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Home My WebLink About2003-118 ur\ 1611 L 1997 Edition - Electronic Format AIA Document B141 - 1997 Standard Form sof Agreement Between Owner and Architect with Standard Form ofArchitect 's Services This document has important legal consequences. Consultation with an TABLE OF ARTICLES attorney is encouraged with respect to its completion or modification. AUTHENTICATION OF THIS 1 . 1 INITIAL INFORMATION ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING 1 . 2 RESPONSIBILITIES OF THE PARTIES AIA DOCUMENT D401. 1 . 3 TERMS AND CONDITIONS 1 .4 SCOPE OF SERVICES AND OTHER SPECIAL TERMS AND CONDITIONS 1 . 5 COMPENSATION AGREEMENT made as of the thirteenth day of May in the year two thousand and three (In words, indicate day, month and year) BETWEEN the fehiteet ' „ e fien identified Owner: (Name, and address ) Indian River County Board of County Commissioners 1840 25th Street Vero Beach , Florida 32960 and the Architect: (Name, and address and ethep iWfoymmign) Donadio & Associates. Architects , P .A . 2125 Windward Way , Suite 205 =� Vero Beach , Florida 32963 For the following Project: (Include detailed description ofproject) wo4 , . _ , Indian River County New Administration Complex to be generally located on ' approximately 13 acres north of 26th Street east of 20th Avenue south of Aviation Boulevard and west of Lateral "E" Canal in Vero Beach Florida This Project shall also © 1997 AIA® B141997 include but not be limited to other such improvements as the Extension of 20th Avenue AIA DOCUMENT AG - STANDARD FORM AGREEMEME NT to the North and construction of a Bridge across the Main Relief Canal connecting 20th Avenue with Aviation Boulevard . The American Institute of Architects 1735 New York Avenue N .W. The Owner and Architect agree as follows. Washington, D .C. 20006-5292 ARTICLE 1 . 1 INITIAL INFORMATION ® 1917, 1926, 1948, 1951, 1953, 1958, 1961 , 19631 196 , 19671 1970l 1974, 1977, 1987, 0 1997 by T e American Institute of Architects . Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution . WARNING : Unlicensed photocopying violates U .S . copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97b141 (4-8-03). aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/312003. 1 44--4 This Agmemnnt is based on the f lle%4ng infiaFmation alid #761e -64e -fer-flee fe& tp rg itet»s*mseAft- Ae trpuested &en erestatemeB �et - 1 . 1 . 2 PROJECT PARAMETERS 1 . 1 . 2 . 1 The objective or use is: (Identify or describe, ifappoomate, proposed use orgoals.) To design a new County Administration Complex in accordance with program recommendations contained in the Final Report of the Space Needs Committee submitted to the Board of County Commissioners June 18 2002 This document has important legal 1 . 1 . 2 . 2 The physical parameters are : consequences. Consultation with an (Identify or describe, if appropriate, size, location, dimensions, or other pertinent information, such as geotechnical attorney is encouraged with respect to reports about the site.) its completion or modification. A maximum of two multi-story buildings consisting of the County Administration AUTHENTICATION OF THIS Departments as defined in the program as prepared by the Indian River County. ELECTRONICALLY DRAFTED AIA _Space Needs Committee . Departments to be in the the new complex includes ' DOCUMENT MAY BE MADE BY USING Board of County Commisioners AIA DOCUMENT D401. County Administrator County Attorney Public Works Utility Services Emergency Services General Services Community Development Recreation Department Supervisor of Eleictions Tax Collector Property Appraiser Clerk of Circuit Court 1 . 1 . 2 . 3 The Owner's Program is: (Identify documentation or state the mannerin which the program will be developed) Validation of Program as prepared by the IndianRiver County Space Needs Committee 1 . 1 . 2 . 4 The legal parameters are : (Identify pertinent legal information, including, if appropriate, land surveys and legal descriptions and restrictions of the site.) Regulatory restrictions and codes of applicable governmental agencies 9A P-04 1 . 1 . 2 . 5 The financial parameters areas follows . �f + �' . 1 Amount of the Owner's overall budget for the entire Project, including the Architect's compensation, is: $27 . 000 . 000 . 00 . © 1997 AIA® . 2 Amount of the Owner's budget for the Cost of the Work, excluding the AIA DOCUMENT B141 - 1997 Architect's compensation, is: $25. 292. 500 STANDARD FORM AGREEMENT 3 The estimated Construction Budget for the building alone is $ 17 . 250 . 000 . The American Institute of Architects 1735 New York Avenue N .W. 1 . 1 . 2 . 6 The time parameters are : Washington, D .C . 20006-5292 (Identify, ifappropriate, milestone dates, durations orfast track scheduling.) 1917, 1926, 1948, 1951, 1953o 19581 19611 19631 19661 1967, 1970, 1974, 1977, 1987, A 1997 by The American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U .S . copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97bl4l(4-8-03).aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 2 Proposed Design Schedule is based on the following duration of activities: 1 . Programming and Program Validation 2 . 5 months**" 2 . County Review V 3 , Schematic Design Documents 2 , 5 months** 4 . County Review 5 . Design Development Documents 3 . 0 months 6 . County Review 7 . 50 % Completion of Construction Documents 4 . 0 months 8 . County Review 9. 100 % Completion of Construction Documents 4 . 0 months 10 . County Review * Review time is estimated to be 2 to 4 weeks . This document has important legal ** Schematic Design Time Frame may increase due to Cit withr of Vero Beach Site Plan altiran rPan attorney is encouraged with respect to F***Based & Rezoning Process. its completion or modification. on site considerations Architect shall not proceed to any other activity until AUTHENTICATION OF THIS written notice is receieved from the Owner. ELECTRONICALLY DRAFTED AIA lDOCUMENT MAY BE MADE BY USING '1 . 2 . 7 The proposed procurement or delivery method for the Project is: AIA DOCUMENT D401 . (Identify method such as competitive hid, negotiated contract, or construction management.) Competitive bid using General Contractors licensed insured and bonded in the State of Florida . 1 . 1 . 2 . 8 Other parameters are : (Identify special characteristics or needs of the Project such as energy, environmental or historic preservation requirements.) All elements or combination of elements of the design shall conform to Applicable Regulatory requirements of Agencies having jurisdiction over the Project as a whole or in part. 1 . 1 . 3 PROjEf T TEA M 1 . 1 . 3 . 1 The Owner's Designated Representative is: (List nam , and address.) Steve Blum - Project Manager 1840 25th Street Vero Beach . Florida 32960 1 . 1 . 3 . 2 The persons or entities, in addition to the Owner's Designated Representative if any, who are required by the owner to review the Architect 's submittals to the Owner are: (List name; p and address.) None 1 . 1 . 3 . 3 The Owner's other consultants and contractors i. f any . are: (List discipline and, ifknown, identify them byname and address.) � None 0%;1 amp I� 1 . 1 . 3 . 4 The Architect's Designated Representative is: and address.) ©, AIAA DOCUMENT AIA® (List namOCUMENT 6141 - 1997 Anthony J . Donadio , A. I .A. . NCARB STANDARD FORM AGREEMENT Donadio and Associates Architects. P .A . 2125 Windward Way , Suit 205 The American Institute of Architects Vero Beach . florida 32963 1735 New York Avenue N .W. Washington, D. C. 20006-5292 1 . 1 . 3 . 5 The consultants retained at the Architect's expense are: (List discipline and, ifkaown, identify them by name and address.) 0 19171 1926, 1948, 1951, 1953, 1958, 1961 , 19631 19661 19671 1970, 1974, 19770 1987, 0 1997 by T e American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U .S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97b141(4-8-03).aia -- 5/12/2003 . AIA License Number 1127252, which expires on 7/31/2003. 3 ARCHITECTURE = PLANNING = INTERIOR DESIGN Song & Associates . Inc. 400 South Australian Avenue Gth F oor West Palm , Beach , Florida33401 ARCHITECTURE John H . Dean Architect and Associates 2223 10th Avenue Vero Beach . Florida 32960 Community Liaison This document has important legal consequences. Consultation with an attorney is encouraged with respect to CIVIL ENGINEERING its completion or modification. Masteller and MOler, Inc. AUTHENTICATION OF THIS 2205 14th Avenue ELECTRONICALLY DRAFTED AIA Vero Beach , Florida 32960 DOCUMENT MAY BE MADE BY USING On-site civil engineering along with abandonment and/or relocation of existing AIA DOCUMENT D401. utilities within theproject site . Kimley-Hom Associates , Inc. 601 21st Street , Suite 400 Vero Beach . florida 32960 Off-site roadway and bridge design for 20th Avenue extension LAND SURVEYING Masteller. Moler and Reed . Inc. 2205 14th Avenue Vero Beach , Florida 32960 On-site land surveying along with off-site surveying for 20th Avenue extension and bridge . STRUCTURAL ENGINEERING Jenkins and Chariand . Inc. 2011 south 25th Street , Suite 211 Ft. Pierce , Florida 34947 MECHANICAL-ELECTRICAL-PLUMBING ENGINEERING TLC (Tilden Lobnitz Cooper) . Inc. � 874 Dixon Blvd . .., s • s--4 Cocoa . Florida 32922 Building engineering for mechanical electrical , IAQ IT Backbone fire protection and © 1997 AIA® security system AIA DOCUMENT 8141 - 1997 STANDARD FORM AGREEMENT LANDSCAPE ARCHITECT Urban Resource Group (Kimley- Homj The American Institute of Architects 601 21st Street , Suite 400 1735 New York Avenue N .W. Vero Beach , Florida 32960 Washington, D .C . 20006-5292 Landscaping irrigation and landscape lighting within the project site GEOTECHNICAL Dunkelberger Engineering and Testing . Inc. 523-A NW Enterprise Drive 19171 1926t 1948, 19511 19531 1958, 19 1, 19631 1966, 1967t 1970, 19741 19771 19871 ® 1997 by Te American Institute of Architects . Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U .S . copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97b141 (4-8-03).aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 4 Port St. Lucie , Florida 34986 Soils testing and reports for structures and storm water management within project site . COST ESTIMATING ENGINEER Construction Consultants and Associates P . O . Box 2086 Riverview, Florida 33568 Cost Estimation Consultants This document has important legal consequences. Consultation with an 1 . 1 . 5 When the services under this Agreement include contract administration services, attorney is encouraged with respect to the General Conditions of the Contract for Construction shall be the 1997 edition of AIA its completion or modification. Document A201 aS modified , a copy of which modified AIA Document A201 is AUTHENTICATION OF THIS attached hereto as Exhibit B . euFfent asefthe date „ fthi Agreement, � ll ELECTRONICALLY DRAFTED AIA . .11 11GLLtYlt1"' ` u� lollo.a DOCUMENT MAY BE MADE BY USING V AIA DOCUMENT D401. �� 1�-.6,,.. - The �3eft ea -ift44 is e-ri -beF�senablyy r-elied *4he- 0%%e -Bind AA ..TatlZikeCT 'iii' � -t_ke A _�� 'Eamigensatie� 27tlthpofties, >, lige that stf6 .. F. ... ::. n Ffl eha n that ♦ 1. O . .1 the A Leet .�.� :b.. .L) ul Lllul �. tc 11�-clxc ,..1 : .., .... .. t .. in ,. 1. ...1 . . 1 ,. eempens,.t :eft and !` 1. ,. nge in C emees in 4\.<.V1di1 ARTICLE 1 . 2 RESPONSIBILITIES OF THE PARTIES 444 The � The A'ZaCbiteet -sha f eeeper-ate 4L one "13fiethe -tofulffl! . L _ _ - l:espeetive ekl-igst-ions undef -#kisAg+e_n . Both ieg �}}�}} endeavor-to fflflintainteed - ' �1 V31�Z11L ' ' ameng ..11 ... 1.,. of the Project team . 1 . 2 . 2 VV OWNER 1 . 2 . 2 . 1 Unless otherwise provided under this Agreement, the Owner shall Consult with Architect and provide such timely information as may be reasonably necessary for the Architect to perform Architect's services .pfevide r-egai7ding r-equifements -fet: -and ta4ions -en4he lfejeet. 44te 0"e -slie# finish -4e4he - VL u .a lLb\. 11 1G ^ ) 4&fmatien neeessafy and relevant Fo_ the Ar-ehi eet to .,. 1 . . ,. a ,.t : ,.,. of or- e . F_ e 1 : ,,n F l.a 1V1 4.... 111 \.11ll\.trl lV V ♦ , give . 1 . 2 . 2 . 2 The Owner shall establish and periodically update the budget for the Project, including that portion allocated for the Cost of the Work. The ONYRe -5keli-13e4 SigHifiG814ty- _ deer-ease the over-all budget , the pef ion of the budget a ll ♦ ,1 f the Gest f th �__ _ _ . _ _ ___ " -' -'O- '� ---_ 1" •.-•, -� •, • •.•••, " "`mob" •, YLLVl4YLbV lvl ua�. vvJc-yr-cl[e � ork ..t : ..t. . ,l ,.,l in , 1. ,. .over-all or- oftio.. of the budget, ', 1. a tl. r�-Vl ^ 111 lilt V 11.1411 budget ty- 1, �'1 1� f � 1W 1 . 2 . 2 . 3 The Owner's Designated Representative identified in Paragraph 1.1.3 shall Ie ,, . . ahefi..,,,1 to act en the Owii„-'s Leah f represent the owner with respect to the Project. The © 1997 AIA® Owner or the Owner's Designated Representative shall render decisions in a timely manner AIA DOCUMENT B141 - 1997 pertaining to documents submitted by the Architect in order to avoid unreasonable delay in STANDARD FORM AGREEMENT the orderly and sequential progress of the Architect's services. The American Institute of Architects 1 . 2 . 2 . 4 The Owner shall furnish the services of consultants other than those designated in 1735 New York Avenue N .W. Paragraph 1.1.3 or authorize the Architect to furnish them as a Change in Services when such Washington, D .C . 20006-5292 services are requested by the Architect and are reasonably required by the scope of the Project. 1 . 2 . 2 . 5 Unless otherwise provided in this Agreement, the Owner shall furnish tests, inspections and reports required by law or the Contract Documents, such as structural, mechanical, and chemical tests, tests for air and water pollution , and tests for hazardous materials. 1917t 19268 1481 19511 1953l 1958v 19611 19630 1966, 1967, 1970o 1974, 1977, 1987, 0 1997 by T e American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U .S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97b141(4-8-03). aia -- 5/5/2003 . AIA License Number 1127252, which expires on 7/312003. 5 1 . 2 . 2 . 6 The Owner shall furnish all legal, insurance and accounting services, including auditing services, that may be reasonably necessary at any time for the Project to meet the Owner's needs and interests. 1 . 2 . 2 . 7 While the Owner has no affirmative duty to become aware of same the 'Tke Owner shall provide prompt written notice to the Architect if the Owner becomes aware of any fault or defect in the Project, including any errors, omissions or inconsistencies in the Architect's Mitt . --. encs of Sen4ee drawings , specifications or other documents. 1 . 2 . 3 ARCHITECT 1 . 2 . 3 . 1 The services performed by the Architect, Architect's employees and Architect's This document has important legal consultants shall be as enumerated herein and in those documents enumerated in Article consequences. Consultation with an 1.4. The Architect shall be resgonsibie for the Architect's negligent acts and attorney is encouraged with respect to its completion or modification. OmISS10nS . AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA 1 . 2 . 3 . 2 The Architect's services shall be performed as expeditiously as is consistent with DOCUMENT MAY BE MADE BY USING professional skill and care and the orderly progress of the Project. The Architect shall submit AIA DOCUMENT D401. for the Owner's approval a schedule for the performance of the Architect's services which initially shall be consistent with the time periods established in Subparagraph 1.1.2.6 and which shall be adjusted, if nee may be adjusted . if necessary and through no fault of the Architectas the Project proceeds . This schedule shall include allowances for periods of time required for the Owner's review, for the performance of the Owner's consultants if any and for approval of submissions by authorities having jurisdiction over the Project. Time limits established by this schedule approved by the Owner shall not, except for reasonable cause, be exceeded by the Architect or Owner. 1 . 2 . 3 . 3 The Architect's Designated Representative identified in Paragraph 1.1.3 shall be authorized to act on the Architect's behalf with respect to the Project. 1 . 2 . 3 . 4 The Architect shall maintain the confidentiality of information specifically designated as confidential by the Owner, unless withholding such information would violate the law, create the risk of significant harm to the public or prevent the Architect from establishing a claim or defense in an adjudicatory proceeding. The Architect shall require of the Architect's consultants similar agreements to maintain the confidentiality of information specifically designated as confidential by the Owner. 1 . 2 . 3 . 5 Except with the Owner's knowledge and consent, the Architect shall not engage in any activity, or accept any employment, interest or contribution that would reasonably appear to compromise the Architect's professional judgment with respect to this Project. 1 . 2 . 3 . 6 The Architect shall review laws, codes, and regulations applicable to the Architect's IA services. The Architect shall respond in the design of the Project to requirements imposed by 14%5;1 governmental authorities having jurisdiction over the Project. © 1997 AIA® 1 . 2 . 3 . 7 The Architect shall be entitled to rely on the accuracy and completeness of services AIA DOCUMENT B141 - 1997 and information furnished by the Owner. While the Architect has no affirmative duty to STANDARD FORM AGREEMENT become aware of the same . The Architect shall provide prompt written notice to the Owner if the Architect becomes aware of any errors, omissions or inconsistencies in such The American Institute of Architects services or information . 1735 New York Avenue N .W. Washington, D.C . 20006-5292 ARTICLE 1 . 3 TERMS AND CONDITIONS 1 . 3 . 1 COST OF THE WORK ® 1917, 1926, 1948, 511 1953, 1958, 19611 19630 1966, 1967, 1970t 1974, 1977, 1987s ® 1997 by T e American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U .S. copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97bl4l (4-8-03). aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 6 1 . 3 . 1 . 1 The Cost of the Work shall be the total cost or, to the extent the Project is not completed, the estimated cost to the Owner of all elements of the Project designed or specified by the Architect. 1 . 3 . 1 . 2 The Cost of the Work shall include the cost at current market rates of labor and materials furnished by the Owner and equipment designed, specified, selected or specially provided for by the Architect, including the costs of management or supervision of construction or installation provided by a separate construction manager or contractor, plus a reasonable allowance for their overhead and profit. In addition, a reasonable allowance for contingencies shall be included for market conditions at the time of bidding and for changes in the Work . This document has important legal 1 . 3 . 1 . 3 The Cost of the Work does not include the compensation of the Architect and the consequences. Consultation with an Architect's consultants, the costs of the land , rights-of-way and financing or other costs that attorney is encouraged with respect to are the responsibility of the Owner. its completion or modification. AUTHENTICATION OF THIS 1 . 3 . 2 DRAWINGS , SPECIFICATIONS AND OTHER DOCUMENTS ELECTRONICALLY DRAFTED AIA ! NST- R tMENT-S OF SERVICE DOCUMENT MAY BE MADE BY USING 1 . 3 . 2 . 1 Drawings, specifications and other documents, including those in electronic form , AIA DOCUMENT D401. prepared by the Architect and the Architect's consultants are instfufflents of Semee for use solely with respect to this Project. Any other use shall be at the Owner's sole risk and without liability to the Architect or the Architect's consultants Unless Owner fails hereunder to pay Architect therefor. Owner shall be deemed the owner of such drawings , specifications and other documents and shall have and retain all rights therein . In the event Owner is adjudged to have failed hereunder to pay Architect for such drawings specifications or other documents ownership thereof, and all rights therein , shall revert to the architect .Th A ....hkeet d the Afehiteet'seensulta"ts h 17 be - deemed -the _Eleemed-i-he tlteif Fespeetive instruments of SeMee andshall aretain -mT- . 1 . 3 . 2 . 2, Upen m .+_;., of this Agreement, the A hi b a a a the n nenemehisive heense to repFoduee the Upen 1 using andmaintaining the e , ll fl obligations, inehiding t payffefl of all s . � of this Agrzeffien Th Ar-eh tee shall - obtainsintilaFode -licenses ffeff4he __^__A «�cis eensultant9 eensi�r tent -with 4his - AgFeefnent-. -Amy teffnination -ef4his _"-'+ nt -pfief -+e eempletiei3 -of4he Pfejeet -she4 - tefminste4his heefTse:-Up6ff-sffe 3teFfai a6oi , 4he Owner--- fekain fiFefft-making fufEhef- tefff inelien-a# originals � the date the Afehiteet is adjudged in defiatilt of this Agfeentent, the figr-egoing license shall be deentec s d -afI4 feplaeed *-a-seesfd, monexclusiVe license es#ing-the�effe- pyi ' ' other similafly efedentialed design i �' • •�'�hy4a ,- ma-ke changes, eeFfections -of additions4o4he T• is -o �, T 'Sold -kw - iuiYv:eu , vi a.vuaYaa. , using — 1 . 3 . 2 . 3 &Eeept fef , © 1997 AIA® he deemed gr-anted-ef implied undef4his Agfeeffient .-The Ownef-shell-to assign, � AIA DOCUMENT 6141 - 1997 sublicense , 'e -of otheeny4s^eFF �-aLn� f-any heeffse-granted L-hermein -t9_ -E_tflot�heeLf�� ♦ r - STANDARD FORM AGREEMENT the pfi f 'wFitten � -of 4he AA ..TIILhiRTG T owe er � -bC Fitted ZV - atithefize -Mie Ge E� ee T -and �t3tefW The American Institute of Architects 1735 New York Avenue N .W. suppliers to fepfealuee ap l ieable 1 1,fti F instfufflents f S Washington, D .C. 20006-5292 ftse-3*4heif a ceeution of the Work* heense gfaff#ed-iff QfQgFfl�71} bission -ef- ot to be eonstFued as publieatien in derogation of �disifihtttieff-e€ r- , � the �€ _ ve-�te�-Li Meet-e€fieiQl eg lQlefy �.y _efae�r�ft�s,,-efy-,fe�f-sini-ilef- the FeseFftd -F*h+s' of the A • ehiteet-end-the A ••T[Ll hi[cc2' consultants. -The Owne -sha2it-HAt-use- ® 1917s 19260 1948* 1951 , 1953, 19581 1961t 19631 19660 1967, 1970s 1974, 1977, 19871 0 1997 by T e American Institute of Architects . Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U .S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97bl4l(4-8-03). aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 7 theineta -e€ Sen4ee -ferfutureadditietrs -of a4teretions -to 4his Pfejeet -ef 40Fother- - pFejeets, -lmlesq the -Ownems ' ` _ s ehe -PiieF Ttte -agr-eement -o 4heT2 hite a t 'tn4 4he - AA ,, 'snSA „ Itinatiihefized {fse X^ 4he inerts - C c , t4-c 'sna4l -be -a4he - y 11V1 lV P. L [1 [.11I[e4TpY fefFk?-ef4he OwneF pr-ev4diftg4o4hen _moi-any ..1 ,.etrenie-'fl#$-fef ineeFpeFatiet14fA04he- fi of SeMee,4he 0ilTi3er-a*44he Arehiteet-shR4* separate Wfiittcaagmement-set- de a , ineluding any spec 7 1 : . . . ;+ ,.+ : , .. heenses o „+ 1. , 1. provided i„ + ' n + a r 1 . 3 . 3 CHANGE IN SERVICES This document has important legal 1 . 3 . 3 . 1 Change in Services of the Architect, including services required of the Architect's consequences. Consultation with an consultants, may be accomplished after execution of this Agreement, without invalidating the attorney is encouraged with respect to Agreement, if mutually agreed in writing, if required by circumstances beyond the Architect's its completion or modification. control, or if the Architect's services are affected as described in Subparagraph 1.3.3.2. In the AUTHENTICATION OF THIS absence of mutual agreement in writing, the Architect shall notify the Owner prior to ELECTRONICALLY DRAFTED AIA Pfeviding_changing such services. If the Owner deems that all or a part of such Change in DOCUMENT MAY BE MADE BY USING Services is not required, the Owner shall give prompt written notice to the Architect, and the AIA DOCUMENT MI. Architect shall have no obligation to provide change those services. Except for a change due to the fault of the Architect, SUe Change in Services of the Architect shall entitle the Architect or the Owner, as applicable , to an adjustment in compensation pursuant to Paragraph 1.5.2, and the Architect to any Reimbursable Expenses described in Subparagraph 1.3.9.2 and Paragraph 1.5.5• 1 . 3 . 3 . 2 If any of the following circumstances affect the Architect's services for the Project, the Architect or the Owner, as appropriate , shall be entitled to an appropriate adjustment in the Architect's schedule and compensation: 1 change in the instructions or approvals given by the Owner that necessitate revisions in dents -of Sen4ee drawings , specifications or other documents, . 2 enactment or revision of codes, laws or regulations or official interpretations which necessitate changes to previously prepared instfuments -ef Vie_ drawings , specifications or other documents, . 3 decisions of the Owner not rendered in a timely manner; . 4 significant change in the Project including, but not limited to, size, quality, complexity, the Owner's schedule or budget, or procurement method; . 5 failure of performance on the part of the Owner or the Owner's consultants . If aBnv. or contractors; . 6 preparation for and attendance at a public hearing, a dispute resolution proceeding or a legal proceeding except where the Architect is party thereto or is , 14, alleged to have committed a wrongful act or omission which is subject of dw ; such hearing or proceeding; . 7 change in the information contained in Article 1.1. © 1997 AIA® 1 . 3 . 4 MEDIATION AIA DOCUMENT 8141 - 1997 STANDARD FORM AGREEMENT 1 . 3 . 4 . 1 Any claim , dispute or other matter in question arising out of or related to this Agreement shall be subject to mediation as a condition precedent to arbitfatien -ef the The American Institute of Architects institution of legal or equitable proceedings by either party. If such matter relates to or is the 1735 New York Avenue N .W. subject of a lien arising out of the Architect's services, the Architect may proceed in Washington, D.C . 20006-5292 accordance with applicable law to comply with the lien notice or filing deadlines prior to resolution of the matter by mediation_ orb} aibitatierr. 1 171 19260 1948, 19511 19531 19580 19611 1 631 19661 1967l 1970, 19741 1977, 1987, 0 1997 by The American Institute of Architects . Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U .S. copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97b141(4-8-03). aia -- 5!512003. AIA License Number 1127252, which expires on 7/31/2003. 8 II 1 r I / I • I O • _ . .1 • , Us MAL Ml. US WOI 1 • • r . 1 . 3 . 7. 2 Terms in this Agreement shall have the same meaning as those in the 1997 edition of AIA Document A2oi, General Conditions of the Contract for Construction as modified (See Exhibit B hereto) . , . 1 . 3 . 7. 3 Causes of action between the parties to this Agreement pertaining to acts or failures to act shall be deemed to have accrued and the applicable statutes of limitations shall commence to run not later than either the date of Substantial Completion for acts or failures to act occurring prior to Substantial Completion or the date of issuance of the final Certificate for Payment for acts or failures to act occurring after Substantial Completion. I* -Ret - sha4 -soh statutes -e€ lifnitatiens eamnience -to fun -airy 4atef -kart -the -date when -the - AFehiteet' __ _ _.. . ____ __ally _ e::1 __ ._._. This document has important legal consequences. Consultation with an 1 . 3 . 7. 4 To the extent damages are covered by property insurance during construction, the attorney is encouraged with respect to Owner and the Architect waive all rights against each other and against the contractors, its completion or modification. consultants, agents and employees of the other for damages, except such rights as they may AUTHENTICATION OF THIS have to the proceeds of such insurance as set forth in Exhibit B . in4-heedtien -of 4tA - ELECTRONICALLY DRAFTED AIA I�eetiM A ,,,,� DOCUMENT MAY BE MADE BY USING 9E�e13tTCZVi- � al, !` a a F !� a a ' a Fat. .t a ' AIA DOCUMENT D401. of 4his Agmeffiefit. The Owner or the Architect, as appropriate, shall require of the contractors, consultants, agents and employees of any of them similar waivers in favor of the other parties enumerated herein. 1 . 3 . 7. 5 Nothing contained in this Agreement shall create a contractual relationship with or a cause of action in favor of a third party against either the Owner or Architect. 1 . 3 . 7. 6 Unless otherwise provided in this Agreement, the Architect and Architect' s consultants shall have no responsibility for the discovery, presence, handling, removal or disposal of or exposure of persons to hazardous materials or toxic substances in any form at the Project site. 1 . 3 . 7 . 7 Subject to the Owner's prior review and written approval thereof, the The Architect shall have the right to include photographic or artistic representations of the design of the Project among the Architect's promotional and professional materials. The Architect shall be given reasonable access to the completed Project to make such representations. However, the Architect's materials shall not include the Owner's confidential or proprietary information if the Owner has previously advised the Architect in writing of the specific information considered by the Owner to be confidential or proprietary. The Owner shall_ may, in its sole discretion , provide professional credit for the Architect in the Owner's promotional materials for the Project. 1 . 3 . 7 . 8 If the Owner requests the Architect to execute certificates, the proposed language of such certificates shall be submitted to the Architect for review at least 14 days prior to the requested dates of execution . The Architect shall not be required to execute certificates that }@ , would require knowledge, services or responsibilities beyond the scope of this Agreement. I� 1 . 3 . 7 . 9 The Owner and Architect, respectively, bind themselves, their partners, successors, © 1997 AIA® assigns and legal representatives to the other party to this Agreement and to the partners, AIA DOCUMENT 8141 - 1997 successors, assigns and legal representatives of such other party with respect to all covenants STANDARD FORM AGREEMENT of this Agreement. Neither the Owner nor the Architect shall assign this Agreement without the written consent of the other, except that the Owner may assign this Agreement to an The American Institute of Architects institutional lender providing financing for the Project. In such event, the lender shall assume 1735 New York Avenue N .W. the Owner's rights and obligations under this Agreement. The Architect shall execute all Washington, D .C. 20006-5292 consents reasonably required to facilitate such assignment. 1 . 3 . 8 TERMINATION OR SUSPENSION 1917, 19261 1948* 19511 1953, 1958, -1961 , 1963, 19661 19671 1970, 1974, 19771 19870 0 1997 by The American Institute of Architects . Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U .S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97bl4l(4-8-03). aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 10 1 . 3 . 8 . 1 If the Owner fails to make payments to the Architect in accordance with this Agreement, the Architect having performed the Architect's obligations hereunder, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect's option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, prior to suspension of services, the Architect shall give seven days' written notice to the Owner. In the event of a proper suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Architect shall be paid all sums due prior to suspension and any direct expenses reasonably ncurred in the interruption and resumption of the Architect's services. The Architect's fees for the remaining services and the time schedules shall be equitably adjusted. This document has important legal 1 . 3 . 8 . 2 If the Project is suspended by the Owner for more than 30 consecutive days, through consequences. Consultation with an no fault of the Architect . the Architect shall be compensated for services performed prior to attorney is encouraged with respect to notice of such suspension. When the Project is resumed, the Architect shall be compensated its completion or modification. for direct expenses reasonably incurred in the interruption and resumption of the AUTHENTICATION OF THIS Architect' s services. The Architect' s fees for the remainingservices and the time schedules ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING shall be equitably adjusted. AIA DOCUMENT D401. 1 . 3 . 8 . 3 If. through no fault of the Architect . the Project is suspended or the Architect's services are suspended for more than 90 consecutive days, the Architect may terminate this Agreement by giving not less than seven days ' written notice . 1 . 3 . 8 . 4 This Agreement may be terminated by either party upon not less than seven days' written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination . 1 . 3 . 8 . 5 This Agreement may be terminated by the Owner upon not less than seven days' written notice to the Architect for the Owner's convenience and without cause . 1 . 3 . 8 . 6 In the event of termination not the fault of the Architect, the Architect shall be compensated for services performed prior to termination, together with Reimbursable Expenses then due and all Termination Expenses as defined in Subparagraph 1.3.8.7. 1 . 3 . 8 . 7 Termination Expenses are in addition to compensation for the services of the Agreement and include expenses directly attributable to termination for which the Architect is not otherwise compensatedz -plus -a* amen-fer-4te " - antiei ateamt-et34te- ,. sue ,. Fal e sefviees o ...,...0..... ...1 13.y the Afehiteet. 1 . 3 . 9 PAYMENTS TO THE ARCHITECT 1 . 3 . 9 . 1 Payments on account of services rendered and for Reimbursable Expenses incurred shall be govemed by the Florida Prompt Payment Act , Chapter 218 . 70 . F . S . et seg �, ,f madementh apart after presentation of the Architect's properly Submitted statement of 1%;.840P services. No deductions shall be made from the Architect's compensation on account of penalty, liquidated damages or other sums withheld from payments to contractors, or on p 1997 AIA® account of the cost of changes in the Work other than those for which the Architect has beers- AIA DOCUMENT 8141 - 1997 adjudged to be hab4e IS feSpOnSlble. STANDARD FORM AGREEMENT 1 . 3 . 9 . 2 Reimbursable Expenses ares addition -te exsatien -fef4 ie " - 'zseFviees - The American Institute of Architects end �e shall mean reasonable expenses incurred by the Architect and Architect's 1735 New York Avenue N .W. Washington, D.C. 20006-5292 employees and consultants directly related to the Project, as identified in the following Clauses: A transportation in connection with the Project, authorized out-of-town travel and subsistence, and electronic communications subject to the limitations as 1917, 1926, 1 , 19511 19531 1958, 1961, 1963, 1966, 19671 19701 19741 1977, 19871 0 1997 by The American Institute of Architects . Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution . WARNING : Unlicensed photocopying violates U .S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97b141(4-8-03). aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 11 provided within Chapter 112 . 061 . F . S . : (Note : When such expenses are for the purpose of coordination between consultants such expenses are not reimbursable) . 2 fees paid for securing approval of authorities having jurisdiction over the Project; . 3 reproductions, plots, standard form documents, postage, handling and delivery of T-�ts -of Sege drawings, specifications or other documents;_ (Note : reproduction of contract documents including working drawings and project manuals or specifications for purposes other than for Architect's/Subconsultant coordination are reimbursable but not subject to mulitipliers) . 4 expense of overtime work requiring higher than regular rates if authorized in This document has important legal riw tjng_in advance by the Owner; consequences. Consultation with an . 5 renderings, models and mock-ups requested by the Owner; attorney is encouraged with respect to . 6 expense of professional liability insurance dedicated exclusively to this Project or its completion or modification. the expense of additional insurance coverage or limits wed required by the AUTHENTICATION OF THIS Owner in excess of that normally carried by the Architect and the Architect's ELECTRONICALLY DRAFTED AIA consultants; DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. . 7 reimbursable expenses as designated in Paragraph 1 .5.5, . 8 etkeFsimila meet-Pr-ejeEt related expendittffes any other expenses directly - related irectlyrelated to the Project and reasonably incurred after first recieving the written approval of the Owner. 1 . 3 . 9 . 3 Records of Reimbursable Expenses, of expenses pertaining to a Change in Services, and of services performed on the basis of hourly rates or a multiple of Direct Personnel Expense shall be available to the Owner or the Owner's authorized representative at mutually convenient times. 1 . 3 . 9 . 4 Direct Personnel Expense is defined as the direct salaries of the Architect's personnel engaged on the Project and the portion of the cost of their mandatory and customary contributions and benefits related thereto, such as employment taxes and other statutory employee benefits, insurance, sick leave, holidays, vacations and, employee retirement plans_ and similar- eentr-ibutiens .- ARTICLE 1 . 4 SCOPE OF SERVICES AND OTHER SPECIAL TERMS AND CONDITIONS 1 . 4 . 1 Enumeration of Parts of the Agreement. This Agreement represents the entire and integrated agreement between the Owner and the Architect and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both Owner and Architect. This Agreement comprises the documents listed below. 1 . 4 . 1 . 1 Standard Form of Agreement Between Owner and Architect, AIA Document B141- , 1997 as modified . wr,;—M:it 1 . 4 . 1 . 2 Standard Form of Architect's Services: Design and Contract Administration , AIA © 1997 AIA® Document B141-1997, or- as feRl . as modified . AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1 . 4 . 1 . 3 Other documents as follows: 1735 New York Avenue N .W. (List other documents, ifany, forming part oftheAgreement.) Washington, D.C. enue N .W. Exhibit B . AIA Document A201 - 1997 . "General Conditions of the Contract for -5292 Construction "as modified . 0 1917, 1926, 19481 1951, 1953, 1958, 1961 , 19631 19660 19671 1970, 1974, 1977, 1987, 0 1997 by The American Institute of Architects . Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING : Unlicensed photocopying violates U .S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97bl4l (4-8-03) .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 12 1 . 4 . 2 Special Terms and Conditions. Special terms and conditions that modify this Agreement are as follows: ARTICLE 1 . 5 COMPENSATION 1 . 5 . 1 For the Architect's services as described under Article 14 or elsewhere herein , compensation shall be computed as follows: A Stipulated Sum of One Million Seven Hunderd Seven Thousand Five Hundred Dollars ($ 1 . 707 . 500 . 00) Progress Payments shall be billed monthly based on the following : Program Validation - 5% Schematic Design - 15% This document has important legal Design Development - 20% consequences. Consultation with an c attorney is encouraged with respect to Construction Documents - 35 /o its completion or modification. Bidding/Negotiations 5% AUTHENTICATION OF THIS Construction Adminstration 20% ELECTRONICALLY DRAFTED AIA TOTAL 100% DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 1 . 5 . 2 If the services of the Architect are changed as described in Subparagraph 1.3.3.1, the Architect's compensation shall be adjusted. Such adjustment shall be calculated as described below or, if no method of adjustment is indicated in this Paragraph 1.5.2, in an equitable manner. (Insert basis ofcompensation, including rates and multiples ofDirect Personnel Expense for Principals and employees, and identify Principals and classify employees, if required. Identify specific services to which particular methods of compensation appl)r.) Compensation for Services Rendered by Principals and Employees shall be based upon an Hourly billy Billing Rate . SEE ATTACHED RATE SCHEDULE Exhibit A . 1 . 5 . 3 For a Change in Services of the Architect's consultants, compensation shall be Eetaputed-es-a inukiple-e€-4- ) tifnes-the amounts properly filled to the Architect for such services as provided within a written agreement between the Architect and Owner for such Change in Services. INV , l �• • - • - 1 . 5 . 4 For Reimbursable Expenses as described in Subparagraph 1.3.9.2, and any other items included in Paragraph 1.5. 5 as Reimbursable Expenses, the compensation shall be computed as © 1997 AIA® a multiple of one point one ( 1_1 ) times the expenses incurred by the Architect, and the AIA DOCUMENT B141 - 1997 Architect's employees and consultants. (Exceptions: refer to Subparagraphs 1 . 3 . 9 .2 . 1 STANDARD FORM AGREEMENT and 1 . 3 . 9 . 2 . 3) The American Institute of Architects 1735 New York Avenue N .W. 1 . 5 . 5 Other Reimbursable Expenses, if any, are as follows: Washington, D .C . 20006-5292 None 1917, 1926, 1481 1951s 1953, 1958, 1961 , 1963, 1 6 , 19671 1970, 19741 1977, 1987, C 1 7 byT eAmencan Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U .S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97bl4l (4-8-03). aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 13 1 . 5 . 6 The rates and multiples for services of the Architect and the Architect 's consultants as set forth in this Agreement shall be adjusted in accordance with their normal salary review practices . 1 . 5 . / An initial_paytnent of Della ( s \ shall be add upon fi f this Agreement r i end -19 4he miftim m payment unde'F 4hiS -Agmeme t. -I} -shall -be Er-edited 4e 4he 0ihT}3e�sr - aeeetiw -et -final fit. Subsequent its Payments for services shall be made monthly, and where applicable , shall be in proportion to services performed on the basis set forth in this Agreement. 1 . 5 . 8 This contract is governed by the Florida Prompt Payment Act Chapter 218 . 70 . F . S . . et. seq .paymeats -ere -dt a -and payable - 4 - 4 -tom -de4e --ef 4he - This document has important legal racniccc, s - unpaid days , u , _ , t , a , tn . , , , , t consequences. Consultation with an t-efe entefed below,-ef-4ft—the absence theteef at the 1egel rate pr-e •aRing &em thme to fife attorney is encouraged with respect to the ..1 ..lace of busimess c h " h •, , . its completion or modification. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING (Usurylaws and requirements under the Federal Truth in Lending Act, similar state and local consumer credit laws and AIA DOCUMENT D401. other regulations at the Owner's and Architect 's principal places of business, the location of the project and elsewhere may affect the validity of this provision. Specific legal advice should be obtained with respect to deletions or modifications, and also regarding requirements such as written disclosures or waivers.) 1 . 5 . 9 If the services covered by this Agreement have not been completed within F® rt ( 48 ) months of the date hereof, through no fault of the Architect, extension of the Architect's services beyond that time shall be compensated as provided in Par-agfaph -�-,p written/agreement between Architect and Owner. This Aeeement ent ed into as of the ay and year first written e . N E -R ( g ature) R I T (Signature) Kenneth R. Macht, Chairman Anth onadio Princi ai Board of County Commissioners Donadio and Associates . Architects Indian River CoutZty p q (Printed name and title) (Printed name and title) Approved by BCC 05 - 13 - 03 Attest : Witnessed b Jeffrey K. Barton ClerkA17C17buit Deputy Clerk Approved as to form and legal � ,w Sufficie ff '#' ~� Indian River Co. Approved Date © 1997 AIA® ounty AttorneyAIA DOCUMENT B141 - 1997 Administration STANDARD FORM AGREEMENT T ' egW (f " �3 The American Institute of Architects C/ 1735 New York Avenue N.W. ames . Chander Budget 1735 Washington, D. C . 20006-5292 County Administrator Department s 4 Risk Mgt. ,— 19171 19261 1948, 1951s 1953, 19581 1961, 19631 19661 1967s 19701 1974, 19771 19 71 0 1997 by The American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U .S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97bl4l(4-8-03) . aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 14 This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. ,A , f s +�� i1• © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N .W. Washington, D .C. 20006-5292 1917, 1926, 1948, 1951, 19531 19581 1961 , 1963, 19661 1967t 1970, 1974, 19771 1987, ® 1997 by Te American Institute of Architects . Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution . WARNING : Unlicensed photocopying violates U .S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97b141 (4-8-03). aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 15 1997 Edition - Electronic Format AIA Document B141 - 1997 Standard Form of Architect's Services: Design and Contract Administration This document has important legal TABLE OF ARTICLES consequences. Consultation with an attorney is encouraged with respect to its completion or modification. 2 . 1 PROJECT ADMINISTRATION SERVICES AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA 2 . 2 SUPPORTING SERVICES DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 2 . 3 EVALUATION AND PLANNING SERVICES 2 . 4 DESIGN SERVICES 2 . 5 CONSTRUCTION PROCUREMENT SERVICES 2 . 6 CONTRACT ADMINISTRATION SERVICES 2 . 7 FACILITY OPERATION SERVICES 2 . 8 SCHEDULE OF SERVICES 2 . 9 MODIFICATIONS ARTICLE 2 . 1 PROJECT ADMINISTRATION SERVICES 2 . 1 . 1 The Architect shall manage the Architect's services and administer the Project. The Architect shall consult with the Owner, research applicable design criteria, attend Project meetings, communicate with others as appropriate : fnembem of the Pr-ojeet team and issue progress reports to the Owner. The Architect shall coordinate the services provided by the Architect and the Architect's consultants with those services provided by the Owner and the Owner's consultants i' f any. 2 . 1 . 2 When Project requirements have been sufficiently identified, the Architect shall prepare, and periodically update for the Owner's approval, a Project schedule that shall identify milestone dates for decisions required of the Owner, design services furnished by the © 1997 AIA® Architect, completion of documentation provided by the Architect, commencement of AIA DOCUMENT B141 - 1997 construction and Substantial Completion of the Work. STANDARD FORM AGREEMENT 2 . 1 . 3 The Architect shall consider and discuss with the Owner, the value of alternative The American Institute of Architects 1735 New York Avenue N.W. materials, building systems and equipment, together with other considerations based on Washington, D .C . 20006-5292 program , budget and aesthetics in developing the design for the Project. 2 . 1 . 4 Upon request of the Owner, the Architect shall make a presentation to explain the design of the Project to representatives of the Owner. 19171 1926, 1948j 19511 1953, 1958, 1961 , 19631 1966, 1967, 1970g 1974, 1977, 19871 0 1997 by Te American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution . WARNING: Unlicensed photocopying violates U .S . copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97bl4l(4-8-03). aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 16 2 . 1 . 5 The Architect shall submit design documents to the Owner at intervals appropriate to the design process for purposes of evaluation and approval by the Owner. The Subject t0 the provisions contained in the next sentence hereof, the Architect shall be entitled to rely on approvals received from the Owner in the further development of the design . The Owner's approval of the Architect's design documents contemplated herein and hereinbelow shall not be for the purpose of determining the accuracy , adequacy or completeness of such documents and shall not alter the Architect's responsibilites hereunder with respect to such documents 2 . 1 . 6 The Architect shall assist the Owner in connection with the Owner's responsibility This document has important legal for filing documents required for the approval of governmental authorities having jurisdiction consequences. Consultation with an over the Project. attorney is encouraged with respect to its completion or modification. AUTHENTICATION OF THIS 2 . 1 . 7 EVALUATION OF BUDGET AND COST OF THE WORK ELECTRONICALLY DRAFTED AIA 2 . 1 . 7 . 1 When the Project requirements have been sufficiently identified, the Architect shall DOCUMENT MAY BE MADE BY USING prepare a preliminary estimate of the Cost of the Work. This estimate may be based on AIA DOCUMENT D401. current area, volume or similar conceptual estimating techniques. As the design process progresses through the end of the preparation of the Construction Documents, the Architect shall update and refine the preliminary estimate of the Cost of the Work. The Architect shall advise the Owner of any adjustments to previous estimates of the Cost of the Work indicated by changes in Project requirements or general market conditions . If at any time the Architect's estimate of the Cost of the Work exceeds the Owner's budget, the Architect shall make appropriate recommendations to the Owner to adjust the Project's size, quality or budget,j and the shall a 4 the A 1. 'a ,.a making ..1. adjustments. i "s 2 . 1 . 7 . 2 Evaluations of the Owner's budget for the Project, the preliminary estimate of the Cost of the Work and updated estimates of the Cost of the Work prepared by the Architect represent the Architect's best judgment as a design professional familiar with the construction industry. It is recognized, however, that neither the Architect nor the Owner has control over the cost of labor, materials or equipment, over the Contractor's methods of determining bid prices, or over competitive bidding, market or negotiating conditions . Accordingly, the Architect cannot and does not warrant or represent that bids or negotiated prices will not vary from the Owner's budget for the Project or from any estimate of the Cost of the Work or evaluation prepared or agreed to by the Architect. 2 . 1 . 7. 3 In preparing estimates of the Cost of the Work, the Architect shall be permitted to include reasonable contingencies for design, bidding and price escalation; to determine what materials, equipment, component systems and types of construction acceptable to Owner are to be included in the Contract Documents; to make reasonable adjustments in the scope of the Project acceptable to Owner and to include in the Contract Documents alternate bids acceptable to Owner as may be necessary to adjust the estimated Cost of the Work to meet e—L ,'i the Owner's budget for the Cost of the Work. If an increase in the Contract Sum occurring after execution of the Contract between the Owner and the Contractor and not attributable © 1997 AIA® to negligence Of the Architect causes the budget for the Cost of the Work to be exceeded, AIA DOCUMENT B141 - 1997 that budget shall be increased accordingly. SUbJect t0 Wratten apprOVal Of OWner. STANDARD FORM AGREEMENT 2 . 1 . 7. 4 If bidding or negotiation has not commenced within 90 days after the Architect The American Institute of Architects submits the Construction Documents to the Owner, the budget for the Cost of the Work shall 1735 New York Avenue N .W. be reviewed and , if necessary , adjusted to reflect changes in the general level of prices in Washington, D.C. 20006-5292 the construction industry. 19171 1926, 1948, 1951s 1953, 1958, 1961 , 1963, 1966, 1967, 19701 1974, 19771 19871 0 1997 by Me American Institute of Architects . Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution . WARNING : Unlicensed photocopying violates U .S . copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97b141(4-8-03).aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 17 2 . 1 . 7. 5 If the budget for the Cost of the Work is exceeded by the lowest bona fide bid or negotiated proposal, the Owner shall: . 1 give written approval of an increase in the budget for the Cost of the Work; . 2 authorize rebidding or renegotiating of the Project within a reasonable time; . 3 terminate in accordance with Subparagraph 1.3.8.5; or . 4 cooperate in revising the Project scope and quality as required to reduce the Cost of the Work. 2 . 1 . 7. 6 If the Owner chooses to proceed under Clause 2.1.7.5.4, the Architect, without additional compensation, shall modify the documents for which the Architect is responsible under this Agreement as necessary to comply with the budget for the Cost of the Work. The modification of such documents shall be the limit of the Architect's responsibility under this This document has important legal Paragraph 2.1.7. The Architect shall be entitled to compensation in accordance with this consequences. Consultation with an Agreement for all services performed whether or not construction is commenced. attorney is encouraged with respect to its completion or modification. AUTHENTICATION OF THIS ARTICLE 2 . 2 SUPPORTING SERVICES ELECTRONICALLY DRAFTED AIA 2 . 2 . 1 Unless specifically designated in Paragraph 2.8.3, the services in this Article 2.2 shall DOCUMENT MAY BE MADE BY USING be provided by the Owner or the Owner's consultants and contractors. AIA DOCUMENT D401. 2 . 2 . 1 . 1 The Owner shall furnish a program setting forth the Owner's objectives, schedule , constraints and criteria, including space requirements and relationships, special equipment, systems and site requirements . 2 . 2 . 1 . 2 The Owner shall furnish surveys to describe physical characteristics, legal limitations and utility locations for the site of the Project, and a written legal description of the site. The surveys and legal information shall include , as applicable, grades and lines of streets, alleys, pavements and adjoining property and structures; adjacent drainage; rights-of-way, restrictions, easements, encroachments, zoning, deed restrictions, boundaries and contours of the site; locations, dimensions and necessary data with respect to existing buildings, other improvements and trees; and information concerning available utility services and lines, both public and private, above and below grade, including inverts and depths. All the information on the survey shall be referenced to a Project benchmark. 2 . 2 . 1 . 3 The Owner shall furnish services of geotechnical engineers which may include but are not limited to test borings, test pits, determinations of soil bearing values, percolation tests, evaluations of hazardous materials, ground corrosion tests and resistivity tests, including necessary operations for anticipating subsoil conditions, with reports and appropriate recommendations. ARTICLE 2 . 3 EVALUATION AND PLANNING SERVICES 2 . 3 . 1 The Architect shall provide a Written preliminary evaluation of the information furnished by the Owner under this Agreement, including the Owner's program and schedule , A requirements and budget for the Cost of the Work, each in terms of the other. The Architect shall review such information to ascertain that it is consistent with the requirements of the IIIII� Project and shall notify the Owner of any other information or consultant services that may be reasonably needed for the Project. © 1997 AIA® AIA DOCUMENT B141 - 1997 2 . 3 . 2 The Architect shall provide a preliminary evaluation of the Owner's site for the STANDARD FORM AGREEMENT Project based on the information provided by the Owner of site conditions, and the Owner's The American Institute of Architects program , schedule and budget for the Cost of the Work. 1735 New York Avenue N .W. Washington, D .C. 20006-5292 2 . 3 . 3 The Architect shall review the Owner's proposed method of contracting for construction services and shall notify the Owner of anticipated impacts that such method 1917, 19260 148, 1951 , 19531 1958, 19611 1963, 1 6 , 1967, 19701 19741 1977, 19871 0 1997 by T e American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution . WARNING: Unlicensed photocopying violates U .S . copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97bl4l(4-8-03) . aia -- 5/5/2003 . AIA License Number 1127252, which expires on 7/31/2003. 18 may have on the Owner's program , financial and time requirements, and the scope of the Project. ARTICLE 2 . 4 DESIGN SERVICES 2 . 4 . 1 The Architect 's design services shall include normal structural, mechanical and electrical engineering services . 2 . 4 . 2 SCHEMATIC DESIGN DOCUMENTS 2 . 4 . 2 . 1 The Architect shall provide Schematic Design Documents based on the mutually agreed -upon program , schedule, and budget for the Cost of the Work. The documents shall establish the conceptual design of the Project illustrating the scale and relationship of the Project components. The Schematic Design Documents shall include a conceptual site plan, This document has important legal if appropriate, and preliminary building plans, sections and elevations . At the Architect's consequences. Consultation with an option, the Schematic Design Documents may include study models, perspective sketches, attorney is encouraged with respect to electronic modeling or combinations of these media. Preliminary selections of major building its completion or modification. systems and construction materials shall be noted on the drawings or described in writing. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA 2 . 4 . 3 DESIGN DEVELOPMENT DOCUMENTS DOCUMENT MAY BE MADE BY USING 2 . 4 . 3 . 1 The Architect shall provide Design Development Documents based on the approved AIA DOCUMENT D401. Schematic Design Documents and updated budget for the Cost of the Work. The Design Development Documents shall illustrate and describe the refinement of the design of the Project, establishing the scope, relationships, forms, size and appearance of the Project by means of plans, sections and elevations, typical construction details, and equipment layouts. The Design Development Documents shall include specifications that identify major materials and systems and establish in general their quality levels . 2 . 4 . 4 CONSTRUCTION DOCUMENTS 2 . 4 . 4 . 1 The Architect shall provide Construction Documents based on the approved Design Development Documents and updated budget for the Cost of the Work. 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 in detail the quality levels of materials and systems required for the Project. 2 . 4 . 4 . 2 During the development of the Construction Documents, and as requested by the Owner. the Architect shall assist the Owner in the development and preparation of: ( i) bidding and procurement information which describes the time, place and conditions of bidding; bidding or proposal forms; and the form of agreement between the Owner and the Contractor; and ( 2) the Conditions of the Contract for Construction ( General, Supplementary and other Conditions ) . The Architect also shall compile the Project Manual that includes the Conditions of the Contract for Construction and Specifications and may include bidding requirements and sample forms. ARTICLE 2 . 5 CONSTRUCTION PROCUREMENT SERVICES , 'f+ i;. 2 . 5 . 1 The Architect shall assist the Owner in obtaining either competitive bids or negotiated proposals and shall assist the Owner in awarding and preparing contracts for construction. © 1997 AIA® AIA DOCUMENT B141 - 1997 2 . 5 . 2 The Architect shall assist the Owner in establishing a list of prospective bidders or STANDARD FORM AGREEMENT contractors. The American Institute of Architects 1735 New York Avenue N .W. 2 . 5 . 3 The Architect shall assist the Owner in bid validation or proposal evaluation and Washington, D .C. 20006-5292 determination of the successful bid or proposal, if any. If requested by the Owner, the Architect shall notify all prospective bidders or contractors of the bid or proposal results. 1917, 1926, 148, 1951 , 1953, 19581 19611 1963, 1966, 1967, 1970, 1974, 1977, 19871 ® 1997 by "Wre American Institute of Architects . Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U .S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg Wb141(4-8-03). aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 19 2 . 5 . 4 COMPETITIVE BIDDING 2 . 5 . 4 . 1 Bidding Documents shall consist of bidding requirements, proposed contract forms, General Conditions and Supplementary Conditions, Specifications and Drawings . 2 . 5 . 4 . 2 If requested by the Owner, the Architect shall arrange for procuring the reproduction of Bidding Documents for distribution to prospective bidders . The Owner shall pay directly for the cost of reproduction or shall reimburse the Architect for such expenses . 2 . 5 . 4 . 3 If requested by the Owner, the Architect shall distribute the Bidding Documents to prospective bidders and request their return upon completion of the bidding process. The Architect shall maintain a log of distribution and retrieval, and the amounts of deposits, if any, received from and returned to prospective bidders. This document has important legal consequences. Consultation with an 2 . 5 . 4 . 4 The Architect shall consider requests for substitutions, if permitted by the Bidding attorney is encouraged with respect to Documents, and, with the concurrence of the Owner, shall prepare and distribute addenda its completion or modification. identifying approved substitutions to all prospective bidders. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING 2 . 5 . 4 . 5 The Architect shall participate in or, at the Owner's direction, shall organize and AIA DOCUMENT D401. conduct a pre -bid conference for prospective bidders. 2 . 5 . 4 . 6 The Architect shall prepare responses to questions from prospective bidders and provide clarifications and interpretations of the Bidding Documents to all prospective bidders in the form of addenda. 2 . 5 . 4. 7 The Architect shall participate in or, at the Owner's direction, shall organize and conduct the opening of the bids. The Architect shall subsequently document and distribute the bidding results, as directed by the Owner. 2 . 5 . 5 NEGOTIATED PROPOSALS 2 . 5 . 5 . 1 Proposal Documents shall consist of proposal requirements, proposed contract forms, General Conditions and Supplementary Conditions, Specifications and Drawings. 2 . 5 . 5 . 2 If requested by the Owner, the Architect shall arrange for procuring the reproduction of Proposal Documents for distribution to prospective contractors. The Owner shall pay directly for the cost of reproduction or shall reimburse the Architect for such expenses . 2 . 5 . 5 . 3 If requested by the Owner, the Architect shall organize and participate in selection interviews with prospective contractors. 2 . 5 . 5 . 4 The Architect shall consider requests for substitutions, if permitted by the Proposal Documents, and , with concurrence of the Owner, shall prepare and distribute addenda identifying approved substitutions to all prospective contractors. s pi's 2 . 5 . 5 . 5 If requested by the Owner, the Architect shall assist the Owner during negotiations with prospective contractors. The Architect shall subsequently prepare a summary report of © 1997 AIA® the negotiation results, as directed by the Owner. AIA DOCUMENT 8141 - 1997 ARTICLE 2 . 6 CONTRACT ADMINISTRATION SERVICES STANDARD FORM AGREEMENT 2 . 6 . 1 GENERAL ADMINISTRATION The American Institute of Architects 2 . 6 . 1 . 1 The Architect shall provide administration of the Contract between the Owner and 1735 New York Avenue N .W. the Contractor as set forth below and in the modified 1997 edition of AIA Document A201, Washington, D. C . 20006-5292 General Conditions of the Contract for Construction, ewffent as of the date of this Agr-eeffie" attached hereto as Exhibit B. Further modifications diem made to the General Conditions, when adopted as part of the Contract Documents, shall be enforceable under this 0 1917, 19261 1948, 19511 1953, 19581 19611 1963t 19661 19671 1970o 19741 19771 1987o ® 1997 by TFe American Institute of Architects . Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution . WARNING: Unlicensed photocopying violates U .S . copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97bl4l(4-8-03). aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 20 Agreement only to the extent that they are consistent with this Agreement or approved in writing by the Architect. 2 . 6 . 1 . 2 The Architect's responsibility to provide the Contract Administration Services under this Agreement commences with the award of the initial Contract for Construction and terminates at the issuance to the Owner of the final Certificate for Payment. However, the Architect shall be entitled to a Change in Services in accordance with Paragraph 2. 8.2 when Contract Administration Services extend 6o days after the date of Substantial Completion of the Work. 2 . 6 . 1 . 3 The Architect shall be a representative of and shall advise and consult with the Owner during the provision of the Contract Administration Services. The Architect shall have This document has important legal authority to act on behalf of the Owner only to the extent provided in this Agreement unless consequences. Consultation with an otherwise modified by written amendment. attorney is encouraged with respect to its completion or modification. 2 . 6 . 1 . 4 Duties, responsibilities and limitations of authority of the Architect under this AUTHENTICATION Of THIS Article 2.6 shall not be restricted, modified or extended without written agreement of the ELECTRONICALLY DRAFTED AIA Owner and Architect DOCUMENT MAY BE MADE BY USING withheld . AIA DOCUMENT D401. 2 . 6. 1 . 5 The Architect shall review prepeFlypfepar-ed, 4e}y and respond to reasonable requests by the Contractor for additional information about the Contract Documents. A- pr-epertl ` pFepar-edf -be- 1IlF 2 . 6 . 1 . 6 If deemed appropriate by the Architect, the Architect shall on the Owner's behalf prepare, reproduce and distribute supplemental Drawings and Specifications in response to requests for information by the Contractor. 2 . 6. 1 . 7 The Architect shall initially interpret and decide matters concerning performance of the Owner and Contractor under, and requirements of, the Contract Documents on written request of either the Owner or Contractor. The Architect's response to such requests shall be made in writing within any time limits agreed upon or otherwise with reasonable promptness. 2 . 6 . 1 . 8 Ietefpx�'«; Initial interpretations and decisions of the Architect shall be consistent with the intent of and reasonably inferable from the Contract Documents and shall be in writing or in the form of drawings. When making such initial interpretations and initial _ decisions, the Architect shall endeavor to secure faithful performance by both Owner and Contractor, shall not show partiality to either, and shall not be liable for the results of initial interpretations or decisions so rendered in good faith. l V68 y 2 . 6 . 1 . 9 The Architect shall render ifritiel-deeisiens recommendations on claims, disputes �sQ16� or other matters in question between the Owner and Contractor as provided in the Contract Documents. However the Arcehiteet 's a ++ r' to + t ce + shallbe 0 1997 AIA® < final if censisant with the intent eyc 1fesVK Ill\. Vd '111 t rVl + D AIA DOCUMENT B141 - 1997 < STANDARD FORM AGREEMENT 2 . 6 . 2 EVALUATIONS OF THE WORK The American Institute of Architects 2 . 6 . 2 . 1 The Architect, as a representative of the Owner, shall visit the site at intervals 1735 New York Avenue N .W. appropriate to the stage of the Contractor's operations, or as otherwise agreed by the Owner Washington, D .C. 20006-5292 and the Architect in Article 2.8, ( 1) to become generally familiar with and to keep the Owner informed about the progress and quality of the portion of the Work completed, ( 2) to endeavor to guard the Owner against defects and deficiencies in the Work, and ( 3) to determine it geneFel if the Work is being performed i*-exer—mdieating-Omt-the Wefk, - ® 1917, 1926, 19481 19511 1953, 1958s 19611 1963, 19661 1967, 1970, 1974, 1977, 1987* 0 1997 by T e American Institute of Architects . Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution . WARNING : Unlicensed photocopying violates U .S . copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97bl4l(4-8-03).aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003 . 21 wkelf 4ullycompleted, -wi4} -be in accordance with the Contract Documents. However-, 4he - 24ehiteet she!! not be fequir-ed to make e*haustive of site inspeetions to eheek tief -bet on Fespensil`ile -few -the eo==; fue�i� - fneans, • ,, a .. s mattes; fees -Of - pr-ee-edttres;-ef-fel safety pfeca'acivrrs ^aAa ' 'al -the \ " T L al ese are solely the Gontreeter-'s rights andFespensibilities under- the Gentfaet Deetiffients. 2 . 6 . 2 . 2 The Architect shall report to the Owner in writing known deviations from the Contract Documents and from the most recent construction schedule submitted by the Contractor. Howe er; 4he "hiteet sl -net -be respensibie -f0f4he Gentmetor-'s e4e _ per-fe� 4ke in ;ee -with -the rets -ef 4he -The - Amhkeet -shall -be respensible -fer4ke &ehiteet 's negligent aets -of errlissiens; -but -&he4 -net - have eentfel ever- -ff ekarge .ef -ate -skald -rte} -be -Fespensible -fer acts -of efflissiefls „44he _ This document has important legal Gex#reeter; Subeentfactefs;-ef4heir agents-of- �y etl3e � entities - consequences. Consultation with an o f t attorney is encouraged with respect to 1,. � � W i ' �� its completion or modification. AUTHENTICATION OF THIS 2 . 6 . 2 . 3 The Architect shall at all times have access to the Work wherever it is in preparation ELECTRONICALLY DRAFTED AIA or progress. DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 2 . 6 . 2 . 4 Except as otherwise provided in this Agreement, of whendfreet - beve4v� speeied aatberized, the Owner shall initially endeavor to communicate with the Contractor through the Architect about matters arising out of or relating to the Contract Documents. Communications by and with the Architect's consultants shall be through the Architect. 2 . 6. 2 . 5 The Architect shall he*e -eethetity -to reject Work that does not conform to the Contract Documents. Whenever the Architect considers it necessary or advisable, the Architect will have authority to require inspection or testing of the Work in accordance with the provisions of the Contract Documents, whether or not such Work is fabricated, installed or completed. However, neither this authority of the Architect nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Architect Or the Owner to the Contractor, Subcontractors, material and equipment suppliers, their agents or employees or other persons or entities performing portions of the Work. 2 . 6 . 3 CERTIFICATION OF PAYMENTS TO CONTRACTOR 2 . 6 . 3 . 1 The Architect shall review and certify the amounts due the Contractor and shall issue Certificates for Payment in such amounts. The Architect's certification for payment shall constitute a representation to the Owner, based on the Architect's evaluation of the Work as provided in Paragraph 2.6.2 and on the data comprising the Contractor's Application for Payment, that the Work has progressed to the point indicated and that, to the best of the Architect's knowledge, information and belief, the quality of the Work is in accordance with the Contract Documents. The foregoing representations are subject W ie ali ,.. ,..' Haben of the � ,, War-k -fermi -vM444he Gontmet Doeuments upon Substantial Gef pletioft, 4-2}4& - 0VL4 4%5; Fesults -4 subsequent tests -end inspeetietts. 4-3} to correction of minor deviations from the � Contract Documents prior to completion, and W to specific qualifications expressed by the Architect. The issuance of a Certificate of Payment shall further constitute a ° AIA® AIAA DOCUMENT 8141 - 1997 representation that the Contractor is entitiled to payment in the amount certified STANDARD FORM AGREEMENT 2 . 6 . 3 . 2 The issuance of a Certificate for Payment shall not be a representation that the The American Institute of Architects Architect has ( t) made exhaustive or continuous on -site inspections to check the quality or 1735 New York Avenue N.W. quantity of the Work, ( 2) reviewed construction means, methods, techniques, sequences or Washington, D.C . 20006-5292 procedures, ( 3) reviewed copies of requisitions received from Subcontractors and material suppliers and other data requested by the Owner to substantiate the Contractor's right to 19171 1926, 1948, 1951s 19530 1958, 1961 , 19631 1 6, 1967, 19701 19741 1977t 1987, ® 1 97 by Te American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U .S . copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97bl4l(4-8-03).aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003 . 22 payment, or ( 4) ascertained how or for what purpose the Contractor has used money previously paid on account of the Contract Sum , 2 . 6 . 3 . 3 The Architect shall maintain a record of the Contractor's Applications for Payment. 2 . 6 . 4 SUBMITTALS 2 . 6 . 4 . 1 The Architect shall review and approve or take other appropriate action upon the Contractor's submittals such as Shop Drawings, Product Data and Samples, but only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. The Architect's action shall be taken with -seeh - reasonable pr-emptness within two weeks of receipt of such submittals as to cause no delay in the Work or in the activities of the Owner, Contractor or separate contractors, while This document has important legal allowing sufficient time in the Architect's professional judgment to permit adequate review. consequences. Consultation with an Review of such submittals is not conducted for the purpose of determining the accuracy and attorney is encouraged with respect to completeness of other details such as dimensions and quantities, or for substantiating its completion or modification. instructions for installation or performance of equipment or systems, all of which remain the AUTHENTICATION OF THIS responsibility of the Contractor as required by the Contract Documents. The Architect's ELECTRONICALLY DRAFTED AIA review shall not constitute approval of safety precautions or, unless otherwise specifically DOCUMENT MAY BE MADE BY USING stated by the Architect, of any construction means, methods, techniques, sequences or AIA DOCUMENT D401. procedures. The Architect's approval of a specific item shall not indicate approval of an assembly of which the item is a component. 2 . 6 . 4 . 2 The Architect shall maintain a record of submittals and copies of submittals supplied by the Contractor in accordance with the requirements of the Contract Documents , 2 . 6 . 4 . 3 If professional design services or certifications by a design professional related to systems, materials or equipment are specifically required of the Contractor by the Contract Documents, the Architect shall specify appropriate performance and design criteria that such services must satisfy. Shop Drawings and other submittals related to the Work designed or certified by the design professional retained by the Contractor shall bear such professional's written approval when submitted to the Architect. The Architect shall be entitled to rely upon the adequacy, accuracy and completeness of the services, certifications or approvals performed by such design professionals . 2 . 6 . 5 CHANGES IN THE WORK 2 . 6 . 5 . 1 The Architect shall prepare Change Orders and Construction Change Directives for the Owner's approval and execution in accordance with the Contract Documents . The Architect may, with proper approval of the Owner, authorize minor changes in the Work not involving an adjustment in Contract Sum or an extension of the Contract Time which are consistent with the intent of the Contract Documents. If necessary, the Architect shall prepare, reproduce and distribute Drawings and Specifications to describe Work to be added, deleted or modified, as provided in Paragraph 2.8.2. 2 . 6 . 5 . 2 The Architect shall review pr-epeFlypFepafed, -timely reasonable requests by the Owner or Contractor for changes in the Work, including adjustments to the Contract Sum or Contract Time. A pFeper}y prepared request-fer-a change-iff-theWoFk -&ha4-be aeeempenied- © 1997 AIA® by s Fieient in4e pefmit4he e ..Taehiteet4e-make -e r-easefiable- AIA DOCUMENT B141 - 1997 detefming iyitheut emte siveinvestigatieft -of pfeparation -of additieftal dmvvings --of - STANDARD FORM AGREEMENT specifltiens. If the Architect determines that requested changes in the Work are not materially different from the requirements of the Contract Documents, the Architect may The American Institute of Architects with the prior approval of the Owner, issue an order for a minor change in the Work or 1735 New York Avenue N .W. recommend to the Owner that the requested change be denied. Washington, D .C. 20006-5292 2 . 6. 5 . 3 If the Architect determines that implementation of the requested changes would result in a material change to the Contract that may cause an adjustment in the Contract ® 1917, 19261 1948s 19511 19531 1958, 1961s 1963* 1966, 19671 1970, 1974, 1977, 19871 0 1997 by Te American Institute of Architects . Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U .S. copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97b141(4-8-03).aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 23 Time or Contract Sum , the Architect shall make a recommendation to the Owner, who may authorize further investigation of such change. Upon such authorization, and based upon information furnished by the Contractor, if any, the Architect shall estimate the additional cost and time that might result from such change, including any additional costs attributable to a Change in Services of the Architect. With the Owner's approval, the Architect shall incorporate those estimates into a Change Order or other appropriate documentation for the Owner's execution or negotiation with the Contractor. 2 . 6 . 5 . 4 The Architect shall maintain records relative to changes in the Work. 2 . 6 . 6 PROJECT COMPLETION 2 . 6 . 6 . 1 The Architect shall conduct inspections to determine the date or dates of Substantial This document has important legal Completion and the date of final completion, shall receive from the Contractor and forward consequences. Consultation with an to the Owner, for the Owner's review and records, written warranties and related documents attorney is encouraged with respect to required by the Contract Documents and assembled by the Contractor, and shall issue a final its completion or modification. Certificate for Payment based upon a final inspection indicating the Work complies with the AUTHENTICATION OF THIS requirements of the Contract Documents. ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING 2 . 6 . 6. 2 The Architect's inspection shall, at the option of the Owner , be conducted with AIA DOCUMENT D401. the Owner's Designated Representative to check conformance of the Work with the requirements of the Contract Documents and to verify the accuracy and completeness of the list submitted by the Contractor of Work to be completed or corrected. 2 . 6 .6 ✓ When the Work is F ' to be . b..a .. .. d ll 1 h AFGhiteet shall t efffl the any efne iFt__c needed tF final > L • ti of the WAr k - - , pay ava aaaaua IVa a ,ILV .LVII VL I.VLI 2 . 6 . 6 . 4 The Architect shall receive from the Contractor and forward to the Owner: ( i) consent of surety or sureties, if any, to reduction in or partial release of retainage or the making of final payment and ( 2) affidavits, receipts, releases and waivers of liens or bonds indemnifying the Owner against liens. ARTICLE 2 . 7 FACILITY OPERATION SERVICES 2-44 TheA ••'7IIL7hfteet-shCY2' -%444he Ow e -ef'TI' a Qvv aer-'s Designated n -ra _. ental_.'.e promptly after- Substantial Gempletien to review the need for- faeflity eper-atien serAces . 1..v11 L ..ilucsc , prior- to the expir-atien of efte r��. AL - date of StibsiaatW le`tletr -#lie Ai aehiteet -she4 eenduet -a fnee`ting -v,;M 4he Owner- -flffd 4he - ^iter-'S Designated FCi�E'Nx-f13e fm ons -and peff a*c-e-and4o- appr-epfiate Feeemmende4ions to LI O ARTICLE 2 . 8 SCHEDULE OF SERVICES 2 . 8 . 1 Design and Contract Administration Services beyond the following limits shall be I . . . _ . provided by the Architect as a Change in Services in accordance with Paragraph 1.3.3: . 1 up to two ( 2 ) reviews of each Shop Drawing, Product Data item , sample and similar submittal of the Contractor. © 1997 AIA® . 2 up to e1 ( 80 ) visits to the site by the Architect over the duration of the AIA DOCUMENT B141 - 1997 Project during construction . STANDARD FORM AGREEMENT . 3 up to two ( 2 ) inspections for any portion of the Work to determine whether The American Institute of Architects such portion of the Work is substantially complete in accordance with the 1735 New York Avenue N .W. requirements of the Contract Documents. Washington, D . C. 20006-5292 . 4 up to two ( 2 ) inspections for any portion of the Work to determine final completion. ® 19171 1926, 148, 19510 19531 1958; 19611 1963, 1966r 1967, 1970a 1974o 1977, 19871 0 1997 by The American Institute of Architects . Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U .S . copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97b141(4-8-03). aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 24 2 . 8 . 2 The following Design and Contract Administration Services shall be provided by the Architect as a Change in Services in accordance with Paragraph 1.3.3: 4 review-f-a G ,.. r-'s submittal -ea# of sequenee 4he subfaittal .. ,.hedul „ agmed to by the AfehiteetL, respenses to the Genffoeter-s requests Fill infigEma!ien where ere ,,....h in f . ......` ien is Deetiments, it'iens, maker ceded -Gentaeter- Depemd eewdination dmwings, -or- -rfief -Pfejeet . _. _ _ ' spefideft : -Of - . 3 Change Orders and Construction Change Directives requiring evaluation of proposals, including the preparation or revision of litstfuments -of Serviee_ drawings , specifications or other documents and not resulting from the This document has important legal Architect's negligence: consequences. Consultation with an . 4 providing consultation concerning replacement of Work resulting from Fire or attorney is encouraged with respect to its completion or modification. other cause , not the fault of the Architect, during construction; AUTHENTICATION OF THIS . 5 evaluation of an extensive number of claims submitted by the Owners ELECTRONICALLY DRAFTED AIA consultants, the Contractor or others in connection with the Work provided . DOCUMENT MAY BE MADE BY U51NG that such claims do not assert fault on the part of the ArchitectAIA DOCUMENT D401. . 6 evaluation of substitutions proposed by the Owner's consultants i. f any . or contractors and making subsequent revisions to lmsti:utnen#s -of Semee_ drawings, specifications or other documents resulting therefrom; . 7 preparation of design and documentation for alternate bid or proposal requests proposed by the Owner; or . 8 Contract Administration Services provided 6o days after the date of Substantial Completion of the Work but only to the extent that the performance of such Services is rendered more expensive to the Architect thereby. 2 . 8 . 3 The Architect shall furnish or provide the following services only if specifically designated or otherwise specified herein: Services Responsibility Location of Service (Architect, OwnerorNotProvided) Description .1 Programming Architect .2 Land Survey Services Architect .3 Geotechnical Services Architect .4 Space Schematics/Flow Architect Diagrams .5 Existing Facilities Surveys Not Provided . 6 Economic Feasibility Studies Not Provided .7 Site Analysis and Selection Owner .8 Environmental Studies and Owner +, .+ Reports _6%5.so .9 Owner-Supplied Data Architect Coordination © 1997 AIA® .io Schedule Development and Architect AIA DOCUMENT B141 - 1997 Monitoring STANDARD FORM AGREEMENT .0 Civil Design Architect .12 Landscape Design Architect The American Institute of Architects .13 Interior Design Architect 1735 New York Avenue N .W. .14 Special Bidding or Negotiation Not Provided Washington, D . C. 20006-5292 .15 Value Analysis Architect .16 Detailed Cost Estimating Architect .17 On-Site Project Representation Owner 1917, 1926, 1948, 1951 , 1953, 19581 1961t 1963, 1966, 1967, 1970, 1974t 1977, 1987l 0 1997 by Te American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U .S . copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below, expiration as noted below. User Document: standard agreement admin bldg 97bl4l (4-"3) .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/3112003. 25 .18 Construction Management Owner .19 Start-up Assistance Architect .2o Record Drawings Architect .21 Post-Contract Evaluation Ar ' ect .22 Tenant-Related Services Not Provided .23 Signage & Graphic Design Architect .24 Fire Protection Architect .25 Security System Architect . 26 City of Vero Beach Site Plan Architect Approval Preparation . 27 Demolition Documents Architect . 28 Rezoning Owner . 29 Information Technology. This document has important legal consequences. Consultation with an System Backbone Architect 9 attorney is encouraged with respect to Additional information regarding the above enumerated items : its completion or modification. . 2 Land Survey Services includes On-Site Surveying and Off-Site Surveying for 20th AUTHENTICATION OF THIS 20th Avenue Extension ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING 11 Civil Design includes on-site civil and off-site civil for 20th Avenue Extension and AIA DOCUMENT D401. bridge . Also , included is the abandonment and/or relocation of existing utilities within Project Site Abandonment of rights-of-way and/or easements is the responsibility of the Owner, 17 On-Site Project Representation to be provided by Owner's Project Manager, . 27 Demolition Documents for existing structures within project site excluding existing County Administration Building_ 28 Rezoning to be the responsibility of the Owner. Architectural/Engineering_ Professionals to provide coordination and assistance . 29 IT (Information Technology) System will be a backbone system only: no hardware or software to be provided by the Architect and/or Engineer Description of Services. (Insert descriptions ofthe services designated) As defined in Articles 2 . 4 . 2 5 2 .6 . and 2 7 ARTICLE 2 . 9 MODIFICATIONS 2 . 9 . 1 Modifications to this Standard Form of Architect's Services: Design and Contract Administration, if any, are as follows: Those attached hereto and/or those modifications deleted by strikeout or modifications added shown by underlined text © 1997 AIA® AIA DOCUMENT 8141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N .W. Washington, D.C. 20006-5292 ® 1917, 1926, 19481 19511 1953, 1958, 19611 19631 196 , 19671 19701 1974s 1977, 1987, 0 1997 by T e American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution . WARNING: Unlicensed photocopying violates U .S . copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97bl4l (4-8-03). aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 26 By its execution, this Standard Form of Architect's Services: Design and Contract Administration and modifications hereto are incorporated into the Standard Form of Agreement Between the Owner and Architect, AIA Document Bi4i-1997, as modified , that was ,entered into by the parties as of the date: May 13 200 This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. *OWNER (SrgnatureA enneth R . MachtT ig ture)l4 AUTHENTICATION OF THIS Dona O ELECTRONICALLY DRAFTED AIA Chairman. Board of County Commissioners Indian Donadio and Associates Architects p A DOCUMENT MAYBE MADE BY USING River County. Florida AIA DOCUMENT D401. (Printed name and title) (Punted name and title) Approved by BCC ' 05 - 13 - 03 Witnessed bv: Attest '- Jeffrey K. Barton . Clerk of Circuit Court B : Deputy Clerk Approved as to Form and Legal ufficienc unty Attomey mes E . Chandler ounty Administrator Indian River Co. Approved Date © 1997 AIA® AIA DOCUMENT 8141 - 1997 Administration STANDARD FORM AGREEMENT Legal 8 0 3 The American Institute of Architects Budgetn� 1735 New York Avenue N .W. �7 Washington, D. C . 20006-5292 Department S Risk Mgt. 19171 1926, 1948, 1951, 1953, 19581 19611 1963t 1966, 1967, 1970, 1974, 1977, 1987, 0 1997 by The American Institute of Architects . Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U .S. copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: standard agreement admin bldg 97b141(4-8-03). aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003 . 27 �l - E ;HIBIT A i � D O N A D I O & Associates, Architects, P.A. HOURLY BILLING RATES Principal $ 175 . 00/HR Project Manager $ 125 .00/HR Professional Level I $ 115.00/HR Professional Level II $ 95. 00/HR. Professional Level III $ 75.00/HR CADD Level I $ 95 .00/HR CADD Level II $ 80.00/HR CADD Level III $ 75. 00/HR Inspector $ 60. 00/HR Survey Field Coordinator $ 85. 00/HR Survey Field Crew $ 115.00/HR Cost Estimator $ 85. 00/HR Administrative Level I $ 65. 00/HR Administrative Level II $ 55. 00/HR Administrative Level III $ 45. 00/HR 2125 Windward Way, Suite 205 Vero Beach, Florida 32963 Phone 772 234 4066 Fax 772 234 3987 Email donadioarchCaaearthlmLnet License No. AA0002238 EXHIBIT B 1997 Edition - Electronic Format AIA Document A201 - 1997 General Conditions of the Contract for Construction TABLE OF ARTICLES 1 . GENERAL PROVISIONS 2 . OWNER THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES. CONSULTATION WITH AN 3 . CONTRACTOR ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION. 4 . ADMINISTRATION OF THE CONTRACT AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA 5 , SUBCONTRACTORS DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401, 6 , CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS This document has been approved and endorsed by The Associated General 7. CHANGES IN THE WORK Contractors of America. Be TIME 9 . PAYMENTS AND COMPLETION 10, PROTECTION OF PERSONS AND PROPERTY 11 , INSURANCE AND BONDS 12 , UNCOVERING AND CORRECTION OF WORK 13 . MISCELLANEOUS PROVISIONS 14 . TERMINATION OR SUSPENSION OF THE CONTRACT INDEX 9.5.1, 10.2.5, 13.4.2113.7, 14.1 Acceptance of Nonconforming Work Addenda 9.6.6, 9.9-3) 12.3 1.1.1, 3. 11 Acceptance of Work Additional Costs, Claims for 9.6.6, 9.8.2, 9.9.3, 910.1, 9.10.3, 12. 3 4.34 4.3.5, 4.3.6, 6.1.1, 10.3 Access to Work Additional Inspections and Testing 3 . 16, 6.2. 1) 12,1 9.8-3, 12.2.1) 13,5 Accident Prevention Additional Time, Claims for 4.2.3, 10 4.3.4. 4.3.7, 8.3.2 Acts and Omissions ADMINISTRATION OF THE CONTRACT 01997 AIA® 3.2, 3.3.2, 3.12.8, 3.18, 4.2.374.3.8, 4.4.1, 8.3.1, 3.1.3, 4, 9.4, 9.5 AIA DOCUMENT A201 — 1997 GENERAL CONDITIONS OF THE Copyright 1911, 1915, 1918, 1925, 1937, 1951,-1-9-59, 1 1, 1963, 19 6, 1 71 1970s 19761 1987, 19 7 y T e CONTRACT FOR CONSTRUCTION American Institute of Architects. Fifteenth Edition . Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N.W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D .C. 20006-5292 copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia — 5/5/2003. AIA License Number 1127252, which expires on 7/312003. 1 Advertisement or Invitation to Bid 4.2, 4.3.4, 4.4.1. 4.4.7 5.2, 6.2.2, 7, 8.3.1, 9.2) 1.1.1 9.3 9.4) 9.5, 9.7 9.8, 9.9) 10.2.6110.3, 11.3, Aesthetic Effect 11.4.712, 13.4.2213.5 4.2. 13 4.5.1 Architect's Relationship with Subcontractors Allowances 1.1.2, 4.2.3, 4.2.4, 4.2.6, 9.6.3, 9.64) 114.7 3 . 8 Architect's Representations All-risk Insurance 9.4.2, 9.5.11 9.10.1 11.4.1.1 Architect's Site Visits Applications for Payment 4.2.2, 4.2.5, 4.2.9) 4.3.4) 9.4.2, 9.5.1) 9.9.2) 4.2.5) 7.34 9. 2, 9,194 9.5.1, 9.6.3, 9.7.1, 9.8.5, 9.10.1, 13.5 9.10, 11.1.3, 14.2414.4.3 Asbestos Approvals 10 ,3.1 2.4) 3.1.3. 3.5) 3.10.2, 3.12, 4.2.7, 9.3,2) 1342) Attorneys' Fees 13.5 3.18.1, 9.10.2, 10 ,3,3 Arbitration Award of Separate Contracts 4.3.3 4.4. 4.5.1) 4.5.2, 4. 6, 8.3. 1, 9.7,1) 114-9) 6.1. 11 6.1.2 THIS DOCUMENT HAS IMPORTANT LEGAL 11.4. 10 Award of Subcontracts and Other Contracts for CONSEQUENCES. CONSULTATION WITH AN Architect Portions of the Work ATTORNEY IS ENCOURAGED WITH RESPECT 4A 5 , 2 TO ITS COMPLETION OR MODIFICATION. AUTHENTICATION OF THIS Architect, Definition of Basic Definitions ELECTRONICALLY DRAFTED AIA 4.1.1 Li i DOCUMENT MAY BE MADE BY USING AIA Architect, Extent of Authority Bidding Requirements DOCUMENT D401. 2.4, 3.12.7 4.2, 4.36) 4.4, 5.23 6.3, 7.1.2, 7.3.6, 1.1.1, 1.1.7, 5.2,1, 11,5.1 7.4, 9.2, 9.3.1, 9.43 9.5, 9.8.32 9.10.1, 9,10,3, 12, 1, Boiler and Machinery Insurance This document has been approved and endorsed by TheAssociated General 12.2.1, 13.5.1, 13.5.2, 14.2.2, 14.2.4 114,2 meri Architect, Limitations of Authority and Bonds, Lien Contractors of America. Responsibility 9.10.2 2.1.1, 3.3.3 3.12.4, 3.12.8, 3.12.10, 4.1.2, 4.2.1, Bonds, Performance, and Payment 4.2.2, 4.2.3, 4.2.6, 4.2.7 4.2.10, 4.2.12, 4.2.13 7.3.64 9.6.7 9.10.3, 11.4.9, 11.5 4.4, 5.2.1) 7.4, 9.4.2, 9. 64 9.6.6 Building Permit Architect's Additional Services and Expenses 3.7.1 2.4, 11.4.1.1, 12.2.1, 13.5.2, 13.5.3 14.2.4 Capitalization Architect's Administration of the Contract 1 . 3 3.1.3, 4 . 2 , 4.34 4.4, 94 9.5 Certificate of Substantial Completion Architect's Approvals 9.8.3, 9.8.43 9.8.5 2.4) 3.1.3 3.5.1, 3.10.2, 4.2.7 Certificates for Payment Architect's Authority to Reject Work 4.2.5, 4.2.9, 9.3.3 9 . 4, 9.5, 9. 6.1, 9.6. 6, 9.7.1, 3,5,1, 4,2, 6) 12.1,2112.2.1 9. 10 .1, 9.10.3, 13.7, 14.1.1.3, 14.2.4 Architect's Copyright Certificates of Inspection , Testing or Approval 1.6 13.5.4 Architect's Decisions Certificates of Insurance 4. 2. 6, 4.2.7 4.2.11, 4.2.12, 4.2.13 4.347 4.4.13 9.10-2) 11.1,3 4.4.5, 4.4. 6, 4.5, 6.3) 7.3.6, 7.3.8, 8.1.3, 8.3.1, 9.2, Change Orders 949.5.1, 9.849.9.1, 13.5.2, 14.2.2114.2.4 1.1.1, 2.4.1, 3.4.2, 3.8.2.3, 3.11.1, 3.1244.2.8, Architect 's Inspections 4.3.4, 4.3.9, 5.2.3, 7.1, 7.2, 7.3, 8.3.11 9.3.1.1, 4.2.2, 4.2.9, 4.3.4, 9.4.2, 9.8.3, 9.9.22 9. 10-1) 13,5 9. 10.3, 11.4.1.2, 11.44 11.4.97 12.1.2 Architect 's Instructions Change Orders, Definition of 3.2.33.3.1, 4.2.6, 4.2.74. 2.8, 7.4.1, 12.1213.5.2 7.2.1 Architect's Interpretations CHANGES IN THE WORK 4.2.11, 4.2.12, 4.3.6 Architect 's Project Representative 3.11, 4.2.8, 7, 8.3.1, 9.3.1.1, 11.4.9 w Claim , Definition of � '+ 'i' 4.2.10 � Architect's Relationship with Contractor 4 . 3 . 1 1.1.2, 1.6) 3.1.3, 3.2.1, 3.2.2, 3.2.32 3.3.1) 3.4.2, Claims and Disputes 01997 AIA® 3.5.173.7.3, 3.10, 3.11, 3.12, 3.1623.1814.1. 224. 1.33 3.2.3, 4 . 3 , 4.4, 4.5, 4.6, 6.1.1, 6.37.3.8) 9.3.3 AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE ® Copyright 1911, 1915, 1918, 1 25, 1937, 19511 1 5 , 1961t 1963, 1966, 1967-t19-7-00 1976, 1987, 1 97 y T e CONTRACT FOR CONSTRUCTION American Institute of Architects . Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING : Unlicensed photocopying violates U .S . Washington, D .C . 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 . aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 2 9.10.4, 10.3.3 Construction Schedules, Contractor's Claims and Timely Assertion of Claims 1.4.1.2, 3.10, 3.12.1, 3.12.2, 4.3.7.2, 6.1.3 4 . 6. 5 Contingent Assignment of Subcontracts Claims for Additional Cost 5 . 4, 14,2.2,2 3.2.3, 4.3.41 4 . 3 . 5 , 4.3.6, 6.1.1, 7.3.8, 10 .3.2 Continuing Contract Performance Claims for Additional Time 4. 3 . 3 3.2.3, 4.3.4, 4 . 3 . 7, 6.1.11 8,3,2) 10,3,2 Contract, Definition of Claims for Concealed or Unknown Conditions 1.1.2 4 . 3 . 4 CONTRACT, TERMINATION OR Claims for Damages SUSPENSION OF THE 3.2.3, 3.18, 4.3.1o, 6.1.1, 8.3.3, 9,5,1, 9.6,7, 10,3-.% 5.4-1.1, 11-4.9, 14 11.1.1, 11.4.5, 11.4.7, 14.1.3, 14.2.4 Contract Administration Claims Subject to Arbitration 3.1.3, 4, 9.4, 9.5 4.4.1, 4.5.1, 4.6.1 Contract Award and Execution, Conditions Cleaning Up Relating to THIS DOCUMENT HAS IMPORTANT LEGAL 3 . 15 , 6.3 3.7.1, 3.10, 5.2, 6.1, 11.1.37 11.4.62 11.5.1 CONSEQUENCES. CONSULTATION WITH AN Commencement of Statutory Limitation Period Contract Documents, The ATTORNEY IS ENCOURAGED WITH RESPECT 13 . 7 1 1 , L2 TO ITS COMPLETION OR MODIFICATION. Commencement of the Work, Conditions Contract Documents, Copies Furnished and AUTHENTICATION R THIS ELECTRONICALLY DR Relating to Use of DOCUMENT MAY THIS AIA 2.2.1, 3.2.1, 3.4.1, 3.7.1, 3.10.1, 3.12. 6, 4.3.5, 5.2. 1, 1.6, 2.2.5, 5.3 DOCUMENT D401 8E MADE BY USING AIA 5.2.3, 6.2.2, 8.1.2, 8.2.2, 8.3.1, 11.1, 11-4,1014.6) Contract Documents, Definition of 11.5.1 1.1.1 This document has been approved and Commencement of the Work, Definition of Contract Sum endorsed by The Associated General 8'1.2 3.8, 4.3.4, 4.3.5, 4.4.5, 5.2.3, 7.2, 7.3, 7.4, 9 , 1 , Contractors of America. Communications Facilitating Contract 9.4.2, 9.5.1.4, 9. 6.7, 9.7, 10 .3.2, 11.4.1, 14.24 Administration 14.3.2 3.9.1. 4 . 2 . 4 Contract Sum , Definition of Completion, Conditions Relating to 9.1 1,6.1, 34- 12 3.11, 3.15, 4.2.2, 4.2.9, 8.2, 9.4.2, 9.81 Contract Time 9.9.11 9.10, 12.2, 13.7, 14.1.2 4.3.4, 4.3.7, 4.4.55 5.2.3, 7.2.1.3, 7.3, 7.4, 8.1.1, COMPLETION , PAYMENTS AND 8.2, 8.3.1, 9.5.1, 9.7, 10.3.2, 12.1.1, 14.3.2 9 Contract Time, Definition of Completion, Substantial 8.1.1 4.2.9, 8.1.1, 8.1.3, 8.2.3, 9.4.2, 9.8, 9.9.1, 9.10.3, CONTRACTOR 9.10.4.2, 12.2, 13.7 3 Compliance with Laws Contractor, Definition of 1.6.123.2.2, 3. 6, 3.7, 3.12.10, 3.13, 4.1.1, 4.4.8, 3J) 6.1,2 4.6.4, 4.6.6, 9. 6.4, 10.2.211.121.4, 13.1, 13.4, Contractor's Construction Schedules 13.5.1, 13.5.2, 13.6, 14.1.1, 14.2.1.3 1.4.1.2, 3 . 10, 3.12.1, 3.12.2, 4.3.7.21 6.1.3 Concealed or Unknown Conditions Contractor's Employees 4.3.4, 8.3.1, 10.3 3.3.2, 3.4.3, 3.8.1, 3.9, 3.18.2, 4.2.3, 4.2.6, 10.2, Conditions of the Contract 10.3, 1.1.1, 11.4.7, 14.1, 14.2. 1.1, M-1, 1.1,7p 6.1.1, 6.1.4 Contractor's Liability Insurance Consent, Written 1. 8, 3.4.2, 3.12.8, 3.14.2, 4.1.2, 4.3.4, 4.6.4, 9.3.2, Contractor's Relationship with Separate 9• 5, 9.9.1, 9.10.2, 9-103) 114-1, 13,2) 134.2 Contractors and Owner's Forces CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS 3'1�'5' 3.14.2, 4.2.4, 6, 11.4.7, 12.1.2, 12.2.4 Contractor's Relationship with Subcontractors , 1.1.4, 6 1.2.2, 3.3.2, 3.18.1, 3.18. 2, 5, 9. 6.2, 9.6.7, 9.10.2, Construction Change Directive, Definition of 11.4.1.2, 11.4.7211.4.8 7.3. 1 Contractor's Relationship with the Architect Construction Change Directives 1,1.2) 1.6) 3.1.3, 3.2.1, 3.2.2, 3.2.3, 3.3.1, 3.4.2, 01997 AIA® 1.1.1, 3. 12. 8, 4.2.8, 4.3.9, 7.1, 7. 3 , 9.3.1.1 3.5.1, 3.7.3, 3.10, 3.11, 3.12, 3.16, 3.18, 4.1.2, 4.1.3, AIA DOCUMENT - 1997 GENERAL CONDITIONS OF THE ® Copyright 1911, 1915f 1918, 19 5, 19371 1 51 , 195 , 19618 1963, 19 6, 1967, 197 , 1976, 19871 1997 by The CONTRACT FOR CONSTRUCTION American Institute of Architects. Fifteenth Edition. Reproduction of the material herein or substantial The American Instituteof Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N.W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D.C . 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a20l .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 3 4.2, 4.3.4, 4.4.1, 4.4.7, 5.2, 6.2.2, 7, 8.3.1, 9.2, 11.1. 1, 11.4.5, 11.4.7, 14.1.3114.2.4 9.3 9.4, 9.51 9.7, 94 9.9, 10.2.6, 10.3, 11.3, Damages for Delay 11.4.7, 12713.4.2113.5 6. 1.1, 8.3.39.5 .1. 6 Contractor's Representations 9.7, 1fth P Date of Commencement of the Work, 1.5.2, 3.5.1, 3.12.6, 6.2.2, 8.2.1, 9-3,3, 9,8,2 Definition of Contractor's Responsibility for Those 8.1.2 Performing the Work Date of Substantial Completion, Definition of 3.3.2, 3.18, 4.2.3 4.3.8, 5.3.1, 6.1.3, 6.2, 6.3, 8.1.3 9.5.1, to Day, Definition of Contractor's Review of Contract Documents 8, 14 1.5.2, 3.2. 3.7.3 Decisions of the Architect Contractor's Right to Stop the Work 4.2.61 4.2.7, 4.2.11, 4.2.12, 2.1 9.7 4• 3 4.3.4, 4.4.1, 4.4.5. 4.4.6, 4.5, 6.3, 7.3.6, 7.3.8, 8.1.3, 8.3.1, 9.2, Contractor's Right to Terminate the Contract 9.4, 9.5.1, 9.8.4. 9.9.1. 13.5.2, 14.2.2, 14.2.4 4.3.10, 14.1 Decisions to Withhold Certification Contractors Submittals 9.4-1, 9 5 THIS DOCUMENT HAS IMPORTANT LEGAL 3 3 3.10, 3.11, 3.12, 4.2.7, 5.2.1, 5.2. 7.3.6, 9.2, 9. Defective or Nonconforming Work, CONSEQUENCES. CONSULTATION WITH AN 9. 8.2. 9.8.3 9.9.1, 9.10.2, 9.10.3, 11.1.3, 11.5.2 Acceptance, Rejection and Correction of ATTORNEY IS ENCOURAGED WITH RESPECT Contractors Superintendent 2.3, 2.4, 3.5. 1 , 4.2.6, 6.2.5, 9.5.1, 9.5.2, 9.6.6, TO ITSAUTHCOMPLETION OF THIS H MODIFICATION. 3-9) 10,2,6 9.8.2, 9.9.3, 9.10.4 3 7, 12.2.1, 1 . .1. Contractors Supervision and Construction 3 ELECTRONICALLY DRAFTED AIA Procedures Defective Work, Definition of DOCUMENT MAY BE MADE BY USING AIA 3.5.1 DOCUMENT D401. 1.2.2, 3.3 3.4. 3.12.10, 4.2.2, 4.2.7, 4.3.3 6.1.3, Definitions 6.2.4, 7.1.3 7.3.4, 7.3. 6, 8.2, 10, 12, 14 1.12 2.1,1, 3.1, 3,5.1, 3,12.1, 3.12.2, 3.12.3 4.1. 1, This document has been approved and Contractual Liability Insurance endorsed by The Associated General 11.1.1.8, 11.2, 11.3 4.3.1, 5.1, 6.1.2, 7.2. 1, 7.3.1, 7.3.6, 8.1, 9.1, 9. 8.1 Delays and Extensions of Time Contractors of America. Coordination and Correlation 1.2, 1.5.2, 3.3.1, 3.10, 3.12.6, 6.1.36.2. 1 3.2.34.3.1, 4.3.4, 4.3.7, 4.4.5, 5.2.37.2.1, 7.3.1, 7,41) 7.5.1, 8 . 3 , 9.5.1, 9.7.1, 10.3.2, 10.6.1, 14.3.2 Copies Furnished of Drawings and Specifications Disputes 1.6, 2.2.5, 3.11 4.1.4, 4.3444.5, 4.6, 6.3, 7.3.8 Copyrights Documents and Samples at the Site 1.6, 3.17 3 . 11 Correction of Work Drawings, Definition of 2.3, 2.4, 3.7.4, 4.2.119.4.2, 9. 8.2, 9.8.39.9.1, 1.1.5 12,1,2) 12.2) 13,7.1,3 Drawings and Specifications, We and Correlation and Intent of the Contract Ownership of Documents 1,1-1) 16) 2.2.5, 3.14 5.3 1 . 2 Effective Date of Insurance Cost, Definition of 8.2.2, 11.1.2 7,3,6 Emergencies Costs 4.35, 10, 6) 14,1.1,2 2.47 3.2.3, 3.7.4, 3.8.2, 3.15.2, 4.3, 5.4.2, 6.1.1, Employees, Contractor's 6.2.37.3.3.37.3.6, 7.3.7, 7.3.8, 9.10.2, 10.3.2, 3.3.2) 3.4.3, 3. 8. 1, 3.9, 3.18.2, 4.2.3, 4.2. 6, 10.2, 10.5, 11.3, 11 .4712.1, 12.2.1, 12.2.4, 13.5, 14 10.3, 11.1.1, 11.4.7, 14.1714.2.1.1 Cutting and Patching Equipment, Labor, Materials and 6.2.5, 3 . 14 1.1.3, 1.1.6, 3.4, 3.5.1, 3.8.2, 3.8.3, 3.12, 3.13 3.15 .1, Damage to Construction of Owner or Separate 4.2.6' 4.2.7, 5.2.1, 6.2.1, 7.3.6, 9.3.2, 9.3.3, Contractors 9.5.1.3, 9.10.2, 10.2.1, 10.2.4, 14.2.1.2 314 2, 6 2 Execution and Progress of the Work 4, 9.2.1.5, 10.2.1.2, 10.2.5, 10.6, 11.1, 11,41 12.2-4 1.1.3, 1.2.1, 1.2.2, 2.2.39 2.2.5, 3.1, 3.3 34 3.5, 3.7, �, �� Damage to the Work 3.10, 3.12, 3.14, 4.2.2, 4.2.3, 4.3.3 6.2.2, 7.1.3 �f . 'qW6 7.3.4, 8. 2, 9.5, 9.9.1, 10. 2, 10-37 12.2, 14.2, 14.3 3.14.2, 9.9.1, 10.2.1.2, 10.2.5, 10.6, 11.4, 12.2.4 Extensions of Time Damages, Claims for 3.2.3 4.3.1, 4.3.4, 4.3.7, 4.4.5, 5 .2.3 7.2.1, 7.3, 01997 AIA® 3.2.3 3.18, 4.3.10, 6.1.1, 8.3.3 9.5.1, 9. 6.77 10.3.3, AIA DOCUMENT A201 - 1997 7.4.1, 9.5 .1, 9,7-1) 10.3,27 10 .6.1, 14.3.2 GENERAL CONDITIONS OF THE Copyright 1911, 1 15, 1 1 , 19251 19371 19511 1958, 1961, 1 3, 1 1 67, 1 7 , 1 7 1 7 1997 by e CONTRACT FOR CONSTRUCTION American Institute of Architects. Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violate to legal prosecution. WARNING : Unlicensed photocopying violates U .S . 1735 New York Avenue, N.W. copyright laws and will subject the violator to legal prosecution. This document was electronically produced Washington, D .C. 20006-5292 with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 4 Failure of Payment Insurance, Property 4.3.6, 9.5.1.3, 9 . 7, 9.10.2, 14.1.1.3, 14.2.1.2, 13. 6 10.2.5, 11 . 4 Faulty Work Insurance, Stored Materials ( See Defective or Nonconforming Work) 9,3.2v 114-1-4 Final Completion and Final Payment INSURANCE AND BONDS 4.2.1, 4.2,% 4.3.2> 9.8.2, 9 , 10) 11,1.21 11.1.3, 11 11.4.1, 11.4.5) 12.3. 12 13.7. 14.2.4 14.4.3 Insurance Companies, Consent to Partial Financial Arrangements, Owner's Occupancy 2.2.1, 13.2.2, 14.1.1.5 9.91, 11.4.1.5 Fire and Extended Coverage Insurance Insurance Companies, Settlement with 11.4 11 .4.10 GENERAL PROVISIONS Intent of the Contract Documents 1 1.2.1, 4.2.72 4.212, 4. 2.13, 7.4 Governing Law Interest 13 . 1 13 . 6 THIS DOCUMENT HAS IMPORTANT LEGAL Guarantees ( See Warranty) Interpretation CONSEQUENCES. CONSULTATION WITH AN Hazardous Materials 1.2.3, 1 . 4, 41.1, 4.3.1, 5 .1, 6.1.2, 8.1.4 ATTORNEY IS ENCOURAGED WITH RESPECT 10.2-4, 10. 3 , 10.5 Interpretations, Written TO ITS COMPLETION OR MODIFICATION. Identification of Contract Documents 4.2.11, 4.2.12, 4.3.6 AUTHENTICATION OF THIS 1.5.1 Joinder and Consolidation of Claims Required ELECTRONICALLY DRAFTED AIA q DOCUMENT MAY BE MADE BY USING AIA Identification of Subcontractors and Suppliers 46.4 DOCUMENT D401. 5.2.1 Judgment on Final Award Indemnification 4 . 6 . 6 This document has been approved and 3.17, 3 . 18, 9.10.2, 10.3.3, 10.5, 11.4.1.2, 11.4.7 Labor and Materials, Equipment endorsed by The Associated General Information and Services Required of the 1.1.3, 1.1.6, 3 . 4, 36d) 3.8.2, 3. 8.3 3.12) 3.13. Contractors of America. Owner 3.15.1, 42.6, 4.2.7, 5.2.1, 6.2.1, 7.3.6) 9.3.2s 9.3.3p 2.1.2, 2 . 2 , 3.2.1, 3.12.4 3.12.1% 4.2.7, 4.3.3 6.1.3, 9.5.1.3 9.10.2, 10.2.1, 10.2.4, 14.2.1.2 6.14 6.2.5. 9.3.2) 9.6.1) 9.6.4 9.9.21 9.10.3 Labor Disputes 10.3.3, 11.2111413.5.1, 13.5.2, 14.1.1414.1.4 8.3.1 Injury or Damage to Person or Property Laws and Regulations 4 . 3 . 8, 10.2, 1o. 6 1.6, 3.2.2, 3.6) 3.7) 3-12,10, 3.13, 4.1,12 4.4.8, 4. 6, Inspections 9.6.4 9.9. 1, 1o.2.2, 11. 1, 11.4, 13.1, 13.413.5.1 3-1,3, 3.3-3) 3.7.1, 4.2.2, 4.2.6, 4. 2.9, 9.4.22 9.8.2, 13.5.2, 13.6, 14 9.8.3 9.9.2, 9.10.1, 12.2.1, 13.5 Liens Instructions to Bidders 2.1.2, 4.44 8.2.2, 9.3.3, 9.10 1.111 Limitation on Consolidation or Joinder Instructions to the Contractor 4 . 6 . 4 3.2.3 3,3,1, 3-8,4 4,2,8) 5.2.17, 122 8,2.2, 13, 5.2 Limitations, Statutes of Insurance 4,6,3, 12,2,6, 13,7 3.18.1, 6.1.1, 7.3.61 8.2.1, 9.3.2) 9.8.4 9.9.1. Limitations of Liability 9.10.2, 9,10,5, 11 2.3, 3.2.1, 3.5.13.7.3, 3.12.8, 312.10, 3.17, 3. 185 Insurance , Boiler and Machinery 4.2.6, 4.2.7, 4.2.12, 6.2.21 9.4.2 9.6.4 9.6.7) 11.4.2 9.10.4, 10.3.3, 10.2.5, 11.1.2, 11.2.1, 11.4.7, 12.2.5, Insurance , Contractor's Liability 13.4.2 11 . 1 Limitations of Time Insurance, Effective Date of 2.1.2, 2.2, 24 3.2.1 > 3.7.3. 3.1% 3.11, 3. 12. 5, 3.15.1, 8,2.2; 11,1,2 4.2.724.34.44.5, 4.6) 5.2) 5.3) 5.46.2.47.3, Insurance, Loss of Use 7.4 8.22 9.2. 9.3.1, 9.3.3, 9.4.13 9.5, 9.6. 9.7, 9.81 11.4.3 9.9, 910, 11.1.3, 11.41.5, 11 .4.6, 11.4.1% 12.2, 13.5, +, r Insurance, Owner's Liability 13.7. 14 . . 11,2 Loss of Use Insurance Insurance, Project Management Protective 11 . 4 . 3 Liability Material Suppliers 01997 AIA® 11.3 1.62 3.12.12 4.2.4 4.2.6 5.2.19.3 9.4.2 9.6� AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE Copyright 1911, 1 5, 1 1 , 1 5, 1 7, 1951, 1 58, CONTRACT FOR CONSTRUCTION 1 1, 63, 1 6, 1 7, 170, 17 , 197, 197 yTe American Institute of Architects . Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D .C. 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aIa -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003 . 5 9.10.5 2 Materials, Hazardous Owner, Definition of 10.2.43 10 .3, 10.5 2.1 Materials, Labor, Equipment and Owner, Information and Services Required of 1.1.3, 1.1.6, 1. 6.1, 34 3.5.1, 3. 8.2, 3.8.23, 3.12, 3.13, the 3.15.1, 4.2.6, 4.2.7, 5.2.1, 6.2.1, 7.3. 6, 9.3.21 9.3. 3, 2.1.2, 2 . 2 , 3.2.1, 3.12.4, 3.12.10, 4.2.7, 4.3.3, 6.1.3, 9.5.1.3, 9.10,2, 10,2.1, 10.2.4, 14.2.1.2 6.1.4, 6.2.5, 9.3.2, 9.6.11 9. 6.4, 9.9.2, 9.10.3, Means, Methods, Techniques, Sequences and 10.3.3, 11.2, 11413.5.1, 13.5.2, 14,1.14 14.1.4 Procedures of Construction Owner's Authority 3.3.1, 3.12.10, 4.2.2, 4.2.7, 9.4.2 1. 6, 2.1.1, 2.3, 2.4, 3.4.2, 3.8.1, 3.12.10, 3.14.2, Mechanics Lien 48 4.1.2, 4.1.3, 4.2.4, 4.2.9, 4.3.6, 4.4.7, 5.2.1, 5.2.4, Mediation 4 5 .4.1, 6.1, 6.3, 7.2.1, 7. 3.1, 8. 2.27 8.3.1, 9.3.1, 9.3.22 o 9.5.1, 9.9.1, 9.10.2, 10.3.2, 11.1.3, 11.3.1, 11.4.3, 4.4.1, 4.4.5, 4.4.6, 4.4.83 4 . 5 , 4.6. 1, 4.6.2, 8. 3.1, 11,4-10, 12.2,2, 12.3. 12 13.2.2, 14.3, 14.4 10.5 Owner's Financial Capability THIS DOCUMENT HAS IMPORTANT LEGAL Minor Changes in the Work 2.2.1, 13.2.2, 14.1.1.5 CONSEQUENCES. CONSULTATION WITH AN 1.1.1, 3.12.8, 4.2.8, 4.3.6, 7.1, 7 . 4 Owner's Liability Insurance ATTORNEY 15 ENCOURAGED WITH RESPECT MISCELLANEOUS PROVISIONS 11 . 2 TO ITS COMPLETION OR MODIFICATION. 13 Owner's Loss of Use Insurance AUTHENTICATION OF THIS Modifications, Definition of 11.4.3 ELECTRONICALLY DRAFTED AIA 1.1.1 Owner's Relationship with Subcontractors DOCUMENT MAY BE MADE BY USING AIA Modifications to the Contract 1.1.21 5.2, 5.3, 5.4, 9. 64 9.10 .2, 14.2.2 DOCUMENT D401. 1.1.11 1.1.2, 3.7.3, 3.11, 4.1.2, 4.2. 1, 5.2.3, 7, 8.3.1. Owner's Right to Carry Out the Work This document has been approved and 9.72 10.3.2, 11.4. 1 2 . 4, 12.2-4- 14.2.2.2 endorsed by The Associated General Mutual Responsibility Owner's Right to Clean Up Contractors of America. 6 . 2 6 . 3 Nonconforming Work, Acceptance of Owner's Right to Perform Construction and to 9.6.61 9.9.3, 12 . 3 Award Separate Contracts Nonconforming Work, Rejection and 6 . 1 Correction of Owner's Right to Stop the Work 2.31 2.4, 3.5.1, 4.2.6, 6.2.5, 9.5.1, 9. 8.2, 9.9.3, 2 . 3 9.10.4, 12.2.1113.7.1.3 Owner's Right to Suspend the Work Notice 14.3 2.2.11 2.31 2.4, 3.2.3, 3.3.1, 3.7.2, 3.7.42 3.12.9, 4.32 Owner's Right to Terminate the Contract 4.4.8, 4.6.5, 5.2.12 8.2.2, 9.7, 9.10, 10.2.2, 11. 1.3, 14.2 11.4.6, 12.2.2, 12.2.4, 13.3, 13.5.1, 13.5.2, 14.1, 14.2 Ownership and Use of Drawings, Specifications Notice, Written and Other Instruments of Service 2.3, 24 3.3.1, 3.9, 3.12,% 3.12.10, 4.33 4.4.8, 1.1.1, 1 . 6, 2.2.5, 3.2.1, 3.11.1, 3.17.1, 4.2.12, 5.3 4.6.5, 5 .2.1, 8,2.219,7; 9.10710.2.2, 10.3, 11. 1.3, Partial Occupancy or Use 11.4.6, 12.2.2, 12. 2.4, 13 . 3, 14 9.6.6, 9 . 9, 11.4.1.5 Notice of Testing and Inspections Patching, Cutting and 13.5.1, 13.5.2 3 . 14, 6.2.5 Notice to Proceed Patents 8.2.2 Notices, Permits, Fees and 3•�7 2.2.2, 3 7 4 Payment, Applications for 3.13, acto , 10.2.2 4. 2.52 7.3. 8, 9.2, 9 . 3. 9.4, 9. 5. 1, 9, 6.3, 9,7-1) Observations, Contractor's 1.5.2, 3.22 3.7.3, 4.3.4 9.8.5, 9.10.1, 9.10.3, 9.10.5, 11.1.3, 14.2.4, 14.4.3 Occupancy Payment, Certificates for 2.2.21 9,6. 619.8; 11.4.1.5 4.2.5, 4.2.9, 9.3.3, 9 . 41 9.51 9.6.1, 9.6.6, 9.7.1, , _ . . Orders, Written 9.10.1, 9.10.3, 13.7, 14.1. 1.3, 14. 2.4 1.1.1, 2.3, 3.9, 4.3.6> 7, 8.2.2, 11.4.9, 12.1, 12.2, Payment, Failure of 13,5,2114-3.1 4.3.6, 9. 5.1.3. 9 . 7, 9. 1o .2, 14.1.1.3, 14.2.1.2, 13.6 01997 AIA® OWNER Payment, Final AIA DOCUMENT A201 - 1997 4.2.4 4.2.9, 4.3.21 9.8.21 9. 10, 11.1.2, 11.1.3, 11.4.1, GENERAL CONDITIONS OF THE Copyright 1911, 1915, 19180 1925l 1937, 19SIg 1958, 1 , 1963g 1 ,, 19 7, 1 7 19768 19870 1997 y T T CONTRACT FOR CONSTRUCTION American Institute of Architects . Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D.C . 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 6 11.4.5, 12.3.1, 13.7, 14.2.4. 14.4.3 Representations Payment Bond, Performance Bond and 1. 5.2. 3.5.1, 3.12.6, 6.2.2, 8.2.1, 9.3.3 9.4.2) 9.5.1, 7.3.6.4, 9.6.7, 9.10.3, 11.4.9, 11 . 5 9.8.2, 9.10.1 Payments, Progress Representatives 4.3.3, 9.3 9.6, 9.8.5, 9,10,3, 13,6) 14,2-3 2.1.1, 3.1.1, 3.9, 4.1.1, 4.2.1, 4.2.10, 5.1.4 5. 1. 2, PAYMENTS AND COMPLETION 13.2.1 9 Resolution of Claims and Disputes Payments to Subcontractors 4 . 4, 4.5, 4.6 5.4.2 9.5.1.3 9. 6. 2 9. 6.3 9.64 9.6-7) 114-8) Responsibility for Those Performing the Work 14.2.1.2 3.3.2, 3.18, 4.2.3 4.3.8, 5.3.1, 6.1.3, 6.2, 6.3, PCB 9.5.100 10,3.1 Retainage Performance Bond and Payment Bond 9.3.1) 9.6.2 9.8.5, 9.9.1, 9.10.2, 9.10.3 7.3.6.4, 9.6.7. 9.10.3, 11.4.9, 11 . 5 Review of Contract Documents and Field Permits, Fees and Notices Conditions by Contractor THIS DOCUMENT HAS IMPORTANT LEGAL 2.2.2, 3 . 7, 3.13, 7.3.64 10.2.2 1.5.2 3 . 2 , 3.7.3) 3.12.71 6.1.3 CONSEQUENCES. CONSULTATION WITH AN PERSONS AND PROPERTY, PROTECTION Review of Contractor's Submittals by Owner ATTORNEY 15 ENCOURAGED WITH RESPECT OF and Architect TO ITS COMPLETION OR MODIFICATION, 10 3.10.1, 3.10.2, 3.11, 3.12, 4.2, 5.2 6.1.3, 9.2 9. 8.2 AUTHENTICATION OF THIS Review of Shop Drawings, Product Data and ELECTRONICALLY DRAFTED AIA Polychlorinated Biphenyl Samples by Contractor DOCUMENT MAY BE MADE BY USING AIA 10 .3.1 3.12 DOCUMENT D401. Product Data, Definition of Rights and Remedies 3.12.2 1.1.2, 2,3) 2-4) 3, 5- b 3,15.2) 4.2. 6. 4.3.4. 4.5. 4. 6 This endorsed bdocumy T has been approved and Product Data and Samples, Shop Drawings endorsed b The Associated General P P g 5.3 5.4 6.1, 6.3, 7.3.1, 8.3, 9.5.1 . 9.7, 10.2.5 Contractors of America. 3.11, 3 . 12 , 4.2.7 10.3, 12.2.2, 12.2.4, 13 . 4, 14 Progress and Completion Royalties, Patents and Copyrights 4.2.2, 4.3.38 . 2 , 9.89.9.1, 14.1.4 3 . 17 Progress Payments Rules and Notices for Arbitration 4.3.39.39 . 6, 9.8.5, 9.10.3, 13.6, 14.2.3 4.6.2 Project, Definition of the Safety of Persons and Property 1.1.4 10. 2 , 1o .6 Project Management Protective Liability Safety Precautions and Programs Insurance 3.3.1) 4.2.2 4.2.7, 5.3.1, 10. 1 , 10.2, 10.6 11 . 3 Samples, Definition of Project Manual, Definition of the 3,12,3 1.1.7 Samples, Shop Drawings, Product Data and Project Manuals 3.11, 3 . 12 , 4.2.7 2.2.5 Samples at the Site, Documents and Project Representatives 3 , 11 4'2'10 Schedule of Values Property Insurance 9 2 9 31 10.2-5, 11 . 4 Schedules, Construction PROTECTION OF PERSONS AND 1.4.1.2, 3,10, 3.12.1, 3.12.2, 4.3.7. 2, 6.1.3 PROPERTY Separate Contracts and Contractors 10 1.1.43.12.5, 3. 14.2, 4.2.4, 4.2.7, 4. 6.4, 6, 8.3.1, Regulations and Laws 11.4.7, 12,1,2) 12,2-5 1. 6, 3.2.2, 3.6 3.7, 3. 12.10, 3.13 4. 1.1) 4.4.8 4.6 Shop Drawings, Definition of 9.6.4, 9.9d) 10.2,2) 11.1, 11.4, 13.1, 13-4) 13- 5d) 3.12. 1 13,5 ,2) 13.6114 Shop Drawings, Product Data and Samples ;; ;� Rejection of Work 3.11, 3 . 12 , 4.2.7 3.5.1, 4.2.69 12.2.1 Site, Use of Releases and Waivers of Liens 3.13, 6.1.1, 6.2.1 01997 AIA® 9.10.2 Site Inspections AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE Copyright 1 11 , 1 5, 1 1 , 1 5, 1 7, 1 51, 1 5 , CONTRACT FOR CONSTRUCTION 1 1, 1 , 166, 1 , 170, 17 , 198 , 197 yTe American Institute of Architects . Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D.C . 20006-5292 copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 . aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 7 1.2.21 3.2. 1, 3.3.3) 3.7.1) 4.2) 43.4 9.4.2, 9,10 .1) 447) 5.4.1.2, 9.8.51 9.10.21 9,10-3) 14,2,2 13.5 Surety, Consent of Site Visits, Architect's 9. 10 .21 9. 10 .3 4.2.2, 4.2.9. 4.3.4 9.42) 9.5.1) 9.9. 2, 9, 10,11 13,5 Surveys Special Inspections and Testing 2,2,3 4.2.6; 12.2,1113,5 Suspension by the Owner for Convenience Specifications, Definition of the 14 . 4 1.1.6 Suspension of the Work Specifications, The 5.4.2) 14.3 1.1.1, 1 . 1 . 6, 1,1,7, 1,2,2; 1.6, 3.11, 3.12,10, 3.17 Suspension or Termination of the Contract Statute of Limitations 43.6, 5.41.1, 11.49. 14 4.6.3, 12.2.6, 13.7 Taxes Stopping the Work 3A 3.8-2-1) 7 3 6 4 23) 43.6) 9.7) 103, 14.1 Termination by the Contractor Stored Materials 4.3.10, 14 . 1 6.2.1, 9.3.2, 10.2.1.2, 10.2.4, 11.4.1.4 THIS DOCUMENT HAS IMPORTANT LEGAL Termination b Subcontractor, Definition of y the Owner for Cause CONSEQUENCES. CONSULTATION WITH AN 5.1.1 4.3.10) 5.4.1.1, 14 . 2 ATTORNEY IS ENCOURAGED WITH RESPECT Termination of the Architect TO ITS COMPLETION OR MODIFICATION. SUBCONTRACTORS AUTHENTICATION OF THIS 5 4-1-3 ELECTRONICALLY DRAFTED AIA Termination of the Contractor DOCUMENT MAY BE MADE BY USING AIA Subcontractors, Work by 14.2,2 1.2.2) 3.3.2, 3.12.1) 4.2.3) 5.2.3) 5.3. 5.4, 9.3.1.2. TERMINATION OR SUSPENSION OF THE DOCUMENT D401. 9.6.7 CONTRACT This document has been approved and Subcontractual Relations 14 endorsed by The Associated General 5 . 3, 5.4, 93.1.2) 9.6, 9.10 10.2.1, 1147, 11-4,8, Tests and Inspections Contractors of America. 14.1, 14.2,1114-3.2 Submittals 3. 1.32 3.3.3) 4.2.23 4.2.6, 4,2.9) 9.4.21 9.83) 9.9.2) 1, 6, 3.1% 3.11, 3.12, 4.2.7) 5.2.1, 5.2.3, 7.3.6) 9.2) 9,10,1, 10,3,211141-1, 12.2.1, 13 . 5 9.3, 9.8, 9.9. 1, 9. 10.2, 9.10,35 11,1.3 TIME Subrogation, Waivers of 8 6.1.1, 11.4.5, 11 . 4 . 7 Time, Delays and Extensions of Substantial Completion 3.2.3, 4.3.1, 4.3.4 4.3.7) 4.4.5, 5.23) 7.2,117,3J, 4.2.9, 8.1.1, 8.1.3, 8.2.3, 9.4.2, 9 . 8, 9.9.1, 9.10.3, 741, 76a) 8 . 37 9.5.1, 9.7.1, 10.3.2, 10,6,1, 14.3.2 9.10.4.2, 12.2, 13.7 Time Limits Substantial Completion, Definition of 2.1.2) 2.22 2.4 3.2.1) 3.7.3) 3.10, 3.11) 3.12.5) 3.15.1, 9.8.1 4.22 43) 4.4) 45) 4.6, 5.2, 53) 5.4 6.2.4, 73) Substitution of Subcontractors 7.4) 8.2) 9.2) 93.1) 9.3.3) 9.41) 9.5) 9.62 9.7, 9,8; 5.2.3, 5.2.4 9.9, 9.10, 11.1.3, 11.4.1.5, 11.4. 6, 11.4.10, 12.2, 13.57 Substitution of Architect 13.7214 4.1.3 Time Limits on Claims Substitutions of Materials 4 . 3 . 2 , 43.4) 43.8) 4.4 4.5) 4.6 3.42) 3.5.1) 73.7 Title to Work Sub-subcontractor, Definition of 9.3.21 9.3.3 5.1.2 UNCOVERING AND CORRECTION OF Subsurface Conditions WORK 4.3.4 12 Successors and Assigns Uncovering of Work 13 . 2 12 . 1 Superintendent Unforeseen Conditions � 3 . 9, 10.2.6 , ,4 Supervision and Construction Procedures4.3.4 8.3.1) 10 .3 Uf nit Prices 1.2.2, 3 . 3, 343-12-10, 4.2.2, 4.2-7, 4.3.3, 6. 1.3, 4.3.9, 7.3.3.2 6.2.43 7. 1.3, 7.3.6, 8.2, 8.3.1, 9.4. 2) l0, 12, 14 Use of Documents 01997 AIA® Surety 1.1.1, 1.6, 2.2.5, 3.12.62 5.3 AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE 9) Copyright 1911 , 1915, 191 , 1 25, 1 7, 51, 1958* CONTRACT FOR CONSTRUCTION 161, 1 19 , 1967, 17 , 197 , 1 7, 1 7 yTe American Institute of Architects . Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U . S . Washington, D .C . 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/312003. 8 Use of Site Weather Delays 3 . 13 , 6.1.1, 6.2.1 4.3.7.2 Values, Schedule of Work, Definition of 9 . 2, 9.3.1 1.1.3 Waiver of Claims by the Architect Written Consent 13.4.2 1.6, 3.4.2, 3.12.8, 3.14.2, 4.1. 2, 4.3.4) 4.64 9.3.2) Waiver of Claims by the Contractor 9.8. 5) 9.9.1, 9.10.2, 9.10.3, 11.4.1, 13.2113.4.2 4.3.10, 9.10.5, 11.4.7, 13.4.2 Written Interpretations Waiver of Claims by the Owner 4.2. 11) 4.2.12, 4.3.6 4.3.10) 9.9.3) 9.10.3) 9.10.4) 11.4.3) 11.4.5) 11.4.7) Written Notice 12,2,2,1) 134.21 14,24 2.3) 2.42 3.3.1) 3.9) 3.12.9) 3.12.10) 4.3) 4.4.8) Waiver of Consequential Damages 4.6.5) 5.2.1) 8.2.2, 9J) 9.10, 10.2.2, 10 .3, 11.1.37 4 . 3 . 10, 14.2.4 11.4.6, 12.2.2, 12.24 13 . 3, 14 Waiver of Liens Written Orders 9,10,2, 9.10,4 1.1.1) 2.3) 3.9) 4.3. 6, 7) 8.2.2, 11.4.9, 12.1112.2, THIS DOCUMENT HAS IMPORTANT LEGAL 13.5.2) 14.3.1 Waivers of Subrogation CONSEQUENCES. CONSULTATION WITH AN 6. 1.1, 11.4.5, 11 . 4 . 7 ATTORNEY IS ENCOURAGED WITH RESPECT Warranty TO ITS COMPLETION OR MODIFICATION. 3 . S, 4.2.9) 4.3.5.3) 9.3.3) 9.8.4) 9.9.1) 9.10.4) AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA 12.2.2, 13.7.1.3 DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. ARTICLE 1 GENERAL PROVISIONS This document has been approved and 1 . 1 BASIC DEFINITIONS endorsed by The Associated General 1 . 1 . 1 THE CONTRACT DOCUMENTS Contractors of America. The Contract Documents consist of the Agreement between Owner and Contractor ( hereinafter the Agreement ) , Conditions of the Contract ( General, Supplementary and other Conditions ) , Drawings, Specifications, Addenda issued prior to execution of the Contract, other documents listed in the Agreement and Modifications issued after execution of the Contract. A Modification is ( i) a written amendment to the Contract signed by both parties, ( 2) a Change Order, ( 3) a Construction Change Directive or (4) a written order for a minor change in the Work issued by the Architect. Unless specifically enumerated in the Agreement, the Contract Documents do not include other documents such as bidding requirements ( advertisement or invitation to bid, Instructions to Bidders, sample forms, the Contractor's bid or portions of Addenda relating to bidding requirements ) . 1 . 1 . 2 THE CONTRACT The Contract Documents form the Contract for Construction. The Contract,together with the performance bond and payment bond if any, represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations or agreements, either written or oral. The Contract may be amended or modified only by a Modification. The Contract Documents shall not be construed to create a contractual relationship of any kind ( 1) between the Architect and Contractor, ( 2) between the Owner and a Subcontractor or Sub-subcontractor, ( 3) except as may be expressly provided in the agreement between the Owner and Architect or (4) between any Other persons or entities other than the Owner and Contractor. The Architect shall, however, be entitled to performance and enforcement of obligations under the Contract intended to facilitate performance of the Architect's duties . %, V61 .� 1 . 1 . 3 THE WORK � The term "Work" means the construction and services required by the Contract Documents, whether completed or partially completed, and includes all other labor, materials, equipment 01997 AIA® AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE Copyright 1911, 1915, 1918, 1925, 1937, 1951 , 1958, 1961, 19631 1966t 19 70, 19761 1987v 1997 by The CONTRACT FOR CONSTRUCTION American Institute of Architects. Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D .C . 20006-5292 copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 9 and services provided or to be provided by the Contractor to fulfill the Contractor's obligations. The Work may constitute the whole or a part of the Project. 1 . 1 . 4 THE PROJECT The Project is the total construction described in the Agreement of which the Work performed under the Contract Documents may be the whole or a part and which may include construction by the Owner or by separate contractors. 1 . 1 . 5 THE DRAWINGS The Drawings are the graphic and pictorial portions of the Contract Documents showing the design, location and dimensions of the Work, generally including plans, elevations, sections, details, schedules and diagrams. 1 . 1 . 6 THE SPECIFICATIONS The Specifications are that portion of the Contract Documents consisting of the written THIS DOCUMENT HAS IMPORTANT LEGAL requirements for materials, equipment, systems, standards and workmanship for the Work, CONSEQUENCES. CONSULTATION WITH AN and performance of related services. ATTORNEY 1S ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION. 1 . 1 . 7 THE PROJECT MANUAL AUTHENTICATION OF THIS The Project Manual is a volume assembled for the Work which may include the bidding ELECTRONICALLY DRAFTED AIA requirements, sample forms, Conditions of the Contract and Specifications. DOCUMENT MAY BE MADE BY USING AIA P DOCUMENT D401. 1 . 2 CORRELATION AND INTENT OF THE CONTRACT DOCUMENTS This document has been approved and 1 . 2 . 1 The intent of the Contract Documents is to include all items necessary for the proper endorsed by The Associated General execution and completion of the Work by the Contractor. The Contract Documents are Contractors of America. complementary, and what is required by one shall be as binding as if required by all; performance by the Contractor shall be required only to the extent consistent with the Contract Documents and reasonably inferable from them as being necessary to produce the indicated results. In the event of a conflict or inconsistency ia the Contract Documents, or between the Contract Documents and applicable codes in effect at the time the Contract Sum is bid or negotiated the Contractor shall , unless directed otherwise in writing by the Owner, provided the greatest quantity, highest quality, highest degree of safety, and most stringent material , equipment or work 1 . 2 . 2 Organization of the Specifications into divisions, sections and articles, and arrangement of Drawings shall not control the Contractor in dividing the Work among Subcontractors or in establishing the extent of Work to be performed by any trade . 1 . 2 . 3 Unless otherwise stated in the Contract Documents, words which have well-known technical or construction industry meanings are used in the Contract Documents in accordance with such recognized meanings . 1 . 3 CAPITALIZATION 1 . 3 . 1 Terms capitalized in these General Conditions include those which are W specifically defined, ( 2) the titles of numbered articles and identified references to Paragraphs, %�W Subparagraphs and Clauses in the document or ( 3 ) the titles of other documents published by the American Institute of Architects. 1 . 4 INTERPRETATION �1 .� 1 . 4 . 1 In the interest of brevity the Contract Documents frequently omit modifying words such as "all" and "any" and articles such as "the" and "an," but the fact that a modifier or an article is absent from one statement and appears in another is not intended to affect the 01997 AIA® interpretation of either statement. AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE Copyright 1 11, 19 , 1 1 , 1 5, 1 7, 1951, 1958, CONTRACT FOR CONSTRUCTION 161 , 1 1 , 197, 197 , 1976, 187, 197 y e American Institute of Architects. Fifteenth Edition . Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N.W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D.C . 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 10 I ' S EXECUTION OF CONTRACT DOCUMENTS 1 . 5 . 1 The Contract Documents shall be signed by the Owner and Contractor. If either the Owner or Contractor or both do not sign all the Contract Documents, the Architect shall identify such unsigned Documents upon request. 1 . 5 . 2 Execution of the Contract by the Contractor is a representation that the Contractor has visited the site , become genemily familiar with local conditions under which the Work is to be performed and correlated personal observations with requirements of the Contract Documents . 1 . 6 OWNERSHIP AND USE OF DRAWINGS, SPECIFICATIONS AND OTHER INSTRUMENTS OF SERVICE DOCUMENTS 1 . 6 . 1 The Drawings, Specifications and other documents, including those in electronic form , prepared by the Architect and the Architect's consultants describe the Work to be THIS DOCUMENT HAS IMPORTANT LEGAL executed by the Contractor. Unless Owner failsto pay Architect therefore Owner CONSEQUENCES. CONSULTATION WITH AN ATTORNEY IS ENCOURAGED WITH RESPECT shall be deemed the owner of the Drawings Specifications and other documents and TO ITS COMPLETION OR MODIFICATION. shall have and retain all rights therein In the event the Owner is adjudged to have AUTHENTICATION OF THIS failed to Day Architect therefore ownership of such Drawings Specifications and ELECTRONICALLY DRAFTED AIA other documents and all rights therein shall revert to the Atchitect aFe instr mensDOCUMENT MAY BE MADE BY USING AIA ire thfough whieh -tile Work -te -be exeeuted * 4he Gefftfaetef -is pec The DOCUMENT D401. Contractor may retain one record set. Neither the Contractor nor any Subcontractor, Sub- This document has been approved and subcontractor or material or equipment supplier shall own or claim a copyright in the endorsed by The Associated General Drawings, Specifications and other documents prepared by the Architect or the Architect's Contractors of America. consultants;_ -atm carlessothervA;e indicated 4 heAmhiteet ..Md . the A _ s eensultants - &ha4 -be deemed -die -euthefs -of thefnim -wi1 mtain -elleefnmeftgew; ery" -a* ethe - resebved -rights; -in Merz• -to -the eepyfigkts.. All copies of instfHfaents -o€ sueh Drawings Specifications and other documents except the Contractor's record set, shall be returned or suitably accounted for to the Architect, on request, upon completion of the Work. The Drawings, Specifications and other documents prepared by the Architect and the Architect's consultants, and copies thereof furnished to the Contractor, are for use solely with respect to this Project. They are not to be used by the Contractor or any Subcontractor, Sub- subcontractor or material or equipment supplier on other projects or for additions to this Project outside the scope of the Work without the specific written consent of the Owner, and moerial ' pei4iens - ef 4he Drew4ngs, SpeeiTcatiens - atm ether dee�ent.9 � * 4he � � ee4 d oke - � is aed-fer use-irr- t-heexeeution of their. Work -ctnder4he- Ce flet -Demtents. -A4 -eepies -made trader 44s -eutkeFk*ion sl3all -beer 4he statutefy - eepyrig,�h�it nefiiee, 4f may; A ,•TII he" -oft 4he Dra�gs, Spee fieat ,s -and] ether deettments - pfepaFed J hcA ••-1IIebiteei-end4he ehiteet"7 nts. Submittel-OF dis'tfibution -te L L -irleet- be eenstfued -" '�lication i* -deregatien -o(' 4he A ••, t's -er A ••'Ziiehiteet'siS - ' eY7T'b .. other- r-esefved rights. ARTICLE 2 OWNER 2 . 1 GENERAL 2 . 1 . 1 The Owner is the person or entity identified as such in the Agreement and is referredr to throughout the Contract Documents as if singular in number. The Owner shall designate ina �r � writing a representative who shall have express authority to represent biR4 the Owner with respect to all matters requiring the Owner's representation . -or autherketietr. Except as otherwise provided in Subparagraph 4.2.1, the Architect does not have such 01997 AIA® authority. The term "Owner" means the Owner or the Owners authorized representative. AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE DCopyright 1911, 1 5, 191 , 19 5, 1 3 , 1 5 , 1 5 , CONTRACT FOR CONSTRUCTION 1 1 , 1 3, 1 1 7, 17 , 176, 1 7, 1 7 by American Institute of Architects. Fifteenth Edition . Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D. C . 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 . aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 11 2 . 1 . 2 The Owner shall furnish to the Contractor within fifteen days after receipt of a written request, information necessary and relevant for the Contractor to evaluate, give notice of or enforce a_}Lmechanic 's lien rights against performance or payment bonds. Such information shall include a correct statement of the record legal title to the property on which the Project is located, usually referred to as the site, and the Owner's interest therein . 2 . 2 INFORMATION AND SERVICES REQUIRED OF THE OWNER 2 . 2 . 1 The Owner shall, at the written request of the Contractor, prior to commencement of the Work and thereafter, furnish to the Contractor reasonable evidence that financial arrangements have been made to fulfill the Owner's payment obligations under the Contract. Furnishing of such evidence shall be a condition precedent to commencement er- eefl6"Ho of the Work. After such evidence has been furnished, the Owner shall not materially vary such financial arrangements without prior notice to the Contractor. THIS DOCUMENT HAS IMPORTANT LEGAL 2 . 2 . 2 Except for permits and fees, including those required under Subparagraph 3.7.1, CONSEQUENCES. CONSULTATION WITHAN which are the responsibility of the Contractor under the Contract Documents, the Owner ATTORNEY IS ENCOURAGED WITH RESPECT shall secure and pay for necessary approvals, easements, assessments and charges required for TO ITS COMPLETION OR MODIFICATION. construction, use or occupancy of permanent structures or for permanent changes in existing AUTHENTICATION OF THIS facilities. ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA 2 . 2 . 3 The Owner shall furnish surveys describing physical characteristics, legal limitations DOCUMENT D401. and utility locations for the site of the Project, and a legal description of the site . The This document has been approved and Contractor shall be entitled to rely on the accuracy of information furnished by the Owner endorsed by The Associated General but shall exercise proper precautions relating to the safe performance of the Work. Contractors of America. 2 . 2 . 4 Information or services required of the Owner by the Contract Documents shall be furnished by the Owner with reasonable promptness . Any other information or services relevant which are under the Owner's control and which are necessary to the Contractor's performance of the Work awe Oke 'seentr-el shall be furnished by the Owner after receipt firom the Contractor of a written request for such information or services . 2 . 2 . 5 Unless otherwise provided in the Contract Documents, the Contractor will be furnished, free of charge, such copies of Drawings and Project Manuals as are reasonably necessary for execution of the Work. 2 . 3 OWNER ' S RIGHT TO STOP THE WORK 2 . 3 . 1 If the Contractor fails to correct Work which is not in accordance with the requirements of the Contract Documents as Fequirzed by Pafaffaph 12. or poly fails to carry out Work in accordance with the Contract Documents, the Owner may issue a written order to the Contractor to stop the Work, or any portion thereof, until the cause for such order has been eliminated; however, the right of the Owner to stop the Work shall not give rise to a duty on the part of the Owner to exercise this right for the benefit of the Contractor or any other person or entity, except to the extent required by Subparagraph 6.1.3. 2 . 4 OWNER ' S RIGHT TO CARRY OUT THE WORK 2 . 4 . 1 If the Contractor defaults or neglects to carry out the Work in accordance with the Contract Documents and fails within a seven -day period after receipt of written notice from the Owner to commence and continue correction of such default or neglect with diligence �. . . _ . . and promptness, the Owner moray a€be s>fek ayperied -give �e Gentfa a -a sem - '�� '_-^==tte�=-ire _ �` of _�" sueh�'ay-pQfied-aft f r-eeeipt of such -seeend fietiee i i4s to eefa zzczzcz$}3d lue}e- ® 1997 AIA® ' e any deheie" ez , y, withoutprejudice to other remedies the Owner may""" e"�` ` est may, di y AIA DOCUMENT A201 - 1997 have, correct such deficiencies. In such case an appropriate Change Order shall be issued GENERAL CONDITIONS OF THE ® Copyright1911, 191 , 11 , 195, 1 , 191, 19580161 , 196 , 996* 19670197017 , 187, 1997 byTe CONTRACT FOR CONSTRUCTION American Institute of Architects . Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S. Washington, D .C . 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/312003. 12 deducting from payments then or thereafter due the Contractor the reasonable cost of correcting such deficiencies, including Owner's expenses and compensation for the Architect 's additional services and expenses made necessary by such default, neglect or failure. Such action by the Owner and amounts charged to the Contractor are both subject to prior approval of the Architect. 4€ payments -efz„emafte= dite4heGentmet -efe -rrot - A.-I! pay the di&fenee to the ONffief. ARTICLE 3 CONTRACTOR 3 . 1 GENERAL 3 . 1 . 1 The Contractor is the person or entity identified as such in the Agreement and is referred to throughout the Contract Documents as if singular in number. The term "Contractor" means the Contractor or the Contractor's authorized representative. 3 . 1 . 2 The Contractor shall perform the Work in accordance with the Contract Documents. THIS DOCUMENT HAS IMPORTANT LEGAL 3 . 1 . 3 The Contractor shall not be relieved of As obligations to perform the Work in CONSEQUENCES. CONSULTATION WITH AN accordance with the Contract Documents either by activities or duties of the Architect in the ATTORNEY 15 ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION. Architect's administration of the Contract, or by tests, inspections or approvals required or AUTHENTICATION performed by persons other than the Contractor. THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA 3 . 2 REVIEW OF CONTRACT DOCUMENTS AND FIELD CONDITIONS BY DOCUMENT D401. CONTRACTOR 3 . 2 . 1 Since the Contract Documents are complementary, before starting each portion of This document has been approved and endorsed the Work, the Contractor shall carefully study and compare the various Drawings and other The Associated General g Contractors of America. Contract Documents relative to that portion of the Work, as well as the information furnished by the Owner pursuant to Subparagraph 2.2.3, shall take field measurements of any existing conditions related to that portion of the Work and shall observe any conditions at the site affecting it. Any errors inconsistencies or omissions in the Contract Documents discovered by the Contractor shall be reported promptly to the Architect and the Owner as a request for information in such form as the Architect or the Owner may require . These eblligations afe f f pur-pose of F •1 •a t cefistfuetion b G _ ame `sL erns -ere -not -fef 4hepurpose -o diseevef:ing effeFs, 6} ffisiet2s, -of iffeensis -i}3 4he - pWpvp .pyo s .,.. ,.: ,... dise _- _,� * 4L _ _ "" " " "'�j "•" J "e�e�$j �ircviz�cnCiCT -e� 'el�i$$'ie�$ 1Y1JCtlYl. YYYC Geatmeter- -"-be repefted pfempdy -te-tke "zapbitet-as-af:equest-fei:�atiei} F - e A r..1. L+ ee rvr ua uo the , 3 . 2 . 2 Any design errors or omissions noted by the Contractor during this review shall be reported promptly to the Architect and the Owner in writing .343u+4 is�egeied that the- ,s review is faade in the , desiSfpr-efessieealtiftlessetheryAsespeeifieellypre>4ded -iff -the GentmetDee;=fneffts. The While the Contractor is not required to ascertain that the Contract Documents are in accordance with applicable laws, statutes, ordinances, building codes, and rules and regulations, bue any nonconformity discovered by or made known to the Contractor shall be reported promptly to the Architect and the Owner in writing. 3 , 2 . 3 If the Contractor believes that additional cost or time is involved because of clarifications or instructions issued by the Architect in response to the Contractor's notices or requests for information pursuant to Subparagraphs 3.2.> and 3.2.2, the Contractor shall make Claims as provided in Subparagraphs 4.3.6 and 4.3.7. If the Contractor fails to perform the obligations of Subparagraphs 3.2d and 3.2.2, the Contractor shall pay such costs and damages to the Owner as would have been avoided if the Contractor had performed such obligations. The Contractor shall not be liable to the Owner or Architect for damages resulting from 01997 AIA® errors, inconsistencies or omissions in the Contract Documents or for differences between AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE 61 Copyright 1 11, 1915, 191 , 1 5, 1937, 19 1, 19584 CONTRACT FOR CONSTRUCTION 1 1 , 16 , 1 , 167, 1 , 197 , 1 7, 199 yTe American Institute of Architects. Fifteenth Edition . Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D .C. 20006-5292 copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 . aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 13 field measurements or conditions and the Contract Documents unless the Contractor recognized or, in the exercise of ordinary care reasonably should have recognized such error, inconsistency, omission or difference and kfte%4ngy failed to report it in writing to the Architect and the Owner. 3 . 3 SUPERVISION AND CONSTRUCTION PROCEDURES 3 . 3 . 1 The Contractor shall supervise and direct the Work, using the Contractor's best skill and attention . The Contractor shall be solely responsible for and have control over construction means, methods, techniques, sequences and procedures and for coordinating all portions of the Work under the Contract„ ifistfaeti eeneeming kese ��ro: -&f �e �f ent; .give speeffie instnietiees- Et er�rieg c-enstrdetiee Meats; -- s, teehniques, sequeftees -of pr-e ede;s, Oke - �eetrsc�eF slia�l evoluate4hee t-es staled below, -&ha4-be-fi*11y- THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES. CONSULTATION WITH AN ArFehiteet -and -sha1.1 -tlet -eeeed -v4h -tket -poftion -of 4he Wefk %itheut -f ifthe �n ATTORNEY IS ENCOURAGED WITH RESPECT ifiStfHetiofls -hem 4he Axehiteet, 4f 4he Gentfaeter- -is 4hett: :.. d -to proceed -%4th 4he _ TO ITS COMPLETION OR MODIFICATION. � methods, �s -of �� t -fly -OfAUTHENTICATION R THIS �s�-by.� G ,.. 4he e } � ELECTRONICALLY DRAFTED AIA y� ..fflyf:es11h ing_ DOCUMENT MAY BE MADE BY USING AIA lessor- damage. DOCUMENT D401, 3 . 3 . 2 The Contractor shall be responsible to the Owner for acts and omissions of This document has been approved and theContraetor. Contractor's employees, Subcontractors and their agents and employees, and endorsed by The Associated General other persons or entities performing portions of the Work for or on behalf of the Contractor Contractors of America. or any of its Subcontractors. 3 . 3 . 3 The Contractor shall be responsible for inspection of portions of Work already performed to determine that such portions are in proper condition to receive subsequent Work. 3 . 4 LABOR AND MATERIALS 3 . 4 . 1 Unless otherwise provided in the Contract Documents, the Contractor shall provide and pay for labor, materials, equipment, tools, construction equipment and machinery, water, heat, utilities, transportation, and other facilities and services necessary for proper execution and completion of the Work, whether temporary or permanent and whether or not incorporated or to be incorporated in the Work. 3 . 4 . 2 The Contractor may make substitutions only with the consent of the Owner, after evaluation by the Architect and in accordance with a Change Order. 3 . 4 . 3 The Contractor shall enforce strict discipline and good order among the Contractor's employees and all other persons carrying out the Contract. The Contractor shall not permit employment of unfit persons or persons not skilled in tasks assigned to them . 3 . 5 WARRANTY 3 . 5 . 1 The Contractor warrants to the Owner and Architect that materials and equipment furnished under the Contract will be of good quality and new unless otherwise required or permitted by the Contract Documents, that the Work will be free from defects not inherent ink . . ir the quality required or permitted, and that the Work will conform to the requirements of the �■ Contract Documents. Work not conforming to these requirements, including substitutions not properly approved and authorized, may Will be considered defective. The Contractor's 01997 AIA® warranty excludes remedy for damage or defect caused by abuse, modifications not executed AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE ® Copyright 1 11 , 191 , 191 , 1925, 19 7, 1 51 , 195 , CONTRACT FOR CONSTRUCTION 1961, 1963, 19 6, 1967, 1 70, 1976, 9 7, 19 7 y The American Institute of Architects. Fifteenth Edition . Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution . WARNING : Unlicensed photocopying violates U .S . Washington, D . C . 20006-5292 copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 14 by the Contractor, improper or insufficient maintenance, improper operation, or normal wear and tear and normal usage. If required by the Architect or the Owner, the Contractor shall furnish satisfactory evidence as to the kind and quality of materials and equipment. 3 . 6 TAXES 3 . 6 . 1 The Contractor shall pay sales, consumer, use and similar taxes for the Work provided by the Contractor which are legally enacted when bids are received or negotiations concluded, whether or not yet effective or merely scheduled to go into effect. 3 . 7 PERMITS, FEES AND NOTICES 3 . 7. 1 Unless otherwise provided in the Contract Documents, the Contractor shall secure and pay for the building permit and other permits and governmental fees, licenses and inspections necessary for proper execution and completion of the Work which are customarily secured after execution of the Contract and which are legally required when bids are received or negotiations concluded . THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES. CONSULTATION WITH AN 3 . 7. 2 The Contractor shall comply with and give notices required by laws, ordinances, ATTORNEY IS ENCOURAGED WITH RESPECT rules, regulations and lawful orders of public authorities applicable to performance of the TOITS COMPLETION OR MODIFICATION. Work . AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA 3 . 7. 3 While it It is not the Contractor's responsibility to ascertain that the Contract DOCUMENT D401. Documents are in accordance with applicable laws, statutes, ordinances, building codes, and rules and regulations:, r if the Contractor observes that portions of the Contract This document has been approved and Documents are at variance therewith, the Contractor shall promptly notify the Architect and endorsed by The Associated General Owner in writing, and necessary changes shall be accomplished by appropriate Modification . Contractors of America. 3 . 7. 4 If the Contractor performs Work knowing it to be contrary to laws, statutes, ordinances, building codes, and rules and regulations without such notice to the Architect and Owner, the Contractor shall assume appropriate responsibility for Correction of such Work and shall bear the costs of losses and ex eases attributable to correction. 3 . 8 ALLOWANCES 3 . 8 . 1 The Contractor shall include in the Contract Sum all allowances stated in the Contract Documents. Items covered by allowances shall be supplied for such amounts and by such persons or entities as the Owner may direct, but the Contractor shall not be required to employ persons or entities to whom the Contractor has reasonable objection . 3 . 8 . 2 Unless otherwise provided in the Contract Documents : 1 allowances shall cover the cost to the Contractor of materials and equipment delivered at the site and all required taxes, less applicable trade discounts; . 2 Contractor's costs for unloading and handling at the site , labor, installation costs, overhead, profit and other expenses contemplated for stated allowance amounts shall be included in the Contract Sum but not in the allowances; . 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 Clause 3.8.2.1 and ( 2) changes in Contractor's costs and other expenses under Clause , 3.8.2.2. mss. OW�.. 3 . 8 . 3 Materials and equipment under an allowance shall be selected by the Owner in sufficient time to avoid delay in the Work. 01997 AIA® AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE Copyright 1911 , 1915o 19180 1925* 1937t 1951, 1958, 19618 -1963, 1 7, 176 17 , 7, 197 yThe CONTRACT FOR CONSTRUCTION 1 American Institute of Architects . Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution . WARNING: Unlicensed photocopying violates U .S . Washington, D . C . 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 15 3 . 9 SUPERINTENDENT 3 . 9 . 1 The Contractor shall employ a competent superintendent and necessary assistants who shall be in attendance at the Project site during performance of the Work . The superintendent shall be satisfactory to the OwnerI So long as the superintendent remains employed by the Contractor or any related entity , the superintendent shall not be replaced without the Owner's prior written request The superintendent shall represent the Contractor, and communications given to the superintendent shall be as binding as if given to the Contractor. Important communications shall be confirmed in writing. Other communications shall be similarly confirmed on written request in each case . 3 . 10 CONTRACTOR ' S CONSTRUCTION SCHEDULES 3 . 10. 1 The Contractor, promptly after being awarded the Contract, shall prepare and submit for the Owner's and Architect's information a Contractor's construction schedule for the Work . The schedule shall not exceed time limits current under the Contract Documents, shall be revised at appropriate intervals as required by the conditions of the Work and Project, THIS DOCUMENT HAS IMPORTANT LEGAL shall be related to the entire Project to the extent required by the Contract Documents, and CONSEQUENCES. CONSULTATION WITHAN shall provide for expeditious and practicable execution of the Work. ATTORNEY 15 ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION. AUTHENTICATION OF THIS 3 . 10. 2 The Contractor shall prepare and keep current, for the Architect's approval, a ELECTRONICALLY DRAFTED AIA schedule of submittals which is coordinated with the Contractor's construction schedule and DOCUMENT MAY BE MADE BY USING AIA allows the Architect reasonable time to review submittals. DOCUMENT D401. 3 . 10. 3 The Contractor shall perform the Work in general accordance with the most recent This document has been approved and schedules submitted to the Owner and Architect. endorsed by The Associated General Contractors of America. 3 . 11 DOCUMENTS AND SAMPLES AT THE SITE 3 . 11 . 1 The Contractor shall maintain at the site for the Owner one record copy of the 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 available to the Architect and shall be delivered to the Architect for submittal to the Owner upon completion of the Work. 3 . 12 SHOP DRAWINGS, PRODUCT DATA AND SAMPLES 3 . 12 . 1 Shop Drawings are drawings, diagrams, schedules and other data specially prepared for the Work by the Contractor or a Subcontractor, Sub-subcontractor, manufacturer, supplier or distributor to illustrate some portion of the Work. 3 . 12 . 2 Product Data are illustrations, standard schedules, performance charts, instructions, brochures, diagrams and other information furnished by the Contractor to illustrate materials or equipment for some portion of the Work. 3 . 12 . 3 Samples are physical examples which illustrate materials, equipment or workmanship and establish standards by which the Work will be judged. 3 . 12 . 4 Shop Drawings, Product Data, Samples and similar submittals are not Contract Documents. The purpose of their submittal is to demonstrate for those portions of the Work for which submittals are required by the Contract Documents the way by which the � ,� Contractor proposes to conform to the information given and the design concept expressed in a%* a - •`r the Contract Documents. Review by the Architect is subject to the limitations of Subparagraph 4.2.7. Informational submittals upon which the Architect is not expected to take responsive action may be so identified in the Contract Documents. Submittals which are not 01997 AIA® required by the Contract Documents may be returned by the Architect without action . AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE Copyright 111, 115, 191 , 12 , 1 7015181 0161, 1 1966, 19670 19708 19760 1 1 yTe CONTRACT FOR CONSTRUCTION American Institute of Architects . Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S. Washington, D.C. 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 . aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 16 3 . 12 . 5 The Contractor shall review for compliance with the Contract Documents, approve and submit to the Architect Shop Drawings, Product Data, Samples and similar submittals required by the Contract Documents with reasonable promptness and in such sequence as to cause no delay in the Work or in the activities of the Owner or of separate contractors. Submittals which are not marked as reviewed for compliance with the Contract Documents and approved by the Contractor may be returned by the Architect without action . 3 . 12 . 6 By approving and submitting Shop Drawings, Product Data, Samples and similar submittals, the Contractor represents that the Contractor has determined and verified materials, field measurements and field construction criteria related thereto, or will do so, and has checked and coordinated the information contained within such submittals with the requirements of the Work and of the Contract Documents. 3 . 12 . 7 The Contractor shall perform no portion of the Work for which the Contract THIS DOCUMENT HAS IMPORTANT LEGAL Documents require submittal and review of Shop Drawings, Product Data, Samples or similar CONSEQUENCES. CONSULTATION WITH AN submittals until the respective submittal has been approved by the Architect. ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION. 3 . 12 . 8 The Work shall be in accordance with approved submittals except that the AUTHENTICATION OF THIS Contractor shall not be relieved of responsibility for deviations from requirements of the ELECTRONICALLY DRAFTED AIA Contract Documents by the Architect's approval of Shop Drawings, Product Data, Samples or DOCUMENT MAY BE MADE BY USING AIA similar submittals unless the Contractor has specifically informed the Architect in writing of DOCUMENT D401. such deviation at the time of submittal and ( i) the Architect has With pdor aRpToval of the This document has been approved and Owner given written approval to the specific deviation as a minor change in the Work, or ( 2) endorsed by The Associated General a Change Order or Construction Change Directive has been issued authorizing the deviation . Contractors of America. The Contractor shall not be relieved of responsibility for errors or omissions in Shop Drawings, Product Data, Samples or similar submittals by the Architect's approval thereof. 3 . 12 . 9 The Contractor shall direct specific attention, in writing or on resubmitted Shop Drawings, Product Data, Samples or similar submittals, to revisions other than those requested by the Architect on previous submittals. In the absence of such written notice the Architect's approval of a resubmission shall not apply to such revisions. 3 . 12 . 10 The Contractor shall not be required to provide professional services which constitute the practice of architecture or engineering unless such services are specifically required by the Contract Documents for a portion of the Work or unless the Contractor needs to provide such services in order to cavy out the Contractor's responsibilities for construction means, methods, techniques, sequences and procedures. The Contractor shall not be required to provide professional services in violation of applicable law. If professional design services or certifications by a design professional related to systems, materials or equipment are specifically required of the Contractor by the Contract Documents, the Owner and the Architect will specify all performance and design criteria that such services must satisfy. The Contractor shall cause such services or certifications to be provided by a properly licensed design professional, whose signature and seal shall appear on all drawings, calculations, specifications, certifications, Shop Drawings and other submittals prepared by such professional. Shop Drawings and other submittals related to the Work designed or certified by such professional, if prepared by others, shall bear such professional's written approval when submitted to the Architect. The Owner and the Architect shall be entitled to rely upon the adequacy, accuracy and completeness of the services, certifications or approvals performed by 91 � such design professionals, provided the Owner and Architect have specified to the Contractor �+ .�� all performance and design criteria that such services must satisfy. Pursuant to this Subparagraph 3.12.10, the Architect will review, approve or take other appropriate action on submittals only for the limited purpose of checking for conformance with information given 01997 AIA® and the design concept expressed in the Contract Documents . The Contractor shall not be AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE ACopyright 11, 1 1 18, 19 5, 19 7, 1 51, 19581 CONTRACT FOR CONSTRUCTION 161, 196 , 196 , 1 7, 17 , 17 , 187, 197 yTe American Institute of Architects. Fifteenth Edition . Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N.W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D. C . 20006-5292 copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 17 responsible for the adequacy of the performance or design criteria required by the Contract Documents. 3 . 13 USE OF SITE 3 . 13 . 1 The Contractor shall confine operations at the site to areas permitted by law, ordinances, permits and the Contract Documents and shall not unreasonably encumber the site with materials or equipment. 3 . 14 CUTTING AND PATCHING 3 . 14 . 1 The Contractor shall be responsible for cutting, fitting or patching required to complete the Work or to make its parts fit together properly. 3 . 14 . 2 The Contractor shall not damage or endanger a portion of the Work or fully or partially completed construction of the Owner or separate contractors by cutting, patching or otherwise altering such construction, or by excavation. The Contractor shall not cut or THIS DOCUMENT HAS IMPORTANT LEGAL otherwise alter such construction by the Owner or a separate contractor except with written CONSEQUENCES. CONSULTATION WITH AN consent of the Owner and of such separate contractor, such consent shall not be unreasonably ATTORNEY IS ENCOURAGED WITH RESPECT withheld. The Contractor shall not unreasonably withhold from the Owner or a separate TO ITS COMPLETION OR MODIFICATION. contractor the Contractors consent to cutting or otherwise altering the Work. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA 3 . 15 CLEANING UP DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 3 . 15 . 1 The Contractor shall keep the premises and surrounding area free from accumulation of waste materials or rubbish caused by operations under the Contract. At completion of the This document has been approved and Work, the Contractor shall remove from and about the Project waste materials, rubbish, the endorsed by The Associated General Contractor's tools, construction equipment, machinery and surplus materials. Contractors of America. 3 . 15 . 2 If the Contractor fails to clean up as provided in the Contract Documents, the Owner may do so and the cost thereof shall be charged to the Contractor. 3 . 16 ACCESS TO WORK 3 . 16 . 1 The Contractor shall provide the Owner and Architect access to the Work in preparation and progress wherever located. 3 . 17 ROYALTIES, PATENTS AND COPYRIGHTS 3 . 17. 1 The Contractor shall pay all royalties and license fees. The Contractor shall defend suits or claims for infringement of copyrights and patent rights and shall hold the Owner and Architect harmless from loss on account thereof, but shall not be responsible for such defense or loss when a particular design, process or product of a particular manufacturer or manufacturers is required by the Contract Documents or where the copyright violations are contained in Drawings, Specifications or other documents prepared by the Owner or Architect. However, if the Contractor has reason to believe that the required design, process or product is an infringement of a copyright or a patent, the Contractor shall be responsible for such loss unless such belief 4ifeffnetien is promptly furnished in writing] to the Architect and the Owner. 3 . 18 INDEMNIFICATION 3 . 18 . 1 To the fullest extent permitted by law and to the extent claims, damages, losses or expenses are not covered by insurance purchased by �, ,y the Contractor in accordance with lzaregre}�}� ARTICLE u:3, the Contractor shall indemnify 1;•a .. �" and hold harmless the Owner, Architect, Architect's consultants, and agents and employees of any of them from and against claims, damages, losses and expenses, including but not limited to attorneys ' fees, arising out of or resulting from performance of the Work, provided that Ot997 AIA® such claim , damage, loss or expense is attributable to bodily injury, sickness, disease or death, AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE Copyright 1911, 1 15, 1 1 1 5, 1 7, 1 51, 1 CONTRACT FOR CONSTRUCTION 1 1, 19 1 6, 1 7, 197 , 197 , 1987, 1997 y T e American Institute of Architects . Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution . WARNING : Unlicensed photocopying violates U .S. Washington, D.C. 20006-5292 copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/52003. AIA License Number 1127252, which expires on 7/312003. 18 or to injury to or destruction of tangible property ( other than the Work itself) , but only to the extent caused by the intentional , reckless or negligent acts or omissions of the Contractor, a Subcontractor, anyone directly or indirectly employed by them or anyone for whose acts they may be liable, regardless of whether or not such claim , damage, loss or expense is caused in part by a party indemnified hereunder. Such obligation shall not be construed to negate, abridge , or reduce other rights or obligations of indemnity which would otherwise exist as to a party or person described in this Paragraph 3J&.1ndemnification is limited to $ 1 million per occurrence . 3 . 18 . 2 In claims against any person or entity indemnified under this Paragraph 3.18 by an employee of the Contractor, a Subcontractor, anyone directly or indirectly employed by them or anyone for whose acts they may be liable, the indemnification obligation under Subparagraph 3.18.1 shall not be limited by a limitation on amount or type of damages, compensation or benefits payable by or for the Contractor or a Subcontractor under workers ' compensation acts, disability benefit acts or other employee benefit acts. THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES. CONSULTATION WITH AN ARTICLE 4 ADMINISTRATION OF THE CONTRACT ATTORNEY IS ENCOURAGED WITH RESPECT 4 . 1 ARCHITECT TO ITS COMPLETION OR MODIFICATION. 4 . 1 . 1 The Architect is the person lawfully licensed to practice architecture or an entit Y AUTHENTICATION ELECTRONICALLY DRR THISAFTED AIA lawfully practicing architecture identified as such in the Agreement and is referred to DOCUMENT MAY BE MADE BY USING AIA throughout the Contract Documents as if singular in number. The term "Architect" means the DOCUMENT D401. Architect or the Architect's authorized representative . This document has been approved and 4 . 1 . 2 Duties, responsibilities and limitations of authority of the Architect as set forth in the endorsed by The Associated General Contract Documents shall not be restricted, modified or extended without written consent of Contractors of America. the Owner, Contractor and Architect. Consent shall not be unreasonably withheld. 4 . 1 . 3 If the employment of the Architect is terminated, the Owner shall employ a new Architect against whom the Contractor has no reasonable objection and whose status under the Contract Documents shall be that of the former Architect. 4 . 2 ARCHITECT ' S ADMINISTRATION OF THE CONTRACT 4 . 2 . 1 The Architect will provide administration of the Contract as described in the Contract Documents, and will be an Owner's representative ( 1) during construction, ( 2) until final payment is due and ( 3) with the Owner's concurrence, from time to time during the one-year period for correction of Work described in Paragraph 12.2. The Architect will advise and consult with the Owner The Architect will have authority to act on behalf of the Owner only to the extent provided in the Contract Documents, unless otherwise modified in writing in accordance with other provisions of the Contract. 4. 2 . 2 The Architect, as a representative of the Owner, wiff s a visit the site at intervals appropriate to the stage of the Contractor's operations or as otherwise agreed by the Owner and the Architect in Article 2 . 8 . of the Standard Form of Agreement Between Owner and Architect with Standard Form of Architect's Services ( i) to become genemily familiar with and to the best of his knowledge keep the Owner informed about the progress and quality of the portion of the Work completed, ( 2) to endeavor to guard the Owner against defects and deficiencies in the Work, and ( 3) to determine iff gemma} if the Work is being performed ' in accordance with the Contract Documents. He7ic .cr4he chkeet -wi4-eet-be .-ed4e- f ; e exheustive -of eentinuous of siteirlspectiens eekeE1E the quality � rarity -44he - Work. TheAfehi; eet -wiU neitherre-eentrel eve F -of-e-karge-e€ nO -be r-espeitsible-for-, 4 ie- . izue i , methods,` �� teehniqueSi sequet3@('S -of proiiuirrc=.r -ef -f9F 4-he -vEtfely: -01997 AIA® Pfeeffutiefts -and pfegfams -in eennection 4lte Work, Sime these -&+e -sok* 4he AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE ® Copyright 1911, 1915, 191 , 1 5, 1 7, 1951, 1958, CONTRACT FOR CONSTRUCTION 191, 1 1 6, 197, 197 , 176, 187, 197 yTe American Institute of Architects. Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D.C . 20006-5292 copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 19 GE)fl4a6t0E-'S fig ! ff4 -. .. ... s Undef S ubp E6Httvt eve -Of e-0f-aff4-wtff0t-be -Fespe • ible F ' a or. a Cub6a a "BF - hek -agents -� -oF • perl ether- per- ens - enti C7 f+wa . f a . \ AI T v�- 4 . 2 . 4 Communications Facilitating Contract Administration . Except as otherwise provided in the Contract Documents, ef when difeet eeffifflunieati 4w-ve - si cciaNy Wit= ��, the Owner and Contractor shall init_ ially endeavor to communicate with each other through the Architect about matters arising out of or relating to the Contract. Communications by and with the Architect 's consultants shall be through the Architect. Communications by and with Subcontractors and material suppliers shall be through the THIS DOCUMENT HAS IMPORTANT LEGAL Contractor. Communications by and with separate contractors shall be through the Owner. CONSEQUENCES. CONSULTATION WITH AN ATTORNEY IS ENCOURAGED WITH RESPECT 4 . 2 . 5 Based on the Architect's evaluations of the Work as provided in SubparagLa h TO ITS COMPLETION OR MODIFICATION. 4.2 .2 and on the data comprisinghte Contractor's Applications for Payment, the Architect A UTHENTICA TION OF THIS will review and certify the amounts due the Contractor and will issue Certificates for Payment ELECTRONICALLY DRAFTED AIA in such amounts. DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 4 . 2 . 6 The Architect will he*e ONther-ity -to reject Work that does not conform to the This document has been approved and Contract Documents. Whenever the Architect considers it necessary or advisable, the endorsed by The Associated General Architect will have authority to require inspection or testing of the Work in accordance with Contractors of America. Subparagraphs 1.3.5.2 and 1.3.5.3, whether or not such Work is fabricated, installed or completed . However, neither this authority of the Architect nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Architect or the Owner to the Contractor, Subcontractors, material and equipment suppliers, their agents or employees, or other persons or entities performing portions of the Work. 4 . 2 . 7 The Architect will review and approve or take other appropriate action upon the Contractor's submittals such as Shop Drawings, Product Data and Samples, but only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. The Architect's action will be taken with such reasonable promptness as to cause no delay in the Work or in the activities of the Owner, Contractor or separate contractors, while allowing sufficient time in the Architect's professional judgment to permit adequate review. Review of such submittals is not conducted for the purpose of determining the accuracy and completeness of other details such as dimensions and quantities, or for substantiating instructions for installation or performance of equipment or systems, all of which remain the responsibility of the Contractor as required by the Contract Documents. The Architect's review of the Contractor's submittals shall not relieve the Contractor of the obligations under Paragraphs 3.3, 3.5 and 3.12. The Architect's review shall not constitute approval of safety precautions or, unless otherwise specifically stated by the Architect, of any construction means, methods, techniques, sequences or procedures. The Architect's approval of a specific item shall not indicate approval of an assembly of which the item is a component. �VLA 4 . 2 . 8 The Architect will prepare Change Orders and Construction Change Directives, ander may with the prior written approval of the Owner's Representative authorize minor changes 1n the Work as provided 1n Paragraph 7.4. 01997 AIA® AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE Copyright 1911, 1915t 19190 5, 1 7, 1951, 1958, 1961, 1 63, 1966, 19670 19700 1976, 1987 1 7 y T e CONTRACT FOR CONSTRUCTION American Institute of Architects. Fifteenth Edition . Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D .C. 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 . aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 20 4 . 2 . 9 The Architect will conduct inspections to determine the date or dates of Substantial Completion and the date of final completion, will receive and forward to the Owner, for the Owner's review and records, written warranties and related documents required by the Contract and assembled by the Contractor, and will issue a final Certificate for Payment upon compliance with the requirements of the Contract Documents. 4 . 2 . 10 If the Owner and Architect agree, the Architect will provide one or more project representatives to assist in carrying out the Architect's responsibilities at the site. The duties, responsibilities and limitations of authority of such project i, f any . representatives shall be as set forth in an exhibit to be incorporated in the Contract Documents, 4 . 2 . 11 The Architect will initis I interpret and decide matters concerning performance under and requirements of, the Contract Documents on written request of either the Owner or Contractor. The Architect's response to such requests will be made in writing within any time limits agreed upon or otherwise with reasonable promptness. If no agreement is made THIS DOCUMENT HAS IMPORTANT LEGAL concerning the time within which interpretations required of the Architect shall be furnished CONSEQUENCES. CONSULTATION WITH AN in compliance with this Paragraph 4.2, then delay shall not be recognized on account of failure AT IS ENCOURAGED WITH RESPECT by the Architect to furnish such interpretations until 15 days after written request is made for TO ITS COMPLETION OR MODIFICATION. them . AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA 4 . 2 . 12 ffttefpm4atiens Initial interpretations and decisions of the Architect will be DOCUMENT MAY BE MADE BY USING A/A DOCUMENT D401. consistent with the intent of and reasonably inferable from the Contract Documents and will be in writing or in the form of drawings. When making such initial interpretations and initial This document has been approved and decisions, the Architect will endeavor to secure faithful performance by both Owner and endorsed by The Associated General Contractor, will not show partiality to either and will not be liable for results of laftigL Contractors of America. interpretations or decisions so rendered in good faith. 4 . 2 . 13 The Architect's decisions on matters relating to aesthetic effect will be final if consistent with the intent expressed in the Contract Documents. 4 . 3 CLAIMS AND DISPUTES 4 . 3 . 1 Definition . A Claim is a demand or assertion by one of the parties seeking, as a matter of right, adjustment of Contract terms, payment of money, extension of time or other relief with respect to the terms of the Contract. The term "Claim " also includes other disputes and matters in question between the Owner and Contractor arising out of or relating to the Contract. Claims must be initiated by written notice . ClaimS Shall be initiated by written notice and shall be expressly stated to be a Claim under this paragraph 4 . 3 4 . 3 . 2 Time Limits on Claims . Claims by either party Shall mttsA be initiated within2i days after occurrence of the event giving rise to such Claim or within u days after the claimant first recognizes the condition giving rise to the Claim , whichever is later. Claims shall be initiated by written notice to the Architect and the other party. 4 . 3 . 3 Continuing Contract Performance . Pending final resolution of a Claim except as otherwise agreed in writing or as provided in Subparagraph 9.71 and Article 14, the Contractor shall proceed diligently with performance of the Contract and the Owner shall Ike continue to make payments in accordance with the Contract Documents . y%; , 4 . 3 . 4 Claims for Concealed or Unknown Conditions . If conditions are encountered at the site which are ( 1) subsurface or otherwise concealed physical conditions 01997 AIA® which differ materially from those indicated in the Contract Documents or ( 2) unknown AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE Copyright 1911, 1915, 1918, 1925, 1937, 1951, 1958t 19618--19-63-, 1966, 1967t 19701 1 7 , 19 7, 1 7 by The CONTRACT FOR CONSTRUCTION American Institute of Architects. Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D .C . 20006-5292 copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 21 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 Contract Documents, then notice by the observing party shall be given to the other party promptly before conditions are disturbed and in no event later than 21 days after first observance of the conditions. The Architect will promptly investigate such conditions and, if they differ materially and cause an increase or decrease in the Contractor's cost of, or time required for, performance of any part of the Work, will recommend an equitable adjustment in the Contract Sum or Contract Time, or both. If t-he " -� - detef inns th the conditions at the site are not materially different from those indicated in the Contract Documents and tea# no change in the terms of the Contract is justified, the Architect shall so notify the Owner and Contractor in writing, stating the reasons. Claims by either party in opposition to such findings must be made within 21 days after the Architect has given notice of the finding. If the conditions encountered are materially different, the Contract Sum and Contract Time shall be equitably adjusted, but if the Owner and Contractor cannot agree that the conditions are materially different or cannot agree THIS DOCUMENT HAS IMPORTANT LEGAL on an adjustment in the Contract Sum or Contract Time, the matter shall be ed0 CONSEQUENCES. CONSULTATION WITH AN " 43oe -to -the mhkeet -initial herr, subject to further proceedings ATTORNEY 15 ENCOURAGED WITH RESPECT pursuant to Paragraph 4.4. TO ITS COMPLETION OR MODIFICATION. AUTHENTICATION OF THIS 4 . 3 . 5 Claims for Additional Cost . If the Contractor wishes to make Claim for an ELECTRONICALLY DRAFTED AIA increase in the Contract Sum , written notice as provided herein shall be given before DOCUMENT MAYBE MADE BY USING AIA proceeding to execute the Work. Such notice shall include to the extent then known by DOCUMENT D401. Contractor, full details and substantiating data to permit evaluation by the Owner and This document has been approved and the Architect If further, or other, information subsequently becomes known to endorsed by The Associated General contractor, It shall be promptly furnished to the Owner and the Architect in writing Contractors of America. Prior notice is not required for Claims relating to an emergency endangering life or property arising under Paragraph io. 6. 4 . 3 . 6 If the Contractor believes additional cost is involved for reasons including but not limited to ( i) a written interpretation from the Architect, ( 2) an order by the Owner to stop the Work where the Contractor was not at fault, ( 3) a written order for a minor change in the Work issued by the Architect, ( 4) failure of payment by the Owner, ( 5 ) termination of the Contract by the Owner, ( 6) Owner's suspension or ( 7) other reasonable grounds, Claim shall be piled in accordance with this Paragraph 4.3. Failure to file any such Claim in accordance with this Paragraph 4 , 3 shall constitute a waiver thereof, 4 . 3 . 7 Claims for Additional Time 4 . 3 . 7. 1 If the Contractor wishes to make Claim for an increase in the Contract Time, written notice as provided herein shall be given. The Contractor's Claim shall include an estimate of cost and of probable effect of delay on progress of the Work. In the case of a continuing delay only one Claim is necessary. 4. 3 . 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 seasonally abnormal at the Project site for the period of time, could not have been reasonably anticipated and had an adverse effect on the scheduled construction . 4 . 3 . 8 Injury or Damage to Person or Property . If either party to the Contract suffers injury or damage to person or property because of an act or omission of the other party, or ofP961-4w others for whose acts such party is legally responsible, written notice of such injury or damage , whether or not insured, shall be given to the Architect and the other party within a reasonable time not exceeding 21 days after discovery. The notice shall provide sufficient 01997 AIA® detail to enable the other party to investigate the matter. AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE ® Copyright 1911 , 19151 19181 1925t 1937, 1951 , 1958, CONTRACT FOR CONSTRUCTION 1958t1961 , 1963v 1966, 1967, 197 1976, 19871 1997 y T e American Institute of Architects. Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution . WARNING : Unlicensed photocopying violates U .S . Washington, D .C. 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 22 4 . 3 . 9 If unit prices are stated in the Contract Documents or subsequently agreed upon, and if quantities originally contemplated are materially changed in a proposed Change Order or Construction Change Directive so that application of such unit prices to quantities of Work proposed will cause substantial inequity to the Owner or Contractor, the applicable unit prices shall be equitably adjusted. 4 . 3 . 10 Waiver of Claims . The Contractor waives Claims against the Owner for principal .. office expenses including the compensation of personnel stationed there_ except those directly assigned to the Project to the extent of such assignmenta4alaaf4ef {epSeqyen e-s_, _ -The -Goff4aetef -a-ad s^-ag st: -eee-hl etheF � �seq+wfA4el damages fisifig -eta# -e�f � �g -te 4his - Gent" rz=� � 4 damages ineuffed -b the ONffle -fof Fei}taI•-e*pewjesII lesses-ef-use-, t -business -ant -repota iet} -and -fer gess -of -fthmagemen} -of - THIS DOCUMENT HAS IMPORTANT LEGAL employee Pfedtfetiv4yof the " - I c h I CONSEQUENCES. CONSULTATION WITH AN 2 damagesimetiffed *4he-GoR4metoF-fey effiee _ ATTORNEY IS ENCOURAGED WITH RESPECT �� fi.m losses of TO ITS COMPLETION OR MODIFICATION. �� AUTHENTICATION OF THIS reputation a _ _ � Wising �` - ELECTRONICALLY DRAFTED AIA the DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D40T. This fflUth81 waiver- 4 -a�ieables �r �e all ei� Wig} 5 -due -#6 - either- pars 4e e60ff -if' -aee0Fd6*6e -wM Miele -W. NOIthiftg -60H+aifted -ift 4hi.s Jhis document has been approved and when endorsed by The Associated General applieeble,i» ` h the ` ' damages, Contractors of America. 4 . 4 RESOLUTION OF CLAIMS AND DISPUTES 4 . 4 . 1 Decision of Architect . Claims, including those alleging an error or omission by the Architect but excluding those arising under Paragraphs 10.3 through 10.5, shall may, upon request of both the Owner and the Contractor. . be referred initially to the Architect for a recommendation deeision. A* initial Vision * -the " _ice shall -es -e eefiditieft eat -to -mediatie*; ar-bitmtiei} -or- litigation -o€ -all Glaims between 'he - Eentfacter -ain AwfteFffRsffl9 -pr4er4e4he -da1e -finf4 p tmen# -is -dee; Mess -3e -days -have - � -has -beeff re€et ed -to ^-the"e'�e� -With -ire deeisielr -kevieg 4ieei} - 4 . 4 . 2 The Architect will review all Claims referred and within ten days of the receipt of the Claim take one or more of the following actions: ( i) request additional supporting data from the claimant or a response with supporting data from the other party, ( 2) recommend r rejecting the Claim in whole or in part, ( 3) recommend approval of appteve the Claim , (4) recommend staesf a compromise, or ( 5) advise the parties that the Architect is unable to make a recommendation reselve 4he Glair if the Architect lacks sufficient information to evaluate the merits of the Claim or if the Architect concludes that, in the Architect's sole discretion, it would be inappropriate for the Architect to make a ma=r recommendation the l 4 . 4 . 3 In evaluating Claims, the Architect may, but shall not be obligated to, consult with or w , seek information from either party, of 40, —pefseffs er- ex ft : " he -% Vl 4.IlIJLZTI�Q� •Jilwi May assist4he Mehiteec -leifefidQfing -g -&IeWeii..• -The Axchiteet - }}flyFeEltiest4h ta - 01997 AIA® AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE Copyright 1911 , 19150 19188 1925, 1937* 1 51, 1 58, 19611 1963f 19660 1967, 1970v 76, 1987, 1997Ty T e CONTRACT FOR CONSTRUCTION American Institute of Architects . Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING : Unlicensed photocopying violates U .S. Washington, D .C. 20006-5292 copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 23 4 . 4 . 4 If the Architect requests a party to provide a response to a Claim or to furnish additional supporting data, such party shall respond, within ten days after receipt of such request, and shall either provide a response err or the requested supporting data, advise the Architect when the response or supporting data will be furnished or advise the Architect that no supporting data will be furnished. Upon receipt of the response or supporting data, if any, the Architect will take one of the last four (4) numbered actions contemplated in subparagraph 4 ,4 ,2, in Writing stating the reasons therefore either fejee4of approve_ the ii -Glaim in i ole or- 4 . 4 . 5 r 4 . 4.5 7 . ' . high &1 state the feasems tkemfo -6*4 6h �}t�l} -*01* 4he 'lafties -of-ffty ehange -iff -the i -& �r - GentrBet Tire -er both. 442eappre*al -er rejeetterr-Of-e Glaiffl *4he "zrr hRec4 -he-f fwl- and binding e" ihe pefties but subject 4.4.6 When -a vmWeir deeision -of -the "� a ehiteet States -hat -(14 -t-he deEision 4 filial -bu{ - THIS DOCUMENT HAS IMPORTANT LEGAL subjeet-to fnediatierr-and demand -fer-erhi4ation-af..a_rjuifn cove-eat CONSEQUENCES. CONSULTATION WITHAN such deeisien -must -be made ,- thin -ge -days -aftert-he -date -onNyhieh {.jam. faaking, {be _ ATTORNEY ISENCOURAGED WITHRESPECT demand {}le-ftngl wrziaen m, {beff failurie4o defflandarbitration within said TO ITS COMPLETION OR MODIFICATION. days! -shell f;estdt -il:r 44te ""z in.et's deeisien becemiftg -fraat - AUTHENTICATION OF THIS 4he ELECTRONICALLY DRAFTED AIA Owner-and ''�tof. U the Architect reader-s-e decision-a€Eer-afbitretierr pfeceedi DOCUMENT MAYBE MADE BY USING AIA beeff initiat ' ien ��-m�`T'ee' ��a# t�e�- DOCUMENT D401. This document has been approved and 4.4 . 7 FeEeipt -O -a GlaiHf -against 4he Gentmet -or -at -rny 4iare theFeR,f4er Ore _endorsed by The Associated General Contractors of America. aateunt -of 4he Claim . 4f 4he 4 relates e -a gated �y -of -adefault, 4he - 4 . 4 . 8 If a Claim relates to or is the subject of a mechanic 's lien, the party asserting such Claim may proceed in accordance with applicable law to comply with the lien notice or filing deadlines prior to final resolution of the Claim_ by 4he "h, eet, fnediation -of �y _ arhitratien: 4 . 5 MEDIATION 4 . 5 . 1 Any Claim arising out of or related to the Contract, except Claims relating to aesthetic effect and except those waived as provided for in Subparagraphs 4.3.10, 9.10.4 and 9.10.5 shall;-after initial deeisierr 4he "�'��-eeF �` -3e-dayis-after-submission •e€-tine-Glairii•-te- t''� •meet; be subject to mediation as a condition precedent to or-hitretieff the institution of legal or equitable proceedings by either party. 4 . 5 . 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. Request for mediation shall be filed in writing with the other party to the Contract and with the American Arbitration Association. -The-request -be madeid_ �• fOy- ffAitF8ti0ft but, in sbeh event, media6em shall proceed in advanee of or-bitfation or- legal or- equitable-preeeedlags which-&64-be stayed pending ihe date of filing, unless stayed for- a lefigef pefiod by agFeefaent of the pei4ies of eetift efdef. Mpg r M%d M 4 . 5 . 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 01997 AIA® agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements AIA DOCUMENT A201 - 1997 in any court having jurisdiction thereof. GENERAL CONDITIONS OF THE ® Copyright 1911, 1 5, 1918, 1925, 1937, 1951, 1958, CONTRACT FOR CONSTRUCTION 1961 , 1 63, 1966, 1 7, 1 0, 1976, 1 87, 1997 y The American Institute of Architects . Fifteenth Edition . Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D.C . 20006-5292 copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 . aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 24 . . . . . . . . . - • ARN We mjTJ Pal WO RIMIRMOVIELMN . PON lure AIANWILIM rAjjjv 15 Nee . . . . • . W&= mII we It _WFOLITOLIMelfill Oil I . . - . . .11 � • angles MeL Me WMWoWIIKWW als lime sv� Z 4r a No `PLWT% a * mat PLRq • • � • • • OF • • • Kai . . . . . . _ 5 . 1 . 2 A Sub-subcontractor is a person or entity who has a direct or indirect contract with a Subcontractor to perform a portion of the Work at the site. The term "Sub-subcontractor' is referred to throughout the Contract Documents as if singular in number and means a Sub- subcontractor or an authorized representative of the Sub-subcontractor. 5 . 2 AWARD OF SUBCONTRACTS AND OTHER CONTRACTS FOR PORTIONS OF THE WORK 5 . 2 . 1 Llnless otherwise stated in the Contract Documents or the bidding requirements, the Contractor, as soon as practicable after award of the Contract, shall furnish in writing to the Owner through the Architect the names of persons or entities ( including those who are to furnish materials or equipment fabricated to a special design ) proposed for each principal portion of the Work. The Architect will promptly reply to the Contractor in writing stating whether or not the Owner or the Architect, after due investigation, has reasonable objection to any such proposed person or entity. Failure of the Owner or Architect to reply promptly shall constitute notice of no reasonable objection. THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES. CONSULTATION WITH AN 5 . 2 . 2 The Contractor shall not contract with a proposed person or entity to whom the ATTORNEY IS ENCOURAGED WITH RESPECT Owner or Architect has made reasonable and timely objection . The Contractor shall not be TO ITS COMPLETION OR MODIFICATION. required to contract with anyone to whom the Contractor has made reasonable objection . AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY 5 . 2 . 3 If the Owner or Architect has reasonable objection to a person or entity proposed by DOCUMENT D401 BE MADE BY US/NG AIA the Contractor, the Contractor shall propose another to whom the Owner or Architect has no reasonable objection . If the proposed but rejected Subcontractor was reasonably capable of This document has been approved and performing the Work, the Contract Sum and Contract Time shall be increased or decreased endorsed by The Associated General by the difference, if any, occasioned by such change, and an appropriate Change Order shall Contractors of America. be issued before commencement of the substitute Subcontractors Work. However, no increase in the Contract Sum or Contract Time shall be allowed for such change unless the Contractor has acted promptly and responsively in submitting names as required. 5 . 2 . 4 The Contractor shall not change a Subcontractor, person or entity previously selected if the Owner or Architect makes reasonable objection to such substitute . 5 . 3 SUBCONTRACTUAL RELATIONS 5 . 3 . 1 By appropriate written agreement, wFif:#en , hefe 4ega4y iFed 46F validity, the Contractor shall require each Subcontractor, to the extent of the Work to be performed by the Subcontractor, to be bound to the Contractor by terms of the Contract Documents, and to assume toward the Contractor all the obligations and responsibilities, including the responsibility for safety of the Subcontractor's Work, which the Contractor, by these Documents, assumes toward the Owner and Architect. Each subcontract agreement shall preserve and protect the rights of the Owner and Architect under the Contract Documents with respect to the Work to be performed by the Subcontractor so that subcontracting thereof will not prejudice such rights, and shall allow to the Subcontractor, unless specifically provided otherwise in the subcontract agreement, the benefit of all rights, remedies and redress against the Contractor that the Contractor, by the Contract Documents, has against the Owner. Where appropriate, the Contractor shall require each Subcontractor to enter into similar agreements with Sub-subcontractors. The Contractor shall make available to each proposed Subcontractor, prior to the execution of the subcontract agreement, copies of the Contract Documents to which the Subcontractor will be bound, and, upon written request of the Subcontractor, identify to the Subcontractor terms and conditions of the proposed , subcontract agreement which may be at variance with the Contract Documents. •vf • - Subcontractors shall be Similarly required to will s 4er:1 make copies of applicable portions of such documents available to their respective proposed Sub-subcontractors. 01997 AIA® 5 . 4 CONTINGENT ASSIGNMENT OF SUBCONTRACTS AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE Copyright 19111-19-1-s-1 --i-9181 1925* 19371 19510 195 , 1961s 1963s 1966, 19678 19 , 1976, 1987,-1997 y T e CONTRACT FOR CONSTRUCTION American Institute of Architects. Fifteenth Edition . Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N.W. States and will subject the violate to legal prosecution . WARNING: Unlicensed photocopying violates U .S . Washington, D.C. 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 . aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003 . 26 5 . 4 . 1 Each subcontract agreement for a portion of the Work is assigned by the Contractor to the Owner provided that: 1 assignment is effective only after termination of the Contract by the Owner for cause pursuant to Paragraph 14.2 and only for those subcontract agreements which the Owner accepts by notifying the Subcontractor and Contractor in writing; and . 2 assignment is subject to the prior rights of the surety, if any, obligated under a bond or bonds relating to the Contract. 5 . 4 . 2 Upon such assignment, if the Work has been suspended for more than 3o days, the Subcontractor's compensation shall be equitably adjusted for increases in cost, if any resulting from the suspension. ARTICLE 6 CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS 6 . 1 OWNER ' S RIGHT TO PERFORM CONSTRUCTION AND TO AWARD THIS DOCUMENT HAS IMPORTANT LEGAL SEPARATE CONTRACTS CONSEQUENCES. CONSULTATION WITHAN ATTORNEY IS ENCOURAGED WITH RESPECT 6. 1 . 1 The Owner reserves the right to perform construction or operations related to the TO ITS COMPLETION OR MODIFICATION. Project with the Owner's own forces, and to award separate contracts in connection with other AUTHENTICATION OF THIS portions of the Project or other construction or operations on the site under Conditions of the ELECTRONICALLY DRAFTED AIA Contract identical or substantially similar to these including those portions related to DOCUMENT MAY BE MADE BY USING AIA insurance and waiver of subrogation. I rhe-Gen#Faeter s --a a �� - aa •+ l DOCUMENT D401. �d b -of n * 4he Owner, 4he ''�L"r mall make -s1 This document has been approved and endorsed by The Associated General 6 . 1 . 2 When separate contracts are awarded for different portions of the Project or other Contractors of America. construction or operations on the site, the term "Contractor" in the Contract Documents in each case shall mean the Contractor who executes each separate Owner-Contractor Agreement. 6 . 1 . 3 The Owner shall provide for coordination of the activities of the Owner's own forces and of each separate contractor with the Work of the Contractor, who shall cooperate with them . The Contractor shall participate with other separate contractors and the Owner in reviewing their construction schedules and perfomlance requirements when directed to do so. The Contractor shall make any revisions to the construction schedule deemed necessary after a joint review and mutual agreement. The construction schedules shall then constitute the schedules to be used by the Contractor, separate contractors and the Other until subsequently revised. 6 . 1 . 4 Unless otherwise provided in the Contract Documents, when the Owner performs construction or operations related to the Project with the Owner's own forces, the Owner shall be deemed to be subject to the same obligations and to have the same rights which apply to the Contractor under the Conditions of the Contract, including, without excluding others, those stated in Article 3, this Article 6 and Articles 1o, a and 12. 6 . 2 MUTUAL RESPONSIBILITY 6 . 2 . 1 The Contractor shall afford the Owner and separate contractors reasonable opportunity for introduction and storage of their materials and equipment and performance of their activities, and shall connect and coordinate the Contractor's construction and N operations with theirs as required by the Contract Documents . � . 6 . 2 . 2 If part of the Contractor's Work depends for proper execution or results upon construction or operations by the Owner or a separate contractor, the Contractor shall, prior Ot997 AIA® to proceeding with that portion of the Work, promptly report to the Architect apparent AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE Copyright 1911, 19150 1918, 19251 1937t 1951, 19581 1961s 19630- 1 , 1967, 19701 1 76, 1 87, 1997 by T e CONTRACT FOR CONSTRUCTION American Institute of Architects. Fifteenth Edition . Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violate to legal prosecution. WARNING: Unlicensed 1735 New York Avenue, N.W. photocopying violates U .S . Washington, D.C. 20006-5292 copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/52003. AIA License Number 1127252, which expires on 7/312003. 27 discrepancies or defects in such other construction that would render it unsuitable for such proper execution and results. Failure of the Contractor so to report shall constitute an acknowledgment that the Owner's or separate contractor's completed or partially completed construction is fit and proper to receive the Contractor's Work, except as to defects not then reasonably discoverable . 6 . 2 . 3 The Owner shall be reimbursed by the Contractor for costs incurred by the Owner which are payable to a separate contractor because of delays, improperly timed activities or defective construction of the Contractor. The Owner shall be responsible to the Contractor for costs incurred by the Contractor because of delays, improperly timed activities, damage to the Work or defective construction of a separate contractor. 6 . 2 . 4 The Contractor shall promptly remedy damage wrongfully caused by the Contractor to completed or partially completed construction or to property of the Owner or separate contractors as provided in Subparagraph 10.2.5. THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES. CONSULTATION WITH AN 6. 2 . 5 The Owner and each separate contractor shall have the same responsibilities for ATTORNEY IS ENCOURAGED WITH RESPECT cutting and patching as are described for the Contractor in Subparagraph 3.14. TO ITS COMPLETION OR MODIFICATION. AUTHENTICATION OF THIS 6 . 3 OWNER ' S RIGHT TO CLEAN UP ELECTRONICALLY DRAFTED AIA 6 . 3 . 1 If a dispute arises among the Contractor, separate contractors and the Owner as to DOCUMENT MAYBE MADE BY USING A!A DOCUMENT D401. 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 This document has been approved and reasonaWI f the ehitee. � allocate the cost among those responsible. endorsed by The Associated General ARTICLE 7 CHANGES IN THE WORK Contractors of America. 7. 1 GENERAL 7. 1 . 1 Changes in the Work may be accomplished after execution of the Contract, and without invalidating the Contract, by Change Order, Construction Change Directive or order for a minor change in the Work, subject to the limitations stated in this Article 7 and elsewhere in the Contract Documents, 7. 1 . 2 A Change Order shall be based upon agreement among the Owner, Contractor and Architect; a Construction Change Directive requires agreement by the Owner and Architect and may or may not be agreed to by the Contractor; an order for a minor change in the Work may, be-isseed by the Are,��; "ubiect to the Owner's Representative prior written approval , be issued by the Architect. 7 . 1 . 3 Changes in the Work shall be performed under applicable provisions of the Contract Documents, and the Contractor shall proceed promptly, unless otherwise provided in the Change Order, Construction Change Directive or order for a minor change in the Work. 7. 2 CHANGE ORDERS 7. 2 . 1 A Change Order is a written instrument prepared by the Architect and signed by the Owner, Contractor and Architect, stating their agreement upon all of the following: . 1 change in the Work; . 2 the amount of the adjustment, if any, in the Contract Sum ; and , . 3 the extent of the adjustment, if any, in the Contract Time. �.� 7. 2 . 2 Methods used in determining adjustments to the Contract Sum may include those listed in Subparagraph 7.3. 3. 01997 AIA® AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE 0 Copyright 1911 , 1915, 1918t 19258 19371 1951: 19581 1961s 1963* 19 6, 19 7, 197 , 1976, 1 87, 1997 y T e CONTRACT FOR CONSTRUCTION American Institute of Architects . Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution . WARNING: Unlicensed photocopying violates U .S. Washington, D.C. 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 28 7. 3 CONSTRUCTION CHANGE DIRECTIVES 7. 3 . 1 A Construction Change Directive is a written order prepared by the Architect and signed by the Owner and Architect, directing a change in the Work prior to agreement on adjustment, if any, in the Contract Sum or Contract Time, or both. The Owner may by Construction Change Directive, without invalidating the Contract, order changes in the Work within the general scope of the Contract consisting of additions, deletions or other revisions, the Contract Sum and Contract Time being adjusted accordingly. 7. 3 . 2 A Construction Change Directive shall be used in the absence of total agreement on the terms of a Change Order. 7. 3 . 3 If the Construction Change Directive provides for an adjustment to the Contract Sum , the adjustment shall be based on one of the following methods: 1 mutual acceptance of a lump sum properly itemized and supported by sufficient substantiating data to permit evaluation ; THIS DOCUMENT HAS IMPORTANT LEGAL . 2 unit prices stated in the Contract Documents or subsequently agreed upon; CONSEQUENCES. CONSULTATION WITH AN 3 cost to be determined in a manner agreed upon by the parties and a mutuall ATTORNEY IS ENCOURAGED WITH RESPECT acceptable fixed or percentage fee; or y TO ITS COMPLETION OR MODIFICATION. . 4 as provided in Subparagraph 7.3.6. AUTHENTICATION THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAYBE MADE BY USING AIA 7. 3 . 4 Upon receipt of a Construction Change Directive, the Contractor shall promptly DOCUMENT D401. proceed with the change in the Work involved and advise the Architect In wrltill of the This document has been approved and Contractor's agreement or disagreement with the method, if any, provided in the endorsed by The Associated General Construction Change Directive for determining the proposed adjustment in the Contract Contractors of America. Sum or Contract Time. 7. 3 . 5 A Construction Change Directive signed by the Contractor indicates the agreement of the Contractor therewith, including any adjustment in Contract Sum and Contract Time or the method for determining them . Such agreement shall be effective immediately and shall be recorded as a Change Order. 7 . 3 . 6 If the Contractor does not respond promptly or disagrees with the method for adjustment in the Contract Sum, the method and the adjustment shall be determined by-4-te- Mehi#eet• on the basis of reasonable expenditures and savings of those performing the Work attributable to the change, including ir, . � - , a reasonable allowance for overhead and profit. In such case, and also under Clause 7.3.3.3, the Contractor shall keep and present, in such form as the Architect Or Owner may prescribe, an itemized accounting together with appropriate supporting data. Unless otherwise provided in the Contract Documents, costs for the purposes of this Subparagraph 7.3. 6 shall be limited to the following: 1 costs of labor, including social security, old age and unemployment insurance , fringe benefits required by agreement or custom , and workers ' compensation insurance; . 2 costs of materials, supplies and equipment, including cost of transportation, whether incorporated or consumed; . 3 rental costs of machinery and equipment, exclusive of hand tools, whether rented from the Contractor or others; . 4 costs of premiums for all bonds and insurance, permit fees, and sales, use or f , similar taxes related to the Work; and . 5 additional costs of supervision and field office personnel directly attributable to the change . ® 1997 AIA® AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE ® Copyright 1911, 191-5-8-151-81 19251 19371 1951, 1 58, 19 11 19631 1966t 19670 !9701 1976, 1987, 1 97 yT e CONTRACT FOR CONSTRUCTION American Institute of Architects . Fifteenth Edition . Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D.C . 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201.aia -- 5/52003. AIA License Number 1127252, which expires on 7/312003. 29 7. 3 . 7 The eh&W •ch s 4ft -a -fwt -dee-rease -int• -tie GentmC -&64 -be aetua} -fwt west �s - �� ' L� * -the "h ice.: -a When 4ieth -e4d4iens -ate its �g - e4 -Wor4 e - bst4titi@1}9-aFe H yelWd-i $ ehfl} , 4he a4ewemee F ever-headd fmeC L 17 L figufed - of, the basify of fiet f if efly, with r-espeet to that ehattge . 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 remains in dispute, the Architect will make an interim determination for purposes of monthly certification for payment for those costs . That determination of cost shall adjust the Contract Sum on the same basis as a Change Order, subject to the right of either party to disagree and assert a eh4m. leim in accordance with Article 4. 7. 3 . 9 When the Owner and Contractor agree wi}h the THIS DOCUMENT HAS IMPORTANT LEGAL ae;teF. :ffa g �'t -made -� -tl3e {ONSEOUENCES. CONSULTATION WITH AN +eh=tect-concerning the adjustments in the Contract Sum and Contract Time, erotherwise - ATTORNEY IS ENCOURAGEDWITHRESPECT feeel} -agFeement upen4he -edjwAn3ems; such agreement shall be effective immediately and TO ITS COMPLETION OR MODIFICATION. shall be recorded by preparation and execution of an appropriate Change Order. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA 7. 4 MINOR CHANGES IN THE WORK DOCUMENT MAY BE MADE BY USING AIA 7. 4 . 1 The Architect will have authority, upon prior written approval of the Owner's DOCUMENT D401. Representative to order minor changes in the Work not involving adjustment in the This document has been approved and Contract Sum or extension of the Contract Time and not inconsistent with the intent of the endorsed by The Associated General Contract Documents . Such changes shall be effected by written order and shall be binding on Contractors of America. the Owner and Contractor. The Contractor shall carry out such written orders promptly. ARTICLE 8 TIME 8 . 1 DEFINITIONS 8 . 1 . 1 Unless otherwise provided, Contract Time is the period of time, including authorized adjustments, allotted in the Contract Documents for Substantial Completion of the Work. 8 . 1 . 2 The date of commencement of the Work is the date established in the Agreement. 8 . 1 . 3 The date of Substantial Completion is the date certified by the Architect in accordance with Paragraph 9.8. 8 . 1 . 4 The term "day' as used in the Contract Documents shall mean calendar day unless otherwise specifically defined. 8 . 2 PROGRESS AND COMPLETION 8 . 2 . 1 Time limits stated in the Contract Documents are of the essence of the Contract. By executing the Agreement the Contractor confirms that the Contract Time is a reasonable period for performing the Work . 8 . 2 . 2 The Contractor shall not, k*ev4Pzg1y except by agreement or instruction of the Owner in writing, prematurely commence operations on the site or elsewhere prior to the effective date of insurance required by Article a to be furnished by the Contractor and Owner. The date of commencement of the Work shall not be changed by the effective date of such -%;* insurance . U* ej&-tke date -eskd iahed- y4heGntr-a t Deeufne ftetiee -te -gWen*-the Owed,4heGent-meter- ha -ne4f4he$wneFF-in iting-ne7t- �ays6F�the1 ` 1• is eFk t„ ` 4he4tinely- ®1997 AIA® illi fiaifia of 1"O tb s > > s lien , .. _ a _. L __ _ _ __ __ AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE m Copyright 1911, 19150 19181 19251 19371 195-11 -IM, 1 61, 1963, 19660 19-67-l-19701 1976, 1987o 1997 y The CONTRACT FOR CONSTRUCTION American Institute of Architects. Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D .C . 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 30 8 . 2 . 3 The Contractor shall proceed expeditiously with adequate forces and shall achieve Substantial Completion within the Contract Time . 8 . 3 DELAYS AND EXTENSIONS OF TIME 8 . 3 . 1 If the Contractor is materially delayed at any time in the commencement or progress of the Work by an act or neglect of the Owner or Architect, or of an employee of either, or of a separate contractor employed by the Owner, or by changes ordered in the Work, or by h4ff disputes, fire, unvsaaWeley-iff delivefies, unavoidable casualties or other causes beyond the Contractor's control, of: by delay ati hoii ed by the Odi _ ' a ariiitfatien; or- * ether _==� • . 4he "Ta 'Meet ae -may pending dela} then the Contract Time shall be extended by Change Order for sae# a reasonable time. as Oke - 8 . 3 . 2 Claims relating to time shall be made in accordance with applicable provisions of THIS DOCUMENT HAS IMPORTANT LEGAL Paragraph 4.3. CONSEQUENCES. CONSULTATION WITH AN ATTORNEY IS ENCOURAGED WITH RESPECT 8 . 3 . 3 T419 Pemgmph -" dees -net-pr-eeludefeee*efy ofdafneges-ferde}ay*zithe -pew- TO ITS COMPLETION OR MODIFICATION. under- other- i- ., ons of the „. _.. ,.. Doe = s. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA ARTICLE 9 PAYMENTS AND COMPLETION DOCUMENT D401. 9 . 1 CONTRACT SUM 9 . 1 . l The Contract Sum is stated in the Agreement and, including authorized This document has been approved and endorsed by The Associated General adjustments, is the total amount payable by the Owner to the Contractor for performance of Contractors of America. the Work under the Contract Documents, 9 . 2 SCHEDULE OF VALUES 9 . 2 . 1 Before the first Application for Payment, and if necessitated by Change Orders from time to time thereafter. the Contractor shall submit to the Architect and the Owner a 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 Architect and the Owner may require . This schedule, when , and only when approved in writing nlessebjeeted4e by the . Architect and the Owner, shall be used as a basis for reviewing the Contractor's Applications for Payment. 9 . 3 APPLICATIONS FOR PAYMENT 9 . 3 . 1 At least ten days before the date established for each progress payment, the Contractor shall submit to the Architect an itemized Application for Payment for operations completed in accordance with the most recent approved schedule of values . Such application shall be notarized; 4f ed, and supported by such data substantiating the Contractor's right to payment as the Owner or Architect may require, such as copies of requisitions from Subcontractors and material suppliers, and reflecting retainage if provided for in the Contract Documents. 9 . 3 . 1 . 1 Asrovided in Subparagraph p7.3.8, such applications may include requests for payment on account of changes in the Work which have been properly authorized by Construction Change Directives, or by interim determinations of the Architect, but not yet included in Change Orders. Mpg lwtr4 -%. 0 . ;1W 9 . 3 . 1 . 2 Such applications shall may not include requests for payment for portions of the Work for which the Contractor does not intend to PIQMpffy pay to a Subcontractor or 01997 AIA® AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE Copyright 111, 115, 1918, 1 5t 1937g151 , 1958g1961 , 19631 17, 17 , 176, 197, 197 byTe CONTRACT FOR CONSTRUCTION American Institute of Architects. Fifteenth Edition . Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING : Unlicensed photocopying violates U .S. Washington, D .C. 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 . aia -- 5/5/2003 . AIA License Number 1127252, which expires on 7/312003. 31 material supplier, unless such Work has been performed by the Contractor or by others whom the Contractor intends to RMInktly-pay. 9 . 3 . 2 Unless otherwise provided in the Contract Documents, payments shall be made on account of materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work. If approved writing in advance by the Owner, payment may similarly be made for materials and equipment suitably stored off the site at a location agreed upon in writing. Payment for materials and equipment stored on or off the site shall be conditioned upon compliance by the Contractor with procedures satisfactory to the Owner to establish the Owner's title to such materials and equipment or otherwise protect the Owner's interest, and shall include the costs of applicable insurance, storage and transportation to the site for such materials and equipment stored off the site . 9 . 3 . 3 The Contractor warrants that title to all Work covered by an Application for Payment will pass to the Owner no later than the time of payment. The Contractor further warrants THIS DOCUMENT HAS IMPORTANT LEGAL that upon submittal of an Application for Payment, all Work for which Certificates for CONSEQUENCES. CONSULTATION WITH AN Payment have been previously issued and payments received from the Owner shall, to the ATTORNEY IS ENCOURAGED WITH RESPECT best of the Contractor's knowledge, information and belief, be free and clear of liens, claims, TO ITS COMPLETION OR MODIFICATION. security interests or encumbrances in favor of the Contractor, Subcontractors, material AUTHENTICATION OF THISELECTRONICALLY DRAFTED AIA suppliers, or other persons or entities making a claim by reason of having provided labor, DOCUMENT MAY BE MADE BY USING AIA materials and equipment relating to the Work. DOCUMENT D401. 9 . 4 CERTIFICATES FOR PAYMENT This document has been approved and 9 . 4 . 1 The Architect will, within seven days after receipt of the Contractor's Application for endorsed by The Associated General Payment, either issue to the Owner a Certificate for Pa Contractors of America. ym Payment, with a copy to the Contractor, for such amount as the Architect determines is properly due, or notify the Contractor and Owner in writing of the Architect's reasons for withholding certification in whole or in part as provided in Subparagraph 9.5.1. 9 . 4 . 2 The issuance of a Certificate for Payment will constitute a representation by the Architect to the Owner, based on the Architect's evaluation of the Work and the data comprising the Application for Payment, that the Work has progressed to the point indicated and that, to the best of the Architect's knowledge, information and belief, the quality of the Work is in accordance with the Contract Documents. The foregoing representations are subject to sne��tien -44-he Werk -fofeemfi9Fmamee -%4h4heGeatr-aet lee is upen _ correction of minor deviations from the Contract Documents prior to completion and to specific qualifications expressed by the Architect. The issuance of a Certificate for Payment will further constitute a representation that the Contractor is entitled to payment in the amount certified. However, the issuance of a Certificate for Payment will not be a representation that the Architect has ( 1) made exhaustive or continuous on-site inspections to check the quality or quantity of the Work, ( 2) reviewed construction means, methods, techniques, sequences or procedures, ( 3) reviewed copies of requisitions received from Subcontractors and material suppliers and other data requested by the Owner to substantiate the Contractor's right to payment, or ( 4) made examination to ascertain how or for what purpose the Contractor has used money previously paid on account of the Contract Sum . 9 . 5 DECISIONS TO WITHHOLD CERTIFICATION 9 . 5 . 1 The Architect wilLffwy withhold a Certificate for Payment in whole or in part, to the 16, , 1A extent reasonably necessary to protect the Owner, if in the Architect's opinion the representations to the Owner required by Subparagraph 9.4.2 cannot be made. If the Architect is unable to certify payment in the amount of the Application, the Architect will notify the Contractor and Owner as provided in Subparagraph 9.4.1. If the Contractor and Architect 01997 AIA® cannot agree on a revised amount, the Architect will promptly issue a Certificate for Payment AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE Copyright11 , 19115, 1918, 1 , 1937, 15 , 1501961, 1 3019 , 197, 17011711971197 by7e CONTRACT FOR CONSTRUCTION American Institute of Architects . Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D .C. 20006-5292 copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 . aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 32 for the amount, if any , for which the Architect is able to make such representations to the Owner. The Architect may also withhold a Certificate for Payment or, because of subsequently discovered evidence, may nullify the whole or a part of a Certificate for Payment previously issued, to such extent as may be necessary in the Architect's opinion to protect the Owner from loss for which the Contractor is responsible, including loss resulting from acts and omissions described in Subparagraph 3.3.2, because of: . 1 defective Work not remedied; . 2 third party claims filed or reasonable evidence indicating probable filing of such claims unless security acceptable to the Owner is provided by the Contractor; . 3 failure of the Contractor to make payments properly to Subcontractors or for labor, materials or equipment; . 4 reasonable evidence that the Work cannot be completed for the unpaid balance of the Contract Sum ; . 5 damage to the Owner or another contractor; . 6 reasonable evidence that the Work will not be completed within the Contract THIS DOCUMENT HAS IMPORTANT LEGAL Time, and that the unpaid balance would not be adequate to cover actual or CONSEQUENCES. CONSULTATION WITHAN ATTORNEY IS ENCOURAGED WITH RESPECT liquidated damages for the anticipated delay; or TO ITS COMPLETION OR MODIFICATION. . 7 persistent failure to carry out the Work in accordance with the Contract AUTHENTICATION OF THIS Documents . ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA 9 . 5 . 2 When the above reasons for withholding certification are removed, certification will DOCUMENT D401. be made for amounts previously withheld. This document has been approved and endorsed by The Associated General 9 . 6 PROGRESS PAYMENTS Contractors of America. 9 . 6. 1 After the Architect has issued a Certificate for Payment, the Owner shall make payment in the manner and within the time provided in the Contract Documents, and shall so notify the Architect. 9 . 6 . 2 The Contractor shall promptly pay each Subcontractor, upon receipt of payment from the Owner, out of the amount paid to the Contractor on account of such Subcontractor's portion of the Work, the amount to which said Subcontractor is entitled, reflecting percentages actually retained from payments to the Contractor on account of such Subcontractor's portion of the Work. The Contractor shall, by appropriate agreement with each Subcontractor, require each Subcontractor to make payments to Sub-subcontractors in a similar manner. 9 . 6 . 3 The Architect will, on request, furnish to a Subcontractor, if practicable, information regarding percentages of completion or amounts applied for by the Contractor and action taken thereon by the Architect and Owner on account of portions of the Work done by such Subcontractor. 9 . 6 .4 Neither the Owner nor Architect shall have an obligation to pay or to see to the payment of money to a Subcontractor except as may otherwise be required by law. 9 . 6 . 5 Payment to material suppliers shall be treated in a manner similar to that provided in Subparagraphs 9.6.2, 9.6.3 and 9. 6.4. 9 . 6 . 6 A Certificate for Payment, a progress payment, or partial or entire use or occupancy et , of the Project by the Owner shall not constitute acceptance of Work not in accordance with —;•aim s the Contract Documents . 9 . 6 . 7 Unless the Contractor provides the Owner with a payment bond in the full penal sum 01997 AIA® of the Contract Sum , payments received by the Contractor for Work properly performed by AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE Copyright 111, 115, 111925, 1 7t 1951t 1958l 1961, 1963g 1966g 19670 1970, 1976s 19870 19U7 yTe CONTRACT FOR CONSTRUCTION American Institute of Architects. Fifteenth Edition . Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D .C. 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 33 Subcontractors and suppliers shall be held by the Contractor for those Subcontractors or suppliers who performed Work or furnished materials, or both, under contract with the Contractor for which payment was made by the Owner. herein - e noftey -le -Ise- pktee4 -e �eflarate=� a Nothing fneney -Of4he - 4wael} Of -Ew s all entide-afty per-see-ef -ex#ity-te-aeavaFd e€ punitive damages against- the Gent aetAr for- bfeae - e f the s f sl. ' 9 . 7 FAILURE OF PAYMENT 9 . 7. 1 This contract is governed by the Florida Prompt Payment Act Chapter 218 . 70 . F . S . , et.seq , if the ^mmhkeet -dees•eetissue-a Geftifieate4efPayferi#; thr-eugh-ne- fw4 -44lieGentmeter-, within seven4ays -a#er reeeipt - of4heG 'sApplieatien -fer: Payment, -of -if -the Owner Mees -net -pay -the Gentreetef • •within seven -days -aftef 4he -de* - established -ift4heGentmet Deetiments4he-amount eei+ified-1 4he Leet-ef ded*- or-bitr-atien, then the Gentmetor- THIS DOCUMENT HAS IMPORTANT LEGAL and ^zaehitect, � 4he �k -ut" � -Of-#heafaeuni - # 4ta949een received. -The - CONSEQUENCES. CONSULTATION WITH AN Gentmet Time-"-be d -flied-the -Sufff-shaft-be efeased � ^^ { M^ ^' ^+ ^ i�i�� . . . � ,.. .., . -ley- ATTORNEY IS ENCOURAGED WITH RESPECT the ameunt -of 4he � e'asenahle Bests -of shut -delay -and 40A tip , - phks - TO ITS COMPLETION OR MODIFICATION. interest as nrnNided fn- in the Gontmet DeeU gents, AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA 9 . 8 SUBSTANTIAL COMPLETION DOCUMENT MAY BE MADE BY USING AIA 9 . 8 . 1 Substantial Completion is the stage in the progress of the Work when the Work or DOCUMENT D401. designated portion thereof is sufficiently complete in accordance with the Contract This document has been approved and Documents so that the Owner can occupy or utilize the Work for its intended use. endorsed by The Associated General Contractors of America. 9 . 8 . 2 When the Contractor considers that the Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete, the Contractor shall prepare and submit to the Architect a comprehensive list of items to be completed or corrected prior to final payment. Failure to include an item on such list does not alter the responsibility of the Contractor to complete all Work in accordance with the Contract Documents . 9 . 8 . 3 Upon receipt of the Contractor's list, the Architect will make an inspection to determine whether the Work or designated portion thereof is substantially complete. If the Architect's inspection discloses any item , whether or not included on the Contractor's list, which is not sufficiently complete in accordance with the Contract Documents so that the Owner can occupy or utilize the Work or designated portion thereof for its intended use, the Contractor shall, before issuance of the Certificate of Substantial Completion, complete or correct such item upon notification by the Architect. In such case, the Contractor shall then submit a request for another inspection by the Architect to determine Substantial Completion . 9 . 8 . 4 When the Work or designated portion thereof is substantially complete, the Architect will prepare a Certificate of Substantial Completion which shall establish the date of Substantial Completion, shall establish responsibilities of the Owner and Contractor for security, maintenance, heat, utilities, damage to the Work and insurance , and shall fix the time within which the Contractor shall finish all items on the list accompanying the Certificate. Warranties required by the Contract Documents shall commence on the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the Certificate of Substantial Completion . 9 . 8 . 5 The Certificate of Substantial Completion shall be submitted to the Owner and Contractor for their written acceptance of responsibilities assigned to them in such Certificate . Upon such acceptance and consent of surety, if any, the Owner shall reduce the 01997 AIA® retainage withheld if and as provided elsewhere in the Contract Documents male AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE ® Copyright 1911, 1915, 19181 1925, 19371 19510 19580 1961g 1963, 19660 1967, 1970l 1976, 1 87, 1997 by The CONTRACT FOR CONSTRUCTION American Institute of Architects . Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N.W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U . 5. Washington, D .C. 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 . a1a -- 5/5/2003. AIA License Number 1127252, which expires on 7131/2003 . 34 �t e€-is temageapp1�4ng -Ee -stKk le -erdesignated pef4iet} thereof-. Such payment shall be adjusted for Work that is incomplete or not in accordance with the requirements of the Contract Documents. 9 . 9 PARTIAL OCCUPANCY OR USE 9 . 9 . 1 The Owner may occupy or use any completed or partially completed portion of the Work at any stage when such portion is designated by separate agreement with the Contractor, provided such occupancy or use is consented to by the insurer as required under Clause 11.4.1. 5 and authorized by public authorities having jurisdiction over the Work . Such partial occupancy or use may commence whether or not the portion is substantially complete, provided the Owner and Contractor have accepted in writing the responsibilities assigned to each of them for payments, retainage, if any, security, maintenance, heat, utilities, damage to the Work and insurance, and have agreed in writing concerning the period for correction of the Work and commencement of warranties required by the Contract Documents . When the Contractor considers a portion substantially complete, the Contractor shall prepare and THIS DOCUMENT HAS IMPORTANT LEGAL submit a list to the Architect as provided under Subparagraph 9.8.2. Consent of the Contractor CONSEQUENCES. CONSULTATION WITH AN to partial occupancy or use shall not be unreasonably withheld. The stage of the progress of ATTORNEY 15 ENCOURAGED WITH RESPECT the Work shall be determined by written agreement between the Owner and Contractor or, if TO ITS COMPLETION OR MODIFICATION. no agreement is reached, by decision of the Architect. AUTHENTICATION OF THI5 ELECTRONICALLY DRAFTED AIA 9 . 9 . 2 Immediately prior to such partial occupancy or use, the Owner, Contractor and DOCUMENT MAY BE MADE BY USING AIA Architect shall jointly inspect the area to be occupied or portion of the Work to be used in DOCUMENT D401. order to determine and record the condition of the Work. This document has been approved and endorsed by The Associated General 9 . 9 . 3 Unless otherwise agreed upon, partial occupancy or use of a portion or portions of Contractors of America. the Work shall not constitute acceptance of Work not complying with the requirements of the Contract Documents. 9 . 10 FINAL COMPLETION AND FINAL PAYMENT 9 . 10. 1 Upon receipt of written notice that the Work is ready for final inspection and acceptance and upon receipt of a final Application for Payment, the Architect will promptly make such inspection and , when the Architect finds the Work acceptable under the Contract Documents and the Contract fully performed, the Architect will promptly issue a final Certificate for Payment stating that to the best of the Architect's knowledge, information and belief, and on the basis of the Architect's on-site visits and inspections, the Work has been completed in accordance with terms and conditions of the Contract Documents and that the entire balance found to be due the Contractor and noted in the final Certificate is due and payable. The Architect's final Certificate for Payment will constitute a further representation that conditions listed in Subparagraph 9.10.2 as precedent to the Contractor's being entitled to final payment have been fulfilled. 9 . 10. 2 Neither final payment nor any remaining retained percentage shall become due until the Contractor submits to the Architect in form and substance satisfactory 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 otherwise satisfied, ( 2) a certificate evidencing that insurance required by the Contract Documents to remain in force after final payment is currently in effect and will not be canceled or allowed to expire until at least 3o days ' prior written notice has been given to the Owner, ( 3) a written statement that the Contractor knows of no substantial reason that the insurance will not be renewable to s .a' cover the period required by the Contract Documents, ( 4) consent of surety, if any, to final payment and ( 5 ) , if required by the Owner, other data establishing payment or satisfaction of obligations, such as receipts, releases and waivers of liens, claims, security interests or 0 997 AIA® encumbrances arising out of the Contract, to the extent and in such form as may be AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE Copyright 1911 , 1915, 1918s 19251 1937, 1951, 1958, 1961t 1963, 1966t 19670 1 7 , 1976* 7, 1997 y T e CONTRACT FOR CONSTRUCTION American Institute of Architects . Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution . WARNING : Unlicensed photocopying violates U .S. Washington, D.C. 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/52003. AIA License Number 1127252, which expires on 7/312003. 35 designated by the Owner. If a Subcontractor refuses to furnish a release or waiver required by the Owner, the Contractor may furnish a bond satisfactory to the Owner to indemnify the Owner against such lien. If such lien remains unsatisfied after payments are made, the Contractor shall promptly Day yef and to the Owner all money that the Owner may be compelled to pay in discharging such lien, including all costs and reasonable attorneys ' fees. 9 . 10. 3 4-, -aftef SubstantW Gempletion of, Wefk, _PA14 eeFnpIetief thereof is metetially- delayec thr-eugh -no4atA of the Geetteete -of * fssueftee of Ghaege Ofdefs� €> el - eempletiee- -and 4he A _hest -so ,� mss; Oke e� �1� -upon application * 4he - 6� -an4 ••M VLI '1� 4he A ••TIIeh4eet, -an4 jN4heutterminating4he Genntfeet, make - payment ef the balenee due for- that peftieft of the Wefk fully eempleted effid • if the fenlfl}nhigrtfalanee LVt nae,t or-ZViICC1.Ld is less than . leA 7 m a.sa iff4he Gentfa" ` '"Eimer, -H33d-if heeds -lwR ;e-Been ftimished, 4he wfi'zten eensent of su ety- t9 -payment - 4he balance -Aee4or- 41 @t peFtien of the -Wer-k4ully eempleted-and-aeeepted - shaR-be itted*4he GerttFaeteF4e4he A _ T-pfier4e ,.efts en of loch P"Ment:- THIS DOCUMENT HAS IMPORTANT LEGAL Shie } p&yiiiefit -sha } -be made undef tefms eenditio }' ing1t, - CONSEQUENCES. CONSULTATIONWITHAN that it shah not eenstittite a waiver- of el ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION. 9 . 10. 4 The making of final payment shall constitute a waiver of Claims by the Owner except AUTHENTICATION OF THIS those arising from : ELECTRONICALLY DRAFTED AIA 1 liens, Claims, security interests or encumbrances arising out of the Contract and DOCUMENT MAY BE MADE BY U51NG AIA unsettled; DOCUMENT D401 . . 2 failure of the Work to comply with the requirements of the Contract This document has been approved and Documents; or endorsed by The Associated General . 3 terms of special warranties required by the Contract Documents. Contractors of America. 9 . 10. 5 Acceptance of final payment by the Contractor, a Subcontractor, a Sub= subcontractor, and equipment or material supplier shall constitute a waiver of claims by that payee except those previously made in writing and identified by that payee as unsettled at the time of final Application for Payment. ARTICLE 10 PROTECTION OF PERSONS AND PROPERTY 10. 1 SAFETY PRECAUTIONS AND PROGRAMS 10. 1 . 1 The Contractor shall be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the performance of the Contract. 10. 2 SAFETY OF PERSONS AND PROPERTY 10. 2 . 1 The Contractor shall take reasonable precautions for safety of, and shall provide reasonable protection to prevent damage, injury or loss to: . 1 employees on the Work and other persons who may be affected thereby; . 2 the Work and materials and equipment to be incorporated therein, whether in storage on or off the site, under care, custody or control of the Contractor or the Contractor's Subcontractors or Sub-subcontractors; and . 3 other property at the site or adjacent thereto, such as trees, shrubs, lawns, walks, pavements, roadways, structures and utilities not designated for removal, relocation or replacement in the course of construction. 10. 2 . 2 The Contractor shall give notices and comply with applicable laws, ordinances , rules, , , regulations and lawful orders of public authorities bearing on safety of persons or property or their protection from damage , injury or loss . 10. 2 . 3 The Contractor shall erect and maintain, as required by existing conditions and 01997 AIA® AIA DOCUMENT A201 - 1997 performance of the Contract, reasonable safeguards for safety and protection , including GENERAL CONDITIONS OF THE Copyright 1911, 115, 118, 1 5t 1937l151015 , 161 , 1 1966t 1967g 1970* 1976g 19870 1 7 byTe CONTRACT FOR CONSTRUCTION American Institute of Architects . Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D . C . 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 36 posting danger signs and other warnings against hazards, promulgating safety regulations and notifying owners and users of adjacent sites and utilities . 10. 2 . 4 When use or storage of explosives or other hazardous materials or equipment or unusual methods are necessary for execution of the Work, the Contractor shall exercise utmost care and carry on such activities under supervision of properly qualified personnel . 10. 2 . 5 The Contractor shall promptly remedy damage and loss ( other than damage or loss insured under property insurance required by the Contract Documents) to property referred to in Clauses 10.2.1.2 and 10 .2.1.3 caused in whole or in part by the Contractor, a Subcontractor, a Sub-subcontractor, or anyone directly or indirectly employed by any of them , or by anyone for whose acts they may be liable and for which the Contractor is responsible under Clauses 10.2. 1.2 and 10.2.1.3, except damage or loss attributable to acts or omissions of the Owner or Architect or anyone directly or indirectly employed by either of them , or by anyone for whose acts either of them may be liable, and not attributable to the fault or negligence of the THIS DOCUMENT HAS IMPORTANT LEGAL Contractor. The foregoing obligations of the Contractor are in addition to the Contractor's CONSEQUENCES. CONSULTATION WITH AN obligations under Paragraph 3.18. ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION. 10. 2 . 6 The Contractor shall designate a responsible member of the Contractor's AUTHENTICATION OF THIS organization at the site whose duty shall be the prevention of accidents . This person shall be ELECTRONICALLY DRAFTED AIA the Contractor's superintendent unless otherwise designated by the Contractor in writing to DOCUMENT MAY BE MADE BY USING AIA the Owner and Architect. DOCUMENT D401. This document has been approved and 10. 2 . 7 The Contractor shall not load or permit any part of the construction or site to be endorsed by The Associated General loaded so as to endanger its safety. Contractors of America. 10. 3 HAZARDOUS MATERIALS 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 Contractor, the Contractor shall, upon recognizing the condition, immediately stop any Ongoing Work in the affected area and report the condition to the Owner and Architect in writing. 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 Contractor 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 Contract Documents, the Owner shall furnish in writing to the Contractor and Architect the names and qualifications of persons or entities who are to perform tests verifying the presence or absence of such material or substance or who are to perform the task of removal or safe containment of such material or substance. The Contractor and the Architect will promptly reply to the Owner in writing stating whether or not either has reasonable objection to the persons or entities proposed by the Owner_ , and in the event of an objection , the specific reasons therefor. If either the Contractor or Architect has an a reasonable objection to a person or entity proposed by the Owner and fully complies with the next proceeding sentence the Owner shall propose another to I` whom the Contractor and the Architect have no reasonable objection . When If the absence of the material or substance is verified Work shall immediately resume without adjustment of the Contract Time or the Contract sum If the presence of the material or substance is verified , when the material or substance has been rendered harmless, Work n ., in the affected area shall resume upon written agreement of the Owner and Contractor. The Contract Time shall be extended if and as appropriate &*ately and the Contract Sum shall be increased in the amount of the Contractor's reasonable additional and incurred costs 01997 AIA® AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE Copyright 1911 , 115, 118, 1925, 1 7, 1951, 1958, 1961 , 1963, 11967, 1970s 1976, 17, 1997 byTe CONTRACT FOR CONSTRUCTION American Institute of Architects. Fifteenth Edition . Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D .C . 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 37 of shut-down, delay and start-up, Earny,.which adjustments shall be accomplished as provided in Article 7. 10. 3 . 3 To the fullest extent permitted by law, the Owner shall indemnify and hold harmless the Contractor, Subcontractors, Architect, Architect's consultants and agents and employees of any of them from and against rims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from performance of the Work in the affected area if in fact the material or substance presents the risk of bodily injury or death as described in Subparagraph 10.3.1 and has not been rendered harmless, provided that such elaitrr, 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) and provided that such damage, loss or expense is not due to the sole negligence of a party seeking indemnity. 10. 4 The Owner shall not be responsible under Paragraph 10.3 for materials and substances brought to the site by the Contractor unless such materials or substances were expressly THIS DOCUMENT HAS IMPORTANT LEGAL required by the Contract Documents , CONSEQUENCES. CONSULTATION WITH AN ATTORNEY IS ENCOURAGED WITH RESPECT 10. 5 If, without negligence on the part of the Contractor, or a breach of relevant TO ITS COMPLETION OR MODIFICATION. provisions of the Contract Documents the Contractor is held liable for the cost of AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA remediation of a hazardous material or substance solely by reason of performing Work as DOCUMENT MAY BE MADE BY USING AIA required by the Contract Documents, the Owner shall indemnify the Contractor for all cost DOCUMENT D401. and expense thereby incurred. This document has been approved and 10. 6 EMERGENCIES endorsed by The Associated General 10. 6 . 1 In an emergency affecting safety of persons or property, the Contractor shall act, at Contractors of America. the Contractor's discretion, to prevent threatened damage, injury or loss . Additional compensation or extension of time claimed by the Contractor on account of an emergency shall be determined as provided in Paragraph 4.3 and Article 7. ARTICLE 11 INSURANCE AND BONDS 11 . 1 CONTRACTOR ' S LIABILITY INSURANCE 11 . 1 . 1 The Contractor shall purchase from and maintain with a company authorized to do business in the State of Florida with a Best Key Rating of A+ VIL all such insurance as will protect the Owner against any and all claims for damages to persons or property as a result of actions of the Contractor's operations under the Contract and for which the Contractor may be legally liable whether such operations be by the Contractor or by a Subcontractor or by anyone directly or indirectly employed by any of them , or by anyone for whose acts any of them may be liable The Gen4aeter -shaR pumhese -€retry -am maintain art -s eefnpan eempantes lawfully - difthefigedtothe jurisdiction in which the Pr-ejeet is leemed such insufaneze as will ..,...tett the f` ....a.... eter- from claims.claimsset f below,.1 ,.. . hi h fney ofise a F la G efft the l,T •••ntrecTvr-'s 'eper-atie1}S yhe Gevfttmet-a* I4or- rich4he Ge t f ete _L 1� , hethef -stwh pemtions -be * 4he Gentmefer � -1>,y -e -of * - difeedy or- iadif;eet�x employed by any of them , or- by anyone fer- whose aets ffily of them m&y be liable: The following shall be the minimum requirements of coverage as required as a result of this Section : A Workers' Compensation — Contractor shall maintain workers' compensation to meet statutory limits in compliance with Florida Law. ;, This policy must include employers' liability with a minimum of $1004000 454pilIlK ' each accident $500 , 000 disease policy limit and $ 100 , 000 disease each employee : elaims lamer wer-kefs ' compensativem disab lity beHEffi and - ® 1997 AIA® ethff simile empleyee bene& aetswhirsh -are apphe-able �e .e .AzMr fie - - AIA DOCUMENT A201 - 1997 pef:f4med'- GENERAL CONDITIONS OF THE ® Copyright 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1967, 1970, 1976, 1987, 1997 by The CONTRACT FOR CONSTRUCTION American Institute of Architects . Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution . WARNING: Unlicensed photocopying violates U .S . Washington, D .C. 20006-5292 copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 38 . 2 Commercial General Liabilitv -- Contractor shall maintain minimum limits of $3 . 000 . 000 per occurrence combined single limit for bodily injury and property damage including coverage for premises/operations , products/completed operations contractual liability and independent contractors: Fleima Fnr. d ^ h^ of bodily 1 1 .... ^a^ ^ 7 1 I + 1 or. V1J6.4J4., of death of the employees; 3 Business Auto Liability — Contractor shall maintain minimum limits of liability of $3 . 000 . 000 per occurrence combined single limit for bodily injury and property damage including coverage for owned autos hired autos and non-owned autos: els -fer damageseeetrse -e€ mb , - siekftess -of disease, -ef death -et' -a*y per-sei @the 4hae 4he 6entfaeter's - Builders' Risk — Contractor shall maintain all risk coverage with limits equal to one hundred percent (100%) of the completed value of the THIS DOCUMENT HAS IMPORTANT LEGAL addition . There shall be a waiver of occupancy endorsement to enable CONSEQUENCES. CONSULTATION WITH AN the County to occupy the facility under construction/renovation dudng_ ATTORNEY IS ENCOURAGED WITH RESPECT such _ activity. The policy must be endorsed to provide TO ITS COMPLETION OR MODIFICATION. �Ia THENTICATION OF THIS r machinery/equipment endorsement during transit and installation The ELECTRONICALLY DRAFTED AIA maximum deductible under this coverage is $500 per claim s €ef - DOCUMENT MAYBE MADE BY USING AIA DOCUMENT D401. • 5 Special Requirements — Ten (10) days prior to the commencement of any work under the contract, a certificate of insurance will be provided to This document has been approved and the Risk Manager for review and approval The certificate shall provide endorsed by The Associated General the County be named as an additional insured on both the general Contractors of America. liability and auto liability policies: the County will be given thirty (30) days notice prior to cancellation or modification of any stipulated insurance and such notice shall be in writing by registered mail return receipt requested and addressed to the Risk Manager, it shall be the responsibility of the Contractor to insure that all subcontractors comply with all insurance requirements: deffn_ F__ ' =___ - �+ ' _- + �- �� • �- � • J 1 itseg-, ieeattse e€ir}� te-of a�t�ieft of tan e mpe"- inelttdixg4ess-o€- . 6 elaifts -f'ef daeiages because -of -boo -its, death -of - a per-see -of pfepe" - . 7 O afid . 8 elai s itweh4}}g -eentreetuel liability $ $ble -te the r'�ei's - ebligeAiens under- Pafagrzaph 3.i8. 11 . 1 . 2 Th ,. instirenee q' J'Fed h. G •hi.. ^ o- ^r ph shall be •+ + en F + 1 than limits i of liability speeified - ft -tie GentF@Et Doeumeftts -of ): quiF2d * 4 Thiehe c -}S - gfeatef. Govefages, whethe iyTiaef) -oft -a#t eeetiffenee -of Elaifns made basis, -Shad -be - l Y fien from date of comfneneemefit of the Wofk until date of fifial / fflent tefminmieii of J b Y payffi 11 . 1 . 3 !` ef4i flea es of * ..+ ..hle to the „1. ,. 11 h.. filed %,:+ h the +1. . -r � .�v ♦111V1 J11411 Tl{.. •a 11$fflgfal3h-*1E9fltakft-a-13f9i45iei} Sat E+fageS flffefded lfiidef 3e " - ' I�f Raw •w been giN;eft te the 0� �t„ ef. if -1+4J 'I the - o - -b '-b.s ar-e r-equiFed to femaift 111 WX pa m3ent -a*4 af:e feasenablyffi%ilable, .-aft additiefial ee tifieate eN4deneiftg eentintiat.• en-4- 01997 AIA® stleh eevefage -he ^td -vAth {-je -fifid ..�r4of Payfaent _ AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE Copyright 111 , 1915, 111 5g 1937, 151, 15 , 1961 , 1 1966, 1967, 1970, 1976, 17, 1997 byTe CONTRACT FOR CONSTRUCTION American Institute of Architects . Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution . WARNING : Unlicensed photocopying violates U .S. Washington, D .C. 20006-5292 copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 . aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003 . 39 COZ9, ago • A oil v ABOL" OL kaRIVAPAWAS "A At •_ • A ALM SKO• • A`11 Kul m 11SIN i M ► . . . • • • . 00 WARIMLaft Uwk vw OWN o1w4ii ; ; � Walla go MW 111W Ma' maii tj a Or Viwi @LVAI : am a mallow =VA Kama lam r . • • • • • • r • . • • • • • - • • • • • • . - . • • • • • • • . • . . • r • • • • r - I _ I I • • • • • • • • • • • I • I I I I '1 Y � ' � II ' • I I • I • I r 1 . 1 • - _ •II{1 './II IIF :. WWI 4# 101 6 vq' iflal ; SEEN Awl -ARL'tV S & L - MIL "KhOSLUAJECALWAft Al 1011 . 1 a Sit 41 W ;w WORMW MINE ! 1 11 NO ME gii WE a Rome OIL LV "102% aft,sl VIV 1 •NOW • vi 1 • • 0 • • • • UNWRAP • • • • • • • • • • • • • • • • • • • . • , • r • • • • • • - WWI Nol .AWARdISULNAW . AN Aa WARFELIMMI • • • • • • , A, WMEW-MeNIM : VAN IWIWaFp MI WIN mullml Ila q MIN" , • , - , . . . • . . . PA I iL All • . AAA wk IWJNAkMfLNV Wm 9 ' MIN am :waI . . • ' • AN . . ca . . ARTICLE 12 UNCOVERING AND CORRECTION OF WORK 12 . 1 UNCOVERING OF WORK 12 . 1 . 1 If a portion of the Work is covered contrary to the Architect's request or to requirements specifically expressed in the Contract Documents, it mss# shall• if required in writing by the Architect, be uncovered for the Architect's examination and be replaced at the Contractor's expense without change in the Contract Time or the Contract Sum. 12 . 1 . 2 If a portion of the Work has been covered which is not contrary to requirements specifically expressed in the Contract Documents and which the Architect has not specifically requested to examine prior to its being covered, the Architect and Owner may in writing request to see such Work and it shall be uncovered by the Contractor. If such Work is in accordance with the Contract Documents, costs of uncovering and replacement shall, by appropriate Change Order, be at the Owner's expense . If such Work is not in accordance with the Contract Documents, cost Of uncovering_correction and replacement shall be at the THIS DOCUMENT HAS IMPORTANT LEGAL Contractor's expense unless the condition was caused by the Owner or a separate contractor CONSEQUENCES. CONSULTATION WITH AN in which event the Owner shall be responsible for payment of such costs. ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION. 12 . 2 CORRECTION OF WORK AUTHENTICATION OFTHI5 12 . 2 . 1 BEFORE OR AFTER SUBSTANTIAL COMPLETION ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA 12 . 2 . 1 . 1 The Contractor shall promptly correct Work rejected by the Architect or failing to DOCUMENT D401. conform to the requirements of the Contract Documents, whether discovered before or after Substantial Completion and whether or not fabricated, installed or completed. Costs of This document has been approved and correcting such rejected Work, including additional testing and inspections and endorsed by The Associated General compensation for the Architect's services and expenses made necessary thereby, shall be at the Contractors of America. Contractor's expense . 12 . 2 . 2 AFTER SUBSTANTIAL COMPLETION 12 . 2 . 2 . 1 In addition to the Contractor's obligations under Paragraph 3.5, if, within one year after the date of Substantial Completion of the Work or designated portion thereof or after the date for commencement of warranties established under Subparagraph 9.9.1, or by terms of an applicable special warranty required by the Contract Documents, any of the Work is found to be not in accordance with the requirements of the Contract Documents, the Contractor, at Contractor's expense , shall correct it promptly after receipt of written notice from the Owner to do so unless the Owner has previously given the Contractor a written express acceptance of such condition. The Owner shall give such notice promptly after discovery of the condition. If any of the Work is found to be not in accordance with the requirements of the Contract Documents during the one-year period for correction of Work and if the Owner fails to promptly thereafter notify the contractor and give the Contractor and opportunity to make the correction the Owner waives the right to require correction by the Contractor. Doting the one ear- a c fW k • f >fca:�ciivcc�-crnTcccroxx�vr-�rvr�, rr the 9wrler f$ils he Ge recter aAr� ity to mthn ake-nw- "la4n for- bmach of waffanty. If the Contractor fails to correct nonconforming Work within a reasonable time during that period after receipt of notice from the Owner or Architect, the Owner may correct it in accordance with Paragraph 2.4. 12 . 2 . 2 . 2 The one -year period for correction of Work shall be extended with respect to portions of Work first performed after Substantial Completion by the period of time between :V . • . _ _ . vi Substantial Completion and the actual completion ofperformance of the Work. ■� 12 . 2 . 2 . 3 The one -year period for correction of Work shall not be extended by corrective 01997 AIA® Work performed by the Contractor pursuant to this Paragraph 12.2. AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE Copyright 1911 , 1915, 1918, 125, 1937, 1 1, 1958, 1961, 1963, 1966, 1967, 170, 17 , 187, 197 byTe CONTRACT FOR CONSTRUCTION American Institute of Architects . Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution . WARNING: Unlicensed photocopying violates U .S . Washington, D .C. 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/52003. AIA License Number 1127252, which expires on 7/312003. 43 12 . 2 . 3 The Contractor shall remove from the site portions of the Work which are not in accordance with the requirements of the Contract Documents and are neither corrected by the Contractor nor accepted by the Owner. 12 . 2 . 4 The Contractor shall bear the cost of correcting destroyed or damaged construction , whether completed or partially completed, of the Owner or separate contractors caused by the Contractor's correction or removal of Work which is not in accordance with the requirements of the Contract Documents . 12 . 2 . 5 Nothing contained in this Paragraph 12.2 shall be construed to establish a period of limitation with respect to other obligations which the Contractor might have under the Contract Documents. Establishment of the one-year period for correction of Work as described in Subparagraph 12.2.2 relates only to the specific obligation of the Contractor to correct the Work, and has no relationship to the time within which the obligation to comply THIS DOCUMENT HAS IMPORTANT LEGAL with the Contract Documents may be sought to be enforced, nor to the time within which CONSEOUENCES. CONSULTATION WITH AN proceedings may be commenced to establish the Contractor's liability with respect to the ATTORNEY IS ENCOURAGED WITH RESPECT Contractors obligations other than specifically to correct the Work. TO ITS COMPLETION OR MODIFICATION. AUTHENTICATION OF THIS 12 . 3 ACCEPTANCE OF NONCONFORMING WORK ELECTRONICALLY DRAFTED AIA 12 . 3 . 1 If the Owner prefers to accept Work which is not in accordance with the DOCUMENT MAYBE MADE BY USING A!A DOCUMENT D401. requirements of the Contract Documents, the Owner may do so instead of requiring its removal and correction, in which case the Contract Sum will be reduced as appropriate and This document has been approved and equitable . Such adjustment shall be effected whether or not final payment has been made . endorsed by The Associated General Contractors of America. ARTICLE 13 MISCELLANEOUS PROVISIONS 13 . 1 GOVERNING LAW; VENUE 13 . 1 . 1 The Gen4aet -&he11 -be Bevel ed * 4he 4w& -o€ 4he whefe -the Project -is - leeated.ThiS agreement shall be governed by the laws of the State of Florida Venue for any lawsuit brought by either party against the other party or otherwise arising ou of this agreement shall be in Indian River County. ., Florida or in the event of federal iuridiction , in the United States District Court for the southem District of Florida 13 . 2 SUCCESSORS AND ASSIGNS 13 . 2 . 1 The Owner and Contractor respectively bind themselves, their partners, successors, assigns and 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 Contract Documents. Except as provided in Subparagraph 13.2.2, neither party to the Contract shall assign the Contract as a whole without written consent of the other. If either party attempts to make such an assignment without such consent, that party shall nevertheless remain legally responsible for all obligations under the Contract. 13 . 2 . 2 The O heut eensent -o€ 4-he Gentmeter; -essit* 4he Gentmet 4-e -a* - imsti4utional lender- providing eenstfuetion finaneing for- the Project. ill �1 � L 41. � shall assume-the 's -righl:s -end obligations adder Oke zentfaci Deetiffl : 4-ke - 13 . 3 WRITTEN NOTICE 13 . 3 . 1 Written notice shall be deemed to have been duly served if delivered in person to the f it individual or a member of the firm or entity or to an officer of the corporation for which it was intended, or if delivered at or sent by registered or certified mail to the last business address known to the party giving notice. 01997 AIA® AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE Copyright 911, 1915, 1 18, 19 5, 1 7, 1 51, 1958, CONTRACT FOR CONSTRUCTION 1 1, 1 3, 196 1 67, 1 1976, 1987, 19 7 y The American Institute of Architects . Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D .C . 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below, expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 .aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 44 13 . 4 RIGHTS AND REMEDIES 13 . 4 . 1 Duties and obligations imposed by the Contract Documents and rights and remedies available thereunder shall be in addition to and not a limitation of duties, obligations, rights and remedies otherwise imposed or available by law. 13 . 4 . 2 No action or failure to act by the Owner, Architect or Contractor shall constitute a waiver of a right or duty afforded them under the Contract, nor shall such action or failure to act constitute approval of or acquiescence in a breach thereunder, except as may be specifically agreed in writing. 13 . 5 TESTS AND INSPECTIONS 13 . 5 . 1 Tests, inspections and approvals of portions of the Work required by the Contract 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 Contractor shall make arrangements for such tests, inspections and approvals with an independent THIS DOCUMENT HAS IMPORTANT LEGAL testing laboratory or entity acceptable to the Owner, or with the appropriate public authority, CONSEQUENCES. CONSULTATION WITH AN and shall bear all related costs of tests, inspections and approvals. The Contractor shall give ATTORNEY 15 ENCOURAGED WITH RESPECT the Architect timely notice of when and where tests and inspections are to be made so that the TO ITS COMPLETION OR MODIFICATION. Architect may be present for such procedures. The Owner shall bear costs of tests, inspections AUTHENTICATION OF THIS or approvals which do not become requirements until after bids are received or negotiations ELECTRONICALLY DRAFTED AIA g DOCUMENT MAY BE MADE BY USING AIA concluded unless such tests inspections or approvals replace or modify pre existing DOCUMENT D401. requirements In which event the Owner shall bear any net additional costs thereof. , This document has been approved and 13 . 5 . 2 If the Architect, Owner or public authorities having jurisdiction determine that endorsed by The Associated General portions of the Work require additional testing, inspection or approval not included under Contractors of America. Subparagraph 13.5. 1, the Architect will, upon written authorization from the Owner, instruct the Contractor to make arrangements for such additional testing, inspection or approval by an entity acceptable to the Owner, and the Contractor shall give timely notice to the Architect of when and where tests and inspections are to be made so that the Architect may be present for such procedures. Such costs, except as provided in Subparagraph 13.5.3, shall be at the Owner's expense . 13 . 5 . 3 If such procedures for testing, inspection or approval under Subparagraphs 13.5.1 and 13.5.2 reveal failure of the portions of the Work to comply with requirements established by the Contract Documents, all costs made necessary by such failure including those of repeated procedures and compensation for the Architect's services and expenses shall be at the Contractor's expense . 13 . 5 . 4 Required certificates of testing, inspection or approval shall, unless otherwise required by the Contract Documents, be secured by the Contractor and promptly delivered to the Architect. 13 . 5 . 5 If the Architect is to observe tests, inspections or approvals required by the Contract Documents, the Architect will do so promptly and, where practicable, at the normal place of testing. 13 . 5 . 6 Tests or inspections conducted pursuant to the Contract Documents shall be made promptly to avoid unreasonable delay in the Work. �+ r 13 . 6 INTEREST 0% 13 . 6 . 1 Payments due and unpaid under the Contract Documents shall bear interest from the date payment is due at 10/6per montha10e-J; rate., _ he ra01997 AIA® AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE DCopyright 1911 , 1 15, 1 18, 1 25, 1 37, 1 51, 1 58, CONTRACT FOR CONSTRUCTION 1 1, 1 3, 1 6, 1 67, 1 7 1976, 1 87, 1997 y T e American Institute of Architects . Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D.C . 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 . aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/31/2003. 45 or-, in the absence thefeefi, at the legal mte pFe*&i4ing from tiffle to time at the plaee-where4-14h1e. Project is t ated 13 . 7 COMMENCEMENT OF STATUTORY LIMITATION PERIOD 13 . 7. 1 As between the Owner and Contractor: 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 run 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 Certificate 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 Certificate 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 THIS DOCUMENT HAS IMPORTANT LEGAL later than the date of issuance of the final Certificate for Payment; and CONSEQUENCES. CONSULTATION WITH AN . 3 After Final Certificate for Payment . As to acts or failures to act occurring ATTORNEY IS ENCOURAGED WITHRESPECT after the relevant date of issuance of the final Certificate for Payment, any TO ITS COMPLETION OR MODIFICATION. applicable statute of limitations shall commence to run and any alleged cause of AUTHENTICATION THIS ELECTRONICALLY DRRAIA action shall be deemed to have accrued in any and all events not later than the THIS BY date of any act or failure to act by the Contractor pursuant to an Warrant DOCUMENT MAY BE MADE BY USING AIA P Y Y DOCUMENT D401. provided under Paragraph 3.5, the date of any correction of the Work or failure to correct the Work by the Contractor under Paragraph its, or the date of actual This document has been approved and commission of any other act or failure to perform any duty or obligation by the endorsed by The Associated General Contractor or Owner, whichever occurs last. Contractors of America. ARTICLE 14 TERMINATION OR SUSPENSION OF THE CONTRACT 14 . 1 TERMINATION BY THE CONTRACTOR 14 . 1 . 1 The Contractor may terminate the Contract if the Work is stopped for a period of 30 consecutive days through no act or fault of the Contractor or a Subcontractor, Sub- subcontractor or their agents or employees or any other persons or entities performing portions of the Work under direct or indirect contract with the Contractor, for any of the following reasons: 1 issuance of an order of a court or other public authority having jurisdiction 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 because the Architect has not issued a Certificate for Payment and has not notified the Contractor of the reason for withholding certification as provided in Subparagraph 9.4.1, or because the Owner has not made payment on a Certificate for Payment within the time stated in the Contract Documents; or . 4 the Owner has failed to furnish to the Contractor promptly, upon the Contractor's request, reasonable evidence as required by Subparagraph 2.2.1. 14 . 1 . 2 The Contractor may terminate the Contract if, through no act or fault of the Contractor or a Subcontractor, Sub-subcontractor or their agents or employees or any other persons or entities performing portions of the Work under direct or indirect contract with the Contractor, repeated suspensions, delays or interruptions of the entire Work by the Owner as +, described in Paragraph 14.3 constitute in the aggregate more than loo percent of the total yI , 1� number of days scheduled for completion, or 12o days in any 365-day period, whichever is less. 14 . 1 . 3 If one of the reasons described in Subparagraph 14.1.1 or 14.1.2 exists, the Contractor 01997 AIA® may, upon seven days' written notice to the Owner and Architect, terminate the Contract and AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE Copyright 1911, 1 15, 1911, 1 5, 1 37, 1 51, 58, CONTRACT FOR CONSTRUCTION 1 1 , 1 1 19 7, 1 70, 1976, 1987, 19 y The American Institute of Architects. Fifteenth Edition . Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U .S . Washington, D .C. 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 . aia -- 5/5/2003. AIA License Number 1127252, which expires on 7/312003. 46 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. 14 . 1 . 4 If the Work is stopped for a period of 6o consecutive days through no act or fault of the Contractor or a Subcontractor or their agents or employees or any other persons performing portions of the Work under contract with the Contractor because the Owner has persistently failed to fulfill the Owner's obligations under the Contract Documents with respect to matters important to the progress of the Work, the Contractor may, upon seven additional days ' written notice to the Owner and the Architect, terminate the Contract and recover from the Owner as provided in Subparagraph 14.1.3. 14 . 2 TERMINATION BY THE OWNER FOR CAUSE 14. 2 . 1 The Owner may terminate the Contract if the Contractor: 1 persistently or repeatedly refuses or fails to supply enough properly skilled THIS DOCUMENT HAS IMPORTANT LEGAL workers or proper materials; CONSEQUENCES. CONSULTATION WITH AN . 2 fails to make payment to Subcontractors for materials or labor in accordance ATTORNEY IS ENCOURAGED WITH RESPECT with the respective agreements between the Contractor and the Subcontractors; TO ITS COMPLETION OR MODIFICATION. . 3 persistently disregards laws, ordinances, or rules, regulations or orders of a AUTHENTICATION ELECTRONICALLY DRR THISAFTED AIA public authority having jurisdiction; or DOCUMENT MAY BE MADE BY USING AIA . 4 otherwise is guilty of substantial breach of a provision of the Contract DOCUMENT D401. Documents. This document has been approved and 14 . 2 . 2 When any of the above reasons exist, the Owner, upon certification by the Architect endorsed by The Associated General that sufficient cause exists to justify such action , may without prejudice to any other rights or Contractors of America. remedies of the Owner and after giving the Contractor and the Contractor's surety, if any, seven days ' written notice, terminate employment of the Contractor and may, subject to any prior rights of the surety: 1 take possession of the site and of all materials, equipment, tools, and construction equipment and machinery thereon owned by the Contractor, . 2 accept assignment of subcontracts pursuant to Paragraph 5.4; and . 3 finish the Work by whatever reasonable method the Owner may deem expedient. Upon request of the Contractor, the Owner shall furnish to the Contractor a detailed accounting of the costs incurred by the Owner in finishing the Work. 14 . 2 . 3 When the Owner terminates the Contract for one of the reasons stated in Subparagraph 14.2.1, the Contractor shall not be entitled to receive further payment until the Work is finished. 14 . 2 . 4 If the unpaid balance of the Contract Sum exceeds costs of finishing the Work, including compensation for the Architect's services and expenses made necessary thereby, and other damages incurred by the Owner and not expressly waived, such excess shall be paid to the Contractor. If such costs and damages exceed the unpaid balance, the Contractor shall pay the difference to the Owner. The amount to be paid to the Contractor or Owner, as the case may be, shall be certified by the Architect, upon application, and this obligation for payment shall survive termination of the Contract. 14 . 3 SUSPENSION BY THE OWNER FOR CONVENIENCWO- 01 IN w 14 . 3 . 1 The Owner may, without cause, order the Contractor in writing to suspend, delay or interrupt the Work in whole or in part for such period of time as the Owner may determine . ® 1997 AIA® AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE Copyright 1911 , 1915, 1 1 , 1 5, 1 37, 1951, 195 , CONTRACT FOR CONSTRUCTION 1 1, 1 3, 1 66, 19 7, 1 7 , 1976, 19 7, 1997 y T e American Institute of Architects. Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution . WARNING : Unlicensed photocopying violates U .S. Washington, D .C . 20006-5292 copyright laws and will subject the violator to legal prosecution . This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 . aia -- 5!5/2003. AIA License Number 1127252, which expires on 7/31/2003. 47 14 . 3 . 2 The Contract Sum and Contract Time shall be adjusted for increases in the cost and time caused by suspension, delay or interruption as described in Subparagraph 14.3.1.. Adjustment of the Contract Sum shall include profit. No adjustment shall be made to the extent: 1 that performance is, was or would have been so suspended, delayed or interrupted by another cause for which the Contractor is responsible; or . 2 that an equitable adjustment is made or denied under another provision of the Contract. 14 . 4 TERMINATION BY THE OWNER FOR CONVENIENCE 14 . 4 . 1 The Owner may, at any time, terminate the Contract for the Owner's convenience and without cause . 14 . 4 . 2 Upon receipt of written notice from the Owner of such termination for the Owner's convenience, the Contractor shall: THIS DOCUMENT HAS IMPORTANT LEGAL 1 cease operations as directed by the Owner in the notice; CONSEQUENCES. CONSULTATION WITH AN 2 take actions necessa ATTORNEY 15 ENCOURAGED WITH RESPECT ry, or that the Owner may direct, for the protection and TO ITS COMPLETION OR MODIFICATION, preservation of the Work; and AUTHENTICATION OF THIS . 3 except for Work directed to be performed prior to the effective date of ELECTRONICALLY DRAFTED AIA termination stated in the notice, terminate all existing subcontracts and DOCUMENT MAY BE MADE BY USING AIA purchase orders and enter into no further subcontracts and purchase orders. DOCUMENT D401. 14 . 4 . 3 In case of such termination for the Owner's convenience, the Contractor shall be This document has been approved and endorsed by The Associated General entitled to receive payment for Work executed, and costs incurred by reason of such Contractors of America. termination, along with reasonable overhead and profit on the Work not executed. � r ® 1997 AIA® AIA DOCUMENT A201 - 1997 GENERAL CONDITIONS OF THE 0 Copyright 1911, 1915, 19181 1925, 1937$ 1951t 1958, 19611 1963, 19660 19670 1 7 , 19768 19871 1997y T e CONTRACT FOR CONSTRUCTION American Institute of Architects . Fifteenth Edition. Reproduction of the material herein or substantial The American Institute of Architects quotation of its provisions without written permission of the AIA violates the copyright laws of the United 1735 New York Avenue, N .W. States and will subject the violate to legal prosecution. WARNING : Unlicensed photocopying violates U .S. Washington, D .C. 20006-5292 copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. expiration as noted below. expiration as noted below. User Document: general conditions (standard) admin bldg 97 a201 . ala -- 5/5/2003 . AIA License Number 1127252, which expires on 7/31/2003. 48