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PR 19676: EDC, MOVIE SCREEN
Interoffice MEMORANDUM To: Mayor, City Council, City Manager From: Floyd Batiste, CEcr 7 .- Date: May 16, 2017 Subject: P. R. No. 19676; Council Meeting of May 23, 2017 ATTACHED IS PROPOSED RESOLUTION NO. 19676 A RESOLUTION AUTHORIZING THE CITY OF PORT ARTHUR SECTION 4A ECONOMIC DEVELOPMENT CORPORATION TO ENTER INTO AN AGREEMENT WITH SETEX CONSTRUCTION CORP. FOR THE FABRICATION AND INSTALLATION OF AN ALUMINUM MOVIE SCREEN ON THE EAST WALL OF 501 PROCTER STREET IN ACCORDANCE WITH THE PLANS AND SPECIFICATIONS PROVIDED BY HADDON-COWAN ARCHITECTS COLLABORATIVE AT A PRICE NOT TO EXCEED $80,000.00. PAEDC FUNDING ACCOUNT NO. 120-1429-582.82-00. / P.R. No. 19676 5/2/2017 FB RESOLUTION NO. A RESOLUTION AUTHORIZING THE CITY OF PORT ARTHUR SECTION 4A ECONOMIC DEVELOPMENT CORPORATION TO ENTER INTO AN AGREEMENT WITH SETEX CONSTRUCTION CORP. FOR THE FABRICATION AND INSTALLATION OF AN ALUMINUM MOVIE SCREEN ON THE EAST WALL OF 501 PROCTER STREET IN ACCORDANCE WITH THE PLANS AND SPECIFICATIONS PROVIDED BY HADDON-COWAN ARCHITECTS COLLABORATIVE AT A PRICE NOT TO EXCEED $80,000.00. PAEDC FUNDING ACCOUNT NO. 120-1429-582.82-00. WHEREAS, it is deemed in the best interest of the citizens of Port Arthur to enhance the appearance of the downtown area and to create an environment that promotes business and entertainment activities for the community; and WHEREAS, per Resolution No. 12-641, the Port Arthur City Council authorized the City of Port Arthur Section 4A Economic Development Corporation ("PAEDC") to pursue the building development plan to retrofit the building located at 501 Procter Street (the "Building"); and WHEREAS, per Resolution No. 14-428, the City Council approved PAEDC's use of PAEDC funds in an amount not to exceed $234,791.50 for the remaining cost of the improvements which included the fabrication and installation of an aluminum movie screen on the east wall of 501 Procter Street; and WHEREAS, at the PAEDC Board meeting on May 1, 2017, the PAEDC Board of Directors approved entering into an agreement attached hereto as Exhibit "A" and incorporated herein with SETEX Construction Corp. for the fabrication and installation of an aluminum movie screen on the east wall of 501 Procter Street at a cost not to exceed $80,000.00 to be funded from the $234,791.50 funds set aside for improvements and previously authorized by City Council. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PORT ARTHUR: Section 1. That the facts and opinions in the preamble are true and correct. Section 2. That PAEDC is hereby authorized to enter into an agreement with SETEX Construction Corp. for the fabrication and installation of an aluminum movie screen on the east wall of 501 Procter Street at a cost not to exceed $80,000.00 to be funded from the $234,791.50 funds set aside for improvements and previously authorized by City Council. Section 3. That a copy of this Resolution shall be spread upon the Minutes of the City Council. READ, ADOPTED AND APPROVED on this day of A.D., 2017, at a Meeting of the City Council of the City of Port Arthur, Texas, by the following vote: AYES: Mayor Councilmembers NOES: Derrick Freeman, Mayor #1383420 Page 2 ATTEST: Sherri Bellard, City Secretary APPROV 'r: Floyd Bat'Vie, PA 'DC 'EO APPROV : AS 4 FORM: POP F � Guy N. Goodson, PAEDC Attorney APPROVED AS TO FORM: V Valecia .Tiz• o, ity ney APPROVED AS TO AVAILABILITY OF FUNDS: K SGL,. _AD Rosie Vela, Interim Finance Director #1383420 Page 3 Exhibit "A" _. .. l " Document A107)" - 2007 Standard Form of Agreement Between Owner and Contractor for a Project of Limited Scope AGREEMENT made as of the 5th ofMarn the yearc017 In words,indicate day,month and tear J ADDITIONS AND DELETIONS' The author of thi8 document has BETWEEN the Owner added information needed fa Its (Name, legal Brutus. address and other information, completion.The author may a so nave revised the text o'the crigmal The City of Port Arthur Section 4A Economic Deveiopment Corporation AIA standard 4orm An adaftrons and 501 Procter.Suite 100 platoons Repos that noses acdec Poll Arthur,TX '77740 information as welt as revisions to Mr.Floyd Batiste the standard form text s avarlabie from the author sec should he and the Contractor: reviewed A ver!tcal line n the left (Name, legal slums,address and other information) margin of the docurrx rt ndieates where the author las addeo SETEX Construction Corp. necessary information and wrests 1660 S.23r1 Street the author has added to 7r delo!ocd Beaumont,TX 77707 tom the o lginai AIA!ext Mr,Nathan Rivers I his document rias important legal corsequenres nonauttatlori ar for the following Project: a•torney Is encouraged with respect r'Yanie. location and detailed dm:).onion) to IS completion or modification. 501 Procter Movie Screen The Architect: (,'Pante. legal status,adcfress aro other information) Haddon+Cowan Architect's Collaborative 2301 East Riverside Drive,Building A Suite 80 Austin.Texas 78741 Attn:Michael Cowan 512-374-9120 The Owner and Contractor agree as follows. Inst. AIA Document -nor.Co,yil ret 01938 '951.1958,1961.1963 1966 1970 1974,1978.1987,1997 and 2007 by-he American,nst.t io of Architec:c.Al rights reserved,WARNING'This A1A•Document le prosiest,"try U.S.CopyrINM law alld YrbnalbpnM rr►aura.Unauthorized reproduction or dlstnernbn of Nils MA'Document or any portion or K may mule In swore civil and mktilnei penaltlse,and MU be prosecuted to Ni. minimum extent poaible under dm Ira inn docm,ent wen_,treed IN Al*softer,at 12 43.36 on 01,0672017 untie•Drr_er No 3557573115 wh ch exoxot or 12,124017,end is nol for resale )leer Notes. 11833185970 TABLE OF ARTICLES 1 THE WORK Or THIS CONTRACT 2 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION 3 CONTRACT SUM 4 PAYMENT 5 DISPUTE RESOLUTION 6 ENUMERATION OF CONTRACT DOCUMENTS 7 GENERAL PROVISIONS 6 OWNER CONTRACTOR 10 ARCHITECT 11 SUBCONTRACTORS 12 CONSTRUCTION BY OWNER OR B`'SEPARATE CONTRACTORS 1. CHANGES IN THE WOR,( 14 TIME 15 PAYMENTS AND COMPLETION 16 PROTECTION OF PERSONS AND PROPERTY 17 INSURANCE&BONDS 1E CORRECTION OF WORK 1^ MISCELLANEOUS PROVISIONS 2C TERMINATION OF THE CONTRACT 21 CLAIMS AND DISPUTES (Purawaphl•deleted) ARTICLE I THE WORK OF THIS CONTRACT The Contractor shall execute the Work described in the Cunrrho Documents.except as specifically indicated in the Contract Documents to be the responsibility of others. ARTICLE 2 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION §2.1 The dare of comrnencemenl of the Work shall be the date DI this Agreement unless a different date is stated below or provision is made for the date to be fixed in a notice to prozee issued by the Owner. (Insert the date of commencement, if it differs from the date of this Agreement or.{f applicable.stale that the doh, will belated in a notice to proceed.) InIL AIA Document A107'•-2007 [-npynOnt©1936 1951.1958 1981 1963, 1986 1970 1974,1978.1997,199/and 2007 by The American Institute of ArchtEctt.All rlphts reserved.WARNi46:This ALA'Document le praueted by U.E.COpyrlpM Lain and Intematlonel Trestles.Urtsuthortrsd 2 re/rerltletlOn or dslMMRlen at tnM ALA.Decumem,sr soy portion or it mey result m severs cmi and criminal poem a,and will be prosecuted to the ma onium einem postale under the Me.TNI daCJRlent was produced by AIR tonere a'17 4:: 6 nn C i ii5 r17 uneer Order No 3557878116 which expires m' 220'7,and Is not For resste 11114r Nous: (1613185971) §2.2 The Contract lime,hall be measured from the date of commencement. §2.3 The Contractor shall achieve Substantial Completion of the entire Work not later than 90 days from the date of commencement,or as follows: (Insert number of calendar dents .Alternatively, a calendar dole mat.nc used when coordinated trxh the dare of commencement. II appropriate, insert regri remenrs for earlier Substantial Completion of certain portions ofthe Work Portion of Work Substantial Completion Date subject to adjustments of this Contract Time as provided in the Contract Documents. (Insert provisions. ijany. for liquidated damage.,[elating to failiue to achieve Substantial('nmphdion on time or for honus payments for early completion of the ti'orK ARTICLE 3 CONTRACT SUM §3.1 The Owner shall pay the Contractor the Contract Sum in current funds for the Contractor's performance of the Contract.The Contract Sum shall he one of the following: (Check the appropriate box.) [ v Stipulated Sum,in accordance with Section .2 below ( J Cost of the Work plus the Contractor's Fee. in accordance with Section ; below [ J Cost of the Work plus the C'ontractor's :ee with a Guaranteed Max:rnum Price. in accordance with Section 3 4 below (Based on the.selection above. complete Section 3.2. 3.3 or 3.4 below r §3.2 The Stipulated Sum shall be Seventy Three Thousand One Ht.ndred Twenty Do-tats and No Cents ,g 73, 20.00 1,subject to additions and deductions as provided in the Contract Documents. §3.2.1 The Stipulated Sum is based upon the following alternates,if ally,which are described in the Corrract Documents and are hereby accepted by the Owner i.State the numbers or other identification nr<rcreptea atievnare•t It:he'f eldGng or proposal documents permit the t T.rner to accept other alternates cunsequenl to the execution of.;his Agreement attach a schedule of such other' alternates showing the amount for each anal the dire when Thor amount expires I §3.2.2 Link prices.if any. fldenO•and,state the unit price and slate the quantity limitations if ant' u. which the unit price dell?he apphcunle Item Units and Limitations Price Per Unit($100) §3.2.3 Allowances included in the stipulated sum.if any. lldentrft,allowance and stale exclusions, if any from the allowance price i In AIA Document A107'•-2007.Copyrlplt 0 1938 '951 195e,1981,1983. 1988 1970 '974,'re.'9$7.1997 and 20D7 by The Amelean institute of ArohnNcta.An Aphis marred.We tNPI Thee ALA*Daerewet M prearabe air Uhl.Copyrt8ht Ler e d Iretemvatlbwl TralYsss ale rwrr/arAaa a 611811,11.111.61 et the Atte Daestlaw,or easy pelwMn a k may reee ll M seven etre end wholes'/mares.ere tela 8e resee-a-n is to natMueeeee laical p81s11618 eaeea the era 11116 document vets proeueed by Ala.soften!et 12:41 36 on 01/08/2017.utas,Ordw No.3657879116 vlt tr erntres on 11°2'2017.Crit is not for resale user NoUc ;1863185970 Movie Screen $57,220.00 Painting $ 2,000 00 Electrical $ 2,500.00 Windstorm Inspection Allowance S 1,500.00 General Conditions $ 3,600.00 Contractor Fee $ 4,500.00 Project Cost: $71,320 00 Add $1,800.00 for Performance and Payment Bonds § 3.3 COST OF THE WORK PLUS CONTRACTOR'S FEE §3.3.1 The Cyst of the Work is as defined in Exhioit A.Determination of the Cost of the Work. §3.3.2 The Contractor's Fee: !Skifc a lump sum.percentage of Cost of the 'Vora or other provision for determining the Contractor's Fee and the method of adjustment to the Fee for changes in the It'nrk) §3.4 COST OF THE WORK PLUS CONTRACTOR S FEE WITH A GUARANTEED MAXIMUM PRICE §3.4.1 The Cost of the Work is as defined in Exhibit A.Determination of the Cost of the Work. §3.4.1 The Contractor's Fee: (State a lump sum,percentage of Cost of the Work or other provision for determining the Contractor's Fee and the method of adjustment to the Fee for changes in the Work) §3.4.3 GUARANTEED MAXIMUM PRICE §3.4.3.1 The sum of the Cost of the Wotic and the Contractor's Fee is guaranteed by the Contractor not to exceed (S ).subject to additions and deductions by changes in the Work as provided in the Contract Documents.Such maximum sum is referred to in the Contract Documents as the Guaranteed Maximum Price.Costs which would cause the Guaranteed Maximum Pnce to be exceeded shall be paid by the Contractor without reimbursement by the Owner (insert specific provisions ifthe Contractor is to participate in any savings.) IML MA Document MOT"'—2001.CovyraptC 1936,1951,1950.1961 1963 '964 1970 1974 1978 1987 199/aro 2007 by the American Inst lute of Archnecta.AN rights reaarvad.WARNING:This AIA" Document le protactad by U.S.Copyright Lim end iniorn.eonal Trait's*.Unauchortrad raproducdon or 9Um 1atdbuon of this AIA'Document.or any portion of h,may soul ewer*es doh anti criminal penalties,nodule ba pm..cubd M the 4 rnaaimum anent Imam,'under the tar Thre cocJrnent was produced by All Kitere at 12 43.35 or 014)6.70 17 under Order No 3557876115 when expires or 12,12r:017,ones Oft for"emir Utter Nobs: 1883'559'4) §3.4.3.2 The Guaranteed Maximum Price is based on the lull ?Willi.altcrnetes. ifnny e'hieh ;ire de'i.rthtd in the Contract Documents and arc hereby accepted by the Owner §3.4.3.3 Unit Prices.if any ilde rrti fy and state the unit price. and state►17e grruniitt /imiratruns 'f any to the dart at rcc nvN he apphrable Item Unite and Limitations Price Per Unit($0.00) §3.4.3.4.Allowances included in the Guaranteed Maximum Price, if any: rldentrh and stale the amounts r/rare ailuwanee.s. and stare whether they include labor.materurls or both 1 Item Allowance §3.4.3.5 Assumptions.if any.on which the Guaranteed Maximum Price is based: ARTICLE 4 PAYMENTS §4.1 PROGRESS PAYMENTS §4.1.1 Rased upon Applications for Payment submitted to the Architect by the Contractor and Certificates for Payment issued by the Architect.the Owner shall make progress payments on account of the,'ontracl Sum to the Contractor as provided below and elsewhere in the Contract Documents. §4.1.2 The period covered by each Application for Payment shall be one calendar month ending on the last day of the month, or as follows: §4.1.3 Provided that an Application for Payment is received by the Architect not later than the 10th day 01 a month,the Owner shall make payment of the certified amount In the Contractor not later than the 30'1' day of the month. II an Application for Payment is received by the Architect after the date fixed abuse.payment shall he made by the Owner not later than shim 3 30 I days after the Architect receives the Application for Payment. %h.edera/ rune or l:+c•a'tern r may regmre pin mem within a ceriure,period trau. §4.1.4 Retainage. if any,shall he withhelr as follows retainage shall he withheld §4.1.5 Payments due and unpaid under the Contract shall hear interest from the date payment is ducat the rate stated below,or in the absence thereof,at the legal rate prevailing from time to rime at the p ace where the Project is located (Insert rate 7f mierest agreed upon. tt ant't Op §4.2 FINAL PAYMENT §4.2.1 Final payment.consttuung the entire unpaid balance of the Contract Sum,shall be made by the Owner to the Contractor when .1 the Contractor has fully performed the Contract except for the Contractors responsibility-to correct Work as provided in Section 18.2.and to satisfy other requirements,if any.which extend beyond final payment; .2 the contractor has submitted a final accounting for the Cost of the Work.where payment is on the basis of the Cost of the Work with or without a guaranteed maximum price:and Init, AIA Oucummennt A107^'—2007.Capynp le 1936.1351,1958,1961,1963 '966 1970,1974,1978,'987,1997 snd 200/by 1 ha Arnerlea l 5l$bere 3t Atdtitects.All rights rsssrvsd.MAINM&TUN ASO DusmrsM Is pew br U.S.Crapyr!!M Law sof Ineff UMssal Tr.mms.Unori bolo/ rsprcduc sn or dtstrWten of Mils AIA'Osassorlr,of soy pater of R rosy result In savoy clod sad crfrr11rral u-,NMoe.sof se M AessnswA e W roaz9rwm psWst sooslW Vaal,1M Msv.Tris document was produced b/AIA sefrware 51 1243:76 on a-no8v=017 unapt Orae No.3557878118 Which erases on 12/12_,2317 snd a not for resale User*Mips: .16831 6S9 T4) • .3 a final CertifiLa c firr Payment has been issued by the Architect §4.2.2 The t h%ner's final payment to the Contractor shall he made no later than +0 days after the issuance of the Architect's final Certificate kr Payment.oras follows ARTICLE 5 DISPUTE RESOLUTION §5.1 BINDING DISPUTE RESOLUTION For any clamp subject to,but not resolved hy.mediation pursuant to Section 21.3.the method of binding dispute resolution shall be as follows: (('heck the appropriate box.If the Owner and Contractor do not select a method of binding dispute resolution below, or do not subsequently agree in writing 10 a binding dispute resolution method other than litigation, claims will he resolved in a court of competent Jurisdiction) [ I Arbitration pursuant to Section 21.4 of this Agreement 1 [ '01 Litigation in a court of competent jurisdictior [ ] Other(Specify) ARTICLE 6 ENUMERATION OF CONTRACT DOCUMENTS §6.1 The Contract Documents are detinet in Article 7 and.except for Modifications issued after execution of this Agreement,are enumerated in the sections below, §6.1.1 The Agreement is this executed AIA Document A107 2007.Standard Form of Agreement Between Owner and Contractor for a Project of Limited Scope. §6.1.2 The Supplementary and ntltcr conditions of the Contract: Document Title Date Pages §6.1.3 The Specifications: (Either list the Spec:Iea:tons here or refer to an exhibit attached to this Agreement., Section Title Date Pages §L1.4 The Drawings: (Either list the Drawings here or refer to an exhibit attached to this.4greenrent.1 Number Title Date §6.1.5 The Addenda,if any: Number Date Panes Portions of:Addenda relati,g:o bidding requirements are not part of the Contract Document:, unless the bidding requirements pre enumerated in this:Article+:. lel AIA Document Afar"-2007,Copyn9ntC 1935.1951.1956 1951,1963,1955,1970,1974 1978. 1987,1997 ane 2007 by The America^!rem,*of Architects.All rights reserved.WARMING:This AIA'Doovnent is protectre ty U.S.Copyright low and IMS9I oriel Treed**.Unautorf»e 6 reproduction or dlNAbution of this AIA'Document or any portion of It way result In aware dvil and criminal semen's,and an be proseeubd to rhe muMwm extent posebs under ft*ler,rl-,s 3ucument was produced bs RIA software at 1743 35 or 01/D6,'20'7 under Orcer No 3557878118 winch expires on 12'12'201'.end is nal to reset. User Notes: 16891859;4) §6.1.6 Additional documents,if any,forming part of the Contract Documents: .1 Exhibit A,Determination of the Cost of the Work if applicable. .2 AIA Document P.20111" 2007.Digital Data Protocol Exhibit,if completed,or the following: .3 Other documents: (List here any additional documents that are intended to form pan of the Contract Documents.) SETEX Construction Corp, Cost Proposal dated 3-29-17 (Exhibit"A") ARTICLE 7 GENERAL PROVISIONS §7,1 THE CONTRACT DOCUMENTS The Contract Iocuments arc e-lumerated in Article 6 and consist of this Agreement(including,if applicable, Supplementary and other Conditions of the Contract),Drawings,Specifications,Addenda issued prior to the execution of this Agreement_other documents listed in this Agreement and Modifications issued after execution of this Agreement. A Modification is(I)a written amendment to the Contract signed by both parties.(2)a Change Order.(3)a Construction Charge Directive or(4)a written order for a minor change in the Work issued by the Architect.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 to the extent consistent with the Contract Documents and reasonably inferable from them as being necessary to produce the indicated results. a 7,2 THE CONTRACT 'he Contract Documents form the Contract for Ccnstntction. 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 between any persons or entities other than the Owner and the Contractor. §7.3 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 §7.4 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 limaation, studies. curvcvs, models.sketches.drawings,specifications,and other similar materials. § 7.5 OWNERSHIP AND USE OF DRAWINGS,SPECIFICATIONS AND OTHER INSTRUMENTS OC SERVICE 7.5.1 the Architect and the .Arehrtect's consultants shall he deemed the authors and owners cif their respective Instruments of Service,including the Drawings and Specifications,and will retain all common law,statutory and other reserved rights,including copynghts. The Contractor,Subcontractors.Sub-subcontractors,and material or equipment suppliers shall not own or claim a copyright in the Instruments of Service.Submittal or distribution to meet official regulatory requirements or for other purposes in connection with this Project is not to be construed as publication in derogation of the Architect's or Architect's consultants'reserved rights. § 7.5.2 I he Contractor,Subcontractors.Sub-subcontractors and material or equipment suppliers are authorized to use and reproduce the Instruments of Service provided to them solely and exclusively for execution of the Work.All copies made under this authorization shall bear the copyright notice, if any,shown on the Instruments of Service The Contractor,Subcontractors,Sub-slthcontractrors,and material or equipment suppliers may not use the Instruments of Service on other projects or for additions to this Project outside the scope ot'the Work with:tut the specific written consent of the Owner,Architect and the Architect's consultants. tnR Ala Document A107^ -1007 copyright 1938 1951,1958,1981,1963,1986 1970.1974,1971 1957 597 rid 2007 by The Afnenean tnsetute N Architects,All rights reaefved.WAm4lNG.This AIM Thatsintieni N prolse ed by U.a.Cop7ri9M Law and tnternsUonal Treaties.Unauthorized 7 reproduction or distribution at Mia MAS Document,or soy portion ce It,they seen M seven civil and crbMnal penalties.and will be prosecuted to the maximum latent poealbte undw M.Lw.Th s tloaaner'say p•oduced ty AIA software et'2 43 39 or 01.'D8'2017 uncer Order no.3557878.15 whim ewers Co 12112+2017 aria is'or for resale User Notes: ;16831859741 §7,6 TRANSMISSION OF DATA IN DIGITAL FORM If the parties intend totransmit Instruments of Service or any other information or documentation in digital form. they shall endeavor to establish necessary protocols governing such transmission,unless otherwise provided in the Agreement or in the Contract Documents. ARTICLE 8 OWNER 8.1 INFORMATION AND SERVICES REQUIRED OF THE OWNER §8.1.1 The Owner shall furnish all necessary surveys and a legal description of the site. §8,1.2 The Contractor shall be entitled to rely on the accuracy of information fumishec by the Owner but shall exercise proper precautions relating to the safe performance of the Work. §8.1.3 Except for permits and fees that are the responsibility of the Contractor under the Contract Documents. including these required tinder Section 9.6.1,the Owner shall secure and pay for other necessary approvals, easements,assessments and charges required lot the construction.use or occupancy of permanent structures or for permanent changes in existing facilities. §8.2 OWNER'S RIGHT TO STOP THE WORK If the Contractor fails to correct Work which is net in accordance with the requirements of the Contract Documents. or repeatedly fails to carry out the 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 is 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 Contactor or any ether person or entity. §8.3 OWNER'S RIGHT TO CARRY OUT THE WORK If the Contractor defaults or neglects to curry out the Work in accordance with the Contract Documents,and fails within a ten-day period after receipt of written notice from the Owner to commence and continue correction of such default or neglect with diligence and promptness,the Owner,without prejudice to any other remecy the Owner may have,may correct such deficiencies and may deduct the reasonable cost thereof,including Owner's expenses and compensation for the Architect's services made necessary thereby.from the payment then or thereafter due the Contractor. ARTICLE 9 CONTRACTOR §9.1 REVIEW OF CONTRACT DOCUMENTS AND FIELD CONDITIONS BY CONTRACTOR §9.1.1 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. §9.1.2 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 g,1.1,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 Py the Contractor and arc 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. §9.1.3 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. §9.2 SUPERVISION AND CONSTRUCTION PROCEDURES §9.2.1 The Contractor shall supervise and direct the Work.using the Contractor's best skill and attention.The (•ontractor shall be solely responsible for and have control over construction metals,methods,techniques.sequences InIL AIA Document A107' -2007.Copyright0 1936.1951,1958 1961.1903,1966.1970 197c.1978.1987 1997 any 2007 by The American natrlure M Architects.A I rights reserved.WARN1NG7 This AMe Document la/sleeted by U.S.Copyright Law and Inamaaanal Treaties LHrrithortted 8 reproduction or distribution or Mia Atte Decu rary,or any podium d R mar Moue in Mon tied WIN be prosecuted to Ms maximum extent patelble under des Pew.Tiia l eu'rent viae produces by AIA a..Aware a1 12 43 36 on 001106,2017 under Ores'No 3557875116 which expires n" 12r 2.'2017 •rad is not for reeae User Nobs; 0687 1 8 5 971 and procedures,and for coordinating all portions of the Work under the Contract,unless the Contract Documents ewe other specific instructions concerning these matters. §9.2.2 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. §9.3 LABOR AND MATERIALS §9.3.1 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, 9.3.2 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 skilled in tasks assigned to them. §9,3,3 The Contractor may make a substitution only with the consent of the Owner,after evaluation by the Architect and in accordance with a Modification 9.4 WARRANTY the Contractor warrants to the Owner and Architect that materials and equipment furnished under the Contract will be of good quality and new unless the Contract Documents require or permit otherwise.The Contractor further warrants that the W..Irk will conform to the requirements of the Contract Documents and will be free from defects. except for those inherent in the duality 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 under normal usage §9.5 TAXES I he Contractor shall pay sales,consumer,use and other similar taxes that are legally enacted when bids are received or negotiations concluded,whether or not yet effective or merely scheduled to go into effect. §1.6 PERMITS,FEES,NOTICES,AND COMPLIANCE WITH LAWS §9.6.1 Unless otherwise provided in the Contract Documents.the Contractor shall secure and pay for the building permit as well as 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. §9.6.2 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. 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 §9.7 ALLOWANCES The Contractor shall include in the Contract Sum all allowances stated in the Contract Documents.The Owner shall select materials and equipment under allowances with reasonable promptness.Allowance amounts shall include the costs to the Contractor of materials and equipment delivered at the site and all required taxes,less applicable trade discounts.Allowance amounts shall not include the Contractor's costs for unloading and handling at the site, labor. installation,overhead,and profit §91 CONTRACTOR'S CONSTRUCTION SCHEDULES §91.1 The Contractor,promptly after being awarded the Contract,shall prepare and submit for the Owner's and Architect's information a Contractor's construction schedule for the Work.The schedule shall not exceed time limits current under the Contract Documents, shall be revised at appropriate intervals as required by the conditions of the Inti AIA Doeumattt A107'"-ZOO?,Copyngl't 43 1936.1951,1950. 1961,1963 '906 '97Q,1974 1976 1987,199?ane 2007 ay rhe Anancan Instituto d Arch.teets.All nghb rssarved,WARMING:This AIA'Document le pratecwd by U.S.Copyright Law mg Intimationai Truet's Uos.utsrtaad g reprodaet Ion Of distribution of tab AU'doer rant,or any prion of It,mos,suit In saran civil sad clralaai penalties,one oral tM prOsoaded to pia rautrnam extant posabta undo,th•law.This doe.:mem was produced by 41A software al'2 43 36 Jr 01105,2C 7 under Order No 3557876116 which Oxptles on 12'12120I'r,and ■1101 for resale User Nobs: 0683183974, Work and Project.shall be related to the entire Project to the extent required by the Contract Documents,and shall provide for expeditious and practicable execution of the Work. §9.9.2 The Contractor shall perform the Work in general accordance with the most recent schedule submitted to the Owner and Architect §9.9 SUBMITTALS §9.9.1 The Contractor shall review for compliance with the Contract Documents and submit to the Architect Shop Drawings. Product Data.Samples and similar submittals required by the Contract Documents in coordination with the C'ontractor's construction schedule and in such sequence as to allow the Architect reasonable time for review. By submitting Shop Drawings,Product Data,Samples and similar submittals,the Contractor represents to the Owner and Architect that the Contractor has(I)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 The Work shall be in accordance with approved submittals. §9.9.2 Shop Drawings.Product Data.Samples and similar submittals arc not Contract Documents §9.10 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 net unreasonably encumber the site with materials or equipment. §9.11 CUTTING AND PATCHING The Contractor shall be responsible for cutting,fitting or patching required to cumplelc the W ork or to make its parts fit together prrtprrly §9.12 CLEANING UP The Contractor shall keep the premises and surrounding area free from accumulation of waste materials or rubbish caused by operations under the Contract At completion of the Work,the Contractor shall remove waste materials. rubbish,the Contractor's tools.constriction equipment,machinery and surplus material from and about the Project. §9.13 ROYALTIES,PATENTS AND COPYRIGHTS The Contractor shall pay all royalties and license fees. The Contractor shall defend suits or claims for infringement of copyrights and patent rights and shall hold the Owner and Architect harmless from loss on account thereof,but shall not be responsible for such defense or loss when a particular design,process or product of a particular manufacturer or manufacturers is required by the Contract Documents or where the copyright violations are contained in Drawings,Specifications or other documents prepared by the Owner or Architect.However,if the Contractor has reason to believe that the required design,process or product is an infringement of a copyright or a patent.the Contractor shall be responsible for such loss unless such information is promptly furnis'ted to the Architect. §9.14 ACCESS TO WORK The Contractor shall provide the Owner and Architect access to the Work in preparation and progress wherever located. §115 INDEMNIFICATION '9.15.1 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 front 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 thr 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 which would otherwise exist as to a parry or person described in this Section 9.15.1. }dale. *5*Docum.'n A107'•-2007,1 nrryngru C 1936,195t 1958. 1361 1963,1966,1970 1074 1978 1987 '097 and 2007 by The American Irritate of Keassos.Al rights reserved,WARNING:1511 MA' Document Is protected by U.a.Copyright Law and lnarmelbnel Treatise.Unauthorti.A Np►adeellaw•Nstibrrtlon of MaAIA'Deeumint.er any garden at rt,may rostra m Cavan CNN and criminal parasitise,and will err proeeeuarstad to t 1 1 taadmern arla/eaabas under the law This document was produces it NA so'tware a1'2 43 36 nn 0110612017 under Orden Nn 3557 578115 witch eepr2s On 1211212017.end is not for resale User Wi' 1589'85974r §9.15.2 In claims against any persor or entity indemnified under this Section 9.15 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 9.15.1 shall not he limited by a limitation on amount or type of damages. compensation or benefits payable by or for the Contractor or Subcontractor.ander workers' compensation acts. disability benefit acts or other employee benefit acts ARTICLE 10 ARCHITECT §10.1 The Architect will provide administration of the Contract and will he 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 behalfof the Owner only to the extent provided in the Contract Documents.unless otherwise modified in writing in accordance with other provisions of the Contract. §10.2 The Architect will visit the site at intervals appropriate tc the stage of the construction 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 he 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 cr procedures,or for safety precautions and programs in connection with the Work,since these are solely the Contractor's rights and responsibilities under the Contract Documents §10.3 On the basis of the site visits,the Architect will keep the Owner reasonably informed about the progress and quality of the portion of the Work completed.and report to the Owner(I)known deviations from the Contract Documents and from the most recent construction schedule submitted by the Contractor,and 12)defects and deficiencies nhser:ed in the Work.The Architect will not ate 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 he 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. §10.4 Raced on the Architect's evaluations of the Work and 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 § 10.5 The Architect has authonty to reject Work that does not conform to the Contract Documents and to require inspection or resting of rhe Wort. § 10.€ 1'he 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. §10.7 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 will make initial decisions on all claims,disputes and other matters in question between the Owner and Contractor but will not be liable fcr results of any interpretations or decisions rendered in good faith. §10.8 The Architect's decisions on matters relating to aesthetic effect will be final if consistent with the intent expressed in the Contract Documents §10.9 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 he unreasonably withheld. ARTICLE 11 SUBCONTRACTORS § 11.1 A Suhumtrd.aor 1s a ps'rsini r,1 entity who has a dirrcl conIrdcl with the Contractor to perform a portion of the Work at the site. Intl AIA Document A107'•_20e7.Copyngtt D 11136,105hy 1,1958 1981,'063 1968 1970,1974,1078,1987,1087 and 2007 by TAmancan Instil ute of Architects.All rights MINN el WARNING:ThNs NA*Document Is arsbt lml by U.S.CepAaM Lary and InOm canal Treallse.Urs.un+orhaa 11 reproduction or OIaa1Wlan of trAs ADA'O comoor,et any pages of It,nom noun In sweat's Om and criminal ponaaraa,and*18 be proaac,Rad 00 tits maximum mom posela4 under tea Iwo I hs aocumert was produced by AIA sottwara a1 12.43 36 on 01+O5t2C 17 under Order No 3557878118*n,cn e rp rc[•5 on 2r2,701;,son a nor rnr nnwtr User Noss: ;1863185974} §11.2 Unless otherwise stated in the Contract Documents or the bidding requirements,the Contractor,as soon as practicable after award of the Contract,shall furnish in writing to the Owner through the Architect the names of the Subcontractors or suppliers for each of the principal portions of the Work.The Contractor shall not contract with any Subcontractor or supplier to whom the Owner or Architect has made reasonable written objection within ten days after receipt of the Contractor's list of Subcontractors and suppliers. 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.The Contractor shall not be required to contract with anyone to whom the Contractor has made reasonable objection. §11.3 Contracts between the Contractor and Subcontractors shall(1)require each Subcontractor,to the extent of the Work to be performed by the Subcontractor,to be bound to the Contractor by the terms of the Contract Documents, and to assume toward the Contractor all the obligations and responsibilities,including the responsibility for safety cf the Subcontractor's Work,which the Contractor,by the Contract Documents,assumes toward the Owner and Architect,and(2)allow the Subcontractor the benefit of all rights,remedies and redress against the Contractor that the Contractor,by these Contract Documents,has against the Owner. ARTICLE 12 CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS §12.1 The Owner reserves the right to perform construction or operations related to the Project with the Owner's own forces,and to award separate contracts in connection with other portions of the Project or other construction or operations on the site under conditions of the contract identical or substantially similar to these,including those portions related to insurance and waiver of subrogation.If the Contractor claims that delay or additional cost is involved because of such action by the Owner,the Contractor shall make such claim as provided in Article 21. §12.2 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 thr Contractor's activities with theirs as required by the Contract Documents. §12.3 The Owner shall be reimbursed by the Contractor for costs incurred by the Owner which are payable to a separate contractor because of delays,improperly timed activities or defective construction of the Contractor.The Owner shall be responsible to the Contractor for costs incurred by the Contractor because of delays,improperly timed activities,damage to the Work or defective construction of a separate contractor. ARTICLE 13 CHANGES IN THE WORK §13.1 By appropriate Modification,changes in the Work may be accomplished after execution of the Contract.The Owner,without invalidating the Contract,may order changes in the Work within the general scope of the Contract consisting of additions,deletions or other revisions,with the Contract Sum and Contract Time being adjusted accordingly.Such changes in the Work shall be authorized by written Change Order signed by the Owner. Contractor and Architect,or by written Construction Change Directive signed by the Owner and Architect. §13.2 Adjustments in the Contract Sum and Contract Time resulting from a change in the Work shall be determined by mutual agreement of the parties or.in the case of a Construction Change Directive signed only by the Owner and Architect,by the Contractor's cost of labor,material,equipment,and reasonable overhead and profit,unless the parties agree on another method for determining the cost or credit.Pending final determination of the total cost of a Construction Change Directive,the Contractor may request payment for Work completed pursuant to the Construction Change Directive.The Architect will make an interim determination of the amount of payment due for purposes of certifying the Contractor's monthly Application for Payment.When the Owner and Contractor agree on adjustments to the Contract Sum and Contract Time arising from a Construction Change Directive,the Architect will prepare a Change Order. §13.3 The Architect will have authority to order minor changes in the Work not involving adjustment in the Contract Sum or extension of the Contract Time and not inconsistent with the intent of the Contract Documents. Such changes shall be effected by written order and shall be binding on the Owner and Contractor.The Contractor shall carry out such written orders promptly. §13.4 If concealed or unknown physical conditions are encountered at the site that differ materially from these indicated in the Contract Documents or from those conditions ordinarily found to exist,the Contract Sum and Into AIA Docuassnt A107'•-3007.Copyright 01036,1951,1938.1901.'053,1056,1070,1074,1075,1967.1097 and 2007 by Ttw Arboretum Instate of Arddtecta.Al darts reamed.MANN&T le AIA*Doetarrant W Orel Bled M U.S.Copyright Law sad belamaanud Trailea.l,_S_hed 12 wptadaaaaa arMINreaatr et rile MA*Derwusara,or ant Mraso M 0.ales weal in savers OM W etbrlaN petraatae,set we be weae€Irasd b ale lowireaae Meeh powsSis paws-isradar IM Ow Tru document was produced by AIA software al'2 43:36 on 01/06/2017 under Otto No 3557175115 weich expires on 12/1202017 and a rot ler resale User Notes: /16531659741 Contract Time shall he equitably adjusted as mutually agreed between the Owner and Contractor:provided that the Contractor provides notice to the Owner and Architect promptly and before conditions arc disturbed ARTICLE 14 TIME §14.1 Time limits stated in the Contract Documents are of the essence of the Contract.By executing the Agreement :he Contractor confirms that the Contract Time is a reasonable period for performing the Work. §14.2 :in less otherwise provided,Contract'lime is the period of time,including authorized adjustments.allotted in the Contract Documents for Substantial Completion of the Work. §14.3 The term"day"as used in the Contract Documents shall mean calendar day unless otherwise specifically defined. §14,4 The date of Substantial Completion is the date certified by the Architect in accordance with Section 15.4.3. §14.5 If the Contractor is delayed at any time in the commencement or progress of the Work by changes ordered in the Work,by labor disputes,fire,unusual delay in deliveries,abnormal adverse weather conditions not reasonably anticipatable,unavoidable casualties or any causes beyond the Contractor's control.or by other causes which the Architect determines may justify delay,then the Contract Time shall be extended by Change Order for such reasonable time as the Architect may determine,subject to the prov:sions of Article 21. ARTICLE 15 PAYMENTS AND COMPLETION §15.1 APPLICATIONS FOR PAYMENT § 15.1.1 Where the Contract is based on a Stipulated Sum or the Cost of the Work with a Guaranteed Maximum Price, the Contractor shall submit to the Architect,before the first Application for Payment,a schedule of values. allocating the entire Contract Sum to the various portions of the Work,prepared in such form and supported by such date to substantiate its accuracy as the Architect may require.This schedule,unless objected to by the Architect. shall be used in reviewing the Contractor's Applications for Payment § 15.1.2 With each Application for Payment where the Contract Sum is based upon the Cost of the Work,or the Cost of the Work with a Guaranteed Maximum Price.the Contractor shall submit payrolls,petty cash accounts,receipted invoices or invoices with check vouchers attached,and any other evidence required by the Owner to demonstrate that cash disbursements already made by the Contractor on account of the Cost of the Work equal or exceed(I progress payments already received by the Contractor,less(2)that portion of those payments attributable to the Contractor's Fee;plus(3)payrolls for the period covered by the present Application for Payment. §15.1.3 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 matenals and equipment stored,and protected from damage.off the site at a location agreed upon in writing. 5 15.1.4 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 other encumbrances adverse to the Owner's interests. §15.2 CERTIFICATES FOR PAYMENT §15.2.1 The Architect will,with'n seven days after receipt of the Contractor's Application for Payment.either issue to the Owner a Certificate for Payment,with a copy to the Contractor,for such amount as the Architect determines Is properly due,or notify the Contractor and Owner in writing of the Architect's rensons for withholding certification in whole or in part as provided in Section 15.2.3. § 15.2.2 The issuance of a Certificate for Payment will constitute a representation by the Arch tect to the Owner. based on the Architect's evaluations of the Work and the data comprising the Application for Payment.that,to the best of the Architect's knowledge,information and belief,the Work has progressed to the poiet indicated and that the quality of the Work is in accordance with the Contract Documents.The foregoing representations are subject to an evaluation of the Work for conformance with the Contract Documents upon Substantial Completion,to results of In AIA Deeurntltt Al o7`"-2007.copyn0hl C 1938,155' '958.tall,1553 1986 '970 1974.tale,1967 1397 and 2007 by The Amerce, netitut e ArMYets.All rights reserved.*ARNOW This Alb*Document Is oroa inedtr a. try copyright Lab end 4rtesrwsaonM Tnatlss.UMutllortiad 13 rsprsebsatlaa or dl,trtewleen de tht AN'Deeunrsm,or soy porton al R nest'resole In ssrps sive mod eranital penalless,and Ma be prasecubd to 1M muhrann extent pesehie under SW law.Tole 2ocumenl wee produced by AlA scrtwa a at 12 43 36 on 0141101 unser Omer No 3557878116 such expires cn '2/12,2017.aro ns not for resale User Notes: 11583185974) subsequent tests and inspections,to correction of minor deviations from the Contract Documents prier to completion and to specif c qualifications expressed by the Architect.The issuance of a Certificate for Payment will further constitute a representation that the Contractor is entitled to payment in the amount certified.However,the issuance of a Certificate for Payment will not be a representation that the Architect has(I)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 rnatenal 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 Stun. §15.2.3 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 15.2.2 cannot be made. If the Architect is unahk to certify payment in the amount of the Application,the Architect will notify the Contractor and owner as provided in Section 15.2.1.lithe Contractor and the Architect cannot agree or 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 9.21 because of .1 defective Work not remedied: .2 third party claims filed or reasonable evidence indicating probable filing of such claims unless security acceptable to the Owner is provided by the Contractor. .3 failure of the Contractor to make payments properly to Subcontractors or for labor,materials or equipment: .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. § 15,2.4 W hen the above reasons for withholding certification arc removed.certification will be made for amounts previously withheld. § 15.3 PROGRESS PAYMENTS §15.3.1 The Contractor shall pay each Subcontractor,no later than seven days after receipt of payment.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 similar manner. §15.3.2 Neither the Owner nor Architect shall have an obligation to pay or see to the payment of money to a Subcontractor except as may otherwise be required by law. §15.3.3 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. §15.4 SUBSTANTIAL COMPLETION §15.4.1 Substant:al 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 §15.4.2 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 Wurk in accordance with the Contract Documents. telt NA Document A107"'-2007.CopyntntO 1930.1941 795E '961 1953,1988,1970 1974 1978,1987 '997 and 2007 by The Americanhelots of Architects.All rights reserved,WARMING:Thls ALA. Document Is probated w U.S.Capyrbat Ler and Intimater/I Trestles.Unauthorised 14 nprod..elbn or dlstrtbullon of this A1A0 tlocome,l,or any pettier.et n.nib N 1 In severe Civil and erininel poselles.and will be proem ural to the maxim a valent possible umber the len in docure-t was produced b.AIA software al'2'43'36 on o1n6/2o17 under Order No 3557878116 which'mints on 12,12£2017 arta a not•b'resale User Notes: i16133'eb974. • • §15.4.3 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.When the Architect determines that the Work or designated portion thereof is substantially complete,the Architect will issue a Certificate of Substantial Completion which shall establish the date of Substantial Completion,establish responsibilities of the Owner and Contractor for security. maintenance,heatutilities,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. §15.4.4 The Certificate of Substantial Completion shall be submitted to the Owner and Contractor for their wr;tier acceptance of responsibilities assigned to them in such Certificate.Upon such acceptance and consent of surety.if any.the Owner shall make payment of retainage applying to such Work or designated portion thereof.Such payment shall be adjusted for Work that is incomplete or not in accordance with the requirements of the Contract Documents §15.5 FINAL COMPLETION AND FINAL PAYMENT §15.5.1 Upon receipt of the Con:ractor's written notice that the Work is ready for final inspection and acceptance and upon receipt of a final Application for Payment,the Architect will promptly make such inspection and,when the Architect finds the Work acceptable under the Contract Documents and the Contract fully performed,the Architect will promptly issue a final Certificate for Payment stating that to the best of the Architect's knowledge,information and belief,and on the basis of the Architect's on-site visits and inspections,the Work has been completed in accordance with terms and conditions of the Contract Documents and that the entire balance found to be due the Contractor and noted in the final Certificate is due and payable.The Architect's final Certificate for Payment will constitute a further representation that conditions stated in Sect:on 15.5.2 as precedent to the Contractor's being entitled to final payment have been fulfilled §15.5.2 Final payment shall not become due until the Contractor has delivered to the Owner a complete release of all liens arising out of this Contract or receipts in full covering all labor,materials and equipment for which a lien could be filed,or a bond satisfactory to the Owner to indemnify the Owner against such lien.If such lien remains unsatisfied after payments are made,the Contractor shall refund to the Owner all money that the Owner may be compelled to pay in discharging such lien,including costs and reasonable attorneys'fees, § 15.5.3 The making of fmal payment shall constitute a waiver of claims by the Owner except those arising from .1 liens,claims,security interests or encumbrances arising out of the Contract and unsettled; .2 failure of the Work to comply with the requirements of the Contract Documents;or .3 terms of special warranties required by the Contract Documents. §15.5.4 Acceptance of final payment by the Contractor,a Subcontractor or material supplier shall constitute a waiver of claims by that payee except those previously made in writing and identified by that payee as unsettled at the time of final Application for Payment ARTICLE 16 PROTECTION OF PERSONS AND PROPERTY §16.1 SAFETY PRECAUTIONS ANO PROGRAMS The Contractor shall he responsible for initiating,maintaining and supervising all safety precautions and programs in connection with the performance of the Contract. The Contractor chat:take reasonable precautions for safety of, and shall provide reasonable protection to prevent damage,injury or loss to .1 employees on the Work and other persons who may be affected thereby; .2 the Work and materials and equipment to be incorporated therein,whether in storage on or off the site,under care,custody or control of the Contractor or the Contractor's Subcontractors or Sub- subcontractors:and .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. 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 and property and their protection from damage.injury or loss.The Contractor shall promptly remedy damage and loss to property caused in whole or in part by the Contractor,a Subcontractor,a sub-subcontractor,or anyone directly or indirectly employed by any of Init. MA Document A107 0-2007,Cooinghl 0 7936,1931.1936 '961.1963.1966,1970.1974 197E 1987.1997 ane 7007 by The Amaeean Woeful*of ac.rbct9.All rights rasarved.WARNING,ml.AIA'Document Y protected by U.S.Copyrtget 1,1w and International Tnaaea.Unaullearleed nee oder l sn or dletdaatlon of One AM.Document or any portion of It,may mean In enrols cI' and crieenal parsons,aid aid M r paaaaubd id the 1 l5 maxlmam extent peaaade vadat the law.This document was maimed b.AIA snitwa'a at 12 43 38 on 01101120'7 under Order No.3557878/1 B W9Kr1 expres on 12+1212017,and is not'or resale User Notate. 19831859741 them,or by anyone for whose acts they may be liable and for which the Contractor is responsible uncer Sections 16.1,2 and 16,1.3,except for damage or loss attributable to acts or omissions of the Owner or Architect 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 9.15. §16.2 HAZARDOUS MATERIALS §16,2.1 The Contractor is responsible for compliance with the requirements of the Contract Documents regarding hazardous materials.If the Contractor encounters a hazardous material or substance not addressed in the Contract Documents,and if reasonable precautions will be inadequate to prevent foreseeable bodily injury or death to persons resulting from a material or substance,including but not limited to asbestos or polychlorinated biphenyl(PCB), encountered on the site by the Contractor,the Contractor shall,upon recognizing the condition,immediately stop Work in the affected arca and report the condition to the Owner and Architect in writing. 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 he increased in the amount of the Contractor's reasonable additional casts of shutdown,delay and start-up. §16.2.2 To the fullest extent permitted by law,the Owner shall indemnify and hold harmless the Contractor, Subcontractors,Architect,Architect's consuhants and agents and employees of any of them from and against claims,damages,tosses 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 16.2.1 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. §16,2,3 If,without negligence on the part of the Contractor.the Contractor is held liable by a government agency for the cost of remediation of a hazardous material or substance solely by reason of performing Work as required by the Contract Documents,the Owner shall indemnify the Contractor for all cost and expense thereby incurred. ARTICLE 17 INSURANCE AND BONDS §17.1 The Contractor shall purchase from,and maintain in a company or companies lawfully authorized to do business in the jurisdiction in which the Project is located,insurance for protection from claims under workers' compensation acts and other employee benefit acts which are applicable,claims for damages because of bodily injury,including death.and claims for damages,other than to the Work itself,to property which may arise out of or result from the Contractor's operations and completed operations under the Contract,whether such operations be by the Contractor or by a Subcontractor or anyone directly or indirectly employed by any of them.This insurance shall be written for not less than limits of liability specified in the Contract Documents or required by law,whichever coverage is greater,and shall include contractual liability insurance applicable to the Contractor's obligations under Section 9.15.Certificates of Insurance acceptable to the Owner shall be filed with the Owner prior to commencement of the Work. Each policy shall contain a provision that the policy will not be canceled or allowed to expire until at least 30 days'prior written notice has been given to the Owner,The Contractor shall cause the commercial liability coverage required by the Contract Documents to include:(1)the Owner.the Architect and the Architect's Consultants as additional insureds for claims caused in whole or in part by the Contractor's negligent acts or omissions during the Contractor's operations;and(2)the Owner as an additional insured for claims caused in whole or in part by the Contractor's negligent acts or omissions during the Contractor's completed operations. §17,2 OWNER'S LIABILITY INSURANCE The Owner ehall be responsible for purchasing and maintaining the Owner's usual liability insurance. §17.3 PROPERTY INSURANCE 1317.3.1 Unless otherwise provided,the Owner shall purchase and maintain, in a company or companies lawfully authorized to do business in the jurisdiction in which the Project is located,property insurance on an "all-risk"or equivalent policy form,including builder's risk,in the amount of the initial Contract Sum,plus the value of subsequent modifications and cost of materials supplied and installed by others,comprising total value for the entire Project at the site on a replacement cost basis without optional deductibles.Such property insurance shall be maintained,unless otherwise provided in the Contract Documents or otherwise agreed in writing by all persons and entities who are beneficiaries of such insurance,until final payment has been made as provided in Section 15.5 or Init. AIA Document At07^'-2007.Copyright O'930.1901,1961,1961,19e3 1906,1970 1974 1978,1987,1997 arc 2007 by'he Amareaa Institute of Ambled:..All rights raurved.WARNING:raki ate 094.110111911 le protected by U.&cispynpt lam a11i MNmetbMW Tranche.W eillborbre reproduction or dittrtbutbm n or this AIA Document,or arty portion of It, ay rua111t In WANG chic end eanw,wi panellise.and rill ptresueutse to mu 16 msainum extent poseires under Me taw.The document was arca-cad by A'A software at 12:43 38 on 01196120'?wider Order No.3957/78116 vfirh exares on 121'2'2017.turd It not rot etak User Notes (10C31659'41 until no person or entity other than the Owner has an insurable interest in the property required by this Section 173.1 to be covered,whichever is.ater.This insurance shall include interests of the Owner,the Contractor, Subcontractors and sub-subcontractors in the Project, §17.3.2 The Owner shall file a copy of each policy with the Contractor before an exposure to loss may occur.Each policy shall contain a provision that the policy will not he canceled or allowed to expire,and that its limits will not be reduced.until at least 30 days'prior written notice has been given to the Contractor. §17.3.3 The Owner and Contractor waive all rights against(I)each other and any of their subcontractors,sub- subcontractors,agents and employees,each of the other,and(21 the Architect, Architect's consultants.separate contractors described in Article 12.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 covered by properly insurance obtained pursuant to Section 17.3 or other property insurance applicable to the Work,except such rights as they have to proceeds of such insurance held by the Owner as fiduciary.The Owner or Contractor,as appropriate,shall require of the Architect,Architect's consultants,separate contractors described in Article 12,if any,and the subcontractors. sub-subcontractors,agents and employees of any of them,by appropriate agreements.written where legally required for validity,similar waivers each in favor of other parties enumerated herein.The policies shall provide such waivers of subrogation by endorsement or otherwise.A waiver of subrogation shall be effective as to a person or entity even though that person or entity would otherwise have a duty'of indemnification,contractual or otherwise. did not pay the insurance premium directly or indirectly,and whether or not the Terson or entity had an insurable interest in the property damaged. § 17.3.4 A loss insured under the Owner's property insurance shall be adjusted by the Owner as fiduciary and made payable to the Owner as fiduciary for the insureds,as their interests may appear.subject to requirements of any applicable mortgagee clause.The Contractor shall pay Subcontractors their just shares of insurance proceeds received by the Contractor,and by appropriate agreements,written where legally required for validity.shall require Subcontractors to make payments to their sub-subcontractors in similar manner. §17.4 PERFORMANCE BOND AND PAYMENT BOND §17.4.1 The Owner.:all ha\c tl' t,'moire the Contractor to furnish bonds covering faithfui performance of the Contract and payment of obtieatinrs arising thereunder as stipulated in bidding requirements or specifically required in the Contract Documents on We date of execution of the Contract. §17.4,2 Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of obligations arising under the Contract,the Contractor shall promptly furnish a copy of the bonds or shall authorize a copy to be furnished. ARTICLE 18 CORRECTION OF WORK § 18.1 The Contractor shall promptly correct Work rejected by the Architect or failing to conform to the requirements of the Contract Documents.whether discovered before or after Substantial Completion and whether or not fabricated,installed or completed.Costs of correcting such rejected Work,including additions: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.unless compensable under Section A.2.7.3 in Exhibit A. Determination of the Cost of the Work, §18.2 In addition to the Contractor's obligations under Section 9.4,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 15.4.3,or by term;of an applicable special warranty required by the Contract Documents,any of the Work is found to he not in accordance with the requirements of the Contract Documents,the Contractor shall correct it promptly after receipt of written notice from the Owner to do so unless the Owner has previously given the Contractor a written acceptance of such condition.The Owner shall give such notice promptly after discovery of the condition. During the one-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 In make a claim for breach of warranty. §18.3 lithe Contractor fails to correct nonconforming Work within a reasonable time.the Owner may correct it in accordance with Section 8.3. AIA Dncumsnt A107 -2907 CopyAglt 0 1938 1951 1968,1981 1953 1968 1970,1974,1978.1987 1907 and 2087 The American Inrtruis o1 nit A•cn,lnets.All Agars roamed 1NARRWNG:This AIA DaerrrrwM b prabcle/by uta.CegrteM Law sett Mtrmrrlbasl Traatlaa.UnauMoArsd 17 rteprodutenon or otorrniontor or this AIA•Docunwar,ON cry paella et It.nay rrrwrR Mr News tow sod er*nreal pensmss,and will 119 prosecuted to the maximum astern poss8»s unoar tis law TMs 000,jr"8nt was produced ay A!.4 adteara at 12:4338 on 01106201'unmet Order No 3557875116 wh.,n expire, on 12t12.'2017 atom not IC•wear User Notes: ;'963185474; §ISA The one-year period for correction of Work shall be extended with respect to portions of Work first performed after Substantial Completion by the period of time between Substantial Completion and the actual completion of that portion of the Work. §16.5 The one-year period for correction of Work shall not be extended by corrective Work performed by the Contractor pursuant to this Article IS. ARTICLE 19 MISCELLANEOUS PROVISIONS § 19.1 ASSIGNMENT OF CONTRACT 'either party to the contract shall assign the Contract without written consent of the other,except that the Owner rim%,without consent of the Contractor,assign the Contract to a lender providing construction financing for the Project if the lender assumes the Owner's rights and obligations under the Contract Documents. The Contractor shall execute all consents reasonably required to facilitate such assignment. §19.2 GOVERNING LAW The Contract shah ht. ,ry erred by the law of the place where the Project is located,except.that if the parties have selected arbitration as the method of binding dispute resolution,the Federal Arbitration Act shall govern Section 21.4, § 19.3 TESTS AND INSPECTIONS Tests, inspections and approvals of portions of the Work required by the Contract Documents or by applicable laws, statutes,ordinances,codes.rules and regulations or lawful orders of public authorities shall be made at an appropriate time.Unless otherwise provided,the Contractor shall make arrangements for such tests,inspections ane 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 he present for such procedures.The Owner shall hear costs of(I)tests,inspections or approvals that do not become requirements until after bids are received or negotiations concluded,and(21 tests.inspections or approvals where building codes or applicable laws or regulations prohibit the Owner from delegating the costs to the Contractor. §19.4 COMMENCEMENT OF STATUTORY LIMITATION PERIOD The Owner and Contractor shall commence all claims and causes of action,whether in contract,tort.breach of warranty or otherwise,against the other arising out of or related to the Contract in accordance with the requirements of the final dispute resolution method selected in the Agreement within the 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 19.4. ARTICLE 20 TERMINATION OF THE CONTRACT §20.1 TERMINATION BY THE CONTRACTOR If the Architect fails to certify payment as provided in Section 15.2.1 for a period of 30 days through no fault of the Contractor,or if the Owner fails to make payment as provided in Section 4.1.3 for a period of 30 Bays,the Contractor may,upon seven additional days'wntten notice to the Owner and the Architect,terminate the Contract and recover from the Owner payment for Work executed,including reasonable overhead and profit,costs incurred by reason of such termination.and damages. §20,2 TERMINATION BY THE OWNER FOR CAUSE §20.2.1 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 for materials or labor in accordance with the respective agreements between the Contractor and the Subcontractors: .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. §20.2.2 When any of the above reasons exists,the Owner, upon certification by the Architect that sufficient cause exists to justify such action.may.without prejudice to any other remedy the Owner may have and after giving the Init AIA Document A107`•-2007 CopynghlC'938,1951.•958.1981,1983,1968,1970,1974.1978.1987 1997 and 2037 by The American institute et Architects.All tints reserved.INAItNa4C:TMs AIA'Doeament le protected try U.B.CepynaM Law and Itlrmeaonel Trestles.Unauthorised 111 repreetwean or aMM'Wlan et tits AIA'Document,or any portion of It,may result Weevers else and criminal penalties,and coal bo predesseed M ilii e e dawn Mad paaeiN under Ste tear.Ten notutnen•was pronated by AIA software a1 1243 36 on 131.106.231;Lode•Order No 35 57878'16 whldl awn on 12/1212017,and a not for resole User NOM: 1'8831659741 Contractor seven days' written notice,terminate the Contract and take possession of the site and of all materials, equipment,tools,and construction equipment and machinery thereon owned by the Contractor and may finish the Work by whatever reasonable method the Owner may deem expedient.Upon 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. §20,21 When the Owner terminates the Contract for one of the reasons stated in Section 20.2.I,the Contractor shall not be entitled to receive further payment until the Work is finished. §20.2.4 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 he paid to the Contractor. If such costs and damages exceed the unpaid balance. the Contractor shall pay the difference to the Owner.The amount tc be paid to the Contractor or Owner,as the case may he,shall be certified by the Architect. upon application,and this obligation for payment shall survive termination of the Contract. § 20.3 TERMINATION BY THE OWNER FOR CONVENIENCE the )wner rray. at any time,terminate the Contract for the Owner's convenience and without cause.The Contractor shall he entitled to receive payment for Work executed,and costs incurred by reason of such termination,along with reasonable os erhead and profit on the Work not executed. ARTICLE 21 CLAIMS AND DISPUTES §21.1 Claims,disputes and other matters in question arising out of or relating to this Contract. including those alleging an error or omission by the Architect but excluding those arising under Section 16.2,shall be referred initial's to the Architect for decision.Such matters.except those waived as provided for in Section 21,8 and Sections 15 5.3 and 15.5.4.shall,after initial decision by the Architect or 30 days after submission of the matter to the Architect,be subject to mediation as a condition precedent to binding dispute resolution §21.2 Ifa claim,dispute or other matter in question relates to or is the subject of'a mechanic's lien,the party asserting such matter may proceed in accordance with applicable law to comply with the hen notice or filing deadlines. §21.3 The parties shall endeavor to resolve their disputes by mediation which,unless the parties mutually agree otherwise,shall be administered by the Amencan Arbitration Association in accordance with their 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 this Agreement,and filed with the person or entity administering the mediation.The request may be made concurrently with the binding dispute resolution hut.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,the parties may nonetheless proceed to the selection of the arbitnitor(s)and agrer upon a schedule for later proceedings. §21,4 If the parties 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 he administered by the American Arbitration Association,in accordance with the Construction Industry Arbitration Rules in effect on the date of this Agreement 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 award rendered by the arbitrator or arbitrators shall he final,and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereot•. §21.5 Either party,at its sole discretion.may consolidate an arbitration conducted under this Agreement with any other arbitration to which it is a party provided that I I)the arbitration agreement governing the other arbitration permits consolidation;(2)the arbitrations to be consolidated substantially involve common questions of law or fac:. and(3)the arbitrations employ materially similar procedural rules and methods for selecting arhitrator(s §21.6 Any party to ar arbitration 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 Ala Document A'07''-2001.Gopyr Otii m'938 1R51 1958 1961 1963,1966,1970,•974,1978,1987 1907 and 2007 by The American Institute of Init. 4rc-,mets.All rights reserved,y*ARrraq;Thee AIA'Document is pre ceded M U.I.Cgrst ii lav and inieraslbenar Trestles.Uneuthoraed reproduction or eieben el Mus Ala*Document w any fie tun el a,evey me!Nieevw esti cranlnN penalise, do penase,and wet be prosecuted le d 19 Mwl max Immo extent pcan*te under the tow.Tris document was Produced oy MA software a 12 4336 or.a ims/2017,neer Order No 3557878'18 which mortes or 12;12?201' arc n no:for meal* User Notes. I-683185974' party sought to be joined consents in writing to such joinder. Consent to arbitration involving an additional person or entity shall not constitute consent tc arbitration of a Claim not described in the written Consent, §21.7 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. §21.8 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, f nancing, business and reputation.and for loss of management or employee productivity or of the services of •:uch 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 ansing directly from the Werk. This mutual waiver is applicable,without limitatlen,to all consequential damages due to either party's termination in accordance with Article 20.Nothing contained in this Section 21.8 shall be deemed to preclude an award of liquidated damages.when applicable,in accordance with the requirements of the Contract Documents. This Agreement entered into as of the day and year first written above. OWNER(Signature) Cr.A OR(Signature) W. Hoye/Batiste \athan Rivera (Row deleted tniL AIA Document Al 87"-2087.CopynQM O 1938,1951, 195$,1981.'953 "968.197C. 1974,1918 1987,1997 and 2007 Cy he A'na+can Inatbde A rcn sects.A l nphta nerved.WARNING!This MAt Document N protected by U.S.Cepyeght Law and In9arnadaUnal Treadle.191a1dnerWad 20 neprooutOeh or dlMelbutler of Me Ara'Document re any portion of It retry rAsurt in.mace civil and arinsnaf pana9las,and veli 9a proaaeNN41 to to. Resalrnum snore possible under to.laew this dIcument was produced t, '51A software at'2 43.78 on 01 0612017 n:nder Order Mr 3557879'tti.tw i axonal on 12/12,2017 and is net for roster User Notes: ('683185974) • SETE CONSTRUCTION CORP. ExhibitY "A" Strength rn Consfructron` Modify Addie':. March 29 2017 P0.80x2067E Beaumont Texas 77721.0157c Mr Floyd Batiste Physical Address' Port Arthur[DC ?660 S.23^"Street 501 Procter Street 9eaumont, Texas 77707 Port Arthur. TX 78640 ® r499,642-818, • -409,842.2274 Project: Movie Screen- Port Arthur Savings Bank • setex'strtaxccnstnrLtrt n car, Subject• 'Proposal Letter' • 3eteAconstnrctio ctM Dear Mr Batiste ufrneta/Ce nlr:u:tinj This will serve as our propose to fabricate and install the aluminum movie screer The oncing includes al necessary labor, materia:, equipment supery sion and insurance in accordance CunsblrcUanManagemer'` with the plans and specifications provided by Haddon-Cowan Architects Collaborative dated November 14, 2015 and with clar f cations provided via email by Mr. Vincent Hauser Design-Build Proposal Scope of Work: Job order Contracting • Layout for brick stucco and demolition twenty-two(22) locations. • Demo and patch stucco/brick for twenty-two (22)support connections to building. • Provide and install twenty-two(22)plate %" x 10" x 0' -10 with four(4)W dia. threaded Facilities,Lta,ritenanc� rods 5'into epoxy groat filled holes • HSS A500B Taiping frame iGalvanized) Commercial • Provide and insta I twenty-two(22) support tubes to movie screen structural frame • Provide and install forty-two (42) aluminum perforated panels with powder coat finish (no warranty on finish due to corrosive atmosphere). Screw perimeter of panels at 6' Industrial C1C. Screw type and coaling to be determined by engineer • Install movie screen tc bui.ding Weldinc support tubes to mounting plates with 3" Government filet weld. • Field paint"EDC"letters on aluminum panels per A5,01 • Install light fixture as shown on A5 01 (labor at no charge -conateo oy Gulf Ccas1 reatthca,p Electric) Proposal Clarifications: infrasbtrcrure Our oroposal is basec on using parking lot for staging materials and assembly of movie screen Our proposal is based on touch up painting of welded areas using cold galvanizing compound o►pnr»�e naint Our proposal is based on demo of brick facade being one course deep Our aroposal is oases on drilling anchors to a depth of 5' If rebar is hit. drilling of anchors will stop and anchor will be cut to length and installed at the depth of the rebar If reoar cutting is required, it will be Education at a cost of $85.00 per hole. Materials provided may be foreign or domestic. Our proposal is baseo on a forty-hour work week Monday through Friday, five(5) days a week, eight(8) hours per day Our proposal is based on free and clear access to installation area with no obstructions Performing Arts from hidden utilities oehind br ck facade. Our p-oposal baseo on temporary fence being installed around materia and equipment for light and weekend security of -nateria and Nrstoriiatt equioment left onsite Exclusions: include but are not limited to sales tax, bonds, working overtime.' nights r weekends. Windstorm Inspections/Engineering, security of materials delivered to site, testing of field welds repair to parking lot and landscaping or withholding more than 5% retainage (Corernued rex!page; • �srlt,t zt, j +Wit SETE 1 CONSTRUCTION CORP. 6 S:rong,r!n:Gnnstnrrba- - 4M1114‘11111111111Y Madiry f drirrs:; o 0.Box 20678 Beaumont Texas T7720-067c Cost Proposal: Priystca(Andress. Proposal Price. $ 69,820.00 660 S. 23'"Sttesf p Beaumont. Texas 77707 Add-Afterrate Att►r^ panels with Kyner finish-(4{r yew warranty► $ 6.903-46-- ® (4G9)842-81A1 049)842 227$ Add $1,500.00 Allowance for Wirdstorm Inspection $ 1,500.00 •serexasetaxoransmrntronrxn: Add $1,800.00 for performance and payment bond ® sstexcenstrncenn cram Total including performance and payment bond. $ 1,800.00 General Ccntracoinrt We estimate 42-16 weeks for total completion of the scope of work detailed above pending construction Managrsment normal material delivery lead times and approved shop drawings Proposal is based on normal working hours 7 ODAM - 3.3CPM Monday - Friday excluding riesion-BUitrl holidays yob Order ContractingWe thank you for the opportunity to bid this p•olect f you have any questions or comments. please contact me at your ear:iest corvenience Factltt*z;Maintenance Respectf►.11y submittec. SETEX Constr Non Corp. Commercial 77? 1 . tnnostriet Nathan Rivers, CPE President Government cc File I ieeNhc®re tntr'astnictum CorXiware Educstton Paitei tng Alis Histoncat Established 1990 • DATE A�® CERTIFICATE OF LIABILITY INSURANCE 2/27/24170 1 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 POUCIES 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 poilcy(Ies)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). CONT PRODUCER NAMEACT Kathy Peters McElveen Insurance LLC PHONE FAX 700 W. Prien Lake Road Ste 200 AA/Cala-2W337-475-7441 (NC.Not:337-564-6934 Lake Charles LA 70601 A_DESS'kpeters@mcelveenins.com INSURERS)AFFORDING COVERAGE NAIC o INSURER A:BITCO General Insurance Company __ INSURED SETECON-01 INSURER a:Texas Mutual Insurance Company 22945 _ SETEX Construction Corporation INSURER C: 1660 S 23rd Street Beaumont TX 77707 INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: 179989248 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ILTR TYRPE OF INSURANCE I INSD ISWIM VD POLICY NUMBER UBR POLICY EFFlYYYY)� POUCY EXPY'rYY► LIMITS A x COMMERCIAL GENERAL LIABILITY Y Y CLP3635797 4/1/2016 4(1/2017 EACH OCCURRENCE 51,000,000 CLAIMS-MADE X OCCUR DAMAGE PREMISES TED PREMISES(Ea occurrence) 5100,000 MED EXP(Any one person) _ $5,000 — PERSONAL 8 ADV INJURY 51,000,000 I GEML AGGREGATE LIMIT APPLIES PER. GENERAL AGGREGATE 52,000,000 POLICY X jECT LOC PRODUCTS-COMP/OP AGG 52,000,000 OTHER: 5 A AUTOMOBILE UABIUTY Y Y CAP3635796 4/1/2016 4/1/2017 COMBINED SINGLE LIMIT e (Ea accident) 1,000,000 _ X ANY AUTO BODILY INJURY(Per person) 5 x AIL�L OS RJED x SCHAUTOS SDULED BODILY INJURY(Por accident) 5 X HIRED AUTOS x NON-OWNED PROPERTY DAMAGE 5 _^__ AUTOS (Per acddent) l I 5 A X UMBRELLA UAB X OCCUR Y Y CUP2805649 411/2016 4/1/2017 EACH OCCURRENCE 55,000,000 EXCESS LMB CLAIMS-MADE AGGREGATE 55,000,000 _ DED X RETENTION 510,000 $ B WORKERS COMPENSATION y TSF0001096795 4/1/2016 4/1/2017PER OTI4 AND EMPLOYERS'LIABILITY Y IN x STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE �N/A EL.EACH ACCIDENT 51,000,000 OFFICER/MEMRER EXCLUDED? I I (Mandalory In NH) E.L.DISEASE-EA EMPLOYEE 51,000,000 II yes,describe under DESCRIPTION OF OPERATIONS below 1 E.L.DISEASE-POLICY LIMIT 1 51,000,000 A Equipment Floater CLP3635797 4/1/2016 4/1/2017 Rented Leased Item 250,000 Rented Leased Total 500,000 1 DESCRIPTION OF OPERATIONS r LOCATIONS(VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached If more space Is required) Additional Insured provided to Certificate Holder on General(GL3084 12/01 -includes Ongoing&Completed Operations)&Auto Liability policies with a Waiver of Subrogation on General Liability,Auto Liability and Workers Comp/Employers Liability as required by written contract. Umbrella Liability is follow form. Project:201 Procter 3rd. Floor Finish-Out CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Port Arthur Economic Development Corporation THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 501 Procter Street,Suite 100 ACCORDANCE WITH THE POLICY PROVISIONS. Port Arthur TX AUTHORIZED REPRESENTATIVE 1 .—-7- e I';A.,•-`Ar-e___.------- ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD