in Section 10.2.5. Init. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects;"American Institute of Architects,""AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 22 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not / for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations, e-mail docinfo@aiacontracts.com. (1279808879) User Notes: § 6.2.5 The Owner and each Separate Contractor shall have the same responsibilities for cutting and patching as are described for the Contractor in Section 3.14. § 6.3 Owner's Right to Clean Up If a dispute arises among the Contractor,Separate Contractors,and the Owner as to the responsibility under their respective contracts for maintaining the premises and surrounding area free from waste materials and rubbish,the Owner may clean up and the Architect will allocate the cost among those responsible. ARTICLE 7 CHANGES IN THE WORK § 7.1 General § 7.1.1 Changes in the Work may be accomplished after execution of the Contract,and without invalidating the Contract,by Change Order,Construction Change Directive or order for a minor change in the Work,subject to the limitations stated in this Article 7 and elsewhere in the Contract Documents. § 7.1.2 A Change Order shall be based upon agreement among the Owner,Contractor,and Architect.A Construction Change Directive requires agreement by the Owner and Architect and may or may not be agreed to by the Contractor. An order for a minor change in the Work may be issued by the Architect alone. § 7.1.3 Changes in the Work shall be performed under applicable provisions of the Contract Documents.The Contractor shall proceed promptly with changes in the Work,unless otherwise provided in the Change Order, Construction Change Directive,or order for a minor change in the Work. § 7.2 Change Orders § 7.2.1 A Change Order is a written instrument prepared by the Architect and signed by the Owner,Contractor,and Architect stating their agreement upon all of the following: .1 The change in the Work; .2 The amount of the adjustment,if any,in the Contract Sum;and .3 The extent of the adjustment,if any,in the Contract Time. § 7.3 Construction Change Directives § 7.3.1 A Construction Change Directive is a written order prepared by the Architect and signed by the Owner and Architect,directing a change in the Work prior to agreement on adjustment,if any,in the Contract Sum or Contract Time,or both.The Owner may by Construction Change Directive,without invalidating the Contract,order changes in the Work within the general scope of the Contract consisting of additions,deletions,or other revisions,the Contract Sum and Contract Time being adjusted accordingly. § 7.3.2 A Construction Change Directive shall be used in the absence of total agreement on the terms of a Change Order. § 7.3.3 If the Construction Change Directive provides for an adjustment to the Contract Sum,the adjustment shall be based on one of the following methods: .1 Mutual acceptance of a lump sum properly itemized and supported by sufficient substantiating data to permit evaluation; .2 Unit prices stated in the Contract Documents or subsequently agreed upon; .3 Cost to be determined in a manner agreed upon by the parties and a mutually acceptable fixed or percentage fee;or .4 As provided in Section 7.3.4. § 7.3.4 If the Contractor does not respond promptly or disagrees with the method for adjustment in the Contract Sum, the Architect shall determine the adjustment on the basis of reasonable expenditures and savings of those performing the Work attributable to the change,including,in case of an increase in the Contract Sum,an amount for overhead and profit as set forth in the Agreement,or if no such amount is set forth in the Agreement,a reasonable amount.In such case,and also under Section 7.3.3.3,the Contractor shall keep and present,in such form as the Architect may prescribe,an itemized accounting together with appropriate supporting data.Unless otherwise provided in the Contract Documents,costs for the purposes of this Section 7.3.4 shall be limited to the following: Init. AIA Document A201—2017.Copyright m 1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects;"American Institute of Architects,""AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 23 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not / for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documentsm Terms of Service.To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (1279808879) .1 Costs of labor,including applicable payroll taxes,fringe benefits required by agreement or custom, workers' compensation insurance,and other employee costs approved by the Architect; .2 Costs of materials,supplies,and equipment,including cost of transportation,whether incorporated or consumed; .3 Rental costs of machinery and equipment,exclusive of hand tools,whether rented from the Contractor or others; .4 Costs of premiums for all bonds and insurance,permit fees,and sales,use,or similar taxes,directly related to the change;and .5 Costs of supervision and field office personnel directly attributable to the change. § 7.3.5 If the Contractor disagrees with the adjustment in the Contract Time,the Contractor may make a Claim in accordance with applicable provisions of Article 15. § 7.3.6 Upon receipt of a Construction Change Directive,the Contractor shall promptly proceed with the change in the Work involved and advise the Architect of the Contractor's agreement or disagreement with the method,if any, provided in the Construction Change Directive for determining the proposed adjustment in the Contract Sum or Contract Time. § 7.3.7 A Construction Change Directive signed by the Contractor indicates the Contractor's agreement therewith, including adjustment in Contract Sum and Contract Time or the method for determining them.Such agreement shall be effective immediately and shall be recorded as a Change Order. § 7.3.8 The amount of credit to be allowed by the Contractor to the Owner for a deletion or change that results in a net decrease in the Contract Sum shall be actual net cost as confirmed by the Architect.When both additions and credits covering related Work or substitutions are involved in a change,the allowance for overhead and profit shall be figured on the basis of net increase,if any,with respect to that change. § 7.3.9 Pending final determination of the total cost of a Construction Change Directive to the Owner,the Contractor may request payment for Work completed under the Construction Change Directive in Applications for Payment.The Architect will make an interim determination for purposes of monthly certification for payment for those costs and certify for payment the amount that the Architect determines,in the Architect's professional judgment,to be reasonably justified.The Architect's interim determination of cost shall adjust the Contract Sum on the same basis as a Change Order,subject to the right of either party to disagree and assert a Claim in accordance with Article 15. § 7.3.10 When the Owner and Contractor agree with a determination made by the Architect concerning the adjustments in the Contract Sum and Contract Time,or otherwise reach agreement upon the adjustments,such agreement shall be effective immediately and the Architect will prepare a Change Order.Change Orders may be issued for all or any part of a Construction Change Directive. § 7A Minor Changes in the Work The Architect may order minor changes in the Work that are consistent with the intent of the Contract Documents and do not involve an adjustment in the Contract Sum or an extension of the Contract Time.The Architect's order for minor changes shall be in writing.If the Contractor believes that the proposed minor change in the Work will affect the Contract Sum or Contract Time,the Contractor shall notify the Architect and shall not proceed to implement the change in the Work.If the Contractor performs the Work set forth in the Architect's order for a minor change without prior notice to the Architect that such change will affect the Contract Sum or Contract Time,the Contractor waives any adjustment to the Contract Sum or extension of the Contract Time. ARTICLE 8 TIME § 8.1 Definitions § 8.1.1 Unless otherwise provided,Contract Time is the period of time,including authorized adjustments,allotted in the Contract Documents for Substantial Completion of the Work. § 8.1.2 The date of commencement of the Work is the date established in the Agreement. § 8.1.3 The date of Substantial Completion is the date certified by the Architect in accordance with Section 9.8. Init. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects;"American Institute of Architects,"°AIA;the AIA Logo,and"AIA Contract Documents"are registered trademarks of 24 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not / for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (1279808879) § 8.1.4 The term"day"as used in the Contract Documents shall mean calendar day unless otherwise specifically defined. § 8.2 Progress and Completion § 8.2.1 Time limits stated in the Contract Documents are of the essence of the Contract.By executing the Agreement, the Contractor confirms that the Contract Time is a reasonable period for performing the Work. § 8.2.2 The Contractor shall not knowingly,except by agreement or instruction of the Owner in writing,commence the Work prior to the effective date of insurance required to be finnished by the Contractor and Owner. § 8.2.3 The Contractor shall proceed expeditiously with adequate forces and shall achieve Substantial Completion within the Contract Time. § 8.3 Delays and Extensions of Time § 8.3.1 If the Contractor is delayed at any time in the commencement or progress of the Work by(1)an act or neglect of the Owner or Architect,of an employee of either,or of a Separate Contractor;(2)by changes ordered in the Work; (3)by labor disputes,fire,unusual delay in deliveries,unavoidable casualties,adverse weather conditions documented in accordance with Section 15.1.6.2,or other causes beyond the Contractor's control;(4)by delay authorized by the Owner pending mediation and binding dispute resolution;or(5)by other causes that the Contractor asserts,and the Architect determines,justify delay,then the Contract Time shall be extended for such reasonable time as the Architect may determine. § 8.3.2 Claims relating to time shall be made in accordance with applicable provisions of Article 15. § 8.3.3 This Section 8.3 does not preclude recovery of damages for delay by either party under other provisions of the Contract Documents. ARTICLE 9 PAYMENTS AND COMPLETION § 9.1 Contract Sum § 9.1.1 The Contract Sum is stated in the Agreement and,including authorized adjustments,is the total amount payable by the Owner to the Contractor for performance of the Work under the Contract Documents. § 9.1.2 If unit prices are stated in the Contract Documents or subsequently agreed upon,and if quantities originally contemplated are materially changed so that application of such unit prices to the actual quantities causes substantial inequity to the Owner or Contractor,the applicable unit prices shall be equitably adjusted. § 9.2 Schedule of Values Where the Contract is based on a stipulated sum or Guaranteed Maximum Price,the Contractor shall submit a schedule of values to the Architect before the first Application for Payment,allocating the entire Contract Sum to the various portions of the Work.The schedule of values shall be prepared in the form,and supported by the data to substantiate its accuracy,required by the Architect.This schedule,unless objected to by the Architect,shall be used as a basis for reviewing the Contractor's Applications for Payment.Any changes to the schedule of values shall be submitted to the Architect and supported by such data to substantiate its accuracy as the Architect may require,and unless objected to by the Architect,shall be used as a basis for reviewing the Contractor's subsequent Applications for Payment. § 9.3 Applications for Payment § 9.3.1 At least ten days before the date established for each progress payment,the Contractor shall submit to the Architect an itemized Application for Payment prepared in accordance with the schedule of values,if required under Section 9.2,for completed portions of the Work.The application shall be notarized,if required,and supported by all data substantiating the Contractor's right to payment that the Owner or Architect require,such as copies of requisitions,and releases and waivers of liens from Subcontractors and suppliers,and shall reflect retainage if provided for in the Contract Documents. § 9.3.1.1 As provided in Section 7.3.9,such applications may include requests for payment on account of changes in the Work that have been properly authorized by Construction Change Directives,or by interim determinations of the Architect,but not yet included in Change Orders. Init. AIA Document A201—2017.Copyright01911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved.'The American Institute of Architects;'American Institute of Architects,"AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 25 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not I 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 docinfo@aiacontracts.com. User Notes: (1279808879) § 9.3.1.2 Applications for Payment shall not include requests for payment for portions of the Work for which the Contractor does not intend to pay a Subcontractor or supplier,unless such Work has been performed by others whom the Contractor intends to pay. § 9.3.2 Unless otherwise provided in the Contract Documents,payments shall be made on account of materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work.If approved in advance by the Owner,payment may similarly be made for materials and equipment suitably stored off the site at a location agreed upon in writing.Payment for materials and equipment stored on or off the site shall be conditioned upon compliance by the Contractor with procedures satisfactory to the Owner to establish the Owner's title to such materials and equipment or otherwise protect the Owner's interest,and shall include the costs of applicable insurance,storage, and transportation to the site,for such materials and equipment stored off the site. § 9.3.3 The Contractor warrants that title to all Work covered by an Application for Payment will pass to the Owner no later than the time of payment.The Contractor further warrants that upon submittal of an Application for Payment all Work for which Certificates for Payment have been previously issued and payments received from the Owner shall,to the best of the Contractor's knowledge,information,and belief,be free and clear of liens,claims,security interests,or encumbrances,in favor of the Contractor,Subcontractors,suppliers,or other persons or entities that provided labor, materials,and equipment relating to the Work. § 9.4 Certificates for Payment § 9.4.1 The Architect will,within seven days after receipt of the Contractor's Application for Payment,either(1)issue to the Owner a Certificate for Payment in the full amount of the Application for Payment,with a copy to the Contractor;or(2)issue to the Owner a Certificate for Payment for such amount as the Architect determines is properly due,and notify the Contractor and Owner of the Architect's reasons for withholding certification in part as provided in Section 9.5.1;or(3)withhold certification of the entire Application for Payment,and notify the Contractor and Owner of the Architect's reason for withholding certification in whole as provided in Section 9.5.1. § 9.4.2 The issuance of a Certificate for Payment will constitute a representation by the Architect to the Owner,based on the Architect's evaluation of the Work and the data in the Application for Payment,that,to the best of the Architect's knowledge,information,and belief,the Work has progressed to the point indicated,the quality of the Work is in accordance with the Contract Documents,and that the Contractor is entitled to payment in the amount certified.The foregoing representations are subject to an evaluation of the Work for conformance with the Contract Documents upon Substantial Completion,to results of subsequent tests and inspections,to correction of minor deviations from the Contract Documents prior to completion,and to specific qualifications expressed by the Architect. However,the issuance of a Certificate for Payment will not be a representation that the Architect has(1)made exhaustive or continuous on-site inspections to check the quality or quantity of the Work;(2)reviewed construction means,methods,techniques,sequences,or procedures;(3)reviewed copies of requisitions received from Subcontractors and suppliers and other data requested by the Owner to substantiate the Contractor's right to payment; or(4)made examination to ascertain how or for what purpose the Contractor has used money previously paid on account of the Contract Sum. § 9.5 Decisions to Withhold Certification § 9.5.1 The Architect may withhold a Certificate for Payment in whole or in part,to the extent.reasonably necessary to protect the Owner,if in the Architect's opinion the representations to the Owner required by Section 9.4.2 cannot be made.If the Architect is unable to certify payment in the amount of the Application,the Architect will notify the Contractor and Owner as provided in Section 9.4.1.If the Contractor and Architect cannot agree on a revised amount, the Architect will promptly issue a Certificate for Payment for the amount for which the Architect is able to make such representations to the Owner.The Architect may also withhold a Certificate for Payment or,because of subsequently discovered evidence,may nullify the whole or a part of a Certificate for Payment previously issued,to such extent as may be necessary in the Architect's opinion to protect the Owner from loss for which the Contractor is responsible, including loss resulting from acts and omissions described in Section 3.3.2,because of .1 defective Work not remedied; .2 third party claims filed or reasonable evidence indicating probable filing of such claims,unless security acceptable to the Owner is provided by the Contractor; .3 failure of the Contractor to make payments properly to Subcontractors or suppliers for labor,materials or equipment; Init. AIA Document A201—2017.Copyright @ 1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects,""American Institute of Architects,""AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 26 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not I 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 docinfo@aiacontracts.com. User Notes: (1279808879) .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 Contract Documents. § 9.5.2 When either party disputes the Architect's decision regarding a Certificate for Payment under Section 9.5.1,in whole or in part,that party may submit a Claim in accordance with Article 15. § 9.5.3 When the reasons for withholding certification are removed,certification will be made for amounts previously withheld. § 9.5.4 If the Architect withholds certification for payment under Section 9.5.1.3,the Owner may,at its sole option, issue joint checks to the Contractor and to any Subcontractor or supplier to whom the Contractor failed to make payment for Work properly performed or material or equipment suitably delivered.If the Owner makes payments by joint check,the Owner shall notify the Architect and the Contractor shall reflect such payment on its next Application for Payment. § 9.6 Progress Payments § 9.6.1 After the Architect has issued a Certificate for Payment,the Owner shall make payment in the manner and within the time provided in the Contract Documents,and shall so notify the Architect. § 9.6.2 The Contractor shall pay each Subcontractor,no later than seven days after receipt of payment from the Owner, the amount to which the Subcontractor is entitled,reflecting percentages actually retained from payments to the Contractor on account of the Subcontractor's portion of the Work.The Contractor shall,by appropriate agreement with each Subcontractor,require each Subcontractor to make payments to Sub-subcontractors in a similar manner. § 9.6.3 The Architect will,on request,furnish to a Subcontractor,if practicable,information regarding percentages of completion or amounts applied for by the Contractor and action taken thereon by the Architect and Owner on account of portions of the Work done by such Subcontractor. § 9.6.4 The Owner has the right to request written evidence from the Contractor that the Contractor has properly paid Subcontractors and suppliers amounts paid by the Owner to the Contractor for subcontracted Work.If the Contractor fails to furnish such evidence within seven days,the Owner shall have the right to contact Subcontractors and suppliers to ascertain whether they have been properly paid.Neither the Owner nor Architect shall have an obligation to pay,or to see to the payment of money to,a Subcontractor or supplier,except as may otherwise be required by law. § 9.6.5 The Contractor's payments to suppliers shall be treated in a manner similar to that provided in Sections 9.6.2, 9.6.3 and 9.6.4. § 9.6.6 A Certificate for Payment,a progress payment,or partial or entire use or occupancy of the Project by the Owner shall not constitute acceptance of Work not in accordance with the Contract Documents. § 9.6.7 Unless the Contractor provides the Owner with a payment bond in the full penal sum of the Contract Sum, payments received by the Contractor for Work properly performed by Subcontractors or provided by suppliers shall be held by the Contractor for those Subcontractors or suppliers who performed Work or furnished materials,or both, under contract with the Contractor for which payment was made by the Owner.Nothing contained herein shall require money to be placed in a separate account and not commingled with money of the Contractor,create any fiduciary liability or tort liability on the part of the Contractor for breach of trust,or entitle any person or entity to an award of punitive damages against the Contractor for breach of the requirements of this provision. § 9.6.8 Provided the Owner has fulfilled its payment obligations under the Contract Documents,the Contractor shall defend and indemnify the Owner from all loss,liability,damage or expense,including reasonable attorney's fees and litigation expenses,arising out of any lien claim or other claim for payment by any Subcontractor or supplier of any tier.Upon receipt of notice of a lien claim or other claim for payment,the Owner shall notify the Contractor.If approved by the applicable court,when required,the Contractor may substitute a surety bond for the property against which the lien or other claim for payment has been asserted. Init. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects,""American Institute of Architects,""AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 27 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not I 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 docinfo@alacontracts.com. User Notes: (1279808879) § 9.7 Failure of Payment If the Architect does not issue a Certificate for Payment,through no fault of the Contractor,within seven days after receipt of the Contractor's Application for Payment,or if the Owner does not pay the Contractor within seven days after the date established in the Contract Documents,the amount certified by the Architect or awarded by binding dispute resolution,then the Contractor may,upon seven additional days'notice to the Owner and Architect,stop the Work until payment of the amount owing has been received.The Contract Time shall be extended appropriately and the Contract Sum shall be increased by the amount of the Contractor's reasonable costs of shutdown,delay and start-up,plus interest as provided for in the Contract Documents. § 9.8 Substantial Completion § 9.8.1 Substantial Completion is the stage in the progress of the Work when the Work or designated portion thereof is sufficiently complete in accordance with the Contract Documents so that the Owner can occupy or utilize the Work for its intended use. § 9.8.2 When the Contractor considers that the Work,or a portion thereof which the Owner agrees to accept separately,is substantially complete,the Contractor shall prepare and submit to the Architect a comprehensive list of items to be completed or corrected prior to final payment.Failure to include an item on such list does not alter the responsibility of the Contractor to complete all Work in accordance with the Contract Documents. § 9.8.3 Upon receipt of the Contractor's list,the Architect will make an inspection to determine whether the Work or designated portion thereof is substantially complete.If the Architect's inspection discloses any item,whether or not included on the Contractor's list,which is not sufficiently complete in accordance with the Contract Documents so that the Owner can occupy or utilize the Work or designated portion thereof for its intended use,the Contractor shall, before issuance of the Certificate of Substantial Completion,complete or correct such item upon notification by the Architect.In such case,the Contractor shall then submit a request for another inspection by the Architect to determine Substantial Completion. § 9.8.4 When the Work or designated portion thereof is substantially complete,the Architect will prepare a Certificate of Substantial Completion that shall establish the date of Substantial Completion;establish responsibilities of the Owner and Contractor for security,maintenance,heat,utilities,damage to the Work and insurance;and fix the time within which the Contractor shall finish all items on the list accompanying the Certificate.Warranties required by the Contract Documents shall commence on the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the Certificate of Substantial Completion. § 9.8.5 The Certificate of Substantial Completion shall be submitted to the Owner and Contractor for their written acceptance of responsibilities assigned to them in the Certificate.Upon such acceptance,and consent of surety if any, the Owner shall make payment of retainage applying to the Work or designated portion thereof.Such payment shall be adjusted for Work that is incomplete or not in accordance with the requirements of the Contract Documents. § 9.9 Partial Occupancy or Use § 9.9.1 The Owner may occupy or use any completed or partially completed portion of the Work at any stage when such portion is designated by separate agreement with the Contractor,provided such occupancy or use is consented to by the insurer and authorized by public authorities having jurisdiction over the Project.Such partial occupancy or use may commence whether or not the portion is substantially complete,provided the Owner and Contractor have accepted in writing the responsibilities assigned to each of them for payments,retainage,if any,security,maintenance, heat,utilities,damage to the Work and insurance,and have agreed in writing concerning the period for correction of the Work and commencement of warranties required by the Contract Documents.When the Contractor considers a portion substantially complete,the Contractor shall prepare and submit a list to the Architect as provided under Section 9.8.2.Consent of the Contractor to partial occupancy or use shall not be unreasonably withheld.The stage of the progress of the Work shall be determined by written agreement between the Owner and Contractor or,if no agreement is reached,by decision of the Architect. § 9.9.2 Immediately prior to such partial occupancy or use,the Owner,Contractor,and Architect shall jointly inspect the area to be occupied or portion of the Work to be used in order to determine and record the condition of the Work. Init. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects,""American Institute of Architects,""AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 28 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not I 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 docinfo@aiacontracts.com. User Notes: (1279808879) § 9.9.3 Unless otherwise agreed upon,partial occupancy or use of a portion or portions of the Work shall not constitute acceptance of Work not complying with the requirements of the Contract Documents. § 9.10 Final Completion and Final Payment § 9.10.1 Upon receipt of the Contractor's notice that the Work is ready for final inspection and acceptance and upon receipt of a final Application for Payment,the Architect will promptly make such inspection.When the Architect finds the Work acceptable under the Contract Documents and the Contract fully performed,the Architect will promptly issue a final Certificate for Payment stating that to the best of the Architect's knowledge,information and belief,and on the basis of the Architect's on-site visits and inspections,the Work has been completed in accordance with the Contract Documents and that the entire balance found to be due the Contractor and noted in the final Certificate is due and payable.The Architect's final Certificate for Payment will constitute a further representation that conditions listed in Section 9.10.2 as precedent to the Contractor's being entitled to final payment have been fulfilled. § 9.10.2 Neither final payment nor any remaining retained percentage shall become due until the Contractor submits to the Architect(1)an affidavit that payrolls,bills for materials and equipment,and other indebtedness connected with the Work for which the Owner or the Owner's property might be responsible or encumbered(less amounts withheld by Owner)have been paid or otherwise satisfied,(2)a certificate evidencing that insurance required by the Contract Documents to remain in force after final payment is currently in effect,(3)a written statement that the Contractor knows of no reason that the insurance will not be renewable to cover the period required by the Contract Documents, (4)consent of surety,if any,to final payment,(5)documentation of any special warranties,such as manufacturers' warranties or specific Subcontractor warranties,and(6)if required by the Owner,other data establishing payment or satisfaction of obligations,such as receipts and releases and waivers of liens,claims,security interests,or encumbrances arising out of the Contract,to the extent and in such form as may be designated by the Owner.If a Subcontractor refuses to furnish a release or waiver required by the Owner,the Contractor may furnish a bond satisfactory to the Owner to indemnify the Owner against such lien,claim,security interest,or encumbrance.If a lien, claim,security interest,or encumbrance remains unsatisfied after payments are made,the Contractor shall refund to the Owner all money that the Owner may be compelled to pay in discharging the lien,claim,security interest,or encumbrance,including all costs and reasonable attorneys'fees. § 9.10.3 If,after Substantial Completion of the Work,final completion thereof is materially delayed through no fault of the Contractor or by issuance of Change Orders affecting final completion,and the Architect so confirms,the Owner shall,upon application by the Contractor and certification by the Architect,and without terminating the Contract,make payment of the balance due for that portion of the Work fully completed,convected,and accepted.If the remaining balance for Work not fully completed or corrected is less than retainage stipulated in the Contract Documents,and if bonds have been furnished,the written consent of the surety to payment of the balance due for that portion of the Work fully completed and accepted shall be submitted by the Contractor to the Architect prior to certification of such payment.Such payment shall be made under tetras and conditions governing final payment, except that it shall not constitute a waiver of Claims. § 9.10.4 The making of final payment shall constitute a waiver of Claims by the Owner except those arising from .1 liens,Claims,security interests,or encumbrances arising out of the Contract and unsettled; .2 failure of the Work to comply with the requirements of the Contract Documents; .3 terms of special warranties required by the Contract Documents;or .4 audits performed by the Owner,if permitted by the Contract Documents,after final payment. § 9.10.5 Acceptance of final payment by the Contractor,a Subcontractor,or a supplier,shall constitute a waiver of claims by that payee except those previously made in writing and identified by that payee as unsettled at the time of final Application for Payment. ARTICLE 10 PROTECTION OF PERSONS AND PROPERTY § 10.1 Safety Precautions and Programs The Contractor shall be responsible for initiating,maintaining,and supervising all safety precautions and programs in connection with the performance of the Contract. § 10.2 Safety of Persons and Property § 10.2.1 The Contractor shall take reasonable precautions for safety of,and shall provide reasonable protection to prevent damage,injury,or loss to Init. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects;"American Institute of Architects,'"AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 29 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04108/2024,is not / for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (1279808879) .1 employees on the Work and other persons who may be affected thereby; .2 the Work and materials and equipment to be incorporated therein,whether in storage on or off the site, under care,custody,or control of the Contractor,a Subcontractor,or a Sub-subcontractor;and .3 other property at the site or adjacent thereto,such as trees,shrubs,lawns,walks,pavements,roadways, structures,and utilities not designated for removal,relocation,or replacement in the course of construction. § 10.2.2 The Contractor shall comply with,and give notices required by applicable laws,statutes,ordinances,codes, rules and regulations,and lawful orders of public authorities,bearing on safety of persons or property or their protection from damage,injury,or loss. § 10.2.3 The Contractor shall implement,erect,and maintain,as required by existing conditions and performance of the Contract,reasonable safeguards for safety and protection,including posting danger signs and other warnings against hazards;promulgating safety regulations;and notifying the owners and users of adjacent sites and utilities of the safeguards. § 10.2.4 When use or storage of explosives or other hazardous materials or equipment,or unusual methods are necessary for execution of the Work,the Contractor shall exercise utmost care and carry on such activities under supervision of properly qualified personnel. § 10.2.5 The Contractor shall promptly remedy damage and loss(other than damage or loss insured under property insurance required by the Contract Documents)to property referred to in Sections 10.2.1.2 and 10.2.1.3 caused in whole or in part by the Contractor,a Subcontractor,a Sub-subcontractor,or anyone directly or indirectly employed by any of them,or by anyone for whose acts they may be liable and for which the Contractor is responsible under Sections 10.2.1.2 and 10.2.1.3.The Contractor may make a Claim for the cost to remedy the damage or loss to the extent such damage or loss is attributable to acts or omissions of the Owner or Architect or anyone directly or indirectly employed by either of them,or by anyone for whose acts either of them may be liable,and not attributable to the fault or negligence of the Contractor.The foregoing obligations of the Contractor are in addition to the Contractor's obligations under Section 3.18. § 10.2.6 The Contractor shall designate a responsible member of the Contractor's organization at the site whose duty shall be the prevention of accidents.This person shall be the Contractor's superintendent unless otherwise designated by the Contractor in writing to the Owner and Architect. § 10.2.7 The Contractor shall not permit any part of the construction or site to be loaded so as to cause damage or create an unsafe condition. § 10.2.8 Injury or Damage to Person or Property If either party suffers injury or damage to person or property because of an act or omission of the other party,or of others for whose acts such party is legally responsible,notice of the injury or damage,whether or not insured,shall be given to the other party within a reasonable time not exceeding 21 days after discovery.The notice shall provide sufficient detail to enable the other party to investigate the matter. § 10.3 Hazardous Materials and Substances § 10.3.1 The Contractor is responsible for compliance with any requirements included in the Contract Documents regarding hazardous materials or substances.If the Contractor encounters a hazardous material or substance not addressed in the Contract Documents and if reasonable precautions will be inadequate to prevent foreseeable bodily injury or death to persons resulting from a material or substance,including but not limited to asbestos or polychlorinated biphenyl(PCB),encountered on the site by the Contractor,the Contractor shall,upon recognizing the condition,immediately stop Work in the affected area and notify the Owner and Architect of the condition. § 10.3.2 Upon receipt of the Contractor's notice,the Owner shall obtain the services of a licensed laboratory to verify the presence or absence of the material or substance reported by the Contractor and,in the event such material or substance is found to be present,to cause it to be rendered harmless.Unless otherwise required by the Contract Documents,the Owner shall furnish in writing to the Contractor and Architect the names and qualifications of persons or entities who are to perform tests verifying the presence or absence of the material or substance or who are to perform the task of removal or safe containment of the material or substance.The Contractor and the Architect will AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights Init. reserved."The American Institute of Architects,""American Institute of Architects,"'AIA,*the AIA Logo,and"AIA Contract Documents"are registered trademarks of 30 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not / for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documentse Terms of Service.To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (1279808879) promptly reply to the Owner in writing stating whether or not either has reasonable objection to the persons or entities proposed by the Owner.If either the Contractor or Architect has an objection to a person or entity proposed by the Owner,the Owner shall propose another to whom the Contractor and the Architect have no reasonable objection. When the material or substance has been rendered harmless,Work in the affected area shall resume upon written agreement of the Owner and Contractor.By Change Order,the Contract Time shall be extended appropriately and the Contract Sum shall be increased by the amount of the Contractor's reasonable additional costs of shutdown,delay,and start-up. § 10.3.3 To the fullest extent permitted by law,the Owner shall indemnify and hold harmless the Contractor, Subcontractors,Architect,Architect's consultants,and agents and employees of any of them from and against claims, damages,losses,and expenses,including but not limited to attorneys'fees,arising out of or resulting from performance of the Work in the affected area if in fact the material or substance presents the risk of bodily injury or death as described in Section 10.3.1 and has not been rendered harmless,provided that such claim,damage,loss,or expense is attributable to bodily injury,sickness,disease or death,or to injury to or destruction of tangible property (other than the Work itself),except to the extent that such damage,loss,or expense is due to the fault or negligence of the party seeking indemnity. § 10.3.4 The Owner shall not be responsible under this Section 10.3 for hazardous materials or substances the Contractor brings to the site unless such materials or substances are required by the Contract Documents.The Owner shall be responsible for hazardous materials or substances required by the Contract Documents,except to the extent of the Contractor's fault or negligence in the use and handling of such materials or substances. § 10.3.5 The Contractor shall reimburse the Owner for the cost and expense the Owner incurs(1)for remediation of hazardous materials or substances the Contractor brings to the site and negligently handles,or(2)where the Contractor fails to perform its obligations under Section 10.3.1,except to the extent that the cost and expense are due to the Owner's fault or negligence. § 10.3.6 If,without negligence on the part of the Contractor,the Contractor is held liable by a government agency for the cost of remediation of a hazardous material or substance solely by reason of performing Work as required by the Contract Documents,the Owner shall reimburse the Contractor for all cost and expense thereby incurred. § 10.4 Emergencies In an emergency affecting safety of persons or property,the Contractor shall act,at the Contractor's discretion,to prevent threatened damage,injury,or loss.Additional compensation or extension of time claimed by the Contractor on account of an emergency shall be determined as provided in Article 15 and Article 7. ARTICLE 11 INSURANCE AND BONDS § 11.1 Contractor's Insurance and Bonds § 11.1.1 The Contractor shall purchase and maintain insurance of the types and limits of liability,containing the endorsements,and subject to the terms and conditions,as described in the Agreement or elsewhere in the Contract Documents.The Contractor shall purchase and maintain the required insurance from an insurance company or insurance companies lawfully authorized to issue insurance in the jurisdiction where the Project is located.The Owner,Architect,and Architect's consultants shall be named as additional insureds under the Contractor's commercial general liability policy or as otherwise described in the Contract Documents. § 11.1.2 The Contractor shall provide surety bonds of the types,for such penal sums,and subject to such terms and conditions as required by the Contract Documents.The Contractor shall purchase and maintain the required bonds from a company or companies lawfully authorized to issue surety bonds in the jurisdiction where the Project is located. § 11.1.3 Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of obligations arising under the Contract,the Contractor shall promptly famish a copy of the bonds or shall authorize a copy to be famished. § 11.1.4 Notice of Cancellation or Expiration of Contractor's Required Insurance.Within three(3)business days of the date the Contractor becomes aware of an impending or actual cancellation or expiration of any insurance required by the Contract Documents,the Contractor shall provide notice to the Owner of such impending or actual cancellation or expiration.Upon receipt of notice from the Contractor,the Owner shall,unless the lapse in coverage arises from an act Init. AIA Document A201—2017.Copyright @ 1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects;"American Institute of Architects,""AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 31 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not / for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (1279808879) or omission of the Owner,have the right to stop the Work until the lapse in coverage has been cured by the procurement of replacement coverage by the Contractor.The furnishing of notice by the Contractor shall not relieve the Contractor of any contractual obligation to provide any required coverage. § 11.2 Owner's Insurance § 11.2.1 The Owner shall purchase and maintain insurance of the types and limits of liability,containing the endorsements,and subject to the terms and conditions,as described in the Agreement or elsewhere in the Contract Documents.The Owner shall purchase and maintain the required insurance from an insurance company or insurance companies lawfully authorized to issue insurance in the jurisdiction where the Project is located. § 11.2.2 Failure to Purchase Required Property Insurance.If the Owner fails to purchase and maintain the required property insurance,with all of the coverages and in the amounts described in the Agreement or elsewhere in the Contract Documents,the Owner shall inform the Contractor in writing prior to commencement of the Work.Upon receipt of notice from the Owner,the Contractor may delay commencement of the Work and may obtain insurance that will protect the interests of the Contractor,Subcontractors,and Sub-Subcontractors in the Work.When the failure to provide coverage has been cured or resolved,the Contract Sum and Contract Time shall be equitably adjusted.In the event the Owner fails to procure coverage,the Owner waives all rights against the Contractor,Subcontractors,and Sub-subcontractors to the extent the loss to the Owner would have been covered by the insurance to have been procured by the Owner.The cost of the insurance shall be charged to the Owner by a Change Order.If the Owner does not provide written notice,and the Contractor is damaged by the failure or neglect of the Owner to purchase or maintain the required insurance,the Owner shall reimburse the Contractor for all reasonable costs and damages attributable thereto. § 11.2.3 Notice of Cancellation or Expiration of Owner's Required Property Insurance.Within three(3)business days of the date the Owner becomes aware of an impending or actual cancellation or expiration of any property insurance required by the Contract Documents,the Owner shall provide notice to the Contractor of such impending or actual cancellation or expiration.Unless the lapse in coverage arises from an act or omission of the Contractor: (1)the Contractor,upon receipt of notice from the Owner,shall have the right to stop the Work until the lapse in coverage has been cured by the procurement of replacement coverage by either the Owner or the Contractor;(2)the Contract Time and Contract Sum shall be equitably adjusted;and(3)the Owner waives all rights against the Contractor, Subcontractors,and Sub-subcontractors to the extent any loss to the Owner would have been covered by the insurance had it not expired or been cancelled.If the Contractor purchases replacement coverage,the cost of the insurance shall be charged to the Owner by an appropriate Change Order.The furnishing of notice by the Owner shall not relieve the Owner of any contractual obligation to provide required insurance. § 11.3 Waivers of Subrogation § 11.3.1 The Owner and Contractor waive all rights against(1)each other and any of their subcontractors, sub-subcontractors,agents,and employees,each of the other;(2)the Architect and Architect's consultants;and(3) Separate Contractors,if any,and any of their subcontractors,sub-subcontractors,agents,and employees,for damages caused by fire,or other causes of loss,to the extent those losses are covered by property insurance required by the Agreement or other property insurance applicable to the Project,except such rights as they have to proceeds of such insurance.The Owner or Contractor,as appropriate,shall require similar written waivers in favor of the individuals and entities identified above from the Architect,Architect's consultants,Separate Contractors,subcontractors,and sub-subcontractors.The policies of insurance purchased and maintained by each person or entity agreeing to waive claims pursuant to this section 11.3.1 shall not prohibit this waiver of subrogation.This waiver of subrogation shall be effective as to a person or entity(1)even though that person or entity would otherwise have a duty of indemnification, contractual or otherwise,(2)even though that person or entity did not pay the insurance premium directly or indirectly, or(3)whether or not the person or entity had an insurable interest in the damaged property. §11.3.2 If during the Project construction period the Owner insures properties,real or personal or both,at or adjacent to the site by property insurance under policies separate from those insuring the Project,or if after final payment property insurance is to be provided on the completed Project through a policy or policies other than those insuring the Project during the construction period,to the extent permissible by such policies,the Owner waives all rights in accordance with the terms of Section 11.3.1 for damages caused by fire or other causes of loss covered by this separate property insurance. § 11.4 Loss of Use, Business Interruption, and Delay in Completion Insurance Init. AIA Document A201—2017.Copyright @ 1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects,""American Institute of Architects,""AIA;the AIA Logo,and"AIA Contract Documents"are registered trademarks of 32 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not / for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (1279808879) The Owner,at the Owner's option,may purchase and maintain insurance that will protect the Owner against loss of use of the Owner's property,or the inability to conduct normal operations,due to fire or other causes of loss.The Owner waives all rights of action against the Contractor and Architect for loss of use of the Owner's property,due to fire or other hazards however caused. §11.5 Adjustment and Settlement of Insured Loss § 11.5.1 A loss insured under the property insurance required by the Agreement shall be adjusted by the Owner as fiduciary and made payable to the Owner as fiduciary for the insureds,as their interests may appear,subject to requirements of any applicable mortgagee clause and of Section 11.5.2.The Owner shall pay the Architect and Contractor their just shares of insurance proceeds received by the Owner,and by appropriate agreements the Architect and Contractor shall make payments to their consultants and Subcontractors in similar manner. § 11.5.2 Prior to settlement of an insured loss,the Owner shall notify the Contractor of the terms of the proposed settlement as well as the proposed allocation of the insurance proceeds.The Contractor shall have 14 days from receipt of notice to object to the proposed settlement or allocation of the proceeds.If the Contractor does not object,the Owner shall settle the loss and the Contractor shall be bound by the settlement and allocation.Upon receipt,the Owner shall deposit the insurance proceeds in a separate account and make the appropriate distributions.Thereafter,if no other agreement is made or the Owner does not terminate the Contract for convenience,the Owner and Contractor shall execute a Change Order for reconstruction of the damaged or destroyed Work in the amount allocated for that purpose.If the Contractor timely objects to either the terms of the proposed settlement or the allocation of the proceeds,the Owner may proceed to settle the insured loss,and any dispute between the Owner and Contractor arising out of the settlement or allocation of the proceeds shall be resolved pursuant to Article 15.Pending resolution of any dispute,the Owner may issue a Construction Change Directive for the reconstruction of the damaged or destroyed Work. ARTICLE 12 UNCOVERING AND CORRECTION OF WORK § 12.1 Uncovering of Work § 12.1.1 If a portion of the Work is covered contrary to the Architect's request or to requirements specifically expressed in the Contract Documents,it must,if requested in writing by the Architect,be uncovered for the Architect's examination and be replaced at the Contractor's expense without change in the Contract Time. § 12.1.2 If a portion of the Work has been covered that the Architect has not specifically requested to examine prior to its being covered,the Architect may request to see such Work and it shall be uncovered by the Contractor.If such Work is in accordance with the Contract Documents,the Contractor shall be entitled to an equitable adjustment to the Contract Sum and Contract Time as may be appropriate.If such Work is not in accordance with the Contract Documents,the costs of uncovering the Work,and the cost of correction,shall be at the Contractor's expense. § 12.2 Correction of Work § 12.2.1 Before Substantial Completion The Contractor shall promptly correct Work rejected by the Architect or failing to conform to the requirements of the Contract Documents,discovered before Substantial Completion and whether or not fabricated,installed or completed. Costs of correcting such rejected Work,including additional testing and inspections,the cost of uncovering and replacement,and compensation for the Architect's services and expenses made necessary thereby,shall be at the Contractor's expense. § 12.2.2 After Substantial Completion § 12.2.2.1 In addition to the Contractor's obligations under Section 3.5,if,within one year after the date of Substantial Completion of the Work or designated portion thereof or after the date for commencement of warranties established under Section 9.9.1,or by terms of any applicable special warranty required by the Contract Documents,any of the Work is found to be not in accordance with the requirements of the Contract Documents,the Contractor shall correct it promptly after receipt of notice from the Owner to do so,unless the Owner has previously given the Contractor a written acceptance of such condition.The Owner shall give such notice promptly after discovery of the condition. During the one-year period for correction of Work,if the Owner fails to notify the Contractor and give the Contractor an opportunity to make the correction,the Owner waives the rights to require correction by the Contractor and to make a claim for breach of warranty.If the Contractor fails to correct nonconforming Work within a reasonable time during that period after receipt of notice from the Owner or Architect,the Owner may correct it in accordance with Section 2.5. Init. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects,""American Institute of Architects,""AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 33 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not I 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 docinfo@aiacontracts.com. User Notes: (1279808879) § 12.2.2.2 The one-year period for correction of Work shall be extended with respect to portions of Work fust performed after Substantial Completion by the period of time between Substantial Completion and the actual completion of that portion of the Work. § 12.2.2.3 The one-year period for correction of Work shall not be extended by corrective Work performed by the Contractor pursuant to this Section 12.2. § 12.2.3 The Contractor shall remove from the site portions of the Work that are not in accordance with the requirements of the Contract Documents and are neither corrected by the Contractor nor accepted by the Owner. § 12.2.4 The Contractor shall bear the cost of correcting destroyed or damaged construction of the Owner or Separate Contractors,whether completed or partially completed,caused by the Contractor's correction or removal of Work that is not in accordance with the requirements of the Contract Documents. § 12.2.5 Nothing contained in this Section 12.2 shall be construed to establish a period of limitation with respect to other obligations the Contractor has under the Contract Documents.Establishment of the one-year period for correction of Work as described in Section 12.2.2 relates only to the specific obligation of the Contractor to correct the Work,and has no relationship to the time within which the obligation to comply with the Contract Documents may be sought to be enforced,nor to the time within which proceedings may be commenced to establish the Contractor's liability with respect to the Contractor's obligations other than specifically to correct the Work. § 12.3 Acceptance of Nonconforming Work If the Owner prefers to accept Work that is not in accordance with the requirements of the Contract Documents,the Owner may do so instead of requiring its removal and correction,in which case the Contract Sum will be reduced as appropriate and equitable. Such adjustment shall be effected whether or not final payment has been made. ARTICLE 13 MISCELLANEOUS PROVISIONS § 13.1 Governing Law The Contract shall be governed by the law of the place where the Project is located,excluding that jurisdiction's choice of law rules.If the parties have selected arbitration as the method of binding dispute resolution,the Federal Arbitration Act shall govern Section 15.4. § 13.2 Successors and Assigns § 13.2.1 The Owner and Contractor respectively bind themselves,their partners,successors,assigns,and legal representatives to covenants,agreements,and obligations contained in the Contract Documents.Except as provided in Section 13.2.2,neither party to the Contract shall assign the Contract as a whole without written consent of the other. If either party attempts to make an assignment without such consent,that party shall nevertheless remain legally responsible for all obligations under the Contract. § 13.2.2 The Owner may,without consent of the Contractor,assign the Contract to a lender providing construction financing for the Project,if the lender assumes the Owner's rights and obligations under the Contract Documents.The Contractor shall execute all consents reasonably required to facilitate the assignment. § 13.3 Rights and Remedies § 13.3.1 Duties and obligations imposed by the Contract Documents and rights and remedies available thereunder shall be in addition to and not a limitation of duties,obligations,rights,and remedies otherwise imposed or available by law. § 13.3.2 No action or failure to act by the Owner,Architect,or Contractor shall constitute a waiver of a right or duty afforded them under the Contract,nor shall such action or failure to act constitute approval of or acquiescence in a breach thereunder,except as may be specifically agreed upon in writing. § 13.4 Tests and Inspections § 13.4.1 Tests,inspections,and approvals of portions of the Work shall be made as required by the Contract Documents and by applicable laws,statutes,ordinances,codes,rules,and regulations or lawful orders of public authorities.Unless otherwise provided,the Contractor shall make arrangements for such tests,inspections,and Init. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved.'The American Institute of Architects;"American Institute of Architects,""AIA,'the AIA Logo,and"AIA Contract Documents"are registered trademarks of 34 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not I 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 docinfo@aiacontracts.com. User Notes: (1279808879) approvals with an independent testing laboratory or entity acceptable to the Owner,or with the appropriate public authority,and shall bear all related costs of tests,inspections,and approvals.The Contractor shall give the Architect timely notice of when and where tests and inspections are to be made so that the Architect may be present for such procedures.The Owner shall bear costs of tests,inspections,or approvals that do not become requirements until after bids are received or negotiations concluded.The Owner shall directly arrange and pay for tests,inspections,or approvals where building codes or applicable laws or regulations so require. § 13.4.2 If the Architect,Owner,or public authorities having jurisdiction determine that portions of the Work require additional testing,inspection,or approval not included under Section 13.4.1,the Architect will,upon written authorization from the Owner,instruct the Contractor to make arrangements for such additional testing,inspection,or approval,by an entity acceptable to the Owner,and the Contractor shall give timely notice to the Architect of when and where tests and inspections are to be made so that the Architect may be present for such procedures.Such costs, except as provided in Section 13.4.3,shall be at the Owner's expense. § 13.4.3 If procedures for testing,inspection,or approval under Sections 13.4.1 and 13.4.2 reveal failure of the portions of the Work to comply with requirements established by the Contract Documents,all costs made necessary by such failure,including those of repeated procedures and compensation for the Architect's services and expenses,shall be at the Contractor's expense. § 13.4.4 Required certificates of testing,inspection,or approval shall,unless otherwise required by the Contract Documents,be secured by the Contractor and promptly delivered to the Architect. § 13.4.5 If the Architect is to observe tests,inspections,or approvals required by the Contract Documents,the Architect will do so promptly and,where practicable,at the normal place of testing. § 13.4.6 Tests or inspections conducted pursuant to the Contract Documents shall be made promptly to avoid unreasonable delay in the Work. § 13.5 Interest Payments due and unpaid under the Contract Documents shall bear interest from the date payment is due at the rate the parties agree upon in writing or,in the absence thereof,at the legal rate prevailing from time to time at the place where the Project is located. ARTICLE 14 TERMINATION OR SUSPENSION OF THE CONTRACT § 14.1 Termination by the Contractor § 14.1.1 The Contractor may terminate the Contract if the Work is stopped for a period of 30 consecutive days through no act or fault of the Contractor,a Subcontractor,a Sub-subcontractor,their agents or employees,or any other persons or entities performing portions of the Work,for any of the following reasons: .1 Issuance of an order of a court or other public authority having jurisdiction that requires all Work to be stopped; .2 An act of government,such as a declaration of national emergency,that requires all Work to be stopped; .3 Because the Architect has not issued a Certificate for Payment and has not notified the Contractor of the reason for withholding certification as provided in Section 9.4.1,or because the Owner has not made payment on a Certificate for Payment within the time stated in the Contract Documents;or .4 The Owner has failed to furnish to the Contractor reasonable evidence as required by Section 2.2. § 14.1.2 The Contractor may terminate the Contract if,through no act or fault of the Contractor,a Subcontractor,a Sub-subcontractor,their agents or employees,or any other persons or entities performing portions of the Work, repeated suspensions,delays,or interruptions of the entire Work by the Owner as described in Section 14.3,constitute in the aggregate more than 100 percent of the total number of days scheduled for completion,or 120 days in any 365-day period,whichever is less. § 14.1.3 If one of the reasons described in Section 14.1.1 or 14.1.2 exists,the Contractor may,upon seven days'notice to the Owner and Architect,terminate the Contract and recover from the Owner payment for Work executed,as well as reasonable overhead and profit on Work not executed,and costs incurred by reason of such termination. Init. AIA Document A201—2017.Copyright @ 1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects;"American Institute of Architects,""AIA;the AIA Logo,and"AIA Contract Documents"are registered trademarks of 35 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/0812024,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 docinfo@aiacontracts.com. User Notes: (1279808879) § 14.1.4 If the Work is stopped for a period of 60 consecutive days through no act or fault of the Contractor,a Subcontractor,a Sub-subcontractor,or their agents or employees or any other persons or entities performing portions of the Work because the Owner has repeatedly failed to fulfill the Owner's obligations under the Contract Documents with respect to matters important to the progress of the Work,the Contractor may,upon seven additional days'notice to the Owner and the Architect,terminate the Contract and recover from the Owner as provided in Section 14.1.3. § 14.2 Termination by the Owner for Cause § 14.2.1 The Owner may terminate the Contract if the Contractor .1 repeatedly refuses or fails to supply enough properly skilled workers or proper materials; .2 fails to make payment to Subcontractors or suppliers in accordance with the respective agreements between the Contractor and the Subcontractors or suppliers; .3 repeatedly disregards applicable laws,statutes,ordinances,codes,rules and regulations,or lawful orders of a public authority;or .4 otherwise is guilty of substantial breach of a provision of the Contract Documents. § 14.2.2 When any of the reasons described in Section 14.2.1 exist,and uponcertification by the Architect that sufficient cause exists to justify such action,the Owner may,without prejudice to any other rights or remedies of the Owner and after giving the Contractor and the Contractor's surety,if any,seven days'notice,terminate employment of the Contractor and may,subject to any prior rights of the surety: 1 Exclude the Contractor from the site and take possession of all materials,equipment,tools,and construction equipment and machinery thereon owned by the Contractor; .2 Accept assignment of subcontracts pursuant to Section 5.4;and .3 Finish the Work by whatever reasonable method the Owner may deem expedient.Upon written request of the Contractor,the Owner shall furnish to the Contractor a detailed accounting of the costs incurred by the Owner in finishing the Work. § 14.2.3 When the Owner terminates the Contract for one of the reasons stated in Section 14.2.1,the Contractor shall not be entitled to receive further payment until the Work is finished. § 14.2.4 If the unpaid balance of the Contract Sum exceeds costs of finishing the Work,including compensation for the Architect's services and expenses made necessary thereby,and other damages incurred by the Owner and not expressly waived,such excess shall be paid to the Contractor.If such costs and damages exceed the unpaid balance, the Contractor shall pay the difference to the Owner.The amount to be paid to the Contractor or Owner,as the case may be,shall be certified by the Initial Decision Maker,upon application,and this obligation for payment shall survive termination of the Contract. § 14.3 Suspension by the Owner for Convenience § 14.3.1 The Owner may,without cause,order the Contractor in writing to suspend,delay or interrupt the Work,in whole or in part for such period of time as the Owner may determine. § 14.3.2 The Contract Sum and Contract Time shall be adjusted for increases in the cost and time caused by suspension,delay,or interruption under Section 14.3.1.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 Contractor is responsible;or .2 that an equitable adjustment is made or denied under another provision of the Contract. § 14.4 Termination by the Owner for Convenience § 14.4.1 The Owner may,at any time,terminate the Contract for the Owner's convenience and without cause. § 14.4.2 Upon receipt of notice from the Owner of such termination for the Owner's convenience,the Contractor shall .1 cease operations as directed by the Owner in the notice; .2 take actions necessary,or that the Owner may direct,for the protection and preservation of the Work; and .3 except for Work directed to be performed prior to the effective date of termination stated in the notice, terminate all existing subcontracts and purchase orders and enter into no further subcontracts and purchase orders. Init. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects;"American Institute of Architects,"'AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 36 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not / for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (1279808879) § 14.4.3 In case of such termination for the Owner's convenience,the Owner shall pay the Contractor for Work properly executed;costs incurred by reason of the termination,including costs attributable to termination of Subcontracts;and the termination fee,if any,set forth in the Agreement. ARTICLE 15 CLAIMS AND DISPUTES § 15.1 Claims § 15.1.1 Definition A Claim is a demand or assertion by one of the parties seeking,as a matter of right,payment of money,a change in the Contract Time,or other relief with respect to the terms of the Contract.The term"Claim"also includes other disputes and matters in question between the Owner and Contractor arising out of or relating to the Contract.The responsibility to substantiate Claims shall rest with the party making the Claim.This Section 15.1.1 does not require the Owner to file a Claim in order to impose liquidated damages in accordance with the Contract Documents. § 15.1.2 Time Limits on Claims The Owner and Contractor shall commence all Claims and causes of action against the other and arising out of or related to the Contract,whether in contract,tort,breach of warranty or otherwise,in accordance with the requirements of the binding dispute resolution method selected in the Agreement and within the period specified by applicable law, but in any case not more than 10 years after the date of Substantial Completion of the Work.The Owner and Contractor waive all Claims and causes of action not commenced in accordance with this Section 15.1.2. § 15.1.3 Notice of Claims § 15.1.3.1 Claims by either the Owner or Contractor,where the condition giving rise to the Claim is first discovered prior to expiration of the period for correction of the Work set forth in Section 12.2.2,shall be initiated by notice to the other party and to the Initial Decision Maker with a copy sent to the Architect,if the Architect is not serving as the Initial Decision Maker.Claims by either party under this Section 15.1.3.1 shall be initiated within 21 days after occurrence of the event giving rise to such Claim or within 21 days after the claimant first recognizes the condition giving rise to the Claim,whichever is later. § 15.1.3.2 Claims by either the Owner or Contractor,where the condition giving rise to the Claim is first discovered after expiration of the period for correction of the Work set forth in Section 12.2.2,shall be initiated by notice to the other party.In such event,no decision by the Initial Decision Maker is required. § 15.1.4 Continuing Contract Performance § 15.1.4.1 Pending final resolution of a Claim,except as otherwise agreed in writing or as provided in Section 9.7 and Article 14,the Contractor shall proceed diligently with performance of the Contract and the Owner shall continue to make payments in accordance with the Contract Documents. § 15.1.4.2 The Contract Sum and Contract Time shall be adjusted in accordance with the Initial Decision Maker's decision,subject to the right of either party to proceed in accordance with this Article 15.The Architect will issue Certificates for Payment in accordance with the decision of the Initial Decision Maker. § 15.1.5 Claims for Additional Cost If the Contractor wishes to make a Claim for an increase in the Contract Sum,notice as provided in Section 15.1.3 shall be given before proceeding to execute the portion of the Work that is the subject of the Claim.Prior notice is not required for Claims relating to an emergency endangering life or property arising under Section 10.4. § 15.1.6 Claims for Additional Time § 15.1.6.1 If the Contractor wishes to make a Claim for an increase in the Contract Time,notice as provided in Section 15.1.3 shall be given.The Contractor's Claim shall include an estimate of cost and of probable effect of delay on progress of the Work.In the case of a continuing delay,only one Claim is necessary. § 15.1.6.2 If adverse weather conditions are the basis for a Claim for additional time,such Claim shall be documented by data substantiating that weather conditions were abnormal for the period of time,could not have been reasonably anticipated,and had an adverse effect on the scheduled construction. Init. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects;"American Institute of Architects,"'AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 37 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not / for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (1279808879) § 15.1.7 Waiver of Claims for Consequential Damages The Contractor and Owner waive Claims against each other for consequential damages arising out of or relating to this Contract.This mutual waiver includes .1 damages incurred by the Owner for rental expenses,for losses of use,income,profit,financing, business and reputation,and for loss of management or employee productivity or of the services of such persons;and .2 damages incurred by the Contractor for principal office expenses including the compensation of personnel stationed there,for losses of financing,business and reputation,and for loss of profit,except anticipated profit arising directly from the Work. This mutual waiver is applicable,without limitation,to all consequential damages due to either party's termination in accordance with Article 14.Nothing contained in this Section 15.1.7 shall be deemed to preclude assessment of liquidated damages,when applicable,in accordance with the requirements of the Contract Documents. § 15.2 Initial Decision § 15.2.1 Claims,excluding those where the condition giving rise to the Claim is first discovered after expiration of the period for correction of the Work set forth in Section 12.2.2 or arising under Sections 10.3, 10.4,and 11.5,shall be referred to the Initial Decision Maker for initial decision.The Architect will serve as the Initial Decision Maker,unless otherwise indicated in the Agreement.Except for those Claims excluded by this Section 15.2.1,an initial decision shall be required as a condition precedent to mediation of any Claim.If an initial decision has not been rendered within 30 days after the Claim has been referred to the Initial Decision Maker,the party asserting the Claim may demand mediation and binding dispute resolution without a decision having been rendered.Unless the Initial Decision Maker and all affected parties agree,the Initial Decision Maker will not decide disputes between the Contractor and persons or entities other than the Owner. § 15.2.2 The Initial Decision Maker will review Claims and within ten days of the receipt of a Claim take one or more of the following actions:(1)request additional supporting data from the claimant or a response with supporting data from the other party,(2)reject the Claim in whole or in part,(3)approve the Claim,(4)suggest a compromise,or(5) advise the parties that the Initial Decision Maker is unable to resolve the Claim if the Initial Decision Maker lacks sufficient information to evaluate the merits of the Claim or if the Initial Decision Maker concludes that,in the Initial Decision Maker's sole discretion,it would be inappropriate for the Initial Decision Maker to resolve the Claim. § 15.2.3 In evaluating Claims,the Initial Decision Maker may,but shall not be obligated to,consult with or seek information from either party or from persons with special knowledge or expertise who may assist the Initial Decision Maker in rendering a decision.The Initial Decision Maker may request the Owner to authorize retention of such persons at the Owner's expense. § 15.2.4 If the Initial Decision Maker requests a party to provide a response to a Claim or to furnish additional supporting data,such party shall respond,within ten days after receipt of the request,and shall either(1)provide a response on the requested supporting data,(2)advise the Initial Decision Maker when the response or supporting data will be furnished,or(3)advise the Initial Decision Maker that no supporting data will be furnished.Upon receipt of the response or supporting data,if any,the Initial Decision Maker will either reject or approve the Claim in whole or in part. § 15.2.5 The Initial Decision Maker will render an initial decision approving or rejecting the Claim,or indicating that the Initial Decision Maker is unable to resolve the Claim.This initial decision shall(1)be in writing;(2)state the reasons therefor;and(3)notify the parties and the Architect,if the Architect is not serving as the Initial Decision Maker,of any change in the Contract Sum or Contract Time or both.The initial decision shall be final and binding on the parties but subject to mediation and,if the parties fail to resolve their dispute through mediation,to binding dispute resolution. § 15.2.6 Either party may file for mediation of an initial decision at any time,subject to the terms of Section 15.2.6.1. § 15.2.6.1 Either party may,within 30 days from the date of receipt of an initial decision,demand in writing that the other party file for mediation.If such a demand is made and the party receiving the demand fails to file for mediation within 30 days after receipt thereof,then both parties waive their rights to mediate or pursue binding dispute resolution proceedings with respect to the initial decision. Init. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects;"American Institute of Architects,""AIA,'the AIA Logo,and"AIA Contract Documents"are registered trademarks of 38 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/0811024,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 docinfo@aiacontracts.com. User Notes: (1279808879) § 15.2.7 In the event of a Claim against the Contractor,the Owner may,but is not obligated to,notify the surety,if any, of the nature and amount of the Claim.If the Claim relates to a possibility of a Contractor's default,the Owner may, but is not obligated to,notify the surety and request the surety's assistance in resolving the controversy. § 15.2.8 If a Claim relates to or is the subject of a mechanic's lien,the party asserting such Claim may proceed in accordance with applicable law to comply with the lien notice or filing deadlines. § 15.3 Mediation § 15.3.1 Claims,disputes,or other matters in controversy arising out of or related to the Contract,except those waived as provided for in Sections 9.10.4,9.10.5,and 15.1.7,shall be subject to mediation as a condition precedent to binding dispute resolution. § 15.3.2 The parties shall endeavor to resolve their Claims by mediation which,unless the parties mutually agree otherwise,shall be administered by the American Arbitration Association in accordance with its Construction Industry Mediation Procedures in effect on the date of the Agreement.A request for mediation shall be made in writing, delivered to the other party to the Contract,and filed with the person or entity administering the mediation.The request may be made concurrently with the filing of binding dispute resolution proceedings but,in such event, mediation shall proceed in advance of binding dispute resolution proceedings,which shall be stayed pending mediation for a period of 60 days from the date of filing,unless stayed for a longer period by agreement of the parties or court order.If an arbitration is stayed pursuant to this Section 15.3.2,the parties may nonetheless proceed to the selection of the arbitrator(s)and agree upon a schedule for later proceedings. § 15.3.3 Either party may,within 30 days from the date that mediation has been concluded without resolution of the dispute or 60 days after mediation has been demanded without resolution of the dispute,demand in writing that the other party file for binding dispute resolution. If such a demand is made and the party receiving the demand fails to file for binding dispute resolution within 60 days after receipt thereof,then both parties waive their rights to binding dispute resolution proceedings with respect to the initial decision. § 15.3.4 The parties shall share the mediator's fee and any filing fees equally.The mediation shall be held in the place where the Project is located,unless another location is mutually agreed upon.Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof. § 15.4 Arbitration § 15.4.1 If the patties have selected arbitration as the method for binding dispute resolution in the Agreement,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 of the Agreement.The Arbitration shall be conducted in the place where the Project is located,unless another location is mutually agreed upon.A demand 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. § 15.4.1.1 A demand for arbitration shall be made no earlier than concurrently with the filing of a request for mediation,but in no event shall it be made after the date when the institution of legal or equitable proceedings based on the Claim would be barred by the applicable statute of limitations.For statute of limitations purposes,receipt of a written demand for arbitration by the person or entity administering the arbitration shall constitute the institution of legal or equitable proceedings based on the Claim. § 15.4.2 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 thereof. § 15.4.3 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. Init. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997,2007 and 2017.All rights reserved."The American Institute of Architects,""American Institute of Architects,""AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of 39 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not 1 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 docinfo@aiacontracts.com. User Notes: (1279808879) § 15.4.4 Consolidation or Joinder § 15.4.4.1 Subject to the rules of the American Arbitration Association or other applicable arbitration rules,either party may consolidate an arbitration conducted under this Agreement with any other arbitration to which it 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 of law or fact,and(3)the arbitrations employ materially similar procedural rules and methods for selecting arbitrator(s). § 15.4.4.2 Subject to the rules of the American Arbitration Association or other applicable arbitration rules,either party 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,dispute or other matter in question not described in the written consent. § 15.4.4.3 The Owner and Contractor grant to any person or entity made a party to an arbitration conducted under this Section 15.4,whether by joinder or consolidation,the same rights of joinder and consolidation as those of the Owner and Contractor under this Agreement. AIA Document A201—2017.Copyright©1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,'1987,1997,2007 and 2017.All rights Init. reserved."The American Institute of Architects;"American Institute of Architects,"AIA,'the AIA Logo,and'AIA Contract Documents"are registered trademarks of 40 The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not / for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations, e-mail docinfo@aiacontracts.com. (1279808879) User Notes: Additions and Deletions Report for AIAO Document A201— 2017 This Additions and Deletions Report,as defined on page 1 of the associated document,reproduces below all text the author has added to the standard form AIA document in order to complete it,as well as any text the author may have added to or deleted from the original AIA text.Added text is shown underlined.Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document.This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 14:51:38 ET on 04/10/2023. PAGE Griffith Remodel and Paseo Project 212 and 216 East Main Street City of Round Rock,Texas 221 East Main Street Round Rock,Texas 78664 McKinney Architects,Inc. 301 East 711'Street Austin,Texas 78702 Additions and Deletions Report for AIA Document A201—2017.Copyright @ 1911,1915,1918,1925,1937,1951,1958,1961,1963,1966,1970,1976,1987,1997, 2007 and 2017.All rights reserved."The American Institute of Architects,""American Institute of Architects,""AIA,"the AIA Logo,and"AIA Contract Documents"are registered trademarks of The American Institute of Architects.This document was produced at 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service. To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (1279808879) Certification of Document's Authenticity AIA° 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 14:51:38 ET on 04/10/2023 under Order No.2114424434 from AIA Contract Documents software and that in preparing the attached final document I made no changes to the original text of AIA®Document A201TM—2017,General Conditions of the Contract for Construction,other than those additions and deletions shown in the associated Additions and Deletions Report. X 2�,4 ( agned (Title) (Dated) AIA Document D401—2003.Copyright @ 1992 and 2003.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 14:51:38 ET on 04/10/2023 under Order No.2114424434 which expires on 04/08/2024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (1279808879) SPECIAL CONDITIONS Reference City of Round Rock 00900 Special Conditions CMAR 00900 SPECIAL CONDITIONS SECTION 01-INFORMATION 01-01 COPIES OF PLANS AND SPECIFICATIONS FURNISHED The Agreement will be prepared in not less than two (2) (original signed) sets. The OWNER will furnish to the CONTRACTOR one (1) copy of conforming Contract Documents and Specifications unless otherwise requested. All other transmittal will be in electronic format. 01-02 GOVERNING CODES All construction as provided for under the Contract Documents shall be governed by any existing Resolutions,Codes and Ordinances, and any subsequent amendments or revisions thereto as set forth by the OWNER. 01-03 LOCATION The location of work shall be as set forth in the Notice to Prospers and as indicated in the Contract Documents. 01-04 USAGE OF WATER All water used during construction shall be provided by the OWNER and shall be metered. The OWNER shall specify the location from which the CONTRACTOR is to procure water.The CONTRACTOR shall be responsible for obtaining a bulk water permit from the OWNER and providing all apparatus necessary for procuring,storing, transporting and using water during construction.The CONTRACTOR shall strive to use no more water than reasonable to perform the work associated with this Contract and shall avoid waste.The CONTRACTOR will be required to pay for all water used if it is found that waste is occurring during construction. SECTION 02-SPECIAL CONSIDERATIONS 02-01 CROSSING UTILITIES Prior to commencing the Work associated with this Contract, it shall be the CONTRACTOR's responsibility to make arrangements with the owners of utility companies to uncover their particular utility lines or otherwise confirm their location. Certain utility companies perform such services at their own expense,however,where such is not the case,the CONTRACTOR will cause such work to be done at his own expense. 02-02 UTILITY SERVICES FOR CONSTRUCTION The CONTRACTOR will be responsible for providing its own utility services while performing the Work associated with this Contract. Provision of said utility services 00900-4-2020 Page 1 Special Conditions 00443643 shall be subsidiary to the various bid items and no additional payment will be made for this item. 02-03 WAGE RATES Wage Rates(Information From Chapter 2258,Texas Government Code Title 10) 2288.021.Duty of Government Entity to Pay Prevailing Wage Rates a. The State or any political subdivision of the State shall pay a worker employed by it or on behalf of it: (1) not less than the general prevailing rate of per diem wages for work of a similar character in the locality in which the work is performed; and (2) not less than the general prevailing rate of per diem wages for legal holiday and overtime work. b. Subsection(a)does not apply to maintenance work. C. A worker is employed on a public work for the purposes of this section if a Contractor or Subcontractor in the execution of a contract for the public work with the State,a political subdivision of the State or any officer or public body of the State or a political subdivision of the State, employs the worker. 2258.023. Prevailing Wage Rates to be Paid by Contractor and Subcontractor; Penalty a. The contractor who is awarded a contract by a public body,or a Subcontractor of the Contractor, shall pay not less than the rates determined under Section 2258.022 to a worker employed by it in the execution of the contract. b. A Contractor or Subcontractor who violates this section shall pay to the state or a political subdivision of the state on whose behalf the contract is made, $60 for each worker employed for each calendar day or part of the day that the worker is paid less than the wage rates stipulated in the contract.A public body awarding a contract shall specify this penalty in the contract. C. A contractor or subcontractor does not violate this section if a public body awarding a contract does not determine the prevailing wage rates, and specify the rates in the contract as provided by Section 2258.022. d. The public body shall use any money collected under this section to offset the costs incurred in the administration of this chapter. e. A municipality is entitled to collect a penalty under this section only if the municipality has a population of more than 10,000. 009004-2020 Page 2 Special Conditions 00443643 2258.051.Duty of Public Body to Hear Complaints and Withhold Payment A public body awarding a contract,and an agent or officer of the public body, shall: 1. take cognizance of complaints of all violations of this chapter committed in the execution of the contract;and 2. withhold money forfeited or required to be withheld under this Chapter from the payments to the Contractor under the contract,except that the public body may not withhold money from other than the final payment without determination by the public body that there is good cause to believe that the Contractor has violated this chapter. Applicable wage rates to be used in Williamson and/or Travis County may be obtained from the U.S. Department of Labor website at the following web addresses: Construction Types: Heavy (Sewer/Water Treating Plant and Sewer/Incidental to Highway) http://www.wdol.g23L/wdol/scafiles/davisbacon/TX33.dvb?v--O Construction Types: Heavy and Highway hQ://www.wdol.gov/wdol/scafiles/davisbacon/T'XI6.dvb?v--O Construction Type: Building h=://www.wdol.gov/wdol/scafiles/davisbacon/TX76.dvb?v--1 02-04 LIMIT OF FINANCIAL RESOURCES The OWNER has a limited amount of financial resources committed to this Project; therefore, it shall be understood by all bidders that the OWNER may be required to change and/or delete any items which it may feel is necessary to accomplish all or part of the scope of work within its limit of financial resources. CONTRACTOR shall be entitled to no claim for damages or anticipated profits on any portion of work that may be omitted.At any time during the duration of this contract,the OWNER reserves the right to omit any work from this contract.Unit prices for all items previously approved in this contract shall be used to delete or add work per change order. 02-05 LIMITS OF WORK AND PAYMENT It shall be the obligation of the CONTRACTOR to complete all work included in this Contract, so authorized by the OWNER, as described in the contract documents and technical specifications.All items of work not specifically paid for in the bid proposal shall be included in the unit price bids. Any question arising as to the limits of work shall be left up to the interpretation of the E/A. 009004-2020 Page 3 Special Conditions 00443643 02-06 LAND FOR WORK OWNER provides, as indicated on Drawings, land upon which work is to be done, right-of-way for access to same and such other lands that are designated for the use of the CONTRACTOR.CONTRACTOR provides,at his expense and without liability of OWNER, any additional land and access thereto that may be required for his construction operations,temporary construction facilities, or for storage of materials. 02-07 DEVIATIONS OCCASIONED BY UTILITY STRUCTURES Whenever existing utilities, not indicated on the Drawings, present obstructions to grade and alignment of proposed improvements immediately notify engineer, who without delay, will determine if existing utilities are to be relocated, or grade and alignment of proposed improvements changed. Where necessary to move existing utilities and appurtenances as determined by the E/A, the E/A and CONTRACTOR will make relocation arrangements with the utility owner. The OWNER will not be liable for delay costs or damages due to relocations of utilities which hinder progress of the work. 02-08 CONSTRUCTION STAKING All construction staking required to complete the work associated with this contract shall be provided by the CONTRACTOR. The CONTRACTOR shall be responsible for determining the layout and extent of staking necessary to construct the improvements to the lines and grades shown in the Drawings and such staking shall be satisfactory to the E/A. The CONTRACTOR shall consult with the E/A and Owners Representative in the field for assistance as necessary. Sufficient staking materials and equipment shall be provided by the CONTRACTOR including but not limited to:paint, flagging,laths,hubs,blue tops,nails,hammers,measuring chains or tapes,transits and levels. The CONTRACTOR shall be responsible for setting and marking control and off-set points for measuring distances and angles,for shooting levels,and.for any other items pertaining to construction staking.This item shall not be paid for separately and shall be considered subsidiary to other bid items. 009004-2020 Page 4 Special Conditions 00443643 SECTION 03-ACCESS AND TRAFFIC CONTROL Access shall be provided for the public and emergency vehicles at all possible times. When it becomes necessary to restrict access, the CONTRACTOR shall notify the OWNER and coordinate with the OWNER, all applicable agencies (i.e. Fire Department,E.M.S.,Public Works,etc.),residents,and affected parties.If emergency access is required during the work and such access is being hindered by the work,the CONTRACTOR will suspend the work if necessary,and otherwise endeavor to assist emergency personnel in accessing a location restricted by the work.Unless otherwise approved by the E/A,at the end of each day all lanes of traffic shall be opened to the public. The CONTRACTOR shall ensure compliance at all times with the accepted Traffic Control Plan for the project and shall be responsible for all maintenance, signing and safety precautions necessary for traffic control. These items shall be included in the bid item Traffic Control. SECTION 04-INSURANCE REQUIREMENTS 04-01 CERTIFICATES OF INSURANCE Certificates of Insurance and endorsements shall be furnished to the City and approved by the City before work commences. 04-02 REQUIRED INSURANCE POLICIES The following standard insurance policies shall be required: A. General Liability Policy B. Automobile Liability Policy C. Umbrella Liability D. Worker's Compensation Policy E. Builders Risk 04-03 GENERAL POLICY REQUIREMENTS The following general requirements are applicable to all policies: A. Only insurance companies licensed and admitted to do business in the State of Texas shall be accepted. B. Deductibles shall be listed on the Certificate of Insurance and are acceptable only on a per occurrence basis for property damage only. Additional coverage may be required based on deductible limits C. Claims made policies shall not be accepted,except for Professional Liability D. Policy limits exceeding requirements are acceptable 04-04 POLICY LIMIT REQUIREMENTS A. Upon request, certified copies of all insurance policies shall be furnished to the City. 00900-4-2020 Page 5 Special Conditions 00443643 B. Policies shall include,but not be limited to,the following minimum limits: a. Commercial General Liability 1. Each Occurrence $2,000,000 2. Damage to Rented Premise$250,000 3. Personal and ADV Injury$2,000,000 4. General Aggregate$5,000,000 b. Umbrella Liability 1. Each Occurrence $5,000,000 2. Aggregate$5,000,000 c. Automobile Liability Insurance for all owned,non-owned,and hired vehicles with combined single limit$1,000,000 d. Worker's Compensation and Employer's Liability 1. Each Accident$1,000,000 2. Disease-EA Employee$1,000,000 3. Disease-Policy Limit$1,000,000 e. Builders Risk 1. Unless otherwise agreed to in the contract documents, Builders Risk coverage shall be in force when vertical construction begins and can be terminated at the time that the City accepts the structure as substantially complete, unless the project is being completed in phases;then the coverage shall remain in effect until the City accepts the entire structure or structures as substantially complete. 04-05 POLICY TERM With regard to any approved claims-made policy form, a contractor shall maintain and keep in force and effect said coverage during the term of this contract and for a period of two(2)years following the expiration or completion of the contract with the City,either through an existing carrier or a carrier of comparable financial statute and reputation. 00900-4-2020 Page 6 Special Conditions 00443643 EXHIBIT D.1 Performance and Payment Bond Reference 00600 Insurance and Bond Forms Reference 00610 Performance Bond Reference 00620 Payment Bond CERTIFICATE OF LIABILITY INSURANCE Instruction Sheet 1. CERTIFICATE OF LIABILITY INSURANCE FORM The City of Round Rock's Certificate of Liability Insurance form provided herein or a standard ACORD form. 2. PRODUCER and INSURED -Please list name,address,phone number and e-mail. 3. COMPANIES AFFORDING COVERAGE — TDI number required. The TDI number can be obtained from the Texas Dept of Insurance Website: http://www.tdi.state.tx.us/.—Company Lookup. Note:Exception to this rule.In certain instances where there is unusual risks involved,Surplus Lines Insurance Carriers can be used.Below are the guidelines: a. Insurance Company does not have to be"licensed in Texas",but they do have to be"eligible for a Texas license." Please verify with the Texas Dept of Insurance Website:ho://www.tdi.state.tx.us/.—Company Lookup b. Policy has to be written by licensed surplus lines Agent. Also verify with the Texas Dept of Insurance Website:http://www.tdi.state.tx.us/-Agent Lookup 4. TYPES OF INSURANCE COVERAGE— CONSTRUCTION CONTRACT: Please double check the 00900 Special Conditions for the types and amounts of insurance required.The Special Conditions usually state the following: a. Business Automobile Liability Insurance b. Workers' Compensation and Employers' Liability Insurance C. Commercial General Liability Insurance d. Builders' Risk Insurance— (Generally required for all "vertical" construction. Check with Project Manager for requirements.) FOR ALL OTHER CONTRACTS, PLEASE REFER TO THE INSURANCE SECTION FOR TYPE OF INSURANCE REQUIRED. (For example Engineering Service Contracts usually require"professional liability insurance".) 5. EFFECTIVE DATE& EXPIRATION DATE Please make sure dates are current. 6. City of Round Rock must be listed on the Certificate of Insurance as an additional insured (except Workers Compensation and Builders Risk). 7. Certificate must indicate that the insurance Company must give the City of Round Rock notice of any changes,cancellation, etc. at least thirty (3 0)days prior to date of change. 8. Make sure Certificate is signed by an Agent Licensed in the State of Texas, this can also be found on the Texas Department of Insurance website www tdi.state.tx.us—Agent Lookup. CERTIFICATE OF LIABILITY INSURANCE Date: TDI number required.Please refer to the PRODUCER: Texas Dept of Insurance website: http://www.tdi.state.tx.us/ COMPANIES AFFORDING COVERAGE TDI Phone: E-mail: A INSURED: B C Phone: E-mail: D THIS IS TO CERTIFY THAT the Insured named above is insured by the Companies listed above with respect to the business operations hereinafter described, for the types of insurance and in accordance with the provisions of the standard policies used by the companies, and further hereinafter described. Exceptions to the policies are noted below. CO TYPE OF POLICY EFFECTIVE EXPIRATION LIMITS LTR INSURANCE NUMBER DATE DATE GENERAL LIABILITY GENERAL AGGREGATE $ PRODUCTS-COMP/OP AGG. $ PERSONAL&ADV. INJURY $ EACH OCCURRENCE $ FIRE DAMAGE(Any one fire) $ MED.EXPENSE(Any one person) $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ BODILY INJURY(Per person) $ BODILY INJURY(Per accident) $ PROPERTY DAMAGE $ EXCESS LIABILITY EACH OCCURRENCE $ AGGREGATE $ WORKERS'COMPENSATION STATUTORY LIMITS $ AND EMPLOYERS'LIABILITY EACH ACCIDENT $ DISEASE-POLICY LIMIT $ DISEASE-EACH EMPLOYEE $ PROFESSIONAL LIABILITY BUILDERS'RISK INSURANCE OR INSTALLATION INSURANCE DESCRIPTION OF OPERATIONS/LOCATIONSNEHICLES/SPECIAL ITEMS/EXCEPTIONS The City of Round Rock is named as additional insured with respect to all policies except 'Workers' Compensation and Employers' Liability' and 'Professional Liability'. Should any of the above described policies be cancelled or changed before the expiration date thereof,the issuing company will mail thirty(30)days written notice to the certificate holder named below. CERTIFICATE HOLDER: City Manager SIGNATURE OF AGENT LICENSED IN STATE OF TEXAS City of Round Rock 221 E.Main Street Round Rock,Texas 78664 Typed Name: License ID: Page 1 00650 10-2010 Certificate of Liability Insurance PAYMENT BOND THE STATE OF TEXAS § § KNOW ALL MEN BY THESE PRESENTS: COUNTY OF WILLIAMSON § That , of the City of , County of , and State of , as Principal, and authorized under the laws of the State of Texas to act as Surety on Bonds for Principals, are held and firmly bound unto THE CITY OF ROUND ROCK, (OWNER), and all subcontractors, workers, laborers, mechanics and suppliers as their interest may appear, all of whom shall have the right to sue upon this bond, in the penal sum of Dollars($ )for the payment whereof,well and truly be made the said Principal and Surety bind themselves and their heirs, administrators, executors, successors, and assigns,jointly and severally,by these presents: WHEREAS,the Principal has entered into a certain written Agreement with the Owner,dated the day of , 20_to which Agreement is hereby referred to and made a part hereof as fully and to the same extent as if copied at length herein consisting of: NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION IS SUCH, that if the said Principal shall well and truly pay all subcontractors, workers, laborers, mechanics, and suppliers, all monies to them owing by said Principals for subcontracts,work,labor,equipment,supplies and materials done and furnished for the construction of the improvements of said Agreement, then this obligation shall be and become null and void; otherwise to remain in full force and effect. PROVIDED,HOWEVER, that this bond is executed pursuant to the provisions of Chapter 2253, Texas Government Code, as amended, and all liabilities on this bond shall be determined in accordance with the provisions of said Chapter 2253 to the same extent as if it were copied at length herein. Page 1 00620 04-2020 Payment Bond 00437699 PAYMENT BOND (continued) Surety, for value received, stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Agreement, or to the Work performed thereunder, or the plans, specifications or drawings accompanying the same shall in anywise affect it's obligation on this bond,and it does hereby waive notice of any such change,extension of time,alteration or addition to the terms of the contract, or to the work to be performed thereunder. IN WITNESS WHEREOF, the said Principal and Surety have signed and sealed this Instrument this day of , 20_ Principal Surety Printed Name Printed Name By: By: Title: Title: Address: Address: Resident Agent of Surety: Signature Printed Name Street Address City, State&Zip Code Page 2 00620 1-2020 Payment Bond ---z PERFORMANCE BOND THE STATE OF TEXAS § § KNOW ALL BY THESE PRESENTS: COUNTY OF WILLIAMSON § That of the City of County of , and State of , as Principal, and authorized under the law of the State of Texas to act as surety on bonds for principals, are held and firmly bound unto THE CITY OF ROUND ROCK,TEXAS, (Owner), in the penal sum of Dollars ($ ) for the payment whereof, well and truly to be made the said Principal and Surety bind themselves, and their heirs, administrators, executors, successors and assigns,jointly and severally, by these presents: WHEREAS, the Principal has entered into a certain written Agreement with the Owner dated the day of , 20_to which the Agreement is hereby referred to and made a part hereof as fully and to the same extent as if copied at length herein consisting of: (Name of the Project) NOW, THEREFORE, THE CONDITIONS OF THIS OBLIGATION IS SUCH, that if the said Principal shall faithfully perform said Agreement and shall, in all respects, duly and faithfully observe and perform all and singular the covenants, conditions and agreements in and by said Agreement, agreed and covenanted by the Principal to be observed and performed, including but not limited to, the repair of any and all defects in said work occasioned by and resulting from defects in materials furnished by or workmanship of, the Principal in performing the Work covered by said Agreement and occurring within a period of twelve (12) months from the date of Final Completion and all other covenants and conditions, according to the true intent and meaning of said Agreement and the Plans and Specifications hereto annexed,then this obligation shall be void; otherwise to remain in full force and effect; PROVIDED, HOWEVER, that this bond is executed pursuant to the provisions of Chapter 2253, Texas Government Code, as amended, and all liabilities on this bond shall be determined in accordance with the provisions of said Chapter 2253 to the same extent as if it were copied at length herein. Page 1 00610 4-2020 Performance Bond 00443639 PERFORMANCE BOND (continued) Surety, for value received, stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Agreement, or to the Work performed thereunder, or the Plans, Specifications, or drawings accompanying the same, shall in anywise affect its obligation on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Agreement, or to the work to be performed thereunder. If Principal fails to faithfully perform said Agreement, Surety, after receipt of written notice of Principal's default, shall perform all of Principal's duties and obligations under the Agreement. If, within ten (10) days after receipt of such notice from Owner, Surety does not commence to complete the obligations of Principal with a contractor acceptable to Owner and diligently complete the performance of the Principal's duties and obligations, Owner shall have the right but not the obligation to have the duties and obligations of Principal performed. In such event, Surety shall pay to Owner,upon demand, all costs, expenses and damages sustained by Owner as a result of Principal's failure to perform its duties and obligations under the Agreement up to the sum of this Performance Bond, plus all costs and expenses, including attorney's fees and expert and consultant fees incurred by Owner to enforce its rights under this Performance Bond. IN WITNESS WHEREOF, the said Principal and Surety have signed and sealed this instrument this day of 520 Principal Surety Printed Name Printed Name By: By: Title: Title: Address: Address: Resident Agent of Surety: Signature Printed Name Street Address City, State &Zip Code EXHIBIT D.2 Certificate of Liability Insurance Reference 00650 Certificate of Insurance CMAR BRAUN& ACORDT. EVIDENCE OF PROPERTY INSURANCE 02/28/2023 i THIS EVIDENCE OF PROPERTY INSURANCE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE ADDITIONAL INTEREST NAMED BELOW.THIS EVIDENCE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.THIS EVIDENCE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE ADDITIONAL INTEREST. AGENCY PHONE 512 453-0031 COMPANY A/C No Ext Marsh &McLennan Agency LLC Travelers Lloyds Insurance Company 221 West 6th St,Ste. 1400 One Tower Square Austin,TX 78701 Hartford,CT 06183 FAX E-MAIL /aura. re o MarshMMA.com A/C No: _ ADDRESS: 9 9 ryCd CODE: SUB CODE: AGENCY 821619 CUSTOMER ID#: INSURED Braun&Butler Construction, Inc. LOAN NUMBER POLICY NUMBER 300 Hazelwood St., Ste. 100 QT6608J930403TLC22 Leander,TX 78641 EFFECTIVE DATE EXPIRATION DATE7 CONTINUED UNTIL 12/31/22 12/31/23 TERM INATEDIFCHECKED THIS REPLACES PRIOR EVIDENCE DATED: PROPERTY INFORMATION LOCATION/DESCRIPTION Location#1 Various Job Site Locations Austin,TX 78701 THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS EVIDENCE OF PROPERTY INSURANCE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. COVERAGE INFORMATION PERILS INSURED I I BASIC BROAD X SPECIAL COVERAGE/PERILS/FORMS AMOUNT OF INSURANCE DEDUCTIBLE Builders Risk-Any One Frame/JM Construction $2,200,000 $2,500 Builders Risk-Any One Occurrence or Project $12,000,000 $2,500 Wind or Hail Deductible-Frame/Joisted MasonryConstruction $10,000 Wind or Hail Deductible-All Other Construction $25,000 INSTALLATION RISK COVERAGE INFORMATION (See Attached Coverage Info.) REMARKS(Including Special Conditions) ******Description of Operations****** Project: Griffith Remodel and Paseo Project CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. ADDITIONAL INTEREST NAME AND ADDRESS ADDITIONAL INSURED LENDER'S LOSS PAYABLE X LOSS PAYEE City of Round Rock,Texas MORTGAGEE 221 East Main Street LOAN# Round Rock,TX 78664 AUTHORIZED REPRESENTATIVE ACORD 27(2016/03) 1 of 2 S595595 ©1993-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD SSTXF COVERAGE INFORMATION (Continued from page 1.) COVERAGEIPERILSIFORMS AMOUNT OF INSURANCE DEDUCTIBLE Open Reporting Coverage Any One Location: 12,000,000 Open Reporting Coverage Any One Location: 2,200,000 Permission to Occupy End't-60 day Hot&Cold Testing included Replacement Cost Valuation -New Construction Softcosts 100,000 2,500 Blanket Loss Payee Actual Cash Value on Renovations Installation 500,000 2,500 Flood Coverage-Zones C&Unshaded X 1,000,000 25,000 Earthquake Coverage 1,000,000 25,000 Ground Water Endst 1,000,000 25,000 Monthly Reporting -see IA450A 1187 endst for new const and reno rates Form#: IA45OA1187 Permission to Occupy End't Special 2,500 SAGITTA 27.3(03/16)2 of 2 S595595 SSTXF Client#:821619 BRAUN& DATE(M WDDIYYYY) ACORD.. CERTIFICATE OF LIABILITY INSURANCE 2/28/2023 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT:If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on this certificate does not confer any rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Laura Gregory Byno Marsh&McLennan Agency LLC PHONEo Ext 972 770-1600 A/c No AIC N 221 West 6th St,Ste.1400 E-MAIL laura.gregory@MarshMMA.com Austin,TX 78701 INSURER(S)AFFORDING COVERAGE NAIC# 512 453-0031 INSURER A:The Cincinnati Insurance Company 10677 INSURED INSURER B:Texas Mutual Insurance Company 22945 Braun &Butler Construction,Inc. INSURER C:Lloyds Syndicate 3624 555555 300 Hazelwood St.,Ste.100 INSURER D Leander,TX 78641 INSURER E INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. /NSR TYPE OF INSURANCE INTo S SUBR POLICY EFF POLICY EXP LIMITS LTR IN WVD POLICY NUMBER MM/DD/YYY MM/DD/YYY A X COMMERCIAL GENERAL LIABILITY EPP0225097 12/31/2022 12/31/2023 EACH OCCURRENCE $1000000 CLAIMS-MADE OCCUR PREMISES E EN11Eurence $200 OOO X PD Ded:5,000 MED EXP(Any one person) $10,000 PERSONAL&ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER! GENERALAGGREGATE $2000000 PRO- PRODUCTS-COMP/OP AGG s2,000,000 POLICY JECT LOC OTHER: $ A AUTOMOBILE LIABILITY EPP0225097 12131/2022 12/31/202 (E accciOBI]den SINGLE LIMIT 1,000,000 rX ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY X AUTOS ONLY Per accident A X UMBRELLA LIAB X OCCUR EPP0225097 12/31/2022 12/31/2023 EACH OCCURRENCE $5,000,000 EXCESS LIAR CLAIMS-MADE AGGREGATE $5 000 OOO DED X RETENTION 0 $ B WORKERS COMPENSATION 0001262832 12/31/2022 12/31/202 X PER OTH- AND EMPLOYERS'LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE Y/N E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? N N I A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 It yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 C Professional ANE192680321 12/31/2022 12/31/2023 $1,000,000 Pollution/Mold ANE192680321 12/31/2022 12/31/2023 $1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached it more space Is required) Insurer A-Cincinnati Insurance Company Policy Number-EPP0225097 Effective-12/21/2022 Expiration Date 12/31/2023 Contractors Limited Pollution Liability $1,000,000 Each Pollution Incident Limit (See Attached Descriptions) CERTIFICATE HOLDER CANCELLATION Cit of Round Rock Texas SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Y THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 221 East Main Street ACCORDANCE WITH THE POLICY PROVISIONS. Round Rock,TX 78664 AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION.All rights reserved. ACORD 25(2016/03) 1 of 2 The ACORD name and logo are registered marks of ACORD #S12464424/M12309078 SSTXF DESCRIPTIONS (Continued from Page 1) $2,000,000 Pollution Liability Aggregate Limit $3,000 Deductible Forms and Endorsements Schedule: General Liability: Contractors'Commercial General Liability Broadened Endorsement#GA233 09 17 Commercial General Liability Coverage Form#GA101TX0910 Cancellation or NonRenewal by Us Notification to Designated Entity#IA4087 0917 Contractors Additional Insured-Automatic Status and Automatic Waiver of Subrogation When Required In Written Contract,Agreement,Permit or Authorization.#GA 472 0918 Automobile: Business Auto XC+(Expanded Coverage plus)#AA288 0116 Workers Compensation: Texas Waiver of Our Right to Recover from Others#WC420304B Texas Notice of Material Change Endorsement#WC420601 Project:Griffith Remodel and Paseo Project Certificate holder includes:City of Round Rock,Texas The General Liability policy includes a blanket additional insured endorsement to the certificate holder only when there is a written contract between the named insured and the certificate holder that requires such status. SAGITTA 25.3(2016/03) 2 of 2 #S12464424/M12309078 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CONTRACTORS ADDITIONAL INSURED - AUTOMATIC STATUS AND AUTOMATIC WAIVER OF SUBROGATION WHEN REQUIRED IN WRITTEN CONTRACT, AGREEMENT, PERMIT OR AUTHORIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Additional Insured - Owners, Lessees Or cluded in the "products-completed Contractors - Automatic Status For Other operations hazard", but only if: Parties When Required In Written Contract Or Agreement With You (1) The Coverage Part to which this endorsement is attached pro- 1. Section II - Who Is An Insured is vides coverage for"bodily injury" amended to include as an additional in- or "property damage" included sured any person or organization you within the "products-completed have agreed in writing in a contract or operations hazard"; and agreement to add as an additional in- sured on this Coverage Part. Such per- (2) The written contract or written son(s) or organization(s) is an additional agreement requires you to pro- insured only with respect to liability for: vide additional insured coverage included within the "products- a. "Bodily injury', "property damage" or completed operations hazard" "personal and advertising injury" for that person or organization. caused, in whole or in part, by the performance of your ongoing opera- If the written contract or written tions by you or on your behalf, under agreement requires you to provide that written contract or written additional insured coverage included agreement. Ongoing operations does within the "products-completed oper- not apply to 'bodily injury"or"proper- ations hazard" for a specified length ty damage"occurring after: of time for that person or organiza- tion, the "bodily injury" or "property (1) All work, including materials, damage" must occur prior to the ex- parts or equipment furnished in piration of that period of time in order connection with such work, on for this insurance to apply. the project (other than service, maintenance or repairs) to be If the written contract or written performed by or on behalf of the agreement requires you to provide additional insured(s) at the loca- additional insured coverage for a tion of the covered operations person or organization per only ISO has been completed; or additional insured endorsement form number CG 20 10, without specifying (2) That portion of'your work"out of an edition date, and without specifi- which the injury or damage aris- cally requiring additional insured es has been put to its intended coverage included within the "prod- use by any person or organiza- ucts-completed operations hazard", tion other than another contrac- this Paragraph b. does not apply to for or subcontractor engaged in that person or organization. performing operations for a prin- cipal as a part of the same pro- 2. If the written contract or written agree- ject; and ment described in Paragraph 1. above specifically requires you to provide addi- b. "Bodily injury or "property damage" tional insured coverage to that person or caused, in whole or in part, by'your organization: work" performed under that written contract or written agreement and in a. Arising out of your ongoing opera- tions or arising out of'your work"; or Includes copyrighted material of Insurance GA 472 09 18 Services Office, Inc., with its permission. Page 1 of 3 b. By way of an edition of an ISO addi- 2. With respect to the insurance afforded to tional insured endorsement that in- the additional insureds described in Para- cludes arising out of your ongoing graph B.1., the following additional exclu- operations or arising out of 'your sions apply: work"; This insurance does not apply to: then the phrase caused, in whole or in part, by in Paragraph A.1.a. and/or Para- a. "Bodily injury', "property damage" or graph A.1.b. above, whichever applies, is "personal and advertising injury"aris- replaced by the phrase arising out of ing out of operations performed for the federal government, state or mu- 3. With respect to the insurance afforded to nicipality; or the additional insureds described in Para- graph A.1., the following additional exclu- b. "Bodily injury' or "property damage" sion applies: included within the "products- completed operations hazard." This insurance does not apply to "bodily injury', "property damage" or "personal C. The insurance afforded to additional insureds and advertising injury" arising out of the described in Paragraphs A.and B.: rendering of, or the failure to render, any 1. Only applies to the extent permitted by professional architectural, engineering or law; and surveying services, including: a 2• Will not be broader than that which you a. The preparing, pproving or failing to are required by the written contract, writ- prepare or approve, maps, shop ten agreement, written permit or written drawings, opinions, reports, surveys, authorization to provide for such addition- field orders, change orders or draw- al insured; and ings and specifications; or b. Supervisory, 3. Does not apply to any person, organiza- p ry, inspection, architectural tion, state, governmental agency or sub- or engineering activities. division or political subdivision specifically This exclusion applies even if the claims named as an additional insured for the against any insured allege negligence or same project in the schedule of an en- other wrongdoing in the supervision, hir- dorsement added to this Coverage Part. ing, employment,training or monitoring of D. With respect to the insurance afforded to the others by that insured, if the "occurrence" additional insureds described in Paragraphs which caused the "bodily injury" or "prop- A. and B., the following is added to Section III erty damage", or the offense which -Limits Of Insurance: caused the"personal and advertising inju- ry", involved the rendering of, or the fail- The most we will pay on behalf of the addi- ure to render, any professional architec- tional insured is the amount of insurance: tural, engineering or surveying services. 1. Required by the written contract, written 4. This Paragraph A. does not apply to addi- agreement, written permit or written au- tional insureds described in Paragraph B. thorization described in Paragraphs A. B. Additional Insured -State Or Governmental and B.; or Agency Or Subdivision Or Political Subdi- 2. Available under the applicable Limits of vision - Automatic Status When Required Insurance shown in the Declarations; In Written Permits Or Authorizations whichever is less. 1. Section II - Who Is An Insured is amended to include as an additional in- This endorsement shall not increase the appli- sured any state or governmental agency cable Limits of Insurance shown in the Decla- or subdivision or political subdivision you rations. have agreed in writing in a contract, E. Section IV - Commercial General Liability agreement, permit or authorization to add Conditions is amended to add the following: as an additional insured on this Coverage Part. Such state or governmental agency Automatic Additional Insured Provision or subdivision or political subdivision is an additional insured only with respect to op- This insurance applies only if the "bodily inju- erations performed by you or on your be- ry" or "property damage" occurs, or the "per- half for which the state or governmental sonal and advertising injury' offense is com- agency or subdivision or political subdivi- mitted: sion issued, in writing, a contract, agree- 1. During the policy period; and ment, permit or authorization. Includes copyrighted material of Insurance GA 472 09 18 Services Office, Inc., with its permission. Page 2 of 3 2. Subsequent to your execution of the writ- As used in this endorsement, wrap-up insur- ten contract or written agreement, or the ance means any insurance provided by a con- issuance of a written permit or written au- solidated (wrap-up) insurance program. thorization, described in Paragraphs A. and B. Primary And Noncontributory Insurance When Required By Written Contract, F. Except when G.below applies, the following is Agreement, Permit Or Authorization added to Section IV - Commercial General Liability Conditions, 5. Other Insurance, Except when wrap-up insurance applies to the and supersedes any provision to the contrary: claim or "suit' on behalf of the additional in- sured, this insurance is primary to and will not When Other Additional Insured Coverage seek contribution from any other insurance Applies On An Excess Basis available to the additional insured described in This insurance is primary to other insurance Paragraphs A.and B.provided that: available to the additional insured described in 1. The additional insured is a Named In- Paragraphs A.and B.except: sured under such other insurance; and 1. As otherwise provided in Section IV - 2. You have agreed in writing in a contract, Commercial General Liability Condi- agreement, permit or authorization de- tions, 5. Other Insurance, b. Excess In- scribed in Paragraph A. or B.that this in- surance; or surance would be primary and would not seek contribution from any other insur- 2. For any other valid and collectible insur- ante available to the additional insured. ance available to the additional insured as an additional insured by attachment of an As used in this endorsement, wrap-up insur- endorsement to another insurance policy ance means any insurance provided by a con- that is written on an excess basis. In such solidated (wrap-up) insurance program. case, this insurance is also excess H. Section IV - Commercial General Liability G. The following is added to Section IV - Com- Conditions, 9. Transfer Of Rights Of Re- mercial General Liability Conditions, 5. covery Against Others To Us is amended by Other Insurance, and supersedes any provi- the addition of the following: sion to the contrary: We waive any right of recovery we may have Primary Insurance When Required By Writ- against any additional insured under this en- ten Contract, Agreement, Permit Or Au- dorsement against whom you have agreed to thorization waive such right of recovery in a written con- tract, written agreement, written permit or writ- Except when wrap-up insurance applies to the ten authorization because of payments we claim or "suit' on behalf of the additional in- make for injury or damage arising out of your sured, this insurance is primary to any other ongoing operations or 'your work" done under insurance available to the additional insured a written contract, written agreement, written described in Paragraphs A. and B. provided permit or written authorization. However, our that: rights may only be waived prior to the "occur- 1. The additional insured is a Named In- rence" giving rise to the injury or damage for sured under such other insurance; and which we make payment under this Coverage Part. The insured must do nothing after a loss 2. You have agreed in writing in a contract, to impair our rights.At our request, the insured agreement, permit or authorization de- will bring "suit" or transfer those rights to us scribed in Paragraph A. or B.that this in- and help us enforce those rights. surance would be primary to any other in- surance available to the additional in- sured. Includes copyrighted material of Insurance GA 472 0918 Services Office, Inc., with its permission. Page 3 of 3 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. TEXAS - CONTRACTORS' COMMERCIAL GENERAL LIABILITY BROADENED ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Endorsement-Table of Contents: Coverage: Begins on Page: 1. Employee Benefit Liability Coverage.......................................................................................3 2. Unintentional Failure to Disclose Hazards..............................................................................9 3. Damage to Premises Rented to You........................................................................................9 4. Supplementary Payments...................................................................................................... 10 5. Medical Payments...................................................................................................................10 6. 180 Day Coverage for Newly Formed or Acquired organizations .....................................10 7. Waiver of Subrogation............................................................................................................ 11 8. Automatic Additional Insured -Specified Relationships: .................................................. 11 • Managers or Lessors of Premises; • Lessor of Leased Equipment; • Vendors; • State or Governmental Agency or Subdivision or Political Subdivision - Permits or Authorizations Relating to Premises; and • Mortgagee,Assignee or Receiver 9. Property Damage to Borrowed Equipment.......................................................................... 14 10. Employees as Insureds - Specified Health Care Services and Good Samaritan Services...................................................................................................................................15 11. Broadened Notice of Occurrence.......................................................................................... 15 12. Nonowned Aircraft..................................................................................................................15 13. Bodily Injury Redefined..........................................................................................................15 14. Expected or Intended Injury Redefined................................................................................ 15 15. Former Employees as Insureds............................................................................................15 16. Voluntary Property Damage Coverage and Care, Custody or Control Liability Coverage..................................................................................................................................16 17. Broadened Contractual Liability-Work Within 50' of Railroad Property.........................17 18. Alienated Premises................................................................................................................. 17 B. Limits of Insurance: The Commercial General Liability Limits of Insurance apply to the insurance provided by this endorse- ment, except as provided below: 1. Employee Benefit Liability Coverage Each Employee Limit: $1,000,000 Aggregate Limit: $3,000,000 Deductible Amount: $ 1,000 3. Damage to Premises Rented to You The lesser of: a. The Each Occurrence Limit shown in the Declarations; or b. $500,000 unless otherwise stated$ 4. Supplementary Payments a. Bail Bonds: $2,500 Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc., with its permission. Page 1 of 17 b. Loss of Earnings: $ 500 5. Medical Payments Medical Expense Limit: $ 10,000 9. Property Damage to Borrowed Equipment Each Occurrence Limit: $10,000 Deductible Amount: $ 250 16. Voluntary Property Damage Coverage (Coverage a.) And Care, Custody or Control Liability Coverage(Coverage b.) Limits of Insurance Coverage a. $1,000 Each Occurrence $5,000 Aggregate Coverage b.$5,000 Each Occurrence unless otherwise stated $ Deductible Amount(Each Occurrence) Coverage a.$250 Coverage b.$250 unless otherwise stated $ COVERAGE PREMIUM BASIS RATE ADVANCE PREMIUM (a) Area (For Limits in Excess of (For Limits in Excess of (b) Payroll $5,000) $5,000) (c) Gross Sales (d) Units e Other b. Care, Custody or $ Control TOTAL ANNUAL PREMIUM $ Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 2 of 17 C. Coverages this endorsement pro- vided you did not have 1. Employee Benefit Liability Coverage knowledge of a claim or a. The following is added to Section I - "suit" on or before the Coverages: "first effective date" of this endorsement. Employee Benefit Liability Cover- age You will be deemed to have knowledge of a (1) Insuring Agreement claim or"suit'when any (a) We will pay those sums that "authorized representa- tive"; the insured becomes legally obligated to pay as damag- a) Reports all, or any es caused by any act, error part, of the act, er- or omission of the insured, ror or omission to or of any other person for us or any other in- whose acts the insured is surer; legally liable, to which this insurance applies. We will b) Receives a written have the right and duty to or verbal demand defend the insured against or daim for dam- any "suit" seeking those ages because of damages. However, we will the act, error or have no duty to defend omission. against any "suit" seeking (2) Exclusions damages to which this in- surance does not apply. We This insurance does not apply to: may, at our discretion, in- vestigate any report of an (a) Bodily Injury, Property act, error or omission and Damage or Personal and settle any claim or"suit' that Advertising Injury may result. But: "Bodily injury", "property 1) The amount we will pay damage" or "personal and for damages is limited advertising injury". as described in Section (b) Dishonest, Fraudulent, III - Limits of Insur- Criminal or Malicious Act ance; and 2 Our right and duty to Damages arising out of any g Y intentional, dishonest, defend ends when we fraudulent, criminal or mali- have used up the appli- cious act, error or omission, cable limit of insurance committed by any insured, in the payment of judg- including the willful or reck- ments or settlements. less violation of any statute. No other obligation or liabil- (c) Failure to Perform a Con- ity to pay sums or perform tract acts or services is covered unless explicitly provided for Damages arising out of fail- under Supplementary ure of performance of con- Payments. tract by any insurer. (b) This insurance applies to (d) Insufficiency of Funds damages only if the act, er- ror or omission, is negligent- Damages arising out of an ly committed in the "admin- insufficiency of funds to istration" of your "employee meet any obligations under benefit program"; and any plan included in the "employee benefit program". 1) Occurs during the policy period; or 2) Occurred prior to the "first effective date" of Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 3 of 17 (e) Inadequacy of Perfor- (j) Employment-Related Prac- mance of Invest- tices ment/Advice Given With Respect to Participation Any liability arising out of any: Any claim based upon: (1) Refusal to employ; 1) Failure of any invest- ment to perform; (2) Termination of employ- ment 2) Errors in providing in- f (3) Coercion, demotion, formation on past per- formance of investment evaluation, reassign- vehicles; or ment, discipline, defa- mation, harassment, 3) Advice given to any humiliation, discrimina- person with respect to tion or other employ- that person's decision to ment- related practices, participate or not to par- acts or omissions; or ticipate in any plan in- Consequential liability cluded in the "employee (4) benefit program". (3 a result of (1), (2) or (3)above. (f) Workers' Compensation and Similar Laws This exclusion applies whether the insured may be Any claim arising out of your held liable as an employer failure to comply with the or in any other capacity and mandatory provisions of any to any obligation to share workers' compensation, un- damages with or repay employment compensation someone else who must pay insurance, social security or damages because of the in- disability benefits law or any jury. similar law. (3) Supplementary Payments (g) ERISA Section I - Coverages, Sup- Damages for which any in- plementary Payments - Cover- sured is liable because of li- ages A and B also apply to this ability imposed on a fiduci- Coverage. ary by the Employee Re- tirement Income Security b. Who Is An Insured Act of 1974, as now or As respects Employee Benefit Lia- hereafter amended, or by bility Coverage, Section II -Who is any similar federal, state or an Insured is replaced by the follow- local laws. ing: (h) Available Benefits (1) If you are designated in the Dec- Any claim for benefits to the larations as: extent that such benefits are (a) An individual, you and your available, with reasonable spouse are insureds, but on- effort and cooperation of the ly with respect to the con- insured, from the applicable duct of a business of which funds accrued or other col- you are the sole owner. lectible insurance. i Taxes,Fines or Penalties (b) A partnership or joint ven- ( ) ture, you are an insured. Taxes, fines or penalties, in- Your members, your part- cluding those imposed un- ners, and their spouses are der the Internal Revenue also insureds but only with Code or any similar state or respect to the conduct of local law. your business. (c) A limited liability company, you are an insured. Your Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 4 of 17 members are also insureds, the end of the policy period, but only with respect to the whichever is earlier; and conduct of your business. Your managers are in- (b) Does not apply to any act, sureds, but only with respect error or omission that was to their duties as your man- committed before you ac- agers. quired or formed the organi- zation. (d) An organization other than a partnership, joint venture or c. Limits of Insurance limited liability company, you As respects Employee Benefit Lia- are an insured.Your"execu- bility Coverage, Section III - Limits tive officers" and directors of Insurance is replaced by the fol- are insureds, but only with lowing: respect to their duties as your officers or directors. (1) The Limits of Insurance shown in Your stockholders are also Section B. Limits of Insurance, insureds, but only with re- 1. Employee Benefit Liability spect to their liability as Coverage and the rules below fix stockholders. the most we will pay regardless (e) A trust, you are an insured. of the number of. Your trustees are also in- (a) Insureds; sureds, but only with respect to their duties as trustees. (b) Claims made or "suits" brought; (2) Each of the following is also an insured: (c) Persons or organizations making claims or bringing (a) Each of your "employees" "suits' who is or was authorized to administer your "employee (d) Acts, errors or omissions; or benefit program'; (e) Benefits included in your (b) Any persons, organizations "employee benefit program". or"employees" having prop- (2) The Aggregate Limit shown in er temporary authorization Section B. Limits of Insurance, to administer your "employ- 1. Employee Benefit Liability ee benefit program" if you Coverage of this endorsement is die, but only until your legal the most we will pay for all dam- representative is appointed; ages because of acts, errors or or omissions negligently committed (c) Your legal representative if in the "administration" of your you die, but only with re- "employee benefit program". spect to duties as such. That (3) Subject to the limit described in representative will have all (2) above, the Each Employee your rights and duties under Limit shown in Section B. Limits this Coverage Part. of Insurance, 1. Employee (3) Any organization you newly ac- Benefit Liability Coverage of quire or form, other than a part- this endorsement is the most we nership, joint venture or limited will pay for all damages sus- liability company, and over which tained by any one "employee", you maintain ownership or major- including damages sustained by ity interest, will qualify as a such "employee's" dependents Named Insured if no other similar and beneficiaries, as a result of: insurance applies to that organi- (a) An act, error or omission; or zation. However, coverage under this provision: (b) A series of related acts, er- a Is afforded only until the er- rors or omissions, regard- ( ) y less of the amount of time 180th day after you acquire that lapses between such or form the organization or acts, errors or omissions; Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc., with its permission. Page 5 of 17 negligently committed in the d. Additional Conditions "administration" of your "employ- ee benefit program". As respects Employee Benefit Lia- bility Coverage, Section IV - Com- However, the amount paid under mercial General Liability Condi- this endorsement shall not ex- tions is amended as follows: ceed, and will be subiect to the limits and restrictions that apply (1) Item 2. Duties in the Event of to the payment of benefits in any Occurrence, Offense, Claim or plan included in the "employee Suit is replaced by the following: benefit program." 2. Duties in the Event of An (4) Deductible Amount Act, Error or Omission, or Claim or Suit (a) Our obligation to pay dam- ages on behalf of the in- a. You must see to it that sured applies only to the we are notified as soon amount of damages in ex- as practicable of an act, cess of the Deductible error or omission which Amount stated in the Deda- may result in a claim. rations as applicable to To the extent possible, Each Employee. The limits notice should include: of insurance shall not be re- (1) What the act, error duoed by the amount of this or omission was deductible. and when it oc- (b) The Deductible Amount curred; and stated in the Declarations (2) The names and applies to all damages sus- addresses of any- tained by any one "employ- one who may suf- ee", including such "employ- fer damages as a ee's" dependents and bene- result of the act, ficiaries, because of all acts, error or omission. errors or omissions to which this insurance applies. b. If a claim is made or c The terms of this insurance, "suit" is brought against ( ) any insured, you must: including those with respect to: (1) Immediately record 1 Our right and duty to the specifics of the g Y claim or "suit" and defend the insured the date received; against any "suits" and seeking those damag- es; and (2) Notify us as soon 2) Your duties, and the du- as practicable. ties of any other in- You must see to it that volved insured, in the we receive written no- event of an act, error or tice of the claim or"suit" omission,or claim; as soon as practicable. apply irrespective of the ap- c. You and any other in- plication of the Deductible volved insured must: Amount. (1) Immediately send (d) We may pay any part or all us copies of any of the Deductible Amount to demands, notices, effect settlement of any summonses or le- claim or "suit' and, upon no- gal papers re- tification of the action taken, ceived in connec- you shall promptly reim- tion with the claim burse us for such part of the or"suit'; Deductible Amount as we have paid. Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 6 of 17 (2) Authorize us to ob- contributes equal tain records and amounts until it has other information; paid its applicable limit of insurance or none of (3) Cooperate with us the loss remains, in the investigation whichever comes first. or settlement of the claim or defense If any of the other in- against the "suit'; surance does not permit and contribution by equal 4 Assist us, upon our shares, we will contrib- ( ) p ute by limits. Under this request, t the any method, each insurers forcement of any share is based on the right against any ratio of its applicable person or organi- limit of insurance to the zation which may total applicable limits of be liable to the in- insurance of all insur- sured because of ers. an act, error or omission to which c. Excess Insurance this insurance may also apply. This insurance is ex- cess over any of the d. No insured will, except other insurance, wheth- at that insured's own er primary, excess, con- cost, voluntarily make a tingent or on any other payment, assume any basis that is insurance obligation, or incur any purchased by you to expense without our coverage damages for consent. acts, errors or omis- sions Item 5. Other Insurance is re- sions that occurred prior ( ) to the "first effective placed by the following: date". 5. Other Insurance e. Additional Definitions If other valid and collectible As respects Employee Benefit Lia- insurance is available to the bility Coverage, Section V - Defini- insured for a loss we cover tions is amended as follows: under this Coverage Part, our obligations are limited as (1) The following definitions are follows: added: a. Primary Insurance 1. 'Administration"means: This insurance is prima- a. Providing information to ry except when c. below "employees", including applies. If this insurance their dependents and is primary, our obliga- beneficiaries, with re- tions are not affected sped to eligibility for or unless any of the other scope of "employee insurance is also prima- benefit programs-, ry. Then, we will share with all that other insur- b. Interpreting the "em- ance by the method de- ployee benefit pro- scribed in b. below. grams"; b. Method of Sharing c. Handling records in connection with the If all of the other insur- "employee benefit pro- ance permits contribu- grams'; or tion by equal shares, we will follow this meth- d. Effecting, continuing or od also. Under this ap- terminating any "em- proach each insurer ployee's"participation in Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc., with its permission. Page 7 of 17 any benefit included in c. Unemployment insur- the "employee benefit ance, social security program". benefits, workers' com- pensationHowever, "administration" and disability benefits; and does not include: d. Vacation plans, includ- a. Handling payroll deduc- ing buy and sell pro- tions; or grams; leave of ab- b. The failure to effect or sence programs, indud- maintain any insurance ing military, maternity, or adequate limits of family, and civil leave; coverage of insurance, tuition assistance plans; including but not limited transportation and to unemployment insur- health club subsidies. ance, social security 4. "First effective date" means benefits, workers' com- the date upon which cover- pensation and disability age was first effected in a benefits. series of uninterrupted re- 2. "Cafeteria plans" means newals of insurance cover- plans authorized by applica- age. ble law to allow"employees" (2) The following definitions are de- to elect to pay for certain leted in their entirety and re- benefits with pre-tax dollars. placed by the following: 3. "Employee benefit pro- 8. "Employee"means a person grams' means a program actively employed, formerly providing some of all of the employed, on leave of ab- following benefits to "em- sence or disabled, or retired. ployees", whether provided "Employee" includes a through a "cafeteria plan" or 'leased worker". "Employee" otherwise: does not include a "tempo- a. Group life insurance; rary worker". group accident or health 21. 'Suit"means a civil proceed- insurance; dental, vision ing in which money damag- and hearing plans; and es because of an act, error flexible spending ac- or omission to which this in- counts; provided that no surance applies are alleged. one other than an "em- 'Suit"includes: ployee" may subscribe to such benefits and a. An arbitration proceed- such benefits are made ing in which such dam- generally available to ages are claimed and to those "employees" who which the insured must satisfy the plan's eligibil- submit or does submit ity requirements; with our consent; b. Profit sharing plans, b. Any other alternative employee savings dispute resolution pro- plans, employee stock ceeding in which such ownership plans, pen- damages are daimed sion plans and stock and to which the in- subscription plans, pro- sured submits with our vided that no one other consent;or than an "employee" may subscribe to such c. An appeal of a civil pro- benefits and such bene- ceeding. fits are made generally available to all "employ- ees" who are eligible under the plan for such benefits; Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 8 of 17 2. Unintentional Failure to Disclose Haz- 2) Rust or other cor- ards rosion, decay, de- Section IV-Commercial General Liabil- or laation, hidden or latent defect or ity Conditions, 7. Representations is any quality in amended by the addition of the following: property that caus- Based on our dependence upon your rep- es it to damage or resentations as to existing hazards, if un- destroy itself; intentionally you should fail to disclose all 3 Smog-, such hazards at the inception date of your ) policy, we will not reject coverage under 4) Mechanical break- this reakthis Coverage Part based solely on such down, including failure. rupture or bursting a to Premises Rented to You caused e; centrif- 3. Damage ugal force; a. The last Paragraph of 2. Exclusions 5) Settling, cracking, under Section I -Coverage A-Bod- shrinking or ex- ily Injury and Property Damage Li- pansion-, ability is replaced by the following: Exclusions c.through do not I 6) Nesting or char e g q• apply tion, or discharge to "property damage" by fire, explo- or release of waste sion, lightning, smoke or soot to products or secre- premises while rented to you or tem- tions, by insects, porarily occupied by you with permis- birds, rodents or sion of the owner, for which the other animals; or amount we will pay is limited to the Damage to Premises Rented to 7) Presence, growth, You Limit as described in Section III proliferation, -Limits of Insurance. spread or any ac- b. The insurance provided under Sec- cludi fungus, in- P cluding mold or tion I - Coverage A - Bodily Injury mildew, and any and Property Damage Liability ap- mycotoxins, plies to "property damage"arising out spores, scents or of water damage to premises that are byproducts pro- both rented to and occupied by you. duced or released (1) As respects Water Damage Le- by fungi. gal Liability, as provided in Para- (b) "Property damage" caused graph 3.b.above: directly or indirectly by any The exclusions under Section I - of the following: Coverage A -Bodily Injury and (i) Earthquake, volcanic Property Damage Liability, 2. eruption, landslide or Exclusions, other than i. War any other earth move- and the Nuclear Energy Liabil- ment; ity Exclusion(Broad Form), are deleted and the following are (i) Water that backs up or added: overflows or is other- wise discharged from a This insurance does not apply to: sewer, drain, sump, (a) "Property damage": sump pump or related equipment; (i) Assumed in any con- tract or agreement; or (ii) Water under the ground surface pressing on, or (ii) Caused by or resulting flowing or seeping from any of the follow through: ing: 1) Foundations, walls, 1) Wear and tear; floors or paved surfaces; Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 9 of 17 2) Basements, you with permission of whether paved or the owner; not; or b. In the case of damage 3) Doors, windows or by fire, explosion, light- other openings. ning, smoke or soot, (c) "Property damage" caused while rented to you; or by or resulting from water c. In the case of damage that leaks or flows from by water, while rented plumbing, heating, air condi- to and occupied by you. tioning, fire protection sys- tems, or other equipment, (2) The most we will pay is limited as caused by or resulting from described in Section B. Limits of freezing, unless: Insurance, 3. Damage to Prem- ises Rented to You of this en- (i) You did your best to dorsement. maintain heat in the building or structure; or 4. Supplementary Payments (ii) You drained the equip- Under Section I - Supplementary Pay- ment and shut off the ments-Coverages A and B: water supply if the heat a. Paragraph 2. is replaced by the fol- was not maintained. lowing: (d) "Property damage"to: Up to the limit shown in Section B. (i) Plumbing, heating, air Limits of Insurance, 4.a. Bail Bonds conditioning, fire protec- of this endorsement for cost of bail tion systems, or other bonds required because of accidents equipment or applianc- or traffic law violations arising out of es; or the use of any vehicle to which the Bodily Iryury Liability Coverage ap- (ii) The interior of any plies.We do not have to furnish these building or structure, or bonds. to personal property in the building or structure, b. Paragraph 4. is replaced by the fol- caused by or resulting lowing: from rain, snow, sleet or All reasonable expenses incurred by ice, whether driven by the insured at our request to assist us wind or not. in the investigation or defense of the c. Limit of Insurance claim or"suit", including actual loss of earnings up to the limit shown in Sec- With respect to the insurance afford- tion B. Limits of Insurance, 4.b. ed in Paragraphs 3.a. and 3.b.above, Loss Of Earnings of this endorsement the Damage to Premises Rented to per day because of time off from You Limit as shown in the Dedara- work. tions is amended as follows: 5. Medical Payments (1) Paragraph 6. of Section III - Limits of Insurance is replaced The Medical Expense Limit of Any One Li Lithe following: Person as stated in the Declarations is by amended to the limit shown in Section B. 6. Subject to Paragraph 5. Limits of Insurance, 5. Medical Pay- above, the Damage to ments of this endorsement. Premises Rented to You Limit is the most we will pay 6. 180 Day Coverage for Newly Formed or under Coverage A - Bodily Acquired Organizations Injury and Property Dam- Section II - Who is an Insured is age Liability for damages amended as follows: because of "property dam- age"to any one premises: Subparagraph a. of Paragraph 3. is re- a. While rented to you, or placed by the following: temporarily occupied by Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 10 of 17 a. Insurance under this provision is af- ance, but only with respect forded only until the 180th day after to liability arising out of the you acquire or form the organization ownership, maintenance or or the end of the policy period, use of that part of the prem- whichever is earlier; ises leased to you, subject 7. Waiver of Subrogation to the following additional 9 exclusions: Section IV-Commercial General Liabil- This insurance does not ap- ity Conditions, 9. Transfer of Rights of ply to: Recovery Against Others to us is amended by the addition of the following: (i) Any "occurrence" which right of recovery we may takes place after you We waive any g � y cease to be a tenant in have against any person or organization that premises; against whom you have agreed to waive such right of recovery in a written contract (i) Structural alterations, or agreement because of payments we new construction or make for injury or damage arising out of demolition operations your ongoing operations or "your work" performed by or on be- done under a written contract or agree- half of such additional ment with that person or organization and insured. included in the "products-completed oper- ations hazard". However, our rights may (b) Lessor of Leased Equip- only be waived prior to the "occurrence" ment giving rise to the injury or damage for Any person or organization which we make payment under this Cov- from whom you lease erage Part. The insured must do nothing equipment when you and after a loss to impair our rights. At our re- such person(s) or organiza- quest, the insured will bring "suit'or trans- tion(s) have agreed per Par- fer those rights to us and help us enforce agraph 8.a.(1) of this en- those rights. dorsement to provide insur- 8. Automatic Additional Insured - Speci- ance. Such person(s) or or- fied Relationships ganization(s) are insureds only with respect to liability a. The following is added to Section II - for "bodily injury', "property Who is an Insured: damage" or "personal and 1 An person(s) or organization(s) advertising injury'caused, in ( ) y p ( ) whole or in part, by your described in Paragraph 8.a.(2) of maintenance, operation or this endorsement (hereinafter re- use of equipment leased to ferred to as additional insured) you by such person(s) or or- whom you are required to add as ganization(s). A person's or an additional insured under this organization's status as an Coverage Part by reason of a additional insured under this written contract, written agree- endorsement ends when ment, written permit or written their contract or agreement authorization. with you for such leased (2) Only the following persons or or- equipment ends. However, ganizations are additional in- this insurance does not ap- sureds under this endorsement, ply to any "occurrence" and insurance coverage provided which takes place after the to such additional insureds is lim- equipment lease expires. ited as provided herein: (c) Vendors (a) Managers or Lessors of Any person or organization Premises (referred to below as ven- The manager or lessor of a dor) with whom you have premises leased to you with agreed per Paragraph whom you have agreed per 8.a.(1) of this endorsement to provide insurance, but on- dorsement to provide insur- Paragraph 8.a.(1) of this en- ly with respect to 'bodily in- jury" or 'property damage" Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 11 of 17 arising out of'your products" or sale of the which are distributed or sold products; in the regular course of the vendor's business, subject 6) stall Demonstration, ng r to the following additional repair servicing exGusions: or repair opera- tions, except such (i) The insurance afforded operations per- the vendor does not formed at the ven- apply to: dor's premises in connection with the 1) "Bodily injury' or sale of the product; "property damage" for which the ven- 7) Products which, af- dor is obligated to ter distribution or pay damages by sale by you, have reason of the as- been labeled or re- sumption of liability labeled or used as in a contract or a container, part or agreement. This ingredient of any exclusion does not other thing or sub- apply to liability for stance by or for the damages that the vendor; or vendor would have in the absence of 8) "Bodily injury' or the contract or "property damage" agreement; arising out of the sole negligence of 2) Any express war- the vendor for its ranty unauthorized own ads or omis- by you; sions or those of its employees or 3) Any physical or anyone else acting chemical change in on its behalf. How- the product made ever,this exclusion intentionally by the does not apply to: vendor; 4 Repackaging, ex- a) The excep- tions contained cept when un- in Paragraphs packed solely for (c) (i) 4) or 6) the purpose of in- of this en- spection, demon- dorsement; or stration, testing, or the substitution of b) Such inspec- parts under in- tions, acijust- structions from the ments, tests or manufacturer, and servicing as then repackaged in the vendor has the original con- agreed to tainer-, make or nor- der- 5 An failure to make malty u make) Y takes to make such inspections, in the usual adjustments, tests course of or servicing as the business, in vendor has agreed connection to make or normal- with the distri- ly undertakes to bution or sale make in the usual of the prod- course of busi- ucts. ness, in connection with the distribution Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 12 of 17 (ii) This insurance does not (ii) The ownership, mainte- apply to any insured nance or use of any el- person or organization: evators covered by this insurance. 1) From whom you have acquired (e) Mortgagee, Assignee or such products, or Receiver any ingredient, part or container, enter- Any person or organization ing into, aocompa- with whom you have agreed nying or containing per Paragraph 8.a.(1) of this such products; or endorsement to provide in- surance, but only with re- 2) When liability in- spect to their liability as cluded within the mortgagee, assignee, or re- "products- ceiver and arising out of the completed opera- ownership, maintenance, or tions hazard" has use of the premises by you. been excluded un- However, this insurance der this Coverage does not apply to structural Part with respect to alterations, new construction such products. and demolition operations d State or Governmental performed by or for that per- ( ) son or organization. Agency or Subdivision or Political Subdivision - (3) The insurance afforded to addi- Permits or Authorizations tional insureds described in Par- Relating to Premises agraph 8.a.(1) of this endorse- ment: Any state or governmental agency or subdivision or po- (a) Only applies to the extent litical subdivision with which permitted by law; and you have agreed per Para- graph 8.a.(1) of this en- ( )b Will not be broader than that dorsement to provide insur- which you are required by ance, subject to the follow- the written contract, written ing additional provision: agreement, written permit or written authorization to pro- This insurance applies only vide for such additional in- with respect to the following sured; and hazards for which the state or governmental agency or (c) Does not apply to any per- subdivision or political sub- son, organization, vendor, division has issued a permit state, governmental agency or subdivision or political or authorization in connec- tion with premises you own, subdivision, specifically rent or control and to which named as an additional in- this insurance applies: sured under any other provi- sion of, or endorsement (i) The existence, mainte- added to, this Coverage nance, repair, construc- Part, provided such other tion, erection or removal provision or endorsement of advertising signs, covers the injury or damage awnings, canopies, cel- for which this insurance ap- lar entrances, coal plies. holes, driveways, man- holes, marquees, hoist b. With respect to the insurance afford- away openings, side- ed to the additional insureds de- walk vaults, street ban- scribed in Paragraph 8.a.(1) of this ners or decorations and endorsement, the following is added similar exposures; or to Section III -Limits of Insurance.- (ii) nsurance:(ii) The construction, erec- The most we will pay on behalf of the tion or removal of eleva- additional insured is the amount of in- tors; or surance: Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc., with its permission. Page 13 of 17 (1) Required by the written contract, 9. Property Damage to Borrowed Equip- written agreement, written permit ment or written authorization described a. The following is added to Exclusion dParagraph 8.a.(1) of this en- 2.j Damage to Property under Sec- tion I - Coverage A - Bodily Injury (2) Available under the applicable and Property Damage Liability: Limits of Insurance shown in the Paragraphs (3) and (4) of this exclu- Declarations; sion do not apply to tools or equip- whichever is less. ment loaned to you, provided they are Tnot being used to perform operations This endorsement shall not increase at the time of loss. the applicable Limits of Insurance shown in the Declarations. b. With respect to the insurance provid- ed by this section of the endorse- c. Section IV - Commercial General ment, the following additional provi- Liability Conditions is amended to sions apply: include the following: Automatic Additional Insured Pro- (1) The Limits of Insurance shown in the Declarations are replaced by vision the limits designated in Section This insurance applies only if the B. Limits of Insurance, 9. "bodily injury' or "property damage" Property Damage to Borrowed occurs, or the "personal and advertis- Equipment of this endorsement ing injury'offense is committed: with respect to coverage provid- ed by this endorsement. These (1) During the policy period; and limits are inclusive of and not in 2 Subsequent to our execution of addition to the limits being re- ( ) q y placed. The Limits of Insurance the written contract or written shown in Section B. Limits of agreement, or the issuance of a Insurance, 9. Property Damage written permit or written authori- to Borrowed Equipment of this zation, described in Paragraph endorsement fix the most we will 8.a.(1). pay in any one "occurrence" re- d. Section IV - Commercial General gardless of the number of: Liability Conditions is amended as (a) Insureds; follows: Condition 5. Other Insurance is (b) Claims made or "suits" brought; or amended to include: Prima and Noncontributory In- (c) Persons or organizations Primary rY making claims or bringing surance "suits". This insurance is primary to and will (2) Deductible Clause not seek contribution from any other insurance available to an additional (a) Our obligation to pay dam- insured per Paragraph 8.a.(1) of this ages on your behalf applies endorsement provided that: only to the amount of dam- 1 The additional insured is a ages for each "occurrence" ( ) which are in excess of the Named Insured under such other Deductible Amount stated in insurance; and Section B. Limits of Insur- (2) You have agreed in writing in a ance, 9. Property Damage contract, agreement, permit or to Borrowed Equipment of authorization described in 8.a.(2) this endorsement. The limits of this endorsement that this in- of insurance will not be re- surance would be primary and duced by the application of would not seek contribution from such deductible amount. any other insurance available to (b) Section IV - Commercial the additional insured. General Liability Condi- tions, 2. Duties in the Event of Occurrence, of- Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 14 of 17 fense, Claim or Suit, ap- This requirement applies only when plies to each claim or "suit" the "occurrence" or offense is known irrespective of the amount. to an"authorized representative". (c) We may pay any part or all 12. Nonowned Aircraft of the deductible amount to effect settlement of any The following is added to Exclusion 2.g. claim or "suit' and, upon no- Aircraft, Auto or Watercraft under Sec- tification of the action taken, tion I - Coverage A - Bodily Injury and you shall promptly reim- Property Damage Liability: burse us for such part of the This exclusion does not apply to an air- deductible amount as has craft you do not awn, provided that: been paid by us. 10. Employees as Insureds - Specified a• The pilot in command holds a current p effective certificate, issued by a duly Health Care Services and Good Samar- constituted authority of the United itan Services States of America or Canada, desig- Paragraph 2.a.(1Kd) under Section 11 - nating that person as a commerdal or Who is an Insured does not apply to: airline transport pilot; a. Your "employees" who provide pro- b. The aircraft is rented with a trained, fessional health care services on your paid crew, and behalf as a duly licensed nurse, c. The aircraft does not transport per- emergency medical technician or sons or cargo for a charge. paramedic in the jurisdiction where an "occurrence" or offense to which this 13. Bodily Injury Redefined insurance applies takes place; or Section V -Definitions, 4. "Bodily injury' b. Your"employees"or'volunteer work is replaced by the following: ers", other than an employed or vol- unteer doctor, providing first aid or 4. "Bodily injury' means bodily harm or good samaritan services during their injury, sickness, disease, disability, work hours for you will be deemed to humiliation, shock, fright, mental an- be acting within the scope of their guish or mental injury, including care, employment by you or performing du- loss of services or death resulting ties related to the conduct of your from any of these at any time. business. 14. Expected or Intended Injury Redefined 11. Broadened Notice of Occurrence The last sentence of Exclusion 2.a. Ex- Paragraph a.of Condition 2. Duties in the pected or Intended Injury under Section Event of Occurrence, Offense, Claim or I - Coverage A - Bodily Injury and Suit under Section IV - Commercial Property Damage Liability is replaced by General Liability Conditions is replaced the following: by the following: This exclusion does not apply to "bodily a. You must see to it that we are notified injury"or"property damage" resulting from as soon as practicable of an "occur- the use of reasonable force to protect per- rence"or an offense which may result sons or property. in a claim. To the extent possible, no- 15. Former Employees as Insureds tice should include: The following is added to Paragraph 2. (1) How, when and where the "oc- under Section II-Who is an Insured: currence"or offense took place; (2) The names and addresses of 2 of the following is also an in- surd: any injured persons and wit- nesses; and Any of your former "employees", di- rectors, managers, members, part- (3) The nature and location of any ners or "executive officers", including irjury or damage arising out of but not limited to retired, disabled or the "occurrence"or offense. those on leave of absence, but only for acts within the scope of their em- ployment by you or for duties related to the conduct of your business. Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 15 of 17 16. Voluntary Property Damage Coverage (2) Exclusions a. Coverage D - Voluntary Property This insurance does not apply to Damage Coverage "property damage" that would be es is amended to excluded by Coverage A- Bodi- Section I -Covera Coverages ly Injury and Property Damage include the following: Liability, 2. Exclusions, except (1) Insuring Agreement for j. Damage to Property, par- agraphs (3), (4), (5) and (6), k. (a) We will pay the cost to re- Damage to Your Product, and I. pair or replace "property Damage to Your Work. damage" to property of oth- ers arising out of operations (3) Definitions incidental to your business For purposes of Voluntary when: Property Damage Coverage 1) Damage is caused by only, the following definitions un- you; or der Section V - Definitions are replaced by the following: 2) Damage occurs while in your possession. 16. "Occurrence" means an in- cident, including continuous At your written request, we or repeated exposure to will make this payment re- substantially the same gen- gardless of whether you are eral harmful conditions that at fault for the "property result in 'property damage". damage". 20. "Property damage" means If you, at our request, re- physical injury to tangible place, or make any repairs property. "Electronic data" is to, damaged property of not tangible property, and others, the amount we will 'property damage" does not pay under Voluntary Prop- include disappearance, ab- erty Damage Coverage will straction or theft. be determined by your actu- al cost to replace or repair b. Care, Custody or Control Liability the damaged property, ex- Coverage cluding any profit or over- For purposes of the coverage provid- head. ed by Care, Custody or Control Li- Any payment we make un- ability Coverage in this endorsement der Voluntary Property only: Damage Coverage shall not (1) Section I -Coverage A -Bodily be interpreted as an admis- Injury and Property Damage sion of liability by you or by Liability, 2. Exclusions, j. us. Damage to Property, Subpara- It shall be your duty, not our graphs (3), (4) and (5)do not ap- duty, to defend any claim or ply to 'property damage" to the "suit"to which this insurance property of others described applies. therein. No other obligation or liabil- (2) It shall be your duty, not our duty, ity to pay sums or perform to defend any claim or "suit" to acts or services is covered. which this insurance applies. (b) This insurance applies to No other obligation or liability to "property damage"only if: pay sums or perform acts or ser- vices is covered. 1) The "property damage" s place in the "cov_ This Paragraph (2) supersedes takes territory'; and any provision in the Coverage eragPart to the contrary. 2) The "property damage" occurs during the policy (3) "Property damage" for which period. Care, Custody or Control Lia- Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 16 of 17 bility Coverage provides cover- (3) The Voluntary Property Dam- age shall be deemed to be age Coverage, Aggregate Limit caused by an "occurrence" but of Insurance is the most we will shall not serve to limit or restrict pay for the sum of all damages the applicability of any exclusion under Voluntary Property for "property damage" under this Damage Coverage. This limit Coverage Part. applies separately to each "cov- c. Limits of Insurance and Deducti- erage term". bles (4) Deductible Clause For purposes of the coverage provid- (a) Our obligation to pay dam- ed by Voluntary Property Damage ages on your behalf applies Coverage and Care, Custody or only to the amount of dam- Control Liability Coverage, Section ages for each "occurrence" III - Limits of Insurance is amended which are in excess of the to include the following: Deductible Amount stated 1 The Limits of Insurance shown in for the applicable coverage ( ) in the Schedule. The limits the Declarations are replaced by of insurance will not be re- the limits designated in Section duced by the application of B. Limits of Insurance, 16. such Deductible Amount. Voluntary Property Damage Coverage and Care, Custody (b) Section IV - Commercial or Control Liability Coverage, General Liability Condi- in this endorsement. These limits tions, 2. Duties in the are inclusive of, and not in addi- Event of Occurrence, of- tion to, the limits being replaced. fense, Claim or Suit, ap- The Limits of Insurance shown in plies to each claim or "suit" the Schedule fix the most we will irrespective of the amount. pay regardless of the number of: (c) We may pay any part or all (a) Insureds; of the Deductible Amount to b Claims made or "suits" effect settlement of any ( ) claim or"suit' and, upon no- brought;or tification of the action taken, (c) Persons or organizations you shall promptly reim- making claims or bringing burse us for such part of the "suits". Deductible Amount as has been paid by us. (2) (a) Subject to (3) below, the Voluntary Property Dam- 17. Broadened Contractual Liability -Work age Coverage, Each Occur- Within 50'of Railroad Property rence Limit Of Insurance is Section V-Definitions, 12. "Insured con- the most we will pay for the tract"is amended as follows: sum of damages under Vol- untary Property Damage a. Paragraph c. is replaced by the fol- Coverage; lowing: (b) The Care, Custody or Con- c. Any easement or license agree- trol Liability Coverage, ment; Each Occurrence Limit Of Insuranoe is the most we will b. Paragraph f.(1)is deleted in its entire- pay for the sum of damages ty. under Care, Custody or 18. Alienated Premises Control Liability Coverage; because of all "property dams e" Exclusion 2J. Damage to Property, g Paragraph (2) under Section I - Cover- arising out of any one "occur- age A - Bodily Injury and Property rence". Damage Liability does not apply if the premises are'your work". Includes copyrighted material of Insurance GA 233 TX 09 17 Services Office, Inc.,with its permission. Page 17 of 17 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CinciPlus° BUSINESS AUTO XC+® (EXPANDED COVERAGE PLUS) ENDORSEMENT This endorsement modifies insurance provided by the following: BUSINESS AUTO COVERAGE FORM With respect to the coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. A. Blanket Waiver of Subrogation This provision does not apply unless the valid written contract has been: SECTION IV - BUSINESS AUTO CONDI- TIONS, A. Loss Conditions, 5. Transfer of 1. Executed prior to the accident causing Rights of Recovery Against Others to Us is "bodily injury'or"property damage"; and amended by the addition of the following: 2. Is still in force at the time of the"accident" We waive any right of recovery we may have causing "bodily injury" or "property dam- against any person or organization because of age". payments we make for 'bodily injury" or "property damage"arising out of the operation D. Employee Hired Auto of a covered "auto" when you have assumed 1. Changes in Liability Coverage liability for such "bodily injury" or "property damage" under an "insured contract", provid- The following is added to the Section II - ed the "bodily injury"or"property damage"oc- Liability Coverage, A. Coverage, 1. curs subsequent to the execution or the "in- Who is an Insured: sured contract". An "employee" of yours is an "insured" B. Noncontributory Insurance while operating an "auto" hired or rented under a contract or agreement in that SECTION IV - BUSINESS AUTO CONDI- "employee's" name, with your permission, TIONS B. General Conditions, 5. Other In- while performing duties related to the surance c. is replaced by the following: conduct of your business. c. Regardless of the provisions of Par- 2. Changes in General Conditions agraph a. above, this Coverage Form's Liability Coverage is primary SECTION IV - BUSINESS AUTO CON- and we will not seek contribution DITIONS, B. General Conditions, 5. from any other insurance for any Iia- Other Insurance is amended by replac- bility assumed under an "insured ing Paragraph 5.b.with the following: contract" that requires liability to be assumed on a primary noncontributo- b. For Hired Auto Physical Damage ry basis. Coverage the following are deemed to be covered "autos"you own: C. Additional Insured by Contract (1) Any covered "auto" you lease, SECTION II - LIABILITY COVERAGE, A. hire, rent or borrow; and Coverage, I. Who is an Insured is amended to include as an insured any person or organi- (2) Any covered "auto" hired or zation with which you have agreed in a valid rented by your"employee"under a contract in that individual "em- written contract to provide insurance as is af- forded by this policy. ployee's" name, with your per- mission, while performing duties This provision is limited to the scope of the related to the conduct of your valid written contract. business. Includes copyrighted material of ISO AA 288 01 16 Properties, Inc., with its permission. Page 1 of 4 However, any "auto" that is leased, a. Is effective on the date of acquisition hired, rented or borrowed with a driver or formation, and is afforded for 180 is not a covered "auto". days after such date; E. Audio, Visual and Data Electronic Equip- b. Does not apply to "bodily injury' or ment "property damage" resulting from an "accident" that occurred before you SECTION III - PHYSICAL DAMAGE COV- ERAGE, C. Limit of Insurance is amended acquired or formed the organization; by adding the following: c. Does not apply to any newly acquired or formed organization that is a joint 4. The most we will pay for all "loss" to au- venture or partnership; and dio, visual or data electronic equipment and any accessories used with this d. Does not apply to an insured under equipment as a result of any one "acci- any other automobile liability policy, dent" is the lesser of: or would be an insured under such a a. The actual cash value of the dam- policy but for the termination of such policy or the exhaustion of such poli- aged or stolen property as of the time cys limits of insurance. of the"accident'; 3. Any of your "employees" while using a b. The cost of repairing or replacing the covered auto in your business or your damaged or stolen property with oth- personal affairs, provided you do not own, er property of like kind and quality; or hire or borrow that"auto". c. $2,500. G. Liability Coverage Extensions - Supple- Provided the equipment, at the time of the mentary Payments -Higher Limits "loss"is: SECTION II - LIABILITY COVERAGE, A- a. Permanently installed in or upon the Coverage, 2. Coverage Extensions, a. Sup- covered "auto" in a housing, opening plementary Payments is amended by: or other location that is not normally 1. Replacing the $2,000 Limit of Insurance used by the "auto" manufacturer for for bail bonds with $4,000 in (2); and the installation of such equipment; b. Removable from a permanently in- 2. Replacing the $250 Limit of Insurance for p y reasonable expenses with $500 in (4). stalled housing unit as described in Paragraph 2.a.above; or H. Amended Fellow Employee Exclusion c. An integral part of such equipment. SECTION II -LIABILITY COVERAGE, B. Ex- clusions, 5. Fellow Employee is modified as follows: SECTION II - LIABILITY COVERAGE, A. Exclusion 5. Fellow Employee is deleted. Coverage, 1.Who is an Insured is amended by adding the following: 1. Hired Auto -Physical Damage The following are"insureds": If hired "autos"are covered "autos"for Liability Coverage, then Comprehensive and Collision 1. Any subsidiary which is a legally incorpo- Physical Damage Coverages as provided un- rated entity of which you own a financial der SECTION III - PHYSICAL DAMAGE interest of more than 50% of the voting COVERAGE of this Coverage Part are ex- stock on the effective date of this cover- tended to "autos" you hire, subject to the fol- age form. lowing: However, the insurance afforded by this 1. The most we will pay for "loss" to any provision does not apply to any subsidiary hired "auto" is $50,000 or the actual cash that is an "insured" under any other au- value or cost to repair or replace, which- tomobile liability policy, or would be an ever is the least, minus a deductible. "insured" under such policy but for termi- nation of such policy or the exhaustion of 2. The deductible will be equal to the largest such policys limits of insurance. deductible applicable to any owned "auto" for that coverage, or$1,000,whichever is 2. Any organization that is newly acquired or less. formed by you and over which you main- tain majority ownership. The insurance 3. Hired Auto - Physical Damage coverage provided by this provision: is excess over any other collectible insur- ance. Includes copyrighted material of ISO AA 288 01 16 Properties, Inc., with its permission. Page 2 of 4 4. Subject to the above limit,deductible, and K. Transportation Expense-Higher Limits excess provisions we will provide cover- age equal to the broadest coverage appli- SECTION III - PHYSICAL DAMAGE COV- cable to any covered "auto" you own in- ERAGE, A. Coverage, 4. Coverage Exten- sured under this policy. sions is amended by replacing $20 per day with $50 per day, and $600 maximum with Coverage includes loss of use of that hired au- $1,500 maximum in Extension a. Transpor- to, provided it results from an "accident" for tation Expenses. which you are legally liable and as a result of which a monetary loss is sustained by the L. Airbag Coverage leasing or rental concern. The most we will SECTION III - PHYSICAL DAMAGE COV- pay for any one"accident"is $3,000. ERAGE, B. Exclusions, 3.a. is amended by If a limit for Hired Auto - Physical Damage is adding the following: shown in the Schedule, then that limit replac- However, the mechanical and electrical es, and is not added to, the $50,000 limit indi- breakdown portion of this exclusion does not cated above. apply to the accidental discharge of an airbag. J. Rental Reimbursement This coverage for airbags is excess over any other collectible insurance or warranty. SECTION III - PHYSICAL DAMAGE is amended by adding the following: M. Loan or Lease Gap Coverage 1. We will pay for rental reimbursement ex- 1. SECTION III - PHYSICAL DAMAGE penses incurred by you for the rental of COVERAGE, C. Limit of Insurance is an"auto"because of a 'loss"to a covered deleted in its entirety and replaced by the "auto". Payment applies in addition to the following, but only for private passenger otherwise applicable amount of each cov- type"autos"with an original loan or lease, erage you have on a covered "auto". No and only in the event of a "total loss" to deductible applies to this coverage. such a private passenger type"auto": 2. We will pay only for those expenses in- a. The most we will pay for"loss" in any curred during the policy period beginning one"accident"is the greater of.- 24 f:24 hours after the "loss" and ending, re- (1) The amount due under the terms gardless of the policys expiration, with of the lease or loan to which the lesser of the following number of your covered private passenger days: type "auto"is subject, but will not a. The number of days reasonably re- include: quired to repair the covered "auto". If (a) Overdue lease or loan pay- "loss" is caused by theft, this number ments; of days is added to the number of days it takes to locate the covered (b) Financial penalties imposed "auto"and return it to you; or under the lease due to high b. 30 days. mileage, excessive use or y abnormal wear and tear; 3. Our payment is limited to the lesser of the (c) Security deposits not re- following amounts: funded by the lessor; a. Necessary and actual expenses in- (d) Costs for extended warran- curred; or ties, Credit Life Insurance, b. $50 per day. Health, Accident or Disabil- ity Insurance purchased 4. This coverage does not apply while there with the loan or lease; and are spare or reserve "autos" available to you for your operations. (e) Carry-over balances from previous loans or leases, or 5. We will pay under this coverage only that amount of your rental reimbursement ex- (2) Actual cash value of the stolen penses which is not already provided for or damaged property. under SECTION III - PHYSICAL DAM- b. An adjustment for depreciation and AGE COVERAGE, A. Coverage, 4. physical condition will be made in de- Coverage Extensions. termining actual cash value at the time of"loss". Includes copyrighted material of ISO AA 288 0116 Properties, Inc., with its permission. Page 3 of 4 2. SECTION V - DEFINITIONS is amended P. Unintentional Failure to Disclose Hazards by adding the following, but only for the purposes of this Loan or Lease Gap SECTION IV - BUSINESS AUTO CONDI- Coverage: TIONS, B. General Conditions, 2. Conceal- ment, Misrepresentation or Fraud is "Total loss" means a "loss" in which the amended by adding the following: cost of repairs plus the salvage value ex- ceeds the actual cash value. However, if you unintentionally fail to disclose any hazards existing on the effective date of N. Glass Repair-Waiver of Deductible this Coverage Form, we will not deny cover- SECTION III - PHYSICAL DAMAGE COV- age under this Coverage Form because of such failure. ERAGE, D. Deductible is amended by adding the following: Q. Mental Anguish Resulting from Bodily Inju- No deductible applies to glass damage if the ry glass is repaired in a manner acceptable to us SECTION V -DEFINITIONS, C. "Bodily inju- rather than replaced. ry" is deleted in its entirety and replaced by O. Duties in the Event of an Accident, Claim, the following: Suit or Loss-Amended "Bodily injury" means bodily injury,sickness or SECTION IV - BUSINESS AUTO CONDI- disease sustained by a person, including men- tal anguish and death sustained by the same TIONS, A. Loss Conditions, 2. Duties in the person that results from such bodily injury, Event of Accident, Claim, Suit or Loss, a.is sickness or disease. "Bodily injury" does not amended by adding the following: include mental anguish or death that does not This condition applies only when the "acci- result from bodily injury, sickness or disease. dent"or'9oss" is known to: R. Coverage for Certain Operations in Con- 1. You, if you are an individual; nection with Railroads 2. A partner, if you are a partnership; With respect to the use of a covered "auto" in operations for or affecting a railroad: 3. An executive officer or insurance manag- er, if you are a corporation; or 1. Section V-Definitions, H. "Insured con- tract", 1.c.is amended to read: 4. A member or manager, if you are a lim- ited liability company. c. An easement or license agreement; 2. Section V-Definitions, H. "Insured con- tract", 2.a.is deleted. Includes copyrighted material of ISO AA 288 01 16 Properties, Inc., with its permission. Page 4 of 4 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CANCELLATION OR NONRENEWAL BY US NOTIFICATION TO A DESIGNATED ENTITY This endorsement modifies insurance provided under the following: BUSINESSOWNERS PACKAGE POLICY CLAIMS-MADE EXCESS LIABILITY COVERAGE PART COMMERCIAL AUTO COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART COMMERCIAL UMBRELLA LIABILITY COVERAGE PART DENTIST'S PACKAGE POLICY ELECTRONIC DATA LIABILITY COVERAGE PART EXCESS LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS COVERAGE PART PRODUCT WITHDRAWAL COVERAGE PART PROFESSIONAL LIABILITY COVERAGE PART PROFESSIONAL UMBRELLA LIABILITY COVERAGE PART PROFESSIONAL UMBRELLA LIABILITY COVERAGE PART-CLAIMS-MADE RAILROAD PROTECTIVE LIABILITY COVERAGE PART UNDERGROUND STORAGE TANK POLICY SCHEDULE Name and mailing address of person(s) or organization(s): 1. FOR WHOM YOU ARE REQUIRED IN A WRITTEN CONTRACT THAT WAS EXECUTED ON OR AFTER THE EARLIER OF THE FOLLOWING DATES: A. THE EFFECTIVE DATE OF THIS POLICY, OR B. THE EFFECTIVE DATE OF THE ORIGINAL POLICY OF WHICH THIS POLICY IS A RENEWAL OR REPLACEMENT, AND 2. FOR WHOM YOU ARE REQUIRED IN THAT SAME WRITTEN CONTRACT AS REFERRED TO IN 1. ABOVE TO PROVIDE CANCELLATION NOTICE. 6200 S GILMORE RD ON FILE WITH AGENCY FAIRFIELD, OH 45014-5141 Number of days notice (other than nonpayment of premium): 30 A. If we cancel or nonrenew this policy for any statutorily permitted reason other than nonpayment of premium we will mail notice to the person or organization shown in the Schedule.We will mail such notice at least the number of days shown in the Schedule before the effective date of cancellation or nonrenewal. B. If we cancel this policy for nonpayment of premium,we will mail notice to the person or organization shown in the Schedule.We will mail such notice at least 10 days before the effective date of cancellation. C. If notice is mailed, proof of mailing to the mailing address shown in the Schedule will be sufficient proof of notice. D. In no event will coverage extend beyond the actual expiration, termination or cancellation of the policy. IA 4087 0917 TeXaSMutuar WORKERS' COMPENSATION INSURANCE WORKERS'COMPENSATION AND WC 42 03 04 B EMPLOYERS LIABILITY POLICY Insured copy TEXAS WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Texas is shown in item 3.A. of the Information Page. We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule, but this waiver applies only with respect to bodily injury arising out of the operations described in the schedule where you are required by a written contract to obtain this waiver from us. This endorsement shall not operate directly or indirectly to benefit anyone not named in the Schedule. The premium for this endorsement is shown in the Schedule. Schedule 1. ( ) Specific Waiver Name of person or organization (X)Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. 2. Operations: All Texas operations 3. Premium: The premium charge for this endorsement shall be 2.00 percent of the premium developed on payroll in connection with work performed for the above person(s)or organization(s)arising out of the operations described. 4. Advance Premium: Included, see Information Page This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. (The following"attaching clause"need be completed only when this endorsement is issued subsequent to preparation of the policy.) This endorsement,effective on 12/31/22 at 12:01 a.m.standard time,forms a part of: Policy no.0001262832 of Texas Mutual Insurance Company effective on 12/31/22 Issued to: BRAUN &BUTLER CONSTRUCTION INC This is not a bill Authorized representative NCCI Carrier Code: 29939 12/19/22 PO Box 12058,Austin,TX 78711-2058 1 of 1 texasmutual.com 1 (800)859-5995 1 Fax(800)359-0650 WC 42 03 04 B 0 X Mt e �1.S u ua WORKERS' COMPENSATION INSURANCE WORKERS' COMPENSATION AND WC 42 06 01 EMPLOYERS LIABILITY POLICY Insured copy TEXAS NOTICE OF MATERIAL CHANGE ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Texas is shown in Item 3.A. of the Information Page. In the event of cancellation or other material change of the policy, we will mail advance notice to the person or organization named in the Schedule.The number of days advance notice is shown in the Schedule. This endorsement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule 1. Number of days advance notice: 30 2. Notice will be mailed to: PER LIST ON FILE This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. (The following"attaching clause"need be completed only when this endorsement is issued subsequent to preparation of the policy.) This endorsement,effective on 12/31/22 at 12:01 a.m.standard time,forms a part of: Policy no.0001262832 of Texas Mutual Insurance Company effective on 12/31/22 Issued to: BRAUN &BUTLER CONSTRUCTION INC 41t."le This is not a bill Authorized representative NCCI Carrier Code: 29939 12/19/22 PO Box 12058,Austin,TX 78711-2058 1 of 1 texasmutual.com 1 (800)859-5995 1 Fax(800)359-0650 WC 42 06 01