4~~~~~a ~ ~~a s.~~~~ Document A141 — 2014 Exhibit A TM Le~+.y Design-Build Amendment This Amendment is incorporated into the accompanying AIA Document A141T"'-2014, Standard Form of Agreement Between Owner and Design-Builder dated the twenty-third day of November in the year two thousand fifteen (the "Agreement') (In words, indicate da}; month andyear.) for the following PROJECT: (Name and location or address) New Socastee Elementary School per Owner's Request for Proposals No. 1415-91andthe Design-Builder's proposal to the Owner pursuant to Owner's Solicitation No. 1415-91 THE OWNER: (Name, Zegal status and address) Horry County Schools, South Carolina, a political subdivision of the State of South Carolina. 335 Four Mile Rd. Conway, SC 29526 THE DESIGN-BUILDER: (Nance, legal status and address) FTRSTFLOOIt ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225 Raleigh, NC 27601 The Owner and Design-Builder hereby amend the Agreement as follows. ADDITIONS AND DELETIONS: The author of this document has added information needed for its completion. The author may also have revised the text of the original AIA standard form. An Additions and Delefions Report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed. A vertical line in the left margin of this document indicates where the author has added necessary information and where the author has added to or deleted from the original AIA text. This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. Consultation with an attorney is also encouraged with respect to professional licensing requirements in the jurisdicfion where the Project is located. TABLE OF ARTICLES A.1 CONTRACT SUM A.2 CONTRACT TIME A.3 INFORMATION UPON WHICH AMENDMENT IS BASED A.4 DESIGN-BUILDER'S PERSONNEL, CONTRACTORS AND SUPPLIERS A.5 COST OF THE WORK ARTICLE A.1 CONTRACT SUM § A.1.1 The Owner shall pay the Design-Builder the Contract Sum in current funds for the Design-Builder's performance of the Contract after the execution of this Amendment. The Conh~act Sum shall be one of the following and shall not include compensation the Owner paid the Design-Builder for Work performed prior to execution of this Amendment: (Check the appropriate box.) [ X ] Stipulated Sum, in accordance with Section A.1.2 (Paragraphs deleted) Init. ~ AIA Document A141TTM — 2014 Exhibit A. Copyright O 2004 and 2014 by The American Institute of Architects. Ali rights reserved. WARNING: This AIA" Document is protected by U.S. Copyright Law and International'freaties. Unauthorized reproduction or distribution of this AIA" Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under fhe law. This document was produced by AIA software at 17:51:25 on 11123/2015 under Order No.0239566208_1 which expires on 07/14/2016, and is not for resale. (728068658) User Notes: PAPR - 002384 ,~ bcl ow § A.1.2 Stipulated Sum § A.1.2.1 The Stipulated Sum shall be thirty-seven million nine hundred fifty-three thousand nine hundred ninety-one dollars ($ 37,953,991.00), subject to authorized adjustments as provided in the Design-Build Documents. (Paragraphs deleted) (Table deleted) (Paragraphs deleted) (Table deleted) (Paragraphs deleted) § A.1.5 Payments § A.1.5.1 Progress Payments § A.1.5.1.1 Based upon Applications for Payment submitted to the Owner by the Design-Builder, the Owner shall make progress payments on account of the Contract Sum to the Design-Builder as provided below and elsewhere in the Design-Build Documents. § A.1.5.1.2 The period covered by each Application for Payment shall be one calendar month ending on the last day of the month. § A.1.5.1.3 An itemized payment request shall be submitted to the District by the 25"' day of each month that payment is being requested and at completion of the project, using the form provided by the District The payment request shall not include a) any work anticipated to be completed but not completed by the end of each month being requested; b) any materials not incorporated into the work to be performed except those properly stored as stated in the Contract Agreement; c) any damaged, used, inferior or substituted materials not meeting the requirements and standards of the contract; nor d) any amounts the Contractor does not intend to pay to any subcontractor or supplier, where performance or material quality is in question or any other dispute is pending. If, upon review of the payment request and based upon the best determination of the District, the amount requested does not accurately represent, in the District's opinion, the progress of the completed work to be performed in the Scope of Work the District shall have the right to adjust the payment request to more accurately reflect the percentage of completed work/services. The District shall approve and authorize payment to the Contractor no more often than once monthly. Payment by the District of undisputed amounts shall be made by the 15"' day of the following month if request is received by Contractor by the 25"' of the month. If payment request is not received by the 25"'. the payment will be made within thirty (30) days from the date the District receives the payment request (Paragraph deleted) § A.1.5.1.5 With each Application for Payment the Design-Builder shall submit the most recent schedule of values in accordance with the Design-Build Documents. 'The schedule of values shall allocate the entire Contract Sum among the various portions of the Work. Compensation for design services, if any, shall be shown separately, The schedule of values shall be prepared in such form and supported by such data to substantiate its accuracy as the Owner may require. This schedule of values, unless objected to by the Owner, shall be used as a basis fox reviewing the Design-Builder's Applications for Payment. § A.1.5.1.6 In taking action on the Design-Builder's Applications for Payment, the Ovtm~ shall be entitled to rely on the accuracy and completeness of the information famished by the Design-Builder and shall not be deemed to have made a detailed examination, audit or arithmetic verification of the documentation submitted in accordance with Sections A.1.5.1.4 or A.1.5.1.5, or other supporting data; to have made exhaustive or continuous on-site inspections; or to have made examinations to ascertain how or for what purposes the Design-Buiider has used amounts previously paid. Such examinations, audits and verifications, if required by the Owner, will be performed by the Owner's auditors acting in the sole interest of the Owner, § A.1.5.1.7 Except with the Owner's prior approval, the Design-Builder shall not make advance payments to suppliers for materials or equipment which have not been delivered and stored at the site. Init. ~ AIA Document A141T" — 2014 Exhib(t A. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA'" Document is protected ~y U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA' ~ocumont, or any portion of ft, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:51:25 on 11/23/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (728068658) User Notes: PAPR - 002385 § A.1.5.2 Progress Payments—Stipulated Sum § A.1.5.2.1 Applications for Payment where the Contract Sum is based upon a Stipulated Surn shall indicate the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment. § A.1.5.2.2 Subject to other provisions of the Design-Build Documents, the amount of each progress payment shall be computed as follows: .1 Take that portion of the Contract Sum properly allocable to completed Work as determined by multiplying the percentage completion of each portion of the Work by the share of the Contract Sum allocated to that portion of the Work in the schedule of values, less retainage of three and one/half percent (3.5 %) on the Work. Pending final determination of cost to the Owner of Changes in the Worlc, amounts not in dispute shall be included as provided in Section 6.3.9 of the Agreement; .2 Add that portion of the Contract Sum properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the completed construction (or, if approved in advance by the Owner, suitably stored off the site at a location agreed upon in writing), less retainage of three and one-half percent (3.5 %); .3 Subtract the aggregate of previous payments made by the Owne►•; and .4 Subtract amounts, if any, the Owner has withheld or nullified, as provided in Section 9.5 of the Agreement. § A.1.5.2.3 The progress payment amount determined in accordance with Section A.1.52.2 shall be further modified under the following circumstances: ,1 Add, upon Substantial Completion of the Work, a sum sufficient to increase the total payments to the full amount of the Contract Sum, less such amounts as the Owner shall determine for incomplete Work, retainage applicable to such work and unsettled claims; and (8ection 9.8.6 of the Agreement discz~sses release of applicable retainage upon Substantial Completion of Work.) .2 Add, if final completion of the Work is thereafter materially delayed through no fault of the Design-Builder, any additional amounts payable in accordance with Section 9.10.3 of the Agreement. (Paragraphs deleted) § A.1.5.5 Final Payment § A.1.5.5,1 Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the Owner to the Design-Builder not later than 30 days after the Design-Builder has fully performed the Contract and the requirements of Section 9.10 of the Agreement have been satisfied, except for the Design-Builder's responsibility to correct non-conforming Work discovered after final payment or to satisfy other requirements which extend beyond final payment. (Paragraph deleted) ARTICLE A.2 CONTRACT TIME § A.2.1 Contract Time, as defined in the Agreement at Section 1.4.13, is the period of time, including authorized adjustments, for Substantial Completion of the Work, § A.2.2 T'he Design-Builder shall achieve Substantial Completion of the Work as follows: May 1, 2017. ~ ('fable deleted) subject to adjustments of the Contract Time as provided in the Design-Build Documents. (Insert pi~ovirions, if any, for liquidated damages relating tofaila~re to achieve Substanh°al Completion on time orfor bonus paymentsfor ear•ty completion of the Work.) Liquidated damages per A141-2014. Init. ~ AIA Document A141T"" — 2014 Exhibit A. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' p~cument is protected by U.S. Copyrighf Law and International Treaties. Unauthorized reproduction or distribution of this AIA" Document, or any portion of it, may result lit sQvere civil and criminal penalties, and will be prosecu4ed to the maximum extent possible under the law. This document was produced by AIA soHware at 11:51:25 on 11/23/2D15 under Order No.0239586206_~ which expires on 07114/2016, and is not for resale. (72sossssa~ uSerNotes: PAPR - 002386 3 ARTICLE A.3 INFORMATION UPON WHICH AMENDMENT IS BASED § A.3.1 The Contract Sum and Contract Time set forth in this Amendment are based on the Owner's Design Requirements (including addenda to the RFP) and the Design-Builder's proposal to the Owner pursuant to Owner's Solicitation No. 1415-91.: (Paragraphs deleted) (T'able deleted) (Paragraphs deleted) (Table deleted) (Paragraphs deleted) ('I"able deleted) (Paragraphs deleted) (Table deleted) (Paragraph deleted) § A.3.1.5 Allowances and Contingencies: (Ident~ any ag»eed upon allowances and contingencies, including a statement of their basis.) 1 Allowances Owner Furnitw~e Allowance $ 1 ,0000,000 Owner Hardware Allowance $ 250,000 Owner Controls Allowance $ 500,000 Owner Fire Alarm Allowance $ 600,000 Owner Playground Equipment Allowance $350,000 Owner Special Inspections All $ 150,000 Owner Commissioning Allowance $ 00,000 Owner Technology Allowance $1 ,275,000 Owner Landscaping Allowance $200,000 .2 Contingencies Owner contingency is currently Not in Contract and amounts will be determined by Modification. § A.3.1.6 Design-Builder's assumptions and clarifications: Pursuant to the Proposal accepted by the Horry County Board of Education on November 2, 2015. 'Ihe Design-Builder's Proposal clarifies the Design-Builder's assumptions and clarifications. The Homy County Board of Education accepts the Proposal as an acceptable interpretation of the Design Requirements. (Paragraphs deleted) ARTICLE A.4 DESIGN-BUILDER'S PERSONNEL, CONTRACTORS AND SUPPLIERS § A.4.1 The Design-Builder's key personnel are identified below: (Identify name, title and contact information.) Socastee ES: Superintendent: Dale McCoy (Paragraph deleted) Project Manager. Mike Dickman (Paragraphs deleted) Assistant Superintendent David Isham § A,4.2 T'he Design-Builder shall retain the following Consultants, Contractors and suppliers, identified below: (List name, discipline, address and other information.) SfT.+a Architects: Architect, Raleigh NC Metcon/TA Loving joint venture: General Contractor, Pembroke NC Init. ~ AIA Document A141'"' — 2074 Exhibit A. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`" Docrmenf is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~' Document, or any portion of it,,may result fn severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:51:25 on 11/23/2015 under Order No.0239586208_i which expires on D7/14/2016, and is not fw resale. User Notes: (728068656) PAPR - 002387 ARTICLE A.5 COST OF THE WORK (Paragraphs deleted) (Table deleted) (Paragraphs deleted) § A.5.4 Other Agreements (Paragraph deleted) § A.5.4.2 Agreements between the Design-Builder and Contractors shall conform to the applicable payment provisions of the Design-Build Documents. § A.5.4.3 The agreements between the Design-Builder and Architect and other Consultants identified in the Agreement shall be in writing. These agreements shall be promptly provided to the Owner upon the Owner's written request. § A.5.5 Accounting Records T'he Design-Builder shall keep full and detailed records and accounts related to the cost of the Work and exercise such controls as may be necessary for proper financial management under'the Contract and to substantiate all costs incurred. The accounting and control systems shall be satisfactory to the Owner. The Owner and the Owner's auditors shall, during regular business hours and upon reasonable notice, be afforded access to, and shall be permitted to audit and copy, the Design-Builder's records and accounts, including complete documentation supporting accounting entries, books, correspondence, instructions, drawings, receipts, subcontracts, Contractor's proposals, purchase orders, vouchers, memoranda and other data relating to the Contract. The Design-Builder shall preserve these records for a period of three years after final payment, or for such longer period as may be required by law. § A.5,6 Relationship of the Parties The Design-Builder accepts the relationship of trust and confidence established by this Agreement and covenants with the Owner to exercise the Design-Builder's skill and judgment in furthering the interests of the Owner; to furnish efficient construction administration, management services and supervision; to furnish at al[ times an adequate supply of workers and materials; and to perform the Work in an expeditious and economical manner consistent with the Owner's interests. This Amendment to the Agreement entered into as of the day and year first written above. Init ~ OWNER (Signature) DESIGN-BUILDER (Signah~re) Joe Defeo, Chairman of the Board of Education (Printed name and title) Robert Ferris, Authorized Member (Printed name and title) AAA Document A141 T"' — 2014 Exhibit A. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. W~RNING: This AIA' Document is protected by U.S. CopyrighE Law and InternaFional Treaties. Unauthorized reproduction or distrihution of this AfA Document, or any portion of it, may result in severe efv(1 and criminal penalties, and will he prosecutes! tQ the maximum extent possible under the law. This document was produced by AIA soHwara at 11:51:25 on 11/23/2015 under Ordar No.0239586208_1 which expires on 0711 4/2016, and is not for resale. User Notes: (728068658) PAPR - 002388 ~ :_ . Additions and Deletions Report for AIA~ Document A 141r"` — 2014 Exhibit A This Additions and Deletions Report, as defined on page 1 of the associated document, reproduces below all text the author has added to the standard form AIA document in order to complete it, as well as any teM the author may have added to or deleted from the original AIA text. Added text is shown underlined. Deleted feat is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any paR of the associated AIA document. This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 11:51:25 on 11/23/2015. PAGE 1 This Amendment is incorporated into the accompanying AIA Document A141T"'-2014, Standard Form of Agreement Between Owner and Design-Builder dated the twenty-third day of November in the year two thousand fifteen (the "Agreement") New Socastee Elementary School per Owner's Repuest for Proposals No. 1415-91and tha Desitm-Builder's proposal to the Owner pursuant to Owner's Solicitation No. 1415-91 Horny County Schools, South Carolina, a political subdivision of the State of Soutb Carolina. 335 Four Mile Rd. Conway, SC 29526 FIItSTFLOOR ENERGY POSITIVE LLC 333 Fayetteville St., Suite 225 Raleigh, NC 27601 [ ~ Stipulated Sum, in accordance with Section A.1.2 ~e~e~ .:.w ee..«•,... n ~,~ below iu.,~oa ,.., tt,o ,.ot,,,..:,,.. .,w,...o .,io+o co,.«:,.., n .i ~, n i ~ ,... n i n t,ot,,.., ~ PAGE 2 § A.1.2,1 The Stipulated Sum shall be i~~thirty-seven million nine hundred fifty-three thousand nine hundred ninety-one dollars ($ 37,953,991.00), subject to authorized adjustments as provided in the Design-Build Documents. Additions and Deletions Report for AIA Document A141T"' — 2014 Exhibit A. Copyright O 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA'~ Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA"' Document, or any portion of it, may result in severe civfi and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:51:25 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. User Notes: (728068658) PAPR - 002389 I I..i{~ +r..J I ir..i4.,4inn.~ ~~Q~{} t' _ ■. _ - \" _ _ ~~e_~~"~{ !C~(11 rj~y vj \" _ ~' _ ■. \" • _ - • •. _ t. A ~ A Z 7 I~a...i~e.l C~..Fn..,nn4 of {{.n !_~~..rnnFnn.l ~Il.,..i...~.... D.i.... b > > f 7~if....:........ D.-:..o { 1 I..ion ~n.d f i..,iL~}inns br...e ..er i I.,~} /Qf1 1111\ rT~vcp~~r-orRc~~v~ w~ Additions and Deletions Report for AIA Document A141T"' — 2014 Exhibit A. Copyright OO 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`~ Document is protected by U.S. Copyright Law and I~ternationai Treaties. Unauthorized reproduction or distribution of this AIAz Document, or any portion of it, may resuil in severe civil and criminal penalties, and will he prosecuted to the maximurn extent possible under the law. This document was produced by AIA software at 11:51:25 on 11/23/2015 under Order No.0239586206_1 which e~ires on 0711 4/2016, and is not for resale. User Notes: (728068658) PAPR - 002390 § A.1.5.1.2 The period covered by each Application for Payment shall be one calendar month ending on the last day ~ ~„~..M: of the ~~+w, month. § A.1.5.1.3 ft3e-Brr~er ~e~ ~a~er then i 7~-c'~su`y'.S fk~EF~~t2-~~4ri:c-iicccr`r'^c.^rcrtitozippiroacivCz vc u~aizcic%, . An itemized payment request shall be submitted to the District by the 25"' day of each month that payment is being requested and at completion of the project. using the form provided by the District The payment request shall not include al any work anticipated to be completed but not completed by the end of each month being requested: b~an~ materials not incorporated into the work to be performed except those properly stored as stated in the Contract Agreement: c~ anv damaged, used. inferior or substituted materials not meeting the requirements and standards of the contract nor d~ any amounts the Contractor does not intend to pay to any subcontractor or supplier, where performance or material quali is in question or any other dispute is pending. If. upon .review of the ~avment request and based upon the best determination of the District the amount requested does not accurately represent, in the District's opinion. the progress of the completed work to be performed in the Scope of Work the District shall have the right to adjust the ~avment request to more accurately reflect the percentage of completed work/services. The District shall approve and authorize payment to the Contractor no more often than once monthly. Payment by the District of undisputed amounts shall be made by the 15"' day of the following month if request is received by Contractor by the 25"' of the month. If payment request is not received by the 25"'. the payment will be made within thirty (30) days from the date the District receives thepavment request _' .. _ .. ._ § A.1.5,1.5 With each Application for Payment the ~i~~-'....:+~, ., r_.......,....,,.a ~,r,,.,:_...... ~..:,.,.~ ..w.. Design-Builder shall submit the most recent schedule of values in accordance with the Design-Build Documents. The schedule of values shall allocate the entire Contract Sum among the various portions of the Work. Compensation for design services, if any, ^'-~" w~ ~'~~.,m ~~~^~~'~'•. ~"'"~r~''~~ shall ,. be shown separately. The schedule of values shall be prepared in such form and supported by such data to substantiate its accuracy as the Owner may require. This schedule of values, unless objected to by the Owner, shall be used as a basis for reviewing the Design-Builder's Applications for Payment. PAGE 3 Take that portion of the Contract Sum properly allocable to completed Work as determined by multiplying the percentage completion of each portion of the Work by the share of the Contract Sum allocated to that portion of the Work in the schedule of values, less retainage of three and one/half percent (3.5 %) on the Work. Pending final determination of cost to the Owner of Changes in the Work, amounts not in dispute shall be included as provided in Section 63.9 of the Agreement; Additions and Deletions Repoli for AIA Document A141TM — 2014 Exhibit A. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNfNG: This AIA~~ Document is protected by U.S. Copyright Law and Intemationai Treaties. Unauthorized reproduction or disfributfon of this AIA" Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:51:25 on 11123!2015 under Order No.0239586208_1 which e~ires on 07114/2016, and is not for resale. User Notes: (728068658) PAPR - 002391 Add that portion of the Contract Sum properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the completed construction (or, if approved in advance by the Owner, suitably stored o~'the site at a location agreed upon in writing), less retainage of three and one-half percent (3_5 %); .. _ , ._ _ ._ .. - ~- .. Additions and Deletions Report for AIA Qocument A141T"' — 2014 Exhibit A. Copyright D 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIAe! Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maxlmurn extent possible under the law. This document was produced by AIA software at 11:51:25 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (728068658) User Notes: PAPR - 002392 :~e!see.~s~r!~.:. ■ \- •. 1 § A.1.5.5.1 Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the Owner to the Design-Builder not later than 30 days after the Design-Builder has fully performed the Contract and the requirements of Section 9.10 of the Agreement have been satisfied, except for the Design-Builder's responsibility to ,' ,requirements correct non-conforming Work discovered after final payment or to satisfy other which extend beyond final payment. § A.2.2 The Design-Builder shall achieve Substantial Completion of the Work rtet~~er ~hanT}~.,-~n-`~ ,1„ro ,.~t~.:~ n....,.~a.,.o.,~ .. as follows: >. ~F Mav 1, 2017. Additions and Deletions Report for AIA Document A141T"' — 2014 Exhibit A. Copyright O 2004 and 2014 by The American Insfitute of Architects. All rights reserved. WARNING: This AIASi Document is protected by U.S. Copyright Law anti International Treaties. Unauthorized reproduction or distribution of this AIA'~' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecu¢ed to the maximum extent possible under the law. This document was produced by AIA software at 11:51:25 on 11123/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not forfesale. (728068656) User Notes: PAPR - 002393 Liquidated damages uer A141-2014. PAGE 4 § A.3.1 The Confract Sum and Contract Time set forth in this Amendment are based on the ~eNerr~i~tgOwner's Design Requirements (including addenda to the RFP) and the Desier►-Builder's proposal to the Owner vursuant to Owner's Solicitation No. 1415-91.: F. ~ A ~ ~ T Tl.., C~.. 1„ «a.. „u ,. a. .~ .. »rr..,....... ~~i..,. . n _..,... aa'~ ~: ,.,..~.,. F iii..l iva~rucc ~A6URIeH~ ~F~~@ ~~ {~ES ~26~16F1 ~e ~E ~~25 ~HR~2F ~@ $~2 ~i~IE Owner Furniture Allowance $ 1 ,0000,000 Owner Hardware Allowance $ 250,000 Owner Controls Allowance $ 500.000 Owner Fire Alarm Allowance $ 600,000 Ovtmer Plav@round Equipment Allowance $350 000 Owner Special Inspections All $ 150,000 Owner Commissioning Allowance $00,000 Owner Technoloev Allowance $ 1 ,275.000 Owner Landscaping Allowance $200,000 Additions and Deletions Report for AIA Document A141T" —2014 Exhibit A. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AlA`~ Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or dis4rihution of this AI A"' Docurnent, or any portion of it, may result in severe c(vil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:51:25 on 11/23/2015 under Ober No.0239586208_1 which e~ires on 07114!2016, and is not for resale. User Notes: (728068658) PAPR - 002394 6 Owner continency is currently Not in Contract and amoants will be determined by Modification. Pursuant to the Proposal accepted by the Horry County Board of Education on November 2 2015, The Design-Builder's Proposal clarifies the Design-Builder's assumptions and clarifications. The Horry County Board of Education accepts the Proposal as an acceptable interpretation of the Design Requirements. ~pe~i~Ee~c~er►~-Socastee ES: Superintendent: Dale McCov :~ ~ges~~*;~geFProiect Manager: Mike Dickman Assistant Superintendent: David Isham SfL+a Architects: Architect, Raleigh NC Metcon/TA Loving joint venture: Creneral Contractor, Pembroke NC PAGE 5 Additions and Deletions Report for AIA Document A141T'" — 2074 Exhibit A. Copyright O 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~'' ❑ocument is protecteH 6y U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA" Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:51:25 on 11/23/2015 under Order No.0239586208_1 which expires on 07/14/2D16, and is not for resale. User Notes: (728068658) PAPR - 002395 _ \' 7 1' ~_ ~ t. \. • 1 ~. • •~ ~. ■~. ~. "' ~ t '" ._ ~. 1. \. t •_ - •. ■. ... ! Additions and Deletions Report for AIA Document A141TM — 2014 Exhibit A. Copyright O 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~ Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~` Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law, This document was produced by AIA software at 11:51:25 on 11/23/2015 under Order No.0239586208_~ which e~ires on 07/14/2016, and is not for resale. (728068658) User Notes: PAPR - 002396 _ _ _ -~ ~.. 1 Y. ~" _ \' _ • • 1. "' ~ " \' - C \. _ Additions and Deletions Report for AIA Document A141T'" — 2014 Exhibit A. Copyright m 2004 and 2D14 by The American Institute of Architects. All rights reserved. WARNING: This AIA~ Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AI A`' Document, or any portion of it, may result in severe clvfl and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:51:25 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07!1412016, and is not for resale. User Notes: (728068658) PAPR - 002397 .. r.. - - -- -- - ~- -- •.. .- -- ~_ r.. ~. ~ ~. e ~ ~ ~_ r ~ ~. • ~ ~- ~ i_ • • ~' ~' ~. ~ ~~ - • - ~' ~' ~• § A.5.4,2 Agreements between the Design-Builder and Contractors shall conform to the applicable payment provisions of the Design-Build ^^~••--,~-`~, „a ~w~n ~~` `-~ ^ ~-a~'' ^^ `~.~'""':" ~`"^"''-'.." ^ F". ,:`''^..' b ~^~°~^^ ^ .` ~, '~~~^"'.Documents. Joe Defeo, Chairman of the Board of Education Robert Ferris, Authorized Member Additions and Deletions Report for AIA Document A141T" — 2014 Exhibit A. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Document is protected by U.S. Copyright Law and International Treafies. Unauthorized reproduction or distribution of this AIA`~ Document, or any portion of it, may result in severe civil and criminal penalties, and wlll be prosecuted to the maximum extent possiBle under the law. This document was produced by AIA software at 11:51:25 on 11/23/2015 under Order No.0239586208_i which e~ires on 07/14!2016, and is not for resale. (728068658) User Notes: PAPR - 002398 ~O Certification of Document's Authenticity AIA~ Document D401T"' — 2003 I, ,hereby certify, to the best of my knowledge, information and belief, that I created the attached final document simultaneously with its associated Additions and Deletions Report and this certification at 11:51:25 on 11/23/2015 under Order No. 0239586208 1 from AIA Contract Documents software and that in preparing the attached final document I made no changes to the original text of AIA~ Document A141TM — 2014 Exhibit A, Design-Build Amendment, as published by the AIA in its software, other than those additions and deletions shown in the associated Additions and Deletions Report. (Signed) ('Title) (Dated) '" AlA Document D401T'" — 2003. Copyright D 1992 and 2003 by The American Institute of Archfteds. All rights reserved. WARNING: This AIA~ Llocument is protected by U.S. Copyright Lew end International Treaties, Unauthorized reproduction or distribution of this AIA`a Document, or any portion of it, may result in sevore civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law, This document was produced by AIA software at 11:5125 on 11!23/2013 under Ober No.02395862D8_1 which e~ires on 07/1412016, and is not for resale. (728068658) User Notes: PAPR - 002399 OO ~~~~":p TM ~.~~ ■ ■ Document A141 — 2014 Exhibit B ►nsurance and Bonds for the following PROJECT: (Name and location or address) New Socastee Elementary School (per Owner's Request for Proposals No. 1415-91 and Design-Builder's Proposal in response to the solicitation.) THE OWNER: (Name, legal status and address) Horry County Schools, South Carolina, a political subdivision of the State of South Carolina. 335 Four Mile Rd. Conway, SC 29528 THE DESIGN-BUILDER: (Name, legal status and address) FIRS'TFLOOR ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225 Raleigh, NC 27601 ADDITIONS AND DELETIONS: The author of this document has added information needed for its completion. The author may also have revised the text of the original AIA standard form. An Additions and Deletions Report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed. A vertical line in the left margin of this document indicates where the author has added necessary information and where the author has added to or deleted from the original AIA text. This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. THE AGREEMENT This Insurance exhibit is part of the accompanying agreement for the Project, between the Owner and the Design-Builder {hereinafter, the Agreement), dated the twenty-third day of November in the year two thousand fifteen (2015) . (b~ lvords, indicate day, month and yeas-) TABLE OF ARTICLES 6.1 GENERAL B.2 DESIGN BUILDER'S INSURANCE AND BONDS B.3 OWNER'S INSURANCE 6.4 SPECIAL TERMS AND CONDITIONS ARTICLE B.1 GENERAL The Owner and Design-Builder shall purchase and maintain insurance and provide bonds as set forth in this B~chibit B. Where a provision in this E~chibit conflicts with a provision in the Agreement into which this Exhibit is incorporated, the provision in this Exhibit will prevail. During the course of the Project, the Owner and Design-Builder may substitute mutually-acceptable alternative insurance arrangements for those specified in § B.2.1 and/or B.3.2.. ARTICLE B.2 Init. ~ DESIGN BUILDER'S INSURANCE AND BONDS AIA Document A141TM - 2014 Exhibit B. Copyright O 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIADocument is protected by U.S. Copyright Law and international Treaties. Unauthorized reprociuctimi or distrib~rtion of this AIA'~ Document, or any portion of it, may result In severe civil and criminal penalties, and will be prosecuted to the maximum extent possidle under the law. This document was produced 6y AIA software at 11:13:51 on 11/23/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (911158130) User Notes: PAPR - 002400 § B.2.1 The Design-Builder shall purchase and maintain the following types and limits of insurance from a company or companies lawfully authorized to do business in the jurisdiction where the Project is located. The Design-Builder shall maintain the required insurance until the expiration of the period for correction of Work as set forth in Section 11.2.2. I of the (Paragraphs deleted) Agreement. § 6.2.1.1 Commercial General Liability with policy limits of not less than two million ($ 2,000,000 )for each occurrence and five million ($ 5,000,000.00 ) in the aggregate providing coverage for claims including .1 damages because of bodily injury, sickness or disease, including occupational sickness or disease, and death of any person; .2 personal injury; .3 damages because of injury to or destruction of tangible property, and must contain the subcontractor exception to the "your work" exclusion; .4 bodily injury or property damage arising out of completed operations; and .5 contractual liability applicable to the Design-Builder's obligations under Section 3.1.14 of the Agreement. § B.2.1.2 Automobile Liability covering vehicles owned by the Design-Builder and non-owned vehicles used by the Design-Builder with policy limits of not less than one million ($ 1,000,000 )per claim and one million ($ $1,000,000.00 ) in the aggregate for bodily injury, death of any person, and property damage arising out of the ownership, maintenance and use of those motor vehicles specified in this Section B.2.1.2, along with. any other statutorily required automobile coverage. § 8.2.1.3 The Design-Builder may achieve the required limits and coverage for Commercial Generat Liability and Automobile Liability through a combination of primary and excess liability insurance, provided such primary and excess insurance policies result in the same or greater coverage as those required under Sections B.2.1.1 and B.2.1.2. § B.2.1.4 Workers' Compensation at statutory limits. § B.2.1.5 Employers' Liability with policy limits as provided below: $100,000 per accident. § 8.2.1.6 Professional Liability covering neglig~t acts, errors and omissions in the performance of professional services, with policy limits of not less than two million ($ 2,000,000 )per claim and two million ($ 2,000,000 in the aggregate. (Paragraphs deleted) § B.2.1.8 The Design-Builder shall provide written notification to the Owner o£the cancellation or expiration of any insurance required by this Article B.2. The Design-Builder shall provide such written notice within five (5) business days of the date the Design-Builder is first aware of the cancellation or expiration, or is first aware that the cancellation or expiration is threatened or otherwise may occur, whichever comes first. § B.2.1.9 Additional Insured Obligations. The Owner and its consultants and contractors shall be additional insureds on the Design-Builder's primary and excess insurance policies for Commercial General Liability, and Automobile Liability. The additional insured coverage shall be primary and non-contributory to any of the Owner's insurance policies. The additional insured coverage shall apply to both ongoing operations and completed operations. T'he policy limits applicable to the additional insureds shall be the same amount applicable to the named insured or, if the policy provides otherwise, policy limits not less than the amounts required under this Agreement. § B.2.1.10 Certificates of Insurance. The Design-Builder shall provide certificates of insurance acceptable to the Owner evidencing compliance with the requirements in this Article B.2: (1) prior to commencement of the Work; (2) upon renewal or replacement of each required policy of insurance; and (3) upon Owner's written request. An additional certificate evidencing continuation of liability coverage, including coverage for completed operations, shall be submitted with the final Application for Payment as required by Section 9.10.2 of the Agreement and thereafter upon renewal or replacement of such coverage until the expiration of the time required by Section B.2.1. loft. AIA Document A141T"' — 2014 Exhibit B. Copyrights 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~ pocument is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA`" Document, or any Nortlon of It, may result in severe civil and criminal penalties, and will he prosecuted to the maximum oxEent possible under the taw. This document was produced by AIA software at 11:13:51 on 11/23/2015 under Order No.o239586208_1 which expires on 07/14/2016, and Is not for resale. (911158130) User Notes: PAPR - 002401 2 The certificates will show the Owner and its consultants and contractors as additional insureds on the Design-Builder's primary and excess insurance policies for Commercial General Liability, and Automobile Liability. Information concerning reduction of coverage on account of revised limits, claims paid under the General Aggregate or both, shall be furnished by the Design-Builder with reasonable promptness. § B.2.2 Performance Bond and Payment Bond The Design-Builder shalt provide surety bonds as follows: (Specify type and penal sum of bonds.) Type A312 Performance Bond and A312 Payment Bond. The performance bond, may, but is not required to secure the professional liability of design professionals to the extent such ]iability is covered by the design professional's professional liability insurance. Penal Sum ($0.00} 100% of contract value. § 6.2.2.1 Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of obligations arising under the Agreement, the Design-Builder shall promptly furnish a copy of the bonds or shall permit a copy to be made. ARTICLE 6.3 OWNER'S INSURANCE § B.3.1 Owner's Liability Insurance The Owner shall be responsible for purchasing and maintaining the Owner's usual liability insurance. § B.3.2 Property Insurance § 6.3.2.1 Unless otherwise provided, at the time of execution of the Design-Build Amendment, the Owner shall purchase and maintain, in a company or companies lawfully authorized to do business in the jurisdiction where the Project is located, property insurance written on South Carolina Insurance Reserve Form PD-23. Unless the parties agree otherwise, upon issuance of a Certificate of Substantial Completion, the Owner shall replace the insurance policy required under this Section B.3.2 with another property insurance policy written for the total value of the Project that shall remain in effect until expiration of the period for correction of the Work set forth in Section 11.2.2 of the Agreement. (Parag~•aph deleted) § B.3.2.1.2 If the insurance required under Section B.3.2.1 requires deductibles, the Owner shall pay costs not covered because of such deductibles. (Paragraph deleted) § 8.3.2.1.4 Partial occupancy or use in accordance with Section 9.9 of the Agreement shall not commence until the insurance company or companies providing the insurance required under Section B.3.2.1 have consented to such partial occupancy or use by endorsement or otherwise. T'he Owner and the Design-Builder shall take reasonable steps to obtain consent of the insurance company or companies and shall, without mutual written consent, take no action with respect to partial occupancy or use that would cause cancellation, lapse or reduction of insurance. § B.3.2.2 Boiler and Machinery Insurance. The Owner shall purchase and maintain boiler and machinery insurance in the form of S.C. Insurance Reserve Fund ("IRF") PD-01, PD-09, and PD-12. (Paragraphs deleted) § 6.3.2.6 Before an exposure to loss may occur, the Owner shall file with the Design-Builder a copy of each policy that includes insurance coverages required by this Section B.3.2. Each policy shall contain all generally applicable conditions, definitions, exclusions and endorsements related to this Project. T'he Owner shall provide written notification to the Design-Builder of the cancellation or expiration of any insurance required by this Article B.3. The Owner shall provide such written notice within five (5) business days of the date the Owner is first aware of tha ~~~~ ~ AIA Document A147'"' — 20T4 Exhibit B. Copyright0 2004 and 2074 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Document is protectec! by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA" Document, or any portion of iY, may result fn severe civil and criminal penalties, antl will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:13:51 on 11/23/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale, User Notes: (971158130) PAPR - 002402 3 cancellation or expiration, or is first aware that the cancellation or expiration is threatened or otherwise may occur, whichever comes first. (Paragraph deleted) § 6.3.2.8 A loss insured under the Owner's property insurance shall be adjusted by the Owner as fiduciary and made payable to the Owner as fiduciary for the insureds, as their interests may appear, subject to requirements of any applicable mortgagee clause and of Section B.3.2.10. T'he Design-Builder shall pay the Architect, Consultants and Contractors their just shares of insurance proceeds received by the Design-Builder, and by appropriate agreements, written where legally required for validity, the Design-Builder shall require the Architect, Consultants and Contractors to make payments to their consultants and subcontxactors in similar manner. § B.3.2.9 If required in writing by a party in interest, the Owner as fiduciary shall, upon occurrence of an insured loss, give bond for proper performance of the Owner's duties. The cost of required bonds shall be charged against proceeds received as fiduciary. The Owner shall deposit in a separate account proceeds so received, which the Owner shall distribute in accordance with such agreement as the parties in interest may reach, or as determined in accordance with the method of binding dispute resolution selected in the Agreement between the Owner and Design-Builder. If after such loss no other special agreement is made and unless the Owner terminates the Contract for convenience, replacement of damaged property shall be performed by the Design-Builder after notification of a Change in the Work in accordance with Article 6 of the Agreement. § B.3.2.1Q The Owner as fiduciary shall have power to adjust and settle a loss with insurers unless one of the parties in interest shall object in writing within five days after occurrence of a loss to the Owner's exercise of this power. If an objection is made, the dispute shall be resolved in the manner selected by the Owner and Design-Builder as the method of binding dispute resolution in the Agreement. (Paragraphs deleted) Init ~ AIA Document A141T"' — 2014 Exhibit B. Copyright O 2004 and 2D14 by The American Insdlute of Architects. All rights reserved. WARNING: This AIA" Document is protected 6y U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIAg Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:13:51 on 11/23/2015 under Order No.0239586208_1 which expires on 07H4/2016, and is not for resale. (911158130) lJser Notes: PAPR - 002403 4 Additions and Deletions Report for AIA Document A141T"" - 2014 Exhibit B This Additions and Deletions Report, as defined on page 1 of the associated document, reproduces below all text the author has added to the standard form AIA document in order to complete it, as well as any text the author may have added to or deleted from the original AIA text. Added text is shown underlined. Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document. This Additions and Deletions Report and its associated document were generated simultaneously byAlA software at 11:13:51 on 11/23!2015. PAGE 1 New Socastee Elementary School (per Owner's Request for Proposals No. 1415-91 and Design-Builder's Proposal in response to the solicitation.) Horry County Schools. South Caroluia, a political subdivision of the State of South Carolina: ;335 Four Mile Rd. Gonway. SC 29528 FIltSTFLOOR ENERGY POSITNE LLC, 333 Fayetteville St., Suite 225 Raleigh, NC 27601 'This Insurance Exhibit is part of the accompanying agreement for the Project, between the Owner and the Design-Builder (hereinafter, the Agreement), dated the twenty-third day of November in the year two thousand fifteen 2015) . The Owner and Design-Builder shall purchase and maintain insurance and provide bonds as set forth in this Exhibit B. Where a provision in this Exhibit conflicts with a provision in the Agreement into which this Exhibit is incorporated, the provision in this E~chibit will prevail. During the course of the Project, the Owner and Design-Builder may substitute mutually-acceptable alternative insurance arrangements for those specified in & B.2.1 and/or B.3.2.. PAGE 2 §. 8.2.1 The Design-Builder shall purchase and maintain the following types and limits of insurance from a company or companies lawfully authorized to do business in the jurisdiction where the Project is located. The Design-Builder shall maintain the required insurance until the expiration of the period for correction of Work as set forth in Section 11.2.2.1 of the "~..~~.we~* . ~,~~~ ~ a:cc_e... a......«:,...: ..«...,,a w,.,,..... Aereement. § 6.2.7.1 Commercial General Liability with policy limits of not less than two million ($ 2,000,000 )for each occurrence and five million ($ 5,000,000.00 ) in the aggregate providing coverage for claims including Additions and Deletions Report for AIA Document A741T"' — 2014 Exhibit B. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA°' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~' Document, or any portion of iY, may result in severe civil and criminal penalties, and will be prosecuted Eo the maximum extent possible under the law. This document was produced by AIA softNare at 11:13:51 on 11123/2015 under Order No.0239566208_1 which e~ires on 07/14/2076, and is not for resale. (911158130) User Notes: PAPR - 002404 .3 damages because of injury to or destruction of tangible subcontractor exception to the "your work" exclusion; property, and must contain the § B.2.1.2 Automobile Liability covering vehicles owned by the Design-Builder and non-owned vehicles used by the Design-Builder with policy. limits of not less than one million ($ 1,000,000 )per claim and one million ($ $1,000,000.00 ) in the aggregate for bodily injury, death of any person, and property damage arising out of the ownership, maintenance and use of those motor vehicles specified in this Section B.2.1.2, along with any other statutorily required automobile coverage. $100,000 per accident. § 8,2.1.6 Professional Liability covering negligent acts, errors and omissions in the performance of professional services, with policy limits of not less than two million ($ 2,000,000 )per claim and two million ($ 2,000,000 in the aggregate. sk i-tom a~~-~s—Tin ~e agg~ega~e. .. . ., § B.2.1.9 Additional Insured Obligations. The Owner and its consultants and wniractors shall be additional insureds on the Design-Builder's primary and excess insurance policies for Commercial General Liability, ~er~ebi-fie and Automobile Liability. The additional insured coverage shall be primary and non-contributory to any of the Owner's insurance policies. The additional insured coverage shall apply to both ongoing operations and completed operations. The policy limits applicable to the additional insureds shall be the same amount applicable to the named insured or, ifthe policy provides otherwise, policy limits not less than the amounts required under this Agreement § B.2.1.10 Certificates of Insurance. The Design-Builder shall provide certificates of insurance acceptable to the Owner evidencing compliance with the requirements in this Article B.2: (1) prior to commencement of the Work; (2) upon renewal or replacement of each required policy of insurance; and (3) upon Owner's written request. A.n additional certificate evidencing continuation of liability coverage, including coverage for completed operations, shall be submitted with the final Application for Payment as required by Section 9.10.2 of the Agreement and thereafter upon renewal or replacement of such coverage until the expiration of the time required by Section B.2.1. The certificates will show the Owner and its consultants and contractors as additional insureds on the , Design-Builder's primary and excess insurance policies for Commercial General Liability, at~el~x~ier~-and Automobile Liability. Information concerning reduction of coverage on account of revised limits, claims paid under the General Aggregate or both, shall be furnished by the Design-Builder with reasonable promptness. PAGE 3 A312 Performance Bond and A312 Pavment Bond. The performance bond, mav, but is not required to secure the professional liability of design professionals to the extent such liability is covered by the design professional's 100% of contract value. Additlons and Deletions Report for AIA Document A141T'" — 2014 Exhibit B. Copyright D 2004 and 2D14 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIAt" Document, or any portion of it, may result In severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:13:51 on 11/23/2015 under Order No.0239586206_1 which e~ires on 07/14/2016, and is not for resale. User Notes: C911158130) PAPR - 002405 professional liability insurance. § B.3.2.1 Unless otherwise provided, at the time of execution of the Design-Build Amendment, the Owner shall purchase and maintain, in a company or companies lawfully authorized to do business in the jurisdiction where the Project is located, property insurance written on ~~xi~le~-.~islE—"a'~rs1E~e~va-~er~~ '~~•~ F~~~ :^ *"e-a~~, ~~;i~,,.f:,,„ ; ,...a,,.,,.~ ..,:+~ c,,,.«:,... n a ,.c+~,,. n ,...,.,..„,.... South Carolina Insurance Reserve Form PD-23. Unless the parties agree otherwise, upon issuance of a Certificate of Substantial Completion, the Owner shall replace the insurance policy required under this Section B.3.2 with another property insurance policy written for the total value of the Project that shall remain in effect until expiration of the period for correction of the Work set forth in Section 11.2.2 of the Agreement. , ... .. b > > > f > f f > > .,.7 1.. iia$iu-ccr-syss § 6.3.2.2 Boiler and Machinery Insurance. The Owner shall purchase and maintain boiler and machinery ~xs~r-axee,. .. , D~..:,.., n..:u„_~,.~..n a„ .......,,a :.,..,,_.,a..,~nsurance in the form of S.C. Insurance Reserve Fund (°IRF" PD-01, PD-09, and PD-12. .. r. t • _ •. Y. . _ 1 \. _ t ~ 1 1 Additions and Deletions Report for AIA Document A141 T"' — 2014 Exhibit B. Copyright D 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Document is protected 6y U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~` Document, or any portion of it, may result in severe civEl and criminal penalties, and will Be prosecuted to the maximum exfent possible under the law. This document was produced by AIA sofhvare at 11:13:51 on 11/23/2015 under Order No,0239586208_1 which e~ires on 07/14/2016, and is not for resale. (911158130) User Notes: PAPR - 002406 PAGE 4 § 6.3.2.10 Tha Owner as fiduciary shall have power to adjust and settle a loss with insurers unless one of the parfies in interest shall object in writing within five days after occurrence of a loss to the Owner's exercise of this power. If an objection is made, the dispute shall be resolved in the manner selected by the Owner and Design-Builder as the method of binding dispute resolution in the Agreement. > > Additions and Deletions Report for AtA Document A141'" — 2014 Exhibit B. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~ Document is protected 6y U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA`' Document, or any portion of it, may result in severe civil and criminal penalties, and will 6e prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:13:51 on 11/23/2015 under Order No.0239586208_1 which expires on 07114/2016, and is not for resale. (911158130) User Notes: PAPR - 002407 0 Q ~ N~~~~~~e ■ TM ~~-~ ~sa~g ■ Document A141 — 2014 Exhibit B Insurance and Bonds for the following PROJECT: (Name and location o~~ address) New Socastee Middle School (per Owner's Request for Proposals No. 1415-91 and Design-Builder's Proposal in response to the solicitation.) THE OWNER: (Name, legal status and address) _ I3orry CounTy Schools, South Carolina, a political subdivision of the State of South Carolina. '335 Four Mile Rd. Conway, SC 29528 THE DESIGN-BUILDER: (Name, legal status and address) FIRSTFLOOR ENERGY POSITNE LLC, 333 Fayetteville St., Suite 225 Raleigh, NC 27601 ADDITIONS AND DELETIONS: The author of this document has added information needed for its completion. The author may also have revised the text of the original AIA standard form. An Additions and Deletions Report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed. A vertical line in the Jett margin of this document indicates where the author has added necessary information and where the author has added to or deleted from the original AIA text. This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. THE AGREEMENT 'This Insurance E~ibit is part of the accompanying agreement for the Project, between the Owner and the Design-Builder (hereinafter, the Agreement), dated the twenty-third day of November in the year two thousand fifteen (2015) . (In words, indicate day month andyear.) TABLE OF ARTICLES B.1 GENERAL B.2 DESIGN BUILDER'S INSURANCE AND BONDS 6.3 OWNER'S INSURANCE 6.4 SPECIAL TERMS AND CONDITIONS ARTICLE 6.1 GENERAL The Owner and Design-Builder shall purchase and maintain insurance and provide bonds as set forth in this Exhibit B. Where a provision in this Exhibit conflicts with a provision in the Agreement into which this Exhibit is incorporated, the provision in this Exhibit will prevail. During the course of the Project, the Owner and Design-Builder may substitute mutually-acceptable alternative insurance arrangements for those specified in § B.2.1 and/or B.3.2.. ARTICLE B.2 Init. ~ DESIGN BUILDER'S INSURANCE AND BONDS AIA Document A1417"' — 2014 Exhibit B. Copyright O 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA'" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA`~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be pros¢cuted to the maximum extent possible under the law. This document was produced by AIA software at 11:13:38 on 11/23/2015 under Order No.0239566208_1 which expires on 07/14/2016, and is not for resale. (1902651185) User Notes: PAPR - 002408 ~ § B.2.1 The Design-Builder shallpurchase and maintain the following types and limits of insurance from a company or companies lawfully authorized to do business in the jurisdiction where the Project is located. The Design-Builder shall maintain the required insurance until the expiration of the period for correction of Work as set forth in Section 11.2.2.1 of the (Paragraphs deleted) Agreement. § 6,2.1.1 Commercial General Liability with policy limits of not less than two million ($ 2,000,000 )for each occurrence and five million ($ 5,000,000.00 ) in the aggregate providing coverage for claims including .1 damages because of bodily injury, sickness or disease, including occupational sickness or disease, and death of any person; .2 personal injury; .3 damages because of injury to or destruction of tangible property, and must contain the subcontractor exception to the "your work" exclusion; .4 bodily injury or property damage arising out of completed operations; and .5 contractual liability applicable to the Design-Builder's obligations under Section 3.1.14 of the Agreement. § B.2.1.2 Automobile Liability covering vehicles owned by the Design-Builder and non-owned vehicles used by the Design-Builder with policy limits of not less than one million ($ 1,000,000 )per claim and one million ($ $1,000,000.00 ) in tha aggregate for bodily injury, death of any person, and property damage arising out of the ownership, maintenance and use of those motor vehicles specified in this Section B.2.1.2, along with any other statutorily required automobile coverage. § B.2.1.3 The Design-Builder may achieve the required limits and coverage for Commercial General Liability and Automobile Liability through a combination of primary and excess liability insurance, provided such primary and excess insurance policies result in the same or greater coverage as those required under Sections B.2.1.1 and B.2.1.2. § 6.2.1.4 Workers' Compensation at statutory limits. § B.2.1.5 Employers' Liability with policy limits as provided below: $100,000 per accident. § 6.2.1.6 Professional Liability covering negligent acts, errors and omissions in the performance of professional services, with policy limits of not less than two million ($ 2,000,000 )per claim and two million ($ 2,000,000 in the aggregate. (Paragraphs deleted) § B.2.1.8 The Design-Builder shall provide written notification to the Owner of the cancellation or expiration of any insurance required by this Article B.2. The Design-Builder shall provide such written notice within five (5) business days of the date the Design-Builder is first aware of the cancellation or expiration, or is first aware that the cancellation or expiration is threatened or otherwise may occur, whichever comes first. § 6.2.1.9 Additional Insured Obligations. The Owner and its consultants and contractors shall be additional insureds on the Design-Builder's primary and excess insurance policies for Commercial General Liability, and Automobile Liability, The additional insured coverage shall be primary and non-contributory to any of the Owner's insurance policies. The additional insured coverage shall apply to both ongoing operations and completed operations. The policy limits applicable to the additional insureds shall be the same amount applicable to the named insured or, if the policy provides otherwise, policy limits not less than the amounts required under this Agreement § 6.2.1.10 Certificates of Insurance. The Design-Builder shall provide certificates of insurance acceptable to the Owner evidencing compliance with the requirements in this Articte B.2: (1) prior to commencement of the Work; (2) upon renewal or replacement of each required policy of insurance; and (3) upon Owner's written request. An additional certificate evidencing continuation of liability coverage, including coverage for completed operations, shall be submitted with the final Application for Payment as required by Section 9.10.2 of the Agreement and thereafter upon renewal or replacement of such coverage until the expiration of the time required by Section B.2.1. Init. ~ AAA Document A147'TM — 2014 Exhibk B. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA`~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the rt~axfmum extant possible under the law. This document was produced 6y AIA software at 11:13:38 on 11/2 312015 under Order No.o239586208_1 which expires on 07114/2016, and Is not For resale. (1902851185; User Notes: PAPR - 002409 The certificates will show the Owner and its consultants and contractors as additional insureds on the Design-Builder's primary and excess insurance policies for Commercial General Liability, and Automobile Liability. Information concerning reduction of coverage on account of revised limits, claims paid under the General Aggregate or both, shall be furnished by the Design-Builder with reasonable promptness. § B.2.2 Pertormance Bond and Payment Bond The Design-Builder sh211 provide surety bonds as follows: (Specify type and penal sum of bonds.) Type A312 Performance Bond and A312 Payment Bond. 'The performance bond, may, but is not required to secure the professional liability of design professionals to the extent such liability is covered by the design professional's professional liability insurance. Penal Sum ($0.00) lOQ% of contract value. § B.2.2.1 Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of obligations arising under the Agreement, the Design-Builder shall promptly furnish a copy of the bonds or shall permit a copy to be made. ARTICLE B.3 OWNER'S INSURANCE § 6.3.1 Owner's Liability Insurance The Owner shall be responsible for purchasing and maintaining the Owner's usual liability insurance. § 6.3.2 Properly Insurance § 6.3.2.1 Unless otherwise provided, at the time of execution of the Design-Build Amendment, the Owner shall purchase and maintain, in a company or companies lawfully authorized to do business in the jurisdiction where the Project is located, property insurance written on South Carolina Insurance Reserve Form PD-23. Unless the parties agree otherwise, upon issuance of a Certificate of Substantial Completion, the Owner shall replace the insurance policy required under this Section B3.2 with another property insurance policy written for the total value of the Project that shall remain in effect until expiration of the period for correction of the Work set forth in Section 11.2.2 of the Agreement. (Paragraph deleted) § 6.3.2.1.2 If the insurance required under Section B.32.1 requires deductibles, the Owner shall pay costs not covered because of such deductibles. (Paragraph deleted) § B.3.2.1.4 Partial occupancy or use in accordance with Section 9.9 of the Agreement shall not commence until the insurance company or companies providing the insurance required under Section B.3.2.1 have consented to such partial occupancy or use by endorsement or otherwise. The Owner and the Design-Builder shall take reasonable steps to obtain consent of the insurance company or companies and shall, without mutual written consent, take no action with respect to partial occupancy or use that would cause cancellation, lapse or reduction of insurance. § B.3.2.2 Boiled and Machinery Insul'ance. The Owner shall purchase and maintain boiler and machinery insurance in the form of S.C. Insurance Reserve Pund ("IRF") PD-01, PD-09, and PD-12. (Paragraphs deleted) § 6.3.2.6 Before an exposure to loss may occur, the Owner shall file with the Design-Builder a copy of each policy that includes insurance coverages required by this Section B3.2. Each policy shall contain all generally applicable conditions, definitions, exclusions and endorsements related to this Project. The Owner shall provide written notification to the Design-Builder of the cancellation or expiration of any insurance required by this Article B.3. The Owner shall provide such written notice within five (5) business days of the date the Owner is first aware of the Inft. ~ ~A Document A141'"' — 2014 Exhibk B. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protected icy U.S. Copyright Law and International Treaties. UnauEhorized re~~roduction or dfstrihution of this AIA° Document, or any portion of it, may result in severo clv(1 and criminal penalties, and wlll be prosecuted to the maximum extent possible uttder the law. This document was produced by AIA software at 11:13:36 on 11/23/2015 under Order No.0239586208_1 which expires on 07!14/2016, and is not for resale. (1902851185) User Notes: PAPR - 002410 cancellation or expiration, or is first aware that the cancellation or expiration is threatened or otherwise may occur, whichever comes first. (Paragraph deleted) § B.3.2,8 A toss insured under the Owner's property insurance shall be adjusted by the Owner as fiduciary and made payable to the Owner as fiduciary for the insureds, as their interests may appear, subject to requirements of any applicable mortgagee clause and of Section B.3.2.10. The Design-Builder shall pay the Architect, Consultants and Contractors their just shares of insurance proceeds received by the Design-Builder, and by appropriate agreements, written where legally required for validity, the Design-Builder shall require the Architect, Consultants and Contractors to make payments to their consultants and subcontractors in similar manner. § 8.3.2.9 If required in writing by a party in interest, the Owner as fiduciary shall, upon occurrence of an insured loss, give bond for proper performance of the Owner's duties. The cost of required bonds shall be charged against proceeds received as fiduciary. The Owner shall deposit in a separate account proceeds so received, which the Owner shall distribute in accordance with such agreement as the parties in interest may reach, or as determined in accordance with the method of binding dispute resolution selected in the Agreement between the Owner and Design-Builder. If after such loss no other special agreement is made and unless the Owner terminates the Contract for convenience, replacement of damaged property shall be performed by the Design,-Builder after notification of a Change in the Work in accordance with Article 6 of the Agreement. § B.3.2.10 The Owner as fiduciary shall have power to adjust and settle a loss with insurers unless one of the parties in interest shall object in writing within five days after occurrence of a loss to the Owner's exercise of this power. If an objection is made, the dispute shall be resolved in the manner selected by the Owner and Design-Builder as the method of binding dispute resolution in the Agreement. (Paragraphs deleted) Init, ~ AIA Document A741TM' — 2014 Exhibit B. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`' pocumenf is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction ordistrihution of this AIAiO Document, or any portion of f4, may resu{t in severe civil and criminal penalties, and will be prosecuted to Ehe maxirnum exEent possible under the law. This document was produced by AIA software at 11:13:38 on 11/23/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. User Notes: (1902851185) PAPR - 002411 Additions and Deletions Report for AIA~ Document A 14?'"' — 2014 Exhibit B This Addftions and Deletions Report, as defined on page 1 of the associated document, reproduces below ail text the author has added to the standard form AIA document in order to complete it, as well as any text the author may have added to or deleted from the original AIA text. Added text is shown underlined. Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document. This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 11:13:38 on 11/23/2015. PAGE1 New Socastee Middle School per Owner's Request for Proposals No. 1415-91 and Design-Builder's Proposal in response to the solicitation. Horny County Schools, South Carolina, a political subdivision of the State of South Carolina. 335 Four Mile Rd: Conway, SC 29528 FIRSTFLOOR ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225 Raleigh, NC 27601 This Insurance Exhibit is part of the accompanying agreement for the Project, between the Owner and the Design-Builder (hereinafter, the Agreement), dated the twenty-third day of November in the year two thousand fifteen 2015) . The Owner and Design-Builder shall purchase and maintain insurance and provide bonds as set forth in this Exhibit B. Where a provision in this Exhibit conflicts with a provision in the Agreement into which this Exhibit is incorporated, the provision in this Exhibit will prevail. During the course of the Project, the Owner and Desien-Builder may substitute mutually-acceptable alternative insurance arrangements for those specified in ~ B.2,1 and/or B.3.2.. PAGE 2 § B.2.1 The Design-Builder shall purchase and maintain the following types and limits of insurance from a company or companies lawfully authorized to do business in the jurisdiction where the Project is located. The Design-Builder shall maintain the required insurance until the expiration of the period for correction of V✓ork as set forth in .....+,.a w..,,. a:~ --* a., ..,: M-~ ~,~ Section 11.2.2.1 of the "~-- Agreement § B.2.1.1 Commercial General Liability with policy limits of not less than two million ($ 2,000,000 )for each occurrence and five million ($ 5,000,000.00 ) in the aggregate providing coverage for claims including Additions and Deletions Report for AIA Document A147 T" — 2014 Exhibit B. Copyright O 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AtA~' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of Yhis AIA~' Document, or any portion of it, may result In severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 17:13:36 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1902851185) User Notes: PAPR - 002412 damages because of injury to or destruction of tangible ~;property, and must contain the subcontractor exception to the "vour work" exclusion; § B.2.1.2 Automobile Liability covering vehicles owned by the Design-Builder and non-owned vehicles used by the Design-Builder with policy limits of not less than one million ($ 1,000,000 )per claim and one million ($ $1,000,000,00 ) in the aggregate for bodily injury, death of any person, and property damage arising out of the ownership, maintenance and use of those motor vehicles specified in this Section B.2.1.2, along with any other statutorily required automobile coverage. $100,000 per accident. § 6.2.1.6 Professional Liability covering negligent acts, errors and omissions in the performance of professional services, with policy limits of not less than two million ($ 2,000,000 )per claim and two million ($ 2.000,000 in the aggregate. § 8.2.1.9 Additional Insured Obligations. The Owner and its consultants and contractors shall be additional insureds on the Design-Builder's primary and excess insurance policies for Commercial General Liability, ~e and Automobile Liability. The additional insured coverage shall be primary and non-contributory to any of the Owner's insurance policies. The additional insured coverage shall apply to both ongoing operations and completed operations. The policy limits applicable to the additional insureds shall be the same amount applicable to the named insured or, if the policy provides otherwise, policy limits not less than the amounts required under this Agreement § B.2.1.10 Certificates of Insurance. The Design-Builder shalt provide certificates of insurance acceptable to the Owner evidencing compliance with the requirements in this Article B.2: (I) prior to commencement of the Work; (2) upon renewal or replacement of each required policy of insurance; and (3) upon Owner's written request. An additional certificate evidencing continuation of liability coverage, including coverage for completed operations, shall be submitted with the final Application for Payment as required by Section 9.10.2 of the Agreement and thereafter upon renewal or replacement of such wverage until the expiration of the time required by Section B.2.1. The certificates will show the Owner and its consultants and contractors as additional insureds on the , Design-Builder's primary and excess insurance policies for Commercial General Liability, ~ierrand Automobile LiabiliTy. Information concerning reduction of coverage on account of revised limits, claims paid under the General Aggregate or both, shall be furnished by the Design-Builder with reasonable promptness. PAGE3 A312 Performance Bond and A312 Payment Bond. The performance bond, may, but is not required to secure the professional liabifity of desitm urofessionals to the extent such liability is covered by the designprofessional's 100% of contract value. Additlons and Deletlons Report for AIA Document A147 T"' — 2014 Exhib(t B. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~ Document is protected by U,S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under Ehe law. This document was produced by AIA software at 11:13:38 on 11/23/2015 under Order No.0239566208_1 which e~ires on 0711412016, and is not for resale. (1902851185) User Notes: PAPR - 002413 professional liability insurance. § B.3.2.1 Unless otherwise provided, at the time of execution of the Design-Build Amendment, the Owner shall purchase and maintain, in a company or companies lawfully authorized to do business in the jurisdiction where the ...io,.+..,,r,,... c..,., ;., +we ., ,..+. Project is located, property insurance written on ~ ~-••~rae..~...:..,. ~~..,i ..:~i_~~ ,. ,...a....,.e ..,:+~. ~,,..«:,.., n Q ,.~.we n ,,,.00.,.o.,+ South Carolina Insurance Reserve Form PD-23. r,,.....,..~:....: Unless the parties agree otherwise, upon issuance of a Certificate of Substantial Completion, the Owner shall replace the insurance policy required under this Section B.3.2 with another property insurance policy written for the total value of the Project that shall remain in effect until expiration of the period for correction of the Work set forth in Section 11.2.2 of the Agreement. a Q~~~~-n.v: > > oa t,. s § B.3.2.2 Boiler and Machinery Insurance. The Owner shall purchase and maintain boiler and machinery -i~ts~a~e; .. .. , .insurance in the form of S.C. Insurance Reserve Fund ("IRF" PD-01, PD-09, and PD-12. - ~ - - - - ~ Y. _ 1. 1 ~- - ~'" • _ ' • - - \~ 1 - - - ~ 1 1' Additions and Deletions Report for AIA Document A747T"' — 2014 Exhibit B. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA°'' Document, or any portion of if, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible undor the law. This document was produced by AIA software at 11:13:38 on 11/23/2015 under Order No.0239586208_1 which expires on 07/1412016, and is not For resale. (1902851185) User Notes: PAPR - 002414 :a_~z - ~ - - • • ~ _ ' r.. - -- e ~- ~. Y PAGE 4 § 6.3.2.10 The Owner as fiduciary shall have power to adjust and settle a loss with insurers unless one of the parties in interest shall object in writing within five days after occurrence of a loss to the Owner's exercise of this power. If an objection is made, the dispute shall be resolved in the manner selected by the Owner and Design-Builder as the method of binding dispute resolution in the Agreement. rc«we n..m„_ ...,a T,....:,._. D..:,a,._ w,...,. ,.,.i,.,,~,.,, ...,.:~.,,.:,..... ,~ Additions and Deletions Report for AIA Document A141'*' — 2014 Exhibit B. Copyright OO 2004 and 2014 by The American Institute of Architects. Ali rights reserved. WARNING: This AIA` Document is protected by U.S. Copyright Law and International Treaties. Unautliorizecl reproduction or distrihution of this AIA`' Document, or any portion of it, may resu~f In severe civil and criminal penalties, and will be prosecuted to the maximum extent Nossible under the law. This document was produced by AIA soHware at 11:13:38 on 1'1/23120'15 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1902851185) User Notes: PAPR - 002415 0n '~' ~~ TM \~~'~~'~ ~~ ~ e~-~~ ■ ■ Document A141 — 2014 Exhibit B Insurance and Bonds for the following PROJECT: (Name and location or address) New St. James Intermediate School (per Owner's Request for Proposals No. 1415-91 and Design-Builder's Proposal in response to the solicitation.) THE OWNER: (Name, legal status and address) Horny County Schools, South Carolina, a political subdivision of the State of South Carolina. 335 Rour Mile Rd. Conway, SC 29528 THE DESIGN-BUILDER: (Name, Legal status and address) FIItSTFLOOR ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225 Raleigh, NC 27601 ADDITIONS AND DELETIONS: The author of this document has added information needed for its completion. The author may also have revised the text of the original AIA standard form. An Additions and Deletions Report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed. A vertical line in the left margin of this document indicates where the author has added necessary information and where the author has added to or deleted from the original AIA text. This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. THE AGREEMENT This Insurance Exhibit is part of the accompanying agreement for the Project, between the Owner and the Design-Builder (hereinafter, the Agreement), dated the twenty-third day of November in the year two thousand fifteen (2015) . (In words, indicate day, month and year.) TABLE OF ARTICLES 6.1 GENERAL B.2 DESIGN BUILDER'S INSURANCE AND BONDS B.3 OWNER'S INSURANCE B.4 SPECIAL TERMS AND CONDITIONS ARTICLE B.1 GENERAL T'he Owner and Design-Builder shall purchase and maintain insurance and provide bonds as set forth in this Exhibit B. Where a provision in this Exhibit conflicts with a provision in the Agreement into which this Exhibit is incorporated, the provision in this Exhibit will prevail. During the course of the Project, the Owner and Design-Builder may substitute mutually-acceptable alternative insurance arrangements for those specified in § B.2.1 and/or B,3.2.. ARTICLE B.2 Init. ~ DESIGN BUILDER'S INSURANCE AND BONDS AIA Document A141T'" — 2014 Exhibit B. Copyrights 2004 and 2014 by The American Institute of Architects, All rights reserved. WARNING: This ALA° Document is protected by U.S, Copyright Law and International Treaties. Unauthorized reproduction or distrihution of this AIA~' Document, or any portion of it, may result in severe civil and criminal penalties, and will he prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:13:18 on 11/23/2015 under Order No.0239586208_1 which expires on 0711412016, and is not for resale. (1228161900) User Notes: PAPR - 002416 ~ § 6.2.1 The Design-Builder shall purchase and maintain the following types and limits of insurance from a company or companies lawfully authorized to do business in the jurisdiction where the Project is located. The Design-Builder shall maintain the required insurance until the expiration of the period for correction of Work as set forth in Section 112.2.1 of the (Paragraphs deleted) Agreement. § 6.2.1.1 Commercial General Liability with policy limits of not less than two million ($ 2,000,000 )for each occurrence and five million ($ 5,000,000.00 ) in the aggregate providing coverage for claims including .1 damages because of bodily injury, sickness or disease, including occupational sickness or disease, and death of any person; .2 personal injury; damages because of injury to or destruction of tangible property, and must contain the subcontractor .3 exception to the "your work" exclusion; bodily injury or property damage arising out of completed operations; and .4 .5 contractual liability applicable to the Design-Builder's obligations under Section 3.1.14 of the Agreement. § B.2.1.2 Automobile Liability covering vehicles owned by the Design-Builder and non-owned vehicles used by the Design-Builder with policy limits of not less than one million ($ 1,000,000 )per claim and one million ($ $1,000,000.00 ) in the aggregate for bodily injury, death of any person, and property damage arising out of the ownership, maintenance and use of those motor vehicles specified in this Section B.2.1.2, along with any other statutorily required automobile coverage. § B.2.1.3 The Design-Builder may achieve the required limits and coverage for Commercial General Liability and Automobile Liability through a combination of primary and excess liability insurance, provided such primary and excess insurance policies result in the same or greater coverage as those required under Sections B.2.1.1 and B.2.1.2. § 6.2.1.4 Workers' Compensation at statutory limits. § 6.2.1.5 Employers' Liability with policy limits as provided below: $100,000 per accident § B.2.1.6 Professional Liability covering negligent acts, errors and omissions in the performance of professional services, with policy limits of not less than two million ($ 2,000,000 )per claim and two million ($ 2,000,000 in the aggregate. (Paragraphs deleted) § 6.2.1.8 The Design-Builder shall provide written notification to the Owner of the cancellation or expiration of any insurance required by this Article.B.2. The Design-Builder shall provide such written notice within five (5) business days of the date the Design-Builder is first aware of the cancellation or expiration, or is first aware that the cancellation or expiration is threatened or otherwise may occur, whichever comes first. § B.2.1.9 Additional, Insured Obligations. The Owner and its consultants and contractors shall be additional insureds on the Design-Builder's primary and excess insurance policies for Commercial General Liability, and Automobile Liability. The additional insured coverage shall be primary and non-contributory to any of the Owner's insurance policies. The additional insured coverage shall apply to both ongoing operations and completed operations. The policy limits applicable to the additional insureds shall be the same amount applicable to the named insured or, if the policy provides otherwise, policy limits not less than the amounts required under this Agreement. § 6.2.1.10 Certificates of Insurance. T'he Design-Builder shall provide certificates of insurance acceptable to the Owner evidencing compliance with the requirements in this Article B.2: (1) prior to commencement of the Work; (2) upon renewal or replacement of each required policy of insurance; and (3) upon Owner's written request. An additional certificate evidencing continuation of liability coverage, including coverage for completed operations, shall be submitted with the final Application for Payment as required by Section 9.10.2 of the Agreement and thereafter upon renewal or replacement of such coverage until the expiration of the time required by Section B.2.1. Init ~ '°`~A Document A141T"" — 2014 Exhibit B. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AlA" Document is protected by U.S. Copyriyht Law and International Treaties. Unauthorized reproduction or distribution of this AIA'' Document, or any portion of it, may result in severe clvfl and criminal penalties, and will be ~~rosecuted to the maximum exEent possible under the law. This document was produced by AIA software at 17:13:18 on 11/2312015 under Order No.0239586208_1 which expires on 07114/2016, and is not for resale. (1228161900) User Notes: PAPR - 002417 The certificates will show the Owner and its consultants and contractors as additional insureds on the Design-Builder's primary and excess insurance policies for Commercial General Liability, and Automobile Liability. Information concerning reduction of coverage on account of revised limits, claims paid under the General Aggregate or both, shall be furnished by the Design-Builder with reasonable promptness. § B.2.2 Performance Bond and Payment Bond The Design-Builder shall provide surety bonds as follows: (Specify type and penal sum of bonds.) Type A312 Performance Bond and A312 Payment Bond. The performance bond, may, but is not required to secure the professional liability of design professionals to the extent such liability is covered by the design professional's professional liability insurance. Penal Sum ($0.00} 100% of contract value. § B.2.2.1 Upon the request of any person or entity appearing to be a potential beneficiazy of bonds covering payment of obligations arising under the Agreement, the Design-Builder shall promptly furnish a copy of the bonds or shall permit a copy to be made. ARTICLE B.3 OWNER'S INSURANCE § B.3.1 Owner's Liability Insurance The Owner shall be responsible for purchasing and maintaining the Owner's usual Liability insurance. § B.3.2 Property Insurance § 6.3.2.1 Unless otherwise provided, at the time of execution of the Design-Build Amendment, the Ovmer shall purchase and maintain, in a company or companies lawfully authorized to do business in the jurisdiction where the Project is located, property insurance written on South Carolina Insurance Reserve Form PD-23. Unless the parties agree otherwise, upon issuance of a Certificate of Substantial Completion, the Owner shall replace the insurance policy required under this Section B.3.2 with another property insurance policy written for the total value of the Project that shall remain in effect until expiration of the period for correction of the Work set forth in Section 11.2.2 of the Agreement. (Paragraph deleted) § 6.3.2.1.2 If the insurance required under Section B3.2.1 requires deductibles, the Owner shall pay costs not covered because of such deductibles. (Paragraph deleted) § 6.3.2.1.4 Partial occupancy or use in accordance with Section 9.9 of the Agreement shall not commence until the insurance company or companies providing the insurance required under Section B.3.2.1 have consented to such partial occupancy or use by endorsement or otherwise. The Owner and the Design-Builder shall take reasonable steps to obtain consent of the insurance company or companies and shall, without mutual written consent, take no action with respect to partial occupancy or use that would cause cancellation, lapse or reduction of insurance. § 6.3.2.2 Boiler and Machinery Insurance.'The Ovmer shall purchase and maintain boiler and machinery insurance in the form of S.C. Insurance Reserve Fund ("IRF") PD-01, PD-09, and PD-12. (Paragraphs deleted) § 8.3.2.6 Before an exposure to loss may occur, the Owner shall file with the Design-Builder a copy of each policy that includes insurance coverages required by this Section B.3.2. Each policy shall contain ali generally applicable conditions, definitions, exclusions and endorsements related to this Project. 'The Owner shall provide written notification to the Design-Builder of the cancellation or expiration of any insurance required by this Article B3. The Owner shall provide such written notice within five (5) business days of the date the Owner is first aware of the Init. ~ AIA Document A141T"' — 2014 Exhibit B. Copyright ~ 2004 and 2014 by The American Institute of Architects. Ail rights reserved. WARNING: This AIA"' pocument is protectec! 4y U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA'~ Document, or any portion of it, may result in severe c(vil and criminal penalEies, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:13:18 on 11/23/2015 under Order No.0239586208_1 which expires on 07!1412016, and is not for resale. (1228161900) User Notes: PAPR - 002418 cancellation or expiration, or is first aware that the cancellation or expiration is threatened or otherwise may occur, whichever comes first. (Paragraph deleted) § B.3.2.8 A loss insured under the Owner's property insurance shall be adjusted by the Owner as fiduciary and made payable to the Owner as fiduciary for the insureds, as their interests may appear, subject to requirements of any applicable mortgagee clause and of Section B.3.2.10. The Design-Builder shall pay the Architect, Consultants and Contractors their just shares of insurance proceeds received by the Design-Builder, and by appropriate agreements, written where legally required for validity, the Design-Builder shall require the Architect, Consultants and Contractors to make payments to their consultants and subcontractors in similar manner. § B.3.2.9 If required in writing by a party in interest, the Owner as fiduciary shall, upon occurrence of an insured loss, give Uond for proper performance of the Owner's duties. The cost of required bonds shall be charged against proceeds received as fiduciary. The Owner shall deposit in a separate account proceeds so received, which the Owner shall distribute in accordance with such agreement as the parties in interest may reach, or as determined in accordance with the method of binding dispute resolution selected in the Agreement between the Owner and Design-Builder. If after such loss no other special agreement is made and unless the Owner terminates the Contract for convenience, replacement of damaged property shall be performed by the Design-Builder after notification of a Change in the Work in accordance with Article 6 of the Agreement. § 6.3.2.10 The Owner as fiduciary shalt have power to adjust and settle a loss with insurers unless one of the parties in interest shall object in writing within five days after occurrence of a loss to the Owner's'exercise of this power. If an objection is made, the dispute shall be resolved in the manner selected by the Owner and Design-Builder as the method of binding dispute resolution in the Ageement. (Parag~•aphs deleted) Init. ~ AIA Document A141TM — 2014 Exhfbft B. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' ~ocumenf is protected ~y U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~ Document, or any portion of fE, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:13:18 on 11/23/2015 under Order No.0239586206_1 which expires on 07/14!2016, and is not for resale. (1228161900) User Notes: PAPR - 002419 Additions and Deletions Report for AIA~ Document A 141T"' - 2014 Exhibit B This Additions and Deletions Report, as defined on page 1 of the associated document, reproduces below all text the author has added to the standard form AIA document in order to complete it, as well as any text the author may have added to or deleted from the original AIA text. Added text is shown underlined. Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document. This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 11:13:18 on 11!2312015. PAGE 1 New St. James Intermediate School (per Owner's Request for Proposals No. 1415-91 and Desist►-Builder's Proposal in response to the solicitation.) 'Horny County Schools, South Carolina,.a aolitical subdivision of the State of South'Carolina. 33S Four Mile Rd. Conway. SC 29528, FIRSTFLOOR ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225 Raleigh, NC 27601 This Insurance Exhibit is part of the accompanying agreement for the Project, between the Owner and the Design-Builder (hereinafter, the Agreement), dated the twen , -third day of November in the year two thousand fifteen (20152. The Owner and Design-Builder shall purchase and maintain insurance and provide bonds as set forth in this Exhibit B. Where a provision in this Exhibit conflicts with a provision in the Agreement into which this Exhibit is incorporated, the provision in this Exhibit will prevail. During the course of the Project, the Owner and Design-Builder may substitute mutually-acceptable alternative insurance arrangements for those specified in S B.2.1 and/or B.3.2.. PAGE 2 § B:2.1 The Design-Builder shall purchase and maintain the following types and limits of insurance from a company or companies lawfully authorized to do business in the jurisdiction where the Project is located. TheDesign-Builder shall maintain the required insurance until the expiration of the period for correction of Work as set forth in .,`.7,... µ~:..... ..... ..tyre.i ..F «le _ l.et~,s,~ ;,...~... _ ,7:1F. _.. Section 11.2.2.1 of the ~n,.g ~~::_..., Agreement. § 6.2.1.1 Commercial General Liability with policy limits of not less than two million ($ 2,000,000 )for each occurrence and five million ($ 5,000,000.00 ) in the aggregate providing coverage for claims including Additions and Deletions Report for AIA Document A141'"' —2014 Exhibit B. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Document is protected 6y U.S. CopyricPub Law and International Treaties. Unauthorized reproduction or distribution of this AIA~" Document, or any portion of it, may result in severe civil and criminal penalties, anti will be prosecuted to the max[mum extent possible under the law. This document was produced by AIA software at 11:13:18 on 11/23/2015 under Order Na.0239586208_1 which e~ires on 07/14/2016, and is not for resale. User Notes: lX226161900) PAPR - 002420 damages because of injury to or destruction of tangible subcontractor exception to the "your work" exclusion; eeEy—property, and must contain the § 6.2.1.2 Automobile Liability covering vehicles owned by the Design-Builder and non-owned vehicles used by the Design-Builder with policy limits of not less than one million ($ 1,000,000 )per claim and one million ($ $1,000,000.00 ) in the aggregate for bodily injury, death of any person, and property damage arising out of the ownership, maintenance and use of those motor vehicles specified in this Section B.2.1.2, along with any other statutorily required automobile coverage. $100,000 per accident. § 6.2.1.6 Professional Liability covering negligent acts, errors and omissions in the performance of professional services, with policy limits of not less than two million ($ 2.000,000 )per claim and two million ($ 2,000,000 in the aggregate. sl~~n and—~~—Tim ~~e agg~eg~~e. ~~P,.,. , . ~—z~ . . > }~t~e aggregate. § B.2.1.9 Additional Insured Obligations. The Owner and its consultants and contractors shall be additional insureds on the Design-Builder's primary and excess insurance policies for Commercial General Liability, ~~e and Automobile Liability. 'The additional insured coverage shall be primary and non-contributory to any of the Owner's insurance policies. The additional insured coverage. shall. apply to both ongoing operations and completed operations. The policy limits applicable to the additional insureds shall be the same amount applicable to the named insured or, if the policy provides otherwise, policy limits not less than the amounts required under this Agreement. § B.2.1,10 Cefificafes of Insurance. The Design-Builder shall provide certificates of insurance acceptable to the Owner evidencing compliance with the requirements in this Article B.2: (1) prior to commencement of the Work; . (2) upon renewal or replacement of each required policy of insurance; and (3) upon Owner's written request. An additional certificate evidencing continuation of liability coverage, including coverage for completed operations, shall be submitted with the final Application for Payment as required by Section 9.10.2 of the Agreement and thereafter upon renewal or replacement of such coverage until the expiration of the time required by Section B.2.1. The certificates will show the Owner and its consultants and contractors as additional insureds on the , Design-Builder's primary and excess insurance policies for Commercial General LiabiliTy, ~~ex-and Automobile Liability. Information concerning reduction of coverage on account of revised limits, claims paid under the General Aggregate or both, shall be furnished by the Design-Builder with reasonable promptness. PAGE3 A312 Performance Bond and A312 Payment Bond. The performance bond, may, but is not required to secure the professional liability of design professionals to the extent such liability is covered by the design professional's 100% of contract value. Additions and Deletions Report for AIA Document A141T~" — 2014 Exhibit B. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~` Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of tills A[A~' ~ocumenf, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the rnaxfmum extent possible under the law. This documentwas produced by AIA software at 11:13:18 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/14!2016, and is not for resale. (1228161900) User Notes: PAPR - 002421 professional liability insurance. § B.3.2.1 Unless otherwise provided, at the Time of execution of the Design-Build Amendment, the Owner shall purchase and maintain, in a company or companies lawfizlly authorized to do business in the jurisdiction where the .,,ro..,. „„~;,... c_,~ :...,,,, „ „~ Project is located, property insurance written on ~'~~~~'a~~'~ -:~'_ ~~.,,~ ,.:,.i.~~ ,. Y" ~ t. C:~.:,~'~':~„ : ~-a~~~~ ...:*'~ c~~':~~ n ° ~°*"~ "~-~~--~~~* South Carolina Insurance Reserve Form PD-23. Unless the parties agree otherwise, upon issuance of a Certificate of Substantial Completion, the Owner shall replace the insurance policy required under this Section B.3.2 with another property insurance policy written for the total value of the Project that sha11 remain in effect until expiration of the period for correction of the Work set forth in Section 11.2.2 of the Agreement. § B.3.2,2 Boiler and Machinery Insurance. T'he Owner shall purchase and maintain boiler and machinery ~etu~-tee; . . .. , .insurance in the form of S.C. Insurance Reserve Fund "IRF") PD-01, PD-09, and PD-12. ._ ._ ~ Y. ~ • t - \ ~ Additions and Deletions Report for AIA Document A747 T'" — 2014 Exhibit B. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~ Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distridution of this AIA`~' Documont, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possihle under the law. This document was produced by AIA software at 11:73:18 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and Is not for resale. ~ User Notes: (1226161900) PAPR - 002422 fie-tie-~g~e~e~: PAGE 4 § B.3.2.10 The Owner as fiduciary shall have power to adjust and settle a loss with insurers unless one of the parties in interest shall object in writing within five days after occurrence of a loss to the Owner's exercise of this power. If an objection is made, the dispute shall be resolved in the manner selected by the Owner and Design-Builder as the method of binding dispute resolution in the Agreement. T~F"~ n..~.,,.. ,..,a ,,,,..:,.., b..;ia,,.. ~....., ..oio,.+~a ,...w:F,...,:,,., ., ,' Additions and Deletions Repoli for AIA Document A141T"^ — 2014 ExhibiE B. Copyright D 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`'' Document is protected by U.S. Copyright Law and Jnternational Treaties. Unauthorized reproduction or distribution of this AIA~' Document, or any portion o6 it, may result in severe civil and criminal penalties, and will be prosecuted fo the mlximum enfant possiblo under the law. This document was produced by AIA software at 11:13:16 on 11/23/2015 under Order No.0239566208_'I which e~ires on 07/14/2016, and is not for resale. (1228161900) User Notes: PAPR - 002423 ~ p~ 0 ~ai~f~~ Document A~41 - 2014 Exhibit B ~9'~~ TM Insurance and Bonds for the following PROJECT: (Name and location o~• address) ADDITIONS AND DELETIONS: New Myrtle Beach Middle School (per Owner's Request for Proposals No. 1415-91 and Design-Builder's Proposal in response to the solicitation.) THE OWNER: (Name, legal slatzts and address) _ _ _ _. _ The author of this document has added information needed for its completion. The author may also have revised the text of the original AIA standard form. An Additions and Deletions Report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed. A vertical line in the left Horry County Schools, South Carolina, a political subdivisiol~ of the State of South margin of this document indicates Carolina. 335 Four Mile Rd. Conway, SC 29528 where the author has added necessary information and where the author has added to or deleted from the origina(AIA text. THE DESIGN-BUILDER: (Nance, legal status and address) FIRSTFLOOR ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225 Raleigh, NC 27601 This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. THE AGREEMENT This Insurance Exhibit is part of the accompanying agreement for the Project, between the Owner and the Design-Builder (hereinafter, the Agreement), dated the twenty-third day of November in the year two thousand fifteen (2015) , (In words, indicate day, nsonth and year.) TABLE OF ARTICLES B.1 GENERAL B.Z DESIGN BUILDER'S INSURANCE AND BONDS B,3 OWNER'S INSURANCE B.4 SPECIAL TERMS AND CONDITIONS ARTICLE B.1 GENERAL The Owner and Design-Builder shall purchase and maintain insurance and provide bonds as set forth in this Exhibit B. Where a provision in this Exhibit conflicts with a provision in the Agreement into which this Exhibit is incorporated, the provision in this E~chibit will prevail. During the course of the Project, the Owner and Design-Builder may substitute mutually-acceptable alternative insurance arrangements for those specified in § B.2.1 and/or B.3.2.. ARTICLE B.2 Init ~ DESfGN BUILDER'S INSURANCE AND BONDS AIA Document A141TM' — 2014 Exhibit B. Copyright OO 2004 and 2014 by The American Institute of Architects, All rights reserved. WARNING: This AIA'~ Document is pro4ected by U.S. Copyright Law and International Treaties. Unauthorized reproducEion or distrihution of this AIA' Document, or any poitlon of it, may result in severe civil and criminal penalties, and will be prosecuted to the inaxiinum extent possible under the law. This document was produced by AIA software at 11:13:01 on 11/23/2015 under Order No.0239586208_1 which expires on 07/14!2016, and is not for resale. (729313891) User Notes: PAPR - 002424 ,~ § B.2,1 The Design-Builder shall purchase and maintain the following types and limits of insurance from a company or companies lawfully authorized to do business in the jurisdiction where the Project is located. The Design-Builder shal} maintain the required insurance until the expiration of the period for correction of Work as set forth in Section 11.2.2.1 of the (Paragraphs deleted) Agreement. § B.2.1.1 Commercial General Liability with policy limits of not less than two million ($ 2,000,000 )for each occurrence and five million ($ 5,000,000.00 ) in the aggegate providing coverage for claims including .1 damages because of bodily injury, sickness or disease, including occupational sickness or disease, and death of any person; .2 personal injury; .3 damages because of injury to or destruction of tangible property, and must contain the subcontractor exception to the "your work" exclusion; .4 bodily injury or property damage arising out of completed operations; and contractual liability applicable to the Design-Builder's obligations under Section 3.1.14 of the .5 Agreement, § B.2.1.2 Automobile Liability covering vehicles owned by the Design-Builder and non-owned vehicles used by the Design-Builder with policy limits of not less than one million ($ 1,000,000 )per claim and one million ($ $1,000,000.00 ) in the aggregate for bodily injury, death of any person, and property damage arising out of the ownership, maintenance and use of those motor vehicles specified in this Section B.2.1.2, along with any other statutorily required automobile coverage. § 6.2.1.3 The Design-Builder may achieve the required limits and coverage for Commercial General Liability and Automobile Liability through a combination of primary and excess liability insurance, provided such primary and excess insurance policies result in the same or greater coverage as those required under Sections B.2.1.1 and B.2.1.2. § 6.2.1.4 Workers' Compensation at statutory limits. § B.2.1,5 Employers' Liability with policy limits as provided below: $100,000 per accident. § B.2.1.6 Professional Liability covering negligent acts, errors and omissions in the performance of professional services, with policy limits of not less than two million ($ 2,000,000 )per claim and two million ($ 2,000,000 in the aggregate. (Pmagraphs deleted) § B.2.1.8 The Design-Builder shall provide written notification to the Owner of the cancellation or expiration of any insurance required by this Article B.2. 'The Design-Builder shall provide such written notice within five (5)' business days of the date the Design-Builder is first aware of the cancellation or expiration, or is first aware that the cancellation or expiration is threatened or otherwise may occur, whichever comes first. § 6.2.1.9 Additional Insured Obligations. The Ownec and its consultants and contractors shall be additional insureds on the Design-Builder's primary and excess insurance policies for Commercial General Liability, and Automobile Liability. The additional insured coverage shall be primary and non-contributory to any of the Owner's insurance policies. The additional insured coverage shall apply to both ongoing operations and completed operations. The policy limits applicable to the additional insureds shall be the same amount applicable to the named insured or, if the policy provides otherwise, policy limits not less than the amounts required under this Ageement. § B.2.1.10 Certificates of Insurance, The Design-Builder shall provide certificates of insurance acceptable to the Owner evidencing compliance with the requirements in this Article 8.2: (1) prior to commencement of the Work; (2) upon renewal or replacement of each required policy of insurance; and (3) upon Owner's written request. An additional certificate evidencing continuation of liability coverage, including coverage for completed operations, shall be submitted with the final Application for Payment as required by Section 9.10.2 of the Agreement and thereafter upon renewal or replacement of such coverage until the expiration of the time required by Section B.2.1. In ik ~ AAA Document A141 TM' — 2014 Exhibit 8. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Document is ~~rotected by U.S. Copyright law and International Treaties, Unauthorized reproduction or distrihution ofthis AIA`'a Qocument, or any portion of fE, may result to severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law, This document was produced by AIA software at 11:13:01 on 11/2 312015 under Order No.D239566208_1 which expires on 07/1412016, and (s not for resale. (729313891) User Notes: PAPR - 002425 The certificates will show the Owner'and its consultants and contractors as additional insureds on the Design-Builder's primary and excess insurance policies for Commercial General Liability, and Automobile Liability. Information concerning reduction of coverage on account of revised limits, claims paid under the General Aggregate or both, shall be furnished by the Design-Builder with reasonable promptness. § 6.2.2 Performance Bond and Payment Bond The Design-Builder shall provide sureTy bonds as follows: (Specify type and penal sum of bonds.) Type A312 Performance Bond and A312 Payment Bond. The performance bond, may, but is not required to secure the professional liability of design professionals to the extent such liability is covered by the design professional's professional liability insurance. Penal Sum ($0.00) 100% of contract value. § 8.2.2.7 Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of obligations arising under the Agreement, the Design-Builder shall promptly furnish a copy of the bonds or shall permit a copy to be made. ARTICLE B.3 OWNER'S INSURANCE § 6.3.7 Owner's Liability Insurance The Owner shall be responsible for purchasing and maintaining the Owner's usual liability insurance. § B.3.2 Property Insurance § 6.3.2.1 Unless otherwise provided, at the time of execution of the Design-Build Amendment, the Owner shall purchase and maintain, in a company or companies lawfully authorized to do business in the jurisdiction where the Project is located, property insurance written on South Carolina Insurance Reserve Form PD-23. Unless the parties agree othe~~wise, upon issuance of a Certificate of Substantial Completion, the Owner shall replace the insurance policy required under this Section B.3.2 with another property insurance policy written for the total value of the Project that shall remain in effect until expiration of the period for correction of the Work set forth in Section 11.2.2 of the Agreement. (Paragraph deleted) § 6.3.2.1.2 If the insurance required under Section B3.2.1 requires deductibles, the Owner shall pay costs not covered because of such deductibles. (Paragraph deleted) § 6,3.2,1.4 Partial occupancy or use in accordance with Section 9.9 of the Agreement shall not commence until the insurar►ce company or companies providing the insurance required under Section B.3.2.1 have consented to such partial occupancy or use by endorsement or otherwise. The Owner and the Design-Builder shall take reasonable steps to obtain consent of the insurance company or companies and shall, without mutual written consent, take no action with respect to partial occupancy or use that would cause cancellation, lapse or reduction of insurance. § B.3.2.2 Boiler and Machinery Insurance. The Owner shall purchase and maintain boiler and machinery insurance in the form of S.C. Insurance Reserve Fund ("IRF") PD-01, PD-09, and PD-12. (Paragraphs deleted) § 8.3.2.6 Before an exposure to loss may occur, the Owner shall file with the Design-Builder a copy of each policy that includes insurance coverages required by this Section B.3.2. Bach policy shall contain all generally applicable conditions, definitions, exclusions and endorsements related to this Project. The Owner shall provide written notification to the Design-Builder of the cancellation or expiration of any insurance required by this Article B3. The Owner shall provide such written notice within five (5) business days of the date the Owner is first aware of the ~~~' ~ AIA Document A141 TM' — 2014 Exhibit 8. Copyright m 2004 and 2014 by The American Institute of Architects. Ail rights reserved. WARNING: This AIA"~ Document is protected 6y U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIAQ Document, or any portion of It, may result (n severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:13:01 on 11/23/2015 under Order No.0239586208_1 which expires on 07/1412016, and is not for resale. (729313891) User Notes: PAPR - 002426 cancellation or expiration, or is first aware that the cancellation or expiration is threatened or otherwise may occur, whichever comes first (Paragraph deleted) § B.3.2.8 A loss insured under the Owner's property insurance sha[1 be adjusted by the Owner as fiduciary and made payable to the Owner as fiduciary for the insureds, as their interests may appear, subject to requirements of any applicable mortgagee clause and of Section B.3.2.10. The Design-Builder shall pay the Architect, Consultants and Contractors their just shares of insurance proceeds received by the Design-Builder, and by appropriate agreements, written where legally required for validity, the Design-Builder shall require the Architect, Consultants and Contractors to make payments to their consultants and subcontractors in similar manner. § B.3.2.9 If required in writing by a party in interest, the Owner as fiduciary shall, upon occurrence of an insured loss, give bond for proper performance of the Owner's duties. The cost of required bonds shall be charged against proceeds received as fiduciary. The Owner shall deposit in a separate account proceeds so received, which the Owner shall distribute in accordance with such agreement as the parties in interest may reach, or as determined in accordance with the method of binding dispute resolution selected in the Agreement between the Owner and Design-Builder. If after such loss no other special agreement is made and unless the Owner terminates the Contract for convenience, replacement of damaged property shall be performed by the Design-Builder after notification of a Change in the Work in accordance with Article 6 of the Agreement. § B.3.2.10 The Owner as fiduciary shatl have power to adjust and settle a loss with insurers unless one of the parties in interest shall object in writing within five days after occurrence of a loss to the Owner's exercise of this power. If an objection is made, the dispute shall be resolved in the manner selected by the Owner and Design-Builder as the method of binding dispute resolution in the Agreement. (Paragraphs deleted) ~n(t ~ AIA Document A141'"' — 2014 Exhibit B. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution oFthis AIA'~ Document, or any poKlon of it, may result in severe civU and criminal penalt(es, and will be prosecuted to the maximum extent possihle under the law, This document was produced by AIA software at 11:13:01 on 11/23/2015 under Order No.0239586208_1 which expires on 07114/2016, and Is not for resale. (729313891) User Notes: PAPR - 002427 Addifions and Delefions Report for AIA~ Document A149rM — 2014 Exhibit 8 This Additions and Deletions Report, as defined on page 1 of the associated document, reproduces below all text the author has added to the standard form AIA document in order to complete it, as well as any text the author may have added to or deleted from the original AIA text. Added text is shown underlined. Deleted text is indicated with a horizontal line through the original AIA teat. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document. This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 11:13:01 on 11/23/2015. PAGE1 New MvrtIe Beach Middle School (per Owner's Request for Proposals No. 1415-91 and Design-Builder's Proposal in response to the solicitation.l T-iorry Gounty Scfiools South Carolina apolitical subdivision of the State ofSouth Caroluia, ,335 Four Mile Rd. Conway, SC 29528 FIRSTFLOOR ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225 Raleigh, NC 27601 This Insurance Exhibit is part ofthe accompanying agreement for the Project, between the Owner and the Design-Builder (hereinafter, the Agreement), dated the twenty-third day of November in the year two thousand fifteen (2015) . 'The Owner and Design-Builder shall purchase and maintain insurance and provide bonds as set forth in this Exhibit S. Where a provision in this Exhibit conflicts with a provision in the Agreement into which this Exhibit is incorporated, the provision in this Exhibit will prevail. During the course of the Project, the Owner and Design-Builder may substitute mutually acceptable alternative insurance arrangements for those specified in & B.2.1 and/or B.3.2.. PAGE 2 § B.2,1 The Design-Builder shall purchase and maintain the following types and limits of insurance from a company or companies lawfully authorized to do business in the jurisdiction where the Project is located. The Design-Builder shall maintain the required insurance until the expiration of the period for correction of Work as setforth in ~t rl. n4: nhn4e.a wei„ '~:~ ~• ~'~ Section 11.2.2.1 of the "~-- Agreement § 8.2.1.1 Commercial General Liability with policy limits of not less than two million ($ 2,000,000 )for each occurrence and five million ($ 5,000,000.00 ) in the aggregate providing coverage for claims including Additions and Deletions Report for AIA Document A141T"' —2014 Exhibtt B. Copyright 02004 and 2014 by The American Institute of Architects. Atl rights reserved. WARNING: This A~A~' Document is protected 6y U.S. Copyright Law and International Treaties. Unaufharized reproclucEion or distribution of this A(A`~' Document, or eny ~oKion oP it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law, This document was produced by AIA software at 11:13:01 on 11/23/2015 under Order No.0239586208_1 which e~ires on 0711412016, and Is not for resale. (729313891) User Notes: PAPR - 002428 damages because of injury to or destruction of tangible subcontractor exception to the "your work" exclusion; property, and must contain the § 6.2.1.2 Automobile Liability covering vehicles owned by the Design-Builder and non-owned vehicles used by the Design-Builder with policy limits of not less than one million ($ 1,000,000 )per claim and one million ($ $1,000,000.00 ) in the aggregate for bodily injury, death of any person, and property damage arising out of the ownership, maintenance and use of those motor vehicles specified in this Section B.2.1.2, along with any other statutorily required automobile coverage. $100,000 per accident. § B.2.1.6 Professional Liability covering negligent acts, errors and omissions in the performance of professional services, with policy limits of not less than two million ($ 2,000,000 )per claim and two million ($ 2,000,000 in the aggregate. Cy~P2F-C~ia~~-i~i3~—~'~ 1:« f1.~ ., ...,to § B.2.1.9 Additional Insured Obligations. The Owner and its consultants and contractors shall be additional insureds on the Design-Builder's primary and excess insurance policies for Commercial General Liability, ~e~i~e and Automobile Liability. The additional insured coverage shall be primary and non-contributory to any of the Owner's insurance policies. The addirional insured coverage shall apply to both ongoing operations and completed operations. The policy limits applicable to the additional insureds shall be the same amount applicable to the named insured or, if the policy provides otherwise, policy limits not less than the amounts required under this Agreement. § B.2.1.10 Certificates of Insurance. The Design-Builder shall provide certificates of insurance acceptable to the Owner evidencing compliance with the requirements in this Article B.2: (1) prior to commencement of the Work; (2) upon renewal or replacement of each required policy of insurance; and (3) upon Owner.'s written request An additional certificate evidencing continuation of liability coverage, including coverage for completed operations, shall be submitted with the final Application for Payment as required by Section 9.10.2 of the Agreement and thereafter upon renewal or replacement of such coverage until the expiration of the time required by Section B.2.1. The certificates will show the Owner and its consultants and contractors as additional insureds on the , Design-Builder's primary and excess insurance policies for Commercial General Liability, ~ieri-and Automobile Liability. Information concerning reduction of coverage on account of revised limits, claims paid under the General Aggregate or both, shall be furnished by the Design-Builder with reasonable promptness. PAGE 3 A312 Performance Bond and A312 Payment Bond. The performance bond, may, but is not required to secure the professional liability of design professionals to the extent such liability is covered by the design professional's 100% of contract value. Addkfons and Deletions Report for AIA Document A141 TM — 2014 E~chibit B. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~°~ Document is protected by U.S. Copyright Law and International Treaties. Unaufhorizecl reproduction or distribution of this AIA`~ Document, or any portion of it, may result in severe civil and chminal penalties, and wlll be prosecuted to the maximum eutent possible under the taw. This document was produced by AIA software at 11:13:01 on 11/2312015 under Order No.02395862D8_1 which e~ires on 07114/2016, and is not for resale. (729313891) User Notes: PAPR - 002429 § B.3.2.1 Unless otherwise provided, at the time of execution of the Design-Build Amendment, the Owner shall purchase and maintain, in a company or companies lawfully authorized to do business in the jurisdiction where the ,^'^~+ ~~,:~^ F^r-~ :~ +',~ ^ .~' Project is located, property insurance written on ^'~~~~'a~~ :^'~ "^" ~:~'." ^ > > ~,......,~.:,,., : ,...a,.,,,.~ ..,:.w e~,.,;,.., n 4 „~ttio n,.,.00~.,~. South Carolina Insurance Reserve Forn1 PD-23. Unless the parties agree otherwise, upon issuance of a Certificate of Substantial Completion, the Owner shall replace the insurance policy required under this Section B,3.2 with another property insurance policy written for the total value of the Project that shall remain in effect until expiration of the period for correction of the Work set forth in Section 11.2.2 of the Agreement. § 6.3.2.2 Boiler and Machinery Insurance. The Owner shall purchase and maintain boiler and machinery ate; T'~~:~~ n.^'~'~- ~"^"'~~ ^^^~^a :^^,.r~a^.insurance in the form of S.C. Insurance Reserve Fund ("IRF" PD-01, PD-09, and PD-12. - - -~ `- r. • •_ _ ~- - _ - ~ - ~ ~ AddiEions and Deletions Report for AIA Document A141T"' — 2014 Exhibit B. Copyright D 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIAF Document is protected by U.S. Copyright Law and International Treaties. Unau4horized reproduction or distribution of this AtA" Document, or any portion of it, ~tiay result in severe civil and criminal penalties, and wil! be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:13:01 on 11/23/2015 under Order No.0239566206_1 which e~ires on 07/14/2016, and is not forresaie. User Notes: l729313891 ) PAPR - 002430 PAGE 4 § B.3.2.10 The Owner as fiduciary shall have power to adjust and settle a loss with insurers unless one of the parties in interest shall object in writing within five days after occurrence of a loss to the Owner's exercise of this power. Tf an objection is made, the dispute shall be resolved in the manner selected by the Owner and Design-Builder as the method of binding dispute resolution in tha Agreement. Tc~~"~ n..m~~ ~~a'~~~:.... D..:,ae~ "~.,o ~e,~~+~a ~r";'~~+:~~ Additions and Deletions Report for AIA Document A141T"' — 2014 Exhibit B. Copyright D 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: "this AIA`"' Document is protected by U.S. Copyright Law and InEernational Treaties. Unauthorized reproduction or distribution of this AIA`' Document, or any portion of it, may result in severe civil and criminal penalfies, and will be prosecuted to the maximum extent possible under the law. This documentwas produced by AIA software at 11:13:01 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/1412016, and is not for resale. (729313891) User Notes: PAPR - 002431 ='~~~ Document A141 - 2014 Exhibit A TM Design-Build Amendment This Amendment is incorporated into the accompanying AIA Document A141T"'-2014, Standard Form of Agreement Between Owner and Design-Builder dated the twenty-third day of November in the year two thousand fifteen (the "Agreement") (In words, indicate day, month andyear.) for the following PROJECT: (Name and location or address) New St. James Intermediate School per Owner's Request for Proposals No. 1415-91and the Design-Builder's proposal to the Owner pursuatrt to Owner's Solicitation No. 1415-91 THE OWNER: (Name, legal status and address) r Horry County Schools, South Carolina, a political subdivision of the State of South Carolina. 335 Four MileRd. Couway> SG 29526 ADDITIONS AND DELETIONS: The author of this document has added information needed for its completion. The author may also have revised the texF of the original AIA standard form. An Additions and Deletions Report that notes added information as well as revisions to the standard fwm text is available from the author and should be reviewed. A vertical line in the left margin of this document indicates where the author has added necessary information and where the author has added to or deleted from the original AIA text. THE DESIGN-BUILDER: (Name, legal status and address) This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. FIRSTFLOOR ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225 Raleigh, NC 27601 Consultation with an attorney is also encouraged with respect to professional licensing requirements The Owner and Design-Builder hereby amend the Agreement as follows. in the jurisdiction where the Project is located. TABLE OF ARTICLES A.1 CONTRACT SUM A.2 CONTRACT TIME A.3 INFORMATION UPON WHICH AMENDMENT IS BASED A.4 DESIGN-BUILDER'S PERSONNEL, CONTRACTORS AND SUPPLIERS A.5 COST OF THE WORK ARTICLE A.1 CONTRACT SUM § A.1.1 The Owner shall pay the Design-Builder the Contract Sum in current funds for the Design-Builder's performance of the Contract after the execution of this Amendment The Contract Sum shall be one of the following and shall not include compensation the Owner paid the Design-Builder for Work performed prior to execution of this Amendment: (Check the approp~~iate bax.) [ X ] Stipulated Sum, in accordance with Section A.1.2 Init. ~ AAA Document A147 T"' — 2014 Exhibit A. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA°' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA`° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted fo the maximum extent possible under the law. This document was produced by AIA software at 11:12:44 on 11/2 31201 5 under Order No.0239586208_t which e~ires on 07/14/2016, and is not for resale. (1413696307) User Notes: PAPR - 002432 ~ ; ~ (Paragraphs deleted) below § A.1.2 Stipulated Sum § A.1.2.1 The Stipulated Sum shall be forty-seven million seven hundred forty-two thousand three hundred thirty-three dollars ($ 47,742,333.00), subject to authorized adjustments as provided in the Design-Build Documents. (Paragraphs deleted) (T'able deleted) (Paragraphs deleted) (Table deleted) (Parag~~aphs deleted) § A.1.5 Payments g A.1.5.1 Progress Payments § A.1.5.1.1 Based upon Applications for Payment submitted to the Owner by the Design-Builder, the Owner shall make progress payments on account of the Contract Sum to the Design-Builder as provided below and elsewhere in the Design-Build Documents.§ A.1,5.1.2 The period covered by each Application for Payment shall be one calendar month ending on the last day of the month. § A.1.5.1.3 An itemized payment request shall be submitted to the District by the 25"' day of each month that payment is being requested and at completion of the project, using the form provided by the District The payment request shall not include a) any work anticipated to be completed but not completed by the end of each month being requested; b) any materials not incorporated into the work to be performed except those properly stored as stated in the Conhact Agreement; c) any damaged, used, inferior or substituted materials not meeting the requirements and standards of the contract; nor d) any amounts the Contractor does not intend to pay to any subcontractor or supplier, where performance or material quality is in question or any other dispute is pending. If, upon review of the payment request and based upon the best determination of the District. the amount requested does not accurately represent, in the District's opinion, the progress of the completed work to be performed in the Scope of Work the District shall have the right to adjust the payment request to more accurately reflect the percentage of completed work/senrices. The District shall approve and Payment by the District of authorize payment to the Contractor no more often than once monthly. undisputed amounts shall be made by the 15"' day of the following month if request is received by Contractor by the 25"' of the month.lf payment request is not received by the 25"'. the payment will be made within thirty (30) days from the date the District receives the payment request (Paragraph deleted) § A.1.5.1.5 With each Application for Payment the Design-Builder shall submit the most recent schedule of values in accordance with the Design-Build Documents. The schedule of values shall allocate the entire Contract Sum among the various portions of the Work. Compensation for design services, if any, shall be shown separately. The schedule of values shall be prepared in such form and supported by such data to substantiate its accuracy as the Owner may require. This schedule of values, unless objected to by the Owner, shall be used as a basis for reviewing the Design-Builder's Applications for Payment. § A.1.5.1.6 In taking action on the Design-Build's Applications for Payment, the Owner shall be entitled to rely on the accuracy and completeness of the information furnished by the Design-Builder and shall not be deemed to have made a detailed examination, audit or arithmetic verification of the documentation submitted in accordance with Sections A.1.5.1.4 or A.1.5.1.5, or other supporting data; to have made exhaustive or continuous on-site inspections; or to have made examinations to ascertain how or for what purposes the Design-Builder has used amounts previously paid. Such examinations, audits and verifications, if required by the Owner, will be performed by the Owner's auditors acting in the sole interest of the Owner. Init ~ AIA Document A141T"' — 2014 Exhibit A. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING; This AIA" Document is protected by U.S. Copyright Law and international Treaties. Unauthorized reproduction or distribution of this AiAQ Document, or any portion of it, may result in severe civft and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:12:44 on 11/23/2015 under Order No.0239586206_1 which expires on 07/14/2016, and is not for resale. (1413696307) User Notes: PAPR - 002433 § A.1.5.1.7 Except with the Owner's prior approval, the Design-Builder shall not make advance payments to suppliers for materials or equipment which have not been delivered and stored at the site. § A.1,5.2 Progress Payments—Stipulated Sum § A.1.5.2.1 Applications for Payment where the Contract Sum is based upon a Stipulated Sum shall indicate the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment. § A.1.5.2.2 Subject to other provisions of the Design-Build Documents, the amount of each progress payment shall be computed as follows: .1 Take that portion of the Contract Sum properly allocable to completed Work as determined by multiplying the percentage completion of each portion of the Work by the share of the Contract Sum allocated to that portion of the Work in the schedule of values, less retainage of three and one/half percent (3,5 %) on the Work. Pending final determination of cost to the Owner of Changes in the Work, amounts not in dispute shall be included as provided in Section 63.9 of the Agreement; .2 Add that portion of the Contract Sum properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the completed construction (or, if approved in advance by the Owner, suitably stored offthe site at a location agreed upon in writing), less retainage of three and one-half percent (3.5 %); .3 Subtract the aggregate of previous payments made by the Owner; and .4 Subtract amounts, if any, the Owner has withheld or nullified, as provided in Section 9.5 of the Agreement. § A.1.5.2.3 The progress payment amount determined in accordance with Section A.1.5.2.2 shall be further modified under the following circumstances: .7 Add, upon Substantial Completion of the Work, a sum sufficient to increase the total payments to the full amount of the Contract Sum, less such amounts as the Owner shall determine for incomplete Work, retainage applicable to such work and unsettled claims; and (Section 9.8.6 of the Agreement discusses release of applicable retainage upon Substantial Completion of Work) .2 Add, if final completion of the Work is thereafter materially delayed through no fault of the Design-Builder, any additional amounts payable in accordance with Section 9.10,3 of the Agreement. (Paragraphs deleted) § A.1.5.5 Final Payment § A.1.5.5.1 Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the Owner to the Design-Builder not later than 30 days after the Design-Builder has fully performed the Contract and the requirements of Section 9.10 of the Agreement have been satisfied, except for the Design-Builder's responsibiliTy to correct non-conforming Work discovered after final payment or to satisfy other requirements which extend beyond final payment. (Paragraph deleted) ARTICLE A.2 CONTRACT TIME § A.2.1 Contract Time, as defined in the Agreement at Section 1.4.13, is the period of time, including authorized adjustments, for Substantial Completion of the Work. § A.2.2 The Design-Builder shall achieve Substantial Completion of the Work as follows: May 1, 2017. (Table deleted) subject to adjustments of the Contract Time as provided in the Design-Build Documents. (Insert provisions, if any, for liquidated damages relating tofailure to achieve Substantial Completion on time orfor bonus paymentsfor early completion of the Work.) Init. ~ AIA Document A141T"' — 2014 Exhibit A. Copyright 8 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA'~ Document is ~~rotected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA'~ Document, or any portion of it, may result (n severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 71:12:44 on 11/23/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1413696307) User Notes: PAPR - 002434 Liquidated damages per A141-2014. ARTICLE A.3 INFORMATION UPON WHICH AMENDMENT IS BASED § A.3.1 The Contract Sum and Contract Time set forth in this Amendment are based on the Owner's Design Requirements (including addenda to the RFP) and the Design-Builder's proposal to the Owner pursuant to Owner's Solicitation No. 1415-91.: (Paragraphs deleted) (Table deleted) (Paragraphs deleted) (Table deleted) (Paragraphs deleted) (Table deleted) (Paragraphs deleted) (Table deleted) (Paragraph deleted) § A,3.1.5 Allowances and Contingencies: (Ident~ any agfeel upon allowances and contingencies, including a statement of their basis.) .1 Allowances Owner Furniture Allowance $ 1 ,500,000 Owner Hardware Allowance $ 350,000 Owner Controls Allowance $ 650,000 $ 750,000 Owner Fire Alarm Allowance Owner Special Inspections All $ 150,000 Ovtmer Commissioning Allowance $ 125,000 $ 1 ,865,000 Owner Technology Allowance Owner Landscaping Allowance $200,000 Owner Playground Equipment Allowance $150,000 Contingencies Owner contingency is currently Not in Contract and amounts will be determined by Modification. § A.3.1.6 Design-Builder's assumptions and clarifications: Pursuant to the Proposal accepted by the Horry County Board of Education on November 2, 2015. The Design-Builder's Proposal clarifies the Design-Builder's assumptions and clarifications. The Horry County Board of Education accepts the Proposal as an acceptable interpretation of the Design Requirements. (Paragraphs deleted) ARTICLE A.4 DESIGN-BUILDER'S PERSONNEL, CONTRACTORS AND SUPPLIERS § A.4.7 The Design-Builder's key personnel are identified below: (Identify name, title and contact information.) St. James Intermediate: Superintendent: Randall Jernigan Project Manager: Steve Bond (Pa~~ag~•aphs deleted) Assistant Superintendent; Rodney Nichols § A.4.2 The Design-Builder shall retain the following Consultants, Contractors and suppliers, identified below: (List name, discipline, address and other information.) SfT.,+a Architects: Architect, Raleigh NC Metcon/TA Loving joint venture: General Contractor, Pembroke NC init. ~ AIA Document A141'"' — 2014 Exhibit A. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Document is protected by U.S. Copyright Law and International TreaEies. Unauthorized re~~roduction or distribution of this AIA° Document, or any portion of if, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under fhe law. This document was produced by AIA software at 11:12:44 on 11/23/2015 under Order No.0239586208_1 which expires on 07/14/2016, and Is not for resale. (141369630 User Notes: PAPR - 002435 ARTICLE A.5 COST OF THE WORK (Paragraphs deleted) (Table deleted) (Paragraphs deleted) § A.5.4 Other Agreements (Paragraph deleted) § A.5,4.2 Agreements between the Design-Builder and Contractors shall conform to the applicable payment provisions of the Design-Build Documents. § A.5.4.3 The agreements between the Design-Builder and Architect and other Consultants identified in the Agreement shall be in writing. These agreements shall be promptly provided to the Owner upon the Owner's written request. § A.5.5 Accounting Records The Design-Builder shall keep full and detailed records and accounts related to the cost of the Work and exercise such controls as may be necessary for proper financial management under the Contract and to substantiate all costs incurred. The accounting and control systems shall be satisfactory to the Owner. The Owner and the Owner's auditors shall, during regular business hours and upon reasonable notice, be afforded access to, and shall be permitted to audit and copy, the Design-Builder's records and accounts, including complete documentation supporting accounting entries, books, correspondence, instructions, drawings, receipts, subcontracts, Contractor's proposals, purchase orders, vouchers, memoranda and other data relating to the Contract. l'he Design-Builder shall preserve these records for a period of three years after final payment, or for such longer period as may be required bylaw. § A.5.6 Relationship of the Parties The Design-Builder accepts the relationship of trust and confidence established by this Agreement and covenants with the Owner to exercise the Design-Builder's skill and judgment in furthering the interests of the Owner; to furnish efficient construction administration, management services and supervision; to furnish at all times an adequate supply of workers and materials; and to perform the Work in an expeditious and economical manner consistent with the Owner's interests. This Amendment to the Agreement entered into as of the day and year first written above. Init ~ OWNER (Signature) DESIGN-BUILDER (Signature) Joe Defeo, Chairman of the Board of Education (Printed name and title) Robert Ferris, Authorized Member (Printed name and title) AIA Document A147T"' — 2014 Exhibit A. Copyright 0 2004 and 2014 6y The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~O Document, or any portion of if, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:12:44 on 11/23/2015 under Order No.0239586206_1 which expires on 07/14/2016, and is not for resale. (1413696307) User Notes: PAPR - 002436 Additions and Deletions Report for AIA~ Document A 141T"' — 2014 Exhibif A This Additions and Deletions Report, as defined on page 1 of the associated document, reproduces below all text the author has added to the standard form AIA document in order to complete it, as well as any text the author may have added to or deleted from the original AIA text. Added Text is shown underlined. Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document. This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 11:12:44 on 11/23/2015. PAGE 1 This Amendment is incorporated into the accompanying AIA Document A141TM-2014, Standard Form of Agreement Between Owner and Design-Builder dated the twenty-third day of November in the year two thousand fifteen (the "Agreement") New St. James Intermediate School der Owner's Request for Proposals No. 1415-91and the Design-Builder's proposal to the Owner pursuant to Owner's Solicitation No. 1415-91 Horry County Schools South Carolina apolitical subdivision of the State of South Carolina. 335 Four 1VTile Rd. Conway. SC29526 _ FIRSTFLOOR ENERGY POSITIVE LLC, 333 Fayetteville S~, Suite 225 Raleigh, NC 27601 [ ~ Stipulated Sum, in accordance with Section A.1.2 ~elesr~ _ ~ra~ea .~.,. ~,.,..:,... ~.'." below /n «7.,+.. Co..r:.... A 1 7 A L_?~r_ A 1 A l.el..... 1,,,.~: ..L....,e .. .7 A, .............~ ..~._.....,.....,... _~ _.,fir ---- -------- --•-•-~ ----•- -- ----- - - --- - -~ PAGE2 § A.1.2.1 The Stipulated Sum shall be ~$--~forty-seven million seven hundred forty-two thousand three hundred thirty-three dollars ($ 47,742,333.00), subject to authorized adjustments as provided in the Design-Build Documents. ... Additions and Deletions Report for AIA Document A141T" — 2014 Exhibit A. Copyright O 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~ Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA3̀ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possit~le under the law. This document was produced by AIA software at 11:12:44 on 11/23!2015 under Order No.0239586208_1 which expires on 07/14/201s, and is not for resale. (1413696307) User Notes: PAPR - 002437 Additions and Deletions Report for AIA Document A141T"' — 2074 Exhibit A. Copyright OO 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`~ DocurnenE is protecteQ by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA"' Document, or any portion of It, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:12:44 on 11/23/2D15 under Order No.0239566208_1 which e~ires on 07/14/2016, and is not for resale. (141369637) User Notes: PAPR - 002438 § A.1.5.1.2 The period covered by each Application for Payment shall be one calendar month ending on the last day of the month. § A.1.5.1.3 . An itemized payment request shall be submitted to the District by the 25"' day of each month that ~avment is being requested and at completion of the project, using the form provided bkthe District The ~avment request shall not include a~. any work anticipated to be completed but not completed bathe end of each month being requested: bl any materials not incorporated into the work to be performed except those properly stored as stated in the Contract Agreement: c) an, damaged. used. inferior or substituted materials not meeting the requirements and standards of the contract: nor d) any amounts the Contractor does not intend to ~av to any subcontractor or supplier. where performance or material quality is in question or any other dispute is pending. If. upon review of thepavment request and based upon the best determination of the District the amount requested does not accurately represent, in the District's opinion. the progress of the completed work to be performed in the Scope of Work the District shall have the right to adjust the payment request to more accurately reflect the percentage of completed work/services. The District shall approve and authorizepavment to the Pakment by the District of undisputed amounts shall be Contractor no more often than once monthly. made by the 15"' day of the following month if request is received by Contractor by the 25"' of the month. If payment request is not received by the 25"'. the payment will be made within thirty (30) days from the date the District receives the kavment request ~~ § A.1.5.1.5 With each Application for Payment the "~,~-,....:~'~ ~ '~'..~-~-`~~a "~~..:---..~ "-:~~, `'-~ Design-Builder shall submit the most recent schedule of values in accordance with the Design-Build Documents. The schedule of values shall allocate the entire Contract Sum among the various portions of the Work. Compensation for design services, if any, ' shall be shown separately. The schedule of values shall be prepared in such form and supported by such data to substantiate its accuracy as the Owner may require. This schedule of values, unless objected to by the Owner, shall be used as a basis for reviewing the Design-Builder's Applications for Payment. PAGE 3 .1 Take that portion of the Contract Sum proper{y allocable to completed Work as determined by multiplying the percentage completion of each portion of the Work by the share of the Contract Sum allocated to that portion of the Work in the schedule of values, less retainage of three and one/half Additions and Deletions Repoli for AIA Document A141TM — 2014 Exhibit A. Copyright O 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Document is protected by U.S. Copyright Law and International 7rea4ies. Unauthorized reproduction or distribution of this AIA~' Document, or any pohion of it, may result in severe civil and cHminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:12:44 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/1412016, and is not for resale. User Notes: (1413696307) PAPR - 002439 percent (3.5 %) on the Work. Pending final determination of cost to the Owner of Changes in the Work, amounts not in dispute shall be included as provided in Section 6.3.9 of the Agreement; Add that portion of the Contract Sum property allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the completed construction (or, if approved in advance by the Owner, suitably stored offthe site at a location agreed upon in writing), less retainage of three and one-half percent (3_5 %); ._ ._ !ter ~_ Y. - ~- 1 _ ■ Additions and Deletions Report for AIA Document A141T'" — 2014 Exhibit A. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIAa~ Doc~iment is protected by U.S. Copyright Law and International Treaties. Unauthorized repratluciion or distribution of this AIA~' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This documentwas produced by AIA software at 71:12:44 on 11/23!2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1413696307) User Notes: PAPR - 002440 ,. .. _ - ~.. ._ .. .. - - - •- -- - - ., . ~- - .. .- - - ■- § A.1.5.5.1 Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the Owner to the Design-Builder not later than 30 days after the Design-Buiider has fully performed the Contract and the requirements of Section 9.10 of the Agreement have been satisfied, except for the Design-Builder's responsibility to ,requirements e ,' correct non-conforming Work discovered after final payment or to satisfy other which extend beyond final payment. § A.2.2 The Design-Builder shall achieve Substantial Completion of the Work ate ,.cF~.:,. ^--,~...,.,,,,..+ ,.._ as follows: ~er~ May 1, 2017. Pe~+er~ of Wert S~ b Additions and Deletions Report for AIA Document A141TM — 2014 Exhibit A. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIAm Document is protected by U.S. Copyric~hE Law and international Treaties. Unauthorized reproduction or distribution of this AIA~' ❑ocumenf, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This documentwas produced by AIA software at 11:12:44 on 71/23/2015 under Order No.0239586208_1 which e~ires on 07114/2016, and is not for resale. (141369630'n User Notes: PAPR - 002441 PAGE 4 Liquidated damages per A141-2014. § A,3.1 The Contract Sum and Contract Time set forth in this Amendment are based on the £e~}ewi~t~g:Owner's Design Requirements (including addenda to the RFP) and the Design-Builder's proposal to the Owner pursuant to Owner's Solicitation No. 1415-41.: ~esur~eNt ~it~e Safe Rakes Sestie~ ~+tle gate Rages ~la~~ Ti#ae sate ~~tle ~e Owner Furniture Allowance Owner Hardware Allowance Owner Controls Allowance Owner Fire Alarm Allowance Owner Special Inspections All Owner Commissioning Allowance Owner Technolo~v Allowance Owner Landscaping Allowance Pages $ 1 ,500,000 $ 350,000 $ 650,000 $ 750,000 $ 150,000 $ 125,000 $ 1 ,865,000 $200,000 Additions and Deletions Report for AIA Document A141T"` — 2014 Exhibit A. Copyright D 2004 and 2014 by The American Institute of Architects. Atl rights reserved. WARNING: This AIA~' Document is protected 6y U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of tF~is AIA'~ Document, or any portion of It, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:12:44 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. ' (141369630 User Notes: PAPR - 002442 6 Owner Playground Equipment Allowance $150,000 Owner continency is currently Not in Contract and amounts will be determined by Modification. Pursuant to the Proposal accepted by the Horry County Board of Education on November Z, 2015. The Design-Builder's Proposal clarifies the Design-Builder's assumptions and clarifications. The Horry Coun of education accepts the Proposal as an acceptable interpretation of the Design Requirements. Board :~—~x~eri e,~~St. James Intermediate: Superintendent: Randall Jernigan :z ~eE~~" .~ge~Project Manager: Steve Bond Assistant Superintendent: Rodnev Nichols SfL+a Architects: Architect, Raleigh NC Metcon/TA Loving joint venture: General Contractor, Pembroke NC PAGE 5 ri.,. ~xl..«t...t H,o ..:to ,:R. Fl,e n.. .>.. .,t ..t .,ff ~:ro .L~1~oF~ .T e Additions and Deletions Report for AIA Document A141"" — 2014 Exhibit A. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This NAm Qocument is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA° Document, or any portion of it, inay result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:12:A4 on 11/23/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not fa resale. (1413696307) User Notes: PAPR - 002443 ~ Additions and Deletions Report for AIA Document A141T"' — 2014 Exhibit A. Copyright D 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`~ Document is protected by U.S. Copyright Leiw and International Treaties. Unautliorizeci reproduction or distribution of this Alk" Document, or any portion of if, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible undorthe law. This document was produced by AIA software at 11:12:44 on 11/23/2015 under Order No.0239586208_1 which expires on 07/14!2016, and is not for resale. (1413696307) User Notes: PAPR - 002444 ._ .. .. ■- ~- _ _~ - ~ ~ - - .. ~- - ~- • - - _ .. _ .. •- - - ~• Y. 1 ~- - - ~- - - •- - - ■' t _ t ■" _ \_' L- _ - _ \_ _ \. _ ! ~. _ ~" _ _ • Additions and Deletions Report for AIA pocument A141 T'" — 2014 Exhibit A. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AI A°1 Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:12:44 on 1112 3/2015 under Order No.0239586206_i which e~ires on 07/14/2016, and is not for resale. (1413696307) User Notes: PAPR - 002445 ~- - - - ~ ■- - - ._ Y. ~ 1_ ■- \. 1 t ■ ~ \' 1 t ~- t • ~ ~. •- ~ - ~ ~. _ ~- ~' _ • § A.5.4.2 Agreements between the Design-Builder and Contractors shall conform to the applicable payment ..._- ......... ~~~~~• _ _.,..- r-_.... .. ~~~,~ ...... :~•'~~ ..,_ ~.._:a~a .._., ~~ •~~'~~~:~ ~,..~ ~ --F ~.,,_+'~~,.• ~"~ r-.... ~~; provisions of the Design-Build's .,..._.:~ ~~' ---__...-„+ ..F+1, cv~i~~zarvxZn . , Joe Defeo, Chairman of the Board of Education Robert Ferris, Authorized Member Additions and Deletions Report for AIA Document A141'*' — 2014 Exhibit A. CopyrightO 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Doc~iment is protected fey U.S. Copyric~hf Law and InternaEional Treaties. Unauthorized reproduction or distribution of this AI,4~' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:12:44 on 11/23/2015 under Order No.023958620B_1 which e~iras on 07!14/2016, and is not for resale. (1413696307) User Notes: PAPR - 002446 1O ~er~i~ication of Document's Authenticity AIA° Documenf D401T"' — 2003 ,hereby certify, to the best of my knowledge, information and I, belief, that I created the attached final document simultaneously with its associated Additions and Deletions Report and this certification at 11:12:44 on 11/23/2Q15 under Order No. 0239586208 ~1 from AIA Contract Documents software and that in preparing the attached final document I made no changes to the original text of AIA~ Document A141T"' — 2014 Exhibit A, Design-Build Amendment, as published by the AIA in its software, other than those additions and deletions shown in the associated Additions and Deletions Report. (Signed) ('Title) (Dated) AIA Document D401T"' — 2003. Copyright ~ 1992 and 2003 by The American Institute of Architects. All rights reserved. WARNING: This AIA' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA`° Document, or any porEion of it, may result in severe civil and criminal ponafties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 71:12:44 on 11!23/2015 under Order No.0239586208_1 which e~ires on 07/1412016, and is not for resale. (1413696307) Use~Notes: PAPR - 002447 ~ Document A14~ - 2014 Exhibit A ~~~~»f TM Design-Build Amendment This Amendment is incorporated into the accompanying ATA Document A141T"'-2014, Standard Form of Agreement Between Owner and Design-Builder dated thetwenty-third day of November in the year two thousand fifteen (the "Agreement") (In words, indicate day, month and year.) for the following PROJECT: (Name and location or address) New Socastee Middle School per Owner's Request for Proposals No. 1415-91and the Design-Builder's proposal to the Owner pursuant to Owner's Solicitation No. 1415-91 THE OWNER: (Name, Zegad status and address) Horry County Schools, South Carolina, a political subdivision of fhe State of South Carolina. :335 Four Mile Rd, Conway, SC 29526 THE DESIGN-BUILDER: (Name, legal status and address) FIRSTFLOOR ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225 Raleigh, NC 27601 The Owner and Design-Builder hereby amend the Agreement as follows. . ADDITIONS AND DELETIONS: The author of this document has added information needed for its completion. The author may also have revised the text of khe original AIA standard form. An Additions and Deletions Report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed. A vertical tine in the left margin of this document indicates where the author has added necessary information and where the author has added to or deleted from the original AlA text. This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or mod cation. Consultation with an attorney is also encouraged with respect to professional licensing requirements in the jurisdiction where the Project is located. TABLE OF ARTICLES A.1 CONTRACT SUM A.2 CONTRACT TIME A.3 INFORMATION UPON WHICH AMENDMENT IS BASED A,4 DESIGN-BUILDER'S PERSONNEL, CONTRACTORS AND SUPPLIERS A.5 COST OF THE WORK ARTICLE A.1 CONTRACT SUM § A.1.1 'The Owner shall pay the Design-Builder the Contract Sum in current funds for the Design-Builder's performance of the Contract after the execution of this Amendment. 'The Contract Sum shall be one of the following and shall not include compensation the Owner paid the Design-Builder for Work performed prior to execution of this Amendment: (Check the appropriate box.) [ X ] Stipulated Sum, in accordance with Section A.1.2 (Paragraphs deleted) Init. ~ AIA Document A141T"' — 2014 Exhlbtt A. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This All1` Document is protected by U.S, Copyright Law and International Treaties. Unautharizacl reprocluction or distribution oFthis AIA'~ Document, or any porEion of {t, may result 6i severe civli and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:12:29 on 11/23/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1332111982) User Notes: PAPR - 002448 ~ be]ow § A.1.2 Stipulated Sum § A.1.2.1 The Stipulated Sum shall be forty-two million four hundred eighty-eight thousand one hundred sixteen dollars ($ 42,488,116.00), subject to authorized adjustments as provided in the Design-Build Documents. (Paragraphs deleted) (Table deleted) (Paragraphs deleted) (Table deleted) (Paragraphs deleted) § A.1.5 Payments § A.1.5.1 Progress Payments § A.1.5.1.1 Based upon Applications for Payment submitted to the Owner by the Design-Builder, the Owner shall make progress payments on account of the Contract Sum to the Design-Builder as provided below and elsewhere in the Design-Build Documents. § A.1.5.1.2 The period covered by each Application for Payment shall be one calendar month ending on the last day of the month. § A.1.5.1.3 An itemized payment request shall be submitted to the District by the 25"' day of each month that payment is being requested and at completion of the project, using the form provided by the District The payment request shall not include a) any work anticipated to be completed but not completed by the end of each month being requested; b) any materials not incorporated into the work to be performed except those properly stored as stated in the Contract Agreement; c) any damaged, used, inferior or substituted materials not meeting the requirements and standards of the contract; nor d) any amounts the Contractor does not intend to pay to any subcontractor or supplier, where performance or material quality is in question or any other dispute is pending. If, upon review of the payment request and based upon the best determination of the District. the amount requested does not accurately represent, in the District's opinion, the progress of the completed work to be performed in the Scope of Work the District shall have the right to adjust the payment request to more accurately reflect the percentage of completed work/services. The District shall approve and Payment by the District of authorize payment to the Contractor no more often than once monthly. undisputed amounts shall be made by the 15"' day of the following month if request is received by Contractor by the 25"' of the month. If payment request is not received by the 25"'. the payment will be made within thirty (30) days from the date the District receives the payment request (Paragraph deleted) § A.1.5.1.5 Wifh each Application for Payment the Design-Builder shall submit the most recent schedule of values in accordance with the Design-guild Documents. 7'he schedule of values shall allocate the entire Contract Sum among the various portions of the Work. Compensation for design services, if any, shall be shown separately. The schedule of values shall be prepared in such form and supported by such data to substantiate its accuracy as the Owner may regaire. This schedule of values, unless objected to by the Owner, shall be used as a basis for reviewing the Design-Builder's Applications for Payment. § A.1.5.1.6 In taking action on the Design-Builder's Applications for Payment, the Owner shall be entitled to rely on the accuracy and completeness of the information furnished by the Design-Builder and shall not be deemed to have made a detailed examination, audit or arithmetic verification of the documentation submitted in accordance with Sections A.1.5.1.4 or A. f.5.1.5, or other supporting data; to have made exhaustive or continuous on-site inspections; or to have made examinations to ascertain how or for what purposes the Design-Builder has used amounts previously paid. Such examinations, audits and verifications, if required by the Owner, will be performed by the Owner's auditors acting in the sole interest of the Owner. § A.1.5.1.7 Except with the Owner's prior approval, the Design-Builder shall not make advance payments to suppliers for materials or equipment which have not been delivered and stored at the site. Init. ~ AIA Document A141T"' — 2014 Exhibit A. Copyright 0 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA`a Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:12:29 on 11/23/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1332111962) User Notes: PAPR - 002449 § A.1.5.2 Progress Payments—Stipulated Sum § A.1.5.2.1 Applications for Payment where the Contract Sum is based upon a Stipulated Sum shall indicate the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment. § A.1.5.2.2 Subject to other provisions of the Design-Build Documents, the amount of each progress payment shall be computed as follows: .1 Take that portion of the Contract Sum properly allocable to completed Work as determined by multiplying the percentage completion of each portion of the Work by the share of the Contract Sum allocated to that portion of the Work in the schedule of values, less retainage of three and one/half percent (3.S %) on the Work. Pending final determination of cost to the Owner of Changes in the Work, amounts not in dispute shall be included as provided in Section 6.3.9 of the Agreement; .2 Add that portion of the Contxact Sum properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the completed construction (or, if approved in advance by the Owner, suitably stored offthe site at a location agreed upon in writing), less retainage of three and one-half percent (3.5 %); .3 Subtract the aggregate of previous payments made by the Owner; and .4 Subtract amounts, if any, the Owner has withheld or nullified, as provided in Section 9.5 of the Agreement. § A.1.5.2.3 The progress payment amount determined in accordance with Section A.1.5.2.2 shall be further modified unde►• the following circumstances: .1 Add, upon Substantial Completion of the Work, a sum sufficient to increase the total payments to the full amount of the Contract Sum, less such amounts as the Owner shall determine for incomplete Work, retainage applicable to such work and unsettled claims; and (Section 9.8.6 of the Agreement discusses release of applicable retainage upon Substantial CoTttpletion of Work) .2 Add, if final completion of the Work is thereafter materially delayed through no fau]t of the Design-Builder, any additional amounts payable in accordance with Section 9.103 of the Agreement. (Paragraphs deleted) § A.1.5.5 Final Payment § A.1.5.5,1 Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the Owner to the Design-Builder not later than 30 days after the Design-Builder has fully performed the Contract and the requirements of Section 9.10 of the Agreement have been satisfied, except for the Design-Builder's responsibility to correct non-conforming Work discovered after final payment or to satisfy other requirements which extend beyond final payment. (Paragraph deleted) ARTICLE A.2 CONTRACT TIME § A.2.1 Contract Time, as defined in the Agreement at Section 1.4.13, is the period of time, including authorized adjustments, for Substantial Completion of the Work. § A.2.2 The Design-Builder shall achieve Substantial Completion of the Work as follows: May 1, 2017. ~ (T'able deleted) subject to adjustments of the Contract Time as provided in the Design-Build Documents. (Insert provisions, if any, for liga~idated damages relating tofailu~•e to achieve Substantial Completion on time orfor bonus paymentsfor early completion of the Work) Liquidated damages per A141-2014. Init ~ ~A Document A141TM' — 2014 Exhlblt A. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reE~roduction or distribution of this AIA'~ Document, or any portion of ft, may result in severe civil and criminal penalties, and wi{I be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:12:29 on 1112 3/2015 under Order No.0239566208_1 which expires on 07/14/2016, and is not for resale. (1332111982) User Notes: PAPR - 002450 3 ARTICLE A.3 INFORMATION UPON WHICH AMENDMENT IS BASED § A.3.1 The Contract Sum and Contract Time set forth in this Amendment are based on the Owner's Design Requirements (including addenda to the RFP) and the Design-Builder's proposal to the Owner pursuant to Owner's Solicitation No. 1415-91.: (Paragraphs deleted) (Table deleted) (Paragraphs deleted) (Table deleted) (Par~ag~~aphs deleted) (Table deleted) (Paragraphs deleted) (Table deleted) (Paragraph deleted) § A.3.1.5 Allowances and Contingencies: (Ident~ any agreed upon alloN~ances and contingencies, including a statement of their basis.) 1 Allowances Owner Furniture Allowance $ 1 ,250,000 $ 350,000 Owner Hardware Allowance Owner Controls Allowance $ 650,000 Owner Fire Alarm Allowance $ 750,000 Owner Special Inspections All $ 150,000 Owner Commissioning Allowance $ 125,000 Owner Technology Allowance $ 1 ,645,000 Owner Landscaping Allowance $200,000 DB Complete Site Package Allowance $2,500,000 .2 Contingencies Owner contingency is currently Not in Contract and amounts will be determined by Modifcation. § A.3.1.6 Design-Builder's assumptions and clarifications: Pursuant to the Proposal accepted by the Horry County Board of Education on November 2, 2015. The Design-Builder's Proposal clarifies the Design-Builder's assumptions and clarifications. The Horry County Board of Education accepts the Proposal as an acceptable interpretation of the Design Requirements. (Paragraphs deleted) ARTICLE A.4 DESIGN-BUILDER'S PERSONNEL, CONTRACTORS AND SUPPLIERS § A.4.1 The Design-Builder's key personnel are identified below: (Identify name, title and contact information.) Socastee Middle School: Superintendent: Phil Asslynn Project Manager; Mike Dickman (Paragraphs deleted) Assistant Superintendent: Bob Green .§ A.4.2 The Design-Builder shall retain the following Consultants, Contractors and suppliers, identified below: (List name, discipline, address and other information.) SfL+a Architects: Architect, Raleigh NC Metcon/TA Loving joint venture: General Contractor, Pembroke NC Init. ~ AIA Document A141T"' — 2014 Exhibit A. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~ pocument is protected by U.S. Copyright Law and International Treaties. Unauthorized re~~roduction or distrihution of this AIA`' Document, or any porFion of it, may result fn severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA so(tuvare at 11:12:29 on 11/23/2015 under Order No.0239586206_1 which expires on 07/14/2016, and is not for resale. (1332111982) User Notes: PAPR - 002451 4 ARTICLE A.5 COST OF THE WORK (Paragraphs deleted) (Table deleted) (Paragraphs deleted) § A.5.4 Other Agreements (Paragraph deleted) § A.5.4.2 Agreements between the Design-Builder and Contractors shall conform to the applicable payment provisions of the Design-Build Documents. § A.5.4.3 T'he agreements between the Design-Builder and Architect and other Consultants identified in the Agreement shall be in writing. These agreements shall be promptly provided to the Owner upon the Owner's written request. § A.5.5 Accounting Records The Design-Builder shall keep full and detailed records and accounts related to the cost of the Work and exercise such controls as maybe necessary for proper financial management under the Conh~act and to substantiate all costs incurred. 'I7ie accounting and control systems shall be satisfactory to the Owner. T'he Owner and the Owner's auditors shall, during regular business hours and upon reasonable notice, be afforded access to, and shall be permitted to audit and copy, the Design-Builder's records and accounts, including complete documentation supporting accounting entries, books, correspondence, instructions, drawings, receipts, subcontracts, Contractor's proposals, purchase orders, vouchers, memoranda and other data relating to the Contract. The Design-Builder shall preserve these records for a period of three years after final payment, or for such longer period as may be required by law. § A.5.6 Relationship of the Parties The Design-Builder accepts the relationship of trust and confidence established by this Agreement and covenants with the Owner to exercise the Design-Builder's skill and judgment in furthering the interests of the Owner; to fi~rnish efficient construction administration, management services and supervision; to furnish at all times an adequate supply of workers and materials; and to perform the Work in an expeditious and economical manner consistent with the Owner's interests. This Amendment to the Agreement entered into as of the day and year first written above. Init. ~ OWNER (Signature) DESIGN•BUILDER (Signature) Joe Defeo, Chairman of the Board of Education ~ (Printed name and title) Robert Ferris, Authorized Member (Panted name and title) AIA Document A141T"' — 2014 Exhibit A. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or disfrihution of this AIA~ Document, or any portion of it, may result in severe c(vil and criminal penalties, and wlll be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:12:29 on 7 112 3/2015 under Order No.o239586208_1 which expires on 07/1412016, and is not for resale. (1332111982) User Notes: PAPR - 002452 Additions and Deletions Report for AIA Document A141TM — 2014 Exhibif A This Additions and Deletions Report, as defined on page 1 of the associated document, reproduces below all text the author has added to the standard form AIA document in order to complete it, as well as any text the author may have added to or deleted from the original AIA text. Added text is shown underlined. Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document. This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 11:12:29 on 11/23/2015. PAGE 1 This Amendment is incorporated into the accompanying Altl Document A141T"'-2014, Standard Form of Agreement Between Owner and Design-Builder dated the twenty-third day of November in the year two thousand fifteen (the "Ageement") New Socastee Middle School per Owner's Request for Proposals No. 1415-91and the Design-Builder's provosal to the Owner pursuant to Owner's Solicitation No. 1415-91 Homy County Schools, South Carolina,.a polittcal subdivision of the State ofSouth Carolina. 335 Four Mile Rd. Conway. SC 29526 FIRSTFLOOR ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225 Raleigh, NC 27601 [ X~ Stipulated Sum, in accordance with Section A.1.2 bele~ ..:«w ~,,,.*:,... ~ .' ." below iu t ,.s:,... ..~,..~e F~, a ..t„*„ ce,.F:,.., n i p n i 2 ,,.. z.~z~-~~'~ror~ PAGE 2 § A.1.2.1 The Stipulated Sum shall be f$--~fortv-two million four hundred eighty-eight thousand one hundred sixteen dollars ($ 42,488,116.00, subject to authorized adjustments as provided in the Design-Build Documents. ... r~ + a ~o..ot~., ., ,...°a t,., tt,o n....,o... Additions and ~eletfons Report for AIA Document A141 T"' - 2014 Exhibit A. Copyright m 2004 and 2014 by The American Institute of Architects. Ail rights reserved. WARNING: This AIA~' Qocument is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecufed to the maximum extent possible under the law. This document was produced by AIA software at 11:12:29 on 11/23/2015 under Order No.0239586208_7 which e~ires on 07!1412016, and is notfor resale. (7332111982) User Notes: PAPR - 002453 Additions and Deletions Report for AIA Document A141T'" — 2014 Exhibit A. Copyright O 2004 and 2014 by The American Institute of Architects. All rights reserved. WAR111NG: This AIA~ Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of fhfs AIA`' Document, or any portion of it, may result in severo civil and criminal penalties, and will be prosecuted to the maximum extent possible under the faw. This document was produced by AIA software at 11:12:29 on 11/23/2015 under Order No.0239586208_i which expires on 07/14/2016, and is not for resale. (1332111982) User Notes: PAPR - 002454 § A.1.5.1.2 The period covered by each Application for Payment shall be one calendar month ending on the last day of the _ month. § A.1.5.1.3 An itemized kavment request shall be submitted to the District by the 25"' day of each month that ~avment is being requested and at completion of the project. using the form provided by the District The ~avment request shall not include al any work anticipated to be completed but not completed b~he end of each month being requested: b, anX materials not incorporated into the work to be performed except those properly stored as stated in the Contract Agreement: cl any damaged. used, inferior or substituted materials not meeting the requirements and standards of the contract: nor d) any amounts the Contractor does not intend to g~v to any subcontractor or supplier, where performance or material quali is in question or any other dispute is pending. If, upon review of the~avment request and based upon the best determination of the District the amount requested does not accurately represent. in the District's opinion. the progress of the completed work to be performed in the Scope of Work the District shall have the right to adjust the ~avment request to more accurately reflect the percentage of completed work/services. The District shall approve and authorize payment to the Payment by the District of undisputed amounts shall be Contractor no more often than once monthly. made by the 15"' day of the following month if request is received by Contractor by the 25"' of the month. If ~avment request is not received by the 25"'. the ~a~ment will be made within thirty_(30) days from the date the District receives the ~avment request .... , ~'~~ ~ e':~..'~'~a ~.,-~ ~- ^~~* ~F § A.1.5.1.5 With each Application for Payment ~••'-~-~ •'-~ ~'~~M~~' ~...., :~ ,.~~~a . the `I'~~'. ~..:',. ~ "..~-~~«~~a ",r~~:.,...-- ~'-:~e, `'-~ Design-Builder shall submit the most recent schedule of values in accordance with the Design-Build Documents. The schedule of values shall allocate the entire Contract Sum among the various portions of the Work. Compensation for design services, if any, ~'-~„'-~ ~'~~..M ~~~~~~~~,•. •""~-~ *w~ ' shall be shown separately. The schedule of values shall be prepared in such form and supported by such data to substantiate its accuracy as the Owner may require. 'This schedule of values, unless objected to by the Owner, shall be used as a basis for reviewing the Design-Builder's Applications for Payment. PAGE 3 Take that portion of the Contract Sum properly allocable to completed Work as determined by multiplying the percentage completion of each portion of the Work by the share of the Contract Sum allocated to that portion of the Work in the schedule of values, less retainage of three and one/half percent (3.5 %) on the Work. Pending final determination of cost to the Owner of Changes in the Work, amounts not in dispute shall be included as provided in Section 6.3.9 of the Agreement; Additions and Deletions Report for AIA Document A747'"' — 2014 Exhibit A. Copyright @ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA¢' Document is protected by U.S. Copyright Law and IntemaEio~al Treaties. Unauthorized reproduction or distribution of this AlA"' Document, or any portion of It, may result in severe civil and criminal penalties, and will be prosecuted to fhe maximum extent possible under the law. This document was produced by AIA software at 11:12:29 on 11/23/2015 under Order No.0239586206_1 which e~ires an 07/7 412016, and is not for resale. (13321119 82) User Notes: PAPR - 002455 Add that portion of the Contract Sum properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the completed construction (or, i£ approved in advance by the Owner, suitaUly stored offthe site at a location agreed upon in writing), less retainage of three and one-half percent (3_5 %}; ~. .. ~. .. ._ .. ._ ~- - ~ .. - - ~- ._ ~ - - _ ~. ~ - _ - .. .. _ `.. .. _ .- - - - -~ Additions and Deletions Report for AIA Document A141 T"' — 2074 Exhibit A. Copyright OO 204 and 2014 by The American Institute of Architects. All righfs reserved. WARNING: This AIA~`' Document is protected by U.S. Copyright Law and InternaEional Treaties. Unauthorized reproduction or disfrihution of this AIA" Document, or any por[lon of it, may result In severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the taw. This document was produced by AIA software at 11:12:29 on 11/23/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1332111982) User Notes: PAPR - 002456 1 \. • t r.. • _ •. - - ~- § A.1.5.5.1 Pinal payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the Owner to the Design-Builder not later than 30 days after the Design-Builder has fully performed the Contract and the requirements of Section 9.10 of the Agreement have been satisfied, except for the Design-Builder's responsibility to correct non-conforming Work discovered after final payment or to satisfy other ~^^~•~r~^~~^+^, ;F^^.., requirements which extend beyond final payment. . .. - - - § A.2.2 The Design-Builder shall achieve Substantial Completion of the Work yet-~a~e~-t#a~ a^`~ ^F+~.;^ n.~^^a^,~^t ~ as follows: ~ ` a~•~~ ~~M ~~~ ._ _~ . - _ _ .. _ - ~er~~ Mav 1.2017. Additions and Deletions Report for AIA Document A141^" — 2014 Exhibit A. Copyright O 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`'' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction yr distribution of this AIA'~' Document, or any portion of it, may resulQ in severe civil and criminal penaltlQs, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:12:29 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/14!2016, and is not for resale. (1332111982) User Notes: PAPR - 002457 Liquidated damages per A141-2014. PAGE4 § A.3.1 The Contract Sum and Contract Time set forth in this Amendment are based on the €e4~ew~g.Owner's Design Requirements (includin¢ addenda to the RFP) and the Design-Builder's proposal to the Owner pursuant to Owner's Solicitation No. 1415-91.: f A Z ~ ~ m~.,, ~.,.,..t,,....,...~.,.... ....a ..st ,._ n,.«,7;s:,._,...F~t,,. r,..,s..., ,.r. ~~6~lAH G~iST ...~ ~f~1@ $8~E ~3§QS ~B ~2S $ 1 ,250,000 Owner Furniture Allowance Owner Hardware Allowance $ 350,000 $ 650,000 Owner Controls Allowance Ovmer Fire Alarm Allowance $ 750,000 $ 150,000 Owner Special Inspections All $ 125,000 Owner Commissioning Allowance Owner Technology Allowance $ 1 .645,000 $200,000 Owner Landscaping Allowance DB Complete Site Package Allowance $2,500,000 Owner continQencv is currently Not in Contract and amounts will be determined by Modification. Additions and Deletions Report for AIA Document A141TM — 2014 Exhibit A. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA°" Document is prafected 6y U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA'~' Document, or any portion of it, may result in severe cf~ft and criminal penalties, and will be prosecuted to the maximum axtent possible under the law. This documentwas produced by AIA software at 11:12:29 on 11/23/2015 under Order No.0239586208 1 which e~ires on 07114/2016, and is not for resale. (1332111982) User Notes: PAPR - 002458 Pursuant to the ['ronosa( accepted by the Horry County Board of Education nn November 2, 2015. The Design-Builder's Proposal clarifies the Design-Builder's assumptions and clarifications. The Horry County Board of Education accepts the Proposal as an acceptable interpretation of the Design Requirements. ~e~ir~~e~eff~ Socastee Middle School: Superintendent: Phil As~nn .2 R~oJee~~4~.age~Proiect Mana4er: Mike Dickman Assistant Superintendent: Bob Green Sfl,+a Architects: Architect, Raleigh NC Metcon/TA Loving joint venture: General Contractor, Pembroke NC PAGES Additions and Deletions Report for AIA Document A141T'" — 2014 Exhibit A. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA` Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA" 6ocument, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under file law. This document was produced by AIA software at 11:12:29 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07!14/2016, and is not for resale. (1332111982) User Notes: PAPR - 002459 Additions and Deletions Report for AIA Document A141T"` — 2014 Exhibit A. Copyright O 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA` Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA`~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:1229 on 11/23/2015 under Order No.o239586208_1 which expires on 07/iM2016, and is not for resale. (1332111982) User Notes: PAPR - 002460 t \. _ ~. _ _ ~ \. - 1 ■ ~ • ~" ~ ~' t •. ~. • . ~ 1" ■ \' 1 • ~ _ _ . _ 1 .. ~. ~- r e - t. .- _ _ ~- ~- - - ~. _ ~- ~- ~ ~- Additions and Deletions Report for AIA Document A141T'" — 2014 Exhibit A. Copyright 02004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA"~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:12:29 on '11/23/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1332111982) User Notes: PAPR - 002461 Y' \" •" \. § A.5.4.2 Agreements between the Design-Builder and Contractors shall conform to the applicable payment _ F_ .::~'.:~~~':- ,-- .... :~~~, :~ ~'.:»::..~: ~~ .....,:a~4 .,..:'.:; w~.,.,. ~~ ~..~: ~'.:.., provisions of the Design-Build T'~ r ~,,,..:,.., ~.c.c, ..,,,...,.Documents. Joe Defeo, Chairman of the Board of Education Robert Ferris, Authorized Member Additions and Deletions Report for AIA Document A141T"' — 2074 Exhibit A. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING:'fhis AIA`'' Document is protected 4y U.S. Copyright Law and I~ternatio~al Treaties. Unauthorized reproduction or distribution of this AIA~ Document, or any portion of It, may result in severe civil and criminal penalties, and will pe prosecuted fo the maximum extent possible under the law, This document was produced by AIA software at 11:1229 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/1412016, and is not for resale. (1332111982) User Notes: PAPR - 002462 10 __ Certification of Document's Authenticity AIA~ Document D409T"^ — 2003 I, ,hereby certify, to the best of my knowledge, information and belief, that I created the attached final document simultaneously with its associated Additions and Deletions Report and this certification at 11:12:29 on 11/23/2015 under Order No. 0239586208 1 from AIA Contract Documents software and that in preparing the attached final document I made no changes to the original text of AIA~ Document A141TM — 2014 Exhibit A, Design-Build Amendment, as published by the AIA in its software, other than those additions and deletions shown in the associated Additions and Aeletions Report. (Signed) (Title) (Dated) AIA Document D401T" — 2005. Copyright 01992 and 2003 by The American Institute of Architects, All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIAw Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:12:29 on 11!23/2015 under Order No.02395862D8_1 which e~ires on 07/14/2016, and is nat for resale. (1332111982) User Notes: PAPR - 002463 ~ ;f ~ ~~~ m. a;~ o TM Document A141 — 204 Standard Form of Agreement Between Owner and Design-Builder AGREEMENT made as of the twenty-third day of November in the year two thousand fifteen (2015). (In words, indicate day, month and year.) ADDITIONS AND DELETIONS: BETWEEN the Owner: (Name, legal status, address and other irrformationf Horry County Schools, South Carolina, a political subdivision of the State of South Carolina. 335 Four Mile Rd ~ PO Box 260005 ' Conway, SC 29528 District Office Phone 843.488.6700 and the Desigl-Builder: (Name, legal status, address and other information) FIRSTFLOOR ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225 Raleigh, NC 27601 for the following Project: (Name, location and detailed description) New Socastee Middle School (per Owner's Request for Proposals No. 1415-91) Note: references to Owner's Request for Proposals No. 1415-91 include its addenda, The author of this document has added information needed for its completion. The author may also have revised the text of the original AIA standard form. An Additions and Deletions Report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed. A vertical line in the left margin of this document Indicates where the author has added necessary information and where the author has added to or deleted from the original AIA text. This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. Consultation with an attorney is also encouraged with respect to professional licensing requirements in the jurisdiction where the Project is located. The Owner and Design-Builder agree as follows. Init. ~ AIA Document A141*"' — 2014. Copyright 0 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Docume~it is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIliA Document, or any portion of it, may result In severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239566208_1 which e~ires on 07/14/2016, and fs not for resale. (1231639144) User Notes: PAPR - 002464 TABLE OF ARTICLES 1 GENERAL PROVISIONS 2 COMPENSATION AND PROGRESS PAYMENTS 3 GENERAL REQUIREMENTS OF THE WORK OF THE DESIGN•BUILD CONTRACT 4 WORK PRIOR TO EXECUTION OF THE DESIGN•BUfLD AMENDMENT 5 WORK FOLLOWING EXECUTION OF THE DESIGN-BUILD AMENDMENT 6 CHANGES IN THE WORK 7 OWNER'S RESPONSIBILITIES S TIME 9 PAYMENT APPLICATIONS AND PROJECT COMPLETION 10 PROTECTION OF PERSONS AND PROPERTY 11 UNCOVERING AND CORRECTION OF WORK 12 CQPYRIGHTS AND LICENSES 13 TERMINATION OR SUSPENSION 14 CLAIMS AND DISPUTE RESOLUTION 15 MISCELLANEOUS PROVISIONS 16 SCOPE OF THE AGREEMENT TABLE OF EXHIBITS A DESIGN-BUILD AMENDMENT B INSURANCE AND BONDS ARTICLE 1 GENERAL PROVISIONS § 1.1 Owner's Criteria This .Agreement is based on the Owner's Criteria set forth in this Section 1.1. (Note the disposition for the following items by inserting the requested information or a statement sa~ch as "not applicable" or "unknown at time of execz~tiorz."If the Owner intends to provide a set of design documents, and the requested information is contained in the design docarments, ident~ the design documents and insert "see Owner's design documents" where appropriate.) § 1.1.1 The Owner's program for the Project: (Set fa7h the prog~~am, idenhfy docurraentation i~a which t12e program is set forth, or state the manner in which the program will be developed.) Per "Design Requirements" published for Solicitation No. 1415-91and .Design-Builder's Proposal to Owner pursuant to Soticitarion No.1415-91 selected by the Hony County Board of Education on November 2, 2015. Init. ~ AIA Document A141T"' — 2014. Copyright OO 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA'-' Document is protecfed by U.S. Copyright Law and International Treaties. Unauthorized reproduction or disfrib~ition of this AIA`~ Document, or any portion of it, may result In severe clvll and criminal penalties, and will be prosecuted to the maximum extent possible under the taw. This document was produced by AIA software at 11:11:56 on 11/2 312 015 under Order No.0239586208_1 which expires on 07M 4/2016, and is not for resale. (1231639144) User Notes: PAPR - 002465 z § 1.1.2 The Owner's design requirements for the Project and related documentation: (Identify below, or in an attached exhibit, the documentation that contains the Owner's design requirements, including any performa~zce specificationsfor the Project.) Per "Design Requirements" published for Solicitation No. 1415-91 and Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-9 selected by the Horry County Board of Education on November 2, 2015. 1. § 1.1.3 T'he 1'rojecYs physical characteristics: (Identify or describe, if approp~~iate, size, Zocation, dimensions, or otherpertinent information, such as geotechnica! reports; site, boundary and topographic surveys; traffic and utility studies; availability ofpublic and private utilities and services; legal description of the site; etc.) Per "Design Requirements" published for Solicitation No. 1415-91 and Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91 selected by the Horry County Board of Education on November 2, 2015.. § 1.1.4 The Owner's anticipated Sustainable Objective for the Project, if any: (Ident~ the Owner's Sustainable Objective for the Project such as Sustainability Certification, bene,fit to the environment, enhancement to the health and well-being of building occupants, or improvement of energy efftciency. If the Owner identifies a Sustainable Objective, incorporate AI.4 Document A141T"L2014, Exhibit C, Sustainable Projects, into this A~eement to define the terms, conditions and Work related to the Owner's Sustainable Objective.) Per "Design Requirements" published for Solicitation No. 1415-91 and Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91 selected by the Horry County Board of Education on November 2, 2015.. § 1.1.5 . Number not used. § 1.1.6 The Owner's budget for the Work to be provided by the Design-Builder is set forth below: (Provide totalfor Owner's budget, and if known, a line item breakdown of costs.) Per "Design Requirements" published for Solicitation No. 1415-91 as amended through the Board of Education's action November 2, 2015. § I.1.7 The Owner's design and construction milestone dates: (Paragraphs deleted) Per "Design Requirements" published for Solicitation No. 1415-91 § 1.1.8 The Owner requires the Design-Builder to retain the following Architect, Consultants and Contractors at the Design-Builder's cost: .1 Architect SFL+A Architects, P.A. 333 Fayetteville Street Suite 225, Raleigh, NC 27601. .2 Consultants Per Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91. .3 Contractors Per Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91. § 1.1.9 Additional Owner's Criteria upon which the Agreement is based: (Identify special chm acteristics or needs of the Project not identified elsewhere, such as historic preservatio~z requirements.) Init. ~ AIA Document A147T"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA` Document is protected by U.S. Copyright Law and InEernational Treaties. Unauthorized reproductio~i or distrihution of this AIA~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible underthe law. This documentwas produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586206_1 which e~ires on 07/14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002466 Per "Design Requirements" published for Solicitation No. 1415-91 (Summary of Services Required, Article 3) including all post-occupancy requirements published in the solicitation as amended by addenda. § 1.1.10 The Design-Builder shall confirm that the information included in the Owner's Criteria complies with applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities. § 1.1.10.1 If the Owner's Criteria conflicts with applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities, the Design-Builder shall notify the Owner of the conflict. § 1.1.11 Ifthere is a change in the Owner's Criteria, the Owner and the Design-Builder shall execute a Modification in accordance with Article 6. § 1.1.12 If the Owner and Design-Builder intend to transmit Instruments of Service or any other information or documentation in digital form, they shall endeavor to establish necessary protocols governing such transmissions. Unless otherwise agreed, the parties will use AIA Document E203T"'-2013 to establish the protocols for the development, use, transmission, and exchange of digital data and building information modeling. § 1.2 Project Team § 1.2.1'Ihe Owner identifies the following representative in accordance with Section 7.1.1: Executive Director of Facilities (or a designee identified in writing by the owner.) Horry County Schools Facilities Department, 1160 E Highway 50 Conway, SC 29526 843.488.6965 § 1.2.2 The persons or entities, in addition to the Owner's representative, who are required to review the Design-Builder's Submittals are as follows: (List name, address and othes information.) Owner may utilize third party project managem~►t which will also receive submittals. § 1.2.3 The Owner will retain the following consultants and separate contractors: (List discipline, scope of work, ana; if known, identify by name and address,) To be determined by Owner. If retained, such consultants will be identified promptly.. § 1.2.4 The Design-Builder identifies the following representative in accordance with Section 3.1.2: (List name, address and other information.) . Robbie Ferris, S.C. AR.6106 FIRSTFLOOR ENERGY POSITIVE LLC, 333 Fayetteville St.,. Suite 225,1Zaleigh, NC 27601 919-573-6350 § 1.2.5 Neither the Owner's nor the Design-Builder's representative shall be changed without ten days' written notice to the other party. § 1.3 Binding Dispute Resolution For any Claim subject to, but not resolved by, mediation pursuant to Section 14.3, the method of binding dispute resolution shall be the following: [ X ]Litigation in a court of competent (Paragraphs deleted) jurisdiction, nonjury before a circuit judge in Horry County, SC. Init. j AAA Document A141'M — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WRRNING: This AIA`~ Document is protected by U.S. Copyright Law acid International Treaties. Unauthorized reproduction or distribution of this AtAa Document, or any portion of it, may result in severe civil and criminal penalties, and wlli be prosecuted to the maximum extent possible under the law, This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07!14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002467 4 § 1.4 Definitions § 1.4.1 Design-Build Documents. The Design-Build Documents consist of this Agreement between Owner and Design-Builder and its attached Exhibits (hereinafter, the "Agreement"); other documents listed in this Agreement; and Modifications issued after execution of this Agreement. A Modification is (1) a written amendment to the Contract signed by both parties, including the Design-Build Amendment, (2) a Change Order, or (3) a Change Directive. § 1.4.2 The Contract. The Design-Build Documents form the Contract. The Contract represents the entire and integrated agreement between the parties and supersedes prior negotiations, representations or agreements, either written or oral. The Contract may be amended or modified only by a Modification. The Design-Build Documents shall not be construed to create a contractual relationship of any kind between any persons or entities other than the Owner and the Design-Builder. § 1.4.3 The Work. The term "Work" means the design, construction and related services required to fulfill the Design-Builder's obligations under the Design-Build Documents, whether completed or partially completed, and includes all labor, materials, equipment and services provided or to be provided by the Design-Builder. T'he Work may constitute the whole or a part of the Project. § 1.4.4 The Project The Project is the total design and construction of which the Work performed under the Design-Build Documents may be the whole or a part, and may include design and construction by the Owner and by separate contractors. § 1.4.5 Instruments of Service. Instruments of Service are representations, in any medium of expression now known or latex developed, of the tangible and intangible creative work performed by the Design-Builder, Contractor(s), Architect, and Consultants) under their respective agreements. Instruments of Service may include, without limitation, studies, surveys, models, sketches, drawings, specifications, digital models and other similar materials. § 1.4.6 Submittal. A Submittal is any submission to the Owner for review and approval demonstrating how the Design-Builder proposes to conform to the Design-Build Documents for those portions of the Work for which the Design-Build Documents require Submittals. Submittals include, but are not limited to, shop drawings, product data, and samples. Submittals are not Design-Build Documents unless incorporated into a Modification. § 1.4.7 Owner. The Owner is the entity identified as such in the Agreement and is referred to throughout the Design-Build Documents as if singular in number. The term "Owner" means the Owner or the Owner's authorized representative. The Owner may have employees that are design professionals or otherwise skilled in construction or construction management, and such employees may, from time to time, perform various tasks or dunes for or on behalf of the Owner under this Agreement. However, it is specifically understood that the Owner including these agents and employees) has no obligation or duty to apply specialty or professional knowledge and skill, and shall not be held to have undertaken to provide or perform any aspect of the Owner's performance of this Agreement as a design professional or specially skilled and knowledgeable construction industry member or construction manager, and this principle applies regardless of the Owner's position titles or office division titles as may be applicable to such employees. § 1.4.8 Design-Builder. The Design-Builder is the person or entity identified as such in the Agreement and is refereed to throughout the Design-Build Documents as if singular in number. The term "Design-Builder" means the Design-Builder or the Design-Builder's authorized representative. § 1.4.9 Consultant. A Consultant is a person or entity providing professional services for the Design-Builder for all or a portion of the Work, and is referred to throughout the Design-Build Documents as if singular in number. To the extent required by the relevant jurisdiction, the Consultant shall be lawfully licensed to provide the required professional services. Init. AIA Document A141TM — 2074. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING; This AIA" ❑ocument is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA`a Document, or any portion of if, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document Was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208 1 which expires on 07!74/2016, and is not for resale. (1231639144) User Notes: PAPR - 002468 § 1.4.10 Architect. The Architect is a person or entiTy providing design services for the Design-Builder for all or a portion of the Work, and is lawfully licensed to practice architecture in the applicable jurisdiction. The Architect is referred to throughout the Design-Build Documents as if singular in number. § 1.4.11 Contractor. A Contractor is a person or entity performing all or a portion of the construction, required in connection with the Work, for the Design-Builder. The Contractor shall be lawfully licensed, ifrequired in the jurisdiction where the Project is located. The Contractor is referred to throughout the Design-Build Documents as if singutar in number and means a Contractor or an authorized representative of the Contractor. 1.4.12 Confidential Information. Confidential Information is information containing confidential or business proprietary information that is clearly marked as "confidential." § 1.4.13 Contract Time. Unless otherwise provided, Contract Time is the period of time, including authorized adjustments, as set forth in the Design-Build Amendment for Substantial Completion of the Work. 1.4.14 Day. The term "day" as used in the Design-Build Documents shall mean calendar day unless otherwise specifica]ly defined. § 1.4.15 Contract Sum. The Contract Sum is the amount to be paid to the Design-Builder for performance of the Work after execution of the Design-Build Amendment, as identified in Article A.1 of the Design-Build Amendment. ARTICLE 2 COMPENSATION AND PROGRESS PAXMENTS § 2.1 Compensation for Work Performed Prior To Execution of Design•Build Amendment § 2.1.1 Unless otherwise agreed, payments for Work performed prior to Execution of the Design-Build Amendment shall be made monthly. For the Design-Builder's performance of Work prior to the execution of the Design-Build Amendment, the Owner shall compensate the Design-Builder as follows: (Insert amount of, or basisfor, compensation, including compensation for any Sustainability Services, or indicate the exhibit in which the information is provided If there will be a limit on the total amoicnt of compensation for Work performed prior to the execution of the Design-Build Amendment, state the amount of the Zimit.) The Design-Builder may invoice the owner for $1,043,697.00. for its design work performed prior to the execution of the Design-Build Amendment. This amount is within and part of the price agreed in the Design-Build Amendment. (Paragraphs deleted) § 2.1 number not used] (Paragraphs deleted) ('fable deleted) § 2.X.4 Payments to the Design-Builder Prior To Execution of Design-Build Amendment § 2.1.4.1 Payments are due and payable upon presentation of the Design-Builder's invoice. (Paragraphs deleted) T'he Owner will not pay interest on unpaid sums. This is a specific waiver of requirements of S.C. Code Ann. §§ 29-6-30 and 29-6-50. (Pm~agraph deleted) § 2.2 Contract Sum and Payment for Worlc Performed After Execution of Design-Build Amendment For the Design-Builder's performance of the Work after execution of the Design-Build Amendment, the Owner shall pay to the Design-Builder the Conlxact Sum in current funds as agreed in the Design-Build Amendment. ARTICLE 3 GENERAI. REQUIREMENTS OF THE WORK OF THE DESIGN-BUILD CONTRACT § 3.1 General § 3.1.1 The Design-Builder shall comply with any applicable licensing requirements in the jurisdiction where the Project is located. . Building Permit and Other Permits and Fees: No general building permit is required in accordance with § 6-9-110 of the South Carolina Code of Laws; however, the Contractor shall be required to provide mechanical, electrical, plumbing and other such permits which may be required for purposes of inspection at no additional Init. ~ AIA Document A141T"' — 2014. Copyright ~ 2004 and 2014 by The American Ins6tule of Architects. Ail rights reserved. WARNING: This AIA~' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~' Document, or any portion of it, may result in severe cfvfl and criminal penalties, and will lie prosecuted to the maximum extent possihle under the law. This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586206_1 which e~iras on 07/14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002469 cost to the District. Except for permits and fees which aze the responsibility of the Contractor in the Contract Documents, the District shall secure and pay for necessary approvals, easements, assessments, utility impact fees, permits, and such charges required for the successful completion of the work. For ead~ day (not counting Saturdays and Sundays, and not counting the day the Design-Builder submits its completed application to the authority) beyond five (5) days that a jurisdictional authority takes to respond to a permit application or similar permit request that is on the project's critical path, the Design Builder may claim one (1) additional day for the achievement of Substantial Completion. § 3.1.2 The Design-Builder shall designate in writing a representative who is authorized to act on the Design-Builder's behalf with respect to the Project. § 3.1.3 The Design-Builder shall perform the Work in accordance with the Design-Build Documents. The Design-Builder shall not be relieved of the obligation to perform the Work in'accordance with the Design-Build Documents by the activities, tests, inspections or approvals of the Owner. § 3.1.3.1 The Design-Builder shall perform the Work in compliance with applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities. If the Design-Builder performs Work contrary to applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities, the Design-Builder shall assume responsibility for such Work and shall bear the costs atixibutable to correction. § 3.1.3.2 Neither the Design-Builder nor any Contractor, Consultant, or Architect shall be obligated to perform any act which they believe will violate any applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities. If the Design-Builder determines that implementation of any inshuction received from the Owner, including those in the Owner's Criteria, would cause a violation of any applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities, the Design-Builder shall notify the Owner in writing. Upon verification by the Owner that a change to the Owner's Criteria is required to remedy the violation, the Owner and the Design-Builder shall execute a Modification in accordance with Ar[icle 6. § 3.1.4 The Design-Builder shall be responsible to the Owner for acts, errors, and omissions of the Design-Builder's employees, Architect, Consultants, Contractors, and their agents and employees, and other persons or entities performing portions of the Work. § 3.1.5 General Consultation. T'he Deslgn-Builder shall schedule and conduct periodic meetings with the Owner to review matters such as procedures, progress, coordination, and scheduling of the Work. § 3.1.6 When the Owrier's Design Requirements or applicable law requires that services be performed by licensed professionals, the Design-Builder shall provide those services through qualified, licensed professionals. The Owner understands and agrees that the services of the Design-Builder's Architect and the Design-Builder's other Consultants are performed in the sole interest of, and for the exclusive benefit of, the Design-Builder. § 3.1.7 The Design-Builder, with the assistance of the Owner, shall prepare and file documents required to obtain necessary approvals of governmental authorities having jurisdiction over the Project. T'he Office of School Facilities (OSF) in conjunction with the State Fire Marshal shall determine the enforcement and interpretation of all the applicable codes and referenced standards on state buildings, including the District's school facilities. § 3.1.8 Progress Reports § 3.1.8.1 The Design-Builder shall keep the Owner informed of the progess and quality of the Work. As stated in the Design Requirements, the Design-Builder shall submit written progress reports, photographs of Work in progress, and odzer data to the Owner electronically, or through the Owner's option, project management software, showing estimated percentages of completion and other information identified below: Work completed for the period; .1 .2 Project schedule status; Submittal schedule and status report, including a summary of outstanding Submittals; .3 .4 Responses to requests for information to be provided by the Owner; .5 Approved Change Orders and Change Directives; tnit. ~ AIA Document A147 T"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is ~rotecfed by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distrihution of this AIA~' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted Yo the maximum extent possible under the law. This documentwas produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which expires on 07/14!2016, and is not for resale. (1231639144) User Notes: PAPR - 002470 7 Pending Change Order and Change Directive status reports; Tests and inspection reports; Status report of Work rejected by the Owner; Status of Claims previously submitted in accordance with Article 14; Cumulative total of the Cost of the Work to date including the Design-Builder's compensation and Reimbursable Expenses, if any; .11 Current Project cash-flow and forecast reports; and .12 Additional information as designated by the Owner through its project management software data requirements. § 3.1.8.2 In (Paragraphs deleted) addition to the requirements of § 3.1.8.1, the Design-Builder shall provide similar information through in-person progress report presentations to the Horry County Board of Education each month during one of the Board's public meetings. .6 .7 .8 .9 .10 § 3.1.9 Design-Builder's Schedules § 3.1.9.1 The Design-Builder, promptly after execution of this Agreement, shall prepare and submit for the Owner's information a. schedule for the Work. The schedule, including the time required for design and construction, shall not exceed time limits current under the Design-Build Documents, shall be revised at appropriate intervals as required by the conditions of the Work and Project, shall be related to the entire Project to the extent required by the Design-Build Documents, shall provide for expeditious and practicable execution of the Work, and shall include allowances for periods of time required for the Owner's review and for approval of submissions by authorities having jurisdiction over the Project. § 3.I.9.2 The Design-Builder shall perform the Work in general accordance with the most recent schedules submitted to the Owner. § 3.1.10 Certifications. Design-Builder shall include in each Application for Payment a certification from each of the Architect, Consultants, and Contractors, and furnish to the Owner, these certifications with respect to the documents and services provided by the Architect, Consultants, and Contractors (a) that, to the best of their lrnowledge, information and belief, the documents or services to which the certifications relate (i) are consistent with the Design-Build Documents, except to the extent specifically identified in the certificate, and (ii) comply with applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities governing the design of the Project; and (b) that the Owner and its consultants shall be entitled to rely upon the accuracy of the representations and statements contained in the certifications. T1►e Design-Builder's Architect, Consultants, and Contractors shall not be required to execute certificates or consents that would require knowledge, services or responsibilities beyond the scope of their services. § 3.1.11 Design-Builder's Submittals § 3.1.11.1 Prior to submission of any Submittals, the Design-Builder shall prepare a Submittal schedule, and shall submit the schedule for the Owner's approval. The Owner's approval shall not unreasonably be delayed or withheld. T'he Submittal schedule shall (1) be coordinated with the Design-Builder's schedule provided in Section 3.1.9.1, (2) allow the Owner reasonable time to review Submittals, and (3) be periodically updated to reflect the progress of the Work. If the Design-Builder fails to submit a Submittal schedule, the Design-Builder shall not be entitled to any increase in Contract Sum or extension of Contract Time based on the time required for review of Submittals. § 3.1.11.2 By providing Submittals the Design-Builder represents to the Owner that it has (1) reviewed and approved them, (2) determined and verified materials, field measurements and field construction criteria related thereto, or will do so and (3) checked and coordinated the information contained within such Submittals with the requirements of the Work and of the Design-Build Documents. § 3.1.11.3 The Design-Builder shall perform no portion of the Work for which the Design-Build Documents require Submittals until the Owner or its designee has approved the respective Submittal. § 3.1.11.4 The Work shall be in accordance with approved Submittals except that the Design-Builder shall not be .relieved of its responsibility to perform the Work consistent with the requirements of the Design-Build Documents. The Work nnay deviate from the Design-Build Documents only if the Design-Builder has notified the Owner in Init. ~ AIA Document A141^" — 2014. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA°' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA'~ Document, or any portion of it, may result In severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:11:56 on 11/23/2075 under Order No.0239586208_1 which expires on 07!14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002471 $ writing of a deviation from the Design-Build Documents at the time of the Submittal and a Modification is executed authorizing the identified deviation. The Design-Builder shall not be relieved of responsibility for errors or omissions in Submittals by the Owner's approval of the Submittals. § 3.1.11.5 All professional design services or certifications to be provided by the Design-Builder, including all drawings, calculations, specifications, certifications, shop drawings and other Submittals, shall contain the signature and seal of the licensed design professional preparing them. Submittals related to the Work designed or certified by the licensed design professionals, if prepared by others, shall bear the licensed design professional's written approval. The Owner and its consultants shall be entitled to rely upon the adequacy, accuracy and completeness of the services, certifications or approvals performed by such design professionals. § 3.1.12 Warranty. The Design-Builder warrants to the Owner that materials and equipment furnished under the Contract wi11 be of good qualiTy and new unless the Design-Build Documents require or permit otherwise. The Design-Builder further warrants that the Work will conform to the requirements of the Design-Build Documents and will be free from defects, except for those inherent in the quality of the Work or otherwise expressly permitted by the Design-Build Documents. Work, materials, or equipment not conforming to these requirements may be considered defective. The Design-Builder's warranty excludes remedy for damage or defect caused by abuse, alterations to the Work not executed by the Design-Builder, improper or insufficient maintenance, improper operation, or normal wear and tear and normal usage. If required by the Owner, the Design-Builder shall furnish satisfactory evidence as to the kind and quality of materials and equipment. § 3.1.13 Royalties, Patents and Copyrights § 3.1.13.1 The Design-Builder shall pay all royalties and license fees. § 3.1.13.2 The Design-Builder shall defend suits or claims for infringement of copyrights and patent rights and shall hold the Owner and its separate contractors and consultants harmless from loss on account thereof, but shall not be responsible for such defense or loss when a particular design, process or product of a particular manufacturer or manufacturers is required by the Owner, or where the copyright violations are required in the Owner's Criteria. However, if the Design-Builder has reason to believe that the design, process or product required in the Owner's Criteria is an infringement of a copyright or a patent, the Design-Builder shall be responsible for such loss unless such information is promptly furnished to the Owner. If the Owner receives notice from a patent or copyright owner of an alleged violation of a patent or copyright, attributable to the Design-Builder, the Owner shall give prompt written notice to the Design-Builder. § 3.1.14 Indemnification § 3.1.14.1 To the fullest extent permitted bylaw, the Design-Builder shall indemnify and hold harmless the Owner, including the Owner's agents and employees, from and against claims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from performance of the Work, but only to the extent caused by the negligent acts or omissions of the Design-Builder, Architect, a Consultant, a Contractor, or anyone directly or indirectly employed by them or anyone for whose acts they may be liable. Such obligation shall not be construed to negate, abridge, or reduce other rights'or obligations of indemnity that would otherwise exist as to a party or person described in this Section 3.1.14. § 3.1.14.2 The indemnification obligation under this Section 3.1.14 shall not be limited by a limitation on amount or type of damages, compensation, or benefits payable by or for Design-Builder, Architect, a Consultant, a Contractor, or anyone directly or indirectly employed by them, under workers' compensation acts, disability benefit acts or other employee benefit acts. § 3.1.15 Contingent Assignment of Agreements § 3.1.15.1 Each agreement for a portion of the Work is assigned by the Design-Builder to the Owner, provided that .1 assignment is effective only after termination of the Contract by the Owner for cause, pursuant to Sections 13.1.4 or 13.2.2, and only for those agreements that the Owner accepts by written notification to the Design-Builder and the Architect, Consultants, and Contractors whose agreements are accepted for assignment; and .2 assignment is subject to the prior rights of the surety, if any, obligated under bond relating to the Contract. Init. AIA Document A141T"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All r(ghts reserved. WARNING: This AIA'°' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA`D Document, or any portion of it, may result in severe civil and criminal penalties, and wiil be prosecuted to the maximum exEent possible under the law. This document was produced by AIA software at 11:71:56 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/1M2o16, and is not for resale. (1231639144) User Notes: PAPR - 002472 When the Owner accepts the assignment of an agreement, the Owner assumes the Design-Builder's rights and obligations under the agreement. § 3.1.15.2 Upon such assignment, if the Work has been suspended for more than 30 days, the compensation under the assigned agreement shall be equitably adjusted for increases in cost resulting from the suspension. § 3.1.15.3 Upon such assigrunent to the Owner under this Section 3,1.15, the Owner may further assign the agreement to a successor design-builder or other entity. If the Owner assigns the agreement to a successor design-builder or other entity, the Owner shall nevertheless remain legally responsible for all of the successor design-builder's or other entity's obligations under the ageement. § 3.1.16 Resign-Builder's Insurance and Bonds. The Design-Builder shall purchase and maintain insurance and provide bonds as set forth in Exhibit ~B. ARTICLE 4 WORK PRIOR TO EXECUTION OF TFIE DESIGN-BUII.D AMENDMENT § 4.1 General § 4.1.1 Any information submitted by the Design-Builder, and any interim decisions made by the Owner, shall be fox the purpose of facilitating the design process and shall not modify the Owner's Criteria unless the Owner and Design-Builder execute a Modification. [Numbers §4.2 & §4.3 intentionally not used] (Paragraphs deleted) § 4.4 Design-Builder's Construction Proposal § 4.4.1 The Design-Builder's Construction Proposal shall include the following: .1 A list of the documents and other information, including the Design-Builder's original Proposal Development Documents as proposed in the Owner's procurement leading to this Agreement, upon which the Design-Builder's Proposal is based; .2 The proposed Contract Sum, including the compensation method; .3 The proposed date the Design-Builder shall achieve Substantial Completion ; .4 An enumeration of any qualifications and exclusions, if applicable; .5 A list of the Design-Builder's key personnel, Contractors and suppliers; and .6 The date on which the Design-Builder's Construction Proposal expires. § 4.4.2 Submission of the Design-Builder's Construction Proposal shall constitute a representation by the Design-Builder that it has visited the site and become familiar with local conditions under which the Work is to be completed. § 4.4.3 If the Owner and Design-Builder agree on a proposal, the Owner and Design-Builder shall execute the Design-Build Amendment setting forth the terms of their agreement. ARTICLE 5 WORK FOLLOWING EXECUTION OF THE DESIGN-BUILD AMENDMENT § 5.1 Construction Documents § 5.1.1 Upon the execution of the Design-Build Amendment, the Design-Builder shall prepare Construction Documents. The Construction Documents shall establish the quality levels of materials and systems required. The Construction Documents shall be consistent with the Design-Build Documents. § S.1Z T'he Design-Builder shall provide the Construction Documents to the Owner for the Owner's information. If the Owner discovers any deviations between the Construction Documents and the Design-Build Documents, the Owner shall promptly notify the Design-Builder of such deviations in writing. The Construction Documents shall not modify the Design-Build Documents unless the Owner and Design-Builder execute a Modification. The failure of the Owner to discover any such deviations shall not relieve the Design-Builder of the obligation to perform the Work. in accordance with the Design-Build Documents. § 5.1.2.1 The Design-Builder shall submit three copies of all Construction Documents prepared and submitted to Regulatory Agencies as a portion of the permitting and approval process for this work. Init. ~ AIA Document A141T"' — 2074. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIR'" Document is protected by U.S. Copyright Law and )nternationa) Treaties. Unauthorized reproduction or distribution of this AIA~ Document, or any portion of it, may result In severQ civil and criminal penalties, and will be prosecuted to the maximum extent possible underthe law, This document was produced by AIA software at 11:11:56 on 11/23!2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002473 ~O § 5.2 Construction § 5.2.1 Commencement. Except as permitted in Section 5.2.2, construction shall not commence prior to execution of the Design-Build Amendment. § 5.2.2 If the Owner and Design-Builder agree in writing, construction may proceed prior to the execution of the Design-Build Amendment. However, such authorization shall noY waive the Owner's right to reject the Design-Builder's Proposal. § 5.2.3 The Design-Builder shall supervise and direct the Worlc, using the Design-Builder's best skill and attention. The Design-Builder shall be solely responsible for, and have control over, construction means, methods, techniques, sequences and procedures, and for coordinating all portions of the Work under the Contract, unless the Design-Build Documents give other specific instructions concerning these matters. § 5.2.4 The Design-Builder shall be responsible for inspection of portions of Work already performed to determine that such portions are in proper condition to receive subsequent Work. Maintenance of Record Drawings: The Contractor shall maintain at the worksite one (1) record copy of the Contract Documents including approved changes in good order and mazked currently to record changes and selections made during performance of the work. A copy of submittals accepted by the District shall also be maintained at the worksite. These items shall be available to the Architect and District when present at the worksite. When required by the Contract Documents, the Contractor shall provide record drawings on all increments of the work such as, by way of illustration and not limitation, plumbing, electrical, mechanical, and all systems, such as fire and security systems, incorporated into the work. The Contractor shall furnish an electronic and paper copy of record drawings of "as-built" detail to the Architect at final completion of all work, excluding punch list items as required by the Contract Documents. Professional Certifications: When professional cerrification of performance criteria for materials, systems, or equipment is required by the Contract Documents, the District shall be entitled to rely upon the accuracy and completeness of such calculations and certifications. Contractor's Quality Control Program: 'The Contractor shall institute and maintain throughout the contract term a quality control program, designed to ensure the work performed is in accordance with the Contract Documents, including any changes, at all rimes and in all respects. The program shall include providing daily supervision and conducting frequent inspections by the Worksite Superintendent(s). 1. Compliance with Employment Laws: By entering into a Contract Agreement, the Contractor agrees to abide by all applicable laws pertaining to employment including, by way of illustration and not limitation, the following: A. Title VII ofthe Civil Rights Act of 1964, as may be amended. B. Age Discrimination in Employment Act of 1964, as may be amended. c. Title I of the Americans Disabilities Act of 1990, as may be amended. D. Equal Pay Act of 1963, as maybe amended. E. Fair Labor Standards Act, as may be amended. F. South Carolina Wages Act, Code 37-10-10 et seq., as maybe amended. G. South Carolina Worker's Compensation Act, Code 42-1-10 et seq., as may be amended. The Contractor shall not discriminate against any employee or applicant for employment because of race, religion, color, sex, age, handicap, or national origin except when such condition is a bona fide occupational qualification reasonably necessary for normal operations of the Contractor. 'The Contractor, in all solicitations or advertisements for employees, shall state the Contractor is an "Equal Opportunity Employer." T'he Contractor agrees to post in conspicuous places, visible to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause and shall include the provision of this pazagraph in every subcontract or purchase agreement of more than $10,000. Init. ~ AIA Document A141T"' — 2074. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Qocument is protected by U.S. Copyright Law and International 7reafies. Unauthorized reprod~iction or distribution of this AIA' Document, or any portion of if, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This documentwas produced by AIA software at 11:11:56 on 11123/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002474 11 Employment Taxes and Benefits: Unless under order from the Internal Revenue Service or South Carolina state government, the District does not withhold from the contract payments any Federal or State income taxes, or any employment-related taxes normally withheld on the Dishict's employees. Further, the District shall not provide any employment related insurances or other benefits such as worker's compensation for the benefit of any Contractor, subcontractor or supplier employees. Project Key Sta(f —Project Manager: The Contractor shall assign a skilled, experienced, and dedicated Project Manager to the project and identified in Exhibit A. The Project Manager shall secure the materials of proper quality and quantity to meet the Contract Documents and manage the appropriate timing of all materials, sub-contracted work, and Contractor provided labor to ensure the continual progress of the work to meet the substantial completion date. The Contractor shall not change the Project Manager or the duties and status of the Project Manager during the course of the project without approval of the District. Project Key Staff -- Worksite Superintendent(s): The Contractor shall employ at least one (1) full-time, competent Worksite Superintendent and, if required by the Contrail Documents, an additional part-time or full-time, competent secondary Worksite Superintendent if expedient for the size and scope of the project. Exhibit A identifies the Worksite Superintendent(s). No less than one (1) Worksite Superintendent shall be in. attendance at the worksite at all times during performance of any work by the Contractor's own forces or subcontractors and during delivery of any materials. The Worksite Superintendent shall not perform the work of any trade or other duties; however, the secondazy Worksite Superintendent may perform part-time work of a trade or the duties of 05HA Compliance Officer or fireguard, if approved by the District. The Contractor shall not change any Worksite Superintendent or the duties or status of same during the course of the project without approval of the District. The Worksite Superintendents) shall enforce strict discipline and good order among the Contractor's representatives, agents, employees, subcontractors and suppliers. Worksite Communications: The Project Manager and Worksite Superintendents) are representatives of the Design Builder and communications given to them, either orally or in writing, shall be as binding as if given to the Principal of the Design Builder. § 5.3 Labor and Materials § 5.3.1 Unless otherwise provided in the Design-Build Documents, the Design-Builder shall provide and pay for labor, materials, equipment, tools, construction equipment and machinery, water, heat, utilities, transportation, and other facilities and services, necessary for proper execution and completion of the Work, whether temporary or permanent, and whether or not incorporated or to be incorporated in the Work. § 5.3.2 When a material or system is specified in the Design-Build Documents, the Design-Builder may make substitutions only in accordance with Article 6. § 5.3.3 The Design-Builder shall enforce strict discipline and good order among the Design-Builder's employees and other persons carrying out the Work. The Design-Builder shall not permit employment of unfit persons or persons not properly skilled in tasks assigned to them. § 5.4 Taxes The Design-Builder shall pay sales, consumer, use and similar taxes, for the Work provided by the Design-Builder, that are legally enacted when the Design-Build Amendment is executed, whether or not yet effective or merely scheduled to go into effect. § 5.5 Permits, Fees, Notices and Compliance with Laws § 5.5.1 Unless otherwise provided in the Design-Build Ddcuments, the Design-Builder shall secure and pay for the permits, fees, licenses, and inspections by government agencies, necessary for proper execution of the Work and Substantial Completion of the Project. § 5.5.2 The Design-Builder shall comply with and give notices required by applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities, applicable to performance of the Work. § 5.5.3 Concealed or Unknown Conditions. If the Design-Builder encounters conditions at the site that are (1) subsurface or otherwise concealed physical conditions that differ materially from those indicated in the Init. ~ institute of Architects. All rights reserved. WARNING: This AIA" Document is AAA Document A147 ~'" — 2014. Copyright m 2004 and 2014 by The American protected by U.S. Copyright Law and Internafianal Treaties. Unauthorizec! reproduction or distribution of this AIA`~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07!14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002475 12 Design=Build Documents or (2) unlmown physical conditions of an unusual nature that differ materially from those ordinarily found to exist and generally recognized as inherent in construction activities of the character provided for in the Design-Build Documents, the Design-Builder shall pzomptly provide notice to the Owner before conditions are disturbed and in no event later than 21 days after first observance of the conditions. The Owner shall promptly investigate such conditions and, if the Owner determines that they differ materially and cause an increase or decrease in the Design-Builder's cost of, or time required for, performance of any part of the Work, shall recommend an equitable adjustment in the Contract Sum or Contract Time, or both. If the Owner determines that the conditions at the site are not materially different from those indicated in the Design-Build Documents and that no change in the terms of the Contract is justified, the Owner shall promptly notify the Design-Builder in writing, stating the reasons. If the Design-Builder disputes the Owner's determination or recommendation, the Design-Builder may proceed as provided in Article 14. § 5.5.4 If, in the course of the Work, the Design-Builder encounters human remains, or recognizes the existence of burial markers, archaeological sites, or wetlands, not indicated in the Design-Build Documents, the Design-Builder shall immediately suspend any operations that would affect them and shall notify the Owner. Upon receipt of such notice, the Owner shall promptly take any action necessary to obtain governmental authorization required to resume the operations. The Design-Builder shall continue to suspend such operations until otherwise instructed by the Owner but shall continue with all other operations that do not affect those remains or features. Requests for adjustments in the Contract Sum and Contract Time arising from the existence of such remains or features may be made as provided in Article 14. § 5.6 Allowances § 5.6.1 The Design-Builder shall include in the Contract Sum all allowances stated in the Design-Build Documents. Items covered by allowances shall be supplied for such amounts, and by such persons or entities as the Owner may direct, but the Design-Builder shall not be required to employ persons or entities to whom the Design-Builder has reasonable objection. § 5.6.2 Unless otherwise provided in the Design-Build Documents, allowances shall cover the cost to the Design-Builder of materials and equipment delivered at the site .1 and all required taaces, less applicable trade discounts; .2 the Design-Builder's costs for unloading and handling at the site, labor, installation costs, overhead, profit, and other expenses contemplated for stated allowance amounts, shall be included in the Contract Sum but not in the allowances; and whenever costs are more than or less than allowances, the Contract Sum shall be adjusted accordingly .3 by Change Order. The amount of the Change Order shall reflect (1) the difference between actual costs and the allowances under Section 5.6.2.1 and (2) changes in Design-Builder's costs under Section 5.6.2.2. § 5.6.3 The Owner shall make selections of materials and equipment with reasonable promptness for allowances requiring Owner selection. § 5.7 Key Personnel, Contractors and Suppliers § 5.7.1 The Design-Builder shall not employ personnel, or contract with Contractors or suppliers to whom the Owner has made reasonable and timely objection. The Design-Builder shall not be required to contract with anyone to whom the Design-Builder has made reasonable and timely objection. § 5.7.2 If the Design-Builder desires to change any o£the personnel, Contractors or suppliers identified in the Design-Build Amendment, including but not limited to any contractor or design professional identified by the Design-Builder in its Request for Qualifications response, the Design-Builder shall notify the Owner and provide the name and qualifications of the proposed new personnel, design professional, Contractor or supplier. 'The Owner may reply within 14 days to the Design-Builder in writing, stating (1) whether the Owner has reasonable objection to the proposed new personnel, design professional, Contractor or supplier or (2) that the Owner requires additional time to review. Failure of the Owner to reply within the 14-day period shall constitute notice of no reasonable objection, § 5.7.3 Except for those persons or entities already identified or required in the Design-Build Amendment, the Design-Builder, as soon as practicable after execution of the Design-Build Amendment, shall furnish in writing to the Owner the names of persons or entities (including those who are to furnish materials or equipment fabricated to a Init. ~ ~A document A141'"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distrihution of this AIA`~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to Ehe maximum extent possible under the law. This dxumentwas produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale, (1231639144) User Notes: PAPR - 002476 ~3 special design) proposed for each principal portion of the Work. `The Owner may reply within 14 days to the Design-Builder in writing stating (1) whether the Owner has reasonable objection to any such proposed person or entity or (2) that the Owner requires additiottal time for review. Faiture of the Owner to reply within the 14-day period shall constitute notice of no reasonable objection. § 5.7.3.1 If the Owner has reasonable objection to a person or entity proposed by the Design-Builder, the Design-Builder shall propose another to whom the Owner has no reasonable objection. § 5.8 Documents and Submittals at the Site In addition to any Owner requirements to keep electronic project data up to date, the Design-Builder shall maintain at the site for the Owner one copy of the Design-Build Documents and a current set of the Construction Documents, in good order and marked currently to indicate field changes and selections made during construction, and one copy of approved Submittals. The Design-Builder shall deliver these items to the Owner in accordance with Section 9.10.2 as a record of the Work as constructed. § 5.9 Use of Site The Design-Builder shall confine operations at the site to areas permitted by applicable laws, statutes, ordinances, codes, rules and regulations, lawful orders of public authorities, and the Design-Build Documents, and shall not unreasonably encumber the site with materials or equipment. § 5.10 Cutting and Patching The Design-Builder shall not cut, patch or otherwise alter fully or partially completed construction by the Owner or a separate contractor except with written consent of the Owner and of such separate contractor; such consent shall not be unreasonably withheld. The Design-Builder shall not unreasonably withhold from the Owner or a separate contractor the Design-Builder's consent to cutting or otherwise altering the Work. § 5.11 Cleaning Up § 5.11.1 The Design-Builder shall keep the premises and surrounding area free from accumulation of waste materials or rubbish caused by operations under the Contract. At completion of the Work, the Design-Builder shall remove waste materials, rubbish, the Design-Builder's tools, construction equipment, machinery and surplus materials from and about the Project. § 5.11.2 If the Design-Builder fails to clean up as provided in the Design-Build Documents, the Owner may do so and Owner shall be entitled to reimbursement from the Design-Builder. § 5.12 Access to Work The Design-Builder shall provide the Owner and its separate contractors and consultants access to the Work in preparation and progress wherever located. The Design-Builder shall notify the Owner regarding Project safety criteria and programs, which the Owner, and its contractors and consultants, shall comply with while at the site. § 5.13 Construction by Owner or by Separate Contractors § 5.13.1 Owner's Right to Perform Construction and to Award Separate Contracts § 5.13.1.1 The Owner. reserves the right to perform construction or operations related to the Project with the Owner's own forces; and to award separate contracts in connection with other portions o£the Project, or other construcrion or operations on the site, under terms and conditions identical or substantially similar to this Contract, including those terms and conditions related to insurance and waiver of subrogation. T'he Owner shall notify the Design-Builder promptly a8er execution of any separate conirac~ If the Design-Builder claims that delay or additional cost is involved because of such action by the Owner, the Design-Builder shall make a Claim as provided in Article 14. § 5.13.1.2 When separate contracts are awarded for different portions of the Project or other construction or operations on the site, the term "Design-Builder" in the Design-Build Documents in each case shall mean the individual or entity that executes each separate agreement with the Owner. § 5.13.1.3 The Owner shall provide for coordination of the activities of the Owner's own forces, and of each separate contractor, with the Work of the Design-Builder, who shall cooperate with them. The Design-Builder shall participate with other separate contractors and the Owner in reviewing their construction schedules. The Itlit. ~ AIA Document A147'"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`' Document is 14 protected by U.S. Copyriyht Law and International Treaties. Unaufhorized reproduction or distribution of tills AIA`D Document, or any portion of it, may rosult in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law, This document was produced by is 0 6, and not for resale. which e~ires on 7 /1 412 01 AIA software at 11:11:56 on 11/23!2015 under Order No.0239586208_1 (1231639144) User Notes: PAPR - 002477 Design-Builder shall make any revisions to the construction schedule deemed necessary after a joint review and mutual agreement. 'The construction schedules shall then constitute the schedules to be used by the Design-Builder, separate contractors and the Owner until subsequently revised, § 5.13.1.4 Unless otherwise provided in the Design-Build Documents, when the Owner performs construction or operations related to the Project with the Owner's own forces or separate contractors, the Owner shall be deemed to be subject to the same obligations, and to have the same rights, that apply to the Design-Builder under the Contract. § 5.14 Mutual Responsibility § 5.14.1 The Design-Builder shall afford the Owner and separate contractors reasonable opportunity for introduction and storage of their materials and equipment and performance of their activities, and shall connect and coordinate the Design-BuiIder's construction and operations with theirs as required by the Design-Build Documents. § 5.14.2 If part of the Design-Builder's Work depends upon construction or operations by the Owner or a separate contractor, the Design-Builder shall, prior to proceeding with that portion of the Work, prepare a written report to the Owner, identifying apparent discrepancies or defects in the construction or operations by the Owner or separate contractor that would render it unsuitable for proper execution and results of the Design-Builder's Work. Failure of the Design-Builder to report shall constitute an acknowledgment that the Owner's or separate contractor's completed or partially completed construction is fit and proper to receive the Design-Builder's Work, except as to defects not then reasonably discoverable. § 5.14.3 The Design-Builder shall reimburse the Owner and other contractors) for costs the Owner and other contractor(s), respectively, incur because of the Design-Builder's delays, improperly timed activities or defective construction, § 5.14.4 The Design-Builder shall promptly remedy damage the Design-Builder wrongfully causes to completed or partially completed construcrion or to property of the Owner or separate contractors as provided in Section 10.2.5. § 5.14.5 The Owner and each separate contractor shall have the same responsibilities for cutting and patching the Work as the Design-Builder has with respect to the construction of the Owner or separate contractors in Section 5.10. § 5.15 Owner's Right to Clean Up If a dispute arises among the Design-Builder, separate contractors and the Owner as to the responsibility under their respective contracts for maintaining the premises and surrounding area free from waste materials and rubbish, the Owner may clean up and will allocate the cost among those responsible. ARTICLE 6 CHANGES IN THE WORK § 6.1 General § 6.1.1 Changes in the Work may be accomplished after execution of the Contract, and without invalidating the Contract, by Change Order or Change Directive, subject to the limitations stated in this Article 6 and elsewhere in the Design-Build Documents. § 6.1.2 A Change Order shall be based upon agreement between the Owner and Design-Builder. The Owner may issue a Change Directive without agreement by the Design-Builder. § 6.1.3 Changes in the Work shall be performed under applicable provisions of the Design-Build Documents, and the Design-Builder shall proceed promptly, unless otherwise provided in the Change Order or Change Directive. § 6.2 Change Orders A Change Order is a written instrument signed by the Owner and Design-Builder stating their agreement upon all of the following: 1 The change in the Work; The amount of the adjustment, if any, in the Contract Sum or, if prior to execution of the Design-Build Amendment, the adjustment in the Design-Builder's compensation; and The extent of the adjustment, if any, in the Contract Time. ~~~~' ~ AIA Document A141T"' — 2014. Copyright O 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyright Law anti International Treaties. Unauthorized reproduction or distribution of this AIA'~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecutes! to the maximum extent possible underthe law. This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002478 15 § 6.3 Change Directives § 6.3.1 A Change Directive is a written order signed by the Owner directing a change in the Work prior to agreement on adjustment, if any, in the Contract Sum or, if prior to execution'of the Design-Build Amendment, the adjustment in the Design-Builder's compensation, or Contract Time. T'he Owner may by Change Directive, without invalidating the Contract, order changes in the Work within the general scope ofthe Contract consisting of additions, deletions or other revisions, the Contract Sum or, if prior to execution of the Design-Build Amendment, the adjustment in the Design-Builder's compensation, and Contract Time being adjusted accordingly. § 6.3.2 A Change Directive shall be used in the absence of total agreement on the terms of a Change Order. § 6.3.3 If the Change Directive provides for an adjustment to the Contract Sum or, if prior to execution of the Design-Build Amendm~t, an adjustment in the Design-Builder's compensation, the adjustment shall be based on one of the following methods: .1 Mutual acceptance of a lump sum properly itemized and supported by sufficient substantiating data to permit evaluation; .2 Unit prices stated in the Design-Build Documents or subsequently agreed upon; .3 Cost to be determined in a manner agreed upon by the parties and a mutually acceptable fixed or percentage fee; or .4 As provided in Section 63.7. § 6.3.4 If unit prices are stated in the Design-Build Documents or subsequently agreed upon, and if quarrtities originally contemplated are materially changed in a proposed Change Order or Change Directive so that application of such unit prices to quantities of Work proposed will cause substantial inequity to the Owner or Design-Builder, the applicable unit prices shall be equitably adjusted. § 6.3.5 Upon receipt of a Change Directive, the Design-Builder shall promptly proceed with the change in the Work involved and advise the Owner of the Design-Builder's agreement or disagreement with the method, if any, provided in the Change Directive for determining the proposed adjustment in the Contract Sum or, if prior to execution of the Design-Build Amendment, the adjustment in the Design-Builder's compensation, or Contract Time. § 6.3.6 A Change Directive signed by the Design-Buiider indicates the Design-Builder's agreement therewith, including adjustment in Contract Sum or, if prior to execution of the Design-Build Amendment, the adjustment in the Design-Builder's compensation, and Contract Time or the method for determining them. Such agreement shall be effective unmediately and shall be recorded as a Change Order. § 6.3.7 If the Design-Builder does not respond promptly or disagrees with the method for adjustment in the Contract Sum or, if prior to execution of the Design-Build Amendment, the method for adjustment in the Design-Builder's compensation, the Owner shall determine the method and the adjustment on the basis of reasonable expenditures and savings of those performing the Work attributable to the change, including, in case of an increase, an amount for overhead and profit as set forth in the Agreement, or if no such amount is set forth in the Agreement, a reasonable amount In such case, and also under Section 6.333, the Design-Builder shall keep and present, in such form as the Owner may prescribe, an itemized accounting together with appropriate supporting data. Unless otherwise provided in the Design-Build Documents, costs for the purposes of this Section 6.3.7 shall be limited to the following: .Change Order Allowable Pricing: For any change in contract price, the Contractor shall provide, itemize, and justify with appropriate supporting data.. direct costs attributable to the change. Direct costs athibutable to the change in work shall be limited to the following: A. Costs of materials, equipment and processes to be incorporated into the work including costs of shipping, handling, fabricating, sales tax (8%required in Horry County and 9%within certain incorporated parts of the City of Myrtle Beach as of August 1, 2009), or other such costs inherent in the provision and delivery of such materials, equipment and processes by the supplier or manufacturer. B. Costs of direct labor based on actual hourly labor rates multiplied by the actual work hours required to accomplish the change in work when such change in work results in additional contract time or labor. No Contractor or subcontractor shall ask for direct labor costs, when work required can be accomplished with the existing work force, in conjunction with other concurrent work, and dwing the current approved contract time. The hourly labor rate for any additional contract time or laborers shall Init. ~ AIA Document A741T"' — 2014. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Document is proEQcted by U.S. Copyright law and Internafianal Treaties. Unauthorized reproduction or distribution of this AIA`i0 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to Ehe maximum extent possible under the law. This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No,0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002479 .~ 6 be actual hourly rates not to exceed thirty dollars ($30) per hour unless documented proof of payment of a higher hourly rate for a specific skilled laborer is approved by the District prior to Change Order execution. C. Costs of fringe benefits for additional direct labor, including social ,security, unemployment or other taxes, health and workers' compensation insurances, or other benefits required by agreement, custom or applicable laws. Such fringe benefit rate shall not exceed twenty-eight percent (28%) and the District has the right to request itemized documentation proving the fringe benefit rate used. D. Costs of machinery or equipment rented or leased in the short term specifically for completion of the additional work to be performed. Such equipment rented/leased shall not customarily be owned by the Contractor or any subcontractor affected by the change but shall be necessary to the accomplishment of the work required. Copies of invoices for such rental shall be provided to document the cost of rental or lease of machinery or equipment. The District shall not pay for use of Contractor- or subcontractor-owned equipment or machinery, which costs are included in the overhead computation. E. Costs of permits or inspection fees directly attributable to the change in work and not included as part of the Contractor's requirements nor attributable to the Contractor's nonperformance or non-conformance to the Contract Agreement. F. Other such direct costs directly attributable to the work and approved by the District. G. Any additional cost resulting from an amendment to performance and payment bonds but in no event more than one percent (1%) a#ter application of overhead and profit provided for elsewhere. The Contractor shall be responsible for notifying the Surety of any changes in the contract price, if required by the Surety. Costs itemized shall not exceed the unit costs as listed in the most current issue of Means Construction Cost Data or actual costs justified to the satisfaction of the District. Unallowable Costs: Any costs which may be perceived by the Contractor to be indirectly attributable to a change in work shall not be included in direct costs but shall be considered part of the overhead and profit rate applied to direct costs. Such costs not to be included in direct costs shall be, by way of illustration and not limitation: A. Labor hours and fringe benefit costs of the worksite superintendents) when such costs were included, or should have been included, in the original bid submitted or result from the Contractor's inability to meet the approved schedule or required completion date. The Contractor must prove, to the satisfaction of the District, such additional costs are directly attributable to any extension of time beyond the last approved completion date. An increase in contract price for additional site supervision shall be at the Districts' sole discretion. B. Perceived additional costs attributable to the Project Manager or supervision and coordination of subcontractors, suppliers or Contractor employees. C. Costs related to use, rental, purchase or replacement of equipment generally or customarily necessary to accomplish the work but not to be incorporated into the work such as, by way of illustration and not limitation, hand tools, generators, cleaning equipment, scaffolding, signage, fencing, vehicles, fizel, and so forth. D. Transportation or travel costs related to the transporting of hired or contracted supervisors, workers or subcontractors to and from the worksite or between worksites or to pick-up and deliver materials, equipment and processes to the worksite by the Conlxactor's or subcontractor's own forces including parking, tolls, fines, meals, per diem, hotel, living expenses, or other such costs. E. Costs attributable to expediting delivery of materials, equipment or processes including telephone calls, facsimile transmissions. copying, employee labor and benefits, and so forth. F. Costs attributable to maintaining a local office, home office or corporate offcce as well as office staffing. equipment and consumables, and so forth. G. Costs for maintaining on-site facilities, including work trailers, telephones, computers, licenses, temporal'/ utilities, and so forth. H. Contracted services such as accountants, payroll service providers. attorneys, catering and so forth. I. Catering or vending services, portable toilets, dumpsters, and so forth. J. Other such indirect costs of doing business or costs normally considered inclusive in overhead. Allowable Overhead and Profit Charges: Additional overhead and profit attributable to the change in contract Init. ~ AIA Document A141T"' — 2014. Copyright 8 2004 and 2014 by The Amer(can Institute of Architects. All rights reserved. WARNING: Thls AIA"' Document is protected by U.S. Copyright Law and InternaEional Treaties. UnauEhorized reproduction or diskribiition of this AIA`' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This documentwas produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002480 ,17 pricing shall not exceed the following: A. For work performed by the. Contractor's own forces, a maximum of ten percent (10%) of the allowable direct costs or the unit pricing negotiated at the time of award. B. For work performed by a subcontractor's own forces, a maximum of ten percent (10%) of the allowable direct costs. C. Por work performed by a subcontractor, overhead and profit of a maximum of five percent (5%) is allowable by the Contractor for administration of the sub-contract. Retainage: The District requires a retainage of three and one-half percent (3.5%) of the total contract price, as may be amended by any approved Change Order, to be withheld from the Contractor's payments throughout the term of the Agreement and payable at the time of final payment after a) full completion of all work to be performed and all requirements established in the Agreement and acceptance by the District, b) submittal of a[1 closeout documents, and c) submittal of an affidavit of payment of debts/claims, if requested by the Disfxict, for every subcontractor who performed work on the project evidencing they have received final payment of undisputed work and retainage withheld. As a condition of the contract, no more than three and one-half percent (3.5%) shall be retained from the progress payments of any subcontractor by the Contractor until final completion of that portion of the work. Prompt payment of retainage to all subcontractors at final completion of their acceptable work regardless of timing during the contract is mandatory. The Conhactor shall, at final completion, ensure no amount of the Contractor's retained funds is allocable to the completed and accepted work of any subcontractor nor to materials or equipment purchased from any supplier unless such amounts are in dispute and the Contractor has not requested payment for such disputed amounts to date. Such amounts in dispute shall be identified on the Contractor's affidavit of payment of debts/claims submitted with final documents. § 6.3.8 The amount of credit to be allowed by the Design-Builder to the Owner for a deletion or change that results in a net decrease in the Contract Sum or, if prior to execution of the Design-Build Amendment, in the Design-Builder's compensation, shall be actual net cost. When both additions and credits covering related Work or substitutions are involved in a change, the allowance for overhead and profit shall be figured on the basis of net increase, if any, with respect to that change. § 6.3.9 Pending final determination of the total cost of a Change Directive to the Owner, the Design-Builder may request payment for Work completed under the Change Directive in Applications for Payment. The Owner will make an interim determination for purposes of certification for payment for those costs deemed to be reasonably justified. T'he Owner's interim determination of cost shall adjust the Contract Sum or, if prior to execution of the Design-Build Amendment, the Design-Builder's compensation, on the same basis as a Change Order, subject to the right of Design-Builder to disagree and assert a Claim in accordance with Article 14. § 6.3.10 When the Owner and Design-Builder agree with a determination concerning the adjustments in the Contract Sum or, if prior to execution of the Design-Build Amendment, the adjustment in the Design-Builder's compensation and Contract Time, or otherwise reach agreement upon the adjustments, such ageement shall be effective immediately and the Owner and Design-Builder shall execute a Change Order. Change Orders may be issued for all or any part of a Change Directive. ARTICLE 7 OWNER'S RESPONSIBII,ITIES § 7.1 General § 7.1.1 The Owner shall designate in writing a representative who shall have express authority to bind the Owner with respect to all Project matters requiring the Owner's approval or authorization. § 7.1.2 The Owner shall render decisions in a timely manner and in accordance with the Design-Builder's schedule agreed to by the Owner. The Owner shall furnish to the Design-Builder, within 15 days after receipt of a written request, information necessary and relevant for the Design-Builder to give notices of project commencement and take other action to protect the integrity and exclusivity of the project payment bond(s). § 7.2 Information and Services Required of the Owner § 7.2.1 The Owner shall furnish information or services required of the Owner by the Design-Build Documents with reasonable promptness. ~ni~ ~ AIA Document A141TM' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA''~ Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA" Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This documantwas produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/74/2016, and is not for resale. (1231639144) User Notes: PAPR - 002481 ~$ § 7.2.2 The Owner shall provide, to the extent under the Owner's control and if not required by the Design-Bur(d Documents to be provided by the Design-Builder, the results and reports of prior tests, inspections or investigations conducted for the Project involving structural or mechanical systems; chemical, air and water pollution; hazardous materials; or environmental and subsurface conditions and information regarding the presence of pollutants at the Project site. Upon receipt of a written request from the Design-Builder, the Owner shall also provide surveys describing physical characteristics, legal limitations and utility locations for the site of the Project, and a legal description of the site under the Owner's control. § 7.2.3 The Owner shall promptly obtain easements, zoning variances, and legal authorizarions or entitlements regarding site utilization where essential to the execution of the Project. § 7.2.4 The Owner shall cooperate with the Design-Builder in securing land development, zoning, and other permits, licenses and inspections. § 7.2.5 The services, information, surveys and reports required to be provided by the Owner under this Agreement, shall be furnished at the Owner's expense, and except as otherwise specifically provided in this Agreement or elsewhere in the Design-Build Documents or to the extent the Owner advises the Design-Builder to the contrary in writing, the Design-Builder shall be entitled to rely upon the accuracy and completeness thereof. In no event shall the Design-Builder be relieved of its responsibility to exercise proper precautions relating to the safe performance of the Work. § 7.2.6 If the Owner observes or otherwise becomes aware of a fault or defect in the Work or non-conformity with the Design-Build Documents, the Owner shall give prompt written notice thereof to the Design-Builder. § 7.2.7 Prior to the execution of the Design-Build Amendment, the Design-Builder may request in writing that the Owner provide reasonable evidence that the Owner has made financial arrangements to fulfill the Owner's obligations under the Design-Build Documents and the Design-Builder's Proposal.. § 7.2.8 Except as otherwise provided in the Design-Build Documents or when direct communications have been specially authorized, the Owner shall communicate through the Design-Builder with persons or entities employed or retained by the Design-Builder. § 7.2.9 Unless required by the Design-Build Documents to be provided by the Design-Builder, the Owner shall, upon request from the Design-Builder, furnish the services of geotechnical engineers or other consultants for investigation of subsurface, air and water conditions when such services are reasonably necessary to properly carry out the design services furnished by the Design-Builder. In such event, the Design-Builder shall specify the services required. Such services may include, but are not limited to, test borings, test pits, determinations of soil bearing values, percolation tests, evaluations of hazardous materials, ground corrosion and resistivity tests, and necessary operations for anticipating subsoil conditions. The services of geotechnical engineers) or other consultants shall include preparation and submission of all appropriate reports and professional recommendations. § 7.2.10 The Owner shall purchase and maintain insurance as set forth in Exhibit B. § 7.3 Submittals § 7.3.1 The Owner shall review and approve or take other appropriate action on Submittals. Review of Submittals is not conducted for the purpose of determining the accuracy and completeness of other details, such as dimensions and quantities; or for substantiating instructions for installation or performance of equipment or systems; or for determining that the Submittals are in conformance with the Design-Build Documents, all of which remain the responsibility of the Design-Builder as required by the Design-Build Documents. The Owner's action will be taken in accordance with the submittal schedule approved by the Owner or, in the absence of an approved submittal schedule, with reasonable promptness while allowing sufficient time in the Owner's judgment to permit adequate review. T'he Owner's review of Submittals shall not relieve the Design-Builder of the obligations under Sections 3.1.11, 3.1,12, and 5.2.3. The Owner's review shall not constitute approval of safety precautions or, unless otherwise specifically stated by the Owner, of any construction means, methods, techniques, sequences or procedures. The Owner's approval of a specific item shalt not indicate approval of an assembly of which the item is a component. ~^'t ~ AIA Document A141TM' — 2014. Copyright O 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distriUution of this AIA~' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_i which expires an 07/14/2016, and is not far resale. (1231639144) User Notes: PAPR - 002482 19 § 7.3.2 Upon review of the Submittals required by the Design-Build Documents, the Owner or its designee shall notify the Design-Builder of any non-conformance with the Design-Build Documents the Owner discovers. § 7.4 Visits to the site by the Owner shall not be construed to create an obligation on the part of the Owner to make on-site inspections to check the quality or quantity of the Work. The Owner shall neither have control over or charge of, nor be responsible for, the construction means, methods, techniques, sequences or procedures, or for the safety precautions and programs in connection with the Work, because these are solely the Design-Builder's rights and responsibilities under the Design-Build Documents. § 7.5 The Owner shall not be responsible for the Design-Builder's failure to perform the Work in accordance with the requirements of the Design-Build Documents. T'he Owner shall not have control over or charge of, and will not be responsible for acts or omissions of the Design-Builder, Architect, Consultants, Contractors, or their agents or employees, or any other persons or entities performing portions of the Work for the Design-Builder. § 7:6 The Owner has the authority to reject Work that does not conform to the Design-Build Documents. T'he Owner shall have authority to require inspection or testing of the Work in accordance with Section 15.5.2, whether or not such Work is fabricated, installed or completed, However, neither this authority of the Owner nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Owner to the Design-Builder, the Architect, Consultants, Contractors, material and equipment suppliers, their agents or employees, or other persons or entities performing portions of the Work. § 7.7 The Owner sha11 determine the date or dates of Substantial Completion in accordance with Section 9.8 and the date of final completion in accordance with Section 9.10. § 7.8 Owner's Right to Stop Worlc If the Design-Builder fails to correct Work which is not in accordance with the requirements of the Design-Build Documents as required by Section 11.2 or persistently fails to carry out Work in accordance with the Design-Build Documents, the Owner may issue a written order to the Design-Builder to stop the Work, or any portion thereof, until the cause for such order has been eliminated; however, the right of the Owner to stop the Work shall not give rise to a duty on the part of the Owner to exercise this right for the benefit of the Design-Builder or any other person or entity, except to the extent required by Section 5.13.1.3. § 7.9 Owner's Right to Carry Out the Work If the Design-Builder defaults or neglects to carry out the Work in accordance with the Design-Build Documents and fails within aten-day period after receipt of written notice from the Owner to commence and continue correction of such default or neglect with diligence and promptness, the Owner may, without prejudice to other remedies the Owner may have, correct such deficiencies. In such case, an appropriate Change Order shall be issued deducting from payments then or thereafter due the Design-Builder the reasonable cost of correcting such deficiencies. If payments then or thereafter due the Design-Builder are not sufficient to cover such amounts, the Design-Builder shall pay the difference to the Owner. For Work on the critical path to beneficial occupancy of the Project (or defined component thereof the ten-day period referenced herein is reduced to five (5) days during the 60 days prior to substantial completion as shown on the last schedule properly submitted under § 3.I.9. ARTICLE 8 TIME § 8.1 Progress and Completion § 8.1.1 Time limits stated in the Design-Build Documents are of the essence of the Contract. By executing the Design-Build~Amendment the Design-Builder confirms that the Contract Time is a reasonable period for performing the Work. § 8.1.2 The Desi~-Builder shall not, except by agreement of the Owner in writing, commence the Work prior to the effective date of insurance, other than property insurance, required by this Contract. The Contract Time shall not be adjusted as a result of the Design-Builder's failure to obtain insurance required under this Contract. § 8.1.3 The Design-Builder shall proceed expeditiously with adequate forces and shall achieve Substantial Completion within the Contract Time. § 8.1.4 LIQUIDATED DAMAGES FOR LATE SUBSTANTIAL AND FINAL COMPLETION OF Tf~ WORK. In'it. ~ AAA Document A141T'" — 2014. Copyright 8 2004 and 2D14 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyriyh4 Law and International Treaties. Unauthorized reproduction or distribution of flits AIA~ Document, or any portion of it, may result in severe civil and criminal penalties, and wilt be prosecuted to the maximum extent possible underfhe law. This documentwas produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_7 which e~ires on 07/14!2016, and is not for resale. (1231639144) User Notes: PAPR - 002483 20 The Owrier and the Contractor agree that time is of the essence and that the Owner will suffer significant damage, hardship, and loss if the Work is not substantially completed within the Contract Time. Damages the Owner will incur as a result of breach of contract by failure to achieve substantial completion are: use of relocatable classrooms; use of alternate sites for the educational program; disruption of class locations; disruption of athletic program; disruption of public service activities planned for the project; Ioss of rental of the project; security risks due to comingling of project workers with additional persons on and near the site; additional safety risks of equipment, vehicles, and unfinished work on the campus during the academic term; general disruption of the teaching and learning process due to project activities during the academic term; moving equipment during the academic term when students and full staff are present; harm to the Owner's reputation and established goodwill among the community, parents, students, and staff due to late delivery of the project; loss of student morale and academic performance due to the ongoing Work during the academic term; harm to the Owner's public relations; disruption and inefficiency of the management of all the Owner's facilities and other current construction projects. The measurement of such damages is difficult. Accordingly, such damages are converted to Liquidated Damages as follows: for each day the Work is not Substantially Complete beyond the Contract Time allowed for Substantial Completion, liquidated damages of $1000 will be due from the Design-Builder to the Owner; for each day the Work is not Finally Complete beyond the Contract Time allowed for Final Completion, liquidated damages of $500 will be due from the Design-Builder to the Owner. § 8.2 Delays and Extensions of Time § 8.2.1 If the Design-Builder is delayed at any time in the commencement or progress of the Work by an act or neglect of the Owner or of a consultant or separate contractor employed by the Owner; or by changes ordered in the Work by the Owner; or by labor disputes, fire, unusual delay in deliveries, unavoidable casualties or other causes beyond the Design-Builder's control; or delay in purchase of any project property or owner provided surveying and testing of such property); or by an act of god, tornado, fire, hurricane, blizzard, earthquake, typhoon, or flood that damages completed work, stored material, or impedes progress of the work; by delay authorized by the Owner pending mediation and binding dispute resolution or by other causes that the Owner determines may justify delay, then the Contract Time shall be extended by Change Order for such reasonable time as the Owner may deeermine. § 8.2.2 Claims relating to time shall be made in accordance with applicable provisions of Article 14. (Paragraph deleted) § 8.2.3 Weather Delays: When adverse weather conditions are the basis for a request for additional time, such request shall be documented by data substantiating the weather conditions. . Such time eactension request shall be in writing and submitted to the District with its Application for Payment. The approved extension of time shall be incorporated in the next Change Order. § 8.2.4 Anticipated Weather Delays: A total of two (2) days -per calendar month (non-cumulative) shall be anticipated by the Contractor as "adverse weather," and such time shall not be considered justification for an extension of time. If adverse weather days beyond the two (2) days anticipated ara substantiated by written (NOAA) data indicating precipitation greater than .10" occurred that day an extension of time will be allowed to the extent of one (1) full day of extended time for each full working day of adverse weather conditions . . If the precipitation over .10" is so great that it causes subsequent work days to be lost those days may also be requested as a time extension and will be granted day for day basis for days lost in construction operations . A request for adverse weather extension shall not be allowed after the date established for substantial completion. ARTICLE 9 PAYIVIENT APPLICATIONS ~1NI) PROJECT COMPLETION § 9.1 Contract Sum The Contract Sum is stated in the Design-Build Amendment. § 9.2 Schedule of Values Where the Contract Sum is based on a stipulated sum or Guaranteed. Ma~cimum Price, the Design-Builder, prior to the first Application for Payment after execution of the Design-Build Amendment shall submit to the Owner a schedule of values allocating the entire Contract Sum to the various portions of the Work and prepared in such form and supported by such data to substantiate its accuracy as the Owner may require. This schedule, unless objected to by the Owner, shall be used as a basis for reviewing the Design-Builder's Applications for Payment. Init. ~ The American Inslitute of Architects. All rights reserved. WARNING: This AIL1" Document is AAA Document A141 T'" — 2074. Copyright ~ 2004 and 2014 by proEected by U.S. Couyright Law and International Treaties. Unauthorized reproduction or distrihution of tills AIA`g Document, or any portion of it, may result in severe civf! and criminal penalties, and will be prosecuted Yo Ehe maximum extent possible under the law. This documentwas produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/1412016, and is not for resale. (1231639144) User Notes: PAPR - 002484 21 § 9.3 Applications for Payment § 9.3.1 At least TWENTY ONE days before the date established for each progress payment, the Design-Builder shall submit to the Owner an itemized Application for Payment for completed portions of the Work. The application shall be notarized, if required, and supported by data substantiating the Design-Builder's right to payment as the Owner may require, such as copies of requisitions from the Architect, Consultants, Contractors, and material suppliers, and shall reflect retainage if provided for in the Design-Build Documents. § 9.3.1.1 As provided in Section 6.3.9, Applications for Payment may include requests for payment on account of changes in the Work that have been properly authorized by Change Directives, or by interim determinations of the Owner, but not yet included in Change Orders. § 9.3.1.2 Applications for Payment shall not include requests for payment for portions of the Work for which the Design-Builder does not intend to pay the Architect, Consultant, Contractor, material supplier, or other persons or entities providing services or work for the Design-Builder, unless such Work has been performed by others whom the Design-Builder intends to pay. § 9.3.2 Unless otherwise provided in the Design-Build Documents, payments shall be made for services provided as well as materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work. If approved in advance by the Owner, payment may similarly be made for materials and equipment suitably stored off the site at a location agreed upon in writing. Payment for materials and equipment stored on or offthe site shall be conditioned upon compliance by the Design-Builder with procedures satisfactory to the Owner to establish the Owner's title to such materials and equipment or otherwise protect the Owner's interest, and shall include the costs of applicable insurance, storage and transportation to the site for such materials and equipment stored off the site. § 9.3.3 The Design-Builder warrants that title to all Work, other than Instruments of Service, covered by an Application for Payment will pass to the Owner no later than the time of payment. The Design-Builder further warrants that, upon submittal of an Application for Payment, all Work for which Certificates for Payment have been previously issued and payments received from the Owner shall, to the best of the Design-Builder's Imowledge, information and belief, be free and clear of liens, claims, securify interests or encumbrances in favor of the Design-Builder, Architect, Consultants, Contractors, material suppliers, or other persons or entities entitled to make a claim by reason of having provided labor, materials and equipment relating to the Work. § 9.4 Certificates for Payment SEE § A.1.5.1.3 FOR SCHEDULE. In accordance with the schedule set forth in § A.1.5.1.3, the Owner issue to the Design-Builder a Certificate for Payment indicating the amount the Owner determines is properly due, and notify the Design-Builder in writing ofthe Owner's reasons for withholding certification in whole or in part as provided in Section 9.5.1. § 9.5 Decisions to Withhold Certi~icafion § 9.5.1 The Owner may withhold a Certificate for Payment in whole or in part to the extent reasonably necessary to protect the Owner due to the Owner's determination that the Work has not progressed to the point indicated in the Design-Builder's Application for Payment, or the quality of the Work is not in accordance with the Design-Build Documents. If the Owner is unable to certify payment in the amount of the Application, the Owner will notify the Design-Builder as provided in Section 9.4. If the Design-Builder and Owner cannot agree on a revised amount, the Owner will promptly issue a Certificate for Payment for the amount that the Owner deems to be due and owing. The Owner may also withhold a Certificate for Payment or, because of subsequently discovered evidence, may nullify the whole ox a part of a Certificate for Payment previously issued to such extent as maybe necessary to protect the Owner from loss for which the Design-Builder is responsible because of defective Work, including design and construction, not remedied; .1 .2 third party claims filed or reasonable evidence indicating probable filing of such claims unless security acceptable to the Owner is provided by the Design-Builder; failure of the Design-Builder to make payments properly to the Architect, Consultants, Contractors or .3 others, for services, labor, materials or equipment; .4 reasonable evidence that the Work cannot be completed for the unpaid balance of the Contract Sum; damage to the Owner or a separate contractor; .5 Init. ~ AAA Document A141T'" — 2014. Copyright 02004 and 2014 byThe American Institute oFArchitects. All rights reserved. WARNING: This AIA" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or dis4ribuYion of this AIA'~ Document, or any portion of it, . may result In severs civil and criminal penalties, and will he prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07!14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002485 22 .6 .7 reasonable evidence that the Work will not be completed within the Contract Time, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; or repeated or substantial failure to carry out the Work in accordance with the Design-Build Documents. § 9.5.2 When the above reasons. for withholding certification are removed, certification will be made for amounts previously withheld. § 9.5.3 If the Owner withholds certification for payment under Section 9.5.1.3, the Owner may, at its sole option, issue joint checks to the Design-Builder and to the Architect or any Consultants, Contractor, material or equipment suppliers, or other persons or entities providing services or work for the Design-Builder to whom the Design-Builder failed to make payment for Work properly performed or material or equipment suitably delivered. § 9.6 Progress Payments § 9.6.1 After the Owner has issued a Certificate for Payment, the Owner shall make payment in the manner and within the time provided in the Design-Build Documents. § 9.6.2 The Design-Builder shall pay each Architect, Consultant, Contractor, and other person or entity providing services or work for the Design-Builder no later than the time period required by applicable law, but in no event more than seven days after receipt of payment from the Owner the amount to which the Architect, Consultant, Contractor, and other person or entity providing services or work for the Design-Builder is entitled, reflecting percentages actually retained from payments to the Design-Builder on account of the portion of the Work performed by the Architect, Consultant, Contractor, or other person or entity. The Design-Builder shall, by appropriate agreement with each Architect, Consultant, Contractor, and other person or entity providing services or work for the Design-Builder, require each Architect, Consultant, Contractor, and other person or entity providing services or work for the Design-Builder to make payments to subconsultants and subcontractors in a similar manner. § 9.6.3 The Owner will, on request and if practicable, furnish to the Architect, a Consultant, Contractor, or other person or entity providing services or work for the Design-Builder, information regarding percentages of completion or amounts applied for by the Design-Builder and action taken thereon by the Owner on account of portions of the Work done by such Architect, Consultant, Contractor or other person or entity providing services or work for the Design-Builder. § 9.6.4 The Owner has the right to request written evidence from the Design-Builder that the Design-Builder has properly paid the Architect, Consultants, Contractors, or other person or entity providing services or work for the Design-Builder, amounts paid by the Owner to the Design-Builder for the Work. Owner shall have the right to contact the Architect, Consultants, and Contractors to ascertain whether they have been properly paid. "The Owner shall have no obligation to pay or to see to the payment of money to a Consultant or Contractor. § 9.6.5 Design-Builder payments to material and equipment suppliers shall be heated in a manner similar to that provided in Sections 9.6.2, 9.6.3 and 9.6.4. § 9.6.6 A Certificate for Payment, a progress payment, or partial or entire use or occupancy of the Project by the Owner shall not constitute acceptance of Work not in accordance with the Design-Build Documents. (Paragraph deleted) § 9.7 Failure of Payment If the Owner does not issue a Certificate for Payment, through no fault of the Design-Builder, within the time required by the Design-Build Documents, then the Design-Builder may, upon seven additional days' written notice to the Owner, stop the Work until payment of the amount owing has been received. 'The Contract Time shall be extended appropriately and the Contract Sum shall be increased by the amount of the Design-Builder's reasonable costs of shut-down, delay and start-up, plus interest as provided for in the Design-Build Documents. § 9.8 Substantial Completion § 9.8.1 Su6stantia] Completion is the stage in the progress of the Work when the Work or designated portion thereof is sufficiently complete in accordance with the Design-Build Documents so that the Owner can occupy or utilize the Inif. ~ AAA Document A141'"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyright Law and InternaEional Treaties. Unauthorized reproduction or distribution of this AIA~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted Yo the maximum extent possible under the law. This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is Wolfer resale, (1231639144) User Notes: PAPR - 002486 23 Work for its intended use. The date of Substantial Completion is the date certified by the Owner in accordance with this Section 9.8. § 9.8.2 When the Design-Builder considers that the Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete, the Design-Builder shall submit to the Owner an occupancy permit issued by the South Carolina Office of School Facilities and a comprehensive list of items to be completed or corrected prior to final payment Failure to include an item on such list does not alter the responsibility of the Design-Builder to complete all Work in accordance with the Resign-Build Documents. § 9.8.3 Upon receipt of the Design-Builder's list, the Owner shall review the Work.. If the Owner's review discloses any item, whether or not included on the Design-Builder's list, which is not sufficiently complete in accordance with the Design-Build Documents so that the Owner can occupy or utilize the Work or designated portion thereof for its intended use, the Design-Builder shall, before issuance of the Certificate of Substantial Completion, complete or correct such item upon notification by the Owner. In such case, the Design-Builder shall then submit a request for another review of the Work by the Owner. § 9.8.4 Prior to issuance of the Certificate of Substantial Completion under Section 9.8.5, the Owner and Design-Builder shall discuss and then determine the parties' obligations to obtain and maintain property insurance following issuance of the Certificate of Substantial Completion. § 9.8.5 When the Work or designated portion thereof is substantially complete, the Design-Builder will obtain for the Owner an occupancy permit issued by the South Carolina Office of School Facilities and a Certificate of Substantial Completion that shall, upon the Owner's signature, establish the date of Substantial Completion; establish responsibilities of the Owner and Design-Builder for security, maintenance, heat, utilities, damage to the Work and insurance; and fi~c the time within which the Design-Builder shall finish all items on the list accompanying the Certificate. Warranties required by the Design-Build Documents shall commence on the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the Certificate of Substantial Completion. § 9.8.6 "The Certificate of Substantial Completion shall be submitted by the Design-Builder to the Owner for written acceptance of responsibilities assigned to it in the Certificate. Upon the Owner's acceptance, and consent of surety, if any, the Owner shall make payment of retainage applying to the Work or designated portion thereof. Payment shall be adjusted for Work that is incomplete or not in accordance with the requirements of the Design-Build Documents. § 9.9 Partial Occupancy or Use § 9.9.1 The Owner may occupy or use any completed or partially completed portion of the Work at any stage when such portion is designated by separate agreement with the Design-Build, provided such occupancy or use is consented to, by endorsement or otherwise, by the insurer providing property insurance and authorized by public authorities having jurisdiction over the Project. Such partial occupancy or use may commence whether or not the portion is substantially complete; provided the Owner and Design-Builder have accepted in writing the responsibilities assigned to each of them for payments, retainage, if any, security, maintenance, heat, utilities, damage to the Work and insurance, and have agreed in writing concerning the period for correction of the Work and commencement of warranties required by the Design-Build Documents. When the Design-Builder considers a portion substantially complete, the Design-Builder shall prepare and submit a list to the Owner as provided under Section 9.8.2. Consent of the Design-Builder to partial occupancy or use shall not be unreasonably withheld. The stage of the progress of the Work shall be determined by written agreement between the Owner and Design-Builder. § 9.9.2 Immediately prior to such partial occupancy or use, the Owner and Design-Builder shall jointly review the area to be occupied or portion of the Work to be used in order to determine and record the condition of the Work. § 9.9.3 Unless otherwise agreed upon, partial occupancy or use of a portion or portions of the Work shall not constitute acceptance of Work not complying with the requirements of the Design-Build Documents. § 9.10 Final Completion and Final Payment § 9.10.1 Upon receipt of the Design-Builder's written notice that the Work is ready for final inspection and acceptance and upon receipt of a final Application for Payment, the Owner will promptly make such inspection. Init. ~ AIA Document A141T'" — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. Atl rights reserved. WARNING: This AIR" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA`~ Document, or any portion of it, may result In severe clvi( and criminal penalties, and will be prosecuted to the rnaxiinum extent possible under the law. This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002487 24 When the Owner finds the Work acceptable under the Design-Build Documents and the Contract fully performed, the Owner will, subject to Section 9.10.2, promptly issue a final Certificate for Payment. § 9.10.2 Neither final payment nor any remaining retained percentage shall become due until the Design-Builder submits to the Owner (1) an affidavit that payrolls, bills for materials and equipment, and other indebtedness connected with the Work, for which the Owner or the Owner's property might be responsible or encumbered, (less amounts withheld by Owner) have been paid ar otherwise satisfied, (2) a certificate evidencing that insurance required by the Design-Build Documents to remain in force after final payment is currently in e#~ect, (3) a written statement that the Design-Builder knows of no substantial reason that the insurance wilt not be renewable to cover the period required by the Design-Build Documents, (4} consent of surety, if any, to final payment, (5) as-constructed record copy of the Construction Documents marked to indicate field changes and selections made during construction, (6) manufacturer's warranties, product data, and maintenance and operations manuals, and (7) if required by the Owner, other data establishing payment or satisfaction of obligations, such as receipts, or releases and waivers of liens, claims, security interests, or encumbrances, arising out of the Contract, to the e~ctent and in such form as may be designated by the Owner. If an Architect, a Consultant, or a Contractor, or other person or entity providing services or work for the Design-Builder, refuses to furnish a release or waiver required by the Owner, the Desigr►-Builder may furnish a bond satisfactory to the Owner to indemnify the Owner against such liens, claims, security interests, or encumbrances: If swch liens, claims, security interests, or encumbrances remains unsatisfied after payments are made, the Design-Builder shall refund to the Owner all money that the Owner maybe compelled to pay in discharging such liens, claims, security interests, or encumbrances, including all costs and reasonable attorneys' fees. § 9.10.3 If, after Substantial Completion of the Work, final completion thereof is materially delayed through no fault of the Design-Builder or by issuance of Change Orders affecting final completion, the Owner shall, upon application by the Design-Builder, and without terminating the Contract, make payment of the balance due for that portion of the Work fully completed and accepted. Tfthe remaining balance for Work not fully completed or corrected is less than retainage stipulated in the Design-Build Documents, and if bonds have been furnished, the written consent of surety to payment of the balance due fox that portion of the Work fully completed and accepted shall be submitted by the Design-Builder to the Owner prior to issuance of payment. Such payment shall be made under terms and condirions governing final payment, except that it shall not constitute a waiver of claims. § 9.10.4 The making of final payment shallconstitute a waiver of Claims by the Owner except those arising from .1 liens, Claims, security interests or encumbrances arising out of the Contract and unsettled; failure of the Work to comply with the requirements of the Design-Build Documents; .2 .3 terms of special warranties required by the Design-Build Documents; post-occupancy services to be provided by or through the Design-Builder. .4 § 9.10.5 Acceptance of final payment by the Design-Builder shall constitute a waiver of claims by the Design-Builder except those previously made in writing and identified by the Design-Builder as unsettled at the time of final Application for Payment. ARTICLE 10 PROTECTION OF PERSONS AND PROPERTY § 10.1 Safety Precautions and Programs The Design-Builder shall be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the performance of the Contract. § 10.2 Safety of Persons and Property § 10.2.1 T'he Design-Builder shall be responsible for precautions for the safety of, and reasonable protection to prevent damage, injury or loss to employees on the Work and other persons who maybe affected thereby; .1 the Work and materials and equipment to be incorporated therein, whether in storage on or off the .2 site, under care, custody or control of the Design-Builder or the Architect, Consultants, or Contractors, or other person or entity providing services or work for the Design-Builder; and .3 other property at the site or adjacent thereto, such as trees, shrubs, lawns, walks, pavements, roadways, or structures and utilities not designated for removal, relocation or replacement in the course of construction. Init. ~ AIA Document A141'"' — 2014. Copyright 8 2004 and 2014 by The American Institute of Architects. /UI rights reserved. WARNING: This AIA" Document is protected by U.S. Copyright Law anti International Treaties. Unauthorized reproduction or distrihution of this AIA`'a Document, or any portion of it, may result in severe civfi and criminal penalties, anQ will be prosecuted to the maximum extent possible underthe law. This documentwas produced by AIA software at 11:11:56 on 11/2312015 under Order No.0239586208_1 which e~ires on 07/14/2016, and Is not for resale. (1231639144) User Notes: PAPR - 002488 25 § 10.2.2 The Design-Builder shall comply with, and give notices required by, applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities, bearing on safety of persons or property, or their protection from damage, injury or toss. § 10.2.3 The Design-Builder shall implement, erect, and maintain, as required by existing conditions and performance of the Contract, reasonable safeguards for safety and protection, including posting danger signs and other warnings against hazards, promulgating safety regulations, and notify owners and .users of adjacent sites and utilities of the safeguards and protections. § 10.2.4 When use or storage of explosives or other hazardous materials or equipment, or unusual methods, are necessary for execution of the Work, the Design-Builder shall exercise utmost care, and carry on such activities under supervision of properly qualified personnel. § 10.2.5 The Design-Builder shall promptly remedy damage and loss (other than damage or loss insured under property insurance required by the Design-Build Documents) to property referred to in Sections 10.2.1.2 and 10.2.1.3, caused in whole or in part by the Design-Builder, the Architect, a Consultant, a Contractor, or anyone directly or indirectly employed by any of them, or by anyone for whose acts they may be liable and for which the Design-Builder is responsible under Sections 10.2.1.2 and 10.2.1.3; except damage or loss attributable to acts or omissions of the Owner, or anyone directly or indirectly employed by the Owner, or by anyone for whose acts the Owner may be liable, and not attributable to the fault or negligence of the Design-Builder. The foregoing obligations of the Design-Builder are in addition to the Design-Builder's obligations under Section 3.I.t4. § 10.2.6 The Design-Builder shall designate a responsible member of the Design-Builder's organization, at the site, whose duty shail be the prevention of accidents. This person shall be the Design-Builder's superintendent unless otherwise designated by the Design-Builder in writing to the Owner. § 10.2.7 The Design-Builder shall not permit any part of the construction or site to be loaded so as to cause damage or create an unsafe condition. § 10.2.8 Injary or Damage to Person or Property. If the Owner or Design-Builder suffers injury or damage to person or property because of an act or omission of the other, or of others for whose acts such party is legally responsible, written notice of the injury or damage, whether or not insured, shall be given to the other party within a reasonable time not exceeding 21 days after discovery. The notice shall provide sufficient detail to enable the other party to investigate the matter. § 10.3 Hazardous Materials § 10.3.1 The Design-Builder is responsible for compliance with any requirements included in the Design-Build Documents regarding hazardous materials. If the Design-Builder encounters a hazardous material or substance not addressed in the Design-Build Documents and if reasonable precautions will be inadequate fo prevent foreseeable bodily injury or death to persons resulting from a material or substance, including but not limited to asbestos or polychlorinated biphenyl (PCB), encountered on the site by the Design-Builder, the Design-.Builder shall, upon recognizing the condition, immediately stop Work in the affected area and report the condition to the Owner in writing. § 10.3.2 Upon receipt of the Design-Builder's written notice, the Owner shall obtain the services of a licensed laboratory to verify the presence or absence of the material or substance reported by the Design-Builder and, in the event such material or substance is found to be present, to cause it to be rendered harmless. Unless otherwise required by the Design-Build Documents, the Owner shall furnish in writing to the Design-Builder the names and qualifications of persons or entities who are to perform tests verifying the presence or absence of such material or substance or who are to perform the task of removal or safe containment of such material or substance. The Design-Builder will promptly reply to the Owner in writing stating whether or not the Design-Builder has reasonable objection to the persons or entities proposed by the Owner. If the Design-Builder has an objection to a person or entity proposed by the Owner, the Owner shall propose another to whom the Design-Builder has no reasonable objection. When the material or substance has been rendered harmless, Work in the affected area shall resume upon written.agreement of the Owner and Design-Builder. By Change Order, the Contract Time shall be extended appropriately and the Contract Stun shall be increased in the amount of the Design-Builder's reasonable additional costs of shut-down, delay and start-up. Init. ~ AIA Document A141TM — 2014. Copyright m 2004 and 2014 by The American Institute of Architects. A11 rights reserved. WARNING: This AIA" Document is protected by U.S. Copyright Law and International Treaties, Unauthorized reproduction or distribution of this AIA'~ Document, or any ~prtion of it, may result in severe c(vll and criminal penalties, and will he prosecuted to the maximum extent possiBle under the law. This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (7231639144) User Notes: PAPR - 002489 26 § 10.3.3 To the fullest extent permitted by law, the Owner shall indemnify and hold harmless the Design-Builder, the Architect, Consultants, and Contractors, and employees of any of them, from and against claims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from performance of the Work in the affected area, if in fact the material or substance presents the risk of bodily injury or death as described in Section 103.1 and has not been rendered harmless, provided that such claim, damage, loss or expense is attributable to bodily injury, sickness, disease or death, or to injury to, or desU•uction of, tangible property (other than the Work itselfl, except to the extent that such damage, loss or expense is due to the fault or negligence of the party seeking indemnity. § 10.3.4 The Owner shall not be responsible under this Section 10.3 for materials or substances the Design-Builder brings to the site unless such materials or substances are required by the Owner's Criteria. The Owner shall be responsible for materials or substances required by the Owner's Criteria, except to the extent of the Design-Builder's fault or negligence in the use and handling of such materials or substances. § 10.3.5 'The Design-Builder shall indemnify the Owner for the cost and expense the Owner incurs (1) for remediation of a material or substance the Design-Builder brings to the site and negligently handles, or (2) where the Design-Builder fails to perform its obligations under Section 10.3.1, except to the extent that the cost and expense are due to the Owner's fault or negligence. § 10.3.6 If, without negligence on the part of the Design-Builder, the Design-Builder is held liable by a government agency for the cost of remediation of a hazardous material or substance solely by reason of performing Work as required by the Design-Build Documents, the Owner shall indemnify the Design-Builder for all cost and expense thereby incurred. § 10.4 Emergencies Tn an emergency affecting safety of persons or property, the Design-Builder shall act, at the Design-Builder's discretion, to prevent threatened damage, injury or loss. ARTICLE 11 UNCOVERING AND CORRECTION OF WORK § 11.1 Uncovering of Work The Owner may request to examine a portion of the Work that the Design-Builder has covered to determine if the Work has been performed in accordance with the Design-Build Documents. If such Work is in accordance with the Design-Build Documents, the Owner and Design-Builder shall execute a Change Order to adjust the Contract Time and Contract Sum, as appropriate. If such Work is not in accordance with the Design-Build Documents, the costs of uncovering and correcting the Work shall be at the Design-Builder's expense and the Design-Builder shall not be entitled to a change in fhe Contract Time unless the condition was caused by the Owner or a separate contractor in which event the Owner shall be responsible for payment of such costs and the Contract Time will be adjusted as appropriate. § 11.2 Correction of Work § 11.2.1 Before or After Substantial Completion. The Design-Builder shall promptly correct Work either rejected by the Owner or failing to conform to the requirements of the Design-Build Documents, whether discovered before or after Substantial Completion and whether or not fabricated, installed or completed. Costs of correcting such rejected or nonconforming Work, including additional testing and inspections, the cost of uncovering and replacement, and compensation for any design consultant employed by the Owner whose expenses and compensation were made necessary thereby, shall be at the Design-Builder's expense. § 11.2.2 After Substantial Completion § 11.2.2.1 In addition to the Design-Builder's obligations under Section 3.1.12, if, within the three-year duration of the Design-Builder's post-occupancy obligations„ any of the Work is found not to be in accordance with the requirements of the Design-Build Documents, the Design-Builder shall correct it promptly after receipt of written notice from the Owner to do so unless the Owner has previously given the Design-Builder a written acceptance of such condition. The Owner shall give such notice promptly after discovery of the condition. During this period for correction of the Work, if the Owner fails to notify the Design-Builder and give the Design-Builder an opportunity to make the correction, the Owner waives the rights to require correction by the Design-Builder and to make a claim Init. ~ AIA Document A147 TM — 2014. Copyright D 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA' Document, ar any portion of it, may result in severe clvii and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which expires on 07/14120 7 6, and is not for resale. (1231639144) User Notes: PAPR - 002490 27 for breach of warranty. If the Design-Builder fails to correct nonconforming Work within a reasonable time during that period after receipt of notice from the Owner, the Owner may correct it in accordance with Section 7.9. § 11.2.2.2 'Phis year period for correction of Work shall be extended with respect to portions of Work first performed after Substantial Completion by the period of time between Substantial Completion and the actual completion of that portion of the Work. § 11.2.2.3 This period for correction of Work shall not be e~ctended by corrective Work performed by the Design-Builder pursuant to this Section 11.2. § 11.2.3 The Design-Builder shall remove from the site portions of the Work that are not in accordance with the requirements of the Design-Build Documents and are neither corrected by the Design-Builder nor accepted by the Owner. § 11.2.4 The Design-Builder shall bear the cost of correcting destroyed or damaged construction of the Owner or separate contractors, whether completed or partially completed, caused by the Design-Builder's correction or removal of Work that is not in accordance with the requirements of the Design-Build Documents. § 11.2.5 Nothing contained in this Section 11.2 shall be conshued to establish a period of limitation with respect to other obligations the Design-Builder has under the Design-Build Documents. Establishment of the two-year period for correction of Work as described in Section 11.2.2 relates only to the specific obligation of the Design-Builder to correct the Work, and has no relationship to the time within which the obligation to comply with the Design-Build Documents may be sought to be enforced, nor to the time within which proceedings may be commenced to establish the Design-Builder's liability with respect to the Design-Builder's obligations other than specifically to correct the Work. § 11.3 Acceptance of Nonconforming Work If the Owner prefers to accept Work that is not in accordance with the requirements of the Design-Bui]d Documents, the Owner may do so instead of requiring its removal and correction, in which case the Contract Sum will be reduced as appropriate and equitable. Such adjustment shall be effected whether or not final payment has been made. Acceptance of Nonconforming Work may only be evidenced by written agreement specifying the nonconformity and the Owner's informed consent to accept it. Nonconforming Work shall not become accepted Work by inaction or implication. ARTICLE 12 COPYRIGHTS AND LICENSES § 12.1 Drawings, specifications, and other documents furnished by the Design-Builder, including those in electronic form, are Instruments of Service. The Design-Builder, and the Architect, Consultants, Contractors, and any other person or entity providing services or work for any of them, shall be deemed the authors and owners of their respective Instruments of Service, including the Drawings and Specifications, and shall retain all common law, statutory and other reserved rights, including copyrights. Submission or distribution of Instruments of Service to meet official regulatory requirements, or for similar purposes in connection with the Project, is not to .be construed as publication in derogation of the reserved rights of the Design-Builder and the Architect, Consultants, and Contractors, and any other person or entity providing services or work for any of them. § 12.2 The Design-Builder and the Owner warrant that in transmitting Instruments of Service, or any other information, the transmitting party is the copyright owner of such information or has permission from the copyright owner to transmit such information for its use on the Project. § 12.3 Upon execution of the Agreement, the Design-Builder grants to the Owner a limited, irrevocable and non-exclusive license to use the Instruments of Service for purposes of constructing, using, maintaining, altering and adding to the Project.. .The license granted under this section permits the Owner to authorize its consultants and separate contractors to reproduce applicable portions of the Instruments of Service for use in performing services or construction for the Project. 1.2.3.1 PROTOTYPE. The Owner shall have the right to use the Instruments of Service as a "prototype" design under South Carolina Board of Architectural Examiners regulations and policies. Any architect receiving the original plans from the Owner must first acknowledge and accept full responsibility Init. ~ AIA Document A141 T" — 2014. Copyright m 2004 and 2014 by The American Insfitute of Architects. All rights reserved. WARNING: This AIA`" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~ bocument, or any portion of if, may result in severe civli and criminal penalties, and will be prosecufed to the maximum extent possible under the law. This document was produced by AIA software at 11:11:56 on 11/23/2D15 under Order No,02395862D6_1 which e~ires on 07/14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002491 28 for the adequacy of the design for its new project, as well as absolve the original Architect of any responsibility of any kind as relates to the original design. Should the Owner provide the Documents and/or Specifications to the Architects) for other Projects, then the original Architect, if not retained for the other project(s), shall be relieved of any liabilities arising out of the other Projects) and the Owner wilt indemnify and hold harmless the original Architect from any Claims arising out of such other Project(s). § 12.3.1 'The Design-Builder shall obtain non-exclusive licenses from the Architect, Consultants, and Contractors, that will allow the Design-Builder to satisfy its obligations to the Owner under this Article 12. The Design-Builder's licenses from the Architect and its Consultants and Contractors shall also allow the Owner, in the event this Agreement is terminated for any reason to obtain a limited, irrevocable and non-exclusive license for purposes of constructing, using, maintaining, altering and adding to the Project, subject to South Carolina regulations and policies concerning successor design professionals... § 12.3Z In the event the Owner alters the Instruments of Service without the author's written authorization or uses the Ir►struments of Service without retaining the authors of the Instruments of Service, the Owner releases the Design-Builder, Architect, Consultants, Contractors and any other person or entity providing services or work for any of them, from all claims and causes of action arising from or related to such uses. The terms of this Section 12.3.2 shall not apply if the Owner rightfully terminates this Agreement for cause under Sections 13.1.4 or 13.2.2. ARTICLE 13 TERMINATION OR SUSPENSION § 13.1 Termination or Suspension Prior to Execution of the Design-Build Amendment § 13.1.1 If the Owner fails to make payments to the Design-Builder for Work prior to execution of the Design-Build Amendment in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Design-Builder's option, cause for suspension of performance of services under this Agreement. If the Design-Builder elects to suspend the Work, the Design-Builder shall give seven days' written notice to the Owner before suspending the Work. In the event of a suspension of the Work, the Design-Builder shall have no liability to the Owner for delay or damage caused by the suspension of the Work. Before resuming the Work, the Design-Builder shall be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Design-Builder's Work. The Design-Builder's compensation for, and time to complete, the remaining Work shall be equitably adjusted. § 13.1.2 If the Owner suspends the Project, the Design-Builder shall be compensated for the Work performed prior to notice of such suspension. When the Project is resumed, the Design-Builder shall be compensated for expenses incurred in the interruption and resumption of the Design-Builder's Work. The Design-Builder's compensation for, and time to complete, the remaining Work shall be equitably adjusted. § 13.1.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Design-Builder, the Design-Builder may terminate this Agreement by giving not less than seven days' written notice. § 13.1.4 Either party may terminate this Agreement upon not less than seven days' written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 13.1.5 The Owner may terminate this Agreement upon not less than seven days' written notice to the Design-Builder for the Owner's convenience and without cause. § 13.1.6 In the event of termination not the fault of the Design-Builder, the Design-Builder shall be compensated for Work performed prior to termination and any other expenses duectly attributable to termination for which the Design-Builder is not otherwise compensated. In no event shall tha Design-Builder's compensation under this Section 13.1.6 be greater than the compensation set forth in Section 2,1. § 13.2 Termination or Suspension Following Execution of the Design-Build Amendment § 13.2.1 Termination by the Design-Builder § 13.2.1.1 The Design-Builder may terminate the Contract if the Work is stopped for a period of 30. consecutive days through no act or fault of the Design-Builder, the Architect, a Consultant, or a Contractor, or their agents or (nit. ~ AIA Document A141TM' — 2014. Copyright D 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This Alli" Document is protected by U.S. Copyriyht Law and International Treaties. U~authorizecl reproduction or distribution of this AIA"' Document, or any portion of iE, inay result in severe civil and criminal penalties, and will be prosecuted to the maximum exEent passible underthe law. This document was produced by AIA sofhvare at 11:11:56 on 11/23!2015 under Order No.0239586208_1 which e~iras on 0711412016, and is not for resale. (1231639144) User Notes: PAPR - 002492 29 employees, or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder, for any of the following reasons: .1 Issuance of an order of a court or other public authority having jurisdiction that requires all Work to be stopped; .2 An act of government, such as a declaration of national emergency that requires all Work to be stopped; .3 Because the Owner has not issued a Certificate for Payment and has not notified the Design-Builder of the reason for withholding certification as provided in Section 9.5.1; or because the Owner has not made payment on a Certificate for Payment within the time stated in the Design-Build Documents; or .4 The Owner has failed to furnish to the Design-Builder promptly, upon the Design-Builder's request, reasonable evidence as required by Section 7.2.7. § 13.2.12 The Design-Builder may terminate the Contract if, through no act or fault of the Design-Builder, the Architect, a Consultant, a Contractor, or their agents or employees or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder, repeated suspensions, delays or interruptions of the entire Work by the Owner as described in Section 13.2.3 constitute in the aggregate more than 100 percent of the total number of days scheduled for completion, or 120 days in any 365-day period, whichever is less: § 13.2.1.3 If one of the reasons described in Section 13.2.1.1 or 13.2.1.2 exists, the Design-Builder may, upon seven days' written notice to the Owner, terminate the Contract and recover from the Owner payment for Work executed, including reasonable overhead and profit on that executed Work, and costs incurred by reason of such termination. § 13.2.1.4 If the Work is stopped for a period of 60 consecutive days through no act or fault of the Design-Builder or any other persons or entities performing portions of the Work under contract with the Design-Builder because the Owner has repeatedly failed to fulfill the Owner's obligations under the Design-Build Documents with respect to matters important to the progress of the Work, the Design-Builder may, upon seven additional days' written notice to the Owner, terminate the Contract and recover from the Owner as provided in Section 13.2.1.3. § 13.2.2 Termination by the Owner For Cause § 13.2.2.1 The Owner may terminate the Contract ifthe Design-Builder .1 fails to submit the Proposal by the date required by this Agreement, or if no date is indicated, within a reasonable time consistent with the date of Substantial Completion; .2 repeatedly refuses or fails to supply an Architect, or enough properly skilled Consultants, Contractors, or workers or proper materials;' .3 fails to make payment to the Architect, Consultants, or Conhactors for services, materials or labor in accordance with their respective agreements with the Design-Builder; .4 repeatedly disregards applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of a public authority; or .5 is otherwise guilty of substantial6reach of a provision of the Design-Build Documents. § 13.2.2.2 When any of the above reasons exist, the Owner may without prejudice to any other rights or remedies of the Owner and after giving the Design-Builder and the Design-Builder's surety, if any, seven days' written notice, terminate employment of the Design-Builder and may, subject to any prior rights of the surety: Exclude the Design-Builder from the site and take possession of all materials, equipment, tools, and .1 construction equipment and machinery thereon owned by the Design-guilder; Z Accept assignment of the Architect, Consultant and Contractor agreements pursuant to Section 3.1.15; and Finish the Work by whatever reasonable method the Owner may deem expedient. Upon written .3 request of the Design-Builder, the Owner shall furnish to the Design-Builder a detailed accounting of the costs incurred by the Owner in finishing the Work. § 13.2.2.3 When the Owner terminates the Contract for one of the reasons stated in Section 13.2.2.1, the Design-Builder shall not be entitled to receive further payment until the Work is finished. § 13.2.2.4 If the unpaid balance of the Contract Sum exceeds costs of finishing the Work and other damages incurred by the Owner and not expressly waived, such excess shall be paid to the Design-Builder. If such costs and Init. ~ AAA Document A141TM' — 2014. Copyright ~ 2004 and 2014 by The American Inslitute of Architects. All rights reserved. WARNING: This AIA`' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA'a Document, or any porEion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA soHware at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/1412016, and is not for resale. (1231639144) User Notes: PAPR - 002493 30 damages exceed the unpaid balance, the Design-Builder shall pay the difference to the Owner. T'he obligation for such payments shall survive termination of the Contract and are eacpressly included in the performance of the Work covered by the Design-Builder's performance bond. § I3.2.3 Suspension by the Owner for Convenience § 13.2.3. X T'he Owner may, without cause, order the Design-Builder in writing to suspend, delay or interrupt the Work in whole or in part for such period of time as the Owner may determine. § 13.2.3.2 The Contract Sum and Contract Time shall be adjusted for increases in the cost and time caused by suspension, delay or interruption as described in Section 13.23.1. Adjustment of the Contract Sum shall include profit. No adjustment shall be made to the extent .1 that performance is, was or would have been so suspended, delayed or interrupted by another cause for which the Design-Builder is responsible; or .Z that an equitable adjustment is made or denied under another provision of the Contract. § 13.2.4 Termination by the Owner for Convenience § 13.2.4.1 The Owner may, at any time, terminate the Contract for the Owner's convenience and without cause. § 13.2.4.2 Upon receipt of written notice from the Owner of such termination for the Owner's convenience, the Design-Builder shall .1 cease operations as directed by the Owner in the notice; .2 take actions necessary, or that the Owner may direct, for the protection and preservation of the Work; and, .3 except for Work directed to be performed prior to the effective date of termination stated in the notice, terminate all existing Project agreements, including agreements with the Architect, Consultants, Contractors, and purchase orders, and enter into no further Project agreements and purchase orders. § 13.2.4.3 In case of such termination for the Owner's convenience, the Design-Builder shall be entitled to receive payment for Work executed, and costs incurred by reason of such termination. ARTICLE 14 CLAIlVIS AND DISPUTE RESOLUTION § 14.1 Claims § 14.1.I Definition. A Claim is a demand or assertion by one of the parties seeking, as a matter of right, payment of money, or other relief with respect to the terms of the Contract. The term "Claim" also includes other disputes and matters in question between the Owner and Design-Builder arising out of or relating to the Contract. The responsibility to substantiate Claims shall rest with the party making the Claim. § 14.1.2 Time Limits on Claims. The Owner and Design-Builder shall commence all claims and causes of action, whether in contract, tort, breach of warranty or otherwise, against the other, arising out of or related to the Contract in accordance with the requirements of the binding dispute resolution method selected in Section 13, within the time period specified by law. ' § 14.1.3 Notice of Claims § 14.1.3.1 Prior To Final Payment. Prior to Final Payment, Claims by either the Owner or Design-Builder must be initiated by written notice to the other party within 21 days after occurrence of the event giving rise to such Claim or within 21 days after the claimant first recognizes the condition giving rise to the Claim, whichever is later. § 14.1.3.2 Claims Arising After k~nal Payment. After Final Payment, Claims by either the Owner or Design-Builder that have not otherwise been waived pursuant to Sections 9.10.4 or 9.10.5, must be initiated by prompt written notice to the other party. The notice requirement in Section 14.13.1 and the Initial Decision requirement as a condition precedent to mediation in Section 14.2.1 shall not apply. § X4.1.4 Continuing Contract Performance. Pending final resolution of a Claim, except as otherwise agreed in writing or as provided in Section 9.7 and Article 13, the Design-Builder shall proceed diligently with performance of the Contract and the Owner shall continue to make payments in accordance with the Design-Build Documents. Init. ~ AIA Document A141T"' — 2014. Copyright 0 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA° Document, or any portion of it, may result in severe c(vll and criminal penalties, and will be prosecuted to the maxirnum extent possible under the law. This document was produced by AIA sofhvare at 11:11:56 on 11/23/2015 under Ordar No.0239586208_1 which e~fres on 07M4/2016, and is not for resale. (1231639144) User Notes: PAPR - 002494 3~ § 14.1.5 Claims for Additional Cost. If the Design-Builder intends to make a Claim for an increase in the Contract Sum, written notice as provided herein shall be given before proceeding to execute the portion of the Work that relates to the Claim. Prior notice is not required for Claims relating to an emergency endangering life or property arising under Section 10.4. § 14.1.6 Claims for Addifional Time § 14.1.6.1 If the Design-Builder intends to make a Claim for an increase in the Contract Time, written notice as provided herein shall be given. The Design-Builder's Claim shall include an estimate of cost and of probable effect of delay on progress of the Work. In the case of a continuing delay, only one Claim is necessary. (Pa~•agraph deleted) § 14.1.7 Claims for Consequential Damages The Design-Builder and Owner waive Claims against each other for consequential damages arising out of or relating to this Contract. This mutual waiver includes .1 damages incurred by the Owner fox rental expenses, for losses of use, income, profit, financing, business and reputation, and for loss of management or employee productivity or of the services of such persons; and damages incurred by the Design-Builder for principal office expenses including the compensation of .2 personnel stationed there, for losses of financing, business and reputation, and for loss of profit except anticipated profit arising directly from the Work and otherwise available under this Agreement. This mutual waiver is applicable, without limitation, to all consequential damages due to either party's termination in accordance with Article 13. Nothing contained in this Section 14.1.7 shall be deemed to preclude an award of liquidated damages, when applicable, in accordance with the requirements of the Design-Build Documen4s. § 14.2 Initial Decision § 14.2.1 An initial decision shall be required as a condition precedent to mediation of all Claims between the Owner and Design-Builder initiated prior to the date final payment is due, excluding those arising under Sections 1Q.3 and 10.4 of the Agreement and Sections B.3.2.9 and B.3.2.10 of Exhibit B to this Agreement, unless 30 days have passed after the Claim has been initiated with no decision having been rendered. Unless otherwise mutually agreed in writing, the Owner shall render the initial decision on Claims. § 14.2.2 Procedure § 14.2.2.1 Claims Initiated by the Owner. If the Owner initiates a Claim, the Design-Builder shall provide a written response to Owner within ten days after receipt of the notice required under Section 14.13.1. Thereafter, the Owner shall render an initial decision within ten days of receiving the Design-Builder's response: (1) withdrawing the Claim in whole or in part, (2) approving the Claim in whole or in part, or (3) suggesting a compromise. § 14.2.2.2 Claims Initiated by the Design-Builder. If the Design-Builder initiates a Claim, the Owner will take one or more of the following actions within ten days after receipt of the notice required under Section 14.13.1: (1) request additional supporting data, (2) render an initial decision rejecting the Claim in whole or in part, (3) render an initial decision approving the Claim, (4) suggest a compromise or (5) indicate that it is unable to render an initial decision because the Owner lacks sufficient information to evaluate the merits of the Claim. § 14.2.3 In evaluating Claims, the Owner may, but shall not be obligated to, consult with or seek information from persons with special Irnowledge or expertise who may assist the Owner in rendering a decision. The retention of such persons shall be at the Owner's expense. § 14.2.4 If the Owner requests the Design-Builder to provide a response to a Claim or to furnish additional supporting data, the Design-Builder shall respond, within ten days after receipt of such request, and shall either (1) provide a response on the requested supporting data, (2) advise the Owner when the response or supporting data will be furnished or (3) advise the Owner that no supporting data will be famished. Upon receipt of the response or supporting data, if any, the Owner will either reject or approve the Claim in whole or in part. § 14.2.5 The Owner's initial decision shall (1) be in writing (2) state the reasons therefor; and (3) identify any change in the Contract Sum or Contract Time or both. T'he initial decision shall be final and binding on the parties Init. ~ AIA Document A141T"' — 2014. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIAm Document is protected by U.S. Copyright Law and IntQrnational Treaties. Unauthorized reproduction or distribution oFthis AIA~' Document, or any porEian of it, may result in severe civil and criminal penalties, and will he prosecuted to the maximum extent possible underthe law. This document was produced by AIA software et 11:11:56 on 11123!2015 under Order No,0239586208_1 which expires on 07/1412016, and is notfor resale. (1231639144) User Notes: PAPR - 002495 32 but subject to mediation and, if the parties fail to resolve their dispute through mediation, to binding dispute resolution. § 14.2.6 Either party may file for mediation of an initial decision at any time, subject to the terms of Section 14.2.6.1. § 14.2.6.1 Either party may, within 30 days from the date of an initial decision, demand in writing that the oilier party file for mediation within 60 days of the initial decision. If such a demand is made and the party receiving the demand fails to file for mediation within the time required, then both parties waive their rights to mediate or pursue binding dispute resolution proceedings with respect to the initial decision. § 14.2.7 In the event of a Claim against the Design-Builder, the Owner may, but is not obligated to, notify the surety, if any, of the nature and amount of the Claim. If the Claim relates to a possibility of aDesign-Builder's default, the Owner may, but is not obligated to, notify the surety and request the surety's assistance in resolving the controversy. (Paragraph deleted) § 14.3 Mediation § 14.3.1 Claims, disputes, or other matters in conixoversy arising out of or related to the Contract, except those waived as provided for in Sections 9.10.4, 9.10.5, and 14.1.7, shall be subject to mediation as a condition precedent to binding dispute resolution. § 14.3.2 The parties shall endeavor to resolve their Claims by mediation. The mediation shall proceed in advance of binding dispute resolution proceedings, which shall be stayed pending mediation for a period of 60 days from the date of filing, unless stayed for a longer period by agreement of the parties or court order. § 14.3.3 The parties shall share the mediator's fee and any filing fees equally. The mediation shall be held in the place where the Project is located, unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction. f (Paragraphs deleted) ARTICLE 15 MISCELLANEOUS PROVISIONS § 15.1 Governing Law, The Contract shall be governed by the law of the place where the Project is located. § 15.2 Successors and Assigns § 15.2.1 The Owner and Design-Builder, respectively, bind themselves, their partners, successors, assigns and legal representatives to the covenants, agreements and obligations contained in the Design-Build Documents. Except as provided in Section 15.2.2, neither party to the Contract shall assign the Contract as a whole without written consent of the other. If either party attempts to make such an assignment without such consent, that party shall nevertheless remain legally responsible for all obligations under the Contract. § 15.2.2 The Owner may, without consent of the Design-Builder, assign the Contract to a lender providing construction financing for the Project, if the lender assumes the Owner's rights and obligations under the Design-Build Documents. The Design-Builder shall execute all consents reasonably required to facilitate such assignment. § 15.2.3 If the Owner requests the Design-Builder, Architect, Consultants, or Contractors to execute certificates, other than those required by Section 3.1.10, the Owner shall submit the proposed language of such certificates for review at least 14 days prior to the requested dates of execution. If the Owner requests the Design-Builder, Architect, Consultants, or Contractors to execute consents reasonably required to facilitate assigrunent to a lender, the Design-Builder, Architect, Consultants, or Contractors shall execute all such consents that are consistent with this Agreement, provided the proposed consent is submitted to them for review at Least 14 days prior to execution. The Design-Builder, Architect, Consultants, and Contractors shall not be required to execute certificates or consents that would require Imowledge, services or responsibilities beyond the scope of their services. Init. ~ AIA Document A141T"' — 2014. Copyright O 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of tills AI A"' Document, or any ~~ortion of it, may result in severe clvU and criminal penalties, and wllt be prosecuted to the maximum extent passible under the law. This documeniwas produced by AIA software at 11:11:56 on 11/23/2015 under Order No,0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002496 33 § 15.3 Written Notice Written notice shall be deemed to have been duly served if delivered in person to the individual, to a member of the firm or entity, or to an officer of the corporation for which it was intended; or if delivered at, or sent by registered or certified mail or by courier service providing proof of delivery to, the last business address known to the party giving notice, Written notice may also be established by acknowledgements and responses exchanged via electronic communications such as electronic mail or any internal messaging functionaliTy of BIM and/or project management software used by the parties for the project. § 15.4 Rights and Remedies § 15.4.1 Duties and obligations imposed by the Design-Build Documents, and rights and remedies available thereunder, shall be in addition to and not a limitation of duties, obligations, rights and remedies otherwise imposed or available by law. § 15.4.2 No action or failure to act by the Owner or Design-Builder shall constitute a waiver of a right or duty afforded them under the Contract, nor shall such action or failure to act constitute approval of or acquiescence in a breach thereunder, except as may be specifically agreed in writing. § 15.5 Tests and Inspections § 15.5.1 Tests, inspections and approvals of portions of the Work shall be made as required by the Design-Build Documents and by applicable laws, statutes, ordinances, codes, rules and regulations or lawful orders of public authorities. Unless otherwise provided, the Design-Builder shall make arrangements for such tests, inspections and approvals with an independent testing laboratory or entity acceptable to the Owner, or with the appropriate public authority, and shall bear all related costs of tests, inspections and approvals. The Design-Builder shall give the Owner timely notice of when and where tests and inspections are to be made so that the Owner may be present for such procedures. The Owner shall bear costs of (1) tests, inspections or approvals that do not become requirements until after bids are received or negotiations concluded, and (2) tests, inspections or approvals where building codes or applicable laws or regulations prohibit the Owner from delegating their cost to the Design-Builder. § 15.5.2 If the Owner determines that portions of the Work require additional testing, inspection or approval not included under Section 15.5.1, the Owner will instruct the Design-Builder to make arrangements for such additional testing, inspection or approval by an entity acceptable.to the Owner, and the Design-Builder shall give timely notice to the Owner of when and where tests and inspections are to be made so that the Owner maybe present for such procedures. Such costs, except as provided in Section 15.53, shall be at the Owner's expense. § 15.5.3 If such procedures for testing, inspection or approval under Sections 15.5.1 and 15.5.2 reveal failure of the portions of the Work to comply with requirements established by the Design-Build Documents, all costs made necessary by such failure shall be at the Design-Builder's expense. § 15.5.4 Required certificates of testing, inspection or approval shall, unless otherwise required by the Design-Build Documents, be secured by the Design-Builder and promptly delivered to the Owner. § 15.5.5 If the Owner is to observe tests, inspections or approvals required by the Design-Build Documents, the Owner will do so promptly and, where practicable, at the normal place of testing. § 15.5.6 Tests or inspections conducted pursuant to the Design-Build Documents shall be made promptly to avoid unreasonable delay in the Work. § 15.6 Confidential Lnformation If the Owner or Design-Builder transmits Confidential Information, the transmission of such Confidential Information constitutes a warranty to the party receiving such Confidential Information that the transmitting party is authorized to transmit the Confidential Information. If a party receives Confidential Information, the receiving party shall keep the Confidential Information strictly confidential and shall not disclose it to any other person or entity except as set forth in Section 15.6.1. § 15.6.1 A party receiving Confidential Information may disclose the Confidential Tnformation as required by law or court order, including a subpoena or other form of compulsory legal process issued by a court or governmental Init. ~ AIA Document A141'"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. AIf r(ghts reserved. WARNING: Thls AIA~' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distrihution of fliis RIA~" Document, or any portion of it, may result in severe civil and criminal pena[Ues, and will be prosecuted to the maximwn extent possible under the law. This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which expires on 07114/2016, and is not for resale. (1231639144) User Notes: PAPR - 002497 34 entity. A party receiving Confidential Information may also disclose the Confidential Information to its employees, consultants or contractors in order to perform services or work solely and exclusively for the Project, provided those employees, consultants and contractors are subject to the restrictions on the disclosure and use of Confidential Information as set forth in this Contract. § 15.7 Capitalization Terms capitalized in the Contract include those that are (1} specifically defined, (2) the titles of numbered articles or (3) the titles of other documents published by the American Insritute of Architects. § 15.8 Interpretation § 15.8.1 In the interest of brevity the Design-Build Documents frequently omit modifying words such as "all" and "any" and articles such as "the" and "an," but the fact that a modifier or an article is absent from one statement and appears in another is riot intended to affect the interpretation of either statement. § 15.8.2 Unless otherwise stated in the Design-Build Documents, words which have well-known technical or construction industry meanings are used in the Design-Build Documents in accordance with such recognized meanings. Conduct of the Design-Builder's Principals, Employees, Agents and Representatives The safety and security of District staff, students and the general public are of utmost priority to the District To that end, flee Design Builder shall be responsible for er►suring compliance by the Design Builder and any employees, agents or representatives, or subcontractors of the Design-Builder, including all Design Consultants, to the following: A. No drugs, alcohol, knives, firearms or other weapons on District property, whether or not there is an existing occupied building. B. No fraternizing with, threats to, or use of abusive or profane language in the presence of students, parents, visitors, or District representatives, agents, or employees. C. No improper attire, actions or gestures while on any District property. No smoking on District property in conformance to Horry County Board of Education policy. Violations of such policy shall result in a civil penalty of up to $1,000 per occurrence to the individual responsible and/or the Architect for whom the individual is a Principal, employee, agent, or representative. D. Secure SLED (State Law Enforcement Division) criminal background checks on all the Design-Builder's Principals, employees, agents, and representatives, and subcontractors, performing work on District property and contractually require the same of all Design Consultants, their employees, agents, and representatives. No employees, agents or representatives, or subcontractors, of the and Design Builder having committed violent crimes, crimes against children, or crimes of moral turpitude are allowed access to the District's premises. Such SLED criminal background checks shall be maintained on file in the offices of the Design Builder and made available to appropriate District personnel or the District's legal counsel immediately upon request. Promofional Materials The Design Builder shall have the right to include photographic or artistic representations of the design of the •Project among the Design B u i l d e r' s promotional and professional materials. The. D e s i g n B u i 1 d e r shall be given reasonable access to the completed Project to make such representations. The District shall provide professional credit for the Architect and Design B u i 1 d e r in the Districts promotional materials for the Project. The Architect shall not make any representations in promotional and professional materials other than the identification of the District without the Districts approval of the written copy prior to submission, printing and distribution. This condition shall survive termination or completion of this Agreement. Drug-Free Workplace The Architect and the Architect's Design Consultants shall be responsible for initiating, maintaining and supervising all drug-free programs in connection with the performance of this Agreement. The drug-free programs Init. ~ AIA Document A141TM — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects, All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA' Document, or any portion of it, may result In severe c(~fI and criminal penalties, and will ba prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002498 35 shat] conform to Title 44, Chapter 107, § 44-107-10 fl~rough § 44-107-90 of the South Carolina Code of Laws as may be amended. Right to Audit Project The District shall have the right to audit the books and records of the Architect to the extent that the books and records relate to the performance of this Agreem~t and shall include all pricing and Change Order data.. Such books and records related to the work covered under this Agreement shall be maintained by the Architect for a period of not less than three (3) years from the date of final payment to the Architect under this Agreement. This requirement shall also apply to any Design Consultants performing services under the Architect's direction. T'he Office of General Services of the State of South Carolina, or any auditor under contract with the District has the right to audit the Architects records related to any Project incorporated under this Ageement during the time frame stated in the previous paragraph. Tlie Architect shall ensure that all records pertaining to any Project are available for inspection at the location specified by the District within seventy-two (72) hours of notification at no additional cost to the District. This requirement shall survive termination or .completion of the Ageement. Traffic Control On-Site and Off-Site: The Design-Builder shall condact its operations in a manner to not interrupt pedestrian or vehicle traffic except as approved by the District and the South Carolina Deparhnent of Transportation. The worksite shall be confined to the smallest area possible allowing maximum use of streets, sidewalks, parking areas or other pedestrian areas and reduce to a minimum any hazard Eo traffic or pedestrians. The Design-Builder shall use worker and traffic control signs and devices necessary to comply with Section VI of U.S. Department of Labor, Federal Highway Administration, Manual on Uniform Traffic Control Devices for Streets and Highways (Washington, DC: GPO) as may be amended, to facilitate traffic control on public roads, streets, or highways when work performed obstructs public tra:Ffic. When such traffic areas are obstructed to any extent by work in progress, workers equipped with flags shall direct vehicle and pedestrian traffic. The workers so designated shall not be assigned any other duties while engaged in directing traffic. Safety Designee: The Design-Builder shall designate a competent individual at the worksite whose duty shall be the prevention of accidents and the implementation and monitoring of all OSHA conshuction safeTy standards and requirements. The competent individual shall serve as spotter where there is exposure of pedestrians, students, parents, or visitors to falling debris and, in addirion, shall ensure on a daily basis that all fencing or other safety barriers are in an upright position to prevent ingress and egress to "lay down" areas or work areas 6y unauthorized individuals. Licenses and Permits: During the term ofthe contract, the Contractor shall be responsible for obtaining and maintaining in good standing, all licenses (including professional licenses, if any), permits, inspections and related fees for each or any such licenses, permits and/or inspections required by state, county, city or other goverrunent entity or unit to accomplish the work specified in this solicitation and the contract. Iran Divestment Act: The Iran Divestment Act List is a list published by the [State] Board pursuant to Section 11- 57-310 that identifies persons engaged in investment activities in Iran. Currently, the list is available at the following URL: httq://procurement.sc.Gov/PS/PS-irindivestment.phtm(.) Consistent with Section 11-57-310(B), the Contractor shall not conixact with any person to perform a part of the Work, if, at the time you enter into a subcontract, that person is on the then-current version of the Iran Divestment Act List Immigrant Workers: The "South Carolina Illegal Immigration and Reform Ad" requires all employers to verify the legal status of new employees and prohibits employment of any worker who is not legally in this country and authorized to work. Effective January 1, 2012, all South Carolina employers are required to enroll in the U.S. Department of Homeland Security's E-Verify program and verify the status of new employees within three business days, using E-Verify. Failure touse E-Verify to verify new hires will result in probation for the employer or suspension/revocation of the employer's business licenses. SC IlVIMIGRATION LAW. S.C. Code § 8-14-40 Compliance: Design-Builder certifies that the Design-Builder will comply with the requirements of S.C. Code § 8-14-10 et seq, and agrees to provide to the Owner any Init. ~ AIA Document A141 T"' — 2014. Copyright D 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Document is protected by U.S. Copyright Law and International Treaties, Unauthorized reproduction or distribution of this AIA~' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:11:56 on 1112312015 under Order No.0239586208_1 which expires on 07/14/2016, and is notfor resale. (1231639144) User Notes: PAPR - 002499 36 documentation required to establish either: (a) the applicability of that chapter to the contractor, subcontractor, and sub-subcontractor; or (b) the compliance with this that chapter by the contractor and any subcontractor or sub-subcontractor. Business license, insurance, and bonds must be obtained prior to issuance of a Notice to Proceed. Failure to obtain these within thirty (30) days of execution of the agreement makes this Agreement voidable at the option of the Owner. ARTICLE 16 SCOPE OF THE AGREEMENT § 16.1 This Agreement is comprised of the following documents listed below: .1 AIA Document A141T"'-2014, Standard Form of Agreement Between Owner and Design-Builder .2 AIA Document A141T"'2014, Exhibit A, Design-Build Amendment, if executed .3 AIA Document A141T"'-2014, Exhibit B, Insurance and Bonds .4 Owner's Request for Proposals No. 1415-91 {with addenda) and Design-Builder's Proposal to the same as accepted by the Horry County Board of Education. (Paragraphs deleted) .5 Post-Occupancy Requirements stated in Owner's Request for Proposals No. 1415-91. This Agreement entered into as of the day and year first written above. Init. ~ OR'NER (Signature) DESIGN-BUILDER (Signature) Joe Defeo, Chair of the Board of Education (Printed name and title) Robert Ferris, Authorized Member (Printed name and title) AIA Document A141 T"' — 2014. Copyright 0 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA`~ Document, ar any portion of it, may result in severe civil and criminal penalties, and wiil be prosecuted to the maximum extent possible underthe law. This document was produced by AIA sofhvare at 11:11:56 on 17 123/2015 under Order No.0239586208_1 which e~ires on 07!1412016, and is not for resale, (1231639144) User Notes: PAPR - 002500 37 Additions and Deletions Report for AIA~ Document A941r"' — 2014 This Additions and Deletions Report, as defined on page 1 of the associated document, reproduces below all text the author has added to the standard form AIA document in order to complete it, as well as any text the author may have added to or deleted from the original AIA text. Added text is shown underlined. Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided fot information purposes only and is not incorporated into or constitute any part of the associated AIA document. This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 11:11:56 on 11/23/2015. PAGE 1 AGREEMENT made as of the twee -third day of November in the year two thousand fifteen (20152 Horry County Schools, South Carolina, a political subdivision of the State of South Carolina. 335 Four Miie Rd ~ PO Box 260005 Conwav, SC 29528 District Office Phone 843.488.6700 FIRSTFLOOR ENERGY POSITNE LLC, 333 Fayetteville St., Suite 225 Raleigh, NC 27601 New Socastee Middle School (per Owner's Request for Proposals No. 1415-91) Note: references to Owner's Request for Proposals No. 1415-91 include its addenda.. PAGE 2 Per "Design Requirements" published for Solicitation No. 1415-91and . DesiQn-Builder's Proposal to Owner pursuant to Solicitation No.1415-41 selected by the Horny County Board of Education on November 2, 2015. PAGE3 Per "Design Requirements" published for Solicitation No. 1415-91 and Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-9 selected by the Horry County Board of Education on November 2, 2015.1. Per "Desi~i Requirements" published for Solicitation No. 1415-91 and Desi~rt-Builder's Proposal to Owner pursuant to Solicitation No.1415-91 selected by the Horry County Board of Education on November 2, 2015.. Additions and Deletions Report for AIA Document A141T" — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIAN Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA'" Documont, or any portion of it, may result in severe civil and criminal penalties, and will 6e prosecuted to the maximum extent possiBle under the law. This document was produced by AIA soHware at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/1M2016, and is not for resale. (1231639144) User Notes: PAPR - 002501 ~ Per "Desien Requirements" published for Solicitation No. 1415-91 and Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91 selected by the Horry County Board of Education on November 2, 2015.. § 1.1.5 ~, Number not used. Per "Desien Requirements" published for Solicitation No. 1415-91 as amended lhrouQh the Board of Education's action November 2, 2015. § 1.1.7 The Owner's design and construction milestone dates: Per "Desien Requirements" published for Solicitation No. 1415-91 SFL+A Architects. P.A. 333 Fayetteville Street Suite 225, Raleigh, NC 27601. Per Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91. Per Desist►-Builder's Proposal to Owner pursuant to Solicitation No.1415-91. PAGE 4 Per "Design ReQuirements~ublished for Solicitation No. 1415-91 (Summary of Services Required, Article 3) including all post-occupancy requirements published in the solicitation as amended by addenda. Additions and Deletions Report for AIA Document A141T'" — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All tights reserved. WARNING: This AIA~' Document is protected uy U.S. Copyriyht Law and InternationaC7reaties.Unauthorized reproduction or distribution of this AIA'' Document, or any portion of it, may result in severe civil and criminal penalties, and will 6e prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.o239586208_1 which e~ires on 07/14/201s, and is not for resale. User Notes: (1231639144) PAPR - 002502 2 it :..~ .. .,aa..,,,... ....a ,..~.e_ :_r _......:,,~ ~ Executive Director of Facilities (or a desianec identified in writing by the owner.) Horr~nty Schools Facilities Department, 1160 E Highway 50 Conwav, SC 29526 843.488.6965 Owner may utilize third party project management which will also receive submittals. Ta be determined by Owner. If retained such consultants will be identified promptly.. Robbie Ferris, S.C. AR.6106 FIILST'FLOOR ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225, Raleigh, NC 27601 919-573-6350 ~---~ Litigation in a court of competent ~r•~s~E~ i--~-9f~ter~eet~ jurisdiction, noniurYbefore a circuit fudge in Horry County, SC. PAGE 5 § 1.4.7 Owner. T'he Owner is the ~e~setre~-entity identified as such in the Agreement_ and is referred to throughout the Design-Build Documents as if singular in number. T'he term "Owner" means the Owner or the Owner's authorized representative. 'The Owner may have employees that are design professionals or otherwise skilled in construction or construction management and such employees may, from time to time, perform various tasks or duties for or on behalf of the Owner under this Agreement. However, it is specifically understood that the Owner (includingthese agents and employees) has no obligation or duty to apply specialty or professional ]mowled~e and skill and shall not be held to have undertaken to provide or perform any aspect of the Owner's performance of this Agreement as a design professional or specially skilled and knowledgeable construction industry member or construction manager and this principle applies r~ardless of the Owner's position titles or office division titles as may be applicable to such employees. PAGE 6 The Design-Builder may invoice the owner for $1.043,697.00. for its design work performed prior to the execution of the Design-Build Amendment. This amount is within andpart of the price aereed in the Desi~r►-Build Amendment Additions and Deletions Report for AIA Document A141T" — 2014. Copyright 02D04 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIAa Document is protected Uy U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIAm Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA soHware at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002503 3 2.1 number not usedl Rate .. .........b~ ...t.. .................f Y......~ .,...~....... ... ~... ..............._.......> f r • ~ f f > .,....,,a w., +~, e n.,....,... Q .~ Alt ~,..,,,.. Ie..: ~,7 ,. «,.F....;......I .. nFwe.. n..,.:o,....,.i,.«,.a ~ . .. «.7 ., ,,.. L.,.,....,1.Is ev.,o.,..e~.sbd ,..,a:+....,,.. :c,.,.+~.,...:...,a :,, ..a.,...,,.o i... +we n.,,~,~_ , s oFtl..~ ., o «e.] § 2.1.4.1 Payments are due and payable upon presentation of the Design-Builder's invoice. ~~is-a:-~~~ f b ~'o The Owner will not nav interest on unpaid sums. This is a specific waiver of requirements of S.C. Code Ann. &S 29-6-30 and 29-6-50. ~ r-v~v'a'rsrss~ BuiIdin~ Permit and Other Permits and Fees: No general building permit is required in accordance with $ 6-9-110 of the South Carolina Code of Laws; however, the Contractor shall be required to provide mechanical, electrical vlumbinf~ and other such permits which may be required for purposes of inspection at no additional cost to the District. Except for permits and fees which are the responsibility of the Contractor in the Contract Documents the District shall secure and pay for necessary approvals, easements, assessments, utility impact fees permits and such charges required for the successful completion of the work. For each day (not counting Saturdays and Sundays, and not counting the day the Design-Builder submits its completed application to the authority) beyond five (5) days that a jurisdictional authority takes to respond to a permit application or similar permit request that is on the vroiecYs critical path, the Design Builder may claim one (1) additional day for the achievement of Substantial Comuletion. PAGE 7 Additions and Deletions Repoli for AIA Document A141T'" — 2014. Copyright ~ 2004 and 2014 by Tha American Institute of Architects. All rights reserved. WARNING: This AIA~ Document is protected uy U.S. Copyright Law and International Treaties. Unauthorized reproduction ar distribution of this AIA'" Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent passible under the law. This documentwas produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/14!2016, and is not fa resale. (1231639144) User Notes: PAPR - 002504 4 § 3.1.4 T'he Design-Builder shall be responsible to the Owner for its-acts, errors, and omissions of the Design-Builder's employees, Architect, Consultants, Contractors, and their agents and employees, and other persons or entities performing portions of the Work. § 3.1.6 When the Owner's Design Requirements or applicable law requires that services be performed by licensed professionals, the Descgn-Builder shall provide those services through qualified, licensed professionals. The Owner understands and agrees that the services of the Design-Builder's Architect and the Design-Builder's other Consultants are performed in the sole interest of, and for the exclusive benefit of, the Design-Builder. The Office of School Facilities (OSF) in conjunction with the State Fire Marshal shall determine the enforcement and interpretation of all the applicable codes and referenced standards on state buildings, includin~e District's school facilities. § 3.1.8.1 The Design-Builder shall keep the Owner informed of the progress and quality of the Work. 9Fra-~►e~#l~y '~:~, ~ ~*'~~~...:~~ ~ ~~a'~'~..'"~ n.,.~~~ ~~a T'~~:~ ~..:'a~~, As stated in the Design Requirements, the ,reports, photo~ranhs of Work in pro~,ress, and Design-Builder shall submit written progress other data to the Owner electronically, or througY► the Owner's option, vroiect management software, showing estimated percentages of completion and other information identified below: PAGE8 .12 •Additional information as ~ ~~a'^ ~-•• `"~ ""~^~~ ^^a r.e..:,,.., n.,:iae_ designated by the Owner through its proiect management software data requirements. § 3.1.8.2 In ~stg~t- e~'-s~ oe~c~poi; ;3 ~'~~~ ~ ~., ~ ^^'^^' ~~^*^ *^ „~a~ r ~« ~~'~~~-~:a~~:; addition to the requirements of § 3.1.8.1, the Design-Builder shall provide similar information through in-person proQtess report presentations to the Horry County Board of Education each month during one of the Board's public meetings. § 3.1.10 Certifications. T~~ ~ n.. ---..'.. ,;..o__ r1;.~_~, ,.~,e „o..:,.,, u..~ue,. ~k_a ,.w...:., a,.... Design-Builder shall include in each Application for Payment a certification from each of the Architect, Consultants, and Contractors, and. furnish to the Owner, these certifications with respect to the documents and services provided by the Architect, Consultants, and Contractors (a) that, to the best of their knowledge, information and belief, the documents or services to which the certifications relate {i) are consistent with the Design-Build Documents, except to the extent specifically identified in the certificate, and (ii) comply with applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities governing the design of the Project; and (b) that the Owner and its consultants shall be entitled to rely upon the accuracy of the representations and statements contained in the certifications. The Design-Builder's Architect, Consultants, and Contractors shall not be required to execute certificates or consents that would require lrnowledge, services or responsibilities beyond the scope of their services, § 3.1.11.3 The Design-Builder shall perform no portion of the Work for which the Design-Build Documents require Submittals until the Owner or its designee has approved the respective Submittal. PAGE 10 Additions and Deletions Report for AIA Document A141"" — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA°D flocument is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or disEri6ution of this AIA~" Document, or any port(on of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent ~~ossible under tho law. This document was produced by AIA software at 11:11:56 on 11/23!2015 under Order No.o239566208_1 which e~ires on 07/14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002505 5 t' y i ♦~ Y. ~~ •. t • 't t • _ ~ 1 t • ~- t _ 1" • ~ ~ Y. ■" ~. _ \. 1 \- • - _ ~ Y ~ ~ ■. t •~ s •, ~ _ ' ~ ~ - ■- - . if":V:E77~f~ . ~ ~- ~_ ~ ~ . -- ~ ~• ~' _ . - ■. r. ~. _ Additions and Deletions Report for AIA Document A141T"' — 2014. Copyright D 2004 and 2014 by The American Institute of Architects. Ail rights reserved. WARNING: This AIA~ Document is protected Uy U.S. Copyright Law anti International Treaties. Unauthorized reproduction or distribution of this AIAm Document, or any portion of it, may result in severe civil 2nd criminal penalties, and will be prosecuted to the maximum extent possit~Ie under the law. This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208 1 which expires on 07114/2016, and is not for resale. (1231639144) User Notes: PAPR - 002506 6 4.4 Design-Builder's Const►•uction Prouosal § 4.4.1 .., ' The Design-Builder's Construction Proposal shall include the following: .1 A list of the ocuments and other information, including the Design-Builder's ' ' , riginal Proposal Development Documents as proposed in the Owner's procurement leading to this Agreement, upon which the Design-Builder's Proposal is based; .2 The proposed Contract Sum, including the compensation , > > «+:«...,«,.: e..~ Tle..:.... U..:l,7 e«+.. ~oe~ .,«.1 .,fl. e.- :+e..... rt..,+.. o t1~.dC s......a c~......~ TTIe~'10(~: .3 The proposed date the Design-Builder shall achieve Substantial Eex~~}et~e~r;Completion ; .6 The date on which the Design-Builder's Construction Proposal expires. § 4.4.2 Submission of the Design-Builder's Construction Proposal shall constitute a representation by the Design-Builder that it has visited the site and become familiar with local conditions under which the Work is to be completed. S 5.1.2.1 The Design-Builder shall submit three conies of all Construction Documents prepared and submitted to Regulatory Agencies as a portion of the permitting and approval process for this work. PAGE 11 Maintenance of Record Drawings: The Contractor shall maintain_at the worksite one (1) record conv of the Contract Documents including approved chap eg~ s in good order and marked currently to record changes and selections made duringperformance of the work. A copy of submit#als accepted by the District shall also be maintained at the worksite. These items shall be available to the Architect and District when present at the worksite When required by the Contract Documents the Contracts- shall provide record drawings on all increments of the work such as by way of illustration and not limitation, plumbing, electrical, mechanical, and alt systems such as fire and security systems incorporated into the work. The Contractor shall furnish an electronic and gaper copy of record drawings of "as-built" detail to the Architect at final completion of all work excludingpunch list items as required by the Contract Documents. Professional Certifications: When professional certification of performance criteria for materials, systems, or equipment is required by the Contract Documents the District shall be entitled to rely upon the accuracy and completeness of such calculations and certifications. Contractor's Quality Control Proeram: The Contractor shall institute and maintain fhrou~hout the contract term a quality control nropram designed to ensure tine work performed is in accordance with the Contract Documents including any changes at all times and in all respects. The prosram shall include providing daily supervision and conducting frequent inspections by the Worksite Superintendents) ~. Compliance with Emalovment Laws: By entering into a Contract Agreement, the Contractor agrees to abide by all applicable laws pertainins to employment including,_by way of illustration and not limitation, the following: A Title VII ofthe Civil Rights Act of 1964, as may be amended. B Age Discrimination in Employment Act of 1964, as may be amended c. Title I of the Americans Disabilities Act of 1990, as may be amended. D. Equal Pav Act of 1963, as may be amended. E. Fair Labor Standards Act, as may be amended. Additions and Deletions Report for AIA Document A141T"' — 2014. Copyright D 2004 and 2014 by The American Institute of Architects. All rights reserved. WAf{NING: Thi3 AIA~ Document is protectec! by U.S. Copyright Law acid International Treaties. Unauthorized reproduction or distribution of this AIA`" pocument, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extenE possible under the law. This document was produced by AIA software at 11:11:56 on 1112312015 under Order No.o239586208_1 which e~ires on 07/14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002507 7 F. South Carolina Wades Act, Code 37-10-10 et seq., as may be amended. G. South Carolina Worker's Compensation Act, Code 42-1-10 et seq., as may be amended. 1'he Contractor shall not discriminate against any employee or applicant for employment because of race, religion, color, sex, age, handicap, or national origin except when such condition is a bona fide occupational qualification reasonably necessary for normal operations of the Contractor. 'The Contractor, in all solicitations or advertisements for employees, shall state the Contractor is an "Equal Opportunity Employer." The Contractor agrees to post in conspicuous places, visible to employees and applicants for employment, notices setting forth the~rovisions of this nondiscrimination clause and shall include the provision of this paragraph in every subcontract or purchase agreement of more than 10 000. Emplovmen~ Taxes and Benefits: Unless under order from the Internal Revenue Service or South Carolina state government, the District does not withhold from the contract payments any Federal or State income taxes, or any employment-related taxes normally withheld on the District's employees. Further, the District shall not provide any employment related insurances or other benefits such as worker's compensation for the benefit of any Contractor, subcontractor or supplier employees. Project Kev Staff —Project Manager: 'The Contractor shall assign a skilled, experienced, and dedicated Project Manager to the project and identified in Exhibit A. 'The Project Manager shall secure the materials of proper quality and cLuantity to meet the Contract Documents and manage the appropriate timing of all materials, sub-contracted work, and Contractor provided labor to ensure the continual progress of the work to meet the substantial completion date. T'he Contractor shall not change the Project Manager or the duties and status of the Project Manager during the course of the project without approval of the District. Project Kev Staff ~— Worksite Suuerintendent(s): The Contractor shall employ at least one (1) full-time, competent Worksite Suuerintendent and if required by the Contract Documents an additional part-time or full-time competent secondary Worksite Superintendent if expedient for the size and scone of the project. Exhibit A identifies the Worksite Superintendent(s). No less than one (1) Worksite Superintendent shall be in attendance at the worksite at all times duringperformance of any work by the Contractor's own forces or subcontractors and during delivery of any materials. The Worksite Superintendent shall not perform the work of any trade or other duties• however the secondary VJorksite Superintendent may perform part-time work of a trade or the duties of OSHA Compliance Officer or fireguard if approved by the District. The Contractor shall not change any Worksite Superintendent or the duties or status of same during the- course of the project without approval of the District. The Worksite Superintendent{s) shall enforce strict discipline and food order among the Contractor's representatives, agents, employees, subcontractors and suppliers. Worksite CommunieaHons: The Project Manager and Worksite Superintendents) are representatives of the Design Builder and communications given to them either orally or in writing, shall be as binding as if given to the Principal of the Design Builder. PAGE 12 § 5.5.1 Unless otherwise provided in the Design-Build Documents, the Design-Builder shall secure and pay for the permits, fees, licenses, and inspections by government agencies, necessary for proper execution of the Work and Substantial Completion of the Project. PAGE 13 § 5.7.2 If the Design-Builder e~ge~desires to change any of the personnel, Contractors or suppliers identified in the Design-Build Amendment, including but not limited to any contractor or design professional identified by the Design-Builder irr its Request for Qualifications response, the Design-Builder shall notify the Owner.and provide the name and qualifications of the proposed new personnel, design professional, Contractor or supplier. The Owner may reply within 14 days to the Design-Builder in writing, stating (1) whether the Owner has reasonable objection to the proposed new personnel, design professional, Contractor or suppliee or (2) that the Owner requires additional time to review. Failure of the Owner to reply within the 14-day period shall constitute notice of no reasonable objection. Additions and Deletions Report for AIA Document A141T"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA` pocument, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:11:56 on 11/23!2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002508 $ PAGE 14 § 5.7.3.1 If the Owner has reasonable objection to a person or entity proposed by the Design-Builder, the TF o`.~~~~t Design-Builder shall propose another to whom the Owner has no reasonable objection. ~r ~U~ ~In addition to anv Owner requirements to keep electronic proiect data un to date, the Design-Builder shall maintain at the site for the Owner one copy of the Design-Build Documents and a current set of the Construction Documents, in good order and marked currently to indicate field changes and selections made during construction, and one copy of approved Submittals. The Design-Builder shall deliver these items to the Owner in accordance with Section 9.10.2 as a record of the Work as constructed. PAGE 15 § 5.14.3 The Design-Builder shall reimburse the Owner and other contractors) for costs the Owner ~~~••~ and other contractor(s), respectively, incur because of the Design-Builder's delays, improperly timed activities ~T ~I viiFor defective construction. PAGE 16 ;.Change Order Allowable Pricing: For any change in contract price, the Contractor shall provide, itemize, and iustifv with annropriate supuortin~ata. direct vests attributable to the change. Direct costs attributable to the change in work shall be limited to the followine: A. Costs of materials, equiument and processes to be incorporated into the work including costs of shipping, handiin~ fabricating, sales taac (8°/a required in Horry County and 9%within certain incorporated parts of the Ci ~ of Myrtle Beach as of August 1, 2009), or other such costs inherent in the provision and delivery of such materials, equipment and processes by the supplier or manufacturer. B. Costs of direct labor based on actual hourly labor rates multiplied by the actual work hours required to accomplish the change in work when such change in work results in additional'contract time or Labor. No Contractor or subcontractor shall ask for direct Labor costs, when work required can be accomplished with the existing work force, in coniunction with other concurrent work, and during the current approved contract time. The hourly labor rate for any additional contract time or laborers shall be actual hourly rates not to exceed thirty dollars ($30) per hour unless documented vroof of payment of a hieher hourly rate for a specific skilled laborer is approved by the District prior to Change Order execution. • ,~ ' ;C. Costs of fringe benefits for additional direct labor, including social security, unemployment or other taxes, health and workers' compensation insurances, or other benefits required by agreement, custom or applicable laws. Such fringe benefit rate shall not exceed twenty-eight percent (28%) and the District has the right to request itemized documentation provincethe fringe benefit rate used. D. Costs of machinery or equipment rented or leased in the short term specifically for completion of the additional work to be performed. Such e~pment rented/leased shall not customarily be owned by the Contractor or any subcontractor affected by the change but shall be necessary to the accomplishment of the work required. Copies of invoices for such rental shall be provided to Additions and Deletions Report for AIA Document A141*"' —2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA°' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this ALA" Document, or any portion of it, may result in severe civil and criminal penalties, and will de prosecuted to the max(mum extent possible under the law. This document was produced by AIA software at 11:11:56 on 11!2312015 under Order No.0239586208_1 which e~ires on D7/14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002509 9 document the cost of rental or lease of machinery or equipment. The District shall not pay for use of Contractor- or subcontractor-owned equipment or machinery, which costs are included in the overhead computation. seesat~e~;E. Costs of permits or inspection fees directly attributable to the change in work and not included as part of the Contractor's requirements nor attributable to the Contractor's nonperformance or non-conformance to the Contract Agreement. F. Other such direct costs directly attributable to the work and approved by the District. G. Any additional cost resulting from an amendment to performance and navment bonds but in no event more than one percent (1%) after application of overhead and profit provided for elsewhere. The Contractor shall be responsible for notifying the Surety of any changes in the contract price, if required by the Surety. Costs itemized shall not exceed the unit costs as listed in the most current issue of Means Construction Cost Data or actual costs justified to the satisfaction of the District. Unallowable Costs: Anv costs which may be perceived by the Contractor to be indirectly attributable to a change in work shall not be included indirect costs but shall be considered part of the overhead and profit rate applied to direct costs. Such costs not to be included in direct costs shall be, by wa~of illustration and not limitation: ;A. Labor hours and fringe benefit costs of the worksite superintendent(sl when such costs were included, or should have been included, in the original bid submitted or result from the Contractor's inability to meet the approved schedule or required completion date. The Contractor must prove, to the satisfaction of the District, such addilaonal costs are directly attributable to any extension of time beyond the last approved comvletion date. An increase in contract price for additional site supervision shall be at the Districts' sole discretion. B. Perceived additional costs attributable to the Project Manaaer or supervision and coordination of subcontractors, suupliers or Contractor employees. C. Costs related to use, rental, purchase or replacement of equipment generally or customarily necessary to accomplish the work but not to be incorporated into the work such as, by way of illustration and not limitation, hand tools, venerators, cleaning equipment, scaffolding signaQe, fencing, vehicles, fuel, and so forth. D. Transportation or travel costs related to the transporting of hired or contracted supervisors, workers or subconixactors to and from the worksite or between worksites or to nick-uv and deliver materials, equipment and processes to the worksite by the Contractor's or subcontractor's own forces including ~arkin~, tolls, fines, meals, per diem, hotel, living expenses, or other such costs. > > fi#~e-Wer-t~;s~E. Costs attributable to expediting delivery of materials, equipment or processes including telephone calls, facsimile transmissions.. copvin~, employee labor and benefits, and so forth. F. Costs amibutable to maintaining a local office, home office or corporate office as well as office staffing. eauivment and consumables, and so forth. G. Costs for maintaining on-site facilities, including work trailers, telephones, computers, licenses, temporal'/ utilities, and so forth. H. Contracted services such as accountants, pavroil service providers. attorneys, catering and so forth. I. Catering or vending services,_portable tojlets, dumpsters, and so forth. J. Other such indirect costs of doing business or costs normally considered inclusive in overhead. Allowable Overhead and Profit Charges: Additional overhead and profit attributable to the change in contract pricing shall not exceed the following: A. For work performed by the Contractor's own forces, a maximum of ten percent (10%) of the allowable direct costs or the unitpricinQ negotiated at the time of award. B. For work performed by a subcontractor's own forces, a maximum of ten percent (10%) of the allowable direct costs. C. For work performed by a subcontractor, overhead and profit of a maximum of five percent f5%) is allowable by the Contractor for administration of the sub-contract. Additions and Deletions Report for AIA Document A141*'" — 2014. Copyright0 2004 and 2D14 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Document is protected by U.S. Copyright Law and InEernational Treaties. Unauthorized reproduction or distribution oFthis AIA~ Document, or any portion of it, may result in severe c)vil and criminal penalties, end will de prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002510 ~0 .Retainaee• The District requires a retainage of three and one-half percent (3.5%1 of the total contract price, as may be amended by any approved Change Order, to be withheld from the Contractor's payments throughout the term of the Agreement and payable at the time of final payment after a) full comaletion of all work to be performed and all requirements established in the Aereement and acceptance by the District, b) submittal of all closeout documents, and c) submittal of an affidavit of payment of debts/claims, if requested by the District, for every subcontractor who performed work on the project evidencing they have received final payment of undisputed work and retaina~e withheld. As a condition of the contract, no more than three and one-half percent (3.5%) shall be retained from the ~roQress navments of any subcontractor by the Contractor until final completion of that portion of the work. Prompt payment of retainaee to all subcontrabtors at final completion of their acceptable work regardless of timine during the contract is mandatory. The Contractor shall, at final completion, ensure no amount of the Contractor's retained funds is allocable to the completed and accepted work of any subcontractor nor to materials or equipment purchased from any supplier unless such amounts are in dispute and the Contractor has not requested vayment for such disputed amounts to date. Such amounts in dispute shall be identified on the Contractor's affidavit of payment of debts/claims submitted with final documents. PAGE 18 § 7.1.2 The Owner shall render decisions in a timely manner and in accordance with the Design-Builder's schedule agreed to by the Owner. The Owner shall famish to the Design-Builder, within 15 days after receipt of a written request, information necessary and relevant for the Design-Builder to ~•~~'~•~'~, ~~~~~~ ~~'~~~ ~°~~ ~~F~~~ --~~~'~~~:~'~ Il. ----.. F D ...i +-,. t ' + ,7 --_--, ---,---_ 1-------; -- -_ Fl.., -- ..:~„ _--- ..«.7 d.., ll..,«~..~..:..fo..e..r rl. or ' .give notices ofproiect commencement and take other action to protect the inteprity and exclusivity of the project payment bond(sl. PAGE 19 § 7.2.4 The Owner shall cooperate with the Design-Builder in securing other permits, licenses and inspections. gland development, zoning, and § 7.2.7 Prior to the execution of the Design-Build Amendment, the Design-Builder may request in writing that the Owner provide reasonable evidence that the Owner has made financial arrangements to fulf►11 the Owner's obligations under the Design-Build Documents and the Design-Builder's D~~~~~~' T"~~~^~'~~,'"~ "~~;^~ T~,.:'a~~ > ; .Proposal.. PAGE 20 § 7.3.2 Upon review of the Submittals required by the Design-Build Documents, the Owner or its desi~shall notify the Design-Builder of any non-conformance with the Design-Build Documents the Owner discovers. If the Design-Builder defaults or neglects to carry out the Work in accordance with the Design-Build Documents and fails within aten-day period after receipt of written notice from the Owner to commence and continue correction of such default or neglect with diligence and promptness, the Owner may, without prejudice to other remedies the Owner.may have, correct such deficiencies. In such case, an appropriate Change Order shall be issued deducting from payments then or thereafter due the Design-Builder the reasonable cost of correcting such deficiencies. If payments then or thereafter due the Design-Builder are not sufficient to cover such amounts, the Design-Builder shall pay the difference to the Owner. For Work on the critical path to beneficial occupancy of the Additions and Deletions Report for AIA Document A741T" — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized roproducfion or disfrihution of Phis AIA'' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under tltie law, This document was produced by AIA software at 11:11:56 on 11!23!2015 under Order No.0239586208_1 which e~ires on 07!1412016, and Is not for resale. (1231639144) User Notes: PAPR - 002511 11 Project (or defined component thereofl the ten-dav ueriod referenced herein is reduced to five (5) days during the 60 days prior to substantial completion as shown on the last schedule properly submitted under ~ 3.1.9. 8.1.4 LIQUIDATED DAMAGES FOR LATE SUBSTANTIAL AND FINAL COMPLETION OF THE WORK. The Owner and the Contractor agree that time is of the essence and that the Owner will suffer significant damage, hardship, and loss if the Work is not substantially completed within the Contract Time. Damages the Owner will incur as a result of breach of contract by failure to achieve substantial completion are: use of relocatable classrooms; use of alternate sites for the educational program; disruption of class locations; disruption of athletic program; disruption of public service activities planned for the project; loss of rental of the project; security risks due to cominglin~ of project workers with additional persons on and near the site; additional safety risks of equipment. vehicles, and unfinished work on the campus during the academic term; general disruption of the teaching and learningprocess due to project activities during the academic term: moving equipment during the academic term when_students and full staff are present; harm to the Owner's reputation and established goodwill among the communit~varents, students, and staff due to late delivery of the project; loss of student morale and academic performance due to the ongoing Work during tt►e academic term; harm to fhe Owner's public relations; disruption and inefficiency of the management of all the Owner's facilities and other current construction projects. The measurement of such dama@es is difficult. Accordingly, such damages are converted to Liquidated Damages as follows: for each day the Work is not Substantially Complete beyond the Contract Time allowed for Substantial Completion, lic~uidated damaees of $1000 will be due from the Design-Builder to the Owner; for each dam Work is not Finally Complete beyond the Contract Time allowed for Final Completion, liquidated damages of $500 will be due from the Design-Builder to the Owner. § 8.2.1 If the Design-Builder is delayed at any time in the commencement or progress of the Work by an act or neglect of the Owner or of a consultant or separate contractor employed by the Owner; or by changes ordered in the Work by the Owner; or by labor disputes, fire, unusual delay in deliveries, unavoidable casualties or other causes beyond the Design-Builder's control; or delay in purchase of any project property or owner provided survevin~ and testin•e of such urovertv); or by an act of god, tornado, fire, hurricane, blizzard, earthquake, typhoon, or flood that damages completed work stored material, or impedes progress of the work; by delay authorized by the Owner pending mediation and binding dispute resolution or by other causes that the Owner determines may justify delay, then the Contract Time shall be extended by Change Order for such reasonable time as the Owner may determine. PAGE 21 8.2.3 Weather Delays: When adverse weather conditions are the basis for a request for additional time, such rectuest shall be documented by data substantiating the weather conditions. . Such time extension request shall be in writing and submitted to the District with its Application far Payment. The approved extension of time shall be incorporated in the next Change Order. & 8.2.4 Anticipated Weather Delays: A total of two (2) daysper calendar month (non-cumulative) shall be anticipated by the Contractor as "adverse weather," and such time shall not be considered justification for an extension of time. If adverse weather days beyond the two (2) days anticipated are substantiated by written ~NOAA1 data indicatingprecinitarion greater than .10" occurred that day an extension of time will be allowed to the extent of one (1) full day of extended time for each full working day of adverse weather conditions . . If the precipitation over .10" is so great that it causes subsequent work days to be lost those days may also be requested as a time extension and will be granted day for day basis for days lost in construction overations . A request for adverse weather extension shall not be allowed after the date established for substantial completion. PAGE 22 Addttfons and Deletions Repoli for AIA Document A141T'" — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIAd Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reprotluction or distribution of this AIA~' 12 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum eutent possible under the law. This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which e~lres on 07/14!2016, and Is notfor resale. (1231639144) User Notes: PAPR - 002512 § 9.3.1 Atleastten-TWENTY ONE days before the date established for each progress payment, the Design-Builder shall submit to the Owner an itemized Application for Payment for completed portions of the Work. The application shall be notarized, if required, and supported by data substantiating the Design-Builder's right to payment as the Owner may require, such as copies of requisitions from the Architect, Consultants, Contractors, and material suppliers, and shall reflect retainage if provided for in the Design-Build Documents. SEE ~ A.1.5.1.3 ' FOR SCHEDULE. In accordance with the schedule set forth in & A.1.5.13, the Owner issue to the Design-Builder a Certificate for Payment indicating the amount the Owner determines is properly due, and notify the Design-Builder.in writing of the Owner's reasons for withholding certification in whole or in part as provided in Section 9.5.1. PAGE 23 .7 repeated or substantial failure to carry out the Work in accordance with the Design-Build Documents. § 9.6.4 The Owner has the right to request written evidence from the Design-Builder that the Design-Builder has properly paid the Architect, Consultants, Contractors, or other person or entity providing services or work for the Design-Builder, amounts paid by the Owner to the Design-Builder £or the Work. ~.~~:~" ~ .~w ~ .:a~~~~ .-~'":~ ~ ~ a~..~, +'~~ owner shall have the right to contact the Architect, Consultants, and Contractors to ascertain whether they have been properly paid. T'he Owner shall have no obligation to pay or to see ontractor. to the payment of money to a Consultant or .. ~- - ._ - ~- - PAGE 24 § 9.8.2 When the Design-Builder considers that fhe Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete, the Design-Builder shall ^-~~~~~ ~~a ~..'~-~:' *~ *"~ n.,m~- submit to the Owner an occupancypermit issuwi by the South Carolina Office of School Facilities and a comprehensive list of items to 6e completed or corrected prior to final payment. Failure to include an item on such list does not alter the responsibility of the Design-Builder to complete all Work in accordance with the Design-Build Documents. § 9.8.3 Upon receipt of the Design-Builder's list, the Owner shall ' review the Work.. If the Owner's review discloses any item, whether or not included on the Design-Builder's list, which is not sufficiently complete in accordance with the Design-Build Documents so that the Owner can occupy or utilize the Work or designated portion thereof for its intended use, the Design-Builder shall, before issuance of the Certificate of Substantial Completion, complete or correct such item upon notification by the Owner. In such case, the Design-Builder shall then submit a request for another preview of the Work by the Owner. Additions and Deletions Report for AIA Document A147*"' — 2014. Copyright 0 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA°j Document is protecEed by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of Ehis AIAc Document, or any portion of iY, may result in severe civil and criminal penalties, and will 6e prosecuted to the maximum e~ctent possible wider tha law. This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586206_1 which e~ires on D7l1M2016, and is not for resale. (1231639144) User Notes: PAPR - 002513 13 § 9.8.5 When the Work or designated portion thereof is substantially complete, the Design-Builder will ~repa~e-€e~ obtain for the Owner an occupancy permit issued by the South Carolina Office of School ~~ oe. ~ Facilities and a Certificate of Substantial Completion that shall, upon the Owner's signature, establish the date of Substantial Completion; establish responsibilities of the Owner and Design-Builder for security, maintenance, heat, utilities, damage to the Work and insurance; and fix the time within which the Design-Builder shall finish all items on the list accompanying the Certificate. Warranties required by the Design-Build Documents shall commence on the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the Certificate of Substantial Completion. § 9.9.2 Immediately prior to such partial occupancy or use, the Owner and Design-Builder shall jointly review the area to be occupied or portion of the Work to be used in order to determine and record the condition of the Work. PAGE 25 .2 .3 .4 failure of the Work to comply with the requirements of the Design-Build Documents; e~ terms of special warranties required by the Design-Build sDocuments; post-occupancy services to be provided by or through the Desisn-Builder. PAGE 27 § 11.2.1 Before or After Substantial Completion. 'The Design-Builder shall promptly correct Work either rejected by the Owner or failing to conform to the requirements of the Design-Build Documents, whether discovered before or after Substantial Completion and whether or not fabricated, installed or completed. Costs of correcting such rejected or nonconforming Work, including additional testing and inspections, the cost of uncovering and replacement, and compensation for any design consultant employed by the Owner whose expenses and compensation were made necessary thereby, shall be at the Design-Builder's expense. § 11.2.2.1 In addition to the Design-Builder's obligations under Section 3.1.12, if, within the three-year duration of the Design-Builder's post-occupancy obligations„ any of the Work is Found not to be in accordance with the requirements of the Design-Build Documents, the Design-Builder shalt correct it promptly after receipt of written notice from the Owner to do so unless the Owner has previously given the Design-Builder a written acceptance of such condition. The Owner shall give such notice promptly after discovery of the condition. During ~thjS period for correction of the Work, if the Owner fails to notify the Design-Builder and give the Design-Builder an opportunity to make the correction, the Owner waives the rights to require correction by the Design-Builder and to make a claim for breach of warranty. If the Design-Builder fails to correct nonconforming Work within a reasonable time during that period after receipt of notice from the Owner, the Owner may correct it in accordance with Section 7.9. § 11.2.2.2 eke-eye--yeas-This year,~eriod for correction of Work shall be extended with respect to portions of Work first performed after Substantial Completion by the period of time between Substantial Completion and the actual completion of that portion of the Work. § 1X.2.2.3 ~Thjs period for correction of Work shall not be e~ctended by corrective Work performed by the Design-Builder pursuant to this Section 11.2. PAGE 28 Additions and Deletions Report for AIA Document A141T"' — 2014. Copyrights 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Document is protected Uy U.S. Copyrigfif Law and Intemafional Treaties. Unauthorized reproduction or distribution of this AIA~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximurn extent possible under the law. This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1237639144) User Notes: PAPR - 002514 14 § 11.2.5 Nothing contained in this Section 11.2 shall be construed to establish a period of limitation with respect to other obligations the Design-Builder has under the Design-Build Documents. Establishment of the arse-~ea~ two-year period for correction of Work as described in Section 11.2.2 relates only to the specific obligation of the Design-Builder to correct the Work, and has no relationship to the time within which the obligation to comply with the Design-Build Documents maybe sought to be enforced, nor to the time within which proceedings may be commenced to establish the Design-Builder's liability with respect to the Design-Builder's obligations other than specifically to correct the Work. If the Owner prefers to accept Work that is not in accordance with the requirements of the Design-Build Documents, the Owner may do so instead of requiring its removal and correction, in which case the Contract Sum will be reduced as appropriate and equitable. Such adjustment shall be effected whether or not final payment has been made. Acceptance ofNonconformin~ Work matey be evidenced by written agreement speci in the nonconformity and the Owner's informed consent to accept it. Nonconforming Work shall not become accepted Work by inaction or implication. § 12.3 Upon execution of the Agreement, the Design-Builder grants to the Owner a limited, irrevocable and non-exclusive license to use the Instruments of Service ~~r~,.. ~~a ~~~'..~:.,~'.. for purposes of constructing, using, , maintaining altering and adding to the .Project. .The license granted under this section permits the Owner to authorize its consultants and separate contractors to reproduce applicable portions of the Instruments of Service ^~'~'•~ ^~a ~~~'~~~~•~~'~~ for use in performing services or construction for the Project. . . 1'] 7 1 ~1.~ 1:..~....e ........+e.] :., ~1,:.. C'o..r:.,« 77 2 ..I,.,il +o«...:..ate 1.2.3.1 PROTOTYPE. The Owner shall have the right to use the Instruments of Service as a "prototvae" design under South Carolina Board of Architectural Examiners regulations and policies. Any architect receiving the original plans from the Owner must first acknowledge and accept full responsibility for the adequacy of the design for its new proiect, as well as absolve the original Architect of any responsibility of any kind as relates to the original design. Should the Owner provide the Documents and/or Specifications to the Architects) for other Proiects, then the original Architect, if not retained for the other proiect(s), shall be relieved of any liabilities arising out of the other Project(sl and the Owner will indemnify and hold harmless the original Architect from any Claims arising out of such other Proiect(s). § 12.3.1 'The Design-Builder shall obtain non-exclusive licenses from the Architect, Consultants, and Contractors, that will allow the Design-Builder to satisfy its obligations to the Owner under this Article 12. The Design-Builder's licenses from the Architect and its Consultants and Contractors shall also allow the Owner, in the event this Agreement is terminated for any reason '" . ~'~.,..''~., a_~' ..'+ .,°'"_ ^•-.._..,..:: `'~~ _. _::~ `'~~ T'~~~~ ~~"'a~-'~ to obtain a limited, irrevocable and non-exclusive license ~~'~'•• ~~a ~-~~'~•~~~~~'•~ for purposes of constructing, using, maintaining, altering and adding to the Project, , ~~ .subject to South Carolina regulations and policies concerning successor design professionals... § 12.3.2 In the event the Owner alters the Instruments of Service without the author's written authorization or uses the Instruments of Service without retaining the authors of the Instruments of Service, the Owner releases the Design-Builder, Architect, Consultants, Contractors and any other person or entity providing services or work for any of them, from all claims and causes of action arising from or related to such uses. The n..~~~~ '~ *'~~ ~~'~~~ Additions and Deletions Report for AIA Document A141T"' — 2014. Copyrig ht ~ 2004 and 2014 by The American Institute of Architec4s. All rights reserved. WARNING: This AIA`~ Document is protected by U.S. Copyriyht Law anct International Treaties. Unauthorized reproduction or clistri6ution of this AIA" Document, or any portion of it, msy result in severe civil and criminal penalties, anti will de prosecuted to the maximum eMent possible under the law. This documentwas produced by AIA sof(ware at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002515 15 c~~•:~~ „ ~ ' T"~ terms of this Section 12.3.2 shall not apply if the Owner rightfully terminates this Agreement for cause under Sections 13.1.4 or 13.2.2. PAGE 29 § 13.1.6 Tn the event of termination not the fault of the Design-Builder, the Design-Builder shall be compensated for Work performed prior to *~~~~~~:~~,'~T~''~~~ ...:~" D~:~~..~~~",~ ~~~~~~~~ *~~~ ~~ termination and any other expenses directly attributable to termination for which the Design-Builder is not otherwise compensated. In no event shall the Design-Builder's compensation under this Section 13.1.6 be greater than the compensation set forth in Section 2.1. PAGE 30 § 13.2.1.3 Tf one of the reasons described in Section 13.2.1:1 or 13.2.1.2 exists, the Design-Builder may, upon seven days' written notice to the Owner, terminate the Contract and recover from the Owner payment for Work executed, including reasonable overhead and ~e€tE~profit on that executed Work, and. costs incurred by reason o£ such .termination. § 13.2.2.4 If the unpaid balance of the Contract Sum exceeds costs of finishing the Work and other damages incurred by the Owner and not expressly waived, such excess shall be paid to the Design-Builder. If such costs and damages exceed the unpaid balance, the Design-Builder shall pay the difference to the Owner. The obligation for such payments shall survive termination of the Een#~as~Contract and are expressly inc]uded in the performance of the Work covered b~he Design-Builder's performance bond. PAGE 31 § 13.2.4.3 In case of such termination for the Owner's convenience, the Design-Builder shall be entitled to receive , payment for Work executed, and costs incurred by reason of such ..,.a,. ,.„ «w,..,,,...,...,.+ „ ...,tea.termination. § 14.1.2 Time Limits on Claims. The Owner and Design-Builder shall commence all claims and causes of action, whether in contract, tort, breach of warranty or otherwise, against the other, arising out of or related to the Contract in accordance with the requirements of the binding dispute resolution method selected in Section 13, within the time period specified by , .:,~. +w: c„~.: ~ ~ , .law. PAGE 32 . .. .2 > damages incwred by the Design-Builder for principal o8ice expenses including the compensation of personnel stationed there, for losses of financing, business and reputation, and for loss of profit except anticipated profit arising directly from the Jar-1FWork and otherwise available under this Aereement. Additions and Deletions Report for AIA Document A141T"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA° Document is protected by U.S, Copyriyht Law and International Treaties. Unauthorized reproduction or distribution offhis AIA' ~s Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law, _ This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07/14!2016, and is notfor resale. (1231639144) User Notes: PAPR - 002516 PAGE 33 ~,7., .~tL. ..I: ., l.l.. 1., . t,. «t. :sl, tl.,, 1: ,.a: ~ . F.1: b ,1o..,A1: § 14.3.2 The parties shall endeavor to resolve their Claims by mediation. .The ,' , mediation shall proceed in advance of binding dispute resolution proceedings, which shall be stayed pending mediation for a period of 60 days from the date of filing, unless stayed for a longer period by agreement of the parties or court order. . . , Additions and Deletions Report for AIA Document A141T" — 2014. Copyright O 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Document rs protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA" 17 Document, or any portion of it, may residt in severe civil and criminal penalties, and will 6e prosecuted to the maximum eMent possiblQ under the law. This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239566208_1 which e~i~es on 07/14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002517 The Contract shall be governed by the law of the place where the Project is e~ :Tlocated. PAGE 34 Written notice shall be deemed to have been duly served if delivered in person to the individual, to a member of the firm or entity, or to an offrcer of the corporation for which it was intended; or if delivered at, or sent by registered or certified mail or by courier service providing proof of delivery to, the last business address Imown to the party giving notice. Written notice may also be established by acknowledgements and responses exchanged via electronic communications such as electronic mail or anv internal messaQin~ functionality of BIM and/or proiect manaeement software used by the parties for the nroiect. PAGE 35 Condact of the Desi¢n-Builder's Principals, Emalovees, Asents and Representatives The safety and security of District staff, students and the eeneral public are of utmost priori to the Districrt. To that end, the Design Builder shall be responsible for ensuring compliance by the Design Builder and any employees, agents or representatives, or subcontractors of the Design-Builder, including all Design Consultants, to the following: A. No drugs, alcohol. knives, firearms or other weapons on District aroperty, whether or not there is an existing occupied building B. No fraternizing with, threats to, or use of abusive or profane language in the presence of students, parents, visitors, or District representatives, agents, or emuloYees• C. No imaroaer attire, actions or gestures while on any District property. No smokins on District property in conformance to Horry County Board of Education policy. Violations • of such policy shall result in a civil penalty of uv to $1,000 per occurrence to the individual responsible and/or the Architect for whom the individual is a Principal, employee, agent, or representative. D. Secure SLED (State Law Enforcement Division) criminal backsround checks on all the Design-Builder's Principals, employees, agents, and representatives, and subcontractors, nerformin~ work on District property and contractually require the same of all Design Consultants, their employees, agents, and presentatives. re No employees, agents or representatives, or subcontractors, of the and Design Builder having committed violent crimes, crimes against children, or crimes of moral turpitude are allowed access to the District's premises. Such SLED criminal backesound checks shall be maintained on file in the offices of the Design► Builder and made available to appropriate District personnel or the Districts legal counsel immediatel~pon request. Promotional Materials The Design Builder shall have the right to include photographic or artistic representations of the desig,~n of the Proiect among the D e s i¢ n B u i l d e r' s promotional and professional materials. The D e s i g n B u i 1 d e r shall be liven reasonable access to the completed Project to make such representations. The District shall .provide professional credit for the Architect and Design B u i 1 d e r in the Dis4rict's promotional materials for the Project. The Architect shall not make any representations in promotional and professional materials other than the identification of the District without the District's approval of the written copy prior to submission, printing and distribution. This condition shall survive termination or completion of this AQreemen~ Additions and Deletions Report for AIA Document A141TM' — 2014. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This A1A~' Document is protected by U.S. Copyright Law and International Treaties. UnaufhorizeQ reproduction or distribution of this AIA'" ~ $ Document, or any portion of it, may result In severe civil and criminal penalties, and will be prosecuted to the maximum extent possibto under the law. This document was produced by AIA software at 11:11:56 on 11123/2015 under Order No.0239586208_1 which e~ires on 07/1412016, and is not for resale. (1231639144) User Notes: PAPR - 002518 Drug-Free Workplace The Architect and the Architect's Design Consultants shall be responsible for initiating, maintaining and supervisin b al l drumsfree programs in connection with the performance of this Agreement. The drug-free programs shall conform to Title 44, Chapter 107, & 44-107-10 through & 44-107-90 of the South Carolina Code of Laws as may be amended: Rieht to Audit Proiect The Dishict shall have the right to audit the books and records of the Architect to the extent that the books and records relate to the performance of this Agreement and shall include all pricing and Change Order data. Such books and records related to the work covered under this Agreement shall be maintained by the Architect for a period of not less than three (3~vears from the date of final moment to the Architect under this Agreement 'This requirement shall also apply to any Design Consultants performing services under the Architect's direction. The Office of General Services of the State of South Carolina, or any auditor under contract with the District has the right to audit the Architect's records related to any Proiect incorporated under this Agreement during the time frame stated in the previous paraQxaph. The Architect shall ensure that all records pertaining to any Proiect are available for inspection at the location specified by the District within seventy-two (72) hours of notification at no additional cost to the District. This requirement shall survive termination or completion of the Agreement. Traffic Control On-site and Off-Site: The Design-Builder shall conduct its operations in a manner to not interrupt vedestrian or vehicle traffic except as approved by the District and the South Carolina Department of Transportation The worksite shall be confined to the smallest area possible allowing maximum use of streets, sidewalks parking areas or other pedestrian areas and reduce to a minimum any hazard to traffic or pedestrians. The Design-Builder. shall use worker and traffic control sins and devices necessary to comply with Section VI of U S Department of Labor Federal Highway Administration, Manual on Uniform Traffic Control Devices for Streets and Hi~hways (Washington DC• GPO) as may be amended to facilitate traffic control on public roads, streets or hi ways when work performed obstructs public traffic. When such traffic areas are obstructed to any extent by work in progress workers eauinned with flags shall direct vehicle and pedestrian traffic T'he workers so designated shall not be assumed any other duties while en~aeed in directine traffic. Safety Designee• The Design-Builder shall designate a comuetent individual at the worksite whose duty shall be the prevention of accidents and the implementation and monitorine of all OSHA construction safety standards and requirements The competent individual shall serve as spotter where there is exposure of pedestrians, students, parents or visitors to falling debris and in addition shall ensure on a daily basis that all fencing or other safety barriers are in an upright position to prevent ingress and egress to "lay down" areas or work areas by unauthorized individuals. Licenses and Permits• During the term ofthe contract, the Contractor shall be responsible for obtaining and maintaining in good standing all licenses fincludin~ professional licenses ifanv), permits, inspections and related fees for each or any such licenses, permits andJor inspections required by state, county, city or other government entity or unit to accomplish the work specified in this solicitation and the contract. Iran Divestment Act: The Iran Divestment Act List is a list vublished by the fStatel Board pursuant to Section 11- 57-310 that identifies persons eneaged in investment activities in Iran. G~arrently, the list is available at the following URL• http•//urocurement sc.Gov/PS/PS-irandivestment.phtm(.) Consistent with Section 11-57-310(B), the Contractor shall not contract with anyperson to verform a part of the Work, if, at the time you enter into a subcontract, that person is on the then-carrent versiom of the Iran Divestment Act List Iinmi~arant Workers• The "South Carolina Illegal Immigration and Reform Act" rectuires all employers to verify the lesal status of new employees andprohibits employment of any worker who is not legally in this country and authorized to work Effective January 1 2012 all South Carolina employers are required to enroll in the U.S, Department of Homeland Security's E-Vert program and verify the status of new employees within three business days using E-Verify Failure to use E-Verify to verify new hires will result in probation for the employer or suspension/revocation of the employer's business licenses. Additions and Deletions Report for AIA Document A147 T"' — 2014. Copyrightm 2004 and 2014 by The American Institute of Architects. Ail rights reserved. WAF:NING: This AIA`~ Document is protecEetl by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA`~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07!14!2016, and is not for resale. (1231639144) User Notes: PAPR - 002519 19 SC IMMIGRATION LAW. S.C. Code & 8-14-40 Compliance: Design-Builder certifies that the Design-Builder will comply with the requirements of S.C. Code ~ 8-14-10 etseg, and agrees to vrovide to the Owner any documentation required to establish either: (a) the applicability of that chapter to the contractor, subcontractor, and sub-subcontractor; or (b) the compliance with this that chapter by the contractor and any subcontractor or sub-subcontractor. Business license, insurance, and bonds must be obtained vrior to issuance of a Notice to Proceed. Failure to obtain these within thirty (30) days of execution of the agreement makes this Agreement voidable at the option of the Owner. PAGE 37 .4 A T.,....«.. e..~1 A1TM 7/11 A > L`..L.:l.;r !~ C~.,..4..:...,L.te D....: e..4~ :0,......«lo~vA > e .5 ~4 ~leeH}Tteft~ ~~8~rnrt ~n~ ~ > n..:ta:..,. r..c.....,.«:,.., r,r,.aet:.,,....,a n:,.:+.,t i~.,a., ~.,i,:a:+> :F --~~'~'~a ~- ~"~ F„~...:~~~:Owner's Request for Proposals No. 1415-91 (with addenda) and Desiar►-Builder's Proposal to the same as accepted by the HorrY County Board of Education. .5 Post-Occupancy Requirements stated in Owner's Request for Proposals No. 1415-91. Joe Defeo, Chair of fhe Board of Education Robert Ferris, Authorized Member Additions and Deletions Report for AIA Document A141T"' — 2014. Copyright B 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`~ Documont is protectec! by U.S. Copyright Law and International Treaties. Unauthorized reproduction ordisfribution of this AIA``' 20 Document, or any portion of it, may result in severe civil and criminal penalties, and will 6e prosecuted to the maximum extent possible under tl~e law. This documentwas produced by AIA software at 11:11:56 on 11/23/2015 under Order No.0239586208_1 which e~ires on 07114!2016, and is notfor resale. (1231639144) User Notes: PAPR - 002520 Certification of Document's Authenticity AIA~' Document D401T"' — 2003 ,hereby certify, to the best of my knowledge, information and I, belief, that I created the attached final document simultaneously with its associated Additions and Deletions Report and this certification at 11:11:56 on 11/23/2015 under Order No. 0239586208 1 from AIA Contract Documents software and that in preparing the attached final document I made no changes to the original text of AIA~ Document A141TM — 2014, Standard Form of Agreement Between Owner and Design-Builder, as published by the AIA in its software, other than those additions and deletions shown in the associated Additions and Deletions Report. (Signed) (Title) (Dated) AIA Document D401*"' — 2003. Copyright ~ 1992 and 2003 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Document is proEected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~ Document, or any portion of if, may result in severe civlf and criminal penalties, and will he prosecuted to the maximum extent possible tinder the law. This document was produced by AIA software at 11:11:56 on 11!23/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1231639144) User Notes: PAPR - 002521 ~ i ~~~~~~ ~~tg ~~~~p~ Document A141TM - 2014 Standard Form of Agreement Between Owner and Design-Builder AGREEMENT made as of the twenty-third day of November in the year two thousand fifteen (2015). (In words, indicate day, month and yeai:) BETWEEN the Owner: (Name, legal status, address acid other' information) Horry County Schools, South Carolina, a political subdivision of the State of South Carolina. 335 Four Mile Rd ~ PO Box 260005 Conway, SC 29528 District Office Phone 843.488.6700 ADDITIONS AND DELETfONS: The author of this document has added information needed for its completion. The author may also have revised the text of the original AIA standard form. An Additions and Deletions Report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed. A vertical line in the left and the Design-Builder: (Name, legal status, address and other• information) margin of this document indicates where the author has added necessary information and where FIRSTFLOOR ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225 the author has added to or deleted from the original AIA text. Raleigh, NC 27601 This document has important legal for the following Project: (Name, location and detailed description) attorney is encouraged with respect to its completion or modification. New St. James Intermediate School Consultation with an attorney is also consequences. Consultation with an (per Owner's Request for Proposals No. 1415-91) Note: references to Owner's Request for Proposals No. 1415-91 include its addenda. encouraged with respect to professional licensing requirements ~n the jurisdiction where the Project is located. The Owner and Design-Builder agree as follows. Init. ~ AIA Document A141T"' — 201A. Copyright O 2004 and 2014 by The Ame~can Institute of Architects. All rights reserved. WARNING: This AIA~ ❑ocument is protected by U.S. CopyrighE Law and International "treaties. Unauthorized reproduction or distribution of this AIA`a Document, or any portion of it, may result in severs civil and criminal penalties, and will be prosecuted to the maximum extent possible under Uie law. This documentwas produced by AIA software at 11:11:23 on 11/23/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1632261730) User Notes:' PAPR - 002522 .~ TABLE OF ARTICLES 1 GENERAL PROVISIONS 2 COMPENSATION AND PROGRESS PAYMENTS 3 GENERAL REQUIREMENTS OF THE WORK OF THE DESIGN-BUILD CONTRACT 4 WORK PRIOR TO EXECUTION OF THE DESIGN-BUILD AMENDMENT 5 WORK FOLLOWING EXECUTION OF THE DESIGN-BUILD AMENDMENT 6 CHANGES IN THE WORK 7 OWNER'S RESPONSIBILITIES 8 TIME 9 PAYMENT APPLICATIONS AND PROJECT COMPLE?ION 10 PROTECTION OF PERSONS AND PROPERTY 11 UNCOVERING AND CORRECTION OF WORK 12 COPYRIGHTS AND LICENSES 13 TERMINATION OR SUSPENSION 14 CLAIMS. AND DISPUTE RESOLUTION 15 MISCELLANEOUS PROVISIONS 16 SCOPE OF THE AGREEMENT TABLE OF EXHIBITS A DESIGN-BUILD AMENDMENT B INSURANCE AND BONDS ARTICLE 1 GENERAL PROVISIONS § 1.1 Owner's Criteria This Agreement is based on the Owner's Criteria set forth in this Section 1.1. (Note the dispositionfor the follotiving items by inserting the requested infw~mation o~• a statement such as "not applicable" or "unknown at time of execa~h'on. "If the Owner intends to provide a set of design documents, and the ~•egarested information is contained in the design documents, ident~ the design documents and insert "see Otvner•'s design documents" where appropriate.) § 1.1.1 The Owner's program for the Project: (Set for4h the program, identify documentalion in ti~~hich the program is setforth, or state the manner in which the program will be developed) Per "Design Requirements" published for Solicitation No. 1415-91 and .Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91 selected by the Horry County Board of Education on November 2, 2015. Init. AIA Document A141T" — 2074. Copyright OO 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA-' ❑ocument is protected by U.S. Copyriyht Law and International Treaties. Unauthorized reproduction or distrihution of this AIA, Document, or any portion of it, may result in severe civil and criminal penalties, and will he prosecuted to the maximum extent possible under the law. This document was produced by AIA sofNvare at 11:11:23 on 11/23/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is notfor resale. (1632261730) User Notes: PAPR - 002523 2 Sheri L. Wainscott From: Sent: To: Subject: Robbie Ferris Saturday, November 21, 2015 4:17 PM Keith R. Powell Hcs Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category will be at my office in about one hour and I will take a look at this and get back with you ASAP. You're one heck of a hard worker. I hope HCS appreciate all that you do for them Sent from my iPhone 1 PAPR - 002524 Sheri L. Wainscott From: Sent: To: Subject: Keith R. Powell Saturday, November 21, 2015 4:33 PM Robbie Ferris Re: Hcs Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Uh huh sure they do. I have a concert to go to soon. .If you like these I can make all the finals tomorrow. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halligan.com (803) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorneyciient privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. > On Nov 21, 2015, at 4:17 PM, Robbie Ferris wrote: > I will be at my office in about one hour and I will take a look at this and get back with you ASAP. You're one heck of a hard worker. I hope HCS appreciate alb that you do for them > Sent from my iPhone 1 PAPR - 002525 Sheri L. Wainscott From: Sent: To: Cc: Subject: Robbie Ferris Saturday, November 21, 2015 7:10 PM Keith R. Powell Aaron Thomas (athomas@metconus.com); Michael Richter RE: CORRECTED E: RF revisions to checked draft 11_20_2015 Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Keith, When you make these changes I need to send the final to the bonding company for their approval. Here are my comments. just happened to find one item A.3.1.6 and A.3.1.7 that I thought were had agreed upon that was changed. If there are other substantial things that you changed please let me know where they are. Main Document • The weather delays and anticipated weather language I sent you thins morning or something like that needs to be included. Most of our subs plan on working Saturday and or Sunday to get the work done. To not allow rain days if they fall on the weekend would be to defeat the purpose. Also we are told getting a rain day out of HCS with their current language tales a supreme court judge, seriously! We don't want to have to hire a scheduling expert and a lawyer every time it rains. The language needs to be simple , if it rains more than 2 days per month we get the extra days. As I see it were are saving HCS a lot of embarrassment by making this concession. They unnecessarily delayed the procurement process not us. I would rather not recount the delays because it would be unproductive at this point. We are taking risk here. What if we have a dry year? Regardless of the time extensions they should know we will do everything in our power to finish these jobs when they need them. We would not be able to withstand the political pressure of kids not have a school to attend even if we contractually had the time. Exhibit A • A.1.5.1.3-exhibit f that you sent us from HCS says if we submit application for payment by the 25~d we get paid by the 15t~' of the following month. The last blank is {30) days according to exhibit F • A.2.2 May 15Y goes here I think • A.3:1.6- We need something like this, again, we don't need to argue about if our proposal complies with the conceptual design or any other project requirement. They accepted our proposal. ----The design builders proposal clarifies the design builders assumptions and clarifications. • A.3.1.7-The design builders proposal has been determined by the owner to be an acceptable interpretation of the RFP and the project requirements. From: Keith R. Powell [mailto:kpowell@childs-halligan.net] Sent: Saturday, November 21, 2015 4:14 PM To: Robbie Ferris Subject: CORRECTED E: RF revisions to checked draft 11_20_2015 Importance: High Forget prior. .Here they are. Remote computer not as simple as being there. ICeith R. Powell Childs &Halligan, P.A. PAPR - 002526 Columbia, South Carolina www.childs-halli~an.com (803) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. __ _ From: Keith R. Powell Sent: Saturday, November 21, 2015 4:13 PM To: 'Robbie Ferris' Subject: RE: RF revisions to checked draft 11_20_2015 How are these? Will make changes for MB and SMS issues. Keith R. Powell Childs & Halligan, P.A. Columbia, South Carolina www.childs-halligan.com (803) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. From: Robbie Ferris [mailto:RFerris@sfla.biz] Sent: Saturday, November 21, 2015 1:17 PM To: Keith R. Powell Subject: Fwd: RF revisions to checked draft 11_20_2015 Keith please see below, there are a few tweaks to what we sent you last night. It should simplify things a little and take some of the?'s that could arise later out Sent from my iPhone Begin forwarded message: From: Aaron Thomas Date: November 21, 2015 at 1:15:16 PM EST To: "Robert W. Ferris" Subject: FW: RF revisions to checked draft 11_20_2015 Robbie- I.just read this again and realized we had made a mistake that could cause confusion. The attached revision made 2 minor changes to what we sent last night: 1. On weather delays I deleted the reference to the 10 year NOAA average being a baseline we would compare to. I did this because if we are already using 2 days per month as the baseline for adverse weather all we need NOAA for is to substantiate the days over 2 so it is not subjective in nature with the staff. Example If we have S days of rain in December 2015 that is z PAPR - 002527 over .10" then we would turn in the NOAA report for the project locale showing we had the 5 days over .10 and we would get an extension via change order for 3. <(5) days over .10" — (2) days expected in contract = (3) days extension> 2. I also added ACT OF GOD Language to the 8.2.1. We talked about it but forgot to add it. Must have been tired. Call me if you have any questions. I'm at the office. Warm Regards, Aaron Thomns, MCM, LEED-AP ~ President Metcon, Inc. ~ 763 Comtech Drive ~ PO Box 1149 ~ Pembroke, NC 28372 office 910.521.8013 I mobile 910.734.0537 I email:athomasC~metconus.com, website ~ linkedin I twitter ~ insta_gram 3 PAPR - 002528 Sheri L. Wainscott From: Sent: To: Subject: Attachments: Keith R. Powell Sunday, November 22, 2015 12:04 PM 'Robbie Ferris' RE: CORRECTED E: RF revisions to checked draft 11_20_2015 a141 ffep -Final - (1).pdf Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Sorry Robbie —Iran the "final" off the wrong base document, which is why you had fewer changes. Try this one. Getting to Ex A separately. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halli~a n.com (803)254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. From: Robbie Ferris [mailto:RFerris@sfla.biz] Sent: Saturday, November 21, 2015 7;10 PM To: Keith R. Powell Cc: Aaron Thomas (athomas@metconus.com); Michael Richter Subject: RE: CORRECTED E: RF revisions to checked draft 11_ZO_2015 Keith, When you make these changes I need to send the final to the bonding company for their approval. Here are my comments. just happened to find one item A.3.1.6 and A3.1.7 that I thought were had agreed upon that was changed. If there are other substantial things that you changed please let me know where they are. Main Document • The weather delays and anticipated weather language I sent you thins morning or something like that needs to be included. Most of our subs plan on working Saturday and or Sunday to get the work done. To not allow rain days if they fall on the weekend would be to defeat the purpose. Also we are told getting a rain day out of HCS with their current language takes a supreme court judge, seriously! We don't want to have to hire a scheduling expert and a lawyer every time it rains. The language needs to be simple , if it rains more than 2 days per month we get the extra days. As I see it were are saving HCS a lot of embarrassment by making this concession. They unnecessarily delayed the procurement process not us. I would rather not recount the delays because it would be unproductive at this point. We are taking risk here. What if we have a dry year? Regardless of the time extensions they should Know we will do everything in our power to finish these jobs when they need them. We would not be able to withstand the political pressure of Kids not have a school to attend even if we contractually had the time. PAPR - 002529 Exhibit A • A.1.5.1.3-exhibit f that you sent us from HCS says if we submit application for payment by the 25`d we get paid by the 15`h of the following month. The last blank is (3D) days according to exhibit F • A.2.2 Maylst goes here i think • A.3.1.6- We need something like this, again, we don't need to argue about if our proposal complies with the conceptual design or any other project requirement. They accepted our proposal. ----The design builders proposal clarifies the design builders assumptions and clarifications, • A.3.1.7- The design builders proposal has been determined by the owner to be an acceptable interpretation of the RFP and the project requirements. From: Keith R. Poweil [mailto:kpowell(c~. Childs-halligan.netl Sent: Saturday, November 21, 2015 4:14 PM To: Robbie Ferris Subject: CORRECTED E: RF revisions to checked draft 11_20_2015 Importance: High Forget prior. Here they are. Remote computer not as simple as being there. Keith R. Powell Childs & Halligan, P.A. Columbia, South Carolina www.childs-halli~an.com (803)254-4035 NOTICE: This e-mail may,contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does nat constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. From: Keith R. Powell Sent: Saturday, November 21, 2015 4:13 PM To: 'Robbie Ferris' Subject: RE: RF revisions to checked draft 11_20_2015 How are these? Will make changes for MB and SMS issues. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halli~an.com (803) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. From: Robbie Ferris [mailto:RFerrisCc~sfla,bizl Sent: Saturday, November 21, 2015 1:17 PM To: Keith R. Powell Subject: Fwd: RF revisions to checked draft 11_20_2015 2 PAPR - 002530 Keith please see below, there are a few tweaks to what we sent you last night. It should simplify things a little and take some of the?'s that could arise later out Sent from my iPhone Begin forwarded message: From: Aaron Thomas Date: November.21, 2015 at 1:15:16 PM EST To: "Robert W. Ferris° Subject: FW: RF revisions to checked draft 11_20_2015 Robbie- I just read this again and realized we had made a mistake that could cause confusion. The attached revision made 2 minor changes to what we sent last night: 1. . . On weather delays I deleted the reference to the 10 year NOAA average being a baseline we would compare to. I did this because if we are already using 2 days per month as the baseline for adverse weather all we need NOAA for is to substantiate the days over 2 so it is not subjective in nature with the staff. Example If we have 5 days of rain in December 2015 that is over .10" then we would turn in the NOAA report for the project locale showing we had the 5 days over .10 and we would get an extension via change order for 3. <(5) days over .10" — {2) days expected in contract = (3) days extension> 2. I also added ACT OF GOD Language to the 8.2.1. We talked about it but forgot to add it. Must have been tired. Call me if you have any questions. I'm at the office. Warm Regards, Apron Thomas, MCM, LEED-AP ( President Metcon, Inc. ~ 763 Comtech Drive ~ PO Box 1149 ~ Pembroke, NC 28372 office 910,521.8013 ~ mobile 910.734.0537 ~ email:athamas@metconus.com website ~ linkedin ~ twitter ~ instagram 3 PAPR - 002531 ~ 0 ~g~~V~ Document A141 - 2014 Standard Form of Agreement Between Owner and Design-Bui►der AGREEMENT made as of the twenty-third day of November in the year two thousand fifteen (2015). (In wof•ds, indicate day, month and yeas•.) BETWEEN the Owner: (1Vame, legal status, address and other information) Horry County Schools, South Carolina, a political subdivision of the State of South Carolina. 335 Four Mile Rd ~ PO Box 260005 Conway, SC 29528 District Office Phone 843.488.6700 ADDITIONS AND DELETIONS: The author of this document has added information needed for its completion. The author may also have revised the tee of the original AIA standard form. An Additions and DeJefions Report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed. A vertical line in the left and the Design-Builder: (Name, legal stata~s, address and other• information) margin of this document indicates where the author has added FIRSTFLOOR ENERGY POSITIVE LLC, necessary information and where the author has added to or deleted from the original AIA text. 333 Fayetteville.St., Suite 225 Raleigh, NC 27601 for the following Project: (Name, location mad detailed description) New Carolina Forest Middle School (per Owner's Request for Proposals No. 1415-91) This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. Consultation with an attorney is also encouraged with respect to professional licensing requirements Note: references to Owner's Request for Proposals No. 1415-91 include its addenda. ~n the jurisdiction where the Project is located. The Owner and Design-Builder agree as follows. Init. ~ AIA Document A141T"' — 2014. Copyright OO 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyright La~v and InEernational Treaties. Unauthorized reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This documentwas produced by AIA software at 12:02:17 on 11/2?J2015 under Order No.0239586208_1 which expires on 07/14!2016, and is not for resale. User Notes: (197D631282) PAPR - 002532 ~ TABLE OF ARTICLES 1 GENERAL PROVISIONS 2 COMPENSATION AND PROGRESS PAYMENTS 3 GENERAL REQUIREMENTS OF THE WORK OF THE DESIGN-BUILD CONTRACT 4 WORK PRIOR TO EXECUTION OF THE DESIGN-BUILD AMENDMENT 5 WORK FOLLOWING EXECUTION OF THE DESIGN•BUILD AMENDMENT 6 CHANGES IN THE WORK 7 OWNER'S RESPONSIBILITIES 8 TIME 9 PAYMENT APPLICATIONS AND PROJECT COMPLETION 10 PROTECTION OF PERSONS AND PROPERTY 11 UNCOVERING AND CORRECTION OF WORK 12 COPYRIGHTS AND LICENSES 13 TERMINATION OR SUSPENSION 14 CLAIMS AND DISPUTE RESOLUTION 15 MISCELLANEOUS PROVISIONS 16 SCOPE OF THE AGREEMENT TABLE OF EXHIBITS A DESIGN-BUILD AMENDMENT B INSURANCE AND BONDS ARTICLE 1 GENERAL PROVISIONS § 1.9 Owner's Criteria This Agreement is based on the Owner's Criteria set forth in this Section 1.1. (Note the disposition for the follo~~ing iten7s by inserting the requested info~~mation or a statement sz~ch as "not applicable" or "unkno~~ra at time of execution. ° If the Owner intends to provide a set of design documents, and the regztested information is contained in the design documef7ts, identify the design documents and insert "see Owner's design docz~ments" where appropriate.) § 1.1.1 The Owner's program for the Project: (Set forth the program, identify doczrmentation in which the program is set forth, or state the manner in which the program will be developed.) Per "Design Requirements" published for Solicitation No. 1415-91and .Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91 selected by the Horry County Board of Education on November 2, 2015. Iltit. ~ AIA Document A141 T'" — 2074, Copyright D 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~- Document is protected by U.S. Copyriyht Law and International Treatiee. Unautl~orized reproduction or distribution of this AIA`~ Documen4, or any portion of it, inay result in severe civil and criminal penalties, and veil) he prosecuted to the maximum extent passible under the law. This document was produced by AIA software at 12:02:17 on 11/22/215 under Order No.0239586208_1 which expires on 07/1412016, and is not for resale. (1970631282) User Notes: PAPR - 002533 2 § 1.1.2 T'he Owner's design requirements for the Project and related documentation; (Identify below, or in an attached exhibit, the documentation that contains the Owner's design requirements, including any performance specificationsfor the Project.) Per "Design Requirements" published for Solicitation No. 1415-91 and Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-9 selected by the Horry County Board of Education on November 2, 2015. 1. § 1.1.3 The Projects physical characteristics: (Ident~ or describe, if appropriate, size, location, dimensions, or other pertinent information, such as geotechnical reports; site, boundary and topographic surveys; traffic and utility studies; availability ofpublic and private utilities and services; legal description of the site; etc.) Per "Design Requirements" published for Solicitation No. 1415-91 and Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91 selected by the Horry County Board of Education on November 2, 2015.. § 1.1.4 The Owner's anticipated Sustainable Objective for the Project, if any: (Identify the Owner's Sustainable Objective for the Project such as Sustainability Certification, benefit to the environment, enhancement to the health and well-being of building occupants, or improvement of energy efficiency. If the Owner° identifies a Sustainable Objective, incorporate AIA Doczrment A141 T"L2014, Exhibit C, Susrtainable Projects, into this Agreement to define the terms, conditions and Work related to the Owner's Sustainable Objective.) Per "Design Requirements" published for Solicitation No. 1415-91 and Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91 selected by the Horry County Board of Education on November 2, 2015.. § 1.1.5 Number not used. § 1.1.6 The Owner's budget for the Work to be provided by the Design-Builder is set forth below: (Provide totalfor Owner's budget, and if known, a lure item breakdown of costs.) Per "Design Requirements" published for Solicitation No. 1415-91 as amended through the Board of Education's acrion November 2, 2015. § 1.1.7 The Owner's design and construction milestone dates: (Paragraphs deleted) Per "Design Requirements" published for Solicitation No. 1415-91 § 1.1.8 The Owner requires the Design-Builder to retain the following Architect, Consultants and Contractors at the Design-Builder's cost: .1 Architect SFL+A Architects, P.A. 333 Fayetteville Street Suite 225, Raleigh, NC 27601. .2 Consultants Per Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91. .3 Contractors Per Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91. § 1.1.9 Additional Owner's Criteria upon which the Agreement is based: (Identify special characteristics or needs of the Project not identi,fled elsewhefe, such as historic preservation requirements.) {nit ~ AIA Document A141*"` — 2014. Copyright ~ 2004 and 2014 6y The American Institute of Architects. All rights reserved. WARNING: This AIA"' pocumenf is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~' Document, or any portion of it, may result in severe clvfl and criminal penalties, and will he prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22!2015 under Order Na.0239586208_1 which e~ires on 07/14/2016, and Is not for resale. User Notes: (1970631282) PAPR - 002534 3 Per "Design Requirements" published for Solicitation No. 1415-91 (Summary of Services Required, Article 3) including all post-occupancy requirements published in the solicitation as amended by addenda. § 1.1.10 The Design-Builder shall confirm that the information included in the Owner's Criteria complies with applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities. § 1.1.10.1 If the Owner's Criteria conflicts with applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities, the Design-Builder shall notify the Owner of the conflict. § 1.1.11 If there is a change in the Owner's Criteria, the Owner and the Design-Builder shall execute a Modification in accordance with Article 6. § 1.1.12 If the Owner and Design-Builder intend to transmit Instruments of Service or any other information or documentation in digital form, they shall endeavor to establish necessary protocols governing such transmissions. Unless otherwise agreed, the parties will use AIA Document E203T"'-2013 to establish the protocols for the development, use, transmission, and exchange of digital data and building information modeling. § 1.2 Project Team § 1.2.1 The Ovmer identifies the following representative in accordance with Section 7.1.1: Executive Director of Facilities (or a designee identified in writing by the owner.) Horry County Schools Facilities Deparhnent, 1160 E Highway 50 Conway, SC 29526 843.488.6965 § 1.2.2 The persons or entities, in addition to the Owner's representative, who are required to review the Design-Builder's Submittals are as follows: (List name, address and other information.) Owner may utilize third party project management which will also receive submittals. § 1.2.3 The Owner will retain the following consultants and separate contractors: (List discipline, scope of work, anc~ if known, identify by name and address.) To be determined by Owner. If retained, such consultants will be identified promptly.. § 1.2.4.The Design-Builder identifies the following representative in accordance with Section 3.1.2: (List name, address and other information.) Robbie Ferris, S.C. AR.6106 FIRSTFLOOR ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225, Raleigh, NC 27601 919-573-6350 § 1.2.5 Neither the Owner's nor the Design-Builder's representative shall be changed without ten days' written notice to the other party. § 1.3 Binding Dispute Resolution For any Claim subject to, but not resolved by, mediation pursuant to Section 14.3, the method of binding dispute resolution shall be the following: [ X ]Litigation in a court of competent (Paragraphs deleted) jurisdiction, nonjury before a circuit judge in Horry County, SC. Init. ~ AAA Document A141 TM' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~ Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA` Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This documentwas produced by AIA software at 12:02:17 on 11/2212015 under Order No.02395H6208_1 which e~ires on 07/14/2016, and is not for resale. User Notes: (1970631282) PAPR - 002535 4 § 1.4 Definitions § 1.4.1 Design-Build Documents. The Design-Build Documents consist ofthis Agreement between Owner and Design-Builder and its attached Exhibits (hereinafter, the "Agreement"); other documents listed in this Agreement; and Modifications issued after execution of this Agreement. A Modification is (1) a written amendment to the Contract signed by both parties, including the Design-Build Amendment, (2) a Change Order, or (3) a Change Directive. § 1.4.2 The Contract. The Design-Build Documents form the Contract. The Contract represents the entire and integrated agreement between the parties and supersedes prior negotiations, representations or agreements, either written or oral. The Contract may be amended or modified only by a Modification. The Design-Build Documents shall not be construed to create a contractual relationship of any kind between any persons or entities other than the Owner and the Design-Builder. § 1.4.3 The Work. The term "Work" means the design, construction and related services.required to fulfill the Design-Builder's obligations under the Design-Build Documents, whether completed or partially completed, and includes all labor, materials, equipment and services provided or to be provided by the Design-Builder. The Work may constitute the whole or a part of the Project. § 1.4.4 The Project. The Project is the total design and construction of which the Work performed under the Design-Build Documents may be the whole or a part, and may include design and construction by the Owner and by separate contractors. § 1.4.5 Instruments of Service. Instruments of Service are representations, in any medium of expression now known or later developed, of the tangible and intangible creative work performed by the Design-Builder, Contractor(s), Architect, and Consultants) under their respective agreements. Instruments of Service may include, without limitation, studies, surveys, models, sketches, drawings, specificarions, digital models and other similar materials. § 1.4.6 Submittal. A Submittal is any submission to the Owner for review and approval demonstrating how the Design-Builder proposes to conform to the Design-Build Documents for those portions of the Work for which the Design-Build Documents require Submittals. Submittals include, but are not limited to, shop drawings, product data, and samples. Submittals are not Design-Build Documents unless incorporated into a Modification. § 1.4.7 Owner. The Owner is the entity identified as such in the Ageement and is referred to throughout the Design-Build Documents as if singular in number. The term "Owner" means the Owner or the Owner's authorized representative. The Owner may have employees that are design professionals or otherwise skilled in construction or construction management, and such employees may, from time to time, perform various tasks or duties for or on behalf of the Owner under this Agreement. However, it is specifically understood that the Owner (including these agents and employees) has no obligation or duty to apply specialty or professional Irnowledge and skill, and shall not be held to have undertaken to provide or perform any aspect of the Owner's performance of this Agreement as a design professional or specially skilled and knowledgeable construction industry member or construction manager, and this principle applies regardless of the Owner's position titles or office division titles as may be applicable to such employees. § 1.4.8 Design-Builder. The Design-Builder is the person or entity identified as such in the Agreement and is referred to throughout the Design-Build Documents as if singular in number. The term "Design-Builder" means the Design-Builder or the Design-Builder's authorized representative. § 1.4.9 Consultant A Consultant is a person or entity providing professional services for the Design-Builder for all or a portion of the Work, and is referred to throughout the Design-Build Documents as if singular in number. To the extent required by the relevant jurisdiction, the Consultant shall be lawfully licensed to provide the required professional services. Init. ~ AIA Document A147 TM — 2014. Copyright 0 2D04 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`~ Document is protected by U.S. Copyriyht Law and Internatipnal Treaties. Unauthorized reproduction or distriAution of 4his AIA40 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11!22!2015 under Order No,0239586208_1 which e~ires on 0711412016, and is not for resale. User Notes: (1970631282) PAPR - 002536 § 1.4.10 Architect. The Architect is a person or entity providing design services for the Design-Builder for all or a portion of the Worlc, and is lawfully licensed to practice architecture in the applicable jurisdiction, The Architect is referred to throughout the Design-Build Documents as if singular in number. § 1.4.11 Contractor. A Contractor is a person or entity performing all or a portion of the construction, required in connection with the Work, for the Design-Builder. The Contractor shall be lawfully licensed, if required in the jurisdiction where the Project is located. The Contractor is referred to throughout the Design-Build Documents as if singular in number and means a Contractor or an authorized representative of the Contractor. § 1.4.12 Confidential Information. Confidential Information is information containing confidential or business proprietary information that is clearly marked as "confidential." § 1.4.13 Contract Time. Unless otherwise provided, Contract Time is the period of time, including authorized adjustments; as set forth in the Design-Build Amendment for Substantial Completion of the Work. § 1.4.14 Day. The term "day" as used in the Design-Build Documents shall mean calendar day unless otherwise specifically defined. § 1.4.15 Contract Sum. The Contract Sum is the amount to be paid to the Design-Builder for performance of the Work after execution of the Design-Build Amendment, as identified in Article A.1 of the Design-Build Amendment ARTICT~E 2 COMPENSATION AND PROGRESS PAYMENTS § 2.1 Compensation for Work Performed Prior To Execution of Design-Build Amendment § 2.1.1 Unless otherwise agreed, payments for Work performed prior to Execution of the Design-Build Amendment shall be made monthly. For the Design-Builder's performance of Work prior to the execution of the Design-Build Amendment, the Owner shall compensate the Design-Builder as follows: (b7ser•t amoar~~t of, or basisfog; compensation, including compe~~sationfor• any Sustainability Services, or' indicate the exhibit in which the information is provided. If there will be a Zimit on the total amount of compensation for Work performed prior to the execution of the Design-Build Amendment, state the amount of the limit.) The Design-Builder may invoice the owner for $1,118,043. for its design work performed prior to the execution of the Design-Build Amendment. This amount is within and part of the price agreed in the Design-Build Amendment. (Paragraphs deleted) § 2.1 number not used) (Paragraphs deleted) ('Table deleted) § 2.1.4 Payments to the Design-Builder Prior To Execution of Design-Build Amendment § 2.1.4.1 Payments are due and payable upon presentation of the Design-Builder's invoice. (Paragraphs deleted) The Owner will not pay interest on unpaid sums. This is a specif c waiver of requirements of S.C. Code Ann. §§ 29-6-30 and 29-6-50. (Paragraph deleted) § 2.2 Contract Sum and Payment for Work Performed After Execution of Design-Build Amendment For the Design-Builder's performance of the Work after execution of the Design-Build Amendment, the Owner shat[ pay to the Design-Builder the Contract Sum in current funds as agreed in the Design-Build Amendment. ARTICLE 3 GENERAL REQUIl2EMENTS OF TI~~ WORK OF THE DESIGN-BUILD CONTRACT § 3.1 General § 3.1.1 The Design-Builder shall comply with any applicable licensing requirements in the jurisdiction where the Project is located. Building Permit and Other Permits and Fees: I~To general building permit is required in accordance with § b-9-110 of the South Carolina Code of Laws; however, the Contractor shall be required to provide mechanical, electrical, plumbing and other such permits which may be required for purposes of inspection at no additional ~~~~• 1 AIA Document A141T'" — 2014. Copyright D 20D4 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIAm Document is protected by U.S. Copyright Law anc! International Treaties. Unauthorized reproduction or disfril~ution of this AIA` Document, or any portion of it, may result In severe clvU antl criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_7 which e~ires on 07114/2016, and is not for resale. User Notes: (1970631282) PAPR - 002537 cost to the District Except for permits and fees which are the responsibility of the Contractor in the Contract Documents, the District shall secure and pay for necessary approvals, easements, assessments, utility impact fees, permits, and such chazges required for the successful completion of the work. For each day (not counting Saturdays and Sundays, and not counting the day the Design-Builder submits its completed application to the authority) beyond five (5) days that a jurisdictional authority takes to respond to a permit application or similar permit request that is on the project's critipl path, the Design Builder may claim one (1) additional day for the achievement of Substantial Completion. § 3.1.2 'The Design-Builder shall designate in writing a representative who is authorized to act on the Design-Builder's behalf with respect to the Project. § 3.1.3 T'he Design-Builder shall perform the Work in accordance with the Design-Build Documents. The Design-Builder shall not be relieved ofthe obligation to perform the Work in accordance with the Design-Build Documents by the activities, tests, inspections or approvals of the Owner. § 3.1.3.1 The Design-Builder shall perform the Work in compliance with applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities. If the Design-Buildear performs Work contrary to applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities, the Design-Builder shall assume responsibility for such Work and shall bear the costs athributable to correction. § 3.1.3.2 Neither the Design-Builder nor any Contractor, Consultant, or Architect shall be obligated to perform any act which they believe will violate any applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities. If the Design-Builder determines that implementation of any instruction received from the Owner, including those in the Owner's Criteria, would cause a violation of any applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities, the Design-Builder shall notify the Owner in writing. Upon verification by the Owner that a change to the Owner's Criteria is required to remedy the violation, the Owner and the Design-Builder shall execute a Modification in accordance with Article 6. § 3.1.4 The Design-Builder shall be responsible to the Owner for acts, errors, and omissions of the Design-Builder's employees, Architect, Consultants, Contractors, and their agents and employees, and other persons or entities performing portions of the Work. § 3.1.5 General Consultation. 'The Design-Builder shall schedule and conduct periodic meetings with the Owner to review matters such as procedures, progress, coordination, and scheduling of the Work. § 3.1.6 When the Owner's Design Requirements or applicable law requires that services be performed by licensed professionals, the Design-Builder shall provide those services through qualified, licensed professionals. The Owner understands and agrees that the services of the Design-Builder's Architect and the Design-Builder's other Consultants are performed in the sole interest of, and for the exclusive benefit of, the Design-Builder. § 3.1.7 The Design-Builder, with the assistance of the Owner, shall prepare and file documents required to obtain necessary approvals of governmental authorities having jurisdiction over t}ie Project. The Office of School Facilities (OSF) in conjunction with the State Fire Marshal shall determine the enforcement and interpretation of all the applicable codes and referenced standards on state buildings, including the District's school facilities. § 3.1.8 Progress Reports § 3.1.8.1 The Design-Builder shall keep the Owner informed of the progress and quality of the Work. As stated in the Design Requirements, the Design-Builder shall submit written progress reports, photographs of Work in progress, and other data to the Owner electronically, or through the Owner's option, project management software, showing estimated percentages of completion and other information identified below: .1 Work completed for the period; .2 Project schedule status; .3 Submittal schedule and status report, including a summary of outstanding Submittals; .4 Responses to requests for information to be provided by the Owner; .5 Approved Change Orders and Change Directives; Init. ~ AIA Document A141TM — 2074. Copyright 0 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: Tfiis AIAT Document is protected by U.S. Copyright Law ant! International Treaties. Unauthorized reproduction or distribution of this AIA° Document, or any portion of it, may result in severe c(vfl and criminal penalties, and will be prosecuted to the maximum extent posslhlo under the law. This documentwas produced by AIA software at 12:02:17 on 11/2212015 under Ordar No.0239586208_1 which e~ires on 07!14/2016, and is notfor resale. User Notes: (1970631282) PAPR - 002538 .6 .7 .8 .9 .10 Pending Change Order and Change Directive status reports; Tests and inspection reports; Status report of Work rejected by the Owner; Status of Claims previously submitted in accordance with Article 14; Cumulative total of the Cost of the Work to date including the Design-Builder's compensation and Reimbursable Expenses, if any; .11 Current Project cash-flow and forecast reports; and .12 Additional information as designated by the Owner through its project management software data requirements. § 3.1.8.2 In (Paragraphs deleted) addition to the requirements of § 3.1.8.1, the Design-Builder shall provide similar information through in-person progess report presentations to the Horry CounTy Board of Education each month during one of the Board's public meetings. § 3.1.9 Design-Builder's Schedules § 3.1.9.1 The Design-Builder, promptly a$er execution of this Agreement, shall prepare.and submit for the Owner's information a schedule for the Work. The schedule, including the time required for design and construction, shall not exceed time limits current under the Design-Build Documents, shall be revised at appropriate intervals as required by the conditions of the Work and Project, shall be related to the entire Project to the extent required by the Design-Build Documents, shall provide for expeditious and practicable execution of the World and shall include allowances for periods of time required for the Owner's review and for approval of submissions by authorities having jurisdiction over the Project. § 3.1.9.2 The Design-Builder shall perform the Work in general accordance with the most recent schedules submitted to the .Owner. § 3.1.10 Certifications. Design-Builder shall include in each Application for Payment a certification from each of the Architect, Consultants, and Contractors, and furnish to the Owner, these certifications.with respect to the documents and services provided by the Architect, Consultants, and Contractors (a) that, to the best of their knowledge, information and belief, the documents or services to which the certifications relate (i) are consistent with the Design-Build Documents, except to the extent specifically identified in the certificate, and (ii) comply with applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities governing the design of the Project; and (b) that the Owner and its consultants shall be entitled to rely upon the accuracy of the representations and statements contained in the certifications. T'he Design-Builder's Architect, Consultants, and Contractors shall not be required to execute certificates or consents that would require knowledge, services or responsibilities beyond the scope of their services. § 3.1.11 Design-Builder's Submittals § 3.1.11.1 Prior to submission of any Submittals, the Design-Builder shall prepare a Submittal schedule, and shall submit the schedule for the Owner's approval. The Owner's approval shall not unreasonably be delayed or withheld. The Submittal schedule shall (1) be coordinated with the Design-Builder's schedule provided in Section 3.1.9.1, (2) allow the Owner reasonable time to review Submittals, and (3) be periodically updated to reflect the progress of ttie Work. If the Design-Builder fails to submit a Submittal schedule, the Design-Builder shall not be entitled to any increase in Contract Sum or extension of Contract Time based on the time required for review of Submittals. § 3.1.11.2 By providing Submittals the Design-Builder represents fo the Owner that it has (1) reviewed and approved them, (2) determined and verified materials, field measurements and field construction criteria related thereto, or will do so and (3) checked and coordinated the information contained within such Submittals with the requirements of the Work and of the Design-Build Documents. § 3.1.11.3 The Design-Builder shall perform no portion of the Work for which the Design-Build Documents require Submittals until the Owner or its designee has approved the respective Submittal. § 3.1.11.4 The Work shall be in accordance with approved Submittals except that the Design-Builder shall not be relieved of its responsibility to perform the Work consistent with the requirements of the Design-Build Documents. The Work may deviate from the Design-Build Documents only if the Design-Builder has notified the Owner in Init. ~ AIA Dpcument A141T" — 2014. Copyright ~ 2004 and 2014 6y The American Inslitute of Architects. All rights reserved. WARNING: This AIA'~ document is profec4ed by U.S. Copyright LAw and internafianal Treafies. Unauthorized reproduction or distribution of this AIA~ Document, or any potion of it, may result In severe c(vll and criminal penalf3es, and will be prosecuted to the maximum extent possible under the law. This documentwas produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586206_1 which expires on 07/14!2016, and is notfor resale. User Notes: (1970631282) PAPR - 002539 writing.of a deviation from the Design-Build Documents at the time of the Submittal and a Modification is executed authorizing the identified deviation. The Design-Builder shall not be relieved of responsibility for errors or omissions in Submittals by the Owner's approval of the Submittals. § 3.1.11.5 All professional design services or certifications to be provided by the Design-Builder, including atl drawings, calculations, specifications, certifications, shop drawings and other Submittals, shall contain the signature and seal of the licensed design professional preparing them. Submittals related to the Work designed or certified by the licensed design professionals, if prepared by others, shall bear the licensed design professional's written approval. T'he Owner and its consultants shall be entitled to rely upon the adequacy, accuracy and completeness of the services, certifications or approvals performed by such design professionals. § 3.1.12 Warranty. The Design-Builder warrants to the Owner that materials and equipment furnished under the Contract will be of good quality and new unless the Design-Build Documents require or permit othe{wise. 'The Design-Builder further warrants that the Work will conform to the requirements of the Design-Build Documents and will be free from defects, except for those inherent in the quality of the Work or otherwise expressly permitted by the Design-Build Documents. Work, materials, or equipment not conforming to these requirements may be considered defective: The Design-Builder's warranty excludes remedy for damage or defect caused by abuse, alterations to the Work not executed by the Design-Builder, improper or insufficient maintenance, improper operation, or normal wear and tear and normal usage. If required by the Owner, the Design-Builder shall famish satisfactory evidence as to the kind and quality of materials and equipment. § 3.1.13 Royalties, Patents and Copyrights § 3.1.13.1 The Design-Builder shall pay all royalties and license fees, § 3.1.13.2 The Design-Builder shall defend suits or claims for infringement of copyrights and patent rights and shall hold the Owner and its separate contractors and consultants harmless from Loss on account thereof, but shall not be responsible for such defense or loss when a particular design, process or product of a particular manufacturer or manufacturers is required by the Owner, or where the copyright violations are required in the Owner's Criteria. However, if the Design-Builder has reason to believe that the design, process or product required in the Owner's Criteria is an infringement of a copyright or a patent, the Design-Builder shall be responsible for such loss unless such information is promptly fi►rnished to the Owner. If the Owner receives notice from a patent or copyright owner of an alleged violation of a patent or copyright, attributable to the Design-Builder, the Owner shall give prompt written notice to the Design-Builder. § 3.1.14 Indemnification § 3.1.14.1 To the fullest extent permitted by law, the Design-Builder shall indemnify and hold harmless the Owner, including the Owner's agents and employees, from and against claims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from performance of the Work, but only to the extent caused by the negligent acts or omissions of the Design-Builder, Architect, a Consultant, a Contractor, or anyone directly or indirectly employed by them or anyone for whose acts they may be liable. Such obligation shall not be wnstrued to negate, abridge, or reduce other rights or obligations of indemnity that would otherwise exist as to a party or person described in this Section 3.1.14, § 3.1.14.2 The indemnification obligation under this Section 3.1.14 shall not be limited by a limitation on amount or type of damages, compensation, or benefits payable by or for Design-Builder, Architect, a Consultant, a Contractor, or anyone directly,or indirectly employed by them, under workers' compensation acts, disability benefit acts or other employee benefit acts. § 3.1.15 Contingent Assignment of Agreements § 3.1.15.1 Each agreement for a portion of the Work is assigned by the Design-Builder to the Owner, provided that .1 assignment is effective only after termination of the Contract by the Owner for cause, pursuant to Sections 13.1.4 or 13.2.2, and only for those agreements that the Owner accepts by written notification to the Design-Builder and the Architect, Consultants, and Contractors whose agreements are accepted for assignment; and .2 assignment is subject to the prior rights of the surety, if any, obligated under bond relating to the Contract. Init. ~ AIA Document A141 TM — 2014. Copyright 0 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`~ Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distrihution of this AIA`~ ~ocumenf, or any portion of it, may result in severe civ(i and criminal penalties, and will be prosecuted to the rnaximum extent possible under the law. This documentwas produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208 1 which e~ires on 07/14!2016, and is not for resale. Usar Notes: (1970631282) PAPR - 002540 When the Owner accepts the assignment of an agreement, the Owner assumes the Design-Builder's rights and obligations under the agreement. § 3.1.15.2 Upon such assignment, if the Work has been suspended for more than 30 days, the compensation under the assigned agreement shall be equitably adjusted for increases in cost resulting from the suspension. § 3.1.15.3 Upon such assignment to the Owner under this Section 3.1.15, the Owner may further assign the agreement to a successor design-builder or other entity. If the Owner assigns the ageement to a successor design-builder or other entity, the Owner shall nevertheless remain legally responsible for all of the successor design-builder's or other entity's obligations under the agreement. § 3.1.16 Design-Builder's Insurance and Bonds. The Design-Builder shall purchase and maintain insurance and provide bonds asset forth in E~chibit B. ARTICLE 4 WORK PRIOR TO EXECUTION OF THE DESIGN-BUILD AMENDMENT § 4.1 General § 4.1.1 Any information submitted by the Design-Builder, and any interim decisions made by the Owner, shall be for the purpose of facilitating the design process and shall not modify the Owner's Criteria unless the Owner and Design-Builder execute a Modification. [Numbers §4.2 & §4.3 intentionally not used] (Paragraphs de~eled) § 4.4 Design-Builder's Construction Proposal § 4.4.1 The Design-Builder's Construction Proposal shall include the following: .1 A list of the documents and other information, including the Design-Builder's original Proposal Development Documents as proposed in the Owner's procurement leading to this Ageement, upon which the Design-Builder's Proposal is based; .2 The proposed Contract Sum, including the compensation method; .3 The proposed date the Design-Builder shall achieve Substantial Completion ; .4 An enumeration of any qualifications and exclusions, if applicable; .5 A list of the Design-Builder's key personnel, Contractors and suppliers; and .6 The date on which the Design-Builder's Construction Proposal expires. § 4.4.2 Submission of the Design-Builder's Construction Proposal shall constitute a representation by the Design-Builder.that it has visited the site and become familiar with local conditions under which the Work is to be completed. § 4.4.3 If the Owner and Design-Builder agree on a proposal, the Owner and Design-Builder shall execute the Design-Build Amendment setting forth the terms of their agreement. ARTICLE 5 WORK FOLLOWING EXECUTION OF TFIE DESIGN-BUILD AMENDMENT § 5.1 Construction Documents § 5.1.1 Upon the execution of the Design-Build Amendment, the Design-Builder shall prepare Construction Documents. The Construction Documents shall establish the qualiTy levels of materials and systems required. The Construction Documents shall be consistent with the Design-Build Documents. § 5.1.2 The Design-Builder shall provide the Construction Documents to the Owner for the Owner's information. If the Owner diswvers any deviations between the Construction Documents and the Design-Build Documents, the Owner shall promptly notify the Design-Builder of such deviations in writing. The Construction Documents shall not modify the Design-Build Documents unless the Owner and Design-Builder execute a Modification. The failure of the Owner to discover any such deviations shall not relieve the Design-Builder of the obligation to perform the Work in accordance with the Design-Build Documents. § 5.1.2.1 The Design-Builder shall submit three copies of all Construction Documents prepared and submitted to Regulatory Agencies as a portion of the permitting and approval process for this work. Init. AIA Document A141T"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Document is protected by U.S. Co~~yrighE Law and International Treaties. Unauthorized reproduction or distribution of this AIA~' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted fo the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. User Notes: (1970631262) PAPR - 002541 ~~ § 5.2 Construction § 5.2.1 Commencement. Except as permitted in Section 5.2.2, construction shall not wmmence prior to execution of the Design-Build Amendment. § 5.2.2 Tf the Owner and Design-Builder agree in writing, construction may proceed prior to the execution of the Design-Build Amend►nent. However, such authorization shall not waive the Owner's right to reject the Design~Builder's Proposal. § 5.2.3 'The Design-Builder shall supervise and direct the Work, using the Design-Builder's best skill and attention. The Design-Builder shall be solely responsible for, and have control over, construction means, methods, techniques, sequences and procedures, and for coordinating all portions of the Work under the Contract, unless the Design-Build Documents give other specific instructions concerning these matters. § 5.2.4 The Design-Builder shall be responsible for inspection of portions of Work already performed to determine that such portions are in proper condition to receive subsequent Wark. Maintenance of Record Drawings: The Contractor shall maintain at the worksite one (1) record copy of the Contract Documents including approved changes in good order and marked currently to record changes and selections made during performance of the work. A copy of submittals accepted by the District shall also be maintained at the worksite. These items shall be available to the Architect and District when present at the worksite. When required by the Contract Documents, the Contractar shall provide record drawings on all increments of the work such as, by way of illustration and not limitation, plumbing, electrical, mechanical, and all systems, such as fire and security systems, incorporated into the work. The Contractor shall furnish an electronic and paper copy of record drawings of "as-built" detail to the A►•chitect at final completion of all work, excluding punch list items as required by the Contract Documents. Professional Certifications: When professional certification of performance criteria for materials, systems, or equipment is required by the Contract Documents, the District shall be entitled to rely upon the accuracy and completeness of such calculations and certifications. Contractor's Quality Control Program: The Contractor shall institute and maintain throughout the contract term a quality control program, designed to ensure the work performed is in accordance with the Contract Documents, including any changes, at all times and in all respects. The program shall include providing daily supervision and conducting frequent inspections by the Worksite Superintendent(s): 1. Compliance with Employment Laws: By entering into a Contract flgreement, the Contractor agrees to abide by all applicable laws pertaining to employment including, by way of illustration and not limitation, the following: A. Title VII of the Civil Rights Act of 1964, as maybe amended. e. Age Discrimination in Employment Act of 1964, as may be amended. C. Title I of the Americans Disabilities Act of 1990, as may be amended. D. Equal Pay Act of 1963, as may be amended E. Fair Labor Standards Act, as may be amended. F. South Carolina Wages Act, Code 37-10-10 et seq., as may be amended. G. South Carolvia Worker's Compensation Act, Code 42-1-10 et seq., as may be amended. The Contractor shall not discriminate against any employee or applicant for employment because of race, religion; color, sex, age, handicap, or national origin except when such condition is a bona fide occupational qualification reasonably necessary for normal operations of the Contractor. The Contractor, in all solicitations or advertisements for employees; shall state the Contractor is an "Equal Opportunity Employer." The Contractor agrees to post in conspicuous places, visible to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause and shall include the provision of this paragraph in every subcontract or purchase agreement of more than $10,000. Init. ~ AIA Document A141TM — 2014. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distrihution of this AIA~ Document, or any portion of it, may result in severe cfv(I and criminal penalties, and will he prosecuted to the maximum extent possible underthe law. Th1s document was produced by AIA software at 12:02:17 on 11/22/2015 under Ordar No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002542 ~~ Employment Taxes and Benefits: Unless under order from the Internal Revenue Service or South Carolina state government, the District does not withhold from the contract payments any Federal or State income taxes, or any employment-related taxes normally withheld on the District's employees. Further, the District shall not provide any employment related insurances or other benefits such as worker's compensation for the benefit of any Contractor, subcontractor or supplier employees. Project Key Staff —Project Manager: The Contractor shall assign a skilled, experienced, and dedicated Project Manager to the project and identified in Exhibit A. The Project Manager shall secure the materials of proper quality. and quantity to meet the Contract Documents and manage the appropriate timing of all materials, sub-contracted work, and Contractor provided labor to ensure the continual progress of the work to meet the substantial completion date. The Contractor shall not change the Project Manager or the duties and status of the Project Manager duringthe course of the project without approval of the District. Project Key Staff -- Worksite Superintendent(s): T'he Contractor shall employ at least one (1) full-time, competent Worksite Superintendent and, if required by the Contract Documents, an additional part-time or full-time, competent secondary Worksite Superintendent if expedient for the size and scope of the projece. Exhibit A identifies the Worksite Superintendent(s). No less than one (1) Worksite Superintendent shall be in attendance at the worksite at all times during performance of any work by the Contractor's own forces or subcontractors and during delivery of any materials. The Worksite Superintendent shall not perform the work of any trade or other duties; however, the secondary Worksite Superintendent may perform part-time work of a trade or the duties of OSHA Compliance Officer or fireguard, if approved by the District. The Contractor shall not change any Worksite Superintendent or the duties or status of same during the course of the project without approval of the District. The Worksite Superintendents) shall enforce strict discipline and good order among the Contractor's representatives, agents, employees, subcontractors and suppliers. Worksite Communications: The Project Manager and Worksite Superintendents) are representarives of the Design Builder and communications given to them, either orally or in writing, shall be as binding as if given to the Principal of the Design Builder. § 5.3 Labor and Materials § 5.3.1 Unless otherwise provided in the Design-Build Documents, the Design-Builder shall provide and pay for labor, materials, equipment, tools, construction equipment and machinery, water, heat, utilities, transportation, and other facilities and services, necessary for proper execution and completion of the Work, whether temporary or permanent, and whether or not incorporated or to be incorporated in the Work. § 5.3.2 When a material or system is specified in the Design-Build Documents, the Design-Builder may make substitutions only in accordance with Article 6. § 5.3.3 The Design-Builder shall enforce strict discipline and good order among the Design-Builder's employees and other persons carrying out the Work. The Design-Builder shall not permit employment of unfit persons or persons not properly skilled in tasks assigned to them. § 5.4 Taxes The Design-Builder shall pay sales, consumer, use and similar taxes, for the Work provided by the Design-Builder, that are legally enacted when the Design-Build Amendment is executed, whether or not yet effective or merely scheduled to go into effect. § 5.5 Permits, Fees, Notices and Compliance with Laws § 5.5.1 Unless otherwise provided in the Design-Build Documents, the Design-Builder shall secure and pay for the permit, fees, licenses, and inspections by government agencies, necessary for proper execution of the Work and Substantial Completion of the Project. § 5.5.2 The Design-Builder shall comply with and give notices required by applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities, applicable to performance of the Work. § 5.5.3 Concealed or Unknown Conditions. If the Design-Builder encounters conditions at the site that are (1) subsurface or otherwise concealed physical conditions that differ materially from those indicated in the snit. ~ AIA Document A141T"' — 2014. Copyright 8 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: Th(s AIA~' Document is protected by U.S. Copyright Law and International Treaties. U~autharized reproduction or distrikn~tion of this AIA~' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possihle under the law. This document was produced by AIA software at 12:02:17 on 11/2212015 under Order No.0239586208_1 which expires on 07/14!2016, and is not for resale. (1970631282) User Notes: PAPR - 002543 12 Design-Build Documents or (2) unknown physical conditions of an unusual nature that differ materially from those ordinarily found to exist and generally recognized as inherent in construction activities of the character provided for in the Design-Build Documents, the Design-Builder shall promptly provide notice to the Owner before conditions are disturbed and in no event later than 21 days after first observance of the conditions. The Owner shall promptly investigate such conditions and, if the Owner determines that they differ materially and cause an increase or decrease in the Design-Builder's cost of, or time required for, performance of any part of the Work, shall recommend an equitable adjustment in the Contract Sum or Contract Time, or both. If the Owner determines that the conditions at the site are not materially different from those indicated in the Design-Build Documents and that no change in the terms of the Contract is justified, the Owner shall promptly notify the Design-Builder in writing, stating the reasons. If the Design-Builder disputes the Owner's determination or recommendation, the Design-Builder may proceed as provided in Article 14. § 5.5.4 If, in the course of the Work, the Design-Builder encounters human remains, or recognizes the existence of burial markers, archaeological sites, or wetlands, not indicated in the Design-Build Documents, the Design-Builder shall immediately suspend any operations that would affect them and shall notify the Owner. Upon receipt of such notice, the Owner shall promptly take any action necessary to obtain governmental authorization required to resume the operations. The Design-Builder shall continue to suspend such operations until otherwise instructed by the Owner but shall continue with all other operations that do not affect those remains or features. Requests for adjustments in the Contract Sum and Contract Time arising from the existence of such remains or features may be made as provided in Article 14. § 5.6 Allowances § 5.6.1 The Design-Builder shall include in the Contract Sum all allowances stated in the Design-Build Documents. Items covered by allowances shall be supplied for such amounts, and by such persons or entities as the Owner may direct, but the Design-Builder shall not be required to employ persons or entities to whom the Design-Builder has reasonable objection. § 5.6.2 Unless otherwise provided in the Design-Build Documents, .1 allowances shall cover the cost to the Design-Builder of materials and equipment delivered at the site and all required taxes, less applicable trade discounts; .2 the Design-Builder's costs for unloading and handling at the site, labor, installation costs, overhead, profit, and other expenses contemplated for stated allowance amounts, shall be included in the Contract Sum but not in the allowances; and .3 whenever costs are more than or less than allowances, the Contract Sum shall be adjusted accordingly by Change Order. The amount of the Change Order shall reflect (1) the difference between actual costs and the allowances under Section 5.6.2.1 and (2) changes in Design-Builder's costs under Section 5.6.2.2. § 5.6.3 'The Owner shall make selections of materials and equipment with reasonable promptness for allowances requiring Owner selection. § 5.7 Key Personnel, Contractors and Suppliers § 5.7.1 The Design-Builder shall not employ personnel, or contract with Contractors or suppliers to whom the Owner has made reasonable and timely objection. The Design-Builder shall not be required to contract with anyone to whom the Design-Builder has made reasonable and timely objection. § 5.7.2 If the Design-Builder desires to change any of the personnel, Contractors or suppliers identified in the Design-Build Amendment, including but not limited to any contractor or design professional identified by the Design-Builder in its Request for Qualifications response, the Design-Builder shall notify the Owner and provide the name and qualifications of the proposed new personnel, design professional, Contractor or supplier. The Owner may reply within 14 days to the Design-Builder in writing, stating (1) whether the Owner has reasonable objection to the proposed new personnel, design professional, Contractor or supplier or (2) that the Owner requires additional time to review. Failure of the Owner to reply within the 14-day period shall constitute notice of no reasonable objection. § 5.7.3 Except for those persons or entities already identified or required in the Design-Build Amendment, the Design-Builder, as soon as practicable after execution of the Design-Build Amendment, shall famish in writing to the Owner the names of persons or entities (including those who are to furnish materials or equipment fabricated to a Init. ~ AIA Document A141'*' — 2014. Copyright 0 2D04 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproductipn or distribution of this AIA`~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This documentwas produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208 1 which e~ires on 07!14!2016, and is not for resale. User Notes: (1970631282) PAPR - 002544 13 special design) proposed for each principal portion of the Work. The Owner may reply within 14 days to the Design-Builder in writing stating (i) whether the Owner has reasonable objection to any such proposed person or entity or (2) that the Owner requires additional time for review. Failure of the Owner to reply within the 14day period shall constitute notice of no reasonable objection. § 5.7.3.1 If the Owner has reasonable objection to a person or entity proposed by the Design-Builder, the Design-Builder shall propose another to whom the Owner has no reasonable objection. § 5.8 Documents and Submittals at the Site In addition to any Owner requirements to keep electronic project data up to date, the Design-Builder shall maintain at the site for the Owner one copy of the Design-Build Documents and a current set of the Construction Documents, in good order and marked currently to indicate field changes and selections made during construction, and one copy of approved Submittals. T'he besign-Builder shall deliver these items to the Owner in accordance with Section 9.10.2 as a record of the Work as constructed. § 5.9 Use of Site The Design-Builder shall confine operations at the site to areas permitted by applicable laws, statutes, ordinances, codes, rules and regulations, lawful orders of public authorities, and the Design-Build Documents, and shall not unreasonably encumber the site with materials or equipment. § 5.10 Cutting and Patching The Design-Builder shall not cut, patch or otherwise alter fully or partially completed construction by the Owner or a separate contractor except with written consent of the Owner and of such separate contractor; such consent shall not be unreasonably withheld. The Design-Builder shal] not unreasonably withhold from the Owner or a separate contractor the Design-Builder's consent to cutting or otherwise altering the Work. § 5.11 Cleaning Up § 5.11.1 The Design-Builder shall keep the premises and surrounding area free from accumulation of waste materials or rubbish caused by operations under the Contract. At completion of the Work, the Design-Builder shall remove waste materials, rubbish, the Design-Builder's tools, construction equipment, machinery and surplus materials from and about the Project. § 5.11.2 If the Design-Builder fails to clean up as provided in the Design-Build Documents, the Owner may do so and Owner shall be entitled to reimbursement from the Design-Builder. § 5.12 Access to Work The Design-Builder shall provide the Owner and its separate contractors and consultants access to the Work in preparation and progress wherever located. The Design-Builder shall notify the Owner regarding Project safety criteria and programs, which the Owner, and its contractors and consultants, shall comply with while at the site. § 5.13 Construction by Owner or by Separate Contractors § 5.13.1 Owner's Right to Perform Construction and to Award Separate Contracts § 5.13.1.1 The Owner reserves the right to perform construction or operations related to the Project with the Owner's own forces; and to award separate contracts in connection with other portions of the Project, or other construction or operations on the site, under terms and conditions identical or substantially similar to this Contract, including those terms and conditions related to insurance and waiver of subrogation. The Owner shall notify the Design-Builder promptly after execution of any separate contract. If the Design-Builder claims that delay or additional cost is involved because of such action by the Owner, the Design-Builder shall make a Claim as provided in Article 14. § 5.13.1.2 When separate contracts are awarded for different portions of the Project or other construction or operations on the site, the term "Design-Builder" in the Design-Build Documents in each case shall mean the individual or entity that executes each separate agreement with the Owner. § 5.13.1.3 The Owner shall provide for coordination of the activities of the Owner's own forces, and of each separate contractor, with the Work of the Design-Builder, who shall cooperate with them. The Design-Builder shall participate with other separate contractors and the Owner in reviewing their construction schedules. The Init. ~ AIA Document A141 TM — 2014. Copyright ~ 2064 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA'' document is protected by U.S. Copyright LTw and Irttemational TreaEies. Unauthorized reproduction or distribution of this AIA`0 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586206_1 which e~ires on 07!14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002545 14 Design-Builder shall make any revisions to the construction schedule deemed necessary after a joint review and mutual agreement. The construction schedules shall then constitute the schedules to be used by the Design-Builder separate contractors and the Owner until subsequently revised. § 5.13.1.4 Unless otherwise provided in the Design-Build Documents, when the Owner performs construction or operations related to the Project with the Owner's own forces or separate contractors, the Owner shall be deemed to be subject to the same obligations, and to have the same rights, that apply to the Design-Builder under the Contract. § 5.14 Mutual Responsibility § 5.14.1 The Design-Builder shall afford the Owner and separate contractors reasonable opportunity for introduction and storage.of their materials and equipment and performance of their activities, and shall connect and coordinate the Design-Builder's construction and operations with theirs as required by the Design-Build Documents. § 5.14.2 If part of the Design-Builder's Work depends upon construction or operations by the Owner or a separate contractor, the Design-Builder shall, prior to proceeding with that portion of the Work, prepare a written report to the Owner, identifying apparent discrepancies or defects in the construction or operations by the Owner or separate contractor that would render it unsuitable for proper execution and results of the Design-Builder's Work. Failure of the Design-Builder to report shall constitute an acknowledgment that the Owner's or separate contractor's completed or partially completed construction is fit and proper to receive the Design-Builder's Work, except as to defects not then reasonably discoverable. § 5.14.3 The Design-Builder shall reimburse the Owner and other contractors) for costs the Owner and other contractor(s), respectively, incur because of the Design-Builder's delays, improperly timed activities or defective construction. § 5.14.4 The Design-Builder shall promptly remedy damage the Design-Builder wrongfully causes to completed or partially completed construction or to property of the Owner or separate contractors as provided in Section 10.2,5. § 5.14.5 The Owner and each separate contractor shall have the same responsibilities for cutting and patching the Work as the Design-Builder has with respect to the construction of the Owner or separate contractors in Section 5.10. § 5.15 Owner's Right to Clean Up If a dispute arises among the Design-Builder, separate contractors and the Owner as to the responsibility under their respective contracts for maintaining the premises and surrounding area free from waste materials and rubbish, the Owner may clean up and will allocate the cost among those responsible. ARTICLE 6 CI3ANGES IN THE WORK § 6.1 General § 6.1.1 Changes in the Work may be accomplished after execution of the Contract, and without invalidating the Contract, by Change Order or Change Directive, subject to the limitations stated in this Article 6 and elsewhere in the Design-Build Documents. § 6.1.2 A Change Order shall be based upon agreement between the Owner and Design-Builder. The Owner may issue a Change Directive without agreement by the Design-Builder. § 6:1.3 Changes in the Work shall be performed under applicable provisions of the Design-Build Documents, and the Design-Builder shall proceed promptly, unless otherwise provided in the Change Order or Change Directive. § 6.2 Change Orders A Change Order is a written instrument signed by the Owner and Design-Builder stating their agreement upon all of the following: .1 The change in the Work; .2 T'he amount of the adjustment, if any,. in the Contract Sum or, if prior to execution of the Design-Build Amendment, the adjustment in the Design-Builder's compensation; and .3 The extent of the adjustment, if any, in the Contract Time. Init. j AIA Document A141 TM` — 2014. Copyright 0 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyright Law and I~temational Treaties. Unauthorized reproduction or distribution of this AIA° document, or any portion pf it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11122!2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is notfor resale. User Notes: (1970631282) PAPR - 002546 ~5 § 6.3 Change Direcfives § 6.3.1 A Change Directive is a written order signed by the Owner directing a change in the Work prior to agreement on adjustment, if any, in the Contract Sum or, if prior to execution of the Design-Build Amendment, the adjustment in the Design-Builder's compensation, or Contract Time. The Owner may by Change Directive, without invalidating the Contract, order changes in the Work within the general scope of the Contract consisting of additions, deletions or other revisions, the Contract Sum or, if prior to execution of the Design-Build Amendment, the adjushnent in the Design-Builder's compensation, and Contract Time being adjusted accordingly. § 6.3.2 A Change Directive shall be used in the absence of total agreement on the terms of a Change Order. § 6.3.3 If the Change Directive provides for an adjustment to the Contract Sum or, if prior to execution of the Design-Build Amendment, an adjustment in the Design-Builder's compensation, the adjustment shall be based on one of the following methods: .1 Mutual acceptance of a lump sum properly itemized and supported by sufficient substantiating data to permit evaluation; .2 Unit prices stated in fhe Design-Build Documents or subsequently agreed upon; .3 Cost to be determined in a manner ageed upon by the parties and a mutually acceptable fixed or percentage fee; or .4 As provided in Section 6.3.7. § 6.3.4 If unit prices are stated in the Design-Build Documents or subsequently agreed upon, and if quantities originally contemplated are materially changed in a proposed Change Order or Change Directive so that application of such unit prices to quantities of Work proposed will cause substantial inequity to the Owner or Design-Builder, the applicable unit prices shall be equitably adjusted. § 6.3.5 Upon receipt of a Change Directive, the Design-Builder shall promptly proceed with the change in the Work involved and advise the Owner of the Design-Builder's agreement or disagreement with the method, if any, provided in the Change Directive for determining the proposed adjustment in the Contract Sum or, if prior to execution of the Design-Build Amendment, the adjustment in the Design-Builder's compensation, or Contract Time. § 6.3.6 A Change Directive signed by the Design-Builder indicates the Design-Builder's agreement therewith, including adjustment in Contract Sum or, if prior to execution of the Design-Build Amendment, the adjushnent in the Design-Builder's compensation, and Contract Time or the method for determining them. Such agreement shall be effective immediately and shall be recorded as a Change Order. § 6.3,7 If the Design-Builder does not respond promptly or disagrees with the method for adjustment in the Contract Sum or, if prior to execution of the Design-Build Amendment, the method for adjustment in the Design-Builder's compensation, the Owner shall determine the method and the adjustment on the basis of reasonable expenditures and savings of those performing the Work attributable to the change, including, in case of an increase, an amount for overhead and profit as set forth in the Agreement, or if no such amount is set forth in the Agreement, a reasonable amount. In such case, and also under Section 63.3.3, the Design-Builder shall keep and present, in such form as the Owner may prescribe, an itemized accounting together with appropriate supporting data. Unless otherwise provided in the Design-Build Documents, costs for the purposes of this Section 6.3.7 shall be limited to the following: .Change Order Allowable Pricing; For any change in contract price, the Contractor shall provide, itemize, and justify with appropriate supporting data. direct costs attributable to the change. Direct costs attributable to the change in work shall be limited to the following: A. Costs of materials, equipment and processes to be incorporated into the work including costs of shipping, handling, fabricating, sales tax (8%required in Horry County and 9%within certain incorporated parts of the'City of Myrtle Beach as of August I, 2009), or other such costs inherent in the provision and delivery of such materials, equipment and processes by the supplier or manufacturer. B. Costs of direct labor based on actual hourly labor rates multiplied by the actual work hours required to accomplish the change in work when such change in work results in additional contract time or labor. No Contractor or subcontractor shall ask for direct labor costs, when work required can be accomplished with the existing work force, in conjunction with other concurrent work, and during the current approved contract time. The hourly labor rate for any additional contract time or laborers shall Init. ~ AIA Document A141'*' — 2074. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distrihution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This documentwas produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239566208_i which e~ires on 07/14!2016, and is not for resale. User Notes: (1970631282) PAPR - 002547 16 be actual hourly rates not to exceed thirty dollars ($30) per hour unless documented proof of payment of a higher hourly rate for a specific skilled laborer is approved by the District prior to Change Order execution. C. Costs of fringe benefits for additional direct labor, including social security, unemployment or other taxes, health and workers' compensation insurances, or other benefits required by agreement, custom or applicable laws. Such fringe benefit rate shall not exceed twenty-eight percent (28%) and the District has the right to request itemized documentation proving the fringe benefit rate used. D. Costs of machinery or equipment rented or leased in the short term specifically for completion of the additional work to be performed. Such equipment rented/leased shall not customarily be owned by the Contractor or any subcontractor affected by the change but shall be necessary to the accomplishment of the work required Copies of invoices for such rental shall be provided to document the cost of rental or lease of machinery or equipment. The District shall not pay for use of Contractor- or subcontractor-owned equipment or machinery, which costs are included in the overhead computation. E. Costs of permits or inspection fees directly attributable to the change in work and not included as part of the Confractor's requirements nor attributable to the Contractor's nonperformance or non-conformance to the Contract Agreement. F. Other such direct costs directly attributable to the work and approved by the District. G. Any additional cost resulting from an amendment to performance and payment bonds but in no event more than one percent (1%) after application of overhead and profit provided for elsewhere. The Contractor shall be responsible for notifying the Surety of any changes in the contract price, if required by the Surety. Costs itemized shall not exceed the unit costs as fisted in the most current issue of Means Construction Cost Data or actual costs justified to the satisfaction of the District. Unallowable Costs: Any costs which may be perceived by the Contractor to be indirectly attributable to a change in work shall not be included in direct costs but shall be considered part of the overhead and profit rate applied to direct costs. Such costs not to be included in direct costs shall be, by way of illustration and not limitation: A. Labor hours and fringe benefit vests of the worksite superintendents) when such costs were. included, or should have been included, in the original bid submitted or result from the Contractor's inability to meet the approved schedule or required completion date. The Contractor must prove, to the satisfaction of the District, such additional costs are directly attributable to any extension of time beyond the last approved completion date. An increase in contract price for additional site supervision shall be at the Districts' sole discretion. B. Perceived additional costs attributable to the Project Manager or supervision and coordination of subcontractors, suppliers or Contractor employees. C. Costs related to use, rental, purchase or replacement of equipment generally or customarily necessary to accomplish the work but not to be incorporated into the work such as, by way of illustration and not limitation, hand tools, generators, cleaning equipment, scaft'olding, signage, fencing, vehicles, fuel, and so forth. D. Transportation or travel costs related to the transporting of hired or contracted supervisors, workers or subcontractors to and from the worksite or between worksites or to pick-up and deliver materials, equipment and processes to the worksite by the Contractor's or subcontractor's own forces including parking, tolls, fines, meals, per diem, hotel, living expenses, or other such costs. E. Costs attributable to expediting delivery of materials, equipment or processes including telephone calls, facsimile transmissions. copying, employee labor and benefits, and so forth. F. Costs attributable to maintaining a local office, home office or corporate office as well as office staffing. equipment and consumables, and so forth. G. Costs for maintaining on-site facilities, including work trailers, telephones, computers, licenses, temporal'/ utilities, and so forth. H. Contracted services such as accountants, payroll service providers. attorneys, catering and so forth. I. Catering or vending services, portable toilets, dumpsters, and so forth. J. Other.such indirect costs of doing business or costs normally considered inclusive in overhead. Allowable Overhead and Profit Charges: Additional overhead and profit attriUutable .to the change in contract Init. ~ AIA Document A141'"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. Atl rights reserved. WARNING: This AIA~ Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or disfrihutibn of this AIA~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible underthe law, This documentwas produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. User Notes: (1970631282) PAPR - 002548 17 pricing shall not exceed the following: A. For work performed by the Contractor's own forces, a maximum of ten percent (10%) of the allowable direct costs or the unit pricing negotiated at the time of award. B. For work performed by a subcontractor's own forces, a maximum of ten percent (10%) of the allowable direct costs. C. For work performed by a subcontractor, overhead and profit of a maximum of five percent (5%) is allowable by the Contractor for administration of the sub-contract. Retainage: The District requires a retainage of three and one-half percent (3.5°/a) of the total contract price, as may be amended by any approved Change Order, to be withheld from the Contractor's payments throughout the term of the Agreement and payable at the time of final payment after a) full completion of all work to be performed and all requirements established in the Agreement and acceptance by the District, b) submittal of all closeout documents, and c) submittal of an affidavit of payment of debts/claims, if requested by the District, for every subcontractor who performed work on the project evidencing they have received final payment of undisputed work and retainage withheld. As a condition of the contract, no more than three and one-half percent (3.5%) shall be retained from the progress payments of any subcontractor by the Contractor until final completion of that portion of the work. Prompt payment of retainage to all subcontractors at final completion of their acceptable work regardless of timing during the contract is mandatory. The Contractor shall, at final completion, ensure no amount of the Contractor's retained funds is allocable to the completed and accepted work of any subcontractor nor to materials or equipment purchased from any supplier unless such amounts are in dispute and the Contractor has not requested payment for such disputed amounts to date. Such amounts in dispute shall be identified on the Contractor's affidavit of payment of debts/claims submitted with final documents. § 6.3.8 T'he amount of credit to be allowed by the Design-Builder to the Owner for a deletion or chuige that results in a net decrease in the Conixact Sum or, if prior to execution of the Design-Build Amendment, in the Design-Builder's compensation, shall be actual net cost. When both additions and credits covering related Work or substitutions are involved in a change, the allowance for overhead and profit shall be figured on the basis of net increase, if any, with respect to that change. § 6.3.9 Pending final determination of the total cost of a Change Directive to the Owner, the Design-Builder may request payment for Work completed under the Change Directive in Applications for Payment. The Owner will make an interim determination for purposes of certification for payment for those costs deemed to be reasonably justified. The Owner's interim determination of cost shall adjust the Contract Sum or, if prior to execution of the Design-Build Amendm~t, the Design-Builder's compensation, on the same basis as a Change Order, subject to the right of Design-Builder to disagree and assert a Claim in accordance with Article l4. § 6.3.10 When the Owner and Design-Builder agree with a determination concerning the adjustments in the Contract Sum or, if prior to execution of the Design-Build Amendment, the adjustment in the Design-Builder's compensation and Contract Time, or otherwise reach agreement upon the adjustments, such agreement shall be effective immediately and the Owner and Design-Builder shall execute a Change Order. Change Orders may be issued for all or any part of a Change Directive. ARTICLE 7 OWNER'S RESPONSIBILTTIES § 7.1 General § 7.1.1 The Owner shall designate in writing a representative who shall have express authority to bind the Owner with respect to all Project matters requiring the Owner's approval or authorization. § 7.1.2 The Owner shall render decisions in a timely manner and in accordance with the Design-Builder's schedule agreed to by the Owner. The Owner shall furnish to the Design-Build, within 15 days after receipt of a written request, information necessary and relevant for the Design-Builder to give notices of project commencement and take other action to protect the integrity and exclusivity of the project payment bond(s). § 7.2 Information and Services Required of the Owner § 7.2.1 T'he Owner shall furnish information a services required of the Owner by the Design-Build Documents with reasonable promptness. Init. ~ AIA Document A141 T" — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. Ail rights reserved. WARNING: This AIA`" ❑ocument is protec4ed by U.S. Capyr(ght Law and International Treaties. Unauthorized reproduction or distribution of fliis AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible underthe law. This document was produced by AIA sofhvare at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. User Notes: (1970631282) PAPR - 002549 ~8 § 7.2..x. The Owner shall provide, to the extent under the Owner's control and if not required by the Design-Build Documents to be provided by the Design-Builder, the results and reports of prior tests, inspections or investigations conducted for the Project involving structural or mechanical systems; chemical, air and water pollution; hazardous materials; or environmental and subsurface conditions and information regarding the presence of pollutants at the Project site. Upon receipt of a written request from the Design-Builder, the Owner shall also provide surveys describing physical characteristics, legal limitations and utility locations for the site of the Project, and a legal description of the site under the Owner's control. § 7.2.3 T'he Owner shall promptly obtain easements, zoning variances, and legal authorizations ox entitlements regarding site utilization where essential to the execution of the Project. § 7.2.4 The Owner shall cooperate with the Design-Builder in securing land development, zoning, and other permits, licenses and inspections. § 7.2.5 The services, information, surveys and reports required to be provided by the Owner under this Agreement, shall be furnished at the Owner's expense, and except as otherwise specifically provided in this Agreement or elsewhere in the Design-Build Documents or to the e~ctent the Owner advises the Design-Builder to the contrary in writing, the Design-Builder shall be entitled to rely upon the accuracy and completeness thereof. In no event shall the Design-Builder be relieved of its responsibility to exercise proper precautions relating to the safe performance of the Work. § 7.2.6 If the Owner observes or otherwise becomes aware of a fault or defect in the Work or non-conformity with the Design-Build Documents, the Owner shall give prompt written notice (hereof to the Design-Builder. § 7.2.7 Prior to the execution of the Design-Build Amendment, the Design-Builder may request in writing that the Owner provide reasonable evidence that the Owner has made financial arrangements to fulfill the Owner's obligations under the Desigi-Build Documents and the Design-Builder's Proposal.. § 7.2.8 Except as otherwise provided in the Design-Build Documents or when direct communicarions have been specially authorized, the Owner shall communicate through the Design-Builder with persons or entities employed or retained by the Design-Builder. § 7.2.9 Unless required by the Design-Build Documents to. be provided by the Design-Builder, the Owner shall, upon request from the Design-Builder, furnish the services of geotechnical engineers or other consultants for investigation of subsurface, air and water conditions when such services are reasonably necessary to properly carry out the design services furnished by the Design-Builder. In such event, the Design-Builder shall specify the services required. Such services may include, but are not limited to, test borings, test pits, determinations of soil bearing values, percolation tests, evaluations of hazardous materials, ground corrosion and resistivity tests, and necessary operations for anticipating subsoil conditions. The services of geotechnical engineers) or other consultants shall include preparation and submission of all appropriate reports and professional recommendations. § 7.2.10 The Owner shall purchase and maintain insurance as set forth in Exhibit B. § 7.3 Submittals § 7.3.1 The Owner shall review and approve or take other appropriate action on Submittals. Review of Submittals is not conducted for the purpose of determining the accuracy and completeness of other details, such as dimensions and quantities; or for substantiating instructions for installation or performance of equipment or systems; or for determining that the Submittals are in conformance with the Design-Build Documents, all of which remain the responsibility of the Design-Builder as required by the Design-Build Documents. The Owner's action will betaken in accordance with the submittal schedule approved by the Owner or, in the absence of an approved submittal schedule, with reasonable promptness while allowing sufficient time in the Owner's judgment to permit adequate review, The Owner's review of Submittals shall not relieve the Design-Builder of the obligations under Sections 3.1.11, 3.1.12, and 5.23. The Owner's review shall not constitute approval of safety precautions or, unless otherwise specifically, stated by the Owner, of any construction means, methods, techniques, sequences or procedures. The Owner's approval of a specific item shall not indicate approval of an assembly of which the item is a component Init. ~ AIA Document A741T"' — 2014. Copyright a 2004 and 2D14 by The American Inslitute of Architects. All rights reserved. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~ Document, or any portion of it, may result In severe civil antl criminal penalties, and will be prosecuted to the rnaxtmum extent possible under the law, This document was produced by AIA software at 12:02;17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. User Notes: (1970631282) PAPR - 002550 ~g § 7.3.2 Upon review of the Submittals required by the Design-Build Documents, the Owner or its designee shall notify the Design-Builder of any non-conformance with the Design-Build Documents the Owner discovers. § 7.4 Visits to the site by the Owner shall not be construed to create an obligation on the part of the Owner to make on-site inspections to check the quality or quantiTy of the Work. The Owner shall neither have control over or charge of, nor be responsible for, the construction means, methods, techniques, sequences or procedures, or for the safety precautions and programs in connection with the Work, because these are solely the Design-Builder's rights and responsibilities under the Design-Build Documents. § 7.5 The Owner shall not be responsible for the Design-Builder's failure to perform the Work in accordance with the requirements' of the Design-Build Documents. The Owner shall not have control over or charge of, and will not be responsible for.acts or omissions of the Design-Builder, Architect, Consultants, Contractors, or their agents or employees, or any other persons or entities performing portions of the Work for the Design-Builder. § 7.6 The Owner has the autharity to reject Work that does not conform to the Design-Build Documents. The Owner shall have authority to require inspection or testing of the Work in accordance with Section 15.5.2, whether or not such Work is fabricated, installed or completed. However, neither this authority of the Owner nar a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Owner to the Design-Builder, the Architect, Consultants, Contractors, material and equipment suppliers, their agents or employees, or other persons or entities performing portions of the Work. § 7.7 The Owner shall determine the date or dates of Substantial Completion in accordance with Section 9.8 and the date of final completion in accordance with Section 9.10. § 7.8 Owner's Right to Stop Rork If the Design-Builder fails to correct Work which is not in accordance with the requirements of the Design-Build Documents as required by Section 11.2 or persistently fails to carry out Work in accordance with the Design-Build Documents, the Owner may issue a written order to the Design-Builder to stop the Work, or any portion thereof, until the cause for such order has been eliminated; however, the right of the Owner to stop the Work shall not give rise to a duty on the pazt of the Owner to exercise this right for the benefit of the Design-Builder or any other person or entity, except to the extent required by Section 5.13.1.3. § 7.9 Owner's Right to Carry Out the Work If the Design-Builder defaults or neglects to carry out the Work in accordance with the Design-Build Documents and fails within aten-day period after receipt of written notice from the Owner to commence and continue correction of such default or neglect with diligence and promptness, the Owner may, without prejudice to other remedies the Owner may have, wrrect such deficiencies. 7n such case, an appropriate Change Order shall be issued deducting from payments then or thereafter due the Design-Builder the reasonable cost of correcting such deficiencies. If payments then or thereafter due the Design-Builder are not sutlicient to cover such amounts, the Design-Builder shall pay the difference to the Owner. For Work on the critical path to beneficial occupancy of the Project (or defined component thereofl the ten-day period referenced herein is reduced to five (5) days during the 60 days prior to substantial completion as shown on the last schedule properly submitted under § 3.1.9. ARTICLE 8 TIME § 8.1 Progress and Completion § 8.1.1 Time limits stated in the Design-Build Documents are of the essence of the Contract By executing the Design-Build Amendment the Design-Builder confirms that the Contract Time is a reasonable period for performing the Work. § 8.1.2 The Design-Builder shall not, except by agreement of the Owner,in writing, commence the Work prior to the effective date of insurance, other than property insurance, rewired by this Contract. The Contract Time shall not be adjusted as a result of the Design-Builder's failure to obtain insurance required under this Contract. § 8.1.3 The Design-Builder shall proceed expeditiously with adequate forces and shall achieve Substantial Completion within the Contract Time. § 8.1.4 LIQUIDATED DAMAGES FOR LATE SUBSTANTIAL AND FINAL COMPLETION OF THE WORK Init. ~ AIA Document A141'" — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`~ Qocument is protected by U.S. Copyriyht Law and International Treaties. Unauthorized reproduction or distribution of this AlA"' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This documentwas produced by AIA software at 12:02:17 on 11122/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002551 20 "The Owner and the Contractor agree that time is of the essence and that the Owner will suffer significant damage, hardship, and loss if the Work is not substantially completed within the Contract Time. Damages the Owner will incur as a result of breach of contract by failure to achieve substantial completion are: use of relocatable classrooms; use of alternate sites for'the educational program; disruption of class locations; disruption of athletic program; disruption of public service activities planned for the project; loss of rental of the project; security risks due to comingling of project workers with additional persons on and near the site; additional safety risks of equipment, vehicles, and unfinished work on the campus during the academic term; general disruption of the teaching and learning process due to project activities during the academic term; moving equipment during the academic term when students and full staff are present; harm to the Owner's reputation and established goodwill among the community, parents, students, and staff due to late delivery of the project; Ioss of student morale and academic performance due to the ongoing Work during the academic term; harm to the Owner's public relations; disruption and inefficiency~of the management of all the Owner's faciliries and other current construction projects. The measurement of such damages is difficult. Accordingly, such damages are converted to Liquidated Damages as follows: for each day the Work is not Substantially Complete beyond the Contract Time allowed for Substantial Completion, liquidated damages of $1000 will be due from the Design-Builder to the Owner; for each day the Work is not Finally Complete beyond the Contract Time allowed for Final Completion, liquidated damages of $500 will be due fiom the Design-Builder to the Owner. § 8.2 Delays and Extensions of Time § 8.2.1 If the Design-Builder is delayed at any time in the commencement or progress of the Work by an act or neglect of the Owner or of a consultant or separate contractor employed by the Owner; or by changes ordered in the Work by the Owner; or by labor disputes, fire, unusual delay in deliveries, unavoidable casualties or other causes beyond the Design-Builder's control; or delay in purchase of any project property or owner provided surveying and testing of such property); or by an act of god, tornado, fire, hurricane, blizzard, earthquake, typhoon, or flood that damages completed work, stored material, or impedes progress of the work; by delay authorized by the Owner pending mediation and binding dispute resolution or by other causes that the Owner determines may justify delay, then the Contract Time shall be extended by Change Order for such reasonable time as the Owner may determine. § 8.2.2 Claims relating to time shall be made in accordance with applicable provisions of Article 14. (Paragraph deleted) § 8.2.3 Weather Delays: When adverse weather conditions are the basis for a request for additional time, such request shall be documented by data substantiating the weather conditions.. Such time extension request shall be in writing and submitted to the District with its Application for Payment. The approved extension of time shall be incorporated in the next Change Order. §, 8.2.4 Anticipated Weather Delays: A total of two (2) days per calendar month (non-cumulative) shall be anticipated by the Contractor as "adverse weather," and such time shall not be considered justification for an extension of time. If adverse weather days beyond the two (2) days anticipated are substantiated by written (NOAH) data indicating precipitation greater than .10" occurred that day an extension of time will be allowed to the e~ctent'of one (1) full day of extended time for each full working day of adverse weather conditions . . If the precipitation over .10" is so great that it causes subsequent work days to be lost those days may also be requested as a time extension and will be granted day for day basis for days lost in construction operations . A request for adverse weather extension shall not be allowed after the date established for substantial completion. ARTICLE 9 PAYMENT APPLICATIONS AND PROJECT COMPLETION § 9.1 Contract Sum The Conhact Sum is stated in the Design-Build Amendment § 9.2 Schedule of Values Where the Contract Sum is based on a stipulated sum or Guaranteed Maximum Price, tfie Design-Builder, prior to the first Application for Payment after execution of the Design-Build Amendment shall submit to the Owner a schedule of values allocating the entire Contract Sum to the various portions of the Work and prepared in such form and supported by such data to substantiate its accuracy as the Owr►er may require. This schedule, unless objected to by the Owner, shall be used as a basis for reviewing the Design-Builder's Applications for Payment. Init. ~ AIA Document A141"" — 2074. Copyright ~ 2004 and 2414 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible undertha law. This documentwas produced by AIA sofiwara at 12:02:17 on 11122/2015 under Order No.0239586208 1 which e~ires on 07/1M2016, and is not for resale. (1970631282) User Notes: PAPR - 002552 21 § 9.3 Applications for Payment § 9.3.1 At least TWENTY ONE days before the date established for each progress payment, the Design-Builder shall submit to the Owner an itemized Application for Payment for completed portions of the Work. The application shall be notarized, if required, and supported by data substantiating the Design-Builder's right to payment as the O~~+ner may require, such as copies of requisitions from the Architect, Consultants, Contractors, and material suppliers, and shall reflect retainage if provided for in the Design-Build Documents. § 9.3.1.1 As provided in Section 6.3.9, Applications for Payment may include requests for payment on account of changes in the Work that have been properly authorized by Change Directives, or by interim determinations of the Owner, but not yet included in Change Orders. § 9.3.1.2 Applications for Payment shall not include requests for payment for portions of the Work for which the Design-Builder does not intend to pay the Architect, Consultant, Contractor, material supplier, or other persons or entities providing services or work for the Design-Builder, unless such Work has been performed by others whom the Design-Builder intends to pay. § 9.3.2 Unless otherwise provided in the Design-Build Documents, payments shall be made for services provided as well as materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work. If approved in advance by the Owner, payment may similarly be made for materials and equipment suitably stored off the site at a location agreed upon in writing. Payment for materials and equipment stored on or off the site shall be conditioned upon compliance by the Desigr►-Builder with procedures satisfactory to the Owner to establish the Owner's title to such materials and equipment or otherwise protect the Owner's interest, and shall include the costs of applicable insurance, storage and transportation to the site for such materials and equipment stored off the site. § 9.3.3'I'he Design-Builder warrants that title to -all Work, other than Instruments of Service, covered by an Application for Payment will pass to the Owner no later than the time of payment. The Design-Builder further warrants that, upon submittal of an Application for Payment, all Work for which Certificates for Payment have been previously issued and payments received from the Owner shall, to the best of the Design-Builder's knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of the Design-Builder, Architect, Consultants, Contractors, material suppliers, or other persons or entities entitled to make a claim by reason of having provided labor, materials and equipment relating to the Work. § 9.4 Certificates for Payment SEE § A.1.5.1.3 FOR SCHEDiTLE. In accordance with the schedule set forth in § A.1.5.1.3, the Owner issue to the Design-Builder a Certificate for Payment indicating the amount the Owner determines is properly due, and notify the Design-Builder in writing of the Owner's reasons for withholding certification in whole or in part as provided in Section 9.5.1. § 9.5 Decisions to Withhold Certification § 9.5.1 The Owner may withhold a Certificate for Payment in whole or in part to the extent reasonably necessary to protect the Owner due to the Owner'. s determination that the Work has not progressed to the point indicated in the Design-Builder's Application for Payment, or the quality of the Work is not in accordance with the Design-Build Documents. If the Owner is unable to certify payment in the amount of the Application, the Owner will notify the Design-Builder as provided in Section 9.4. If the Design-Builder and Owner cannot agree on a revised amount, the Owner will promptly issue a Certificate for Payment for the amount that the Owner deems to be due and owing. 'The Owner may also withhold a Certificate for Payment or, because of subsequently discovered evidence, may nullify the whole or a part of a Certificate for Payment previously issued to such extent as may be necessary to protect the Owner from loss for which the Design-Builder is responsible because of .1 defective Work, including design and construction, not remedied; .2 third party claims filed or reasonable evidence indicating probable filing of such claims unless security acceptable to the Owner is provided by the Design-Builder; .3 failure of the Design-Builder to make payments properly to the Architect, Consultants, Contractors or others, for services, labor, materials or equipment; .4 reasonable evidence that the Work cannot be completed for the unpaid balance of the Contract Sum; damage to the Owner or a separate contractor; .5 Init. AIA Document A141T"' — 2014. Copyright 6 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' bocument is protected by U.S. Copyright Law anci International Treaties. Unauthorized reproduction or distribution of this AIA`~ Document, or any portion of it, may result in severe civil and criminal penalties, and will he prosecuted to fhe maximum ezte~t possible underthe law, This document was produced by AIA software at 12:02:17 on 11/2212015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002553 22 .6 .7 reasonable evidence that the Work will not be completed within the Contract Time, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; or repeated or substantial failure to carry out the Work in accordance with the Design-Build Documents. § 9.5.2 When the above reasons for withholding certification are removed, certification will be made for amounts previously withheld. § 9.5.3 If the Owner withholds certification for payment under Section 9.5.13, the Owner may, at its sole option, issue joint checks to the Design-Builder and to the Architect or any Consultants, Contractor, material or equipment suppliers, or other persons ar entities providing services or work for the Design-Builder to whom the Design-Builder failed to make payment for Work properly performed or material or equipment suitably delivered. § 9.6 Progress Payments § 9.6.1 After the Owner has issued a Certificate for Payment; the Owner shall make payment in the manner and within the time provided in the Design-Build Documents. § 9.6.2 T'he Design-Bwilder shall pay each Architect, Consultant, Contractor, and other person or enrity providing services or work for the Design-Builder no later than the time period required by applicable law, but in no event more than seven days after receipt of payment from the Owner the amount to which the Architect, Consultant, Contractor, and other person or entity providing services or work for the Design-Builder is entitled, reflecting percentages actually retained from payments to the Design-Builder on account of the portion of the Work performed by the Architect, Consultant, Contractor, or other person or entity. The Design-Builder shall, by appropriate agreement with each Architect, Consultant, Contractor, and other person or entity providing services or work for the Design-Builder, require each Architect, Consultant, Contractor, and other person or entity providing services or work for the Design-Builder to make payments to subconsultants and subcontractors in a similar manner. § 9.6.3 The Owner will, on request and if practicable, furnish to the Architect, a Consultant, Contractor, or other person or entity providing services or work for the Design-Builder, information regarding percentages of completion or amounts applied for by the Design-Builder and action taken thereon by the Owner on account of portions of the Work done by such Architect, Consultant, Contractor or other person or entity providing services or work for the Design-Builder. § 9.6.4 The Owner has the. right to request written evidence from the Design-Builder that the Design-Builder has properly paid the Architect, Consultants, Contractors, or other person or entity providing services or work for the Design-Builder, amounts paid- by the Owner to the Design-Builder for the Work Owner shall have the right to contact the Architect, Consultants, and Contractors to ascertain whether they have been properly paid. The Owner shall have no obligation to pay or to see to the payment of money to a Consultant or Contractor. § 9.6.5 Design-Builder payments to material and equipment suppliers shall be treated in a manner similar to that provided in Sections 9.6.2, 9.63 and 9.6.4. § 9.6.6.A Certificate for Payment, a progress payment, or partial or entire use or occupancy of the Project by the Owner shall not constitute acceptance of Work not in accordance with the Design-Build Documents. (Paragraph deleted) § 9.7 Failure of Payment If the Ovmer does not issue a Certificate for Payment, through no fault of the Design-Builder, within the time required by the Design-Build Documents, then the Design-Builder may, upon seven additional days' written notice to the Owner, stop the Work until payment of the amount owing has been received. The Contract Time shall be extended appropriately and the Contract Sum shall be increased by the amount of the Design-Builder's reasonable costs.of shut-down, delay and start-up, plus interest as provided for in the Design-Build Documents. § 9.8 Substantial Completion § 9.8.1 Substantial Completion is the stage in the progress of the Work when the Work or designated portion thereof is sufficiently complete in accordance with the Design-Build Documents so that the Owner can occupy or utilize the Init. ~ AIA Document A141 T"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protRefed by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~ Document, or any portion of it, may rosult in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/2212015 under Order No.0239566208_7 which e~ires on 07/1412016, and is not for resale. (1970631282) ~ User Notes: PAPR - 002554 23 Work for its intended'use. The date of Substantial Completion is the date certified by the Owner in accordance with this Section 9.8. § 9.8.2 When the Design-Builder considers that the Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete, the Design-Builder shall submit to the Owner an occupancy permit issued by the South Carolina Office of School Facilities and a comprehensive list of items to be completed or corrected prior to final payment. Failure to include an item on such list does not alter the responsibility of the Design-Builder to complete all Work in accordance with the Design-Build Documents. § 9.8.3 Upon receipt of the Design-Builder's list, the Owner shall review the Work.. If the Owner's review discloses any item, whether or not included on the Design-Builder's list, which is not sufficiently complete in accordance with the Design-Build Documents so that the Owner can occupy or utilize the Work or designated portion thereof for its intended use, the Design-Builder shall, before issuance of the Certificate of Substantial Completion, complete or correct such item upon notification by the Owner. In such case, the Design-Builder shall then submit a request for another review of the Work by the Owner. § 9.8.4 Prior to issuance of the Certificate of Substantial Completion under Section 9.8.5, the Owner and Design-Builder shall discuss and then determine the parties' obligations to obtain and maintain property insurance following issuance of the Certificate of Substantial Completion. § 9.8.5 When the Work or designated portion thereof is substantially complete, the Design-Builder will obtain for the Owner an occupancy permit issued by the South Carolina Office of School Facilities and a Certificate of Substantial Completion that shall, upon the Owner's signature, establish the date of Substantial Completion; establish responsibilities of the Owner and Design-Builder for security, maintenance, heat, utilities, damage to the Work and insurance; and fix the time within which the Design-Builder shall finish all items on the list accompanying the Certificate. Warranties required by the Design-Build Documents shall commence on the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the Certificate of Substantial Completion. § 9.8.6 The Certificate of Substantial Completion shall be submitted by the Design-Builder to the Owner for written acceptance of responsibilities assigned to it in the Certificate. Upon the Owner's acceptance, and consent of surety, if any, the Owner shall make payment of retainage applying to the Work or designated portion thereof. Payment shall be adjusted for Work that is incomplete or not in accordance with the requirements of the Design-Build Documents. § 9.9 Partial Occupancy or Use § 9.9.1 The Owner may occupy or use any completed or partially completed portion of the Work at any stage when such portion is designated by separate agreement with the Design-Builder, provided such occupancy or use is consented to, by endorsement or otherwise, by the insurer providing property insurance and authorized by public authorities having jurisdiction over the Project. Such partial occupancy or use may commence whether or not the portion is substantially complete, provided the Owner and Design-Builder have accepted in writing the responsibilities assigned to each of them for payments, retainage, if any, security, maintenance, heat, utilities, damage to the Work and insurance, and have agreed in writing concerning the period for correction of the Work and commencement of warranties required by the Design-Build Documents. When the Design-Builder considers a portion substantially complete, the Design-Builder shall prepare and submit a list to the Owner as provided under Section 9.8.2. Consent of the Design-Builder to partial occupancy or use shall not be iuu~easonably withheld. The stage of the progress of the Work shall be determined by written agreement between the Owner and Design-Builder: § 9.9Z Immediately prior to such partial occupancy or use, the Owner and Design-Builder shall jointly review the area to be occupied or portion of the Work to be used in order to determine and record the condition of the Work. § 9.9.3 Unless otherwise agreed upon, partial occupancy or use of a portion or portions of the Work shall not constitute acceptance of Work not complying with the requirements of the Design-Build Documents. § 9.10 Final Completion and Final Payment § 9.10.1 Upon receipt of the Design-Builder's written notice that the Work is ready far final inspection and acceptance and upon receipt of a final Application for Payment, the Owner will promptly make such inspection. Init. f AIA Document A141 T" — 2014. Copyrights 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`" Document is protected by U.S. Copyright Law and international Treaties. Unauthorized reproduction or distribution of this AIA`~ Document, or any portion of it, may result in severe civil antl criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_t which e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002555 24 When the Owner finds the Work acceptable under the Design-Build Documents and the Contract fully performed, the Owner will, subject to Section 9.10.2, promptly issue a final Certificate for Payment. § 9.]0.2 Neither final payment nor any remaining retained percentage shall become due until the Design-Builder submits to the Owner (1) an affidavit that payrolls, bills for materials and equipment, and other indebtedness connected with the Work, for which the Owner or the Owner's property might be responsible or encumbered, (less amounts withheld by Owner) have been paid or otherwise satisfied, (2) a certificate evidencing that insurance required by the Design-Build Documents to remain in force after final payment is currently in effect, {3) a written statement that the Design-Builder knows of no substantial reason tinat the insurance will not be renewable to cover the period required by the Design-Build Documents, (4) consent of surety, if any, to final payment, (5) as-constructed record copy of the Construction Documents marked to indicate field changes and selections made during construction, (6) manufacturer's warranties, product data, and maintenance and operations manuals, and (7) if required by the Owner, other data establishing payment or satisfaction of obligations, such as receipts, or releases and waivers of liens; claims, security interests, or eaicumbrances, arising out of the Contract, to the extent and in such form as may be designated by the Owner. If an Architect, a Consultant, or a Contractor, or other person or entiTy providing services or work for the Design-Builder, refuses to furnish a release or waiver required by the Owner, the Design-Builder may furnish a bond satisfactory to the Owner to indemnify the Owner against such liens, claims, security interests, or encumbrances. If such liens, claims, security interests, or encumbrances remains unsAtisfied after payments are made, the Design-Builder shall refund to the Owner all money that the Owner maybe compelled to pay in discharging such liens, claims, securiTy interests, or encumbrances, including all costs and reasonable attorneys' fees. § 9.10.3 If, after Substantial Completion of the Work, final completion thereof is materially delayed through no fault of the Design-Builder or by issuance of Change Orders affecting final completion, the Owner shall, upon application by the Design-Builder, and without terminating the Contract, make payment of the balance due for that portion of the Work fully completed and accepted. If the remaining balance for Work not fully completed or corrected is less than retainage stipulated in the Design-Build Documents, and if bonds have been furnished, the written consent of surety to payment of the balance due for that portion of the Work fully completed and accepted shall be submitted by the Design-Builder to the Owner prior to issuance of payment. Such payment shall be made under terms and conditions governing final payment, except that it shall not constitute a waiver of claims. § 9.10.4 The making of final payment shall constitute a waiver of Claims by the Owner except those arising from .1 liens, Claims, security interests or encumbrances arising out of the Contract and unsettled; failure of the Work to comply with the requirements of the Design-Build Documents; .2 .3 terms of special warranties required by the Design-Build Documents; .4 post-occupancy services to be provided by or through the Design-Builder. § 9.10.5 Acceptance of final payment by the Design-Buildex shall constitute a waiver of claims by the Design-Builder except those previously made in writing and identified by the Design-Builder as unsettled at the time of final Application for Payment ARTICLE 10 PROTECTION OF PERSONS AND PROPERTY § 10.1 Safety Precautions and Programs The Design-Builder shall be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the performance of the Contract. § 10.2 Safety of Persons and Property § 10.2.1 T'he Design-Builder shall be responsible for precautions for the safety of, and reasonable protection to prevent damage, injury or loss to .1 employees on the Work and other persons who may be affected thereby; .2 the Work and materials and equipment to be incorporated therein, whether in storage on or offthe site, under care, custody or conhol of the Design-Builder or the Architect, Consultants, or Contractors, or other person or entity providing services or work for the Design-Builder; and .3 other property at the site or adjacent thereto, such as trees, shrubs, lawns, walks, pavements, roadways, or structures and utilities not designated for removal, relocation or replacement in the course of construction. Init. ~ Architects. All rights reserved. WARNING: This AIA"~ Clocumenf is AAA Document A141TM' — 2014. Copyright ~ 2004 and 2014 by The American Institute of protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~ Document, or any portion of it, may result in severe civft and criminal penalties, and will be prosecuted to the maximum extent possible underthe law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is notfor resale. (1970631282) User Notes: PAPR - 002556 25 § 10.2.2 The Design-Builder shall comply with, and give notices required by, applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities, bearing on safety of persons or property, or thee• protection from damage, injury or loss. § 10.2.3 The Design-Builder shall implement, erect, and maintain, as required by existing conditions and performance of the Contract, reasonable safeguards for safety and protection, including posting danger signs and other warnings against hazards, promulgating safety regulations, and notify owners and users of adjacent sites and utilities of the safeguards and protections. § 10.2.4 When use or storage of explosives or other hazardous materials or equipment, or unusual methods, are necessary for execution of the Work, the Design-Builder shall exercise utmost care, and carry on such activities under supervision of properly qualified personnel. § 10.2.5 The Design-Builder shall promptly remedy damage and loss (other than damage or loss insured under property insurance required by the Design-Build Documents) to property referred to in Sections 10.2.1.2 and 10.2.1.3, caused in whole or in part by the Design-Builder, the Architect, a Consultant, a Contractor, or anyone directly or indirectly employed by any of them, or by anyone for whose acts they may be liable and for which the Design-Builder is responsible under Sections 10.2.1.2 and 10.2.1.3; except damage or loss attributable to acts or omissions of the Owner, or anyone directly or indirectly employed by the Owner, or by anyone for whose acts the Owner may be liable, and not attributable to the fault or negligence of the Design-Builder. The foregoing obligations of the Design-Builder are in addition to the Design-Builder's obligations under Section 3.1.14. § 10.2.6 The Design-Builder shall designate a responsible member of the Design-Builder's organization, at the site, whose duty shall be the prevention of accidents. This person shall be the Design-Builder's superintendent unless otherwise designated by the Design-Builder in writing to the Owner. § 10.2.7 The Design-Builder shall not permit any part of the construction or site to be loaded so as to cause damage or create an unsafe condition. § 10.2.8 Injury or Damage to Person or Property. If the Owner or Design-Builder suffers injury or damage to person or property because of an act or omission of the other, or of others for whose acts such party is legally responsible, written notice of the injury or damage, whether or not insured, shall be given to the other party within a reasonable time not exceeding 21 days after discovery. The notice shall provide sufficient detail to enable the other party to investigate the matter. § 10.3 hazardous Materials § 10.3.1 The Design-Builder is responsible for compliance with any requirements included in the Design-Build Documents regarding hazardous materials. If the Design-Builder encounters a hazardous material or substance not addressed in the Design-Build Documents and if reasonable precautions will be inadequate to prevent foreseeable bodily injury or death to persons resulting from a material or substance, including but not limited to asbestos or polychlorinated biphenyl (PCB), encountered on the site by the Design-Builder, the Design-Builder shall, upon recognizing the condition, immediately stop Work in the affected area and report the condition to the Owner in writing. § 10.3.2 Upon receipt of the Design-Builder's written notice, the Owner shall obtain the services of a licensed laboratory to verify the presence or absence of the material or substance reported Uy the Design-Builder and, in the event such material or substance is found to be present, to cause it to be rendered harmless. Unless otherwise required by the Design-Build Documents, the Owner shall furnish in writing to the Design-Builder the names and qualifications of persons or entities who are to perform tests verifying the presence or absence of such material or substance or who are to perform the task of removal or safe wntainment of such material or substance. The Design-Builder will promptly reply to the Owner, in writing stating whether or not the Design-Builder has reasonable objection to the persons or entities proposed by the Owner. If the Design-Builder has an objection to a person or entity proposed by the Owner, the Owner shall propose another to whom the Design-Builder has no reasonable objection. When the material or substance has been rendered harmless, Work in the affected area shall resume upon written agreement of the Owner and Design-Builder. By Change Order, the Contract Time shall be extended appropriately and the Contract Sum shall be increased in the amount of the Design-Builder's reasonable additional costs of shut-down, delay and start-up. Init. ~ AIA Document A141TM — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WAi2NING: This AIA~' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA" Document, or any portion of it, may result in severs.civil an8 criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208 1 which e~ires on 07/14/20T6, and is not for resale, (1970631282) User Notes: PAPR - 002557 26 § 10.3.3 To the fullest extent permitted by law, the Owner shall indemnify and hold harmless the Design-Builder, the Architect, Consultants, and Contractors, and employees of any of them, from and against claims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from performance of the Work in the affected area, if in fact the material or substance presents the risk of bodily injury or death as described in Section 10.3.1 and has not been rendered harmless, provided that such claim, damage, loss or expense is attributable to bodily injury, sickness, disease or death, or to injury to, or destruction of, tangible property (other than the Work itsel fl, except to the extent that such damage, loss or expense is due to the fault or negligence of the party seeking indemnity. § 10.3.4 The Owner shall not be responsible under this Section 103 for materials or substances the Design-Builder brings to the site unless such materials or substances are required by the Owner's Criteria. The Owner shall be responsible for materials or substances required by the Owner's Criteria, except to the extent of the Design-Builder's fault or negligence in the use and handling of such materials or substances. § 10.3.5 The Design-Builder shall indemnify the Owner for the cost and expense the Owner incurs (1) for remediation of a material or substance the Design-Builder brings to the site and negligently handles, or (2) where the Design-Builder fails to perform its obligations under Section 10.3.1, except to the extent that the cost and expense are due to the Owner's fault or negligence. § 10.3.6 If, without negligence on the part of the Design-Builder, the Design-Builder is held liable by a government agency for the cost of remediation of a hazardous material or substance solely by reason of performing Work as required by the Design-Build Documents, the Owner shall indemnify the Design-Builder for a}I wst and expense thereby incurred. § 10.4 Emergencies In an emergency affecting safety of persons or property, the Design-Builder shall act, at the Design-Builder's discretion, to prevent threatened damage, injury or Loss. ARTICLE 11 .UNCOVERING AND CORRECTION OF WORK § 11.1 Uncovering of Work The Owner may request to examine a portion ofthe Work that the Design-Builder has covered to determine ifthe Work has been performed in accordance with the Design-Build Documents. If such Work is in accordance with the Design-Build Documents, the Owner and Design-Builder shall execute a Change Order to adjust the Contrack Time and Contract Sum, as appropriate. If such Work is not in accordance with the Design-Build Documents, the costs of uncovering and correcting the Work shall be at the Design-Builder's expense and the Design-Builder shall not be entitled to a change in the Contract Time unless the condition was caused by the Owner or a separate conhactor in which event the Owner shall be responsible for payment of such costs and the Contract Time will be adjusted as appropriate. § 11.2 Correction of Work § 11.2.1 Before or After Substantial Completion. The Design-Builder shall promptly correct Work either rejected by the Owner or failing to conform to the requirements of the Design-Build Documents, whether discovered before or after Substantial Completion and whether or not fabricated, installed or completed. Costs of correcting such rejected or nonconforming Work, including additional testing and inspections, the cost of uncovering and replacement, and compensation for any design consultant employed by the Owner whose expenses and compensation were made necessary thereby, shall be at the Design-Builder's expense. § 11.2.2 After Substantial Completion § 11.2.2.1 In addition to the Design-Builder's obligations under Section 3.1.12, if, within thethree-year duration of the Design-Builder's post-occupancy obligations„ any of the Work is found not to be in accordance with the requirements of the Design-Build Documents, the Design-Builder shall correct it promptly after receipt of written notice from the Owner to do so unless the Owner has previously given the Design-Builder a written acceptance of such condition. The Owner shall give such notice promptly after discovery of the condition. During this period for correction of the Work, if the Owner fails to notify the Design-Builder and give the Design-Builder an opportunity to make the correction, the Owner waives the rights to require correction by the Design-Builder and to make a claim Init. ~ AIA Document A147 TM' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA' Document is proEected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distrihution of this AIA`~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586206_1 which expires on 07/14/2016, and Is not for resale. (1970631282) User Notes: PAPR - 002558 27 for breach of warranty. If the Design-Builder fails to correct nonconforming Work within a reasonable time during that period after receipt of notice from the Owner, the Owner may correct it in accordance with Section 7.9. § 11.2.2.2 This year period for correction of Work shall be extended with respect to portions of Work first performed after Substantial Completion by the period of time between Substantial Completion and the actual completion of that portion of the Work. § 11:2.2.3 This period for correction of Work shall not be extended by corrective Work performed by the Design-Builder pursuant to this Section 11.2. § 11.2.3 The Design-Builder shall remove from the site portions of the Work that are not in accordance with the requirements of the Design-Build Documents and are neither corrected by the Design-Builder nor accepted by the Owner. § 11.2.4 The Design-Builder shall bear the cost of correcting destroyed or damaged construction of the Owner or separate contractors, whether completed or partially completed, caused by the Design-Builder's correction or removal of Work that is not in accordance with the requirements of the Design-Build Documents. § 11.2.5 Nothing contained in this Section 11.2 shall be construed to establish a period of limitation with respect to other obligations the Design-Builder has under the Design-Build Documents. Establishment of the two-year period for correction of Work as described in Section 11.2.2 relates only to the specific obligation of the Design-Builder to correct the Work, and has no relationship to the time within which the obligation to comply with the Design-Build Documents may be sought to be enforced, nor to the time within which proceedings may be commenced to establish the Design-Buildex's liability with respect to the Design-Builder's obligations other than specifically to correct the Work. § 11.3 Acceptance of Nonconforming Work Tf the Owner prefers to accept Work that is not in accordance with the requirements of the Design-Build Documents, the Owner may do so instead of requiring its removal and correction, in which case the Contract Sum will be reduced as appropriate and equitable. Such adjustment shall be effected whether or not final payment has been made. Acceptance of Nonconforming Work may only be evidenced by written agreement specifying the nonconformity and the Owner's informed consent to accept it. Nonconforming Work shall not become accepted Work by inaction or implication. ARTICLE 12 COPYRIGHTS AND LICENSES § 12.1 Drawings, specifications, and other documents furnished by the Design-Builder, including those in electronic form, are Instruments of Service. The Design-Builder, and the Architect, Consultants, Contractors, and any other person or entity providing services or work for any of them, shall be deemed the authors and owners of their respective Instruments of Service, including the Drawings and Specifications, and shall retain all common law, statutory and other reserved rights, including copyrights. Submission or distribution of Instruments of Service to meet official regulatory requirements, or for similar purposes in connection with the Project, is not to be construed as publication in derogarion of the reserved rights of the Design-Builder and the Arckiitect, Consultants, and Contractors, and any other person or entity providing services or work for any of them. § 12.2 The Design-Builder and the Owner warrant that in transmitting Instruments of Service, or any other information, the transmitting party is the copyright owner of such information or has permission from the copyright owner to transmit such information for its use on the Project. § 12.3 Upon execution of the Agreement, the Design-Builder grants to the Owner a limited, irrevocable and non-exclusive license to use the Inshuments of Service for purposes of constructing, using, maintaining, altering and adding to the Project. . T'he license granted under this section permits the Owner to authorize its consultants and separate contractors to reproduce applicable portions of the Instruments of Service for use in performing services or construction for the Project. 1.2.3.1 PROTOTYPE. The Owner shall have the right to use the Inshuments of Service as a "protoType" design under South Carolina Board of Architectural Examiners regulations and policies. Any architect receiving the original plans from the Owner must first aclmowledge and accept fizll responsibility Init. ~ AIA Document A147 TM — 2014. Copyright D 2D04 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`~ ~ocumsnt is protected by U.S. Copyright Law and international Treaties. Unauthorized reproduction or distribution of this AIA~ Document, or any portion of it, may result in severe civlf and criminal penalties, and wlll be prosecuted to the maximum extent possible underthe law. This doFumentwas produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07!74/2016, and is not for resale. (1970631282) User Notes: PAPR - 002559 28 for the adequacy of the design for its new project, as well as absolve the original Architect of any responsibility of any kind as relates to the original design. Should the Owner provide the Documents and/or Specifications to the Architects) for other Projects, then the original Architect, if not retained for the other project(s), shall be relieved of any liabilities arising out of the other Projects) and the Ovmer will indemnify and hold harmless the original Architect from any Claims arising out of such other Projects}. § 12.3.1 The Design-Builder shall obtain non-exclusive licenses from the Architect, Consultants, and Contractors, that will allow the Design-Builder to satisfy its obligations to the Owner under this Article 12. The Design-Builder's licenses from the Architect and its Consultants and Contractors shall also allow the Owner, in the event this Agreement is terminated for any reason to obtain a limited, irrevocable and non-exclusive license for purposes of constructing, using, maintaining, altering and adding to the Project, subject to South Carolina regulations and policies concerning successor design professionals... § 12.3.2 In the event the Owner alters the Instruments of Service without the author's written authorization or uses the Instruments of Service without retaining the authors of the Instruments of Service, the Owner releases the Design-Builder, Architect, Consultants, Contractors and any other person or entity providing services or work for any of them, .from all claims and causes of action arising from or related to such uses. The terms of this Section 12.3.2 shall not apply if the Owner rightfully terminates this Agreement for cause under Sections 13.1.4 or 13.2.2. ARTICLE 13. TERt!'IINATION OR SUSPENSION § 13.1 Termination or Suspension Prior to Execution of the Design-Build Amendment § 13.1.1 If the Owner fails to make payments to the Design-Builder for Work prior to execution of the Design-Build Amendment in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Design-Builder's option, cause for suspension of performance of services under this Agreement If the Design-Builder elects to suspend the Work, the Design-Builder shall give seven days' written notice to the Owner before suspending the Work. In the event of a suspension of the Work, the Design-Builder shall have no liability to the Owner for delay or damage caused by the suspension of the Work. Before resuming the Work, the Design-Builder shall be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Design-Builder's Work. The Design-Builder's compensation for, and time to complete, the remaining Work shall be equitably adjusted. § 13.1.2 If the Owner suspends the Project, the Design-Builder shall be compensated for the Work performed prior to notice of such suspension. Why the Project is resumed, the Design-Builder shall be compensated for expenses incurred in the interruption and resumption of the Design-Builder's Work. The Design-Builder's compensation for, and time to complete, the remaining Work shall be equitably adjusted. § 13.1.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Design-Builder,. the Design-Builder may. terminate this Agreement by giving not less than seven days' written notice. § 13.1.4 Either party may terminate this Agreement upon not Iess than seven days' written notice should the other party fail substantially to perform in accprdance with the terms of this Ageement through no fault of the party initiating the termination. § 13.1.5 The Owner may terminate this Agreement upon not less than seven days' written notice to the Design-Builder for the Owner's convenience and without cause. § 13.1.6 In the event of termination not the fault of the Design-Builder,. the Design-Builder shall be compensated for Work performed prior to terminarion and any other expenses directly attribgtable to termination for which the Design-Builder is not. otherwise compensated. In no event shall the Design-Builder's compensation under this Section 13.1.6 be greater than the compensation set forth in Section 2.1. § 13.2 Termination or Suspension Following Execution of the Design-Build Amendment § 13.2.1 Termination by the Design-Builder § 13.2.1.1 The Design-Builder may terminate the Contract ifthe Work is stopped for a period of 30 consecutive days through no act or fault of the Design-Builder, the Architect, a Consultant, ox a Contractor, or their ag~ts or Init. ~ ~A Document A141T"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protocted by U.S. Gopyriyht Law and International Treaties. Unauthorized reproduction or disFrihution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and wilt be prosecuted to the maximum extent possiblo under the law. This document was produced by AIA soHware at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1970631282) ~ User Notes: PAPR - 002560 29 employees, or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder, for any of the following reasons: .1 Issuance of an order of a court or other public authority having jurisdiction that requires all Work to be stopped; .2 .4n act of government, such as a declaration of national emergency that requires all Work to be stopped; .3 Because the Owner has not issued a Certificate for Payment and has not notified the Design-Builder of the reason for withholding certification as provided in Section 9.5.1, or because the Owner has not made payment on a Certificate for Payment within the time stated in the Design-Build Documents; or .4 T'he Owner has failed to furnish to the Design-Builder promptly, upon the Design-Builder's request, reasonable evidence as required by Section 7.2.7. § 13.2.1.2 T'he Design-Builder may terminate the Contract if, through no act or fault of the Design-Builder, the Architect, a Consultant, a Contractor, or their agents or employees or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder, repeated suspensions, delays or interruptions of the entire Work by the Owner as described in Section 13.2.3 constitute in the aggregate more than 100 percent of the total number of days scheduled for completion, or 120 days in any 365-day period, whichever is less. § 13.2.1.3 If one of the reasons described in Section 13.2.1.1 or 13.2.1.2 exists, the Design-Builder may, upon seven days' written notice to the Owner, terminate the Contract and recover from the Owner payment for Work executed, including reasonaUle overhead and profit on that executed Work, and costs incurred by reason of such termination. § 13.2.1.4 If the Work is stopped for a period of 60 consecutive days through no act or fault of the Design-Builder or any other persons or entiries performing portions of the Work under contract with the Design-Builder because the Owner has repeatedly failed to fulfill the Owner's obligations under the Design-Build Documents with respect to matters important to the progress. of the Work, the Design-Builder may, upon seven additional days' written notice to the Owner, terminate the Contract and recover from the Owner as provided in Section 13.2.1.3. § 13.2.2 Termination by the Owner For Cause § 13.2.2.1 The Owner may terminate the Contract if the Design-Builder .1 fails to submit the Proposal by the date required by this Agreement, or if no date is indicated, within a reasonable time consistent with the date of Substantial Completion; .2 repeatedly refuses or fails to supply an Architect, or enough properly skilled Consultants, Contractors, or workers or proper materials; .3 fails to make payment to the Architect, Consultants, or Contractors for services, materials or labor in accordance with their respective agreements with the Design-Builder; .4 repeatedly disregards applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of a public authority; or .5 is otherwise guilty of substantial breach of a provision of the Design-Build Documents. § 13.2.2.2 When any of the above reasons exist, the Owner may without prejudice to any other rights or remedies of the Owner and after giving the Design-Builder and the Design-Builder's surety, if any, seven days' written notice, terminate employment of the Design-Builder and may, subject to any prior rights of the surety: .1 Exclude the Design-Builder from the site and take possession of all materials, equipment, tools, and construction equipment and machinery thereon owned by the Design-Builder; .2 Accept assignment of the Architect, Consultant and Contractor agreements pursuant to Section 3.1.15; and .3 Binish the Work Uy whatever reasonable method the Owner may deem expedient. Upon written request of the Design-Builder, the Owner shall furnish to the Design-Builder a detailed accounting of the costs incurred by the Owner in finishing the Work. § 13.22.3 When the Owner terminates the Contract for one of the reasons stated in Section 13.2.2.1, the Design-Builder shall not be entitled to receive further payment until the Work is finished. § 13.2.2.4 If the unpaid balance of the Contract Sum exceeds costs of finishing the Work and other damages incurred by the Owner and not expressly waived, such excess shall be paid to the Design-Builder. If such costs and Init. ~ AIA Document A141T'" — 2014. Copyright 0 2004 and 2014 by The Americas Institute of Architects. All rights reserved. WARNING: This AIA~' Document is protected by U.S. Copyriyht Law and lnternatio~al Treaties. Unauthorized reproduction or distribution of this AIA~ Document, or any portion of it, may resu{t in severe civil and criminal penalties, and will be prosecuted io the maximum extent possible under the Iaw. This documentwas produced by AIA software at 12:02;17 on 11122/2015 under Order No.0239586208_1 which e~ires on 07/14!2016, and is not for resale. (7970631282) User Notes: PAPR - 002561 30 damages exceed the unpaid balance, the Design-Builder shall pay the difference to the Owner. The obligation for such payments shall survive termination of the Contract and are expressly included in the performance of the Work covered by the Design-Builder's performance bond. § 13.2.3 Suspension by the Owner for Convenience § 13.2.3.1 The Owner may, without cause, order the Design-Builder in writing to suspend, delay or interrupt the Work in whole or in part for such period of time as the Owner may determine. § 13.2.3.2 The Contract Sum and Contract Time shall be adjusted for increases in the cost and time caused by suspension, delay or interruprion as described in Section 13.2.3.1. Adjustment of the Contract Sum shall include profit. No adjustment shall be made to the extent .1 that performance is, was or would have been so suspended, delayed or interrupted by another cause for which the Design-Builder is responsible; or .2 that an equitable adjustment is made or denied under another provision of the Contract. § 13.2.4 Termination by the Owner for Convenience § 13.2.4.1 The Owner may, at any time, terminate the Contract for the Owner's convenience and without cause. § 13.2.4.2 Upon receipt of written notice from the Owner of such termination for the Owner's convenience, the Design-Builder shall .1 cease operations as directed by the Owner in the notice; .2 take actions necessary, or that the Owner may direct, for the protection and preservation of tha Work; and, .3 . except for Work directed to be performed prior to the e#~ective date of termination stated in the notice, terminate all existing Project agreements, including agreements with the Architect, Consultants, Contractors, and purchase orders, and enter into no further Project agreements and purchase orders. § 13.2.4.3 In case of such termination for the Owner's convenience, the Design-Builder shall be entitled to receive payment for Work executed, and costs incurred by reason of such termination. ARTICLE 14 CLAIMS AND DLSPUTE RESOLUTION § 14.1 Claims § 14.1.1 Definition. A Claim is a demand or assertion by one of the parties seeking, as a matter of right, payment of money, or other relief with respect to the terms of the Contract. The term "Claim" also includes other disputes and matters in question between the Owner and Design-Builder arising out of or relating to the Contract. The responsibility to substantiate Clauns shall rest with the party making the Claim. § 14.1.2 Time Limits on Claims. The Owner and Design-Builder shall commence all claims and causes of action, whether in conixact, tort, breach of warranty or otherwise, against the other, arising out of or related to the Contract in accordance with the requirements of the binding dispute resolution method selected in Section 1.3, within the time period specified by law. § 1a.1.3 Notice of Claims § 14.1.3.1 Prioi• To I5na1 Payment. Prior to Final Payment, Claims by either the Owner or Design-Builder must be initiated by written notice to the other party within 21 days after occurrence of the event giving rise to such Claim or within 21 days after the claimant first recognizes the condition giving rise to the Claim, whichever is later. § 14.1.3.2 Claims Arising After Final Payment. After Final Payment, Claims by either the Owner or Design-Builder that have not otherwise been waived pursuant to Sections 9.10.4 or 9.10.5, must be initiated by prompt written notice to the other party. The notice requirement in Section 14.13.1 and the Initial Decision requirement as a condition precedent to mediation in Section 14.2.1 shall not apply. § 14.1.4 Continuing Contract Performance. Pending final resolution of a Claim, except as otherwise agreed in writing or as provided in Section 9.7 and Article 13, the Design-Builder shall proceed diligently with performance of the Contract and the Owner shall continue to make payments in accordance with the Design-Build Documents. Init. ~ AIA Document A141 T'" — 2014. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AI/~° Documen4 is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIAW Document, or any portion of it, may result in severe civil and cNminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239566208_1 which e~ires on 07/1412016, and is not for resale. User Notes: (1970631282) PAPR - 002562 31 j § 14.1.5 Claims for Additional Cost. If the Design-Builder intends to make a Claim for an increase in the Contract Sum, written notice as provided herein shall be given before proceeding to execute the portion of the Work that relates to the Claim. Prior notice is not required for Claims relating to an emergency endangering life or property arising under Section 10.4. § 14.1.6 Claims for Additional Time § 14.1.6.1 If the Design-Builder intends to make a Claim for an increase in the Contract Time, written notice as provided herein shall be given. The Design-Builder's Claim shall include an estimate of cost and of probable effect of delay on progress of the Work. In the case of a continuing delay, only one Claim is necessary. (Paragraph deleted) § 14.1.7 Claims for Consequential Damages The Design-Builder and Owner waive Claims against each other for consequential damages arising out of or relating to this Contract. This mutual waiver includes .1 damages incurred by the Owner for rental expenses, for losses of use, income, profit, financing, business and reputation, and for loss of management or employee productivity or of the services of such persons; and .2 damages incurred by the Design-Builder for principal office expenses including the compensation of personnel stationed there, for losses of financing, business and reputation, and for loss of profit except anticipated profit arising directly from the Work and otherwise available under this Agreement. This mutual waiver is applicable, without limitation, to all consequential damages due to either party's termination in accordance with Article 13. Nothing contained in this Section 14.1.7 shall be deemed to preclude an award of liquidated damages, when applicable, in accordance with the requirements of the Design-Build Documents. § 14.2 Initial Decision § 14.2.1 An initial decision shall be required as a condition precedent to mediation of all Claims between the Owner and Design-Builder initiated prior to the date final payment is due, excluding those arising under Sections 103 and 10.4 of the Agreem~t and Sections B.3.2.9 and B.3.2.10 of Exhibit B to this Agreement, unless 30 days have passed after the Claim has been initiated with no derision having been rendered. Unless otherwise mutually agreed in writing, the Owner shall render the initial decision on Claims. § 14.2.2 Procedure § 14.2.2.1 Claims Initiated by the Owner. If the Owner initiates a Claim, the Design-Builder shall provide a written response to Owner within ten days after receipt of the notice required under Section 14.1.3.1. Thereafter, the Owner shall render an initial decision within ten days of receiving the Design-Builder's response: (1) withdrawing the Claim in whole or in part, (2) approving the Claim in whole or in part, or (3) suggesting a compromise. § 14.2.2.2 Claims Initiated by the Design-Builder. If the Design-Builder initiates a Claim, the Owner will take one or more of the following actions within ten days after receipt of the notice required under Section 14.1.3.1: (1) request additional supporting data, (2) render an iniriat decision rejecting the Claim in whole or in part, (3) render an initial decision approving the Claim, (4) suggest a compromise or (5) indicate that it is unable to render an initial decision because the Owner lacks sufficient information to evaluate the merits of the Claim. § 14.2.3 In evaluating Claims, the Owner may, but shall not be obligated to, consult with or seek information from persons with special (mowledge or expertise who may assist the Owner in rendering a decision. The retention of such persons shall be at the Owner's expense. § 14.2.4 If the Owner requests the Design-Builder to provide a response to a Claim or to furnish additional supporting data, the Design-Builder shall respond, within ten days after receipt of such request, and shall either (1) provide a response on the requested supporting data, (2) advise the Owner when the response or supporting data will be famished or (3) advise the Owner that no supporting data will be furnished. Upon receipt of the response or supporting data, if any, the Owner will either reject or approve the Claim in whole or in part. § 14.2.5 The Owner's initial decision shall (1) be in writing; (2) state the reasons therefor; and (3) identify any change in the Contract Sum or Contract Time or both. The initial decision shall be final and binding on the parties Init ~ p`~A Document A141TM — 2014. Copyright ~ 2004 and 2014 by The American Instltute of Architects. All rights reserved. WARNING: This AIA~' Document is protected by U.S. Copyright Law and lnternaEional Treaties. Unauthorized reproduction or distribution of tfiis Al/C~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07114/2016, and is not fa resale. (1970631282) User Notes: PAPR - 002563 32 but subject to mediation and, if the parties fail to resolve their dispute through mediation, to binding dispute resolution. § 14.2.6 Either party may file for mediation of an initial decision at any time, subject to the terms of Section 14.2.6.1. § 14.2.6.1 Either party may, within 30 days from the date of an initial decision, demand in writing that the other party file for mediation within 60 days of the initial decision. If such a demand is made and the party receiving the demand fails to file for mediation within the time required, then both parties waive their rights to mediate or pursue binding dispute resolution proceedings with respect to the initial decision. § 14.2.7 In the event of a Claim against the Design-Builder, the Owner may, but is not obligated to, notify the surety, if any, of the nature and amount of the Claim. If the Claim relates to a possibility of aDesign-Builder's default, the Owner may, but is not obligated to, notify the surety and request the surety's assistance in resolving the controversy. (Paragraph deleted) § 14.3 Mediation § 14.3.1 Claims, disputes, or other matters in controversy arising out of or related to the Contract, except those waived as provided for in Sections 9.10.4, 9.10.5, and 14.1.7, shall be subject to mediation as a condition precedent to binding dispute resolution. § 14.3.2 T'he parties shall endeavor to resolve their Claims by mediation. The mediation shall proceed in advance of binding dispute resolution proceedings, which shall be stayed pending mediation for a period of 60 days from the date of filing, unless stayed for a longer period by agreement of the parties or court order. § 14.3.3 '~'he parties shall share the mediator's fee and any filing fees equally. The mediation shall be held in the place where the Project is located, unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction. (Paragraphs deleted) ARTICLE 15 MISCELLANEOUS PROVISIONS § 15.1 Governing Law The Contract shall be governed by the law of the place where the Project is located. § 15.2 Successors and Assigns § 15.2.1 The Owner and Design-Builder, respectively, bind themselves, their partners, successors, assigns and legal representatives to the covenants, agreements and obligations contained in the Design-Build Documents. Except as provided in Section 15.2.2, neither party to the Contract shall assign the Contract as a whole without written consent of the other. If either party attempts to make such an assignment without such consent, that party shall nevertheless remain legally responsible for all obligations under the Contract. § 15.2Z The Owner may, without consent of the Design-Builder, assign the Contract to a lender providing construction financing for the Project, if the lender assumes the Owner's rights and obligations under the Design-Build Documents. T'he Design-Builder shall execute ail consents reasonably required to facilitate such assignment. § 15.2.3 If the Owner requests the Design-Builder, Architect, Consultants, or Contractors to execute certificates, other than those required by Section 3.1.10, the Owner shall submit the proposed language of such certificates for review at least 14 days prior to the requested dates of execution. If the Owner requests the Design-Builder, Architect, Consultants, or Contractors to execute consents reasonably required to facilitate assignment to a lender, the Design-Builder, Architect, Consultants, or Contractors shall execute all such consents that are consistent with this Ageement, provided the proposed consent is submitted to them for review at least 14 days prior to execution. The Design-Builder, Architect, Consultants, and Contractors shall not be required to execute certificates or consents that would require lmowledge, services or responsibilities beyond the scope of their services. Init. AIA Document A147"" — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA" 6ocument is proEected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution o(this AIA`0 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This documentwas produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07114/2016, and is not for resale. (1970631282) User Notes: PAPR - 002564 33 § 15.3 Written Notice Written notice shall be deemed to have been duly served if delivered in person to the individual, to a member of the firm or entity, or to an officer of the corporation for which it was intended; or if delivered at, or sent by registered or certified mail or by courier service providing proof of delivery to, the last business address known to the party giving notice. Written notice may also be established by acknowledgements and responses exchanged via electronic communications such as electronic mail or any internal messaging functionality of BIM and/or project management software used by the parties for the project. § 15.4 Rights and Remedies § 15.4.1 Duties and obligations imposed by the Design-Build Documents, and rights and remedies available thereunder, shall be in addition to and not a limitation of duties, obligations, rights and remedies otherwise imposed or available by law. § 15.4.2 No action or failure to act by the Owner or Design-Builder shall constitute a waiver of a right or duty afforded them under the Contract, nor shall such action or failure to act constitute approval of or acquiescence in a breach thereunder, except as may be specifically agreed in writing. § 15.5 Tests and Inspections § 15.5.1 Tests, inspections and approvals of portions of the Work shall be made as required by the Design-Build Documents and by applicable laws, statutes, ordinances, codes, rules and regulations or lawful orders of public authorities. Unless otherwise provided, the Design-Builder shall make arrangements for such tests, inspections and approvals with an independent testing laboratory or entity acceptable to the Owner, or with the appropriate public authority, and shall bear all related costs of tests, inspections and approvals. The Design-Builder shall give the Owner timely notice of when and where tests and inspections aze to be made so that the Owner may be present for such procedures. The Owner shall bear costs of (1) tests, inspections or approvals that do not become requirements until after bids are received or negotiations concluded, and (2) tests, inspections or approvals where building codes or applicable laws or regulations prohibit the Owner from delegating their cost to the Design-Builder. § 15.5.2 If the Owner determines that portions of the Work require additional testing, inspection or approval not included under Section 15.5.1, the Owner will instruct the Design-Builder to make arrangements for such additional testing, inspection or approval by an entity acceptable to the Owner, and the Design-Builder shall give timely notice to the Owner of when and where tests and inspections are to be made so that the Owner may be present for such procedures. Such costs, except as provided in Section 15.5.3, shall be at the Owner's expense. § 15.5.3 If such procedures for testing, inspection or approval under Sections 15.5.1 and 15.5.2 reveal failure of the portions of the Work to comply with requirements established by the Design-Build Documents, all costs made necessary by such failure shall be at the Design-Builder's expense. § 15.5.4 Required certificates of testing, inspection or approval shall, unless otherwise required by the Design-Build Documents, be secured by the Design-Buildex and promptly delivered to the Owner. § 15.5.5 If the Owner is to observe tests, inspections or approvals required by the Design-Build Documents, the Owner will do so promptly and, where practicable, at the normal place of testing. § 15.5.6 Tests or inspections conducted pursuant to the Design-Build Documents shall be made promptly to avoid unreasonable delay in the Work. § 15.6 Confidential Information If the Owner or Design-Builder txansmits Confidential Information, the transmission of such Confidential Information constitutes a warranty to the party receiving such Confidential Information that the transmitting party is authorized to transmit the Confidential Information. If a party receives Confidential information, the receiving party shall keep the Confidential Information strictly confidential and shall not disclose it to any other person or entity except as set forth in Section 15.6,1. § 15.6.1 A party receiving Confidential Information may disclose the Confidential Information as required bylaw or court order, including a subpoena or other form of compulsory legal process issued by a court or governmental Init. AIA Document A1417"' — 2014. Copyright ~ 2004 and 2014 by The American InsGtuta of Architects. All rights reserved. WARNING: This AIA~' Document is proEected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA'~ Document, or any portion of it, ~ may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14!2016, and is not for resale. User Notes: (1970631282) PAPR - 002565 entity. A party receiving Confidential Information may also disclose the Confidential Information to its employees, consultants or contractors in order to perform services or work solely and exclusively for the Project, provided those employees, consu]tants and contractors are subject to the restrictions on the disclosure and use of Confidential Information as set forth in this Contract. § 15.7 Capitalization Terms capitalized in the Contract include those that are (1) specifically defined, (2) the titles of numbered articles or (3) the titles of other documents published by the American Institute of Architects. § 15.8 Interpretation § 15.8.1 In the interest of brevity the Design-Build Documents frequently omit modifying words such as "all" and "any" and articles such as "the" and "an," but the fact that a modifcer or an article is absent from one statement and appears in another is not intended to affect the interpretation of either statement. § 15.8.2 Unless otherwise stated in the Design-Build Documents, words which have well-known technical or construction industry meanings are used in the Design-Build Documents in accordance with such recognized meanings. Conduct of the Design-Builder's Principals, Employees, Agents and Representatives The safety and security of District staff, students and the general public are of utmost priority to the District. To that end, the Design Builder shall be responsible for ensuring compliance by the Design Builder and any employees, agents or representatives, or subcontractors of the Design-Builder, including all Design Consultants, to the following: A. No drugs, alcohol, knives, firearms or other weapons on District property, whether or not there is an existing occupied building. . B. No fraternizing with, threats to, or use of abusive or profane language in the presence of students, parents, visitors, or District representatives, agents, or employees. C. No improper attire, acfions or gestures while on any District property. No smoking on District property in conformance to Horry County Board of Education policy. Violations of such policy shall result in a civil penalty of up to $1,000 per occun~ce to the individual responsible and/or the Architect for whom the individual is a Principal, employee, agent, or representative. D. Secure SLED (State Law Enforcement Division) criminal background checks on all the Design-Builder's Principals, employees, agents, and representatives, and subcontractors, performing work on District property and contractually require the same of all Design Consultants, their employees, agents, and representatives. No employees, agents or representatives, or subcontractors, of the and Design Builder having committed violent crimes, crimes against children, or crimes of moral tu►pitude are allowed access to the District's premises. Such SLED criminal backgound checks shall be maintained on file in the offices of the Design Builder and made available to appropriate District personnel or the District's legal counsel immediately upon request. Promotional Materials The Design Builder shall have the right to include photographic or artistic representations of the design of the Project among the Design B u i l d e r' s promotional and professional materials. T'he D e s i g n B u i 1 d e r shall be given reasonable access to the completed Project to make such representations. The District shall provide professional credit for the Architect and Design B u i 1 d e r in the District's promotional materials for the Project. The Architect shall not make any representations in promotional and professional materials other than the identification of the Dishict without the District's approval of the written copy prior to submission, printing and distribution. This condition shall survive termination or completion of this Agreement. Drug-Free Workplace The Architect and the Architect's Design Consultants shall be responsible for initiating, maintaining and supervising all drugfree programs in connection with the performance of this Agreement. The drug-free programs ~~~' ~ AIA Document A141T"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. IUI rights reserved. WARNING: This AIA~' document is protected by U.S. Copyriyht Law and International Treaties. Unauthorized reproduction or distribution of this AIA~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum axtent possible antler tfie law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. User Notes: (1970631282) PAPR - 002566 35 shall conform to Title 44, Chapter 107, § 44-107-10 through § 44-107-90 of the South Carolina Code of Laws as may be amended. Right to Audit Project The District shall have the right to audit the books and records of the Architect to the extent that the books and records relate to the performance of this Agreement and shall include all pricing and Change Order data. Such books and records related to the work covered under this Agreement shall be maintained by the Architect for a period of not less Phan three (3) years from the date of finaC payment to the Architect under this Agreement. This requirement shall also apply to any Design Consultants performing services under the Architects direction. The Office of General Services of the State of South Carolina, or any auditor under contract with the District has the right to audit the Architect's records related to any Project incorporated under this Agreement during the time frame stated in the previous paragraph. The Architect shall ensure that all records pertaining to any Project are available for inspection at the location specified by the Distxict within seventy-two (72) hours of notification at no addirional cost to the District. This requirement shall survive termination or complerion of the Agreement. Traffic Control On-Site and Off-Site: The Design-Builder shall conduct its operations in a manner to not interrupt pedestrian or vehicle traffic except as approved by the District and the South Carolina Department of Transportation. The worksite shall be confined to the smallest area possible allowing maximum use of streets, sidewalks, parking areas or other pedestrian areas and reduce to a minimum any hazard to traffic or pedestrians. T'he Design-Builder shall use worker and traffic control signs and devices necessary to comply with Section VI of U.S. Department of Labor, Federal Highway Administration, Manual on Uniform Traffic Control Devices for Streets and Highways (Washington, DC: GPO) as may be amended, to facilitate traffic wntrol on public roads, streets, or highways when work performed obstructs public traffic. When such traffic areas are obstructed to any extent by work in progress, workers equipped with flags shall direct vehicle and pedestrian traffic. The workers so designated shall not be assigned any other duties while engaged in directing traffic. Safety Designee: The Design-Builder shall designate a competent individual at the worksite whose duty shall be the prevention of accidents and the implementation and monitoring of all OSHA construction safety standards and requirements. The competent individual shall serve as spotter where there is exposure of pedestrians, students, parents, or visitors to falling debris and, in addition, shall ensure on a daily basis that all fencing or other safety barriers are in an upright position to prevent ingress and egress to "lay down" areas or work areas by unauthorized individuals. Licenses and Permits: During the term of the contract, the Contractor shall be responsible for obtaining and maintaining in good standing, all licenses (including professional licenses, if any), permits, inspections and related fees for each or any such licenses, permits and/or inspections required by state, county, city or other government entity or unit to accomplish the work specified in this solicitation and the contract. Iran Divestment Act: The Iran Divestment Act List is a list published by the [State] Board pursuant to Section 11- 57-310 that identifies persons engaged in inveshnent activities in Tran. Currently, the list is available at the following URL: http://procurement.sc.gov/PS/PS-irandivestment.phmi(.) Consistent with Section 11-57-310(B), the Contractor shall not contract with any person to perform a part of the Work, if, at the time you enter into a subcontract, that person is on the then-current version of the Iran Divestment Act List Immigrant Workers; The "South Carolina Illegal immigration and Reform Act" requires all employers to verify the legal status of new employees and prohibits employment of any worker who is not legally in this country and authorized to work. Effective January 1, 2012, all South Carolina employers are required to enroll in the U.S. Department of Homeland Security's E-Verify program and verify the status of new employees within three business days, using E-Verify. Failure to use E-Verify to verify new hires will result in probation for the employer or suspension/revocation of the employer's business licenses. SC IMMIGRATION LAW. S.C. Code § 8-14-40 Compliance: Design-Builder certifies thattheDesign-Builder will comply with the requirements of S.C. Code § 8-1410 etseq. and agrees to provideto the Owner any ~n~' ~ AIA Document A141TM — 2014. Copyright t~ 2004 and 2014 byTha American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07M 4/2016, and is not for resale. User Notes: (1970631282) PAPR - 002567 36 documentation required to establish either; (a) the applicability of that chapter to the contractor, subcontractor, and sub-subcontractor; or (b) the compliance with this that chapter by the contractor and any subcontractor or sub-subcontractor. Business license, insurance, and bonds must be obtained prior to issuance of a Notice to Proceed. Failure to obtain these within thirty (30) days of execution of the agreement makes this Agreement voidable at the option of the Owner. ARTICLE 16 SCOPE OF THE AGREEMENT § 16.1 This Agreement is comprised of the following documents listed below: .1 AIA Document A141TM2014, Standard Form of Agreement Between Owner and Design-Builder .2 AIA Document A141T"~2014, Exhibit A, Design-Build Amendment, if executed .3 AIA Document A141TM-2014, Exhibit B, Insurance and Bonds .4 Owner's Request for Proposals No. 1415-91 (with addenda) and Design-Builder's Proposal to the same as accepted by the Horry County Board of Education. (Paragraphs deleted) ,5 Post-Occupancy Requirements stated in Owner's Request for Proposals No. 1415-91. This Agreement entered into as of the day and year first written above. Init. OWNER (Signature) DESIGN-BUILDER (Signature) Joe Defeo, Chair of the Board of Education (Printed name and title) Robert Ferris, Authorized Member (Printed name and title) AIA Document A141 T"' — 2014. Copyrighi ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA" ~ocumenf is protected by U.S. Co~~yright Law and InternaEional Treaties, Unauthorized reproduction or distribution of this AIA~ Document, or any portion of it, may result in severe cfv(I and criminal penalties, and will he prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/27/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and Is not for resale. User Notes: (1970631282) PAPR - 002568 37 Additions and Deletions Report for AIA Document A741r"" — 2014 This Additions and Deletions Report, as defined on page 1 of the associated document, reproduces below ail tent the author has added to the standard form AIA document in order to complete it, as well as any text the author may have added to or deleted from the original AIA text. Added text is shown underlined. Deleted text is indicated with a horizontal line through the original AIA tech. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document. This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 12:02:17 on 11!22/2015. PAGE1 AGREEMENT made as of thetwenty-third day of November in the year two thousand fifteen (2015). Horry County Schools, South Carolina, a political subdivision of the State of South Carolina. 335 Four Mile Rd I PO Box 260005 Conway. SC 29528 District Office Phone 843.488.6700 FIl2STFLOOR ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225 Raleigh, NC 27601 New Carolina Forest Middle School (per Owner's ReQuest for Proposals No. 1415-91) Note: references to Owner's Request for Proposals No. 1415-91 include its addenda. PAGE 2 G ~~~T~INA~6€~#~nd€G~~ Per "Design Requirements" nub(ished for Solicitation No. 1415-91and . DesiQn-Buildex's Proposal to Owner pprsuant to Solicitation No.1415-91 selected by the Horry County Board of Education on November 2, 2015. PAGE 3 Per "Desi~r► Requirements" published for Solicitation No. 1415-91 and Desi~r►-Builder's Proposal to Owner pursuant to Solicitation No.1415-9 selected by the Horry County Board of Education on November 2, 2015. 1. Per "Design Requirements" published for Solicitation No. 1415-91 and Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91 selected by the Horry County Board of Education on November 2, 2015.. Additions and Deletions Report for AIA Document A141T" —2014. Copyright02004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~ Document is protected by U.S. Copyright Law and Internatipnal Treaties. Unauthorized reproduction or distribution of this AIA~' Document, or any portion of it, may result 7n severe civil and criminal penalties, and will he prosecuted to the maximum extent possible under the law. This document was produced by AIA soHwara at 72:02;17 on 11/22!2015 under Order No.0239586208 1 which e~ires on 07/14!2016, and is not for resale. User Notes: (1970631282) PAPR - 002569 ~ Per "Desien Requirements" published for Solicitation No 1415-91 and Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91 selected by the Horry County Board of Education on November 2, 2015.. § 1.1.5 > ", cn,. > Number not used. Per "Desien Requirements" vublished for Solicitation No. 1415-91 as amended through the Board of Education's action November 2, 2015. § 1.1.7 The Owner's design and construction milestone dates: Per "Desi g►i Requirements" published for Solicitation No. 1415-91 SFL+A Architects, P.A. 333 Fayetteville Street Suite 225. Raleigh. NC 27601. Per Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91. Per Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91. PAGE 4 Additions and Deletions Report for AIA Document A147 T"' — 2014. Copyright~ 2004 and 2014 by Tha American InsBtute of Architects. All rights reserved. WARNING: This AtA"' Document is protected by U.S. Copyriyht Law and )nternational Treaties. Unauthorized reproduction or distribution of this AIA`~ Document, or any portion of it, may result In severe civil and criminal pe~talties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Ober No.0239586208_1 which e~ires on 0711412016, and is not for resale. User Notes: (1970631282) PAPR - 002570 2 P_er "Design Requirements" published for Solicitation No. 1415-91 (Summary of Services Required. Article 31 including all post-occupancy requirements published in the solicitation as amended by addenda. Executive Director of Facilities (or a designee identified in writing by the owner. Horry County Schools Facilities Department, 1160 E Highway 50 Conway, SC 29526 843.488.6965 Owner may utilize third pa project management which will also receive submittals. To be determined by Owner. If retained, such consultants will be identified promptly_ Robbie Ferris. S.C. AR6106 FIRSTFLOOR ENERGY POSITNE LLC. 333 Fayetteville St., Suite 225, Raleigh, NC 27601 919-573-6350 .er~nsrre~.rr ._ ~----~ Litigation in a court of competent} sHe~t jurisdiction, nonjury before a circuit juke in Horry Count PAGE5 § 1.4.7 Owner. The Owner is the ger-sereentity identified as such in the Agreement and is referred to throughout the Design-Build Documents as if singular in number. The term "Owner" means the Owner or the Ovmer's authorized representative. The Owner may have emulovees that are design professionals or otherwise skilled in construction or construction management, and such employees may, from time to rime, perform various tasks or duties for or on behalf of the Owner under this Agreement. However, it is specifically understood that the Owner (including these agents and employees) has no ob[iQation or duty to apply specialty or professional lmowled~e and skill, and shall not be held to have undertaken to provide or perform any aspect of the Owner's performance of this Agreement as a design arofessional or specially skilled and knowledgeable construction industry member or construction manager, and this nrinc~le a~nlies reeardless of the Owner's position titles or office division titles as may be applicable to such emvloyees• PAGE 6 Additions and Deletions Report for AIA Document A141T~" — 2074. Copyright 0 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Document is protected 6y U.S. Copyright Lawancl International Treaties. Unauthorized reproduction ordisEribution of this AIAm Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA soflwara at 12:02:17 on 11J22/2015 under Order tJo.~239586208_1 which e~ires on 07!14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002571 3 The Design-Builder may invoice the owner for $1,t 18,043. for its design work performed prior to the execution of the Design-Build Amendment. This amount is within and part of the price at7reed in the Design-Build Amendment. § 2.1 number not usedl Rafe .. . .. , ~~ r-~,.,.....~F.,.,...,"..a n,.,.....,,..,._,.,",. ~,~,,,..... ~ora~~t~a~~e~~~-erte~vn-del-~-sttbs+s~et~c~; .v rccS-p••um-iv^i-Swc'riiir~pp'rvvui-or F-"ac}cn6i}ii25-~k3~1fiD-~2H'tS~lE~38tt 6deT T~'10 ~f'6~eE~~ .~ .`a Dra,E~:s~~P=oaa ~~a~~s~~e~s, standard €et~trt ~est~men~s; ~esE~ge~c~~t~~-ai~el-Nver~; > o .a r,.tio.. n..,,:,.,.+ i...,.a ~.,..,,..a't~es--i~~~e~i~e~-i~d+oanee b~~he vcxro~~ rvJccc=r8rcnc~c~cpcmzi ~ ~ r ~,F FL.o ., > ~^ -R,x~, 9tivner. •b 0 ...,,J § 2.1.4.1 Payments are due and payable upon presentation of the Design-Builder's invoice. ~~is--t~~P~tid~ —~~o The Owner will not pav interest on unpaid sums. This is a specific waiver of requirements of S.C. Code Ann. ~& 29-6-30 and 29-6-50. BuildinE Permit and Other Permits and Fees: No general building Hermit is required in accordance with 6-9-110 of the South Carolina Code of Laws• however, the Contractor shall be required to provide mechanical, electrical plumbing and other such permits which may be required for purposes of inspection at no additional cost to the District. Except for permits and fees which are the responsibility of the Contractor in the Contract Documents the District shall secure and pay for necessary approvals, easements, assessments, utility impact fees permits and such charges required for the successful completion of the work. For each day (not counting Saturdays and Sundays and not counting the day the Design-Builder submits its completed application to the authority) beyond five (5) days that a jurisdictional authority takes to respond to a permit application or similar permit request that is on the ~rotect's critical path, the Design Builder may claim one (1) additional day for the achievement of Substantial Completion. Additions and Deletions Report for AIA Document A141T'" - 2014. Copyright D 2004 and 2014 by The American Institute of Architects, All rights reserved. W/~RNING: This AIA`~ Document is protected by U.S. Copyriyht Law and International Treaties. Unauthorized reproduction or clistri6ution of this AIA'' Document, or any portion of it, may result in severe civil and criminal penalties, and ~rtill he prosecuted to the maximum extent possible under the Iav✓. This document was produced by AIA software at 12:02:17 on 11127J2015 under Order No.o239586208_1 which e~ires on 07/14/2016, and is not for resale. (7970631282) User Notes: PAPR - 002572 4 PAGE 7 § 3.1.4 The Design-Builder shall be responsible to the Owner for asE~acts, errors, and omissions of the Design-Builder's employees, Architect, Consultants, Contractors, and their agents and employees, and other persons or entities performing portions of the Work. § 3.1.6 When the Owner's Design Requirements or applicable law requires that services be performed by licensed professionals, the Design-Builder shall provide those services through qualified, licensed professionals. The Owner understands and agrees that the services of the Design-Builder's Architect and the Design-Builder's other Consultants are performed in the sole interest of, and for the exclusive benefit of, the Design-Builder. The OfTice of School Facilities (OSF) in coniunction with the State Fire Marshal shall determine the enforcement and interpretation of all the auplicable codes and referenced standards on seate buildings, including the District's school facilities. § 3.1.8.1 T'he Design-Builder shall keep the Owner informed of the progress and quality of the Work. 9~-a-~te b.,..;,.~ ,. „«,.e....,:..e ., oea +,, w.. tao n..mo.....,a T,e..:,.., u.,;iae.~ As stated in the Design Requirements, the y ,reports, photographs of Work in progress, and Design-Builder shall submit written progress other data to the Owner electronically, or through the Owner's option, project management software, showing estimated percentages of completion and other information identified below: PAGE 8 .12 Additional information as designated by the Owner through its proiect management software data requirements. § 3.1.8.2 In , ~;y ~~•-~~~r~•, ~~ ~^~'~sas~~~ ees~s ~e a~~a~e~ ees~ es~ a~es.addition to the requirements of § 3.1.8.1, the Design-Builder shall provide similar information through in-person progress report presentations to the Horry County Board of Education each month during one of the Board's public meetings. Design-Builder § 3.1.10 Certifications. shall include in each Apulication for Payment a certification from each of the Architect, Consultants, and Contractors, and furnish to the Owner, these certifications with respect to the documents and services provided by the Architect, Consultants, and Contractors (a) that, to the best of their knowledge, information and belief, the documents or services to which the certifications relate (i) are consistent with the Design-Build Documents, except to the extent specifically identified in the certificate, and (ii) comply with applicable laws, statutes, ordinances, codes, rules and regulations, a lawful orders of public authorities governing the design of the Project; and (b) that the Owner and its consultants shall be entitled to rely upon the accuracy of the representations and statements contained in the certifications. The Design-Builder's Architect, Consultants, and Contractors shall not be required to execute certificates or consents that would require knowledge, services or responsibilities beyond the scope of their services. § 3.1.11.3 T'he Design-Builder shall perform no portion of the Work for which the Design-Build Documents require Submittals until the Owner or its deli ee has approved the respective Submittal. Additions and Deletlons Report for AIA Document A141TM — 2074. Copyright tai 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~` Document is protected by U.S. Copyright Law and international ?reafies. Unauthorized reproduction ar distribution of this AIA°' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA soHware at 12:02:17 on 11/22/2015 under Order No.0239586206_1 which e~ires on 07/1M2016, and is not for resale. (1970631262) User Notes: PAPR - 002573 5 PAGE 10 (Numbers &4.2 &X4.3 intentionally not used ~~~nsssn~t~~.~rrrr~~rsrx . `.• ■_ _ `- - `- ' - • ~- - - r Y. t t • r • _ •. ~ ~" t \ - ~ t 1. Additions and Deletions Report for AIA Document A141T'" — 2014. Copyright D 2004 and 2014 by The American Inslitute of Architects. All rights reserved. WARNING: This AIA~' Document is protectet! by U.S. Copyright Law and international Treaties. Unauthorized reproduction or distribution of this AIA" Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002574 s 4.4 DesiEn-Builder's Construction Proposal § 4.4.1 Y•••~Y•• .., n •, a....,.. The Design-Builder's •••7 ....L......:a aL... T.,..'g n •ia ~., n.. P t a,. .t, ,, n.....,.. mt.,. r~,...:~-vvr[vci s i cx vuicaci o s r o aj4I co axc v v~xxci-~ncvcar Construction Proposal shall include the following: .1 A list of the ~~ a~Bes~gfrdocuments and other information, including the Design-Builder's ^.~-~::~:.~::,.~ ~~~ ~.a. ~a..~ ~':~~~ ~-~-~ •"~ ^.• ~'~''~:«~ original Proposal Development Documents as proposed in the Owner's procurement leading to this Agreement, upon which the Design-Builder's Proposal is based; .2 The proposed Contract Sum, including the compensation , ..«: ,. .3 r,e ,..., n,.:ue_>,. ~,,,. ..a ,.+~,o_ :t~._...+~...+„ .._ .,.w,. n,........,.. o...... method: The proposed date the Design-Builder shall achieve Substantial ~plet~et3;Comnletion ; The date on which the Design-Builder's Conshuetion Proposal expires. § 4.4.2 Submission of the Design-Builder's Construction Proposal shall constitute a representation by the Design-Builder that it has visited the site and become familiar with local conditions under which the Work is to be completed. 5.1.2.1 The Design-Builder shall submit three copies of all Conshuction Documents prepared and submitted to Regulatory Agencies as abortion of the permitting, and approval process for this work. PAGE 11 Maintenance of Record Drawin¢s: The Contractor shall maintain at the worksite one (1) record conv of the Contract Documents including approved chances in Qood order and marked currently to record changes and selections made during performance of the work. A copy of submittals accepted by the District shall also be maintained at the worksite. These items shall be available to tie Architect and District when resent at the worksite. When required by the Contract Documents, the Contractor shall provide record drawings on all increments o£the work such as, by way of illustration and not limitation, vlumbin~, electrical, mechanical, and all stems, such as fire and security systems, incorporated into the work. The Contractor shall furnish an electronic and paper copy of record drawings of "as-built" detail to the Architect at final completion of all work excludingpunch list items as required by the ContractDoctunents. Professional Certifications: When professional certification of performance criteria for materials, systems, or equipment is required by the Contract Documents. the District shall be entitled to rely upon the accuracy and comuieteness of such calculations and certifications. Contractor's Oualitv Control Program: The Contractor shall institute and maintain throuet►out the contract term a quality control program, desired to ensure the work performed is in accordance with the Contract Documents, including any changes, at all times and in all respects. The program shall include providing daily supervision and conducting frectuent inspections by the Worksite Superintendent(s). 1. Compliance with Employment Laws: By enterine into a ContractA~eement, the Contractor aerees to abide by all apvlicable laws nertainin~ to emplovtnent including, by way of illustration and not Limitation, the follnwine: A. Title VII of the Civil Rights Act of 1964, as maybe amended. B. Age Discrimination in Employment Act of 1964, as may be amended. C. Title I of the Americans Disabilities Act of 1990, as may be amended. D._ Equal Pav Act of 1963, as may be amended AddiBons and Deletions Report for AIA Document A141T" — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~ Document is protected by U.S. CopyrighE Law and International Treaties. Unauthorized reproduction or distribution of this AIA` Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. Th(s document was produced by AIA software at 12:0217 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. User Notes: (197D631282) PAPR - 002575 7 E. Fair Labor Standards Act, as may be amended. F. South Carolina Waees Act, Code 37-10-10 et seq., as may be amended. G. South Carolina Worker's Compensation Act, Code 42-1-10 et seq., as may be amended. The Contractor shall not discriminate against any emplo~pplicant for employment because of race, religion, color, sex, ale, handicap, or national origin except when such condition is a bona fide occupational qualification reasonably necessary for normal operations of the Contractor. The Contractor, in all solicitations or advertisements for employees, shall state the Contractor is an "Equal Opportunity Employer." The Contractor aerees to post in conspicuous places, visible to employees and applicants for emnlovmen~ notices setting forth the provisions of this nondiscrimination clause and shall include the provision of this narasraph in every subcontract or purchase agreement of more than 10 000. Emalovment Taxes and Benefits: Unless under order from the Internal Revenue Service or South Carolina state Qovernment, the District does not withhold from the contract ~avments any Federal or State income taxes, or any employment-related taxes normally withheld on the District's employees. Further, the District shall not provide any employment related insurances or other benefits such as worker's compensation for the benefit of any Contractor, subcontractor or supplier employees. Project Kev Staff —Project Manager: 'The Contractor shall assign a skilled, experienced, and dedicaxed Project Manager to the project and identified in Exhibit A. The Project Manager shall secure the materials of proper quality and quantity to meet the Contract Documents and manaee the appropriate timing of all materials, sub-contra.cteti work, and Contractor provided labor to ensure the continual progress of the work to meet the substantial completion date. The Contractor shall not change the Project Manager or the duties and status of the Project Manager during the course of the project without approval of the District. Project Kev Staff -- Worksite Superintendent(s): The Contractor shall employ at least one (11 full-time, competent Worksite Superintendent and, if required by the Contract Documents, an additional part-time or fu11-time, competent secondary Worksite Superintendent if expedient for the size and scope of the project. E~chibit A identifies the Worksite Sunerintendent(s). No less than one (I1 Worksite Superintendent shall be in attendance at the worksite at all times duringperformance of any work by the Conhactor's own forces or subcontractors and during delivery of any materials. The Worksite Superintendent shall not perform the work of any trade or other duties; however, fhe secondary Worksite Superintendent may perform part-time work of a trade or the duties of OSHA Compliance Officer or fireguard, if approved by the District. The Contractor shall not change any Worksite Superintendent or the duties or status of same during the course of the aroiect without approval of the District. The Worksite Superintendents) shall enforce strict discipline and good order among the Contractor's representatives, agents,_emplo~es, subcontractors and suppliers. Worksite Communications: The Project Manager and Worksite Sunerintendent(sl are representatives of the Desien Builder and communications given to them, either orally or in writing, shall be as binding as if given to the Principal of the Design Builder. PAGE 12 § 5.5.1 Unless otherwise provided in the Design-Build Documents, the Design-Builder shall secure and pay for the permits, fees, licenses, and inspections by government agencies, necessary for proper execution of the Work and Substantial Completion of the Project. PAGE 13 § 5.7.2.If the Design-Builder ska~ges-desires to change any of the personnel, Contractors or suppliers identified in the Design-Build Amendment, including but not limited to any contractor or designprofessional identified by the Design-Builder in its Request for Qualifications response, the Desien-Builder shall notify the Owner and provide the name and qualifications of the proposed new personnel, design urofessional, Contractor or supplier. The Owner may reply within 14 days to the Design-Builder in writing, stating (1) whether the Owner has reasonable objection to the Additions and Deletions Report far AIA Document A141TM — 2074. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARWING: This A~A~ Document is protected by U.S. Copyright Law and lnfernational Treaties. Unauthorized reproduction or distribution of this AIA`" Document, or any portion of it, may result in severe civil and criminal penal4fes, and wilt de prosecuted to 4he maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Ober No.0239586208_1 which expires on 07J1M2016, and is not for resale. (1970631282) User Notes: PAPR - 002576 $ proposed new personnel, design professional, Contractor or supplier or (2} that the Owner requires additional time to review. Failure of the Owner to reply within the 14-day period shall constitute notice of no reasonable objection. PAGE 14 § 5.7.3.1 If the Owner has reasonable objection to a person or entity proposed by the Design-Builder, the Design-Builder shall propose another to whom the Owner has no reasonable objection. T~*"~ ~~:~~~~a ~~~^~~ ^~ ~e-In addition to any Owner requirements to keen electronic project data up to date, the Design-Builder shall maintain at the site for the Owner one wpy of the Design-Build Documents and a current set of the Construction Documents, in good order and marked currently to indicate field changes and selections made during construction, and one copy of approved Submittals. The Design-Builder shall deliver these items to the Owner in accordance with Section 9.10.2 as a record of the Work as constructed. PAGE 15 § 5.X4.3 The Design-Builder shall reimburse the Owner and other contractors) for costs the Owner ~~~e because of the Design-Builder's delays, , and other contractor(s), respectivel~i improperly timed activities a F ~A..., ......v~.....4...... Tl~ V ll.~...~. ..L.»ll I._ . _ ......n:,.,e.,. *wo T,e..;,~ n,=;~ao,. f _ __~~ for defective construction. PAGE 16 a n aa:•:....... ......f.. ,.~....,.F....:,....,~ ~~ ;,Change Order Allowable Pricing: For an~hange in contract price the Contractor shall provide itemize and justi with appropriate sunportinQ data. direct costs attributable to the change. Direct costs attributable to the change in work shall be limited to the following: A Costs of materials equiament and processes to be incorporated into the work including costs of shipping handling fabricating sales tax (B%required in Horry County and 9% within certain incorporated parts of the City of Myrtle Beach as of August 1 2009~or other such costs inherent in the provision and delivery of such materials equipment and processes by the supplier or manufacturer. B Costs of direct labor based on actual hourly labor rates multiplied by the actual work hours required to accomplish the chance in work when such change in work results in additional contract time or labor. No Contractor or subconixactor shall ask for direct labor costs, when work required can be accomplished with the existing work force in conjunction with other concurrent work, and Burin¢ the current approved contract time The hourly labor rate for any additional contract time or laborers shall be actual hourly rates not to exceed thirty dollars ($30) per hour unless documented proof of payment of a higher hourly rate for a specific skilled laborer is aunroved by the District prior to Change Order execution. ,~ .Costs of fringe benefits for additional ' direct labor including social security unemployment or other taxes, health and workers' compensation insurances or other benefits required b~agreement, custom or applicable laws. Such fringe benefit rate shall not exceed twenty-eight percent (28%) and the District has the rigt►t to request itemized documentation proving the fi-in~e benefit rate used. D Costs of machinery or equiument rented or leased in the short term specifically for completion of the additional work to be performed Such eaui~ment rented/leased shall not customarily be owned by Additions and Deletions Report for AIA Document A141*"T — 2014. Copyright 02004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIAd Document is profected by U,S. Copyriyht Law and International Treaties. Unauthorized reproduction or disEribution of this AIA`°' Document, ar any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:0217 on 11/22/2D15 under Order No.0239586208_1 which ei¢~ires on 07/14/2016, and is notfw resale. (1970631282) User Notes: PAPR - 002577 9 the Contractor or any subcontractor affected by the change but shall be necessary to the accomplishment of the work required. Copies of invoices for such rental shat] be provided to document the cost of rental or lease of machinery or equipment. The District shall not ~av for use of Contractor- or subcontractor-owned equipment or machinery, which costs are included in the overhead computation. se~+s~te~E. Costs of permits or inspection fees directly attributable to the change in work and not included as part of the Contractor's requirements nor attributable to the Contractor's nonperformance or non-conformance to the Contract Ageement. F, Other such direct costs directly attributable to the work and approved by the District. G. Any additional cost resulting from an amendment to performance and payment bonds but in no event more than one percent (1%) after application of overhead and profit provided for elsewhere. The Contractor shall be responsible for notifvin~ the Surety of any chanties in the contract price, if required by the Surety. Costs itemized shall not exceed the unit costs as listed in the most current issue of Means Consixuction Cost Data or actual costs iustified to the satisfaction of the District. Unallowable Costs: Anv costs which may be perceived by the Contractor to be indirectly attributable to a change in work shall not be included in direct costs but shall be considered part of the overhead and profit rate applied to direct costs. Such costs not to be included in direct casts shall be, by way of illustration and not limitation: ;A. Labor hours and fringe benefit costs of the worksite superintendents) when such costs were included, or should have been included, in the orip_inal bid submitted or result from the Contractor's inability to meet the approved schedule or reciuired completion date. The Contractor must prove, to the satisfaction of the District, such additional costs aze directly attributable to any extension of time beyond the last approved completion date. An increase in contract price for additional site supervision shall be at the Districts' sole discretion. upervision and coordination of B. Perceived additional costs attributable to the Project Mana~e subcontractors, suppliers or Contractor employees• C. Costs related to use, rental, purchase or replacement of equipment ~enerally or customarily necessary to accomplish the work but not to be incorporated into the work such as, by way of illustration and not limitation, hand tools, generators, cleaning equipment, scaffolding, siena~e, fencing, vehicles, fuel, and so forth. D. Transportation or travel costs related to the transporting of hired or contracted supervisors, workers or subcontractors to and from the worksite or between worksites or to pick-up and deliver materials, tec uiament and processes to the worksite by the Contractor's or subcontractor's own forces including parking, tolls, fines, meals, per diem, hotel, living expenses, or other such costs. '"~ -~..'~ -n" E. Costs attributable to expeditin gdeliver~of materials, equipment or processes including telephone calls, facsimile transmissions. copying, employee labor and benefits, and so forth. F. Costs attributable to maintaining a local office, home office or corporate office as well as office staffing. equipment and consumables, and so forth. G. Costs for maintaining on-site facilities, including work trailers, telephones, computers, licenses, temporal'/ utilities, and so forth. H. Contracted services such as accountants,pavroll service providers. attorneys, catering and so forth. I. Catering or vending services, portable toilets, dumpsters, and so forth. J. Other such indirect costs of doing business or costs normally considered inclusive in overhead. Allowable Overhead and Profit Charges: Additional overhead and arofit attributable to the change in contract pricing shall not exceed the following: A. For work performed by the Contractor's own forces, a maximum of ten percent (10%) of the allowable direct costs or the unit pricing negotiated at the time of award. B. For work performed by a subcontractor's own forces, a maximum of ten percent (10%1 of the allowable direct costs. Additions and Deletions Report for AIA Document A141T" — 2014. Copyright ~ 2004 and 2014 by The American Institute of fVchftecls. All rights reserved. WARNING:'fhis AIA~' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or clistri6ution of this AIA~' ,~O Document, or any portion of it, may result in severe civil and criminal penalties, and will de prosecuted to the maximum extent possible under the law. This document was produced by AIA software et 12:02:17 on 11/22!2015 under Order No.o239586208_1 which e~ires on 07/14/2016, and is not for resale. (1970631262) User Notes: PAPR - 002578 C. For work performed by a subcontractor, overhead and profit of a maximum of five percent (5%1 is allowable by the Contractor for administration of the sub-contract. .Retaina~e• The District requires a retainaQe of three and one-half percent (3.5%) of the total contract price, as may be amended by any approved Change Order, to be withheld from the Contractor's ~avments throughout the term of the Agreement and payable at the time of final ~a~Yien ) full completion of alI work to be performed and all requirements established in the Agreement and acceptance by the Dishict, b) submittal of all closeout documents, and c) submittal of an affidavit of payment of debts/claims, if requested by the District, for every subcontractor who performed work on the project evidencing they have received final payment of undisputed work and retainage withheld. As a condition of the contract, no more than three and one-half percent (3.5%1 shall be retained from the prowess payments of any subcontractor by the Contractor until final completion of that portion of the work. Prompt payment of retainage to all subcontractors at final completion of their acceptable work regardless of timing during the contract is mandatory. The Contractor shall, at final completion, ensure no amount of the Contractor's retained funds is allocable to the completed and accepted work of any subcontractor nor to materials or equipment purchased from any supplier unless such amounts are in dispute and the Contractor has not requested payment for such disputed amounts to date. Such amounts in dispute shall be identified on the Contractor's affidavit of ~avment of debts/claims submitted with final documents. PAGE18 § 7.1.2 The Owner shall render decisions in a timely manner and in accordance with the Design-Builder's schedule agreed to by the Owner. Tl~e Owner shall furnish to the Design-Builder, within 15 days after receipt of a written request, information necessary and relevant for the Design-Builder to ~ ~~'••~*~ ~~:~~ ~~~- ~~~„~~ -~~~'~~--:~'~ .give notices of project commencement and take other action to protect the integrity and exclusivity of the proiect payment bond(s). PAGE 19 § 7.2.4 The Owner shall cooperate with the Design-Builder in securing bxik~g-land development, zoning, and other permits, licenses and inspections. § 7.2.7 Prior to the execution of the Design-Build Amendment, the Design-Builder may request in writing that the Owner provide reasonable evidence that the Owner has made financial arrangements to fulfill the Owner's obligations under the Design-Build Documents and the Design-Builder's , f s PAGE 20 § 7.3.2 Upon review of the Submittals required by the Design-Build Documents, the Owner or its desi ~t shall notify the Design-Builder of any non-conformance with the Design-Build Documents the Owner discovers. If the Design-Builder defaults or neglects to carry out the Work in accordance with the Design-Build Documents and fails within aten-day period after receipt of written notice from the Owner to commence and continue correction of such default or neglect with diligence and promptness, the Owner may, without prejudice to other remedies the Owner may have, correct such deficiencies. In such case, an appropriate Change Order shall be issued deducting from payments then or thereafter due the Design-Builder the reasonable cost of correcting such deficiencies. If payments then or thereafter due the Design-Builder are not sufficient to cover such amounts, the Additions and Deletions Report for AIA Document A141T"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA°V Document is protected by U.S. Copyri~hE Law and International Treaties. U»authorized reproduction or distribution of this AfAm Document, or any portion of it, may result in severe civil anti criminal penalties, and will be prosecuted to the maximum extent possiBle under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07114/2016, and is not fa resale. User Notes: (1970631282) PAPR - 002579 11 Design-Builder shall pay the difference to the Owner. For Work on the critical path to beneficial occupanc yof the Proiect (or defined component thereofl the ten-dayperiod referenced herein is reduced to five (5~ days during the 60 days prior to substantial completion as shown on the last schedule properly submitted under S 3.1.9. § 8.1.4 LIQUIDATED DAMAGES FOR LATE SUBSTANTIAL AND FINAL COMPLETION OF THE WORK. The Owner and the Contractor aeree that time is of the essence and that the Owner will suffer sienificant damage, hardshiu, and loss if the Work is not substantially completed within the Contract Time. Damages the Owner will incur as a result of breach of contract by failure to achieve substantial completion are: use of relocatable classrooms; use. of alternate sites for the educational proexam; disruption of class locations; disruption of athletic program; disruption of public service activities planned for theproject: loss of rental of the project; security risks due to comin~lin~; of project workers with additional persons on and near the site; additional safety risks of equipment, vehicles, and unfinished work on the campus durine the academic term; general disruption of the teaching and learningprocess due to proiect activities during the academic term; moving equipment during the academic term when students and full staff are present; harm to the Owner's reputation and established goodwill among the community, parents, students, and staff due to late delivery of the proiect; loss of student morale and academic performance due to the ongoing Work during the academic term; harm to the Owner's public relations; disruption and inefficiency of the management of all the Owner's facilities and other current construction projects. The measurement of such damages is difficult. Accordin~ly, such damages are converted to Liquidated Damages as follows: for each day the Work is not Substantiall Complete beyond the Contract Time allowed for Substantial Completion, liquidated damages of $1000 will be due from the AesiQn-Builder to the Owner; for each day the Work is not Finally Complete beyond the Contract Time allowed for Final Completion, liquidated damages of $500 will be due from the Design-Builder to the Owner. § 8.2.1 If the Design-Builder is delayed at any time in the commencement or progress of the Work by an act or neglect of the Owner or of a consultant or separate contractor employed by the Owner; or by changes ordered in the Work by the Owner; or by labor disputes, fire, unusual delay in deliveries, unavoidable casualties or other causes beyond the Design-Builder's control; or delay in purchase of any proiect property or owner provided surveying testing of such prope ); or by an act of god, tornado, fire, hurricane, blizzard, earthquake, tvahoon, or flood that damages completed work, stored material, or impedes prc~~ress of the work; by delay authorized by the Owner pending mediation and binding dispute resolution or by other causes that the Owner determines may justify delay, then the Contract Time shall be extended by Change Order for such reasonable time as the Owner may determine. PAGE 21 § 8.2.3 Weather Delays: . When adverse weather conditions are the basis for a request for additional time, such request shall be documented by data substantiating the weather conditions. . Such time extension request shall be in writing and submitted to the District with its Application for Payment. The approved e3ctension of time shall be incorporated in the next Change Order. 8.2.4 Anticivated R'eather Delays: A total of two (2) days per calendar month (non-cumulative) shall be anticipated by the Contractor as "adverse weather," and such time shall not be considered justification for an extension of time. If adverse weather days beyond the two (21 days anticipated are substantiated by written (NOAH) data indicating precipitation greater than .10" occurred that day an extension of time will be allowed to the extent of one (11 full day of extended time for each full working day of adverse weather conditions . . If the precivitation over .10" is so great that it causes subsequent work days to be lost those days may also be requested as a time extension and will be granted day for day basis for days lost in construction operations . A request for adverse weather extension shall not be allowed after the date established for substantial completion. PAGE 22 AddRtons and Deletions Report for AIA Document A141 TM — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. Afl rights reserved. WARNING: This AIA~' Document is protected by U,S, Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~' Document, or any portion of it, may result in severe civil and criminal penalties, anti will be prosecuted to the maximum extent possible under the Iaw. This document was produced by AIA software at 12:02:17 on 11/2212015 under Order No,o239586208_1 which e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002580 ~2 § 9.3.1 At leastten-TWENTY ONE days before the date established for each progress payment, the Design-Builder shall submit to the Owner an itemized Application for Payment for completed portions of the Work. The application shall be notarized, if required, and supported by data substantiating the Design-Builder's right to payment as the Owner may require, such as copies of requisitions from the Architect, Consultants, Contractors, and material suppliers, and shall reflect retainage if provided for in the Design-Build Documents. SEE & A.1.5.13 FOR SCHEDULE. In accordance with the schedule set forth in & A.1.5.1.3 the Owner issue to the Design-Builder a Certificate for Payment indicating the amount the Owner determines is properly due, and notify the Design-Builder in writing of the Owner's reasons for withholding certification in whole or in part as provided in Section 9.5.1. PAGE 23 repeated or substantial failure to carry out the Work in accordance with the Design-guild Documents. § 9.6.4 The Owner has the right to request written evidence from the Design-Builder that the Design-Builder has properly paid the Architect, Consultants, Contractors, or other person or entity providing services or work for the Design-Builder, amounts paid by the Owner to the Design-Builder for the Work. caner shall have the right to contact the Architect, Consultants, and Contractors to ascertain whether they have been properly paid. The Owner shall have no obligation to pay or to see to the payment of money to a Consultant or ontractor. _ .. .• - - - ■- _ .. .- - ■.. - - - PAGE 24 § 9.8.2 When the Design-Builder considers that the Work, or a portion thereof which the Owner agees to accept separately, is substantially complete, the Design-Builder shall ubmit to the Owner an occupancypermit issuwi by the South Carolina Office of School Facilities and a comprehensive list of items to be completed or corrected prior to final payment. Failure to include an item on such list does not alter the responsibility of the Design-Builder to complete all Work in accordance with the Design-Build Documents. § 9.8.3 Upon receipt of the Design-Builder's list, the Owner shall ' review the Work.. If the Owner's review discloses any item, whether or not included on the Design-Builder's list, which is not sufficiently complete in accordance with the Design-Build Documents so that the Owner can occupy or utilize the Work or designated portion thereof for its intended use, the Design-Builder shall, before issuance of the Cerrificate of Substantial Completion, complete or correct such item upon notification by the Owner. In such case, the Design-Builder shall then submit a request for another ~~lettep:review of the Work by the Owner. Add(tlons and Detetlons Report for AIA Document A141T"~ — 2074. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA°~ Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or Qistri6utian of this AIA`~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the Iaw. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.02395862oe_1 which e~ires on 07/14/2016, and is not for resale. User Notes: (1970631282) PAPR - 002581 13 § 9.8.5 When the Work or designated portion thereof is substantially complete, the Design-Builder will ~e~a~e-~e~ *'~~ n..~-~-'~ ~;~-~~'..-~ obtain for the Owner an occupancy permit issued by the South Carolina Office of School Facilities and a Certificate of Substantial Completion that shall, upon the Owner's signature, establish the date of Substantial Completion; establish responsibilities of the Owner and Design-Builder for security, maintenance, heat; utilities, damage to the Work and insurance; and fix the time within which the Design-Builder shall finish all items on the list accompanying the Certificate. Warranties required by the Design-Build Documents shall commence on the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the Certificate of Substantial Completion. § 9.9.2 Immediately prior to such partial occupancy or use, the Owner and Design-Builder shall jointly es~ review the area to be occupied or portion of the Work to be used in order to determine and record the condition of the Work. PAGE 25 .2 .3 .4 failure of the Work to comply with the requirements of the Design-Build Documents; eF terms of special warranties required by the Design-Build ~s:Documents; post-occupancy services to be provided by or through the Design-Builder. PAGE 27 § 11.2.1 Before or Affer Substantial Completion. 'The Design-Buildex shall promptly correct Work either rejected by the Owner or failing to conform to the requirements of the Design-Build Documents, whether discovered before or after Substantial Completion and whether or not fabricated, installed or completed. Costs of correcting such rejected or nonconformine Work, including additional testing and inspections, the cost of uncovering and replacement, and compensation for any design consultant employed by the Owner whose expenses and compensation were made necessary thereby, shall be at the Design-Builder's expense. § 11.2.2.1 In addition to the Design-Build's obligations under Section 3.1.12, if, within ~ee~e~the three-vear duration of the Design-Builder's post-occupancy obligations„ any of the Work is found not to be in accordance with the requirements of the Design-Build Documents, the Design-Builder shall correct it promptly after receipt of written notice from the Owner to do so unless the Owner has previously given the Design-Builder a written acceptance of such condition. The Owner shall give such notice promptly after discovery of the condition. Duringeke-eAe3~eft~thjS period for correction of the Work, if the Owner fails to notify the Design-Builder and give the Design-Builder an opportunity to make the correction, the Owner waives the rights to require correction by the Design-Builder and to make a claim for breach of warranty. If the Design-Builder fails to correct nonconforming Work within a reasonable time during that period after receipt of notice from the Owner, the Owner may correct it in accordance with Section 7.9. § 11.2.2.2 ~-This vear period for correction of Work shall be e~ctended with respect to portions o£ Work first performed after Substantial Completion by the period of time between Substantial Completion and the actual completion of that portion of the Work. § 11.2.2.3 ~e-eee~ea~-This period for correction of Work shall not be extended by corrective Work performed by the Design-Builder pursuant to this Section 11.2. PAGE 28 Additions and Deletions Report for AIA Document A141TM — 2074. Copyright ~ 2004 and 2014 by The American InsBtute of Architects. All rights reserved. WARNING: This AIA~ Document is protected by U.S. Copyriyht Law and Internatianai Treaties. Unauthorized reproduction or distribution of this AIA" Document, or any portion of it, may result in severe civil and criminal penalties, and will 6e prosecuted to the maximum exfenf possible under 4he law. This document was produced by AIA software at 12:02:17 on 11122!2015 under Order No.0239586208_1 which e~ires on 07N4/2o 16, and is not for resale. (1970631282) User Notes: PAPR - 002582 14 § 11.2.5 Nothing contained in this Section 11.2 shall be construed to establish a period of limitation with respect to other obligations the Design-Builder has under the Design-Build Documents. Establishment of the et3e-yeas two-vear period for correction of Work as described in Section 11.2.2 relates only to the specific obligation of the Design-Builder to correct the Work, and has no relationship to the time within which the obligation to comply with the Design-Build Documents may be sought to be enforced, nor to the time within which proceedings may be commenced to establish the Design-Builder's liability with respect to the Design-Builder's obligations other than specifically to correct the Work. If the Owner prefers to accept Work that is not in accordance with the requirements of the Design-Build Documents, the Owner may do so instead of requiring its removal and correction, in which case the Contract Sum will be reduced as appropriate and equitable. Such adjustment shall be effected whether or not final payment has been made. Acceptance of Nonconforming Work may only be evidenced by written agreement specifying the nonconformity and the Owner's informed consent to accept it. Nonconforming Work shall not become accepted Work by inaction or implication. § 12.3 Upon execution of the Agreement, the Design-Builder grants to the Owner a limited, irrevocable and for purposes of constructing, using, non-exclusive license to use the Instruments of Service maintaining, altering and adding to the , .Project. .The license granted under this section permits the Owner to authorize its consultants and separate contractors to reproduce applicable for use in performing services or construction for the portions of the Instruments of Service Project. . . 1 Z 7 1 tl.e I;..o«..~ ,.,. .,+e.7 :« *L.:., co..F:..« 17 2 ~l.~il re~...;~~td 1.2.3.1 PROTOTYPE. The Owner shall have the right to use the Instruments of Service as a "prototype" design under South Carolina Board of Architectural Examiners regulations and policies. Anv architect receiving the orieinal plans from the Owner must first acknowledge and accept full responsibility for the adequacy of the design for its new proiect, as well as absolve the orieinal Architect of any responsibility of any kind as relates to the original design. Should the Owner provide the Documents and/or Specifications to the Architects) for other Proiects, then the original Architect, if not retained for the other nroject(sl, shall be relieved of any liabilities arising out of the other Proiect(s) and the Owner will indemnify and hold harmless the original Architect from any Claims arising out of such other Proiect(sl. § 12.3.1 The Design-Builder shall obtain non-exclusive licenses from the Architect, Consultants, and Contractors, that will allow the Design-Builder to satisfy its obligations to the Owner under this Article 12. The Design-Builder's licenses from the Architect and its Consultants and Contractors shall also allow the Owner, in the event this Agreement is terminated for any reason ~«we_.,,~ .w,, a,.c..I4 ..C4Iwe n...~.._ ,._ :.. +~.,. ,...e.,. +,.o,~,e..:.... a..:,ae_~.. to obtain a limited, irrevocable and non-exclusive license ^~'~'•~ ~~a ~•~~'•~~~-~~'~~ for purposes of constructing, using, ~a~a *"~* *'~~ "~•~-~- ~„ ~~-~~~ «,....,.:.,,.~.o n_,.ti;.o,.+ maintaining, altering and adding to the Project, ~ s .SUbtect to South Carolina regulations and policies concerning successor design professionals... § 12.3.2 In the event the Owner alters the Instruments of Service without the author's written authorization or uses the Instruments of Service without retaining the authors of the Instruments of Service, the Owner releases the Design-Builder, Architect, Consultants, Contractors and any other person or entity providing services or work for any of them, from all claims and causes of action arising from or related to such uses. The ^••~~~~, `~ *'~~ ~-"~„+ f f Addftions and Deletions Report for AIA Document A141TM — 2014. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Document is protected by U.S. Copyrigfit Law aid International Treaties. Unauthorized reproduction or distribution of this AIA~ ,) 5 Document, or any portion of it, may result in severe civil and criminal penalties, and will pa prosecuted to YMe maximum extent possible under the law. This document was produced by AIA software at 12:02;17 on 11/22!2015 under Order No.0239586208_1 which e~ires on 0711412016, and is not for resale. (1970631282) User Notes: PAPR - 002583 ~~«:~~ ''' ' '' ''''-~ terms of this Section 123.2 shall not apply if the Owner rightfully terminates this Agreement for cause under Sections 13.1.4 or 13.2.2. PAGE 29 § 13.1.6 In the event of termination not the fault of the Design-Builder, the Design-Builder shall be compensated fox Work performed prior to termination and any other expenses directly attributable to termination for which the Design-Builder is not otherwise compensated. In no event shall the Design-Builder's compensation under this Section 13.1.6 be greater than the compensation set forth in Section 2,1. PAGE 30 § 13.2.1.3 If one of the reasons described in Section 13.2.1.1 or 13.2.1.2 exists, the Design-Builder may, upon seven days' written notice to the Owner, terminate the Contract and recover from the Owner payment for Work executed, including reasonable overhead and ;profit on that executed Work, and costs incurred by reason of such . termination. § 13.2.2.4 I£the unpaid balance of the Contract Sum exceeds costs of finishing the Work and other damages incurred by the Owner and not expressly waived, such excess shall be paid to the Design-Builder. If such costs and damages exceed the unpaid balance, the Design-Builder shall pay the difference to the Owner. The obligation for such payments shall survive termination of the r'~ ~ontract and are expressly included in the performance of the Work covered by the Design-Builder's performance bond. PAGE 31 § 13.2.4.3 In case of such termination for the Owner's convenience, the Design-Builder shall be entitled to receive , payment for Work executed, and costs incurred by reason of such ,.a. ,....,.,, ~v,._i, ..,... ,. ....+~a.termination. § 14.1.2 Time Limits on Claims. The Owner and Design-Builder shall commence all claims and causes of action, whether in contract, tort, breach of warranty or otherwise, against the other, arising out of or related to the Contract in accordance with the requirements of the binding dispute resolution method selected in Section 1.3, within the time period specified by , ..:.w .~.:.. ~,.,..:,... , ~.' .'.law. PAGE 32 damages incurred by the Design-Builder for principal office expenses including the compensation of personnel stationed there, for losses of financing, business and reputation, and for loss of profit except anticipated profit arising directly from the ~le:Work and otherwise available under this Agreement. Additions and Deletions Report for AIA Document A141*"' — 2014. Copyrightm 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~ Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction ordist~hution of this AIA~' Document, or any portion of it, may result in severe civic and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This documentwas produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239566208 1 which e~ires on 07/14/2016, and is nottor resale. (1970631262) User Notes: PAPR - 002584 16 PAGE 33 § 14.3.2 The parties shall endeavor to resolve their Claims by mediation. The ,' , mediation shall proceed in advance of binding dispute resolution proceedings, which shall be stayed pending mediation for a period of 60 days from the date of filing, unless stayed for a longer period by agreement of the parties or court order. , Addiffons and Deletions Report for AIA Document A141T" — 2014. Copyright OO 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Document is protected by U.S. Copyright Law and international Treaties. Unauthorized reproduction or distribution of this AIA``' .~ 7 Document, or any portion of it, may result in severe civil and criminal penaifies, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_i which e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002585 The Contract shall be governed by the law of the place where the Project is e~er{ua «{~i1wn4: .. 42... ..4~.~µ a ~iV:«~~ .~~ Fe ~ ..~. x{: 4t... L'.~.~.. n~ SesEier~k4:4:1orated. PAGE 34 Written notice shall be deemed to have been duly served if delivered in person to the individual, to a member of the firm or entity, or to an officer of the corporation for which it was intended; or if delivered at, or sent by registered or certified mail or by courier service providing proof of delivery to, the last business address known to the party giving notice. Written notice may also be established by acknowledgements and resvonses exchanged via electronic communications such as electronic mail or anv internal messa~in~ functionality of BIM and/or project management software used by the parties for the nroiect. PAGE 35 Conduct of the Desien-Builder's Principals, Employees, Agents and Representatives The safety and security of District staff, students and the general public are of utmost priority to the District. To that end, the Design Builder shall be responsible for ensurine compliance by the Design Builder and any employees, agents or representatives, or subcontractors of the Design-Builder, including all Desien Consultants, to the following: A. No drugs, alcohol. knives, firearms or other weapons on District property, whether or not there is an existing occupied building. B. _ _No fraternizing with, threats to, or use of abusive or profane language in the presence of students, uarents, visitors, or District representatives, agents, or employees. C. No imoroner attire, actions or eestures while on any District aronerty. No smokine on District property in conformance to Horry County Board of Education policy. Violations of such policy shall result in a civil penalty of up to $1,000 per occurrence to the individual responsible and/or the Architect for whom the individual is a Principal, employee, a~en~ or representative. D.~ Secure SLED (State Law Enforcement Division) criminal background checks on all the Design-Builder's Principals, employees, agents, and representatives, and subcontractors, performing work on District property and contractually require the same of alt Design Consultants, their employees, agents, and representatives. No employees, agents or representatives, or subcontractors, of the and Design Builder having committed violent crimes, crimes aeainst children, or crimes of moral turpitude are allowed access to the District's premises. Such SLED criminal background checks shall be maintained on file in the offices of the Design Builder and made available to appropriate District personnel or the District's ]e~al counsel immediately upon request. Promotional Materials The Design Builder shall have the right to include photoeraphic or artistic representations of the deli~n of the Project among the D e s i g n B u i l d e r' s promotional and professional materials. The D e s i g n B u i 1 d e r shall be given reasonable access to the completed Project to make such representations. The District shall provide professional credit for the Architect and Design B u i 1 d e r in the District's promotional materials for the Project. The Architect shall not make any representations in promotional and professional materials other than the identification of the District without the District's approval of the written covv prior to submission, printing and distribution. 'This condition shall survive ternvnation or completion of this Apareement. Additions and Deletions Report for AIA Document A141T"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or ciistributio~ of this AIA" .~$ Document, or any portion of it, may result in severe civil and criminal penalties, and will 4e prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and Is not for resale. User Notes: (1970631262) PAPR - 002586 Drue-Free Workplace Tha Architect and the Architect's Design Consuitants shall be responsible for initiating, maintaining and supervising all drub free proQa-ams in connection with the performance of this Agreement. The drug-free programs shall conform to Title 44, Chapter 107, & 44-107-10 through & 44-107-90 of tt►e South Carolina Code of Laws as may be amended. Right to Audit Project 1'he District shall have the right to audit the books and records of the Architect to the extent that the books and records relate to the performance of this Agreement and shall include all pricing and Change Order data. Such books and records related to the work covered under this Agreement shall be maintained by the Architect for a period of not less khan three (31 years from the date of final ~avment to the Architect under this Agreement. This requirement shall also apply to any Design Consultants nerfornun~ services under the Architects direction. The Of~'ice of General Services of the State of South Carolina, or any auditor under contract with the District has the right to audit the Architects records related to any Project incorporated under this Agreement during the time frame statefl in the previous paragraph. The Architect shall ensure that all records pertaining to any Project are available for inspection at the location specified by the District within seventy-two (721 hours of notification at no additional cost to the District. This requirement shall survive termination or completion of the Agreement. Traffic Control On-Site and Off-Site: The Design-Builder shall conduct its operations in a manner to not interrupt pedestrian or vehicle traffic except as approved by the District and the South Carolina De~arhnent of Transportation. The worksite shall be confined to the smallest area possible allowing maximum use of streets, sidewalks, parking areas or other pedestrian areas and reduce to a minimum any hazard to traffic or pedestrians. The Design-Builder shall use worker and traffic contro] signs and devices necessary to comply with Section VI of U.S. Departrnent of Labor, Federal Highway Administration, Manual on Uniform Traffic Control Devices for Streets and I~'i~hways (Washington, DC: GFO) as may be amended, to facilitate traffic control on public roads, streets, or hiehways when work performed obstructs public traffic. When such traffic areas are obstructed to any extent by work in progress, workers equipped with flags shall direct vehicle and pedestrian traffic. The workers so designated shall not be assigned any other duties while engaged in diredin~ traffic. Safety Designee: The Design-Builder shall designate a competent individual at the worksite whose duty shall be the prevention of accidents and the implementation and monitoring of all OSHA. construction safety standards and requirements. Tt►e com»etent individual shall serve as spotter where there is exposure of pedestrians, students, parents, or visitors to falling debris and, in addition, shall ensure on a daily basis that all fencing or other safety barriers are in an upright position to prevent ingress and ePa-ess to "lay down" areas or work areas by unauthorized individuals. Licenses and Permits: During the term of the contract, the Contractor shall be responsible for obtaining and maintaining in good standing, all licenses (including professional licenses, ifanv), permits, inspections and related fees for each or any such licenses, permits and/or inspections required by state, county, city or other government entity or unit to accomplish the work specified in this solicitation and the contract. Iran Diveshnent Act: The Iran Divestment Act List is a list published by the fStatel Board pursuant to Section 11- 57-310 that identifies persons en~a~ed in investment activities in Iran. Currently, the list is available at the following URL: http://procurement.sc.Gov/PS/PS-irandivestment.phm~(.) Consistent with Section 11-57-3108 , the Contractor shall not contract with any person to perform a part of the Work, if, at the time you enter into a subcontract, that person is on the then-current version of the Iran Divestment Act List Immigrant Workers: T'he "South Carolina Illegal Immigration and Reform Act" requires all employers to verify the legal status of new employees and prohibits employment of any worker who is not (e~ally in this country and authorized to work. Effective January 1, 2012, all South Carolina employers are required to enroll in the U.S. Deuartment of Homeland Security's E-Verify nroQxam and verify the status of new employees within three business days, using E-Verify. Failure to use B-Verify to verify new hires will result in probation for the employer or suspension/revocation of the employer's business licenses. Additions and Deletions Report for AIA Document A141T'" — 2014. Copyrights 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Document is protected by U.S. CopyrighE Law and International Treaties. Unaufhorized reproduction or distribution of this AIAm Document, or any portion of it, may result in severe civil and criminal penaifies, and will be prosecuted to tiie maximum extent possible under the law. This documentwas producad byAlA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002587 ~9 SC I11'IIVIIGRATION LRW. S.C. Code S 8-14-40 Compliance: Design-Builder certifies that the Design-Builder will comply with the requirements of S.C. Code & 8-14-10 et se9. and agrees to provide to the Owner anv documentation required to establish either: (a) the applicability of that chapter to the contractor, subcontractor, and sub-subcontractor; or (b) the compliance with this that chapter by the contractor and any subcontractor or sub-subcontractor. Business license, insurance, and bonds must be obtained prior to issuance of a Notice to Proceed. Failure to obtain these within thirty (30) days of execution of the agreement makes this Agreement voidable at the option of the Owner. PAGE 37 .4 >~ :Owner's Request for Proposals No. 1415-91 (with addenda and Design-Builder's Proposal to the same as accepted by the Horry County $oard of Education. .5 Post-Occupancy Requirements stated in Owner's Request for Proposals No. 1415-91. Joe Defeo, Chair of the Board of Education Robert Perris, Authorized Member Additions and Detettons Report for AIA Document A141T"' — 2014. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING. This AIA~ Document is protected by U.S. Copyright Law and International Treaties. Unaufiiorized reproduction ar distribution of this AIR`'' 20 Documen4, or any portion of it, may result in severe civil and criminal penalties, and will he prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/2?J2015 under Order No.0239566208_1 which e~ires on 07114/2016, and is not for resale. (1970631282) User Notes: PAPR - 002588 Certification of Document's Authenticity AIA° Document D409TM — 2003 I, ,hereby certify, to the best of my knowledge, information and belief, that I created the attached final document simuttaneous(y with its associated Additions and Deletions Report and this certification at 12:02:17 on 11/22/2015 under Order No. 0239586208 1 from AIA Contract Documents software and that in preparing the attached final document I made no changes to the original text of AIA~ Document A141TM — 2014, Standard Form of Agreement Between Owner and Design-Builder, as published by the AIA in its software, other than those additions and deletions shown in the associated Additions and Deletions Report. (Signed) (Dated) AIA Document D401 T"' — 2005. Copyright ~ 7992 and 2003 by The American Institute of /Vchitects. All rights reserved. WARNING: This AIA~' Document is protected by U.S. Copyright Law and International TreaEies. Unauthorized reproduction or distribution of this AIAa ~ocumenf, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possihle under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_i which e~ires on 07N4/2016, and is not for resale. (1970631282) User Notes: PAPR - 002589 ~ Sheri L. Wainscott From: Sent: To: Subject: Attachments: Keith R. Powell Sunday, November 22, 2015 12:17 PM 'Robbie Ferris' RE: CORRECTED E: RF revisions to checked draft 11_20_2015 673449 EX A -Final - (1).pdf; a141 ffep -Final - (1).pdf; EX B v2 -Final - (1)(1).pdf Follow Up Fiag: Flag Status: Follow up Flagged Categories: Red Category Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halli~an,com (803) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. From: Robbie Ferris [mailto:RFerris@sfla.biz] Sent: Saturday, November 21, 2015 7:10 PM To: Keith R. Powell Cc: Aaron Thomas (athomas@metconus.com); Michael Richter Subject: RE: CORRECTED E: RF revisions to checked draft 11_20_2015 Keith, When you male these changes I need to send the final to the bonding company for their approval. Here are my comments. just happened to find one item A.3.1.6 and A.3.1.7 that I thought were had agreed upon that was changed. If there are other substantial things that you changed please let me know where they are. Main Document The weather delays and anticipated weather language I sent you thins morning or something like that needs to be included. Most of our subs plan on working Saturday and or Sunday to get the work done. To not allow rain days if they fall on the weekend would be to defeat the purpose. Also we are told getting a rain day out of HCS with their current language takes a supreme court judge, seriously! We don't want to have to hire a scheduling expert and a lawyer every time it rains. The language needs to be simple , if it rains more than 2 days per month we get the extra days. As I see it were are saving HCS a lot of embarrassment by making this concession. They unnecessarily delayed the procurement process not us. I would rather not recount the delays because it would be unproductive at this point. We are taking risk here. What if we have a dry year? Regardless of the time extensions they should know we will do everything in our power to finish these jobs when they need them. We would not be able to withstand the political pressure of kids not have a school to attend even if we contractually had the time. Exhibit A PAPR - 002590 • • • A.1.5.1.3-exhibit f that you sent us from HCS says if we submit application for payment by the 25rd we get paid by the 15`h of the following month. The last blank is (30) days according to exhibit F A.2.2 May 1S` goes here I think A.3.1.6- We need something like this, again, we don't need to argue about if our proposal complies with the conceptual design or any other project requirement. They accepted our proposal. ----The design builders praposa! clarifies the design builders assumptions and clarifications. A.3.1.7- The design builders proposal has been determined by the owner to be an acceptable interpretation of the RFP and the project requirements. From: Keith R. Powell jmailto;kpowell@childs-halligan.net] Sent: Saturday, November 21, 2015 4:14 PM To: Robbie Ferris Subject: CORRECTED E: RF revisions to checked draft 11_20_2015 Importance: High Forget prior. Here they are. Remote computer not as simple as being there. Keith ft. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halli~an.com (803) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. From: Keith R. Powell Sent: Saturday, November 21, 2015 4:13 PM To: 'Robbie Ferris' Subject: RE: RF revisions to checked draft 11_20_2015 How are these? Will male changes for MB and SMS issues. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-ha Iliga n.com (803)254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. From: Robbie Ferris [mailto:RFerris@sfia.biz] Sent: Saturday, November 21, 2015 1:17 PM To: Keith R. Powell Subject: Fwd: RF revisions to checked draft 11_20_2015 7 PAPR - 002591 Keith please gee below, there are a few tweaks to what we sent you last night. It should simplify things a little and take some of the?'s that could arise later out Sent from my iPhone Begin forwarded message: From: Aaron Thomas Date: November 21, 2015 at 1:15:16 PM EST To: "Robert W. Ferris" Subject: FW: RF revisions tQ checked draft 11_20_2015 Robbie- I just read this again and realized we had made a mistake that could cause confusion. The attached revision made 2 minor changes to what we sent last night: 1. On weather delays I deleted the reference to the 10 year NOAA average being a baseline we would compare to. I did this because if we are already using 2 days per month as the baseline for adverse weather all we need NOAA for is to substantiate the days over 2 so it is not subjective in nature with the staff. Example If we have 5 days of rain in December 2015 that is over .10" then we would turn in the NOAA report for the project locale showing we had the S days over ,1D and we would get an extension via change order for 3. <(5) days over .10" — (2} days expected in contract = (3j days extension> 2. i also added ACT OF GOD Language to the 8.2.1. We talked about it but forgot to add it. Must have been tired. Call me if you have any questions. I'm at the office. Warm Regards, Aaron Thomas, MCM, LEED-AP ~ President Metcon, Tnc. ~ 763 Comtech Drive ~ PO Box 1249 ~ Pembroke, NC 28372 office 91Q.521,8013 ~ mobile 910.734.0537 ~ email:athomas~metconus.com website ~ linkedin ~ twitter ~ instagram 3 PAPR - 002592 e~~~~~~ ~a ~~~~~~~ Document A141 — 2014 Exhibit A TM Design-Build Amendment This Amendment is incorporated into the accompanying AIA Document A141TM-2014, Standard Form of Agreement Between Owner and Design-Builder dated the twenty-third day of November in the year two thousand fifteen (the "Agreement") (In words, indicate day, month and year.) for the following PROJECT: ADDITIONS AND DELETIONS: The author of this document has added information needed for its completion. The author may also (Name and location or address) New Carolina Forest Middle School per Oumer's Request for Proposals No. 1415-91and the Design-Builder's proposal to the Owner pursuant to Owner's Solicitation No. 1415-91 have revised the text of the original AIA standard form. An Additions and Deletions Report that notes added informakion as well as revisions to the standard form text is available from the author and should be THE OWNER: (Name, legal statzts and address) reviewed. A vertical Tine in the left margin of this document indicates where the author has added Horny County Schools, South Carolina, a political subdivision of the State of South necessary information and where Carolina. 335 Four Mile Rd. the author has added to or deleted from the original AIA text. Conway, SC 29526 - This document has important legal consequences. Consultation with an THE DESIGN-BUILDER: (Name, legal status and address) attorney is encouraged with respect to its completion or modification. FIRSTFLOOR ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225 Raleigh, NC 27601 Consultation with an attorney is also encouraged with respect to professional licensing requirements The Owner and Design-Builder hereby amend the Agreement as follows. in the jurisdiction where the Project is located. TABLE OF ARTICLES A.1 CONTRACT SUM A.2 CONTRACT TIME A.3 INFORMATION UPON WHICH AMENDMENT IS BASED A.4 DESIGN-BUILDER'S PERSONNEL, CONTRACTORS AND SUPPLIERS A.5 COST OF THE WORK ARTICLE A.1 CONTRACT SUM § A.1.1 The Owner shall pay the Design-Builder the Contract Sum in current funds for the Design-Builder's performance of the Contract after the execution of this Amendment. The Contract Sum shall be one of the following and shall not include compensation the Owner paid the Design-Builder for Work performed prior to execution of this Amendment: (Check the appropriate box.) [ X ] Stipulated Sum, in accordance with Section A,1.2 (nit ~ AIA Document A141'^' — 2014 Exhibit A. Copyright OO 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA' pocurr~ent is protected by U.S. Copyright Law and International Treaties. Unau4fiorizeci reproduction or distribution of this AIAa Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under fhe law. This document was produced by AIA software at 12:15:28 on 11/22!2015 under Order No.0239586206_1 which expires on 07/14/2016, and is not for resale. User Notes: (1463100794) PAPR - 002593 ,~ (Pa~~agr-aphs deleted) below § A.1.2 Stipulated Sum § A.1.2.1 The Stipulated Sum shall be forty-five million nine hundred thirty thousand two hundred twenty-seven dollars ($ 45,930,227.00), subject to authorized adjustments as provided in the Design-Build Documents. (Paragraphs deleted) (Table deleted) (Paragraphs deleted) (Table deleted) (Paragraphs deleted) § A.1.5 Payments § A.1.5.1 Progress Payments § A.1.5.1.1 Based upon Applications for Payment submitted to the Owner by the Design-Builder, the Owner shall make progress payments on account of the Contract Sum to the Design-Builder as provided below and elsewhere in the Design-Build Documents. § A.1.5.1.2 The period covered by each Application for Payment shall be one calendar month ending on the last day of the month. § A.1.5.1.3 An itemized payment request shall be submitted to the District by the 25"' day of each month that payment is being requested and at completion of the project, using the form provided by the District. The payment request shall not include a) any work anticipated to be completed but not completed by the end of each month being requested; b) any materials not incorporated into the work to be performed except those properly stored as stated in the Contract Agreement; c) any damaged, used, inferior or substituted materials not meeting the requirements and standards of the contract; nor d) any amounts the Contractor does not intend to pay to any subcontractor or supplier, where performance or material quality is in question or any other dispute is pending. If, upon review of the payment request and based upon the best determination of the District. the amount requested does not accurately represent, in the District's opinion, the progress of the completed work to be performed in the Scope of Work the District shall have the right to adjust the payment request to more accurately reflect the percentage of completed work/services. The District shall approve and Payment by the District of authorize payment to the Contractor no more often than once monthly. undisputed amounts shall be made by the 15"' day of the following month if request is received by Contractor by the 25"' of the month. If payment request is not received by the 25"'. the payment will be made within thirty (30) days from the date the District receives the payment request (Paragraph deleted) § A.1.5.1.5 With each Application for Payment the Design-Builder shall submit the most recent schedule of values in accordance with the Design-Build Documents. The schedule of values shall allocate the entire Contract Sum among the various portions of the Work. Compensation for design services, if any, shall be shown separately. The schedule of values shall be prepared in such form and supported by such data to substantiate its accuracy as the Owner may require. This schedule of values, unless objected to by the Owner, shall be used as a basis for reviewing the Design-Builder's Applications for Payment. § A.1.5.1.6 In taking action on the Design-Builder's Applications for Payment, the Owner shall be entitled to rely on the accuracy and completeness of the information furnished by the Design-Builder and shall not be deemed to have made a detailed examination, audit or arithmetic verification of the documentation submitted in accordance with Sections A.1.5.1.4 or A.1.5.1.5, or other supporting data; to have made exhaustive or continuous on-site inspections; or to have made examinations to ascertain how or for what purposes the Design-Builder has used amounts previously paid. Such examinations, audits and verifications, if required by the Owner, will be performed by the Owner's auditors acting in the sole interest of the Owner. § A.1.5.1.7 Except with the Owner's prior approval, the Design-Builder shat] not make advance payments to suppliers for materials or equipment which have not been delivered and stored at the site. Init. ~ AIA Document A141T" — 2014 Exhibit A. Copyright ~ 2004 and 2014 by The American Institute of Architects. Ail rights reserved. WARNING: This AIA'" pocument is ~~rotected by U.S. Copyright Law and International Treaties. U~authorizad reproduction ordistrihution of this AIA"' Document, or any portion oP it, may result in severe civil and criminal penalEies, and will he prosecuted to thQ maximum extent possible under the law. This document was produced by AIA software at 12:15:28 on 11122!2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1483100794) User Notes: PAPR - 002594 2 § A.1.5.2 Progress Payments—Stipulated Sum § A.1.5.2.1 Applications for Payment where the Contract Sum is based upon a Stipulated Sum shall indicate the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment. § A.1.5.2.2 Subjeot to other provisions of the Resign-Build Documents, the amount of each progress payment shall be computed as follows: .l Take that portion of the Contract Sum properly allocable to completed Work as determined by multiplying the percentage completion of each portion of the Work by tha share of the Contract Sum allocated to that portion of the Work in the schedule of values, less retainage of three and one/half percent (3.5 %) on the Work. Pending final determination of cost to the Owner of Changes in the Work, amounts not in dispute shall be included as provided in Section 63.9 of the Ageement; .2 Add that portion of the Contract Sum properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the completed construction (or, if approved in advance by the Owner, suitably stored off the site at a location ageed upon in writing), less retainage of three and one-half percent (3.5 %); Subtract the aggregate of previous payments made by the Owner; and .3 Subtract amounts, if any, the Owner has withheld or nullified, as provided in Section 9.5 of the .4 Agreement. § A.1.5.2.3 The progress payment amount determined in accordance with Section A.1.5.2.2 shall be fizrther modified under the following circumstances: .1 Add, upon Substantial Completion of the Work, a sum sufficient to increase the total payments to the full amount of the Contract Sum, less such amounts as the Owner shall determine for incomplete Work, retainage applicable to such work and unsettled claims; and (Section 9.8.6 of the Agreement discusses release of applicable retainage upon Substantial Completion of Work) .2 Add, if final completion of the Work is thereafter materially delayed through no fault of the Design-Builder, any additional amounts payable in accordance with Section 9.103 of fhe Agreement. (Paragraphs deleted) § A.1.5.5 Finai Payment § A.1.5.5.1 Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the Owner to the Design-Builder not later than 30 days after the Design-Builder has fully performed the Contract and the requirements of Section 9.10 of the Agreement have been satisfied, except for the Design-Builder's responsibility to correct non-conforming Work discovered after final payment or to satisfy other requirements which extend beyond final payment. (Paragraph deleted) ARTICLE A.2 CONTRACT TIME § A.2.1 Contract Time, as defined in the Agreement at Section 1.4.13, is the period of time, including authorized adjustments, for Substantial Completion of the Work. § A.2.2 The Design-Builder shall achieve Substantial Completion of the Work as follows: May 1, 2017. ~ (!'able deleted) subject to adjustments of the Contract Time as provided in the Design-Build Documents. (Insert provisions, tf any, for liquidated damages relating tofailure to achieve Substantial Completion on tune or'for bonus paymentsfor early complerion of the Work.) Liquidated damages per A141-2014. Init. ~ aA Document A141T^' — 2014 Exhibit A Copyright 0 2004 and 2014 6y The American Institute of Architects. All rights reserved. WARNING: Thls AIR" Document is pratecfed by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distrihution of this AIA~` Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum eutent possihte under the law. This document was produced by AIA soHware at 12:15:28 on 11122/2015 under Order No.0239586206_1 which expires on 07/14/2016, and is not for resale, (1483100794) User Notes: PAPR - 002595 ARTICLE A.3 INFORMATION UPON WHICH AMENDMENT IS BASED § A.3.1 The Contract Sum and Contract Time set forth in this Amendment are based on the Owner's Design Requirements (including addenda to the RFP) and the Design-Builder's proposal to the Owner pursuant to Owner's Solicitation No. 1415-91.: (Paragraphs deleted) (Table deleted) (Paragraphs deleted) ('fable deleted) (Paragraphs deleted) (Table deleted) (Paragraphs deleted) (Table deleted) (Paragraph deleted) § A.3.1.5 Allowances and Contingencies: (Identify any agreed upon allowances and contingencies, including a statement of their• basis.) .1 Allowances Owner Furniture Allowance Owner Hardware Allowance Owner Controls Allowance Owner Fire Alarm Allowance Owner Special Inspections All Owner Commissioning Allowance Owner Technology Allowance Owner Landscaping Allowance .2 $ 1 ,500,000 $ 350,000 $ 650,000 $ 750,000 $ 150,000 $ 125,000 $ 1 ,865,000 $aoa,000 Contingencies Owner contingency is currently Not in Contract and amounts will be determined by Modification. § A.3.1,6 Design-Builder's assumptions and clarifications: Pursuant to the Proposal accepted by the Horry County Board of Education on November 2, 2015. The Design-Builder's Proposal clarifies the Design-Builder's assumptions and clarifications. The Horry County Board of Education accepts the Proposal as an acceptable interpretation of the Design Requirements. (Paragraphs deleted) ARTICLE A.4 DESIGN-BUILDER'S PERSONNEL, CONTRACTORS AND SUPPLIERS § A.4.1 The Design-Builder's key personnel are identified below: (Identify name, title and contact information.) Carolina Forest Middle School: Superintendent: Mark Branch Project Manager. Charlie Rollins (Paragraphs deleted) Assistant Superintendent. Gary Pipkin § A.4.2 The Design-Builder shall retain the following Consultants, Contractors and supp]iers, identified below: (List name, discipline, address and other information.) SfL+a Architects: Architect, Raleigh NC Metcon/TA Loving joint venture: General Contractor, Pembroke NC Ittlt. ~ AIA Document A141'"' — 2014 Exhibit A. Copyrightm 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reFxoduction or distribution of this AIA' Document, or any portion of it, may result In severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:15:28 on 11/22/2015 under Order No.0239586206_1 which expires on 07/14/2016, and is not for resale. (1483100794) User Notes: PAPR - 002596 4 ARTICLE A.5 COST OF THE WORK (Pa~~agraphs deleted) (fiable deleted) (Paragraphs deleted) § A.5.4 Other Agreements (Paragraph deleted) § A.5.4.2 Agreements between the Design-Builder and Contractors shall conform to the applicable payment provisions of the Design-Build Documents. § A.5.4.3 The agreements between the Design-Builder and Architect and other Consultants identified in the Agreement shall be in writing. These agreements shall be promptly provided to the Owner upon the Owner's written request. § A.5.5 Accounting Records The Design-Builder shall keep full and detailed records and accounts related to the cost of the Work and exercise such controls as may be necessary for proper financial management under the Contract and to substantiate all costs incurred. The accounting and control systems shall be satisfactory to the Owner. The Owner and the Owner's auditors shall, during regular business hours and upon reasonable notice, be afforded access to, and shall be permitted to audit and copy, the Design-Builder's records and accounts, including complete documentation supporting accounting entries, books, correspondence, instructions, drawings; receipts, subcontracts, Contractor's proposals, purchase orders, vouchers, memoranda and other data relating to the Contract The Design-Builder shall preserve these records for a period of three years after final payment, or for such Longer period as may be required bylaw. § A.5.6 Relationship of the Parties The Design-Builder accepts the relationship of trust and confidence established by this Ageement and covenants with the Owner to exercise the Design-Builder's skill and judgment in furthering the interests of the Owner; to famish efficient construction administration, management services and supervision; to furnish at all times an adequate supply of workers and materials; and to perform the Work in an expeditious and economical manner consistent with the Owner's interests. This Amendment to the Agreement entered into as of the day and year first written above. Init. ~ OWNER (Signature) DESIGN-BUILDER (Signature) Joe Defeo, Chairman of the Board of Education (Printed name and title) Robert Ferris, Authorized Member (Printed name and title) AIA Document A141^" — 2014 Exh(bit A, Copyrights 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA-' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA`~' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum exfent possible under the law. This document was produced by AIA soHware at 12:15:28 on 11/22/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale, (1483100794) User Notes: PAPR - 002597 Additions and Deletions Report for AIA~ Document A941r"` — 2074 Exhibit A This Additions and Deletions Report, as defined on page 1 of the associated document, reproduces below all text the author has added to the standard form AIA document in order to complete it, as well as any text the author may have added to or deleted from the original AIA text. Added text is shown underlined. Deleted tee is indicated with a horizontal line through the original AIA text. Note; This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document. This Additions and Deletions Report and its associated document were generated simultaneously byAlA software at 12:15:28 on 11/22/2015. PAGE1 This Amendment is incorporated into the accompanying AIA Document A141TM-2014, Standard Form of Agreement Between Owner and Design-Builder dated the twenty-third day of November in the year two thousand fifteen (the "Agreement"} New Carolina Forest Middle School per Owner's Request for Proposals No. 1415-91 and the Design-Builder's proposal to the Owner pursuant to Owner's Solicitation No. 1415-91 - Horry County Schools, South Carolina, a political subdivision of the State of South Carolina. 33S Four Mile Rd. Conway, SC 29526 _ — FIRSTFLOOR ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225 Raleigh, NC 27601 [ X ] Stipulated Sum, in accordance with Section A.1.2 ~e}er~t .:.,. e,,..•.... n.'.^ below in,,..oa ,,., ~w„ ..oio,.«:,.., ..t,,...o, >~ ion,, co,.,:,.., n_i _~ n .i.~ ,,.. n i n t,41eW-~ ; PAGE2 § A.1.2.1 The Stipulated Sum shal] be ~~forty-five million nine hundred thirty thousand two hundred twenty-seven dollars ($ 45,930,227.00), subject to authorized adjustments as provided in the Design-Build Documents. . .. r~,,,......~..... .,.,,a ., o ~,o..o~...., o..Faa t,,, tie n.,,.,of. Additions and Deletions Report for AIA Document A141T"' — 2074 Exhibit A. Copyright O 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribiitio~i of this AIA" Document, or any portion of it, may result In severe civil and criminal penalties, and will be prosecuted to the maximurn extent possible under the law. This document was produced by AIA soHware at 12:15:28 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2D16, and is not for resale. (1483100794) User Notes: PAPR - 002598 ~~ ~ Additions and Deletions Report for AIA Document A141T"' — 2014 Exhibit A. Copyright m 2004 and 2014 by The American Institute of Architects. AID rights reserved. WARNING: This AIA~ Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIAv Document, or any portion of it, may restilf in sovere civil and criminal penalties, and will be prosecuted to the maximum e~ctent possible under the law. This document was produced by AIA software at 12:1528 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1483100794) User Notes: PAPR - 002599 § A.1.5.1.2 The period covered by each Application for Payment shall be one calendar month ending on the last day ~ F"~...~: of the -~ -~'month. § A.1.5.1.3 . An itemized ~avment request shall be submitted to the District by the 25"' day of each month that ~avment is being requested and at completion of the project using the form provided ~ the District The ~avment request shall not include al any work anticipated to be completed but not completed by the end of each month being requested• b1 any materials not incorporated into the work to be performed except those properly stored as stated in the Contract Agreement• ~ anv damaged used inferior or substituted materials not meeting the requirements and standards of the contract• nor d) any amounts the Contractor does not intend to pay to any subcontractor or supplier where performance or material quality is in question or any other dispute is pending If upon review of the ~avment request and based upon the best determination of the District the amount requested does not accurate represent in the District's opinion the progress of the completed workto be performed in the Scope of Work the District shall have the right to adiust the payment request to more accurately reflect the percentage of completed workJservices The District shall a~rove and authorize payment to the Payment by the District of undisputed amounts shall be Contractor no more often than once monthly made by the 15"' d~ of the following month if request is received by Contractor by the 25"' of the month. If ~avment request is not received by the 25"' the payment will be made within thirty (30) days from the date the District receives the payment request § A.1.5.1.5 With each Application for Payment the "'~~'~ ••~''~ ~ r'••~~~~`~~a'"`~-•~--~••-~ D`'~", ~::~ Design-Builder shall submit tha most recent schedule of values in accordance with the Design-Build Documents. The schedule of values shall allocate the entire Contract Sum among the various portions of the Work. Compensation for design services, if any, w~"'~~ ~"~•~~ ~~~~~~•~',. ~""~~~ `'~~ shall be shown separately. The schedule of values shall be prepared in such form and supported by such data to substantiate its accaracy as the Owner may require. This schedule of values, unless objected to by the Owner, shall be used as a basis for reviewing the Design-Builder's Applications £or Payment. PAGE 3 Take that portion of the Contract Sum properly allocable to completed Work as determined by multiplying the percentage completion of each portion of the Work by the share of the Contract Sum allocated to that portion of the Work in the schedule of values, less retainage of three and one/half Additions and Deletions Report for AIA Document A741TM — 2014 Exhibit A. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AtA°' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA" Document, or any Nortion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum ex(ent possible under the law. This document was produced by AIA soHware at 12:15:28 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07!1412016, and is not for resale. (1483100794) User Notes: PAPR - 002600 percent (3.5 %) on the Work. Pending final determination of cost to the Owner of Changes in the Work, amounts not in dispute shall be included as provided in Section 6.3.4 of the Agreement; Add that portion of the Contract Sum properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the completed construction (or, if approved in advance by the Owner, suitably stored offthe site at a location agreed upon in writing), less retainage of three and one-half percent (3_5 %); .. _ _ .. _ \" 1 V_ '_ 1 1" _ \" \' Additions and Deletions Report for AIA Document A141T^' — 2014 Exhibit A. Copyright D 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Document is protected by U.S. Copyright Law and International Treafies. Unauthorized reproduction or distribution of this AIA" Document, or any portion of it, inay result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible cinder Ehe law. This document was produced by AIA software at 12:15:28 on 11/22/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1483100794) User Notes: PAPR - 002601 • ~. • § A.1.5.5.1 Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the Owner to the Design-Builder not later than 30 days after the Design-Builder has fully performed the Contract and the requirements of Section 9.10 of the Ageement have been satisfied, except for the Design-Builder's responsibility to correct non-conforming Work discovered after final payment or to satisfy other -~~•~~~~M~~«~, ;~ ~~•., requirements which extend beyond final payment. § A.2,2 The Design-Builder shall achieve Substantial Completion of the Work ~et~~e~t~— ~ as follows: ` a~•~~ ~^~ 'w -~ Mav 1, 2017. Additions and Deletions Report for AIA Document A741"" — 2014 Exhibit A. Copyright D 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA` Document is protected 6y U.S. Copyright Law and International Treaties. Unauthorized reproduction or disEribution of this AIA"' document, or any Wortion of it, may result in severe civil and criminal penaitles, and v.~III be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:15:28 on 11122/2015 under Order No.0239586208_'I which e~ires on 07/14/2016, and is nol for resale. (1483100794) User Notes: PAPR - 002602 Liquidated dama~per A141-2014. PAGE 4 § A.3,1 The Contract Sum and Contract Time set forth in this Amendment are based on the Owner's Design Requirements (including addenda to the RFP) and the Design-Builder's proposal to the Owner pursuant to Owner's Solicitation No. 1415-91.: F . A Z 7 1 T'L, .~ e......1.,....,.«..,«., ..,.,t ,.N, e.. /~,..,,1:.:,.«.. ,.F.1. ,, n,.,.+.....+. t. ii1 ~ ~2 Owner Furniture Allowance Owner Hardware Allowance Owner Controls Allowance Owner Fire Alarm Allowance Owner Special Inspections All Owner Commissioning Allowance Owner Technoloev Allowance Owner Landscaping Allowance ZTTTd '1T1 ~7QE'S $ 1 ,500,000 $ 350,000 $ 650,000 $ 750,000 $ 150,000 $ 125,000 $ 1 ,865,000 $200,000 Additions and Deletions Report for AIA Document A141T"' — 2014 Exhibit A. Copyright D 2004 and 2014 by The American Institute of Architects. All rights reserved. INARNfNG: This AIA~' Document is protected by U.S. Copyright Lzw and International Treaties. 4nautliorized reproduction or distribution of this AIA"' Document, or any portion of It, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 72:15:28 on 11/2212015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1483100794) User Notes: PAPR - 002603 s Owner contingency is currently Not in Contract and amounts will be determined by Modification. Pursuant to the Proposal accepted by the Horry County Board of Education on November 2, 2015. The Design-Builder's Proposal clarifies the Design-Builder's assumptions and clarifications. The Horry County Board of Education accepts the Proposal as an acceptable interpretation of the Design Requirements. .1 ~.,~~~:~}~~-'~~*''arolina Forest Middle School: Superintendent: Mark Branch i~-:-~,~~ T °roiect Manager: Charlie Rollins Assistant Superintendent: Gary Pipkin Stl.,+a Architects: Architect, Raleigh NC Metcon/TA Lovingjoint venture: General Conh•actor, Pembroke NC PAGE 5 }L. \7/ • I. 4 4L. ~F e ~4L. 41... !l. ...~~.. .. .nl n4 ..C4 ..:su . ~..~l~n}..~.~n ~ ' 0 ,.,7.,.. ..s...ti< of ..,l,o ..r.,+:.. o.~I ~+4ho o;to Additions and Deletions Report for AIA Document A141T" — 2014 Exhibit A. Copyright m 2D04 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Document is protected 6y U.S. Copyright Law and International Treaties. Unaufliorized reproduction or disfri6ution of this AIA" Document, or any portion of it, may result in severe c(vil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:15:28 on 11/2212015 under Order No.0239586208_'I which e~ires on 07/14/2016, and is not for resale. User Notes: C1483100794) PAPR - 002604 Additions and Deletions Report for AIA Document A141T^' — 2014 Exhibit A. Copyright O 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIAc Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution oFthis AIA`" Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law, This document was produced by AIA software at 12:15:28 on 1112212015 under Order No.0239566208_1 which e~ires on 07114/2016, and is not for resale. (1483100794) User Notes: PAPR - 002605 - ~~- •- - - - ~- - ~- ``- - `- .. .. _ `- -•.. ~_ ~- - `- - - - .. .. -- .- - •- - r Additions and Deletions Report for AIA Document A141T^' — 2014 Exhibit A. Copyright O 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`'' Document is protected 6y U.S. Copyright Law and International Treaties. Unautliorixeci reproduction or distribution of this AIA~' Qocument, or any portion of it, may result in severe civil and criminal penalties, and will Ue prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:15:28 on 11/22/2015 under Order No.D23958620B_1 which e~ires on 07/14/2016, and is not for resale. (1483100794) User Notes: PAPR - 002606 .~. ._ .. ~ ._ .. _ ~. ~ ■ . ~_ ~~ • ~ ~. - - ■- - - - _ ~. _ ~ ~ ~- - - - - - ~ § A.5.4.2 Agreements between the Design-Builder and Contractors shall conform to the applicable payment provisions of the Design-Build , ~ +.. tl ~~ /'., ~x7 1, b n,.:t,l.,,. _rt, . .,ter.] r., rl,o n.~~7.... I..., +L.~ rte., F,. ....~.7 a .. »~*~. ..~ +L.e ...' n;', ... ••-- ----~. _.. .: "' Via_' _ '_ "" ....,~ .. ~ .... F --- .., Joe Defeo, Chairman of the Board of Education Robert Ferris, Authorized Member Additions and Deletions Report for AIA Document A141T"' — 2014 Exhibit A. Copyright O 2004 and 2014 by The American Institute of Archiiects. AID rights reserved. WARNING: This AIA~~ Document is protected by U.S. Copyright Law and InEernational Treaties. Unauthorized reproduction or distribution of this AI A`' Document, or any portion of it, may result in severe civil anB criminal penalties, and will be prosecuted to the maximum extent possible under the law. This documentwas produced by AIA software at 12:1528 on 11/2212015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1483100794) User Notes: PAPR - 002607 1O Certification of Document's Authenticity AIA~ Document D401T"' — 2003 I, ,hereby certify, to the best of my knowledge, information and belief, that T created the attached final document simultaneously with its associated Additions and Deletions Report and this certification at 12:15:28 on 11/22/2015 under Order No. 0239586208 1 from AIA Contract Documents software and that in preparing the attached final document I made no changes to the original text of AIA~ Document A141T^' — 2014 Exhibit A, Design-Build Amendment, as published by the AIA in its software, other than those additions and deletions shown in the associated Additions and Deletions Report. (Signed) (Title) (Dated) AIA Document D401T"' — 2003. Copyright fl 1992 and 2003 by The American Institute of Architects. Atl rights reserved. WARNING: This AI,4" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distrihution of this AIA~' Document, or any portion of if, may result in severe civil and criminal penalties, and will be prosecuted tp the maximum extent possible under the law. This document was produced by AIA software at 12:15;28 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/1412016, and Is not for resale. (1463100794) User Notes: PAPR - 002608 I. "F 4l-Ji ta md~.`~~.`~~~~~t ~. .:~,.i 0 Document A141 — 2014 TM Standard Form of Agreement Between Owner and Design-Builder I AGREEMENT made as of the twenty-third day of November in the year two thousand fifteen {2015). (In wo►~ds, indicate day, month andyear.) BETWEEN the Owner: (Name, legal status, address and othe~~ information) Horry County Schools, South Carolina, a political subdivision of the State of South Carolina. 335 Four Mile Rd . ~ PO Box 260005 Conway, SC 29528 District Office Phone 843.488.6700 and the Design-Builder: (Na~1e, legal Stcltus, address cmd other• information) ADDITIONS AND DELETIONS: The author of this document has added information needed for its completion. The author may also have revised the text of the original AIA standard form. An Additions and Deletions Repaf that notes added information as well as revisions to the standard form text is available from the author and should be reviewed. A vertical line in the left margin of this document indicates where the author has added necessary information and where FIRSTFLOOR ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225 Raleigh, NC 27601 for the following Project: (Name, location and detailed descripteon) New Carolina Forest Middle School (per Owner's Request for Proposals No. 1415-91) Note: references to Owner's Request for Proposals No. 1415-91 include its addenda. the author has added to or deleted from the original AIA text. This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. Consultation with an attorney is also encouraged with respect to professional licensing requirements ~n the jurisdiction where the Project is located. The Owner and Design-Builder agree as follows. Inft ~ AIA Document A141'"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distributio~~ of this AIA9 ~ocumenf, or any portion of it, may result in severe civil and criminal penalties, and will he prosecuted to the maximum extent passible under the law. This document was produced by AIA software at 12:02:17 on 11/2212015 under Order No.0239586208_1 which e~ryires on 07/14/2016, end Is not for resale. (1970631282) User Notes: PAPR - 002609 ~ TABLE OF ARTICLES 1 GENERAL PROVISIONS 2 COMPENSATION AND PROGRESS PAYMENTS 3 GENERAL REQUIREMENTS OF THE WORK OF THE DESIGN•BUILD CONTRACT 4 WORK PRIOR TO EXECUTION OF THE DESIGN-BUILD AMENDMENT 5 WORK FOLLOWING EXECUTION OF THE DESIGN-BUILD AMENDMENT 6 CHANGES IN THE WORK 7 OWNER'S RESPONSIBILITIES 8 TIME 9 PAYMENT APPLICATIONS AND PROJECT COMPLETION 10 PROTECTION OF PERSONS AND PROPERTY 11 UNCOVERING AND CORRECTION OF WORK 12 COPYRIGHTS AND LICENSES 13 TERMINATION OR SUSPENSION 14 CLAIMS AND DISPUTE RESOLUTION 15 MISCELLANEOUS PROVISIONS 16 SCOPE OF THE AGREEMENT TABLE OF EXHIBITS A DESIGN-BUILDAMENDMENT B INSURANCE AND BONDS ARTICLE 1 GENERAL PROVISIONS § 1.1 Owner's Criteria This Agreement is based on the Owner's Criteria set forth in this Section 1.1. (Note the dispositionfor the following items by inserting the requested information or a statement such as "not applicable" or "unknown at time of execa~tion. "If the Owner intends to provide a set of design docttme»ts, and the requested information is contained in the design documents, ident~ the design docarments and insert "see Owner's design documents" where appropriate.) § 1.1.1 The Owner's program for the Project: (Setforth the program, identify doczrmentation in which the program is setforth, or state the manner in which the program will be developed.) Per "Design Requirements" published for Solicitation No. 1415-91 and .besign-Builder's Proposal to Owner pursuant to Solicitation No.141,5-91 selected by the Horry County Board of Education on November 2, 2015. Init. ~ AIA Document A141 T" — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`~ Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distrihution of this AIA~ Document, or any portion of it, inay result in severe civil and criminal penalties, and will be prosecuted to the maxirnum extent possible unclerthe law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. User Notes: (1970631282) PAPR - 002610 2 § 1.1.2 The Owner's design requirements for the Project and related documentation: (Identify below, or in an attached exhibit, the documentation that contains the Owner's design requirements, including any performance spec cationsfor the Project.) Per "Design Requirements" published for Solicitation No. 1415-91 and Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-9 selected by the Horry County Board of Education on November 2, 2015. 1. § 1.1.3 The Project's physical characteristics: (Identify or describe, if appropriate, size, Zocation, dimensions, or other pertinent information, such as geotechnical reports; site, boundary and topographic suJ-veys; tr~c and utility studies; availability ofpublic and private utilities and services; legal description of the site; etc.) Per "Design Requirements" published for Solicitation No. 1415-91 and Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91 selected by the Horry CounTy Board of Education on November 2, 2015.. § 1.1.4 T'he Owner's anticipated Sustainable Objective for the Project, if any: (Identify the Owner's Sustainable Objective for the Project such as Sustainability Certification, benefit to the environment, enhancement to the health and well-being of building occupants, or improvement of energy efficiency. If the Owner iderrtiftes a Sustainable Objective, incorporate AIA DocumentA141 T"L2014, Exhibit C, Sustainable Projects, into this Agreement to deftrre the terms, conditions and Work related to the Owner's Sustainable Objective.) Per "Design Requirements" published for Solicitation No. 1415-91 and Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91 selected by the Horry County Board of Education on November 2, 2015.. § 1.1.5 Number not used. § 1.1.6 The Owner's budget for the Work to be provided by the Design-Builder is set forth below: (Provide totalfor Owner's budget, and if known, a line item breakdown of costs.) Per "Design Requirements" published for Solicitation No. 1415-91 as amended through the Board of Education's action November 2, 2015. § 1.1.7 The Owner's design and construction milestone dates: (Paragraphs deleted) Per "Design Requirements" published for Solicitation No. 1415-91 § 1.1.8 T11e Owner requires the Design-Builder to retain the following Architect, Consultants and Contractors at the Design-Builder's cost: ,1 Architect SFL+A Architects, P.A. 333 Fayetteville Street Suite 225, Raleigh, NC 27601. .2 Consultants Per Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91. .3 Contractors Per Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91. § 1.1.9 Additional Owner's Criteria upon which the Agreement is based: (Identify special characteristics or needs of the Project not identified elsewhere, such as historic preservation requirements.) Init. ~ AIA Document A741T" — 2014. Copyrights 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Qocument is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distriNution of this AIA~ Document, or any porfio~ of it, may result in severe civli antl criminal penalties, and will be prosecuted to the maximum extent {possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1970631282) UserNates: PAPR - 002611 3 Per "Design Requirements" published for Solicitation No. 1415-91 (Summary of Services Required, . including all post-occupancy requirements published in the solicitation as amended by addenda. § 1.1.10 The Design-Builder shall confirm that the information included in the Owner's Criteria complies wit, applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities. § 1.1.10.1 If the Owner's Criteria conflicts with applicable laws, statutes, ordinances, codes, rules and regulations, or Iawful orders of public authorities, the Design-Builder shall notify the Owner of the conflict. § 1.1.11 If there is a change in the Owner's Criteria, the Owner and the Design-Builder shall execute a Modification in accordance with Article 6. § 1.1.12 If the Owner and Design-Builder intend to transmit Instruments of Service or any other information or documentation in digital form, they shall eaideavor to establish necessary protocols governing such transmissions. Unless otherwise agreed, the parties will use AIA Document E203TM2013 to establish the protocols for the development, use, transmission, and exchange of digital data and building information modeling. § 1.2 Project Team § 1.2.1 The Owner identifies the following representative in accordance with Section 7.1.1: Executive Director of Facilities (or a designee identified in writing by the owner.) Horry County Schools Facilities Department, 1160 E Highway 50 Conway, SC 29526 843.488.6965 § 1.2.2 The persons or enrities, in addition to the Owner's representative, who are required to review the Design-Builder's Submittals are as follows: (List name, address and other information.) Owner may utilize third party project management which will also receive submittals. § 1.2.3 The Owner will retain the following consultants and separate contractors: (List discipline, scope of world anc~ if known, identify by name and address.) To be determined by Owner. If retained, such consultants will be identified promptly.. § 1.2.4 The Design-Builder identifies the following representative in accordance with Section 3.1.2: (List name, address and other• information.) Robbie Ferris, S.C. AR.6106 FIRSTFLOOR ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225, Raleigh, NC 27601 919-573-6350 § 1.2.5 Neither the Owner's nor the Design-Builder's representative shall be changed without ten days' written notice to the other party. § 1.3 Binding Dispute Resolution For any Claim subject to, but not resolved by, mediation pursuant to Section i43, the method of binding dispute resolution shall be the following: [ X ]Litigation in a court of competent (Paragraphs deleted) jurisdiction, nonjury before a circuit judge in Horry County, SC. Init. ~ AIA Document A141 T"' — 2014. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Document is protected by U.S. Cof~yright Law and International Treaties. Unauthorized reproduction or distrihution of this AIA`D Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible underthe law. This document was produced by AIA software at 12:02:17 on 11/2?J2015 under Order No.0239586208_1 which expires on 07/14!2016, and is not for resale. (1970631282) User Notes: PAPR - 002612 4 § 1.4 Definitions § 1.4.1 Design-Build Documents. The Design-Build Documents consist of this Agreement between Owner and Design-Builder and its attached Exhibits (hereinafter, the "Agreement"); other documents listed in this Agreement; and Modifications issued after execution of this Agreement. A Modification is (1) a writken amendment to the Contract signed by both parties, including the Design-Build Amendment, (2) a Change Order, or (3) a Change Directive. § 1.4.2 The Contract. The Design-Build Documents form the Contract. The Contract represents the entire and integrated agreement between the parties and supersedes prior negotiations, representations or ageements, either written or oral. The Contract may be amended or modified only by a Modification. T'he Design-Build Documents shall not be construed to create a contractual relationship of any kind between any persons or entities other than the Owner and the Design-Builder. § 1.4.3 The Work. The term "Work" means the design, construction and related services required to fulfill the Design-Builder's obligations under the Design-Build Documents, whether completed or partially completed, and includes all labor, materials, ec{uipment and services provided or to be provided by the Design-Builder. The Work may constitute the whole or a part of the Project. § 1.4.4 The Project. The Project is the total design and construction of which the Work performed under the Design-Build Documents may be the whole or a part, and may include design and construction by the Owner and by separate contractors. § 1.4.5 Instruments of Service. Instruments of Service are representations, in any medium of expression now known or later developed, of the tangible and intangible creative work performed by the Design-Builder, Contractor(s), Architect, and Consu]tant(s) under their respective agreements. instruments of Service may include, without limitation, studies, surveys, models, sketches, drawings, specifications, digital models and other similar materials. § 1.4.6 Submittal. A Submittal is any submission to the Owner for review and approval demonstrating how the Design-Builder proposes to conform to the Design-Build Documents for those portions of the Work for which the Design-Build Documents require Submittals. Submittals include, but are not limited to, shop drawings, product data, and samples. Submittals are not Design-Build Documents unless incorporated into a Modification. § 1.4.7 Owner. The Owner is the entity identified as such in the Agreement and is referred to throughout the Design-Build Documents as if singular in number. The term "Owner" means the Owner or the Owner's authorized representative. The Ovtmer may have employees that are design professionals or otherwise skilled in construction or construction management, and such employees may, from time to time, perform various tasks or duties for or on behalf of the Owner under this Agreement. However, it is specifically understood that the Owner (including these agents and employees} has no obligation or duty to apply specialty or professional knowledge and skill, and shall not be held to have undertaken to provide or perform any aspect of the Owner's performance of this Agreement as a design professional or specially skilled and lmowledgeable construction industry member or construction manager, and this principle applies regardless of the Owner's position titles or office division titles as may be applicable to such employees. § 1.4.8 Design-Builder. The Design-Builder is the person or entity identified as such in the Agreement and is referred to throughout the Design-Build Documents as if singular in number. The term "Design-Builder" means the Design-Builder or the Design-Builder's authorized representative. § 1.4.9 Consultant. A Consultant is a person or entity providing professional services for the Design-Builder for all or a portion of the Work, and is referre,~ to throughout the Design-Build Documents as if singular in number. To the extent required by the relevant jurisdiction, the Consultant shall be lawfully licensed to provide the required professional services. Init. AIA Document A141T*' — 2014. Copyright 0 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"~ Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~° Document, or any portion of it, may result in severe c(vfl and criminal penalties, and will be prosecuted to the maximum extant possible under the taw. This documentwas produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002613 5 § 1.4.X0 Architect. The Architect is a person or entity providing design services for the Design-Builder for all or a portion of the Work, and is lawfully licensed to practice architecture in the applicable jurisdiction. The Architect is referred to throughout the Design-Build Documents as if singular in number. § 1.4.11 Contractor. A Contractor is a person or entity performing all or a portion of the construction, required in connection with the Work, for the Design-Builder. The Contractor shall be lawfully licensed, if required in the jurisdiction where the Project is located. The Contractor is referred to throughout the Design-Build Documents as if singular in number and means a Contractor or an authorized representative of the Contractor. 1.4.12 Confidential Information. Confidential Information is information containing confidential or business proprietary information that is clearly marked as "confidential." § 1.4.13 Contract Time. Unless otherwise provided, Contract Time is the period of time, including authorized adjustments, as set forth in the Design-Build Amendment for Substantial Completion of the Work. § 1.4.14 Day. The term "day" as used in the Design-Build Documents shall mean calendar day unless otherwise specifically defined. § 1.4.15 Contract Sum. The Contract Sum is the amount to be paid to the Design-Builder for performance of the Work after execution of the Design-Build Amendment, as identified in Article A.1 of the Design-Build Amendment ARTICLE 2 COMPENSATION AND PROGRESS PAYMENTS § 2.1 Compensation for Work Performed Prior To Execution of Design-Build Amendment § 2.1.1 Unless otherwise agreed, payments for Work performed prior to Execution of the Design-Build Amendment shall be made monthly. For the Design-Builder's performance of Work prior to the execution of the Design-Build Amendment, the Owner shall compensate the Design-Builder as follows: (Insert amount of, or basisfor, compensation, including compensationfor any Sustainability Services, or indicate the exhibit in which the information is provided If there will be a limit on the total amount of compensation for Work performedprior to the execution of the Design-Build Amendment, state the amount of the limit.) 1fie Design-Builder may invoice the owner for $1,118,043. for its design work performed prior to the execution of the Design-Build Amendment. This amount is within and part of the price agreed in the Design-Build Amendment (Paragraphs deleted) § 2.1 number not used] (Paragraphs deleted) (Table deleted) § 2.1.4 Payments to the Design-Builder Prior To Execution of Design-Build Amendment § 2.1.4.1 Payments are due and payable upon presentation of the Design-Builder's invoice. (Paragraphs deleted) The Owner will not pay interest on unpaid sums. This is a specific waiver of requirements of S.C. Code Ann. §§ 29-6-30 and 29-6-50. (Paragraph deleted) § 2.2 Contract Sum and Payment for Work Performed After Execution of Design-Build Amendment For the Design-Builder's performance of the Work after execution of the Design-Build Amendment, the Owner shall pay to the Design-Builder the Contract Sum in current funds as ageed in the Design-Build Amendment. ARTICLE 3 GENERAL REQUIliEMENTS OF THE WORK OF THE DESIGN-BUII.D CONTRACT § 3.1 General § 3.1.1 T'he Design-Builder shall comply with any applicable licensing requirements in the jurisdiction where the Project is located. Building Permit and Other Permits and Fees: No general building permit is required in accordance with § 6-9-110 of the South Carolina Code of Laws; however, the Contractor shall be required to provide mechanical, electrical, plumbing and other such permits which may be required for purposes of inspection at no additional ~n1~ AIA Document A147T" — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Document is protected by U.S. Copyright Law and Internafional Treaties, Unauthorized reproduction or distribution of this AIA~' Document, or any portion of it, may result in severe civil and criminal penalties, and w111 be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which expires on 07/74/2016, and is not for resale. (1970631282) User Notes: PAPR - 002614 s cost to the District. Except for permits and fees which are the responsibility of the Contractor in the Contract Documents, the District shall secure and pay for necessary approvals, easements, assessments, utility impact fees, permits, and such charges required for the successful completion of the work. For each day (not counting Saturdays and Sundays, and not counting the day the Design-Builder submits its completed application to the authority) beyond five (5} days that a jurisdictional authority takes to respond to a permit application or similar permit request that is on the project's critical path, the Design Builder may claim one (1) additional day for the achievement of Substantial Completion. § 3.1.2 T'he Design-Builder shall designate in writing a representative who is authorized to act on the Design-Builder's behalf with respect to the Project. § 3.1.3 The Design-Builder shall perform the Work in accordance with the Design-Build Documents. The Design-Builder shall not be relieved ofthe obligation to perform the Work in accordance with the Design-Build Documents by the activities, tests, inspections or approvals of the Owner. § 3.1.3. i The Design-Builder shall perform the Work in compliance with applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities. If the Design-Builder performs Work contrary to applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities, the Design-Builder shall assume responsibility for such Work and shall bear the costs attributable to correction. § 3.1.3.2 Neither the Design-Builder nor any Contractor, Consultant, a Architect shall be obligated to perform any act which they believe will violate any applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities. If the Design-Builder determines that implementation of any instruction received from the Owner, including those in the Owner's Criteria, would cause a violation of any applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities, the Design-Builder shall notify the Owner in writing. Upon verification by the Owner that a change to the Owner's Criteria is required to remedy the violation, the Owner and the Design-Builder shall execute a Modification in accordance with Article 6. § 3.1.4 The Design-Builder shall be responsible to the Owner for' acts, errors, and omissions of the Design-Builder's employees, Architect, Consultants, Contractors, and their agents and employees, and other persons or entities performing portions of the Work. § 3.1.5 General Consultation. The Design-Builder shall schedule and conduct periodic meetings with the Owner to review matters such as procedures, progress, coordination, and scheduling of the Work. § 3.1.6 When the Owner's Design Requirements or applicable law requires that services be performed by licensed professionals, the Design-Builder shall provide those services through qualified, licensed professionals. The Owner understands and agrees that the services of the Design-Builder's Architect and the Design-Builder's other Consultants are performed in the sole interest of, and for the exclusive benefit of, the Design-Builder. § 3.1.7 The Design-Builder, with the assistance of the Owner, shall prepare and file documents required to obtain necessary approvals of governmental authorities having jurisdiction over the Project. The Office of School Facilities (OSF) in conjunction with the State Fire Marshal shall determine the enforcement and interpretation of all the applicable codes and referenced standards on state buildings, including the District's school facilities. § 3.1.8 Progress Reports § 3.1.8.1 The Design-Builder shall keep the Owner informed of the progress and quality of the Work. As stated in the Design Requirements, the Design-Builder shall submit written progress reports, photographs of Work in progress, and other data to the Owner electronically, or through the Owner's option, project management software, showing estimated percentages of completion and other information identified below: ' .1 Work completed for the period; .2 Project schedule status; Submittal schedule and status report, including a summary of outstanding Submittals; .3 Responses to requests fox information to be provided by the Owner; .4 Approved Change Orders and Change Directives; .5 Itlit. ~ AAA Document A141~"' — 2014. Copyright ~ 2004 and 2014 by The American Instltute of Architects. All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyriyht Law and international Treafies. Unauthorized reproduction or distribution of this AIA° Document, or any portion of it, may resulE In severe civil and criminal penalties, antl will be prosecuted to the maximum extent possible under the law. This documentwas produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1970631262) User Notes: PAPR - 002615 7 .6 .7 .8 .9 .10 Pending Change Order and Change Directive status reports; Tests and inspection reports; Status report of Work rejected by the Owner; Status of Claims previously submitted in accordance with Article 14; Cumulative total of the Cost of the Work to date including the Design-Builder's compensation and Reimbursable Expenses, ifany; .11 Current Project cash-flow and forecast reports; and .12 Additional information as designated by the Owner through its project management software data requirements. § 3.1.8.2 In (Paragraphs deleted) addition to the requirements of § 3.1.8.1, the Design-Builder shall provide similar information through in-person progress report presentations to the Horry County Board of Education each month during one of the Boacd's public meetings. § 3.1.9 Design-Builder's Schedules § 3.1.9.1 The Design-Builder, promptly after execution of this Agreement, shall prepare and submit for the Owner's information a schedule for the Work. The schedule, including the time required for design and construction, shall not exceed time limits current under the Design-Build Documents, shall be revised at appropriate intervals as required by the conditions of the Work and Project, shall be related to the entire Project to the extent required by the Design-Build Documents, shall provide for expeditious and practicable execution of the Work, and shall include allowances for periods of time required for the Owner's review and for approval of submissions by authorities having jurisdiction over the Project. § 3.1.9.2 The Design-Builder shall perform the Work in general accordance with the most recent schedules submitted to the Owner. § 3.1.10 Certifications. Design-Builder shall include in each Application for Payment a certification from each of the Architect, Consultants, and Contractors, and furnish to the Owner, these certifications with respect to the documents and services provided by the Architect, Consultants, and Contractors (a) that, to the best of their knowledge, information and belief, the documents or services to which the certifications relate (i) are consistent with the Design-Build Documents, except to the extent specifically identified in the certificate, and (ii) comply with applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities governing the design of the Project; and (b) that the Owner and its consultants shall be entitled to rely upon the accuracy of the representations and statements contained in the certifications. The Design-Builder's Architect, Consultants, and Contractors shall not be required to execute certificates or consents that would require knowledge, services or responsibilities beyond the scope of their services. § 3.1.11 Design-Builder's Submittals § 3.1.11.1 Prior to submission of any Submittals, the Design-Builder shall prepare a Submittal schedule, and shall submit the schedule for the Owner's approval. The Owner's approval sha11 not unreasonably be delayed or withheld. The Submittal schedule shall (1) be coordinated with the Design-Builder's schedule provided in Section 3.1.9.1, (2) allow the Owner reasonable time to review Submittals, and (3) be periodically updated to reflect the progress of the Work. If the Design-Builder fails to submit a Submittal schedule, the Design-Builder shall not be entitled to any increase in Contract Sum or extension of Contract Time based on the time required for review of Submittals. § 3.1.11.2 By providing Submittals the Design-Builder represents to the Owner that it has (1) reviewed and approved them, (2) determined and verified materials, field measurements and field construction criteria related thereto, or will do so and (3) checked and coordinated the information contained within such Submittals with the requirements of the Work and of the Design-Build Documents. § 3.1.11.3 The Design-Builder shall perform no portion of the Work for which the Design-Build Documents require Submittals until the Owner or its designee has approved the respective Submittal. § 3.1.11.4 The Work shall be in accordance with approved Submittals except that the Design-Builder shall not be relieved of its responsibility to perform the Work consistent with the requirements of the Design-Build Documents. The Work may deviate from the Design-Build Documents only if the Design-Builder has notified the Owner in Init ~ AIA Document A141T"' — 2014. Copyright D 2004 and 2014 by The American Insfitute of Architects. All rights reserved. WARNING: This AIA" Document is protected by U.S. Co~~yright Law and International Treaties. Unauthorized reproduction or distribution of this AIA`A Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the rnaximum extent possible under the law. This documentwas produced by AIA software at 12:02:17 on 11/27/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002616 $ writing of a deviation from the Design-Build Documents at the time of the Submittal and a Modification is executed authorizing the identified deviation. The Design-Builder sha[1 not be relieved of responsibility for errors or omissions in Submittals by the Owner's approval ofthe Submittals. § 3.1.11.5 All professional design services or certifications to be provided by the Design-Builder, including all drawings, calculations, specifications, certifications, shop drawings and other Submittals, shall contain the signature and seal ofthe licensed design professional preparing them. Submittals related to the Work designed or certified by the licensed design professionals, if prepared by others, shall bear the licensed design professional's written approval. The Owner and its consultants shall be entitled to rely upon the adequacy, accuracy and completeness of the services, certifications or approvals performed by such design professionals. § 3.1.12 Warranty. 'Il~►e Design-Builder warrants to the Owner that materials and equipment furnished under the Contract will be of good quality and new unless the Design-Build Documents require or permit otherwise. The Design-Builder further warrants that the Work will conform to the requirements of the Design-Build Documents and will be free from defects, except for those inherent in the qua{iTy of the Work or otherwise expressly permitted by the Design-Build Documents. Work, materials, or equipment not conforming to these requirements may be considered defective. The Design-Builder's warranty excludes remedy for damage or defect caused by abuse, alterations to the Work not executed by the Design-Builder, improper or insufficient maintenance, improper operation, or normal wear and tear and normal usage. If required by the Owner, the Design-Builder shall furnish satisfactory evidence as to the kind and quality of materials and equipment. § 3.I.13 Royalties, Patents and Copyrights § 3.1.13.1 The Design-Builder shall pay all royalties and license fees. § 3.1.13.2 The Design-Builder shall defend suits or claims for infringement of copyrights and patent rights and shall hold the Owner and its separate contractors and consultants harmless from loss on account thereof, but shall not be responsible for such defense or loss when a particular design, process or product of a particular manufacturer or manufacturers is required by the Owner, or where the copyright violations are required in the Owner's Criteria. However, if the Design-Builder has reason to believe that the design, process or product required in the Owner's Criteria is an infringement of a copyright or a patent, the Design-Builder shall be responsible for such loss unless such information is promptly furnished to the Owner. If the Owner receives notice from a patent or copyright owner of an alleged violation of a patent or copyright, attributable to the Design-Builder, the Owner shall give prompt written notice to the Design-Builder. § 3.1.14 Indemnification § 3.1.14.1 To the fullest extent permit#ed by law, the Design-Builder shall indemnify and hold harmless the Owner, including the Owner's agents and employees, from and against claims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from performance of the Work, but only to the extent caused by the negligent acts or omissions of the Design-Builder, Architect, a Consultant, a Contractor, or anyone directly or indirectly employed by them or anyone for whose acts they may be liable. Such obligation shall not be construed to negate, abridge, or reduce other rights or obligations of indemnity that would otherwise exist as to a party or person described in this Section 3.1.14. § 3.1.14.2 The indemnification obligation under this Section 3.1.14 shall not be limited by a limitation on amount or type of damages, compensation, or benefits payable by or for Design-Builder, Architect, a Consultant, a Contractor, or anyone directly or indirectly employed by them, under workers' compensation acts, disability benefit acts or other employee benefit acts. § 3.1.15 Contingent Assignment of Agreements § 3.1.15.1 Each agreement for a portion of the Work is assigned by the Design-Builder to the Owner, provided that .1 assignment is effective only after termination of the Contract by the Owner for cause, pursuant to Sections 13:1.4 or 132.2, and only for those agreements that the Owner accepts by written notification to the Design-Builder and the Architect, Consultants, and Contractors whose agreements are accepted for assignment; and .2 assignment is subject to the prior rights of the surety, if any, obligated under bond relating to the Contract. Init. ~ aA Document A141 T"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Document is protected by U.S. Copyright Law and InEernational Treaties. Unauthorized reproduction or distriBution of this AIA° Document, pr any portion of it, may result in severe civil and criminal penalties, and will bo prosecuted to the maximum extent possible underthe law. This document was produced by AIA soHware at 12:02:17 on 11/2212015 under Order No.0239586208_7 which e~ires on 07/14/2016, and is not fa resale. (1970631282) User Notes: PAPR - 002617 9 When the Owner accepts the assignment of an agreement, the Owner assumes the Design-Builder's rights and obligations under the agreement. § 3.1.15.2 Upon such assignment, if the Work has been suspended for more than 30 days, the compensation under the assigned agreement shall be equitably adjusted for increases in cost resulting from the suspension. § 3.1.15.3 Upon such assignment to the Owner under this Section 3.1.15, the Owner may further assign the agreement to a successor design-builder or other entity. If the Owner assigns the agreement to a successor design-builder or other entity, the Owner shall nevertheless remain legally responsible for all of the successor design-builder's ar other entity's obligations under the agreement. § 3.1.16 Design-Builder's Insurance and Bonds. The Design-Builder shall purchase and maintain insurance and provide bonds as set forth in Exhibit B. ARTICLE 4 WORK PRIOR TO EXECUTION OF THE DESIGN-SUII.D AMENDMENT § 4.1 General § 4.1.1 Any information submitted by the Design-Builder, and any interim decisions made by the Owner, shall be for the purpose of facilitating the design process and shall not modify the Owner's Criteria unless the Owner and Design-Builder execute a Modification. [Numbers §4.2 & §4.3 intentionally not used] (Paragraphs deleted) § 4.4 Design-Builder's Construction Proposal § 4.4.1 The Design-Builder's Construction Proposal shall include the following: .1 A list of the documents and other information, including the Design-Builder's original Proposal Development Documents as proposed in the Owner's procurement leading to this Agreement, upon which the Design-Builder's Proposal is based; .2 The proposed Contract Sum, including the compensation method; .3 The proposed date the Design-Builder shall achieve Substantial Completion ; .4 An enumeration of any qualifications and exclusions, if applicable; .5 A list of the Design-Builder's key personnel, Contractors and suppliers; and .6 The date on which the Design-Builder's Construction Proposal expires. § 4.4.2 Submission of the Design-Builder's Construction Proposal shall constitute a representation by the Design-Builder that it has visited the site and become familiar with local conditions under which the Work is to be completed. § 4,4.3 If the Owner and Design-Builder agree on a proposal, the Owner and Design-Builder shall execute the Design-Build Amendment setting forth the terms of their agreement. ARTICLE 5 WORK FOLLOWING EXECUTION OF THE DESIGN-BLTII,D AMENDMENT § 5.1 Construction Documents § 5.1.1 Upon the execution of the Design-Build Amendment, the Design-Builder shall prepare Construction Documents. The Construction Documents shall establish the quality levels of materials and systems required. The Construction Documents shall be consistent with the Design-Build Documents. § 5.1.2 T'he Design-Builder shall provide the Construction Documents to the Owner for the Owner's information. If the Owner discovers any deviations between the Construction Documents and the Design-Build Documents, the Owner shall promptly notify the Design-Builder of such deviations in writing. The Construction Documents shall not modify the Design-Build Documents unless the Owner and Design-Builder execute a Modification. The failure of the Owner to diswver any such deviations shall not relieve the Design-Builder of the obligation to perform the Work in accordance with the Design-Build Documents. § 5.1.2.1 The Design-Builder shall submit three copies of all Construction Documents prepared and submitted to Regulatory Agencies as a portion of the permitting and approval process for this work. ~~i~' j AIA Document A141T"' — 2014. Copyright 8 2004 and 2014 by The American Institute of fvchitects. All rights reserved. WARNING: This AIA~' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distrihution of this AIA`~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted fo the maximum extent possible underthe law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.023958fi208 1 which e~ires on 07H4/2016, and is not for resale. (1970631282) User Notes: PAPR - 002618 ~~ § 5.2 Construction § 5.2.1 Commencement. Except as permitted in Section 5.2.2, construction shall not commence prior to execution of the Design-Build Amendment. § 5.2.2 If the Owner and Design-Builder agree in writing, construction may proceed prior to the execution of the Design-Build Amendment. However, such authorization shall not waive the Owner's right to reject the Design-Builder's Proposal. § 5.2.3 The Design-Builder shall supervise and direct the Work, using the Design-Builder's best skill and attention. The Design-Builder shall be solely responsible for, and have control over, construction means, methods, techniques, sequences and procedures, and for coordinating all portions of the Work under the Contract, unless the Design-Build Documents give other specific instructions concerning these matters. § 5.2.4 The Design-Builder shall be responsible for inspection of portions of Work already performed to determine that such portions are ui proper condition to receive subsequent Work. Maintenance of Record Drawings: The Contractor shall maintain at the worksite one (1) record copy of the Contract Documents including approved changes in good order and marked currently to record changes and selections made during performance of the work. A copy of submittals accepted by the District shall also be maintained at the worksite. These items shall be available to the Architect and District when present at the worksite. When required by the Contract Documents, the Contractor shall provide record drawings on all increments of the work such as, by way of illustration and not limitation, plumbing, electrical, mechanical, and all systems, such as fire and security systems, incorporated into the work. The Contractor shall famish an electronic and paper copy of record drawings of "as-built" detail to the Architect at final completion of all work, excluding punch list items as required by the Conh~act Documents. Professional Certifications: When professional certification of performance criteria for materials, systems, or equipment is required by the Contract Documents, the District shall be entitled to rely upon the accuracy and completeness of such calculations and certifications. Contractor's Quality Control Program: T'he Contractor shall institute and maintain throughout the contract term a quality control program, designed to ensure the work performed is in accordance with the Contract Documents, including any changes, at all times and in all respects. T'he program shall include providing daily supervision and conducting frequent inspections by the Worksite Superintendent(s). 1. Compliance with Employment Laws: By entering into a Contract Agreement, the Contractor agrees to abide by all applicable laws pertaining to employment including, by way of illustration and not limitation, the following: A. Title VJI ofthe Civil Rights Act of 1964, as may be amended. e. Age Discrimination in Employment Act of 1964, as may be amended. C. Title I of the Americans Disabilities Act of 1990, as may be amended. ~. Equal Pay Act of 1963, as may be amended. E. Fair Labor Standards Act, as may be amended. F. South Carolina Wages Act, Code 37-10-10 et seq., as may be amended. G. South Carolina Worker's Compensation Act, Code 42-1-10 et seq., as may be amended. The Contractor shall not discriminate against any employee or applicant for employment because of race, religion, color, sex, age, handicap, or national origin except when such condition is a bona fide occupational qualification reasonably necessary for normal operations of the Contractor. The Contractor, in all solicitations or advertisements for employees, shall state the Contractor is an "Equal Opportunity Employer." The Contractor agrees to post in conspicuous places, visible to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause and shall include the provision of this para~-aph in every subcontract or purchase agreement of more than $10,000. Init, ~ AIA Document A141T" — 2014. Copyright D 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA" Document is protected by U.S. Copyriyht Law and International Treaties. Unauthorized reproduction or disfribufion of this AIA"~ Document, or any portion of it, may result In severe civil and criminal penalties, and will be prosecuted to the max(mum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002619 .~.~ Employment Taxes and Benefits: Unless under order from the Internal Revenue Service or South Carolina state government, the District does not withhold from the contract payments any Federal or State income taxes, or any employment-related taaces normally withheld on the District's employees. Further, the District shall not provide any employment related ittsurances or other benefits such as worker's compensation for the benefit of any Contractor, subcontractor or supplier employees. Project Key Staff —Project Manager: The Contractor shall assign a skilled, experienced, and dedicated Project Manager to the project and identified in E~chibit A. The Project Manager shall secure the materials of proper quality and quantity to meet the Contract Documents and manage the appropriate timing of all materials, sub-contracted work, and Contractor provided labor to ensure the continual progress of the work to meet the substantial completion date. The Contractor shall not change the Project Manager or the duties and status of the Project Manager during the course of the project without approval of the District. Project Key Staff -- Worksite Superintendent(s): 'The Contractor shall employ at least one (1) full-time, competent Worksite Superintendent and, if required by the Contract Documents, an additional part-time or full-time, competent secondaxy Worksite Superintendent if expedient for the size and scope of the project. Exhibit A identifies the Worksite Superintendent(s). No less than one (1) Worksite Superintendent shall be in attendance at the worksite at all times during performance of any work by the Contractor's own forces or subcontractors and during delivery of any materials. The Worksite Superintendent shall not perform the work of any trade or other duties; however, the secondary Worksite Superintendent may perform part-time work of a trade or the duties of OSHA Compliance Officer or fireguard, if approved by the District. The Contractor shall not change any Worksite Superintendent or the duties or status of same during the course of the project without approval of the District The Worksite Superintendents) shall enforce strict discipline and good order among the Contractor's representatives, agents, employees, subcontractors and suppliers. Worksite Communications: T'he Project Manager and Worksite Superintendents) are representatives of the Design Builder and communications given to them, either orally or in writing, shall be as binding as if given to the Principal of the Design Builder. § 5.3 Labor and Materials § 5.3.1 Unless otherwise provided in the Design-Build Documents, the Design-Builder shall provide and pay for labor, materials, equipment, tools, construction equipment and machinery, water, heat, utilities, transportation, and other facilities and services, necessary for proper execution and completion of the Work, whether temporary or permanent, and whether or not incorporated or to be incorporated in the Work. § 5.3.2 VJt►en a material or system is specified in the Design-Build Documents, the Design-Builder may make substitutions only in accordance with Article 6. § 5.3.3 The Design-Builder shall enforce strict discipline and good order among the Design-Builder's employees and other persons carrying out the Work. T'he Destgn-Builder shall not permit employment of unfit persons or persons not properly skilled in tasks assigned to them. § 5.4 Taxes The Design-Builder shall pay sales, consumer, use and similar taxes, for the Work provided by the Design-Builder, that are legally enacted when the Design-Build Amendment is executed, whether or not yet effective or merely scheduled to go into effect. § 5.5 Permits, Fees, Notices and Compliance with Laws § 5.5.1 Unless otherwise provided in the Design-Build Documents, the Design-Builder shall secure and pay for the permits, fees, licenses, and inspections by government agencies, necessary for proper execution of the Work and Substantial Completion of the Project. § 5.5.2 "I7ie Design-Builder shall comply with and give notices required by applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities, applicable to performance of the Work. § 5.5.3 Concealed or Unknown Conditions. If the Design-Builder encounters conditions at the site that are (1) subsurface of otherwise concealed physical conditions that differ materially from those indicated in the Init ~ ~A Document A141'"' — 2014. Copyright ~ 2004 and 2014 by The American Insfitute of Architects. All rights reserved. WARNING: This AIAm Document is protected by U.S. Gopyriyht Law and International Treaties. Unauthorized reproduction or disirihution of this AIA~ Document, or any portion of it, may result in severe civil and criminal penalties, and will he prosecuted to the maximum extent possihle underthe law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002620 ,~ 2 Design-Build Documents or (2) unknown physical conditions of an unusual nature that differ materially from those ordinarily found to exist and generally recognized as inherent in construction activities of the character provided for in the Design-Build Documents, the Design-Builder shall promptly provide notice to the Owner before conditions are disturbed and in no event later than 21 days after first observance of the conditions. T'he Owner shall promptly investigate such conditions and, if the Owner determines that they differ materially and cause an increase or decrease in the Design-Builder's cost of, or time required for, performance of any part of the Work, shall recommend an equitable adjustment in the Contract Sum or Contract Time, or both. If tt►e Owner determines that the conditions at the site are not materially different from those indicated in the Design-Build Documents and that no change in the terms of the Contract is justified, the Owner shall promptly notify the Design-Builder in writing, stating the reasons. If the Design-Builder disputes the Owner's determination or recommendation, the Design-Builder may proceed as provided in Article 14. § 5.5.4 If, in the course of the Work, the Design-Builder encounters human remains, or recognizes the existence of burial markers;archaeological sites, or wetlands, not indicated in the Design-Build Documents, the Design-Builder shall immediately suspend any operations that would affect them and shall notify the Owner. Upon receipt of such notice, the Owner shall promptly take any action necessary to obtain governmental authorization required to resume the operations. The Design-Builder shall continue to suspend such operations until otherwise instructed by the Owner but shall continue with all other operations that do not affect those remains or features. Requests for adjustments in the Contract Sum and Contract Time arising from the existence of such remains or features may be made as provided in Article 14. § 5.6 Allowances § 5.6.1 The Design-Builder shall include in the Contract Sum all allowances stated in the Design-Build Documents. Items covered by allowances shall be supplied for such amounts, and by such persons or entities as the Owner may direct, but the Design-Buildex shall not be required to employ persons or entities to whom the Resign-Builder has reasonable objection. § 5.6.2 Untess otherwise provided in the Design-Build Documents, allowances shall cover the cost to the Design-Builder of materials and equipment delivered at the site .1 and all required taxes, less applicable trade discounts; .2 the Design-Builder's costs for unloading and handling at the site, labor, installation costs, overhead, profit, and other expenses contemplated for stated allowance amounts, shall be included in the Contract Sum but not in the allowances; and .3 whenever costs are more than or less than allowances, the Contract Sum shall be adjusted accordingly by Change Order. The amount of the Change Order shall reflect (1) the difference between actual costs and the allowances under Section 5.6.2.1 and (2) changes in Design-Builder's costs under Section 5.6.2.2. § 5.6.3 The Owner shall make selections of materials and equipment with reasonable promptness for allowances requiring Owner selection. § S.7 Key Personnel, Contractors and Suppliers § 5.7.1 The Design-Builds shall not employ personnel, or contract with Contractors or suppliers to whom the Ownar has made reasonable and timely objection. The Design-Builder shall not be required to contract with anyone to whom the Design-Builder has made reasonable and timely objection. § 5.7.2 If the Design-Builder desires to change any of the personnel, Contractors or suppliers identified in the Design-Build Amendment, including but not limited to any contractor or design professional identified by the Design-Builder in its Request for Qualifications response, the Design-Builder shall notify the Owner and provide the name and qualifications of the proposed new personnel, design professional, Contractor or supplier. The Owner may reply within 14 days to the Design-Builder in writing, stating (1) whether the Owner has reasonable objection to the proposed new personnel, design professional, Contractor or supplier or (2) that the Owner requires additional time to review. Failure of the Owner to reply within the 14-day period shall constitute notice of no reasonable objection. § 5.7.3 Except for those persons or entities already identified or required in the Design-Build Amendment, the Design-Builder, as soon as practicable after execution of the Design-Build Amendment, shall furnish in writing to the Owner the names of persons or entities (including those who are to furnish materials or equipment fabricated to a ~n~~ ~ AIA Document A141T"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIR° Document is protected by U.S. Copyright Law and International Treaties, Unauthorized reproduction or distribution of this AIAA Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This documentwas produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/201s, and is not for resale, (1970631282) User Notes: PAPR - 002621 ,~ 3 special design) proposed for each principal portion of the Work. The Owner may reply within 14 days to the Design-Builder in writing stating (1) whether the Owner has reasonable objection to any such proposed person or entity or (2) that the Owner requires additional time for review. Failure of the Owner to reply within the 14-day period shall constitute notice of no reasonable objection. § 5.7.3.] If the Owner has reasonable objection to a person or entity proposed by the Design-Builder, the Design-Builder shall propose another to whom the Owner has no reasonable objection. § 5.8 Documents and Submittals at the Site In addition to any Owner requirements to keep electronic project data up to date, the Design-Builder shall maintain at the site for the Owner one copy of the Design-Build Documents and a current set of the Construction Documents, in good order and marked currently to indicate field changes and selections made during construction, and one copy of approved Submittals. The Design-Builder shall deliver these items to the Owner in accordance with Section 9.10.2 as a record of the Work as constructed. § 5.9 Use of Site The Design-Builder shall confine operations at the site to areas permitted by applicable laws, statutes, ordinances, codes, rules and regulations, lawful orders of public authorities, and the Design-Build Documents, and shall not unreasonably encumber the site with materials or equipment. § 5.10 Cutting and Patching The Design-Builder shall not cut, patch or otherwise alter fully or partially completed construction by the Owner or a separate contractor except with written consent of the Owner and of such separate contractor; such consent shall not be unreasonably withheld. The Design-Builder shall not unreasonably withhold from the Owner or a separate contractor the Design-Bui]der's consent to cutting or otherwise altering the Worlc. § 5.11 Cleaning Up § 5.11.1 The Design-Builder shall keep the premises and surrounding area free from accumulation of waste materials or rubbish caused by operations under the Contract. At completion of the Work, the Design-Builder shall remove waste materials, rubbish, the Design-Builder's tools, construction equipment, machinery and surplus materials from and about the Project. § 5.11.2 If the Design-Builder fails to clean up as provided in the Design-Build Documents, the Owner may do so and Owner shall be entitled to reimbursement from the Design-Builder. § 5.12 Access to Worlc The Design-Builder shall provide the Owner and its separate contractors and consultants access to the Work in preparation and progress wherever located. The Design-Builder shall notify the Owner regarding Project safety criteria and programs, which the Owner, and its contractors and consultants, shall comply with while at the site. § 5.13 Construction by Owner or by Separate Contractors § 5.13.1 Owner's Right to Perform Construction and to Award Separate Contracts § 5.13.1.1 T'he Owner reserves the right to perform construction or operations related to the Project with the Owner's own forces; and to award separate contracts in connection with other portions of the Project, or other construction or operations on the site, under terms and conditions identical or substantially similar to this Contract, including those terms and conditions related to insurance and waiver of subrogation. The Owner shall notify the Design-Builder promptly after execution of any separate contract. If the Design-Builder claims that delay or additional cost is involved because of such action by the Owner, the Design-Builder shall make a Claim as provided in Article 14. § 5.13.1.2 When separate contracts are awarded for different portions of the Project or other construction or operations on the site, the term "Design-Builder" in the Design-Build Documents in each case shall mean the individual or entity that executes each separate agreement with the Owner: § 5.13.1.3 The Owner shall provide for coordination of the activities of the Owner's own forces, and of each separate contractor, with the Work of the Design-Builder, who shall cooperate with them. The Design-Builder shall participate with other separate contractors and the Owner in reviewing their construction schedules. The Init. ~ AIA Document A141T"' — 2014. Copyright D 2004 and 2014 by The American Institute of Architects, All rights reserved. WARNING: This AIA" Document is protected by U.S. Copyriyht Law and Intemafional Treaties. Unauthorized reproduction or distrihution of this AIA~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/215 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002622 .14 Design-Builder shall make any revisions to the construction schedule deemed necessary after a joint review and mutual agreement. T'he construction schedules shall then constitute the schedules to be used by the Design-Builder, separate contractors and the Owner until subsequently revised. § 5.13.1..4 Unless otherwise provided in the Design-Build Documents, when the Owner performs construction or operations related to the Project with the Owner's own forces or separate contractors, the Owner shall be deemed to be.subject to the same obligations, and to have the same rights, that apply to the Design-Builder under the Contract. § 5.14 Mutual Responsibility § 5.14.1 The Design-Builder shall afford the Owner and separate contractors reasonable opportunity for introduction and storage of their materials and equipment and performance of their activities, and shall connect and coordinate the Design-Builder's construction and operations with theirs as required by the Design-Build Documents. § 5.14.2 If part of the Design-Builder's Work depends upon construction or operations by the Owner or a separate contractor, the Design-Builder shall, prior to proceeding with that portion of the Work, prepare a written report to the Owner, identifying apparent discrepancies or defects in the construction or operations by the Owner or separate contractor that would render it unsuitable for proper execution and results of the Design-Builder's Work. Failure of the Design-Builder to report shall constitute an acknowledgment that the Owner's or separate contractor's completed or partially completed construction is fit and proper to receive the Design-Builder's Work, except as to defects not then reasonably discoverable. § 5.14.3 The Design-Builder shall reimburse the Owner and other contractors) for costs the Owner and other contractor(s), respectively, incur because of the Design-Builder's delays, improperly timed activities or defective construction. § 5.14.4 The Design-Builder shall promptly remedy damage the Design-Builder wrongfully causes to completed or partially completed construction or to property of the Owner or separate contractors as provided in Section 10.2.5. § 5.14.5 The Owner and each separate contractor shall have the same responsibilities for cutting and patching the Work as the Design-Builder has with respect to the construction of the Owner or separate contractors in Section 5.10. § 5.15 Owner's Right to Clean Up If a dispute arises among the Design-Builder, separate contractors and the Owner as to the responsibility under their respective contracts for maintaining the premises and surrounding area free from waste materials and rubbish, the Owner may clean up and will allocate the cost among those responsible. ARTICLE 6 CHANGES IN THE WORK § 6.1 General § 6.1.1 Changes in the Work may be accomplished after execution of the Contract, and without invalidating the Contract, by Change Order or Change Directive, subject to the limitations stated in this Article 6 and elsewhere in the Design-Build Documents. § 6.1.2 A Change Order shall be based upon agreement between the Owner and Design-Builder. The Owner may issue a Change Directive without agreement by the Design-Builder. § 6.1.3 Changes in the Work shall be performed under applicable provisions of the Design-Build Documents, and the Design-Builder shall proceed promptly, unless otherwise provided in the Change Order or Change Directive. § 6.2 Change Orders A Change Order is a written instrument signed by the Owner and Design-Builder stating their agreement upon all of the following: .1 The change in the Work; .2 The amount of the adjustment, if any, in the Contract Sum or, if prior to execution of the Design-Build Amendment, the adjustment in the Design-Builder's compensation; and The extent of the adjustment, if any, in the Contract Time. .3 Init. ~ P`~A Document A141TM — 2014. Copyright ~ 2004 and 2014 by The American Instltute of Architects. All rights reserved. WARNING: This AIA'° Document is protected by U.S. Copyriyhf Law acid International Treaties. Unauthorizec{ reproduction or distribution of this AIAa Document, or any portion of it, may result in severe civil and criminal penalties, and will he prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11l2?J2013 under Order No.0239586208_1 which e~ires on 07/1412016, and is not for resale. (1970631282) User Notes: PAPR - 002623 ,~ 5 § 6.3 Change Directives § 6.3.1 A Change Directive is a written order signed by the Owner directing a change in the Work prior to agreement on adjustment, if any, in the Contract Sum or, if prior to execution of the Design-Build Amendment, the adjustment in the Design-Builder's compensation, or Contract Time. The Owner may by Change Directive, without invalidating the Contract, order changes in the Work within the general scope of the Contract consisting of additions, deletions or other revisions, the Contract Sum or, if prior to execution of the Design-Build Amendment, the adjustment in the Design-Builder's compensation, and Contract Time being adjusted accordingly. § 6.3.2 A Change Directive shall be used in the absence of total agreement on the terms of a Change Order. § 6.3.3 If the Change Directive provides for an adjustment to the Contract Sum or, if prior to execution of the Design-Build Amendment, an adjustment in the Design-Builder's compensation, the adjustment shall be based on one of the following methods: .1 Mutual acceptance of a lump sum properly itemized and supported by sufficient substantiating data to permit evaluation; .2 Unit prices stated in the Design-Build Documents or subsequently agreed upon; .3 Cost to be determined in a manner agreed upon by the parties and a mutually acceptable fixed or percentage fee; or .4 As provided in Section 6.3.7. § 6.3.4 If unit prices are stated in the Design-Build Documents or subsequently agreed upon, and if quantities originally contemplated are materially changed in a proposed Change Order or Change Directive so that application of such unit prices to quantities of Work proposed will cause substantial inequity to the Owner or Design-Builder, the applicable unit prices shall be equitably adjusted. § 6.3.5 Upon receipt of a Change Directive, the Design-Builder shall promptly proceed with the change in the Work involved and advise the Owner of the Design-Builder's agreement or disagreement with the method, if any, provided in the Change Directive for determining the proposed adjustment in the Contract Sum or, if prior to execution of the Design-Build Amendment, the adjustment in the Design-Builder's compensation, or Contract Time. § 6.3.6 A Change Directive signed by the Design-Builder indicates the Design-Builder's agreement therewith, including adjustment in Contract Sum or, if prior to execution of the Design-Build Amendment, the adjustment in the Design-Builder's compensation, and Contract Time or the method for determining them. Such agreement shall be effective immediately and shall be recorded as a Change Order, § 6.3.7 If the Design-Builder does not respond promptly or disagrees with the method for adjustment in the Contract Sum or, if prior to execution of the Design-Build Amendment, the method for adjustment in the Design-Builder's compensation, the Owner shall determine the methor] and the adjustment on the basis of reasonable expenditures and savings of those performing the Work attributable to the change, including, in case of an increase, an amount for overhead and profit as set forth in the Agreement, or if no such amount is set forth in the Agreement, a reasonable amount. In such case, and also under Section 63.3.3, the Design-Builder shall keep and present, in such form as the Owner may prescribe, an itemized accounting together with appropriate supporting data. Unless otherwise provided in the Design-Build Documents, costs for the purposes of this Section 63.7 shall be limited to the following: .change Order Allowable Pricing: For any change in contract price, the Contractor shall provide, itemize, and justify with appropriate supporting data. direct costs attributable to the change. Direct costs ath~ibutable to the change in work shall be limited to the following: A. Costs of materials, equipment and processes to be incorporated into the work including costs of shipping, handling, fabricating, sales tax (8%required in Horry County and 9%within certain incorporated parts of the City of Myrtle Beach as of August 1, 2009), or other such costs inherent in the provision and delivery of such materials, equipment and processes by the supplier or manufacturer. B. Costs of direct labor based on actual hourly labor rates multiplied by the actual work hows required to accomplish the change in work when such change in work results in additional contract time or labor. No Contractor or subcontractor shall ask for direct labor costs, when work required can be accomplished with the existing work force, in conjunction with other concurr~t work, and during the current approved contract time. The hourly labor rate for any additional contract time or laborers shall Init. AIA Document A141'"' — 2014. Copyright ~ 2004 and 2014 by The American InsQtute of Architects. All rights reserved. UVARNING: This AIA"' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA`~ Document, or any portion of it, may rosult iii severe c(vfl and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This documentwas produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 whicfi e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002624 16 be actual hourly rates not to exceed thirty dollars ($30) per hour unless documented proof of payment of a higher hourly rate for a specific skilled laborer is approved by the District prior to Change Order execution. C. Costs of fringe benefits for additional direct labor, including social security, unemployment or other taxes, health and workers' compensation insurances, or other benefits required by agreement, custom or applicable laws. Such fringe benefit rate shall not exceed twenty-eight percent (28%) and the District has the right to request itemized documentation proving the fringe benefit rate used. D. Costs of machinery or equipment rented or (eased in the short term specifically for completion of the additional work to be performed. Such equipment rented/leased shall not customarily be owned by the Contractor or any subcontractor affected by the change but shall be necessary to the accomplishment of the work required. Copies of invoices for such rental shall be provided to document the cost of rental or lease of machinery or equipment. The District shall not pay for use of Contractor- or subcontractor-owned equipment or machinery, which costs are included in the overhead computation. E. Costs of permits or inspection fees direotly attributable to the change in work and not included as part of the Contractor's requirements nor attributable to the Contractor's nonperformance or non-conformance to the Contract Agreement. F. Other such direct costs directly attributable to the work and approved by the District. G. Any additional cost resulting from an amendment to performance and payment bonds but in no event more than one percent (1%) after application of overhead and profit provided for elsewhere. The Contractor shall be responsible for notifying the Surety of any changes in the contract price, if required by the Surety. Costs itemized shall not exceed the unit costs as listed in the most current issue of Means Construction Cost Data or actual costs justified to the satisfaction of the District. Unallowable Costs; Any costs which may be perceived by the Contractor to be indirectly attributable to a change in work shall not he included in direct costs but shall be considered part of the overhead and profit rate applied to direct costs. Such costs not to be included in direct costs shall be, by way of illustration and not limitation: A. Labor hours and fringe benefit costs of the worksite superintendents) when such costs were included, or should have been included, in the original bid submitted or result from the Contractor's inability to meet the approved schedule or required completion date. The Contractor must prove, to the satisfaction of the District, such additional costs are directly attributable to any extension of time beyond the last approved completion date. An increase in contract price for additional site supervision shall be at the Districts' sole discretion. B. Perceived additional costs attributable to the Project Manager or supervision and coordination of subcontractors, suppliers or Contractor employees. C. Costs related to use, rental, purchase or replacement of equipment generally or customarily necessary to accomplish the work but not to be incorporated into the work such as, by way of illustration and not limitation, hand tools, generators, cleaning equipment, scaffolding, signage, fencing, vehicles, fuel, and so forth. D. Transpotrtation or travel costs related to the transporting of hired or contracted supervisors, workers or subcontractors to and from the worksite or between worksites or to pick-up and deliver materials, equipment and processes to the worksite by the Contractor's or subcontractor's own forces including parking, tolls, fines, meals, per diem, hotel, living expenses, or other such costs. E. Costs attributable to expediting delivery of materials, equipment or processes including telephone calls, facsimile transmissions. copying, employee labor and benefits, and so forth. F. Costs attributable to maintaining a local office, home office or corporate office as well as office staffing. equipment and consumables, and so forth. G. Costs for maintaining on-site facilities, including work trailers, telephones, computers, licenses, temporal'/ utilities, and so forth. H. Contracted services such as accountants, payroll service providers. attorneys, catering and so forth. I. Catering or vending services, portable toilets, dumpsters, and so forth. J. Other such indirect costs of doing business or costs normally considered inclusive in overhead. Allowable Overhead and Profit Charges: Additional overhead and profit attributable to the change in contract Init. ~ AIA Document A141 T"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' document is profec4ed by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuEed to the maximum extent possible underthe law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1970631262) User Notes: PAPR - 002625 ~7 pricing shall not exceed the following: A. Por work performed by the Contractor's own forces, a maximum of ten percent (10%) of the allowable direct costs or the unit pricing negotiated at the time of award. B. For work performed by a subcontractor's own forces, a maximum of ten percent (10%) of the allowable direct costs. C. For work performed by a subcontractor, overhead and profit of a maximum of five percent (5%) is allowable by the Contractor for administration of the sub-contract. Retainage: The District requires a retainage of three and one-half percent (3.5%) of the total contract price, as may be amended by any approved Change Order, to be withheld from the Contractor's payments throughout the term of the Agreement and payable at the time of final payment ai~er a) full completion of all work to be performed and all requirements established in the Agreement and acceptance by the District, b) submittal of all closeout documents, and c) submittal of an affidavit of payment of debts/claims, if requested by the District, for every subcontractor who performed work on the project evidencing they have received final payment of undisputed work and retainage withheld. As a condition of the contract, no more than three and one-half percent (3.5%) shall be retained from the progress payments of any subcontractor by the Contractor until final completion of that portion of the work. Prompt payment of retainage to all subcontractors at final completion of their acceptable work regardless of timing during the contract is mandatory. 'llhe Contractor shall, at final completion, ensure no amount of the Contractor's retained funds is allocable to the completed and accepted work of any subcontractor nor to materials or equipment purchased from any supplier unless such amounts are in dispute and the Contractar has not requested payment for such disputed amounts to date. Such amounts in dispute shall be identified on the Contractor's affidavit of payment of debts/claims submitted with final documents. § 6.3.8 The amount of credit to be allowed by the Design-Builder to the Owner for a deletion or change that results in a net decrease in the Contract Sum or, if prior to execution of the Design-Build Amendment, in the Design-Builder's compensation, shall be actual net cost. When both additions and credits covering related Work or substitutions are involved in a change, the allowance for overhead and profit shall be figured on the basis of net increase, if any, with respect to that change. § 6.3.9 Pending final determination of the total cost of a Change Directive to the Owner, the Design-Builder may request payment for Work completed under the Change Directive in Applications for Payment. The Owner will make an interim determination for purposes of certification for payment for those costs deemed to be reasonably justified. The Owner's interim determination of cost shall adjust the Contract Sum or, if prior to execution of the Design-Build Amendment, the Design-Builder's compensation, on the same basis as a Change Order, subject to the right of Design-Builder to disagree and assert a Claim in accordance with Article 14. § 6.3.10 When the Owner and Design-Builder agree with a determination concerning the adjustments in the Contract Sum or, if prior to execution of the Design-Build Amendment, the adjustment in the Design-Builder's compensation and Contract Time, or otherwise reach agreement upon the adjustments, such agreement shall be effective immediately and the Owner and Design-Builder shall execute a Change Order. Change Orders may be issued for all or any part of a Change Directive. ARTICLE 7 OWNER'S RESPONSIBILITIES § 7.1 General § 7.1.1 The Owner shall designate in writing a representative who shall have express authority to bind the Ownear with respect to all Project matters requiring the Owner's approval or authorization. § 7.1.2 The Owner shall render decisions in a timely manner and in accordance with the Design-Builder's schedule agreed to by the Owner. The Owner shall furnish to the Design-Builder, within 15 days after receipt of a written request, information necessary and relevant for the Design-Builder to give notices of project commencement and take other action to protect the integrity and exclusivity of the project payment bond(s). § 7.2 Information and Services Required of the Owner § 7.2.1 The Owner shall furnish information or services required of the Owner by the Design-Build Documents with reasonable promptness. Init. ~ AIA Document A141T"' — 2014. Copyright 8 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' bocument is protected by U.S. CoE~yriyht Law anti Internafio~al Treaties. Unauthorized reproduction or distribution of this AIA° Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This documantwas produced by AIA software at 12:02:17 on 11!22/2015 under Order No.0239566206_1 which e~ires on 07/14/2016, and is notfor resale, (1970631282) User Notes: PAPR - 002626 ~$ § 7.2.2 The Owner shall provide, to the e~ctent under the Owner's control and if not required by the Design-Build Documents to be provided by the Design-Builder, the results and reports of prior tests, inspections or investigations conducted for the Project involving structural or mechanical systems; chemical, air and water pollution; hazardous materials; or environmental and subsurface conditions and information regarding the presence of pollutants at the Project site. Upon receipt of a written request from the Design-Builder, the Owner shall also provide surveys describing physical characteristics,legal limitations and utility locations for the site of the Project, and a legal description of the site under the Owner's control. § 7.2.3 The Owner shall promptly obtain easements, zoning variances, and legal authorizations or entitlements regarding site utilization where essential to the execution of the Project. § 7.2.4 T'he Owner shall cooperate with the Design-Builder in securing land development, zoning, and other permits, licenses and inspections. § 7.2.5 The services, information, surveys and reports required to be provided by the Owner under this Agreement, shall be furnished at the Owner's expense, and except as otherwise specifically provided in this Agreement or elsewhere in the Design-Build Documents or to the extent the Owner advises the Design-Builder to the contrary in writing, the Design-Builder shall be entitled to rely upon the accuracy and completeness thereof. In no event shall the Design-Builder be relieved of its responsibility to exercise proper precautions relating to the safe performance of the Work. § 7.2.6 If the Owner observes or otherwise becomes aware of a fault or defect in the Work ornon-conformity with the Design-Build Documents, the Owner shall give prompt written notice thereof to the Design-Builder. § 7.2.7 Prior to the execution of the Design-Build Amendment, the Design-Builder may request in writing that the Owner provide reasonable evidence that the Owner has made financial arrangements to fulfill the Owner's obligations under the Design-Build Documents and the Design-Builder's Proposal.. § 7.2.8 Except as otherwise provided in the Design-Build Documents or when direct communications have been specially authorized, the Owner shall communicate through the Design-Builder with persons or entities employed or retained by the Design-Builder. § 7.2.9 Unless required by the Design-Build Documents to be provided by the Design-Builder, the Owner shall, upon request from the Design-Builder, furnish the services of geotechnical engineers or other consultants for investigation of subsurface, air and water conditions when such services are reasonably necessary to properly carry out the design services furnished by the Design-Builder. In such event, the Design-Builder shall specify the services required. Such services may include, but are not limited to, test borings, test pits, determinations of soil bearing values, percolation tests, evaluations of hazardous materials, ground corrosion and resistivity tests, and necessary operations for anticipating subsoil conditions. The services of geotechnical engineers) or other consultants shall include preparation and submission of alt appropriate reports and professional recommendations. § 7.2.10 The Owner shall purchase and maintain insurance as set forth in Exhibit B. § 7.3 Submittals § 7.3.1 'The Owner shall review and approve or take other appropriate action on Submittals. Review of Submittals is not conducted for the purpose of determining the accuracy and completeness of other details, such as dimensions and quantities; or for substantiating instructions for installation or performance of equipment or systems; or for determining that the Submittals are in conformance with the Design-Build Documents, all of which remain the responsibi lity of the Design-Builder as required by the Design-Build Documents. T'he Owner's action will be taken in accordance with the submittal schedule approved by the Owner or, in the absence of an approved submittal schedule, with reasonable prompfiess while allowing sufficient time in the Owner's judgment to permit adequate review. The Owner's review of Submittals shall not relieve the Design-Builder of the obligations under Sections 3.1.11, 3.1.12, and 5.2.3. The Owner's review shall not constitute approval of safety precautions or, unless otherwise specifically stated by the Owner, of any construction means, methods, techniques, sequences or procedures. The Owner's approval of a specific item shall not indicate approval of an assembly of which the item is a component. Init. ~ AIA Document A747T"' — 2D14. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is proterted by U,S. Copyright Law and intemationa~ Treaties. Unauthorized reproduction or distribution of this AfA~ document, or any portion of it, may result in severe civil and cNminal penalties, and will be prosecuted to fihe maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/2?J2015 under Order No.0239586208_i which expires on 07H 4/2016, and is not for resale. (1970631282) User Notes: PAPR - 002627 ,~9 § 7.3.2 Upon review of the Submittals required by the Design-Build Documents, the Owner or its designee shall notify the Design-Builder of any non-conformance with the Design-Build Documents the Owner discovers. § 7.4 Visits to the site by the Owner shall not be construed to create an obligation on the part of the Owner to make on-site inspections to check the quality or quantity of the Work. The Owner shall neither have control over or charge of, nor be responsible for, the construction means, methods, techniques, sequences or procedures, or for the safety precautions and programs in connection with the Work, because these are solely the Design-Builder's rights and responsibilities under the Design-Build Documents. § 7.5 The Owner shall not be responsible for the Design-Builder's failure to perform the Work in accordance with the requirements of the Design-Build Documents. The Owner shall not have control over or charge of, and will not be responsible for acts or omissions of the Design-Builder, Architect, Consultants, Contractors, or their agents or emp]oyees, or any other persons or entities performing portions of the Work for the Design-Builder. § 7.6 The Owner has the authority to reject Work that does not conform to the Design-Build Documents. The Owner shall have authority to require inspection or testing of the Work in accordance with Section 15.5.2, whether or not such Work is fabricated, installed or completed. However, neither this authority of the Owner nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Owner to the Design-Builder, the Architect, Consultants, Contractors, material and equipment suppliers, their agents or employees, or other persons or entities performing portions of the Work. § 7.7 The Owner shall determine the date or dates of Substantial Completion in accordance with Section 9.8 and the date of final completion in accordance with Section 9.10. § 7.8 Owner's Right to Stop Work If the Design-Builder fails to correct Work which is not in accordance with the requirements of the Design-Build Documents as required by Section 11.2 or persistently fails to carry out Work in accordance with the Design-Build Documents, the Owner may issue a written order to the Design-Builder to stop the Work, or any portion thereof, until the cause for such order has been eliminated; however, the right of the Owner to stop the Work shall not give rise to a duty on the part of the Owner to exercise this right for the benefit of the Design-Builder or any other person or entity, except to the extent required by Section 5.13.1.3. § 7.9 Owner's Right to Carry Out the Work If the Design-Builder defaults or neglects to carry out the Work in accordance with the Design-Build Documents and failswithin aten-day period after receipt of written nonce from the Owner to commence and continue correction of such default or neglect with diligence and promptness, the Owner may, without prejudice to other remedies the Owner may have, correct such deficiencies. In such case, an appropriate Change Order shall be issued deducting from payments then or thereafter due the Design.-Builder the reasonable cost of correcting such deficiencies. If payments then or thereafter due the Design-Builder are not sufficient to cover such amounts, the Design-Builder shall pay the difference to the Owner. For Work on the critical path to beneficial occupancy of the Project (or defined component thereofl the ten-day period referenced herein is reduced to five (5) days during the 60 days prior to substantial completion as shown on the last schedule properly submitted under § 3.1.9. ARTICLE 8 TIlVIE § 8.1 Progress and Completion § 8.1.1 Time limits stated in the Design-Build Documents are of the essence of the Contract. By executing the Design-Build Amendment the Design-Builder confirms that the Contract Time is a reasonable period for performing the Work. § 8.1.2 The Design-Builder shall not, except by agreement of the Owner in writing, commence the Work prior to the effective date of insurance, other than property insurance, required by this Contract. The Contract Time shall not be adjusted as a result of the Design-Builder's failure to obtain insurance required under this Contract. § 8.1.3 The Design-Builder shall proceed expeditiously with adequate forces and shall achieve Substantial Completion within the Contract Time. § 8.1A LIQUIDATED DAMAGES FOR LATE SUBSTANTIAL AND FINAL COMPLETION OF THE WORK. ~~~ ~ AIA Document A141 T" — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIAm Document is protected by U.S. Copy~ght Law and intevnational Treaties. Unauthorized reproduction qr distribution of this AIA~' Document, or any portion of it, may result In severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This documentwas produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586206_1 which e~ires on 07/14!2016, and is not for resale. (1970631262) User Notes: PAPR - 002628 20 _. _: ., -, The Owner and the Contractor agree that time is of the essence and that the Owner will suffer significant damage, haxdship, and loss if the Work is not substantially completed within the Contract Time. Damages the Owner will incur as a result of breach of contract by failure to achieve substantial completion are: use ofrelocatable classrooms; use of alternate sites for the educational program; disruption of class locations; disruption of athletic program; disruption of public service activities planned for the project; loss of rental of the project; security risks due to comingling of project workers with additional persons on and near the site; additional safety risks of equipment, vehicles, and unfinished work on the campus during the academic term; general disruption of the teaching and learning process due to project activities during the academic term; moving equipment during the academic term when students and full staff are present; harm to the Owner's reputation and established goodwill among the community, parents, students, and staff due to late delivery of the project; loss of student morale and academic performance due to the ongoing Work during the academic term; harm to the Owner's public relations; disruption and inefficiency of the management of all the Owner's facilities and other current construction projects. The measurement of such damages is difficult. Accordingly, such damages are converted to Liquidated Damages as follows: for each day the Work is not Substantially Complete beyond the Contract Time allowed for Substantial Completion, liquidated damages of $1000 will be due from the Design-Builder to the Owner; for each day the Work is not Finally Complete beyond the Contract Time allowed for Final Completion, liquidated damages of $500 will be due from the Design-Builder to the Owner. § 8.2 Delays and Extensions of Time § 8.2.1 If the Design-Builder is delayed at any time in the commencement or progress of the Work by an act or neglect of the Ovmer or of a consultant or separate contractor employed by the Owner; or by changes ordered in the Work by the Owner; or by labor disputes, fire, unusual delay in deliveries, unavoidable casualties or other causes beyond the Design-Builder's control; or delay in purchase of any project property or owner provided surveying and testing of such property); or by an act of god, tornado, fire, hurricane, blizzard, earthquake, typhoon, or flood that damages completed work, stored material, or impedes progress of the work; by delay authorized by the Owner pending mediation and binding dispute resolution or by other causes that the Owner determines may justify delay, then the Contract Time shall be extended by Change Order for such reasonable time as the Owner may deternune. § 8.2.2 Claims relating to time shall be made in accordance with applicable provisions of Article 14. (Paragraph deleted) § 8.2.3 Weather Delays: When adverse weather conditions are the basis for a request for additional time, such request shall be documented by data substantiating the weather conditions. . Such time extension request shall be in writing and submitted to the Dishict with its Application for Payment. The approved e~ctension of time shall be incorporated in the next Change Order. § 8.2.4 Anticipated Weather Delays: A total of two (2) days per calendar month (non-cumulative) shall be anticipated by the Contractor as "adverse weather," and such time shall not be considered justification for an extension of time. If adverse weather days beyond the two (2) days anticipated are substantiated by written (NOAH) data indicating precipitation greater than .10" occurred that day an extension of time will be allowed to the extent of one (1) full day of extended time for each full working day of adverse weather conditions . . If the precipitation over .10" is so great that it causes subsequent work days to be lost those days may also be requested as a time extension and will be granted day for day basis for days lost in construction operations . A request for adverse weather extension shall not be allowed after the date established for substantial completion. ARTICLE 9 PAYMENT APPLICATIONS AND PROJECT COMPLETION § 9.1 Contract Sum The Contract Sum is stated in the Design-Build Amendment. § 9.2 Schedule of Values Where the Contract Sum is based on a stipulated sum or Guaranteed Maximum Price, the Design-Builder, prior to the first Application for Payment after execution of the Design-Build Amendment shall submit to the Owner a schedule of values allocating the entire Contract Sum to the various portions of the Work and prepared in such form and supported by such data to substantiate its accuracy as the Owner may require. This schedule, unless objected to by the Owner, shall be used as a basis for reviewing the Design-Builder's Applications for Payment. Init. ~ AIA Document A141TM' — 2074. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"~ Document is protected by U.S. Copyright Law and International Treaties. Unaut(iorized reproduction or distrihution of this AIA~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible underthe law. This documentwas produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is notfor resale. User Notes: (1970631282) PAPR - 002629 21 § 9.3 Applications for Payment § 9.3.1 At least TWENTY ONE days before the date established for each progress payment, the Design-Builder shall submit to the Owner an itemized Application for Payment for completed portions of the Work. The application shall be notarized, if required, and supported by data substantiating the Design-Builder's right to payment as the Owner may require, such as copies of requisitions from the Architect, Consultants, Conhactors, and material suppliers, and shall reflect retainage if provided for in the Design-Build Documents. § 9.3.1.1 As provided in Section 6.3.9, Applications for Payment may include requests for payment on account of changes in the Work that have been properly authorized by Change Directives, or by interim determinations of the Owner, but not yet included in Change Orders. § 9.3.1.2 Applications for Payment shall not include requests for payment for portions of the Work for which the Design-Builder does not intend to pay the Architect, Consultant, Contractor, material supplier, or other persons or entities providing services or work for the Design-Builder, unless such Work has been performed by others whom the Design-Builder intends to pay. § 9.3.2 Unless otherwise provided in the Design-Build Documents, payments shall be made for services provided as well as materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work. If approved in advance by the Owner, payment may similarly be made for materials and equipment suitably stored off the site at a location agreed upon in writing. Payment for materials and equipment stored on or off the site shall be conditioned upon compliance by the Design-Builder with procedures satisfactory to the Owner to establish the Owner's title to such materials and equipment or otherwise protect the Ovmer's interest, and shall include the costs of applicable insurance, storage and transportation to the site for such materials and equipment stored offthe site. § 9.3.3 The Design-Builder warrants that title to all Work, other than Instruments of Service, covered by an Application for Payment will pass to the Owner no later than the time of payment. The Design-Builder further warrants that, upon submittal of an Application for Payment, all Work for which Certificates for Payment have been previously issued and payments received from the Owner shall, to the best of the Design-Builder's lmowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of the Design-Builder, Architect, Consultants, Contractors, material suppliers, or other persons or entities entitled to make a claim by reason of having provided labor, materials and equipment relating to the Work, § 9.4 Certificates for Payment SEE § A.1.5.1.3 FOR SCHEDULE. In accordance with the schedule set forth in § A.1.5.1.3, the Owner issue to the Design-Builder a Certificate for Payment indicating the amount the Owner determines is properly due, and notify the Design-Builder in writing of the Owner's reasons for withholding certification in whole or in part as provided in Section 9.5.1. § 9.5 Decisions to Withhold Certification § 9.5.1 The Owner may withhold a Certifiicate for Payment in whole or in part to the extent reasonably necessary to protect the Owner due to the Owner's determination that the Work has not progressed to the point indicated in the Design-Builder's Application for Payment, or the quality of the Work is not in accordance with the Design-Build Documents. If the Owner is unable to certify payment in the amount of the Application, the Owner will notify the Design-Builder as provided in Section 9.4. If the Design-Builder and Owner cannot agree on a revised amount, the Owner will promptly issue a Certificate for Payment for the amount that the Owner deems to be due and owing. The Owner may also withhold a Certificate for Payment or, because of subsequently discovered evidence, may nullify the whole or a part of a Certificate for Payment previously issued to such extent as may be necessary to protect the Owner from loss for which the Design-Builder is responsible because o£ .1 defective Work, including design and construction, not remedied; .2 third party claims filed or reasonable evidence indicating probable filing of such claims unless security acceptable to the Owner is provided by the Design-Builder; failure of the Design-Builder to make payments properly to the Architect, Consultants, Contractors or .3 others, for services, labor, materials or equipment; reasonable evidence that the Work cannot be completed for the unpaid balance of the Contract Sum; .4 damage to the Owner or a separate contractor; .5 Init. AIA Document A141TM' — 2014. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyright Law and IntemaEional Treaties. Unauthorized reproduction or distribution of this AIA~' Document, or any portion of it, may result in severe civil and criminal penalties, and w111 be prosecuted to the maulmum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which eupires on 07N472016, and is not for resale. (1970631262) User Notes: PAPR - 002630 22 reasonable evidence that the Work will not be completed within the Contract Time, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; or repeated or substantial failure to carry out the Work in accordance with the Design-Build Documents, § 9.5.2 When the above reasons for withholding certification are removed, certification will be made for amounts previously withheld. § 9.5.3 If the Owner withholds certification for payment under Section 9.5.1.3, the Owner may, at its sole option, issue joint checks to the Design-Builder and to the Architect or any Consultants, Contractor, material or equipment suppliers, or other persons or entities providing services or work for the Design-Builder to whom the Design-Builder failed to make payment for Work properly performed or material or equipment suitably delivered. § 9.6 Progress Payments § 9.6.1 After the Owner has issued a Certificate for Payment, the Owner shall make payment in the manner and within the time provided in the Design-Build Documents. § 9.6.2 The Design-Builder shall pay each Architect, Consultant, Contractor, and other person or entity providing services or work for the Design-Builder no later than the time period required by applicable law, but in no event more than seven days after receipt of payment from the Owner the amount to which the Architect, Consultant, Contractor, and other person or entity providing services or work for the Design-Builder is entitled, reflecting percentages actually retained from payments to the Design-Builder on account of the portion of the Work performed by the Architect, Consultant, Contractor, or other person or entity. The Design-Builder shall, by appropriate agreement with each Architect, Consultant, Contractar, and other person or entity providing services or work for the Design-Builder, require each Architect, Consultant, Conhaotor, and other person or entity providing services or work for the Design-Builder to make payments to subconsultants and subcontractors in a similar manner. § 9.6.3 The Owner will, on request and if practicable, furnish to the Architect, a Consultant, Contractor, or other person or entity providing services or work for the Design-Builder, information regarding percentages of completion or amounts applied for by the Design-Builder and action taken thereon by the Owner on account of portions of the Work done by such Architect, Consultant, Contractor or other person or entity providing services or work for the Design-Builder. § 9.6.4 The Owner has the right to request written evidence from the Design-Builder that the Design-Builder has properly paid the Architect, Consultants, Contractors, or other person or entity providing services or work for the Design-Builder, amounts paid by the Owner to the Design-Builder for the Work. Owner shalt have the right to contact the Architect, Consultants, and Contractors to ascertain whether they have been properly paid. The Owner shall have no obligation to pay or to see to the payment of money to a Consultant or Contractor. § 9.6.5 Design-Builder payments to material and equipment suppliers shalt be treated in a manner similar to that provided in Sections 9.6.2, 9.6.3 and 9.6.4. § 9.6.6 A Certificate for Payment, a progress payment, or partial or entire use or occupancy of the Project by the Owner shall not constitute acceptance of Work not in accordance with the Design-Build Documents. (Paragraph deleted) § 9.7 Failure of Payment If the Owner does not issue a Certificate for Payment, through no fault of the Design-Builder, within the time required by the Design-Build Documents, then the Design-Builder may, upon seven additional days' written notice to the Owner, stop the Work until payment of the amount owing has been received. The Contract Time shall be extended appropriately and the Contract Sum shall be increased by the amount of the Design-Builder's reasonable costs of shut-down, delay and start-up, plus interest as provided for in the Design-Build Documents. § 9.8 Substantial Completion § 9.8.1 Substantial Completion is the stage in the progress of the Work when the Work or designated portion thereof is sufficiently complete in accordance with the Design-Build Docwnents so that the Owner can occupy or utilize the Init. ~ AIA Document A141TM' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AI0."' Document is protected by U.S. Copyright Law anti International Treaties. Unauthorized reproduction or dis4rihution of this AIA~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extant possible under the law. This document was produced by AIA software at 12:02:17 on 11/2212015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002631 23 Work for its intended use. The date of Substantial Completion is the date certified by the Owner in accordance with this Section 9.8. § 9.8.2 When the Design-Builder considers that the Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete, the Design-Builder shall submit fo the Owner an occupancy permit issued by the South Carolina office of School Facilities and a comprehensive list of items to be completed or corrected prior to final payment. Failure to include an item on such list does not alter the responsibility of the Design-Builder to complete all Work in accordance with the Design-Build Documents. § 9.8.3 Upon receipt of the Design-Builder's list, the Owner shall review the Work.. If the Owner's review discloses any item, whether or not included on the Design-Builder's list, which is not sufficiently complete in accordance with the Design-Build Dceuments so that the Owner can occupy or utilize the Work or designated portion thereof for its intended use, the Design-Builder shall, before issuance of the Certificate of Substantial Completion, complete or correct such item upon notification by the Owner. Tn such case, the Design-Builder shall then submit a request for another review of the Worlc by the Owner. § 9.8.4 Prior to issuance of the Certificate of Substantial Completion under Section 9.8.5, the Owner and Design-Builder shall discuss and then determine the parties' obligations to obtain and maintain property insurance following issuance of the Certificate of Substantial Completion. § 9.8.5 When the Work or designated portion thereof is substantially complete, the Design-Builder will obtain for the Owner an occupancy permit issued by the South Cazolina Office of School Facilities and a Certificate of Substantial Completion that shall, upon the Owner's signature, establish the date of Substantial Completion; establish responsibilities of the Owner and Design-Builder for security, maintenance, heat, utilities, damage to the Work and insurance; and fix the time within which the Design-Builder shall finish all items on the list accompanying the Certificate. Warranties required by the Design-Build Documents shall commence on the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the Certificate of Substantial Completion. § 9.8.6 The Certificate of Substantial Completion shall be submitted by the Design-Builder to the Owner for written acceptance of responsibilities assigned to it in the Certificate. Upon the Owner's acceptance, and consent of surety, if any, the Owner shall make payment of retainage applying to the Work or designated portion thereof. Payment shall be adjusted for Work that is incomplete or not in accordance with the requirements of the Design-Build Documents. § 9.9 Partiai Occupancy or Use § 9.9.1 The Owner may occupy or use any completed or partially completed portion of the Work at any stage when such portion is designated by separate agreement with the Design-Builder, provided such occupancy or use is consented to, by endorsement or otherwise, by the insurer providing property insurance and authorized by public authorities having jurisdiction over the Project. Such partial occupancy or use may commence whether or not the portion is substantially complete, provided the Owner and Design-Builder have accepted in writing the responsibilities assigned to each of them for payments, retainage, if any, security, maintenance, heat, utilities, damage to the Work and insurance, and have agreed in writing concerning the period for correction of the Work and commencement of warranties required by the Design-Build Documents. When the Design-Builder considers a portion substantially complete, the Design-Builder shall prepare and submit a list to the Owner as provided under Section 9.8.2. Consent of the Design-Builder to partial occupancy or use shall not be unreasonably withheld. The stage of the progress of the Work shall be determined by written agreement between the Owner and Design-Builder. § 9.9.2 Immediately prior to such partial occupancy or use, the Owner and Design-Builder shall jointly review the area to be occupied or portion of the Work to be used in order to determine and record the condition of the Work. § 9.9.3 Unless otherwise agreed upon, partial occupancy or use of a portion or portions of the Work shall not constitute acceptance of Work not complying with the requirements of the Design-Build Documents. § 9.10 Final Completion and Final Payment § 9.10.1 Upon receipt of the Design-Builder's written notice that the Work is ready for final inspection and acceptance and upon receipt of a final Application for Payment, the Owner will promptly make such inspection, Init, AIA Document A141TM — 2014. Copyright ~ 2004 and 2014 by The American Institute of Fvchitects. All rights reserved. WARNING: This AIA`'' Document is protected by U.S. Copyright Law anQ International Treaties. Unauthorized reproduction or distribution of this AIA`D Document, or any portion of it, may result in severe civil and criminal penaifies, and will be prosecuted to the maximum extent possible underthe law. This documentwas produced by AIA software at 12:02:17 on 11/2212015 under Order No.0239586206_1 which e~ires on D7/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002632 24 When the Owner finds the Work acceptable under the Design-Build Documents and the Contract fully performed, the Owner will, subject to Section 9.10.2, promptly issue a final Certificate for Payment. § 9.10.2 Neither final payment nor any remaining retained percentage shall become due until the Design-Builder submits to the Owner (1) an affidavit that payrolls, bills for materials and equipment, and other indebtedness connected with the Work, for which the Owner or the Owner's property might be responsible or encumbered, (less amounts withheld by Owner) have been paid or otherwise satisfied, (2) a certificate evidencing that insurance required by the Design-Build Documents to remain in force after final payment is currently in effect, (3) a written statement that tha besign-Builder knows of no substantial reason that the insurance will not be renewable to cover the period required by the Design-Build Documents, (4) consent of surety, if any, to final payment, (5) as-constructed record copy of the Construction Documents marked to indicate field changes and selections made during construction, (6) manufacturer's warranties, product data, and maintenance and operations manuals, and (7) if required by the Owner, other data establishing payment or satisfaction of obligations, such as receipts, or releases and waivers of liens, claims, security interests, or encumbrances, arising out of the Contract, to the extent and in such form as may be designated by the Owner. If an Architect, a Consultant, or a Contractor, or other person or entity providing services or work for the Design-Builder, refuses to furnish a release or waiver required by the Owner, the Design-Builder may furnish a bond satisfactory to the Owner to indemnify the Owner against such liens, claims, security interests, or encumbrances. If such liens, claims, security interests, or encumbrances remains unsatisfied after payments are made, the Design-Builder shall refund to the Owner all money that the Owner may be compelled to pay in discharging such liens, claims, security interests, or encumbrances, including all costs and reasonable attorneys' fees. § 9.10.3 If, after Substantial Completion of the Work, final completion thereof is materially delayed through no fault of the Design-Builder or by issuance of Change Orders affecting final completion, the Owner shall, upon application by the Design-Buildex, and without terminating the Contract, make payment aFthe balance due for that portion of the Work fully completed and accepted. If the remaining balance for Work not fully completed or corrected is less than retainage stipulated in the Design-Build Documents, and if bonds have been famished, the written consent of surety to payment of the balance due for that portion of the Work fully completed and accepted shall be submitted by the Design-Builder to the Owner prior to issuance of payment. Such payment shall be made under terms and conditions governing final payment, except that it shall not constitute a waiver of claims. § 9.10.4 The making of final payment shall constitute a waiver of Claims by the Owner except those arising from liens, Claims, security interests or encumbrances arising out of the Contract and unsettled; .1 .2 failure of the Work to comply with the requirements of the Design-Build Documents; .3 terms of special warranties required by the Design-Build Documents; .4 post-occupancy services to be provided by or through the Design-Builder. § 9.10.5 Acceptance of final payment by the Design-Builder shall constitute a waiver of claims by the Design-Builder except those previously made in writing and identified by the Design-Builder as unsettled at the time of final Application for Payment. ARTICLE 10 PROTECTION OF PERSONS AND PROPERTY § 10.1 Safety Precautions and Programs The Design-Buildex shall be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the performance of the Contract. § 10.2 Safety of Persons and Property § 10.2.1 The Design-Builder shall be responsible for precautions for the safety of, and reasonable protection to prevent damage, injury or loss to employees on the Work and other persons who may be affected thereby; .X .2 the Work and materials and equipment to be incorporated therein, whether in storage on or offthe site, under care, custody or control of the Design-Builder or the Architect, Consultants, or Contractors, or other person or entity providing services or work for the Design-Builder; and .3 other property at the site or adjacent thereto, such as trees, shrubs, lawns, walks, pavements, roadways, or structures and utilities not designated for removal, relocation or replacement in the course of construction. Itlit. i AIA" Document is Abp` Document A141TM — 2014. Copyright O 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of ti~is AIA`~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This documantwas produced by AIA software at 12:02:17 on 11/27J2o15 under Order No.02395862D8 1 which e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002633 2r J § 10.2.2 The Design-Builder shall comply with, and give notices required by, applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities, bearing on safety of persons or property, ox their protection from damage, injury or Toss. § 10.2.3 The Design-Builder shall implement, erect, and maintain, as required by existing conditions and performance of the Contract, reasonable safeguards for safety and protection, including posting danger signs and other warnings against hazards, promulgating safety regulations, and notify owners and users of adjacent sates and utiliries of the safeguards and protections. § 10.2.4 When use or storage of explosives or other hazardous materials or equipment, or unusual methods, are necessary for execution of the Work, the Design-Builder shall exercise utmost care, and carry on such activities under supervision of properly qualified personnel. § 10.2.5 The Design-Builder shall promptly remedy damage and loss (other than damage or loss insured under property insurance required by the Design-Build Documents) to property referred to in Sections 10.2.1.2 and 10.2.13, caused in whole or in part by the Design-Builder, tha Architect, a Consultant, a Contractor, or anyone directly or indirectly employed by any of them, or by anyone for whose acts they may be liable and for which the Design-Builder is responsible under Sections 10.2.1.2 and 10.2.1,3; except damage or loss attributable to acts or omissions of the Owner, or anyone directly or indirectly employed by the Owner, or by anyone for whose acts the Owner may be liable, and not attributable to the fault or negligence of the Design-Builder. The foregoing obligations of the Design-Builder are in addition to the Design-Builder's obligations under Section 3.1.14. § 10.2.6 The Design-Builder shall designate a responsible member of the Design-Builder's organization, at the site, whose duty shall be the prevention of accidents. This person shall be the Design-Builder's superintendent unless otherwise designated by the Design-Builder in writing to the Owner. § 10.2.7 The Design-Builder shall not permit any part of the construction or site to be loaded so as to cause damage or create an unsafe condition. § 10.2.8 Injury or Damage to Person or Property. If the Owner or Design-Builder suffers injury or damage to person or property because of an act or omission of the other, or of others for whose acts such party is legally responsible, written notice of the injury or damage, whether or not insured, shall be given to the other party within a reasonable time not exceeding 21 days after discovery. The notice shall provide sufficient detail to enable the other party to investigate the matter. § 10.3 Hazardous Materials § 10.3.1 The Design-Builder is responsible for compliance with any requirements included in the Design-Build Documents regarding hazardous materials. If the Design-Builder encounters a hazardous material or substance not addressed in the Design-Build Documents and if reasonable precautions will be inadequate to prevent foreseeable bodily injury or death to persons resulting from a material or substance, including but not limited to asbestos or polychlorinated biphenyl (PCB), encountered on the site by the Design-Builder, the Design-Builder shall, upon recognizing the condition, immediately stop Work in the affected area and report the condition to the Owner in writing. § 10.3.2 Upon receipt of the Design-Builder's written notice, the Owner shall obtain the services of a licensed laboratory to verify the presence or absence of the material or substance reported by the Design-Builder and, in the event such material or substance is found to be present, to cause it to be rendered harmless. Unless otherwise required by the Design-Build Documents, the Owner shall furnish in writing to the Design-Builder the names and qualifications of persons or entities who are to perform tests verifying the presence or absence of such material or substance or who are to perform the task of removal or safe containment of such material or substance. T'he Design-Builder will promptly reply to the Owner in writing stating whether or not the Design-Builder has reasonable objection to the persons or enrities proposed by the Owner. If the Design-Builder has an objection to a person or entity proposed by the Owner, the Owner shall propose another to whom the Design-Builder has no reasonable objection. When the material or substance has been rendered harmless, Work in the affected area shall resume upon written agreement of the Owner and Design-Builder. By Change Order, the Contract'I'ime shall be extended appropriately and the Contract Sum shall be increased in the amount of the Design-Builder's reasonable additional costs of shut-down, delay and start-up. ~n~ ~ AIA Document A141TM — 2014. Copyrightm 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA`~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA soTtware at 12:02:17 on 11/22!2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002634 26 § 10.3.3 To the fullest extent permitted by law, the Owner shall indemnify and hold harmless the Design-Builder, the Architect, Consultants, and Contractors, and employees of any of them, from and against claims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from performance of the Work in the affected area, if in fact the material or substance presents the risk of bodily injury or death as described in Section 10.3.1 and has not been rendered harmless, provided that such claim, damage, loss or expense is atixibutable to bodily injury, siclmess, disease or death, or to injury to, or destruction of, tangible property (other than the Work itsel fl, except to the extent that such damage, loss or expense is due to the fault or negligence of the party seeking indemnity. § 10.3.4 T'he Owner shall not be responsible under this Section 10.3 for materials or substances the Design-Builder brings to the site unless such materials or substances are required by the Owner's Criteria. The Owner shall be responsible for materials or substances required by the Owner's Criteria, except to the extent of the Design-Builder's fault or negligence in the use and handling of such materials or substances. § 10.3.5 The Design-Builder shall indemnify the Owner for the cost and expense the Owner incurs (1) for remediation of a material or substance the Design-Builder brings to the site and negligently handles, or (2) where the Design-Builder fails to perform its obligations under Section 10.3.1, except to the e~ctent that the cost and expense are due to the Owner's fault or negligence. § 10.3.6 If, without negligence on the part of the Design-Builder, the Design-Builder is held liable by a government agency for the cost of remediation of a hazardous material or substance solely by reason of performing Work as required by the Design-Build Documents, the Owner shall indemnify the Design-Builder for all cost and expense thereby incurred. § 10.4 Emergencies In an emergency ai~ecting safety of persons or property, the Design-Builder shall act, at the Design-Builder's discretion, to prevent threatened damage, injury or loss. ARTICLE 11 UNCOVERING AND CORRECTION OF WORK § 11.1 Uncovering of Work T'he Owner may request to examine a portion of the Work that the Design-Builder has covered to determine ifthe Work has been performed in accordance with the Design-Build Documents. If such Work is in accordance with the Design-Build Documents, the Owner and Design-Builder shall execute a Change Order to adjust the Contract Time and Contract Sum, as appropriate. If such Work is not in accordance with the Design-Build Documents, the costs of uncovering and correcting the Work shall be at the Design-Builder's expense and the Design-Builder shall not be entitled to a change in the Contract Time unless the condition was caused by the Owner or a separate contractor in which event the Owner shall be responsible for payment of such costs and the Contract Time will be adjusted as appropriate. § 11.2 Correction of Work § 11.2.1 Before or After Substantial Completion. The Design-Builder shall promptly correct Work either rejected by the Owner or failing to conform to the requirements of the Design-Build Documents, whether discovered before or after Substantial Completion and whether or not fabricated, installed or completed. Costs of correcting such rejected or nonconforming Work, including additional testing and inspections, the cost of uncovering and replacement, and compensation for any design consultant employed by the Owner whose expenses and compensation were made necessary thereby, shall be at the Design-Builder's expense. § 11.2.2 After Substantial Completion § 11.2.2.1 In addition to the Design-Builder's obligations under Section 3.1.12, if, within the three-year duration of the Design-Builder's post-occupancy obligations„ any of the Work is found not to be in accordance with the requirements of the Design-Build Documents, the Design-Builder shall correct it promptly after receipt o£written notice from the Owner to do so unless the Owner has previously given the Design-Builder a written acceptance of such condition. The Owner shall give such notice promptly after discovery of the condition. During this period for correction of the Wor15 if the Owner fails to notify the Design-Builder and give the Design-Builder an opportuniTy to make the correction, the Owner waives the rights to require correction by the Design-Builder and to make a claim Init ~ AIA Document A141T"' — 2014. Copyright 02004 and 2014 by The American Institute of Architects. Atl rights reserved. WARNING: This AIA"' Document is protQcted by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA~' Document, or any portion of it, may result in severe cfvll and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA sdtware at 12:0217 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/1412016, and is notfa resale, (1970631262) User Notes: PAPR - 002635 27 for breach of warranty. If the Design-Builder fails to correct nonconforming Work within a reasonable time during that period after receipt of notice from the Owner, the Owner may correct it in accordance with Section 7.9. § 11.2.2.2 This year period for correction of Work shall be extended with respect to portions of Work first performed after Substantial Completion by the period of time between Substantial Completion and the actual completion of that portion of the Work. § 11.2.2.3 This period for correction of Work shall not be extended by corrective Work performed by the Design-Builder pursuant to this Section 11.2. § 11.2.3 The Design-Builder shall remove from the site portions of the Work that are not in accordance with the requirements of the Design-Build Documents and are neither corrected by the Design-Builder nor accepted by the Ovmer. § 11.2.4 The Design-Builder shall bear the cost of correcting destroyed or damaged construction of the Owner or separate contractors, whether completed or partially completed, caused by the Design-Builder's correction or removal of Work that is not in accordance with the requirements of the Design-Build Documents. § 11.2.5 Nothing contained in this Section 11.2 shall be construed to establish a period of limitation with respect to other obligations the Design-Builder has under the Design-Build Documents. Establishment of the two-year period for correction of Work as described in Section 11.2.2 relates only to the specific obligation of the Design-Builder to correct the Work, and has no relationship to the time within which the obligation to comply with the Design-Build Documents may be sought to be enforced, nor to the time within which proceedings may be commenced to establish the Design-Builder's liabiliTy with respect to the Design-Builder's obligations other than specifically to correct the Work. § 11.3 Acceptance of Nonconforming Work If the Owner prefers to accept Work that is not in accordance with the requirements of the Design-Build Documents, the Owner may do so instead of requiring its removal and correction, in which case the Contract Sum will be reduced as appropriate and equitable. Such adjuslznent shall be effected whether or not final payment has been made. Acceptance of Nonconforming Work may only be evidenced by written agreement specifying the nonconformity and the Owner's informed consent to accept it. Nonconforming Work shall not become accepted Work by inaction or implication. ARTICLE 12 COPYRIGFITS AND LICENSES § 12.1 Drawings, specifications, and other documents furnished by the Design-Builder, including those in electronic form, are Instruments of Service. The Design-Builder, and the Architect, Consultants, Conh~actors, and any other person or entity providing services or work for any of them, shall be deemed the authors and owners of their respective Instruments of Service, including the Drawings and Specifications, and shall retain all common law, statutory and other reserved rights, including copyrights. Submission or distribution of Instruments of Service to meet official regulatory requirements, or for similar purposes in connection with the Project, is not to be construed as publication in derogation of the reserved rights of the Design-Builder and the Architect, Consultants, and Contractors, and any other person or entity providing services or work for any of them. § 12.2 The Design-Builder and the Owner warrant that in transmitting Instruments of Service, or any other information, the transmitting party is the copyright owner of such information or has permission from the copyright owner to transmit such information for its use on the Project. § .12.3 Upon execution of the Agreement, the Design-Builder grants to the Owner a limited, irrevocable and non-exclusive license to use the Instruments of Service for purposes of constructing, using, maintaining, altering and adding to the Project. .The license granted under this section permits the Owner to authorize its consultants and separate contractors to reproduce applicable portions of the Inshuments of Service for use in performing services or construction for the Project. 1.2.3.1 PROTOTYPE. The Owner shall have the right to use the Instruments of Service as a "prototype" design under South Carolina Board of Architectural Examiners regulations and policies. Any architect receiving the original plans from the Owner must first acknowledge and accept full responsibility Init. AIA Document A141~° — 2074. Copyright ~ 2004 and 2074 by The American Institute of Architects. All rights reserved. WARNING: This AIA`" I]ocument is protected by U.S. Copyright Law and International Treaties. Unaufhorizecl reproduction or distribution of this AIA" Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22!2015 under Order No.0239586208 1 which e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002636 28 for the adequacy of the design for its new project, as well as absolve the original Architect of any responsibility of any kind as relates to the original design. Should the Owner provide the Documents and/or Specifications to the Architects) for other Projects, then the original Architect, if not retained for the other project(s), shall be relieved of any liabilities arising out of the other Projects) and the Owner will indemnify and hold harmless the original Architect from any Claims arising out of such other Project(s). § 12.3.1 The Design-Builder shall obtain non-exclusive licenses from'the Architect, Consultants, and Contractors, that will allow the Design-Builder to satisfy its obligations to the Owner under this Article 12. The Design-Builder's licenses from the Architect and its Consultants and Contractors shall also allow the Owner, in the event this Agreement is terminated for any reason to obtain a limited, irrevocable and non-exclusive license for purposes of constructing, using, maintaining, altering and adding to the Project, subject to South Carolina regulations and policies concerning successor design professionals... § 12.3.2 In the event the Owner alters the Instruments of Service without the author's written authorization or uses the Instruments of Service without retaining the authors of the Instruments of Service, the Owner releases the Design-Builder, Architect, Consultants, Contractors and any other person or entity providing services or work for any of them, from all claims and causes of action arising from or related to such uses. The terms of this Section 12.3.2 shall not apply if the Owner rightfully terminates this Agreement for cause under Sections 13.1.4 or 13.2.2. ARTICLE 13 TERMINATION OR SUSPENSION § 13.1 Termination or Suspension Prior to Execution of the Design-Build Amendment § 13.1.1 If the Ovcnier fails to make payments to the Design-Builder for Work prior to execution of the Design-Build Amendment in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Design-Builder's option, cause for suspension of performance of services under this Agreement. If the Design-Builder elects to suspend the Work, the Design-Builder shall give seven days' written notice to the Owner before suspending the Work. In the event of a suspension ofthe Work, the Design-Builder shalt have no liability to the Owner for delay or damage caused by the suspension of the Work. Before resuming the Work, the Design-Builder shall be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Design-Builder's Work. T'he Design-Builder's compensation for, and time to complete, the remaining Work shall be equitably adjusted. § 13.1.2 If the Ovmer suspends the Project, the Design-Builder shall be compensated for the Work performed prior to notice of such suspension. When the Project is resumed, the Design-Builder shall be compensated for expenses incurred in the interruption and resumption of the Design-Builder's Work. The Design-Builder's compensation for, and time to complete, the remaining Work shall be equitably adjusted. § 13.1.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Design-Builder, the Design-Builder may terminate this Agreement by giving not less than seven days' written notice. § 13.1.4 Either party may terminate this Agreement upon not Less than seven days' written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 13.1.5 The Owner may terminate this Agreement upon not less than seven days' written notice to the Design-Builder for. the Owner's convenience and without cause. § 13.1.6 In the event of termination not the fault of the Design-Builder, the Design-Builder shall be compensated for Work performed prior to termination and any other expenses directly attributable to termination for which the Design-Builder is not otherwise compensated. In no event shall the Design-Builder's compensation under this Section 13.1.6 be greater than the compensation set forth in Section 2.1. § 13.2 Termination or Suspension Following Execution of the Design-Build Amendment § 13.2.1 Termination by the Design-Builder § 13.2.1.1 The Design-Builder may terminate the Contract if the Work is stopped for a period of 30 consecutive days through no act or fault of the Design-Builder, the Architect, a Consultant, or a Contractor, or their agents or ~n~ ~ AIA Document A741TM — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. Alt rights reserved. WARNING: This AIA" Document is proEected by U.S. Copyright Law and lnternafio~al Treaties. Unauthorized reproduction or dfsfribution of this AIA' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under tha law. This document was produced by AIA software at 12:02:17 on 11/27J2015 under Order No.02395B6208_1 which e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002637 2g employees, or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder, for any of the following reasons: .1 Issuance of an order of a court or other public authority having jurisdiction that requires all Work to be stopped; .2 An act of government, such as a declaration of national emergency that requires all Work to be stopped; .3 Because the Owner has not issued a Certificate for Payment and has not notified the Design-Builder of the reason for withholding certification as provided in Section 9.5.1, or because the Owner has not made payment on a Certificate for Payment within the time stated in the Design-Build Documents; or .4 The Owner has failed to furnish to the Design-Builder promptly, upon the Design-Builder's request, reasonable evidence as required by Section 7.2.7. § 13:2.1.2 The Design-Builder may terminate the Contract if, through no act or fault of the Design-Builder, the Architect, a Consultant, a Contractor, or their agents or employees or any other persons or entities performing portions of the Work under direct or indirect contract with the Desi~►-Builder, repeated suspensions, delays or interruptions of the entire Work by the Owner as described in Section 13.2.3 constitute in the aggregate more than 100 percent of the total number of days scheduled for completion, or 120 days in any 365-day period, whiEhever is Less. § 13.2.1.3 If one of the reasons described in Section 13.2.1.1 or 13.2.1.2 exists, the Design-Builder may, upon seven days' written notice to the Owner, terminate the Contract and recover from the Owner payment for Work executed, including reasonable overhead and profit on that executed Work, and costs incurred by reason of such termination. § 13.2.1.4 If the Work is stopped for a period of 60 consecutive days through no act or fault of the Design-Builder or any other persons or entities performing portions of the Work under contract with the Design-Builder because the Owner has repeatedly failed to fulfill the Owner's obligations under the Design-Build Documents with respect to matters important to the progress of the Work, the Design-Builder may, upon seven additional days' written notice to the Owner, terminate the Contract and recover from the Owner as provided in Section 13.2.1.3. § 13.2.2 Termination by the Owner For Cause § 13.2.2.1 The Owner.may terminate the Contract if the Design-Builder .1 fails to submit the Proposal by the date required by this Agreement, or if no date is indicated, within a reasonable time consistent with the date of Substantial Completion; .2 repeatedly refuses or fails to supply an Architect, or enough properly skilled Consultants, Contractors, or workers or proper materials; fails to make payment to the Architect, Consultants, or Contractors for services, materials or labor in .3 accordance with their respective agreements with the Design-Builder; .4 repeatedly disregards applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of a public authority; or .5 is otherwise guilty of substantial breach of a provision of the Design-Build Documents. § 13.2.2.2 When any of the above reasons exist, the Owner may without prejudice to any other rights or remedies of the Owner and after giving the Design-Builder and the Design-Builder's surety, if any, seven days' written notice, terminate employment of the Design-Builder and may, subject to any prior rights of the surety: .1 Exclude the Design-Builder from the site and take possession of all materials, equipment, tools, and construction equipment and machinery thereon owned by the Design-Builder; .2 Accept assignment of the Architect, Consultant and Contractor agreements pursuant to Section 3.1.15; and .3 Finish the Work by whatever reasonable method the Owner may deem expedient. Upon written request of the Design-Builder, the Owner shall furnish to the Design-Builder a detailed accounting of the costs incurred by the Owner in finishing the Work. § 13.2.2.3 When the Owner terminates the Contract for one of the reasons stated in Section 13.2.2.1, the Design-Builder shall not be entitled to receive further payment until the Work is finished. § 13.2.2.4 If the unpaid balance of the Contract Sum exceeds costs of finishing the Work and other damages incurred by the Owner and not expressly waived, such excess shall be paid to the Design-Builder. If such costs and Init ~ ~A Document A14'ITM — 2014. Copyright ~ 2004 and 2014 6y The American Institute of Architects. All rights reserved. WARNING: This AI A" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or disfrihution of this AIA~' Document, or any portion of it, may result in severe civil and criminal penalties, and wlll be prosecuted 4o the maximum extent uossible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.o239586208_1 which e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002638 30 damages exceed the unpaid balance, the Design-Builder shall pay the difference to the Owner. The obligation for such payments shall survive termination of the Contract and are expressly included in the performance of the Work covered by the Design-Builder's performance bond. § 13.2.3 Suspension by the Owner for Convenience § 13.2.3.1 The Owner may, without cause, order the Design-Builder in writing to suspend, delay or interrupt the Work in whole or in part for such period of time as the Owner may determine. § 13.2.3.2 T'he Contract Sum and Contract Time shall be adjusted for increases in the cost and time caused by suspension, delay or interruption as described in Section 13.2.3.1. Adjustment of the Contract Sum shall include profit. No adjustment shall be made to the extent .1 that performance is, was or would have been so suspended, delayed or interrupted by another cause for which the Design-Builder is responsible; or .2 that an equitable adjustment is made or denied under another provision of the Contract. § 13.2,4 Termination by the Owner for Convenience § 132.4.1 The Owner may, at any time, terminate the Contxact for the Owner's convenience and without cause. § 13.2.4.2 Upon receipt of written notice from the Owner of such termination for the Owner's convenience, the Design-Builder shall .1 cease operations as directed by the Owner in the notice; .2 take actions necessary, or that the Owner may direct, for the protection and preservation of the Work; and, .3 except for Work directed to be performed prior to the effective date of termination stated in the notice, terminate all existing Project agreements, including agreements with the Architect, Consultants, Contractors, and purchase orders, and enter into no further Project agreements and purchase orders. § 13.2.4.3 In case of such termination for the Owner's convenience, the Design-Builder shall be entitled to receive payment for Work executed, and costs incurred by reason of such termination. ARTICLE 14 CLAIMS AND DISPUTE RESOLUTION § 14.1 Claims § 14.1.1 Definition. A Claim is a demand or assertion by one of the parties seeking, as a matter of right, payment of money, or other relief with respect to the terms of the Contract. The term "CIaim" also includes other disputes and matters in question between the Owner and Design-Builder arising out of or relating to the Contract. The responsibility to substantiate Claims shall rest with the party making the Claim. § 14.1.2 Time Limits on Claims. The Owner and Design-Builder shall commence all claims and causes of action, whether in contract, tort, breach of warranty or otherwise, against the other, arising out of or related to the Contract in accordance with the requirements of the binding dispute resolution method selected in Section 1.3, within the time period specified by law. § 14.1.3 Notice of Claims § 14.1.3.1 Prior To Final Payment. Prior to Final Payment, Claims by either the Owner or Design-Builder must be initiated by written notice to the other party within 21 days after occurrence of the event giving rise to such Claim or within 21 days after the claimant first recognizes the condition giving rise to the Claim, whichever is later. § 14.1.3.2 Claims Arising After Final Payment After Final Payment, Claims by either the Owner or Design-Builder that have not otherwise been waived pursuant to Sections 9.10.4 or 9.10.5, must be initiated by prompt written notice to the other party. The notice requirement in Section 14.1.3.1 and the Initial Decision requirement as a condition precedent to mediation in Section 14,2.1 shall not apply. § 14.1.4 Continuing Contract Performance. Pending final resolution of a Claim, except as otherwise agreed in writing or as provided in Section 9.7 and Article 13, the Design-Builder shall proceed diligenfly with performance of the Contract and the Owner shall continue to make payments in accordance with the Design-Build Documents. Init ~ AAA Document A141 T"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AlA Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent poss)hIe under the law. This documentwas produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_7 which expires on D7l14/2016, and Is not for resale. User Notes: (1970631282) PAPR - 002639 3,~ § 14.1.5 Claims for Additional Cost. If the Design-Builder intends to make a Claim for an increase in the Contract Sum, written notice as provided herein shall be given before proceeding to ex~ute the portion of the Work that relates to the Claim. Prior notice is not required for Claims relating to an emergency endangering life or property arising under Section 10.4. § 14.1.6 Claims for Additional Time § 14.1.6.1 If the Design-Builder intends to make a Claim for an increase in the Contract Time, written notice as provided herein shall be given. The Design-Builder's Claim shall include an estimate of cost and of probable effect of delay on progress of the Work. In the case of a continuing delay, only one Claim is necessary. (Paragraph deleted) § 14.1.7 Claims for Consequential Damages T'he Design-Builder and Owner waive Claims against each other for consequential damages arising out of or relating to this Contract. This mutual waiver includes .1 damages incurred by the Owner for rental expenses, for losses of use, income, profit, financing, business and reputation, and for loss of management or employee productivity or of the services of such persons; and .2 damages incurred by the Design-Builder for principal office expenses including the compensation of personnel stationed there, for losses of financing, business and reputation, and for loss of profit except anticipated profit arising directly from the Work and otherwise available under this Agreement. This mutual waiver is applicable, without limitation, to all consequential damages due to either party's termination in accordance with Article 13. Nothing contained in this Section 14.1.7 shall be deemed to preclude an award of liquidated damages, when applicable, in accordance with the requirements of the Design-Build Documents. § 14.2 Initial Decision § 14.2.1 An initial decision shall be required as a condition precedent to mediation of all Claims between the Owner and Design-Builder initiated prior to the date final payment is due, excluding those arising under Sections 10.3 and 10,4 of the Agreement and Sections B.3.2.9 and B.3:2.10 of Exhibit B to this Agreement, unless 30 days have passed after the Claim has been initiated with no decision having been rendered. Unless otherwise mutually agreed in writing, the Owner shall render the initial decision on Claims. § 14.2.2 Procedure § 14.2.2.1 Claims Initiated by the Owner. If the Owner initiates a Claim, the Design-Builder shall provide a written response to Owner within ten days after receipt of the notice required under Section 14.1.3.1. Thereafter, the Owner shall render an initial decision within ten days of receiving the Design-Builder's response: (1) withdrawing the Claim in whole or in part, (2) approving the Claim in whole or in part, or (3) suggesting a compromise. § 14.2.2.2 Claims Initiated by the Design-Builder. If the Design-Builder iniriates a Claim, the Owner will take one or more of the following actions within ten days after receipt of the notice required under Section 14.1.3.1: (1) request additional supporting data, (2) render an initial decision rejecting the Claim in whole or in part, (3) render an initial decision approving the Claim, (4) suggest a compromise or (5) indicate that it is unable to render an initial decision because the Owner lacks sufficient information to evaluate the merits of the CIaim. § 14.2.3 In evaluating Claims, the Owner may, but shall not be obligated to, consult with or seek information from persons with special lmowledge or expertise who may assist the Ovmer in rendering a decision. The retention of such persons shall be at the Owner's expense. § 14.2.4 If the Owner requests the Design-Builder to provide a response to a Claim or to furnish additional supporting data, the Design-Buiider shall respond, within ten days after receipt of such request, and shall either (1) provide a response on the requested supporting data, (2) advise the Owner when the response or supporting data will be furnished or (3) advise the Owner that no supporting data will be fizmished. Upon receipt of the response or supporting data, if any, the Owner will either reject or approve the Claim in whole or in part. § 14.2.5 The Owner's initial decision shall (I) be in writing; (2) state the reasons therefor; and (3) identify any change in the Contract Sum or Contract Time or both. The initial decision shall be final and binding on the parties ~~« ~ AIA Document A141 T"' — 2014. Copyright ~ 2004 and 2014 by The American Inslitute of Architects. All rights reserved. WARNING: This AIA"' Document is protected by U,S. Copyright Law and International Treaties. Unauthorized reproduction or dis4ribution of this AIAn Document, or any portion of it, may result in severe c(vU and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. User Notes: (1970631282) PAPR - 002640 32 but subject to mediation and, if the parties fail to resolve their dispute through mediation, to binding dispute resolution. § 14.2.6 Either party may file for mediation.of an initial decision at any time, subject to the terms of Section 14.2.6,1. § 14.2.6.1 Either party may, within 30 days from the date of an initial decision, demand in writing that the other party file for mediation within 60 days of the initial decision. If such a demand is made and the party receiving the demand fails to file for mediation within the time required, then both parties waive their rights to mediate or pursue binding dispute resolution proceedings with respect to the initial decision. § 14.2.7 In the event of a Claim against the Design-Builder, the Owner may, but is not obligated to, notify the surety, if any, of the nature and amount of the Claim. If the Claim relates to apossibility of aDesign-Builder's default, the Owner may, but is not obligated to, notify the surety and request the surety's assistance in resolving the controversy. (Paragraph deleted) § 14.3 Mediation § 14.3.1 Claims, disputes, or other matters in controversy arising out of or related to the Contract, except those waived as provided for in Sections 9.10.4, 9.10.5, and 14.1.7, shall be subject to mediation as a condition precedent to binding dispute resolution. § 14.3.2 The parties shall endeavor to resolve their Claims by mediation. The mediation sha11 proceed in advance of binding dispute resolution proceedings, which shall be stayed pending mediation for a period of 60 days from the date of filing, unless stayed for a longer period by ageement of the parties or court order. § 14.3.3 The parties shall share the mediator's fee and any filing fees equally. The mediation shall be held in the place where the Project is located, unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction. (Paragraphs- deleted) ARTICLE 15 MISCELLANEOUS PROVISIONS § 15.1 Governing Law The Contract shall be governed by the law of the place where the Project is located. § 15.2 Successors and Assigns . § 15.2.1 The Owner and Design-Builder, respectively, bind themselves, their partners, successors, assigns and legal representatives to the covenants, agreements and obligations contained in the Design-Build Documents. Except as provided in Section 15.2.2, neither party to the Contract shall assign the Contract as a whole without written consent of the other. If either party attempts to make such an assignment without such consent, that party shall nevertheless remain legally responsible for all obligations under the Contract. § 15.2.2 The Ovtmer may, without consent of the Design-Builder, assign the Contract to a lender providing construction financing for the Project, if the lender assumes the Owner's rights and obligations under the Design-Build Documents, The Design-Builder shall execute all consents reasonably required to facilitate such assignment. § 15.2.3 If the Owner requests the Design-Builder, Architect, Consultants, ox Contractors to execute certificates, other than those required by Section 3.1.10, the Owner shall submit the proposed language of such certificates for review at least 14 days prior to the requested dates of execution. If the Owner requests the Design-Builder, Architect, Consultants, or Contractors to execute consents reasonably required to facilitate assignment to a lender, the Design-Builder, Architect, Consultants, or Contractors shall execute all such consents that are consistent with this Agreement, provided the proposed consent is submitted to them for review at least 14 days prior to execution. The Design-Builder, Architect, Consultants, and Contractors shall not be required to execute certificates or consents that would require knowledge, services or responsibilities beyond the scope of their services. Init. ~ AIA Document A747 TM' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA`'0 ~ooument, or any portion of it, may result in severe civic and criminal penalties, and will be prosocuterJ to the maximum exEent possible underthe law. This document was produced by AIA software at 12:02:17 on 11/27J2015 under Order No.0239586208 1 which e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002641 33 § 15.3 Written Notice Written notice shall be deemed to have been duly served if delivered in person to the individual, to a member of the firm or entity, or to an officer of the corporation for which it was intended; or if delivered at, or sent by registered or certified mail or by courier service providing proof of delivery to, the Last business address known to the party giving notice. Written notice may also be established by acknowledgements and responses exchanged via electronic communications such as electronic mail or any internal messaging functionality of BIM and/or project management software used by the parties for the project. § 15.4 Rights and Remedies § 15.4.1 Duties and obligations imposed by the Design-Build Documents, and rights and remedies available thereunder, shall be in addition to and not a limitation of duties, obligations, rights and remedies otherwise imposed or available by law. § 15.4.2 No acrion or failure to act by the Owner or Design-Builder shall constitute a waiver of a right or duty afforded them under the Contract, nor shall such action or failure to act constitute approval of or acquiescence in a breach thereunder, except as may be specifically agreed in writing. § 15.5 Tests and Inspections § 15.5.1 Tests, inspections and approvals of portions of the Work shall be made as required by the Design-Build Documents and by applicable laws, statutes, ordinances, codes, rules and regulations or lawful orders of public authorities. Unless otherwise provided, the Design-Builder sha11 make arrangements for such tests, inspections and approvals with an independent testing laboratory or entity acceptable to the Owner, or with the appropriate public authority, and shall bear all related costs of tests, inspections and approvals. The Design-Builder shall give the Owner timely notice of when and where tests and inspections are to be made so that the Owner may be present for such procedures. The Owner shall bear costs of (1) tests, inspections or approvals that do not become requirements until after bids are received or negotiations concluded, and (2) tests, inspections or approvals where building codes or applicable laws or regulations prohibit the Owner from delegating their cost to the Design-Builder. § 15.5.2 If the Owner determines that portions of the Work require additional testing, inspection or approval not included under Section 15.5.1, the Owner will instruct the Design-Builder to make arrangements for such additional testing, inspection or approval by an entity acceptable to the Owner, and the Design-Builder shall give timely notice to the Owner of when and where tests and inspections are to be made so that the Owner may be present for such procedures. Such costs, except as provided in Section 15.5.3, shall be at the Owner's expense. § 15.5.3 If such procedures for testing, inspection or approval under Sections 15.5.1 and 15.5.2 reveal failare of the portions of the Work to comply with requirements established by the Design-Build Documents, all costs made necessary by such failure shall be at the Design-Builder's expense. § 15.5.4 Required certificates of testing, inspection or approval shall, unless otherwise required by the Design-Build Documents, be secured by the Design-Builder and promptly delivered to the Owner. § 15.5.5 If the Owner is to observe tests, inspections or approvals required by the Design-Build Documents, the Owner will do so promptly and, where practicable, at the normal place of testing. § 15.5.6 Tests or inspections conducted pursuant to the Design-Build Documents shall be made promptly to avoid unreasonable delay in the Work § 15.6 Confidential Information If the Owner or Design-Builder transmits Confidential Information, the transmission of such Confidential Information constitutes a warranty to the party receiving such Confidential Information that the transmitting party is authorized to transmit the Confidential Information. If a party receives Confidential Information, the receiving party shall keep the Confidential Information strictly confidential and shall not disclose it to any other person or entity except as set forth in Section 15.6.1. § 15.6.1 A party receiving Confidential Information may disclose the Confidential Information as required by law or court order, including a subpoena or other form of compulsory legal process issued by a court or governmental Init. ! AIA Document A141TM — 2014. Copyright ~ 2004 and 2014 by The American ins5tute of Architects. All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyriyht law and International Treaties. Unauthorized reproduction or distrihution of this AIAn Document, or any portion of it, may result in severe civil and criminal ryenaltles, and will he prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is notfor resale. (1970631282) User Notes: PAPR - 002642 34 entity. A party receiving Confidential Information may also disclose the Confidential Information to its employees, consultants or contractors in order to perform services or work solely and exclusively for the Project, provided those employees, consultants and contractors are subject to the restrictions on the disclosure and use of Confidential Information as set forth in this Contract. § 15.7 Capitalization Terms capitalized in the Contract include those that are (1) specifically defined, (2} the titles of numbered articles or (3) the titles of other documents published by the American Institute of Architects. § 15.8 Interpretation § 15.8.1 In the interest of brevity the Design-Build Documents frequently omit modifying words such as "all" and "any" and articles such as "the" and "an," but the fact that a modifier or an article is absent from one statement and appears in another is not intended to affect the interpretation of either statement. § 15.8.2 Unless otherwise stated in the Design-Build Documents, words which have well-known technical or construction industry meanings are used in the Design-Build Documents in accordance with such recognized meanings. Conduct of the Design-Builder's Principals, Employees, Agents and Representatives The safety and security of District staff, students and the general public are of utmost priority to the District. To that end, the Design Builder shall be responsible for ensuring compliance by the Design Builder and any employees, agents or representatives, or subcontractors of the Design-Builder, including all Design Consultants, to the following: A. No drugs, alcohol, knives, firearms or other weapons on Distrrct property, whether or not there is an existing occupied building. B. No fraternizing with, threats to, or use of abusive or profane language in the presence of students, parents, visitors, or District representatives, agents, or employees. C. No improper attire, actions or gestures while on any District property. • No smoking on Dishict property in conformance to Horry County Board of Education policy. Violations of such policy shall result in a civil penalty of up to $1,000 per occurrence to the individual responsible and/or the Architect for whom the individual is a Principal, employee, agent, or representative. D. Secure SLED (State Law Enforcement Division) criminal background checks on all the Design-Builder's Principals, employees, agents, and representatives, and subcontractors, performing work on District property and contractually require the same of all Design Consultants, their employees, agents, and representatives. No employees, agents or representatives, or subcontractors, of the and Design Builder having committed violent crimes, crimes against children, or crimes of moral turpitude are allowed access to the District's premises. Such SLED criminal background checks shall be maintained on file in the offices of the Design Builder and made available to appropriate District personnel or the District's legal counsel immediately upon request. Promotional Materials 'The Design Builder shall have the right to include photographic or artistic representations of the design of the Project among the Design B u i l d e r' s promotional and professional materials. The D e s i g n B u i I d e r shall be given reasonable access to the completed Project to make such representations. T'he District shall provide professional credit for the Architect and Design B u i 1 d e r in the District's promotional materials for the Project. The Architect shall not make any representations in promotional and professional materials other than the identification of the District without the District's approval of the written copy prior to submission, printing and distribution. This condition shall survive termination or completion of this Agreement Drug-Free Workplace T'he Architect and the Architect's Design Consultants shall be responsible for initiating, maintaining and supervising all drug-free programs in connection with the performance of this Agreement. The drug-free programs snit. ~ AAA Document A141^" — 2014. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`~ Document is protected by U.S. Co~~yriyht Law and International Treaties, Unauthorized reproduction or distrihution of this AIAt9 Document, or any portion of it, may result iii severe civil and criminal penalties, and will be prosecuted to the maximum extent possible underthe law. This document was produced by AIA software at 12:02:17 on 11/22!2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002643 35 shall conform to Title 44, Chapter 107, § 44-107-10 through § 44-107-90 of the South Carolina Code of Laws as may be amended. Right to Audit Project The District shall have the right to audit the books and records of the Architect to the extent that the books and records relate to the performance of this Agreem~t and shall include all pricing and Change Order data. Such books and records related to the work covered under this Ageement shall be maintained by the Architect for a period of not Less than three (3) years from the date of final payment to the Architect under this Agreement. This requirement shall also apply to any Design Consultants performing services under the Architect's direction. The Office of General Services of the State of South Carolina, or any auditor under contract with the District has the right to audit the Architect's records related to any Project incorporated under this Agreement during the time frame stated in the previous paragraph. The Architect shall ensure that all records pertaining to any Project are available for inspection at the location specified by the District within seventy-two (72) hours of notification at no additional cost to the District. This requirement shall survive termination or completion of the Agreement. Traffic Control On-Site and Off-Site: The Design-Builder shall conduct its operations in a manner to not interrupt pedestrian or vehicle traffic except as approved by the District and the Sauth Carolina Department of Transportation. The worksite shall be confined to the smallest azea possible allowing maximum use of streets, sidewalks, parking areas or other pedestrian areas and reduce to a minimum any hazard to traffic or pedestrians. The Design-Builder shall use worker and traffic control signs and devices necessary to comply with Section VI of U.S. Department of Labor, Federal ~Tighway Administration, Manual on Uniform Tra$ic Control Devices for Streets and Highways (Washington, DC: GPO) as may be amended, to facilitate traffic control on public roads, streets, or highways when work performed obstructs public traffic. When such traffic areas are obstructed to any extent by work in progress, workers equipped with flags shall direct vehicle and pedestrian traffic. The workers so designated shalt not be assigned any other duties while engaged in directing traffic. Safety Designee: The Design-Builder shall designate a competent individual at the worksite whose duty shall be the prevention of accidents and the implementation and monitoring of all OSHA construction safety standards and requirements. The competent individual shall serve as spotter where there is exposure of pedestrians, students, parents, or visitors to falling debris and, in addition, shall ensure on a daily basis that all fencing or other safety barriers are in an upright position to prevent ingress and egress to "lay down". areas or work areas by unauthorized individuals. Licenses and Permits: During the term of the contract, the Contractor shall be responsible for obtaining and maintaining in good standing, all licenses (including professional licenses, if any), permits, inspections and related fees for each or any such licenses, permits and/or inspections required by state, county, ciTy or other government entity or unit to accomplish the work specified in this solicitation and the contract. Iran Divestment Act: 'The Iran Divestment Act List is a list published by the [State] Board pursuant to Section 11- 57-310 that identifies persons engaged in investment activities in Iran. Currently, the list is available at the following URL: http://procureme~it.sc.Gov/PS/PS-irandivestment.phtm(.) Consistent with Section 11-57-310(B), the Contractor shall not contract with any person to perform a part of the Work, if, at the time you enter into a subcontract, that person is on the then-current version of the Iran Divestment Act List Immigrant Workers: The "South Carolina Illegal Immigration and Reform Act" requires all employers to verify the legal status of new employees and prohibits employment of any worker who is not legally in this country and authorized to work. Effective January 1, 2012, all South Carolina employers are required to enroll in the U.S. Department of Homeland Security's E-Verify program and verify the status of new employees within three business days, using E-Verify. Failure to use E-Verify to verify new hires will result in probation for the employer or suspension/revocation of the employer's business licenses. SC IMMIGRATION LAW. S.C. Code § 8-14-40 Compliance: Design-Builder certifies that the Design-Builder will comply with the requirements of S.C. Code § 8-1410 etseq. and agrees to provide to the Owner any Init. r ~A Document A141TM — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA° Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA4° Document, or any portion of it, may result in sovere civil and criminal penalties, and will he prosecuted to the maximum extent possihle under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which expires on 07/14/2D16, and is notfor resale. (1970631252) User Notes: PAPR - 002644 36 documentation required to establish either: (a) the applicability of that chapter to the contractor, subcontractor, and sub-subcontractor; or (b) the compliance with this that chapter by the contractor and any subcontractor or sub-subcontractor. Business license, insurance, and bonds must be obtained prior to issuance of a Notice to Proceed. Failure to obtain these within thirty (30) days of execution of the agreement makes this Agreement voidable at the option of the Owner. ARTICLE 16 SCOPE OF THE AGREEMENT § 16.1 This Agreement is comprised of the following documents listed below: .1 AIA Document A141T"'-2014, Standard Form of Agreement Between Owner and Design-Builder .2 AIA Document A141T"'2014, Exhibit A, Design-Build Amendment, if executed .3 AIA Document A141TM2014, Exhibit B, Insurance and Bonds .4 Owner's Request for Proposals No. 1415-91 (with addenda) and Design-Builder's Proposal to the same as accepted by the Horry County Board of Education. (Paragraphs deleted) .5 •Post-Occupancy Requirements stated in Owner's Request for Proposals No. 1415-91. This Agreement entered into as of the day and year first written above. Init. OWNER (Signature) DESIGN-BUILDER (Signature) Joe Defeo, Chair of the Board of Education (Printed name and title) Robert Ferris, Authorized Member (Printed name and title) AIA Document A141TM — 2014. Copyright ~ 2004 and 2014 by Tha American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuEed to the maximum extent possible underthe law. This documentwas produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002645 37 Additions and Deletions Report for AIA~ Document A141r"" - 2074 This Additions and Deletions Report, as defined on page 1 of the associated document, reproduces below all text the author has added to the standard form AIA document in order to complete it, as well as any text the author may have added to or deleted from the original AIA text. Added text is shown underlined. Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document. This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 12:02:17 on 11/22!2015. PAGE 1 AGREEMENT made as of the twenty-thind day of November in the year two thousand fifteen (2015). Horry CountySchools, South Cazolina, a political subdivision of the State of South Carolina. 335 Four Mile Rd J PO Box 260005 Conwav, SC 29528 District Office Phone 843.488.6700 FIRSTFLOOR ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225 Raleigh, NC 27601 New Carolina Forest Middle School (per Owner's Request for Proposals No. 1415-91) Note: references to Owner's Request for Proposals No. 1415-91 include its addenda. PAGE 2 6 CI ICTAIAIARI G DD/l ICI'`TC t Per "Design Requirements" published for Solicitation No. 1415-91and . Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91 selected by the Horry County Board of Education on November 2, 2015. PAGE 3 Per "Design Requirements" published for Solicitation No. 1415-91 and Design-Builder's Proposal to Ownex pursuant to Solicitation No.1415-9 selected by the Horry County Board of Education on November 2.2015. 1. Per "Desien Requirements" published for Solicitation No. 1415-91 and Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91 selected by the Horry County Board of Education on November 2, 2015.. Add(tions and Deletions Report for AIA Document A741T" — 2014. Copyrights 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA°' Document is protected by U.S. Copyright Law and International Treaties. Unauthorised reproduction or clistributio~ of Phis AIA~' Document, or any portion of it, may resul4 in severe civil and criminal penalties, and will be prosecuted to the maximum extent posslhle under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002646 ~ Per "Design Requirements" published for Solicitation No. 1415-91 and Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91 selected by the Horc~County Board of Education on November 2, 2015.. § 1.1.5 Number not used. Per "Desien Requirements" published for Solicitation No. 1415-91 as amended through the Board of Education's action November 2, 2015. § 1.1.7 The Owner's design and construction milestone dates: Per "Design Requirements" published for Solicitation No. 1415-91 SFL+A Architects, P.A. 333 Fayetteville Street Suite 225, Ralei~t►, NC 27601. Per Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91. Per Design-Builder's Proposal to Owner pursuant to Solicitation No.1415-91. PAGE 4 Additions and Deletions Report for AIA Document A141 TM~ — 2014. Copyright 8 2D04 and 2014 by The American Institute W Architects. All rights reserved. WARNfNG: This AIA" Document is protected by U.S. Copyright Law and lnEernational Treaties. Unauthorized reproduction ar distribution of this AIA~" Document, orally portion of it, may result in severe civil and criminal penalties, and will de prosecuted to fhe maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/2212015 under Order No.0239586208_1 which e~ires on 07!14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002647 2 Per "Design Requirements" published for Solicitation No. 1415-91(Summary of Services Required, Article 31 including all post-occupancy requirements published in the solicitation as amended by addenda. Executive Director of Facilities (or a designee identified in writing by the owner.) Horry County Schools Facilities Department, 1160 E Hi~hwav 50 Conwav, SC 29526 843.488.6965 Owner may utilize third party nroiect management which will also receive submittals. To be determined by Owner. If retained, such consultants will be identified promptly.. Robbie Ferris. S.C. AR.6106 FIRSTFLOOR ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225, Raleigh, NC 27601 919-573-6350 ~ ~~4:rbi~r~4~e~ Ede See~~en X4.4 ~--X ] Litigation in a court of competent~r+s~st~ee ~T9t~~;~ee jurisdiction, noniury before a circuit judge in Horry County, SC. PAGE 5 § 1.4.7 Owner. 'The Owner is the ~e~seH-e~entity identified as such in the Agreement and is referred to throughout the Design-Build Documents as if singular in number. T'he term "Owner" means the Owner or the Owner's authorized representative. The Owner may have employees that are design professionals or otherwise skilled in construcrion or construction management, and such employees may, from time to time, perform various tasks or duties for or on behalf of the Owner under this AQxeement. However, it is specifically understood that the Owner including these agents and employees) has no obligation or duty to apply specialty or professional lmowled~e and skill and shall not be held to have undertaken to provide or perform any aspect of the Owner's performance of this Agreement as a desiQre professional or specially skilled and knowledgeable construction industry member or construction manager, and this principle applies regardless of the Owner's position titles or office division titles xs may be applicable to such employees. PAGE 6 Additions and Deletions Report for AIA Document A741T"' — 2014. Copyrights 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~ Document is protected by U.S. Copyriyht Law and international Treaties. UnauEhorized reproduction or distribution of this AIAm Document, or any portion of it, may result 1n severe civil anU criminal penalties, and will qe prosecuted to the maximum extenF possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239566208_1 which e~ires on 07/14/2016, and is not for resale. (1970631262) User Notes: PAPR - 002648 3 The Desien-Builder may invoice the owner for $1,118,043. for its design work performed prior to the execution of the Design-Build Amendment. This amount is within and part of the price agreed in the Design-Build Amendment. 2.1 number not usedl {~at2 , .. ,.~.,,,, „ o ..ea § 2.1.4.1 Payments are due and payable upon presentation of the Design-Builder's invoice. ~i~c~x~s tt~~id~ b ..:1:«,. ~.,..,.. +:..... ,.+,, s:....,. ..a +L... ..«:....:..,,1 «1....0 ..F L... ~;,, o.... .,F tl,o Tlo~;.... R~,;1.{~ °~o The Owner will not pay interest on unpaid sums. This is a specific waiver of requirements of S.C. Code Ann. ~6 29-6-30 and 29-6-50. A «..,,.,.1....,.«t ,... to.......:.....t;,.« ,.F sl.;.. A ,. o«t ..,L.:..L. o..o« ., .. 4;«..+ Building Permit and Other Permits and Fees: No general building permit is required in accordance with § 6-9-110 of the South Carolina Code of Laws; however, the Contractor shall be required to provide mechanical, electrical, plumbing and other such permits which may be required for purposes of inspection at no additional cost to the District. Except for permits and fees which are the responsibility of the Contractor in the Contract Documents, the District shall secure and pay for necessary approvals, easements, assessments, utility impact fees, permits, and such charges required for the successful completion of the work. For each day (not counting Saturdays and Sundays, and not counting the day the Design-Builder submits its completed application to the authority) beyond five (5) days that a jurisdictional authority takes to respond to a permit application or similar permit request that is on the proiect's critical path, the Design Builder may claim one (I) additional day for the achievement of Substantial Completion. Additions and Deletions Report for AIA Document A141T"' — 2014. Copyright OO 2004 and 2014 by The American Institute of Architects. All rights reserved. W0.RNING: This AIA~' Document i, protected by U.S. Copyright Law anti international Treaties. l)nauthorized reproduction or clistri6ution of this AIA~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA softv✓are at 12:02:17 on 11/22f2015 under Order No.0239586208_1 which e~ires on 07114/2016, and is not far resale. (1970631282) User Notes: PAPR - 002649 4 PAGE 7 § 3.1.4 The Design-Builder shall be responsible to the Owner for ae~s-acts, errors, and omissions of the Design-Builder's employees, Architect, Consultants, Contractors, and their agents and employees, and other persons or entities performing portions of the Work. § 3.1.6 When the Owner's Desi~rt Requirements or applicable law requires that services be performed by licensed professionals, the Design-Builder shall provide those services through qualified, licensed professionals. The Owner understands and agrees that the services of the Design-Builder's Architect and the Design-Builder's other Consultants are performed in the sole interest of, and for the exclusive benefit of, the Design-Builder. The Office of School Facilities (OSF) in coniunction with the State Fire Marshal shall determine the enforcement and intemretation of all the applicable codes and referenced standards on state buildings, including the District's school facilities. .7 § 3.1.8.1 T1~e Design-Builder shall keep the Owner informed of the progress and quality of the Work. As stated in the Design Requirements, the ,reports, photographs of Work in progress, and Design-Builder shall submit written progress other data to the Owner electronically, or through the Owner's option, project management software, showing estimated percentages of completion and other information identified below: PAGE 8 .12 Addirional information as designated by the Owner through its project management software data requirements. § 3.1.8.2 In , n •,.,,, ,._, ~ ~gp-~~.~sr .,. ie~T ~~ ~nt~a~y;c~x~p~-as~aa~ ses~s-~e~t~~a~e~ ses~ es~E~a~es.addition to the requirements of ~ 3.1.8.1, the Desisn-Builder shall provide similar information through in-person nroQress report presentations to the Horry County Board of Education each month during one of the Board's public meetings. Design-Builder § 3.1.10 Certifications. shall include in each Application for Payment a certification from each of the Architect, Consultants, and Contractors, and fi~rnish to the Owner, these certifications with respect to the documents and services provided by the Architect, Consultants, and Contractors (a) that, to the best of their knowledge, information and belief, the documents or services to which the certifications relate (i) are consistent with the Design-Build Documents, except to the extent specifically identified in the certificate, and (ii) comply with applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities governing the design of the Project; and (b) that the Owner and its consultants shall be entitled to rely upon the accuracy of the representations and statements contained in the certifications. The Design-Builder's Architect, Consultants, and Contractors shall not be required to execute certificates or consents that would require knowledge, services or responsibilities beyond the scope of their services. § 3.1.11.3 The Design-Builder shall perform no portion of the Work for which the Design-Build Documents require Submittals until the Owner or its desig~r has approved the respective Submittal. Additions and Deletions Report for AIA Document A147 TM — 2014. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIAm Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11!22/2015 under Order No.0239586206_1 which e~ires on 07!14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002650 5 ~' .~ • ~ `- -~ ~ ~. ~ • ~ ■. Y. - ~ • ■. ~. • 1 ~\. • ~ 1 1 ~ / _ - t ~ _ •. 1 ~ _ \ ' t \ _ 1 ~ _ 1. Additions and Deletions Report for AIA Document A141 T^' — 2014. Copyright D 2004 and 2014 by The American Institute of Architects. All rights reserved, WARNING This AIA`" Document is protected by U.S. Copyright Law and In{ernational Treaties. Unauthorized reproduction or distribution of this AIA'' Document, or any portion of it, may result in severe civil and criminal penalties, and will 6e prosecuted to the maximum extent possible under the Iaw. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on D7/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002651 6 4.4 Design-Builder's Construction Proaosal § 4.4.1 . ., a• :iae ^ u_ ..~ «,. .w„ n.. •r~.,, n, n. :iae .. "~'he DeslQn-Buildel''s ', •~~ rye Y'••Y~i`• a~ Construction Proposal shall include the following: .1 A list of the D~~'~--~~~~~~ T'~~~ -'ocuments and other information, including the Design-Builder's ~': ~a a~ ~*: ~~ ~'-~ n., ->~ ~'~:*~ ", original Proposal Development ~> `=a==== Documents as proposed in the Owner's procurement leading to this Aazeement, upon which the Design-Builder's Proposal is based; .2 The proposed Contract Sum, including the compensation , .3 ' ;method; The proposed date the Design-Builder shall achieve Substantial ~e~le~ien;Completion ; T'he date on which the Design-Builder's Construction Proposal expires. § 4.4.2 Submission of the Design-Builder's Construction Proposal shall constitute a representation by the Design-Builder that it has visited the site and become familiar with local conditions under which the Work is to be completed. 5.1.2.1 The Design-Builder shall submit three copies of alI Construction Documents prepared and submitted to Regulatory Agencies as a portion of the permitting and approval process for this work. PAGE 11 Maintenance of Record Drawines: The Contractor shall maintain at the worksite one (11 record cony of the Contract Documents including approved than ~es in good order and marked currently to record chances and selections made during performance of the work. A copy of submittals accepted by the District shall also be maintained at the worksite. These items shall be available to the Architect and District when present at the worksite. When required by the Contract Documents, the Contractor shall provide record drawings on all increments of the work such as, by way of illustration and not limitation, plumbing, electrical, mechanical, and all systems, such as fire and security systems, incornorated into the work. The Contractor shall famish an electronic and paper copy of record drawings of "as-built" detail to the Architect at final completion of all work, exeluding~unch list items as required by the Contract Documents. Professional Certifications: When professional certification of performance criteria for materials, systems, or equipment is required by the Contract Documents, the District shall be entitled to rely upon the accuracy and completeness of such calculations and certifications. Contractor's Quality Control Program: The Cont~•actor shall institute and nnaintain throughout the contract term a quality control uropram, designed to ensure the work performed is in accordance with the Contract Documents, including any changes, at all times and in all respects. 'Che vroQram shall include providing daily supervision and conducting frequent inspections by the Worksite Superintendent(s). 1. Compliance with Employment Laws: By entering into a Contract Agreement, the Contractor aerees to abide by all aunlicable laws nertainine to emnlovment includine, by way of illustration and not limitation, the followine: A. Title VII ofthe Civil Rights Act of 1964, as may be amended. e. Age Discrimination in Emplovtnent Act of 1964, as may be amended. C. Title I of the Americans Disabilities Act of 1990, as may be amended. D. Equal Pay Act of 1963, as may be amended. Additions and Deletions Report for AIA Document A141T" — 2014. Copyright ~ 2004 and 2014 by The American institute oI Architects. All rights reserved. WARNING: This AIA~ Document is protected by U,S. Copyright Law and international Treaties. Unauthorized reproduction or distribution of this AIA~ Document, or any portion of it, may result in severe oivil and criminal penaffies, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:0217 on 11/22!2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (7970631282) User Notes: PAPR - 002652 7 E. Fair Labor Standards Act, as may be amended. F. South Carolina Wages Act, Code 37-10-10 et seq., as may be amended. G. South Carolina Worker's Compensation Act, Code 42-1-10 et seq., as may be amended. T'he Contractor shall not discriminate against any emnlovee or applicant for employment because of race, religion, color, sex, age, handicap, or national origin except when such condition is a bona fide occupational qualification reasonably necessary for normal operations of the Contractor. The Contractor, in all solicitations 'or advertisements for employees, shall state the Contractor is an "Equal Opportunity Employer." The Contractor agrees to post in conspicuous places, visible to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause and shall include the provision of this paragraph in every subcontract or purchase agreement of more than $10,000. Emalovment Taxes and Benefits: Unless under order from the Internal Revenue Service or South Carolina state government the District does not withhold from the contract payments any Federal or State income takes, or any employment-related takes normally withheld on the District's employees. Further, the District shall not provide any employment related insurances or other benefits such as worker's compensation for the benefit of any Contractor, subcontractor or supplier employees. Project Key Staff —Protect Manager: The Contractor shall assign a skilled, experienced, and dedicated Protect Manager to the protect and identified in Exhibit A. T'he Protect Manager shall secure the materials of proper quality and quantity to meet the Contract Documents and manage the appropriate timing of all materials, sub-contracted work, and Contractor provided labor to ensure the continual vrogress of the work to meet the substantial completion date. The Contractor shall not change the Project Manager or the duties and status of the Project Manager duringthe course oftheproiect without approval ofthe District. Protect Kev Staff — Worksite Suaerintendent(s): The Contractor shall employ at least one (1) full-time, competent Worksite Superintendent and, if required by the Contract Documents, an additional part-time or full-time, competent secondary Worksite Superintendent if expedient for the size and scope of the protect. Exhibit A identifies the Worksite Superintendent(s). No less than one (1) Worksite Superintendent shall be in attendance at the worksite at all times during performance of any work by the Contractor's own forces or subconhactors and during delivery of any materials. The Worksite Superintendent shall not perform the work of any trade or other duties: however, the secondary Worksite Superintendent may perform part-time work of a trade or the duties of OSHA Compliance Officer or fireguard, if approved by tk►e District. The Contractor shall not change any Worksite Superintendent or the duties or status of same during the course of the protect without approval of the District. The Worksite Superintendents) shall enforce strict discipline and good order among the Contractor's representatives, agents, employees, subcontractors and suppliers. Worksite Communications: The Protect Manager and Worksite Superintendents) are representatives of the Design Builder and communications given to them, either orally or in writing, shall be as binding as if given to the Principal ofthe Design Builder. PAGE 12 § 5.5.1 Unless otherwise provided in the Design-Build Documents, the Design-Builder shall secure and pay for the ~;'a:^^ ~~-^~:' ^^ ..,~" ^^ ^^.. ^*'~~~ permits, fees, licenses, and inspections by government agencies, necessary for proper execution of the Work and Substantial Completion of the Project. PAGE 13 § 5.7.2 If the Design-Builder e, es-desires to chance any of the personnel, Contractors or suppliers identified in the Design-Build Amendment, including but not limited to any contractor or design professional identified by the Design-Builder in its Request for Qualifications response, the Desien-Builder shall notify the Owner and provide the name and qualifications of the ,proposed new personnel, design professional, Contractor or supplier. The Owner may reply within 14 days to the Design-Builder in writing, stating (1) whether the Owner has reasonable objection to the Additions and Deletions Report for AIA Document A141T" — 2074. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~ Document Is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or clistri6ution of this AIA' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11122!2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not For resale. (1970637282) User Notes: PAPR - 002653 $ proposed new personnel, design professional, Contractor or supplier or (2) that the Owner regaires additional time to review. Failure of the Owner to reply within the 14-day period shall constitute notice of no reasonable objection. PAGE 14 § 5.7.3.1 If the Owner has reasonable objection to a person or entity proposed by the Design-Builder, the Design-Builder shall propose another to whom the Owner has no reasonable objection. TA*'~~ ~~:~~~~a ~~~~~~ ~~ . , ~In addition to any Owner requirements to keep electronic nroiect data un to date, the Design-Builder shall maintain at the site for the Owner one copy of the Design-Build Documents and a current set of the Construction Documents, in good order and marked currently to indicate field changes and selections made during construction, and one copy of approved Submittals. The Design-Builder shall deliver these items to the Owner in accordance with Section 9.10.2 as a record of the Work as constructed. PAGE 15 § 5.14.3 The Design-Builder shall reimburse the Owner and other contractors) for costs the Owner t~~ete and other contractor(sl, respectively, incur because of the Design-Builder's delays, improperly timed activities o~ ~° ~::_ _.,...,•~,.i0.-•'T''-~ ^~'.•-..• ~"gin we _ .. ?w,e+~+wo T,o..:,,.~ n,sn~~_-___ .t-'~--~--- r--'u --- ~'_------ L------- -r- ----~-`- --"`_--`-_ f- ~-1--'- ]~~__"__L.a:.Y .,a ..,.a:~.:a:....V ,1............. a., aL.,. for defective construction. PAGE 16 n aa:.:,..,.., ,.,...+.. ,.~...,,.f..~:,....,i .. ~~;,Change Order Allowable Pricing: For any change in contract price the Contractor shall provide, itemize, and iustify with aupropriate sunportinQ data. direct costs attributable to the change. Direct costs attributable to the change in work shall be limited to the following: A. Costs of materials ectuipment and~rocesses to be incorporated into the work including costs of shipping handling fabricating sales tax (8%required in Horry County and 9%within certain incorporated parts of the City of Myrtle Beach as of August 1, 2009), or other such costs inherent in the provision and delivery of such materials, equipment and processes by the supplier or manufacturer. B Costs of direct labor based on actual hourly labor rates multiplied by the actual work hours required to accomplish the change in work when such change in work results in additional contract time or labor. No Contractor or subcontractor shall ask for direct labor costs, when work required can be accomplished with the existing work force, in conjunction with other concurrent work, and durine the current approved contract time. The hourly labor rate for any additional contract time or laborers shall be actual hourly rates not to exceed thirty dollars ($30~per hour unless documented proof of payment of a higher hourly rate for a specific skilled laborer is approved by the Districtprior to Change Order execution. ,~ ~--~~•~~~~~z•. Costs of fringe ene is or a tttona _r direct labor including social security, unemployment or other taxes, health and workers' compensation insurances or other benefits required by agreement custom or applicable laws Such frin¢e benefit rata shall not exceed twenty-eight percent (28%) and the District has the right to request itemized documentation proving the fringe benefit rate used. D Costs of machinery or equipment rented or leased in the short term specifically for completion of the additional work to be performed Such equipment rented/leased shall not customarily be owned by Additions and Deletions Report for AIA Document A141T'" — 2014. Copyright 02004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`~ Document is protected by U.S. Copyright law and InternaGonai Treaties. Unauthorized reproduction or distribufio~ of this AIA"'' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possigle under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002654 9 the Contractor or any subcontractor affected by the change but shall be necessary to the accomplishment of the work required. Copies of invoices for such rental shall be provided to document the cost of rental or lease of machinery or equipment. The District shall not pay for use of Contractor- or subcontractor-owned equipment or machinery, which costs are included in the overhead computation. seas e~;E. Costs of permits or inspection fees directly attributable to the change in work and not included as part of the Contractor's requirements nor attributable to the Contractor's nonperformance or non-conformance to the Contract Agreement. F. Other such direct costs directly attributable to the work and approved by the District. G. Any additional cost resulting from an amendment to performance and payment bonds but in no event more than one percent (1%) after application of overhead and profit provided for elsewhere. The Contractor shall be responsible for notifying the Surety of any changes in the contract price, if required by the Surety. Costs itemized shall not exceed the unit costs as listed in the most current issue of Means Construction Cost Data or actual costs iustified to the satisfaction of the District. Unallowable Costs: Anv costs which may be perceived by the Contractor to be indirectly attributable to a change in work shall not be included in direct costs but shall be considered part of the overhead and profit rate applied to direct costs. Such costs not to be included in direct costs shall be, by way of illustration and not limitation: n~~:~--~ '~,.;,a~~ ~r ~*~~-~;A. Labor hours and fringe benefit costs of the worksite superintendents) when such costs were included, or should have been included, in the original bid submitted or result from the Contractor's inability to meet the approved schedule or required completion date. The Contractor must prove, to the satisfaction of the District, such additional costs are directly attributable to any extension of time beyond the last approved completion date. An increase in contract price for additional site supervision shall be at the Districts' sole discretion. B. Perceived additional costs attributable to the Proiect Manager or supervision and coordination of subcontractors, suppliers or Contractor employees. C. Costs related to use, rental, purchase or replacement of equipment generally or customarily necessary to accomplish the work but not to be incorporated into the work such as, by way of illustration and not limitation, hand tools, generators, cleaning equipment, scaffolding, signa~e, fencing, vehicles, fuel, and so forth. D. Transportation or travel costs related to the transporting of hired or contracted suaervisors, workers or subcontractors to and from the worksite or between worksites or to pick-up and deliver materials, equipment and processes to the worksite by the Contractor's or subcontractor's own forces including parking, tolls, fines, meals, per diem, hotel, living expenses, or other such costs. 4L... \I Costs attributable to expediting delivery of materials, equipment or processes including telephone calls, facsimile transmissions. copying, emolovee labor and benefits, and so forth. F. Costs attributable to maintaining a local office, home office or corporate office as well as office staffin¢. equipment and wnsumables, and so forth. G. Costs for maintainin¢ on-site facilities, including work trailers, telephones, computers, licenses, temporal'/ utilities, and so forth. H. Contracted services such as accountants, ~avroll service providers. attorneys, catering and so forth. I. Catering; or vending services, portable toilets, dumpsters, and so forth. J. Other such indirect costs of doing business or costs normally considered inclusive in overhead. ~~ 7 Allowable Overhead and Profit Charges: Additional overhead and profit attributable to the change in contract pricing shall not exceed the following: A. For work performed by the Contractor's own forces, a ma7umum of ten percent (10%) of the allowable direct costs or the unit pricing negotiated at the time of award. B. For work performed by a subcontractor's own forces, a maximum of ten percent (10%1 of the allowable direct costs. Additions and Deletions Report for AIA document A141T'^ — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA6j Doaiment is protected uy U.S. Copyright Law and International TreaEies. Unauthorized reproduction or distribution of Ehis AIA` ~ Q Document, or any portion of it, may result In severe civil and criminal penalties, Intl will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586206_1 which e~ires on 07/14/2016, and is not fa resale, User Notes: (1970631282) PAPR - 002655 C. For work performed by a subcontractor, overhead and profit of a maximum of five percent (5°/al is allowable by the Contractor for administration of the sub-contract. .RetainaEe• The District requires a retaina~e of three and one-half percent (3.5%) of the total contract price, as may be amended by any approved Change Order, to be withheld from the Contractor's ~avments throughout the term of the Agreement and payable at the time of final payment after a) full completion of all work to be performed and all requirements established in the Agreement and acceptance by the District, b) submittal of all closeout documents, and c) submittal of an affidavit of payment of debts/claims, if requested by the District, for every subcontractor who performed work on the project evidencing they have received final payment of undisputed work and retaina~e withheld. As a condition of the contract, no more than three and one-half percent (3.5%1 shall be retained from the progress payments of any subcontractor by the Contractor until final completion of that portion of the work. Prompt payment of retainage to al! subcontractors at final completion of their acceptable work regardless of timing during the contract is mandatory. The Contractor shall, at final completion, ensure no amount of the Contractor's retained funds is allocable to the completed and accepted work of any subcontractor nor to materials or equipment purchased from any supplier unless such amounts are in dispute and the Contractor has not requested payment for such disputed amounts to date. Such amounts in dispute shall be identified on the Contractor's affidavit of payment of debts/claims submitted with final documents. PAGE 18 § 7.1.2 The Owner shall render decisions in a timely manner and in accordance with the Design-Builder's schedule agreed to by the Owner. The Owner shall furnish to the Design-Builder, within 15 days after receipt of a written request, information necessary and relevant for the Design-Builder to ~•~~'~•^•~ ~ ~~':~~ ~~ ~~ ~~~~~~ -~~~'~~~:~>~ .give notices of project commencement and take other action to protect the intearity and exclusivity of the protect payment bond(s). PAGE 19 § 7.2.4 The Owner shall cooperate with the Design-Builder in securing ~i other permits, licenses and inspections. g•land development, zoning, and § 7.2.7 Prior to the execution of the Design-Build Amendment, the Design-Builder may request in writing that the Owner provide reasonable evidence that the Owner has made financial arrangements to fulfill the Owner's , obligations under the Design-Build Documents and the Design-Builder's .PIOp0581.. PAGE 20 § 7.3.2 Upon review of the Submittals required by the Design-Build Documents, the Owner or its desienee shall notify the Design-Builder of any non-conformance with the Design-Build Aocuments the Owner discovers. If the Design-Builder defaults or neglects to carry out the Work in accordance with the Design-Build Documents and fails within aten-day period after receipt of written notice from the Owner to commence and continue correction of such default or neglect with diligence and promptness, the Owner may, without prejudice to other remedies the Owner may have, correct such deficiencies. In such case, an appropriate Change Order shall be issued deducting from payments then or thereafter due the Design-Builder the reasonable cost of correcting such deficiencies. If payments then or thereafter due the Design-Builder are not sufficient to cover such amounts, the Additions and Deletlons ReporE for AIA Document A141'"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Document is profected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA"' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by A!A software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is notfor resale. (1970631282) User Notes: PAPR - 002656 11 Design-Builder shall pay the difference to the Owner. For Work on the critical path to beneficial occupancv of the Project (or defined component thereofl the ten-dayperiod referenced herein is reduced to five (5) days during the 60 days prior to substantial completion as shown on the last schedule properly submitted under ~ 3.1.9. 8.1.4 LIQUIDATED DAMAGES FOR LATE SUBSTANt'IAL AND FINAL COMPLETION OF THE WORK. The Owner and the Contractor aeree that time is of the essence and that the Owner will suffer significant damage, hardship, and loss if the Work is not substantially completed within the Contract Time. Damages the Owner will incur as a result of breach of contract bv.failure to achieve substanrial completion are: use of re(ocatable classrooms; use of alternate sites for the educational program; disruption.of class locations: disruption of athletic proeram; disruption of public service activities planned for the proiect; loss of rental of the nroiect; security risks due to cominelin~ of nroiect workers with additional persons on and near the site; additional safety risks of equipment, vehicles, and unfinished work on the campus during the academic term; general disruption of the teaching and learning process due to proiect activities during the academic term; moving equipment during the academic term when students and full staff are present; hann to the Owner's reputation and established goodwill among the community, parents, students, and staff due to late delivery of the vroject; loss of student morale and academic performance due to the on~oin~ Work during the academic term; harm to the Owner's public relations; disruption and inefficiency of the management of all the Owner's facilities and other current construction proiects. The measurement of such damages is difficult: Accordin~ly, such dama¢es are converted to Liquidated Damages as follows: for each day the Work is not Substantially Complete beyond the Contract Time allowed for Substantial Completion, liquidated damaees of $1000 will be due from the Design-Builder to the Owner; for each day the Work is not Finally Complete beyond the Contract Time allowed for Final Completion, liquidated damages of $500 will be due from the Desien-Builder to the Owner. § 8.2.1 If the Design-Builder is delayed at any time in the commencement or progress of the Work by an act or neglect of the Owner or of a consultant or separate contractor employed by the Owner; or by changes ordered in the Work by the Owner; or by labor disputes, fire, unusual delay in deliveries, unavoidable casualties or other causes beyond the Design-Builder's control; or delay in purchase of anvproiect properiv or owner provided survevin~ and testing of such property): or by an act of god, tornado, fire, hurricane, blizzard, earthquake, typhoon, or flood that damages completed work, stored material, or impedes prowess of the work; by delay authorized by the Owner pending mediation and binding dispute resolution or by other causes that the Owner determines may justify delay, then the Contract Time shall be extended by Change Order for such reasonable time as the Owner may determine. PAGE 21 8.2.3 Weather Delays: When adverse weather conditions are the basis for a request for additional time, such regnest shall be documented by data substantiating the weather conditions. . Such time extension request shall be in writing and submitted to the District with its Application for Payment. The auproved extension of time shall be incorvorated in the next Change Order. $ 8.2.4 Anticiaated Weather Delays: A total of two f2) days per calendar month (non-cumulative) shall be anriciaated by the Contractor as "adverse weather," and such time shall not be considered iustification for an extension of time. If adverse weather days beyond the two (2) days anticipated are substantiated by written (NOAH] data. indicatin¢ nreci~tarion greater than .10" occurred that day an extension of time will be allowed to the extent of one (1) full day of extended time for each full working day of adverse weather conditions . . If the precipitation over .10" is so great that it causes subsequent work days to be lost those days may also be requested as a time extension and will be granted day for day basis for days lost in construction operations . A request for adverse weather extension shall not be allowed after the date established for substantial completion. PAGE 22 Additions and Deletions Report for AIA Document A741TM — 2014. Copyright O 2004 and 2014 by The American Institute of Architects. Ail rights reserved. WARNING: This AIA~' Document is protectec! by U.S. Copyright Law and Intematio~al Treaties. Unauthorized reproduction or distribution of this AIA''' ~ 2 Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11l22I2o15 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002657 § 9.3.1 At least ~rTWENTY ONE days before the date established for each progress payment, the Design-Builder shall submit to the Owner an itemized Application for Payment for completed portions of the Work. 'The application shall be notarized, if required, and supported by data substantiating the Design-Builder's right to payment as the Owner may require, such as copies of requisitions from the Architect, Consultants, Contractors, and material suppliers, and shall reflect retainage if provided for in the Design-Build Documents. ' SEE & A.1.5.1.3 FOR SCHEDULE. In accordance with the schedule set forth in § A.1.5.1.3, the Owner issue to the Design-Builder a Certificate for Payment indicating the amount the Owner determines is properly due, and notify the Design-Builder in writing of the Owner's reasons for withholding certification in whole or.in part as provided in Section 9.5.1. PAGE 23 7 repeated or substantial failure to carry out the Work in accordance with the Design-Build Documents. § 9.G.4 The Owner has the right to request written evidence from the Design-Builder that the Design-Builder has properly paid the Architect, Consultants, Contractors, or other person or entity providing services or work for the Design-Builder, amounts paid by the Owner to the Design-Builder for the Work. r~«we r.e..:,... a..:iae_ ~.:~,.,„ Owner shall have the right to contact the Architect, Consultants, and Contractors to ascertain whether they have been properly paid. The Owner shall have no obligation to pay or to sae to the payment of money to a Consultant or ontractor. ._ ■. ._ .. - - PAGE 24 § 9.8.2 When the Design-Builder considers that the Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete, the Design-Builder shall „~~~~~~ ~~a ~.,'~--~:* *~ +'~~ ^..m~~ submit to the Owner an occupancy permit issued by the South Carolina Office of School Facilities and a comprehensive list of items to be completed or corrected prior to final payment. Failure to include an item on such list does not alter the responsibility of the Design-Builder to complete all Work in accordance with the Design-Build Documents. § 9.8.3 Upon receipt of the Design-Builder's list, the Owner shall ' review the Work.. If the Owner's review discloses any item, whether or not included on the Design-Builder's list, which is not sufficiently complete in accordance with the Design-Build Documents so that the Owner can occupy or utilize the Work or designated portion thereof for its intended use, the Design-Builder shall, before issuance of the Certificate of Substantial Completion, complete or correct such item upon notification by the Owner. In such case, the Design-Builder shall then submit a request for another e~ieFrreview of the Work by the Owner. Additions and Deletions Report for AIA Document A141T'" — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIAN Document is protected uy U:S. Copyright Law and International Treaties. Unau4horized reproduction or distribution of this AIA' ~ 3 ~ocumenY, or any portion of it, may result in severe civil and criminal penaltios, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and Is not for resale. User Notes: (1970631282) PAPR - 002658 § 9.8.5 When the Work or designated portion thereof is substantially complete, the Design-Builder will ~r~eHa~e~e~ *"~ n.•~~~~'~ ~:~~~'..~~ obtain for the Owner an occupancypermit issued by the South Carolina Office of School Facilities and a Certificate of Substantial Completion that shall, upon the Owner's signature, establish the date of Substantial Completion; establish responsibilities of the Owner and Design-Builder for security, maintenance, heat, utilities, damage to the Work and insurance; and fix the time within which the Design-Builder shall finish all items on the list accompanying the Certificate. Warranties required by the Design-Build Documents shall commence on the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the Certificate of Substantial Completion. § 9.9.2 Immediately prior to such partial occupancy or use, the Owner and Design-Builder shall jointly i~s~ee~ review the area to be occupied or portion of the Work to be used in order to determine and record the condition of the Work. PAGE 25 .2 .3 .4 failure of the Work to comply with the requirements of the Design-Build Documents; e~ terms of special warranties required by the Design-Build ~es~e~s:Documents; Host-occuvancv services to be provided by or through the Design-Builder. PAGE 27 § 11.2.1 Before or After Substantial Completion. l'he Design-Builder shall promptly correct Work either rejected by the Owner or failing to conform to the requirements of the Design-Build Documents, whether discovered before or after Substantial Completion and whether or not fabricated, installed or completed. Costs of correcting such rejected or nonconforming Work, including additional testing and inspections, the cost of uncovering and replacement, and compensation for any design consultant employed by the Owner whose expenses and compensation were made necessary thereby, shall be at the Design-Builder's expense. § 11.2.2.1 In addition to the Design-Builder's obligations under Section 3.1.12, if, within ~ese~e~s;-the three-year duration of the Design-Builder's post-occupancy obligations„ any of the Work is found not to be in accordance with the requirements of the Design-Build Documents, the Design-Builder shall correct it promptly after receipt of written notice from the Owner to do so unless the Owner has previously given the Design-Builder a written acceptance of such condition. The Owner shall give such notice promptly after discovery of the condition. During ~~e~sRe-3~ea~this period for correction of the Work, if the Owner fails to notify the Design-Builder and give the Design-Builder an opportunity to make the correction, the Owner waives the rights to require correction by the Design-Builder and to make a claim for breach of warranty. If the Design-Builder fails to correct nonconforming Work within a reasonable time during that period after receipt of notice from the Owner, the Owner may correct it in accordance with Section 7.9, § 11.2.2.2 ~e-exeyea~This year period for correction of Work shall be extended with respect to portions of Work first performed after Substantial Completion by the period of time between Substantial Completion and the actual completion of that portion of the Work. § 11.2.2.3 This period for correction of Work shall not be extended by corrective Work performed by the Design-Builder pursuant to this Section 11.2. PAGE 28 Additions and Deletions Report for AIA Document A147 TA/ — 2074. Copyright 0 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIAa Document is protected by U.S. Copyright Law and laternational Treaties. Unauthorized reproduction or distribution of this AIA`~ Document, or any portion of it, may result 1n severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586206_1 which e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002659 14 § 11.2.5 Nothing contained in this Section 11.2 shall be construed to establish a period of limitation with respect to other obligations the Design-Builder has under the Design-Build Documents. Establishment of the eae-~+ea~ two-year period for correction of Work as described in Section 11.2.2 relates only to the specific obligation of the Design-Builder to correct the Work, and has no relationship to the time within which the obligation to comply with the Design-Build Documents may be sought to be enforced, nor to the time within which proceedings may be commenced to establish the Design-Builder's liability with respect to the Design-Builder's obligations other than specifically to correct the Work. Tf the Owner prefers to accept Work that is not in accordance with the requirements of the Design-Build Documents, the Owner may do so instead of requiring its removal and correction, in which case the Contract Sum will be reduced as appropriate and equitable. Such adjustrnent shall be effected whether or not final payment has been made. Acceptance ofNonconformine Work may only be evidenced by written agreement specifvin~ the nonconformity and the Owner's informed consent to accept it. Nonconforming Work shall not become accepted Work by inaction or imvlication. § 12.3 Upon execution of the Agreement, the Design-Builder grants to the Owner a limited, irrevocable and non-exclusive license to use the Instruments of Service for purposes of constructing, using, maintaining, altering and adding to the , . Protect. .The license granted under this section permits the Owner to authorize its consultants and separate contractors to reproduce applicable portions of the Insixuments of Service ~~'~'•~ ~~~' ~v~'••~~•~~'•~ for use in performing services or construction for the Project. . . 1Z 7 1 tt,.~ 1;...,«........ ..te,J :„ 41,i.. C._.,.s;,... 17 Z ..L... 11 a,,..„..:«..Fe 1.2.3.1 PROTOTYPE. The Owner shall have the rieht to use the Tnsiruments of Service as a "prototype" design under South Carolina Board of Architectural Examiners regulations andpolicies. Any architect receiving the original plans from the Owner must first acknowledee and accept full resaonsibility for the adequacy of the design for its new protect, as well as absolve the original Architect of any responsibility of any kind as relates to the original design. Should the Owner provide the Documents and/or Specifications to the Architects) for other Projects, then the original Architect, if not retained for the other proiect(s), shall be relieved of any liabilities arising out of the other Projectfs) and the Owner will indemnify and hold harmless the original Architect from any Claims arising out of such other Proiect(s). § 12.3.1 The Design-Builder shall obtain non-exclusive licenses from the Architect, Consultants, and Contractors, that will allow the Design-Builder to satisfy its obligations to the Owner under this Article 12. The Design-Builder's licenses from the Architect and its Consultants and Contractors shall also allow the Owner, in the event this Agreement is terminated for any reason ~*'-~-'w~~''-~ a~~..'' ~F~'-e n..me_ ,. .. «we e..e..~.,,e r,e..:,... D,,:,a,.,.~.. to obtain a for purposes of constructing, using, limited, irrevocable and non-exclusive license .. ~„ ...,,,, «ae ~..,.~:~e,.. maintaining, altering and adding to the Project, ^ ~~a~a «w,.« .~.e ~,.,....,.. n ~ .. ' to South Carolina regulations and policies concerning successor design professionals... .sub~ect § 12.3.2 In the event the Owner alters the Instruments of Service without the author's written authorization or uses the Instruments of Service without retaining the authors of the Instruments of Service, the Owner releases the Design-Builder, Architect, Consultants, Contractors and any other person or entity providing services or work for any of them, from all claims and causes of action arising from or related to such uses. The "~•--~,'~ «'~~ ~.~'~~~ ~ s s Additions and Deletions Report for AIA Document A141TM' — 2074. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~ Document is protected Uy U.S. Copyright Law and International Treaties. Unauthorized reproduction ar distribution of this AIA' Aocument, or any portion of it, may result in severe civil and criminal penalties, and will be prasecufed to the maximum extent possible under the law, This document was produced by AIA software at 12:02:17 on 11/2?~2015 under Order No.D239586208_1 which e~ires on 07/14/2016, and is trot for resale. User Notes: (1970631282) PAPR - 002660 ,~ S ~~~*~~~ ".~.'. `'''~~ terms of this Section 12.3,2 shall not apply if the Owner rightfully terminates this Agreement for cause under Sections 13.1.4 or 13.2.2. PAGE 29 § 13.1.6 In the event of termination not the fault of the Design-Builder, the Design-Builder shall be compensated for Work performed prior to termination and any other expenses directly attributable to termination for which the Design-Builder is not otherwise compensated. In no event shall the Design-$udder's compensation under this Section 13.1.6 be greater than.the compensation set forth in Section 2.1. PAGE 30 § 13.2.1.3 If one of the reasons described in Section 13.2,1.1 or 13.2.1.2 e~cists, the Design-Builder may, upon seven days' written notice to the Owner, terminate the Contract and recover from the Owner payment for Work executed, including reasonable overhead and ~e~t;profit on that executed Work, and costs incurred by reason of such •~.....:~^•:~~,"~a a~~.~~~~. termination. § 13.2.2.4 If the unpaid balance of the Contract Sum exceeds costs of finishing the Work and other damages incurred by the Owner and not expressly waived, such excess shall be paid to the Design-Builder. If such costs and damages exceed the unpaid balance, the Design-Builder shall pay the difference to the Owner. The obligation for such payments shall survive termination of the Ee~ae~Contract and are exnressly included in the performance of the Work covered by the Desien-Builder's performance bond. PAGE 31 § 13.2.4.3 In case of such termination for the Owner's convenience, the Design-Builder shall be entitled to receive payment for Work executed, and costs incurred by reason of such , .termination. § 14.1.2 Time Limits on Claims. The Owner and Design-Builder shall commence all claims and causes of action, whether in contract, tort, breach of warranty or otherwise, against the other, arising out of or related to the Contract in accordance with the requirements of the binding dispute resolution method selected in Section 1.3, within the time period specified by , .:«w .t,:.. co,..:.,., in i ~.~aW. PAGE 32 L.e~« .. ....l.l...,«.s:..:«„t.,,]~~..,t L..,.7 .. .2 .,,7..e....o o#o..r .... +l,o ....4. e.i.,loa .. ,~. ~t~,.,zi:o damages incurred by the Design-Builder for principal office expenses including the compensation of personnel stationed there, for losses of financing, business and reputation, and for loss of profit except anticipated profit arising directly from the ~er~:Work and otherwise available under this Agreement. Additions and Deletions Repoli for AIA Document A141T"' —2074. Copyright02004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIAw Document is protected Uy U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of tfiis AIA' ~ s Document, or any portion of it, may result in severe civil and criminal penalties, and wil► de prosecuted to tha maximum extent possible under tho law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Orcler No.023s586208_1 which e~ires on 07/14!2016, and is not for resale. (1970631282) User Nofes: PAPR - 002661 PAGE 33 § 14.3.2 The parties shall endeavor to resolve their Claims by mediation. The , mediation shall proceed in advance of binding dispute resolution proceedings, which shall be stayed pending mediation for a period of 60 days from the date of filing, unless stayed for a longer period by agreement of the parties or court order. . . , §-a-4-0--A~~i~a~ien f tt.., .,~. o.l, ,.a ~F. L.:., a:,,n ,7:~«„+,. «~..,.1.,+: ,.., :.. c,,,-+:,,., 1 ~ vrra~-nzc.aic. dA A 4 rF N,,, ......~:,.,, t,....., ..,,1,,,.fofl n~I.:M nf:i....,.. > o 0 o b . L.....:.,,.: i -tl. zi-inrrr ~ an. /'' f ,.,7:,.s:,... +1.....,,,.F . > > > > ~ . ..4 .~.~....r:~....~ :.. L~.e «:i+.... .. 0..4 Additions and Deletions Report for AIA Document A141T"' - 2014. Copyright 02004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIAf' Document is protected Icy U.S. Copyri~hf Law and international Treaties. Unauthorized reproduction or distribution of this AIA``~ Document, or any portion of it, may result in severe civil and criminal penalties, and will fie prosecuted to the maximum extent possible under tho law, This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. User Notes: (1970631282) PAPR - 002662 ,~ 7 Y.. • 1 1 \- _ The Contract shall be governed by the law of the place where the Project is ..1....a...7 ..1.:4....4: .. tL.0 ..fl....i ..0 l.:«.i; .. .i; .4u e ..1..4:x.~~ tl,e Ta'a.io v cccivirr;:-'fin-lOC3t2d. PAGE 34 Written notice shall be deemed to have been duly served if delivered in person to the individual, to a member of the firm or entity, or to an officer of the corporation for which it was intended; or if delivered at, or sent by registered or certified mail or by courier service providing proof of delivery to, the last business address lmown to the party giving notice. Written notice may also be established by acknowledgements and responses exchan ~ed via electronic communications such as electronic mail or any internal messaging functionality of BIM and/or proiect management software used by the parties for the proiect. PAGE 35 Conduct of the Design-Builder's Principals, Employees, Agents and Representatives The safety and security of District staff students and the general public are of utmost priority to the District To that end the Design Builder shall be responsible for ensuring compliance by the Design Builder and any employees agents or representatives or subconhactors of the Design-Builder, including all Desisn Consultants, to the following: No drues alcohol knives firearms or other weauons on District aroaerty, whether or not there is an existing occupied building. B No fraternizing with threats to or use of abusive or profane laneuaee in the presence of students, nazents, visitors, or District representatives, agents, or emalovees. C. No imnrouer attire, actions or gestures while on any District property. No smokine on District property in conformance to Horry County Board of Education policy. Violations of such policy shall result in a civil penalty of up to $1 000 per occurrence to the individual responsible and/or the Architect for whom the individual is a Principal, employee, agent, or representative. D. Secure SLED (State Law Enforcement Division) criminal background checks on all the Desien-Builder's Principals employees agents and representatives and subcontractors performing work on District propertyand contractually require the same of all Design Consultants, their employees, agents, and representatives No employees agents or representatives or subcontractors of the and Design Builder having committed violet crimes crimes against children or crimes of moral turpitude are allowed access to the District's premises Such SLED criminal background checks shall be maintained on file in the offices of the Design Builder and made available to appropriate District Qersonnel or the District's legal counsel immediately upon request. A Promotional Materials The DesiEn Builder shall have the right to include_ photographic or artistic representations of the design of the Protect among the Design B u i l d e r' s promotional and professional materials. The D e s i g n B u i I d e r shall be given reasonable access to the completed Protect to make such representations. The District shall provide urofessional credit for the Architect and Design B u i 1 d e r in the District's promotional materials for the Project The Architect shall not make any representations in promotional and professional materials other than the identification of the District without the District's approval of the written copy prior to submission printing and distribution This condition shall survive termination or completion of this Agreement. Additions and Deletions Report for AIA Document A141"" — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~ Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA" ,) $ Document, or any portion of it, may result in severe civil and criminal penalfles, and will he prosecuted to 4he maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002663 Drue-Free Workalace The Architect and the Architect's Design Consultants shall be responsible for initiating, maintaining and supervising atl drug-free proexams in connection with the performance of this Agreement. The drug-free nroQrams shall conform to Title 44, Chapter 107. § 44-107-10 through & 44107-90 of the South Carolina Code of Laws as may be amended. RiEht to Audit Project The District shall have the right to audit the books and records of the Architect to the extent that the books and records relate to the performance of this Aereement and shall include all nricin~ and Change Order data. Such books and records related to the work covered under this Agreement shall be maintained by the Architect for a period of not less than three (31 nears from the date of final payment to the Architect under this Agreement. This requirement shall also apply to any Design Consultants performing services under the Architects direction. The Office of General Services of the State of South Carolina, or any auditor under contract with the District has the right to audit the Architect's records related to any Project incorporated under this Aexeement during the time frame stated in the previous paraQranh. The Architect shall ensure that all records pertaining to any Project are available for inspection at the location specified by the District within seventy-two (72) hours of notification at no additional cost to the District. This requirement shall survive termination or completion of the Agreement Traffic Control On-Site and Off-Site: The Desi¢,n-Builder shall conduct its operations in a manner to not interrupt nedeshian or vehicle 1xa~c except as approved by the District and the South Carolina Deparhnent of Transportation. The worksite shall be confined to the smallest area possible allowine maximum use of streets, sidewalks narking areas or other pedestrian areas and reduce to a minimum any hazard to traffic or pedestrians, The Desien-Builder shall use worker and traffic control sins and devices necessary to comaly with Section VI of U.S. Department of Labor Federal Hi~hwav Administration, Manual on Uniform Traffic Control Devices for Streets and Highways (Washington DC: GPO) as may be amended, to facilitate traffic control on public roads, streets or hi ways when work performed obstructs public traffic When such traffic areas are obstructed to any extent by work in proeress workers equipped with flays shall direct vehicle and pedestrian traffic. The workers so desiex►ated shall not be assi iiied any other duties while en~a~ed in directing traffic. Safety Desisnee• The Design-Builder shall designate a competent individual at the worksite whose duty shall be the prevention of accidents and the imulementation and monitoring of all OSHA construction safety standards and requirements The competent individual shall serve as spotter where there is exposure of pedestrians students parents or visitors to falline debris and in addition shall ensure on a daily basis that all fencing or other safety barriers are in an upright position to prevent ingress and egxess to "lay down" areas or work areas by unauthorized individuals. Licenses and Permits: During the term of the contract, the Contractor shall be responsible for obtaining and maintaining in good standing, all licenses (including professional licenses, if any), permits, inspections and related fees for each or any such licenses permits and/or inspections required by state, county, ciri or other government entity or unit to accomplish the work specified in this solicitation and the contract. Iran Divestment Act: The Iran Divestment Act List is a list published by the ~Statel Board aursuant to Section 11- 57-310 that identifies persons en~aQed in investment activities in Iran. Currently, the list is available at the following URL~ httn'//procurement sc.goy/PSlPS-irandivestment.phtm(.1 Consistent with Section 11-57-310(B), the Contractor shall not contract with any person to perform a part of the Work, if, at the time you enter into a subcontract, that person is on the then-current version of the Iran Divestment Act List Immigrant Workers• The "South Carolina Illegal Immigration and Reform Act" requires all employers to verify the legal status of new employees and prohibits employment of any worker who is not le~ally in this country and authorized to work. Effective January 1 2012, all South Carolina employers are required to enroll in the U.S. Department of Homeland Security's E-Verify vro~am and verify the status of new employees within three business days using E-Verify Failure to use E-Verify to verify new hires will result in probation for the employer or suspension/revocation of the employer's business licenses. Additions and Deletions Report for AIA Document A147TM' — 2014. Copyrights 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA° Document is protected by U.S. Copyright Law anti International Treaties. Unauthorized reproduction or distribution of this AIA" ,19 Document, or any portion of it, may result in severe civil and criminal penalties, and vrtill be prosecuted to the maximum extent possible under the Iaw. This document was produced by AIA software at 12:0217 on 71/22!2015 under Order No.0239586208_1 which e~ires on 07/1412016, and is not for resale. (1970631282) User Notes: PAPR - 002664 SC IMMIGRATION LAW. S.C. Code ~ 8-14-40 Compliance: Design-$udder certifies that the Design-Builder will comply with the requirements of S.C. Code ~ 8-14-10 etseA. and agrees to provide to the Owner any documentation required to establish either: (a) the annlicability of that chapter to the contractor, subcontractor, and sub-subcontractor; or (b) the compliance with this that chapter by the contractor and any subcontractor or sub-subcontractor. Business license, insurance, and bonds must be obtained prior to issuance of a Notice to Proceed. Failure to obtain these within thirty (30) days of execution of the agreement makes this Agreement voidable at the option of the Owner. PAGE 37 .4 ~n~ n s ~.,w:w:+ r> c,,.....:....t~ie n.,.:o,.+..> :~,.,,.....ie.sa Z D.:1,7: .. T... F ..,: ~,r,.asi: „a n:,.;+„t r~.,«.. ~.,t,:~.;« ;~ ~rBee~t3~teii~ ~~8~ wner's Request for Proposals No. 1415-91 (with addendal and Design-Builder's Pronosat to the same as accepted by the Horry County Board of Education. .5 Post-Occupancy Requirements stated in Owner's Request for Proposals No. 1415-91. cIzrvwim=viztY-7.1 A1TM ri Toe Defeo, Chair of the Board of Education Robert Ferris, Authorized Member Additions and Deletions Report for AIA Document A141T" — 2074. Copyrightm 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~ Document is protected by U.S. Gopyrlght Law and international Treaties. Unauthorized reproduction or clistrihution of this AIA' ZD Document, or any portion of it, may result in severe civil and criminal penalties, and wilt be prosecuted to the maximum extent possible undor the law. This document was produced by AIA software at 12:02:17 on 11/2212015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002665 Certification of Document's Authenticity AIA° Documenf D40~TM — 2003 I, ,hereby certify, to the best of my knowledge, information and belief, that I created the attached final document simultaneously with its associated Additions and Deletions Report and this certification at 12:02:17 on 11/22/2015 under Order No. 0239586208 1 from AIA Contract Documents software and that in preparing the attached final document I made no changes to the original text of AIA~ Document A141T"' — 2014, Standard Form of Agreement Between Owner and Design-Builder, as published by the AIA in its software, other than those additions and deletions shown in the associated Additions and Delerions Report. (Signed) (fiitle) (Dated) AIA Document D407'"' — 2003. Copyright ~ 1992 and 2003 by The American Institute of Architects. All rights reserved. WARNING: This AIA' Document is protected by U.S. Copyright Law anc! International Treaties. Unauthorized reproduction or distribution of this AIA~ Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 12:02:17 on 11/22/2015 under Order No.0239586208_1 which expires an 07/14/2016, and is not for resale. (1970631282) User Notes: PAPR - 002666 ~ 0 ~~,~"~ ~~0 Document A141TM - 2014 Exhibit B Insurance and Bonds for the following PROJECT: (Name and location or address) ADDITIONS AND DELETIONS: The author of this document has added information needed for its New Carolina Forest Middle School (per Owner's Request for Proposals No. 1415-91 and Design-Builder's Proposal in completion. The author may also have revised the fext of the original AIA standard form. An Additions and response to the solicitation.) Deletions Report that notes added THE OWNER: (Name, legal status and address) _ _ _ _ information as well as revisions to the standard form text is available from the author and should be reviewed. A vertical line in the left Horry County Schools, South Carolina, a political subdivision of the State of South margin of this document indicates Cai'o11T1a. where the author has added 335 Fotu' Mile Rd. necessary information and where Conway, SC 29528 the author has added to or deleted from the original AIA Text. THE DESIGN-BUILDER: (Name, legal status and address) FIRSTFLOOR ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225 Raleigh, NC 27601 This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. THE AGREEMENT This Insurance Exhibit is part of the accompanying agreement for the Project, between the Owner and the Design-Builder (hereinafter, the Agreement), dated the twenty-third day of November in the year two thousand fifteen (2015) . (In words, indicate day, month andyear.) TABLE OF ARTICLES 6.1 GENERAL B.2 DESIGN BUILDER'S INSURANCE AND BONdS B.3' OWNER'S INSURANCE 6.4 SPECIAL TERMS AND CONDITIONS ARTICLE B.1 GENERAL The Owner and.Design-Builder shall purchase and maintain insurance and provide bonds as set forth in this Exhibit B. Where a provision in this ~~chibit conflicts with a provision in the Agreement into which this Exhibit is incorporated, the provision in this Exhibit wi11 prevail. During the course of the Project, the Owner and Design-Builder may substitute mutually-acceptable alternative insurance arrangements for those specified in § B.2.1 and/or B.3.2.. ARTICLE B.2 Init ~ DESIGN BUILDER'S INSURANCE AND BONDS AIA pocument A141T"' — 2014 Exhibit B. Copyright 0 204 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`" Document is ~~rofected by U.S. Copyright Law and International Treaties. Unauthorized reproclucEion or distrihution of this AIA" Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possihte under the law. This document was produced by AIA software a[ 16:09:04 on 11/21/2015 under Order No.0239586208_9 which expires on 07/14/2016, and is not for resale. (1715753780) User Notes: PAPR - 002667 1 § 6.2.1 The Design-Builder shall purchase and maintain the following types and limits of insurance from a company or companies lawfully authorized to do business in the jurisdiction where the Project is located. The Design-Builder shall maintain the required insurance until the expiration of the period for correction of Work as set forth in Section 11.2.2.1 of the (Paragraphs deleted) Agreement. § B.2.1.1 Commercial General Liability with policy limits of not less than two million ($ 2,000,000 )for each occurrence and five iriillion ($ 5,000,000.00 ) in the aggregate providing coverage for claims including .1 damages because of bodily injury, sickness or disease, including occupational sickness or disease, and death of any person; .2 personal injury; .3 damages because of injury to or destruction of tangible property, and must contain the subcontractor exception to the "your work" exclusion; .4 bodily injury or property damage arising out of completed operations; and .5 contractual liability applicable to the Design-Builder's obligations under Section 3.1.14 of the Agreement. § B.2.1.2 Automobile Liability covering vehicles owned by the Design-Builder and non-owned vehicles used by the Design-Builder with policy limits of not less than one million ($ 1,000,000 )per claim and one million ($ $1,000,000.00 ) in the aggregate for bodily injury, death of any person, and property damage arising out of the ownership, maintenance and use of those motor vehicles specified in this Section B.2.1.2, along with any other statutorily required automobile coverage. § B.2.1.3 The Design-Builder may achieve the required limits and coverage for Commercial General Liability and Automobile Liability through a combination of primary and excess liability insurance, provided such primary and excess insurance policies result in the same or greater coverage as those required under Sections B.2.1.1 and B.2.1.2. § B.2.1.4 Workers' Compensation at statutory limits. § 6.2.1.5 Employers' Liabi]ity with policy limits as provided below: $100,000 per accident. § 6.2.1.6 Professional Liability covering negligent acts, errors and omissions in the performance of professional services, with policy limits of not less than two million ($ 2,000,000 )per claim and two million ($ 2,000,000 in the aggregate. (Paragraphs deleted § 6.2.1.8 The Design-Builder shall provide written notification to the Owner of the cancellation or expiration of any insurance required by this Article B.2. T'he Design-Builder shall provide such written notice within five (5) business days of the date the Design-Builder is first aware of the cancellation or expiration, or is first aware that the cancellation or expiration is threatened or otherwise may occur, whichever comes first. § 6.2.1.9 Additional Insured Obligations. The Owner and its consultants and contractors shall be additional insureds on the Design-Builder's primary and excess insurance policies for Commercial General Liability, and Automobile Liability. The additional insured coverage shall be primary and non-contributory to any of the Owner's insurance policies. The additional insured coverage shall apply to both ongoing operations and completed operations. The policy limits applicable to the additional insureds shall be the same amount applicable to the named insured or, if the policy provides otherwise, policy limits not less than the amounts required under this Agreement. § B.2.1.10 Cetti~cates of Insurance. The Design-Builder shall provide certificates of insurance acceptable to the Owner evidencing compliance with the requirements in this Article B.2: (1) prior to commencement of the Work; (2) upon renewal or replacement of each required policy of insurance; and (3) upon Owner's written request. An additional certificate evidencing continuation of liability coverage, including coverage for completed operations, shall be submitted with the final Application for Payment as required by Section 9.10.2 of the Agreement and thereafter upon renewal or replacement of such coverage until the expiration of the time required by Section B.2.1. Inft. AIA Document A141T"' — 2014 Exhibit B. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`°' pocumenf is protected by U.S. Copyright Law and Intemationai Treaties. Unauthorized reproduction or distribution of this AIA~ document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possihle under the law. This document was produced by AIA software at 16:09:04 on 11/21/2015 under Order No.0239586208_1 which expires on 07/1M2016, end is not for resale. User Notes: (1715753780) PAPR - 002668 The certificates will show the Owner and its consultants and contractors as additional insureds on the Design-Builder's primary and excess insurance policies for Commercial General LiabiliTy, and Automobile Liability. Information concerning reduction of coverage on account of revised limits, claims paid under the General Aggregate or both, shall be furnished by the Design-Builder with reasonable promptness. § 6.2.2 Performance Bond and Payment Bond The Design-Builder shall provide surety bonds as follows: (Sped type andpenal sum of bonds.) Type A312 Performance Bond and A312 Payment Bond. The performance bond, may, but is not required to secure the professional liability of design professionals to the extent such liability is covered by the design professional's professional liability insurance. Penal Sum ($0.00) 100% of contract value. § B.2.2.1 Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of obligations arising under the Agreement, the Design-Builder shall promptly furnish a copy of the bonds or shall permit a copy to be made. ARTICLE B.3 OWNER'S INSURANCE § B.3.1 Owners Liability Insurance The Owner shall be responsible for purchasing and maintaining the Owner's usual Iiability insurance. § B.3.2 Property Insurance § B.3.2.1 Unless otherwise provided, at the time of execution of the Design-Build Amendment, the Owner shall purchase and maintain, in a company or companies lawfully authorized to do business in the jurisdiction where the Project is located, property insurance written on South Carolina Insurance Reserve Form PD-23. Unless the parties agree otherwise, upon issuance of a Certificate of Substantial Completion, the Owner shall replace the insurance policy required under this Section B.3.2 with another property insurance policy written for the total value of the Project that shall remain in effect until expiration of the period for correction of the Work set forth in Section 11.2.2 of the Agreement. (Paragraph deleted) § B.3.2.1.2 Tf the insurance required under Section B.3.2.1 requires deductibles, the Owner shall pay costs not covered. because of such deductibles. (Paragraph deleted) § B.3.2.1.4 Partial occupancy or use in accordance with Section 9.9 of the Agreement shall not commence until the insurance company or companies providing the insurance required under Section B.3.2.1 have consented to such partial occupancy or use by endorsement or otherwise. T'he Owner and the Design-Builder shall take reasonable steps to obtain consent of the insurance company or companies and shall, without mutual written consent, take no action with respect to partial occupancy or use that would cause cancellation, lapse or reduction of insurance. § 6.3.2.2 Boiler and Machinery Insurance. T'he Owner shall purchase and maintain boiler and machinery insurance in the form of S.C. Insurance Reserve Fund ("IRF") PD-Ol, PD-09, and PD-12. (Paragraphs deleted) § 8.3.2.6 Before an exposure to loss may occur, the Owner shall file with the Design-Builder a copy of each policy that includes insurance coverages required by this Section B3.2. Each policy shall contain all generally applicable conditions, definitions, exclusions and endorsements related to this Project. The Owner shall provide written notification to the Design-Builder of the cancellation or expiration of any insurance required by this Article B.3. The Owner shall provide such written notice within five (5) business days of the date the Owner is first aware of the Init. ~ ~a Document A141T" — 2074 Exhibit B. Copyright O 2004 and 20 4 by The American Institute of Architects. Ali rights reserved. WARNING: This AIA~" Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA~~' Document, or any portion of it, may result in severe civil and criminal penalties, and will ba prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 16:09:04 on 11/21/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1715753780) User Notes: PAPR - 002669 3 cancellation or expiration, or is first aware that the cancellation or expiration is threatened or otherwise may occur, whichever comes first. (Paragraph deleted) § B.3.2.8 A loss insured under the Owner's properly insurance shall be adjusted by the Owner as fiduciary and made payable to the Owner as fiduciary for the insureds, as their interests may appear, subject to requirements of any applicable mortgagee clause and of Section B.3.2.10. The Design-Builder shall pay the Architect, Consultants and Contractors their just shares of insurance proceeds received by the Design-Builder, and by appropriate agreements, written where legally required for validity, the Design-Builder shall require the Architect, Consultants and Contractors to make payments to their consultants and subcontractors in similar manner. § 6.3.2.9 If required in writing by a party in interest, the Owner as fiduciary shall, upon occurrence of an insured loss, give bond for proper performance of the Owner's duties. The cost of required bonds shall be charged against proceeds received as fiduciary. The Owner shall deposit in a separate account proceeds so received, which the Owner shall distribute in accordance with such agreement as the parties in interest may reach, or as determined in accordance with the method of binding dispute resolution selected in the Agreement between the Owner and Design-Builder. If after such loss no other special agreement is made and unless the Owner terminates the Contract for convenience, replacement of damaged property shall be performed by the Design-Builder after notification of a Change in the Work in accordance with Article 6 of the Agreement. § B.3.2.10 The Owner as fiduciazy shall have power to adjust and settle a Loss with insurers unless one of the parties in interest shall object in writing within five days after occurrence of a loss to the Owner's exercise of this power. If an objection is made, the dispute shall be resolved in the manner selected by the Owner and Design-Builder as the method of binding dispute resolution in the Ageement. (Paragraphs deleted) Init ~ AIA Document A141TM — 2014 ExhibfE B. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA°' pocument is protected by U.S. Copyright Law and Intemationai Treaties. Unauthorized reproduction or distribution of this AIA~ Document, or any portion of it, may resulf in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This dxument was produced by AIA software at 16:09:04 on 11l21/2D15 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1715753780) User Notes: PAPR - 002670 Additions and Deletions Repot for AIA~ Document A949TM — 2074 Exhibif 8 This Additions and Deletions Report, as defined on page 1 of the associated document, reproduces below all text the author has added to the standard form AIA document in order to complete it, as well as any text the author may have added to or deleted from the original AIA text. Added text is shown underlined. Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated info or constitute any part of the associated AIA document. This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 16:09:04 on 11/21/2015. PAGE1 New Carolina Forest Middle School (ner Owner's Request for Proposals No. 1415-91 and Design-Builder's Proposal in response to the solicitation.) Homy County Schools,-South Carolina, a political subdivision of the State of South Carolina. 335 Four Mile Rd. Conway. SC29528 FIItSTFLOOR ENERGY POSITNE LLC, 333 Fayetteville St., Suite 225 Raleigh, NC 27601 This Insurance Exhibit is part of the accompanying agreement for the Project, between the Owner and the Design-Builder (hereinafter, the Agreement), dated the twenty-third day of November in the year two thousand fifteen (20152. The Owner and Design-Builder shall purchase and maintain insurance and provide bonds as set forth in this Exhibit B. Where a provision in this Exhibit conflicts with a provision in the Agreement into which this Exhibit is incorporated, the provision in this Eachibit will prevail. During the course of the Proiect, the Owner and Desisn-Builder may substitute mutually-acceptable alternative insurance arrangements for those specified in § B2.1 and/or B.3.2.. PAGE 2 § 6.2.1 The Design-Builder shall purchase and maintain the following types and limits of insurance from a company or companies lawfully authorized to do business in the jurisdiction where tha Project is located. The Design-Builder shall maintain the required insurance until the expiration of the period for correction of Work as set forth in Section 11.2.2.1 of the "~~~~~~~~` • ~'~~~ ~ a:`x-~~` ~••~~h:.... : ..4n4ua wee,,.,.: Agreement. § B.2.1.1 Commercial General Liability with policy limits of not less than two million ($ 2,000,000 )for each occurrence and five million ($ 5,000,000.00 1 in the aggregate providing coverage for claims including Additions and Deletions Report for AIA Document A141T" — 2014 Exhibit B. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIAf~ Document is protected 6y U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this FlIA~' Document, or any portion of it, may result in severe civil and criminal penalties, antl will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 16:09:04 on 11/21/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1715753780) User Notes: PAPR - 002671 damages because of injury to or destruction of tangible subcontractor exception to the "your work" exclusion; property, and must contain the § B.2.1.2 Automobile Liability covering vehicles owned by the Design-Builder and non-owned vehicles used by the Design-Builder with policy limits of not less than one million ($ 1,000,000 )per claim and one million ($ $1,000,000.00 ) in the aggregate for bodily injury, death of any person, and property damage arising out of the ownership, maintenance and use of those motor vehicles specified in this Section B.2.1.2, along with any other statutorily required automobile coverage. $100,000 per accident. § B.2.1.6 Professional Liability covering negligent acts, errors and omissions in the performance of professional services, with policy limits of not less than two million ($ 2,000,000 1 per claim and two million ($ 2,000,000 in the aggregate. ~•,,..,.~---i~—i-n~e-aggrega~e~ }~e~~~a~ai~-~~ .. . ~-i~ke-~~ggrega~e. . .., § B.2.1,9 Additional Insured Obligations. The Owner and its consultants and cflntractors shall be additional insureds on the Design-Builder's primary and excess insurance policies for Commercial General Liability, ~e~e and Automobile Liability. The additional insured coverage shall be primary and non-contributory to any of the Owner's insurance policies. The additional insured coverage shall apply to both ongoing operations and completed operations. The policy limits applicable to the additional insureds shall be the same amount applicable to the named insured or, if the policy provides otherwise, policy limits not less than the amounts required under this Agreement § B.2.1.10 Certificates of Insurance. The Design-Builder shall provide certificates of insurance acceptable to the Owner evidencing compliance with the requirements in this Article B.2: (1) prior to commencement of the Work; (2) upon renewal or replacement of each required policy of insurance; and (3) upon Owner's written request. An additional certificate evidencing continuation of liability coverage, including coverage for completed operations, shall be submitted with the final Application for Payment as required by Section 9.10.2 of the Agreement and thereafter upon renewal or replacement of such coverage until the expiration of the time required by Section B.2.1. The certificates will show the Owner and its consultants and contractors as additional insureds on the Design-Builder's primary and excess insurance policies for Commercial General Liability, z4~eb~~y; a~e~iee-and Automobile Liability. Information concerning reduction of coverage on account of revised limits, claims paid under the General Aggregate or both, shall be famished by the Design-Builder with reasonable promptness. PAGE3 A312 Performance Bond and A312 Payment Bond. The performance bond, may, but is not required to secure the professional iiability of design professionals to the extent such liability is covered by the desisn professional's 100% of contract value. Additions and Deletions Repoli for AIA Document A7417'" — 2014 Exhibit 8. Copyright ~ 2U04 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~' Document is protected by U.S. Copyright Law and international Treaties, Unauthorized reproduction or distribution of this AIA`~ Document, or any portion of it, may result in severe efvil and criml~al penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 16:09:04 on 11/21/2015 under Order No.0239586208_1 which mires on D7/14/2016, and is not for resale. (1715753780) User Notes: PAPR - 002672 professional liability insurance. § 6.3,2.1 Unless otherwise provided, at the time of execution o£the Design-Build Amendment, the Owner shall purchase and maintain, in a company or companies lawfully authorized to do business in the jurisdiction where the ,^'~~' ~^~:^., f ~~^ :~ *'~~ ^~^^^~~ Project is located, property insurance written on ~'~^~~~~~'^ ~:^'. "^" ~:^'~" ^ .South Carolina Insurance Reserve Form PD-23. Unless the parties agree otherv✓ise, upon issuance of a Certificate of Substantial Completion, the Owner shall replace the insurance policy required under this Section B.3.2 with another property insurance policy written for the total value of the Project that shall remain in effect until expiration of the period for correction of the Work set forth in Section 11.2.2 of the Agreement. § B.3.2.2 Boiler and Machinery Insurance. The Owner shall purchase and maintain boiler and machinery > > T`~~:~-~ D..:'-'^-~~"^„ '~~ ^^-~~a :^^~.~~a^.insurance in the form of S.C. Insurance Reserve Fund ("IRF" PD-01, PD-09, and PD-12. - ~ ~.- • . - .. - ~ - -~rf . ~ - - _ ~- - ~- • _ Y.. ~ 1 _ - • - Additions and Deletions Report for AIA Document A141T"' — 2014 Exhibit B. Copyright O 2D04 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`" Document is protected 6y U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this RI A`' Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the Iaw. This document was produced by AIA software at 16:09:04 on 11/21/2015 under Order No.0239586208_1 which e~ires on 07/14!2016, and is not for resale. (1715753780) User Notes: PAPR - 002673 ~~irlilLfLftTf~7sC~7ff. r. _ ~ r.. ~ ■. ~. Y PAGE 4 § 6.3.2.10 The Owner as fiduciary shall have power to adjust and settle a loss with insurers unless one of the parties in interest shall abject in writing within five days after occurrence of a loss to the Owner's exercise of this power. If an objection is made, the dispute shall be resolved in the manner selected by the Owner and Design-Builder as the method of binding dispute resolution in the Agreement. ,~ Additions and Deletions Report for AIA Document A141TTM — 2014 Exhibit B. Copyright O 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~" Document is protected by U.S. Copyright Law and InternaEional Treaties. Unauthorized reproduction or distrihutian of this AIAN` Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was praluced by AIA software at 16:09:04 on 11121/2015 under Order No.0239566208_1 which e~ires on 07/14120 16, and is not for resale. (1715753780) User Notes: PAPR - 002674 _. . , ; Sheri L. Wainscott From: Sent: To: Subject: Robbie Ferris Sunday, November 22, 2015 12:29 PM Keith R. Powell Re: CORRECTED E: RF revisions to checked draft 11_20_2015 Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Awesome !!! will be home in about 30 minutes and will take a look at it, thanks Sent from my iPhone On Nov 22, 2015, at 12:04 PM, Keith R. Powell wrote: Sorry Robbie —Iran the "final" off the wrong base document, which is why you had fewer changes. Try this one. Getting to Ex A separately. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halliean.com (803) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. From: Robbie Ferris [mailto:RFerrisCa~sfla.biz] Sent: Saturday, November 21, 2015 7:10 PM To: Keith R. Powell Cc: Aaron Thomas (athomasC~metconus.com); Michael Richter Subject: RE: CORRECTED E: RF revisions to checked draft 11_20_2015 Keith, When you make these changes I need to send the final to the bonding company for their approval. Here are my comments. just happened to find one item A3.1.6 and A.3.1.7 that I thought were had agreed upon that was changed. If there are other substantial things that you changed please let me know where they are. Main Document • The weather delays and anticipated weather language I sent you thins morning or something like that needs to be included. Most of our subs plan on working Saturday and or Sunday to get the work done. To not allow rain days if they fall on the weekend would be to defeat the purpose. Also we are told getting a rain day out of HCS with their current language takes a supreme court judge, seriously! We don't want to have to hire a scheduling expert and a lawyer 1 PAPR - 002675 every time it rains. The language needs to be simple , if it rains more than 2 days per month we get the extra days. As I see it were are saving HCS a lot of embarrassment by making this concession. They unnecessarily delayed the procurement process not us. I would rather not recount the delays because it would be unproductive at this point. We are taking risk here. What if we have a dry year? Regardless of the time extensions they should know we will do everything in our power to finish these jobs when they need them. We would not be able to withstand the political pressure of kids not have a school to attend even if we contractually had the time. Exhibit A • A.1.5.1.3-exhibit f that you sent us from HCS says if we submit application for payment by the 25~d we get paid by the 15th of the following month. The last blank is (30) days according to exhibit F • A.2.2 May 15t goes here I thini< • A.3.1.6- We need something like this, again, we don't need to argue about if our proposal complies with the conceptual design or any other project requirement. They accepted our proposal. ----Thedesign builders proposal clarifies the design builders assumptions and clarifications. • A.3.1.7- The design builders proposal has been determined by the owner to be an acceptable interpretation of the RFP and the project requirements. From: Keith R. Powell [mailto:kpowellCa~childs-halligan.netl Sent: Saturday, November 21, 2015.4:14 PM To: Robbie Ferris Subject: CORRECTED E: RF revisions to checked draft 11_20_2015 Importance: High Forget prior. Here they are. Remote computer not as simple as being there. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halli~an.com (803}254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. From: Keith R. Powell Sent: Saturday, November 21, 2015 4:13 PM To: 'Robbie Ferris' Subject: RE: RF revisions to checked draft 11_20_2015 How are these? Will male changes for MB and SMS issues. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halli~an.com (803)254-4035 2 PAPR - 002676 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. _ _ From: Robbie Ferris [mailto:RFerris@sfla.biz~] Sent: Saturday, November 21, 2015 1:17 PM To: Keith R. Powell Subject: Fwd: RF revisions to checked draft 11_20_2015 __ Keith please see below, there are a few tweaks to what we sent you last night. It should simplify things a little and take some of the?'s that could arise later out Sent from my iPhone Begin forwarded message: From: Aaron Thomas Date: November 21, 2015 at 1:15:16 PM EST To: "Robert W. Ferris" Subject: FW: RF revisions to checked draft 11_20_2015 Robbie- I just read this again and realized we had made a mistake that could cause confusion. The attached revision made 2 minor changes to what we sent last night: 1. On weather delays I deleted the reference to the 10 year NOAA average being a baseline we would compare to. I did this because if we are already using 2 days per month as the baseline for adverse weather all we need NOAA for is to substantiate the days over 2 so it is not subjective in nature with the staff. Example If we have 5 days of rain in December 2015 that is over .10" then we would turn in the NOAH report for the project locale showing we had the 5 days over .10 and we would get an extension via change order for 3. <(5) days over .10" — (2) days expected in contract = (3J days e~ension> 2. I also added ACT OF GOD Language to the 8.2.1. We talked about it but forgot to add it. Must have been tired. Call me if you have any questions. I'm at the office. Warm Regards, Aaron Thomas, MCM, LEED-AP ~ President Metcon, Inc. ~ 763 Comtech Drive ~ PO Box 1149 ~ Pembroke, NC 28372 office 910.521.8013 ~ mobile 910,734.0537 ~ email~athomasC~metconus.com website I linkedin ~ twitter ~ instagram 3 PAPR - 002677 Sheri L. Wainscatt From: Sent: To: Subject: Robbie Ferris Sunday, November 22, 2015 129 PM Keith R. Powell RE: CORRECTED E: RF revisions to checked draft 11_20_2015 Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Keith These look great... am presenting at 4:00, would you like to meet before that to sign contracts. We could meet at 2:30 or 3:00 if you like... Robbie From: Keith R. Powell [mailto:kpowell@childs-halligan.net] Sent: Sunday, November 22, 2015 12:17 PM To: Robbie Ferris Subject: RE: CORRECTED E: RF revisions to checked draft 11_20_2015 Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halli~an.com (803) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. From: Robbie Ferris [mailto:RFerrisC~sfla.biz] Sent: Saturday, November 21, 2015 7:10 PM To: Keith R. Powell Cc: Aaron Thomas (athomasCa~metconus.com); Michael Richter Subject: RE: CORRECTED E: RF revisions to checked draft 11_20_2015 Keith, When you male these changes I need to send the final to the bonding company for their approval. Here are my comments. just happened to find one item A.3.1.6 and A.3.1.7 that I thought were had agreed upon that was changed. If there are other substantial things that you changed please let me know where they are. Main Document • The weather delays and anticipated weather language I sent you thins morning or something like that needs to be included. Most of our subs plan on working Saturday and or Sunday to get the work done. To not allow rain days if they fall on the weekend would be to defeat the purpose. Also we are told getting a rain day out of HCS 1 PAPR - 002678 with their current language takes a supreme court judge, seriously! We don't want to have to hire a scheduling expert and a lawyer every time it rains. The language needs to be simple , if it rains more than 2 days per month we get the extra days. As i see it were are saving HCS a lot of embarrassment by making this concession. They unnecessarily delayed the procurement process not us. I would rather not recount the delays because it would be unproductive at this point. We are taking risk here. What if we have a dry year? Regardless of the time extensions they should know we will do everything in our power to finish these jobs when they need therrr. We would not be able to withstand the political pressure of kids not have a school to attend even if we contractually had the time. Exhibit A • A.1.5.1.3-exhibit f that you sent us from HCS says if we submit application for payment by the 25`d we get paid by the 15`" of the following month. The last blank is (30) days according to exhibit F • A.2.2 May 15t goes here I think • A.3.1.6- We need something like this, again, we don't need to argue about if our proposal complies with the conceptual design or any other project requirement. They accepted our proposal. ----The design builders proposal clarifies the design builders assumptions and clarifications. • A.3.1.7- The design builders proposal has been determined by the owner to be an acceptable interpretation of the RFP and the project requirements. From: Keith R. Powell [mailto:kpowellCa~childs-halligan.netl Sent: Saturday, November 21, 2015 4:14 PM To: Robbie Ferris Subject: CORRECTED E: RF revisions to checked draft 11_20_2015 Importance: High Forget prior. Here they are. Remote computer not as simple as being there. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halli~an.com (803} 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. From: Keith R. Powell Sent: Saturday, November 21, 2015 4:13 PM To: 'Robbie Ferris' Subject: RE: RF revisions to checked draft 11_20_2015 How are these? Will male changes for MB and SMS issues. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halli~an.com (803) 254-4035 PAPR - 002679 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. From: Robbie Ferris [mailto:RFerrisC~sfla.biz1 Sent: Saturday, November 21, 2015 1:17 PM To: Keith R. Powell Subject: Fwd: RF revisions to checked draft 11_20_2015 Keith please see below, there are a few tweaks to what we sent you last night. it should simplify things a little and take some of the?'s that could arise later out Sent from my iPhone Begin forwarded message: From: Aaron Thomas Date: November 21, 2015 at 1:15:16 PM EST To: "Robert W. Ferris" Subject: FW: RF revisions to checked draft 11_20_2015 Robbie- I just read this again and realized we had made a mistake that could cause confusion. The attached revision made 2 minor changes to what we sent last night: 1. On weather delays I deleted the reference to the 10 year NOAA average being a baseline we would compare to. I did this because if we are already using 2 days per month as the baseline for adverse weather all we need NOAA for is to substantiate the days over 2 so it is not subjective in nature with the staff. Example If we have 5 days of rain in December 2015 that is over .10" then we would turn in the NOAA report for the project locale showing we had the 5 days over .10 and we would get an extension via change order for 3. <(5) days over .10" — (2) days expected in contract = (3) days extension> 2. I also added ACT OF GOD Language to the 8.2.1. We talked about it but forgot to add it. Must have been tired. Call me if you have any questions. I'm at the office. Warm Regards, Aaron Thomas, MCM, LEED-AP ~ President Metcon, Inc. ~ 7b3 Comtech Drive ~ PO Box 1149 ~ Pembroke, NC 28372 office 910.521.8013 I mobile 910.734.0537 ~ email:athomasC~metconus.com website ~ linkedin ~ twitter ~ instagram 3 PAPR - 002680 Sheri L. Wainscott From: Sent: To: Subject: Keith R. Powell Sunday, November 22, 2015 1:30 PM Robbie Ferris Re: CORRECTED E: RF revisions to checked draft 11 20 2015 Follow Up Flag: Flag Status: Follow up Flagged Categories: ~. Red Category How about 3. I will need to make and print the 5 sets then drive to Conway Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halligan.com (803) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. On Nov 22, 2015, at 1:28 PM, Robbie Ferris wrote: Keith These look great... am presenting at 4:00, would you like to meet before that to sign contracts. We could meet at 2:30 or 3:00 if you like... Robbie From: Keith R. Powell [mailto:kpowellCa~childs-halligan.net] Sent: Sunday, November 22, 2015 12:17 PM To: Robbie Ferris Subject: RE: CORRECTED E: RF revisions to checked draft 11_20_2015 Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halli~an.com (803)254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute PAPR - 002681 permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. From: Robbie Ferris [mailto:RFerrisCa~sfla.biz] Sent: Saturday, November 21, 2015 7:10 PM To: Keith R. Powell Cc: Aaron Thomas (athomasCa~metconus.com); Michael Richter Subject: RE: CORRECTED E: RF revisions to checked draft 11_20_2015 Keith, When you make these changes I need to send the final to the bonding company for their approval. Here are my comments. just happened to find one item A,3.1.6 and A.3.1.7 that I thought were had agreed upon that was changed. If there are other substantial things that you changed please let me know where they are. Main Document • The weather delays and anticipated weather language I sent you thins morning or something like that needs to be included. Most of our subs plan on working Saturday and or Sunday to get the work done. To not allow rain days if they fall on the weekend would be to defeat the purpose. Also we are told getting a rain day out of NCS with their current language tales a supreme court judge, seriously! We don't want to have to hire a scheduling expert and a lawyer every time it rains. The language needs to be simple , if it rains more than 2 days per month we get the extra days. As I see it were are saving HCS a lot of embarrassment by making this concession. They unnecessarily delayed the procurement process not us. I would rather not recount the delays because it would be unproductive at this point. We are taking risk here. What if we have a dry year? Regardless of the time extensions they should know we will do everything in our power to finish these jobs when they need them. We would not be able to withstand the political pressure of kids not have a school to attend even if we contractually had the time. Exhibit A • A.1.5.1.3-exhibit f that you sent us from HCS says if we submit application for payment by the 25`d we get paid by the 15th of the following month. The last blanl~ is (30) days according to exhibit F • A.2.2 May 15T goes here I think ~ A.3.1.6- We need something like this, again, we don't need to argue about if our proposal complies with the conceptual design or any other project requirement. They accepted our proposal. ----The design builders proposal clarifies the design builders assumptions and clarifications. • A.3.1.7- The design builders proposal has been determined by the owner to be an acceptable interpretation of the RFP and the project requirements. From: Keith R. Powell [mailto:kpowellCa~childs-halligan.netl Sent: Saturday, November 21, 2015 4:14 PM To: Robbie Ferris Subject: CORRECTED E: RF revisions to checked draft 11_20_2015 Importance: High Forget prior. Here they are. Remote computer not as simple as being there. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halli~an.com (803) 254-4035 2 PAPR - 002682 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected byattorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. From: Keith R. Powell Sent: Saturday, November 21, 2015 4:13 PM To: 'Robbie Ferris' Subject: RE: RF revisions to checked draft 11_20_2015 How are these? Will male changes for MB and SMS issues. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www,childs-halli~an.com (803)254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. From: Robbie Ferris jmailto:RFerris(c~sfla.bizl Sent: Saturday, November 21, 2015 1:17 PM To: Keith R. Powell Subject: Fwd: RF revisions to checked draft 11_20_2015 Keith please see below, there are a few tweaks to what we sent you last night. It should simplify things a little and take some of the?'s that could arise later out Sent from my iPhone Begin forwarded message: From: Aaron Thomas Date: November 21, 2015 at 1:15:16 PM EST To: "Robert W. Ferris° Subject: FW: RF revisions to checked draft 11_20_2015 Robbie- I just read this again and realized we had made a mistake that could cause confusion. The attached revision made 2 minor changes to what we sent last night: 1. On weather delays I deleted the reference to the 10 year NOAA average being a baseline we would compare to. I did this because if we are already using 2 days per month as the baseline for adverse weather all we need NOAA for is to substantiate the days over 2 so it is not subjective in nature with the staff. Example If we have 5 days of rain in December 2015 that is over .10" then we would turn in the NOAA report for the project locale showing we had fihe 5 3 PAPR - 002683 days over .10 and we would get an extension via change order for 3. <(5) days over .10" — (Z) days expected in contract = (3) days extension> also added ACT OF GOD Language to the 8.2.1. We talked about it but forgot to add it. Must have been tired. Cali me if you have any questions. I'm at the office. Warm Regards, Aaron Thomas, MCM, LEES-AP ~ President Metcon, Inc. ~ 763 Comtech Drive ~ PO Box 1149 ~ Pembroke, NC 28372 office 910;521.813 ~ mobile 910.734.0537 ~ email:athomas@metconus.com website ~ linkedin ~ twitter ~ instagram PAPR - 002684 Sheri L. Wainscott From: Sent: To: Subject: Robbie Ferris Sunday, November 22, 2015 1:44 PM Keith R. Powell RE: CORRECTED E: RF revisions to checked draft 11_20_2015 Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Sounds good, will you contact the board chair to meet us, he could meet us at 3:30, that will give me a few minutes to double check all the allowances and contract amounts... From: Keith R. Powell [mailto:kpowell@childs-halligan.net] Sent: Sunday, November 22, 2015 1:30 PM To: Robbie Ferris Subject: Re: CORRECTED E: RF revisions to checked draft 11_20_2015 How about 3. I will need to make and print the 5 sets then drive to Conway Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halliean.com (803) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. On Nov 22, 2015, at 1:28 PM, Robbie Ferris wrote: Keith These look great... am presenting at 4:00, would you like to meet before that to sign contracts. We could meet at 2:30 or 3:00 if you like... Robbie From: Keith R. Powell [maifto;kpowell n(n~childs-halligan.net] Sent: Sunday, November 22, 2015 12:17 PM To: Robbie Ferris Subject: RE: CORRECTED E: RF revisions to checked draft 11_20_2015 Keith R. Powell Childs &Halligan, P.A. 1 PAPR - 002685 Columbia, South Carolina www.childs-halli~an.com (803)254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. From: Robbie Ferris [mailto:RFerrisCa)sfla.biz] Sent: Saturday, November 21, 2015 7:10 PM To: Keith R. Powell Cc: Aaron Thomas (athomasC~metconus.com); Michael Richter Subject: RE: CORRECTED E: RF revisions to checked draft 11_20_2015 Keith, When you make these changes I need to send the final to the bonding company for their approval. Here are my comments. just happened to find one item A.3.1.6 and A.3.1.7 that I thought were had agreed upon that was changed. If there are other substantial things that you changed please let me know where they are, Main Document The weather delays and anticipated weather language I sent you thins morning or something like that needs to be included. Most of our subs plan on working Saturday and or Sunday to get the work done. To not allow rain days if they fail on the weekend would be to defeat the purpose. Also we are told getting a rain day out of HCS with their current language tales a supreme court judge, seriously! We don't want to have to hire a scheduling expert.and a lawyer every time it rains. The language needs to be simple , if it rains more than 2 days per month we get the extra days. As I see it were are saving HCS a lot of embarrassment by making this concession. They unnecessarily delayed the procurement process not us. I would rather not recount the delays because it would be unproductive at this point. We are taking risk here. What if we have a dry year? Regardless of the time extensions they should know we will do everything in our power to finish these jobs when they need them. We would not be able to withstand the political pressure of kids not have a school to attend even if we contractually had the time. Exhibit A • A.1.5.1.3-exhibit f that you sent us from HCS says if we submit application for payment by the 25`d we get paid by the 15th of the following month. The last blank is (30) days according to exhibit F • • • • A.2.2 May 1~ goes here I think A.3.1.6- VVe need something like this, again, we don't need to argue about if our proposal complies with the conceptual design or any other project requirement. They accepted our proposal. ----The design builders proposal clarifies the design builders assumptions and clarifications. A.3.1.7-'The design builders proposal has been determined by the owner to be an acceptable interpretation of the RFP and the project requirements, From: Keith R. Powell jmailto;kpowellCa~childs-halliaan.netl Sent: Saturday, November 21, 2015 4:14 PM To: Robbie Ferris Subject: CORRECTED E: RF revisions to checked draft 11_20_2015 Importance: High PAPR - 002686 Forget prior. Here they are. Remote computer not as simple as being there. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halli~an.com (803)254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. From: Keith R. Powell Sent: Saturday, November 21, 2015 4:13 PM To: 'Robbie Ferris' Subject: RE: RF revisions to checked draft 11_20_2015 How are these? Will make changes for MB and SMS issues. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halligan.com (803} 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. From: Robbie Ferris [mailto:RFerrisCa~sfla.bizl Sent: Saturday, November 21, 2015 1:17 PM To: Keith R. Powell Subject: Fwd: RF revisions to checked draft 11_20_2015 Keith please see below, there are a few tweaks to what we sent you last night. It should simplify things a little and take some of the?'s that could arise later out Sent from my iPhone Begin forwarded message: From: Aaron Thomas Date: November 21, 2015 at 1:15:16 PM EST To: "Robert W. Ferris" Subject: FW: RF revisions to checked draft 11_20_2015 Robbie- I just read this again and realized we had made a mistake that could cause confusion. The attached revision made 2 minor changes to what we sent last night: 3 PAPR - 002687 - .. .. 1. 2. i On weather delays I deleted the reference to the 10 year NOAA average being a baseline we would compare to. 1 did this because if we are already using 2 days per month as the baseline for adverse weather all we need NOAA for is to substantiate the days over 2 so it is nat subjective in nature with the staff. Example If we have 5 days of rain in December 2015 that is over .10" then we would turn in the NOAA report for the project locale showing we had the 5 days over .10 and we would get an extension via change order for 3. <(5) days over .10" — (2) days expected in contract = (3) days extension> I also added ACT OF GQD Language to the 8.2.1. We talked about it but forgot to add it. Must have been tired. Call me if you have any questions, I'm at the office. Warm Regards, Aaron Thomas, MCM, LEED-AP ~ President Metcon, Inc. ~ 763 Comtech Drive ~ PO Box 1149 ~ Pembroke, NC 28372 office 910.521.8013 ~ mobile 910.734.Q537 ~ email;athomas@metconus.com website ~ linkedin ~ twitter ~ instn~ram 4 PAPR - 002688 '; i From: Sent: To: Subject: Robbie Ferris Sunday, November 22, 2015 324 PM Keith R. Powell Horry County Schools-contracts Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Keith, am sorry but the bonding company just sent me these two items: They promised they have no other comments... o In the AIA 312 Performance Bond, please remove section 16.2; and replace with: "In no event shall the surety be liable under this bond for any design services or design work furnished by the Principal, or its engineers, architects or consultants in connection with this contract." o In Exhibit B, and more specifically in in 6.2.2, please insert the following as was modified in the RFP: (they did not like what you had) "In no event shall the surety be liable under this bond for any design services or design work furnished by the Principal, or its engineers, architects or consultants in connection with this contract. Robert W. Ferris, AIA, REFP, LEED AP CEO/President SfL+a Architects 333 Fayetteville Street, Suite 225 Raleigh, NC 27601 Cell: 919.610.2251 Fax: 919.573.6355 rferrisC~sfla.biz www.sfla.biz "I'd put my money on solar energy... I hope we don't have to wait till oil and coal run out before we tackle that." Thomas Edison, in conversation with Henry Ford and Harvey Firestone, March 1931. 1 PAPR - 002689 Sheri L. Wainscott From: Sent: To: Subject: Robbie Ferris Sunday, November 22, 2015 324 PM Keith R. Powell Horry County Schools-contracts Follow Up Flag: Ftag Status: Follow up Flagged Categories: Red Category Keith, am sorry but the bonding company just sent me these two items: They promised they have no other comments... o In the AIA 312 Performance Bond, please remove section 16.2; and replace with: "In no event shall the surety be liable under this bond for any design services or design work furnished by the Principal, or its engineers, architects or consultants in connection with this contract." o In Exhibit B, and more specifically in in B.2.2, please insert the following as was modified in the RFP: (they did not like what you had) "In no event shall the surety be liable under this bond for any design services or design work furnished by the Principal, or its engineers, architects or consultants in connection with this contract. Robert W. Ferris, AIA, REFP, LEED AP CEO/President SfL+a Architects 333 Fayetteville Street, Suite 225 Raleigh, NC 27601 Cell: 919.670.2251 Fax: 919.573.6355 rferrisC~sfla.biz www.sfla.biz "I'd put my money on solar energy,.. I hope we don't have to wait till oil and coal run out before we tackle that." Thomas Edison, in conversation with Henry Ford and Harvey Firestone, March 1931. 1 PAPR - 002690 Sheri L. Wainscott From: Sent: To: Subject: Keith R. Powell Sunday, November 22, 2015 3:49 PM Robbie Ferris Re: CORRECTED E: RF revisions to checked draft 11_20_2015 Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category The board has to vote first at its meeting Monday night - he knows to not heave without signing Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halli~an.com (803) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. On Nov 22, 2015, at 1:44 PM, Robbie Ferris wrote: Sounds good, will you contact the board chair to meet us, he could meet us at 3:30, that will give me a few minutes to double check all the allowances and contract amounts... From: Keith R. Powell [mailto:kpowell(c~childs-halligan.net] Sent: Sunday, November 22, 2015 1:30 PM To: Robbie Ferris Subject: Re: CORRECTED E: RF revisions to checked draft 11_20_2015 How about 3. I will need to make and print the 5 sets then drive to Conway Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halli~an.com (803) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. On Nov 22, 2015, at 1:28 PM, Robbie Ferris wrote: i PAPR - 002691 Keith These look great... am presenting at 4;00, would you like to meet before that to sign contracts. We could meet at 2:30 or 3:00 if you like... Robbie From: Keith R. Powell [mailto:kpowellCa~childs-halligan,net] Sent: Sunday, November 22, 2015 12:17 PM To: Robbie Ferris Subject: RE: CORRECTED E: RF revisions to checked draft 11_20_2015 Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halligan.com {803) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, nondisclosableand protected by attorney-client privilege, If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. From: Robbie Ferris [mailto:RFerrisCa~sfla.biz] Sent: Saturday, November 21, 2015 7:10 PM To: Keith R. Powell Cc: Aaron Thomas (athomas@metconus.com); Michael Richter Subject: RE: CORRECTED E: RF revisions to checked draft 11_20_2015 Date: November 21, 2015 at 1:15:16 PM EST To: "Robert W. Ferris" Subject: FW: RF revisions to checked draft 11_20_2015 Robbie- I just read this again and realized we had made a mistake that could cause confusion. The attached revision made 2 minor changes to what we sent last night: 1. On weather delays I deleted the reference to the 10 year NOAA average being a baseline we would compare to, I did this because if we are already using 2 days per month as the baseline for adverse weather all we need NOAA for is to substantiate the days over 2 so it is not subjective in nature with the stafF. Example If we have 5 days of rain in December 2015 that is over .10" then we would turn in the NOAA report for the project locale showing we had the 5 days over .10 and we would get an extension via change order for 3. <(5) days over .10" — (2) days expected in contract = (3) days extension> 2. I also added ACT OF GOD Language to the 8.2.1, We talked about it but forgot to add it. Must have been tired. Call me if you have any questions. I'm at the office. Warm Regards, Aaron Thomas, MCM, LEED-AP ~ President Metcon, Inc. ~ 763 Comtech Drive ~ PO Box 1149 (Pembroke, NC 28372 office 910,521,$013 ~ mobile 910.734.0537 email;4thomasC~metconus.com website ~ linkedin ~ twitter ~ instagram 4 PAPR - 002694 Sheri L. Wainscott From: Sent: To: Cc: Subject: Attachments: Keith R. Powell Sunday, November 22, 2015 3:56 PM Robbie Ferris William F. Halligan Re: Horry County Schools-contracts image002.png Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category ~P and :.S arrived ~e HCS has We will have to see about that with the district. This is a committed to in your comments. We issued an addendu at a compromise that the bond would only be excess to' one entity counterparty for design and build and wants Keith R. Powell Childs & Halligan, P:A. Columbia, South Carolina www.childs-halliean.com (803j 254-4035 ~tected by to examine, copy phone as listed NOTICE: This e-mail may contain information that attorney-client privilege. If you have received this or distribute the accompanying material. If you r~ above immediately. On Nov 22, 2015, at 3:24 PM, Robbie Ferris Robert W. Ferris, AIA, REFP, LEED AP CEO/President SfL+a Architects 333 Fayetteville 5treeC, Suite 225 Raleigh, NC 27601 Cell: 919.610.2251 Fax: 919.573.6355 rferrisC~sfla.biz wwwsfla.biz "I'd put my money on solar energy... I hope we don't have to wait till oil and coal run out before we tackle that." Thomas Edison, in conversation with Henry Ford and Harvey Firestone, March 1931. PAPR - 002696 Sheri L. Wainscott From: Sent: To: Cc: Subject: Robbie Ferris Sunday, November 22, 2015 4:01 PM Keith R. Powell William F. Halligan RE: Norry County Schools-contracts Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category actually did not see tF~is as different than what was already in exhibit B. I am not a lawyer or an insurance guy and am likely missing something. i have sent your comment to the bonding company, lets see what they say. From: Keith R. Powell [mailto:kpowellCa~childs-halligan.net] Sent: Sunday, November 22, 2015 3:56 PM To: Robbie Ferris Cc: William F. Halligan Subject: Re. Horry County Schools-contracts We will have to see about that with the district. This is a significant change from what was published in the RFP and committed to in your comments. We issued an addendum on this because others did express concern and HCS arrived at a compromise that the bond would only be excess to the professional liability policies. In a design-build the HCS has one entity counterparty for design and build and wants both performed with security. Keith R. Powell Childs &Halligan, P.A. Co{umbia, South Carolina www.childs-halli~an.com (803)254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material, If you receive this message in error, please notify us by telephone as listed above immediately. On Nov 22, 2015, at 3:24 PM, Robbie Ferris wrote. Keith, am sorry but the bonding company just sent me these two items: They promised they have no other comments... o In the AIA 312 Performance Bond, please remove section 16.2; and replace with: "In no event shall the surety be liable under this bond for any design services or design work furnished by the Principal, or its engineers, architects or consultants in connection with this contract." i PAPR - 002697 __ o - - _ , In Exhibit B, and more specifically in in 6.2.2, please insert the following as was modified in the RFP: (they did not like what you had) "In no event shall the surety be liable under this bond for any design services or design work furnished by the Principal, or its engineers, architects or consultants in connection with this contract. Robert W. Ferris, Alit, REFP, LEED AP CEO/President SfL+a Architects 333 Fayetteville StreeC, Suite 225 Raleigh, NC 2iG01 Cell: 919.610.2251 Fax: 919.573.6355 rferrisC~sfla.biz www.sfla.biz "I'd put my money on solar energy... I hope we don't have to wait till oil and coal run out before we tackle that." Thomas Edison, in conversation with Henry Ford and Harvey Firestone, March 1931. PAPR - 002698 Sheri L. Wainscott From: Sent: To: Subject: Robbie Ferris Sunday, November 22, 2015 4:02 PM Keith R. Powell RE: CORRECTED E: RF revisions to checked draft 11_20_2015 Follow Up Fiag: Flag Status: Foliow up Flagged Categories: Red Category OI<, if possible, lets still meet at 3 so I can double check all amounts... From: Keith R. Powell [mailto:kpowell@childs-haliigan.net] Sent: Sunday, November 22, 2015 3:49 PM To: Robbie Ferris Subject: Re: CORRECTED E: RF revisions to checked draft 11_20_2015 The board has to vote first at its meeting Monday night - he knows to not leave without signing Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halli~an.com (803)254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. On Nov 22, 2015, at 1:44 PM, Robbie Ferris wrote: Sounds good, will you contact the board chair to meet us, he could meet us at 3:30, that will give me a few minutes to double check all the allowances and contract amounts... From: Keith R. Powell [mailto:kpowell@childs-hall_i_gan.net] Sent: Sunday, November 22, 2015 1:30 PM To: Robbie Ferris Subject: Re: CORRECTED E: RF revisions to checked draft 11_20_2015 How about 3. I will need to make and print the 5 sets then drive to Conway Keith R. Powe11 Childs &Halligan, P.A. Columbia, South Carolina www.childs-halli~an.com (803) 254-4035 1 PAPR - 002699 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. On Nov 22, 2015, at 1:28 PM, Robbie Ferris wrote: Keith These look great... am presenting at 4:00, would you like to meet before that to sign contracts. We could meet at 2:30 or 3:00 if you (il Date: November 21, 2015 at 1:15:16 PM EST To: "Robert W. Ferris" Subject: FW: RF revisions to checked draft 11_20_2015 Robbie- I just read this again and realized we had made a mistake that could cause confusion. The attached revision made 2 minor changes to what we sent last night: 1. On weather delays 1 deleted the reference to the 10 year NOAA average being a baseline we would compare to. I did this because if we are already using 2 days per month as the baseline for adverse weather all we need NOAA for is to substantiate the days over 2 so it is not subjective in nature with the staff. Example If we have 5 days of rain in December 2015 that is over .10" then we would turn in the NOAA report for the project locale showing we had the 5 days over .10 and we would get an extension via change order for 3, <(S) days over .10" — (2) days expected in contract = (3) days extension> 2. I also added ACT OF GOD Language to the 8.2.1. We talked about it but forgot to add it. Must have been tired. Call me if you have any questions. I'm at the office. Warm Regards, 4 PAPR - 002702 office 910.521.8013 ~ mobile 9. email~athomas@metconus.com website ~ linkedin ( twitter PAPR - 002703 „: ~: Sheri L. Wainscott From: Sent: To: Subject: Keith R. Powell Sunday, November 22, 2015 4:04 PM Robbie Ferris Re: CORRECTED E: RF revisions to checked draft 11_20_2015 Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Sure I would appreciate that because of all the variety Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.chifds-halfi~an.com (803) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. On Nov 22, 2015, at 4:02 PM, Robbie Ferris wrote: OI<, if possible, lets still meet at 3 so I can double check all amounts... From: Keith R. Powell [mailto:kpowellCa~childs-halligan.net] Sent: Sunday, November 22, 2015 3:49 PM To: Robbie Ferris Subject: Re: CORRECTED E: RF revisions to checked draft 11_20_2015 The board has to vote first at its meeting Monday night - he knows to not leave without signing Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halli~an.com (803)254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. On Nov 22, 2015, at 1:44 PM, Robbie Ferris wrote: 1 PAPR - 002704 Sounds good, will you contact the board chair to meet us, he could meet us at 3:30, that will give me a few minutes to double check all the allowances and contract amounts... From: Keith R. Powell [mailta:kpowellCc~childs-halligan.net] Sent: Sunday, November 22, 2015 1:30 PM To: Robbie Ferris Subject: Re: CORRECTED E: RF revisions to checked draft 11_20_2015 How about 3. I will need to make and print the 5 sets then drive to Conway Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halligan,com (803) 254-4035 NOTfCE: This e-mail may contain information that is personal and confidential, nondisciosableand protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. On Nov 22, 2015, at 1:28 PM, Robbie Ferris wrote: Keith These look great... am presenting at 4:00, would you like to meet before that to sign contracts. We could meet at 2:30 or 3:00 if you like... Robbie From: Keith R. Powell [mailto:kpowellCa~childs-halli an.net] Sent: Sunday, November Z2, 2015 12:17 PM To: Robbie Ferris Subject: RE; CORRECTED E: RF revisions to checked draft 11_20_2015 Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halli~an.com (803)254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected byattorney-client privilege, If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material, If you receive this message in error, please notify us by telephone as listed above immediately. z PAPR - 002705 From: Robbie Ferris [mai~to:RFerrisC~sfla.biz] Sent: Saturday, November 21, 2015 7:10 PM To: Keith R. Powell Cc: Aaron Thomas (athomasCa~metconus.com); Michael Richter Subject: RE: CORRECTED E: RF revisions to checked draft 11_20_2015 Keith, When you male these changes I need to send the final to the bonding company for their approval. Here are my comments. just happened to find one item A.3.1.6 and A.3.1.7 that I thought were had agreed upon that was changed. If there are other substantial things that you changed please let me know where they are. Main Document • The weather delays and anticipated weather language I sent you thins morning or something like that needs to be included. Most of our subs plan on wori Date: November 21, 2015 at 1:15:16 PM EST To: "Robert W. Ferris" Subject: FW: RF revisions to checked draft 7.1_20_2015 Robbie- I just read this again and realized we had made a mistake that could cause confusion. The attached revision made 2 minor changes to what we sent last night: 1. On weather delays I deleted the reference to the 10 year NOAA average being a baseline we would compare to. I did this because if we are already using 2 days per month as the baseline for adverse weather all we need NOAH for is to substantiate the days over 2 so it is not subjective in nature with the staff. Example If we have 5 days of rain in December 2015 that is over .10" then we would turn in the NOAA report for the project locale showing we had the 5 days over .10 and we would get an extension via change order for 3. <(5) days over .10" — (2J days expected in contract = (3) days extension> 2. I also added ACT OF GOD Language to the 8.2.1. We talked about it but forgot to add it, Must have been tired. Call me if you have any questions. I'm at the office. Warm Regards, Aaron Thomas, MCM, LEED-AP ~ President Metcon, Inc. ~ 763 Comtech Drive (PO Box 1149 ~ Pembroke, NC 28372 office 910.521.8013 ~ mobile 910.734.0537 email:athamas@metconus.com website ~ linkedin I twitter ~ instctgram s PAPR - 002708 Sheri L. Wainscott From: Sent: To: Cc: Subject: Keith R. Powell Sunday, November 22, 2015 4:12 PM Robbie Ferris William F. Halligan Re: Horry County Schools-contracts Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category FYf It's not extra liability insurance- the bond is there to ensure that the surety will pay for somebody whose design will meet the SC standard of care if the DB fails to do so. Keith R. Powell Childs & Halligan, P.A. Columbia, South Carolina www.childs-hal li~an.com (8~3) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. On Nov 22, 2015, at 4:01 PM, Robbie Ferris wrote: actually did not see this as different than what was already in exhibit B. I am not a lawyer or an insurance guy and am likely missing something. I have sent your comment to the bonding company, lets see what they say. From: Keith R. Powell [mailto:kpowell@childs-halligan.net] Sent: Sunday, November 22, 2015 3:56 PM To: Robbie Ferris Cc: William F. Halligan Subject: Re: Horry County Schools-contracts We will have to see about that with the district. This is a significant change from what was published in the RfP and committed to in your comments. We issued an addendum on this because others did express concern and HCS arrived at a compromise that the bond would only be excess to the professional liability policies. In a design-build the HCS has one entity counterparty for design and build and wants both performed with security. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halliQan.com (803) 254-4035 PAPR - 002709 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. On Nov 22, 2015, at 3:24 PM, Robbie Ferris wrote: Keith, am sorry but the bonding company just sent me these two items: They promised they have no other comments... o In the AIA 312 Performance Bond, please remove section 16.2; and replace with: "In no event shall the surety be liable under this bond for any design services or design work furnished by the Principal, or its engineers, architects or consultants in connection with this contract." o In Exhibit B, and more specifically in in B.2.2, please insert the following as was modified in the RFP: (they did not like what you had) "In no event shall the surety be liable under this bond for any design services or design work furnished by the Principal, or its engineers, architects or consultants in connection with this contract. Robert W. Ferris, AIA, REFP, LEED AP CEOs President SfL+a ArchStects 333 Fayetteville Street, Suite 225 Raleigh, NC 27601 Celt: 919.b10,2251 Fax: 919.573.6355 rferrisC~sfla.biz www.sfla.biz "I'd put my money on solar energy... I hope we don't have to wait till oil and coal run out before we taci Sunday, November 22, 2015 4:14 PM Keith R. Powell William F. Halligan RE: Horry County Schools-contracts Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category am arguing that point as I type this. From: Keith R. Powell [mailto:kpowellCQ~childs-halligan.net] Sent: Sunday, November 22, 2015 4:12 PM To: Robbie Ferris Cc: William F. Halligan Subject: Re: Horry County Schools-contracts FYI It's not extra liability insurance- the bond is there to ensure that the surety will pay for somebody whose design will meet the SC standard of care if the DB fails to do so. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halliean.com (803) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. On Nov 22, 2015, at 4:01 PM, Robbie Ferris wrote: actually did not see this as different than what was already in exhibit B. I am not a lawyer or an insurance guy and am likely missing something. I have sent your comment to the bonding company, lets see what they say. From: Keith R. Powell [mailto:kpowell@childs-halligan.net] Sent: Sunday, November 22, 2015 3:56 PM To: Robbie Ferris Cc: William F. Halligan Subject: Re: Horry County Schools-contracts We will have to see about that with the district. This is a significant change from what was published in the RFP and committed to in your comments. We issued an addendum on this because others did express concern and HCS arrived at a compromise that the bond would only be excess to the 1 PAPR - 002711 professional liability policies. In a design-build the HCS has one entity counterparty for design and build and wants both performed with security. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www,childs-halli~an.com (803) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected byattorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. On Nov 22, 2015, at 3:24 PM, Robbie Ferris wrote: Keith, am sorry but the bonding company just sent me these two items: They promised they have no other comments... o In the AIA 312 Performance Bond, please remove section 16.2; and replace with: "In no event shall the surety be liable under this bond for any design services or design work furnished by the Principal, or its engineers, architects or consultants in connection with this contract." o . In Exhibit B, and more specifically in in 8.2.2, please insert the following as was modified in the RFP: (they did not like what you had) "In no event shall the surety be liable under this bond for any design services or design work furnished by the Principal, or its engineers, architects or consultants in connection with this contract. Robert W. Ferris, AIA, REFP, LEED AP CEO/ President SfL+a Architects 333 Fayetteville Street, Suite 225 Raleigh, NC 27601 CeU: 919.610.2251 Fax: 419.573.6355 rferrisC~sfla.biz www.sfla.biz "i'd put my money on solar energy... I hope we don't have to wait till oil and coal run out before we tackle that." Thomas Edison, in conversation with Henry Ford and Harvey Firestone, March 1931. PAPR - 002712 Sheri L. Wainscott From: Sent: To: Cc: Subject: Keith R. Powell Sunday, November 22, 2015 4:17 PM Robbie Ferris William F. Halligan Re: Horry County Schools-contracts Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category And On the payment bond it is to ensure that designers get paid so the district does not have to worry about that. VWR have seen this as an issue with civil engineering services around post occupancy storm water systems covenants to DHEC, for example. SC law allows design professionals payment bond protection so I want the payment bond to mirror the statute and not have HCS drawn into a disputed engineer payment - legally or politically. Keith R. Powell Childs &Halligan, P.A.. Columbia, South Carolina www.childs-halli~an.com (803) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. On Nov 22, 2015, at 4:12 PM, Keith R. Powell wrote: FYI It's not extra liability insurance- the bond is there to ensure that the surety will pay for somebody whose design will meet the SC standard of care if the DB fails to do so. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www,childs-halli~an.com (803)254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. On Nov 22, 2015, at 4:01 PM, Robbie Ferris wrote: 1 PAPR - 002713 actually did not see this as different than what was already in exhibit B. I am not a lawyer ar an insurance guy and am likely missing something. I have sent your comment to the bonding company, lets see what they say. From: Keith R. Powell [mailto:kpowellCa~childs-halligan.net] Sent: Sunday, November 22, 2015 3:56 PM To: Robbie Ferris Cc: William F. Halligan Subject: Re: Horry County Schools-contracts We will have to see about that with the district. This is a significant change from what was published in the RFP and committed to in your comments. We issued an addendum on this because others did express concern and HCS arrived at a compromise that the bond would only be excess to the professional liability policies. In a design-build the HCS has one entity counterparty for design and build and wants both performed with security. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halli~an.com (803) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, nondisclosableand protected byattorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. On Nov 22, 2015, at 3:24 PM, Robbie Ferris wrote: Keith, am sorry but the bonding company just sent me these two items: They promised they have no other comments... o In the AIA 312 Performance Bond, please remove section 16.2; and replace with: "In no event shall the surety be liable under this bond for any design services or design work furnished by the Principal, or its engineers, architects or consultants in connection with this contract." o In Exhibit B, and more specifically in in B.2.2, please insert the following as was modified in the RFP: (they did not like what you had) "In no event shall the surety be liable under this bond for any design services or design work furnished by the Principal, or its engineers, PAPR - 002714 .. _. ;.., . architects or consultants in connection with this contract. Robert W. Ferris, AIA, REFP, LEER AP CEO/President SfL+a Architects 333 Fayetteville Street, Suite 225 Raleigh, HC 27601 Cell: 919.610.2251 Fax: 919.573.6355 rferrisC~sfla.biz www.sfla.biz "I'd put my money on solar energy... I hope we don't have to wait till oil and coal run out before we tackle that." Thomas Edison, in conversation with Henry Ford and Harvey Firestone, March 1931. PAPR - 002715 Sheri L. Wainscott From: Sent: To: Cc: Subject: Robbie Ferris Sunday, November 22, 2015 4:59 PM Keith R. Powell William F. Halligan RE: Horry County Schools-contracts Follow Up Flag: Fiag Status: Follow up Flagged Categories: Red Category Keith, The bonding agent agrees that your language should suffice. He is trying to rally the lawyers. I think you want the same thing they want but they are stucl wrote: FYI It's not extra liability insurance- the bond is there to ensure that the surety will pay for somebody whose design will meet the SC standard of care if the DB fails to do so. Keith R. Powell Childs &Halligan, P.A. i PAPR - 002716 Columbia, South Carolina www.chiids-halli~an.com (803) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected byattorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. If you receive this message in error, please notify us by telephone as listed above immediately. On Nov 22, 2015, at 4:01 PM, Robbie Ferris wrote: actually did not see this as different than what was already in exhibit B. I am not a lawyer or an insurance guy and am likely missing something. I have sent your comment to the bonding company, lets see what they say. From: Keith R. Powell [mailto:kpowellC~childs-halligan.net] Sent: Sunday, November 22, 2015 3:56 PM To: Robbie Ferris Cc: William F. Halligan Subject: Re: Horry County Schools-contracts We will have to see about that with the district. This is a significant change from what was published in the RFP and committed to in your comments. We issued an addendum on this because others did express concern and HCS arrived at a compromise that the bond would only be excess to the professional liability policies. In a design-build the HCS has one entity counterparty for design and build and wants both performed with security. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halli~an.com (803)254-4035 NOTICE: This e-mail may contain information that is personal and confidential, nondisclosable and protected byattorney-client privilege. If you have received this e-mail in error, this does not constitute permission to examine, copy or distribute the accompanying material. Ifyou receive this message in error, please notify us by telephone as listed above immediately. On Nov 22, 2015, at 3:24 PM, Robbie Ferris wrote: Keith, am sorry but the bonding company just sent me these two items: They promised they have no other comments... o In the AIA 312 Performance Bond, please remove section 16.2; and replace with: "In no event shall the surety be liable under this bond for any design services or design work 2 PAPR - 002717 furnished by the Principal, or its engineers, architects or consultants in connection with this contract." o In Exhibit B, and more specifically in in B.2.2, please insert the following as was modified in the RFP: (they did not like what you had) "In no event shall the surety be liable under this bond for any design services or design work furnished by the Principal, or its engineers, architects or consultants in connection with this contract. Robert W. Ferris, AIA, REFP, LEED AP CEO/President SfL+a Architects 333 Fayetteville Street, Suite 225 kateigh, NC 27bfl1 Cell: 919.610.2251 Fdx: 919.573.6355 rferrisC~sfla.biz wwv✓,sfla. biz "I'd put my money on solar energy... I hope we don't have to wait till oil and coal run out before we tackle that." Thomas Edison, in conversation with Henry Ford and Harvey Firestone, March 1931. PAPR - 002718 Sheri L. Wainscott From: Sent: To: Subject: Robbie Ferris Sunday, November 22, 2015 5:05 PM Keith R. Powell FW: Horry County to FFEP Contract and Allowance Values Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Imetconus.com] Sent: Sunday, November 22, 2015 4:40 PM To: Robbie Ferris Cc: Aaron Thomas; Michael Richter; Mike Mitchell; Ryan Parker Subject: Norry County to FFEP Contract and Allowance Values Hc~~ry ~~ur~ty~ S~h~~ls S~~nma~y ~ep~rt ~~22 f X01 Carolina Forest Middle MyRle Beach Mittle St lames Project Contraci Vafue ~lvner Furniture Allot^ranc~ _ _ $ ~5,93~,227 $ ~b,335,102 } $ 1,SOO,t100 35~,t)00 650,0 0 750,D00 $ $ $ $ 1,5~0,00~ 350,000 650,040 750,040 $ Oti+dner Hard~~+are Allo~~anc~ Otivner Controls AI f o4~,rance Owner Fire Alarm AI{owance 04vner Playground Equip. Allowance $ $ $ Oavner Special Inspections Allc~wan~e flevnerComr~lisioin~Ailo4~anc2 S $ 15~.,O+DO 1~5,0~00 $ $ O~~~nerTechnologyAllowance Design eui(der Landscaping Allowance Design Builder Co►npl~te Site Package Allowance $ $ 1,855,000 2~QO,Oa00 $ $ 15b,00~ 15,040 1,865,040 200,0{313 S $ $ $ S $ $ $ Respectfully, Sam Sam Isham 32°, LEED AP I Executive Vice President Metcon, Inc. ~ 763 Comtech Drive I PO Box 1149 ~ Pembroke, NC 28372 office 910.521.8013 I mobile 910.374.5620 I email: sisham(a~,metconus.corn website I linkedin I twitter I insta rg am i PAPR - 002719 IMPORTANT: This e-mail message is intended solely for the individual or individuals to whom it is addressed. It may contain confidential information. If the reader of this message is not the intended recipient, you are requested. not to read, copy or distribute it or any of the information it contains. Please delete it immediately and notify us by return e-mail or by telephone (910) 521-8013. 2 PAPR - 002720