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2008-101 S Purchasing - Construction Manager at Risk Services for Hillsborough Commons
ORANGE COUNTY AGREEMENT FOR CONSTRUCTION NORTH CAROLINA MANAGER AT RISK SERVICES This AGREEMENT is made and effective on this date: November 6, 2008 BETWEEN The Owner: ORANGE COUNTY, NORTH CAROLINA (hereinafter referred to as "Owner" or "the Owner") And the Construction Manager At Risk (hereinafter referred to as "CMAR" or "the CMAR"): RESOLUTE BUILDING COMPANY, INC. For services in connection with the Project known as: The HILLSBOROUGH COMMMONS as further described in Article 2 For which the Designer is: CORLEY, REDFOOT, ZACK ARCHITECTS 8, ENGINEERS, ATTN: KEN REDFOOT, 222 CLOISTER COURT, CHAPEL HILL, NC 27514 The Owner and CMAR, in consideration of their mutual covenants herein, agree as set forth below: TABLE OF CONTENTS ARTICLE I - RELATIONSHIP OF THE PARTIES 4 1.1 Owner and Construction Manager At Risk 1.2 Owner and Designer 1.3 CMAR and Contractors 1.4 Relationship of the CMAR to the Designer ARTICLE 2 - PROJECT DEFINITION ARTICLE 3- CONSTRUCTION MANAGER AT RISK'S SERVICES 4 3.1 CMAR Services 3.2 CMAR Personnel 3.3 Construction Management Plan 3.4 Consultant Selection 3.5 Time Management 3.6 Cost Management 3.7 Management information System (MIS) 3.8 Design Phase Services 3.9 Procurement Phase 3.10 Construction Phase 3.11 Post Construction Phase 3.12 Additional Services ARTICLE 4 - TIME FOR PERFORMANCE .................................................................................................... 16 4.1 Duration 4.2 Master Schedule 4.3 Non - waiver 4.4 Schedule Adjustment 4.5 Early Start 4.6 Recovery 4.7 Schedule Monitoring 4.8 Schedule Revisions 4.9 Aft-bboldIng Paymentfrom CMAR 4.10 Work by Owner 4.11 Force Maleure 4.12 Notice 4.13 Weather Delays 4.14 Damages for Delay 4.15 Liquidated Damaaes ARTICLE 5 -CHANGES IN THE CONSTRUCTION MANAGER AT RISK'S SERVICES AND ADDITIONAL 19 COMPENSATION 5.1 Owner Changes ARTICLE 6 - OWNER'S RESPONSIBILITIES ......................................... 20 6.1 Program 6.2 Decisions 6.3-_1nsurance 6.4 Notice of Nonconfonnitles 6.5 Approvals 6.6 Designer 6.7 Budge 6.8 Separate Contracts 6.9 Copies of Drawings and Specifications 6'.10 Permits and AppmygLs 6.11 Funding Requirements 6.12 �aornrnunlcaffon with Contractors 6.13 Copies of Notices and Communication 6.14 Owner's Representative 6.15 Payments to CMAR ARTICLE 7 - GUARANTEED MAXIMUM PRICE AND PAYMENT ...................................................................... 21 7.1 Guaranteed Maximum Price 7.2 Cost of the Work 7.3 Adlustments, to the Guaranteed Maximum Price 7.4 Fixed Fee and General Conditions Costs ' ARTICLE a - INSURANCE AND INDEMNITY ......................... ............................................................ I .......... 25 8.1,CMAR's Liability Insurance 8.2 Builder's Risk Insurance 8.3 lndemni ARTICLE 9 - TERMINATION AND SUSPENSION 9.1 Termination for Convenience 27 9.2 Termination for Defaul 9.3 Additional Termination Provisions, 9.4 Suspension ARTICLE 10 - DISPUTE RESOLUTION ....................................................................................................... 29 ARTICLE 11 -ADDITIONAL PROVISIONS .................................................................................................... 30 11.1 Confldentlall 11.2 Si 11.3 Limitation and Assignment 11.4 Minority Business. Enterprise Program 11.5 Extent of Agreement 11.6 Severability 11.7 Meaning of Terms 11.8 Notices 11.9 Rpn!Ls 11.10 Ownership of Documents ARTICLE 12 - SPECIAL GUARANTEED MAXIMUM PRICE PROVISIONS ......................................................... - 31 12.1 �Guaranteed Maximum Price Appendix A — Dispute Resolution Appendix B — List of Cost Elements Appendix C — Orange County Minority Business Enterprise Policy Appendix D — Divisions of the Work-for Guaranteed Maximum Price Appendix E — Project and Construction Budget Appendix F -- Master Schedule ARTICLE 1 RELATIONSHIP OF THE PARTIES 1.1 Owner and Construction Manager at Risk The CMAR and the Owner shall perform as stated in this Agreement and each accepts the relationship between them that is established by this Agreement. The CMAR covenants with the Owner to furnish professional construction management services during the Project. In broad terms, under this Agreement, the CMAR will perform construction services, including efficient value engineering reviews and project management, business administration and field supervision, and shall use its best efforts to see to it that the Work of the Project is done in the best and most expeditious; economical manner consistent with the interests of the Owner, and in strict conformity with the Contract Documents, including all reasonable implications therein, and to furnish its skill and judgment with due care in accordance with applicable federal, state, and local laws and regulations that are in effect on the date of this Agreement first written above. 1.2 Owner and Desiqner The Owner shall contract separately with the Designer to provide architectural and engineering design for the Project. The Project is defined in Article 2 of this Agreement. In this Agreement the term "Drawings and Specifications" shall refer to the drawings and specifications prepared by the Designer in accordance with its agreement with the Owner. 1.3 CMAR and Contractors The CMAR shall enter into contracts for labor, materials and services in accordance with N.C. Gen. Stat. § 143 -128.1 and other sections of Chapter 143 Article 8 of the North Carolina General Statutes relating to construction management at risk contracts. In this Agreement the term "Contractor" or "Contractors" shall refer to all persons with such contracts with the CMAR. 4 1.4 Relationship of the CMAR to the Designer In providing construction management services described in this Agreement, the CMAR shall maintain a working relationship with the Designer. The Designer is solely responsible for the Project design and shall perform in accordance with the Designer agreement with the Owner and nothing in this Agreement shall be construed to mean that the CMAR is responsible for the design of the Project or that the CMAR assumes any of the contractual or customary duties of the Designer or any other persons or parties not specified by this Agreement. The CMAR and the Designer shall each be provided with a copy of the other's contract with the Owner. ARTICLE 2 PROJECT DEFINITION The term "Project" when used in the Agreement shall mean the total construction of which the Work may be a whole or part of the Project. The term "Work" required for the "Project' used in this Agreement shall mean the various parts of total construction to be performed under this Agreement. The Project name and location is the Hillsborough Commons, Hillsborough, North Carolina. The Project is intended for use as a County facility for Social Services Delivery, as 'more fully described in this Agreement and all site plan and related documents submitted to The Town of Hillsborough as part of the Site Plan approval of the Project and as those documents are or will be modified to conform to Project approvals obtained by the Owner. The Project shall be fully described in the Contract Documents, which are hereby defined to include: This Agreement, the Orange County, North Carolina General Conditions of the Contract for Construction — Construction Manager at Risk, June 2007 Edition, plus the Drawings and Specifications prepared by the Designer, plus allowable Modifications to the Contract Documents. ARTICLE 3 CONSTRUCTION MANAGER-AT RISK'S SERVICES 3.1 CMAR Services The CMAR shall perform the Services described herein. The sequence in which they are provided shall be as set forth in the approved Construction Management Plan. 3.2 CMAR Personnel The services to be provided by the CMAR under this Agreement shall be performed by personnel identified by the CMAR, and approved by the Owner, before commencing services. The furnishing of services by such personnel throughout the duration of the Project, and any individuals approved by the Owner to replace them, is of the essence to this Agreement. 3.2.1 Additions, Removals Replacements From time to time, personnel may be added as necessary and appropriate to the stage of planning, programming, designing and constructing the Project. The CMAR shall anticipate the need for such additional personnel by submitting to the Owner, no later than seven (7) days prior to the need for the additional personnel, a list of the proposed additional personnel, attaching the resumes of proposed additional personnel, and stating the reasons for such additions. The Owner shall. promptly review the proposed additions and either approve or disapprove the additional personnel In writing. The CMAR shall not employ any individual to perform the functions of any approved personnel without the advance approval of the Owner, which approval may be granted or withheld in Its sole discretion. The CMAR shall not for so long as any approved person Is employed by the CMAR, remove, substitute or reduce the time devoted to the Project by such person without the Owner's prior written approval, which may be granted or withheld In Its sole discretion. If the Owner is for any reason dissatisfied with the services rendered by any approved person, the CMAR shall promptly remove such person and recommend a replacement. If any approved person ceases employment with the CMAR, or If the Owner requests the removal of any such person, then the CMAR shall promptly notify the Owner of a proposed substitute of at least equal qualifications to perform the same functions, and provide a resume .for the substitute. Each substitute person must be approved by the Owner prior to commencing performance of any services for the Project, which approval may be granted or withheld in the Owner's sole discretion. The CMAR shall bear, at its own expense and without reimbursement by the Owner, all costs associated with replacing, for any reason, any approved personnel. The CMAR shalt remain solely responsible to the Owner, notwithstanding the Owner's approval of any approved personnel, for the quality and performance of all services provided by such personnel. Q 3.2.2 CMAR's Proiect Representative The CMAR shall designate a Project Representative who has the authority to act on behalf of the CMAR In respect to all matters that are the subject of this Agreement, including, without limitation, the power and authority to enter into agreements or modifications that contractually bind the CMAR. The Project Representative shall be available at all times during all phases of performance of services under this Agreement to consult with the Owner on matters pertinent to design and construction of the Project. 3.2.3 CMAR's Employees None of the persons employed by the CMAR shall be considered employees of the Owner. The CMAR shall be solely responsible for any workers' compensation obligations, withholding taxes, unemployment insurance, compliance with immigration and licensing laws, and any other employer obligations with respect to all of their respective employees. 3.3 Construction Management Plan Within 30 , days after execution of this Agreement, the CMAR shall present to the Owner a Construction Management Plan for the Project, including dates by which deliverables required by the Construction Management Plan will be completed. The CMAR shall make recommendations for revisions to the Construction Management Plan throughout the duration of the Project, as may be appropriate. In preparing the Construction Management Plan, the CMAR shall consider the Owner's schedule, budget, and design requirements for the Project. The CMAR shall then develop various alternatives for the sequencing and management of the Project and shall make recommendations to the Owner. The Construction Management Plan shall also Include a description of the various bid packages recommended for the Project. The Construction Management Plan shall be presented to the Owner for acceptance. Revisions approved by the Owner shall be incorporated into the Construction Management Plan. 3.4 Consultant Selection If requested by the Owner, the CMAR shall assist the Owner in the selection of designers and other consultants necessary for the Project (generally referred to in this Agreement as "Consultants ") by developing lists of potential firms, developing criteria for selection, preparing and transmitting the requests for proposal, assisting in reviewing written proposals, assisting in conducting Interviews, evaluating candidates and making recommendations. 3.4.1 Consultant Contract Preparation If requested by the Owner, the CMAR shall assist the Owner in the preparation and review of Agreements between the Owner and the Consultants engaged by the Owner. 3.4.2 Consultant Orientation If requested by the Owner, the CMAR shall conduct or assist the Owner in conducting orientation sessions during which the Consultants shall receive information regarding the Project scope, schedule, budget, and administrative requirements. 3.5 Time Management The CMAR shall be responsible for Project scheduling and efficient and timely prosecution and completion of the Work, as follows: 3.5.1 Master Schedule In accordance with the Construction Management Plan, the CMAR shall prepare a Master Schedule for the Project. The Master Schedule shall specify milestone dates and the proposed start and finish dates for each major .project activity Including all design 'and construction activities. The. CMAR shall submit the Master Schedule to the Owner for acceptance. 3.5.2 Updates and Revisions to Master Schedule As necessary throughout the Project, the CMAR.may make revisions to the Master Schedule so long as such revisions do not alter agreed milestone dates. All adjustments to the Master Schedule shall be made for the benefit of the Project. The Owner shall issue change orders to the appropriate parties as required by this Agreement to implement justified revisions to the agreed milestone dates in the Master Schedule. During the Construction Phase, the CMAR shall update the Master Schedule and distribute copies to the Owner and Designer monthly. 3.5.3 Design Phase Milestone Schedule In accordance with the Construction Management Plan, after the Owner accepts the Master Schedule the CMAR shall prepare a Milestone Schedule for the Design Phase. The Design Phase Milestone Schedule may be Incorporated into the contract for the Designer and shall be a method for judging progress during the Design Phase, The Design Phase Milestone Schedule activities shall include schematic design documents, design development documents, construction documents, permitting, creation of separate specifications and Q bid packages, and selection and approval of long -lead -time components of the Project. The CMAR shall monitor compliance with the Design Phase Milestone Schedule, and promptly notify the Owner and Designer of any delay or change in the Design Phase Milestone Schedule. 3.5.4 Pre -Bid Construction Schedules Prior to transmitting Contract Documents to bidders, the CMAR shall prepare a Pre -Bid Construction Schedule for each part of the Project and make the schedule available to the bidders during the Procurement Phase. The CMAR shall inform the bidders of their responsibilities regarding the Pre -Bid Construction Schedule specified in the Instructions to Bidders or Contract Documents. 3.5.5 Contractor's Construction Schedule The CMAR shall provide a copy of the Master Schedule to the bidders. As part of the notice of award of each contract, the CMAR shall inform each Contractor of the requirements for the preparation of a construction schedule. The Contractor shall prepare its own construction schedule in accordance with the requirements of the Contract Documents. The Contractor's construction schedule shall establish completion dates that comply with the requirements of the Master Schedule. 3.6 Cost Management The CMAR shall be responsible for Implementing a system of cost control, for the completion of the Project within the Guaranteed Maximum Price agreed to by the CMAR and the Owner as set forth herein. 3.6.1 Construction Market Survey In accordance with the Construction Management Plan; the CMAR shall, at the written request of the Owner, conduct a Construction Market Survey to provide current information regarding the general availability of local construction services, labor, materials and equipment cost and other economic factors related to the Project. A report of the Construction Market Survey shall be provided to the Owner and the Designer. 3.6.2 Proiect and Construction Budget Based on the Construction Management Plan and the Construction Market Survey, the CMAR shall prepare a Project and Construction Budget based on separate divisions of the Work required for the Project and shall identify contingencies for design and construction. The CMAR shall submit the Project and Construction Budget to the Owner for acceptance. If the CMAR believes that additional surveys, geotechnical investigations, environmental assessments or other testing or Investigation is necessary and reasonable to fashion a reliable Project and Construction Budget, the CMAR shall make' recommendations to the Owner for such services, with an explanation of why the CMAR believes that the services are reasonable and necessary. The decision to procure such services shall be solely in the discretion of the Owner, and shall be at the Owner's expense. • The Project and Construction Budget shall be revised as directed by the Owner. 3.6.3 Preliminary Estimate and BudgetAnaivsis The CMAR shall analyze and report to the Owner the cost of various design and construction alternatives, including the assumptions by the CMAR in preparing its analysis, a variance analysis between budget and preliminary estimate, and recommendations for any adjustments to the budget. As a part of the cost analysis, the CMAR shall consider costs relating to efficiency, usable life, maintenance, energy, and operation. 3.6.4 Cost Control Following the completion of each design phase milestone, the CMAR shall prepare an estimate of the construction cost for the Design Drawings and Specificatio ns. furnished by the Designer. Each estimate shall be accompanied by a report to the Owner and Designer Identifying variances from the Project and Construction Budget as well as the assumptions made by the CMAR In 'preparing the estimate. The CMAR shall reconcile its estimates with the Project Budget and the Construction Budget, and with any independent estimates obtained by the Owner. The CMAR shall coordinate the activities of the Owner and Designer and provide cost estimating and value, engineering studies when changes to the design are required to remain within the Project and Construction Budget. 3.6.5 Protect and Construction Budget Revision The CMAR shall make recommendations to the Owner concerning design changes that may result in revisions to the Project and Construction Budget and divisions of the Work required for the Project. 3.6.6 Value Engineering Studies The CMAR shall provide value engineering recommendations to the Owner and Designer for major construction components, Including cost evaluations of alternative materials and systems. 7 3.6.7 Estimates for Addenda Prior to bidding, the CMAR shall notify the Owner and the Designer if any addendum issued by the Designer could impact the Cost of the Work of the Project, and will prepare an estimate of costs for all such addenda and shall submit the estimates to the Owner for approval. After approval by the Owner, addenda shall be transmitted to bidders by the CMAR. Once bids are received and contracts are awarded to each Contractor, any addenda issued by the Designer which affects a Contractor shalt be processed through the change order provisions in the Agreement. 3.6.8 Analyzing Bids: Upon receipt of bids, the CMAR shall evaluate the bids, including alternate prices and unit prices, and before award of any construction contract shall provide the Owner and the Designer with a report summarizing the bids. 3.6.9 Schedule of Values (Each Contract) The CMAR shall, in participation with the Contractors, determine a Schedule of Values for each of the construction contracts. The Schedule of Values shall be the basis for the allocation of the Construction Contract price to the activities shown on the Contractor's Construction Schedule. 3.6.10 Allocation of Costs to Contractor's Construction Schedule (Not used.] 3.6.11 Change Order Control The CMAR shall establish and implement a change order control system. 3..6.11.1 All proposed Owner - initiated change orders shall first be described in detail in writing by the Owner, or the Designer if so requested by the Owner, and forwarded to the CMAR. The CMAR shall then forward a request for proposal to' the appropriate Contractor (or Contractors), accompanied by technical Drawings and Specifications prepared by the Designer. In response to the request for a proposal, the Contractor shall submit to the CMAR for evaluation detailed information concerning the costs and time adjustments, if any, necessary to perform the proposed change order work. The CMAR shall review the Contractor's proposal, shall discuss the proposed change order with the Contractor and determine the Contractor's basis for the cost and time to perform the Work and, as applicable, the effect, if any, on the Guaranteed Maximum Price. The CMAR shall present its findings to the Owner and Designer. Following Owner acceptance, the Designer shall prepare the change order documents for signature by. the CMAR and Owner. Upon execution of the change order documents between the CMAR and Owner, the CMAR shall prepare change order documents for signature by the affected Contractor(s). The CMAR shall verify that any adjustment of time required by approved change orders has been incorporated into the Contractor's Construction Schedule. 3.6.11.2 The CMAR shall review the contents of all Contractor - requested changes to the contract time or price, determine whether an adjustment to the Guaranteed Maximum Price or the Master Schedule Is warranted under the Contract, and determine the amount or length, if any, of the allowable adjustment to the Guaranteed Maximum Price and the Master Schedule. If the .CMAR believes that an adjustment to this Contract might be warranted by a Contractor change request, the CMAR shall provide the Designer with a copy of the change request, and - the CMAR shall, in Its evaluations of the Contractor's request, consider the Designer's comments regarding the proposed changes. The CMAR shall present its findings to the Owner and Designer regarding the proposed changes. if, after review by the Owner and Designer, the Owner determines that an adjustment to the Guaranteed Maximum Price or Master Schedule is warranted, the Designer shall prepare the change order documents for signature by the CMAR, the Owner and -the Designer. Upon execution of the change order documents between the CMAR and Owner, the CMAR shall prepare change order documents for signature by the affected Contractor. 3.6.11.3 In Instances where a lump sum or unit price is not authorized by the Owner in a change order prior to performing Work described in a request for proposal as provided in Paragraph 3.5.11, the CMAR shall request from the Contractor records of the cost of payroll, materials and equipment and the amount of payments to subcontractors incurred by the Contractor in performing the Work. 3.6.12 Trade -Off Studies The CMAR shall provide trade -off studies for various minor construction components. The results of the trade -off studies shall be In report form and distributed to the Owner and Designer. 3.6.13 Pro cress Payments Q In consultation with the Designer, the C* MAR shall inspect the work to determine compliance with the Contract Documents, review the monthly payment applications submitted by each Contractor and determine whether the amount requested reflects the progress of the Contractor's Work. The CMAR shall make appropriate adjustments to each payment application and shall prepare and forward to the Designer and Owner a progress payment report. The report shall state the total contract price, payments to date, current payment requested, retainage and actual amounts owed for the current period. Included in this report shall be a certificate of payment that shall be signed by the CMAR and delivered to the Owner. The CMAR shall make payments that are due to all contractors, suppliers, and material men within seven (7) days following payment for the work, supplies and materials by the Owner to the CMAR as provided in Paragraph 7.4.4 . In addition, the CMAR shall keep the Project and the site on which Work is performed free and clear of all liens and claims from Contractors, subcontractors, or suppliers. Each payment application from each Contractor and the CMAR shall contain sales tax information on forms provided by the Owner. 3.7 Management information System (MIS) The CMAR shall develop a MIS to establish communication between the Owner, CMAR, Designer, and other parties on the Project. In developing the MIS, the CMAR shall interview the Owner's and the Designer's key personnel and others to determine the type of information for reporting, the reporting format, and the desired frequency for distribution of the various reports. At a minimum, the MIS shall include the elements described in this section. 3.7.1 Pre - construction Procedures As part of the MIS, the CMAR shall establish procedures for reporting, communication, and administration during the Design Phase and regulatory permitting. 3.7.2 Schedule Maintenance Reports The CMAR shall prepare and distribute schedule maintenance reports on a monthly basis that shall contrast actual progress against scheduled progress for each Phase and the overall Project and shall make recommendations to the Owner for corrective action to maintain the Master Schedule and all design and construction schedules. During the Construction Phase the reports shall compare the actual construction dates to scheduled construction dates of each separate construction contract and to the Master Schedule for the Project. 3.7.3 Project Cost -Reports The CMAR shall prepare and distribute project cost reports on a monthly basis that shall indicate estimated costs compared to the Project Guaranteed Maximum Puce and shall make• recommendations to the Owner for corrective action to maintain all budgets and the Guaranteed Maximum Price. During the Procurement Phase, the reports shall specify the actual award prices and construction costs for the Project, compared to the Project Guaranteed Maximum Price. During the Construction Phase the reports shall specify actual Project and construction costs compared to the Project Guaranteed Maximum Price. 3.7.4 Cash Flow Report The CMAR shall periodically prepare and distribute a cash flow report. The reports shall be based on actual award fees and prices and on actual design and construction costs for the Project The reports shalt specify the actual cash flow compared to the projected cash flow. 3.7,5 Change Order Report The CMAR shall prepare and distribute Design Phase reports on a monthly basis that shall list all Owner- approved addenda, substitutions and change orders as of the date of the report .and shall state the effect of the changes on the Project and Construction Budget and the: Master Schedule. The CMAR shall continue to prepare and distribute monthly change order reports during the Construction Phase. The report shall include logs of all requests for information, requests for interpretation of the design documents, requests for proposals, notices of events that might justify an adjustment In the Guaranteed Maximum Price or Master Schedule, and status of critical decisions to be made by the Owner or the Designer. The report shall list all Owner - approved change orders by number, a brief description of the change order work, the cost established in the change order and percent of completion of the change order work. The report shall also Include 'similar Information for potential. change orders or impact on the Guaranteed Maximum Price of which the CMAR may be aware. 3.7.6 Proiect and Construction Budget Revisions The CMAR shall make recommendations to the Owner concerning construction changes that may result in revisions to the Project Guaranteed Maximum Price. W 3.7.7 Progress Payment Reports (Each Contract) The CMAR shall prepare and distribute the progress payment reports. The reports shall state the total construction contract price, payment to date, current payment requested, retainage, sales and use tax paid, and actual amounts owed this period. A portion of this report shall be a certificate of payment that shall be signed by the CMAR and delivered to the Designer and the Owner. 3.7.6 Contractor's Safety Program On a monthly basis, the CMAR shall review the safety programs of each Contractor and confirm that each Contractor has established and implemented safety programs as required by the Contract Documents. 3.7.9 Final Inspections and Commissioning The CMAR shall schedule final Inspections and, if required by. the Contract Documents, commissioning of systems in the Project, and shall compile and organize all Inspection reports for the Project records. 3.7. 10 Closeout Reports, At the conclusion of the Project, the CMAR shall prepare final project accounting and closeout reports. 3.7.11 MIS Reports for Move -in and Occupancy In consultation with the Owner, the Designer and appropriate regulatory agencies, the CMAR shalt prepare and distribute reports associated with the Occupancy Plan. 3.8 Design Phase Services All drawings and specifications shall be, prepared by' the Designer and submitted to the Owner for review and authorization to proceed with procurement and construction. The CMAR shall provide the following services related to design of the Project. 3.8.1 Project Conference In accordance with the approved Construction Management Plan and Master Schedule, the CMAR shall conduct a project conference attended by the Designer, the Owner and others as necessary. During the Project Conference, the CMAR shall review the Construction Management Plan, the Master Schedule, the Design Phase Milestone Schedule, the Project Guaranteed Maximum Price, and the MiS. The CMAR shall conduct and prepare minutes of this meeting. 3.8.2 Design Phase Information The CMAR shall monitor the Designer's compliance with the Construction Management Plan and the MIS and the CMAR shall coordinate and expedite the flow of information between the Owner, Designer, the OMAR and others as necessary. 3.8.3 Progress Meetings The CMAR shall participate In regularly scheduled progress meetings attended by the Owner, CMAR and others as necessary. Such meetings shall serve as a forum for the exchange of Information concerning the Project and the review of design progress. The Designer shall prepare and distribute minutes of these meetings to the Owner, CMAR and others. 3.8.4 Review of Design Documents The CMAR shall review all design documents, Including drawings, specifications, addenda, and supplemental design information, for clarity, consistency, constructibility and coordination among the Contractors. The results of the review shall be provided in writing as notations on the documents or in a written report. The CMAR is not responsible for providing, nor does the CMAR control, the Project design and contents of the design documents. By performing the reviews described herein, the CMAR is not acting in a manner so as to assume responsibility or liability, In whole or in part, for all or any part of the Project design and design documents. The CMAR's actions In reviewing the Project design and design documents and In making recommendations as provided herein are only advisory to the Owner. 3.8.5 Design Recommendations The CMAR shall make recommendations to the Owner and Designer with respect Jo constructibility, construction cost, sequence of construction, construction duration, possible means and methods of construction, time for construction, and separation of the Project contracts for various categories of Work. In addition, the CMAR shall give to the Designer all data of which it is aware concerning patents or copyrights for inclusion in Contract Documents. 3.8.6 Owner Design Reviews The CMAR shall expedite the Owner's design reviews by compiling and conveying the Owner's comments to the Designer. 3.8.7 Approvals by Regulatory Agencies 10 The CMAR shall assist the Designer with transmittal of documents to regulatory agencies for review and shall advise of potential problems in completing such reviews. 3.8.8 Construction Contracts and General Conditions The CMAR shall recommend for approval by the Owner the appropriate Contractor bid packages. The CMAR shall take into account the needs of the Project, the Master Schedule, risk management, and the available resources, and divide the Work for the best benefit of the Project. The CMAR and the Designer shall collaborate on the preparation of bid documents consistent with the bid packages identified by the CMAR and approved by the Owner. Consistent with State law, one or more bid packages shall be prepared for each of the general construction, electrical, mechanical, fire protection, and plumbing divisions of the Work of the Project. The CMAR shall prepare any other contract packages for other divisions or subdivisions of the Work as agreed with the Owner. The form of agreement and general conditions for use in the contracts between the CMAR and the Contractors for construction for the Project shall be based on a form of Agreement selected by the CMAR that is consistent with and the General Conditions of the Orange County Contract For Construction — Construction Manager at Risk. The requirements of this Agreement shall be included in each construction contract to the extent applicable to the construction contract. Supplementary General Conditions for Contractors shall be prepared by the CMAR and submitted to the Owner and the Designer with adequate time for review and comment before inclusion In bid packages. The Designer and the CMAR will collaborate on the preparation of the general Division One requirements of the Specifications. Separate General Conditions for materials and equipment procurement shall be prepared by the CMAR to meet the specific requirements of the Project using forms approved by the Owner. The CMAR shall be afforded a reasonable opportunity to review and comment on all special warranties and other obligations imposed on the Contractors by the Specifications. 3.8.9 Public Relations The CMAR shall assist the Owner in public relations activities and shall prepare information for and attend public meetings regarding the Project as reasonably required by the Owner. 3.8.10 ProtectFunding The CMAR shall assist the Owner in preparing documents concerning the Project for use in obtaining or reporting on project funding. The documents shall be prepared in a form approved by the Owner. 3.9 Procurement Phase All construction contracts labor, materials and services shall be procured in accordance with N C Gen Stat S 143-128.1 and other sections of Chapter 143 Article 8 of the North Carolina General Statutes relating to construction management at risk contracts. 3.9.1 Preoualifyinq_Bidders The CMAR shall develop lists of possible bidders and shall prequalify bidders. This service shall include the following: preparation and transmission of questionnaires; receiving and analyzing completed questionnaires; interviewing possible bidders, bonding agents, and financial institutions; and preparing summary reports regarding this activity to the Owner. The CMAR shall also prepare and transmit to the Owner a bidders list for each bid package. The Owner shall notify the CMAR promptly of any reasonable objections to a proposed bidder, and the CMAR shall remove that bidder from the bidders list. 3.9.2 Bidder's Interest Campaign The CMAR shall conduct a telephonic and correspondence campaign to attempt to create interest among qualified bidders, both to foster competition for the Work of the Project, and to satisfy the requirements of the Owner's Minority Business Enterprise Policy, attached to this Agreement as Appendix C. 3.9.3 Notices and Advertisements The CMAR shall prepare and place notices and advertisements to solicit competitive bids for the Project. 3.9.4 Delivery of Bid Documents The CMAR shall expedite the delivery of bid documents to the bidders. The CMAR shall obtain a full set of documents from the Designer and arrange for printing, binding, wrapping and delivery to the bidders. The CMAR shall maintain a record of bidders receiving documents. 3.9.5 Pre -Bid Conference In conjunction with the Designer, the CMAR shall conduct a Pre -Bid Conference. These conferences shall be forums for the CMAR and Designer to explain to the bidders the Project requirements, including information concerning schedule requirements, time and cost control requirements, access 11 requirements, contractor interfaces, minority and women's business enterprise goals, the project administrative requirements and technical information. 3.9.6 Information to Bidders The CMAR shall develop and coordinate procedures to provide answers to bidders' questions. 3.9.7 Addenda The CMAR shall receive from the Designer a copy of all addenda. The CMAR shall review addenda for clarity, consistency and coordination. By performing the reviews described herein, the CMAR is not acting in a manner so as to assume responsibility or liability, in whole or in part, for all or any part of the Project design or the content of the design documents. The CMAR shall also distribute a copy of all addenda to each bidder receiving documents. 3.9.8 Bid Openino The CMAR shall conduct bid openings in accordance with statute and shall evaluate the bids to determine the lowest responsive and responsible bidder. The CMAR shall not award or enter into any. contract for Work on the Project until the CMAR has provided the Owner with written notice of the intent to award the contract with reasons for awarding the contract to the successful bidder. This written notice shall also describe . compliance by the bidder with the Owner's Minority Business Enterprise Policy, attached to this Agreement as Appendix C The Owner shall be given reasonable opportunity to consider the qualifications of the successful bidder, and the Impact of award of the contract on the Project and Construction Budget. 3.9.9 Construction Contracts At the direction of the Owner, the CMAR shall prepare, execute, and deliver the Contract Documents between the CMAR and the Contractors. The CMAR shall also issue the notices to proceed. 3.9. 10 Permits Insurance and Labor Affidavits The CMAR shall verify that all required building permits, bonds, insurance, labor affidavits, and waivers required for the Project have been obtained. 3.10 Construction Phase The CMAR shall be responsible for construction administration and management, overall field supervision, Project safety program, quality assurance, and other services needed to construct the Project* in the most expeditious, economical manner consistent with the interests of the Owner and the requirements of the Contract Documents. 3.10.1 - In connection with the Deaigner, the CMAR shall conduct Pre-Construction Conference during which the CMAR oho|| review the reporting pmoeduea, site operations and other contractual requirements for the Project. 3.10.2 Onsite Management and Construction Phase Communication Procedures The CMAR shelf provide and maintain omanagement team on the Pn4nmt site to pmvilde contract administration and the CMAR shall establish and Implement coordination and communication procedures among the CMAR. Owner, Designer, and Contractors. 3.1{.3 Contract Administration Procedures The CMAR shall bstablish and Implement procedures for expediting and processing requests for infonnation, shop drawinDo, material and equipment sample oubm|Mo|o. Contractor schedule adjuohnents, change nndors, oubohtutes, payment requests and the maintenance of logs. The OMAR shall maintain daily job reports. The CMARshall be the party to whom requests for information, submittals, Contractor schedule adjustments, ouhotituhao, change order requests and payment requests shall be submitted hy the Contractors. 3.10.4 Proiect Site Meetings The CMAR shall conduct weekly coordination meetingoat'tm site with all Contractors. As set forth In the Master Schedule and the Contract Documents, the CMAR shall conduct pre- installation and pmvonmuucUpn meetings for key components of the Work. The CMAR shall conduct a monthly meeting with the Owner and the Designer |o update them nn progress ofthe Work. The CMAR shall mcond, transcribe and distribute minutes nf all project site meetings to all attendees, the Owner and Designer. 31[.5 Coordination of Other Independent Consultants Technical inspection and testing required by the Designer, the Owner or others shall be coordinated by the OMAR. Tho CM\R shall be provided with a copy of all Inspection and testing reports on the day of the Inspection or test or when Issued. 12 3.10.6 Contractor's Construction Schedule The CMAR shall review, to the extent required by the CMAR. each Contractor's Construction Schedule and shall verify that the schedule Is prepared in accordance with the requirements ot#heCnnhnctDocumentsondthat -itestahUohamnomp|ohon dates that comply with the requirements of the Master Schedule. The CMARand the Owner shall together approve the Contractors for which a Construction Schedule |nrequired. 3.10.7 Construction Schedule Report The CMAR shall review the progress of construction of each Contractor ono weekly basis, shall evaluate the percentage complete of each construction activity as Indicated in the Contractor's Construction Schedule and shall review such percentages with the Contractor, This evaluation. shall serve ou' data for Input tnamonth�CunehucUon Schedule mpo�that shall he prepared and distributed to the Contractor, the Owner and Designer. The report shall indicate the actual pmgmoo compared to scheduled progress and shall serve no the basis for the progress payment to the Contractor, The CMAR ohe\| determine and Implement o|hamaUvo courses of action that may be necessary to achieve contract uomp||enoo by the Contractor, 310} Recove[y Schedules In the event the Project is falling behind schedule, thmCMAR shall require each Contractor tu prepare and submit arecovery schedule as specified in the-Contract Documents. TheOMAR shall review and ascertain that the Contractor is providing sufficient resources to regoin|oaLtime. 3.10.9 Requests for. Changes to the Contract Time and Guaranteed Maximum Price The CMARahoK revi.ew the contents of a. request for changes to the construction contract time or price submitted by a Contractor, assemble Information concern|ngt!)e request and endeavor to dohanninm the cause nfthe request. In inmonrno where the CMAFYoeno|ynio reveals that the request is valid, the CMARnhoU prepare o detailed report to the Designer and the Owner for review, consideration and approval. The OMAR uhoU, prior to the issuance of change order, determine the effect on the Master Schedule cf time, extensions requested by the Contractor. The Designer nho|| prepare the necessary change order documents. for signing by the GMAR. Designer and Owner. The CMAR ohei\ then prepare the necessary documents to effect a change to the contract with the Contractor. In Its sole discretion the Owner may approve a change in the Guaranteed Maximum Price that corresponds with any approved construction contract change order. 3.10.10 Quality Review and Warranty The CMAR unconditionally warrants and guarantees all materials and workman ship, against patent defects arising from faulty materials, faulty workmanship or negligence for a period of twelve (12) months following the date of substantial completion of the Work and shall replace such . defective materials or workmanship without cost to the Owner. 3.10.10.1 In addition to the foregoing general warranty, the Contract Documents may require extended warranties for specified building components, Including without limitation mechanical and electrical equipment, elevators and escalators, security equipment, roof, curtain wall, doors and waterproofing. Extended warranties shall be specified in the Contract Documents. All such extended warranties shall either be provided by the CMAR or by a Contractor or manufacturer as provided in the Contract Documents. Such warranties shall provide, at a minimum, for the repair or replacement of defective or non- conforming components within the warranty period. 3.10.10.2 The CMAR shall establish and implement a program to monitor the quality of construction. The purpose of the program shall be to guard the Owner against defects and deficiency in the work of the Contractors. The CMAR shall transmit to the Designer and the Contractor a notice of nonconforming work and may require that the Contractors correct Work at no expense to the Owner when it Is the opinion of the CMAR that the Work does not conform to the requirements of the Contract Documents. Except for minor variations as stated herein, the CMAR is not authorized as part of this service to change, evoke, enlarge, relax, alter, or to release any requirement of the Contract Documents or to approve or accept any portion of the Work not performed in accordance with the Contract Documents. 3.10. 11 Testing by the CMAR The CMAR shall recommend to the Owner additional tests and inspections that the CMAR believes should be conducted to monitor the quality of construction and compliance with the Contract Documents. Notice of all such tests and Inspections shall be provided to the Owner and the Designer, and copies of the results and reports of ail such tests and inspections shall be provided to the Owner and the Designer. 13 3.10.12 Operation and Maintenance Materials The CMAR shall obtain from the Contractors, review and assemble operation and maintenance manuals, warranties and guarantees for materials and equipment installed in the Project, In accordance with the Contract Documents and the Master Schedule. It is expected that all operation and maintenance manuals will be compiled and delivered to the Owner before the Project Is .substantially complete, and generally when the Work is eighty percent complete. 3.10.13 Substantial Completion Substantial completion is the point in time when the Work, as determined by the Designer, is sufficiently complete in accordance with the Contract Documents that it can be utilized by the Owner for its intended use, and all necessary permits and permissions for beneficial occupancy and utilization having been obtained by the CMAR. All operations and maintenance manuals, Owner training, and as -bunt drawings must be submitted prior to Final Completion being achieved. The CMAR shall, prior to requesting a Certificate of Substantial Completion, prepare and submit to the Contractors lists identifying Work that does not conform to the Contract Documents. The CMAR shall not request a Certificate of Substantial Completion from the Designer until the CMAR believes that the Project is substantially complete and certifies to the Designer that all of the Work Is substantially complete. The Designer shall then determine Whether the Project is substantially complete. Upon Substantial Completion, the Designer shall prepare and submit to the CMAR a deficiency list identifying all portions of the Work which are known by the Designer at that time to be incomplete or defective. Within forty-five (45) days of receipt of this deficiency list, the CMAR shall complete and correct all items on that list along with all other Work required to achieve Final Completion of the Work. At any time prior to completion of the period of warranty, the Designer may submit to the CMAR a supplemental deficiency list, in which case the CMAR shall complete or correct any and all new items identified on the Supplemental deficiency list. 3.10.14 Final Completion In consultation with the Designer, the CMAR shall determine when the Project and the Contractor's Work are finally completed and, following .completion of corrections, shall issue a Certificate of Final Completion to the Owner. Upon delivery of the Certificate of Final Completion to the Owner, the CMAR shall make all remaining payments due to Contractors. 3.10.15 Protection of the Work Property and the Public The CMAR shall be responsible for the entire site and shall provide all the necessary protections required by the Owner and by laws or ordinances governing safety and protection of property. Consistent with the indemnification provisions elsewhere in this Agreement, and subject to the benefits of any Owner - controlled or Owner - provided insurance that covers the Interests of the CMAR and Its Contractors, the CMAR shall be responsible for protecting the public and those on the site against all bodily injury or harm, and protecting against any damage to the Work, to adjacent property, and to property of others. The CMAR shall have access to the Project at all times. Subject to its ultimate contractual responsibility for protection of work, property and the public under this Agreement, and subject to any non - delegable duties Imposed by law, the CMAR may delegate .to Contractors these obligations of the CMAR under this Agreement, and may obtain indemnification and Insurance from Contractors as the CMAR deems reasonable and prudent. 3.10.15.1 The CMAR shall provide cover and protect all portions of the structure when the Work is not in progress, provide and set all temporary roofs, covers for doorways, sash and windows, barricades, and all other materials necessary to protect all the Work on the building, whether set by it, or any of the Contractors. Any completed Work or Work In progress damaged through the lack of proper protection or from any other cause shall be repaired or replaced without extra cost to the Owner.3.10.15.2 No fires of any kind will be allowed inside or around the operations during the course of construction. 3.10.15.3 The CMAR shall protect all trees and shrubs designated to remain in the vicinity of the operations by building substantial protection around same. The CMAR shall barricade all walks, roads, etc., as authorized by the Owner to keep the public away from the construction. All trenches, excavations or other hazards In the vicinity of the Work shall be well barricaded and properly lighted at night. 3.10.15.4 The CMAR shall develop and implement a Project Safety Program. The Owner may reject the Project Safety Program and require that it be rewritten if in the Owner's reasonable opinion the Safety Program is inadequate. The CMAR shall report, to the Owner, as part of the MIS, any safety violations and actions taken to protect the safety of persons and property engaged in the Project. The CMAR shall require 14 that all Contractors meet or exceed the Project Safety Program requirements including where those requirements meet or exceed State or Federal requirements. 3.1015.5 In the event the Owner implements an Owner Controlled Insurance Program { "OCIP "), the CMAR agrees to cooperate and coordinate with any safety plan or risk management plan implemented In connection with the OCIP. 3.10.15.6 The CMAR shall implement the Project Safety Program for the protection of all persons on the job, including the requirements of the A.G.C. Accident Prevention Manual in Construction, as amended, and shall fully comply with all state laws or regulations and North Carolina State Building Code requirements to prevent accident or injury to persons on or about the location of the Work. The CMAR shall clearly mark or post signs warning of hazards existing, and shall barricade excavations, elevator shafts, stairwells, floor and wall openings and similar hazards. The'CMAR shall protect against damage or injury resulting from failing materials and shall maintain all protective devices and signs throughout the progress of the Work. 3.10.15.7 The CMAR shall, at a minimum, adhere to the rules, regulations and interpretations of the North Carolina Department of Labor relating to Occupational Safety and Health Standards for the Construction Industry. 3.10.15.8 As part of the Project Safety Program the CMAR agrees to implement a Public Hazard Control Plan conforming to the standards set forth in ANSI A10.34- 2005R. The Public Hazard Control Plan shall be submitted to the Owner for review and approval before construction begins on the Project. 3.10.15.9 The CMAR shall designate a responsible member of Its organization as safety inspector, whose duties shall include accident prevention on the Project. The name of the onsite safety inspector shall be made known to the Project Designer and Owner at the time the Work is started. The CMAR will provide the Owner with the name. of each Contractor's onsite safety officer. 3.10.15.10 In the event of emergency affecting the safety of life, the protection of Work, or the safety of adjoining properties, the CMAR is hereby authorized to act at its own discretion, without further authorization from anyone, to prevent such threatened injury or damage. Any compensation claimed by the CMAR, on account of such action shall be determined as provided for under Article 7 herein. 3.10.15.11 If reasonable precautions are inadequate to prevent foreseeable bodily injury or death to persons resulting from a material or substance encountered but not created on the site by the CMAR or its Contractors, the CMAR shall, upon recognizing the condition, immediately stop Work in the affected area and report the condition to the Owner and the Project property owner if different from the Owner and Project Designer in writing. The Owner or Project property owner if different from the Owner . shall take responsibility for remediation of the material or substance from the site. If the CMAR claim's its progress in completing the Project is delayed because of the remediation response to the site,'the CMAR shall file notice and a claim in accordance with this Agreement. 3.10.15.12 Any land- disturbing activity performed by the CMAR In connection with the Project shall comply with all erosion control measures set forth in the Contract Documents and any additional measures which may be required In order to ensure that, the Project Is in full compliance with the Sedimentation Pollution Control Act of 1973, as implemented by Title 15, North Carolina Administrative Code, Chapter 4, Sedimentation Control, Subchapters 4A, 4B and 4C, as amended (15 N.C.A.C. 4A, 4B and 4C). 3.11 Post Construction Phase The CMAR shall provide the following ongoing services in connection with Final Completion of the Work by the Contractors: 3.11.1 Record Documents The CMAR shall coordinate and expedite submittals of information from the Contractors for preparation of record Drawings and Specifications, and shall coordinate and expedite the transmittal of such record documents to the Owner. 3.11.2 Organize and Index Operations and Maintenance Materials Prior to final completion of the Project the CMAR shall compile manufacturers' operations and maintenance manuals, warranties and guarantees and bind such documents In an organized manner. This information shall then be provided to the Owner. 3.11.3 Occupancy Permit The CMAR shall assist the Owner and Designer in obtaining an occupancy permit by accompanying governmental officials during inspections of the Project, preparing and submitting documentation to governmental agencies and coordinating final testing and other activities. 3.11.4 Occupancy Plan The CMAR, in consultation with the Owner, the Designer and appropriate regulatory agencies, shall prepare an Occupancy Plan for the Project. This plan shall be provided to the Owner at least thirty days prior to Substantial Completion, 3.12 Additional Services The CMAR agrees to perform all tasks and functions reasonably necessary to complete the services described in the preceding paragraphs in this Article 3, even if not explicitly described therein, unless the tasks or functions are explicitly described as Additional Services in this section 3.12. At the request of the Owner, the CMAR shall perform Additional Services and shall be compensated for same as provided in Article 7 of this Agreement. The CMAR shall perform Additional Services only after the Owner and CMAR have executed a written amendment to this Agreement providing for such services. The following is a list of Services that might reasonably be anticipated, with indication of whether the specified services will be considered to be Additional Services or required Services: 3.12.1 Services related to Investigation, appraisal, or evaluation of existing conditions, facilities, or equipment or determination of the accuracy of existing drawings or other information furnished by the Owner are required and are not Additional Services; 3.12.2 Services related to procurement, storage, maintenance and installation of Owner - furnished equipment, materials, supplies and furnishings are Additional Services; provided, however, that coordination and scheduling of the procurement, storage, maintenance and instailatlon of Owner - furnished equipment, materials, supplies and furnishings with the Work of the Contractors is required and is not an Additional Service; 3.12.3 Services related to determination of space needs, programming, internal traffic studies or other utilization of the Project are-Additional Services; 3.12.4 Warranty inspections during the warranty period of the Project are required and are not Additional Services; 3.12.5 Services made necessary by the failure to perform by or bankruptcy of a Contractor Is a required Service and is not an Additional Service; 3.12.6 Preparation for and serving as a witness In connection with any public or private hearing or arbitration mediation or legal proceeding relating to the Project is a required Service and is not an Additional Service; 3.12.7 Assisting the Owner in public relations activities and preparing information for and attending public meetings is a required Service, not an Additional Service; and 3.12.8 Services related to move -in including preparing and soliciting responses to requests for proposals, preparing and coordinating the execution of contracts, conducting pre- moving conferences, administering the contract for moving activities In conjunction with the move -in for the Project and providing on- site personnel to oversee the relocation of furniture and equipment by the movers while actual move -in is in progress are Additional Services; provided, however, that coordination of the Work of the Contractors with move -in by the Owner in accordance with the Master Schedule is required and is not an Additional Service. ARTICLE 4 TIME FOR PERFORMANCE 4.1 Duration The commencement date for the CMAR's Services shall be the date of execution of this Agreement by the Owner as stated herein or the date on which the Owner Issues to the CMAR a written instruction to proceed with Services, whichever is earlier. The duration of the CMAR's Services under this Agreement shall be from the date of this Agreement through the Issuance of the certificate of final completion, plus the one - year CMAR warranty phase services. 4.2 Master Schedule The CMAR's Services shall be performed for the periods of time Indicated in the approved Master Schedule. Firm dates for substantial completion and final completion of the Project shall 16 also be fixed. At that time the CMAR represents that the Master Schedule has been reviewed in detail, that the Contractors participated in its preparation, that all of the activities which impact, limit, or otherwise affect the time of completion of the Work are shown in the Master Schedule and that all of the activities of others which impact, limit, or otherwise affect the start, duration, or completion of the CMAR's activities are also shown. The CMAR further represents that the CMAR can and will complete each activity within the time shown for that activity. Time is of the essence with respect to each such activity and completion date. 4.3 Non - waiver If the CMAR submits a construction schedule, progress report, or any other document that Indicates or otherwise expt•esses an intention to achieve completion of the Work prior to any established completion date, no liability of the Owner to the CMAR for any failure of the CMAR to so complete the Work shall be created or implied. 4.4 Schedule Adjustment If the CMAR and Its Contractors, for 'reasons beyond their control, are delayed In beginning any activity, the CMAR shall, nevertheless, have the same number of days as is shown in the Master Schedule for the activity, and the affected activity and any succeeding activity that is dependent upon that activity shall be adjusted accordingly; provided that at any time the Owner, by means of a Change Order, may require the CMAR to work overtime, to Increase labor forces or to take any necessary or appropriate action to decrease the time required for any activity, and the CMAR shall be entitled to an adjustment in the Contract Price computed in accordance with Article 5 of these General Conditions. 4.5 Early Start [Not used.] 4.6 Recovery Should the CMAR fail to start a critical activity on the start date shown in the Master Schedule or as It may have been adjusted In accordance with this Article, or become delayed, the CMAR and its Contractors shall, without being entitled to any increase In the Guaranteed Maximum Price or other compensation, work overtime, Increase labor forces or take such other action' as may be necessary or appropriate to complete the activity by the Completion Date shown on the Master Schedule, or as such Completion Date may have been adjusted. 4.7 Schedule Monitoring The Designer and Owner shall monitor progress of the Work and the CMAR shall cooperate with such monitoring and provide any and all information with respect to the progress of the Work and scheduling as the Owner or Designer may reasonably require. 4.8 Schedule Revisions On a monthly basis, the CMAR shall revise the Master Schedule, showing any adjustments made In accordance with this Article, by any Change Order, the progress of the Work, and any days gained or days lost with respect to any activity, and shall furnish copies thereof to the Owner and Designer. 4.9 Withholding Payment from CMAR Should any monthly revision of any Master Schedule show that the CMAR is behind on any critical activity, the late completion of which could delay Substantial Completion of the Work, the Owner shall be entitled to withhold from the next Progress Payment due the CMAR an amount not exceeding the amount the Owner would be entitled to in Liquidated Damages, should Substantial Completion be delayed by the same number of days that the CMAR is currently behind schedule. If, subsequently, the Project progress, as shown by any succeeding monthly revision to the Master Schedule, is such that the anticipated delay no longer exists,•the Owner shall pay with the Progress Payment next due to the CMAR such amounts as have been withheld In accordance with this paragraph. 4.10 Work by Owner If the CMAR, within a period of five (5) days after notice that it Is behind in a critical activity or is otherwise in default under this Agreement, shall not proceed in good faith and with reasonable speed to corredt such delay or default in accordance with such notice, the Owner shall have full power and authority to take the prosecution of the Work out of the hands of the CMAR, to appropriate or use any or all materials and equipment at the Project as may be suitable and acceptable, and to enter into other agreements for the completion of the Work or pursue such other methods as in the Owner's sole discretion and opinion shall be necessary or appropriate for the completion of the Work in an acceptable manner. The Owner shall have the right to perform Work, hire and employ labor and craftsmen, 17 rent equipment, subcontract with other parties, or do anything that the Owner deems necessary or appropriate to remedy or cure any delay or default by the CMAR in the progress of the Work. Such action by the Owner shall not, In any way, affect, void or limit any warranty, guaranty or other responsibility of the CMAR under the Contract Documents. Such action may be taken by the Owner only after five (5) days written notice to the CMAR. All costs incurred by the Owner in taking any such action shall be charged to the CMAR and deducted from any amounts due under the Agreement. 4.11 Force Majeure The CMAR may be entitled to an extension of the time for completion (but no Increase in the Guaranteed Maximum Price except as described in this Paragraph 4.11) for delays arising from unforeseen causes beyond the control and without the fault or negligence of the Owner, the CMAR or the CMAR's Contractors as follows: 4.11.1 Acts of God, tornado, fire, hurricane or earthquake that damage completed Work or stored materials. 4.11.2 Acts of sabotage that damage completed work or stored materials. 4.113 Labor disputes at the project site. 4.11.4 Unavoidable casualties that damage completed work or stored materials. 4.11.5 Acts of the public enemy. 4.11.6 Acts of the State, Federal, or local government In their sovereign capacities. 4.11.7 Abnormal Inclement weather as defined in Paragraph 4.13. If the Force Majeure delay is greater than 120 days, the Owner shall consider and, if reasonable, approve a request for an adjustment to the GMP for the additional costs caused by the force majeure delay beyond the 120 day period. 4.12 Notice The CMAR and the Contractors shall not be entitled to and hereby expressly waive any extension of time resulting from any condition or cause unless a claim for extension of time is made in writing to the Owner within five (5) days of the first instance of delay for all delays, except excessive inclement weather which shall be made In accordance with paragraph 4.13. All claims not filed in accordance with this Article shall be waived by the CMAR. Circumstances and activities leading to such claim shall be indicated or referenced In a daily field Inspection report for the day(s) affected. In every such written claim, the CMAR shall provide the following information: 4.12.1 Nature of the Delay; 4.12.2 Date (or Anticipated Date) Of Commencement of Delay: 4.12.3 Activities on the Progress Schedule affected by the delay, and /or new activitles created by the delay and their relationship with existing activities; 4.12.4 Identification of person(s) or organizations) or events(s) responsible for the delay; 4.12.5 Anticipated extent of the delay; and 4.12.6 Recommended action to avoid or minimize the delay. 4.13 Weather Delays On any day that the CMAR considers that the Project is delayed by adverse weather conditions, the CMAR shall Identify in writing to the Designer and the Owner the adverse weather conditions affecting each activity, the specific nature of the activity affected, the number of hours lost, and the number of and identity (by responsibility or trade) of workers .affected and shall obtain from the Designer written recognition of the delay. The time for performance of this Contract includes an allowance for a number of calendar days which may not be suitable for construction Work by reason of adverse weather. The Contract Time will be extended only If the number of calendar days of adverse weather recognized by the Designer exceeds the number of inclement weather days set forth below, and the CMAR clearly demonstrates how this adverse weather negatively impacts activities on the critical path of the Master Schedule. Month Number of inclement Weather Days January 7 February 6 March 7 April 6 18 May 7 June 6 July 8 August 6 September 5 October 5 November 5 December 9 If the CMAR believes that the progress of the Work has been adversely affected by adverse weather recognized by the Designer during a particular month, the CMAR shall submit a written request for extension of time, to the Designer. Such a request for time extension of the Contract Time shall be submitted by the tenth (10th) day of the month following that month in which the adverse weather Is encountered. The request shall Include, but is not limited to, the following information: 4.13.1 Detailed description of weather's effect on scheduled activities and its net effect on the critical path of the Project, and 4.13.2 Weather records from the official weather station nearest the Project site and records of actual observation as contained in daily reports, correspondence, or other, contemporaneously prepared documentation. 4.14 Damages for Delay The CMAR shall not be .entitled to any adjustment in the Guaranteed Maximum Price or other compensation from the Owner for any delay In the completion of or progress on the Work that is caused by a force majeure condition or is otherwise not caused by the sole and direct act or omission of the Owner and the Owner's employees or agents: 4.15 Liguidated Damages The CMAR specifically recognizes that a delay by the CMAR in achieving the Substantial Completion of the Project will necessarily cause damages, losses, and expenses to the Owner, including, but not limited to and by way of illustration only, increased capitalized costs and interests for the Project, Increased and extended Project overhead, Designer's and Consultant's fees, Increased costs of construction, increased and extended operation costs of other facilities, and inefficiency and loss of productivity, and that such damages, losses, and expenses may not be readily Identifiable or ascertainable at the time they are incurred or at any time. Therefore, and in recognition of these factors and the likelihood that actual damages from his delay will not be readily ascertainable, the CMAR agrees to pay to the Owner, as Liquidated Damages and not as a penalty, the sum of Five Hundred Dollars ($500) as the Liquidated Damages per day, for each day by which the failure to meet the Substantial Completion Date shown In the Master Schedule, adjusted in accordance with this Article, delays the Substantial Completion of the Project. The sum for Liquidated Damages is the amount reasonably estimated in advance to cover the losses to be incurred by the Owner by reason of failure of the CMAR to complete the Project within the time specified, such time being In the essence of this contract and a material consideration thereof. ARTICLE 5 CHANGES IN THE CONSTRUCTION MANAGER'S SERVICES AND ADDITIONAL COMPENSATION 5.1 Owner Chances The Owner, without invalidating this Agreement, may make changes in the CMAR's Services specified ih Article 3 of this Agreement. The CMAR shall within five (5)_days notify the Owner of any changes or other events which in the opinion of the CMAR entitle the CMAR to an increase or decrease the Guaranteed Maximum Price, the CMAR's compensation, the duration of the CMAR's Services, or both. 5.1.1 Chanoes in the CMAR's Services Changes in the CMARs, Services may be directed by the Owner in writing, and if so directed to provide different or additional Services the CMAR shall comply with the directions of the Owner. Additional compensation shall be settled by a written amendment to this Agreement executed by the Owner and the CMAR. If possible, the amendment shall be executed by the Owner and CMAR prior to the CMAR performing the services required by the amendment, but failure to agree on compensation for a change in Services shall not be grounds for the CMAR to cease or refuse to provide the Services reasonably requested by the Owner. The CMAR shall proceed to perform the services required by the amendment only. after receiving notice directing the CMAR to proceed. 5.1.2 Additional Compensation and Extended Duration 19 The CMAR shall be entitled to receive additional compensation and additional time when the scope or planned duration of Services is increased or extended through the fault of the Owner. The CMAR shall notify the Owner within five (5) days after changes to the scope of the Project or a part thereof or after delays caused in whole or In part by the Owner increase or extend the scope or duration of the CMAR's Services. 5.1.2.1 Fixed Fee The CMAR shall not be entitled to an increase in the Fixed Fee unless and until it is finally determined at the completion of the Project that the approved Cost of the Work exceeds one hundred and five percent (105 %) of the Cost of the Work set forth in the original agreed Guaranteed Maximum Price. If an Increase in the Fixed Fee is justified, the CMAR shall be entitled to an.increase in the Fixed Fee equal to seven percent (7 %) of the amount by which the final approved Cost of the Work exceeds one hundred and five percent (105 %) of the Cost of the Work set forth in the original agreed Guaranteed Maximum Price. The Owner may in its discretion approve adjustments to the Fixed Fee prior to the end of the Project. 5.1.2.2 General Conditions The amount of additional General Conditions costs to be paid to the CMAR and the amount of extension of the duration of this Agreement shall be determined on the basis of the CMAR's reasonable additional General Conditions costs after determining -the increased services and length of the extensions of the duration of this Agreement. A change In the Drawings and Specifications or other change in the scope of the Work shall not automatically entitle the CMAR to an increase in compensation. , increases in the compensation payable to the CMAR shall only be payable upon proof of an Increase In the actual duration or level of services being provided by the CMAR, or both. 5.1.2.3 Cost of the Work Increases in the Cost of the Work shall be determined In accordance with the provisions of Article 7 of this Agreement. 5.1.3 Payment of Additional Compensation The CMAR shall submit invoices for additional compensation with its invoice for Services and payment shall be made pursuant to the provisions of Article 7 of this Agreement. ARTICLE 6 OWNER'S RESPONSIBILITIES 6.1 Program The Owner shall provide to the OMARnomplete Information [egording the Owners requirements for the Project. 6.2,Decisions The Owner shall examine information submitted by the CMAR and shall render decisions thereto promptly. 6.3 Insurance The Owner shall furnish the insurance that the Owner has agreed to furnish as specified In Article 8. 6.4 Notice of Nonconformities If the Owner observes orotherwise becomes aware of any fault or defect in the Project or nonconformity with the Contract Documents, the Owner shall give prompt written notice thereof to the CMAR. 6.5&bPurova8s ' The Owner ohoU fumish required Information and approvals and perform Its responsibilities and activities Ina timely manner to facilitate orderly progress of the Work In cooperation with the CMAR.cunsiotent with this Agreement, and in accordance with the. planning and scheduling requirements and, budgetary restraints of the Project. 60,Designer The Owner shall retain Designer whose services, duties and responsibilities shall bedescribed Ina written agreement between the Owner and Designer. The oerviceo, dutiea, and responsibilities of the Designer set out in the agreement between the Owner and Designer shall be compatible and consistent with this Agreement and the Contract Duoumeuts, The Owner shall, in Its agreement with the Designer, mqu|na that the Designer perform Its services in cooperation with the CM8R, consistent with this Agreement and In accordance with the plannnV, scheduling and budgetary requirements of the Project os determined by the Owner. The terms and conditions of the agreement between the Owner and the Designer shall not bochanged or waived without written notice to the CMAR provided nt the rime vf the change orrevision. 6.7 Budget 20 The Owner shall establish the Project and Construction Budget and approve subsequent revisions deemed acceptable as provided in this Agreement. 6.8 Separate Contracts The Owner reserves the right to contract separately with other entities to complete portions of the Work of the Project, o,to deploy Its own. employees to complete portions of the Work. If the Owner contracts separately with any other parties, the Owner shall cause all such o8,anmonts to be compatible and consistent with this Agreement. Each of the agreements shall Include waiver of subrogation as naqu|nsd herein. The CIVIAR ognaoo to cooperate with the Owner and Its separate contractors and coordinate theVYorkof all parties, including the Owner's forces o/ separate contractors. Provided the OM8R has reasonable advance notice of the Identity and duties of separate contractors, the CMAR agrees io include coordination and support of the Owner's separate contractors in the General Conditions costs. Disputes or conflicts between the CMAR.the Owner and any separate contractors shall bn subject hzdispute resolution In accordance with the dispute resolution pmWo|000 in Appendix A. 6.9 Cooies of Drawings and Specifications The CMAR shall estimate the reasonable number of copies of interim and final drawingo, specifications and Contract Documents required by the CMAR, and shall obtain such copies from the Designer at the CMAR!e expense. The estimated coot of such copies shall be Included In the Guaranteed Maximum Price. OJO Permits and App vals With the cooperation and assistance of the CMAR and the Contractors ae set forth |n this Agreement, the Owner shall ina timely manner secure, submit and pay for necea�aryappmvois. aaoamon�.assessments, penni�and charges roqu|mdfor the construction, use or occupancy of permanent structures, nrfor permanent changes |n existing facilities. 6.11 Requirements The Owner shall describe the funding for the Project to the cMxR and the Designer. 6.12 Comm unibation with Contractors The Owner, its representatives and consultants. including Designma, shall. communicate With the Contractors only through the CMAR. 6.13'Copies of Notices and Communication The Owner shall send to the CMAR and shall require the Designer to send the CMAR copies of all notices and communications sent to or received by the Owner or Designer relating to the Project. 6.14 Owner's Representative The Owner shall designate, in writing, an officer, employee or other authorized representative to serve as the Owners point of contact and to act in the'Owners behalf with respect to the Project. This representative shall be available during working hours and as often as may be required to render decisions and furnish information in a timely manner. The CMAR acknowledges that more than one Individual might be designated as the Owner's representative at different times and for different purposes. The CMAR also acknowledges that some changes to this Agreement and to the Project might require authorization by the County Commissioners and execution by the County Manager in addition to the Owners project representative. 6.15 Payment to CMAR [Not used.] ARTICLE 7 GUARANTEED MAXIMUM PRICE-AND PAYMENT 7.1 Guaranteed Maximum Price The CMAR shall be required to give a Guaranteed Maximum Price for the Project. The Guaranteed Maximum Price shall be documented by the CMAR as defined in Article 12 and, once established, the Guaranteed Maximum Price shall be subject to modification only as defined in this Agreement. 7.1.1 Guaranteed Maximum Price Proposal The Guaranteed Maximum Price shall be provided by the CMAR when requested by the Owner, but in no event before the completion of one hundred percent of schematic design documents for the Project by the Designer, and in no event later than sixty (60) days after construction documents for the Project are released by the Designer for permitting, bidding and construction. The Owner shall accept such Guaranteed Maximum Price or negotiate and reach agreement with the CMAR on a different Guaranteed Maximum Price within thirty (30) days of the date of the receipt unless such time Is mutually agreed to be extended. If the Owner does not accept a 21 Guaranteed Maximum Price within the time period herein provided, such price shall be presumed to be rejected by the Owner. 7.1.2 Consideration of Proposal In the event the Owner does not accept the CMAR's proposed Guaranteed Maximum Price, the Owner may terminate the Agreement In accordance with Article 9. 7.1.3 Construction Contracts Construction contracts for the Work required for the Project shall be between the CMAR and Contractors. The CMAR shall request and receive bids for each contract and shall advise the Owner with respect to award of a contract to the lowest responsive and responsible bidder. The CMAR shall enter into a contract with that bidder after receipt of approval of award from the Owner. 7.1.4 Work by CMAR All of the labor and materials for the Work of the Project as described in the Drawings and Specifications developed by the Designer shall* be performed by Contractors, except as specifically provided in this paragraph. The CMAR may perform a portion of the Work only if (1) bidding produces no responsible, responsive bidder for that portion of the Work, no responsive, responsible bidder will execute a contract for the bid portion of the Work, or a Contractor defaults and a pre - qualified replacement cannot be obtained in a timely manner, and (2) the Owner approves performance of the Work by the CMAR. In the event the CMAR performs a portion of the Work under this paragraph, the CMAR shall be entitled to its actual direct cost to perform the Work, including direct labor costs with reasonable burden, actual material costs, actual equipment costs', and actual subcontract payments, without markup for overhead or profit. • Any other direct costs of the Work performed by the CMAR will only be paid if approved by the Owner in advance of performing the Work. 7.1'.5 Elements of the Guaranteed Maximum Price The Guaranteed Maximum Price shall include the total'Cost of the Work, including the CMAR Fee for Services, the reimbursable costs for General Conditions provided by the CMAR, If any, and the CMAR Contingency, if any, all as defined herein. The Guaranteed Maximum Price includes the cost of all labor, equipment, supplies, materials, services and allowances to complete the _ Project The Guaranteed Maximum Price shall be directly correlated to the specific design Drawings and Specifications in existence at the time the Guaranteed Maximum Price is prepared. The assumptions used in the preparation of the Guaranteed Maximum Price shall be identified by the CMAR in its Guaranteed Maximum Price proposal. 7.1.8 Sales and Use Taxes. The Guaranteed Maximum Price shall Include those sales and use taxes applicable to the Project that are legally enacted at the time the Guaranteed Maximum Price Is established. Sales and use taxes shall be accounted for separately in the Guaranteed Maximum Price and in the payment application submitted by the CMAR. Any increase or decrease in such taxes that affect the Guaranteed Maximum Price and that are enacted after the Guaranteed Maximum Price is submitted shall be incorporated Into that price by change order. 7.1.7 Change in Scope The Owner may change the scope of the Project or a part thereof and the Guaranteed Maximum Price shall then be adjusted as provided in Paragraph 7.3. 7.2 Cost of the Work The term "Cost of the Work' shall include all amounts paid by the Owner to the CMAR other than General Conditions and Fixed Fee costs for payment to all separate Contractors, suppliers and equipment lessors for all the Work of the Project as described in the Design Drawings and Specifications developed by the Designer. The Cost of the Work shall be adjusted for all discounts obtained on payments by the CMAR or any Contractor, which shall be for the benefit of the Project and the Owner. Trade discounts, rebates, refunds, and amounts received from sales of surplus or salvaged materials and equipment shall accrue to the Owner, and the CMAR shall make provisions so they can be secured and will reduce 'the Guaranteed Maximum Price accordingly. Amounts which accrue to the Owner in accordance with this paragraph shall be accounted for and credited to the Owner as a deduction from the Cost of the Work. 7.2.1 Exclusions from Cost of the Work The Cost of the Work shall not include the following: 7.2.1.1 The CMAR's fee for Services and reimbursable costs for General Conditions; 9�) 7.2.1.2 All professional fees paid by the Owner to the Designer or other consultants retained directly by the Owner, 7.2.1.3 All costs paid directly by the Owner to contractors or suppliers retained directly by the Owner and outside the scope of the Guaranteed Maximum Price; 7.2.1.4 All Additional Services costs as defined herein. 7.3 Adjustments to the Guaranteed Maximum Price The CMAR understands, confirms and agrees that its responsibility hereunder is to construct the Project in accordance with the Drawings and Specifications. It is recognized that the Guaranteed Maximum Price is based on complete design documents unless the Owner requests that the Guaranteed Maximum Price be fixed at an earlier stage in the design process. The CMAR shall notify the Owner if the CMAR believes that it is being asked to fix the Guaranteed Maximum Price on incomplete, ambiguous or under - developed -drawings and specifications. In those instances in which the Drawings and Specifications are not fully developed at the time the Guaranteed Maximum Price is established, the CMAR shall exercise reasonable care and judgment to determine the Intent of the design and shall calculate the Guaranteed Maximum Price on the basis of the quality of construction, materials, and finishes that can be reasonably inferred from the design documents or other specified sources. The CMAR shall determine unit prices and the Cost of the Work and shall make those reasonable assumptions regarding the project scope and the quality of the intended construction as may be necessary to fully document the Guaranteed Maximum Price. 7.3.1 Changes to the Work The Owner may, at any time and for any reason, by written notice or order, make changes or modifications to the Work or add Work within the general scope of the Project, including without limitation changes to the Drawings and Specifications, the Master Schedule, the sequence, manner or method of performing the Work, or the work being provided by the Owner or its separate contractors: The amount of adjustment to increase or decrease the Cost of the Work resulting from a change In the Project shall be determined in one or more of the following ways: 7.3.1.1 By mutual acceptance of a lump sum, properly itemized and supported by cost data; or 7.3.1.2 By unit prices defined in a contract with a Contractor; or 7.3.1.3 By the cost of such Work determined on the basis of the cost records for the changed work. In the event actual costs are to be reimbursed, the CMAR shall keep and present in such form as may be agreeable to the Owner and Designer an itemized accounting together with appropriate supporting data of the actual Cost of the Work. 7.3.2 Directive to Proceed In the event the CMAR and the Owner cannot agree that an adjustment to the Guaranteed Maximum Price or the Master Schedule is warranted, or cannot agree on the compensation for a change In the Work or on an increase in the Guaranteed Maximum Price, the CMAR shall, if so directed by the Owner in writing, nevertheless proceed with the Work, and any adjustment to the Guaranteed Maximum Price shalt be negotiated by the parties at a later date, utilizing the dispute resolution procedures under this Agreement if necessary. 7.3.3 Unit Prices If unit prices are utilized in the Guaranteed Maximum Price, the Guaranteed Maximum Price Proposal shall document the estimates on which the unit prices are based. If the CMAR later determines that the quantities on which unit prices are based will vary from the quantities utilized by the CMAR to fix the unit prices and calculate the Guaranteed Maximum Price, the CMAR shall within five (5) days after detennining that the quantities will vary from the estimates notify the Designer and the Owner In writing and forecast the amount of the variance. If the estimated quantities available to and used by the CMAR to establish the unit prices are so changed that application of the agreed unit prices to the quantities or work proposed cause substantial Inequity to the Owner or the CMAR, the applicable unit prices and Guaranteed Maximum Price shall be adjusted. 7.3.4 Unforeseen Conditions Should the CMAR encounter unforeseen conditions at the Project site materially differing from those shown on the Drawings or indicated in the Specifications or differing materially from those ordinarily encountered and generally recognized as inherent in work of the character provided for in this Agreement, the CMAR shall immediately, and in no event more than five (5) days later, give notice to the Owner of such conditions before they are disturbed. The Owner and the 23 Designer shall thereupon promptly investigate the conditions and if they find that they materially differ from those shown on the Drawings or indicated in the Specifications, they shall at once make such changes in the Drawings and /or Specifications as they may find necessary. Any increase or decrease in the Guaranteed Maximum Price resulting from such changes shall be adjusted in the manner provided herein for adjustments as to extra and/or additional Work and changes. However, neither the Owner nor the Designer shall be liable or responsible for additional work, costs, or changes to the Work that could have been reasonably determined from any reports, surveys, and analyses made available for the CMAR's review or that could have been discovered by the CMAR through the performance of its obligations pursuant to the Contract Documents. 7.3.5 Minor Changes The Designer shall have the authority to order minor changes in the Project consistent with the Intent of the Drawings and Specifications and not involving an adjustment in the Guaranteed Maximum Price or change of the construction completion date. Such changes may be affected by written order only. 7.4 Fixed Fee and General Conditions Costs The Owner shall compensate the CMAR for the CMAR's Fixed Fee and reimbursable General Conditions Costs in accordance with the terms and conditions of this Agreement as specifically as follows: 7.4.1 Fixed Fees The Fixed Fees payable to the CMAR shall be: Six Thousand Five Hundred Dollars ($6,500) for the pre - construction reimbursables and procurement phases which amount is included in the GMP provided the GMP is accepted by the Owner. If the GMP is not accepted by the Owner the CMAR is entitled to the cost of services rendered not to exceed $18,000; and, for the construction and post-construction phases, a fee equal to seven percent (7 %) of the Cost of the Work set forth in the original agreed Guaranteed Maximum Price. In the event the original agreed Guaranteed Maximum Price is adjusted between the time it Is fixed and the end of the Project, the Fixed Fee shall be adjusted in accordance with Paragraph 5.1.2.1 of this Agreement. 7.4.2 General Conditions General Conditions Costs shalt include the categories of costs described as General Conditions Costs in the Listing of Cost Elements contained in Appendix B. Within thirty (30) days after execution of this Agreement, the CMAR shall present a General Conditions cost proposal, Including its itemization of estimated General Conditions costs and a cash flow schedule for payments of General Conditions costs over the duration of the Project. At the time the Guaranteed Maximum Price is fixed, General Conditions Costs to be Included in the Guaranteed Maximum Price shall be fixed as a lump sum, based on line item estimates in a tabulation with cost elements at least as detailed as the cost elements in Appendix B. The following guidelines shall apply when calculating the lump sum for General Conditions: 7.4.2.1 Unless a schedule of personnel rates are agreed to in writing in an amendment to the Agreement, field personnel costs may be reimbursed at direct personnel expenses /employee costs (direct salary) plus all customary payroll benefits [ncluding but not limited to FICA, SUTA, FUTA, 401K, vacation leave, sick leave, holidays, jury duty leave and bereavement leave]. with no employee overhead mark up. The on -site field staff is limited to full time staff which includes the project manager, project engineer, field engineer, superintendent(s) actually furnishing services to the Project, and field clerical staff, as amended from time to time by agreement of the parties. Other' CMAR positions will be deemed included in the CMAR Fixed Fee; 7.4.2.2 Independent engineers, architects and other consultants employed by the CMAR and deemed necessary by the Owner at the reasonable prevailing hourly rates for such services. Any consultants employed by the CMAR for the Project must be approved in advance by the Owner prior to performing work. 7.4.2.3 Travel Expenses: All travel, by any conveyance, required for the Project, outside of Orange County, 7.4.2.4 Temporary Facilities: Field office(s) with telephone service and high- speed Internet connections and field office computers, as needed, for Project tracking purposes. All software for use on computers (accounting, tracking, scheduling, word processing, AutoCAD, Project management etc.), otherwise shall be included in General Conditions. Field office temporary electric, heating, water, sanitation, and electronic equipment maintenance and field office operation costs, e.g., stationary, postage, etc., shall be incurred 24 judiciously. General Conditions shall include maintenance of an appropriate shipping and receiving system. 7.4.2.5 Plans /Surveys /Permitsffesfing: Reproduction of Construction Documents as needed by the CMAR and approved in advance by the Owner. Surveyor's services (site layout, etc.), as required. Apply for and take delivery of all required permits (fee for permits to be paid directly by Owner unless otherwise directed by the Owner). 7.4.2.6 Safety /Cleanup: Establish and maintain an on -site safety' program throughout'the construction phases. (Note: The cost of home office safety personnel is Included in the CMAR Fee.) Install and maintain temporary facilities, as required: safety barricades, partitions, ladders, stairs, . site fencing, signage, first aid, traffrc'control devices, etc. Provide daily site clean up, trash collection, and removal. Provide and maintain site security throughout Project construction phases. Provide site snow removal, as may be required throughout Project construction phases. 7.4.2.7 General: Provide temporary weather and dust protection (that which must practically remain outside of contracts) as may be required during construction phases. Provide field personnel pagers, and two -way radio throughout the construction phases, as applicable. Include travel expenses for field personnel related to off -site equipmentImaterials survey and inspections. 7.4.2.8 Insurance /Bond: Provide 100% Performance and Payment Bonds. Provide liability Insurance and provide builder's risk insurance policy in the amount of the Guaranteed Maximum Price unless directed otherwise- by Owner in accordance with an OCIP. 7.4.2.9 Close- Out/De- Mobilization: Provide final site /facility clean up. Provide final release of liens for all contracts. Provide sets of all Contractor as -built drawings to the Owner and Designer; one set will be used by the Designer to prepare as- built drawings. 7.4.3 Construction Manager's Accounting Records Records for the Cost of the Work, the CMAR's personnel expenses, independent engineer's fees, other consultant's fees and direct expenses pertaining to the Project shall be .maintained on the basis of generally accepted accounting practices and shall be available for inspection by the Owner and the Designer at mutually convenient times throughout the duration of the Project and for a period of three years after completion of the CMAR's Services. 7.4.4 Payments Payments to the CMAR shall be made monthly. The CMAR shall submit an Application for Payment, acceptable to the Owner and the Designer, no later than the twenty fifth of each month. The Owner shall make payment as required by the accepted application no later than the twentieth of the following month as follows: 7.4.4.1 Seventy five percent (75 %) of the Fixed Fee shall be paid monthly in amounts prorated equally over the duration of the CMAR's Services. The duration shall be as set out in Article 4. The remaining twenty five percent (25 %) of the Fixed Fee shall be payable in full upon final completion of the Project. 7.4.4.2 Payment of General Conditions costs shall be based on the cash flow schedule of payments prepared by the CMAR and submitted with the General Conditions cost proposal, which shall be converted to a fixed schedule of payments when the Guaranteed Maximum Price is fixed. 7.4.4.3 Payment of the actual verifiable Cost of the Work completed to date and not previously invoiced and paid, less retainage withheld from the Contractors. Except with the Owner's prior approval, payments allocated to the CMAR and the Contractors shall be subject to a retention of ten (10 %). Whenever any Contractor completes its Work on or before a target date mutually agreed upon by the Owner, Designer and the CMAR, and the Designer and Owner agree the Work is satisfactorily completed, the Owner may reduce the amount of retainage on that Contractor by fifty percent (50 %) for the remainder of the Project. 7.4.4.4 Payments due to the CMAR that remain unpaid for more than thirty (30) days from the date of receipt by the Owner and the Designer of the CMAR's acceptable invoice shall bear interest at the statutory rate. ARTICLE 8 INSURANCE AND INDEMNITY 8.1 CMAR Liability Insurance 25 The CMAR shall purchase and maintain insurance that shall protect the CMAR from the claims set forth below that may arise out of or result from the CMAR's performance of services pursuant to this Agreement: Claims under Workers' Compensation, disability benefits and other similar employee benefits acts that are applicable to the Work performed; Claims for damages because of bodily injury, occupational sickness or disease or death of CMAR's employees under applicable employer's liability law; Claims for damages because of bodily Injury or death of any person other than CMAR's employees; Claims for damages insured by usual personal injury liability coverage that are sustained by any person as a result of an offense directly related to the employment of such person by the CMAR or by any other person; Claims for damages, other than to the Work itself, because of Injury to or destruction of tangible property, including loss or use therefrom; Claims for damages because of bodily injury or death of any person or property damage arising out of ownership, maintenance or use of any motor vehicle; and Claims for professional liability against any design professional engaged by the CMAR or the Contractors as required by the Contract Documents for fabrication or installation of components of the Project. The CMAR shall include similar requirements In all Contracts for Contractors, with limits and coverage terms acceptable to the Owner. 8.1.1 Coverage Limits Worker's Compensation shall be maintained with at least the minimum statutory limits. The CMAR's commercial general and motor vehicle liability insurance shall be written for not less than the following limits of liability: a. Commercial General Liability 1. $2,000,000 Bodily Injury and Property Damage for each occurrence 2.$4,000,000 Products /Completed Operations Aggregate 3. $4,000,000 General Aggregate Coverage shall Include, but not be limited to, the following supplementary coverages: 1. Contractual Liability to cover liability assumed under the agreement 2. Product and Completed Operations Liability insurance 3. Broad Form Property Damage Liability insurance 4. Independent Contractors 5. Such policy shall include all of the coverages, which may be included in coverages A, B, and C contained in the Commercial General Liability Policy, without deletion. Such policy must be issued on an "occurrence" basis, as distinguished from a "claims made" basis. 6. Completed Operations extended five years after final payment 7. For contractors with design responsibility, endorsement CG22 80 and DIG for contractors, professional is requested b. Commercial Motor Vehicle Liability 1. Minimum Combined Single Limit that shall not be less than $1,000,000 per occurrence 2. Commercial Automobile Liability Insurance to cover all vehicles owned by, hired by, or used on behalf of the Contractor C. Excess /Umbrella Liabilitv 1. $5 Million per Occurrence 2. $5 Million Aggregate 8.1.2 Policles Commercial general liability Insurance may be arranged under a single policy for the full limits required or by a combination of underlying policies with the balance provided by an excess or M. umbrella liability policy. The Owner and any lender of the Owner with a loan secured by the property whereon the Project Is located shall be a named insured on all commercial general liability policies and excess /umbrella liability policies submitted to comply with this Article. Commercial general liability and excess liability policies shall be endorsed with a schedule of underlying liability policies required and obtained from the Contractors. Coverage under the CMAR commercial liability policies shall not be limited by any language in the contracts With the Contractors making the Contractors liable for losses in excess of the limits of coverage. provided by the Contractors. 8.1.3 Professional Liability Policies Subject to section a.7 of Paragraph 8.1.1, policies for professional liability may be provided' by the CMAR or by Contractors or design professionals retained by them, provided that the CMAR first provides a proposal for insurance coverage to the Owner and the Designer, and also provides certificates of insurance for all professional liability insurance provided by such design professionals. The limits of coverage required for professional liability shall be included in the CMAR proposal for insurance, and will be subject to approval by the Owner, taking into account -among any other reasonable factors the risks insured against, the cost of the insurance, and the professionals providing the insurance. 8.1.4 Cancellation The foregoing policies shall contain a provision that coverages afforded under the policies shall not be cancelled or expire until at least- thirty (30) days written notice has been given to the Owner and shall Include either a liability endorsement covering this Agreement or an endorsement making the Owner an additional. insured under the policies. Certificates of Insurance showing such coverages to be in force shall be filed with the Owner contemporaneously with execution of this Agreement or any relevant Contractor contract. 8.2 Builder's Risk insurance The CMAR shall be responsible for purchasing and maintaining insurance satisfactory to the Owner to protect the Project from perils of physical loss. The Owner shall receive copies of the builder's risk insurance policies that satisfy this Article. The CMAR shall be responsible for any deductibles associated with this coverage. 8.2.1 Coverage Terms The Insurance shall provide for the cost of replacement for the Work at the time of any loss. The insurance shall Include as named Insureds the Owner, thmCMAR the Contractors and their subcontractors and ohuU Insure against tha|noo*from the perils of fire and all risk coverage for physical loss ordamage due to dhaR. vonde||on, co||epum, malicious mischief, tranm|t. flood, earthquake, testing, o[ damages resulting from defechVe deoign, negligent workmanship or defective material. The CMAR shall obtain approval from the Owner before increasing any coverage due {o Increases in construction costs. 8.2.2 Other Prope�y Insurance R�� Partial Occupancy: If the Owner occupies oruses o part or parts of the Pnoject'pdorto substantial completion |bemot such occupancy shall not occur until the Owner obtains property insurance for the structure. �.4 Notices and Recove If requested by the Owner, the CMAR shall provide the Owner with copies of all policies thus obtained for the Project. The OMAR uho|| provide the Owner with thirty (3O) days advance notice oy cancellation, non-renewal or endorsement reducing or restricting coverage. 8.2.5 Waiver of Subrogation The Owner and the CMAR waive all rights against e ach other and against the Controctorn, nmnoultonts, agents and employees of the .other for damages occurring during construction and ouvonad by builder's risk and any property insurance required for this Project, excluding the Owner's property Insurance. The Owner and the CMAgoha|| each require appropriate similar' waivers from their contractors, consultants and agents. This waiver does not apply bdesign 8.3IndemIni� To the fullest extent permitted by law, the CMAR shall Indemnify and hold harmless the Owner, its employees, agents (including the Dooigner), officers, directors and partners from and against any and all damages and reasonable attorneys' fees Incurred by the Owner caused or arising out of the negligent acts, errors or omissions of the CMAR, or any other party for whom the CMAR Is legally ||ob|e. In performance of services under this A6memani The CMAR shall not be required bn Indemnify any person against losses resulting from 27 obi�each of contract m resulting from negligence, misconduct or violation of laws on the part of any person indemnified hereunder. The OMARnhai| procure and maintain Insurance oo required by and set forth |n this Agreement. 8.3.1 Indemnification by Designer The Owner shall cause the Designer to Indemnify and hold harmless the Owner, its employees, agents .and representatives Uz the same extent and in the same manner that the CMAR has provided Indemnification for the Owner under Paragraph D.8. 8.3.2 Indemnification by Contractors The OMAR shall cause each Contractor to indemnify and hold harmless the Owner, CMARond Designer from and against any and all olaima, dmnands, suVo, domageo, including consequential damages and damages resulting from personal Injury or property damage, nosts, and expenses and fees that are asserted against the Owner, CMAR and the Designer and that arise out of or result from negligent ads ur omissions. or the breach of the Construction Contract by the Contractor, Its omp|nynam, agents and representatives In performing the 8.4 Bonds The CMAR shall purchase and provide 1O0% Performance and Payment Bonds, which Bonds shall. comply with the requirements of the General Conditions. ARTICLE TERMINATION AND SUSPENSION 81 for Convenience This Agreement may bo terminated in whole m in, part bythe Owner for convenience after seven (7) days written notice to thaCMAR. |n the event of termination pursuant huParagraph [\1. the CM8Rshall either cancel or assign to the Owner all contracts with Contractors and other suppliers sd the option of the Owner. The CMAR shall bo paid for the Cost uf the Work performed 0a the date of termination, plus reasonable hann|noUon pxpahoee payable to [bnhaotona under their respective contracts, which shall each contain o termination for convenience clause that limits the recovery of the Contractors in the 'event cf a termination for convenience to the value ofthe work actually completed by the Contractor to the date of termination, with no recovery of lost profit or other damages for wrongful termination of contract. In addition, the CMAR shall be paid all of its allowable General Conditions costs to the date of termination, including all termination expenses. Termination expenses are defined as those expenses arising prior, during and subsequent to termination that are directly attributable to the termination. in addition, the CMAR shall be entitled to its full Fixed Fee for any phase of services completed prior to termination, plus a reasonable pro -rata portion of its Fixed Fee for any phase of services not completed at the time of termination, based on the percentage of such incomplete services actually completed prior to the date of termination; provided, however, that if it reasonably appears that the General Conditions costs being incurred by the CMAR would have exceed the not -to- exceed limit on General Conditions costs, then the Owner shall be entitled to reduce the amount of the Fixed Fee payable to the CMAR upon termination by the amount by which the General Conditions would have exceeded the limit on General Conditions costs. After receipt of a notice of termination under Paragraph 9.1, the CMAR shall submit a claim for termination fees and expenses in a form and with certifications as are reasonably required by the Owner. The termination claim shall be submitted promptly, but in any event within sixty days of receipt of a notice of termination unless extended by the Owner. The claim shall be subject to reasonable audit to the same extent as any other request for payment of General Conditions. 9.2 Termination for Default This Agreement may be terminated by either party hereto upon seven (7) days written notice should the other party fail substantially to perform in accordance with the terms hereof through no fault of the terminating party or if the Project In whole or substantial part is stopped for a period of one hundred twenty (120) consecutive days under an order of any court or other public authority having jurisdiction or as a result of an act of government. Without in any way limiting the scope of this Paragraph 9.2, the Owner may terminate this Agreement if the CMAR fails to begin or complete the Work within the time specified for completion in this Agreement, or shall perform the Work unsuitably or shall discontinue the prosecution of the Work for five (5) consecutive days, or if the CMAR shall become insolvent, be declared bankrupt, commit any act of bankruptcy or insolvency, allow any final judgment to stand against the CMAR or Its'affiliated companies unsatisfied for a period of forty-eight (48) hours, make an assignment for the benefit of creditors, or for any other cause whatsoever shall not 28 cant' on the Work in an acceptable manner, Termination under this Paragraph 9.2 for failure substantially to perform In accordance with the terms of this Agreement shall be without prejudice to any other right or remedy that the terminating party has under the Agreement or at law. 9.2.1 Notice and Time for Cure Neither party to this Agreement may terminate this Agreement without first giving the other party five business days notice of the Intent to terminate the Agreement, measured from actual receipt of the notice. If the grounds for termination stated in the written notice are removed or cured within five business days after receipt of notice, the Agreement may not be terminated for default. 9.2.2 Payment to the CMAR In the event of termination pursuant to Paragraph 9.2, the CMAR shall be paid a reasonable pro -rata portion of the Guaranteed Maximum Price, based on the percentage of such incomplete services actually completed prior to the date of termination, less any amount by which the total cost paid by the Owner to complete the Work for which the CMAR is responsible, including Fees and General Conditions, exceeds the Guaranteed Maximum Price. In addition, the Owner may deduct from the. final payment to the CMAR any liquidated, damages or other damages for which the CMAR Is liable under this Agreement. No payment shall be due under this Paragraph until the Project Is finally complete and all rights and claims by Contractors for work on the Project have been settled and paid. 9.2.3 Assignment of Contracts In the event of termination pursuant to Paragraph 9.2; all construction and supply contracts between the CMAR and all Contractors and other suppliers for the Project shall be immediately assignable to the Owner, at the option of the Owner, on the same terms and conditions applicable to the CMAR under those contracts. The CMAR shall obtain the consent of each Contractor and supplier, in their respective contracts with the CMAR, to this assignment. 9.3 Additional Termination Provisions In the event of termination under either Paragraph 9.1 or 9.2, the CMAR agrees to: deliver to the Owner all Project as -built records, operating manuals, warranties and other Project information generated to date; deliver to the Owner copies of ail shop drawings and other submittals received to date; convey to the Owner or its designees title to all materials, supplies, partially or wholly fabricated parts and components, and any other property acquired by the CMAR for the Project; and provide the Owner with copies of all pending claims under the CMAR builder's risk policy. 9.4 Suspension The Owner may order, in writing, the CMAR to suspend all or any part of the CMAR's services for the Project for the convenience of the Owner or for work stoppage beyond the control of the Owner or the CMAR. If the performance of all or any part of the services for the Project is suspended, an equitable adjustment in the Guaranteed Maximum Price shall be made and this Agreement shall be modified In writing accordingly. 9.4.1 General Conditions In the event the CMAR's services on the Project are suspended, the Owner shall reimburse the CMAR for all of the General Conditions allowed for by this Agreement for the first thirty (30) days of such suspension. The CMAR shall reduce the size of staff for the remainder of the suspension period as directed by the Owner and during such period, the Owner shall reimburse the CMAR for ail costs of reduced General Conditions. Upon cessation of the suspension, the CMAR shall restore the construction site and home office staff to its former size. 9.4.2 Reassignment of Personnel Persons assigned to another project during such suspension or period and not available to return to this Project upon cessation of the suspension shall be replaced.. The Owner shall reimburse the CMAR for reasonable costs incurred In relocating staff persons returning to the Project or new persons assigned to the Project. 9.4.3 Protracted Suspension If the Project is suspended by the Owner for more than one hundred twenty (120) consecutive days, the CMAR shall have 29 the option of requiring that the Guaranteed Maximum Price be renegotiated. Subject to the provisions of this Agreement relating to termination, a delay or suspension of the Project does not void this Agreement. 9.4.4 Additional Compensation to Contractors The CMAR shall include provisions in its contracts with Contractors substantially the same as this Paragraph 9.4, allowing for suspension of the Project by the Owner, and providing that suspension shall not be grounds for termination of the contracts except on the terms set forth in this Agreement. If the Owner suspends the Project for reasons other than default by the CMAR or any of its Contractors, the Guaranteed Maximum Price will be adjusted by an amount sufficient to reimburse the reasonable and provable expenses Incurred by the Contractors as a result of the suspension. In no event will the Guaranteed Maximum Price be increased or any expenses be paid to the CMAR or its Contractors for delays caused by the CMAR or any Contractor, even if there is a concurrent delay or suspension by the Owner, it being understood that the CMAR bears the risk of delays caused by its Contractors. ARTICLE 10 DISPUTE RESOLUTION The laws of the State of North Carolina shall apply to the interpretation and enforcement of this Agreement. Any and all suits or actions to enforce, interpret, or seek damages with respect to any provision of, or the performance or nonperformance of, this Agreement shall be brought in the General Court of Justice of North Carolina sifting in Orange County, North Carolina, and it is agreed by the parties that no other court shall have jurisdiction or venue with respect to such suits or actions. Appendix A to this Agreement shall be a part of the Contract Documents. Prior to initiating an action under this Paragraph, any party to this Agreement shall initiate the mediation process as provided in Appendix A to this Agreement. Any person or firm that expressly or Impliedly agrees to perform labor or services or to provide material, supplies, equipment, work, performance or payment bonds, Insurance or indemnification for the construction of the Project or the Work shall be deemed a party to this Agreement solely for the purpose of this Article 10. The CMAR, by means of its contracts, shall specifically require its Contractors to be bound by this Article. ARTICLE 11 ADDITIONAL PROVISIONS 11.1 Confidential!ty The CMAR will keep confidential and not disclose to any third party all Information designated and marked by the Owner as "Confidential" unless required to disclose the information by law. Furthermore, the CMAR shall not disclose publicly Information concerning the Project, except for communications. Incident to completion of the Project between the CMAR, Designer, and Contractor, and their independent professional engineers, architects and other consultants and subcontractors, and except for information publicity approved by the Owner and communications in connection with filings with governmental bodies having jurisdiction over the design or construction of the Project. 11.2 Signs The CMAR shall be permitted to erect one sign to identify the CMAR and other Project participants. The identification sign shall be of sound construction, shall be neatly lettered, and shall be subject to approval by the Owner. The Contractor may only erect other Identification signs if approved by the Owner. In addition to the identification sign, directional signs may be erected on the property to facilitate deliveries and the movement of personnel and materials about the site. Any directional signs shall be subject to approval of the Owner with respect to size, style and location of such directional signs, which approval shall not be unreasonably withheld. Such signs may bear the name of the CMAR and a directional symbol. All signs must comply with Town of Hillsborough sign, appearance and traffic ordinances. No other signs will be permitted except by permission of the Owner. 11.3 Limitation and Assi nment The Owner and the CMAR each bind itself, its successors, assigns, insurers, and legal representatives to the terms of this Agreement. Neither the Owner nor the CMAR shall assign or transfer its rights or interest in this Agreement without the written consent of the other, except that the CMAR may assign accounts receivable to a commercial bank for securing loans without approval of the Owner. However, nothing contained in this paragraph will prevent the CMAR from employing Contractors or such consultants, associates or subcontractors as the CMAR may deem appropriate to assist in performance 30 of the services and of the Work hereunder in accordance with this Agreement. 11.4 Minority Business Enterprise Program The CMAR shall at all times comply with the latest edition of the Orange County Minority Business Enterprise Policy. All documentation substantiating compliance with the requirements of this program shall be delivered to the Owner as stipulated In the Contract Documents. A copy of the Orange County Minority Business Enterprise Policy is attached to this Agreement as Appendix C, and shall be Included in the bid documents submitted to potential Contractors for bids. 11.5 Extent of Agreement This Agreement represents the entire and integrated agreement between the Owner and the CMAR and supercedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be modified or amended only by written directives,. change orders and other instruments signed by the Owner and the CMAR as expressly set forth in the Agreement. Nothing contained in this Agreement is intended to benefit any third party. The Contractors and Designer are not intended third party beneficiaries of this Agreement. 11.6 Severabillty If any provision of this Agreement is held as a matter of law to be unenforceable, the remainder of this Agreement shall be enforceable without such provision. 11.7 Meaning of Terms References made in the singular shall include the plural and the masculine shall include the feminine or neuter. To the greatest extent possible, the meaning of terms used herein shall be consistent with the definitions expressed in the Contract Documents, Designer agreement, and the Contractor contracts. 11.8 Notices Whenever any provision of the Contract Documents requires the giving of written notice, it shall be deemed to have been validly given if delivered in person to the individual or to a. member of the firm or to an officer of the corporation for whom It is intended or if delivered or sent by registered or certified mail, postage prepaid, addressed as follows: To the Owner: Orange County, North Carolina Attn: Pam Jones, Director of Purchasing and Central Services Post Office Box 8181 Hillsborough, North Carolina 27278 To the CMAR: RESOLUTE BUILDING COMPANY Attn: Kim Vrana, President P.O. Box 3656 Chapel Hill, North Carolina 27515 11.9 Bonds In accordance with N.C. Gen. Stat. §143- 128.1, the CMAR shall provide a performance bond with a penal sum equal to 100 % of the Guaranteed Maximum Price to guarantee the faithful performance of the Work, in such form as may be required by law and by the Owner. In accordance with N.C. Gen. Stat. §143 = 128.1, the CMAR shall provide a payment bond with a penal sum equal to 100% of the Guaranteed Maximum Price to guarantee the payment of all labor and material costs or claims in connection with compliance with the Contract, in such form as may be required by law and by the Owner. These bonds shall be dated the same date as the Agreement and must be accompanied by a current copy of the power of attorney for the attorney -in -fact executing such bond on behalf e of a surety company licensed to do business in the state of North Carolina and reasonably acceptable to the Owner. If required by the Owner, these bonds shall name additional obligees to include any lender providing financing for the Project, the North Carolina Local Government Commission and any other joint obligee reasonably required by the Owner. In its Guaranteed Maximum Price, the CMAR shall include a program and costs for bonds or other security against default by Contractors as the CMAR deems appropriate to protect the CMAR and the Owner against such defaults. 11.10 Ownership of Documents The CMAR shall be entitled to maintain possession of a reasonable number of sets of Contract Documents and record documents during and after the completion of the Project for its records. After completion of the Project, the CMAR shall destroy or return to the Owner all other copies of such documents as requested by the Owner. The CMAR shall not 31 reproduce or distribute such documents to any third person or for any purpose other than bidding, permitting and construction of the Project. The CMAR shall have no copyright or other rights in the documents, or other rights to use the documents. ARTICLE 12 SPECIAL GUARANTEED MAXIMUM PRICE PROVISIONS 12.1 Guaranteed Maximum Price. Pursuant to this Agreement and for the Project defined in Article 2, the Owner and the CMAR have set a Guaranteed Maximum Price for the Project of an amount not to exceed $6500.00. 12.1.1. Documentation The Guaranteed Maximum Price documentation shall be prepared by the CMAR and submitted to the Owner with the Guaranteed Maximum Price Proposal. The documentation shall at a minimum describe the Contract Documents on which the Guaranteed Maximum Price Proposal is based, and set forth the cost elements of the Guaranteed Maximum Price in detail. The documentation may include drawings, sketches, specifications, calculations or other data used to identify the basis of the Guaranteed Maximum Price. Documentation of the Guaranteed Maximum Price was developed by the CMAR from the design Drawings and Specifications and such other documents as may be described in the Proposal. 12.1.2 Budget Items The documentation of the Guaranteed Maximum Price shall include a detailed cost tabulation with at least the elements described in the Listing of Cost Elements in Appendix B. 12.1.3 CMAR Contingencv The Guaranteed Maximum Price shall include a contingency amount (the Contingency) for the use of the CMAR. The Contingency shall be included in the Guaranteed Maximum Price. The Contingency is for the use of the CMAR to defray costs in excess of the Cost of the Work for which the CMAR is not otherwise entitled to an increase in the Guaranteed Maximum Price under the terms of this Agreement. 12.1.4 Construction Contract Price Savings and Overruns The CMAR shall as part of cost control under its Basic Services report the adjusted final actual price of each item or division of the Work the price of which was based nn estimated quantities, allowances m other conditional pricing and, when the final price is detemined, adjust the Guaranteed Maximum Price on 12.1.4.1 If the fin^udjusmdphoeo[anyitammdivioionofthe Work is less than the amount reflected in the approved Guaranteed Maximum Price, ao determined in accordance with the terms nf this Agreement, the amount indicated inthe Guaranteed Maximum Price for the cost of such item shall be reduced byon amount equal to the difference between the final adjusted cost and the original amount indicated in the Guaranteed Maximum Price for the cost of such item, and the Contingency shall be increased by the same difference. 12142Ifthe final adjusted price of any item ordivision of the Work is greater than the amount reflected in the approved Guaranteed Maximum Price, au determined in accordance with the terms of this Agreement, to the extent that the Contingency is sufficient, the amount indicated in the Guaranteed Maximum Price for the cost o[ such item shall be increased byanamount equal 0o the difference between the final adjusted cost and the original amount indicated in the Guaranteed Maximum Price for the cost of such item, and the Contingency shall bodecreased by the same difference. 12.1.4.3 Regardless of the final adjusted price of any item or division of the Work that differs from the amount reflected inthe approved Guaranteed Maximum Phoa. the Guaranteed Maximum Phuo shall not be adjusted, except pursuant m an approved change order. 12.1.5 Change of Contractor Ordered bV 0 If the Owner directs the CMARto award o contract mabidder other than the lowest responsible and responsive pre-qualified bidder for any potion nf the Project, the Guaranteed Maximum Phou ohoU be increased by the amount of the difference between the award price and the price submitted by the lowest responsible and responsive bidder. 121.6 Costs in Excess of Guaranteed Maximum Price In the event that the sum of the Cost of the Work exceeds the Guaranteed Maximum Price and any adjustments therein as may badue pursuant mthe terms hereof, the CMAR shall continue to perform atno additional cost ho the Owner until the Project, defined by this Agreement and all Attachments hereto, in complete. The CMARohaU be responsible for paying all costs in accordance with the terms of this Agreement that may be necessary to complete the Project, oven if such amounts are in aggregate in excess of the Guaranteed Maximum Price. This Agreement is executed the day and year first written CMAR: R SOLUTE BUILDING COMPANY, INC. I". IBLOX3656 Q pal H�ill, NC 27515 �9 OWNER: ORANGE COUNTY P{l Box B181 Hillsborough, N.C. 278 :f cobs Chair Orange Co ty Boar f ommis loners Attest: Z JCI e r kGe kBo a This instrument has been pre-audited in the manner required by theyc-ql Governyent Budget and Fiscal Control Act. This instruq�jr/is approved as to Form. County Agmt for Construction Mgr form rev byaEG APPENDIX A. TO AGREEMENT FOR CONSTRUCTION MANAGER AT RISK SERVICES DISPUTE RESOLUTION PROCEEDURES FOR ORANGE COUNTY Table of Rules Rule 1. Initiating Mediated Settlement Conferences A. Purpose of Mandatory Settlement Conferences B. Initiating the Dispute Resolution Process 2. Selection of Mediator A. Mediator Listing B. Selection of Mediator C. Disqualification of Mediator 3. The Mediated Settlement Conference A. Where Conference is to be Held B. When Conference is to be Held C. Request to Modify Deadline for Completion D. Recesses E. Project Delay 4. Duties of Parties and Other Participants in Formal Dispute Resolution Process A. Attendance B. Finalizing Agreement C. Payment of Mediation Fee .D. Failure to Compensate Mediator 5. Authority and Duties of Mediators A. • Authority of Mediator B. Duties of Mediator 6 Compensation of the Mediator 7. Rule Making 8. Definitions 9. Time Limits Page 1 of 6 RULE 1. INITIATING MEDIATED SETTLEMENT CONFERENCES A. Purpose of Mandatory Settlement Conferences. Pursuant to G.S. §143- 128(fl) and 143 - 135.26(11), these Rules are promulgated to implement a mediated settlement program designed to focus the parties' attention on settlement rather than on claim preparation and to provide an opportunity for orderly settlement negotiations to take place. Nothing herein is intended to limit or prevent the parties from engaging in settlement procedures voluntarily at any time prior to or during commencement of the dispute resolution process. B. Initiating the Dispute Resblution Process 1) Any party to a County public construction contract (referred to herein generally as the "Contract") governed by Article 8. Ch. 143 of the General Statutes and identified in G.S. § 143-128(fl) and who is a party to a dispute arising out of the Contract and the construction process in which the amount in controversy is at least $15,000 may submit a written request to the County for mediation of the dispute. 2) Prior to submission of a written request for mediation to the County, the parties should give notice of any and all claims in accordance with their respective contracts, obtain de * cisions on the claims as required or allowed by their respective contracts, and attempt to resolve the dispute according to the terms and conditions in their respective contracts. The Mediator may adjourn any mediated settlement conference if the Mediator believes, in his or her sole discretion, that the parties have not satisfied all of the terms and conditions of their respective contracts and that doing so will enhance the prospects for. a negotiated settlement. C. Condition Precedent to Litigation. Before any party to a Contract may commence a civil-action against the County seeking remedies for breach or non- performance of the Contract by the County, said party must first initiate the dispute resolution process under these rules and attend the mediated settlement conference. ARM" A. Mediator Listing. A list of Mediators acceptable to the County is attached to and incorporated by reference into these Rules. The party requesting mediation shall select a Mediator from the designated list. If the County fails to provide a list of acceptable mediators, the list of Mediators shall be deemed to be the list of mediators certified by the North Carolina Dispute Resolution Commission to conduct mediated settlement conferences in the North Carolina Superior Courts. B. Selection of a Mediator. The party requesting mediation shall select a Mediator from the County's list of Mediators and shall file, with the County, a Notice of Selection of Mediator within 21 days of the request for mediation. Such notice shall state the name, address, and phone number of the Mediator selected. If the Mediator selected is not available or declines to participate for any reason, the Page 2 of 6 requesting party shall select another person from the County's list of Mediators. If the party requesting mediation does not select and designate a mediator within 21 days of the request for mediation, the County shall have the right in its absolute' discretion to appoint a mediator from its list of Mediators. C. Disqualification of Mediator. Any party may request replacement of the Mediator for good cause. Nothing in this provision shall preclude Mediators from disqualifying themselves. RULE 3. THE MEDIATED SETTLEMENT CONFERENCE A. Where Conference is to be Held. Unless all parties and the Mediator otherwise agree, the mediated settlement conference shall be held in Orange County. The Mediator shall be responsible for reserving a place, making arrangements for the conference, and giving timely notice of the time and location of the conference to all attorneys, unrepresented parties and other persons or entities required to attend. B. When Conference is to be Held. The mediation'shall be completed within 90 days after selection of the Mediator. C. Request to Accelerate or Extend Deadline for Completion. Any party or the Mediator may request the County to accelerate or extend the deadline for completion of the conference. Such request shall state the reasons the extension is sought and shall be served by the moving party -upon the other parties and the Mediator. Objections. to the request must be promptly communicated to the County and to the Mediator. The County, with the concurrence of the designated Mediator, may grant the request by adjusting the time for completion of the conference. D. Recesses. The Mediator may recess the mediation conference at any time and may set times for reconvening. If the Mediator determines the time and place where the conference is to reconvene before the conference is recessed, no further notice,is required to persons present at the conference. E. Project Delay. The mediated settlement conference that results from a construction contract dispute shall not be cause for the delay of the construction -project. RULE 4. DUTIES OF PARTIES AND OTHER PARTICIPANTS IN FORMAL DISPUTE RESOLUTION PROCESS A. Attendance. 1. All parties to the dispute must designate an official representative to attend the mediation. 2. "Attendance" means physical attendance, not by telephone or other electronic Page 3 of 6 means. Any attendee representing a party must have authority from that party to bind it to any agreement reached as a result of the mediation. 3. Attorneys representing parties may attend the mediation, but are not required to do 'SO. 4. Sureties and insurance company representatives .are required to physically attend the mediation unless the Mediator and all of the other parties to the mediation excuse their attendance or consent to their attendance by telephone or other electronic means. 5. The parties who attend a duly scheduled mediation conference shall have the right to recover their share of the Mediator's compensation from any party or parties who fail to attend the conference without good cause. B. Finalizing Agreement. If an agreement is -reached in the conference, the terms of the agreement shall be confirmed in writing and signed by all parties. C. Mediation Fees charged by the Mediator shall be paid in accordance with G.S. § 143-128(fl). D. Failure to compensate Mediator. Any party's failure to compensate the Mediators in accordance with G.S. § 143-128(fl) shall subject that party to a withholding of said amount of money from the party's monthly payment by the County. Should the County fail to compensate the Mediator, it shall hereby be subject to a civil cause of action from the Mediator for the 1/3 portion of the Mediator's total fee as required by G.S. § 143-128(fl). RULE 5. AUTHORITY AND DUTIES OF MEDIATORS A. Authority of Mediator. 1. Control of Conference. The Mediator shall at all times be in control of the conference and the procedures to be followed. 2. Private Consultation. The Mediator may communicate privately with any participant or counsel prior to and during the conference. The fact that private communications have occurred with a participant shall be disclosed to all other participants at the beginning of the conference. 3. Scheduling the Conference. The Mediator shall make a good faith effort to schedule the conference at a time that is convenient with the participants, attorneys and Mediator. In the absence of agreement, the Mediator shall select the date for the conference. Page 4 of 6 4. Determining good cause for a party's failure to appear at a scheduled mediation conference. B. Duties of Mediator. 1. The Mediator shall define and describe the following at the beginning of the conference: a. The process of mediation. b. The difference between mediation and other forms of conflict resolution. c. The costs of the mediated settlement conference. I That the mediated settlement conference is not a trial, the Mediator is not a judge, and the parties retain their legal rights if they do not reach settlement; however, the Mediator will advise all parties that failure to appear at mediation without good cause may result in imposition of sanctions and may be asserted as- a bar to lawsuits by claimants who have failed to exhaust this administrative remedy. e. The circumstances under which the Mediator may meet and communicate privately with any of the parties or with any other person. f. Whether and under-what conditions communications with the Mediator will be held in confidence during the conference. g. The inadmissibility of conduct and statements as provided by G.S. §7A-38.1(1). h. The duties and responsibilities of the Mediator and the participants. L That any agreement reached will be reached by mutual consent. 2. Disclosure: The Mediator has a duty to be impartial and to advise all participants of any possible bia's, prejudice or partiality. 3. Declaring Impasse: The Mediator may determine * at any time during the mediation conference that an impasse exists and that the conferenc'e should end. 4. Reporting Results of Conference. The Mediator shall submit a written report to the County and the other parties within 10 days of the conference stating whether or not the parties reached an agreement. The Mediator's report shall indicate the absence of any party from the mediated settlement conference without permission or good cause. 5. Scheduling and Holding the Conference. It is the duty of the Mediator to schedule the conference and conduct it prior to the deadline of completion set by the rules. The Mediator shall strictly observe deadlines for completion of the conference unless said time limit is changed by agreement of the parties. Page 5 of 6 RULE 6. COMPENSATION OF THE MEDIATOR A. The parties shall compensate the Mediator for mediation services at the rate proposed by the Mediator and agreed to by the parties at the time the Mediator is selected. RULE 7. RULE MAEING A. These Rules may be amended by the County at any time. Amendments will not affect mediations where claims and/or requests for mediation have been filed at the time the amendment takes effect. RULE 8. DEFINITIONS A. "County" shall mean the County of Orange, North Carolina. B. "Project Designer" is that person or firm stipulated as project designer in the Contract Documents for the project. C. "Claim" is a demand or assertion by a party seeking adjustment or interpretation 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 parties to a Contract involved in the County's building construction renovation and repair projects arising out of or relating to the Contract or the construction process. Claims must be initiated by a written notice. The responsibility to substantiate Claims shall rest with the party making the Claim. D. "Good Cause" generally includes any circumstance beyond the control of a party, which prevents that party from meeting obligations. When good cause is asserted as an excuse for a party's failure to appear at a mediation conference or to otherwise comply with the requirements of these Rules, the Mediator, in his or her sole discretion, will determine whether good cause exists to excuse the party's failure to appear or otherwise comply with these rules. RULE 9. TIME LIMITS A. Any time limit provided for by these Rules may be waived or extended at the sole discretion of the County,. if no Mediator has been selected, and at the discretion of the County with concurrence of the Mediator if a Mediator has been selected. 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I C, ;It . . � APPENDIX B TO AGREEMENT FOR CONSTRUCTION MANAGER AT RISK SERVICES Between The Resolute Building Company and Orange County for Hillsborough Commons O O LU APPENDIX B TO AGREEMENT FOR CONSTRUCTION MANAGER AT RISK SERVICES Between The Resolute Building Company and Orange County for Hillsborough Commons el ti O O o to t -.- g,°' ii .. - -a -. -g,.- -.,- - - - 1.9 a: H 9 E- Uj _cL C13 a:m VW m6 Q) RUN TO AGREEMENT FOR CONSTRUCTION MANAGER AT RISK SERVICES ORANGE COUNTY MINORITY BUSINESS ENTERPRISE POLICY The requirements �he Gidne[o Rume n AnGee onO Mio�Bsmsme e�meeopa of�eaeoon��doc mens. Thee requinamens eha|appy toa|conroco' egad|es of ' hip. MBE CONTRACTOR GOALS: The goals for participation by Minority firms oo contractors on this project hambeen set at ten percent (1O%). The Bidder will provide documented proof in the form of Appendix C1, MBE UTILIZATION COMMITMENT, that these goals have been met urexceeded; NN Provide UTILIZATION COMMITMENT, identifying the amount ofMBE participation; and, prior to award, upon request, I who evidence of good faith effort made prior to the bid opening to meet these goals; No Provide Appendix C3, CERTIFICATION REGARDING CONTRACTING PRACTICES, and upon request, information sufficient for the Owner to determine that the Bidder does not customarily contract work on this b«�e project. '' Ith; desired that the above information be submitted with the bid. Although bids may be read without the form attached, no consideration will be given to any bid relative to award of contract until the required forms 'and supporting data are in the hands of the Owner. MINIMUM COMPLIANCE REQUIREMENTS: If the MBE subcontract goals are not achieved, the Bidder shall provid the following documentation to the Owner. 1. MBE Utilization Commitment (Appendix C1). 2. Documentation of the Bidder's good faith efforts to meet the goals set forth in these provisions (upon request prior tosvvord). This documentation shall include an affidavit that certifies that the t3idder has taken at least five (5) of the following ten (1O) good faith stops to procure MBEs, and it should also list which steps were taken: 1. Contacted minority businesses that reasonably could have been expected to submit a quote and that were known to the CMAR or available on these State or government- maintained |isteot|oaat ten O1 days before the bid or proposal date and notifying them ofthe nature and scope of the work tobeperformed. 2. Made the construction plans, specifications, andrequinannentoavoi|ab|aforreviewvby prospective minority businesses, or providing these documents to them at least ten (1O\days before the bide proposals are due. ` ' 3. Broke down or combined elements of work into economically feasible units to facilitate minority participation. 4. Worked with minority trade, co0muDkxoroontroctor organizations identifie by [}ff�oofHiatorcdUnderub|�ed Businesses and indudedinUl �biddocumen�thatprovided assistance in recruitment of minority businesses. 5. Attended any prebid meetings scheduled by the public owner. b. Provided assistance in getting required bonding or insurance or providing alternatives to bonding or insurance for contractors. 7. Negotiated in good faith with interested minority businesses and did not ' ' them as unqualified without sound reasons based on their capabilities. Any ''ectioOofo minority buoineambased uD lack ofqua|dicaUoDe should have the reasons documented inwTidng- 8. Provided assistance to an otherwise qualified minority business in need of equipment, loan capital, lines of credit, or joint pay agreements to secure loans, supplies, or letters of credit, lhcluding waiving credit that is ordinarily required. Assisted minority businesses in obtaining the same unit pricing with the bidder's supplier in order*to help the minority businesses in establishing 8. Negotiated joint venture and partnership arrangements with minority businesses inorder to increase opportunities for minority business participation on a public construction ornapair project when possible. 10. Provide quick pay agreements and policies to enable minority contractors and suppliers to meet cash flow demands. This documentation shall include the following evidence: A. Copies of solicitations for quotes bJotleast three (3) MBE firms from the source list provided bv the State for each subcontract tobe let under this contract (if 3ormore firms are shown oO the source |i a specific deachoUonofthe vvorktobe subcontracted, |oueUonVvhermbid documents can be reviewed, no'nooen�dive of the PrinneBidder to contact, and |ooeboO.date and UrnevvheOquotes must 'ba received. B. Copies of quotes or responses received from each firm responding to the solicitation. C. Atelehone looffollow-u calls tm each firm sent asolicitation. D. For subcontracts where an MBE firm is not considered to be the lowest responsible s'ub- bidder, copies of quotes received from all firms submitting quotes for that particular E Documentation of any contracts, correspondence or conversation with MBE firms made in an attempt to meet the goals. NOTE: If the Bidder provides sufficient evidence (listed in#A)that the goals stated intfiecontract documents have been met, or awards all subcontracts to MBEs, thmdooumentatonUatediuBvNU not be required. Upon being named apparent low bidder, the Bidder shall provide a LETTER OF INTENT (Appendix C2), complete with a description of the scope of services and dollar value from each MBE firm proposed for use in this contract. Failure to provide the documentation as listed in these provisions may result in rejection of the bid and award the next lowest responsible and responsive bidder. The Owner reserves the right to waive any irregularities in MBE documentation if they can be resolved prior to award of the contract, and the Owner finds it to be in its best interest to do so and award the contract. PROGRAM COMPLIANCE REQUIREMENTS: All written statements, certifications intentions made bv the Bidder shall become of the agreement between the Contractor and the CMAR for performance of this contract. Failure to comply with any of these statements, certifications of intentions, or with the MBE Guidelines shall constitute a breach of the contract. & finding by the Owner that any information submitted either prior to award of the contract or during the performance of the contract is inaccurate, false or incomplete, shall also constitute a breach of the contract. Any such breach may result in termination of the contract in accordance with the termination provisions contained in the contract. It shall be solely at the option of the Owner whether to terminate the contract for breach. APPENDIX C1[)R C3 MUST BE SUBMITTED WITH BID APPENDIX C1 MBE UTILIZATION COMMITMENT do certify that onthe (Bidder Name) HILLSBOROUGH COMMONS LOCATED AT113 MAYO STREET HILLSBOROUGH, NC (Dollar Amount of Bid) will expend a minimum of % of the total dollar amount of the contract with minority business enterprises. This percentage must be at least ten oercent (10%), or the bidder must complete the back side of this form as well. MBEs Will be employed as contractors, vendors, suppliers or providers of professional sery ' ices. -Such.work will be subcontracted to the following firms listed below. If the bidder intends to subcontract, this form must be ompleted regardless of the amount or lack of participation attained. Name and Phone Indicate Description Number of Firm MBE of Work Dollar Value The undersigned wiUeD�r�toafbOnEUag[een�eDtvv�hK8iOodtvFlrn�sfo[wmd{hotediDt�oschedVha.00Dd�ono| upon —'execution ofa contract with the County ofOrange. Failure to fulfill this commitment may constitute abreach of the contract. The undersigned hereby certifies that he she has read the terms of this commitment and is a6thorized to bind the bidder to the commitment herein set forth. UNomeofAuthorizad Signature Title We, do certify that we did undertake the following pteps in good faith to procure minority enterprise. The bidder must cite that at least five steps were taken. . (�ontochedno�ohtvbuaneeoes that reasonably could have been expected rosubmit aqvute and xv ------- that were known ' the CK8AR or available on these State or local government-maintained lists at least ten (10) days before the bid or proposal date and notifying them of the nature and scope of the work tobaperformed. Made the d requirements available ------- minority businesses, or providing these documents to them at -least ten (10) days before the bide proposals are due. �'dc�or�m�����w��������i�un���� ------- on minority pa dk�oat pon . -------'' Worked with minority trade, oonnuD ' or contractor organizations identified by the Office of Historical Undefutilized Businesses and included in the bid documents that provided assistance in recruitment of minority businesses. . . Attended any orebid meetings scheduled bv the public owner. . Provided assistance in getting required bonding or insurance or providing alternatives to bonding or insurance for contractors. businesses them oeunque|��d Negotiated |n good faith Vv�hinterested [Omonzyou //v�/,���� -------'' without sound reasons based on their capabilities. Any rejection ofa minority business based on lack of qualifications should have the reasons documented invvhdng.. . Provided assistance toan otherwise quo|�od minority b o in need of equi pment loan capital, lines of credit, or joint � ~ i t ' y ogna�nenta*to secure loans, supplies, or /utu*/s of credit, o/u" =.y Vo�(n� credit that ia ordinarily required. AssiaLed minority businesses iD obtaining the same unit pricing with the bidders supplier in order to help the minority businesses in establishing credit. . Negotiated joint 'oi[t VeDtUPe ' ernhi arrangements with minority bUgiOeanea in order to ------= increase opportunities for minority business participants on a public construction or repair project when possible. O. P[oVdeqVickpmy agreements and poUokaotoenab� minority contractors and suppliers to meet ---� cash flow demands. im APPENDIX 02 LETTER OF INTENT TO PERFORM A8ACONTRACTOR OR PROVIDE MATERIALS OF<SERVICES (Project Name) (Name ofPrime The undersigned intandeto perform work in connection with the above project as 'o Minority Business Enterprise. The MBE status of the undersigned is certified by the State of North Carolina. The undersigned io prepared to perform the following described,work or provide materials or services in oonnection with the above project (specify in detail particular work items, materials or services to be performed or provided): at the following price: You have projected the following commencement date for such work, endthe undersigned io projecting co of such work as follows: Projected Projected Commencement Completion Items Date Date Contracting at any tier must be reported and is subject to MBE compliance requirements. This form shall beused for MBE contracting at any level. (Name of Minority Contractor) APPENDIX C1 OR C3 MUST BE SU13MITTED WITH BID APPENDIX 03 CERTIFICATION REGARDING CONTRACTING PRACTICES We, , hereby certify that it is (Bidder Name) our intent to perform 100% of the work required for the contract. (Name of Project) in making this certification, the Bidder states the 1 ThmttheB�derdooanotcu subcontract o|ennunto and normally performs ' and has �eca��dx ' and will perform of the work on this project with his/her own current work forces; aOd 2. That the Bidder agrees to submit the following information after bid and before the award of the contract: ° List the scope of services involved in this project. ° List previous projects of this type that Bidder has performed with his/her forces. Payrolls from the above-mentioned jobs which illustrate Bidder's employeesjob classifications needed tO perform the elements of the work on the Project orabreakdown of Bidders entire work force which illustrates the number of employees in each job classification. . ° Name and phone numnborofthe Field Gupen�aorefor these ]oba. . ° List ofaquip[nentBiddm�o�Km owns that has been used on previous pngecta. ° Copies of lease agreement for equipment that was leased. The Bidder agrees to provide any additional information requested for the statement contained in paragraph number 1above. The undersigned hereby certifies that he or she has read this certification and is authorized to bind the Bidder to the commitments herein contained. (Name of Authorized Officer) Signature Title APPENDIX D TO AGREEMENT FOR CONSTRUCTION MANAGER AT RISK SERVICES Between The Resolute Building Company and Orange County for Hillsborough Commons Bid Package Scopes of Work 01000 — Pre-Construction Services End of Table of Contents Appendix D-Divisions ofWork.doc Page I of 1 ai D. X t Aft S, JOTr ra w F\.- IN— vIll I -I NAVIM t -r 4: rN IV-1C. between. Th ute :,buNind .06p.1-pan y'.*o Or. rige`Coiantyfbr::H 11 bo UDJ w 0 7. RM CE'S�,`:- '0' h-C"64�m' fi§. cx I 'Cal 4, 46 ME OT 8 O U).M; 0 uj C9 UDJ w 0 7. RM CE'S�,`:- '0' h-C"64�m' fi§. 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E E a. a E a E EL CL U) E U) cn I ca < 0 c,r E 's �s W, M to U) M M co M U) M U) to cD (Z) E o C, 0 a W C-) 0 M CIS 32 M :2 co < a) E 0 Coco M a r 9! 0 0 0 M 0 CO Q c) IT N cc 011-1, (D 4:14 C) 09 0 to '. CO COO 'i 0 CD 0 to L0 M— R - �Q R R tAT-Ln 9 i- � — to (.0 ;E! r- ti CO APPENDIX F TO AGREEMENT FOR CONSTRUCTION MANAGER AT RISK SERVICES Between The Resolute Building Company and Orange County for Hillsborough Commons E Q 04 M CD 0� EL cli N 0) co ca d. W 0) O () ti 00 CF) 00 M W cr- a- IL E 090< O N r O cl, M co E 1Q ca 'a .1 a. ca 5 U) U. a W CL 0 75 0 E E 0 U 0 0 r— (n 0 M 0.0 a. ORANGE :... COUNTY GENERAL CONDITIONS OF THE CONTRACT FOR CONSTRUCTION -- NORTH CONSTRUCTION MANAGER AT RISK :CAROLINA Table of Contents Page Article 1. Definitions Article. 2. Correlation, Interpretation and Intent of Contract Documents .......................... .........::.................... 6, Article 3. Familiarity with Work, Conditions and Laws ................. ......:...:.................:........ .........:...:................. 7 Article 4. Bonds ...................................................................................:................ ...............I............... ......... 8 Article 5. insurance and Indemnity ................................................ ............:................:..... ........... ................... ... 8 Article 6. Other Record Documents and Submittals • .................................... ............ ..'....... .::..:.....:.....' Article 7. Contractor ' ....... ............. ................... ...............17 Article8. Owner .......................................................................................::.:.. . ........::,.:..:...:..:.:.::... 2 ............. 4 Article 9. Construction Manager .........................................................::.......................... . :.:............ ..... ::......... 24 Article10. Designer .........................................................................................................: :..........................,... 25 !, Article 11. Testing and Surveying ................................................... ....................: ........................ :............... ...... Article 12. Separate Contracts ....................................................... ................ .:.:.....::................. :.................... 25 Article 13. ' Contract Time ...........................................................................:..............,...:: :. :... :.............:.......:.. 26 Article 14. Changes in the Work ................................................................................ . :............ ::..:.. :......... Article 15. - Change of the Contract Price' .' .................... 30 Article 16.. Unforeseen Conditions ..... ............................... .................... 32 Article 17. Correction of Work before Final Payment ............... : ............. ........................... ............... ....... 32 Article 18. Correction of Work after Substantial Completion; Warranties and Guaranties ......... :........... :........ 33 Article 19.- - CMARs Right to Do Work .......... ...... .... 34 Article 20. Partial Payments ............................... .......................... ......:.................................. ............... :........... 34 Article 21. Final Payment:..... ......................:..................................... ....:......... :...........:.. :: :: :..:.......... 36 Article 22.' Contractor,. Subcontractor.and Supplier Affidavit ........ ................... :.......................... 37 'r Article 23. Assignments and Subcontracts ........... . ..................................................................... ... ...:. 38 GENERAL CONDITIONS FOR CM AT RISK PROJECT 1 of 42 :.' JUNE 2007 EDITION Article 24. Measurements .................................................................... ..............:................ ................... 3 8 Article 25. Contractor and Subcontractor Relationships ................. .................................... ............. ................ 38 Article 26. Use of Premises ........................ "' ' . , ...................................................................... ............................... 39 Article 27... Cutting, Patching and Fitting ............ :........................... ............................ ...................................... 39 . Article 28. Dispute Resolution ............... ............................................ :............................................................ .... 39 Article.29. Taxes .................................................................. ..............................: Article 30. Operation of Owner's Facilities .............................:......................................... ............................... 40 Article 31. Third Party Beneficiary Clause ..................... Article 32. Measurement of Quantities ............................................................................. ............................... 40 Article 33. Termination by the CMAR for Cause .............................................................. ............................... 40 Article 34. Termination or Suspension by the CMAR for Convenience ........................... 41 ..:............................ - Article 35. - Minority Business Enterprise Program'.'.'.... .............. Article 36: General .................................................. ..................... :................ .................................................. 42 ARTICLE I.. - ' DEFINITIONS 1.1 Agreement - The Construction Agreement, these General Conditions, and any Supplementary Conditions.. 1.2 AIA - The American Institute of Architects. 1.3 ASTM -The American Society for Testing and Materials. 1.4 Beneficial Occupancy — The point at which the Project can be occupied by the Owner for its intended purpose, upon achievement of Substantial Completion, as defined in paragraph 1.39 of these General Conditions.. 1.5 Change Order - A written* order to the Contractor signed' by the CMAR, the Owner and the Designer authorizing an addition, deletion, or revision in the Work and/or an adjustment in the Contract Price and/or the Contract Time issued after execution of the Construction Agreement. See paragraph 14.1 of these General Conditions. 1.6 Completion Oates -'Those dates Identified as the Contractors Completion Dates in the Contractor's Construction. Schedule, the Master Schedule, *or elsewhere in the Contract Documents. 1.7 Construction Agreement = The doc6ment executed by the Contractor and the CMAR to formally memorialize their consent to the terms• of the Agreement. .. 1.8 Construction Change Directive — A written order to ' the 'Contracior signed by the CMAR, the Owner and the Designer directing' .an addition,' deletion, -or revision in the Work after execution of the Construction Agreement, ifi 'circumstances When the parties have been unable to agree on -an adjustment to. the Contract Price or the• Contract Time, but the CMAR directs that the Contractor proceed. with* said Work'subject to adjustment of the Contract Price and/or Contract Time under the procedures described herein. 1.9 Construction Manager At Risk (CMAR) — The personor'firm designated as the CMAR in the Contract Documents, or its authorized representatives-.* The agreement between the CMAR and the Owner is referred to herein as the CMAR Contract. 1.10 Contractor's Construction* Schedule'- That schedule 'described in Article 13 hereof and identified as the Contractor's Construction Schedule... 1.11 Contract Documents -All of the documents that make up the Agreement, plus the Drawings and Specifications that describe the scope of the Work, plus allowable Modifications to the Contract Documents. 1.12 Contract Price - The total monies payable to the Contractor under the Contract Documents pursuant to paragraph 15.1 of the Agreement. 1.13 Contract Time - The number of calendar days stated* in, or computed from, the Contract Documents for the completion of the Work, or any-portion thereof. See, particularly, Article 13 hereof. Time of completion as specified therein is of the essence. The time used and referred to on the Project .will be that -time -which is observed in Hillsborough,* North Carolina, being* Eastern Daylight Savings Time* (EDT),*.Eastern Standard Time (EST), or other as designated by the Designer. 1.14 Contractor -'The Cbritractior sh'a*ll be that party identified as'such in the Agreement. .1.15' Days - Unless.otherwise indicated, iheterm."daiy:s" shiM"mean consecutive calendar days. GENERAL CONDITIONS FOR CM AT RISK PROJECT 3 of 42 JUNE 2007 EDITION 1.16 Daylight Hourm - Thehoureor portions of hours bet�veaan sunrise and sunset |000'bme. 117 ' designated Designer Contract Documents, — their authorized representatives. The Oan' y/er,sm referred to herein, � anoU mean an����c� la and/or engineer. the ~ ' ^'�~'~ / "' °^~^'' masculine ,y= .".a. � ' Drawings 1.18 The wherever ."^=ue" and vv/eu^=r issued, showing the Work, and generally including o|ama' e}evotone. sections, details, schedules and diagrams, AUatof the Drawings ��containadiO the Supplemental General CVndAUono. 1.19 Rs8d Onder- A written* vhtte order issued by the Designer which clarifies or interprets the Contract Documents orordero minor changes in the Work in accordance with the Contract Documents. 8a�paragraph14.3of these ��anero|{�ond(�onm. 1.20 FimdCompletion - Thepoint atWhich.tho Contractor has, as determined ��aD�|gne� completed the VVork,vv�hthe guaranty and vvornantvobUga�on~'and becomes onUUed, upon the recommendation of the CN1AR and the Oeo� - ner and determination by the OvvOer,to final paynlent. . 1.21 The words 'Turnish'" "'furnish and iDateU'" "Install," and "provide" or words with similar meanings shall be |nteroreted, un|aaa otherwise otated, to mean. furnish and *|hataU complete, in place apd�eedyfor service. ' 1.22 Master Schedule. -:The' CK8ARoha| * 'ne and maintain a Master Schedule for Project The Master Schedule shall specify the proposed start and finish dates for each major project activity including all design and construction activities. The Master Schedule shall be included iD the bid documents presented bJbidders. The Master Schedule shall be revised and updated to include key activities from the approved Contractor's Construction Gchedu|o..mn described in'the Contract Documents, including proposed start and finish 1.23 Modification - AAawritteAommndment to the Contract Documer�a'n��t�C and the Contractor and ident�mdtherein such, o<�hon Order, (C) Construction. Change D�ecUve.�or(])aFiddOrde�AK8od � \mayon|-beheoue` ' after execution of the 1.24 Notice - Theterm "notice" or "written notice" as used herein shall mean and include all written nodceo, demands, instructions, and claims approvals and diaapprova|o furnished bv the (�K8AF� the Owner or the Designer to obtain compliance -with the requirements of h' Contract Documento,,mm well as all written notices,- demands, instructions and n|aina fur;kshed by the Contractor -as required by the Contract Documents. Where notice is required under the terms of the Contract Documents, written notice shall always be naqVinad, and oral or :"constructive"' notice ohmU be insufficient and ineffective as notice. Email or other electronic delivery-shall be insufficient and ineffective as notice unless specifically allowed by the Supplementary Conditions or a Modification t6 the Agreement. Written notice shall be deemed to have been duly served on the date that it is delivered in person to the individual or to a member of the firm, to an officer of the corporation for whom it|e intended, toan authorized rdpreoantet�eof such individual, �nn.or corporation, or-on the date it is mailed by registered or certified mai|, return receipt requested, addressed to the last business 'address of such |nd|vidue|, firrn, or corporation known to the person giving the notice. Written notice may also be given by facsimile transmission, provided that proof of delivery is obtained. In the uooe of delivery in person, such delivery shall not be effective unless and until �aw?i�on and a|gnedn�ce|ot�ahoxvngtho�otoand�nneofdelivery GENERAL CONDITIONS FOR CK8'ATRISK PROJECT ' |42 � � � ��or �� � ' � ` JUNE 2OO7EDITION 1.25 Notice of/�vord,- The vvh�ennot�dbv the CMARho the Contractor the Contractor is the successful lBidder and that upon vnp|ionomvvdhtheuonditicnoorocadertbobafUU5Ued' by the Contractor within the 'time ^ specified, the CKAR will cute and deliver the a AoreementbotheContnaotor. 1.26 Notice to Procmed- See paragraph 1O��oftheoeGonoro|Cond0ono. ' ' 1.27 Owno-ThmOwnmis the person designated as such in the 1.28 ' designated from time to time by written notice to the Contractor to administer the Contract Documents, and to observe and monitor the Work on behalf of the Owner with authority and responsibility as herein specified. 1.29 - The total construction -of, which the Work. performed under the Contract Documents nnoybathe whoedrepa�. 1.30 That person, designated ' the Contractor in accordance with paragraph /.2 who shall be in general charge of the Work and its performance and who.shall have the authority setf^u*`o the last sentence cnparagraph 7.2. 1.31 For Information /RF |\-AVhtten' communication from the Contractor to the CMAR to be forwarded to the Designer for any interpretation n� or information needed, roqV��d. or desired under tha'Contnaot13ocuDneOt .ThoCMARra�erYeothe right tDdeterm�athe reasonable format and content 'requiredfor e RF|. In an RF|' the Contractor shall otata o � reasonable date by which a response is necessary.in order to avoid del' �in progress of the Work and shall make such request sufficiently iD advance of such date ae to avoid any such delay. The CK8AR shall -obtain a response in writing to the RR by the date stated by the Contractor UnkasG the CMAR cannot nmanoOeb|y do so, in which c@oo the CK8AFlshall - prior to that data notify the Contractor- of -the date by which the CW1AR can reasonably -respond. The Contractor ahnU Oot.be entitled to any additional time for the completion of the Work or any portion thereof by nsaooD of the failure to timely respond to an RR if the Contractor has not submitted. the F{F| sufficiently in advance to allow the CKAAR and the - Designer anemnonob|�� nVv bz imewithihiohreepond. ' 1.32 ReoueetforPovmant - Thaform, |n'the form ofAk4 -Document G7O2 (latest editionJor other published document approved bvtheCMAR. which | be ad by the Contractor iD requesting progress payments and which is to include a Schedule of Values as-required by the {|oVtract Documents �nd`'en affidavit of the Contractor that progress payments theretofore received from the. CM/4R on account of the Work have been 'applied by the Contractor to discharge in fbU all the Contractor's obligations incurred in connection' with Work �ov�red bya||phnrapp|icotiono'for payment. ' 1.33 Resident Superintendent Th�at person designated by the Contractor in accordance with paragraph 7.2 who has:day-to-day responsibility for the prosecution of the Work and the obtaining of proper materials and equipment, and adequate labor and who shall have the authority 'Set forth in the last sentence of paragraph 7.2. 1.34 Schedule of Values - Any breakdown of the Contract Price which may be required by the � Contract Documents, and designated as ouch. See pa 20.1 of. � � General � 'Conditions. � � 135 Specifications That portion of th6 requirements for materials;"bquipme.nt, constructlion systems, standards, and.w9rkmansh!p 'for the Work and perfor mance of related services. GENERAL CONDITIONS FOR [M AT RISK .5 of 42 JUNE 200EDITION 1.36 Subcontractor - A person, firm, or-corporation who has entered into "a direct contract with the Contractor to perform any of the Work at the Project. 1.37 Submittal - Shop.drawings, product data, samples, and other documents required by the Contract Documents to be submitted by the Contractor to the CMAR and the Designer. 1.38 Submittal Register.- See paragraph 13.2 of these General Conditions. 1.39 Substantial Completion - The point at which the Work, and Work by other Contractors on or in connection with the Project, as determined by the Designer,• is sufficiently complete in accordance with the Contract Documents that it can be beneficially occupied by the Owner, and the Work can be utilized by the Owner for its intended use, and all necessary permits and permissions for Beneficial Occupancy and utilization having been obtained by. the Contractor.. AII, operations and maintenance manuals, Owner training, and as -built drawings must be submitted prior to Substantial Completion' being achieved. 1.40 Sub - subcontractor - A person or entity that has a direct or indirect contract with a Subcontractor to perform any of the Work at the Project. 1.41 Work'- The construction and services required by the Contract Documents, including all 'materials, labor, equipment, and services provided or to be provided by the Contractor to fulfill the Contractor's obligations. 1.42 All references in the Contract Documents to the masculine shall be interpreted 'as including the feminine or neuter and all references in the Contract Documents to the singular or the plural shall be interpreted as including the other, as may be appropriate in the reasonable interpretation of the Contract Documents. ARTICLE 2. CORRELATION, INTERPRETATION AND INTENT OF CONTRACT DOCUMENTS 2.1 It is the intent of the Specifications and Drawings and other Contract Documents to• describe a complete Project in accordance with the Contract Documents. 2.2 The Contract Documents are complementary; what is called for by one is as binding.as if . called for by all. If the Contractor finds a conflict, error or discrepancy in the Contract Documents, the Contractor shall notify the CMAR in writing before proceeding with the Work affected thereby. In resolving such conflicts, errors and discrepancies, the Contract Documents shall be given preference in the following order: Construction Agreement, Modifications, Addenda, Supplemental Conditions, General Conditions, Specifications, - and' Drawings.. Figure dimensions on Drawings shall govern over scale dimensions, and detailed Drawings shall govern over general Drawings. Any Work that may reasonably be .:. inferred from the Contract Documents as being required to produce the intended result shall 'be supplied whether or not it is specifically called for. Work, materials or equipment ' described in words which, so applied, have a well known technical trade meaning shall be - deemed to refer to such meaning and to incorporate any recognized standards which are a part of such meaning. 2.3 Miscellaneous items, accessories and work which are not specifically mentioned, but which are essential to produce a complete and properly operating .installation, or useable structure or plant providing the indicated function shall be furnished and installed without change in the Contract Price.' Such miscellaneous items and accessories shall be of the ' same quality standards, including material, style, finish, strength, class, weight and other applicable characteristics, as specified for the major component of which the miscellaneous • item or accessory is an essential part, and shall be approved by the Designer before.'..' installation. This requirement is not intended to include major components not covered by* or inferable from the Contract Documents. GENERAL CONDITIONS FOR CM'AT RISK PROJECT- 6 of 42 JUNE 2007 EDITION .. 2.4 The Work of all - trades under the Contract Documents shalt• be • coordinated . by the Contractor in such a manner as to obtain the best workmanship possible for the Work and all components of the Work shall be installed or erected in accordance with the best practices of the particular trade. 2.5 The Contractor shall fully complete the Work and shall be responsible'for all of the Work under the Contract Documents to which the Construction Agreement applies. If' the Contractor. is prevented from doing so by any limitation of the Contract Documents, the 'Contractor shall immediately give notice thereof to the CMAR in writing before proceeding with the construction in the area where the problem or limitation exists. 2.6 Standard . specifications or manufacturers' literature, when referenced, shall be of the latest . revision .or printing. unless otherwise stated and is intended to establish the 'minimum, requirements acceptable. 2.7. For those materials specified without the use . of brand. names, the Contractor shall submit to the CMAR within thirty (30) days after its receiving the Construction Agreement for signatures, any product that meets the express requirements of the Specifications, unless a longer time is agreed to in the Master Schedule. Such. Submittal shall include manufacturer's data, test reports, performance data and -certifications, samples, -erection details, and other applicable informatloh as required to permit determination' by the Designer whether such proposed products are suitable. The Designer shall be the sole judge as to the suitability'of any proposed product. The burden of proof•cf quality rests with the Contractor. 2.8 *The Contractor is required to examine and read the 'complete set of Drawings and Specifications for the Project for information concerning* the Work" because some of the Work for which the Contractor will be responsible•may be indicated on or. in documentation applying 'primarily to the Work of one or more other separate prime contractors. No allowance will. be made for the Contractor's failure to become familiar with the complete set* of Project Drawings and Specifications. 2.9 Contractor's requests for clarification or information shall clearly define the cause(s) of the 'Contractor's request and, as appropriate, shall include the Contractor's interpretation and the Contractor's proposed solution. ARTICLE 3. WITH WORK, CONDITIONS AND LAWS 3.1 Th e* Contractor** has investigated prior to bidding and is satisfied with all conditions affecting the Work, including but not restricted to those bearing upon -transportation, disposal, handling and'storagd of materials, availability of labor, water, electrical power, roads and uncertainties of weather, or similar physical conditions at the Project site, and the chpiracter of equipment and facilities needed prior to and during prosecution of the Work. ' The Contractor. is satisfied as to the character, quality and quantity of surface and subsurface materials or obstacles to be encountered insofar as this 'information is -reasonably ascertainable from inspection of the Project site, including all exploratory work done by the Owner, as well as from information presented by the Contract Documents, or any other Information made available to the Contractor prior.to receipt of bids. Any failure by the -Contractor, to become acquainted with the available information' shall not relieve the Contractor from the responsibility for estimating properly the difficulty or cost of successfully' performing the Work. 3.2 .••The Contractor shall be entitled to rely upon all information furnished'to the'Con'tra'btor-in ...writing by the CMAR with respect to the Project'site and to make all inferences from it that GENERAL CONDITIONS FOR CM AT RISK PROJECT 7 of 42 'JUNE 2007 EDITION' vvould' * ; however, the Contractor shall not be entitled to infer from --' --,,---_--_. any fact or condition which would'rdtbe inferred bya contractor having knowledge and experience. with einnUor work and, if the CK8AR-supplied information in inadequate. or insufficient in any* respect, the Contractor shall be required to obtain independently such other information as a knowledgeable and experienced contractor would prudently obtain in ' order toevaluate any such condition. 3.3 The Contractor specifically acknowledges familiarity with all Federa State, local ' laws, ordinances, rules, and regulations which may in any manner affect those engaged' or employed in the Work, or the materials or equipment in or about the Work, or in any way effect the conduct of the Work and agrees that the Contractor and the -Contractor's employees, 8ubnontrocto[n, and oUppUgro vvU|, at all timeo, comply with same. If the Contractor shall discover any provisions in the Contract Documents which are contrary to or inconsistent with any such |ovv' ordinance, ru|e, or uagu|oUon' the Contractor ahoU immediately give notice thereof to the CYWAR in writing, identifying any items of Work offeohsd. and the Contractor shall not pnooead unU|the Contractor has received written direction from the CW1ARvvith respect tothese items. If the Contractor performs contrary to or inconsistently with any such |aVv, ordinanco, rule, or regulation without giving such' notice, the Contractor shall bear all costs whjoh are. auon�mquenceof such pe�ormanoe. . � ` ` 3'4 At times selected by the CK4AR after mxeouilon bv . the'Conbactor of -the . Conotnuc� ` �on . e pre-construction conference ohe|| be scheduled and oonduoted.for 'the ARTICLE 4. BONDS . 4.1 A performance bond |n the full amount of the Contract Price, and eU ftuohaD0eainthe Contract Price, may be required of the Contractor to guarantee * the faithful pe'rform'ance -of �e Work in compliance with the Contract Documents, in such �nn on may be re O ired by law and by the Owner. If required,' the bond shall be dated. the. same d . ae'Ule Construction Agreement and must be accompanied bya current copy. ofthe power of attorney for the attorney-in-foot executing such bond on' behalf of a surety company licensed todo business in the state of North Carolina. 42 & payment bond inthe full amount of the Contract Price, and subject to changes inthe Contract Price, may be required of the Contractor to guarantee the payment of all labor and material costs or claims in connection with compliance with the Contract." If required, the payment bond shall be in such form as may be required by'. law and by the�Owner. Said bond.oha|( be dated and executed in the same manner as the performance bond in paragraph 4.1. ARTICLE 5. INSURANCE �JN0 ����Q��y�[�� � '5.1 CONTRACTOR PROVIDED INSURANCE The Contractor ohoU without limiting its obligations or liabilities, for and maintain. such insurance as IS Tequired by law and as is required by �fie Agreement to when the loan to the Owner is secured by the which the Project claims for damages for bodily including Ueatk dtnom claims for property-damag . which may arlse.frorn the Contractor's or its representatives',. consultants', Subcontractors', ogonby. or employees' operations under this Agreement. - Such insurance shall bemfthe kinds and have limits 6f1iobUi d coverages not less than the minimum limits hereinafter opecifiador required by law, whichever )agreater. The CW1AR makes. po representation eo bz the adequacy or sufficiency ofsuch odvensQen. The following requiren�entd-nhpU 16*no � GENERAL CONDITIONS FOR CK8AFRISK PROJECT. 8of42' �� `'� � � JUNE20OTED[TK]N vvoy be construed to limit or eliminate the |iabUitv'ofthe Co6tractor, which*. arlsma from performance of Work under the Agreement. The Contractor |e strictly responsible for any |0000e' dakna' and costs of any kind which exceed the Contractor's |(m|te of ' ||ab(Uhh or.. The insurance specified shall be provided bvan|n surer- approv ` ed6«the CMAR, authorized to do such business in the State of North Carolina, end .on.tenno approved by the CK4AR. Insurance companies utilized shall have a minimum rating.of A-.and Class V11 as evaluated by the most current A.K4. Best Rating Guide. |fU\e`nauner has a Best Rating less than A andC|eooV||.thmContractornluatnaceivebpecifiowhManepprova(fronnth� OyWAR prior ho proceeding with any Work under the Agreement. /U| agents *and brokers shalt hold valid licenses from the State of North Carolina. The Contractor shall furnish to the CMAR a certificate or cerUfiuoh*a of - inuunanon in o form satisfactory to the CyWAF{ contemporaneously with the executed Construction Agreement. Upon request of the CK4AR. the Contractor ehmU provide the CK4AR with certified copies of the insurance policies required by this Article, including without limitation declaration paQae. conditions, exclusions and endoraomeOto, and confirmation that each .policy premium has been paid for the required term of this Agreement. Certificates of insurance shall. be signed by o person authorized by that insurer. to bind coverage on its behalf. All insurance policies shall provide, as evidenced by Certificates of Insurance, that the insurance shall not be conoe|ed, reduced, naethcded' or changed in. any way without at least thirty /301 days prior -written notice to the CM/\R and the*Qvvner. *With mogend to expiradion, cancellation, reduction, restriction, or any other change, .cmrtifiocdaaahaUstate: -"8hoV|d any ofthe following described policies be canceled before eXp|roUon date or be duo to expire within thirty /90\ daya, the insurer shall -rnoi| thirty /30> days prior written notice to named certificate holder." In the event of any such -cancelimtion' non-renewal, reduction, reabicUon, or change in any insurance/ the Contractor is obligated to replace such insurance within seven (7) days without o gap in coverage and fi|a accordingly such notice with the CK8&R and the Ovvner, and -other interested portieo. Failing immediate receipt of evidence of such* replacement of inobr�nue. tha CM&Fl reserves the right to procure such . insurance as the CK4/\F{considers deairab(e'ond the'Controchor ahe!|.payo[ reimburse the cost of the premium in respect thereof. |tia expressly provided, however, that any action or inaction on the pad of the CWYAR in this respect' shall in no way change or reduce the Contractor's responsibilities and liabilities �under ` this Agreement. Self-funded, policy fronting, or other non-risk transfer insurance mechanisms are not acceptable without prior vvhttaD approval of the CK8AF|. FU|} disclosure of such a program must be made prior to commencing mobilization to the Project site. Fai|unato nnaba afuU disclosure constitutes a material breach of the Agreement, justifying termination for default. The Contractor shall name the CMAR, the' Owner, the Designer and their. respective consultants as additional insureds under all, its insurance contracts workers' compensation) with respect to and including without' -limitation 1iabi|i . arising out of activities performed by or on behalf of the Contractor,* products and completed operations of the Contractor, and automobiles owned, hired' leaomd, or borrowed by the Contractor. The coverage shall contain no special limitations on the scope of protection. afforded to additional insureds. For dohn related this and primary insurance or self-insurance maintained by fhe CMAR. the Owner or the Designer shall be ', excess and non with respect ' the Contractor's insurance. - AU policies of insurance except as noted in paragraph 5.2 aheU cohtana clause waiving . rights of subrogation against the CK8AR. the Owner and the Designer, unless the CMk4R approves otherwise |D writing. , ` �GENERAL CONNTIONS FOR CM4J' RISK PROJECT' Bof � ` JUNE 2OO7EDITION Limits of coverage are not to be -amended 6y deductible *clau*ses-.of any nature without the express written consent of the CMAR. The Contractor shall be solely responsible for any deductible assumptions that may'exist in any insurance policies required under this Agreement. In addition, the Contractor shall be responsible and shall not be reimbursed for any losses arising from any risk or exposure not insured as required herein, or not covered as -a result of a' normal policy exclusion or that falls within the self insured retention, If The Contractor's insurance shall apply separately to each insured against whom dohm is made or suit |o except with . to 'Nm�oof the �muror�|kabUMy. The claim provisions in the Contractor's ins |noe.po|icieg must u ` specifically state the insurance company or Contractor's third oo�v administrator, � self insured, has both the right and duty toadhs o claim and pnov �defense. The policies shall not contain any N' or definition which would serve to ex � � da or eliminate from coverage third party claims, including exclusions of claims for bodily o[other injury to mharmho|dera, padnoro, officers,- directors, , o r. employees of the |na`red, the premises owner, real estate nonage�nr the inmured,s Subcontractor, or any family relative of such peroone. ' If the policies contain V effect) if the Contractor does not comply� with the-most stringent regulations . governing the Work, it shall be modified so that coverage sli all. be. afforded in all cases except for the Contractor's willful or intentional noincompliance wIt.h app!icable gbvern*ment regulations. Any failure by any person to comply with. reporting or-other,pr%ovisions of the policy including breach of warranties, shall n6t affect coverage, provided to the CMAR and the Owner and their respective representatives, officials, and employees. The insolvency or bankruptcy of the Insbred or -of the Irisured's estate shall not relieve the insurance companies of their obligations Onder these' policies. Any clauses to the contrary are unacceptable and must be stricken. .�' ` ' FaFailure ure to oon�o�vvKh these eOtmahaU bn�a,ma�Ha| � ' . . . ofthis br ]uoUYyngterminetkx�for dafau�. Agreement S.t1 � - f � Insurance The Contractor and its ���oontnao�uro shall procure and *maintain W orkare Compensation Insurance in the amount and type required bv the State of North Carolina for all employees employed under the Agreement who. may ciome'within the protection of Compensation Laws and covering —' — operations ~''~~ ~'~ Au'e="='t whether performed by the Contractor or by its- Subcontractors.'. |n - -jurisdictions not providing complete Workers' Compensation protection, the Contractor' and its Subcontractors shall mointoin employers' liability insurance in an amount, form,. connpony, and agency satisfactory to the State of North Carolina and the CW/R for tihe benefit of all employees not protected by Yorkera' ConpenaaUort Laws' and ooVehng all operations under the Agreement whether pedbrmed by the [�ontrac��ror�yiteGuboon�ontors. . The Contractor shall oh assessments as will protect the ` Contractor ond the �K/— � from ukahn� under workmen's '`----d�ob and other similar * * t/ acts*.:..--^ hecurnant Modification Factor shall be indicated on the Certificate of Insurance. GENERAL COND|TkOMG��R��/�F�O8>�PF�OJECT 1nof42 '''� �' �' . � JUNE 2OO7EDITION Coverage under this section shall be as required by• federal and state Workers' Compensation and Occupational Disease Statutes, and shall have minimum limits as follows: Coverage A: 'Statutory', State of North Carolina Employers' Liability: Each Accident $1,000,000 Disease- Policy Limit $1,000,000 Disease - Each Employe6 $1,000,000 Such -insurance shall include Voluntary Compensation coverage, a Waiver of Subrogation in favor of the CMAR as well as other* endorsements that may be required by applicable jurisdictions, i.e.' United States Longshoremen and Harbor Workers Act and -maritime coverage (Jones Act). Automobile Liability Insurance The Contractor shall procure and maintain automobile insurance against liability for bodily injury and *property damagfe as described below, that may arise with respect to the Work being performed under the Agreement, and as will provide protection from claims which may arise out of or result from the Contractor's performance of the Work and the Contractor's other obligations under nder the Agreement, whether such performance of the Work is by the Contractor, by any representative or Subcontractor, by anyone, both officially and personally, directly or indirectly employed by any of them, or by anyone for whose acts any of them may be liable. This policy of insurance shall carry the following minimum Limit of Liability: Combined Single'Llmit $1,000,000 The policy of insurance shall contain or be endorsed to include the following: a) owned, hired, and non -owned automobile liability. b) If the policy contains a warranty stating that coverage is null and void (or words to that effect) if the transporter does not comply with' the most stringent regulations governing the Work, it shall be modified so that coverage shall be afforded in all cases except for the transporter's willful or intentional noncompliance with applicable government regulations. Any failure by any party to comply with reporting or other provisions of the policy including breach of warranties, shall not affect coverage provided to the CMAR, the Owner, and their respective representatives, officials, and employees. No subcontracting of waste hauling shall be permitted without prior, written approval. of the CMAR. 5.1.3 General Liability This policy must be written on an Occurrence basis, with the following minimum Limits of Liability: General Aggregate� per project. $2,000,000.00 Products/Completed Operations Aggregate $2,000,000.00 Bodily- Injury and Property Damage csI/each occurrence $1,000,000.00' Personal Injury and Advertising Injury $2,000,000.00 GENERAL CONDITIONS FOR CM AT RISK PROJECT 11 of 42 ." JUNE 2007 EDITION The policy of insurance shall contain or be endorsed to include the following: a) Blanket 'Contractual Liability covering Contractor's indemnification obligations under this Agreement, in accordance with ISO policy form CG 00 01, -Modifications -to the standard provision will not be acceptable if they serve to reduce coverage. b) Premises/Operations Liability. C) Explosion, collapse, and underground fault. d) Independent Contractors*and Independent Subcontractors coverage. e) Broad Form Property Damage. f)i Personal Injury. g) Cross Liability/Severability of Interest clause.. h) Employer's Stop-Gap Liability endorsement, if applicable. i) Amendment of the Pollutiorf Exclusfon Endorsement to allow coverage for bodily injury or property damage caused by heat, smoke; or fumes from a hostile fire. Designated General Aggregate Limit Endorsement if required by the -Supplementary Conditions.: k) For contractors with design. responsibility, endorsement CG22 80 and DIC for contractors' professional. is requested. Coverage shall remain continuously in effect and without interruption for at least six years from the date of the Notice of Award and shall include coverage for exposures arising from operations'thai have been,completed. -The Contractor shall furnish the CMAR and. each other additional insured listed in the Agreement to whom the Certificates have been issued, evidence satisfactory to the* CMAR of continuation of such insurance at the date of Substantial Completion and each 'year thereafter. 5.1.4 Pollution Legal Liability PLL) Pollution. Legal Liability* coverage* will be provided if required by, the Supplementary Conditions. 5.1.5 Professional Liability Policies for professional liability must• be• provided by the Contractor or its independent design professional if the Contractor is required to provide any professional design services under the Contract Documents.' Alternatively, compliance with paragraph 5.1.3 (k) is acceptable. The limits of coverage required for professional liability shall be included in the Contract Documents, -and will be subject to approval by the CMAR, taking into account among any other reasonable factors the risks-insured against, the cost of the insurance, - and the professionals providing the insurance. 5.1..6. Claims The Contractor shall notify the CMAR within twenty-four (24) hours of any claims or alleged claims received by the Contractor covered by any of the policies of insurance required of GENERAL CONDITIONS FOR.CM AT RISK PROJECT 12 of 42 JUNE 2007 EDITION Contractor in this Agreement. The Contractor shall provide o written copy of the claim or alleged claim to th " e GMAR within *three (3) days of the Contractor's receipt of the claim or alleged * claim. If-a claim is'settled to the satisfaction of the claimant, the Contractor shall submit a copy of the claimant's release to the CMAR. If a claim a 'claim: is rejected by ihe Contractor and/or its insurance company, the' Contractor shall immediately report this fact to the CMAR. Should thirty, (30) days"elapse aifter the claim 'or alleged claim has been received by the Contractor, and the Contractor is not able to report a settlement or rejection of the claim, it shall report to the CMAR the steps being taken with respect to the claim. Without limiting the foregoing, the Contractor shall notify the CMARiOwriting of any *paid or incurred claims which may impair annual aggregate or general liability. 5.1.7 Retentions Any deductibles 'or seif-inured retentions must bedeclared to and approved eliminate At the option of the CMAR, either: the insurer shall reduce to a maximum of $250,000 or .. such deductibles `"=.`.="/=v retentions with respect to the' CmvAm,.or the Contnactor shall provide evidence of md|ateooi provided to insurers or procure o bond guaranteeing -payment of |oaoen and related inveabgatione, doinn odrn{nistration, and defense expenses within the deductible or self-insured retention amount. Any self-insured retention or deductible. amount onthe pp||cy aheU not reduce the amount ofcollectible limits 5.1'8 The Contractor shall include all Subcontractors as |DoUrede'Under its ooi�eo, or shall furnish separate certificates, policies, and endorsements for each Subcontractor -the ' Contractor intends to use. If Subcontractor does not take out insurance in its own name ondth�- Contractor wishes hopnov�e insurance protection for such Subcontractor and such Subcontractor's employees', the Contractor shall either (a) procure appropriate pol|o|ae in the name of the Subcontractor, or (b) cause a rider or riders to be attached to* the Contractor's policies which shall identify the Subcontractor thereby covered; -provided.' � however, in the ooee of the latter ootion, such a rider need not be attached to the Contract o�evvorkere'componea�on policy � such poUoyoy its terVlmieoufficien�y broad to cover theemployees of all Subcontractors performing Work under the Contract Documents. Except as otherwise -approved by the C��WA�� in writing, Limits ofLiab�{tyand coverage scope must be ot a minimum as 'stringent as required 'of the Contractor by the Contract Documents. All Work performed for the Contractor by any Subcontractor shall be. pursuant to on appropriate agreement between the Contractor and the Subcontractor which shall contain - provisions that waive all rights the contracting parties may have against one another for damages caused by fire or other perils covered by insurance as provided herein. Insurance monies received from any loss shall be divided as the respective interest of the parties affected shall appear. 5.2 PROPERTY INSURANCE The CMARahaU be responsible for purchasing and maintaining insurance to protect the' Project xwv perils ur physical loss. The insurance shall provide for the cost of for the Work u1 the time of any loss. Theinsuran'ce�uha- |imdudeam—naned�r ^insureds the Owner, the CWARtheContnaotornondth�ir�Guboon�oc0ona and shall |neuna against the �em�omthe ' - ' - --~- --- to theft, vendu�n� � flood, ---`---' ..resulting from defective design, negligent workmanship or defective maierial. The '' � ' ' ` ' GENERAL CONDITIONS FOR CP� /T[FU8�PRC}JE�� 18of42 � . � � � � JUNE 2OO7EDITION shall increase' the coverage limits as necessary to reflect changes In th . e estimated replacement cost of the Project. The CMAR shall provide the Contractor, if requested, with copies of all, policies thus obtained for 'the Project. . The CMAR shall provide the Contractor •with thirty irty (30) days notice of cancellation, non-renewal or endorsement reducing or restricting coverage. - The Contractor and the CMAR waive all rights against each other and a . gainst the other'.. separate contractors, the Owner, and their respective consultants, agents and employees for damages occurring during construction and covered by builder's risk and any property., insurance required for this Project excluding Owners' Property insurance. The Contractor and the CMAR shall each require appropriate similar' waivers from the Owner, the other separate contractors, their Subcontractors, and their consultants and agents. This waiver does not apply to design liability. The Contractor is responsible for all physical damage to owned or rented machinery, tools, equipment, forms, and other items owned, rented or used by the Contractor and/or Subcontractor(s) in the performance of the Work. The insurance coverage evidencing such shall include a waiver of subrogation in favor of the CMAR, the Owner and the Designer and their respective consultants and agents. The Contractor shall provide valuable papers and records insurance with coverage in an amount commensurate with project scope as set forth -in the Supplementary General Conditions.' 'if the Project includes as addition'to or is adjacent to an existing structure, the CMAR, the separate Contractors*and the Subcontractors shall be named as additional insureds for the Owners property insurance covering such structure and its contents. If the Owner ocdu'pies or uses a part or parts of the Project prior to Substantial Completion thereof, such occupancy shall not occur until the Owner obtains property insurance for the .structure and until all insurance companies providing insurance for the Project consent to %ich• occupancy by endorsement to the insurance policies. 5.3 OWNER CONTROLLED PROJECT SPECIFIC INSURANCE In the event the Owner elects to purchase project-specific insurance affording coverage to -the Contractor and Subcontractors, the terms and conditions of such coverage shall be set forth in the Supplementary Conditions. 5.4 CONTRACTOR AS JOINT VENTURE -If the -Contractor is completing this Project on a joint, venture basis, both joint venture partners retain all liabilities assumed by this Agreement, individually and collectively. This -.may incl*ude;'bbt is not limited to, all premiums due, deductibles/self-insured retentions, coinsurance provisions, claim provisions, insurance policy conditions, -and indemnification provisions hereunder. Evidence of a. Blanket Joint Venture Endorsement must be obtained from the General Liability 'and Contractors Pollution Legal Liability carriers of each joint venture partner substantially as follows: With respect to "your work", and the 'products-completed operations hazard", you are an Insured for yourflability arising out of the conduct of any partnership or joint .venture of which you were *a partner or member, even though this partnership or joint venture is not shown as a'Named Insured in the Declarations.. This coverage is excess over-any GENERAL CONDITIONS FOR CM AT RISK PROJECT- 14 of 42 JUNE 2007. EDITION available liability 'insure the partnership or joint venture. This coverage will not inure to the benefit of any other party except you. " 5.5 INDEMNIFICATION ' � Th� Contractor,. bl the fullest extent not prohibited -bv haw, -shall defmnd. Indemnify, and save harmless the CMAR, the Owner, the Designer, 'and their respective officials, officers, emp|oyeee, and agents from and against any and all. U�bi|\t|oa UbPaneeab|eorunforeoeeeb|e\. penalties, fines, forfeitures, donmanda, ciobns.'couoee of actions, suits, -judgments, and costs and expenses incidental thereto, (including,: without limitation, amounts paid pursuant to investigations, defense or settlements, andreasonable attorneys' feaa). which any or all of them may herea�ereuer. �iOour.bareaponoib\efor.or, pay out ona result of but not limited to: sA bodily injury sickness., disease, or death) to any person |' Ud'ng. but not limited to. the Contractor's employees or its representatives mh(ka on the site of the Project; or b) actual or alleged damage (including loss of (public or' pri * including the Project or other property on the Project site); r. ` d contamination ofor adverse effects oD the environment arising directiv`' or Indirectly out `oforin connection with the performance ofthe Work, includi but not |i itedto any hazardous or toxic waste, substance, or constituent of any pUbstance subject. to regulation under CERCLA, RCRA, TSCA, and other Federal and state authorities that is spilled, released, threatening to release,* or disposed. of - or *destroyed . by. the Contractor or its Subcontractors on or off the site of the Projector while- in transpc�rt to or from the site; or d) any violation or alleged violation of laws and regV|oOona, ghmiOg outofor in any way connoctedvWththeVVork, ` �' caused in whole or in part by the Contractor, any Subcontractor or. supplier or. any representatives of the Contractor. The Contractor shall not be required to indemnify any person against {000em resulting from o breach of contract 'or 'resulting from' negligence,. misconduct or violation of laws an the part of any person indemnified hereunder. ' The Contractor further agrees to obtain, nnaintain, and pay for such liab-lilty insurance coverages and endorsements as will insure the provisions of.thia -parognaph 5.4. Furthermorn,.the Contractor agrees to be liable for and to indemnify and reimburse the CMAR and the Owner for all legal fees and disbursements paid or.incurred to'ehforce.the provisions of this paragraph 5.4. The indemnification obligations under this.porognaphG.4 shall not be limited in any way by the amount or type of damages.," co' m pene��on or benefits payable under workers compensation oota.. disability. 'benefit a' �tn, other employment benefit acts, or the amount of insurance carried orrecovered. The CMAR acknowledges that hazardous or toxic vvaate,nnctahm. - . k:als.00mpoundn or ouUatoncea, or other environmental hozorda, contamination or ooUutkzn. to hereinafter as "environmental hazards") may be present at the Project site that were not created, generated, orreleased at the Project oite by the Contractor or its Subcontractors, agents or mmp|oyeea, acting alone or in concert with others. Un|aam the named|oelon, abatement or handUng of such environmental hazards'. is part of the' arop6of the Work under this Aonaamant, than upon the discovery of such nnvinonmnenta| hazards,' the Contractor shall imrnmdieta|y, and in no event more than,three days after aboh discovery, give notice to the CNYAR of the * env|ronmente| hazards before. they are disturbed. -lFhe� '(�K�AR.. tho�[jmmer and`�the DaoiQn�r mhaU thmnau�o��pnonloUY'investgcde the GENERAL CONDITIONS FOR CMA[ RISK PROJECT .15of42 � � �E � environmental hazards, and make such changes. in the' Drawings and/or Specifications .ai they may find necessary to abate, �emed|ate, isolate prhandle the environmental hazards. Any increase or decrease in the Contract Price or the.Contneut Time resulting from such changes shall be adjusted in the manner provided herein for adjustments as tm extra and/or additional Work and changes. |tia agreed that the Contractor shall. have no liability under this Agreement for any. environmental hazards existing ot , on or in th Png' ect site prior to the *date that Work commences under this Agreement- unless the e-Controotor or. its 8ubcontnactoro, agents or employees, acting alone or in concert with others,' by their own negligence or misconduct, na|eooe' or expose the Owner. or third parties to the environmental hazards. The provisions ofthis paragraph 5�.*shalisurvive the termination m cancellation or completion of this Agreement. ARTICLE 6. OTHER RECORD DOCUMENTS AND SUBMITTALS . 6.1 The CK8AR shall furnish to the Contractor the numb`r and Specifications stated-in the Supplementary Conditions. Additional copies of Drawings and Specifications may be obtained at the cost of reproduction and hand|�� . 62 The Contractor shall submit to the CMAR for forwarding to the'[eaigOe[ all Submittals required by the C ooUinenta. The Contractor shall submit four (4) reproducible prints of all shop drawings plus the number of copies sufficient for its requirements. The Contractor shall submit samples in quantities required by the Contract Documents. The ' 'Contractor shall submit product data in five (5) copies, plus the number of copies sufficient for the Contractor's naquin»rnanta. All shop drawings shall be reviewed by the Contractor and sfiali bear the Contractor's stamp of approval before being forwarded to the CMAR and the Designer. Submittals shall be submitted in such time as to cause no delay to the Work ' or aOy'portthmreof and in accordance with the Contractor's Construction Schedule and 8Ub0�ba| Register.* The *(�K8ARahoU [ev|*�vaDd process the aVbmd±a| with reasonable promptness, noting desired corrections, 'if any. ThaCKAAR oheU retain three (3) copies of the oVbnOitto| and shall return the balance of the reviewed submittal to the Contractor for action. The Contractor aho|i furnishany corrected submittal to the CN1AR for forwarding to . the Designer. The CK8AFlshall retain three ( 'copies uf the corrected submittal for the records of the CK8AR and the Designer, and VvU|.return'the balance of the reviewed submittal to the Contractor. substitutions will bo accepted after the bids have been ' received. All substitutions prior to the receipt of bids shall be in accordance with the � Contract Documents. ' TheControotorenknovvedgenthatthoprooeouin0ofohoodrovvDgaandotheraubnRk±ahaim directly impacted by the clarity, completeness, and accuracy of s * aid documents and that it |a the Contractor's responsibility coordinate each submittal with all other related or affected Work and Ui\ oppcoVe each oub[nU±a| before submitting same to the CK8AR for approval. 0.3 No substitutions and no deviations from requirement of the Contract Documents shall be deemed allowed unless the Contractor has specifically informed the CMAR in writing of such deviations at the time of submittal and the Designer and the Owner have given written and specific approval to the substitutions or deviations.. In. proposing a deviation or or upp'uv^m by the Designer ur the Owner, that the to or better in quality and for the purpose intended, and that* the Contractor shall not by reason of any such review, allowance or approval be relieved from any obligation or responsibility contained in the Contract 'GENEBALCOND|T0NS FOR CK8AT RISK PROJECT :18of42 ' JUNE 2OO7 EDITION - 6.4 of submittals by the CMAR and the Designer shall not be construed as relieving the Contractor from responsibility for compliance with terms or designs of the Contract Documents nor from responsibility for errors of any sort in the submittal. 6.5 The Contractor shall. keep one record copy marked all Drawings, Addenda, Modifications, and Submittals at. the Project in - 000d order and annotated at least monthly to show all changes made. during the construction process. Such monthly annotations and their approval by the CMAR shall be a condition precedent to approval by the CyWARof each monthly Request forPa ment.Said'�euondcopyahaUbe stored at the Project and fd|y protected from dam oQe by fire or other hazard. This record copy shall be available to the CK8/\R' the Designer and the Owner for inspection at all times. The complete record copy shall be delivered to the CIVIAR for review and transmittal to the Designer for the Owner's purposes prior to the Designer's certifying Substantial Completion of the Work. 6.6 At completion of the Project andbeforeFina'povment, the Contractor shall assemble and deliver tothe CMAR one complete set of all as-built drawings and one complete set ofall approved aubmitta|a, product dota, and bonnp|eo.vvhich were reviewed by the Designer. These drawings and submittals shall be on paper, or in electronic or other media if required by the Supplementary Conditions, These drmvvingm.ond*odbmitto\a shall be categorized and packaged aa directed by the Designer. `' ARTICLE 7. CONTRACTOR � . �� � 7.1 The [�ontnaotorshall eupeni000nd�dineot the \A/mrk `ondvviththeContnachor'sbaat sd|| and attention. Except as may be set forth specifically in the Contract Documents, the Contractor shall be solely responsible for the means* methods, techniques, sequences, and procedures of construction, and for safety precautions and programs [n connection with the VVod(. The Contractor shall be responsible to *see that the finished Work complies accurately with the Contract Documents. 7.2 The Contractor shall appoint a'competent with to manage the Project for theContractor.TheContractoralsoohal|keepon'thePmect at all times during the VVodx of the Contrnptor a -competent Resident' Superintendent and necessary assistants who shall not be replaced without prior written approval by the CYWAR exoeptuOdm7extraordiDarynincUmatancee,invvhicheventinn0ed|etawrittennotimaoha|\be ' given to the [}W1AR.-|f approved by the C|K8AR' taking-into account the scope and comp|exity of the Work of the Contractor, the Project Manager and the Resident Supefintendent may be the same person. *At any time, the CMAR, in its sole and absolute discretion, may require the Contnactor - to ?apiace the Project Manager or Resident Superintendent with an experienced and competent persbn,or persons upon -seven (7) days written notice from the CYWARhothe Contractor. -Such replacement ent oha\| be at the Contractor's expena�andmtnocoattoUlmCNAR. ' Both the Project Manager and the Resident Superintendent shall have authority to act on behalf of the Contractor, and instructions, directions or notices given to either of them shall beao binding oeif given to the Conboctor. . 7.3 The Contractor shall provide sufficient competent and suitably 'qualified pmraonne|, equ(pnuent and supplies to lay out the Work and perform construction as required by the Contract Documents. The Contractor will at all times -maintain good discipline -and order at the site, and will comply with all applicable OGH/4'stondarda� Any 'person enno|oved,bv the Contractor, bv`ony/.Subuontroubor, or by any sub- subcontractor who, �|n �e.opin�n � �m CM� �m Designer � �a ��, does n� pe�orrnDeVVorkin� proper and skillful manner oriainhsmperabe*or disorderly shall, etthe . � � GENEF6uLC[]0D[T\ONSF[�F�CK8/g�FB8P{PF�OJECT .17of��` � ���� � ���� JUNE 2OOTED[T\[]N ` ' � ^ ^ ` written request ofthe CMAR, be removed forthwith by the Contractor, Subcontractor, or sUb-subcontractor employing such person without cost to the CMAR, and shall not be employed again in any portion of the Work without the prior vvhtteDepprovo|oftheCK8AR. Should the Contnactorfoi|'to nanhove such person or persons or fall to furnish suitable and sufficient personnel for the proper prosecution of the VVod« within three (3) days after written order, the CYWAR may withhold. further payment by mrU±an notice until compliance with such order. 7.4 If, in the opinion of the the or the Owner, -any Subcontractor onthe Project is incompetent or otherwise unsatisfactory, such Subcontractor shall be replaced by the Contractor with no |non*asm in the Contract Price if and when directed by the CK8AR in writing. 7.5 The Contractor shall furnish all msteho|n. equipment, |abor, transportation, construction equipment and mech|nnry, tools appliances, fucH. light, heat and all other facilities and incidentals necessary for the execution,, maintenance, initial operation, and completion of the VVork, other than those specifically excluded by the Contract Documents and to be furnished by the CW1AR or others. When use or storage of hazardous materials or equipment or methods of more than ordinary risk are necessary in accomplishing the Work, -the Contractor shall give the CK4AFl reasonable advance notice. If any materials ` hotmfurnished � or installed by the CMAR or others under the terms of the Contract Documents, said materials shall be made available to the Contractor at the location(s) specified in -the Contract Documents. All costs of handling, transportation from the specified location to the- Project, storage, and installing of materials furnished by others shall be included in the Contract Price. The Contractor shall be responsible for any demurrage, damage, loss,'or other deficiencies which may occur during the Contractor's handling, storage, or use of material furnished by others. The CMAR shall deduct from any monies due or to become due the Contractor any cost incurred by the CMAR in making good any such damage, loss, or deficiency. All equipment which is proposed to be used in the Work shall, be of sufficient size and in such mechanical condition. as to meet the requirements of the Work and produce o satisfactory. quo|Uxof work. Equipment used on any portion ofthe Work shall be such that no injury to pnaviouolyoomp|etwd VVork, adjacent prbperh/ or existing facilities shall reou|t from its use. When the methods and equipment to be oa � d by Contractor Work ope not prescribed in the Contract Documents, the Contractor shall be'freeto use any methods or equipment that will accomplish the Work in conformity with the requirements of the Contract O000mento, When the Contract Documents specify the use of certain methods and equipment, such methods and equipment shall be used unless others are authorized in writing by the CMAR. If the Contractor -desires to use a method or type of equipment other than that specified in the Contract Documents, the Contractor may request authority from the CMAR to do so. The request shall be in writing and shall include a full description of the methods and equipment proposed and of the reasons for desiring to make the change. If approval is given, it shall be on the condition that the Contractor shall be fully responsible for producing Work in conformity with the requirements of the Contract Documents. If, after trial use of the substituted methods or equipment, the CMAR or the Designer determines that the Work produced does not meet the requirements of the Contract Documents, the Contractor shall discontinue the use of the substitute 'method' or equipment and shall complete the* remaining Work wiffi the specified methods, and equipment at no additional cost to the Owner. The Contractor' shall remove any-.deficient Work and replace it with Work of GENERAL CONDITIONS FOR CMATF���PF�UE�T 18of42 �� � j�NE2OO7B]D]QN � `�� . � ` � specified quality, -or take such other uornecUve action oo the CK8AR may d�ect No change in the Contract Price or in Contract Time shall be made as a result of authorizing a change in methods or equipment under this paragraph., 7.6 All nnotoria!o and equipment oho| be new, except as otherwise provided in the Contract Documents. When special makes or grades of material which are normally packaged by the supplier or manufacturer are specified or , such materials ahaUbedehvoredto the Project site in their original or containers vv�h seals unbroken and labels Materials shall be so stored as to,assure the preservation of their quantity, quality and fitn * ess for the Work. Stored materials, even though approved before storage, may again be inspected by the CMAR, the Designer or the Owner prior to their use in the Work and shall be required to meet the requirements of the Contract ' Documents at the time they are incorporated into the Work. Stored materials shall be located so,as to facilitate their prompt inspection. The Contractor shall coordinate the storage of all materials with'the CMAR. Materials to be stored at the Project. or on the Owner's property shall not create an notb�uaad� without written consistent with the provisions of paragraph 20.3 of these General Conditions. The Contractor shall make all arrangements and bear all expenses for the storage of materials on private property. Upon r6qubst, the Contractor shall furnish the Cw*mn copy mthe property. owners permission. All storage - sites on private or the Owner's property shall be restored bl their original oondition b«the Contractor at its enfire expense, except as otherwise agreed to (in vvdUng\ by the owner or lessee. of the property. 7.7 All .materials and,eq'' ment shall be apo|ied, installed, oonnected, erected, used, cleaned and conditioned ' in accordance with 'the instructions. of the manufacturer, fabricator, or prooaao�� otherwise �Xoeot�a other0� provided in the Contract Documents. . ` ` 7]3 The Contractor will be fully responsible for all and omissions of its Subcontractors and of persons directly or indirectly employed by them and of per * onofo[vvhooe act any of them may be liable to the same extent that the Cnn�aohz is responsible for the acts and omissions of the Contractors oVvn'aOlp|oyges` Nothing iO.tha Contract OomJ0eOte shall create any contractual relationship between any Subcontractor or supplier and the CMAR, the Owner orthe Designer,* or any obligation on the part ofthe Ck8AR. the Owner or the Designer to pay oro to the poyrnentof.aoy nn h duo any such Subcontractor or material a| furnioher except as rnayothe�iae be raqV{nad by law. The {�K8AF� may furnish to any Subcontractor or supplier', to* extent practicable, evidence ofamounts paid to the Contractor on account of specific Work done. ` � 7.9 The divisions and sections of the 'Specifications and the identifications of any Drawings shall not control the Contractor in dividing the Work among Subcontractors. 7.10 The Contractor agrees to bind e to the terms and conditions of the Contract Documents for the benefit ofthe CMAR and to furnish written evidence thereof to the CMAR within seven (7) days after written request bv the CMAR. 7.11 The Contractor and| attend job progress conferences and oU- other meetings or conferences as directed by the CMAFl. The Contractor shall be represented at these job progress conferences* by.a,representative having the authority of the Project Manager and by such other representatives as'the CMAR may direct. Job progress conferences shall be ' open bo Subcontractors, suppliers and any ra who may contribute beneficially toward maintaining naqu|nyd job* -ppogreop..and such personnel ohoU be encouraged by the .'Contractor to attend. It shall be the principal purpose of job progress conferences to effect coprdinaMon, cooperation and assistance in'every practical xvoy bzxvand the ond.of - GENERAL CONDITIONS FOR CK8 .�RI /PR{)JECT� B*of43 � �� JUNE 2OO7EDDFKJN � � � � � maintiiining*pirogress by the specified Completion Dates. The Contractor shall be prepared to assess progress Of the Work as required in the Contract Documents and to recommend remedial measures for correction of progress as may be appropriate. The CMAR shall preside as chairman and arrange for minutes to be taken and circulated. In the event that the prosecution of theWork is discontinued for any reason, the Contractor shall notify the CMAR at least forty-eight (48) hours in advance of resuming operations. Should the terms of the Contract Documents require completion. ofone or more- oortionaof the Work for the Beneficial Occupancy of the Owner prior to completion of the entire Work, the Contractor shall complete'such portion(s) of the Work on or before shall include the obtaining of all government or other permits, permission, responsible Such completion I and/or approvals necessary to occupancy. The Contractor shall I I ndependently estimate the difficulties involved in arranging the Work to permit such Beneficial Occupancy and shall not claim any " additional compensation or time extension by reason of any delay or increased cost due to completing such portion(s) of the Work. The Owner's possession and use of such portion(s) of the Work shall not be deemed an acceptance of any'Work not completed in accordance with the Contract Documents. The Owner shall be the insurance of all portions of the Work- completed and beneficially occupied by the Owner. 7.12 The Contractor ' ehe|| all license fees and royalties, and assume all costs incident the' use of any invention, design p[ooeao, or device which is the subject of patent rights or copyrights heldbv others, except for inventions, design processes, or devices specified by the Designer in the Contract Documents. The Contractor shall indemnify and hold harmless the CMAF, the Owner, the Designer, and anyone directly employed by any ofthem,from -andagminoteKc|m|mo,donnogoa.|oeoeeandcmpeneae.ino|udingattornov'ofeesondcoato of defense, arising out of any infringement or alleged infringement of such rights during or after completion of the Work, and shall defend all such claims in connection with any actual. or alleged infringeOlentofsUchrighta. 7.13 The Contriictor shall secure and pay for all permits, including without limitation construction permits -and licenses, and will pay all governmental charges and inspection fees necessary for the prosecution of the Work. 7.14 The Contractor shall give all notices and comply with all kamm, ordinances, nAes� and � ��u�o� to the Wo�a�sh�l m��d�����e CMAB�e Owner,' the Designer, and their respective officials, officers, agents, employees or servants against , any claim or liability arising from or based on the Y\o|mUon of any such law, ordinance, naQu|aUon, under, or decree, whether by the Contractor orbythe Contractor's employees, Subcontractors, oub-ouboontractone'or their employees. 7'15 The Contractor ohd| be responsible for the reasonable and necessary protection and oaourUv of its Work and its property and the property of others at the aita, as required by |amm or ordinances governing such conditions, or by custom or sound construction practices, and shall share such responsibilities for protection of property at the site as may be directed by the Contnact Documents and the CM/\R. The Contractor oheU be responsible for any damage to the Owner's property, or that of others, by the Contractor or the Contractor's employees, Subcontractors,. sub-aubcoMTactora, or their employees. or oQen��.and shall make good such domogeo. TheContnacborshe||bereoponaibleforand .pay for any such claims made against the CM&Ro'r the Owner. ' ' ` � . � � � . � . . ' � � � � � 7.1O Thm Contractor ahoU o| with the Pr oje ct Safety Program 'and Public Hezond Control ' P|en,'|nnp|em.enbad 'by the CMAF{. -The' Contractor shall protect improvements � GENERAL CONDITIONS FOR CMAF RISK PROJECT 20 of42 � � JUNE 2007 EDITION to remain in the vicinity of the operations and barricade all. walks, roads, 'and' areas eo necessary to keep the public away from the conetnuoUon. 7.17 The Contractor shall provide cover and/or protect all � of the Work and provide all materials necessary to protect the Work whether performed by the Controctor.or any ofthe Subcontractors or sub-subcontractors. Any Work damaged through- the lack of prop eir protection, o� from any other cause, shall be repaired or replaced without extra cost to the CMAR or extension to the Contract Time. ' The Contractor shall maintain the Work during construction and until the Work io This maintenance shall constitute continuous and effective effort prosecuted day*by day, with adequate, equipment and forces so that the Work is maintained in satisfactory condition at all times. All costs of maintenance shall be included in the Contract Price and the Contractor will not be paid an additional amount for such effort. Should the CMAR observe that. the Con*trac'tor at any time has failed to maintain the Work as provided herein, the CMAR may immediately notify the Contractor of such non-compliance. Such notification shall specify a reasonable time within which the Contractor shall be required to remedy such unsatisfactory maintenance condition. Should the Contractor fail to property respond to the CMAR's n'otiflcation, 'the CMAR may, at the Contractor's expense, take such action as it may deem appropriate to remedy the defective maintenance, including suspension of the Contractor'§ Work or any part thereof, Any such expense incurred by the CMAR shall be deducted from monies due or to become due the Contractor. Parking lots, streets, and walks connecting to the Project-area' shall at all times be protected by the , sand, . � � . � —_—. Pedestrian traffic* around the construction limits must be maintained in a clean and safe condition at' all Umoa with required barricades and covered When ��������o�c���eP��|����u�.� walkways, shall, All ��hm��a�n�d��Um���� u�v�, vicinity of the Project site shall ba protected at all times from entry of dirt, rubble and other debris. The residue from the cleaning of trucks, vvhoo|barrowm, concrete buggies, etc. must be prevented from entahng - the drainage oyotem, and if cleaning is done, the residue must becontained and nannmved from the pndeotmite'with other refuse. 7,18 No burning' debris uhd| be allowed inside or around the Project during the course u/construction. 7.19 The Contractor *shall 'provide for and maintain programs for the protection of its employees and other persons at the P 'aite.andahoU comply at all times with the requirements of the most current edition of the CAGC Safety and Health. Manual (or the AGC Accident Prevention Manual in Construction], or the equivalent requirements of the Contractor's safety program, and shall fully comply with all Fedora|. State, and local |avm, ru|eo, regulations, and building code requirements so as to prevent accidents or injuries toperoonsonoraboutiheP 'eoto|te. T'heCon�ocbzrehaU clearly mark or t i i � of existing hazards, ' shall .elevator 'Shafts, itairways, floor and wall openings and similar hazards. The Contractor protective devices and s/�'/=u//uv�/mu:tneprogreeeoron�Yvorm. ' ' -All trenches, well barricaded, -and properly lighted at night. When Work requires closing of an area normally =�d"x�. the Owner o the public, the Contractor shall furnish, erect, and maintain temporary GENERAL COND0ONS.FOFlCNAt. RISK PROJECT. 21of42 JUNE2OO7` B]|TK3N ` barricades, and properly light the area. The Contractor shall comply with any directions and public authorities |nUl�roopacL 7.20 The 'Confnaotnr shall- adher*0 to the rules, regulations, and interpretations of the North Carolina — Department of Labor's Occupational Safety and ."e=.u. Sv='w=vs 'for the Construction Industry (29 CFRPod 1926 as adopted in 13 NCAC 07F.0201, including 29 and '`'~'' `~~'^ ~=t. m95-12" through " 155 (Occupational Safety and Health) au well asall. revisions and amendments to such standards or statutes as may occur throughout the performance of the Work. 7.21 Any land-disturbing activity performed bv the Contractor |n connection with th oh�( . �mp���aUemo�nc��o meoeu�sset ����e Con�o�Doou0en�` and any additional measures which may be required in' order to ensure that the P 'eot is in full compliance with the Sedimentation Pollution Control Act of 1973' as implemented by Title 15 North Carolina Administrative Code, Chapter 4, Sedimentation Control, Subchapters 4A, 4B and 4C, as amended (15 NCAC 4A, 413, and 4C), and as may be revised or amended in.' the future. Upon receipt of notice that a land-disturbing ocUvitvioin violation of said Act, the. [�ontrectorehaUbe responsible for onouhng.that oUsteps or' actions necessary to bring the Project |ncompUanoeVvithaaidAotonapnonopUytoken.TheControctorehaUberempVnejb|e U for�pena|tie��ooeeeedpUrnuaDttoN.<�.(Sen.GtaL113/�0���hreopact�oitaVVorh,and shall indemnify and hold harmless the CMAR and the Owner from all costs and'expenses, including attorney's fees and costs of defense, arising out of or related to the enforcement of the Act against any party or person described in this Article. 7.22 The Contractor shall designate e responsible officer oremp| * 'ae ' inspect r.. whose duties shall include accident prevention on the Project anwell- ae implementation the Contractor's safety measures and safety programs on the Project., The ' nena of the safety inspector shall be made known to the C AR ot the pre-construction oonfenance` 7.23 In emergencies affecting the safety of persons.-the Work, or property at the.. '�a�� adjacent the Contractor is obligated to act in the Contractor's discretion to prevent threatened damage, injury, or loss. As soon as practicable, thd Contractor shall notify the C8AR of such emergency. The Contractor shall give thmCKAR�pnomotvrK1an notice of any significant changes in the Work or deviations from the Contract Documents omueedby such ennerQancy. If the Contractor believes that additional work done in* an' emergency entities the Contractor to an increase in the Contract Price or an extension of the Contract Time, the Contractor may make a c|oinn therefore as provided in Art|V\ea 14 and/or .15 of these General Conditions. 7.24 Tho �um Contractor at all times accumulation of wesi a materials or rubbish caused by the Work. At kaao1 - at / completion .of'the Work, the Contractor shall remove all waste materials and rubbish' attributable to the Co, ntro�o['s Work from and about the Project. At the completion . th� VVork'- the Contractor ahoU remove all too|a, construction .equipment. machinery, and surplus materials. The Contractor ehe|| leave the Work in condition for occupancy by the Owner such that no cleaning or other operations are required. Material cleared from � the Project and deposited on adjacent property shall not be considered as having been disposed of satisfactorily. If the Contractor falls bo keep the Project deanondfreeofwaetamaterio|eor rubbish, fails to satisfactorily clean-up weekly orai the completion of the Work, the CK&AR ' may do so 'and the costs thereof may be deducted from any amounts due or to become due the Contractor. � 7.25 Utilities, temporary and signs be'provided as described in, the Contract Documents... Absent a contrary direction in the Suoommentom' .�he ' ` ' '..JUNE ` -GENEF�\LCONO[T|[�N@F[�R�(�yW/�FFUS�� PROJECT � 22of42� � � � 2OO7E0[TKJN ' ' shall pay all bills for its consumption ofwater, or other public utility service to the Project site. 77.26 The Contractor shall indemnify and hod the' M the Owner; the' ' the Designer's consultants, and their respective and employees harmless against all ooa1e, damages, and expenmes, including ottorn , afeeo and 000b* of defense, arising out of claims by any separate contractor or by any Sb ---~~''~~~~'' or supplier ^engaged by or e"'por"" by the'Contractor or ='p'"xev by any of the Subcontractors claiming him, including without limitation damages, |onoeo, and expenses nhminQ out oforrelating bo any inconvenience, delay' interfensnoe, or other action. or non-action of the Contractor or the Contractor's Subcontractors on the Project. The Contractor acknowledges that should the Contractor or or oOy of the Contractors Subcontractors be damaged by any breach of contract by any other separate contractor on the Project, the Con �ador may invoke applicable. dispute resolution procedures with said . other separate contractor. . 7.27 prio*r to completion of the Work and Final Payment of the Contract Price' excepting only those portions ofthe Work deemed accepted in accordance with the Contract ocuments. the Contractor ehoU have charge and cans of the Work, and shall take every precaution against injury or damage bo any party due tothe'eoUonofthe -e|emeOtuor from any other cause, whether arising from the execution or from the non-execution of the Work. The Contractor shall, as required by the C��AR. rep|aoe, rebui|d, repair, nentona, and make good all injury or damage to any portion of the Work occasioned by any of the above coVeea before Final Completion and shall bear the expenoeothenooL . ' 7.28 In event that the Work, or any portion thereof, is suspended at any time pursuant to an order of the Owner, the Contractor shall obey all instructions of the Ck8AR regarding storage of materials, drainage, protection of the Work, and erection of temporary structures during the suspension period. 7.29 The. CMAR 'shall be responsible for the coordination ofthe Work of the separate contnautors�, both as to space and time. The CMAR shall incorporate the � Construction Schedule into the Master Schedule and coordinate the implementation of the Contractor's Construction Schedule. The CMAR oho|| also coordinate close-out of the Project, including but not limited to all testing, |napection, uertifioabona, and approvals required by public agencies. The Contractor shall notify the CMAR promptly of any event or condition which could affect the conduct or" progress of the Work and shall Pooperate fully with theCK8/\R and all other separate contractors on the Project site. . 7.30 The has delegated to the CK8ARaU of its duties to coordinate 'and to. expedite the \Nurk'not'expresak/ reserved to the Owner bvother provisions of the Contract Documents. 7.31 All Work performed pursuant to the Contract Documents shall conform in all respects to the North Carolina State Building Code and all other state, local, and national codes in effect at the time of and applicable to this Work. 7.32 The CMAR shall coordinate and supervise the installation of all sleeves, inserts, chases or other components of the Work needed for mechanical, plumbing, electrical or other work by '`ihe various contractors. The responsibility for exact location of such items shall bathat of ..the mechanica, plumbing- a|mcthuoi or other prime contractor that requires the item for passage or support of its work. Gonerally, th6mechankca|, plumbing, electrical or other � contractor that requires such items for support or passage of its work shall set its sleeves, Inserts, chases or other devices. If necessary hz maintain the progress ofand.comp|etaits � � BENEF�\LC[]�0[OONGFOFlCK84J'FO8>�PF�OJEC�' 2@of42' � � '� � � JUNE'2OO7EDD]DN `` ' Work, however, the Contractor may be required to build or set sleeves, - inserts, chases or other components of the Work needed for mechanical, plumbing, electrical or other work by other contractors. 7.33 The Contractor shall be responsible for permanently fixed service facilities and systems in use during progress of the Work and shall. strictly adhere to the following procedures: a) 'Prior to acceptance of the'Work by the Owner, the Contractor shall remove and replace any part of the permanent building systems damaged through use during construction. b) Temporary filters shall be installed in each of the heating and air conditioning units, return air grilles, and other locations to prevent intrusion of dust, dirt, and debris during construction. Temporary filters shall be removed 'and replaced with new filters immediately prior to Substantial Completion. C) Extra effort shall be maintained "to keep the building clean and under no circumstances shall air systems be operated if finishing operations are creating dust in excess of what would be considered normal if the building were occupied. d) When the permanent lighting system is*used during- construction, lamps shall be replaced and shall be new on the date of. Substantial Completion. ARTICLE 8. OWNER 8.1 The Owner shall issue communications and notices to the Contractor thrg'ygh the CIVIAR to the extent contemplated by the Contract Documents. 8.2 In case of termination of the employment of the Designer, the Owner shall appoint as Designer a qualified person who shall have and'assum.e all rights and duties held by the original Designer. 8.3 The Owner shall have the right to take possess'16 n of and use any portion of the Work notwithstanding the fact that the time for.completion of such portion of the Work may not have expired, but such taking possession and use shall not be deemed an acceptance of any Work not completed in accordance with the Contract Documents. 8.4 A waiver an the part of the Owner of any breach of any part of the Agreement by the Contractor shall not be held to be a waiver of any other or subsequent breach. 8.5 The Owner shall pay all permanent acreage fees, governmental impact fees, and meter deposits for permanent utilities. ARTICLE 9. . CONSTRUCTION MANAGER 9.1 The Owner has engaged the CMAR for the purpose of (I) 'assisting the Owner and Designer in developing and administering budgets and cost:bontrols, (H) in evaluating constructability and value engineering proposals, (ii!) in establishing and maintaining a critical path method (CPM) schedule, (iv) in coordinating and/or 'expediting all Work on the Project,. (v) in coordinating all Work on the Project with other projects being constructed by the Owner or others adjacent to or near the Work, .and .(vi) for such other purposes as the Owner may deem appropriate. GENERAL CONDITIONS FOR CIVIAT RISK PROJECT* 24*6f 42 JUNE 2007 EDITION ARTICLE 10. DESIGNER 10.1 The Designer is charged with responsibility. for preparation and interpretation of the Contract Documents. The Deogne�adoo�|onmre|ebngtooestheUc[natbaroahaUbefinoi . 10.2 All Work completed under the Contract Dobuments shall be subject to review by the Designer. No Work katobe covered without the Designer's rmv�vvor prior authorization. Any Work so covered without the Designers review -or prbr authorization shall be uncovered at the Contractor's expense. The Contractor aho|| notify the CK8AR in writing at least twenty-four (24) hours in advance of covering onyVVork. .' 10.3 The Designer shall not be nsodono|bka for the construction mneano, methods ' techniques, sequences, procedures, or the safety precautions and programs incident thereto, and shall not be responsible for the Contractor's failure to perform the Work |n accordance with the Contract DuoUmeDtm, but shall be entitled to enforce any requirements in the Contract Documents opeoifv/ngpa�iou|armaann.mathod�,techn|quao.sequences, orprocedures. 10,4 The Designer shall be ah Owner's agent 'during the construction period. The dudea, responsibilities and authority of the Designer" as the Owner's representative during construction are oo set forth in the Contract Documents. ARTICLE 11. TESTING AND SURVEYING 11.1 Laboratory and field tests to determine compliance of construction with the Contract Documents shall be made by the Owner or testing consultants employed by the Owner except those required elsewhere in the Contract Documents to be paid for by the Contractor. The costs and expenses of providing samples for and assistance in any testing shall be borne by the Contractor and are included in the Contract Price. Any Work in which untested 0obario|a are used without approval or written permission of the CK8/\R and the Designer shall be removed and replaced at the Contractor's expense. Work found to be unacceptable or unauthorized vv||{'not be paid for ond, if directed by the CK8AR, shall be removed and replaced at the Contractor's expense. Unless otherwise deoignated, tests in accordance with the cited standard methods ofAGTyN or other generally recognized or specifically authorized methods which �are � uurpent on the date of advemuenont.for bids ohaUbo made at the expense of the O�nar'provided, however, in the .,. ntthat after such testing any Work is found to be defective ordoes not meet the requirements of the Contract Documents, the costs of retesting such Work and the costs of inspection services shall be paid by the Contractor. 8omp|me oheU be taken by o testing laboratory employed by the []vvne: All materials being used are subject to inopecbon, b*ato. or rejection 'at any time prior to or during incorporation into the VVork. - Copiee of all Owner test reports will be furnished to the Contractor ot its written request. Copie' of Contractor test reports shall be furnished bz the CK8AR upon written request. � 11.2 The CMAR shall have the right to deduct the costs of additional testing as described in paragraph 11.1 from any money due or to become due the Contractor; or if no money is due the Contractor, the CMAR ehe|| have the right to recover 'these costs from the Contractor, from its sureties, or from both. 11.3 All layouts and surveying shall be accomplished by properly qbalified personnel duly ARTICLE 12. SEPARATE CONTRACTS 121 It is expressly understood that the CK8/\R an or engage other separate contractors �oper�rn�VVork the pro�x�vvhooevvork mN|���m�s�u���yo�sequentially with the ���t����t�. ` . GENERAL CONDITIONS FOR CM AT RISK PROJECT `25of42 � ' JUNE 2OO7EDITION Contnsctor. shall be necessary for the Contractor to coordinate construction activities with such other contnactora, particularly vv� work respect to eocaeo hm �dx areao' storage of matadohs;and use of elevators and ot ercommonfoo|QOam.ThaCmntnaotormha\|di|igently and in good faith cooperate with the CyNAR' the Owner, the Designer, and all other contractors with respect to such matters and shall regularly and faithfully attend any and all meetings called by the [)K8AR with respect to such matters. Any disputes between the Contractor and any other separate prime contractor with respect to such matters shall be resolved in accordance with the claim and dispute resolution procedures in'the-Agreement. ARTICLE 13. CONTRACT TIME 13.1 Within fourteen (14) days after* initial receipt of the Construction Agreement by the Contractor for signatures, the Contractor shall prepare and submit to the CMAR for review and approval apns|i'ary<�ontnacto�a(�oOetn�oton8chadu|e�vthaVYorkpurouont nn the requirements stated in the Contract Documents. 13.2 Within fourteen M4\ i Contractor for S*ig natures, 'the. Contractor shall submit to the CMAR a Submittal Register listing all Submittals the Contractor is required to make or proposes to make under the Contract Documents, the dates on which the Contractor proposes to make such Submittals and the dates by which the Contractor reasonably requires a response from the CMAR and the Designer with respect to each Submittal. The dates submitted shall be incorporated into the Contractor's Construction Schedule as Completion Dates when they have been approved or modified by th6'Owner i . The CMAR and the Designer shall not be required to review any Submittal from the' Contractor until a Submittal, Register acceptable to and � approved bv the CK8AFl has been..oubmittedby the Contractor. 13.3 Not later than thirty (8O1 � ' '' � --" ,'-, �gyn�YoUovYng o��cVUoO and delivery of the Construction Agreement by the CMAR to the Contractor, the CMAR shall deliver to the Contractor Notice to Proceed. The Notice b} Proceed shall mtate.e. commencement date on which it}m expected that the Contractor will begin the Work to be performed under the Agreem ent. The Contract Time shall. be meeuurmd* from said .specified commencement date.. The commencement date stated in the Notice to Proceed shall not be earlier than three (3) days after the Notice to Proceed |o�eryadon the <�on�aubor. If, other than by mutual ` ' . said (30) days'after the date of execution and delivery'of the Agreement from the CMAR to the Contractor and the Contractor believes said delay justifies an increase in Contract Price and/or an extension of Contract'Time,- the Contractor may make a claim therefore as provided in Article 14 and/or Article 15 of these General Conditions. No Work shall bedone prior ho the date specified in the Notice toProceed The Contractor shall submit a final Contractor ' Construction Schedule for approval by the CMARnolater than fourteen (14)days after issuance of the Notice toProceed. No payments shall be due the Contractor until this schedule |o approved bv the CyWAR. 13A The Master Schedule is a Contract Uocurient' ' Contractor represents that the Master Schedule has been reviewed in'detaU and taken into account in preparing its bid. The' Contractor's Construction Schedule shall be incorporated into the CM/ s Project Schedule. The Contractor's Construction Schedule shall include all of its activities which impact, limit, or.otherwise affeot'the�Um completion of the Project as shown in the K800barSchedule, and oUof the ac�vUma*pf ' mwhich impact, limit, orotherwioasffecL .the ntart, duration, or completion *of*the Contractor's activities. The Contractor. further thatthe can and will oonn each time shown � that. the � �� ' � ' ` � GENERAL CONDITIONS FOR CM � AT RISK PROJECT' `2O -of �42� ' JUNE 2OO7EDITION � � that'aotivitv on the Contractor's Construciion Schedule. Time is of the essence with respect to each such activity and Completion 13.5 If the Contnador au bm no a construction �� progress n�m or document that indicates or otherwise expresses,*an intention to achieve completion of the Work prior to any Completion Date required by the.Contract Documents or prior to i�� the (�on�ectTime, noUabUi of the (�yW/\[�ho the (�on�acborfor any failure of the 'Contractor to mo complete the Work shall be created orimplied. ' 13.0 If the Contractor, for naaoone'bevo delayed beginning any activity, activity, the Contractor shall, nevertheless, have the same number of days as �r shown in the Master Schedule for the achvity,'and the affected activity and oodvUx that iodepend�nt upon that activity ohoUbeocUVoted accordingly; pz`ided'---'" any time ^ ths�[|MAF�bvrneanoofa Change Onde�may 'require the Contractor bo work overtime, bo increase labor forces or to take a ny.nec0000ryorappropdgteadiontodecreaae the time required for any activity, and the Contractor shall be entitled to an acUuotnlent in the Contract with 13.7 At any time, the CMAR may'order the Contractor, on seven (7) days written notioe, to begin any activity earlier than the starting date shown on the Master Schedule. 13.8 Should the Contractor fall to start �e start date shown in the Mast Schedule or as � may have been adjusted in' accordance with paragraphs 13.6 or 13' above, or become delayed, the Contractor shall, without being entitled to any increase in the Contract Price or other compensation, work overtime, increase labor forces or take -such other action as may be necessary or appropriate to complete the activity by the Completion Date shown on the Master Schedule, or as such Completion Date may. have been adjusted. 13.9 The CMAR shall monitor progress of the Work at all times and the Contractor shall. cooperate with such monitoring and provide any and all information with respect to thd progress of the Work and scheduling aa the CN1AF{ may reasonably require. 13.10 On a monthly baeio, in consultation with the Contractor, the CNYARohaU revise '� Ul� � Master - Schedule, showing any adjustments made in accordance with paragraphs 13.6 or 13, ebove, by any Change Order, the pnognaaa of the Work, and any days gained or days lost vvithrespect to any activity, and shall furnish copies thereof bo the (�ontraobor. -'- -- 13.11 Should any monthly revision of the Master Schedule show that the Contractor ie behind on any activity, the late completion of which could delay Substantial Completion of the VVod«' the CMAR shall be entitled to withhold from the next Progress Payment due the Contractor an amount sufficient to reimburse the CK4AR for any and all delay damages, should Substantial Completion be delayed by the ooma number of days that the Contractor is currently behind schedule. |f, subsequently, the Contractor's progreaa, as shown by any succeeding monthly revision to the Master Schedule, is such that the anticipated delay no longer exists, the CMAR shall pay with the Progress Payment next. due to the Contractor such amounts aa have been withheld in accordance with this paragraph. 13.12 The CK8AR shall have the dohtto Work, hire labor equipment, subcontract ' 'employ --''~'^ /pmmau parties, or that the CMAR deems necessary or appropriate to remedy or ouna any delay by the Contractor in the pnzgroea of the Work. ` Such action by the CMAR shall not, in any way; affect, void or limit any warranty, guaranty or other reeponoibUityof the Contractor under the.ControctDocuments. Such -c�onmay betaken by the CWAF only after. three (3) days written notice to the Contractor, All costs" .incurred by the CMAR'In taking any such � � action oheU b� charged to��h� Contractor and deducted from any amounts remaining due uhder the Agreement. GENERAL CONDITIONS FOR CMATRISK PROJECT 27of42 � JUNE 2OO7.EOFO N 13.13 The Contractor may be entitled to an extension of the Contract Time (but no 'increase in the Contract Price) for delays arising from unforeseen causes beyond the control and without the fault or negligence of the Owner, the Designer, the CMAR, the Contractor or the Contractor's Subcontractors as follows: a) Labor disputes and •strikes that directly impact the critical path activities of the Master Schedule; b) Acts of God,..tornado, fire, hurricane, blizzard, earthquake, typhoon, or flood that damage completed, Work or stored materials'. C) Acts of the public enemy; acts of the State, Federal, or local government in their sovereign capacities. d) Abn'ormal inclement weather as define*d in Article 13.14. 13.14 On any day that the Contractor considers that the Project is delayed by adverse weather conditions; the Contractor shall identify in writing to the CMAR the adverse weather conditions affecting each activity, the specific nature of the activity affected, the number of hours lost, and the number of and identity (by responsibility or trade) of workers affected and shall obtain from .the CMAR written recognition of the delay. The time for performance of this Contract Includes an. allowance for a number of calendar days which may not be suitable for construction Work by reason of adverse weather. The Contract Time will be extended only -if the ' n * umber of calendar days of adverse weather recognized by the CMAR exceeds -the number of -inclement weather days set forth below, and the Contractor demonstrates how this adverse weather impacts activities on the critical Oath of the.Master Schedule. Month Number of Inclement Weather Days January 7 February' 6. .March 7 April •6 May 7 June . .6 July 8 August 6 September 5 October 5 November 5 December 9 13.15 If the Contractor believes that the progress of the Work has been adversely affected by adverse weather recognized by the CMAR during a particular month, the Contractor shall submit a written request'for. extension of time to the CMAR. Such a request for time extension of the Contract Time shall be submitted by -the tenth (10th) day of the month following that month in. which the adverse weather is encountered. The request shall include, but is not limited to, the following information: a) Detailed description of weather's effect on scheduled activities and its net effect on the critical.path of the Project, and b) Weather records from the official weather station nearest the' Project s ' ite* and records of actual observation as contained in daily reports, -correspondence, or other documentation. GENERAL CONDITIONS FOR CM AT RISK PROJECT 28 of 42 JUNE 2007 EDITION 13`16 `�he Contractor specifically 'recognizes that a ' . actor in achieving any Completion Date can have the effect of delaying the Substantial. Completion of the Project, or could- force the CMAR to accelerate the Contractors Work or the work of other contractors. ' - Such delay in achieving a Completion Date will necessarily cause darnages,. losses, an~ expenses to the CMAR, Including, but*not limited to and by way of illustration only, liquidated damages increased - and extended Project overhead, increased fees increased -and extended operation costs ofotherfao|Ki'� increased rd�costs and -loss ----` prod bonem and may recovered ' the Contractor and.� the Con�mc1oriabonded.�u surety. ' - ' 13.17 The, sum for liquidated damages payable to the Owner is the amount stipulated in the CMAR Contract and reasonably estimated in advance to cover the losses to be incurred by the Owner by reason of failure of said CMAR and the Contractor(s) to complete the Project ARTICLE 14. CHANGES IN THE WORK 14`1 Without invalidating the Contract Documents, CNAR0ey ' at any time, nr from time' -to time n� order additions, deletions, or revisions in the Work, aid odditiuno ' -deletioOa' or revisions shall be authorized only by written Change Orders, Construction Change [inaotivea or Field Orders. Upon receipt ofo Change Order, Construction Change Dire--'e .or Field Order, the Contractor shall proceed with the Work involved. All such Work shall be executed under the applicable conditions of the Contract [ocun K any change causes en.|ncreoaw or daoreooa in the Contract Price end/or on euten ion or shortening of the Contract Time, acUbat0oOby shall be made as provided in Article 14 and/or Article 15 of these General Conditions. 14.2 If possible, Work shall not begin on any change oreUeratkoh to the until 6 - n Change Order � executed oe�ingany change � the -Contract Pr�ao Co�ra��Time. ''—n the event the Contractor and the CMAR cannot agree that an adjustment to the Contract* Price or the Contract Time is warranted, or cannot agree on the appropriate adjustment to Contract Price or the Contract Tna.' in order to expedite the'VVorh ond'avoid or minimize delay in the Work that might effect the Contract Price or boOtract T|nle' the Contractor shall, ifoo directed bythe CK8AFtin writing, nevertheless proceed with the Work, and any.ad|uatmentto the Contract Price or Contract Time ahoU be negotiated. bythe parties at a later date' utilizing the dispute resolution procedures under this Agreement � naoemnmr� An>(dg|m for an adjustment in{�oOtroot Price or<�ontnaut Time, �n~de�ned|n- the ��onatructionChange Directive, ohoU bepronnp�vmnodeinwri�nginacc--anc�vv�h the procedures da5nedin/\�|o|e15.2of these CSenm '|Conditions. -�- 14.3 The Designer, change's or alterations in the Work not involving change in the Contract Price or in the Contract Time and not inconsistent with may - accomplished - �rdor Contract Documents ^--~-~~ the surety. the Contractor believes that-any minor change the Designer entitles the Contractor toem increase in the Contract Price and/or an extension of Co----- Tlne the Contractor may make a claim therefore oaprovided in Article 14 and/or Article 15 of these General Conditions. � 14'4 � or property, no change shall � ' ' life made by the - Contractor except upon prior written Change Order, Construction Change Directive'pr. Field Order authorizing such change. � ' ` 29of42 � JUNE 2007 EDITION 14.5 Increases in the Contract Price and/or extensions of the Contract Tkne.for Work performed by the Contractor ehd| only be in accordance with written Change Order or Construction Change Directive a|gnodbvtheCMAR. The Contractor shall not baentitled -to additional time o- to additional compensation for'anyVVork ehornled o material supplied which is claimed to have been authorized or settled by an "ovay' ohonge, or by o "uonatruoUve"or"imp|ied" change, orbna course of conduct, nrbv any acOonbrnon-action [� by the* yNAF<. or any other penaono, or by any means whatsoever ' othsrlhan by a written Change Order nr Construction Change Directive for such Work ormaterial signed by the 14]6 Changes in the Work resulting from emergency shall not invalidate the Contract Documents nor release the surety if the Contractor kabonded. 14.7 The CMAR shall not Le responsible for verbal instructions which have not been confirmed m writing, and mno case shall such instructions be interpreted as permitting a departure from the Contract Documents unless such instruction is confirmed \n writing and sV�porbad by proper Change Order, Construction Change Diroc�ve or Field Order, whether � or not the cost is affected. 14.8 If the Contractor is bonded. the CK8AR, in its sole discretion, require that the Contractor notify the Contractor's oumUoa of any changes affecting the oa)ena| scope of 'the Work or change in the Contract Price, and that the amount of applicable bonds shall be adjusted accordingly. If this requirement is exercised, the Contractor shall furnish proof of such adjustment CM AR. Jfthis requirement is exercised, the Change Orders and Construction Change Directives snoo require written* consent of the Contractor's surety. At the time of signing a Change Drder, the Contractor shall be required to certify mafollows: ` l certify that all sureties hav� been notified that 0y contract has been altered by ` *the amount ofthis Change Order or Construction e Change copy �ofth . approved Change <�hangeDirective will be mailed to � . all sureties upon its receipt bvmm." If this requirement is exercised, no payment to the Contractor on account of any Change OrdororCenetruntioDChangoDireotiveohaUbecomedUoorpayab|euhti|wdttenevidonoo ' of the ourety'5 consent to the Change Dndo, or'Conatnucbon Change Directive has been furnished to the CK4AR, and thafurniohing of.such written consent ia 000nd\tion precedent to such payment. 14.9 The Contractor oheU support all requests for Change Orders vvith o detailed co t breakdown showing coat of materials', labor, equipment, tronaporUabon, other itenls. Contractor'ooverhead and profit, and total cost, in accordance with methods defined in this Article, and' if the request seeks on extension of the Contract Time, with a time-related diagram which demonstrates specifically why an increase in construction time is needed. *� 14.10 �VVhenorequea for a Change Order involves e Subcontractor, the Contractor shall provide ' quotation from same on Subcontractor's |etterhead..The Subcontractor's quote shall list 0ateria|o, equipment, and labor separately, and show overhead and profit in the manner provded in paragraph 14.8. % ARTICLE 15.' CHANGE OF THE CONTRACT PRICE The 'Contract Price constitutes the total cornpanaaUpn to -the Contractor for performing �o||VVurh und�r th� Contract [)onurnontm. All duties,.- responsibilities,' and GENERAL CONDITIONS FOR CM AT RISK PROJECT* 30 of 42 JUNE 2007 EDITION obligations assigned to or undertaken by the Contractor shall be at its expense without change in the Contract Price. The Contract Price may only be changed. by a Change Order. 15.2 Any claim for an adjustment in the Contract Price shall be in writing. Written notice of any event, action, or non - action which may become the basis of a claim shall be delivered to the-CMAR within three (3) days of the occurrence, or the beginning of the occurrence, of any such event, action or non - action giving rise to the claim. Such written notice is a condition precedent to the making of a claim, and such notice shall describe the basis of the potential claim with reasonable detail and clarity. A claim shall be made in writing and shall be delivered to the CMAR no Pater than fourteen (14) .days after such notice. The claim shall describe in detail the basis for the claim,. with specific reference to any provisions of the Contract Documents, by paragraph, drawing number, or other specific identification, and shall state the amount claimed and how it is calculated. If the Contractor, at the time the claim is made, is unable to state the amount claimed with accuracy, the Contractor shall so state and provide the estimated amount and the basis on which the amount is to be calculated. At the earliest date practicable, but in no event more than thirty (30) days after Contractor's notice of claim, the Contractor shall supplement the claim with an accurate statement of the amount claimed and how it has been calculated. The Contractor shall provide, in writing, in support of the claim all such explanations, arguments, data, receipts, expert opinions, or other documents or information as the Contractor deems appropriate to be considered in support of the claim. A claim may properly be rejected by the CMAR by reason of the Contractor's falVe to submit adequate or accurate documentation or information, except that within seven (7) days after being given notice that the claim has been rejected on. this basis; the Contractor may submit additional documentation or information. No claim for a change of the Contract Price shall be considered or granted (except solely at the discretion of the CMAR) unless a claim is so made, nor shall the Contractor be.entitled to any. increase in.the Contract Price unless the Contractor has given notice and made such a written claim .within the times required. The CMAR shall decide, after obtaining the advice 'of the Owner and the Designer, .whether an increase in Contract Price is warranted, and • the amount of. such increase shall be determined as provided in paragraphs 15.3 through. 15.4, below. Any change in the Contract Price resulting from any such claim shall be incorporated in a Change Order. The CMAR shall advise the Contractor of its decision with respect to the claim within thirty (30) days of its receipt, or of the receipt of additional documentation. or information if the absence of such has previously been the basis of rejection of the claim. Any claim on which the CMAR has not provided its decision to the Contractor within the applicable time period shall be deemed denied. If the Contractor is not satisfied with the decision of the CMAR, the Contractor may within seven (7) days of receipt of the CMAR's decision initiate the mediation . process as described in Appendix A to these General Conditions: 15.3 In determining the amount of a Contract Price adjustment, .the parties shall apply the following methods, as appropriate: (a) Change in Work: The CMAR and the Contractor shall negotiate in good faith and attempt to agree upon the value of any change (extra or decrease) in Work prior to the issuance of a Change Order covering said Work. Such Change Order shalt set forth the corresponding adjustment to the Contract Price. In the event the CMAR and the Contractor are unable to agree, the CMAR shall grant an equitable adjustment in the Contract Price. (b) Emergency Work: In the event of emergency . endangering -life..or property, the Contractor may be directed by the CMAR to proceed on a time and material basis, GENERAL CONDITIONS FOR CM AT RISK PROJECT' 31 of 42' JUNE 2007 EDITION whereupon the Contractor shall ou proceed — and heen � such form oomay be required |account of ' oUproper �� voen, payro|o, and supporting data therefore. together 15/4 Where the Contract is to the following limitations shall / in determining the onnzuntof � (a) In the case of extra or emergency work, the Contract Price shall not be increased by ' ^ work plus ten percent (1D96)of such net cost on Work performed by the Contractor and five percent (5%) thereof on any subcontracted Work for overhead and profit combined. (b) In the case ofadecrease in Work, the Contract Price shall not be decreased bv|eaa than the net cost of the deleted VVorkplus five percent (596\ of such direct net cost for pro�tandowarhaad. ' ' ' . The term 'net cost as used herein shall include, as e, and shall be limited to, all direct labor, direct mateho], direct equipment, labor burden, eo|an toxeo, shipping and handling charges, permits and fees, and insurance and bond premium ocUuatnenta,�any, attributable to the change. All other items of cost ohaU be considered -o overhead and covered bythe percentages allowed iO sections (a) and /b\of this paragraph. The Contractor shall -a method by which the direct net cost was calculated, and shall provide all data needed to support the calculation of the direct net cost, all ina form acceptable b» the CN1AR. ARTICLE 10. UNFORESEEN CONDITIONS 16.1 Should the Contractor encounter unforeseen conditions at the Project site differing from thone ohown*oD the|D or indicated in the Specifications 'or differing `^ materially from those ordinarily encountered and generally recognized as inherent in work of the character provided for In this Agreement, the Contractor shall immediately, and in no event more than three (3) days later, give notice to the CMAR of such conditions before they are disturbed, The CMAR shall thereupon promptly notify the Designer and Owner and investigate the conditions. The'CMAR shall as soon as practicable request that the Designer make'such changes* in the Dravvings and/or Specifications as the CIVIAR and the Contractor believe are necessary -- continue the Work. Any "crease or decrease ".the Contract Price resulting from such changes ohoU be adjusted in the manner provided herein for adjustments oato extra and/or additional Work and changes. The CYNARshall not be liable or responsible for additional work, 000tn, or changes to the Work that could have been reasonably determined from any reports, surveys, and analyses made available for the Contractor's review orthat could have been discovered by the Contractor through the performance of its obligations pursuant to the Contract Documents. ARTICLE 17' CORRECTION OF WORK BEFORE FINAL PAYMENT 17.1 The Owner and the CK8AR -have-the authority to stop or suspend Work and to order Work removed or to. order corrections of defective Work or Work not in compliance with the Contract Documents where such action may be necessary to ensure successful completion of the Work. ` ' work, materials, fabricated items, or-other parts of the.Work which have been found bv the <�K�AR, the [Jwx\er:orthe*Oeeignarto-be defeobVe or not in pcoordenco*vv�h. ' � Contract Documents shall 'bocondemned and shall ba removed from the Project Con�aotor, and hnrnedkab�y reoaced by -new Work in accordance vv�H � ' the GENERAL CONDITIONS FOR CK8AT RISK PROJECT -32of42' 'JUNE 2007 EDITION . ' Documents atno additional cost to the CMAR. Work or property of the Owner urothers damaged or destroyed by virtue of such condemned VVod« mhoU be mode good at the expense of the Contractor. Correction of condemned Work described above shall be commenced by the Contractor within twenty-four (24) hours ofb» notice from the <�K8AR aheU be pursued to completion. Should the Contractor fall to proceed reasonably with the above-mentioned corrections, the CN1AR may, 1hnym /3\ days after the notice specified in the preceding sentence, proceed with correction, paying the coat. including costs of uncovering such condemned Work, of such corrections- from amounts due or to become due to the Condemned Work removed shall bethe property of the Contractor and shall be removed from the Project by the Contractor within ten (10) days after notice to remove it, and if not then removed, thereafter may be disposed of by the CMAR without compensation to the Contractor and the cost of such disposal shall be deducted from amounts due or to become due to the Contractor. Should the cost of correction of the Work and, if applicable, disposal of the condemned Work by the exceed the amount due or to*beuome due the Contractor, the ContnaotoroOdtheContractor'asUret000hoUhe|igb|ehJraOdahaUpaytothgCK8ARthe -amount of such excess. ARTICLE 18. CORRECT{�N�JFV��������F� '�0 i COMPLETION; �0ARRAN�ES AND GUARANTIES ' � __ —.^...�~~ 18.1 No certificate of completion bv any party, Final Payment, occupation ofthe premises by the Owner, any provision of the Contract Documents, or any other act or instrument ofthe CM/\R. the Owner or the Designer ahc8| relieve the Contractor from responsibility for negligence, defective material or worh0onShip, or failure to comply fully with the Contract 18.2 The Contractor ohmU, at the Contnacto�a sole cost and expense, nnehe all necessary repairs, replacements,. and corrections of any nature or description, interior or exterior, structural or non-etructuna!, that shall become necessary by reason of defective m/o[k0onah|p or materials which appear within a period of one U.\ year from the date of Substantial Completion and acceptance of the Project by the Owner; provided, however that notwithstanding the preceding, if any longer guarantee period is specified for any particular materials or workmanship Under the Contract Documents, or Under any subcontract, orin connection with any manufaotu[�d unit vvhich|ainatoUedin the pn�ect'or under the laws of the State ofNo�h(�aro|iOa. the |ongprguarantee period shall govern. 18.3 |f, within any guarantee period,. repairs or changes are required in connection with the Work, which are rendered necessary as the result of the use of materials, equipment, or workmanship which are inferior, defantivm, or not in accordance with the terms of the Contract Documents, the Contnsotor.ahoU' promptly upon receipt of notice from the CK8AR and without expense 6z the {}K8AR:. e\ Completely repair or replace the'VVork,ao that it conforms to the Contract b\ Correct all defects therein; � c) Make good all damage which In the opinioni of the CMAR or the Designer, is the result of the -use of materials, equipment, or.. workmanship which are inferior, � d�e��o.or not in0000rdonc*e w�h�heternoof the C�ont�u�Oocume�s|and � � GENERAL CONDITIONS FOR CK8AT RISK PROJECT 33of42` �� JUNE 2OO7EDFDON c0 Make good Work or nocdoria[ ' any equipment or contents disturbed in fulfilling any such guarantee. If, in � facility, therein or. requ* ired thereby, the 'Contractor. disturbs any work, - facility,, premises, or construction belonging to the Owner, the Contractor shall restore such disturbed. work, premises or construction _ - condition _ satisfactory _- to the Owner, and shall � guarantee such restored work ta the same extent as if it were Work under the Contract If the Contractor, after. noUce,*falls to proceed promptly to comply with the tornne of the guarantee, the CMAR 'may have the defects cornected, and the Contractor and the Contractor's sureties ahoU be liable for all expenses incurred. "Promptly" defined as within twenty-four (24) hours for systems necessary to normal operation of the building and within seventy-two hours for all other iha0a. All apedgi gUayonbaee applicable to definite parts of the Work that may be shown in or required by Contract Documents shall be' subject to the terms of this paragraph during the first year of the |�e of such special guarantee. Manufacturer's standard guarantees or warranties which do' not comply with the time limit specified herein shall be extended by the Contractor. automatically without further action oD the part of the CN1AFl. 18.4 |n the eleventh calendar month after Substantial Completion of the entire Project, and at the request of the CMAR, the Contractor, the CK8&R. the Owner and the Designer eheU Onake' on inspection of the VVorhfor the purpose of identifying defective �rh0�Oahi� and/or materials. If the Contractor, having been requested to do so by the CK8AR, fails *to participate in such inspection, the Contractor shall be conclusively bound by any decision or ruling by the Designer as to any defective workmanship or material and as to the CoDtro6tor'a responsibility for its repair orreplacement. ARTICLE 19. CMAR'S RIGHT T0DOWORK 19.1 If, dmingfheprogress of the Work or during any period of guarantee, the Contractor falls prosecute the Work property or to perform any provision of the Contract Documents, the CMAR, after.three (3)-days written notice to the Contractor from the CMAR, may perform or have performed that portion of the Work and may deduct the cost thereof from any amount due or to become due the Contractor. Notwithstanding any action by the CMAR under this paragraph, all warranties and bonds given or to be given by the Contractor shall remain in effect or shall be given by the Contnsctoc Should the cost of such action by the CMAR exceed the amount due or to become due the Contractor, the Contractor and the Contractor's sureties shall be liable for and shall pay to the CyWAR the amount of such excess. ARTICLE 2.0. PARTIAL PAYMENTS 20.1 Within thirty (30) days after initial receipt of the Construction Agreement by the Contractor for signatures the Contractor shall submit to the CMAR a Schedule of Values. The Schedule of Values shall indicate the value of the Work, including applicable overhead and profit, for each Division and section of the Project Specifications. The CMAR shall be provided with the Contractor's- estimate papers, Subcontractor agreements, supplier quotes, or other documents substantiating these values if so -requested in writing by the after recn/pn or zneCMAM[o written request. The Schedule of Values mhoU be subject to approval by the CK8ARand the Owner, and If the CK8AR and the Contractor cannot agree upon the Schedule of Value S*. the Designer eh�U'prepore �' and the Goh�du|a of as ` GENERAL CONDITIONS FOR CK8ATRISK PROjECT 34of42 � � � �� JUNEE *7ED[TKJN prepared by the Designer shall be binding on the CMAR and the Contractor. No Request for Payment shall be certified by the CMAR until the Schedule of .Values has. been approved by the Owner.. 20.2 Not later than the fifth (5th) day of each calendar month the Contractor shall submit to the CMAR a -Request for Payment for Work done during the previous calendar month. 'The Request for Payment shall be in form of AIA Document G702 (latest edition), or-other published document approved by the CMAR, and shall show substantially the value of Work done (including the value of material delivered to the Project or stored by the Contractor at• another site,, subject to the conditions hereinafter set forth) during the previous calendar 'month, and shall sum up the financial status of the Work with the following information: a) Total Contract .Price, including any adjustment thereto made pursuant .to the Contract Documents. b) Value of Work completed and materials properly stored to date. c) Less amount retained. d) Less previous payments. e) Current amount due. J) Contract Price balance remaining. The Contractor, upon -request'* of the CMAR, shall substantiate the Request for Payment with invoices, vouchers, payrolls', or other evidence.. 20.3 When payment is requested or made .on account of stored material's, such materials must be stored on the Owners property or on such property otherwise designated in writing by the Owner at such -places and in such a manner as may be designated by the CMAR. However, if approved by the CMAR, and with permission in writing from the Designer and Owner and under such circumstances as may be required by the CMAR and the Owner, such materials may be stored ln'a bonded warehouse. Requests for Payment on account of stored materials shall be accompanied by paid invoices, bills of sale, warehouse receipts, or.' other documentary evidence establishing Owner's title to such materials, evidence-that the stored materials are insured against loss and damage, and. such other documentation as required by the CMAR. Responsibility for the quantity, quality, and condition of such stored materials, whether stored on the Owner's property or away from the Owner's property, shall .remain ' with the Contractor regardless of ownership or title. No payment shall. be made on account of materials stored in a bonded warehouse unless the Contractor has acquired written permission from the CMAR and the Owner for such storage of materials and has complied'with all conditions set -forth in such permission regarding such storage of materials in a bonded warehouse. 20.4 Any Request for Payment received by the CMAR on or before the fifth (5th) day of the calendar month. shall be. certified for payment or returned for re-submission to the Contractor on 'or before the fifteenth (15th) day of the calendar month.. The'CMAFTs certification shall be for thei amount which was requested or that which the CMAR has decided was justly due, and shall state in writing to the Contractor and Owner the reasons for withhold ing'payment ofany or all of the amount requested. 20.6 The CMAR may. refuse* to certify all or part of any payment requested .for any following -reasons: GENERAL CONDITIONS FOR CM AT RISK PROJECT 35 of 42 JUNE 2007*ED'ITION a) Refusal by the Designer to. certify or the Owner to pay a payment application by the CMAR for Work by the Contractor. b)• Defective Work not corrected. C) Suits, actions, or claims of any character filed against the Contractor, or due to the operations of the Contractor, or information or notice that a suit, action, or claim Will be filed or has been made. d) Information or notice that a Subcontractor or a supplier has not received payment from the Contractor. e) The balance unpaid of the Contract Price is insufficient to complete the Work in the judgment of the CMAR. f) Damage to the CMAR, the Owner or another contractor. g) Inability of the Contractor to meet a Completion Date, including an anticipated failure to meet a Completion Date entitling the CMAR to withhold anticipated damages in accordance with paragraphs 13.11 and • 13.12 of these ' General Conditions. h) Failure to furnish Submittal as required by the Contract Documents on.-a timely basis in accordance with the Submittal Register. I) Such other reason as to the CMAR may appear prudent, proper, or equitable. When. grounds for withholding certification have been corrected or removed, the CMAR shall make any payment due with respect to such certification as a part of its next payment after such certification. 20.6. No certificate of payment issued or progress payment made shall constitute an acceptance of the Work or any part thereof. 20.7 The amount certified by the CMAR for payment shall be ninety percent (90%) of the value of Work completed and materials stored since the CIVIARs last certification as shown on the Request for Payment, less.any amounts not certified in accordance with* paragraph 20.4, and this amount shall be paid by the CMAR on or, before the last business day.of the month, but payment shall not be past due if paid within fifteen (15) days thereafter. - 20.8 If the Contractor's Work has progressed in accordance with the Master Schedule as of a target date mutually agreed upon by the Owner, the Designer and the CMAR, and the Contractor has provided to the CMAR the written consent of its sureties to the cessation of further percentage retention, the amount certified for payment with respect to subsequent . Requests for Payment may, in the discretion of the CMAR, be one hundred percent (100%) of the value .of -Work completed and materials stored since the CMARs last certification as shown on the Request for Payment, less any amounts not certified in accordance with - paragraph 20.4; provided, however, that the aggregate of periodic payments shall. not exceed ninety-five percent. (95%) of the Contract Price. ARTICLE 21. FINAL PAYMENT 21.1 Final Payment shall not be due to the Contractor until Final Completion. 21.2 Upon[ Substantial Completion, the CMAR in conjunction with the Designer shall prepare and submit to the Contractor deficiency lists identifying all portions.of the Work which are GENERAL CONDITIONS FOR CM AT RISK PROJECT 36'of 42 JUNE 2007 EDITION shown at that time toba incomplete ordefective. Within thirty (30) days of receipt -of any deficiency list, the Contractor shall complete and correct all items on that list along with all other Work required to achieve Final Completion of the Work. At -any time prior to completion of the period of warranty, the CMAR may submit to the Contractor s ' upplemental deficiency lists, in which'case the Contractor shall complete or correct any and all new items identified on the supplemental deficiency lists within the time period stipulated in paragraph 18.3 of these General Conditions. 21.3 Thennekinoond- uccephancaofFinu shall constitute a waiver of all claims bvthe CMAR except: a) Claims arising from unsettled liens or claims against the Contractor. 6\ Defective Work ormaterials appearing after Final Payment. C) Failure of the Contractor to perform the W o*rk in accordance with'tmContract Documents. d� As conditioned in the Performance Bond. P) Claim smade prior to Final Payment which remain unsettled. f) Amounts due arising under Articles 18 and 28 of these General Conditions. o �' 1 Claims for recovery of overpayment based upon incorrect measurement, estimate, or certificate. 21,4 The making and acceptance of Final Payment shall constitute a waiver of all claims bvthe *Contractor except those dginna previously made in writing pursuant to paragraph 15.2 of these General Conditions and not finally resolved: 21.5 The CK8AFl-shall not berequired to make Final Poymantun|esm'and until Designer hag certified based oDtheI}esigne/eobservations and information that all of the Work bv the Contractor under the Contract Documents has been completed in accordance with the _ Contract Documents, and (H) the Work by the Contractor has been approved by all federal, , state ond|000|aganoieehoving'urisd\cdon. 21.6 |ko* final Request for Payment shall be identified on its face as such and ehnU be presented by the Contractor to the CMARvvithin thirty (30) daye -ofcomp(etion of the Work. Final payment of the retained amount 'due the Contractor ohoU be made by the {}K8&Fl within thirty (30) days after the later ofUlfull and Final Completion of all Work required of the Contractor by the Contract Documents, and certification of such Work. in accordance 'with paragraph 21.5; 0i\ submission of the affidavits and other documentation required by Article 22; (ii!) submission by the Contractor of a Request for Payment identified on its face as final. ARTICLE 22. Cg0TRACTORLSWB��ONTRACTOF�AN�� SUPPLIER �AFFIDAV� 22� The Final Payment due the Contractor on Documents of U�m Contract Doouan�a shall not become due until the Contractor has furnished to the CK8AR: (A) an affidavit by Ule! ' Contractor' signed, and notarized to the effect that all payments for rnederaio. � services, or for any other reason in connection with the VVod« or performance of the Contract Documents have been satisfied and that no c|oin\e or -liens exist against the Contractor in connection with the same; (B) edfidavito from each Subcontractor and supplier signed, sworn, and notarized to the effect that (i) each such Subcontractor or supplier has been paid in full bvthe Contractor for all Work performed and/or materials supplied.by ithl GENERAL CONDITIONS FOR CK8AT RISK PROJECT 87of42 �.� JUNE 2OU7EDITION connection with the Project, and UU that all payments for moterials, oenduen, and for any other reason in connection with the subcontract or supply contract have been' satisfied and that no claims or |kano exist against the Subcontractor orsupplier in connection therewith; and (C) the written consent of the Contractor's sureties to Final Payment. In the event that the Contractor cannot obtain on affidovit, as required obove..from any Subcontractor or supplier, the Contractor shall state in the Contractor's affidavit that no c(e|rno or liens exist against such Subcontractor or supplier to the best of the Contractor's knowledge, and that if any appear afterwards, the Contractor shall indemnify and save the CIVIAR and the Owner harmless for all costs and expenses, including attorney's fees, on account thereof. ARTICLE 23. ASSIGNMENTS AND SUBCONTRACTS 231 The Contractor shall not assign any portion of this Aoreement * sUbmJn�actthe VVorhiD �a vv�houtthe phorvvr�banconsent uf the O - R. Except as maybe required under terms of the bonds required by the Contract Documents, no funds or sums of money due or to become due to the Contractor under the Contract Documents may be assigned..' ARTICLE 24. - MEASUREMENTS 24.1 Before ordering material. or doing Work which is dependent for proper'size or installation upon coordination with building conditions, -the Contractor shall verify all dimensions and shall be responsible for the correctness of same. No consideration will *be given for any claim based on differences between the actual dimens . ions and tKos'e indicated in the Contract Documents. Any discrepancies between- the Contract Documents and the existing conditions shall be referred to the Designer by the CMAR foradjustment before any Work affected thereby is begun. ARTICLE 25. CONTRACTOR AND SUBCONTRACT I R RELATIONSHIPS' ' 251 Within thirty days initial receipt ofthe Construction Agreement bvthaContnach� �ro�Da���the �n��� h�[ b0���e C�8R� list of the names of Subcontractors and such other persons and organizations (inclOding those who are to furnish materials or equipment fabricated to a special design) proposed for any and all portions of the Work. The Contractor shall provide this list at this.time even if the Contractor —was required " to s"="^a "s`"/ proposed Suuuu//vautors with the Contractor's bid. The CK88R shall promptly ' Contractor in writing stating whether or not the C8AR, after due investigation, has objection to any such proposed person or if it needs additional information to evaluate the persons or entities on the list. Failure of the CK8AFl to reply within ten (18) days after the Contractor hao furnished all required information shall constitute notice of no objection. The Contractor shall not contract with any such proposed pers * ` ntbv to which the CMAR has made reasonable objection. If the CIVIAR has- reasonable objection to any such proposed person or entity, the Contractor's hall submit a substitute to Whom the CIVIAR has no reasonable objection. The Contractor shall make no substitution for any Subcontractor, person, or entity previously allowed without first notifying the CIVIAR. in writing and no substitution may be made if the CMAR makes a reasonable objection to such substitution. 25..2 The Contractor agrees that the terms of the Contract Documents, |mdud_hno all portions thereof, shall apply to all Subcontractors as if they �r� the Contractor, and that the Subcontractors ohed|' by nnomne of their nubcontracte, be bound bv/a|\ the terms of the Contract Documents. .25.3 Payments bz � Subcontractors a. haD � b� m na o� e '|n oc` o o`ro� ` e� n� c e with the provisions of NI. Gen. Stat G143-134.1. GENERAL CONDITIONS FOR [MA7 RISK PROJECT' 88 of 42 � � ` � � � ' 'NE*2OO7 EDITION ARTICLE 26. USE OF PREMISES 26.1 The Contractor shall confine apparatus, the storage of materials, the operations of workers, and the disposal of material to limits indicated by law,* ordinances, permits,. and directions of �6.2 The Contractor shall not load or permit any pairt ` of the to e* loodmd with o weight that will its safety, intended performance, cv configuration. ` 26.3 The Contractor shall enforce all of the CK8AR's instructions, inoodiog, but not limited to, those regarding signs, advertisements, fires, and smoking. ARTICLE 27. CUTTING, PATCHING AND FITTING 27,1 The Contractor shall do all cutting, fitting, and patching of the Work that may be required * make KaoeVere|pado come together propedyand fit �toraoa�eortoberec�Ved''Work shown in or which can be reasonably implied from the Contract Documents. ARTICLE 28. DISPUTE RESOLUTION 28.1 The laws of the State ofNorth Carolina shall apply to the interpretation and enforcement of this Agreement. Any and all auUa or actions to enforce, interpret, or seek damages with respect to any provision of, orthe performance ornon non of, this Agreement shall be brought |nthe General Court of Justice ofNorth Carolina sitting in Orange County, North Carolina, and it is agreed by the parties that no other court shall have jurisdiction ' Vanue vv�hrespect bz such ou�onr actions. /\p.endix/\ahoUbea part ofthe 'ontnnctDocunoente. Prior to initiating on action under this Article, any party this Agreement shall initiate the 0ed/oUonprocaoaaoprovided|nAppend|xAtotheee' General Conditions. . ' 28.2 Any person or firm that expressly or imp||ed|y agrees, to perform labor or services or to provide materie|, oUpp|ieo, eqVip0ont, wmrk, performance orpayment bonds, insurance or indemnification for the construction of the Project or the Work shall be deemed o party to this Agreement solely for the purpose of this A�|c|e 28. The Contra by means its subcontracts, shall specifically require its Subcontractors to be bound by this Article. ARTICLE 29. TAXES 29.1 The Contractor has included in the Contract Price, nndohall �|���n�e��any s�c���W�oron�e|ebora�m��oU�' — therein. -�Co�s�r'shall maintain ail tax records during the life of the �p 'eotandfurnimhthe(�K�ARvv�hamomp|ete listing of all taxes paid by taxing authority, invoice number, date' qrnount, etc. in a form acceptable to the CNYAR and the Owner. The Contractor is required to maintain o file showing taxes paid on the Project for three (3) years after Final Payment or turn said documents over to the Owner for its files. 29.2 The following is a list of requirements to be followed by the Contractor in maintaining proper records and reporting the North Carolina Sales and Use Tax and Local Sales and Use Tax. The Contractor shall comply fully with the requirements outlined below, in order that the Owner may recover the amount of the tax permitted under the law. � oA It shall be the. Contractor's ' responsibility to furnish 'the CMAR documentary evidence showing the materials Used and sales and use tax paid oymoContractor and by each �its-8ubcontroctors.'Guch evidence shall be transmitted to the CKA with each pay request anj|e�*ofxvhetherte»oasvvmne paid |n that Pedod GENERAL CONDITIONS FOR CK8A7 RISK PROJECT `88of4 JUNE 2OO7EDITION ' � N The documentary evidence shall consist ofa certified -statement bvthe Contractor and by each of. the Contractors Subcontractors individually, showing 'total purchases of materials from each separate vendor- and total ae]ea and use tezne paid to each vendor. Certified statements must show the invoice number, or numbers, covered, and inclusive dates of such invoices. «\ yWotero|o used from ' or- Subcontractor's warehouse stock shall be shown ino certified statement *d warehouse stock prices. cU The Contractor shall not be required to certify the Subcontractor's statements. ARTICLE 30. OPERATION OF OWNER!S FACILITIES 30.1 The Contractor agrees that all Work done' under the Contract Documents shall be carried onin such o manner aoasto ensure the regular and conUnuobo operation of the adjoining or adjacent facilities. The Contractor further agrees that the sequence ofoperations the Contract Documents shall be scheduled and carried out so as �to ensure said regular and conUnuounope�tion.The Contractor ahaUnot close any anaaeof construction until ao authorized by the CK8AF|. The Contractor shall control operations to assure the least inconvenience � b/thw public. Under all circumstances, safety shall be .the most important ARTICLE 31. THIRD PARTY BENEFICIARY C 'SE ' 31.1 It is executing the Agreement that, with the specific exception set forth paragraph 7.24 of these General Conditions, and that exception only, the Contract Documents and the provisions therein are not intended to' make the public, or any member thereof, a third-party- beneficiary of the Agreement, or to authorize anyone not a party to the Contract Documents to"maintain a suit for personal injuries or property damage pursuant to the terms of. provis.lons of the Contract Documents. ARTICLE 32. MEASUREMENT OF QUANTITIES . 32.1 All Work completed under the Co nnentn -s | be measured bv the Contractor using United States customary prilts of measurement. * The method of measurement and computations to be used in determination of quantities of materla.1 furnished and of Work performed under the Contract Documents shall be those methods set forth in the Contract Documents or, if not specifically. set forth therein, the me'thod generally recognized as conforming to good engineering practice. ARTICLE 33. TERMINATION BY THE CMAR FOR CAUSE ` 33.1 If the Contractor fails to begin or complete the Work inder the Contract Documents within the time apecified, or falls to perform the Work vvith*auffident labor and equipment orwith sufficient nnoterbda to insure the prom pt-co'm'pletion of said VVorb, or ehmi| perform the Work unsuitably or shall discontinue the prosecution of the Work for three C3\ consecutive deya, or if the Contractor shall becom*e insolvent, bo'dec|ared o 'omrn� any act of insolvency, or inoo|v�n� allow any 5 l dgment]o stand against the Contractor or its effiliatedcompanies unsatisfied for a period of forty-eight (48\hnuro. make anassignment for the bene�tof creditors, or for any o�ercause whatsoever ' ' shall not carry on the Work in an acceptable manner, the [|MAFl may �Oiwanotice in writing to the Contractor and the Contractor's sureties of such delay, neQ|out, or default, specifying the same, and if the Contractor within a period of three (3) days after such notice shall not proceed in good faith and with reasonable speed to correct such desa} neglect, or default in accordance with h such noUoe'the C8AFohaU have full bower and authohtv/to.the e�entpermi�edbylaw, without Contract Docunents. to ha ma -the prosecution of the Work ou t of the GENERAL CONDITIONS FOR CNYA7 RISK PROJECT 40 of �42� JUNE 2OO7EDITION hands of the Contractor, to ' Project as may be suitable and - acceptable, and may enter into an agreement for the completion of the Work or pursue such other methods as in the CMARs sole discretion and opinion shall be' necessary or appropriate.for the compjetion of the Work in an acceptable manner. All 'costs and charges incurred by the CMAR in proceeding in accordance with the preceding sentence, including *.attorney's fees, and',all costs incurred by the CMAR in completing the Work shall be deducted from any amount. due or -which becomes due the Contractor. If such costs andexpenses incurred by the CMAR shall be less than the sum which would have been payable under Contract Documents if it had been completed by the Contractor, then,the Contractor shall be entitled to receive the difference, but if such costs and expenses shall exceed the sum which would have been payable under the Contract Documents, the Contractor and the Contractors surety' or sureties shall be liable to the CMAR for and shall pay to the CMAR the amount of such excess. 33.2 If the CMARternlinabea the to this Article 33 and later it is determined that the Contractor had not substantially failed to perform in accordance with the'tor0e of this Artic|e, then the termination will be considered a termination for convenience under Article 34. ARTICLE 34. TERMINATION OR SUSPENSION BY THE CA8ARFOR CONVENIENCE 84.1 The CMAR [noy, without cause, order the Contractor' to terminate, . or interrupt the Work in whole or in part for such period of time as the CMAR may determine. 34.2 If the Contractor' is ordared'bv the CK4ARto resume the Work, cost or expenses to which the Contractor may be entitled by reason of the suspension, delay, or interruption shall be recovered by means of a Change Order in accordance with Articles 13 and 14 of these General Conditions and the Contractor's Construction Schedule and the Master* Schedule shall be adjusted in accordance with Article 13 of these General 34.3 The CMAR ohoU terminate the Work or portion thereof by written notice when the Contractor is prevented from proceeding with the Work aa o direct result of an executive order of the President with respect to the prosecution of war or in the interest of national 34.4 |n the event of termination by the CMAR under this Article, the Contractor shall beentitled to receive the reasonable and documented direct costs incurred prior to termination, , including the coot of'mateha|e purchased ' for the Work which purchases cannot be canceled or which material cannot reasonably be used by the Contractor on other work, and the coat of o{oo|nQ down the Project in a safe and effin(ent manner, plus ten percent (1OY6) thereof for overhead and profit, subject to the following conditions: � �h� �� -, terminated before completion of all items of Work, payment shall be nnoda for the actual number of units or ih*nna of Work completed et the applicable contract phcea, or as mutually agreed for items of VVodx partially complete. If mutual agreement cannot be reached, the CK8/\RohoU have the authority to make such equitable adjustment as it deems warranted and the Final Payment shall be made accordingly. b) Reimbursement for organization of any Work and moving equipment to and from the *job shall be considered wh ' en' not otherwise provided for in the Contract Documents where the ^~'~"'" of completed ","`~ is "^" smallx to compensate u*` Contractor-for those expenses under unit prices. If a mutual agreement cannot be* GENERAL CONDITIONS FOR CM AT RISK 41-of 42 JUNE 2007. EDITION reached, the CMAR will have the authority to make such equitable adjustment as it deems warranted and the Final Payment will be made accordingly. C) Materials obtained by the Contractor for the Work that have been inspected and accepted by the Designer and that -are not incorporated in the Work shall,' at the request of the Contractor, be purchased from the Contractor at the Contractor's actual cost as shown by receipted bills and actual costs records at such points of delivery as may be determined by the CMAR. d) No payment shall be made by the CMAR to the Contractor except as herein above provided. No claim for loss of anticipated profits shall be considered or allowed. e) Termination of the Contract shall not relieve the Contractor of its responsibilities for any completed portion of the Work nor shall it relieve its sureties of their obligation for and concerning any just claims arising out of the Work performed. In the event of termination or suspension by the CMAR for convenience, the Contractor shall not be entitled to any other compensation, including compensation for lost profit, lost opportunity, or any other direct or consequential cost, loss, or damage. ARTICLE 35. MINORITY BUSINESS ENTERPRISE PROGRAM 35.1 The Contractor shall at'all times comply with the latest edition of the Orange.•County Minority. Business Enterprise Policy. All documentation substantiating compliance with ' the requirements of this program shall be delivered to the CMAR as stipulated in. the Contract Documents. A copy of the Orange County Minority Business Enterprise Policy is Appendix C hereof and is included in the Project Manual. ARTICLE 36. GENERAL 36.1 If any provision of the Agreement shall be declared invalid or unenforceable, the remainder of the Agreement shall continue -in full force andeffect. 36.2 The titles to Articles. her'ein are for convenience only, are not substantive parts . of the General Conditions, and are not to be considered in interpreting the Contract Documents. END OF GENERAL CONDITIONS OF THE - CONTRACT FOR CONSTRUCTION — CONSTRUCTION MANAGER AT RISK' F:\Usa\orangecounty\Orange County LlbnJry and Office Complex General Conditlons.doo ORANGE COUNTY NORTH CAROLINA FIRST AMENDMENT TO AGREEMENT FOR CONSTRUCTION MANAGER AT RISK SERVICES THIS FIRST AMENDMENT TO AGREEMENT FOR CONSTRUCTION MANA R AT RISK SERVICES (this "Aniendinent") is made effective this 2-1.47d-ay of 4dr k � I , 2009, (the "Execution Date") by and between ORANGE e-IOtNTY,' NORTH CAROLINA ("Owner"), and RESOLUTE BUILDING COMPANY,, a North Carolina corporation ("CMAR"), (Owner and CMAR to sometimes be referred to together herein as the "Parties"). WITNESSETH: WHEREAS, Owner and CMAR entered into an Agreement for Construction Manager at Risk Services made effective November 6, 2008 (the "Agreement "), which. provides for the construction of the Orange County Department of Social Services, Hillsborough, North Carolina (the "Facility'.'); and WHEREAS, the Agreement contained Fixed Fees and a Guaranteed Maximum Price of $6,500.00 for the completion of the Original Scope of Work; and WHEREAS, the Fixed Fees in the Agreement and the Guaranteed Maximum Price in the Agreement for the Project have now been determined as described in this Amendment. NOW, THEREFORE, in consideration of good and valuable consideration, the mutual receipt and legal sufficiency of which are hereby acknowledged, the parties agree as follows: 1. Incorporation of Preamble and Recitals. The preamble and recitals to this Amendment are hereby incorporated herein by reference and made a part of this Amendment. 2. Definitions. All capitalized terms used and not otherwise defined herein shall have the meanings ascribed to them in the Agreement. All references in the Agreement to "this Agreement" shall be deemed to be the Agreement as amended by this Amendment unless the context requires otherwise. 3. Fixed Fees. Section 7.4.1 of the Agreement is amended to read as follows: The Fixed Fees payable to the CMAR shall be One Hundred Sixty Four Thousand Three Hundred Seven Dollars ($164,307). In the event the Guaranteed Maximum Price is adjusted, the Fixed Fees shall be adjusted in accordance with Section 5.1.2.1 of this Agreement. Guaranteed Maximum Price. Section 12.1 of the Agreement is amended to read as follows: The Guaranteed Maximum Price for the Project shall be Two Million Seven Hundred Eighty Four Thousand Two Hundred Forty Seven Dollars ($2,781,247), the components of which are set out and described in Exhibit A, attached hereto and incorporated herein by reference. 5. Bonds and Insurance. CMAR shall -Promptly notify both its bonding company and Builders Risk insurance carrier that the Agreement has been amended and that the Guaranteed Maximum Price is now as set forth above, and shall obtain an updated or replacement Builders Risk Insurance Binder and updated or replacement Payment and Performance Bonds to reflect this Amendment all of which will be effective on the Execution Date of this Amendment and bear that date. CHAR shall promptly provide copies of these updates or replacements to Owner following CMAR's receipt thereof. 6. Continued Force and Effect. The Pal-ties confine the Agreement and acknowledge and agree that, as amended by this Amendment, the Agreement is binding and is and remains unchanged and in full force and effect. 7. Counterparts. This Amendment may be executed in any number of counterparts and all so executed shall constitute one agreement binding on all parties hereto, notwithstanding that all Parties have not signed the same counterpart. Any signature delivered by a party by facsimile transmission or by sending a scanned copy of the executed Amendment by electronic mail shall be deemed, and shall have the same force and effect as, an original signature hereto. [Signature Page to Follow] 2 6' IN WITNESS WHEREOF, the Parties hereunto, intending to be legally bound, and with the signatories representing they are empowered to bind their principals, have executed this 1Amendment on the day and year hereinafter first written. CMAR: J� esolute Building Company am Kim Mana, President Attest: By: Title: Z. OWNER: ORANGE COUNTY, NORTH CAROLINA By* Va erie Foushee, ChaV' Orange County Board of Commissioners Attest: Donna 9&a_ke?0 V Clerk to the Board This instrument has been pre-audited in the manner required by the local Government 3 Exhibit A TO AGREEMENT FOR CONSTRUCTION MANAGER AT RISK SERVICES Between The Resolute Building Company and Orange County for Hillsborough Commons GMP Proposal March 17, il' Hillsborough Office Phase Two Hillsborough., North RGSOLUTS THE RESOLUTE BUILDING COMPANY yk 1. Cover Letter 2. GMP Proposal Criteria 3. List of Allowances 4. List of Alternates 5. List of Unit Prices 6. Estimate 7. Schedule 8. Document List H:1EXP \PROJECTS\HCUF\GMP Phase 2 \0 - Table of Contenls.doc Hillsborough Office Commons Phase Two — GMP Proposal Table of Contents March 17, 2009 Mr. Jeff Thompson LEDAHF, Inc. 123 Main Street Belmont, NC 28012 Re: Hillsborough Office Commons Phase Two Hillsborough, North Carolina Subject: Phase Two GIVIP Dear Mr. Thompson: Enclosed please find The Resolute Building Company's Guaranteed Maximum Price for the above referenced project. Our estimate is based on the design documents identified in the Document List and prepared by the Architect of Record, Corley Redfoot Zack, Inc. We anticipate that the project will require twenty seven (27) weeks to construct from date of commencement to date of substantial completion. Estimated project cost is as follows: Hillsborough Office Commons Phase Two Total $2,781,247 We thank you for this opportunity and look forward to continuing our relationship with you and Orange County. If you have any questions or comments regarding the enclosed information, please feel free to contact me at any time. With sincere VNV-- = - Matt Solomon Project Manager cc: Pam Jones, Orange County Kim Vrana, Resolute H:\EXP\PROJECTS\HCUF\GMP Phase 2\1 - Cover Lefter.doc GMP Proposal Criteria RESOLUTE Hillsborough Office Commons Phase Two — GMP Proposal THE RESOLUTE BUILDING COMPANY Criteria General Clarifications The GMP Proposal is based on the Design Documents with cover sheet dated 12/15/08 prepared by the Designer of Record. 2. The GMP Proposal is based on a mutually acceptable form of agreement between the Owner and the CM with mutually acceptable terms and/or language for General Conditions, Supplementary General Conditions, and Special Conditions. 3. The GMP Proposal includes a Construction Contingency. The contingency is available to the CM for any unanticipated (in the documents, but not yet discovered) scope items or misunderstandings of scope by the CM and its Subcontractors. The contingency is not available for adding scope into the project or for unforeseen or concealed conditions unless agreed to by the CM. At agreed upon intervals during construction, the CM will review the contingency amount and the progress of the project and may, at his discretion, make available to the Owner a portion of this contingency. The Owner then may use the relinquished contingency to add scope or the Owner may claim it as savings. The Proposal has not included additional contingencies or allowances for design and/or programming errors or omissions. The Owner is to carry a separate design and/or project contingency. 4. The GMP Proposal is based on "buy-out" savings, accumulated during bidding and award of subcontracts, remaining in the control of the CM until such time that the CM may, at its discretion, make all or a portion of this savings available to the Owner. 5. The GMP Proposal does not include industry average material cost escalation. Due to the potential uncertainty of current material markets, the CM reserves the right to assess the validity of any material price increases and present those for reimbursement by the Owner. 6. The GMP Proposal is based on the Designers of Record incorporating into the contract documents the required design for any value engineering or value management alternatives that may be accepted and included into the GMP Proposal or subsequent Proposals. The CM is not able to assume design responsibility or liability for any value engineering alternatives. Further, and in many cases, publication of updated design documents that reflect the final intended scope of work leads to higher project quality. 7. The GMP Proposal is based on the anticipated project schedule or sequence. The Proposal and the Schedule exclude contingencies or allowances for unforeseen conditions. The CM will endeavor to minimize cost or time implications associated with discovered unforeseen condition. 8. The GMP Proposal is based on the expectation that the Contract Commencement Date will be defined when all required permits have been approved and a formal Notice to Proceed has been issued to the CM by the Owner. 9. The GMP Proposal is based on the expectation that the Substantial Completion Date be defined as the date of receipt of the Certificate of Occupancy (temporary or conditional) issued by the governing regulatory agency unless that issuance is delayed by reason(s) beyond the control of the CM. HAEMPROJECTSWCURGUIP Phase 214 - Proposal Criterial.doc RIESOLUTIE THE RESOLUTE BUILDING COMPANY Hillsborough Office Commons Phase Two — GMP Proposal Criteria 10. The GMP Proposal is based on the CM and its Subcontractors providing industry standard twelve (12) month warranty which shall commence the first day following the Substantial Completion Date. 11. The GMP Proposal includes several ALLOWANCES. Certain allowances are intended to be furnish and install (provide) allowances. Refer to the Proposal and attached list for included allowances. 12. The GMP Proposal has included Builder's Risk Insurance. A one time, $1,000 Builder's Risk Deductible, shall be the responsibility of the CM should the insurance policy be utilized to recover costs. Builder's Risk covers the cost of the this work. The Owner or Landlord is responsible for providing coverage for the existing building(s) and property. 13. The GMP Proposal has excluded contingencies or insurances for the repair or replacement of damage to work in place caused by acts of terrorism or vandalism. The CM will endeavor to minimize cost or time implications associated with any unforeseen condition. 14. The GMP Proposal does not include temporary and permanent utility usage costs, including but not limited to, telephone, internet, electricity, water, steam, sewer, chilled water and gases, etc. It is anticipated that it will be less expensive for the Owner to allow the CM to utilize the existing infrastructure for these services. The Proposal does include costs for temporary installations for these services should they be required. 15. The GMP Proposal has excluded design fees, planning fees, use fees, impact fees, development fees, capacity charges, escrows or taxes (except material sales tax). 16. The GMP Proposal has excluded costs associated with LEED or "Green Building" requirements or fees as these requirements are not anticipated for this project. 17. The GMP Proposal has excluded Systems Commissioning. It is anticipated that elaborate or intensive commissioning is not required for this project. The Proposal does include industry standard systems start-up requirements that may have been utilized for similar projects. 18. The GMP Proposal has excluded cleaning, testing, repairing, refurbishing, code upgrades and recertification of existing systems or structures other than those listed in the design documents or scope review. If requested by the Owner, these items may be added to the CIVI's scope of work later. 19. The GMP Proposal has excluded any costs associated with Department of Insurance Special Inspections. It has not been determined what the impact of this requirement may entail. 20. The GMP Proposal has excluded contingencies or allowances for the detection and removal of hazardous material (i.e., asbestos, lead paint, PCB's, mold, etc.). If hazardous materials are anticipated, it is recommended that the Owner consult to conduct an investigation of the facility and grounds. Should unforeseen abatement be required, the CM shall reserve right to claim additional contract time should abatement be required once the project has commenced. HAEMPROJECTSWCURGIVIP Phase 214 - Proposal GrIterial.doe RESOLUTE Hillsborough Office Commons Phase Two — GMP Proposal THE RESOLUTE BUILDING COMPANY Criteria 21. The GMP Proposal has excluded certified testing and balancing of HVAC systems by an Independent Third Party Testing Agency. The contractor will not guarantee existing systems but will endeavor to test and balance them to the best of it's ability. 22. The GMP Proposal has excluded materials testing and inspections. The Proposal is based on the understanding that the Owner will provide all material testing and inspections. If requested by the Owner, this may be added to the CM's scope of work later. 23. The GMP Proposal has excluded contingencies or allowances for potential cost associated with work before or after normal business hours or multiple shifts for the Ws personnel and/or Subcontractors. The Proposal does account for certain project components that may require brief off-hour effort. 24. The GMP Proposal has excluded contingencies or allowances for premiums in cost associated with CM, Subcontract or Vendor overtime or premium time. The Proposal does account for certain project components that may require brief premium time effort. 25. The GMP Proposal has excluded allowances for Licensed Final Land Surveys or Certifications. If requested by the Owner, this may be added to the CM's scope of work later. 26. The GMP Proposal is based on notwithstanding anything contained to the contrary in the contract documents, this guaranteed maximum price, and its accompanying clarifications, qualifications, exclusions and allowances shall take precedence over all other contract documents, in case of a conflict or ambiguity between the contract documents. Division 1: General Conditions The GMP Proposal includes costs for the Demolition and Building Permit. 2. The GMP Proposal includes costs for Payment and Performance Bonds to be provided by the CM. 3. The GMP Proposal includes General Liability Insurance premiums. 4. The GMP Proposal is based on reasonably clear and unobstructed use of the existing site and facility by the CM and its Subcontractors for waste removal, material staging and construction personnel with the ultimate intent of maintaining construction sequence and time. The CM will cooperate with the Owner so as not to interfere with ongoing business operations. 5. The GMP Proposal is based on material manufacturer's standard products, profiles, colors, etc. In general, the Proposal has been compiled from industry standards and the described design intent communicated to date. 6. The GMP Proposal is based on the CM and its Subcontractors being afforded the opportunity, throughout the duration of the project, to provide substitutions of products or methods that may reasonably benefit the project. HAEMPROJECTSMUMINIP Phase Z4 - Proposal Criterial.doc 3 RESOLUTE Hillsborough Office Commons Phase Two — GMP Proposal THE RESOLUTE BUILDING COMPANY Criteria 7. The GMP Proposal and Schedule are based on historically average weather conditions The CM will endeavor to minimize cost or time implications associated with abnormal weather. Division 2: Sitework 1. The GMP Proposal is based on the Owner removing and / or relocating all items other than those listed in the drawings. An allowance has been included to clean up the mezzanine area at the rear of the building to include some electrical re -work and small modifications as needed. 2. The GMP Proposal excludes contingencies or allowances for the removal and /or replacement of unsuitable soils or rock. Should unforeseen unsuitable soils or un- rippable rock be encountered, the scope of work can be added for removal and replacement. 3. The GMP Proposal excludes contingencies or allowances for abnormal water removal. Should unforeseen water be encountered, the scope of work can be added for removal. 4. The GMP Proposal does include striping, signage and wheel stops for handicap parking spaces. A drop off area has not been defined and no funds have been reserved for this work. 5. The GMP Proposal includes treating the soils beneath new interior slabs on grade for prevention of insect pests. 6. The GMP Proposal includes Selective Building Demolition to allow for new construction or renovation per the design drawings and the proposal criteria. These items include acoustical ceilings, carpet, storefront, cutting masonry openings at front of the building, existing rails inside building, shelving hangers, existing handicap ramp at rear of building, plumbing fixtures, walls at existing bathrooms, wall at sprinkler riser, wall at electrical panels at front of the building and cutting holes for skylights. 7. The GMP Proposal does not include temporary constructions for dust, noise, and traffic control as none is anticipated. 8. The GMP Proposal include removing and replacing the Handicap Ramp at the rear of the building as will be required to meet current building code. 9. The GMP Proposal includes an allowance to clean up around the exterior of the building. See Allowances. 10. The GMP Proposal includes an allowance for landscaping and tree removal. See Allowances. H: \EXP \PROJECTS \HCUF\GMP Phase 2\4 - Proposal Criterial.doc q 0 RIESOLUTE Hillsborough Office Commons Phase Two — GMP Proposal THE RESOLUTE BUILDING COMPANY Criteria Division 3: Concrete 1 The GMP Proposal includes concrete slab on grade to patch trenches for new plumbing underground and electrical floor boxes. Concrete for slabs on grade shall be 3,000 psi, 4" thick, wire mesh reinforced, placed on 6mil plastic vapor barrier on top of 4" stone subgrade. 2. The GMP Proposal excludes any concrete work or special finishes, aggregates, admixtures or mix designs. Should the Owner request any of these items, they may be added later. 3. The GMP Proposal includes concrete footings for interior columns at main entry per the design documents. All concrete to be 3,000 psi. Division 4: Masonry 1 The GMP Proposal includes block masonry construction for patching interior and exterior walls for openings at the front of the building and at the interior of the main entry as indicated by the documents. 2. The GMP Proposal is based on patching existing block and may not be a perfect match to the existing block. Division 6: Steel 1. The GMP Proposal includes Structural Steel construction as indicated by the documents 2. The GMP Proposal includes Miscellaneous Steel construction for lintels at new door and window openings along the front of the building. 3. The GMP Proposal includes Miscellaneous Steel construction for pipe rails at rear handicap ramp and skylight support bracing. 4. The GMP Proposal has not anticipated any special shapes, fabrication, or coatings as none are anticipated to be required. Division 6: Woods and Plastics 1 The GMP Proposal includes in-wall blocking and nailers for wall mounted items. In-wall blocking shall be fire retardant wood or metal. 2. The GMP Proposal includes roof nailers and roof blocking for installation of skylights only. HAEMPROJECTSWCURGIVII? Phase Z4 - Proposal Criterlal.doc 5 RIESOLUTIE Hillsborough Office Commons Phase Two — GMP Proposal THE RESOLUTE BUILDING COMPANY Criteria 3. The GMP Proposal includes custom made cabinetry. Cabinet box interiors shall be melamine. All elements visually exposed to exterior shall be plastic laminate. Countertops shall be plastic laminate. Hardware to include full extension drawer slides with brushed aluminum pulls and locks. 4. The GMP Proposal includes temporary wood closures for all new masonry openings. Division 7: Thermal & Moisture Protection 1. The GMP Proposal includes fire sealing of penetrations as may be required. 2. The GMP Proposal includes sound attenuation above lay-in ceilings at all conference and interview rooms per the drawings. Additional rooms may be added if later requested by the Owner. 3. The GMP Proposal includes patching of the existing EPDM roofing membrane at penetrations by new work and skylights only. This new work will bear a one year warranty. All other roofing work and warranty is to be the responsibility of the landlord/owner. 4. The GMP Proposal has not anticipated any waterproofing at the existing building retaining wall. This Item is expected to be handled directly by the landlord/owner. 5. The GMP Proposal includes insulation in walls between offices and at all conference and meeting rooms per the drawings. No insulation is included in corridor walls at offices. Division 8: Doors and Windows The GMP Proposal includes Hollow Metal Window Frames and Doors at building interior, Factory Finished Wood Doors and Door Finish Hardware per the specifications. 2. The GMP Proposal includes FRP doors. 3. The GMP Proposal includes rough in for five doors with card reader access by owner. 4. The GMP Proposal includes eleven aluminum storefront windows at the front of the building only and door systems. 5. The GMP Proposal includes two automatic door operators at main entry only. 6. The GMP Proposal is based on manufacturer's standard profile clear anodized aluminum storefront frames with manufacturers standard 1" insulated tinted glazing (exterior windows). 7. The GMP Proposal excludes glazing frit patterns, colored glass, or etched glass as none are anticipated. 8. The GMP Proposal includes one way mirrored glass in rooms 330A, 331A and 332A only. HAEXP\PR0JECTS\HCUF\GMP Phase 2\4 - Proposal Criterial.doc 6 RIESOLUTIE Hillsborough Office Commons Phase Two — GMP Proposal THE RESOLUTE BUILDING COMPANY Criteria 9. The GMP Proposal includes mirrors at bathrooms. 10. In general, The GMP Proposal is based on reducing window frame sizes in lieu of that shown on the documents per discussions held in previous collaboration meetings. 11. The GMP Proposal includes an allowance for fourteen convex mirrors to include installation and adjustment. See Allowance. 12. The GMP Proposal includes two acrylic barrel continually vaulted skylights with 20 degree rise. Finish to be clear over white mill finished aluminum. Light transfer is 47% with a 301b live load capacity. Sizes will be 6' x 77' for the large common are and 6' x 38' for the small common area. We do not include pre-manufactured roof curbs. A second set of skylights is included as an add alternate. Division 9: Finishes The GMP Proposal includes interior light gauge framing and gypsum board systems with gypsum board ceilings in all bathrooms. 2. The GMP Proposal includes ceramic floor and wall tile in restrooms. Ceramic wall tile is included at wet walls only per the plans. 3. The GMP Proposal includes 2x2' Square Edge Optima Acoustical Ceiling Tile and Grid system. 4. The GMP Proposal includes VCT, Carpet and Carpet Tile per the plans and specifications. Existing VCT tile is to remain with floor patching at voids and transition from VCT to concrete floor is included. 5. The GMP Proposal includes painting of walls, wood trim, HIVI window and door frames and gypsum ceilings as required. No.Special coating systems have been included. 6. The GMP Proposal does not include any vinyl wall coverings. This has been priced as an alternate. 7. The GMP Proposal does not contain any sound attenuation panels in the courtyard areas. Division 10: Specialties 1. The GMP Proposal includes solid plastic Toilet Partitions. 2. The GMP Proposal includes Fire Extinguishers and Semi - Recessed Cabinets. 3. The GMP Proposal includes an allowance for Signage. See Allowance. 4. The GMP Proposal includes Window blinds. H:\EXP\PROJECTS\HCURGMP Phase 2\4 - Proposal Criterial.doc RESOLUTE Hillsborough Office Commons Phase Two — GMP Proposal THE RESOLUTE BUILDING COMPANY Criteria 5. The GMP Proposal includes an allowance for stainless steel corner guards in corridors only. 6. The GMP Proposal includes grab bars at toilets. 7. The GMP Proposal includes baby changing stations per the design drawings. 8. The GMP Proposal included sanitary napkin disposals in women's toilets. 9. The GMP Proposal includes coat hooks at all office doors. 10. The GMP Proposal includes twenty half height standard metal lockers. 11. The following items are supplied by the owner and installed by the contractor: toilet tissue dispensers, toilet seat cover dispensers, soap dish, and paper towel dispenser. 12. The GMP Proposal includes an allowance for cork rails, wall talkers, projection screens, and pencil rails in all conference rooms. See Allowance. Division 11: Equipment 1 The GMP Proposal includes installation of appliances provided by owner. The CIVIAR carries no appliances in the budget. Division 12: Furnishings 1 The GMP Proposal has excluded any furnishings as it is anticipated that this will be provided and installed by the Owner. Division 13: Special Construction 1. Canopies are not included. Division 14: Conveying Systems 1. Not Used Division 15: General 1 The GMP Proposal is based on appropriate existing equipment, piping and utility capacities or sizes to accommodate the new addition and renovations. 2. The GMP Proposal excludes painting of any piping or duct system as it is anticipated this shall not be required. If requested by the Owner, this can be added later. H:\EXP\PROJECTS\HCUF\GMP Phase 2\4 - Proposal Criterial.doc 8 R"IESOLUTS Hillsborough Office Commons Phase Two — GMP Proposal THE RESOLUTE BUILDING COMPANY Criteria 3. The GMP Proposal has not anticipated any special shut down costs such as line freezing or installing new isolation valves to accommodate PME systems renovations. 4. The GMP Proposal has not anticipated seismic bracing or special vibration isolation. 5. In general, The GMP Proposal is based on trade contractor interpretation of final product intent. This interpretation may vary from that indicated by the documents. Division IS: Fire Protection Systems 1 The GMP Proposal includes Fire Protection Systems. The Proposal is based on the understanding that existing systems will support (appropriate flow capacity) the modifications that may be required. Sprinkler systems are anticipated to be light hazard occupancy. Heads shall be chrome semi-recessed. 2. The GMP Proposal is based on leaving existing sprinkler mains and laterals in areas that shall be renovated. The intent is that heads will be relocated without re-constructing the entire system. 3. No FM-200 or dry systems are included in The GMP Proposal. 4. No fire pumps are included as it is assumed that current water pressure is appropriate. Division 16: Plumbing Systems 1. The GMP Proposal includes Plumbing systems per the design documents. 2. The GMP Proposal does not include any roof gutters. No secondary or emergency overflow drains have been anticipated. 3. The GMP Proposal is based on tapping and then utilizing the existing water system. 4. The GMP Proposal includes an under-counter grease interceptor system for food prep area. 5. All waste and vent piping to be PVC. 6. All water piping to be copper. Division IS: HVAC Systems 1. The GMP Proposal includes sheet metal and flexible duct system per the plans. 2. The GMP Proposal includes W lay in supply grills with Egg Crate return grills. H:\EXP\PROJECTSNHCUFXGMP Phase 2W - Proposal Criterial.doe E RIESOLUTIS THE RESOLUTE BUILDING COMPANY Hillsborough Office Commons Phase Two — GMP Proposal Criteria 3. The GIVIP Proposal includes 1 ductless split system for telecom equipment room at rear of the building per the design documents. 4. The GIVIP Proposal includes providing and installing 5 rooftop replacement units. 5. The GIVIP Proposal includes one electric wall heater. 6. The GIVIP Proposal includes a ducted return system. 7. Provide and install web based DDC control system with an estimated 70 zones per plans. 8. The GIVIP Proposal does not include any warranties or repairs on existing HVAC Equipment. Division 16: Electrical 1 The GIVIP Proposal is based on IVIC cable for all branch circuitry in walls and accessible ceilings. 2. The GIVIP Proposal is based on replacing the existing Fire Alarm system. 3. The GIVIP Proposal has excluded new telecommunication cabling, removal of abandoned cabling, equipment or servers. 4. The GIVIP Proposal does not include new panels or feeders as they are shown existing on the design documents. 5. The GIVIP Proposal excludes site parking lighting as this is anticipated to be existing. 6. The GIVIP Proposal is based on the use of existing service and transformers. 7. The GIVIP Proposal includes an allowance for the rough in of audio visual systems, podium, flat panel monitors, enclosed bulletin boards, electronic message boards, Panduit, ceiling mounted projectors, and smart boards per the drawings. 8. The GIVIP Proposal includes back-up generators to support IT rooms only per the drawings. 9. The GIVIP Proposal includes the demolition of existing electrical wiring and conduit as required by local inspection authority. HAEMPROJECTS\HCURGIVIP Phase 2X4 - Proposal Criterial.doc 10 Allowances RIESOLUTIE Hillsborough Office Commons Phase Two - GMP Proposal THE RESOLUTE BUILDING COMPANY Allowances 3/17/2009 The following Allowances have been included in the estimate. Allowance Allowance No. Allowance Description Amount 1 Exterior of Wal-Mart building clean up to include removal $ 2,000 of all garbage and debris around building exterior only. 2 Clean up of interior bulk storage area at rear of building of $ 5,000 all debris. This will also include any roll up door re-work or electrical re-work that may be needed per the owner's direction. 3 Landscaping and tree removal allowance. $ 6,000 4 Maintain water supply for Dollar Tree during Fire Backflow $ 3,000 Preventor switchout. 5 Install fourteen Convex Mirrors to include installation and $ 3,990 adjustments. 6 Interior Signage for the project per the owner and $ 17,000 architects direction. 7 Stainless Steel corner guards supply and install. Locations $ 4,920 and amounts to be determined by owner. 8 Owner provisions for rough in at meeting rooms to include $ 16,00-0 smart boards, projectors, panduit, electronic message board, bulletion boards, flat panel monitors, podium, a/v system. This will also include supply and install of cork rails, wall talkers, pencil rails and projections screens in conference rooms only. 9 Contractor's Contingency $ 68,336— 10 HVAC Contingency $ 50,000 Note: "Provide" Allowances listed above include furnishing and installing and should be considered a "turn-key" budget amount. 2B - List of Allowances.xis 1 of 1 Alternates 3M7/2O09 ' The following Alternates have NOT been included in the G08P. They may be added to the GD0P via change order mraddendum. Alternate �HtenmoteDeac�ption ADD or Alternate Number DEDUCT Amount 1 All exterior Foyede Treatment |obobe performed, including ADD $ 115.136 demolition nf sidewalks, tie in roof leaders, footings, brick ` masonry, precast concrete caps, patch oidna|ke.masonry p|ero, structural steel, roofing, metal framing, BFG8ando. \ Fascias, Soffits and Cornice. There are two allowances for this a|terotabo include: Exterior Building Sign ($14488) and Exterior � Lighting ($4000). 2 Add two additional barrel-vault skylights ho include roof ADO $ 38.503 � patching, material and installation. One |n commons area 46O and one |n commons area 650. | 3 All surfaces shown on the finish schedule to receive vinyl wall ADD $18.282 covering tobe included per plans and specifications. , 4 Add Acoustical Wall Panels in the Common Areas. This ADD $15,402 will include material installation and painting. i G Waterproof Retaining Wall per attached scope of work from 5th ADD Wall Consultants. G Remedial Roofing oo Specified by attached scope of work and ADD $18'919 | ' the aUmwancod amounts listed from 5th Wall Consultants. � � � � ` / Phase noo' Estimate mternatusx | � Unit Prices RESOLUTE Hillsborouogh Office Commons Phase Two - GIVIP Proposal THE RESOLUTE BUILDING COMPANY Unit Pricing 2/17/2009 Item # Item Detail Description Unit Unit Price I Aluminum Storefront Window AL-2 F & I ADD EA $2,126.59 2 Aluminum Storefront Window AL-3 F & I ADD EA $2,231.23 3 Interior Partition F & I ADD LF $ 28.34 4 One hour rated Interior Partition F & I ADD LF $ 73.03 5 Suspended drywall ceiling Type B F & I ADD SF $ 2.94 6 Suspended acoustical ceiling Type A F & I ADD SF $ 2.94 7 Sound attenuation batts in Partitions F & I ADD SF $ 0.33. 8 Sound attenuation batts above Ceilings F & I ADD SF $ 0.27 9 Typical Office Door F & I ADD EA $ 263.24 10 Typical Office Window F & I ADD EA $ 225.63 11 Corner Guard F & I ADD EA 65.40. 12 Access Door F & I ADD EA $ 70.85 13 Fire Extinguisher Cabinet F & I ADD EA $ 81.75 14 Mechanical Diffuser Type B F & I ADD EA $ 136.25 15 IMechanical Diffuser Type P F & I ADD EA $ 136.25 16 Light Fixture Type A F & I ADD EA 212.55. 17 Ligth Fixture Type C F & I ADD EA $ 190.75 18 Standard Duplex Outlet F & I ADD EA $ 85.02 19 Dedicated 20 Amp Duplex Outlet F&I ADD EA $ 345.5 20 Data Junction Box and Conduit F & I ADD EA $ 52.32 21 Sensor Lighting Switch F & I ADD EA 163.50 22 Fire Alarm Pull Station F & I ADD EA 297.571 23 Light Fixture Type E F & I ADD EA $ 287.76 24 Light Fixture Type P F & I ADD EA $ 179.85 25 Fire Alarm Horn/Strobe type HL F & I ADD EA $ 276.86 26 Fire Alarm Strobe type V F & I ADD EA $ 257.24 27 Lay 12" Block includes horizontal reinforcing and accessories ADD EA $ 3.82 28 Lay brick per 1000 to include all reinforcing and accessories ADD EA $1,090.00 29 Hourly Rate including all markups for Mason ADD MH $ 38.15 30 Hourly Rate including all markups for Tender ADD MH $ 27.25 31 Place block fill and install rebar ADD CY $ 109.00 32 Clean Masonry ADD SF $ 0.4 Note: The above unit prices are presented as ADD or DEDUCT. H:\EXMPROJECTS\HCUF\GMP Phase 2\21) - Unit Pricing.xis 1 of 1 Estimate nfe—RESGZrebandingcompany _ __.. WreacrisheerkepoT -- _. _ _._ __. Pwe1 HOC Phase 2 Bid 311912009 11:16 AM Project name HOC Phase 2 Bid 113 Mayo St. Hillsborough NO Estimator Solomon, Cromer Job size 46658 SF Duration 5 MO Bid date 2126/2009 Notes This estimate is for phase 2 GMP, this does not Include any scope in phase 1. Report format Sorted by'Group phase /Phase' 'Detall' summary The RESOLUTE Building Co. Spreadsheet Report Page 9 HOC Phase 2 Bid 511412009 9:42 AM P Toilets Job Office Onlul 500 MO - 6500 325 - - 325 �• _ Computer Connective ! 5.00 MO - 120.00 600 70.00 350 950 Routine Clean -up 5.00 MO 2,000.00 10,000 - - - 10 000 Dum ster Rental (Job Office Only) 5.00 MO - 90.00 450 - 450 Dumpster Hauls (Job Office Only) I 10.00 EA - 85.00 850 - - 850 !Dump Fees Orange Co.& CH 10.00 HL - 40_00 2,857 - - 2,857 Printing Costs & Precon Reimburstabies 1.00 LS 5,416.00 5,416 - 5,416 Balance From Phase 1 Temporary Power Po% (Job 0 00 XX 0 00 ' 0 0 00 0 0 00 0 0 !n .Phase 1 _. C. Scheduler & Project Enclineer 24.00 WK 12 000 - 12,000 , SITEWORK 2100 Demolition Demolition -Sub Quote 1.00 LS - - - 16,330.00 16,330 16,330 Goode Champion Demo Sforefront o� Entrance , 38 00 LF _ . .. - * * O (/nc1udetl in ,Goode:: ... Cut Roof Openings for Skylights 638.00 SF - - - - 3.75 2,393 2,393 Goode Unit Price Select Demo (a) Concrete Ramp 1.00 LS - - - 3,500.001 3.500 3,500 Goode Unit Price Demo Masonry Wall at Entrance 200.00 SF 4.50 900 900 Goode Unit Price Demo Concrete Walb Sfeps _ 9 00 LS; /nc %uded.n; - ... Exterior Clean -Up Allowance 1.00 AL 2,000.00 2,000 - - 2,000 Allowance Back of House Interior Clean -Up Allowance 1.00 AL� 5,000_00 5,000 - - 5,000 Allowance 2400 Landsca inn Landscaping & Tree Removal Allowance 1.00 AL - - - 6,000.00 6,000 6,000 Allowance 2500 Pavin _ Striping, Wheel Stops, Parking Signage 1.00 LS - - - 4,760.00 4,760 4,760 Ruston Paving Sub Quote 2700 Site Utilities I I I Site Utilities Sub Quote ! 100 LS : l lnc %uded m Plumbing & I - Sprmk ckages /er Pa Domestic Backf/ow Preventor 2' 100 EA._,' � > _ - .P c ' - - -. ! I m Plumbing Paca *r * Included .f. S rmkler _ ..' kag 8 Sprinkler Backtlow Preventor. 1.00 EA: Pac e _, _ _ 3.000.00 3.000 3.000 i Maintain Water Service to $Tree While Labor L Labor M Material M Material S Sub T Total N Phase D Description T Takeoff Quantity L Sub Price S Notes Price A Amount P Price A Amount A Amount A Amount GENERAL CONDITIONS 1001 l lGeneral Conditions Su ep rintendent 2 24.00 WK 1 1, 3 34,800 3 34,800 Project Manager 2 24.00 WK 9 900.450.00 00 2 21,600 2 21 600 Project Assistant 2 24.00 WK 3 300.001 7 7,200 7 7,200 Executive Pro'ect t Mana er 5 5.00 MO 1 1,000.00 5 5,000 5 5,000 Superintendent Vehicle 5 5.00 MO - - - - 1 1,125.00 5 5,625 - - 5 5,625 Proect Mana er Vehicle 5 5.00 MO 7 750.00 3 3 750 3 3,750 Temp. Power Use Office Trailer 5 5.00 MO 1 150.00 7 750 7 750 Safety 5 5.00 MO 5 50.00 2 250 1 100.00 5 500 2 250.00 1 1,250 2 2,000 _ _ Job Office 5 5.00 MO 5 50.00 2 250 3 300.00 1 1,500 1 166.70 8 834 2 2,584 Telephone 3 Lines 5 5 00 MO - - 3 300.00 1 1 500 3 33.33 1 167 1 1,667 FAX Machine ... O O.00.XJG 0 00 0 0 . ..... J 00.'00 _ _ 0 0 00 : :: 0 0 0 I In Phase 1 Jobsrte.Sfgn 0 0 0 00 Water Ice, Cups 5 5.00 MO 2 20.00 1 100 1 100 Tem P �• _ Computer Connective ! 5.00 MO - 120.00 600 70.00 350 950 Routine Clean -up 5.00 MO 2,000.00 10,000 - - - 10 000 Dum ster Rental (Job Office Only) 5.00 MO - 90.00 450 - 450 Dumpster Hauls (Job Office Only) I 10.00 EA - 85.00 850 - - 850 !Dump Fees Orange Co.& CH 10.00 HL - 40_00 2,857 - - 2,857 Printing Costs & Precon Reimburstabies 1.00 LS 5,416.00 5,416 - 5,416 Balance From Phase 1 Temporary Power Po% (Job 0 00 XX 0 00 ' 0 0 00 0 0 00 0 0 !n .Phase 1 _. C. Scheduler & Project Enclineer 24.00 WK 12 000 - 12,000 , SITEWORK 2100 Demolition Demolition -Sub Quote 1.00 LS - - - 16,330.00 16,330 16,330 Goode Champion Demo Sforefront o� Entrance , 38 00 LF _ . .. - * * O (/nc1udetl in ,Goode:: ... Cut Roof Openings for Skylights 638.00 SF - - - - 3.75 2,393 2,393 Goode Unit Price Select Demo (a) Concrete Ramp 1.00 LS - - - 3,500.001 3.500 3,500 Goode Unit Price Demo Masonry Wall at Entrance 200.00 SF 4.50 900 900 Goode Unit Price Demo Concrete Walb Sfeps _ 9 00 LS; /nc %uded.n; - ... Exterior Clean -Up Allowance 1.00 AL 2,000.00 2,000 - - 2,000 Allowance Back of House Interior Clean -Up Allowance 1.00 AL� 5,000_00 5,000 - - 5,000 Allowance 2400 Landsca inn Landscaping & Tree Removal Allowance 1.00 AL - - - 6,000.00 6,000 6,000 Allowance 2500 Pavin _ Striping, Wheel Stops, Parking Signage 1.00 LS - - - 4,760.00 4,760 4,760 Ruston Paving Sub Quote 2700 Site Utilities I I I Site Utilities Sub Quote ! 100 LS : l lnc %uded m Plumbing & I - Sprmk ckages /er Pa Domestic Backf/ow Preventor 2' 100 EA._,' � > _ - .P c ' - - -. ! I m Plumbing Paca *r * Included .f. S rmkler _ ..' kag 8 Sprinkler Backtlow Preventor. 1.00 EA: Pac e _, _ _ 3.000.00 3.000 3.000 i Maintain Water Service to $Tree While 2700 Site Utilities I I I Site Utilities Sub Quote ! 100 LS : l lnc %uded m Plumbing & I - Sprmk ckages /er Pa Domestic Backf/ow Preventor 2' 100 EA._,' � > _ - .P c ' - - -. ! I m Plumbing Paca *r * Included .f. S rmkler _ ..' kag 8 Sprinkler Backtlow Preventor. 1.00 EA: Pac e _, _ _ 3.000.00 3.000 3.000 i Maintain Water Service to $Tree While ..,c ..wvw.i. uununiy w. zlpreaasneet Keport Page HOC Phase 2 Bid s11A19nno Q-A9 ane Phase _ Description Takeoff Quantity Labor Price ;Labor unt Material Price Material Amount Sub Price Sub Amount Total Amount Notes 2700 Site Utilities Backflow Preventor Switch-Out 1.00 LS - - - -.3,000.00 3,000 3,000 Installing BFP's CONCRETE 3100 Concrete Work -� -- - Form Topping Slab /Edges Ram Form L s Sleeves s for or Hand Rails @Ram Patch Conrete @Grease Trap Patch Concrete @ Backflow Preventors Cut &Patch Slab CM Floor Boxes Sawcut Slab for Footings @ Entrance Remove Concrete @New Ft� Location_ Hand Excavate for New Ft 640.00 SF 100.00 SF 38.00 EA 126.00 SF 225.00 SF ; 1.00 LS 168.00 SF_ 2.50 2.50 10.00 - 750.00 1,600 250 380 - - 750 - 2.38 2.38 9.52 - - 500.00 - 1,600 250 380 - - 500 4.50 4.50 750.00 5.50 567 1,013 750 924 3,200 500 760 567 1,013 2,000 924 98.00 SF 5.00 CY - 100.00 500 - 50.00 - 250 15.00 1,470 1,470 750 _ Fine Grade Footings 98.00 SF 5.00 490 1,50147 637 Remove Footing Spoils Place & Finish Footings i 5.00 CY 98.00 SF 8.00 - 784 - - 150.001 750 750 784 Drill & Epoxy /Grout Reinforcing Into Ext. Fdns 28.00 EA 8.00 224 20.00 560 784 Anchor Bolt Templates 2.00 EA 10.00 20 20.00 40 60 Install Anchor Bolts 8.00 EA 15.00 120 25.00 200 320 Grout Base Plates 2.00 EA 35.00 70 35.00 70 Reber Material 2.50 TN 1,200.00 3,000 f3,O -- Place Rebar 2.50 TN 350.00 875 - - ConcreteMaterial -Ft s /Slab 16.00 CY - - 92.00 1,472 1472 Concrete Material- Ramp W WF Material for Ramp Topping 24.00 CY 1,056.00 SF - 0.15 158 92.00 0.15 2,208 158 - 2,208 317 Sawcut Slab for U1G Plumb: Addti. Scope NIC Phase 1 325.00 SF - - - - 5.50 1,788 1,788 MASONRY 4100 Masonry Work Mortar For Block 4.00 BG 19.051 80 80 Mortar Sand 1.00 CY 71.43 75 751 Rough Hardware /Masonry Reinforcinq_ 1.00 LS - - 1,428.571 1,500 1,500.00 1,500 3 000 Whitesell 1 Material Allowacne Window Frame Flashing 271.00 SF 0.50 136 1.671 474 610 Re let 1 471.00 LF 1.50 707 1.43 707 1,413 Sawcut Re leq t in Masonry 471.00 LF - - - - 1.75 824 824 Patch Mason_ Mason & Tender) HR - - - 53.00 3,180 3,180 Whitesell t Block Repair -60.00 85.00 EA 8.00 680 3.25 276 956 Whitesell / Adams EInstallLintels 22.00 E� 20.00 440 440 Whitesell Clean Existing Interior CMU Walls Allowance • 1.00 AL 2,000.00 2,000 2,000 Whitesell / Adams STEEL 5500 M1 C. Metal _ Structural Steel - Material Quote 1.00 LS -1 - - -1 32,777.001 32,777 32,777 SSC Entrance /nsta //Steel Beam'& Columnn00 LS ( -� *( 0 SSG jBracrng_@ 0 Skhts HandRads @RearHCRamp 960.00 LF ; O�SSC lintels : ;. 9.00. LS: ) _ * * 01SSC vNI cauancea nGNvI L Page 3 HOC Phase 2 Bid 511412009 9:42 AM IWWL F%WIJUI L Page 4 HOC Phase 2 Bid 511412009 9:42 AM vN�caua��CC� Repvrc Pages HOC Phase 2 Bid 519412009 9:42 AM The RESOLUTE Building Co. Spreadsheet Report I Page 6 HOC Phase 2 Bid 61312009 5:36 PM Phase Description Takeoff Quantify Labor Labor Price Amount Material Price Material -Sub Price Sub Total Notes Amount Amount Amount 15501 _ `S rinkier Sprinkler- Sub Quote i__ 46,658.00 LS Total,: , _., ,.. ,:u ' __ - 1.391 65,0001 65,000 1 ABL 8" Backflow Preventor 1.00 EA 2.378 ISF i 20,000.00: 20,0001 20,0001 ABL 200 SYsfem rn Data.•Glosefs 85,918 Contract _ - - ;Bond Sprinkler -- 1.00 LS 1,991,216 2,000.00 2,000i 1 ABL Bond Amount - HVAC i - Equipment 15601 HVAC _ - -��- - _ HVAC- Sub Quote 46,658.00 LS i I i 6.84; 319,000! 319,000 i Warren Hay ._.._..-.... .- _..._._..__�--- --- ....... - - -- - - - -_ Bond Warren Hay I 1.00 LS 2,188,073 5,700.00 0 5,7001 P &P Bond S fit 5 stem m: Data" Closets . - -- - - -� - - - - -- - -- 1' E A. " _ _ 5.799 4i " I j in iliarren Hqy. ELECTRICAL 0.21% Labor Frinces 55.469 16001 i Electrical 1.189 /SF 1.99 Bldrs Rsk Non Cam Annual Rate _ j Electrical- Sub Quote 46,658.00 LS - - 8.48? 395,700' 395,700 Wood Electrical Card Readers- Rough =iri: 17.505 C 0.375 /SF - Back -Up Generator forMain . ;Data Room A /lowance 1:00 A� i - - *� *; 0 l _ ! Bond Wood Electrical 1.00 LS ; �- AGC Fee. _ 4 320 00� 4,3201- 4,320 Wood Bond Electrical Demolition ( 1.00 LS 0.08 10,000.001 ; 10,000 10.000 Estimate Totals .. _-._� _.. _._.rDescnptTOn - . ,�- ,�;Rmounf ,�, �„ �.Toials �; -. •, , , ;�, Cost Basis_.,Cost per,tJntt ,�,,_- ��3!?ercent�of Total,: , _., ,.. ,:u Labor 110,939 2.378 ISF 3.99% Material 85,918 1.841 ISF 3.09% Subcontract 1,991,216 42.677 /SF 71.59% - Equipment Other Subtotal 2,188,073 2,188,073 46.896 ISF 78.67 78.67% Sales Tax (6.75 %1 5.799 C 0.124 ISF 0.21% Labor Frinces 55.469 C 1.189 /SF 1.99 Bldrs Rsk Non Cam Annual Rate 1.750 C 0.038 /SF 0.06 General Liabilitv Insurance 17.505 C 0.375 /SF 0.63% Buildina Permit Allowance 8.000 L 0.171 /SF 0.29% AGC Fee. 2.277 T 0.049. ISF 0.08 Construction Continaencv (3 %) 68.366 T 1.465 /SF 2.46% Fee (7 %) 164.307 T 3.522 /SF 5.91 HVAC Continaencv 50.000 L 1.072 /SF 1.80% Phase 1 GMP 199:839 L 4.283 /SF 7.19% BOND 19.862 B 0.426 ISF 0.71% Total 2,781,247 59.609 /SF TheRES&UTEBui1dingComps » y —.. _ __. _. 3pre;0shee —T epU Project name HOC Phase 2 Alt. A -1 113 Mayo SL Hillsborough NO Estimator Solomon, Cromer Job size 46658 SP Duration 5 MO Bid date 212612009 Notes Alternate A -1 Is for exterior facade Improvements. Report format Sorted by 'Group phase /Phase' 'Detail' summary _.- — - page 31191200911:24 AM Tfie-RESOLUTE 8611ding company -_ -sprea s;hee Reparr - - -- _ . - Pa 2 s HOC Phase 2 Alt A -1 31191200911 :24 AM - r dry, G, GU t y`�:✓.n :..._. _ �' 5 2 f Yy .(tn' S '}`}+n ] :3. .:'J _.. war" 3 �• A ..� � ). •-3i � � % #�- � .,. .•,,a 5 ry.. .r,.4e rR ._.. ,_t:� a, A-_, � V sx - ..4 fill - "tvi^'.�...Y 1. , - 2i ,,...' ,.. �`+`> •. -11 xa '� w; .:,+r::t _F:- °.r;.< t r - :iT-:u b� l� TSS� V+r - ,t..'4:!^ # ,-.. A � -s:: s C 60 r,...; Material _ r,i`3+v ;aa:.. IY�atei taL,t' - .'�` � �%: .. ?...R,. _ter SUS' .:w' ��.5 .k a <cC 4"-+. -•..� Ky �{;'iY�. r-^ =. Tofa N t . �, lw... ;: .., . ds -r•; aC }_, r' .i •,h, R:�s �5�, r :tea r ,.'v 5,,-=x. ti•, J "z '5 � ,�� :, %'. 7F o �: Yt,�.K�, � - `n�77;;n. ,';:- aj:...,.` f33s ♦y�tlnit- _ o.S`;., ti �`'� _ ay- :S.'t _..i!e F.�'t; � ...i,Y#ri.E.'`� ?`"_ °f. -;•!' .t.Y z4r F e- : { O CSL: fFim' ...mss : -� J �. � ' � �. , ., � : .,�..�.. 3" �"�,�-� _.. f`4 .i . � Y .. r31;.3 _'v 2t• J 7 #.. _«... ... _ .. ;..-_ ,� ti..•3.,. ,,_ ..:11,,,r _�.� �-"t -u. -�„+_ Cl��,.� �1 7 i.-�: �� f . }5 �5'�f"`.. Ar- 1000.1 GENERAL CONDITIONS I I 1 1001 General _Conditions Superintendent - - -- -- -- -- 0.00 W 0,00 0 - - - . - p - ... .... . -- -- - - -- - -- -- - -- -- - - - - -- K Project Manager 0.00 W 0.00 0 p Project Assistant 0,00 W 0.00 0 p - Executive Project Manager _ 0.00 MO _ 0.00 Superintendent Vehicle _ 0.00 MO 0.00 0 0 - Project Manager Vehicle - 0,00 MO 0.00 0 _ p _ -.Temp. Power Use (Office Trailer) _0.00 MO _ 0.00 0 p 0,00 MO 0.00-- 0 0.00 0 __ 0.00 0 p ---- Jab Office _ -0,00 MO 0.00 __ 0 0,00 0 0.00 0 0 __ Telephone (4 Lines) 0,00 W 0.00 - 0 0.00 _ 0 0 _ -- - -- - - - -- K _ _ FAX Machine 0,00 JOC - 0,00 0 0.00 0 0,00 0 Jobsite Sign - _- W_afer, Ice, Cum_ _ - 0.00 XX O,Op MO 0,00 0 0.00 0.00 0 0 0,00 _0 0 0 p Temp, Toilets f ob Ofhce_ Only) 0.00 MO _ 0.00 0 p - -- Co_mputerConnectivliq -_ 0.00 MO 0.00 0 0.00 0 0 _ _Routine C lean -up 0.00 MO _ p Dumpster Rental (Job Office Only) _ 0,00 M_O_ 0.00 0 -_ 0 Dumpster Hauls (Job Office Only) _- 0.00 EA 0,00 0 p --Dump Fees LOrange Co.& CH) _ 0.00 HL 0.00 0 Printing Costs & Precon Reimburstables 0.00 LS 0.00 0 _0 0 _ - - Temporary Power Pole (Job Office Only) SITEWORK - O.OD JOC _ 0,00 0 0.00 . - -- - - 0 - -- ...... 0,00 0 0 -- 20001 - 2100 Demolition . I Demo Sidewalk for Pier Footngs , ( 320 00 SF _ _ 5 50 1,780 1 760 Goode IIn,, Pnce Demolition ; 100 LS _ 1 2,0 0000+ . _ 00 2,0 2,000 Goode Champion Demohtton _ 46,658.00 SF I - I 008 7. 3 760 i. 3,7601 12300 Storm Drainage i Tte•In Roof Leaders.- - soo soo i s oo - _ Roof Leader Boots . _ 6.00 L _ 60 001 3601 - 360 Storm Drainage i ( 360) I 9001 1,260 .2902 I Excavation and Backfiil ! Machme,Excavate Fo tins - -- 9 - .. 12 00 CY - i. _ ... _- - . (.. _ � ._ 1 -_20 001 _ 240 ; _ Hand Excavate Footin s .. 12 00 CY 15 00 i_ _ . _ 180 1 _ _ I 140 _ - j _ 80 BacIl FooBngs - ; - .500 CY _20001 _ 1001 -1001 _ _ Flrm Grade Footings ..- Waste Footing Spoils Of Ste 300.00 SF - 00JCN Y 5.00! _ 1.,_500 I _ i _ . I _ I. _ _ 1,5600 I . Slone _ 00 _ 20001 280 1 60 _ 140 _ - 1 .. _. If _ Excavation and Backfiil -- , 1,660 ..__ _ 280 ._1000! ._ _420 540 2,500 1 SITEWORK i SF 0.04! 1,6801 0.01 r 644) 0.11, ` 6200- , 7,5201 30001 CONCRETE _. 3100 _. Concrete Work Grout Base Plates_ . i 4 00 EA 1 -- 35 00 .. . 1401 _ _. 20 00 �_- - 801 ... .. - I 2201 . - ..... ... _. _. ... - - _ Set Anchor Bolts _ _- _ _ _ ! 16 00 FA _ -. SOP, _ _ 80 _ . _ 5.001 80 - - - - I 160 - - -- - 1, __. Anchor Bolt Templates, . - _ 4,991 EA ... 10001. -_ _ 401 35001__ 140- -1_ 1801. -- - - I Concrete Work I ! .. 2fi01 300 5601 3200 1 Concrete Reinforcement 1 Reber Material 1.00 LS ' 500.00 500 5001 'Install Reber 1.00 TN I 300.0,01 3001 1 300! i Concrete Reinforcement _ 300 500 800 . 3290 1 Concrete Place & Finish .Place &Finish Footings S, Walks 12.00 CY 100.00: 1,200 -. 1,200 'Pre Walks Footin e & Slabs 300.00 SF 3.00: Soo 1.00 300. 1,200 The RESOLUTE Building Company ,preaffS'heevRepOFC Pa e 3 HOC Phase 2 Alt A -1 311912009 91:24 AM __e._ UUIUr Concrete Place & Finish (.. _ 1. 2 , 100 300' * - - - -- - _ *� - lnncuudedinSSC - - -- - - - -- -- -- — -- — -- 2,400 Structural Steel STEEL 3400 Precast Concrete 1 . -1. 11,777 11,7771 11,777 19,777 6000 .. FRAMING - -- . _ 1 i Precast Concrete Caps- Material Quote, 1,00 LS - j . _ _ _ 1 500 00 j _ _ 1 5001 - 1 1,500. 1 Install Precast Caps_ . _ _ 4;00.. EA 16100 .. �.._ .. _ .. - 50 001 - - 2001 56d[ _ _ _ _ - j Precast Concrete 1,000 R8C _ r I Rough Carpentry 1,500 0.01 i 2001 1,700' 5001 3490 ( Concrete Material 1,0001 FRAMING 1` 0.01, 5001 i - 5001 IStd. Wt. Conc3000.PSI- Footings &_Walks 12.00 CY_I_ - _ _ _ ,. _ 92,OO,i 1,104- _ _ -I_ _. -, !_ p41 _- . .. 11 Concrete Material _ _ _ __ . . i 1,104 -- - - 1 Roof &Deck Insul. - I . ... .. .... 1, I ! CONCRETE 2,660'• I 3,7041, i 2001 6,564' 400.0 4MASONRY 10,650.OD ( 90,650 10,650) Cepltal City _. _ 1 4100 Masonry Items _. I. _l - 1 10,650 .. 10,650 i _ EIFS EIFS -.Sub Quofe i... 1.00 LS .. - Mortar for Brick j 7500 BG _ �. .. _....- _3441.._ _ .. - .. .i ... - ... 5441. _... .... . . Wall Tie; 650.00 EA .. i. _ .. 0501. -20 25 -I 326. .... . _ .. . i Monar Send , 15.00 CY _ _ 1 00'. 300 . _ _ _1 _ , C74 1649 Masonry Items 46 658.00 SF -.- _ 0.0 i 1,169 .. .. -- ( _ 1,1691 _ 14200 ! Brick _ _ _ .. i _ .. - - !Brick . _ . 9.50 MP I.. .. _ _. .. _. 2,123; 9,500 _ 14,480 i Pine Hall Wire. Cut_ __2965 i .. Brick ( WATERPROOFING & INSULATION I ####ate# SF 1 0.02: 4,988 0 05 i 9,500, 14,488 _ 10,650 i 14390 Masonry Work 9000 FINISHES �Sawcut for Reglet in Masonry - - I .471.00 LF. _.� _ _ - _ _; _ 1.75 8241 Masonry Work 14500 1 - _ i Metal Stud Framing & Sheathing 824 - 824 Masonry Cleaning 0.48 22,6001 22,600' •_ i Clean Masonry. D 50 • 890 .. 690 1.00 LS I 1 Masonry Cleaning 4,210.00 690 690 Painting MASONRY ##### SF 0.131 6,1561 0.24 11 014: 17,1711 5000 STEEL #### SF 0.58 26,810 • I i 5100 Structural Steel structural Steel- Material Quote 1.00 LS ( 1 1 I 11,777 00 91,777 1 11,7 BBC 771 __e._ UUIUr i —7.UU LJ _._. —.1_ _ .______ _... —__ —. _.. -- — * - - - -- - _ *� - lnncuudedinSSC - - -- - - - -- -- -- — -- — -- Structural Steel STEEL - - ### ## SF 1 0 251 11,777 11,7771 11,777 19,777 6000 .. FRAMING - -- . 1 -- . -- --I - 1 Rough Carpentry 16100 _ Misc. Carpentry _ 1 00 -LS i- ,500 00 i_ _ 500 _ . —5gD 00.1 _ _ 56d[ _ _ _ _ - j I ' 1,000 R8C _ 1 I Rough Carpentry 46,658.00 SF I 0.01 i 5001 0 01 5001 1,0001 FRAMING SFi I 0.01, 5001 0.01 I 5001 1,0001 7000 1 WATERPROOFING & INSULATION ;. _ 7220 -- - - 1 Roof &Deck Insul. 1 I ! -_.. .. _1. _ -- -- I Roofing /Flashing Sub Quote 1.00 LS 10,650.OD ( 90,650 10,650) Cepltal City Rcof &Deck Insul. 1 1 _. I. _l - .. .- _ 10,650 .. 10,650 i _ EIFS EIFS -.Sub Quofe i... 1.00 LS i * * I Included in Precision Walls 17240 7650 Flexible Fiashng - Window Frame Flashing Reglet '. 27L00. SF .j _. �. 471 00 0.501 _ 1 50.. 136, 7071... - -, - 1.751 _ _ . 3 501. , C74 1649 i. .. .. -- ( -LF _ . - _ _ . _ _ _ .. Ftexibie Fiashng I 842f 2,123; __2965 i .. 1 I WATERPROOFING & INSULATION I ####ate# SF 1 0.02: _ 842! 0 05 i 2,1231 0.231 _ 10,650 i 13,6151 9000 FINISHES 9100 ( Metal Stud Framing & Sheathing Exterior Metal Framing & Sheathing- Sub Quote 1.00 LS 1 i2,600.00 22,600 22,600 Waspco Metal Stud Framing & Sheathing 46,658.00 SF I 0.48 22,6001 22,600' 19900 I Painting ' . Exterior Painting- Sub quote 1.00 LS I 4,210.00 4, 210' Painting 46,658.00 SF 0.09 4,210 4,210 FINISHES #### SF 0.58 26,810 • 26,810 1000 SPECIALTIES 0 The RESOLUTE didding -Company re ab-s-h e erRe p d rr HOC Phase 2 Alt A-1 P8916 4 311912009 11:24 AM 110001 ISpecialtles 1 I A— _ _ Exterior S!grtage Sub Quote. . . — - - - -- , - — - 0-466 -T, .-- -- ---cOii qrj Price Per Lette 1 Allowance (based T)-- Specialties 46 656 00 SF 10,4001 10,4001 1600 F SPECIALTIES ELECTRICAL ###1## SF 0.221 10,490 10,400 116001 Electrical Electrical (Exterior Lighting)- Sub, Quote. -1.00-1-S 4000.1 4,0001 Ai!gwacne co nrirm Scope P Electrical I- - - * ' -- - - I - 46,658.00 SF - 1. ---. --- 1 -- 99 — 4,0001 4,000 ELECTRICAL ####### SF 0. 4,000 4,000: Ine H&UOLUTE BfUlldinjy Company Sp re da—s he e-t-Re p ar—T, HOC Phase 2 Alt. A-1 Estimate Totals '' Description Cost Bads.. Go$# L led i6bTotal o , a Labor 5,682 'Per, 0.122 /SF 4.94% Material 13.123 0.281 /SF 11.40% Subcontract 80,051 1.716 /SF 69.53% Equipment Other Subtotal 98,856 98,856 2.11-9 /SF 86.86 85.86% Sales Tax 16.75%) 886 C 0.019 /SF 0.77% Labor Frinoes Bldrs Rsk Non Com Annual Rate 2.841 79 G 0.061 /SF 2.47% AGC Fee 103 C T 0.002 /SF 0.07% General Usbilitv Insurance 791 C 0.002 /SF 0.09% Construction Continaenav 13%1 3.107 T 0.017 /SF 0.69% Fee (7%) 7.466 T 0.067 /SF 0.160 /SF 2.70% 6.48% BOND 1.007 B 0.022 /SF 0.88% Total 115,136 2.468 /SF #ge 5 311912009 11:24 AM The RESMOTE Bu/lding Company -apreacfsheel Repd - - - Va—ge 1 HOC Phase 2 AIL A -2 �— -- -- -- — __ 311912009 91:27 AM Project name HOC Phase 2 Alt A -2 113 Mayo St. Hillsborough NO Estimator Solomon, Cromer Job size 46658 SF Duration 5 MO Bid date 7/26 12009 Notes Alternate A -2 is for additional skylights Report format Sorted by'Group phase /Phase' 'Detail' summary Tffii-hESOL0T,= Bbilding'Co-mpany 5p rea-a-sh ed-t-Repd-r-E � 2 HOC Phase 2 Alt A-2 311912009 11:27 AM -T ff." "V41- Laborig 'M t GENERAL CONDITIONS 1001 General Conditions Superintendent 0.00.W 0.00 Or r 0 K Project Manager 0.00 W 0.00 0 0 K Project Assistant 0.00 Iff 0.00 0 0 K - Executive Project Mapqger_ 0.00 MO 0.0-0, 0 0 Superintendent Vehicle 0.00 MO I 0.00 0 0 --Project Manager Vehicle 0.00 0.00--_ 0 0 Temp. Power Use (Office Trailer) 5 0.00 0 0 Safety 0.00 0 0.00 0 0.00 0 0 Job Office 0.00 MO 0.00 0 0.00 0 0.00--- 0 0 Telephone (4 Lines) 0.00 W - - 0100 0 0.00 0 0 K FAXMach1ne 0.00 XX 0.00 0 0.00 0 0.00 0 0 Jobsite Sign 0.00 AX 0.00. 0 0.00 0 0.00 0 0 Water, Ice, Cups 0.00 MO - 0.00 0 0 Tem . Toilets (Job Office Ont 0.00 MO 0.00 0 0 Computer Connec Lh�lty 0.100 MO 0.00 0 0.00 0 0 Routine Clean-YR 0.00 MO - 0 Dumpster Rental (Job Office Only) 0.00 MO 0.00 0 0 Dumpster Hauls (Job Office Only) 0.00 EA 0.00 0 0 Dump Fees (Orange Co.& CH) 0.00 HL 0.001 0 0 Printing Costs & Precon Reimbuirstables, 0100 LS 0.00 0 01 Temporary Power Pole (Job Office ly 0.00 xx 0.00 0.00 0 0.00 0 0 5000 STEEL 5100 I Structural Steel steel - Bracing @.Joists 1.00 LS 500.0.0[ 6061 I'a,po RBC Structural Steel STEEL #### SF i 0.011 Soo so .61 500-- Soo 1,000. 1,000. 6000.1 FRAMING 161*00 Rough-Carpentry - ----------- - P 0 u Built Roof Curbs. u -, - _ '. Blocking s 500.00, 206-90 LF 4.66 1 1 _wo' �cg 66060 __ U.. 1 6., 56] 30-9 - .- ---. 6181 Rough Carpentry 416* - 658.00 SF 0.02 _89�1_ -..5 __1.02 809 L 1,618 i FRAMING SF 1 0.02,1 8091' 0.02 8091 1,6181 70001 WATERPROOFING & INSULATION 17220 Roofing Flash Roof Curbs- Sub Quote Flash ftqpf Curb H 1 1 1-00 LS 4,966.00 . City ------ - 4* 0 Capital 61 q Capital City Roofing 4,9501 4,950 WATERPROOFING & INSULATION 1 ####### SF 011 .[ 4,950 4,950 8000 EXTERIOR WINDOWS 8996 Skylights: . Skylight- Sub Quote I I- - - - 1.00 L S_ 25,990.00' 25,990. 25,990 JP Ross .. 1 -1. ... Skylights f - 1 . T 25,990-;1-- 2i�961 EXTERIOR WINDOWS ####### SF; 0.661 25,990! 25,990; The RESOCOTE guild ng Company - preadshee —t Repo HOC Phase 2 Alt A -2 Estimate Totals Labor 1,309 0.028 /SF 3.40% Material 1,309 0.028 /SF 3.40% Subcontract 30,940 0.663 /SF 80.36% Equipment Other Subtotal 33,558 33,558 0.719 /SF 87.16 87.16% Sales Tax (6.75 %) 88 C 0.002 /SF 0.23% Labor Fdnaes 655 C 0.014 /SF 1.70% Bidrs Rsk Non Corn Annual Rate 27 C 0.001 /SF 0.07% AGO Fee 34 T 0.001 /SF 0.09% General Liability Insurance 268 C 0.006 /SF 0.70% Construction Continaenav (3 %) 1.039 T 0.022 /SF 2.70% Fee (7 %) 2.497 T 0.054 /SF 6.48% BOND 337 8 0.007 /SF 0.87% T01,411 38,503 0.825 /SF _ . Page 3 ` 311912009 11:27 AM The RESOLOTE Building Company `- 9 P y 5preadsheet�i sport Page " Project name HOC Phase 2 Alt. A -3 113 Mayo St. Hillsborough NO Estimator Solomon, Cromer Job size 46658 SF Duration 5100 Bid date 2/26/2009 Notes Alternate A -3 is for vinyl wall covering ILO epoxy paint in the base bid Report format Sorted by 'Group phase/Phase' 'Detail' summary The RESOLUTE building'66nipany -5-p re d-d s-h e 6-t-Re p dr- HOC Phase 2 Alt. A-3 Page - 3/19/100911 :34 AM at GENERAL CONDITIONS -- - ------- ---- - ---- 1001 General Conditions Superintendent 0.00 IN 0.00 0 0 K Project Manager 0.00 w 0.00 0 0 K Project Assistant 0,00 IN 0.00 0 0 K Executive Project Manager 0.00 MO 0.00 0 0 u erinfendent Vehicle 0.00 M0 - 0.00 0 0 Project Manager Vehicle 0.00 M0 0.00 0 0 Temp. fo!!er Use (Office Trailer) 0.00 MO 0.00 0 i 0 0.00 mo 0.00 0 0.00 0 0.00 0 0- Job Office 0.00 mo 0.00 0 0.00 0 0.00 0 Telephone (4 Lines) 0.00 w 0.00 0 0.00 0 0 K FAKMachlne 0.00 XK 0.00 0 0.00 0 0.00 0 0 Jobsife Sign 0.00 XX 0.00 0 0.00 0 0.00--- 0 0 Water, 0.00 MO 0.00 0- Temp, Toilets (Job Office Only) 0.00 MO 0.00 0 - 0 _qqmpuye�r Connectivity 0.00 MO 0.00 0 0.00 0 0 Routine Clean-up 0.00 M0 - 0 D0pps er Rental Office Only) - 0.00 MO L_ _� _op�__T __ __ 0.00 0 0 Dumpster Hauls (Job Office Only) 0.00 EA 0 0 RuqziLFees fO-nge Co.6 CJD _ 0.00 HL 0.00 0 0 Printing Costs & Precon Reimburstables 0.00 LS 0.00 0- 0 Temporery Power Pole (Job Office qi;!y) 0 Aw 0 0.00 0 0.00 -0 0 9000 FINISHES 99 06 Painting Add Vinyl Wall 1.00 Ls Covering ILO Epoxy .00 17,175 7,W 17,175) Matthews at-,ih.e.w.s--CC,R,-In,c,[.u.de.s.D-elefl-ng- Epoxy P.a.Int. 1 , -1- 1- Ppintlng 46,658.00 SF i 0.37. 1 T1175 _17� FINISHES SF 1 0.37 17,1751 17,1751 The RESOLUTE BuOding CompanySpreadheett epos _ _ P9ge 3 — HOC Phase 2 Alt A -3 31191200911:34 AM Estimate Totals . , .. escrtptfon ., ,,,Amount , -_;', __ totals . . _ . • _., ,;;, „ GosBasis„ Cost per Untt . ,Percent oft ?otal, . ,, :?, Labor Material Subcontract 17,175 0.368 /SF 89.07% Equipment Other Subtotal 17,175 17,175 0.366 /SF 89.07 89.07% Sales Tax (6.75 %) C Labor Frinaes C Bidrs Rsk Non Corn Annual Rate 14 C 0.000 ISF 0.07% General Liability Insurance 137 C 0.003 /SF 0.71% AGO Fee 17 T 0.000 /SF 0.09% Construction ConBnaencv (3%) 520 T 0.011 ISF 2.70 % Fee (7%) 1.250 T 0.027 /SF 6.49% BOND 169 8 0.004 /SF 0.88% Total 19,282 0.413 /SF Tfie- ?ESOWTE 8W1ding Company 5preA -di heef RepOt'f Page 9 HOC Phase 2 AIL A -4 311912009 99:38 AM Project name HOC Phase 2 Alt. A-4 113 Mayo St. Hillsborough NO Estimator Solomon, Cromer Job size 46658 SF Duration 5 MO Bid date 2/2612009 Notes Alternate AA Is Includes adding acoustical panels in the common areas Report format Sorted by'Group phase/Phase' 'Detail' summary --upreausheerRep in - --- Page 2 HOC Phase 2 Alt A-4 3/19120091!:36 AM 1,4 RPM 1000 GENERAL CONDITIONS 1001 General Conditions Superintendent 0.00 Iff 0.00 0 0 K Project Manager 0.00 W 0.00 0 0 Project Assistant 0.00 Iff 0.00 0 0 K Executive Project Manager 0.00 --a-0-OM9 0.00 0 _Superintendent Vehicle 0.00 M0 0.00 0 Project Manager Vehicle 0.00 MO 0.00 0-- 0 Temp. Power Use (Office Trailer) 0.00 MO 0.00 0 0 Safety 0.00 MO 0.00 0 0.00 0 0.00 0 0 Job Office 0.00 MO 0.00 0 0.00 0 0.00 0 0 Telephone (4 Lines) 0.00 W 0.00 0 0.00 0 0 K FAKMachine 0.00)0( 0.00 0 0.00 0 0.00 0- 0 Jobsite Sign 0.00)0( -0.00- 00.00 0 0.00 0 0 Water, ke, Cups 0.00 MO 0.00 0 0 Temp. Toilets (Job Office Only) 0.00 MO 0 0 Computer Connectivity _ - - 0.00 MO ----0.00 0.00 0 0.00 0 0 Routine Clean-up 0.00 MO 0- Dumpster RentaL� OtElq 0.00 MO 0.00 0 0 D!!mpster Hauls (Job Office Qn1) 0.00 EA 0.00 0- 0 Dump Fees (Orange Co.& CH) 0.00 HL 0.00 0 0 Printing Costs & Precon Relmburstables 0.00 LS 0.00 01 0 Temporary Power Pole (Job Office Only __O00 0.00 ., 0.00 0.00 0 1 0 9000 i FINISHES 19520 1 Acous t 1 call Wall Pane Is • - - A.usticaf Wall Pw,s- -Sub - - Quote 1. 00 - LS 9 72 160 9,721. 9,721 Paul Barbour 19900 Acoustical Wall panels Painting I. T. 9,7211 9,7211 .. ........ . Paint Acoustical Panels I 1.60 LS 3,99i.00 -3,-9-9 61 i,qs6*1h1aithemCC-R Painting 58.00 0.09 3,996 .1 ES ####### FINISHES 1 0.291- ----13,7171' 13,717 Tfi—eRESOLUTE 13ru`I1d1ng company 5Preaa6heeYi2ep6-r-t -- Page 3 HOC Phase 2 AIL A -4 31191200911:38 AM Estimate Totals Labor Material Subcontract 13,717 0.294 /SF 89.06% Equipment Other Subtotal 13,717 13,717 0.294 tSF 89.06 89.06% Sales Tax (6.75 %) C Labor Fdnaes C Sidra Raft Non Corn Annual Rate 11 C 0.000 /SF 0.07% AGO Fee 14 T 0.000 /SF 0.09% General Uabllity Insurance 110 C 0.002 /SF 0.71% Construction Contincenav (3%) 416 T 0.009 /SF 2.70% Fee (7 %) 999 T 0.021 /SF 6.48% BOND 135 B 0.003 /SF 0.87% Total 15,402 0.330 /SF THe t2ESOUITE Esudding Company _ Wreaushee� rteprrr — HOC Phase 2 Alt. A -6 Project name HOC Phase 2 Alt A -6 113 Mayo St. Hillsborough NO Estimator Solomon, Cromer Job size 46658 SF Duration 5 MO Bid date 2128!2009 Notes Alternate A-6 Is for remedial roofing as evaluated by 5th Wall Consultants. Report format Sorted by'Group phase/Phase' 'Detail' summary —_ _ -_ Page 1 ___ ne—RemOEUTE4Fulldind Co-mpdny — -- -- — - -5preausheerNeparc -- -- — - ' — -- '— -- Page -- HOC Phase 2 Aft. A-8 211912009 11.40 AM t I tj 10001 GENERAL CONDITIONS :1001 General Conditions Project Manager 0.00 w 0.00 0 0 Project Assistant 0.00 w 0.00 0 0 Executive Project Manager 0.00 MO 0.__ Project Manager Vehicle 0.00 MO 0.00 0 0 Telephone (4 Lines) 0.00 Iff 0.00 0 0.00 0 0 Computer Connectivik 0.00 Mo 0.00 0 0. Routine Clead-up- 0.00 MO 0 0.00 0 );�;;��g—Cost.t&PreconReimburstables 0.00 LS _-Ei 0- 0 Only 70: 7000 WATERPROOFING & INSULATION 750 0 Roofing Remedial Roofinp- Sub Quote 1.00 LS Peck Rek c�!mn —200.00 SF Capital City Re-Adhere Membrane @ Pat 100.00 SF _�qpiLal City !Zqffash Roof Hatch 12.00 LF Capital City Pitch Pon _qqP&YLl city— Patch Membrane Hofe�s (1 2) -00 E�A _��qpftal City Capital City 1.00 LS Roofing 46,658.99 SF I .0,361 16,851_1 16,851 WATERPROOFING & INSULATION ####W SF 0.361 16,861;1 16,851! Th`eRESOCtTTE Et`urlding Company' _ _ -. preausheenrteporc HOC Phase 2 Alt A -8 Estimate Totals Labor Material Subcontract 16,851 0.361 ISF 89.07% Equtpmenl Other Subtotal 16,851 16,851 0.361 ISF 89.07 89.07% Sales Tax (6.75 %1 C Labor Fdnoes C Bldrs Rsk Non Cam Annual Rate 13 C M000 ISF 0.07% AGC Fee 17 T 0.000 ISF 0.09% General Liability Insurance 135 C 0.003 ISF 0.71% Construction Continaencv (3 %1 510 T 0.011 ISF 2.70% Fee 17 %) 1.227 T 0.026 ISF 6.48% BOND 166 B 0.004 ISF 0.87% Total 18,919 0.405 /SF PaTe 3 311912009 11:40 AM Schedule Act ID Activity Description Orig Dur Early Start Early . Finish 2009 FEB MAR APR MAY I JUN JUL I AUG I SEP Oct 0916 123 P2 P9 116 23 6 113 27 104 Ill 118 P P1 105 15 122 29 O6 13 120 PT 103 110 117 124 P1 P7 114 121 IW 105 Sole 01000 Mobilization 1d 09MAR09 A 09MAR09 A I Mobilization I Effimmm Phase 1 Demolition Plumbing Undersiab Rough to Steel Production Lead Time I Execution of CMAR Contract - --------------------------------------------------- ---------------- I Start Phase 2 HM Frame Lead Time Ommmm Metal Stud Framing EM Phase 2 Demolition Sprinkler Rough In - - - - -- - ...__......-- - -- -'---- -- - - - - - -- .._.._.._..... I Plumbing Undersiab Rough In Inspection ®Slab On Grade Patching Mechanical Rough In ; IM Patch Asphalt Insulation Electrical Rough in; IBM Plumbing Rough In ainsulation Inspection : 12 Steel Erection Storefront ® Plumbing Rough In inspection install Skylights SO Install HM Frames: Roof Penetration Patching ; ® Electrical Rough In Inspection ®Framing inspection Hang and Finish Sheetrock mWiM Prime Painting Acoustical Ceiling Grid ,- .... _ _ _ _ _ - - Specialties Installation ' Install Doors RMM Millwork Electrical Trim Out Flooring ;- _ _ _ _ _ - _ - - -_... _ _ - _ - - _ . _;_ _ . _ . _ - - _ -; Sprints er Trim Out Final Coat and Touch up Painting Mechanical Trim Out Blinds Plumbing Trim Out Drop Ceiling Tile 01020 Phase 1 Demolition 30d 16MAR09 A 08APR09 15010 Plumbing Undersiab Rough In 10d 30MAR09 10APR09 5111 Steel Production Lead Time 20d 06APR09 01MAY09 01010 Execution of CMAR Contract 1d 07APR09 07APR09 01040 Start Phase 2 1 d 08APR09 08APR09 8121 HM Frame lead Time 26d 08APR09 13MAY09 9111 Metal Stud Framing 15d 09APR09 29APR09 01030 Phase 2 Demolition 5d 09APR09 15APR09 15500 Sprinkler Rough in 15d 09APR09 29APR09 17130 Plumbing Undersiab Rough in Inspection 2d 13APR09 14APR09 3301 Slab On Grade Patching 3d 15APR09 17APR09 15600 Mechanical Rough In 15d 20APR09 08MAY09 2741 Patch Asphalt 4d I 20APR09 - 23APR09 7200 Insulation 5d 23APR09 29APR09 16000 Electrical Rough In 15d 30APR09 20MAY09 15000 Plumbing Rough In 8d 30APR09 11MAY09 17140 Insulation Inspection 2d 30APR09 01MAY09 5101 Steel Erection 5d 04MAY09 08MAY09 8411 Storefront 10d 11 MAY09 22MAY09 17100 Plumbing Rough In Inspection 2d 12MAY09 13MAY09 7553 Install Skylights 5d 13MAY09 19MAY09 8111 Install HM Frames 5d 14MAY09 20MAY09 7543 Roof Penetration Patching 10d 21 MAY09 03JUN09 17110 Electrical Rough In Inspection 2d 21 MAY09 22MAY09 17120 Framing Inspection 2d 25MAY09 26MAY09 9250 Hang and Finish Sheetrock 15d 04JUN09 24JUN09 9900 Prime Painting 10d 23JUN09 06JUL09 9511 Acoustical Ceiling Grid 10d 25JUN09 08JUL09 10505 Specialties Installation 8d 25JUN09 06JUL09 8131 Install Doors 8d 25JUN09 06JUL09 6400 Millwork 10d 29JUN09 10JUL09 16001 Electrical Trim Out 15d 02JUL09 22JUL09 9600 Flooring 12d 08JUL09 23JUL09 15510 Sprinkler Trim Out 15d 09JUL09 29JUl09 9910 Final Coat and Touch up Painting 10d 13JUL09 24JUL09 15601 Mechanical Trim Out 15d 14JUL09 03AUG09 Blinds 8d 24JUL09 04AUG09 112491 15001 Plumbing Trim Out 10d 24JUL09 06AUG09 9521 Drop Ceiling Tile 10d 04AUG09 17AUG09 HCUF Preliminary Construction Sched The RESOLUTE Building Company Start date 18FEB09 Finish date 02NOV09 Data d ee 19MAR09 Page number 1A © Primavera Systems, Inc. Act ID Activity lion Description Orig Dur Early Start Early Finish 2009 FEB MAR APR MAY JUN JUL AUG SEP OCT 0916 09 16 30 06 13 20 27 4 11 18 1 8 15 22 29 106 113 J20 lZ7 P3 110 P7 124 PI 107 J14 121 125 195 17000 Plumbing Final 5d 07AUG09 13AUG09 r -_ _ _ -- _ . _ _ ME Plumbing Final ® Final Cleaning W Mechanical Final! = Electrical Final __ _ -_- - Building Final; 17040 Final Cleaning 5d 17AUG09 21AUG09 17010 Mechanical Final 5d 18AUG09 24AUG09 17020 Electrical Final 5d 18AUG09 24AUG09 17060 Building Final 5d 25AUG09 31AUG09 17050 Punch List 45d 01 SEP09 02NOV09 9601 Flooring Submittals 10d 23MAR09 03APR09 - ; ------ -- Flooring Submittals Drywall Submittals Steel Shop Drawings ; , Millwork Shop Drawings Wills Electrical Submittals --------- -- -- -- — :- - - -- -; ... _:._..._.._. - --- - 11011 Plumbing Submittals Concrete Mix Design Approvals Roofing Submittals Storefront Submittals SOM Accessories Submittals SElk Blind Submittals Skylight Submittals WHiNE Door and Frame Submittals MEN Mechanical Submittals -- -- ---- ------ --- -.... — _ 9200 Drywall Submittals 10d 23MAR09 03APR09 5000 Steel Shop Drawings 10d 23MAR09 03APR09 6401 Millwork Shop Drawings 10d 23MAR09 03APR09 16002 Electrical Submittals 10d 23MAR09 03APR09 15400 Plumbing Submittals 10d 23MAR09 03APR09 3100 Concrete Mix Design Approvals 10d 23MAR09 03APR09 7500 Roofing Submittals 10d 23MAR09 03APR09 8800 Storefront Submittals 10d 23MAR09 03APR09 10000 Accessories Submittals 10d 23MAR09 03APR09 11000 Blind Submittals 10d 23MAR09 03APR09 7510 Skylight Submittals 10d 24MAR09 06APR09 8100 Door and Frame Submittals 10d 25MAR09 07APR09 15603 Mechanical Submittals 10d 06APR09 17APR09 HCUF Preliminary Construction Sched The RESOLUTE Building Company Start date 18FEB09 Finish date 02NOV09 Data date 18MAR09 Run date 19MAR09 Page number 2A © Primavera Systems, Inc. Document List RGSOLUTSHillsborough Office Commons Phase Two - GMP Proposal THE RESOLUTE BUILDING COMPANY Document List 3/17/2009 Discipline ID Document Description Date Revision Number Drawings COA Cover Sheet 02/06/09 CO-2 Code Information Sheet 01/15/09 CO-3 Code Information Sheet 01/15/09 — Civil C1.0 Existing Site Plan 01/15/09 CIA Proposed Site Plan 01/15/09 — Structural S1.1 Foundation & Framing Plans & Details 01/15/09 Architectural A1.0 Schematic Floor Plan 02/06/09 A1.1 Floor Plan Part A 02/06/09 A1.2 Floor Plan Part B 02/06/09 A1.3 Floor Plan Part C 01/15/09 A1.4 Enlarged Floor Plans 02/06/09 A2.1 Ceiling Plan Part A 01/15/09 A2.2 Ceiling Plan Part B 02/06/09 AM Partial Building Elevations 02/06/09 A3.2 Partial Interior Elevations 01/15/09 A4.1 Building Sections and Details 01/15/09 A5.1 Casework Elevations and Interior Details 01/15/09 A5.2 Casework Elevations and Interior Details 12/15/08 A6.1 Door and Frame Schedule 02/06/09 A6.2 Door and Frame Types and Details 01/15/09 A7.0 Room Finish Schedule 02/06/09 Fire Protection FP1.0 Overall Fire Protection Plan 02/03/09 FP1.1 Fire Protection Details 02/03/09 Plumbing P0.0 Partial Under Slab Plumbing Floor Plan 01/15/09 P0.1 Partial Under Slab Plumbing Floor Plan 02/03/09 P1.0 Partial Plumbing Floor Plan 01/15/09 P1.1 Partial Plumbing Floor Plan 02/03/09 P2.0 Enlarged Plumbing Floor Plans 01/15/09 P3.0 Plumbing Schedule and Details 02/03109 Mechanical MIA Mechanical Summary and Schedules 02/03/09 M2.1 Mechanical Plan 02/03/09 M2.2 Mechanical Plan 02/03109 M2.3 Mechanical Zone and Address Plan 01/21/09 M3.1 Mechanical Roof Plan 01/21/09 1 of 2 wKWOOLUTS Hillsborough Office Commons Phase Two - GMP Proposal THE RESOLUTE BUILDING COMPANY Document List 3/17/2009 Discipline ID Document Description Date Revision Number M4.1 Mechanical Details 01/15/09 Electrical E1.1 Electrical Symbols and Fixtures 01/21/09 E2.1 Area A Lighting Plan 01/21/09 E2.2 Area B Lighting Plan 02103/09 E2.3 Area C Lighting Plan 01121/09 E3.1 Area A Power Plan 02/03/09 E3.2 Area B Power Plan 02/03/09 E3.3 Area C Power Plan 01/21/09 E4.1 Area A Fire Alarm 01/15/09 E4.2 Area B Fire Alarm 01/15/09 E4.3 Area C Fire Alarm 01/15/09 E5.1 Electrical Risers 02/03/09 E6.1 Electrical Panels 01/21/09 E6.2 Electrical Panels 01/21/09 Specifications Corley Redfoot and Zack, Inc. 01123/09 Lasater, Hopkins, Change, PC 01/15109 Reece, Noland & McElrath, Inc. 01/12/09 2 of 2 . ^ THE AMERICAN INSTITUTE OF ARCHITECTS ' Bond No. 105196924 Ay\ Document A3/2 Any singular reference to Contractor, Gurety, Owner or other party shall be considered plural where applicable. CONTRACTOR (Name and Address): Resolute Building Company SURETY (Name and Principal Place of Business): 211 Cloister Ct. Travelers Casualty and Surety Company of America Chapel Hill, NC 27514 Construction Services One Tower Square OWNER(Name and Address): Hartford, CT 06183 Orange County, North Carolina PO Box 8181 Hillsborough, NC 27278 CONSTRUCTION CONTRACT ' Dote April 21, 2009 Amount: Two Million Seven Hundred Ei htyOne�housendlhwoHundnajFo�v8�v�nondOO/1OODo|ks ($2.781.247.00) - ^ no Uaeohotion (Name and Location): The Hillsborough Commono, HiUabonough, NC. BOND Date (Not earlier than Construction Contract Doto>� Apri 1 21, 2009 Annount:T\moKAU|ion|SevenHundred BghtvOne 'houaandTvvoHundnadFodxGavanandOO/1ODDollars Modifications to this Bond: 0 None CONTRACTOR AGPRINCIPAL Resolute Building Company Signature: If Name and Title: (Any additional signatures appoaronpage3) 0 See Page 3 Company: Travelers Casualty and Surety Company of America ' Name and Title: Scott D. Mathers, Attorney-in-Fact (FOR INFORMATION ONLY - Name, Address and Telephone) AGENT or BROKER: OWNER'S REPRESENTATIVE (Architect, Engineer (919) 676-8834 or other party): Wachovia Insurance Services Corley, Redfoot, Zack Architects & Engineers P.O. Box 97787 222 Cloister Court Raleigh, NC 27624-7787 Chapel Hill, NC 27514 AIA DOCUMENT A312 0 PERFORMANCE BOND AND PAYME T BOND -DECEMBER 1984 ED. -AIAG THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVE., N.W., WASHINGTON, D.C. 20006 THIRD PRINTING - MARCH 1987 A312-1984 I The Contractor and the Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to the Owner for the performance of the Construction Contract, which is incorporated herein by reference. 2 If the Contractor performs the Construction Contract, the Surety and the Contractor shall have no obligation under this Bond, except to participate in conferences as provided in Subparagraph 3.1. 3 If there is no Owner Default, the Surety's obligation under this Bond shall arise after: 3.1 The Owner has notified the Contractor and the Surety at its address described in Paragraph 10 below that the Owner is considering declaring a Contractor Default and has requested and attempted to arrange a conference with the Contractor and the Surety to be held not later than fifteen days after receipt of such notice to discuss methods of performing the Construction Contract. If the Owner, the Contractor and the Surety agree, the Contractor shall be allowed a reasonable time to perform the Construction Contract, but such an agreement shall not waive the Owner's right, if any, subsequently to declare a Contractor Default; and 3.2 The Owner has declared a Contractor Default and formally terminated the Contractor's right to complete the contract. Such Contractor Default shall not be declared earlier than twenty days after the Contractor and the Surety have received notice as provided in Subparagraph 3.1; and 3.3 The Owner has agreed to pay the Balance of the Contract Price to the Surety in accordance with the terms of the Construction Contract or to a contractor selected to perform the Construction Contract in accordance with the terms of the contract with the 3.4 Owner. 4 When the Owner has satisfied the conditions of Paragraph 3, the Surety shall promptly and at the Surety's expense take one of the following actions: 4.1 Arrange for the Contractor, with consent of the Owner, to perform and complete the Construction Contract; or 4.2 Undertake to perform and complete the Construction Contract itself, through its agents or through independent contractors; or 4.3 Obtain bids or negotiated proposals from qualified contractors acceptable to the Owner for a contract for performance and completion of the Construction Contract, arrange for a contract to be prepared for execution by the Owner and the contractor selected with the Owner's concurrence, to be secured with performance and payment bonds executed by a qualified surety equivalent to the bonds issued on the Construction Contract, and pay to the Owner the amount of damages as described in Paragraph 6 in excess of the Balance of the Contract Price incurred by the Owner resulting from the Contractor's default; or 4.4 Waive its right to perform and complete, arrange for completion, or obtain a new contractor and with reasonable promptness under the circumstances: .1 After investigation, determine the amount for which it may be liable to the Owner and, as soon as practicable after the amount is determined, tender payment therefor to the Owner; or .2 Deny liability in whole or in part and notify the Owner citing reasons therefor. 5 If the Surety does not proceed as provided in Paragraph 4 with reasonable promptness, the Surety shall be deemed to be in default on this Bond fifteen days after receipt of an additional written notice from the Owner to the Surety demanding that the Surety perform its obligations under this Bond, and the Owner shall be entitled to enforce any remedy available to the Owner. If the surety proceeds as provided in Subparagraph 4.4, and the Owner refuses the payment tendered or the Surety has denied liability, in whole or in part, without further notice the Owner shall be entitled to enforce any remedy available to the Owner. 6 After the Owner has terminated the Contractor's right to complete the Construction Contract, and if the Surety elects to act under Subparagraph 4.1, 4.2, or 4.3 above, then the responsibilities of the Surety to the Owner shall not be greater than those of the Contractor under the Construction Contract, and the responsibilities of the Owner to the Surety shall not be greater than those of the Owner under the Construction Contract. To the limit of the amount of this Bond, but subject to commitment by the Owner of the Balance of the Contract Price to mitigation of costs and damages on the Construction Contract, the Surety is obligated without duplication for: 6.1 The responsibilities of the Contractor for correction of defective work and completion of the Construction Contract; 6.2 Additional legal, design professional and delay costs resulting from the Contractor's Default, and resulting from the actions or failure to act of the Surety under Paragraph 4; and 6.3 Liquidated damages, or if not liquidated damages are specified in the Construction Contract, actual damages caused by delayed performance or non- performance of the Contractor. 7 The Surety shall not be liable to the Owner or others for obligations of the Contractor that are unrelated to the Construction Contract, and the Balance of the Contract Price shall not be reduced or set off on account of any such unrelated obligations. No right of action shall accrue on this Bond to any person or entity other than the Owner or its heirs, executors, administrators or successors. 8 The Surety hereby waives notice of any change, including changes of time, to the Construction Contract or to related subcontracts, purchase orders and other obligations. 9 Any proceeding, legal or equitable, under this Bond may be instituted in any court of competent jurisdiction in the location in which the work or part of the work is located and shall be instituted within two years after Contractor Default or within two years after the Contractor ceased working or within two years after the Surety refuses or fails to perform its obligations under this Bond, whichever occurs first. If the provisions of this Paragraph are void or prohibited by law, the minimum period of limitation available to sureties as a defense in the jurisdiction of the suit shall be applicable AIA DOCUMENT A312 • PERFORMANCE BOND AND PAYMENT BOND • DECEMBER 1984 ED. e AIA THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVE., N.W., WASHINGTON, D.C. 20006 A312 -1984 10 Notice to the Surety, the Owner or the Contractor shall be inailed or delivered to the address shown on the signature page. 11 When this Bond has been furnished to comply with a statutory or other legal requirement in the location where the construction was to be performed, any provision in this Bond conflicting with said statutory or legal requirement shall be deemed deleted herefrom and provisions conforming to such statutory or other legal requirement shall be deemed incorporated herein. The intent is that this Bond shall be construed as a statutory bond and not as a common law bond. 12 DEFINITIONS 12.1 Balance of the Contract Price: The total amount payable by the Owner to the Contractor under the Construction Contract after all proper adjustments have been - made, including allowance to the Contractor of any amounts received or to be received by the Owner in MODIFICATIONS TO THIS BOND ARE AS FOLLOWS: settlement of insurance or other claims for damages to which the Contractor is entitled, reduced by all valid and proper payments made to or on behalf of the Contractor under the Construction Contract. 12.2 Construction Contract: The agreement between the Owner and the Contractor identified on the signature page, including all Contract Documents and changes thereto. 12.3 Contractor Default: Failure of the Contractor, which has neither been remedied nor waived, to perform or otherwise to comply with the terms of the Construction Contract. 12.4 Owner Default: Failure of the Owner, which has neither been remedied nor waived, to pay the Contractor as required by the Construction Contract or to perform and complete or comply with the other terms thereof. (Space is provided below for additional signatures of added parties, other than those appearing on the cover page.) CONTRACTOR AS PRINCIPAL SURETY Company: (Corporate Seal) Company: (Corporate Seal) Signature: Name and Title: Address: Signature: Name and Title: Address: AIA DOCUMENT A312 • PERFORMANCE BOND AND PAYMENT BOND • DECEMBER 1984 ED. • AIA THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVE., N.W., WASHINGTON, D.C. 20006 A312 -1984 THIRD PRINTING • MARCH 1987 .. Tl�|�� �Q���������Z��V |����T'� ��[� �J�����1-F��y�T�� '''�-^°^^`-'^`~~~^'^~`~''^-~'---' '-'-'-'---'- AIADoounnent A312 Payment Bond Any singular reference to Contractor, Surety, Owner orother party shall be considered plural where CONTRACTOR (Name and Resolute Building Company 211 Cloister Court Chapel HiU, NC 27514 OWNER (Name and : Orange County, North Carolina PO Box 8181 Hillsborough, NC 27278 SURETY (Name and Principal Place of : Travelers Casualty and Surety Company ofAmerica Construction Services One Tower Square Hartford, CTUG183 CONSTRUCTION CONTRACT Date: April 21, 2009 Amount: Two Million Seven Hundred Eighty One Thousand Two Hundred Forty Seven and 00/100 Dollars ($2.781.247.00) Description (Name and Location): The Hillsborough Conmnnono, Hi|ksborough, NC BOND Date /Notoadierthan Conatnuo�on��on�octDate): Apri 1 21v 2009 Amount: Two Million Seven Hundred Eighty One Thousand Two Hundred Forty Seven and 00/100 Dollars Modifications to this Bond: CONTRACTOR A8PRINCIPAL Company: a Resolute Building Company Signature: v Name and Title: (Any additional ' natureaeppearonpogeG\ M-40-am Company: Seal) Travelers, Casualty 4anSurety Company of America Name an Title: Scott D. Mathers, Attorney-In-Fact (FOR � OWNER'S REPRESENTATIVE ��ENTorBRO��R� , or other parb\: VVachovim Insurance Services Codey, Redfoot2ooh Architects & Engineers P.{). Box 22O748 222 Cloister Court Charlotte, NC 28222 Chapel Hill, NC27514 AIA DOCUMENT A312 a PERFORMANCE BOND AND PAYMENT BOND ° DECEMBER 1mw ED. °AIxm THE AMERICAN INSTITUTE op ARCHITECTS, 1nm NEW YORK mE..wxx. WASHINGTON, o�.co00a A3124984 4 THIRD PRINTING 9 MARCH 1987 1 The Contractor and the Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to the Owner to pay for labor, materials and equipment furnished for use in the performance of the Construction Contract, which is incorporated herein by reference. 2 With respect to the Owner, this obligation shall be null and void if the Contractor: 2.1 Promptly makes payment, directly or indirectly, for all sums due Claimants, and 2.2 Defends, indemnifies and holds harmless the Owner from claims, demands, liens or suits by any person or entity whose claim, demand, lien or suit is for the payment for labor, materials or equipment furnished for use in the performance of the Construction Contract, provided the Owner has promptly notified the Contractor and the Surety (at the address described in Paragraph 12) of any claims, demands, liens or suits and tendered defense of such claims, demands, liens or suits to the Contractor and the Surety, and provided there is no Owner Default. 3 With respect to Claimants; this obligation shall be null and void if the Contractor promptly makes payment, directly or indirectly, for all sums due. 4. The Surety shall have no obligation to Claimants under this Bond until: 4.1 Claimants who are employed by or have a direct contract with the Contractor have given notice to the Surety (at the address described in Paragraph 12) and sent a copy, or notice thereof, to the Owner, stating that a claim is being made under this Bond and, with substantial accuracy, the amount of the claim. 4.2 Claimants who do not have a direct contract with the Contractor: Have furnished written notice to the Contractor and sent a copy, or notice thereof, to the Owner, within 90 days after having last performed labor or last furnished materials or equipment included in the claim stating, with substantial accuracy, the amount of the claim and the name of the party to whom the materials were furnished or supplied or for whom the labor was done or performed; and .2 Have either received a rejection in whole or in part from the Contractor, or not received within 30 days of furnishing the above notice any communication from the Contractor by which the Contractor has indicated the claim will be paid directly or indirectly; and .3 Not having been paid within the above 30 days, have sent a written notice to the Surety (at the address described in Paragraph 12) and sent a copy, or notice thereof, to the Owner, stating that a claim is being made under this Bond and enclosing a copy of the previous written notice furnished to the Contractor. 5 If a notice required by Paragraph 4 is given by the Owner to the Contractor or to the Surety, that is sufficient compliance. Paragraph 6 is deleted in its entirety and the following is substituted in its place: 6. When the Claimant has satisfied the conditions of Paragraph 4, and has submitted all supporting documentation and any proof of claim requested by the Surety, the Surety shall, within a reasonable period of time, notify the Claimant of the amounts that are undisputed and the basis for challenging any amounts that are disputed, including, but not limited to, the lack of substantiating documentation to support the claim as to entitlement or amount, and the Surety shall, within a reasonable period of time, pay or make arrangements for payment of any undisputed amount; provided, however, that the failure of the Surety to timely discharge its obligations under this paragraph or to dispute or identify any specific defense to all or any part of a claim shall not be deemed to be an admission of liability by the Surety as to such claim or otherwise constitute a waiver of the Contractor's or Surety's defenses to, or right to dispute, such claim. Rather, the Claimant shall have the immediate right, without further notice, to bring suit against the Surety to enforce any remedy available to it under this Bond. 7 The Surety's total obligation shall not exceed the amount of this Bond, and the amount of this Bond shall be credited for any payments made in good faith by the Surety. 8 Amounts owed by the Owner to the Contractor under the Construction Contract shall be used for the performance of the Construction Contract and to satisfy claims, if any, under any Construction Performance Bond. By the Contractor furnishing and the Owner accepting this Bond, they agree that all funds earned by the Contractor in the performance of the Construction Contract are dedicated to satisfy obligations of the Contractor and the Surety under this Bond, subject to the Owner's priority to use the funds for the completion of the work. 9 The Surety shall not be liable to the Owner, Claimants or others for obligations of the Contractor that are unrelated to the Construction Contract. The Owner shall not be liable for payment of any costs or expenses of any Claimant under this Bond, and shall have under this Bond no obligations to make payments to, give notices on behalf of, or otherwise have obligations to Claimants under this Bond. 10 The Surety hereby waives notice of any change, including changes of time, to the Construction Contract or to related subcontracts, purchase orders and other obligations. 11 No suit or action shall be commenced by a Claimant under this Bond other than in a court of competent jurisdiction in the location in which the work or part of the work is located or after the expiration of one year from the date (1) on which the Claimant gave the notice required by Subparagraph 4.1 or Clause 4.2.3, or (2) on which the last labor or service was performed by anyone or the last materials or equipment were furnished by anyone under the Construction Contract, whichever of (1) or (2) first occurs. If the provisions of this Paragraph are void or prohibited by law, the minimum period of limitation available to sureties as a defense in the jurisdiction of the suit shall be applicable. 12 Notice to the Surety, the Owner or the Contractor shall be mailed or delivered to the address shown on the signature page. Actual receipt of notice by Surety, the Owner or the Contractor, however accomplished, shall be sufficient compliance as of the date received at the address shown on the signature page. 13 When this Bond has been furnished to comply with a statutory or other legal requirement in the location where the construction was to be performed, any provision in this Bond conflicting with said statutory or legal requirements shall be deemed deleted here from and provisions conforming to such statutory or other legal requirement shall be deemed incorporated herein. The intent is that this AIA DOCUMENT A312 • PERFORMANCE BOND AND PAYMENT BOND • DECEMBER 1984 ED. • AIA THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVE., N.W., WASHINGTON, D.C. 20006 A312 -1984 5 TWIPn 0Q1KJTINr'- . hAADIN4 10R7 Bond shall be construed as a statutory bond and not as a common law bond. 14 Upon request by any person or entity appearing to be a potential beneficiary of this Bond, the Contractor shall promptly furnish a copy of this Bond or shall permit a copy to be made. 15 DEFINITIONS 15.1 Claimant: An individual or entity having a direct contract with the Contractor or with a subcontractor of the Contractor to furnish labor, materials or equipment for use in the performance of the Contract. The intent of this Bond shall be to include without limitation in the terms "labor, materials or equipment" that part of water, gas, power, light, heat, oil, gasoline, telephone service or rental equipment used MODIFICATIONS TO THIS BOND ARE AS FOLLOWS: in the Construction Contract, architectural and engineering services required for performance of the work of the Contractor and the Contractor's subcontractors, and all other items for which a mechanic's lien may be asserted in the jurisdiction where the labor, materials or equipment were furnished. 15.2 Construction Contract: The agreement between the Owner and the Contractor identified on the signature page, including all Contract Documents and changes thereto. 15.3 Owner Default: Failure of the Owner, which has neither been remedied nor waived, to pay the Contractor as required by the Construction Contract or to perform and complete or comply with the other terms thereof. (Space is provided below for additional signatures of added parties, other than those appearing on the cover page.) CONTRACTOR AS PRINCIPAL SURETY Company: (Corporate Seal) Company: (Corporate Seal) Signature: Name and Title: Address: Signature: Name and Title: Address: AIA DOCUMENT A312 • PERFORMANCE BOND AND PAYMENT BOND • DECEMBER 1984 ED. • AIA THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVE., N.W., WASHINGTON, D.C. 20006 A312 -1984 THIRD PRINTING • MARCH 1987 WARNING: THIS POWER OF ATTORNEY IS INVALID WITHOUT THE RED BORDER POWER OF ATTORNEY TRAVELERS.1 Farmington Casualty Company St. Paul Guardian Insurance Company Fidelity and Guaranty Insurance Company St. Paul Mercury Insurance Company Fidelity and Guaranty Insurance Underwriters, Inc. Travelers Casualty and Surety Company Seaboard Surety Company Travelers Casualty and Surety Company of America St. Paul Fire and Marine Insurance Company United States Fidelity and Guaranty Company Attorney -In Fact No. 214644 Certificate No. 0 2 4 9 4 8 8 KNOW ALL MEN BY THESE PRESENTS: That Seaboard Surety Company is a corporation duly organized under the laws of the State of New York, that St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company and St. Paul Mercury Insurance Company are corporations duly organized under the laws of the State of Minnesota, that Farmington Casualty Company, Travelers Casualty and Surety Company, and Travelers Casualty and Surety Company of America are corporations duly organized. under the laws of the State of Connecticut, that United States Fidelity and Guaranty Company is a corporation duly organized under the laws of the State of Maryland, that Fidelity and Guaranty Insurance Company is a corporation duly organized under the laws of the State of Iowa, and that Fidelity and Guaranty Insurance Underwriters, Inc. is a corporation duly organized under the laws of the State of Wisconsin (herein collectively called the "Companies "), and that the Companies do hereby make, constitute and appoint Scott D. Mathers, Rhonda P. Newton, Karen M. Bracey, and Jennifer S. Beasley of the City of Raleigh , State of North Carolina , their true and lawful Attorney(s) -in -Fact, each in their separate capacity if more than one is named above, to sign, execute, seal and acknowledge any and all bonds, recognizances, conditional undertakings and other writings obligatory in the nature thereof on behalf of the Companies in their-business of guaranteeing the fidelity of persons, guaranteeing the performance of contracts and executing or guaranteeing bonds and undertakings required or permitted in any adtions or p% ceedings allowed by law. v " 12th IN WITNFS$t�REOF, the Companies 2007Tave caused this instrumeetlto be stgned and thetr'cor`porate seals to be hereto affixed, this day of VV Farmington Casualty Company 47r St. Paul Guardian Insurance Company Fidelity and Guaranty nsurance, Companytt;� St. Paul Mercury Insurance Company Fidelity and Guaranty Insura ce iJnderweiters, Inc. Travelers Casualty and Surety Company Seaboard Surety Company Travelers Casualty and Surety Company of America St. Paul Fire and Marine Insurance Company United States Fidelity and Guaranty Company 0�2 �N...... . pITY ANp wRFF ,........ ,q*. .t s ... 0� SE3S.L�3° /d *� lFp ,� n s�FANee al........;�a- ot.. .: �a� sb �N,�D 1......•�� ��.AlN State of Connecticut City of Hartford ss. By: Georg Thompson, enior ice President 12th October 2007 On this the day of , before me personally appeared George W. Thompson, who acknowledged himself to be the Senior Vice President of Farmington Casualty Company, Fidelity and Guaranty Insurance Company, Fidelity and Guaranty Insurance Underwriters, Inc., Seaboard Surety Company, St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company, St. Paul Mercury Insurance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, and United States Fidelity and Guaranty Company, and that he, as such, being authorized so to do, executed the foregoing instrument for the purposes therein contained by signing on behalf of the corporations by himself as a duly authorized officer. G.T R In Witness Whereof, I hereunto set my hand and official seal. My Commission expires the 30th day of June, 2011. �'°UlsUG 58440 -5 -07 Printed in U.S.A. Marie C. Tetreault, Notary Public ACRD. . CERTIFICATE F LIABILITY I SU C 0410112009'' C PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Wachovia Insurance Sery -RA, NC ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR PO Box 97787 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Raleigh, NC 27624 -7787 800- 222 -4154 INSURERS AFFORDING COVERAGE NAIC # INSURED INSURERA: Westfield National Insurance Company 24120 Resolute Building Company INSURER B: Westfield Insurance Company 24112 PO Box 3656 INSURER C: Chapel Hill, NC 27515 INSURER D: INSURER E: v THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. NSR LTR DD' NSR TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE MM /DD POLICY EXPIRATION DATE MM /DD LIMITS A GENERAL LIABILITY X COMMERCIAL GENERAL LIABILITY TRA4527240 10101/08 10/01/09 EACH OCCURRENCE $1,000,000 DAMAGE TO RENTED $300.000 MED EXP (Any one person) $10,000 CLAIMS MADE ® OCCUR PERSONAL & ADV INJURY $1,000,000 GENERAL AGGREGATE $2 00O OOO X GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP /OP AGG s2,000,000 POLICY X E LOC A AUTOMOBILE LIABILITY X ANY AUTO TRA4527240 10/01/08 10101109 COMBINED SINGLE LIMIT (Ea accident) $1,000,000 ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ X HIRED AUTOS X NON -OWNED AUTOS PROPERTY DAMAGE (Per accident) $ X $250 Comp Ded X $500 Coll Ded GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ OTHERTHAN EA ACC AUTO ONLY: AGG _ $ ANY AUTO $ A EXCESS /UMBRELLA LIABILITY TRA4527240 10/01/08 10/01/09 EACH OCCURRENCE $10,000,000 AGGREGATE $10,000,000 X1 OCCUR FI CLAIMS MADE $ DEDUCTIBLE $ X RETENTION $ G B , WORKERS COMPENSATION AND WCP452739R 10/01/08 10/01/09 ]( WC STATU- OTH- - E.L. EACH ACCIDENT $100,000 EMPLOYERS' LIABILITY N ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? E.L. DISEASE - EA EMPLOYEE $100,000 E.L. DISEASE- POLICY LIMIT $SOO, If yes, describe under SPECIAL PROVISIONS below OTHER DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS Project: Hillsborough Commons, Hillsborough, NC Orange County, North Carolina is added as an additional insured with respects to General Liability and Umbrella Liability Policies regarding the above project. Orange County, North Carolina PO Box 8181 Hillsborough, NC 27278 ACORD 25 (2001108) 1 of 2 #S14658011M1405195 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30_ DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR AUTHORIZED REPR�EE JBEOZ W Hwrcu LlumruMlmI"r'd raoo If the certificate holder is on ADDITIONAL INSURED, the policy(ies) must be endorsed. Aobnbnnen on this oortihoob* does not confer rights to the certificate holder in lieu of such ondormement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require on endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute o contract between the issuing insurer(s), authorized representative or pmduoer, and the certificate hnlder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACoRous-S(2uu1mo ) 2 of #S1465801801405195 POLICY NUMBER: TRA 4527240 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EARLIER NOTICE OF CANCELLATION PROVIDED BY Us This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE PART CRIME AND FIDEL" COVERAGE PART EQUIPMENT BREAKDOWN COVERAGE PART FARM COVERAGE PART COMMERCIAL PROPERTY COVERAGE PART COMMERCIAL INLAND -MARINE COVERAGE PART COMMERCIAL LIABILITY UMBRELLA COVERAGE PART OWNERS AND CONTRACTORS PROTECTIVE LIABILITY COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART PROFESSIONAL LIABILITY COVERAGE SCHEDULE Number of Days' Notice 30 Name Of Ad41tional -insured Person( Or Organization(s Location(s) Of Covered Operations ORANGE COUNTY ALL PROJECTS PO 130'�, 'Z 8181 HILLSBOROUGH NC 27278 (If no entry appears above, information required to complete this Schedule will be shown in the Declarations as applicable to this endorsement.) For any statutorily permitted reason other than nonpayment of premium, the number of days required for notice of cancellation, as provided in paragraph 2. of either the CANCELLATION Common Policy Condi- tion or as amended by an applicable state cancellation endorsement, is increased to the number of days shown in the Schedule above. Copyright, insurance Services Offlea, Jhc., M2 IL 70 $5 06 08 POLICY NUMBER, TRA 4527240 COMMERCIAL GENERAL LIABILITY ..X This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDUL15 Number of Days' Notice 30 (if no entry appears above, information required to complete this Schedule will be shown in the Declarations as applicable to this endorsement.) For any statutorily Permitted reason other than nonpayment of premium, the number of days required for notice of cancellation, as provided in paragraph 2. of of either the CANCELLATION Common Policy Con- dition or as amended by an applicable state cancellation endorsement, is increased to the number of days shown in the Schedule above. Copyright. Insurance Services Office, Inc„ 1892 CG 02 24 10 93 POLICY NUMBER: TRA 4527240 COMMERCIAL LIABILITY UMBRELLA THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, EARLIER NOTICE OF CANCELLATION PROVIDED BY US This endorsement modifies insurance provided under the following: COMMERCIAL LIABILITY UMBRELLA COVERAGE PART [ZLwy lib Number Of Days' Notice 30 k it �jk&ly aijijufalzjo duuvu, iniorma-tion required to complete this Schedule will be shown in the Decla.- rations as applicable to this endorsement.) For any statutorily permitted reason other than nonpayment of premium, the number of days required for notice of cancellation, as provided in. Paragraph 2. of either the Cancellation Common Policy Condition or as amended by an applicable state cancellation endorsement, is increased to the number of days shown in the Schedule above. COPYright, insurance seivice,% office„ Inn., 2000 CU 02 04 OS 00 EMPLOYERS PABUTT tNc P-C)LICY E e"', P S !1(j E N! T' humby mxNwood and 1910ed MX WC imnibel LA days Mwc kw rOm'"w"! 1" 01 no� Tu Miss ij,.; :ff.: ;Irw O,fj 11, 1111' !' `� , %, �!,!! M", , .T, d,- TNU MWMUMmnl dmqpn we pdwy In 'Amn 1 in Amcmd amJ s wOrmw on Wo dMe msmd UWMS ONMUMi S"ed Uhn iMmutPon Micwi ig mqtjiff.d only a =:vkjr:;T-mpmt fsksuml SubsequeM 10 preparadan 0 Ow poRy.) EndaMenmni M•mi RPSY Nfj •msynW4 No Insumd Insurance Company Westfield Insurance Company WCP4527399 10/01/08 — 10/01/09 Effective 10/01/08 TK; 32 48 01 114Q