HomeMy WebLinkAboutPR 15444: LONG ARCHITECTS, INC. & G&G ENTERPRISES - NEW GYNASIUM/MULTI-PURPOSE BLDG. RECREATION AND SENIOR CITIZEN CENTERCity of Port Arthur
Memorandum
TO: Stephen B. Fitzgibbons, City Manager DATE: 11/13/09
FROM: Dr. Albert T. Thigpen, IPMA-CP, Director of Parks and Recreation ` ;`~
RE: P. R. No. 15444 A RESOLUTION AUTHORIZING ADESIGN-BUILD
AGREEMENT WITH LONG ARCHITECTS, INC. AND G&G ENTERPRISES FOR
A NEW GYMNASILfwi/MULTI-PURPOSE BUILDING AS AN ADDITION TO
THE PORT ARTHUR RECREATION AND SENIOR CITIZEN CENTER
CONIlV)ENT
RECOMMENDATION:
It is recommended that the City Council] adopt P. R. No. 15444 which authorizes the
City Manager to execute a contract with Long Architects, Inc. and G&G Enlerprsses of
Beaumont, Texas for the Design-Build of a new Gymnasium/Multi-Purpose Iuilding as
an addition to the Port Arthur Recreation and Senior Citizen Center.
BACKGROUND:
The City of Port Arthur is a recipient of a Texas Parks and Wildlife Department (TPWD)
grant for the construction of a Gymnasium/Multi-Purpose Building connected to the
existing Recreation and Senior Citizen Center at 1308 9`~ Avenue. The purpose of the
additional facility is to expand the capacity of the City to address the recreation, activity,
and programming needs of citizens.
The City decided to use the design-build approach to the facility's construction in order
to optimize the design dollar impact while; minimizing grant funds tied to soft costs (e.g.
design, engineering, etc.). Following solicitation of proposals and review of the six (6)
responses; the score analysis resulted in ]Long Architects, Inc. and G&G Enterprises as
the recommended team. The City Council authorized the negotiation of dc;sign-build
agreement with Long Architects, Inc. anti G&G Enterprises pursuant to Resolution 09-
209.
City staff has worked closely with the recommended firm to optimize design and dollars.
Based on current funding availability, estimated costs, and timing, it was determined
prudent to move forward with a modification of the original design which will include
the competitive level gymnasium, complete showers/restrooms, storage, and space for
other programmatic use. This facility wiill be capable of expansion should additional
funding be identified.
BUDGETARY/FISCAL EFFECT:
Approval of P. R. No. 15444 which authorizes execution of adesign-build. agreement
with the recommended team will result: in the expenditure of approximatE;ly $ 1.4M
apportioned as follows: $ 417,563 TPWD Grant, $ 100,000 Proposition 8 (EDC funds),
and $ 882,437 Parks and Recreation Bond funds.
EMPLOYEE/STAFF EFFECT:
None anticipated.
SUMMARY:
It is recommended that the City Council adopt P. R. No. 15444 which authorizes the
City Manager to execute an agreement with Long Architects, Inc. and G&G :Enterprises
of Beaumont, Texas for the Design-Builcl of a new Gymnasium/Multi-Purpose Building
as an addition to the Port Arthur Recreation and Senior Citizen Center.
P. R. # 15444
11 / l Oi 2009/ca
RESOLUTION NO.
A RESOLUTION AUTHORIZING ADESIGN-BUILD AGREEMENT WITH LONG
ARCHITECTS, INC. AND G&G ENTERPR;ISES FOR A NEW GYMNASIUM/MULTI-
PURPOSE BUILDING AS AN ADDITION TO THE PORT ARTHUR RECREATION
AND SENIOR CITIZEN CENTER
WHEREAS, it is deemed in the best :interests of the citizens of Port Arthur to enter
into an Agreement with the Design-Builders,. Long Architects, Inc. and G&G Enterprises,
in substantially the same form as attached hereto as Exhibit "A", for a new
Gymnasium/Multi-Purpose building as an ;addition to the Port Arthur Recreation and
Senior Citizen Center; now therefore;
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PORT
ARTHUR:
Section 1. That the facts and opinions of the preamble are true and correct.
Section 2. That the City Manager is herein authorized to enter into aDesign-Build
Agreement with Long Architects, Inc. and G&G Enterprises for a new Gymnasium Multi-
Purpose Building as an addition to the Port Arthur Recreation and Senior Citizen Center, to
be located at 1308 9~h Avenue, in substantially the same form as attached hereto as Exhibit
«A„
Section 3. That a copy of the caption of this Resolution be spread upon the Pvlinutes
of the City Council.
READ, ADOPTED AND APPROVED THIS day of November
A.D., 2009, at a Meeting of the City Council of the City of Port Arthur, Texas, by the
following vote:
11 / 10/2009/ca
Ayes: (Mayor)
Councilmembers:
Noes:
Mayor
ATTEST:
City Secretary
APPROVED AS TO FORM:
ty Attorney ~ ~~~~~
APPROVED FOR ADMINISTRATION:
City Manager
Director of Parks and Recreation
EXHIBIT "A"
EXHIBIT "A"
Document A141rM - 244
Standard Form of Agreemenf Befween Owner and Design-Builder
AGREEMENT made as of the twenty first 'day of August..: in the year of rivo
thousand nine
(In lrords, indicate day, month and year)
BETWEEN the Owner:
(Arante, address acrd other iltfw•nralian)
City of.Port Arthuu•
P. O. Box 1089
Port Arthur, .Texas 77641-1089
;ADDITIONS AND DELETIONS:
-The author of this document has
:added information Headed for its
'completion. The author may also
.have revised the text of the original
'AiA tandard farm. An Addifions and
`Deletions Report that notes added
information as weil as revisions to the
'standard form text is available from
'.the author and should be reviewed A
and the Design-Builder: ;vortical line in the left margin of this
] n'arne, address and outer information) document indicates where the author
. ................................. .
has added nei~ssary tnformaUon
G & G Enterprises
and Long Architects, Inc. and where Uie author has added to or
.
b354 Hwy 105 6465 Calder, Suite 206 deleted from the original AIA text.
Orange, Texas 77630 Beaumont, Texas 77706 This document has important legal
consequences. Consultation with an
For the following Project: aflomey is encouraged with respect
(Name, location and detailed description) to its completion or modtgcation.
Consultation with an attorney is also
New Gym/Muiti-purpose Building for City of Port Arthur encouraged with respect to
professional ttcensing requirements
New gym
facility ~yith locker
rooms
meeting areas
Additional pazking and drives. in the Jurisdiction where the Project is
;
.
,
, located.
The Owner acid Design-Builder agree as follows.
ELECTt20NIC COPYING of arty portion
of this A-A® Document to another
electronic file is prohibited and
constitutes a vlolaHon of copyright laws
as set torth in the footer of This
document.
AIA Docum ent Af 41'" - 2004. Copyright ®2004 by The American Institute of Arch itects. All rights reserved. S'.'i.fi i@l i, t; r t ~i s le+A' vo c tt+u e nt i•_ pr ~:r €e':.t:%i: Fr;
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TABLE OF ARTICLES
9 THE DESIGN-BUILD DOCUMENTS
2 WORK OF THIS AGREEMENT
3 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION
4 CONTRACT SUM
5 PAYMENTS
$ DISPUTE RESOLUTION
7 MISCELLANEOUS PROVISIONS
8 ENUMERATION OF THE DESIGN•BUILD DOCUMENTS
TABLE OF EXHIBITS
A TERMS AND CONDITIONS -
B DETERMINATION OF THE COST OF THE WORK
C INSURANCE AND BONDS
D SCOPE OF WORK
E SCHEDULE OF VALUES
ARTICLE 1 THE DESIGN-BUILD DOCUMENTS
§ 1.1 The Design-Build Documents form the Design-Build Contract. The Design-Build Documents consist of this
Agreement between Owner and Design-Builder (hereinafter, the "Agreement") and its attached Exhibits;
Supplementary and other Conditions; Addenda issued prior to execution of the Agreement; tl~e Project Criteria,
including changes to the Project Criteria proposed by the Design-Builder and accepted by the Owner, if atiy; the
Design-Builder's Proposal and written modifications to the Proposal accepted by the Owner; if auy; other documents
listed in this Agreement; and Modifications issued after execution of this Agreement. The Design-Build Documents
shall not be construed to create a contractttal relationship of arty kind (1) behveen the Architect and Owner, (2)
between the Owner and a Contractor or Subcontractor, or (3} bet~~~een any persons or entities other than the Owner and
Design-Builder, including but not limited to any consultant retrained by the Owner to prepare or review the Project
Criteria. An enutneration of the Design-Build Documents, other than Modifications, appears it Article 8.
The Design Builder responded to a City Request for Proposal and submitted a Statement of Qualifications which the
City has relied upon itt entering into this agreement. The Design Builder states that the Statement of Qualifications
which includes the description of the experience of the personnel, their work experience and the capacity of the
corporation is true and correct. The Design Builder will be usung licensed engineers and architects for this project as a
part of the Design Build team.
The Design Builder will coorduiate with the City Engineer anti will provide documentation, blue prints, and an
opportunity for work to be reviewed so that the City Engineer flnd his designees can act as the Owner's Representative
per Section 271.187 Local Government Code and can coordinate the independent inspection services, construction
materials engineering and testing as well as the verification testing services per Section 271.88 Local Government
Code.
AIA Document A147T" - 2004. Copyright02004 by The American institute ofArchkects.All rights reserved. +;'d;Fti~l[;C:: tiyi5 Pai;' t:,>,:uitse~tt is grr.~ke~RFaI ta;;
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16:4D:53 on 11/06/2009 under Order No.8987A599i2_1 which e~lres on 0 812 612 01 0, and is not for resale,
User Notes: (1764772440)
§ 1.2 The Design-Build Contract represents the entire and intt:grated agreement between the parties hereto and
supersedes prior negotiations, representations or agreements, either written or oral.
§ 1.3 The Design-Build Contract maybe amended or modified) only by a Modification. A Modification is (1) a written
amendrrtent to the Design-Build Contract signed by both parties, (2) a Change Order, (3) a Construction Chatlge
Directive or (4) a written order for a minor change in the Work issued by the Owner.
ARTICLE 2 THE WORK OF THE DESIGN-BUILD CONTRACT
§ 2.1 The Design-Builder shall fully execute the Work described in the Design-Build Documents, except to the extent
_.
specifically indicated in the Design-Build Documents to be the responsibility of others.
ARTICLE 3 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION
§ 3.1 The date of commencement of the Work shall be the date of this Agreement unless a different date is stated
below or provision is made for the date to be fixed in a notice issued by the Owner.
(Insert the dare of conrnrencenrerrt if it dyers from the date of this Agr•eernent or, if applicable, state that the date 1ri1/
be fcred in a notice to proceed)
The comtuehcement date will be fixed in a Notice to Proceed by the City of Port Arthur.
lf, prior to the commencement of Work, the Owner requires time to file mortgages, documents related to mechanic's
liens and other security interests, the Owner's time requirement shall be as follows:
(hrsert Owner's time requirements.) -
§ 3.2 The Contract Time shall be measured from the date of commencement, subject to adjustments of this Contract
Time as provided in the Desigu-Build Documents.
(hrsert provisions, if airy, for liquidated damages relating to fcrilttre to complete oar time odor borrxspayments for..
em•ly completion of the li'oik)
Liquidated damages,' payable to the City of Port Arthur, shall be $500.00 per day.
§ 3.3 The Design-Builder shall achieve Substantial Completionn of the Work not later than 330. days from the dale of
commencement, or as follows:
(hrser7 ntunber of calendar days rllterrratively, acalendar date may be used lshen coordinated ta~itlt the date of
conrnrencenrerrt. Unless staled elsell~here in the Destgrr-Brrild 17ocrrmerrts, hrsert an}~ rnquirements for earlier
S:rbstrnrtial Completion of certain portiars of the -York.)
Portion of Work Substantial Completion Date
ARTICLE 4 CONTRACT SUM
§ 4.1 The Owner shall pay the Design-Builder the Contract Sulm hi current funds for the Design-Builder's
performance of the Design-Build Contract. The Contract Sum shall be one of the following:
(Check the appropriate bor.}
[ ] Stipulated Sum in accordance with Section 4.2 below;
[ ] Cost of the 1'Vork Plus Design-Builder's Fee in accordance with Section 4.3 belaw;
[X ] Cost of the Work Plus Design-Builder's Fee with a Guaranteed Maxinutm Price in accordance with
Section 4.4 below.
(Based orr the selection above, complete either Section ~J.2, 4.3 or 4.4 be/o1r.)
A[ADocumentA141T"-2004.Copyright®2004 by TheAmerlcanlnstituteofArehiteUS.Allrightsr~served.r`::'.ftitirti;: t;};-;,1ih- r~e~,~,!~tt;,tztopr~*inrta~t;,
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18:40:53 on 1110812009 under Order No.8667459912_1 which expires on 08/2612010, and is not for resale.
User Notea: (1784772440)
§ 4.2 STIPULATED SUM
§ 4.2.1 The Stipulated Sum shall be ' (` `. ), subject to additions and deductions as provided in the Design-Build
Documents.
§ 4.2.2 The Stipulated Sum is based upon the following alternates, if any, which are described in the Design-Build
Documeuts and are hereby accepted by the Otvrier:
§ 4.2.3 Unit prices, if any, are as follotivs:
Description Units Price (^~ 0.00)
§ 4.2,4 Allowances, if any, are as follows:
(Ident~~ and state the amorurts of any allowm:ees, and state -w{retlrer they include labor, materials, or both)
Allowance Amount ($ 0.00) Included hems
Landscaping $5,000.00
§ 4.2.5 Assumptions or qualifications, if any, on which the Stipulated Sum is based, areas #'ollows:
§ 4.3 COST OF THE WORK PLUS DE5[GN-BUILDER'S FEE
§ 4.3.1 The Cost of the Work is as defined in Exhibit B.
§ 4.3.2 The Design-Builder's Fee is:
(State a lamp sure, percentage of Cost of the A'ork or other provision jor determining the Design-Builder's Fee crud
the method of adjustment to the Fee for changes in the !fork.)
§ 4.4 COST OF THE WORK PLUS DESIGN-BUILDER'S FEE WITH A GUARANTEED MAXIMUM PRICE
§ 4.4.1 The Cost of the Work is as defined in Exhibit B, plus the Design-Builder's Fee.
§ 4.4.2 Tile Design-Builder's Fee is:
(Sate a Ttrnrp suer, percentage of Cost of the Ii~ork or other provision for determining the Design-Builder's Fee. and
the method of adjustment to the Fee for changes in the Ti'ork.)
§ 4.4.3 GUARANTEED MAXIMUM PRICE
§ 4.4.3.1 The sum of the Cost of the Work and the Design-BuiJder's.Fee is.guaranteed by the Design-Builder not to
exceed One Ivlillion Four Hundred Thousand Dollars and No/I00 ; ( $1,400,000.00 }, subject to additions and
deductions by changes in the ~'Vork as provided in the Design-13uild Documents. Such maximum sum is referred i:o in
the Design-Build Documents as the Guaranteed Maximum Price. Costs which would cause the Guaranteed
Maximum Price to be exceeded shall be paid by the Design-Builder without reimbursement by the Owner.
(brsert specific provisions if the Desrgn-Builder is to partlcrpate in m:~+ sm~ings.)
§ 4.4.3.2 The Guaranteed Maximum Price is based on the following alternates, if any, which are described in the
Design-Build Documents and are hereby accepted by the Owner:
AIADocumentA141TM-2004.Copyright®2004by7ha AmericanlnstituteofArchiteds.Allrtehtsreserved.S~f;FtAtll'<C>:'I'iii;i:'il;t` tki,,untentinnrot<_ctutl6;-
tJ , 40!>~; Iitji;f !.rrr and Inte!n.1(}t,p;ti 7ri`.~tie5, U31VihUiil2C! rGpfntlULsiCn i.Y iilsSriiilits7n 414h!=:;,IA` t~ocuu;znf; or any puritirri Of ii, iota!; restrU En 4
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User Notea: (1'T84772440)
§ 4.4,3.3 Unit Prices, if any, areas follows:
Description Units Price ($ 0.00)
§ 4.4.3,4 Allowances, if any, are as follows:
(Identify and state fire amounts of a-ry allowances, acrd state rrJrelher they include labor; materials, or botlr.)
Allowance Amount ($ 0.00) included lfems.
Landscaping ' `. $S;iD00.Q0.;.
_.
§ 4.4.3.5 Assumptions, if any, on which the Guaranteed Maximtun Price is based, are as follows:
(Ident~~ the assumptions orr lvhfclt the Gum•ameed Alaxinurnt Price is based.)
See Exhibit "D" Scope of Z~Vork :: .
§ 4,3 CHANGES 1N THE WQRK
§ 4,5.1 Adjustments of the Contract Stun on account of changes in the Work tnay be determined by any ofthe mel9tods
listed in Article A.7 of Exhibit A, Terms and Conditions.
§ 4.5,2 Where the Contract Sum is the Cost of the 1Vork, with or without a Guaranteed Maximum Price, and no
specific provision is made in Sections 4.3.2 or 4.4.2 for adjustment of the Design-Builder's Fee in the case of Changes
in the Work, or if the extent of such changes is such, in the aggregate, that application of the adjustment will cause
substantial inequity to the Owner orDesign-Builder, the Design-Builder's Fee shat[ be equitably adjusted on the basis
of the Fee established for the original Work, and the Contract: Sum shall be adjusted accordingly.
ARTICLE 5 PAYMENTS
§ 5.1 PROGRESS PAYMENTS
§ 5.1.1 Based upon Applications for Payment submitted to the Owner by the Design-Builder, the Owner shall tnake
progress payments on account of the Contract Sum to the Design-Builder as provided below and elsewhere in the
Design-Build Documents.
§ 5.1.2 The period covered by each Application for Payment shall be one calendar month ending on the last day of the
month, or as follows:
§ 5.1.3 Provided that alt Application for Payment is received not later than.the Twenty-fifth..:.: day of month, th.e
Owner shall make payment to the Design-Builder not later than the Tenth day of the same month. if an
Application for Payment is received by the Owner after the application date fixed above, payment shall be made by the
Ot~~tter not later than Thirty `( 30 )days after the Owner receives the Application for Payment.
§ 5.1.4 With each Application for Payment where rite Contract Sum is based upon rite Cost of the Work, or the Cost of
the Work with a Guaranteed Maximum Price, the Design-Buil€der shall submit payrolls, petty cash accounts, receiped
invoices or invoices with check vouchers attached, and any other evidence required by the Owner to demonstrate: that
cash disbursements already made by the Design-Builder on account of the Cost of the Work equal or exceed (I)
progress payments already received by the Design-Builder, Ie:ss (2) that portion of those payments attributable to the
Design-Builder's Fee; plus (3) payrolls for the period coverer[ by the present Application for Payment.
§ 5.1.5 Witlt each Application for Payment where the Contract Sum is based upon a Stipulated Sunt or Cost oftlte
Work with a Guaranteed Maximum Price, the Design-Builder shall submit the most recent schedule of values in
accordance with the Design-Build Documents. The schedule .of values shall allocate the entire Contract Sum among
the various portions of the Work. Compensation for design services shall be shaven separately. Where the Contract
Sum is based on the Cost of the Work with a Guaranteed Maximum Price, the Design-Builder's Fee shall be shown
separately. The schedule of values shall be prepared in such form and supported by such data to substantiate its
accuracy as the Owner may require. This schedule of values, unless objected to by the Owner, shall be used as a bbasis
for reviewing the Design-Builder's Applications for Payment.
AIADxument A141TM -2004. Copyright®2004 by The American Institute ofAachaeds.All rights reserved. i,r~!fti'1t-3G.:'This 15~~" C1USll^te~ls:4'a !~r~~tcc.i.^_d by
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User Notes: (1784772440)
5
§ 5.1.6 In taking action on the Design-Builder's Applications for Payment, the Owner shall be entitled to rely ort the
accuracy and completeness ofthe information furnished by the Design-Builder and shall not be deemed to have made
a detailed examination, audit or arithmetic verification of the documentation submitted in accordance with Sections
5.1.4 or 5.1.5, ar other supporting data; to have made exltausl`ive or continuous on-site inspections; or to have made
examinations to ascertain how or for what purposes the Desilm-Builder has used amounts previously paid on account
of the Agreement. Such examinations, audits and verifications, ifrequired by the Owner, will be performed by the
Owner's accountants acting ui the sole interest of the Owner.
§ 5.1.7 Except with the Owner's prior approval, the Design-Builder shall not make advance payments to suppliers for
materials or equipment which have not been delivered and stored at the site.
§ 5.2 PROGRESS PAYMENTS -STIPULATED SUM
§ 5.2.1 Applications for Paymentwhere the Contract Sum is based upon a Stipulated Sum shalt indicate the percentage
of completion of each portion of the Work as of the end of the period covered by the Application for Payment.
§ 5.2.2 Subject to other provisions of the Design-Build Documents, the amount of each progress payment: shall lie
computed as follows:
.1 Take chat portion of the Contract Sum properl}+ allocable to completed Wark as determined by
multiplying the percentage completion of each portion of the Work by the share of the Contract Sum
allocated to that portion of the Work in the schedule of values, less retainage of ten percent. (10%
on the ~'Vork, other than services provided by design professionals and other consultants retained
directly by the Design-Builder. Pending final dletermination of cost to the Owner of Changes hi th.e
Work, amounts not in dispute shall be included as provided in Section A.7.3.8 of Exhibit A, Term;. and
Conditions;
.2 Add that portion of the Contract Sum properly allocable to materials and equipment delivered ancE
suitably stored at the site for subsequent incorporation in the completed construction (or, if.approved in
advance by the Owner, suitably stored off the site at a location agreed upon in writing), less retainage
of :#en percent : { i0% .' );
.3 Subtract the aggregate of previous payments made by the Uvner; and
.4 Subtract amounts, if any, for which the Owner has withheld payment from or nullified an Application
for Payment as provided in Section A.9.5 afExhibit A, Tenns and Conditions.
§ 5.2.3 The progress payment amount determined in accordance with Section 5.2.2 shall be further modified under the
following circumstances:
.1 add, upon Substantial Completion of the Work;, a sum sufficient to increase the total payments to ithe
full amount ofthe Contract Sum, less such amounts as the Owner shall determine far incomplete ~V`otk,
retainage applicable to such work and unsettled claims; and
(Seciiofi t1.9 8.6 of Exhibit A, Terms and Condi'tlons requires release of applicable rrlainage upon
Substantial Completion of IYork tt~ith conse~rt c f surety, if arty.)
.2 add, if final completion of the \Vork is therea$er materially delayed through no faun of the
Design-Builder, any additional amounts payable in accordance with Section:A.9.10.3 of Exhibit A,,
Terms and Conditions.
§ 5.2.4 Reduction or linritation of retainage, if any, under Section 5.2.2 shall be as follows:
(If it Is iuterrde~l prior to Substantial Contpletiwr of the entire If'ork, to reduce or limit the retainage resulticrgfi•onrthc
percentages Inserted ht Sections 5.2.2.1 and 5.2.2.2 aboi~e, and this is not explained elselt~here i~r the Desig~r Build.
Docanrents, insert here pro>>isio~rs far such red:cction or linritcrtiort)
§ 5.3 PROGRESS PAYMENTS • COST OF THE WORK PLUS A FEE
§ 5.3.1 Where the Contract Sum is based upon the Cost of the Work plus a fee without a Guarartteed Maximum Plrice,
Applications for Payment shad show the Cost of the Work actually incurred by the Design-Builder through the en.d of
the period covered by the Application for Payment and for which Design-Builder has made or intends fo make actual
payment prior to the next Application for Payment.
A}A Document A14lT" - 2004. Copyright®2004 byThe American Institute of}U•chitacls. All rights reserved. b°t; ;(3i,It~tG; This r;tA` *~o; Mitt ani is nr~;(r:~:;cd f,4-
(3,i;, t:uhgright La.v.~ttit id'eE~iEu;lioital 7renties. ~!F:altl'af.tlLt+(i ia;?ioaiucilUil or i{isfriblttiml of 4tfs A{.~k'' E•~:+t=~iEits: {ti, car ;,iiy ;:+;r(icn of it, iT!ay i2suii lit
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16:40:53 on 1 il06J2008 under Order No.60874588t2_1 which expires on 08128/2010, and Is not for resale.
UsarNotes: (77847724401
§ 5.3.2 Subject to other provisions afthe Design-Build Documents, the amount of each progress payment shall be
computed as follows:
.1 Take the Cost of the Work as described in Exhibit B;
.2 Add the Design-Builder's Fee, less retainage o:f -ten percent ` ( 10 % ). The Design-Builder's l?ee
shall be computed upon the Cost of the Work described in the preceding Section 5.3.2.1 at the rate
stated in Section 4.3.2; or if the Design-Builder's Fee is stated as a fixed sum in that section, an amount
which bears the same ratio to that fixed-sum Fete as the Cost ofthe Work in the preceding section bears
to a reasonable estimate of the probable Cost crf the Work upon its completion;
.3 Subtract the aggregate of previous payments made by the Owner;
.4 Subtract the shortfall, if any, indicated by the Design-Builder in the documentation required by Section
5.1.4 or resulting from errors subsequently discovered by the Owner's accountants in such
documentation; and
.5 Subtract amounts, if any, for which the Owner has withheld or withdrawn a Certificate for Payment as
provided in the Section A.9.5 of Exhibit A, Terms and Conditions.
§ 5.3.3 Retainage in addition to the retainage stated at Section 5.3.2.2, if any, shall be as follows:
§ 5.3.4 Except with the Owner's prior approval, payments for the Work, other than for services provided by design
professionals and other consultants retained directly by the Dt:sign-Builder, shall be subject to retainage of not less
than ten percent (` 10 % ). The Owner and Design-Builder shall agree on a mutually acceptable procedure fc~r
review and approval of payments and retention far Contractors.
§ 5.4 PROGRESS PAYMENTS -COST OF THE WORK PLUS A FEE WITH A GUARANTEED MAXIMUM PRICE.
§ 5.4.1 Applications for Payment where the Contract Sum is based upon the Cost of the Work Plus a Fee with a.
Guaranteed Maximum Price shall show the percentage of completion of each portion of the Work as of the end of the
period covered by the Application for Payment. The percentage of completion shall be the lesser of (1) the percentage
of that portion of the 1'Vork which has actually been completed; or (2) the percentage obtained by dividing (a) the:
expense that has actually been incurred by the Design-Builder on account of that portion ofthe Work for which the
Design-Builder has made or intends to make actual payment prior to the next Application for Payment by (b) the share
of the Guaranteed Maxhnum Price allocated to that portion of the Work in the schedule of values.
§ 5.4.2 Subject to other provisions of the Design-Build Documents, the amount of each progress payment shall be
computed as follows:
.1 Take that portion of the Guaranteed Maximum Price properly allocable to completed Wark as
determined by multiplying the percentage of commplefion of each portion of the Work by the share of the
Guaranteed Maximum Price allocated to that portion of the Work in the schedule of values. Pending
final determination of cost to the O~vl;;er of changes in the Work, amounts not in dispute shall be ,
included as provided in Section A.7.3.8 of Exhibit A, Tenns and Conditions;
.2 Add that portion of the Guaranteed Maximum :Price properly allocable to materials and equipment
delivered and suitably stored at the site for subsequent incorporation in the Work, or if approved in
advance by the Owner, suitably stored offthe site at a Iocation agreed upon in writing;
_,. ,.
.3 Add the Design-Builder's Fee, less retainage o:f ten percent - ( l0 . % }. The Design-Builder's Fee
shall be computed upon the Cost of the Work described in the rivo preceding sections at the rate stated
in Section 4.4.2 or, if the Design-Builder's Fe<: is stated as a fixed sum in that section, shall be an
amount that bears the same ratio to that fixed-sum fee as the Cost of the Work in the rivo preceding
sections bears to a reasonable estimate of the prrobable Cost of the Work upon its completion;
.4 Subtract the aggregate of previous payments made by the Owner;
.5 Subtract the shortfall, if any, indicated by the Design-Builder in the documentation required by Secaion
5.1.4 to substantiate prior Applications for Payment, or resulting from errors.aubsequentlydlscovered
by the Owner's accountants iu such documentation; and
.6 Subtract amounts, if any, for which the Owner has withheld or nullified a Certificate for Pa}Rnent as
provided in Section A.9.5 of Exhibit A, Terms and Conditions.
§ 5.4.3 Except with The Owner's prior approval, payments for the Work, other than for services provided by design
professionals and other consultants retained directly by the Design-Builder, shalt be subject to retainage of not less
AIADocumant A141TM -2004. Copyright®2004 by The American Institute of Architects, Alf rlgAts reserved.:'dt,FirNFiE3:._ ifis 1=.1A" i'Oc?tNtt<3rif is prGtret?!['r3y
L,1.`.i, 4~)3)yri0ht L34t 1!1[3 llf lrl Rt::UOn.31 I fBAtl63, l.ltt lt!1titUiis5 L3 rC prOtE!;Oti!sl) Pf ill ti iif ltiiOfl Of It`I`s rSdA°' i;:af f!1 ilt:iY, i.i 814`f tSOriif?n Oi if, Yiffcj P?51l I1 t[5 7
::n`. crc; r-3vil and cf2ntiral lt..nol 1~ ., FTl r{j Ei':il tl<, ISI?:5^Eail lilt t0 till` 1i116if11lllll; LrI ,lit j~+?~s;B,t2 un~.~f !hn lea. This draft was produced byAlA SoftYrer6 at
(8:40:53 on 1 1106/2009 under Order No.8087459912_1 which e>~Ires on 08l28~r1010, and Is not for resale.
User Notes: (1784772440)
than ten percent ' { 19 % ). The Owner and Design-BuildE;r shall agree on a mutually acceptable procedure fir
review and approval of payments and retention for Contractors.
§ 5.5 FINAL PAYMENT
§ 5.5.1 Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the Owner to the
Design-Builder no later than 30 days afier the Design-Builder has fully performed the Design-Build Contract,
including the requirements in Section A.9.19 of Exhibit A, Terms and Conditions, except for the Design-Builder's
responsibility to correct non-conforming Work discovered after final payment or to satisfy athei requirements, if any,
which extend beyond final payment.
ARTICLE 6 DISPUTE RESOLUTION
§ 6.1 The parties appoint the following individual to serve as .a Neutral pursuant to Section A.4.2 of Exhibit A, Terms
and Conditions:
(hrsert the rranre, address and other irrjormatiorr of lire individual to ser•i+e as a Arerrh•al. If t/re par7ies do -rot select a
Aleuhal, them the provisions of SecHotr.I. X12.2 of Exhibit A, T'ernrs arrd Corrditlons, shall apply.)
§ 6.2 If the parties do not resolve their dispute through mediaition pursuant to Section A.4.3 of exhibit A, Terms and
Conditions, the method of binding dispute resolution shall be the following:
(If the pm•ties do Trot select a rrrethod of birrdJng dispute resolrNiorr, then the method of binding dispute resolutio~r shall
be by litigation irr a court of competent jra•isdictiort)
(Check one.)
[ X J Arbitration pursuant to Section A.4.4 of Exhibit A, Terms and Conditions -
[ j Litigation in a court of competent jurisdiction
[ l Other (Specify)
§ 6.3 AR8ITRATiON
§ 6.3.1 If Arbitration is selected by the parties as the method of binding dispute resolution, then any claim, dispute or
other matter in question arising out ofor related to this Agreetrtent shall be subject to arbitration as provided ui Se<;lion
A.4.4 of Exhibit A, Terms and Conditions.
ARTICLE 7 MISCELLANEOUS PROVISIONS
§ 7.1 The Architect, oH~er design professionals and consultants engaged by the Design-Builder;shall be persons or
entities duly licensed to practice their professions in the jurisdiction where the Project is located and are listed as
follows:
(Insert name, address, license number, relationship to Design-Builder and other irrfor•nratiort.)
Name and Address License Number Relationship to Other Information
Design-Builder
Long Architects, Ina
.14359. Architect
6465 Calder, Suite 2qb
Beaumont, Texas 77796
§ 7.2 Consultants, if any, engaged directly by the Owner, their professions and responsibilities are listed below:
(Lrsert nrnne, address, license number, if applicable, arrd responsibilities to 0lvner• arrd other it formation.)
Name and Address License Responsibilities to Other infonnalion
Number Owner
MDP Technical Services - :5-9943 MEP Engineer. ' `
P. O. Box 2348
,:._
Anahuac, Texas ''7751q
AIADocumentAl4tn-2004.Copyright®2004 by The AmericanEnstituteofArchitects.Allr[ghtsreaerved.b':=a{ti11a;'rlti~;;^ait 4hxauucittssprolcc%et?~=;
s) t r p is~ t+ a r Pnr1ln n n ttnri9l rr ~ 1 -:~. Ut1:=urhrti~erl tnl3,~ctu loot ni .1t tnriupe»+ of ir•if!A` [)aeon,«rt, of aitf ;?c,rti~rrt of .L nraf iceul, is
.,c,~..c; :r. ~': ain3 <<<.sui~at I sv Ir.tsr, .ut t ,;,II fxa pet,.=eattrd Fo tlv~ ~sv,....ssu rn t. miss, ~, ~;.;it;la tanrfr.r the la;v. This dfa$ Was produced byAlA isofhvate at 8
18:40:53 on 11!06/2009 under Order No.8087459912_1 which etcpires on 08128/2016, and Is not Tor resale.
User Notes: {1784772440)
§ 7.3 Separate contractors, if any, engaged directly by the Ovurter, their trades and responsibilities aze listed below:
Insert name, address, license nuntbel; if applicable, responsibilities to Owner and other information.)
Name and Address License Number Responsibilities Other information
to Owner
§ 7.4 The Owner's Designated Representative is:
(Insert name, address and other illforntatialr.)
Ross Blackketter, City ~tgineer ,
P, O. Box 1089. .
Port Arthur, Texas 77641-1089
§ 7.4.1 The Owner's Designated Representative identified above shall be authorized to act on the Owner's behalf with
respect to the Project.
§ 7.5 The Design-Builder's Designated Representative is:
{Insert Jrnnre, address a»d other' i~tfornlation.)
Philip B. Lang, President Long grcttitects, lnc.
6465;Calder,`Sti.ite 20G
Beaumont, Texas-17706
§ 7.5.1 The Design-Builder's Designated Representative identified above shall be authorized to act on the
Design-Builder's behalfwith respect to the Project.
§ 7.6 Neither the Owner's nor the Design-Builder's Designated Representative shall be changed without ten days
written notice to the other pazty.
§ 7.1 Other provisions:
§ 7.7.1 Where reference 'ts made in this Agreement to a provision of another Design-Build Document, the reference
refers to that provision as amended or supplemented by other provisions of the Design-Build Documents.
... ....... _.. ...
§ 7.7.2 Payments due and unpaid under the Design-Build Contract shall bear interest from the date payment is due at
the rate stated below, or in the absence thereof, at the legal rake prevailing from time to time at the place where file
Project is located.
(brsert rate of interest agreed :Jpolt, if al;9a)
( 6% ')per anllum
(Ustay Jmt~s and /•egrrrlenrents under the Federal Trutl: in LerJding ~Ict, similar state and local co/rsunrer crtedit Imss
and other regulntions at the Owwer's and Desggl:-Builder's principal places of business, the location of the Project
and elselrlrere may affect the validity of this provision. Legal advice should be obtained 1tith respect to deletions w•
JrrOd f CatiO71S, alyd also regarding requilemelrts such as 1t7•itten disclosures or }raivers.)
AIA Document A141TM - 2004. Copyright 02004 byThaAmarfcan Institute o-Arohitecls. All rights reserved. !A'At2FtttdL: This ;=.lA` [?ace!nri;,rs.la };i,~tr:etad ir;
u.<,;, C~it~yri;litE Le;,•r ,t,i 1.1E{n u:9tio;teti I reatiss. l~a3utttnu?.ii ,tair.:ztc~c4ic,n ar iiisti ilxltiOn ~~i 4i,t ; .4!~." I;i;en+;7r.-+;i; er slay r;o,ii.m of ;t. n+~rl ra3ui+ is;
~e•u; cirl rmd crii„last! teat, Ri+;;;, <r,~,; ;.iS! be pro~,:,,ied .., i;7i: nse~irnunt extent pa;siia~ aucf~x [h?; I.r: ~. This draft was produced hyAlAso(tware et 9
16:40:53 on 11108!2009 under Order No.8067459912_t which et~tres on 0812Gt20t0• and 3s not for relate.
Us°r Notes: (1784772440)
ARTICLE 8 ENUMERATION OF THE DESIGN-BUILD DOCUMENTS
§ 8.1 The Design-Build Documents, except for Modifications issued after execution of this Agreement, are
enumerated as follows:
§ 8.1.1 The Agreement is this executed edition of the Standal•d Form of Agreement Behveen Owner arld
Design-Builder, ATA Document A141-2004.
§ 8.1.2 The Supplementary and other Conditions of the Agreement, if any, are as follows:
(Either list applicable documents belolt~ or refer to an e.Tl7ibit attached to this Agreement.)
_ _ _. __ _ _
Title of the Supplementary arad .other Conditions exhibit:
(Table deleted) '
§ 8.1.3 The Project Criteria, including changes to the Project Criteria proposed by the Design-Builder, if any, acrd
accepted by the Owner, consist of the following:
(Either list applicable documents a-:d tlrei-• dates belrnt' o-• refer to a» ezl:ibit attached to this Agreement.}
,. -
,..
Title of the.Project Criteria exhibit: `
(Table deleted)
§ 8.1.4 The Design-Builder's Proposal, dated ,consists ~of the following:
(Either list applicable documents belrnr or refer to an exhibit attached to this Agreement.)
Title of the Design-Builder's Proposal:
§ 8.1.5 Amendments to the Design-Builder's Proposal, if any, are as follows:
(Either list applicable docuuments below ar refer to an exhibit attached to this Agreement.)
Title ofthe Amendments to Design-Builder's Proposal exhibit: .
§ 8.1.6 The Addenda, if any, areas follows:
(Either list applicable docuuments beloll' or refer to a-r erlribi! attached to this fIg-•eement.)
Title of the Addenda exhibit:
(Table deleted)
§ 8.1.7 Exhibit A, Terms and Conditions.
(If the parties ag-•ee to srrbstihrte terms acrd conditions other thmr those co-rtained in AIA Docunre-rt A141-2004,
Cxhibit A, Ternrs acrd Conditions, then identify such terms acid conditions acrd attach to this Ag»?entent as ~rhitiit r1.)
§ 8.1.8 Exhibit B, Determination of the Cost of the ~)Vork, if applicable.
(If the pa-7tes agree to substitute a method to determine the cost of the iI'ork other than tTrat contaitred in AIA
Document A 141-2004, L*'rhibit B, Determi-:atio-r of the Cost of the 11'ork, then ide-rt~ such other »rethod to determine
the cost of the li~ork and attach to this flgree-nent as ~ilubit i4. If the Contract Sunr Is a Stipulated Sum, then EYlribtt B
is -rot applicable.)
§ 8.1.9 Exhibit C, Insurance and Bonds, if applicable.
(Complete AIA DoctnnentA141-2004, Exhibit C, Insurance acrd Boards or indicate "not applicable.')
_ __
§ 8.1.10 Other documents, if any, farming part of the Design-Build Documents areas follows:
(Either list applicable documents belolt~ or refer to an exhibit atlaclted to this Agreement.}
`. Title of the Other Documents exhibit:
Exhibit "D" Scope of Work
Exhibit "E" Schedule of Values
AIADocumentA141T"-2004.Copyright®2004 try The Americanlnstituteol`Architects.Allrlghtsreserved.'e:r"tttiiii:4.: i15;sRt;l` f)oritn)entisprat~c.cas~:~=~
l1, $, Copyright L.=.:~ eJ)d hiCrr+}iaionH!'{re;xtie:;, Ur~dutttrrizrd rr:piotfuC#ion or iii=>tririuriun ni ir)islJk" Ro+?uQtunt: ~>I ~:1tYy Uiiiilpti .T( i:, nr::_~ restiit in .~Q
.,,., ~:ru+ti~dl and c~'sn)tnal pan, I}};;.:, ,»:rl ;e;li r)H CI~ECUt!'11 TU i(Iti Iti@riilnll~ii CStt911S J.liVciS(1a:--? liQGei tti£ its:'1. This dfa11 Was produced byA'fA sotlwete 8l
16:40:53 on 1110612009 under Order Na.8067459912_7 which expires on OSI:?812010, and is not for resale.
User Notes: (1764772440)
This Agreement entered into as of the day and year first written above.
OWNER (Signature)
Steve Fitzgibbons, City: Manager/
Dr. Alberti. Thigpen, Director,ofHuman Resources
and Director of Civil Service
(Printed name and title)
DESIGN-BUILDER (Sig~ratrrre)
Colin:Garrett, Vice-President/.
Philip B. Long, President
(Printed name and title) " ' "
AIA Document A141"' - 2004. Copyright®2004 by The American Institute o4Archftects. Ali rights reserved. !r7?:k~iitilG: ?irks r=a~i° f?c?iuuui;nt i~. k.r~;tc:c:.zc! €+y
Il,y, Cop,rigir! 1 as r:nd (ntArnaii!i?i?! lY~z.-ta:;, Uratatho;itf.'[i re~rc;lt!~Fir..n t,c lil9i(IE3ULIi}n ui SII! ?s?A'~ l•.ae;uittct~t, ur any ;!«et;nn uF et. m;'ty r>>suki iat ~~
.c!rre Ut111.in(I Ciilllt[50117c31H'tF35. i!(lit Yt?k) tx~ pra=_ecu~cK3 to I~ a mar:6num +sxicnt ;urs:$iie under ihu la:e. This draft Wes produced byAlA sotlwereat
16:40:53 on 11!06!2009 under Order No.8087459912_1 which expires on 08!2612010, end is not for resale.
User Notes: (1784772440)
Addifions and Deletions Report for
AIA DocUmenf A149~" - 2004
This Additions and Deletions Report, as defined on page 1 of Ehe associated document, reproduces below all text the author has
added to the standard form AIA document in order to complete it, as well as arty text the author may have added to or deieted from the
original A1A text. Added text is shown underlined. Deleted text is indicated with a horizontal tine through the original AlA text.
Note: This Additions and Detefions Report is provided for information purposes only and is not atcorporated.into orconstitute any part
of the associated AIA document. This Additions and Deletions Report and its associated document were gerierated simultaneously by
AIA software at 16:40:53 on 11/06/2008.
PAGE1
AGREEMENT made as of the twenty fast ' `-day of AtlgUSlt in the year of t\vo thousand nine
(In 11~w ds, i~rdicate day, month and 3+e~> :~ rear
(Name, legal-steers,-address and other information}
fe~For the following Project:
New Gym/Multi-purpose Buildin¢ for Citv ofl'art Arthur '. '
New g~n1 facility with locker rooms meeting areas, Addition~arkinlz and drives.
PAGE 2
C INSURANCE AND BONDS
D SCOPE OF WORK
E SCHEDULE OF VALUES
The Desien Builder res~londed to a City Request for Proposal and submitted a Statement of Oualifications which the
City has relied upon in enterini~ into_this agreement. The Desi;;rt Builder states that the Statement of Qualifications
AddJtions and >?eteRons Report for A!A Document A14t TM - 2004, Copyr>flht ®2004 byThe Amer[can Institute of Architects. Ai! rights reserved. EY,1(Zi;l; icy:
this i'~JA" Ci~r.wnenf Js' (,r+~tcctcil fiy U ~. C:qi>yrit(ft(t.:;,,; ;grid Intrm~.ian;J Trz:iiry, i.!n:,utiir>tizt:! ;t±pr:,?Fttr,(i~,n qr tE18FftF:El Sldli (.~i iii l:. f;IA t:OGtlillB(ff. 1
qr eny {l4iis;:rti •:,F it, rn:.; r~sii'r! in :c:~ese eteil ~i7t1 r.r,"rnJnq n:rtt~ FP:~S, :;ruJ ;~:iJJ Be I?ro?r-t:uia± i<, t;tr~ ~Yi::xiriwfn e~.teni lip?>=•it,ta und;:r t%ia Eavr_Thfsdraftwas
produced by AIA software at 16:40:53 on 11!06!2009 under Order No.806745ti912_1 which expires on Q8/26/2010, and Is not Tor resale.
User Notes: (1784772440)
which includes the description of the exp~'ience of the personnel their work experience and the capacity of the
corporation is true and correct The Desiggn Builder will be usiri ;_lieensed engineers and architects for this project as a
pazt of the Design Build team.
The Design Builder will coordinate with the City Engineer and will provide documentation, blue prints, and an
opportunity for work to be reviewed so that the City Engineer and his desit~rtees can act as the Owner's Representative
Cade.
PAGE 3
The commencement date will be faced in a Notice to Proceed by the City of Port Arthur.
Liquidated dantaies payable to the City of Port Arthur, shall be $500.00 per day.
§ 3.3 The Design-Builder shall achieve Substantial Completion of the Work not later than 330 days from the date of
commencement, or as follows:
{-f~ Cost of the Work Plus Design-Builder's Fee with a Guaranteed Maximum Price in accordance: with
Section 4.4 below.
PAGE 4
~ 4.2.1 The Stipulated Sum shall be (~--~~), subject to additions and deductions as provided in the Design-Build
Documents.
Description Units Price ($Or00) 0.00
Allowance Amount t$OAO~($ included {terns
~Ql _ . ; `:
...
$5000.00
Landscaping ,
§ 4.4.3.1 The sum of the, Cost of the ~'Vork and the Desigtt-Builder's Fee is guaranteed by the Design-Builder not to
exceed ($-0ne Million Four Hundred Thousand Doilazs and No/100 ($1 400 000.00 ), subject to additions and
deductions by changes in the Work as provided in the Design-Build Documents. Such maximum sum is referred to in
the Design-Build Documents as ttte Guaranteed Maximum Price. Costs which would cause the Guaranteed Maxitnum
Price to be exceeded shalt be paid by the Desigi-Builder without reimbursement by the Owner. .
PAGE 5
Description Units Price ~SOrOP) 0.00
Addalons sad Deletions Report for AIA Document A141 "' - 2004. Copnlght02004 by The American Institute of Architects. Aft rights reserYed.'i`I;utiti4G: 2
tp;r. ,zi,~'r>t;cu;~;r:nt ir_r;io[er.tec7 Icy f1 3. Cepydcsirt t..;vir ~.ixi'nEr?m«Hoit:>.f 'Fr.--:tQ2t,. Un~~~tit=sl It(>f! Il'p(cduc.ti ~tenf r}oss{~44ni ~n~'~+r~h!c I~u .•Thlsdrtattwas
e~, ang pax u. ~, .,r ;i, rri ay +r:~:.uR in s~evm~ i•f~•it gait crimirlitt p~nafdc~, and u~llt by tx.,c:ecaiied to t8c ni.~a.t.meun
produced by AIA software at 16:40:53 on 1 1!0612009 under Order No.8o67459912_i which expires on 0812&!2010, and fs not tot resale. (1784772440)
user Notes:
Allowance Amount ($8=80) included Items
0_00
I,andscapinf' ` X511100.00.
See Exhibit "D" Scope of V4jork
g 5.1,3 Provided that an Application for Payment is received not later than the Twenty-fifth day of month, the
Owner shall make payment to the Design-Builder not later than the Tenth' :day of the same month. If an
Application for Payment is received, by the Owner after the application date fixed above, payment shall be made try the
Owner not later than 1'hirt~ { 30 .) days after the Owner receives the Application for Payment.
PAGEfi
,1 Take that portion of the Contract Sum properly allocable to completed Work as determined by
multiplying the percentage completion of eac11 portion of the Work by the share of the Contract Sum
allocated to that portion of the Work in the schedule of values, less retainage of t~ercent . { ~
10% on the Work, other than services provided by design professionals and other consultants
retained directly by the Design-Builder. Pending final determination of cost to the Owner ofClanges in
the Work, amounts not in dispute shall be included as provided in Section A.7.3.8 of Exhibit A, Terms
and Conditions;
.2 Add that portion of the Contract Sum properly allocable to materials and equipment delivered and
suitably stored at the site for subsequent incorporation in the completed constructiati (or, ifapproved in
advance by the Owner, suitably stored offthe bite at a location agreed upon in writing), less retainage of
ten percent ' { 4/e}i0% '
PAGE 7
.2 Add the Design-Builder's Fee, less retainage of ten percent . ( x-10 % ,The Design-Builder''s Fee
shall be computed upon the Cost of the Work described in the preceding Section 5.3.2.1 at the rate
stated in Section 4.3.2; or if the Design-Builde:r's Fee is stated as a fixed sum in that section, an amount
which bears the same ratio to that fixed-sum F'ee as the Cost ofthe Work in the preceding section bears
to a reasonable estimate of the probable Cost of the Work upon its completion;
§ 5.3.4 Except with the Owner's prior approval, payments for the Work, other that, for services provided by design
professionals and other consultants retained directly by the Design-Builder, shall be subject to retainage of not less
than ten percent (~10 % .The Owner and Design-Builder shall agree on a mutually acceptable procedure for
review and approval of payments and retention for Contractors.
.3 Add the Design-Builder's Fee, less retainage of ten percent (:~i6}-10 % .The Design-Builder's Fee
shall be compu#ed upon the Cost of the Work. described h~ the t<vo preceding sections at the rate staled
iIi Section 4.4.2 or, if the Design-Builder's Fee is stated as a fixed sum in that section, shall be an
amount that bears the same ratio to that fixed-sum fee as the Cost of the Work in the two preceding
sections bears to a reasonable estimate of the probable Cost of the Work upon its completion;
§ 5.4,3 Except with the Owner's prior approval, payments fir the ~'Vork, other than for services provided by design
professionals and other consultants retained directly by the ]Design-Builder, shall be subject to retainage of not Less
Addttlons and Deletions #teporl for AEA Document A141 r" - 2004. CopyrightO2004 by TheAmerican Institute otAtchiteets. All rt8hta reservea.,!:~.:r;t;;, s:
fi,is i~lA""` t);;cur'r:er,t k, !?«)tr:*aq;i i;y U.9. C:r;pyri;~hf ~:, ~ a,irE Irtitr nr~liurrr: freatiee,. lina_~titi,I~s~'r11f±l;I'ircilrctlOn r)r riiatritautian ~;f iF,i, :11A' r~~'curueni. 3
or as+; :r~>rtin,+ r~i ir,,r~~ 7i,nli fi, ~.evere civil;+rx3 r, 1~nilhdt penal. a :, ::ortt :>~~N tr !)io<.F~A.ir:d L> t ! , lexifnt+m f=,Ti.^nt I r) ~~;ib6; „agar iha Icr:+. ThisdreftweS
produced byAIA software at 16:40:53 on 1 110 612 0 0 8 under Order No.808745~9912_1 which expires on 06!2612010, and Is not for resale. t1784772440}
User Notes:
than t__~ercent (~6}-10 % .The Owner and Design-Builder shal l agree on a mutually acceptable procedure for
review and approval of paytnents and retention for Conhactors.
PAGE 8
[ X ]Arbitration pursuant to Section A.4.4 of Exhibit A, Terms and Conditions
Long Architects, inc. 14350 Architect
6465 Calder, Suite 206
Beaamont, Texas 77706
"1'ed i3. HazD ` . tsl;s4x ~tru<xurat >;nelneer . -
P: O. Box 12548
_ .. .. .
Beau~uont, Texas :77726. `:
Title of the Proiect_Criteria exhibit:
~Itle Bate
Additions and Deletions Repon: for AIA Document A141^' -2004. Copyright®2004 by The American Institute of Architects. All rights reserved. ; rnth+;;?c:
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produced by AIA software at 18:40:53 on t 1108/2009 under Order No.8087459912 7 which expires on 0 812 8 /2 01 0, and Is not for resale. 1784772440)
UserTlotes:
Title of the Design-BuiIder's Proposal: `
Title of the Amendments ioDesign-Builder's Proposal exhiL~it: , ` `
Addtttons and pelettons Report for AIA Document A141TM - 2004. Copyright®2004 by7he Amartcan 1nslNute oiArchttects. AIE rights reserved, a'•1hiaR;JG:
nertt i+' r;rirtr*cied i~J tJ :>. t.agyriStiil t ~;r: t rut h;%::iri.;tio~t:*:I i rc-aties. t; ~=flts=iisat rat?r.,i:ueliart or riistrit3truon otisiti4..1A' E~%ucuia:;nt, b
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produced by AIA software at 16:40:53 on 11!0612009 under Order No.806745~8912_t whtcft expires on 68!26(2010, and Is not for resale. 1764772440}
User Notes:
Certification of Document's Authenticity
AIA Document D409T"' - 2003
I, Philip B. Long, A.LA., hereby certify, to the best of my knowledge, information and belief, that I created the
attached final document simultaneously with its associated Additions and Deletions Report and this certification at
14:02:34 on 11/06/2009 under Order No. 8067459912_1 from AIA Contract Documents software and that in
preparing the attached final document I made uo changes to tlhe original text of AIA Document A 141 T"' - 2004 -
Standard Form of Agreement Between Owner and Design-Builder, as published by the AIA in its software, other than
those additions altd deletions shown in the associated Additions and Deletions Report.
(Sighed)
(Title)
(Dated)
AIA Document D401 i° - 2003. Copyright ®1992 end 2003 by The American tnsGtute of Architects. All rights reserved. WARNING: This AIA~r Document is
protected by U.S. Copydght t.ew and tntematlonal Treaties. Unauthortxed reproduction or distribution of this AIA Document, or any portbn of h, may
result In severe civil and Crlminsl panaHles, and will be prosecuted to the maximum extent passlbk under the law. This document was produced by AIA
software at 14:02:34 on 11!06!2009 under Order No.8067459912 1 which expires on 08!2612010, and is not for resale.
UaerNotea: (894841189)
'i• - Document A141'" - 2004 Exhibit A
Terms and Conditions
for the following PROJECT:
(Nance and locatiar or address)
New Gym/ Multi-Purpose Building
for City of Port Arthur
THE OWNER:
(Paragr•apirs deleted)
(Marne nrrd location)
City of Port Arthur
P. O. Box 1089
Port Arthur, Texas 77641-1089
THE DESIGN•BUILDER:
{Paragraphs deleted)
{Nance and IocaNorr)
G & G Enterprises and Long Architects, Inc.
6354 Hwy 105 G465 Calder, Suite 206
Orange, Texas 77630 Beaumont, Texas 77706
ADDITIONS AND DELETIONS:
The author of this document has
added information needed for its
completion. The author may also
have revised the text of the original
AIA standard form. An Additions and
Deletions Report that notes added
information as well as revisions to the
standard form text is available from
the author and should be reviewed. A
vertical line in the left margin of this
document indicates where the author
has added necessary information
and where the author has added to or
deleted from the original AIA text.
This document has important legal
consequences. Consultation with an
attorney is encouraged with respect
to its completion or modification.
Consultation with an attorney is also
encouraged with respect to
professional licensing requirements
in the jurisdiction where the Project is
located.
Init. AIA Document A141 T"' - 2004 Exhibk A. Copyright A 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIAs Document is
protected by Ua3. Copydght Law and tntematlonat Trestles. UnauMor4adl reproduction or dietributton of this AIAs` Document, or any portion of ft, may
result In severe ctvll and crtmina! penalties, and wilt be prosecuted to the maximum extent poselble under the taw. This document was produced by AIA
l software at 17:23:57 on 09!0312009 under Order No.8087459912_i which expires on 08/26/2010, and is not for resale.
Uaer Notes:
(1684239457)
TABLE OF ARTICLES
A.1 GENERAL PROVISIONS
A.2 OWNER
A.3 DESIGN-BUILDER
A.4 DISPUTE RESOLUTION
A.5 AWARD OF CONTRACTS
A.8 CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS
A.7 CHANGES IN THE WORK
A.8 TIME
A.9 PAYMENTS AND COMPLETION
A.10 PROTECTION OF PERSONS AND PROPERTY
A.11 INSURANCE AND BONDS
A.12 UNCOVERING AND CORRECTION OF WORK
A.13 MISCELLANEOUS PROVISIONS
A.14 TERMINATION OR SUSPENSION OF THE DESIGN-BUILD CONTRACT
AIA Document A141 TM - 2004 Exhibit A. Copyright ®2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Document la
In ft. protected by U.B. Copyright Law and Inhmatlanal 7roatlea. Unauthorised naproductbn or distrfbutlon of this AtA° Document, or any portbn of It, may 2
rosult in severe civil and criminal penalties, and will be prosecuted to the imaxknum extent posslbta under the taw. This document was produced by AtA
f software at 17:23:57 on 09/03/2009 under Order No.8067459912_1 which e~irea on 08!26/2010, and is not ror resale.
UsarNotes: (1684239457)
ARTICLE A.1 GENERAL PROVISIONS
§ A.1.1 BASIC DEFINITIONS
§ A.1.1.1 THE DESIGN•BUILD DOCUMENTS
The Design-Build Documents are identified in Section 1.1 oi'the Agreement.
§ A.1.1.2 PROJECT CRITERIA
The Project Criteria are identified in Section 8.1.3 of the Agreement and may describe the character, scope,
relationships, forms, size and appearance of the Project, materials and systems and, in general, their quality levels,
performance standards, requirements or criteria, and major aauipment layouts.
§ A.1.1.3 ARCHITECT
The Architect is the person lawfully licensed to practice architecture or an entity lawfully practicing architecture
identified as such in the Agreement and having a direct contract with the Design-Builder to perform design services
for all or a portion of the Work, and is referred to throughout the Design-Build Documents as if singular in number.
The term "Architect" means the Architect or the Architect's authorized representative.
§ A.1.1.4 CONTRACTOR
A Contractor is a person or entity, other than the Architect, that has a direct contract with the Design-Builder to
perform all or a portion of the construction required in connection with the Work. The term "Contractor" is referred to
throughout the Design-Build Documents as if singular in nunnber and means a Contractor or an authorized
representative of the Contractor. The term "Contractor" does not include a separate contractor, as defined in Section
A.6.1.2, or subcontractors of a separate contractor.
§ A.1.1.5 SUBCONTRACTOR
A Subcontractor is a person or entity who has a direct contract with a Contractor to perform a portion of the
construction required in connection. with the Work at the site.. The term "Subcontractor" is referred to throughout the
Design-Build Documents as if singular in number and means a Subcontractor or an authorized representative of the
Subcontractor.
§ A.1.1.6THE WORK
The term "Work" means the design, construction and services required by the Design-Build Documents, whether
completed or partially completed, and includes all other labor, materials, equipment and services provided or to be
provided by the Design-Builder to fulfill the Design-Builder's obligations. ?he Work may constitute the whole or a
part of the Project.
§ A.1.1.7 THE PROJECT
The Project is the total design and construction of which the VVork performed under the Design-Build Documents may
be the whole or a part, and which may include design and construction by the Owner or by separate contractors.
§ A.1.1.8 NEUTRAL
The Neutral is the individual appointed by the parties to decide Claims and disputes pursuant to Section A.4.2.:1.
§ A.1.2 COMPLIANCE WITH APPLICABLE LAWS
§ A.1,2.1 If the Design-Builder believes that itnplemetttation of any instruction received from the Owner would cause
a violation of any applicable law, statute, ordinance, building. code, rule or regulation, the Design-Builder shall notify
the Owner in writing. Neither the Design-Builder nor any Contractor or Architect shall be obligated to perform any act
which they believe will violate any applicable law, ordinance:, rule or regulation.
§ A.1.2.2 T1te Design-Builder shall be entitled to rely on the completeness and accuracy of the information contained
in the Project Criteria, but not that such information complies with applicable laws, regulations and codes, which shall
be the obligation of the Design-Builder to determine. In the event that a specific requirement of the Project Criteria
conflicts with applicable laws, regulations and codes, the Design-Builder shall furnish 1Vork which complies with
such laws, regulations and codes. In such case, the Owner shall issue a Change Order to the Design-Builder unless the
Design-Builder recognized sash non-compliance prior to execution of this Agreement and failed to notify the Owner.
AIA Document A141 T" - 2004 Exhibit A. Copyright 612004 by The American Institute or Architects. All rights reserved. WARNING: This AIA` Document la
Init. proteatsd by U.B. Copyright Law and Intsmatbnal Tnatles. Unauthorized rsproduetlon or distribution of this AIA® Document, or any portion of lt, may
result In severe civil and erimfnal penalties, and vrlli ba prosoauted to the maximum extent posalbte under the law. This document was produced by AIA
software at 17:23:57 on 09/03/2009 under Order No.8087459912_1 which expires on 08!28!2010, end is not for resale.
UaerNotea: (1684239457)
§ A.1.3 CAPITALIZATION
§ A.1.3.1 Ternts capitalized in these Terms and Conditions include those which are (1) specifically defined, (2) the
titles of numbered articles and identified references to sections in the document, or (3) the titles of other documents
published by the American Institute of Architects.
§ A.1.41NTERPRETATION
§ A.1.4.1 In the interest of brevity, the Design-Build Docutttents frequently o»tit modifying words such as "all" and
"any" and articles such as "the" and "an," but the fact that a modifier or an article is absent from one statement. and
appears in another is not intended to affect the interpretation of either statement.
§ A.1.4.2 Unless otherwise stated in the Design-Build Documents, words which have well-known technical or
construction industry meanings are used in the Design-Builci Documents in accordance with such recognized
meanings.
§ A.1.5 EXECUTION OF THE DESIGN•BUILD DOCUMENTS
§ A.1.5.1 The Design-Build Documents shall be signed by the Owner and Design-Builder.
§ A.1.5.2 Execution of the Desiglt-Build Contract by the Design-Builder is a representation that the Design-Builder
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 Design-Build Documents.
§ A.1.6 OWNERSHIP AND USE OF DOCUMENTS AND ELECTRONIC DATA
§ A.1.6.1 Drawings, specifications, and other documents inclluding those in electronic form, prepared by the Architect
and filrnished by the Design-Builder are Instruments of Service. The Design-Builder, Design-Builder's Architect and
other providers of professional services individually shall retain all common law, statutory and other reserved rights,
including copyright in those Instruments of Services furnished by them. Drawings, specifications, and other
documents and materials and electronic data are furnished for use solely with respect to this Project.
Per Section 271.198 Local government code, The Design Buiild firm shall supply the City a record set of Construction
Documents for the project prepared as provided by Chapter 1001 Occupations Code.
§ A.1.6.2 Upon execution of the Design-Build Contract, the Design-Builder grants to the O+vner anon-exclusive
license to reproduce and use the instruments of Service solely in connection with the Project, including the Project's
further development by the Owner and others retained by thr, Owner for such purposes, provided that the Owner shall
comply +vith all obligations, including prompt payment of sums +v}ten due, under the Design-Build Documents.
Subject to the O+vner's compliance with such obligations, such license shall extend to those parties retained by the
O+vner for such purposes, including other design professionals. The Design-Builder shall obtain sintilarWon-exclusive
licenses from its design professionals, including the Architect. The O+vner shall not otherwise assign or transfer any
license herein to another party without prior written agreement of the Design-Builder. Any unauthorized reproduction
or use of the Instrurents of Service by the Owner or others shall be at the O+vner's sole risk and expense without
liability to the Design-Builder and its design professionals. Except as provided in Section A.1.6.4, termination of this
Agreement prior to completion of the Design-Builder's services to be performed under this Agreement shall terminate
this license.
§ A.1.6.3 Prior to any electronic exchange by the parties of the Instruments of Service or arty other documents or
materials to be provided by one party to the other, the O+vnt:~r and the Design-Builder shall agree in writing on the
specific conditions governing the format thereof, including any special limitations or licenses not otherwise provided
in the Design-Build Documents.
§ A.1.6.4 If this Agreement is terminated for any reason other than the default of the Owner, each of the
Design-Builder's design professionals, including the Architect, shall be contractually required to convey to the Owner
a Wort-exclusive license to use that design professional's Ins~h~ttments of Service for the completion, use and
maimenance of the Project, conditioned upon the Owner's written notice to that design professional of the Owner's
assumption of the Design-Builder's contractual duties and obligations to that design professional and paytneltt to that
design professional of all amounts due to that design professional and its consultants. Ifthe O+vner does not assume the
remaining duties and obligations of the Design-Builder to that design professional under this Agreement, then the
Owner shall indemnify and hold harmless that design professional from all claims and any expense, including legal
Inlt AIA Document A141 "' - 2004 Exhfbk A. Copyright O 2004 by The American Institute of Architects. All righla reserved~WARNING: This AIAe t3ocument !s
protested by U.S. Copyright Law and intemstbnal Treaties. Unauthortzed reproducU+on or dtstrtbution of this AIA Document, or any portbn of h, may
result In severe civil and crlminai penatttes, and wNl be prosecuted to the maxhnum extant passible under the law. This document was pn~duced by AIA
1 software at 17:23:57 on 09/03/2009 under Order No.8067459912_1 which e:q~ires on 08126!2010, and is not for resale.
UserNotea: (1684239457)
fees, which that design professional shat l thereafter incur by reason of the Owner's use of such Instruments of Service.
The Design-Builder shall incorporate the requirements of this Section A.1.6.4 in all agreements with its design
professionals.
§ A.1.6.5 Submission or distribution ofthe Design-Builder's documents to meet official regulatory requirements or for
similar purposes in connection with the Project is not to be construed as publication in derogation ofthe rights reserved
in Section A.1.6.1.
ARTICLE A.2 OWNER
§ A.2.1 GENERAL
§ A.2.1.1 The Owner is the person or entity identified as such in the Agreement and is referred to throughout the
Design-Build Documents as if singular in number. The ternv "Owner" means the Owner or the Owner's autha•ized
representative. The Owner shall designate in writing a representative who shall have express authority to bind the
Owner with respect to all Project matters requiring the Owner's approval or authorization. The Owner shall render
decisions in a timely manner and in accordance with the Design-Builder's schedule submitted to the Owner.
§ A.2.1.2 The Owner shall fitrnish to the Design-Builder within 1S days after receipt of a written request information
necessary and relevant for the Design-Builder to evaluate, give notice of or enforce mechanic's lien rights. Such
information shall include a correct statement of the record la:gal title to the property on which the Project is located,
usually referred to as the site, and the Owner's interest therein.
§ A.2.21NFORMATION AND SERVICES REQUIRED OF THE OWNER
§ A.2.2.1 Information or services required of the Owner by the Design-Build Documents shall be famished by file
Owner with reasonable promptness. Any other information .or services relevant to the Design-Builder's performance
of the 1Vork under the Owner's control shall be furnished by the Owner after receipt from the Design-Bui Ider of a
written request for such information or services.
§ A.2.2.2 The Owner shall be responsible to provide surveys., if not required by the Design-Build Documents to be
provided by the Design-Builder, describing physical characteristics, legal limitations, and utility locations for the site
of this Project, and a written legal description of the site. The surveys and legal information shall include, as
applicable, grades and lines of streets, alleys, pavements, and adjoining property and structures; adjacent drainage;
rights-of--way, restrictions, easements, encroachments, zoning, deed restriction, boundaries, and contours of the site;
locations, dimensions, and necessary data pertaining to existing buildings, other improvements and trees; and
information concerning available utility services and lines, both public and private, above and below grade, including
inverts and depths. All the information on the survey shall be referenced to a Project benchmark.
§ A.2.2.3 The Owner shall provide, to the extent available to the Owner and if not required by the Design-Build
Documents to be provided by the Design-Builder, the results and reports of prior tests, inspections or investigations
conducted for the Project involving structural or mechanical systems, chemical, air and water pollution, hazardous
materials or environmental and subsurface conditions and information regarding the presence of pollutants at the
Project site.
§ A.2.2.4 The Owner (nay obtain independent review of the Design-Builder's design, construction and other
documents by a separate architect, engineer, acid contractor or cost estimator under contract to or employed by the
Owner. Such independent review shall be undertaken at the Owner's expense in a timely manner and shall not delay
the orderly progress of the Nork.
§ A.2.2.5 The Owner shall cooperate with the Design-Builder in securing building and other permits, licenses and
inspections. The Owner shall not be required to pay the fees for such permits, licenses and inspections unless the cost
of such fees is excluded from the responsibility of the Design-Builder under file Design-Build Documents.
§ A.2.2.6 The services, information, surveys and reports required to be provided by the Owner under Section A.2.2,
shall be furnished at the Owner's expense, and the Design-Builder shall be entitled to rely upon the accuracy and
completeness thereof, except as otherwise specifically provided in the Design-Build Documents or to the extent the
O+vner advises the Design-Builder to the contrary in writing;.
AIA Document A141 TM - 2(104 Exhlbft A. Copyright ®2004 by The Americain Institute of Architects. All fights reserved. WARNINGS: Thia AiA` Document la
Init. protected by U.S. Copyright Law and 4ntemaUonal Treaties. Unauthorized reproduction or diatrlbuUon of Chia AIAe Document, or any porlbn of tt, may 5
reautt In seven civil and c-Iminal pemklaa, and will ba prosecuted to the maximum extent poaelble under the law. This document waa produced by AIA
~ soPhvare at 17:23:57 on 09/0312009 under Order No.8087459912_1 whkh e~gNres on 0 812 8/2 01 0, end Ice not for resale.
UaerNotes: (1884239457)
§ A.2.2.7 If the Otmer observes or otherwise becomes awart: of a fault or defect in the Work ornon-conformity with
the Design-Build Documents, the Omer shall give prompt txritten notice thereof to the Design-Builder.
§ A.2.2.8 The Omer shall, at the request of the Design-Builder, prior to execution of the Design-Build Contract and
promptly upon request thereaRer, furnish to the Design-Builder reasonable evidence that financial arrangements have
been made to fulfill the O~mer's obligations under the Design-Build Documents.
§ A.2.2.9 The Omer shall communicate through the Design~~Builder with persons or entities employed or retained by
the Design-Builder, unless otherwise directed by the Design-Builder.
§ A.2.2.10 The Omer shall furnish the services of geotecltnical engineers or other consultants, if not required 1>y the
Design-Build Documents to be provided by the Design-Builder, for subsoil, air and tivater conditions when such
services are deemed reasonably necessary by the Design-Builder to properly carry out the design services provided by
the Design-Builder and the Design-Builder's Architect. Such services may include, but are not limited to, test borings,
test pits, determinations of soil bearing values, percolation tests, evaluations of hazardous materials, ground corrosion
and resistivity tests, and necessary operations for anticipating subsoil conditions. The services of geotechnical
engineer(s) or other consultants shall include preparation and submission of all appropriate reports and professional
recommendations.
§ A.2.2.11 The Omer shall promptly obtain easements, zoning variances, and legal authorizations regarding site
utilization where essential to the execution of the O~mer's program.
§ A.2.3 OWNER REVIEW AND INSPECTION
§ A.1.3.1 The Omer shall review and approve or take other appropriate action upon the Design-Builder's submittals,
including but not limited to design and construction documents, required by the Design-Build Documents, but only for
the limited purpose of checking for conformance with information given and the design concept expressed in the
Design-Build Documents. The O~mer's action shall be taken with such reasonable promptness as to cause no delay in
the Work or in the activities of the Design-Builder or separate contractors. Review of such submittals is not conducted
for the purpose of determining the accuracy and completeness of other details, such as dimensions and quantities, or
for substantiating instructions for installation or perforntance of equipment or systems, all of which remain the
responsibility of the Design-Builder as required by the Design-Build Documents.
§ A.2.3.2 Upon review of the design documents, construction documents, or other submittals required by the
Design-Build Documents, the Omer shall take one of the following actions:
.1 Determine that the documents or submittals are in conformance with the Design-Build Documents and
approve them.
.2 Determine that the documents or submittals are in conformance with the Design-Build Documents but
request changes in the documents or submittals which shall be implemented by a Change in the dVork.
.3 Determine that the documents or submittals are not inconformity with the Design-Build Documents
and reject them.
.4 Determine that the documents or submittals are not in conformity with the Design-Build Documents,
but accept them by implementing a C}tange in the Work.
.5 Determine that the documents or submittals ane not inconformity with the Design-Build Documents,
but accept them and request changes in the documents or submittals which shall be implemented by a
Change in the Work.
§ A,2.3.3 The Design-Builder shall submit to the Owner for the O~mer's approval, pursuant to Section A.2.3.1, any
proposed change or deviation to previously approved docutnettts or submittals. The Otmer shall review each proposed
change or deviation to previously approved documents or su6~mittals which the Design-Builder submits to the Omer
for the O~mer's approval with reasonable promptness in accordance with Section A.2.3.1 and shall make one of the
determinations described in Section A.2.3.2.
§ A.2.3.4 Notwithstanding the O~mer's responsibility under Section A.2.3.2, the O~mer's review and approval of the
Design-Builder's documents or submittals shall not relieve the Design-Builder of responsibility for compliance with
the Design-Build Documents unless a) the Design-Builder has notified the Omer in writing of the deviatiatt prior to
approval by the Omer or, b) the Omer has approved a Change in the Work reflecting any deviations from the
requirements of the Design-Build Documents.
Inlt. AIA Document A141 "' - 2004 ExhlbR A. Copyri8ht O 2004 by The American Institute of Architects. All rtghta reserved. WARNING: Thts AIA14 Document la
protected by U.S. CopyNpht t.aw and Intamatbnal TrsrUes. Unauthotlzed inaproducHon or dtstributton of this AIAa Document, or any portion of tt, may
neutt in severo civil and crlminal prMtttea, and will be prosecuted to the maximum extent poeatbte underthe taw. This document was produced byAlA
) software at 17:23:57 on 09/03/2009 under Order No.8067458912_1 which e~ires on 08/28/2010, end Is not for resale.
UaerNotee: (1684239457)
§ A.2.3.5 Tate Otmer may visit the site to keep informed about the progress and quality of the portion of the Work
completed. However, the Omer shall not be required to rnake exhaustive or continuous on-site inspections to check
the quality or quantity ofthe \Vork. Visits by the Omer shall not be construed to create an obligation on the part of the
O~wter to make on-site inspections to check the quantity or quality of the Work. The Omer shall neither have control
over or charge of, nor be responsible for, the construction rnea;ns, methods, techniques, sequences or procedures, or for
fire safety precautions and programs in connection wish the \Vork, since these are solely the Design-Builder's rights
and responsibilities under the Design-Build Documents, except as provided in Section A.3.3.7.
§ A.2.3.6 The Omer shall not be responsible for fire Design-Builder's failure to perform the \Vork in accordance with
the requirements of the Design-Build Docutents. The Otmer• shall not have control over or charge of and will not be
responsible for acts or omissions of the Design-Builder, Architect, Contractors, or their agents or employees, or any
other persons or entities performing portions of the Work for the Design-Builder.
§ A.2.3.7 The Omer may reject Work that does not conform to the Design-Build Documents. Whenever the Ocmer
considers it necessary or advisable, the Omer shall have authority to require inspection or testing of the \Vork in
accordance with Section A.13.5.2, whether or not such Work is fabricated, installed or completed. However, neither
this authority of the Omer nor a decision made in good faith either to exercise or not to exercise such authority shall
give rise to a duty or responsibility of the Omer to the Design-Builder, the Architect, Contractors, material and
equipment suppliers, their agents or employees, or other persons or entities performing portions of the Work.
§ A.2.3.8 The Omer rttay appoint an on-site project representative to observe the \Vork and to have strclt other
responsibilities as the Oimer and the Design-Builder agree to in writing.
§ A.2.3.9 The Omer shall conduct inspections to determine the date or dates of Substantial Completion and the date of
final cotnpletiort.
§ A.2.4 OWNER'S RIGHT TO STOP WORK
§ A.2.4.1 if the Design-Builder fails to correct Work which is not in accordance with the requirements of the
Design-Build Documents as required by Section A.12.2 or persistently fails to carry out Work in accordance with the
Design-Build Documents, the Owner may issue a written order to the Design-Builder to stop the \Vork, or any portion
thereof, anti I the cause for such order has been eliminated; however, the right of the Omer to stop the \Vork shall not
give rise to a duty on rite part ofthe Owner to exercise this right for the benefit of the Design-Builder or any other
person or entity, except to the extent required by Section A.6.1.3.
§ A.2.5 OWNER'S RIGHT TO CARRY OUT THE WORK
§ A.2.5.i If the Design-Builder defaults or neglects to carry out the Work in accordance with the Design-Build
Documents and fails within aseven-day period after receipt of written notice from the Omer to comrnettce anti
continue correction of such default or neglect with diligence .and promptness, the Omer may after such seven-day
period give the Design-Builder a second written notice to correct such deficiencies within athree-day period. If the
Design-Builder within such three-day period after receipt of st-ch second notice fails to cotnrnence and continue to
correct any deficiencies, the Owner may, without prejudice to other remedies the Otimer may have, correct such
deficiencies. In such case, an appropriate Change Order shall be issued deducting front payments then or thereafter
due fire Design-Builder the reasonable cost of correcting such deficiencies. If payments due the Design-Builder are not
sufficient to cover such amounts, the Design-Builder shall pay the difference to the Otmer.
ARTICLE A.3 DESIGN•BUILDER
§ A.3.1 GENERAL
§ A.3.1.1 The Design-Builder is the person or entity identified as such in the Agreement and is referred to throughout
the Design-Build Documents as if singular in number. The )J~esign-Builder may be an architect or other design
professional, a construction contractor, a real estate developer or any other person or entity legally permitted to do
business as adesign-builder in the location where the Project: is located. The term "Design-Builder" means the
Design-Builder or the Design-Builder's authorized representative. The Design-Builder's representative is authorized
to act at the Design-Builder's behalfwith respect to the Project.
§ A,3.1.2 The Design-Builder shall perform the Work in accordance with the Design-Build Documents.
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§ A.3.2 DESIGN SERVICES AND RESPONSIBILITIES
§ A.3.2.1 When applicable lativ requires that services be performed by licensed professionals, the Design-Builder shall
provide those services through the performance of qualified persons or entities duly licensed to practice their
professions. The Owner understands and agrees that the servir-es performed by the Design-Builder's Architect and the
Design-Builder's other design professionals and consultants are undertaken and perforned in the sole interest of and
for the exclusive benefit of the Design-Builder,
§ A.3.2.2 The agreements behveen the Design-Builder and Architect or other design professionals identified in the
Agreement, and in any subsequent Modifications, shall be in writing. These agreements, including services and
financial arrangements with respect to this Project, shall be promptly and fully disclosed to the Owner upon the
Owner's written request.
§ A.3.2.3 The Design-Builder shall be responsible to the Otvn~er for acts and omissions of the Design-Builder's
employees, Architect, Contractors, Subcontractors and their agents and employees, and other persons or entities,
including the Architect and other design professionals, performing any portion of the Desi®1-Builder's obligatilms
under the Design-Build Documents.
§ A.3.2.4The Design-Builder shall carefully study and compare the Design-Build Documents, materials and other
information provided by the Owner pursuant to Section A.2.2,, shall take field measurements of any existing
conditions related to the Work, shall observe any conditions ad the site affecting the Work, and report promptly to the
Owner any errors, inconsistencies or omissions discovered.
§ A.3.2.5 The Design-Builder shat! provide to the Owner for Chvner's a7itten approve) design documents sufficient to
establish the size, quality and character of the Project; its architectural, structural, mechanical and electrical systems;
and the materials and such other elements of the Project to the extent required by the Design-Build Documents.
Deviations, if any, from the Design-Build Documents shall bc; disclosed in writing.
§ A.3.2.6 Upon the Owner's written approval of the design documents submitted by the Design-Builder, the
Design-Builder shall provide construction documents for review and written approval by the Owner. The construction
documents shall set forth in detail. the requirements for construction of the Project. The construction documents shall
include drawings and specifications that establish the quality levels of materials and systems required. Deviations, if
any, from the Design•Build Documents shall be disclosed in writing. Constntetion documents may include dra~l7ngs,
specifications, and other documents and electronic data setting forth in detail the requirements for constntction of the
Work, and shall:
.1 be consistent with the approved design documents;
.2 provide information for the use of those in the building trades; and
.3 include documents customarily required for regulatory agency approvals.
§ A.3.2.7 The Design-Builder shat l meet with the Owner periodically to review progress of the design and construction
documents.
§ A.3.2.8 Upon the O~vtler's written approval of construction documents, the Design-Builder, with the assistance of
the Owner, shall prepare and file documents required to obtain necessary approvals of governmental authorities
having jurisdiction over the Project.
§ A.3.2.9 The Design-Builder shall obtain from each of the Design-Builder's professionals and furnish to the Owner
certifications with respect to the documents and services provided by such professionals (a) that, to the best of their
knowledge, information and belief, the documents or services to which such certifications relate (i) are consistent with
the Project Criteria set forth in the Design-Build Documents, except to the extent specifically identified in such
certificate, (ii) comply with applicable professional practice s¢andards, and (iii) comply with applicable laws,
ordinances, codes, rules and regulations governing the design of the Project; and (b) that the Owner and its consultants
shall be entitled to rely upon the accuracy of the representations and statements contained in such certifications.
§ A.3.2.10 if the Owner requests the Design-Builder, the Architect or the Design-Builder's other design professionals
to execute certificates other than those required by Section A.?1,2.9, the proposed language of such certificates shall be
submitted to the Design-Builder, or the Architect and such design professionals through the Design-Builder, for
review and negotiation at least 14 days prior to the requested .dates of execution. Neither the Design-Builder, the
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protected ny U.a. Capyrlght Law and Intemstbnal Trestles. Unautriortzad reproduction or distribution o! this AIA° Oocumant, or any portbn of R, may
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Architect nor such other design professionals shall be required to execute certificates that would require knowledge,
services or responsibilities beyond the scope of their respecl:ive agreeillents with the Owner or Design-Builder.
§ A.3.3 CONSTRUCTION
§ A.3.3.1 The Design-Builder shall perform no construction Work prior to the Owner's review and approval of the
construction documents. The Design-Builder shall perform no portion of the Work for which the Design-Build
Documents require the Owner's review of submittals, such as Shop Drawings, Product Data and Samples, until the
Owner has approved each submittal.
§ A.3.3.2 The construction Work shall be in accordance with approved submittals, except that the Design-Builder shall
not be relieved of responsibility for deviations from requirements of the Design-Build Documents by the Owner's
approval of design and construction documents or other submittals such as Shop Drawings, Product Data, Samples or
other submittals unless the Design-Builder has specifically informed the Owner in writing of such deviation at the time
of submittal and (1) the Owner has given written approval to the specific deviation as a minor change in the Work, or
(2) a Change Order or Construction Change Directive has been issued authorizing the deviation.l7~e Design-Builder
shall not be relieved of responsibility for errors or omissions in design and construction documents or other submittals
such as Shop Drawings, Product Data, Samples or other submittals by the Owner's approval thereof.
§ A.3.3.3 The Design-Builder shall direct specific attention, tin writing or on resubmitted design and construction
documents or other submittals such as Shop Drawings, Product Data, Samples or similar submittals, to revisions other
than those requested by the Owner on previous submittals. in the absence of such written notice, the Owner's approval
of a resubmission shall not apply to such revisions.
§ A.3.3.4 When the Design-Build Documents require that a (:ontractor provide professional design services or
certifications related to systems, materials or equipment, or when the Design-Builder in its discretion provides such
design services or certifications through a Contractor, the Design-Builder shalt cause professional design services or
certifications to be provided by a properly licensed design professional, whose signature and seal shall appear on all
drawings, calculations, specifications, certifications, Shop Drawings and other submittals prepared by such
professional. Shop Drawings and other submittals related to the tiVork designed or certified by such professionals, if
prepared by others, shall bear such design professional's written approval. The Owner shall be entitled to rely upon the
adequacy, accuracy and completeness of the services, certifications or approvals performed by such design
professionals.
§ A.3.3.5 The Design-$itilder shall be solely responsible for and have control over all construction means, methods,
techniques, sequences and procedures and for coordinating all portions of the Work under the Design-Build
Documents.
§ A.3.3.6 The Design-Builder shall keep the Owner informed. of the progress and quality of the Work.
§ A.3.3.7 The Design-Builder shall be responsible for the supervision and direction of the Work, using the
Design-Builder's best skill and attention. If the Design-Build. Documents give specific instructions concerning
construction means, methods, techniques, sequences or procedures, the Design-Builder shall evaluate the jobsite
safety thereof and, except as stated below, shall be fully and solely responsible for the jobsite safety of such means,
methods, techniques, sequences or procedures. if the Design-Builder determines that such means, methods,
techniques, sequences or procedures may not be safe, the Design-Builder shall give timely written notice to the Omer
and shall not proceed with that portion of the Work without further written instructiots from the Owner. If the
Design-Builder is then instructed to proceed with the requirer3 means, methods, techniques, sequences or procedures
without acceptance of changes proposed by the Design-Builder, the Owner shall be solely responsible for any
resulting loss or damage.
§ A.3.3.8 The Design-Builder shall be responsible for inspection of portions of Work already performed to determine
that such portions are in proper condition to receive subsequent Work.
§ A.3.4 LABOR AND MATERIALS
§ A.3.4.1 Unless otherwise provided in the Design-Build Documents, the Design-Builder shall provide or cause to be
provided and shall pay for design services, labor, materials, equipment, tools, construction equipment and machinery,
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protected by U.3. Copyright Law and intematlona{ Treatks. Uneuthortted reproduction or dlatrlbution of this AtA'r Document, or any portbn of tt, may 9
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~ software at 17:23:57 on 09!0312009 under Order No.8087459912_t which expiires on 08!2612010, and is not for resale.
User Notea: .(1684239457)
water, (teat, 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.
§ A.3.4.2 When a material is specified in the Design-Build C-ocuments, the Design-Builder may make substitutions
only with the consent of the Owner and, if appropriate, in accordance with a Change Order.
§ A.3.4.3 The Design-Builder shall enforce strict discipline and good order among the Design-Builder's employees
and other persons carrying out the Design-Build Contract. The Design-Builder shall not permit employment of unfit
persons or persons not skilled in tasks assigned to them.
§ A.3.5 WARRANTY
§ A.3.5.1 The Design-Builder warrants to the Owner that materials and equipment furnished under the Design-Build
Documents will be of good quality and new unless otherwise required or permitted by the Design-Build Documents,
that the Work will be free from defects not inherent in the quality required or permitted by law or otherwise, and that
the Work will conform to the requirements of the Design-Build Documents. 1Vork not conforming to these
requirements, including substitutions not properly approved and authorized, may be considered defective. The
Design-Builder's warranty excludes remedy for damage or defect caused by abuse, modifications not executed by the
Design-Builder, improper or insufficient maintenance, improper operation, or normal wear and tear and normal usage.
If required by the Owner, the Design-Builder shall furnish satisfactory evidence as to the kind and quality of materials
and equipment.
The Design Builder ~varcants to the Owner, for a period of one: year, all work done under the design build project to be
free from faulty materials in every particular and free from unproper workmanship, and against injury from proper
and usual wear and agrees to replace or re-execute without cost to the City such work as may be found to be improper
or imperfect and to make good all damages caused to other vvork or materials, due to such required replacement or
re-execution.
§ A.3.8 TAXES
§ A.3.8.1 The Design-Builder shall pay all sales, consumer, u:se and similar taxes for the Work provided by the
Design-Builder which had been legally enacted on the date o1'the Agreement, whether or trot yet effective or merely
scheduled to go into effect.
§ A.3.7 PERMITS, FEES AND NOTICES
§ A.3.7.1 The Design-Builder shall secure and pay for building and other permits and governmental fees, licenses and
inspections necessary for the proper execution and completion of the Work which are customarily secured after
execution of the Design-Build Contract and which were legallly required on the date the Owner accepted the
Design-Builder's proposal.
§ A.3.7.2 The Design-Builder shall comply with and give notices required by laws, ordinances, rules, regulations and
lawful orders of public authorities relating to the Project.
§ A.3.7.3 It is the Design-Builder's responsibility to ascertain that the \Vork is in accordance with applicable lativs,
ordinances, codes, rules and regulations.
§ A.3.7.41f the Design-Builder performs Work contrary to applicable laws, ordinances, codes, rules and regulations,
the Design-Builder shall asstune responsibility for such \Vork and shall bear the costs attributable to correction.
§ A.3.8 ALLOWANCES
§ A.3.8.1 The Design-Builder shall include in the Contract Sunn all allowances stated in the Design-Build Documents.
Items covered by allowances shall be supplied for such amounts and by such persons or entities as the Owner may
direct, but the Design-Builder shall not be required to employ persons or entities to which the Design-Builder has
reasonable objection.
§ A.3.8.2 Unless otherwise provided in the Design-Build Documents:
.1 allowances shall cover tits cost to the Design-Builder of materials and equipment delivered at the site
and all required taxes, less applicable trade discounts;
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.2 Design-Builder's costs for unloading and Itaridling at the site, labor, installation costs, overhead, profit
and other expenses contemplated for stated allowance amounts shall be included in t}te Contract Sum
but not in the allowances; and
.3 whenever costs are more than or less than allowances, the Contract Sum shall be adjusted accordingly
by Change Order. The amount of the Change Order shall reflect (1) the difference between actual costs
and the allowances under Section A.3.8.2.1 and (2) changes in Design-Builder's costs under Section
A.3.8.2.2.
§ A.3.8.3 Materials and equipment under an allowance shall be selected by the Owner in sufficient time to avoid delay
in the \Vork.
§ A.3.9 DESIGN•BUILDER'S SCHEDULE
§ A.3.9.1 'The Design-Builder, promptly after execution of the Design-Build Contract, shall prepare and submit for the
Owner's information the Design-Builder's schedule for the Work. The schedule shall not exceed time limits and shall
be in such detail as required under the Design-Build Documents, shall be revised at appropriate intervals as required
by the conditions of the Work and Project, shall be related to the entire Project to the extent required by the
Design-Build Docutents, shall provide for expeditious and practicable execution of the Work and shat( include
allowances for periods of time required for the Owner's review and for approval ofsubmissions by authorities having
jurisdiction over the Project.
§ A.3.9.2 The Design-Builder shall prepare and keep current a schedule of submittals required by the Design-Build
Documents.
§ A.3.9.3 The Design-Builder shall perform the 1Vork in gent:ral accordance with the most recent schedules submitted
to the Owner.
§ A.3.10 DOCUMENTS AND SAMPLES AT THE SITE
§ A.3.10.1 The Design-Builder shall maintain at the site for the Owner one record copy ofthe drawings, specifications,
addenda, Change Orders and other Modifications, in good order and marked currently to record field changes and
selections made during construction, and one record copy of approved Shop Drawings, Product Data, Samples and
similar required submittals. These shall be delivered to the Chvner upon completion of the Work.
§ A.3.11 SHOP DRAWINGS, PRODUCT DATA AND SAMPLES
§ A.3.11.1 Shop Drawings are drawings, diagrams, schedules/ and other data specially prepared for the Work by the
Design-Builder or a Contractor, Subcontractor, manufacturer, supplier or distributor to illustrate some portion of the
1Vork.
§ A.3.11.2 Product Data are illustrations, standard schedules, performance charts, instructions, brochures, diagrams
and other information furnished by the Design-Builder to illustrate materials or equipment for some portion of the
Work.
§ A.3.11.3 Samples are physical examples that illustrate materials, equipment or workmanship and establish standards
by which the Work will be judged.
§ A.3.11.4 Shop Drawings, Product Data, Samples and similar submittals are not Design-Build Documents. The
purpose of their submittal is to demonstrate for those portions of the Work for which submittals aze required by the
Design-Build Documents the way by which the Design-Builder proposes to conform to the Design-Build Documents.
§ A.3.11.5 The Design-Builder shall review for compliance with the Design-Build Documents and approve and submit
to the Uvner only those Shop Drawings, Product Data, Saml-les and similar submittals required by the Design-Build
Documents with reasonable promptness and in such sequence as to cause no delay in the 1Vork or in the activities of
the Owner or of separate contractors.
§ A.3.11.6 By approving and submitting Shop Drawings, Product Data, Samples and similar submittals, the
Design-Builder represents that the Design-Builder has determined and verified materials, field measurements and
field construction criteria related thereto, or will do so, and h;as checked and coordinated the information contained
wit}1in such submittals with the requirements of the Work anti of the Design-Build Documents.
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§ A.3.12 USE OF SITE
§ A.3.12.1 The Design-Builder shall confine operations at the site to areas permitted bylaw, ordinances, permits and
the Design-Build Documents, and shall not unreasonably encumber the site with materials or equipment.
§ A.3.13 CUTTING AND PATCHING
§ A.3.13.1 The Design-Builder shall be responsible for cutting, fitting or patching required to complete the Work or to
make its pans fit together properly.
§ A.3.13.2 The Design-Builder shall not damage or endanger a portion of the Work or fully or partially completed
construction of the Owner or separate contractors by cutting, patching or otherwise altering such construction or by
excavation. The Design-Builder shall not ctrl or otherwise alter such construction by the Owner or a separate
contractor except with written consent of the Owner and of such separate contractor; such consent shall not be
ulreasonably withheld. The Design-Builder shall not unreasonably withhold from the Owner or a separate contractor
the Design-Builder's consent to cutting or otherwise altering; the Work.
§ A.3.14 CLEANING UP
§ A.3.14.1 The Design-Builder shall keep the premises and surrounding area free from accumulation of waste
materials or rubbish caused by operations under the Design-Build Contract. At completion of the Work, the
Design-Builder shall remove from and about the Project waste materials, rubbish, the Design-Builder's tools,
construction equipment, machinery and surplus materials.
§ A.3.14.2 If the Design-Builder fails to clean up as provided in the Design-Build Documents, the Owner may do so
and the cost thereof shall be charged to the Design-Builder.
§ A.3.15 ACCESS TO WORK
§ A.3.15.1 The Design-Builder shall provide the Owner access to the Work in preparation and progress wherever
located.
§ A.3.16 ROYALTIES, PATENTS AND COPYRIGHTS
§ A,3.16.1 The Design-Builder shall pay all royalties and license fees. The Design-Builder shall defend suits or claims
for infringement of copyrights and patent rights and shall hold the Owner harmless from loss on account thereof, but
shall not be responsible for such defense or loss when a particular design, processor product of a particular
manufacturer or manufacturers i required or where the copyright violations are contained in drawings, specifications
or other documents prepared by or furnished to the Design-Builder by the Owner. However, if the Design-Builder has
reason to believe that the required design, process or product is an infringement of a copyright or a patent, the
Design-Builder shall be responsible for such loss unless such information is promptly fitrnished to the Owner.
§ A.3.171NDEMNIFICATION
§ A.3.17.1 To the fullest extent permitted bylaw, the Design-Builder shall indemnify and hold harmless the O~~mer,
Owner'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, azising out of or resulting from performance of the Work,
provided that such claim, damage, loss or expense is attributable to bodily injury, sickness, disease or death or to injury
to or destruction of tangible property other than the Work itself, but only to the extent caused by t11e negligent acts or
omissions of the Design-Builder, Architect, a 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 indetrulified hereunder. Such obligation shall not be construed to negate, abridge or reduce
other rights or obligations of indemnity that would otherwise exist as to a party or person described in this Section
A.3.17.
§ A.3.17.21n claims against any person or entity indemnified under this Section A.3.17 by an employee of the
Design-Builder, the Architect, a Contractor, a Subcontractor, anyone directly or indirectly employed by them or
anyone for whose acts they Inay be liable, the indemnificatial obligation under Section A.3.17.1 shall not be limited
by a limitation on amount or type ofdamages, compensation or benefits payable by or for the Design-Builder, the
Architect or a Contractor or a Subcontractor under workers' compensation acts, disability benefit acts or other
employee benefit acts.
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ARTICLE A.4 DISPUTE RESOLUTION
§ A,4.1 CLAIMS AND DISPUTES
§ A.4.1.1 Definition. A Clailn is a demand or assertion by one of the parties seeking, as a matter of right, adjustment or
interpretation of Design-Build Contract terms, payment of money, extension of time or other relief with respect to the
terms ofthe Design-Build Contract. The term "Claim" also includes other disputes and matters in question between the
Owner and Design-Builder arising out of or relating to the Design-Build Contract. Claims must be initiated by written
notice. The responsibility to substantiate Claims shall rest with the party making the Claim,
§ A.4.1.2 Time Limits on Claims. Claims by either party must tie initiated within 21 days after occurrence of the event
giving rise to such Claim or within 21 days after the claimant first recognizes the condition giving rise to the Claim,
whichever is later. Claims must be initiated by written notice to the other party.
§ A.4.1.3 Continuing Performance. Pending final resolution of a Claim, except as otherwise agreed in writing or as
provided in Section A.9.7.1 and Article A.14, the Design-Builder shall proceed diligently with performance ofthe
Design-Build Contract and the Owner shall continue to -nake payments in accordance with the Design-Build
Documents.
§ A.4,1.4 Claims for Concealed or Unknown Conditions. If conditions are encountered at the site which are (1)
subsurface or otherwise concealed physical conditions which differ materially from those indicated in the
Design-Build Documents or (2) unknown physical conditions of an unusual nature which differ materially from those
ordinarily found to exist and generally recognized as inherent in construction activities of the character provided for in
the Design-Build Documents, then the observing party shall give notice to the other party promptly before conditions
are disturbed and in no event later than 2I days after first obsc;rvance of the conditions. The Owner shall promptly
investigate such conditions and, if they differ materially and cause an increase or decrease in the Design-Builder's cost
of, or time required for, performance of any part of the Work, shall negotiate with the Design-Builder an equitable
adjustment it1 the Contract Sum or Contract Time, or both. If the Owner determines that the conditions at the site are
not materially different from those indicated in the Design-Build Documents and that no change in the terms of the
Design-Build Contract is justified, the Owner shall so notify the Design-Builder in writing, stating the reasons. Claims
by the Design-Builder in opposition to such determination must be made within 21 days after the Owner has given
notice ofthe decision. If the conditions encountered are materially different, the Contract Sum and Contract Time shall
be equitably adjusted, but if the Owner and Design-Builder cannot agree on an adjustment in the Contract Sum or
Contract Time, the adjustment shall proceed pursuant to Section A.4.2.
§ A.4.1.5 Claims for Additional Cost If the Design-Builder wishes to make Claim for an increase in the Contract Sum,
~~~ritten notice as provided herein shall be given before proceeding to execute the Work. Prior notice is not required for
Claims relating to an emergency endangering life or property arising under Section A.10.6.
§ A.4.1.6 IftheDesign-Builder believes additional cost is involved for reasons including but not limited to {1) an order
by the Owner to stop the Work -vhere the Design-Builder was not at fault, (2) a written order for the Work issued by
the Owner, (3) failure of payment by the Owner, (4) termination of the Design-Build Contract by the Owner, (5)
Owner's suspension or {6) other reasonable grounds, Claim shall be filed in accordance with this Section A.4.1.
§ A,4.1.7 Claims for Additional Time
§ A.4.1.7.1 If the Design-Builder wishes to make Claim for an increase in the Contract Time, written notice as
provided herein shall be given. The Design-Builder's Claim shall include an estimate of the time and its effect on the
progress of the Work. hr the case of a continuing delay, only one Claim is necessary,
§ A,4.1.7.2 If adverse weather conditions are the basis for a Claim for additional time, such Claim shall be documented
by data substantiating that weather conditions were abnormal for the period of time, could not have been reasonably
anticipated and had an adverse effect on the scheduled constri,iction.
§ AA.1,8 Injury or Damage t0 Person Or Property. If either party to the Design-Build Contract suffers injury or damage
to person or property because of an act or omission of the other party or of others for whose acts such party is legally
responsible, ~~Titten notice of such injury or damage, whether or not insured, shall be given to the other party within a
reasonable time not exceeding 21 days after discovery. The notice shall provide sufficient detail to enable the other
party to investigate the matter.
AIA Document A141 TM - 2004 Exhibit A. Copyright0 2004 by Tha American Institute of Architects. All rights reserved. WARNING: Thts ALA"' Document Is
Inlt, protected by U.s. Copyright t.aw and Inbrnatbnal Treatks. Unauthortrsd ~roproductlon or dlslrWuiton of this AlA1D Document, or any portbn of tt, may 13
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§ A.4,1.91f unit prices are stated in the Design-Build Documents or subsequently agreed upon, and if quantities
originally contemplated are materially changed in a proposed Change Order or Construction Change Directive so that
application of such unit prices to quantities of Work proposed will cause substantial inequity to the Owner or
Design-Builder, the applicable unit prices shall be equitably adjusted.
§ A.4.1.10 Claims for Consequential Damages. Design-Builder and Owner waive Claims against each other for
consequential damages arising out of or relating to the Design-Build Contract. This mutual waiver includes:
.1 damages incurred by the Owner for rental expenses, for losses of use, income, profit, financing,
business and reputation, and for loss of management or employee productivity or of the services of such
persons; and
.2 damages incurred by the Design-Builder for principal office expenses including the compensation of
personnel stationed there, for losses of financing, business and reputation, and for loss of profit except
anticipated profit arising directly from the Wc-rk.
This mutual waiver is applicable, without limitation, to all consequential damages due to either party's termination in
accordance with Article A.14. Nothing contained in this Section A.4.1.10 shall be deemed to preclude an award of
liquidated direct damages, when applicable, in accordance with the requirements of the Design-Build Documents.
§ A,4.1,11 If the enactment or revision of codes, laws or regul;tiions or official interpretations which govern the Project
cause an increase or decrease of the Design-Builder's cost of; or time required for, performance of the 1Vork, the
Design-Builder shall be entitled to an equitable adjustment ins Contract Sum or Contract Tinte. If the Owner and
Design-Builder cannot agree upon an adjustment in the Cottb•act Sunt or Contract Time, the Design-Builder shall
submit a Claim pursuant to Section A.4.1.
§ A.4.2 RESOLUTION OF CLAIMS AND DISPUTES
§ A.4.2.1 Decision by Neutral. If the parties have identified a Neutral in Section 6.1 of the Agreement or elsewhere in
the Design-Build Documents, then Claims, excluding those arising under Sections A.10.3 through A.IO.S, shall be
referred initially to the Neutral for decision. An initiat decisic~n by the Neutral shall be required as a condition
precedent to mediation of all Claims between the Owner and DDesign-Builder arising prior to the date final payment is
due, unless 30 days have passed after the Claim has been referred to the Neutral with no decision having been rendered
by the Neutral. Unless the Neutral and all affected parties agree, the Neutral will not decide disputes between the
Design-Builder and persons or entities other than the Owner.
§ A.4.2.2 Decision by Owner. If the parties have not identified a Neutral in Section 6.1 of the Agreement or elsewhere
in the Design-Build Documents then, except for those claims arising under Sections A.10.3 and A.lO.S, the O~vlter
shall provide an initial decision. An initial decision by the Ottiner shall be required as a condition precedent to
mediation of all Claims behveen the Owner and Design-Builder arising prior to the date final payment is due, unless
30 days have passed after the Claim has been referred to the Clwner with no decision having been rendered by the
O~viter.
§ A.4.2,3 The initial decision pursuant to Sections A.4.2.1 and A.4.2.2 shall be in writing, shall state the reasons
therefore and shall notify the parties of any change in the Contract Sttm or Contract Time or both. The initial decision
shall be final and binding on the parties but subject first to me,f cation under Section A.4.3 and thereafter to such ocher
dispute resolution methods as provided in Section 6.2 of the Agreement or elsewhere in the Design-Build Documents.
§ A.4.2.4 In the event of a Claim against the Design-Builder, the Owner may, but is not obligated to, notify the surety,
if any, of the nature and amount of the Claim. If the Claim relates to apossibility of aDesign-Builder's default, the
Owner Wray, but is not obligated to, notify the surety and requext the surety's assistance in resolving the controversy.
§ A.4.2.5 If a Claim relates to or is the subject of a mechanic's lien, the party asserting such Claim may proceed in
accordance with applicable law to comply with the lien notice or filing deadlines prior to initial resolution of the
Claim.
§ A.4.3 MEDIATION
§ A.4.3.1 Any Claim arising out of or related to the Design-Buiild Contract, except those waived as provided for in
Sections A.4.1.10, A.9.10.4 and A.9. I O.S, shall, after initial decision of the Claim or 30 days after submission of the
Init. AIA Docunwnt A141 ^" - 2004 ExhlbR A. Copyright ~ 2004 by The American Institute of Architects. All rights reserved. WARNINr3: 7AIe AIAe Document is
protected try U.S. Copyright lsw and Intematbnai Treaties. Unatrthorized reproductbn or dlsMbutton of thts /UAe Document, or any portion of R. may 14
resutt In esven civil and criminal penakles, and wIU be prosecuted to the maximum oxtent possible under the taw. This document was produced by AIA
/ software at 17:23:57 on 0 9/0 3120 0 9 under Order No.8087459912_1 which eaq~ire~s on 06!28!2010, and Is not for resale.
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Claim for initial decision, be subject to mediation as a condition precedent to arbitration or the institution of legal or
equitable or other binding dispute resolution proceedings by either party.
§ A.4.3.2 The parties shall endeavor to resolve their Claims by mediation which, unless the parties mutually agree
otherwise, shall be in accordance with the Construction Industry Mediation Rules of the American Arbitration
Association currently in effect at the time of the -nediation. ][bequest for mediation shall be filed in ~vritittg with the
other party to the Design-Build Contract and with the American Arbitration Association. The request may be made
concurrently ~vitlr the filing of a demand for arbitration or other binding dispute resolution proceedings but, in such
event, mediation shall proceed in advance thereof or of legal! or equitable proceedings, which shall be stayed pending
-nediation 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,
§ A.4.3.3 The parties shall share the mediator's fee and any filing fees equally. The mediation shall be held in the place
where the Project is located, unless another location is mutually agreed upon. Agreements reached in mediation shall
be enforceable as settlement agreements in any court having jurisdiction thereof.
§ A.4.4 ARBITRATION
§ A.4.4.1 Clairns, except those waived as provided for in Sections A.4.1.10, A.9.10.4 and A.4.10.5, for which initial
decisions have not become final and binding, and which have not been resolved by mediation but which are subject to
arbitration pursuant to Sections 6.2 and 6.3 of the Agreement: or elsewhere in the Design-Build Documents, shall be
decided by arbitration which, unless the parties mutually agree otherwise, shall be in accordance with the Construction
Industry Arbitration Rules of the American Arbitration Assa~iation currently in effect at the time of the arbitration.
The demand for arbitration shall be filed in writing with the other party to the Design-Build Contract and with the
American Arbitration Association.
§ A.4.4.2 A demand for arbitration may be made rto earlier than concurrently with the filing of a request for mediation,
but in no event shall it be made after fire date when institution of legal or equitable proceedings based on such Claim
would be barred by the applicable statute of limitations as determined pursuant to Section A.13.6.
§ A.4.4.3 An arbitration pursuant to this Section A.4.4 may be; joined with an arbitration involving common issues of
law or fact behveen the Owner or Design-Builder and any person or entity with whom the Owner or Design-Builder
has a contractual obligation to arbitrate disputes which does not prohibit consolidation or joinder. No other arbitration
arising out of or relating to the Design-Build Contract shall include, by consolidation, joinder or in any other mamter,
an additional person or entity not a party to the Design-Build Contract or not a party to an agreement with the Owrter or
Design-Builder, except by written consent containing a specific reference to the Design-Build Contract signed by the
Owner and Design-Builder and any other person or entities sought to be joined. Consent to arbitration involving an
additional person or entity shall not constitute consent to arbitration of any claim, dispute or other matter in question
not described in the written consent or with a person or entity not named or described therein. The foregoing
agreetent to arbitrate and other agreements to arbitrate with an additional person or entity duly consented to by the
parties to the Agreement shall be specifically enforceable in accordance with applicable law in any court having
jurisdiction thereof.
§ A.4.4.4 Claims and Timely Assertion of Claims. The party filing a notice of demand for arbitration must assert in the
demand all Claims then known to that party on which arbitration is permitted to be demanded.
§ A.4.4.5 Judgment on Final Award. The award rendered by tht; arbitrator or arbitrators shall be final, and judgment
may be entered upon it in accordance ~vitlt applicable law in any court having jurisdiction thereof.
ARTICLE A.5 AWARD OF CONTRACTS
§ A.5.1 Unless otherwise stated in the Design-Build Documents or the bidding or proposal requirements, the
Design-Builder, as soon as practicable after award of the Design-Build Contract, shall furnish in writing to the Owner
the names of additional persons or entities not originally included in the Design-Builder's proposal or in substitution
of a person or entity (including those who are to furnish design services or materials or equipment fabricated to a
special design) proposed for each principal portion of the Wor!':. The Owner will promptly reply to the Design-Builder
in writing stating whether or not the Owner has reasonable objection to any such proposed additional person or entity.
Failure of the Owner to reply promptly shall constitute notice of no reasonable objection.
Init. AIA Document A141 i" - 2004 Exhlbtt A. Copyright O 2004 by The American Institute of Architects. All rlghta reserved, wARNtNti: This AIA° tocument Is
protected by U.8. Copyrrpht Law and IntennaHonar Trsatlee. Unauthortzsd reproduction or dlstributlon or thb AlA` Document, ar arry portbn of a, may
rosutt In savers civil and cNminai penatttss, and will bs prosecuted to the maximum extent posslbre under the taw. This document was produced by AIA 15
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§ A.5.2 The Design-Builder shall not contract with a proposed person or entity to whom which the Omer has made
reasonable and timely objection. The Design-Builder shall not be required to contract with anyone to whom the
Design-Builder has made reasonable objection.
§ A.5.3 If the Omer has reasonable objection to a person or entity proposed by the Design-Builder, the
Design-Builder shall propose another to whom the Omer has no reasonable objection. If the proposed but rejected
additional person or entity was reasonably capable of performing the Work, the Contract Sum and Contract Time shall
be increased or decreased by the difference, if any, occasioned by such change, and an appropriate Change Order shall
be issued before commencement of the substitute person's or entity's Work. However, no increase in the Contract
Sum or Contract Time shall be allowed for such change unless the Design-Builder has acted promptly and
responsively in submitting names as required.
§ A.S.d The Design-Builder shall not change a person or entity previously selected if the Owner makes reasonable
objection to such substitute.
§ A.5.5 CONTINGENT ASSIGNMENT OF CONTRACTS
§ A.5.5.1 Each agreement for a portion of the Work is assigned by the Design-Builder to the Oimer provided that:
.1 assignment is effective only after termination of the Design-Build Contract by the Omer for cause
pursuant to Section A.14.2 and only for those agreements which the Omer accepts by notifying the
contractor in writing; and
.2 assignment is subject to the prior rights of the surety, if any, obligated under bond relating to the
Design-Build Contract.
§ A.5.5.2 Upon such assigtmtent, if the Work has been suspended for more than 30 days, the Contractor's
cotnpensation shall be equitably adjusted for increases in cost resulting from the suspension.
ARTICLE A.6 CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS
§ A.6.10WNER'S RIGHT TO PERFORM CONSTRUCTION AND TO AWARD SEPARATE CONTRACTS
§ A.5.1.1 The Omer reserves the right to perform construction or operations related to the Project with the O~mer's
o~m forces and to award separate contracts in connection with other portions of the Project or other construction or
operations on the site. The Design-Builder shall cooperate with the Omer and separate contractors whose work might
interfere with the Design-Builder's tiVork. If the Design-Builder claims that delay or additional cost is involved
because of such action by the Omer, the Design-Builder shall make such Claim as provided in Section A.4.1.
§ A.ti.1.2 The term "separate contractor'" shall mean any contractor retained by the Omer pursuant to Section A.6.1.1.
§ A.6.1.3 The Omer shall provide for coordination of the activities of the O~mer's o~m forces and of each separate
contractor with the work of the Design-Builder, who shall cooperate with them. The Design-Builder shall participate
with other separate contractors and the Owner in reviewing their construction schedules when directed to do so. The
Design-Builder shall make any revisions to the constructiot schedule deemed necessary after a joint review and
mutual agreement. The constntction schedules shall then constitute the schedules to be used by the Design-Builder,
separate contractors and the Omer until subsequently revised.
§ A.6.2 MUTUAL RESPONSIBILITY
§ A.ti.2.1 The Design-Builder shall afford the Owtter and separate contractors reasonable opportunity for introduction
and storage of their materials and equipment and perfortnana: of their activities and shall connect and coordinate the
Design-Builder's construction and operations with theirs as required by the Design-Build Documents.
§ A.6.2.2 If part of the Design-Builder's Work depends for proper execution or results upon design, construction or
operations by the Omer or a separate contractor, the Design-Builder shall, prior to proceeding with that portion of the
Work, promptly report to the Omer apparent discrepancies or defects in such other construction that would render it
unsuitable for such proper execution and results. Failure of the Design-Builder so to report shall constitute an
acknowledgtnent that the O~mer's or separate contractor's completed or partially completed construction is fit and
proper to receive the Design-Builder's Work, except as to defects not then reasonably discoverable.
§ A.6.2,3 The Omer shall be reimbursed by the Design-Builder for costs incurred by the Omer which are payable to
a separate contractor because of delays, improperly timed actiivities or defective construction of the Design-Builder.
In(t. AIA Oocument A141 ^' - 2004 Exhibit A. Copyright d 2004 by The American Institute of Architects. All rights reserved. WARNING;: This AIAtl9 Oooument b
protected hY U.S. Copyrtyht lsw and Intamatbnal Troetlas. Unauthorized reproduction or dlstdbution of this AIAs Document, or any portion df h, may .~ ~
roault In swan civil and criminal psneklas, end wIU bs prosecuted to the maximum sxtmt posatbls undo the taw. This document was produced by AIA
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The Owner shall be responsible to the Design-Builder for costs incurred by the Design-Builder because of delays,
improperly timed activities, damage to the Work or defective construction of a separate contractor.
§ A.6.2,4 The Design-Builder shall promptly remedy damage wrongfully caused by the Design-Builder to completed
or partially completed construction or to property of the Owner or separate contractors.
§ A.6.2.5 The Owner and each separate contractor shall have: the same responsibilities for cutting and patching as are
described in Section A.3.13.
§ A.6.3 OWNER'S RIGHT TO CLEAN UP
§ A.6.3.1 If a dispute arises among the Design-Builder, separate contractors and the Owner as to the responsibility
under their respective contracts for maintaining the premises and surrounding area free from waste materials and
rubbish, the Owner may clean up and the Owtter shall allocate the cost among those responsible.
ARTICLE A.7 CHANGES IN THE WORK
§ A.7.1 GENERAL
§ A.7.1.1 Changes in the \Vork may be accomplished after execution of the Design-Build Contract, and without
invalidating the Design-Build Contract, by Change Order or Construction Change Directive, subject to the limitations
stated in this Article A.7 and elsewhere in the Design-Build Documents.
§ A.7.1.2 A Change Order shall be based upon agreement belhveen the Otivner and Design-Builder. A Construction
Change Directive may be issued by the Owner with or without agreement by the Design-Builder.
§ A.7.1.3 Changes in the \Vork shall be performed under applicable provisions of the Design-Build Documents, and
the Design-Builder shall proceed promptly, unless otherwise provided in the Change Order or Construction Change
Directive.
§ A.7.2 CHANGE ORDERS
§ A.7.2.1 A Change Order is a written instrument signed by tlhe Owner and Design-Builder stating their agreement
upon all of the following:
.1 a change in the \Vork;
,2 the amount of the adjustment, if any, in the Contract Sum; and
.3 the extent of the adjustment, if any, in the Contract Time.
§ A.7.2.2 if the Owner requests a proposal for a change in they \Vork from the Design-Builder and subsequently elects
not to proceed with the change, a Change Order shat l be issued to reimburse the Design-Builder for any costs incurred
for estimating services, design services or preparation of proposed revisions to the Design-Build Documents.
Although change orders should not and are not expected, the maximum of all change orders which can only be
approved at the discretion of the City Council shall be up to s!5% of the base bid.
§ A.7.2,3 Methods used in detern~ining adjustments to the Contract Sum may include those listed in Section A.7.3.3.
§ A.7.3 CONSTRUCTION CHANGE DIRECTIVES
§ A.7.3,1 A Construction Change Directive is a written order signed by the Owner directing a change in the Work prior
to agreement on adjustment, if any, in the Contract Sum or G~ntract Time, or both. The Owner may by Construction
Change Directive, without invalidating the Design-Build Contract, order changes in the \Vork within the general scope
of the Design-Build Documents consisting of additions, deletions or other revisions, the Contract Sum and Contract
Time being adjusted accordingly.
§ A.7.3.2 A Construction Change Directive shall be used in thie absence of total agreement on the terms of a Change
Order.
§ A.7.3.3 Ifthe Construction Change Directive provides for an adjustment to the Contract Sum, the adjustment shall be
based on one of the following methods:
Irtlt. AIA Document A141 *" - 2004 Exhlblt A. Copyright O 2004 by The American Institute of Architects. All rights roservad. WARNINt3: This AIA~` Document b
protaMed by U.B. Copyrtght Law and IntsmatbMl Trestles, Unauthorizad iroproductlon or diaUibution of this AIA° Doeur~nt, or any portion of h, may
nsuM In savan civil and crtmfnsl penaltlas, and will bs prosocuted in the maximum axtont posslbie under the law. This document was produced by AIA 17
~ software at 17:23:57 on 09!03/2009 under Order No.8087459912_1 whkh expires on 08/28/2010, and is not for resale.
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.1 mutual acceptance ofa lump sum properly itemized and supported by sufficient substantiating data to
permit evaluation;
.2 unit prices stated in the Design-Build Documents or subsequently agreed upon, or equitably adjusted as
provided in Section A.4.1.9;
.3 cost to be determined in a manner agreed upon by the parties and a mutually acceptable fixed or
percentage fee; or
.4 as provided in Section A.7.3.6.
§ A.7.3.4 Upon receipt of a Construction Change Directive, the Design-Builder shall promptly proceed with the
change in the Work involved and advise the Owner of the Design-Builder's agreement or disagreement with the
method, if any, provided in the Construction Change Directive for determining the proposed adjustment in the
Contract Stun or Contract Time.
§ A.7.3.5 A Construction Change Directive signed by the Design-Builder indicates the agreement of the
Design-Builder therewith, including adjustment in Contract Sum and Contract Time or the method for determining
them. Such agreement shall be effective immediately and shall be recorded as a Change Order.
§ A.7.3.6 If the Design-Builder does not respond promptly or disagrees with the method for adjustment in the Contract
Sum, the method and the adjustment shall be determined by !the Owner on the basis of reasonable expenditures and
savings of those performing the Work attributable to the change, including, in case of an increase in the Contract Sum,
a reasonable allowance for overhead and profit. In such case;, and also under Section A.7.3.3.3, the Design-Builder
shall keep and present, in such form as the Owner may prescribe, an itemized accounting together with appropriate
supporting data. Unless otherwise provided in the Design-Build Documents, costs for the purposes of this Section
A.7.3.6 shall be limited to the following;
.1 additional costs of professional services;
.2 costs of labor, including social security, old age and unemployment insurance, fringe benefits required
by agreement or custom, and workers' compensation insurance;
.3 costs of materials, supplies and equipment, in<auding cost of transportation, tivhether incorporated or
consumed;
.4 rental costs of machinery and equipment, excbusive of hand tools, whether rented from the
Design-Builder or others;
.5 costs of premiums for all bonds and insurance, permit fees, and sales, use or similar taxes related to the
Work; and
.6 additional costs of supervision and field office personnel dieectly attributable to the change.
§ A.7.3.7 The amount of credit to be allowed by the Design-Builder to the Owtter for a deletion or change that results
in a net decrease in the Contract Sum shall be actual net cost. When both additions and credits covering related Work
or substitutions are involved in a change, the allowance for owerhead and profit shall be figured on the basis of net
increase, if any, with respect to that change.
§ A.7.3.8 Pending final determination of the total cost of a Construction Change Directive to the Owner, amounts not
in dispute for such changes in the Work shall be included in Applications for Payment accompanied by a Change
Order indicating the parties' agreement with part or all of such costs. For any portion of such cost that retnains in
dispute, the Owner shall make an interim determination for purposes of monthly payment for those costs. That
determination of cost shall adjust the Contract Sum on the same basis as a Change Order, subject to the right of the
Design-Builder to disagree and assert a Claim in accordance with Article A.4.
§ A.7.3.9 When the Owner and Design-Builder reach agreement concerning the adjustments in the Contract Sum and
Contract Time, or otherwise reach agreement upon the adjustments, such agreement shall be effective immediately
and shall be recorded by preparation and execution of an appropriate Change Order.
§ A.7.4 MINOR CHANGES IN THE WORK
§ A.7.4.1 The Owner shall 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 Design-Build Documents. Such
changes shall be effected by written order and shall be binding; on the Design-Builder. The Design-Builder shall carry
out such written orders promptly.
Init. AIA Document A141 TM - 2004 Exhibit A. Copyright C 2004 by The American Uistitute of Architects. All rights reaarvod. WARMlHO: This AtA6 noeument Is
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ARTICLE A.8 TIME
§ A.8.1 DEFINITIONS
§ A.8.1.1 Unless otherwise provided, Contract Time is the period oftime, including authorized adjustments, allotted in
the Design-Build Documents for Substantial Completion ofthe Work.
§ A.8.1.2 The date of commencement of the Work shall be the date stated in the Agreement unless provision is made
for the date to be fixed in a notice to proceed issued by the Owner.
§ A.8.1.3 The date of Substantial Completion is file date determined by the Otivner in accordance with Section A.9.8.
§ A.8.1.4 The tenn "day" as used in the Design-Build Documents shall mean calendar day unless otherwise
specifically defined.
§ A.8.2 PROGRESS AND COMPLETION
§ A.8.2.1 Time limits stated in the Design-Build Documents are of the essence of the Design-Build Contract. By
executing the Design-Build Contract, the Design-Builder confirms that the Contract Time is a reasonable period for
performing the Work.
§ A.8.2.2 The Design-Builder shall not knowingly, except by agreement or instruction of the Owtter in writing,
prematurely commence construction operations on the site or elsewhere prior to the effective date of insurance
required by Article A. l 1 to be furbished by the Design-Builder and Owner. The date of commencement of the Work
shall not be changed by the effective date of such insurance. Unless the date of commencement is established by the
Design-Build Documents or a notice to proceed given by thc: Owner, the Design-Builder shall notify file Owner in
writing not less than five days or other agreed period before commencing the Work to permit the timely filing of
mortgages, mechanic's liens and other security interests.
§ A.8.2.3 The Design-Builder shall proceed expeditiously with adequate forces and shall achieve Substantial
Completion within the Contract Time.
§ A.8.3 DELAYS AND EXTENSIONS OF TIME
§ A.8.3.1 If the Design-Builder is delayed at any time in the commencement or progress of the Work by alt act or
neglect of the Owner or of a separate contractor employed by the Owner, or by changes ordered in the Work, or by
Tabor disputes, fire, unusual delay in deliveries, unavoidable casualties or other causes beyond the Design-Builder's
control, or by delay authorized by the Owner pendu1g resolution of disputes pursuant to the Design-Build Documents,
or by other causes which the Owner determines may justify delay, then the Contract Time shall be extended by Change
Order for such reasonable time as the Owner may determine.
§ A.8.3.2 Claims relating to time shall be made in accordance with applicable provisions of Section A.4.1.7.
§ A.8.3.3 This Section A.8.3 does not preclude recovery of damages for delay by either party under other provisions of
the Design-Build Documents.
ARTICLE A.9 PAYMENTS AND COMPLETION
§ A.9.1 CONTRACT SUM
§ A.9.1.1 The Contract Sum is stated in the Design-Build Documents and, including authorized adjushnents, is the
total amount payable by the Owner to the Design-Builder for performance of the Work under the Design-Build
Documents.
§ A.9.2 SCHEDULE OF VALUES
§ A.9.2.1 Before the first Application for Payment, where the Contract Sum is based upon a Stipulated Sum or the Cost
of the Work plus Contractor's Fee with a Guaranteed Maximum Price, the Design-Builder shall submit to the Owner
an initial schedule of values allocated to various portions of the Work prepared in such form and supported by such
data to substantiate its accuracy as the Owner may require. This schedule, unless objected to by the O~wter, shall be
used as a basis for reviewing the Design-Builder's Applications for Payment. The schedule of values may be updated
periodically to reflect changes in the allocation of the Contract Sum.
Init. AIA Document A147 TM - 2004 Exhlbk A. Copyright O 2004 by The American Institute of Architects. All dphta reserved. WARNtNl3; This AIAa Document b
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§ A.9.3 APPLICATIONS FOR PAYMENT
§ A.9.3.1 At least ten days before the date established for each progress payment, the Design-Builder shall submit to
the Omer an itemized Application for Payment for operations completed in accordance with the current schedule of
values. Such application shall be notarized, if required, and supported by such data substantiating the
Design-Builder's right to payment as the Omer may require, such as copies of requisitions from Contractors and
material suppliers, and reflecting retainage if provided for ini the Design-Build Documents:
§ A.9.3.1.1 As provided in Section A.7.3.8, such applications may include requests for payment on account of Changes
in the Work which have been properly authorized by Construction Change Directives but are not yet included in
Change Orders.
§ A.9.3.1.2 Such applications may not include requests for pltyment for portions ofthe Work for which the
Design-Builder does not intend to pay to a Contractor or material supplier or other parties providing services for the
Design-Builder, unless such Work has been performed by others whom the Design-Builder intends to pay.
§ A.9.3.2 Unless otherwise provided in the Design-Build Documents, payments shall be made on account of materials
and equipment delivered and suitably stored at the site for subsequent incorporation in the Work. If approved in
advance by the Omer, payment may similarly be made for rnaterials and equipment suitably stored offthe site at a
location agreed upon in writing. Payment for rnaterials and equipment stored on or offthe site shall be conditioned
upon compliance by the Design-Builder with procedures satisfactory to the Omer to establish the O~mer's title to
such materials and equipment or otherwise protect the O~mer's interest and shall include the costs of applicable
insurance, storage and transportation to the site for such rnaterials and equipment stored off the site.
§ A.9.3.3 The Design-Builder warrants that title to all Work other than Instruments of Service covered by an
Application for Payment will pass to the O~a1er no later than the time of payment. The Design-Builder further
warrants that, upon submittal of an Application for Payment, all Work for which Certificates for Payment have been
previously issued and payments received from the Omer shall, to the best of the Design-Builder's knowledge,
information and belief, be free and clear of liens, Claims, security interests or encumbrances in favor ofthe
Design-Builder, Contractors, Subcontractors, material suppliers, or other persons or entities making a claim by reason
of having provided labor, materials and equipment relating to the Work.
§ A.9.4ACKNOWLEDGEMENT OF APPLICATION FOR PAYMENT
§ A.9.4.1 The Omer shall, within seven days after receipt of the Design-Builder's Application for Payment, issue to
the Design-Builder a written acknowledgement ofreceipt of the Design-Builder's Application for Payment indicating
the amount the Omer has determined to be properly due and, if applicable, the reasons for withholding payment in
whole or in part.
§ A.9.5 DECISIONS TO WITHHOLD PAYMENT
§ A.9.5.1 The Omer may withhold a payment in whole or in part to the extent reasonably necessary to protect the
Omer due to the Otmer's determination that the Work has not progressed to the point indicated in the Applicatiot for
Payment or that the quality of Work is not in accordance with the Design-Build Documents. The Omer may also
withhold a payment or, because of subsequently discovered evidence, may nullify the whole or a part of an
Application for Payment previously issued to such extent as may be necessary to protect the Omer from loss for
which the Design-Builder is responsible, including loss resulting from acts and omissions, because of the following:
.1 defective Work not remedied;
.2 third-party claims filed or reasonable evidence indicating probable filing of such claims unless security
acceptable to file Otimer is provided by the Design-Builder;
.3 failure of the Design-Builder to make payments properly to Contractors a for design services labor,
materials or equipment;
.4 reasonable evidence that the Work cannot be completed for the unpaid balance of the Contract Sum;
.5 damage to the Omer 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 persistent failure to carry out the Work in accordance with the Design-Build Documents.
§ A.9.5.21Vhen the above reasons for withholding payment are removed, payment will be made for amounts
previously withheld.
Init. A!A Document A141 T" - 4004 Exhlbk A. Copyright 0 2004 by The American Institute of ArchiteCta. Alt rights reserved. WARN1NCi: This A4A° Document to
protscMd by U.S. Copyrrpht Law and Intsmotbnat TreatNs. Unsuthoriztd roproducUon or drstrtbutlon o1 thk A1A° Document, or eny portbn of h, msy 20
result In seven civil and criminal pansltbs, end will bs prosecuted to the muclmum extent posslbN undsrthe tsw, This document was produced byAlA
/ soRware at 17:23:57 on 09/03/2009 under Order No.8067459912 1 which expires on 08/26/2010, and Is not for resale.
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§ A.9.6 PROGRESS PAYMENTS
§ A.9.6.1 After the Owner has issued a written acknowledgement of receipt of the Design-Builder's Application for
Payment, the Owner shall make payment ofthe amount, in the manner and within the time provided in the
Design-Build Documents.
§ A.9.6.2 The Design-Builder shall promptly pay the Architect, each design professional and other consultants
retained directly by the Design-Builder, upon receipt of payment from the Owner, out of the amount paid to the
Design-Builder on account of each such party's respective portion ofthe Work, the amount to which each such party is
entitled.
§ A.9.6.3 The Design-Builder shall promptly pay each Contractor, upon receipt of payment from the Owner, out of the
amount paid to the Design-Builder on account of such Contractor's portion of the Mork, the amount to which said
Contractor is entitled, reflecting percentages actually retained from payments to the Design-Builder on account of the
Contractor's portion of the \Vork. The Design-Builder shall, by appropriate agreement with each Contractor, require
each Contractor to make payments to Subcontractors in a similar manner.
Nohvithstanding, the Design-Builder shall pay his subcontractors on a timely basis which is not contingent on the
receipt of monies from the City.
§ A.9,6.4 The Otiwier shall have no obligation to pay or to see: to the payment of money to a Contractor except as may
otherwise be required by law.
§ A.9.6.5 Payment to material suppliers shall be treated in a manner similar to that provided in Sections A.9.6.3 attd
A, 9.6.4.
§ A.9.6.6 A progress payment, or partial or entire use or occupancy of the Project by the Owner, shall not constitute
acceptance of Work not in accordance with the Design-Build Documents.
§ A.9.6.7 Unless the Design-Builder provides the Owner withi a payment bond in the full penal sum of the Contract
Sum, payments received by the Design-Builder for Work properly performed by Contractors and suppliers shall be
held by the Design-Builder for those Contractors or suppliers who performed Work or famished materials, or both,
under contract with the Design-Builder for which payment was made by the Owner. Nothing contained herein shall
require money to be placed in a separate account and not be commingled with money of the Design-Builder, shall
create any fiduciary liability or tort liability on the part of the Design-Builder for breach of trust or shall entitle any
person or entity to an award of punitive damages against the Design-Builder for breach of the requirements of this
provision.
§ A.9.7 FAILURE OF PAYMENT
§ A.9.7.1 If for reasons other than those enumerated in Section A.9.5. 1, the Owner does not issue a payment within the
time period required by Section 5.1.3 of the Agreement, then the Design-Builder may, upon seven additional days'
written notice to the Owner, stop the Work until payment of the amount owing has been received. The Contract Time
shall be extended appropriately and the Contract Sum shall be: increased by the amount of the Design-Builder's
reasonable costs of shutdown, delay and start-up, plus interest: as provided for in the Design-Build Documents.
§ A.9.8 SUBSTANTIAL COMPLETION
§ A.9.8.1 Substantial Completion is the stage in the progress ofthe Work when the Work or designated portion thereof
is sufficiently complete iu accordance with the Design-Build Documents so that the Owner can occupy or use the
\Vork or a portion thereof for its intended use.
§ A.9.8.2 When the Design-Builder considers that the Work, or a portion thereof which the Owner agrees to accept
separately, is substantially complete, the Design-Builder shall prepare and submit to the Owner a comprehensive list
of items to be completed or corrected prior to final payment. Failure to include an item on such list does not alter the
responsibility of the Design-Builder to complete all Work in accordance with the Design-Build Documents.
Init. AIA Document A141 T" - 2004 Exhlblt A. Copyright O 2004 by The American Institute of Architects. All fights reserved. WARNttK3: Thts AIAe Document b
prot+wtad by U.6. Copyright Law end Intematbnd trestle. Unauthortxed rapmductbn or dlstrtbutlon o[ thls AIA° Document, or any poRlon of k, may 21
resuk In saves elvU and erlmMel penakNa, and wilt ba proaseutsd to the ntaxlrnum extent possible under the taw. This document was produced by AIA
/ software at 17:23:57 on 09/03/2009 under Order No.8087459912_t which e~ires on 08/26!2010, and is not for resale.
User Notes:
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§ A.9.8.3 Upon receipt of the Design-Builder's list, the Owner shall make an inspection to determine whether the
Work or designated portion thereof is substantial ly complete. If the Owner's inspection discloses any item, whether or
not included on the Design-Builder's list, which is not substantially complete, the Design-Builder shall complete or
correct such item. In such case, the Design-Builder shall then submit a request for another inspection by the Owner to
determine whether the Design-Builder's Work is substantially complete.
§ A.9.8.d In the event of a dispute regarding whether the Design-Builder's Work is substantially complete, the dispute
shall be resolved pursuant to Article A.4.
§ A.9.8.51Vhen the Work or designated portion thereof is substantially complete, the Design-Builder shall prepare for
the Owner's signature an Acknowledgement of Substantial Completion which, when signed by the Owner, shall
establish (1) the date of Substantial Completion of the Work, (2) responsibilities between the Owner and
Design-Builder for security, maintenance, heat, utilities, damage to the Work and insurance, and (3) the time within
which the Design-Builder shall finish all items on the Gst acca~mpanying the Acknowledgement. When the Owner's
inspection discloses that the Work or a designated portion thereof is substantially complete, the Owner shall sign the
Acknowledgement of Substantial Completion. Warranties required by the Design-Build Documents shall commence
on the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the
Acknowledgement of Substantial Completion.
§ A.9.8.6 Upon execution of the Acknowledgement of Substantial Completion and consent of surety, ifany, 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 Design-Build Documents.
§ A.9.9 PARTIAL OCCUPANCY OR USE
§ A.9.9.1 The Owner may occupy or use any completed or partially completed portion of the Work at a,1y stage when
such portion is designated by separate agreement with the Design-Builder, provided such occupancy or use is
consented to by the insurer, if so required by the insurer, and authorized by public authorities having jurisdiction over
the iVork. Such partial occupancy or use may commence whether or not the portion is substantially complete,
provided the Owner and Design-Builder have accepted in writing the responsibilities assigned to each of them for
payments, retainage, ifany, security, maintenance, heat, utilities, damage to the Work and insurance, and have agreed
in writing concerning the period for completion or correction Hof the Work and commencement of warranties required
by the Design-Build Documents. When the Design-Builder considers a portion substantially complete, the
Design-Builder shall prepare and submit a list to the Omer as provided under Section A.9.8.2. Consent of the
Design-Builder to partial occupancy or use shall not be unreasonably withheld. The stage of the progress of the Work
shall be determined by written agreement between the Owner and Design-Builder.
§ A.9.9.2 Inunediately prior to such partial occupancy or use, the Owner and Design-Builder shall jointly inspect the
area to be occupied or portion of the Work to be used to determine and record the condition of the Work.
§ A.9.9.3 Unless otherwise agreed upon, partial occupancy or use of a portion or portions of the Work shall not
constitute acceptance of Work not complying with the requirements of the Design-Build Documents.
§ A.9.10 FINAL COMPLETION AND FINAL PAYMENT
§ A.9.10.1 Upon receipt ofwritten notice that the Work is ready for final inspection and acceptance and upon receipt of
a final Application for Aayment, the Owner shall promptly make such inspection and, when the Owner finds the Work
acceptable under the Design-Build Documents and fully performed, the Owner shall, subject to Section A.9.10.2,
promptly make final payment to the Design-Builder.
§ A.9.10.2 Neither final payment nor any remaining retained percentage will become due until the Design-Builder
submits to the Owner (1) an affidavit that payrolls, bills for materials and equipment, and other indebtedness
connected with the Work for which the Owner or the Owner's property might be responsible or encumbered (less
amounts withheld by Owner) have been paid or othernise satisfied, (2) a certificate evidencing that insurance required
by the Design-Build Documents to remain in force after final payment is currently in effect and will not be cancelled
or allowed to expire until at least 30 days' prior written notice has been given to the Owner, (3) a written statement that
the Design-Builder knows of no substantial reason that the insurance will not be renewable to cover the period
required by the Design-Build Documents, (4) consent of surety, ifany, to final payment, and (5) if required by the
Omer, other data establishing payment or satisfaction of obligations, such as receipts, releases and waivers of liens,
Init. AIA Document A141 TM - 2004 Exhlblt A. Copyright O 2004 by The American Institute of Architects. Ail rlghta reserved. WARNINp: This AtA° Document Is
protactW by U.B. CopyAgtst law and tntematbnal trtaties. Unauthorized reproduction or dlatrlbutton of thb AIA° Document, or any portion of ii, may ZZ
nteult to aevare civil and erkrrinat panellise, and vNti ba prasacutad bo the maximum extant poalble under the taw. This document was produced by AIA
/ software at 17:23:57 on 08!0312009 under Order No.8067459912_1 which e~ires on 0812612010, and is not for resale.
UaerNotas: (1684239457)
claims, security interests or encumbrances arising out of the Design-Build Contract, to the extent and in such form as
play be designated by the Owner. If a Contractor refuses to furnish a release or waiver required by the Owner, the
Design-Builder may furnish a bond satisfactory to the Owner to indemnify the Owner against such lien. If such lien
remains unsatisfied after payments are made, the Design-Builder shall refund to the Otivner all money that the Owner
may be liable to pay in connection with the discharge of such lien, including all costs and reasonable attorneys' fees.
§ A.9.10.3 If, after the Owner determines that the Design-Builder's Work or designated portion thereof is substantially
completed, final colnpletioti thereof is materially delayed through no fault of the Design-Builder or by issuance of a
Change Order or a Construction Change Directive affecting final completion, the Owner shall, upon application by the
Design-Builder, make payment of the balance due for that portion of the Work fully completed and accepted. If the
remaining balance for Work not fully completed or corrected is less than retainage stipulated in the Design-Build
Documents, and if bonds have been furnished, the written consent of surety to payment of the balance due for that
portion of the Work fully completed and accepted shall be submitted by the Design-Builder. Such payment shall be
made under terms and conditions governing final payment, except that it shall not constitute a waiver of claims.
§ A.9.10.4 The making of final payment shall constitute a waiver of Claims by the Otivner except those arising from:
.1 liens, Claims, security interests or encumbrances arising ottt of the Design-Build Documents and
unsettled;
.2 failure of the Work to comply with the requiremetlts of the Design-Build Documents; or
.3 terms of special warranties required by the Design-Build Documents.
§ A.9.10.5 Acceptance of final payment by the Design-Builder, a Contractor or material supplier shall constitute a
waiver ofclaims by that payee except those previously made i» writing and identified by that payee as unsettled at the
time of final Application for Payment.
ARTICLE A.10 PROTECTION OF PERSONS AND PROPERTY
§ A.10.1 SAFETY PRECAUTIONS AND PROt;RAMS
§ A.10.1.1 The Design-Builder shall be responsible for i»itiating and maintaining all safety precautions and programs
in connection with the performance of the Design-Build Contract.
§ A.10.2 SAFETY OF PERSONS AND PROPERTY
§ A.10.2.1 The Design-Builder shall take reasonable precautions for safety of, and shall provide reasonable protection
to prevent damage, injury or loss to:
.1 employees on the Work and other persons who inay be affected thereby;
.2 the Work and materials and equipment to be incorporated therein, whether in storage on or offthe site
or under the care, custody or control of the Design-Builder or the Design-Builder's Contractors or
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 coarse of
construction.
§ A.10.2.2 The Design-Builder shall give notices and comply with applicable laws, ordinances, roles, regulations and
lawfitl orders of public authorities bearing on safety of persons or property or their protection from damage, injury or
loss.
§ A.10.2.3 The Design-Builder shall erect and maintain, as required by existing conditions and performance of the
Design-Bttild Documents, reasonable safeguards for safety an<i protection, including posting danger signs and other
warnings agaitlst hazards, promulgating safety regulations and notifying owners and users of adjacent sites and
uti lities.
§ A.10.2.4 When use or storage of explosives or other hazardous materials or equipment or umtsual methods are
necessary for execution of the Work, the Design-Builder shall exercise utmost care and carry on such activities under
supervision of properly qualified personnel.
§ A.10.2.5 The Design-Builder shall promptly retnedy damage and loss (other than damage or loss insured under
property insurance required by the Design-Build Documents) to property referred to in Sections A.10.2.1.2 and
A.10.2.1.3 caused in whole or in part by the Design-Builder, the Architect, a Contractor, a Subcontractor, or anyone
Init. AIA Document A141 TM - 2004 Exhlbft A. Copyright ®2004 by The American Institute of Architects. All rlphta reserved. WARNING: Thie AIAa Document b
protactad by U.B. Copyright Law and IMematlond TraatJas. Unauthortzad rtproductbn or dtatributlon or thb A1Ae Document, or grey portion of N, may
rosutt In awes civil and erimtnal psreaktaa, and wJll ba Rrosacutad to tha maximum sextant posalbM under the taw. This document was produced by AIA 23
~ soilware at 17:23:57 on 09!03!2009 under Order No.8067459912_1 which expires on 08126/2010, and Is not for resale.
Uaar Notas:
{1684239457)
directly or indirectly employed by any of them or by anyone: for whose acts they may be liable and for which the
Design-Builder is responsible under Sections A.10.2.1.2 and A.10.2.1.3, except damage or loss attributable to acts or
omissions of the Owner or anyone directly or indirectly employed by the Otivner, or by anyone for whose acts the
Owner may be liable, and not attributable to the fault or negligence of the Design-Builder. The foregoing obligations
of the Design-Builder are in addition to the Design-Builder's obligations under Section A.3.17.
§ A.10.2.1i The Design-Builder shall designate in writing to the Owner a responsible individual whose duty shall be the
prevention of accidents.
§ A.10.2.7 The Design-Builder shall not load or permit any part of the construction or site to be loaded so as to
endanger its safety.
§ A.10.3 HAZARDOUS MATERIALS
§ A.10.3.1 If reasonable precautions will be inadequate to prevent foreseeable bodily injury or death to persons
resulting from a material or substance, including but not limited to asbestos or polychlorinated biphenyl (PCB),
encountered on the site by the Design-Builder, ttteDcsign-Builder shall, upon recognizing the condition, immediately
stop Work in the affected area and report the condition to the Owner.
§ A.10.3.2 The Owner shall obtain the services of a licensed laboratory to verify the presence or absence of the
material or substance reported by the Design-Builder and, in the event such material or substance is found to be
present, to verify that it has been rendered harmless. Unless otherwise required by the Design-Build Documents, the
Owner shall furnish in writing to the Design-Builder the names and qualifications ofpersons or entities wlto are to
perform tests verifying the presence or absence of such material or substance or who are to perform the task of removal
or safe containment of such material or substance. The Design-Builder shall promptly reply to the Owner in ~vriti»g
stating whether or not the Design-Builder has reasonable objection to the persons or entities proposed by the Owner. if
the Design-Builder has an objection to a person or entity proposed by the Owner, the Owner shall propose another to
whom the Design-Builder has no reasonable objection. When the material or substance has been rendered harmless,
work in the affected area shall resume upon written agreement of the Owner and Design-Builder The Contract Time
shall be extended appropriately, and the Contract Sum shall be increased in the amount ofthe Design-Builder's
reasonable additional costs of shutdown, delay and start-up, which adjustments shall be accomplished as provided in
Article A.7.
§ A.10.3.3 To the fullest extent permitted by law, the Owner shall indemnify and hold harmless the Design-Builder,
Contractors, Subcontractors, Architect, Architect's consultants and the agents and employees of any of them from and
against Claims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting
from performance of the 1Vork in the affected area if in fact the material or substance exists on site as of the date ofthe
Agreement, is not disclosed in the Design-Build Documents and presents the risk of bodily injury or death as described
in Section A.10.3.1 and has not been rendered harmless, provided that such Claim, damage, loss or expense is
attributable to bodily injury, sickness, disease or death or to injury to or destruction oftattgible property (other than the
Work itself) to the extent that such damage, loss or expense is not due to the negligence of the Design-Builder,
Contractors, Subcontractors, Architect, Architect's consultants and the agents and employees of any of them.
§ A.10.4 The Owner shall not be responsible under Section A.10.3 for materials and substances brought to the site by
the Design-Builder unless such materials or substances were required by the Design-Build Documents.
§ A.10.51f, without negligence on the part of the Design-Bt{ilcler, the Design-Builder is held liable for the cost of
remediation of a hazardous material or substance solely by reason of performing Work as required by the
Design-Build Documents, the Owner shall indemnify the Design-Builder for all cost and expense thereby incurred.
§ A.10.6 EMERGENCIES
§ A.10.6.1 In an emergency affecting safety ofpersons or property, the Design-Builder shall act, at the
Design-Builder's discretion, to prevent threatened damage, injury or loss. Additional compensation or extension of
time ciaitned by the Design-Builder on account of an emergency shall be determined as provided in Section A.4.1.7
and Article A.7.
Inlt, AIA Document A141 *• - 2004 Exh{bk A. Copyright ®2004 by Tha American Institute of Architects. All rights reserved. WA-tNING: ThN AlAs Dooumsnt b
protsetod by U.S. Copyright Lsw and ttrtsmatlonal Treaties. Unauthor{zed reproduction or dbtr~utlon of this AtA° DOCUmsnt, or any porgoh o! k, may 24
rosult In savKS civil and Cr{m{nal psnaltles, and wilt bs prosecuted to the maximum extent poatble under the taw. This document was produced by AIA
/ software at 17:23:57 on 09/03/2009 under Order No.8067458912 1 which expires on 08/26/2010, and is not for resale.
Uaar Notes: -
(1684239457)
ARTICLE A.11 INSURANCE AND BONDS
§ A.11.1 Except as may otherwise be set forth in the Agreement or elsewhere in the Design-Build Documents, the
Owner and Design-Builder shall purchase and maintain the following types of insurance with limits of liability and
deductible amounts and subject to such terms and conditions, as set forth in this Article A.11.
§ A.11.2 DESIGN•BUILDER'S LIABILITY INSURANCE
§ A.11.2.1 The Design-Builder shall purchase from and maintain in a company or companies lawfully authorized to do
business in the jurisdiction in which the Project is located such insurance as will protect the Design-Builder from
claims set forth below that may arise out of or result from the Design-Builder's operations under the Design-Bttild
Contract and for which the Design-Builder may be legally liable, whether such operations be by the Design-Builder,
by a Contractor or by anyone directly or indirectly employed '~by any of them, or by anyone for whose acts any of them
tnay be liable:
.1 claims under workers' compensation, disability benefit and other similar employee benefit acts which
are applicable to the Work to be performed;
.2 claims for damages because of bodily injury, occupational sickness or disease or death of the
Design-Builder's employees; '
.3 claims for damages because of bodily injury, sickness or disease, or death of any person other than the
Design-Builder's employees;
.4 claims for damages insured by usual personal iinjury liability coverage;
.5 claims for damages, other than to the Work itself, because of injury to or destruction of tangible
property, including loss of use resulting therefrom;
.6 claims for datnages because of bodily injury, death of a person or property damage arising out of
ownership, maintenance or use of a motor vehicle;
.T claims for bodily injury or property damage arising out of completed operations; and
.8 claims involving contractual liability insurances applicable to the Design-Builder's obligations under
Section A.3.17.
§ A.11.2.2 The insurance required by Section A. 11.2.1 shall be written for not less than limits of liability specified in
the Design-Build Documents or required bylaw, whichever coverage is greater. Coverages, whether written on an
occurrence or claims-made basis, shall be maintained without interruption from date of commencement of the Work
until date of final payment and termination of any coverage required to be maintained after final payment.
§ A.11.2.3 Certificates of insurance acceptable to the Owner shall be filed with the Owner prior to commencement of
the 1Vork. These certificates and the insurance policies required by this Section A.11.2 shall contain a provision that
coverages afforded under the policies will not be canceled or allowed to expire until at least 30 days' prior written
notice has been given to the Owner. If atry of the foregoing insurance coverages are required to remain in force after
final payment and are reasonably available, an additional certificate evidencing continuation of such coverage shall be
submitted ~vitll the final Application for Payment as required by Section A.9.10.2. Information concerning reduction
of coverage otr account of revised limits or claims paid under the General Aggregate, or both, shall be furnished by the
Design-Builder with reasonable promptness in accordance with the Design-Builder's information and belief.
§ A.11.3 OWNER'S LIABILITY INSURANCE
§ A.11.3.1 The Owner shall be responsible for purchasing and maintaining the Owner's usual liability insurance.
§ A.11.4 PROPERTY INSURANCE
§ A.11.4.1
Design-Builder shall be responsible for insuring all of the property and equipment with the applicable property
insurance policy, with t}re City as an additional insured until the new gymnasium/multi-purpose building has been
substantially cotpleted and/or accepted by the City of Port Arthur so that the facility is ready to be occupied as agreed
to by the City Council and the Design-Builder.
§ A.11.4.1.1 Property insurance shall be on an "all-risk" or equiwalent policy form and shall include, without limitation,
insurance against the perils of fire (with extended coverage) and physical loss or damage including, without
duplicatioir of coverage, theft, vandalisfn, malicious mischief, collapse, earthquake, flood, windstorm, falsework,
testing and startup, temporary buildings and debris removal, including demolition occasioned by enforcement of any
applicable legal requirements, and shall cover reasonable compensation for Design-Builder's services and expenses
required as a result of such insured loss.
Intl AIA Document A141 TM - 2004 EzhlbR A. Copyright O 2004 by The American Institute of ArchlteCls, All dghle roaerved. WARNING: Th{a AIA° Document k
prottcted by U.S. Copyrlpht Law and intennatbnel Trestles. Unauthorized reproduction or dtetrlbuttan of thfs /UAi° Document, or any portion of R. may 25
result M wvero civil and criminal penaftlN, and vNlf be proseeuted to the maximum extent poeethh under the law. This document was produced by AIA
software at 77:23:57 on 09/03/2009 under Order No.8087459912_1 which e~ires on 08!2812010, end is not for resale.
User Notes: {1884239457)
§ A.11.4.1.2 if the Owner does not intend to purchase such property insurance required by the Design-Build Contract
and with all of the coverages in the atnount described above, the Owner shall so inform the Design-Builder in writing
prior to commencement of the Work. The Design-Builder may then effect insurance that will protect the interests of
the Design-Bui Ider, Contractors and Subcontractors in the Work, and, by appropriate Change Order, the cost thereof
shall be charged to the Owner. if the Design-Builder is damaged by the failure or neglect of the Owner to purchase or
maintain insurance as described above without so notifying the Design-Builder in writing, then the Owner shall bear
all reasonable costs properly attributable thereto.
§ A.11.4.1.3 If the property insurance requires deductibles, the: Owner shall pay costs not covered because of such
deductibles.
§ A.11,4.1,4 This property insurance shall cover portions ofthe 1Vork stored offthe site and also portions of the Work
itt transit.
§ A.11.4.1.5 Partial occupancy or use in accordance with Section A.9.9 shall not commence until the insurance
company or companies providing property insurance have consented to such partial occupancy or use, by endorsement
or otherwise. The Owner and the Design-Builder shall take reasonable steps to obtain consent of the insurance
company or companies and shall, without mutual written consent, take no action with respect to partial occupancy or
use that would cause cancellation, lapse or reduction of insurance.
§ A.11.4.2 Boller and Machinery Insurance. The Owner shall purchase and maintain boiler and machinery insurance
required by the Design-Build Documents or by law, which shall specifically cover such insured objects during
installation and until final acceptance by the Owner; this insurance shall include interests of the Owner,
Design-Builder, Contractors and Subcontractors in the Work, and the Owner and Design-Builder shall be named
insureds.
§ A.11.4.3 Loss of Use Insurance. The Owner, at the Owner's option, may purchase and maintain such insurance as
will insure the Owner against loss of use of the Owner's property due to fire or other hazards, however caused. The
Owner waives all rights of action against the Design-Builder, ,Architect, the Design-Builder's other design
professionals, ifany, Contractors and Subcontractors for loss afuse of the Owner's property, including consequential
losses dtte to fire or other hazards, however caused.
§ A.11.4.4 If the Design-Builder requests in writing that insurance for risks other than those described herein or other
specie! causes of loss be included in the property insurance policy, the Owner shall, if possible, include such
insurance, and the cost thereof shall be charged to the Design-Builder by appropriate Change Order.
§ A.11.4.5 If during the Project construction period the Owner insures properties, real or personal or both, at or
adjacent to the site by property insurance under policies separate from those insuring the Project, or if after final
payment property insurance is to be provided on the completed Project through a policy or policies other than those
insuring the Project during the construction period, the Owner shall waive all rights in accordance with the terms of
Section A.11.4.7 for damages caused by fire or other causes of loss covered by this separate property insurance. All
separate policies shall provide this waiver of subrogation by endorsement or othervise.
§ A.11.4.6 Before an exposure to loss may occur, the Owner shall file with the Design-Builder a copy of each policy
that includes insurance coverages required by this Section A.l 1.4. Each policy shall contain all generally applicable
conditions, definitions, exclusia~s and endorsements related to this Project. Each policy shall contain a provision that
the policy will not be canceled or allowed to expire altd that its limits will not be reduced until at least 30 days' prior
written notice has been given to the Design-Builder.
§ A.11.4.7 Waivers of Subrogation. The Owner and Design-Builder waive alt rights against each other and any oftheir
consultants, separate contractors described in Section A.6.1, ifany, Contractors, Subcontractors, agents and
employees, each of the other, and any of their contractors, subcontractors, agents and employees, for damages caused
by fire or other causes of loss to the extent covered by property insurance obtained pursuant to this Section A.11.4 or
other property insurance applicable to the Work, except such rights as they have to proceeds of such insurance held by
Init. AIA Document A141 TM - 2004 Exhtblt A. Copyright O 2004 by The American Institute of Architects. All rights reserved. WARNNd(i: Thla AIAa DOCUmaM is
protected by U.s. Copyright law and tntematlonal Treaties. Unauthorized reproductbn or dbtrWutlon of tltb AfA• Document, or any portbn of k, may
result In severe civil and orlmMa! penalttas, and wilt be pr~ecuted to the maxlr»um eztMt posatble under the taw. This document was produced by AIA 26
software at 17:23:57 on 09/03!2009 under Order No.8087459912 1 which expires on 08/28/2010, and is not for resale.
UaerNotes: (1884239457)
the Omer as fiduciary. The Omer or Design-Builder, as appropriate, shall require of the separate contractors
described in Section A.ti. 1, if any, and the Contractors, 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, even though the person or entity did not pay the insurance premium directly
or indirectly, and whether or not the person or entity had an insurable interest in the property damaged.
§ A.11.4.8 A loss insured under O~mer's property insurance shall be adjusted by the Owner as fiduciary and made
payable to the Omer as fiduciary for the insureds, as their interests may appear, subject to requirements of any
applicable mortgagee clause and of Section A.11.4.10. The Design-Builder shall pay Cwttractors their just shares of
insurance proceeds received by the Design-Builder, and, by appropriate agreements, written where legally required for
validity, shall require Contractors to make payments to their Subcontractors in similar manner.
§ A.11.4.9 Ifrequired in writing by a party in interest, the Owner as fiduciary shall, upon occurrence ofan insured loss,
give bond for proper performance of the Owner's duties. The cost of required bonds shall be charged against proceeds
received as fiduciary. The Omer shall deposit in a separate account proceeds so received, which the Ovmer shall
distribute in accordance with such agreement as the parties in interest tnay reach. If after such loss no other special
agreement is made and unless the Omer terminates the Design-Build Contract for convenience, replacement of
damaged property shall be performed by the Design-Builder after notification of a Change in the \Vork in accordance
with Article A.7.
§ A.11.4.10 The Omer as fiduciary shalt have power to adjust and settle a loss with insurers unless one of the parties in
interest shall object in writing within five days after occurrence of loss to the O~mer's exercise of this power.; The
Owner as fiduciary shall, in the case of a decision or award, make settlement with insurers in accordance with
directions of a decision or award. If distribution of insurance proceeds by arbitration is required, the arbitrators will
direct such distribution.
§ A.11.5 PERFORMANCE BOND AND PAYMENT BOND
§ A.11.5.1 11te Omer sha8 have the right to require the Design-Builder to filrnish bonds covering faithful
performance of the Design-Build Contract and payment ofobligations arising thereunder, including payment to design
professionals engaged by or on behalf of the Design-Builder, as stipulated in bidding requirements or specifically
required in the Agreement or elsewhere in the Design-Build Documents on the date of execution of the Design-Build
Contract.
ARTICLE A.12 UNCOVERING AND CORRECTION OF WORK
§ A.12.1 UNCOVERING OF WORK
§ A.12.1.1 1f a portion of the \Vork is covered contrary to requirements specifically expressed in the Design-Build
Documents, it must be uncovered for the Otmer's examination and be replaced at the Design-Builder's expense
without change in the Contract Time.
§ A.12.1.2 If a portion of the \Vork has been covered which the Owner has not specifically requested to exatnine prior
to its being covered, the Owner may request to see such \Vork and it shall be uncovered by the Design-Builder. If such
Work is in accordance with the Design-Build Documents, costs of uncovering and replacement shall, by appropriate
Change Order, be at the O~mer's expense. If such \Vork is not in accordance with the Design-Build Documents,
correction shall be at the Design-Builder's expense unless the condition was caused by the Owner or a separate
contractor, in which event the Omer shall be responsible for payment of such costs.
§ A.12.2 CORRECTION OF WORK
§ A.12.2.1 BEFORE OR AFTER SUBSTANTIAL COMPLETION.
§ A.12.2.1.1 The Design-Builder shall promptly correct Work rejected by the Owner or failing to conform to the
requirements ofthe Design-Build Documents, whether disrnvered before or after Substantial Completion and whether
or not fabricated, installed or completed. Costs of correcting such rejected \Vork, including additional testing, shall be
at the Design-Builder's expense.
AIA Document A141 TM - 2004 Ezhibft A. Copyright O 2004 by The American Institute of Architects. All rights roaervad. WARN1NCi: This AfAs Document b
InIG protsctad by U.S. Copyright Law sad Intamational Troattas. Unauthorbod roptoducNon or dtstrtbutbn o/Kris AiAa Document, or any portion o1 K, may 27
roeutt in severo elvtl snd utminal psnattks, and Trill be prosecuted to tfie maximum extant possible under the law. This document was produced by AtA
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§ A.12.2,2 AFTER SUBSTANTIAL COMPLETION
§ A.12.2.2.1 In addition to the Design-Builder's obligations ur-der Section A.3.5, if, within one year after the date of
Substantial Completion or after the date for commencement ofwarranties established under Section A.9.8.5 or by
ternis of an applicable special warranty required by the Design-Build Documents, any of the Work is found to be not in
accordance with the requiretents of the Design-Build Documents, the Design-Builder shall correct it promptly after
receipt of written notice from the Otmer to do so unless the Omer has previously given the Design-Builder a written
acceptance of such condition. The Owner shall give such notice promptly after discovery of the condition. During the
one-year period for correction of Work, if the Omer fails to notify the Design-Builder and give the Design-Builder an
opportunity to make the correctiot, the Omer waives the rights to require correction by the Design-Builder and to
make a claim for breach of warranty. If the Design-Builder fails to correct non-conforming Work within a reaso-table
time during that period after receipt of notice from the Owlter;, the Owner tnay correct it in accordance with Section
A.2.5.
§ A.12.2.2.2 The one-year period for correction of Work shall be extended with respect to portions of \Vork first
performed after Substantial Completion by the period of time behveen Substantial Completion and the actual
performance of the Work.
§ A,12.2.2.3 The one-year period for correction of Work shall ,not be extended by corrective Work performed by the
Design-Builder pursuant to this Section A.12.2.
§ A.12,2.3 The Design-Builder shall remove from the site portions of the Work which are not in accordance with the
requirements of the Design-Build Documents and are neither corrected by the Design-Builder nor accepted by the
Omer.
§ A.12.2.4 The Design-Builder shal l bear the cost of correcting destroyed or damaged construction, whether cotpleted
or partially completed, of the Omer or separate contractors caused by the Design-Builder's correction or removal of
Work which is not in accordance with the requirements of the Design-Build Documents.
§ A.12.2.5 Nothing contained in this Section A.12.2 shall be construed to establish a period of limitation with respect
to other obligations the Design-Builder might have under the Design-Build Documents. Establishment of the one-year
period for correction of Work as described in Section A.12.2.2 relates only to the specific obligation of the
Design-Builder to correct the Work, and has no relationship to the time within which the obligation to comply with the
Design-But Id Documents may be sought to be enforced, nor to the time within which proceedings may be commenced
to establish the Design-Builder's liability with respect to the Design-Builder's obligations other than specifically to
correct the Work.
§ A.12.3 ACCEPTANCE OF NONCONFORMING WORK
§ A.12.3.1 If the Omer prefers to accept Work not in accordance with the requirements of the Design-Build
Documents, the Omer !nay do so instead of requiring its removal and correction, in which case the Contract Sum tivill
be equitably adjusted by Change Order. Such adjustment shall be effected whether or not final payment has been
made.
ARTICLE A.13 MISCELLANEOUS PROVISIONS
§ A.13.1 GOVERNING LAW
§ A.13.1.1 The Design-Build Contract shall be governed by the law of the place where the Project is located.
§ A.13.2 SUCCESSORS AND ASSIGNS
§ A.13.2.1 T71e Omer and Design-Builder respectively bind themselves, their parhiers, successors, assigns altd legal
representatives to the other party hereto and to partners, successors, assigns and legal representatives of such other
party in respect to covenants, agreements and obligations contained in the Design-Build Documents. Except as
provided in Section A.13.2.2, neither party to the Design-Build Contract shall assign the Design-Build Contract as a
whole without written consent of the other. If either party attempts to make such an assignment without such consent,
that party shall nevertheless remain legally responsible for all obligations under the Design-Bttild Contract.
§ A.13.2.2 T11e Omer may, without consent of the Design-Builder, assign the Design-Build Contract to an
institutional lender providing construction financing for the Project. In such event, the lender shall assume the
Init. AIA Document A141 *~ - 2004 Exhlbft A. Copyright O 2004 by The American Institute of Architects. All rights reserved. WARNINt3: This AIA~ Document b
protocted by U.9. CopyAght law arM tntpmatlanal Troetles. UMUN10Ated roproductbn Or dlstrlbutlon o! this AIAe Document, or any portbn Of it, msy 28
result In sevsro civil and erlminel penehtss, and will bs prosecuted to the msxlmum extent poastble under the taw. This document was produced by AIA
software at 17:23:57 on 09f03/20l>9 under order No.8087459912_t whlah expires on 06/26!2010, and Is not far resale.
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Owner's rights and obligations under the Design-Build Documents. The Design-Builder shall execute all consents
reasonably required to facilitate such assignment.
§ A.13.3 WRITTEN NOTICE
§ A.13.3.1 Written notice shall be deemed to have been duly served if delivered in person to the individual or a member
of the firm or entity or to an officer of the corporation for which it was intended, or if sent by registered or certified
mail to the last business address known to the party giving notice.
§ A.13.4 RIGHTS AND REMEDIES
§ A.13.4.1 Duties and obligations imposed by the Design-Build Documents and rights and remedies available
thereunder shall be in addition to and not a limitation of duties, obligations, rights and remedies otherwise imposed or
available by la~v.
§ A.13.4.2 No action or failure to act by the Omer or Design-Builder shall constitute a waiver of a right or duty
afforded them under the Design-Build Documents, nor shall such action or failure to act constitute approval of or
acquiescence in a breach thereunder, except as maybe specifically agreed in writing.
§ A.13.5 TESTS AND INSPECTIONS
§ A.13.5.1 Tests, inspections and approvals of portions of the tiVork required by the Design-Build Documents or by
laws, ordinances, rules, regulations or orders of public authorities having jurisdiction shall be made at an appropriate
time. Unless otherwise provided, the Design-Builder shall make arrangements for such tests, inspections and
approvals with an independent testing laboratory or entity acceptable to the Omer or with the appropriate public
authority, and shall bear all related costs of tests, inspections and approvals. The Design-Builder shall give timely
notice of when and where tests and inspections are to be made so that the Omer may be present for such procedures.
§ A.13.5.2 Ifthe Omer or public authorities having jurisdiction determine that portions ofthe Work require additional
testing, inspection ~ approval not included under Section A.1.3.5.1, the Omer shall in writing instruct the
Design-Builder to make arrangements for such additional testing, inspection or approval by an entity acceptable to the
Omer, and the Design-Builder shall give timely notice to the Omer of when and where tests and inspections are to be
made so that the Omer may be present for such procedures. Such costs, except as provided in Section A.13.5.3, shall
be at the O~mer's expense.
§ A.13.5.3 If such procedures for testing, inspection or approval under Sections A.13.5.1 and A.13.5.2 reveal failure of
the portions of the Work to comply with requirements established by the Design-Build Documents, all costs made
necessary by such failure, including those of repeated procedures, shall be at the Design-Builder's expense.
§ A.13.5.4 Required certificates oftesting, inspection or approval shall, unless otherwise required by the Design-Build
Documents, be secured by the Design-Builder and promptly delivered to the Omer.
§ A.13.5.5 If the Omer is to observe tests, inspections or approvals required by the Design-Build Documents, the
Owlter will do so promptly and, where practicable, at the normal place of testing.
§ A.13.5.6 Tests or inspections conducted pursuant to the Design-Build Documents shall be made promptly to avoid
unreasonable delay in the Work.
§ A.13.6 COMMENCEMENT OF STATtlTORY LIMITATION PERIOD
§ A.13.5.1 As between the Omer and Design-Builder:
.1 Before Substantial Completion. As to acts or failures to act occurring prior to the relevant date of
Substantial Completion, any applicable statute of limitations shall commence to ntn and any alleged
cause of action shall be deemed to have accrued in any and all events not later than such date of
Substantial Completion;
.2 Between Substantial Completion and Final Application for Payment. As to acts or failures to act
occurring subsequent to the relevant date of Substantial Completion and prior to issuance of the final
Application for Payment, any applicable statute of limitations shall colntnence to run and any alleged
cause of action shall be deemed to have accrued in any and all events not later than the date of issuance
of the final Application for Payment and
Init. AIA Document A141 TM - 2004 Exhlbft A. Copyright O 2004 by The American Institute of Architects. All rights reserved. WARNlNfi: Thle A!A° Documant b
prolaotsd by U.B. Copyright Law and Irrtematbnat Tnatks. Unauthorizad nrproductbn or distrWutlon df thts A!A° Document, or my portion of it, may 29
muff !n ewers ehrll and tahnlnal panaMks, and wal ba prosacutad to tM maximum axtsnt posslbls under the law. This document was produced by AIA
/ software at 17:23:57 an 09!03!2009 under Order No.8087459912_1 whkh expires on 08/26/2070, and Is not for resale.
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.3 After Final Application for Payment. As to acts or failures to act occurring after the relevant date of
issuance of the final Application for Payment, any applicable statute of limitations shall commence to
run and any alleged cause of action shall be deemed to have accrued in any and all events not later than
the date of any act or failure to act by the Design-Builder pursuant to any Warranty provided under
Section A.3.5, the date of any correction of the Work or failure to correct the Work by the
Design-Builder under Section A.12.2, or the date of actual commission of any other act or failure to
perform any duty or obligation by the Design-Builder or Owner, whichever occurs last.
ARTICLE A.14 TERMINATION OR SUSPENSION OF THE DESIGNlBUILD CONTRACT
§ A.14.1 TERMINATION BY THE DESIGN-BUILDER
§ A.14.1.1 The Design-Builder may terminate the Design-Build Contract ifthe tVork is stopped for a period of 45
consecutive days through no act or fault of the Design-Builder or a Contractor, Subcontractor or their agents or
employees or any other persons or entities performing portions of the Work under direct or indirect contract with the
Design-Builder, for any of the following reasons:
.1 issuance of an order of a court or other public authority having jurisdiction which requires all Work to
be stopped;
.2 an act of government, such as a declaration of national emergency which requires all Work to be
stopped;
.3 the Owner has failed to make payment to the Design-Builder in accordance with the Desig-l-Build
Documents; or
.4 the Chvner has failed to furnish to t}1e Design-Builder promptly, upon the Design-Builder's request,
reasonable evidence as required by Section A.2.2.8.
§ A.14.1,2 The Design-Builder may terminate the Design-Build Contract if, through no act or fault of the
Design-Bui Ider or a Contractor, Subcontractor or their agents or employees or any other persons or entities performing
portions of the Work under direct or indirect contract with the Design-Builder, repeated suspensions, delays or
interruptions of the entire Work by the Owner, as described irl Section A.14.3, constitute in the aggregate more than
100 percent of the total number of days scheduled for completion, or 120 days in any 3G5-day period, whichever is
less.
§ A.14.1.3 If one of the reasons described in Sections A.14.1.1 or A. l4. l .2 exists, the Design-Builder rnay, upon seven
days' written notice to the Owner, terminate the Design-Build Contract and recover from the Owner payment for
Work executed and for proven loss with respect to materials, equipment, tools, and construction equipment and
machinery, including reasonable overhead, profit and damages.
§ A.14.1.4 If the Work is stopped for a period of 60 consecutive days through no act or fault of the Design-Builder or a
Contractor or their agents or employees or any other persons perforring portions of the Work tinder a direct or indirect
contract with the Design-guilder because the Owner has persistently failed to fidfill the Owner's obligations under the
Design-Build Documents with respect to matters important to the progress oftlte Work, the Design-Builder may, upon
seven additional days' written notice to the Owner, terminate the Design-Build Contract and recover from the Owner
as provided in Section A.14.1.3.
§ A.14.2 TERMINATION BY THE OWNER FOR CAUSE
§ A.14.2.1 The Owner may terminate the Design-Build Contract ifthe Design-Builder:
.1 persistently or repeatedly refuses or fails to supply enough properly skilled workers or proper materials;
.2 fails to make payment to Contractors for services, materials or labor in accordance with the respective
agreements behveen the Design-Builder and the Architect and Contractors;
.3 persistently disregards laws, ordinances or rules, regulations or orders of a public authority having
jurisdiction; or
.4 otherwise is guilty of substantial breach of a pnrvision of the Design-Build Documents.
§ A.14.2.2 When any of the above reasons exist, the Owner may without prejudice to any other rights or remedies of
the Owner and after giving the Design-Builder and the Design-Builder's surety, if any, seven days' written notice,
terminate employment of the Design-Builder and may, subject to any prior rights of the surety:
.1 take possession of the site and of all materials, equipment, tools, and construction equipment and
machinery thereon owned by the Design-Builder;
.2 accept assignment of contracts pursuant to Section A.5.5.1; and
Init. AIA Document A141 rr - 2004 Exhlbft A. Copyright O 2004 by The American institute of Architects. All dghta reserved. WARNING: Thls AIAa Document is
protected by U.S. Copyrlpht Law and IMematbnal Treatlea. Unauthorized reproduction or dhtributton of tbh AIAa Document, or erry portion of h, may 30
result ht aevoro ciWl snd crtmMrl penakMee, end waI t» prosecuted to the mexhnum axtsrtt poaalbk under the law. This document was produced by AIA
/ software at 17:23:57 on 09!03/2009 under Order No.8067459812_1 whicfi e:~ires on 0812612010, and is not for resale.
User Notes:
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.3 finish the Work by whatever reasonable method the Omer may deem expedient. Upon request of the
Design-Builder, the Omer shall furnish to the Design-Builder a detailed accounting of the costs
incurred by the Omier in finishing the Work.
§ A.14.2,3 When the O-vrter terminates the Design-Build Contract for one of the reasons stated in Section A.14.2, 1, the
Design-Builder shall not be entitled to receive fitrther payment until the Work is finished.
§ A.14.2.4 If the unpaid balance of the Contract Sum exceeds costs of finishing the Work and other damages incurred
by the Omer and not expressly waived, such excess shall be paid to the Design-Builder. If such casts and damages
exceed the unpaid balance, the Design-Builder shall pay the difference to the Omer.
§ A.14.3 SUSPENSION BY THE OWNER FOR CONVENIENCE
§ A.14.3.1 The Omer may, without cause, order the Design-Builder in writing to suspend, delay or interrupt the Work
in whole or in part for such period of time as the Omer may determine.
§ A.14.3.2 The Contract Stun and Contract Time shall be adjusted for increases in the cost and time caused by
suspension, delay or interruption as described in Section A.14.3.1. Adjushnent of the Contract Sum shall include
profit. No adjustment shall be made to the extent:
.1 that performance is, vas or would have been so suspended, delayed or interrupted by another cause for
which the Design-Builder is responsible; or
.2 that an equitable adjustment is made or denied under another provision of the Design.-Build Contract.
§ A.14.4 TERMINATION BY THE OWNER FOR CONVENIENCE
§ A.14.4.1 The Omer may, at any time, terminate the Design-Build Contract for the O~mer's convenience and
without cause.
§ A.14.4.2 Upon receipt of «Titten notice froth the Omer of such termination for the O~mer's convenience, the
Design-Builder shall:
.1 cease operations as directed by the Omer in the notice;
.2 take actions necessary, or that the Omer may direct, for the protection and preservation of the Work;
and
.3 except for Work directed to be performed prior to the effective date of termination stated in the notice,
terminate all existing contracts and purchase orders and enter into no further contracts and purchase
orders.
§ A.14.4.3 In the event of termination for the O~timer's convenience prior to commencement of construction, the
Design-Builder shall be entitled. to receive payment for design services performed, costs incurred by reason of such
termination. and reasonable overhead and profit on design services not completed. In case of termination for the
Owner's convenience after commencement of construction, the Design-Builder shall be entitled to receive payment
for Work executed and costs incurred by reason of such termination, along with reasonable overhead and profit on the
Work not executed.
InIL AIA Document A141 TM - 2004 Exhlbft A. Copyrights 2004 by The American Institute of Architects. Alt dghta reserved. WARN/Nti: Thar AIAe Docun»nt b
protected by U.S. Copyrtpht Law rnd tntematMnsl Tnst~. Unruthortzed nproducdon of dletrlbution at thb AIAe Docu»unt, o- any portion of it, they 31
nsuH M seven civil rnd t:rfmMat psnstWa, and vvNf bo prosecuted to the rnrxknum extort possible under the Irw. This document was produced by AIA
j software at 17:23:57 on 09!0312009 under Order No.8067459912_t which expires on 08/28/2010, and is not for resale.
User Notea:
(1884239457)
Additions and Deletions Report for
AIA® Document A 141 r"' - 2004 Exhibit A
This Additions and Deletions Report, as defined on page 1 of the associated document, reproduces below all text the author has
added to the standard form AIA document in order to complete it, as well as any text the author may have added to or deleted from the
original AIA text. Added text is shown underlined. Deleted text is indicated with a horizontal line through the original AIA text.
Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part
o(the associated AIA document. This Additions and Deletions Report and its associated document were generated simultaneously by
AIA software at 17:23:57 on 09!03/2009.
PAGE 1
New Gvm/ Multi-Purpose Building
for City of Port Arthur
(Narrre uNd locntrorr)
City of Port Arthur
P. O. Box 1089
Port Arthur, Texas 77641-1089
arrre nrrcf locntiorr
G & G Enterprises and Lone Architects, Inc.
6354 Hew 105 6465 Calder, Suite 206
Oranee, Texas 77630 Beaumont, Texas 77706
PAGE 4
Per Section 271.198 Locat ~,overnment code, The Design Build firm shall supply the City a record set of Construction
Documents for theproject prepared as provided by Chapter 1001 Occupations Code.
PAGE 10
The Design Builder warrants to the Owner, for aperiod of one year, all work done under the desien build project to be
free from faulty materials in everyparticular and free from improper workmanship, and aeainst injury from proper and
usual wear and aerees to replace or re-execute without cost to the City such work as may be found to be improper or
imperfect and to make good alt damaees caused to other wort: or materials, due to such required replacement or
re-execution.
PAGE 17
Additions and Deletions Report for AIA Document A141 ^' - 2004 lixhfbk A. Copyright ®2004 by The American Institute of Architects. All rights reserved.
WARNING: Thls AlAo Document b protected by U.8. Copyripht Law and international TreaUet. Unautitori:ed nproductbn or distribution of this AJAs 1
~ument, or any portion of R. may resutt In severe chrtl and criminal penalties, and will bs prosecuted to the maximum extent posaibN under the taw.
This document was produced byAlA software at 17:23:57 on 09/0312009 under Order No.80674599t2_1 which expires on 08!26/2010, and Is not for resale.
User Notes: (1884239457)
Although chance orders should not and are not expected, the maximum of all chat~e orders which can only be
approved at the discretial of the City Council shall be up to 25% of the base bid.
PAGE 21
Nohvithstanding, the Design-Builder shall pay his subcontractors on a timely basis which is not contingent on the
receipt of monies from the City.
PAGE 25
§ A.11.4.1 13*}I
et~er+zed-tee
..:..6 n.,rt -:.,1,n
,,.. ~~ ....... ............., .., ........ a...., ....................,.....,.,..,.......,........,, .,............., .,_...a...,......_.,
Design-Builder shall be responsible for insuring all of the Droperty and equipment with the applicable property
insurance policy. with the CitYas an additional insured until the new gymnasium/multi-purpose building has been
substantially completed and/or accepted by the City of Port Arthur so that the facility is ready to be occupied as agreed
to by the City Council and the Design-Builder.
PAGE 30
§ A.14.1.1 The Design-Builder may terminate the Design-Build Contract if the Work is stopped for a period of3&45
consecutive days through no act or fault of the Design-Builder or a Contractor, Subcontractor or their agents or
employees or any other persons or entities performing portions of the 1Vork under direct or indirect contract with the
Design-Builder, for any of the following reasons:
Additions and Deletions Report for AIA Document A141 *" - 2004 Exhibit A. Copyright O 2004 by The American Institute of Architects. All rights reserved.
WARNtNO: This AlA! DocumsM M proNetsd by U.8. Copyrlpht iavv and Irrtsmatlonsl Tnstlss. Unauthorized reproduction or dbtrlbutbn of thb AIA° 2
Oocumsrrt, or any po+tbn of K, may nsuk kr sawn ctvil and cr{tnMal psnaitlas, and will ba prosssutad to the maximum sxtsnt poasMris under Ura uew.
This document was produced by AIA software at 17:23:57 on 09/0312009 under Order No.8067459912_7 which expires on 0 612 612 0 1 0, and is not for resale.
User Notes: (1664239457)
T e
AlA Document A141'" - 2004 Exhibit B
Determination of fhe Cost of the Work
for the following PROJECT:
(Name mrd location or address)
New Gym/Multi-purpose Building for City of Port Arthur
THE OWNER:
(Paragraph deleted)
(Nrnrre and address)
City of Port Arthur
P. O. Box 1089
Port Arthur, Texas 77641-1089
THE DESIGN•BUIIDER:
(Name arrd address)
G & G Enterprises and Long Architects, Inc.
6354 Hwy 105 6465 Calder, Suite 20G
Orange, Texas 77630 Beaumont, Texas 7770b
ADDITIONS AND DELETIONS:
The author of this document has
added Information needed for its
completion. The author may also
have revised the text of the original
AIA standard form. An Additions and
Deletions Report that notes added
information as well as revisions to the
standard form text is available from
the author and should be reviewed. A
vertical line in the left margin of this
document indicates where the author
has added necessary information
and where the author has added to or
deleted from the original AIA text.
This document has important legal
consequences. Consultation with an
attorney is encouraged with respect
to its completion or modification.
Consultation with an attorney is also
encouraged with respect to
professional licensing requirements
in the jurisdiction where the Project Is
located.
AIA Document A141 °' - 2004 Exhibk B. Copyright ®2004 by The American Institute of Architects. All rights reserved. WARNtN(i: thla AlA` Doeumartt b
Intl protretad by U.S. Copyrlpht Law and tntsmatbnal troaWa. Unauttrortza0 »produedon or dbtrtbution of thb AIA° Document, or any poetion o! k, may ~
result M severe eivk and criminal panakbs, and wig t» proacutad to the naximum axtaM posalbla under the law. This document was produced by AIA
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ARTICLE 8.1 CONTROL ESTIMATE
§ 8.1.1 Where the Contract Sum is the Cost of the Work, plus the Design-Builder's Fee without a Guaranteed
Maximum Price pursuant to Section 4.3 of the Agreement, the Design-Builder shall prepare and submit to the Owner
prior to the Design-Builder's first Application for Payment, in writing, a Control Estimate. The Control Estimate shall
include the estimated Cost of the Work plus the Design-Builder's Fee. The Control Estimate shall be used to monitor
actual costs.
§ 6.1.2 The Control Estimate shall include:
.1 the documents enumerated in Article 8 of the Agreement, including all Addenda thereto and the Terms
and Conditions of the Contract;
.2 a statement ofthe estimated Cost of the Work showing separately the compensation for design services,
construction costs organized by trade categories or systems and the Design-Builder's Fee; and
.3 contingencies for further development of design and conshuction.
§ 6.1.3 The Design.-Builder shall meet with the Otivner to review the Control Estimate. In the event that the Owner
discovers any inconsistencies or inaccuracies in the information presented, it shall promptly notify the Design-Builder,
who shall make appropriate adjustments to the Control Estimate. When the Control Estimate is acceptable to the
Owner, the Owner shall acknowledge its acceptance in writing. The Owner's acceptance of the Control Estimate does
not i-nply that the Control Estimate constitutes a Guaranteed Maximum Price.
§ 6.1.4 The Design-Builder shall develop and implement a detailed system of cost control that wilt provide the Owner
with timely information as to the anticipated total Cost of the Work. The cast control system shall compare the Control
Estimate with the actual cost for activities in progress and estimates for uncompleted tasks and proposed changes. This
information shall be reported to the Owner, in writing, no later than the Design-Builder's first Application for Payment
and shall be revised monthly or at other intervals as mutually agreed.
ARTICLE B.2 COSTS TO BE REIMBURSED
§ 8.2.1 COST OF THE WORK
The term Cost of the Work shall mean. costs necessarily incurred by the Design-Builder in the proper performance of
the Rork. Such costs shall be at rates not higher than the standard paid at the place of the Project except with prior
consent of the Owner. The Cost of the Work shall include only the items set forth in this Article B.2.
§ 8,2.2 LABOR COSTS
§ 8,2.2.1 1Vages of construction workers directly employed by the Design-Builder to perform the construction of the
Work at the site or, with the Owner's approval, at off-site locations.
§ 8.2.2.2 Wages or salaries of theDesign-Builder's supervisory and administrative personnel when stationed at the
site with the O~vtier's approval.
§ 8.2.2.3 Wages and salaries of the Design-Builder's supervisory or administrative personnel engaged at factories,
workshops or on the road, in expediting the production or transportation of materials or equipment required for the
Work, but only for that portion of their time required for the Work.
§ 8.2.2.4 Costs paid or incurred by the Design-Builder for taxes, insurance, contributions, assessments and benefits
required by law or collective bargaining agreements and, for personnel not covered by such agreements, customary
benefits such as sick leave, medical a,id health benefits, holidays, vacations and pensions, provided such costs are
based on wages and salaries included in the Cost of the Work under Sections 6.2.2. I through B.2.2.3.
§ 6.2.3 CONTRACT COSTS
§ 8.2.3.1 Payments made by theDesign-Builder to Contractors in accordance with the requirements of their contracts.
§ B.2.4COSTS OF MATERIALS AND EQUIPMENT INCORPORATED IN THE COMPLETED CONSTRUCTION
§ 8.2.4.1 Costs, including transportation and storage, of materials and equipment incorporated or to be incorporated in
the completed construction.
AIA Document A141 T" - 2004 ExhlbR B. Copyright ®2004 by The American Institute of Architects. All rlghta reserved. WARNING: Thlo AIA" Document ht
Init. protoc~d ~, U.S. Copyright law and tntematbnat TroatNa. Unauthorixod nproductloo or dlstrlbutbn of Mis AtA° Documont, or any porttan of It. may
nsuit In sovon clvN and trlrnMal ponakNs, and will M prosocutod to tho moxlmum ozMnt posstbio undor tho low. This document was produced by AIA
/ software at 17:25:18 on 09103!2009 under Order No.8067459912_1 which e~ires on 06!26/2010, and Is not for resale.
Uaer Notes: (1231111796)
§ 6.2.4.2 Costs of materials described in the preceding Section 6.2.4.1 in excess of those actually installed to allow for
reasonable waste and spoilage. Unused excess materials, if any, shall become the Owner's property at the completion
ofthe Work or, at the Owner's option, shall be sold by the Design-Builder. Any amounts realized from such sales shall
be credited to the Owner as a deduction from the Cost of the Work.
§ B.2.5 COSTS OF OTHER MATERIALS AND EQUIPMENT, TEMPORARY FACILITIES AND RELATED ITEMS
§ 6.2.5.1 Costs, including transportation and storage, installation, maintenance, dismantling and removal of materials,
supplies, temporary facilities, machinery, equipment, and hand tools not customarily owned by construction workers,
that are provided by the Design-Builder at the site and fully consumed in the performance of the Work; and cost (less
salvage value) of such items if not ful ly consumed, whether sold to others or retained by the Design-Builder. The basis
for the cost of items previously used by the Design-Builder shall mean the fair market value.
§ B.2.5.2 Rental charges for temporary facilities, machinery, equipment, and hand tools not customarily owned by
construction workers that are provided by the Design-Builder at the site, whether rented from the Design-Builder or
others, and costs of transportation, installation, minor repairs and replacements, dismantling and removal thereof.
Rates and quantities of equipment rented shall be subject to t}te Owner's prior approval.
§ 8.2.5.3 Costs of removal of debris from the site.
§ 6.2.5.4 Cost of document reproductions, facsimile translnis-Stone and long-distance telephone calls, postage and
parcel delivery charges, telephone service at the site and reasonable petty cash expenses of the site office.
§ 8.2.5.5 That portion of the reasonable expenses of the Design-Builder's personnel incurred while traveling in
discharge of duties connected with the Work.
§ 8.2.5.6 Costs of materials alld equipment suitably stored off the site at a mutually acceptable location, if approved in
advance by the Omer.
§ B.2.6 DESIGN AND OTHER CONSULTING SERVICES
§ 8.2.6.1 Compensation, including fees and reimbursable expenses, paid by the Design-Builder for design and other
consulting services required by the Design-Build Documents .
§ 6.2.7 MISCELLANEOUS COSTS
§ 8.2.7.1 That portion of insurance and bond premiums that can be directly attributed to this Design-Build Contract.
§ 8.2.7.2 Sales, use or similar taxes imposed by a governmental authority that are related to the Work.
§ B.2.7.3 Fees and assessments for the building permit and for other permits, licenses and inspections for which the
Design-Builder is required by the Design-Build Documents to pay.
§ B.2.7.4 Fees of laboratories for tests required by the Design-Bttild Documents, except those related to defective or
non-conforming Work for which reimbursement is excluded by Section A.13.5.3 of Exftibit A, Tern1s and Conditions,
or other provisions of the Design-Build Documents, and which do not fall within the scope of Section A. ] 3.5.3.
§ 8.2.7.5 Royalties and license fees paid for the use of a particular design, process or product required by the
Design-Build Documents; the cost of defettdi-1g suits or claims for infringement of patent rights arising from such
requirement of t}ie Design-Build Documents; and payments made in accordance with legal judgments against the
Design-Builder resulting from such suits or claims and payments of settlements made with the O-vner's consent.
However, such costs of legal defenses, judgments and settlements shall not be included it1 the calculation of the
Design-Builder's Fee or subject to the Guaranteed Maximum Price. If such royalties, fees and costs are excluded by
the last sentence of Section A.3.16.1 of Exhibit A, Terms and Conditions, or other provisions of the Design-Build
Documents, then they shall not be included in the Cost of the Work.
§ 6.2.7.6 Data processing costs related to the Work.
§ B.2.7,7 Deposits lost for causes other than the Design-Builder's negligence or failure to fulfill a specific
responsibility to the Owner as set forth in the Design-Build Documents.
Init. AIA Document A141 TM - 2004 Exfilbit ti. Copyright m 2004 by The American InsBtute of Architects. All rights reserved. WARNINt3: Thia AiAe Document b
protected by U.S. Copyright law and Inttmatbnal Troattea. Unauthortsad roproductlen or dlatrlbutbn of tfiis AIA' Document, or amr portion of M, may 3
result In ewero civil and criminal panaltlea, and wilt ba proseeutod to the tnaxtmum extent posslbie under the law. This document was produced by AIA
~ software at 17:2b:18 on 09/03/2009 under Order No.8087459912_1 which expires on 08!2612010, and is not for resale.
User Notes: t1231111796)
§ 8.2.7.8 Legal, mediation and arbitration costs, including attorneys' fees, other than t}tose arising from disputes
beteveett the Oemer and Design-Builder, reasonably incurred by the Design-Builder in the performance of the \Vork
and with the Oevner's prior evritten approval, which approval shall not be unreasonably evithheld.
§ 8.2.7.9 Expenses incurred in accordance with the Design-Builder's standard personnel policy for relocation and
temporary living allowances of personnel required for the Work, if approved by the Owner.
§ B.2.8 OTHER COSTS AND EMERGENCIES
§ B.2.8.1 Other costs incurred in the performance of the Work if attd to the extent approved in advance in writing by
the Owner.
§ 6.2.8.2 Costs due to emergencies incurred in taking action to prevent threatened damage, injury or loss in case of an
emergency affecting the safety of persons and property, as provided in Section A.10.6 of Exhibit A, Terms and
Conditions.
§ 8.2.8.3 Cost of repairing or correcting damaged or non-conforming \Vork executed by the Design-Builder,
Contractors, Subcontractors or suppliers, provided that such damaged or non-conforming Work was not caused by
negligence or failure to fulfill a specific responsibility of the Design-Builder and only to the extent that the cost of
repair or correction is not recoverable by the Design-Builder from insurance, sureties, Contractors, Subcontractors or
suppliers.
ARTICLE 6.3 COSTS NOT TO BE REIMBURSED
§ B.3.1 The Cost of the Work shall not include:
§ 6.3.1.1 Salaries and other compensation of the Design-Builder's personnel stationed at the Design-Builder's
principal office or offices other than the site office, except as specifically provided in Sections B.2.2.2 and B.2.2.3.
§ 6.3.1.2 Expenses of the Design-Builder's principal office and offices other than the site office.
§ B.3.1.3 Overhead and general expenses, except as may be expressly included in Article B.2 of this Exhibit
§ 8.3.1.4 The Design-Builder's capital expenses, including interest on the Design-Builder's capital employed for the
Work.
§ 6.3.1.5 Rental costs of machinery and equipment, except as specifically provided in Section B.2.5.2.
§ 6.3.1.6 Except as provided in Section B.2.8.3 of this Agreement, costs due to the negligence or failure of the
Design-Builder to fulfill a specific responsibility of the Design-Builder, Contractors, Subcontractors and suppliers or
anyone directly or indirectly employed by any of them or for evhose acts any of them may be liable.
§ B.3.1.7 A»y cost not specifically and expressly described in Article B.2, Costs to be Reimbursed.
§ 8.3.1.8 Costs, other than costs included in Change Orders approved by the Owner, that would cause the Guaranteed
Maximum Price, if any, to be exceeded.
ARTICLE 6.4 DISCOUNTS, REBATES AND REFUNDS
§ 6,4.1 Cash discounts obtained on payments made by the Design-Builder shall accrue to the Oevtter if (1) before
making the payment, the Design-Builder included them in an Application for Payment and received payment from the
Oevtter, or (2) the Oevner has deposited funds with the Design-Builder with which to make payments; otherwise, cash
discounts shall accrue to the Design-Builder. Trade discounts, rebates, refunds and amounts received from sales of
surplus materials and equipment shall accrue to the Oev,ter, and the Design-Builder shall make provisions so that they
can be secured.
§ 6.4.2 Amounts that accrue to the Owner in accordance with the provisions of Section B.4.1 shall be credited to the
Owner as a deduction from the Cost of \Vork.
AIA Document A141 T" - 2004 Exhibit B. Copyright A 2004 by The American Institute of Architects. All rights reserved. WARNING: This AIA6 Document h
Init. p~k~ py U.B. Copyright Law and tnternattonat Tnatks. Unauthorixed npraduttbn or dlstrtbution of thb AIAa Doctmwrtt, or any porlbn of K, may
rosuh fn severe etvll and criminal panatti~, and w{8 be prosecuted to the maxbnum extant poafble under fha law. This document was produced by AIA
/ sottwaro at 17:25:18 on 09/03/2009 under Order No.8087459912_t which expires on 08!26/2010, and is not for resale.
User Notes: {1231711796)
ARTICLE B.5 CONTRACTS AND OTHER AGREEMENTS OTHER THAN FOR DESIGN PROFESSIONALS HIRED
BY THE DESIGN-BUILDER
§ B.5.1 Those portions of the Work that the Design-Builder does not customarily perform with the Design-Builder's
o+m personnel shall be performed by others under contracts or by other appropriate agreements +vith the
Design-Builder. The Owner may designate specific persons or entities from whom the Design-Builder shall obtain
bids. The Design-Builder shall obtain bids from Contractors and from suppliers of materials or equipment fabricated
especially for the Work and shall deliver such bids to the O+vtler. The Omer shall then determine which bids will be
accepted. The Design-Builder shall not be required to contract with anyone to whom the Design-Builder has
reasonable objection.
§ B.5.2 Contracts or other agreements shall conform to the applicable payment provisions of this Design-Build
Contract, and shall not be awarded on the basis of cost plus a fee without the O+mer's prior consent.
ARTICLE B.6 ACCOUNTING RECORDS
§ 8.6.1 The Design-Builder or any affiliated person or entity which performs a portion of the Work shall keep full and
detailed accounts and exercise such controls as may be necessary for proper financial management under this
Agreement, and the accounting and control systems shall be satisfactory to the Omer. The Omer and the O+mer's
accountants shall be afforded access to, and shall be permitted to audit and copy, the Design-Builder's records, books,
correspondence, instructions, receipts, contracts, purchase orders, vouchers, memoranda and other data relating to this
Agreement, and the Design-Builder shall preserve these for a period of three years after final payment, or for such
longer period as may be required by law.
§ 6.6.2 When the Design-Builder believes that all the Work required by the Agreement has been fitlly performed, the
Design-Builder shall deliver to the O+mer's accountant a final accounting of the Cost of the Work.
§ B.6.3 The O+mer's accountants will review and report in writing on the Design-Builder's final accounting within 21
days after delivery of the final accounting. Based upon such Cost of the Work as the O+mer's accountants report to be
substantiated by the Design-Builder's final accounting, and provided the other conditions of Section A.9.10 of the
Agreement have been met, the Omer will, +vithin seven days after receipt of the +vritten report of the O+mer's
accountants, notify the Design-Builder in writing ofthe O++~ter's intention to make final payment or to withhold final
payment.
§ B.6.4 If the O+mer's accountants report the Cost of the Work as substantiated by the Design-Builder's final
accounting to be less than claimed by the Design-Builder, the Design-Builder shall be entitled to initiate resolution of
the dispute pursuant to Article 6 of the Agreement and Article A.4 of Exhibit A, Terms and Conditions, for the
disputed amount. if the Design-Builder fails to so initiate resolution of the dispute within the period of time required
by Section A.4.1.2 of Exhibit A, Terms and Conditions, the substantiated antowrt reported by the O+mer's accountants
shall become binding on the Design-Builder. Pending a final resolution pursuant to Article 6 of the Agreement and
Article A.4 of Exhibit A, Terms and Conditions, the Omer shall pay the Design-Builder the amount, if any,
determined by the O+mer's accountant to be due the Design-Builder.
§ B.6.5 If, subsequent to final payment and at the O+mer's request, the Design-Builder incurs costs in connection with
the correction of defective or non-conforming work as described in Article B.2, Costs to be Reimbursed, and not
excluded by Article B.3, Costs 1\ot to be Reimbursed, the Omer shall reimburse the Design-Builder such costs and
the Design-Builder's Fee applicable thereto on the same basis as if such costs had been incurred prior to final payment,
but not in excess of the Guaranteed Maximum Price, if any. If the Design-Builder has participated in savings as
provided in Section 4.4.3.1 of the Agreement, the amount of such savings shall be recalculated and appropriate credit
given to the O+w1er in determining the net amount to be paid by the Omer to the Design-Builder.
Init. AIA Document A141 TM - 2004 Exhlblt 8. Copyright®2004 by The American Institute of Architects. All righta reserved. WApNIN[;;: ThM AtA" Document Is
protected 6y U.E. Copyrlght law and InNmatbnal TnatMs. Unauttart:ad reproduotbn or distribution of thb AIAa Document, or any pocUon of It. may 5
nauR In seven elvll and criminal psnaklss, and wlli ba prostcutsd to the maximum extant possible under the taw. This document was produced byAlA
/ software et 17:25:18 on 09/03/2009 under Order No.8067459912 1 which expires on 0 8/2 612 0 1Q and Is not for resale.
User Notes: (1231111796)
Additions and Deletions Report for
A/A~ Document A941 r"" - 2004 Exhibit B
This Additions and Deletions Report, as defined on page 1 of the associated document, reproduces below all text the author has
added to the standard form AIA document in order to complete it, as wail as any text the author may have added to or deleted from the
original AIA text. Added text is shown underlined. Deleted text is indicated with a horizontal line through the original AIA text.
Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part
of the associated AIA document. This Additions and Deletions Report and its associated document were generated simultaneously by
AIA software at 17:25:18 on 09/03!2009.
PAGE 1
New Gym/Multi-pose Building for City of Port Arthur
(Name acrd address)
City of Port Arthur
P. O. Box 1089
Port Arthur, Texas 77641-1089
,:':~..~ , r°~.-~' ~'~.':Ts- anre mrd address)
G & G Enterprises and Lone Architects. Inc.
6354 Hwy 105 6465 Calder, Sttite 206
Orange, Texas 77630 Beaumont. Texas 77706
Additions and Deletions Report for AIA Document A141 ^' - 2004 Exhibit B. Copyright O 2004 by The American Institute of Architects. All rights reserved.
WARNtk(i: Thin AIA` Document a protected by U.S. Copyright Law and Internaitonal Treaties. UnwUwrized nproductfon or distributbn of this AtA® ~
Document, or any poftbn o! k, may resuk In aware civil and criminal penakies, and wtli bo proaocuted to the maximum extent possible under the taw.
This document was produced by AIA software at 17:25:1$ on 09/03!2009 under grder No.80ti7459912 1 which e~ires an 08128/2010, and is not for resale.
User Motes: - (1231111796)
AlA Document A141" - 2004 Exhibit C
Insurance and Bonds
for the following PROJECT:
(Havre and location o~• address)
New Gym/Multi-purpose Building for City of Port Arthur
THE OWNER:
(Nance and address)
City of Port Arthur
P. O. Box 1089
Port Arthur, Texas 77641-1089
THE DESIGN•BUILDER:
(Name alfd address)
G & G Enterprises and Long Architects, h1c.
6354 Hwy 105 6465 Calder, Suite 206
Orange, Texas 77630 Beaumont, Texas 77706
ADDITIONS AND DELETIONS:
The author of this document has
added information needed for its
completion. The author may also
have revised the text of the original
AIA standard form. An Additions and
Deletions Report that notes added
information as well as revisions to the
standard form text is available from
the author and should be reviewed. A
vertical line in the left margin of this
document indicates where the author
has added necessary information
and where the author has added to or
deleted from the original AIA text.
This document has important legal
consequences. Consultation with an
attorney is encouraged with respect
to Its completion or modification.
Consultation with an attorney (s also
encouraged with respect to
professional licensing requirements
In the jurisdiction where the Project is
located.
AIA Document A141 ~" - 2004 Exhibit O. Copyright O 2004 by The American institute of Architects. All dghta reserved. WARNIFKi: Thts AlA° Docunant to
Init. protected by U.S. CopyrtQht haw and Intamatbnat TraaWs. Unauthortsad raproduetton or dlstrfbullon of thta AtA° Document, or arty portion of It, may
reouM M seven ctvtl and crimlMl penaMtee, arnt wfA be prweeuled to the maximum extant pwaEbie under the taw. This document was produced by AIA
i software at 14:41:13 on 11/06/2009 under Order No.8067459912_1 which expires on 08!26/2010, and is not for resale.
User Notes: (1732475236)
ARTICLE C.1
The Owner and Design-Builder shall provide policies of liability insurance as required by the Design-Build
Documents, or as follows:
(,Specify changes, if any, to the requirements of the Design-Brrild Docrnnenls, and for each type of hrsurarrce idenlh~
applicable !lnrlts nrtd deductible anrorutts.)
ARTICLE C.2
The Design-Builder shall provide surety bonds as follows:
(Speci~}~ type and penal sunr of bards.)
Type Pena! Sum (3 0.00)
Performance and Payment Bond $19,250.00
§ C.2.1 Upolt the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of
obl igations ari sing under the Agreement, the Design-Builder sltal l promptly furnish a copy of the bonds or shall permit
a copy to be made.
G & G Enterprises acknowledges the necessity of these documents, and will furnish a copy to the Owner once the
project has been bid for construction.
Init. AIA Oocument A141 T° - 2004 Exhibit C. Copyright ®20D4 by The American Institute of Architects. All rights reserved. WARNIN<i: This AIAe lbeumeM is
protected by U.$. Copyrtght Law and lniematbnai Troatk-s. Unauthorized ropraductlon or dtstrtlwtloo of this A1As tocument, ar any portion of k, may
rosuk in sewro eWli and triminal penakias, and wNl be prosecuted to the max6rwm extsnt posaWfe under tha law. This document was produced by AIA
t software at 14:41:13 on 11/06/2009 under Order No.8067459912_1 which expires on 08/26/2010, and is not for resale.
User Notes: (1732475236)
Additions and Deletions Report for
AIA®Document A 141'"" - 2004 Exhibif C
This Additions and Deletions Reporj, as defined on page 1 of the associated document, reproduces below all text the author has
added to the standard form AIA document in order to complete it, as well as any text the author may have added to or deleted from the
original AIA text. Added text is shown underlined. Deleted text is indicated with a horizontal line through the original AIA text.
Note: Thls Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part
of the associated AIA document. This Additions and Deletions Report and its associated document were generated simultaneously by
AIA software at 14:41:13 on 11/06/2009.
PAGE 1
New Gvm/Multi-purpose Building for Ciri ofPort Arthur
i~r,....,. r,,,...r ... ante and address)
City of Port Arthur
P. O. Box 1089
Port Arthur, Texas 77641-1089
t~Vcrrxc,~°~~.~:;;:~- crnternrdaddi~ess)
G & G Enterprises and Long Architects hoc
6354 Hew 105 6465 Calder Suite 206
Orange, Texas 77630 Beaumont Texas 77706
PAGE 2
Type Penal Sum 4$8:84 0.00
Performance and Payment Bond _ 19 250.00
G & G Enterprises acknowledges the necessity of these documents and will furnish a copy to the Owner once the
protect has been bid for construction.
Additions and DeteG~ na Report for AIA Document A141 Tr - 2004 Exhlbtt C. Copyright ®2004 by The American Institute of Architects. All rlghta reserved.
WARNING: This AUI DocumaM b protactsd by U.8. Copyright law and Intama~nat TnaHea. Unauthortzad nproducttan or dbtributbn of this AIA6 ~
Documant, or any portion of k, may mutt In seven civil and wimtnai psnatttlas, and w10 ba prwacuted to tha maximum extant poaatbk under tha law.
This document was produced by AIA software at 14:41:13 on 11/06/2009 under Order No.8067459912_1 which e~ires on 08!2612010, and is not for resale.
UaerNotea: (1732475236)
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