Sheri L. Wainscott From: Sent: To: Subject: Attachments: Keith R. Powell Saturday, November 21, 2015 4:14 PM 'Robbie Ferris' CORRECTED E; RF revisions to checked draft 11_20_2015 EX B v2 -Final - (1)(1).pdf; Exhibit A -Final - (1).pdf; 673757_2 141 main -Final - (1) (1),pdf Importance: High Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Forget prior. Here they are. Remote computer not as simple as being there. Keith R, Powell Childs &Halligan, P.A. Co►umbia, South Carolina www.childs-halli~an.com ($03) 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-haili~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. i PAPR - 003640 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: 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 brive ~ PO Bvx 1149 ~ Pembroke, NC 28372 office 910.521,8013 ~ mobile 910.734,0537 ~ email:athomas@metconus.com website ~ linkedin ~ twitter ~ instagram PAPR - 003641 ~.,~t~~~~~~ ~ ~ ~, ~ ~~'~~~~~~~ Document A141TM - 2014 Exhibit B Insurance and Bonds for the following PROJECT: (Name and locatr.on or address) New Carolina Forest Midd(e School (per Owner's Request for Proposals No. 1415-91 and Design-Builder's Proposal in response to the solicitation.} THE OWNER: (Name, legaC status and address) Iloiry County Schools, South Carolina, a political suUdivision of the State of South Carolilta, 335 Four Mile Rd. Conway,. SC 29528 THE DESIGN-BUILDER: (Name, legal status and address) FIRSTFLOOR 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 E~chihit 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 B,1 GENERAL 6.2 DESIGN BUILDER'S INSURANCE AND BONDS B.3 OWNER'S INSURANCE B.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 6.2 Init. DESIGN BUILDER'S INSURANCE AND BONDS AIA Document A141T"~ — 2014 Exhibit B, Copyright ~ 2004 and 2014 by The American Institute of Arohitects. All rights reserved. WARNING: Thia AIA'" Document is F~rotected by U.S. Copyright Law and International Treaties. Unauthorizeci rctproduction or distribution of this AIA`D Document, ar any portion aF it, may re3ult 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 al 16:09:04 an 11!21/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1715753780) User Notes: PAPR - 003642 § 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 insu►•ance until the expiration of the period for correction of Work as set forthrn Section 11.2.2.1 of the (Paragraphs deleted) Agreement. § B.2.1.1 Commercial Generat 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. § 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. § B.2.1.4 Workers' Compensation at statutory limits. § B.2.1.5 Employers' Liability with policy limits as provided below: $100,000 per accident. § B.2.1.6 Professional Liability covering negligent acts, errors and omissions in the performance of professional services, with policy limits of not less than two million ($ 2,000,000 )per claim and two million ($ 2,000,000 in the aggregate. (Paragraphs deleted) § 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 Agreem~t. § 8.2.1.10 Certificates of Insurance. '1'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. ~ AIA Document A141T"' — 2014 Exhibit B. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AlA`~ ❑ocument is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA`A ~pcument, or any portion of it, may result fit 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 16:09:04 on 11/21/2015 under Order No.o239588208_1 which expires on 07/14/2016, and is not for resale. (1715753780) ~ User Notes: PAPR - 003643 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 famished by the Design-Builder with reasonable promptness. § B.2.2 Performance Bond and Payment Bond The Design-Builder shall provide surety bonds as follows: (Sped type anyt 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 ba a potential beneficiary of bonds covering payment of obligations arising under the Ageement, 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. § B.3.2 Properly 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 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) § 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 Boiler dnd Machinery Insurance. The Owner shall purchase and maintain boiler and machinery insurance in the form of S.C. I~isurance 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 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. 'Tire Owner shall provide such written notice within five (5) business days of the date the Owner is first aware of the init, ~ AIA Document A147'"' — 2014 Exhibit B. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA'" Document is protectecl by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distrihution of this AIA10 ~pcument, or any portion of it, may result fn severe civil and criminal penolefes, and will ba ~srosocufek to the rnaximurn extent passihie under Ehe 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 - 003644 cancellation or expiration, or is first aware that the cancellation or expirationrsthreatened or otherwise may occur, whichever comes first. (Para~aph deleted) § 8,3.2.8 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-$wilder 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 ftduciary 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 tha besign-Builder after notification of a Change in the Work in accordance with Article 6 of the Ageement. § B.3.2.101'he 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 Ov✓ner and Design-Builder as the method of binding dispute resolution in the Agreement. (Paragraphs deleted) Init. ~ AIA Document Al M11T"' — 2014 Exhibit 8. Copyright 0 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA" 1]ocument is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA`-0 Document, or any port(on of ft, may result in severe civ(( and criminal penalties, and will be prosecuted to the maximum extent possihla under the law. This document was produced by AIA software at 16:09:04 on 11/21/2D15 under Order No.0239586208_1 which expires on 07!1412016, and is not for resale. (1715753780) User Notes: PAPR - 003645 Additions and Deletions Report for AIA~ Document A 141"" — 2014 Exhibit B This Additions and Deletions Report, as deFned 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 ft, as well as any text the author may have added to or deleted from the original AIA text. Added tee 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 16:09:04 on 71/21/2075. PAGE1 New Carolina Forest Middle School (per Owner's Request for Proposals No. 1415-91 and Design-Builder's Proposal in response to the solicitation. __ _ _ Norry Couniv Schools, South Carolina,.a political subdivision of the State of South Carolina. 335 Fotir Mile•Rd. Cwiway, SC29528 _ _ _ FIRSTFLOOR ENERGY POSTTNE LLC, 333 Favetteville St., Suite 225 RaleiEh, 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 (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 incorpgrated, the provision in this Exhibit will prevail. Daring 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 § 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. T'he besign-Builder shalt 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 w,.....,.„,,.......~,......, a:cr..,,.,« a.._,.«:,.., : ......e,a ws~,,..,. 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 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 reprocivation or distri4ution 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 passible under the law. This document was produced by AIA software at 16:09:04 on 11/21/2015 under Order No.0239566208_1 which e~ires on 0711412016, and Is not for resale. (1715753780) User Notes: PAPR - 003646 ~ damages because of injury to or destruction of tangible ~—property, and must contain the subcontractor exception to the "your work" exclusion; § 8.2.1.2 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 oat 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. . .. e~atm and , f ~--~-H~-~k~e-eggt'ege~o. .. C~—~~er~~ ei~rsnd—{~~n~,~~-g~~~~: ..., § 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, ~et~►eb~le 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 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 errtebt!e-~i~Ftt3; Design-Builder's primary and excess insurance policies for Commercial General Liability, ~ie~--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 desi~c► professionals to the extent such liability is covered by the design professional's 100% of contract value. Additions and Deletions Report for AIA Document A147 TM — 2014 Exhibit B. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"~ gocument is protected by U.S. Copyright Law anti International Treaties. Unauthorized reproduction or distribution of this AIAt' Document, or any portion of it, ntay result in severe c(v(I and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AAA software at 16:08:04 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 - 003647 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 ,~'~~« ~^,:~" ~~m :~ ~"~ ~ .~* ~~ Project is located, property insurance written on n ~,.:,-'~~'~ ~:~,- "^„ r:~'-° ~ ce..........:.... : ,,..a,..,,.e,..;.~. ~~,.t:,... n 4 ,.c,tio n....00.,,o.., 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. ... ... . ~rs~tr~-~es~ § B.3.2.2 Boiler and Machinery Insurance. The Owner shall purchase and maintain boiler and machinery ~ . e s ~ f ~ .insurance in the form of S.C. Insurance Reserve Fund ("IRF") PD-Ol, PD-09, and PD-12. - ~ ~- -- ~ ~ ~• r. . ~. • - - ~ ~ ~ ~. _ • • • - r.. ~ ~ ~- - ~ Additions and Deletions Report for AIA Document A141TM — 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 In4ernational Treaties. Unauthorized reproduction or distribution of this AIA"' ~acument, or any portion of it, may resulE in severe civil and criminal penalties, and will be prosecuted to the maximum extent possiblo under the law. This document was produced by AIA software at 16:09:04 on 11121/2015 under Order No.0239586208 1 which expires on 07!14/201B, and is not for resale. (1715753780) User Notes: PAPR - 003648 .. _ r .. 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 ofthis 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 A141T" — 2014 Exhibit B, Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA`~ Document is protectted by U.S. Copyright Law an e ~ Rfi&~~3QF11R1~ ($9~00~ .. .7,.x...,.7 :.. A..a:..le A C ~ /'~....t ,.F tl.., \II...L e ~ ~ _ \" \' ~ ~. t ~~. Additions and Deletions Report for AIA Document A141T'^ — 2014 Exhibit A. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AlA°' Document is protected 6y U.S. Copyright Ls~w and International Treaties. Unauthorized repro".... ..~,..~~ ..,,. w,... ....a,.,, ,.., «,,e w....:.. ,.F,.,......,.... .. ~a .,.:.ti,...~ «,,o ...:,,.. . , , .Documents. John Gardner,.Chief Financial Officer Robert Ferris, Authorized Member Additions and Deletions Report for AIA Document A141T'^ — 2014 Exhibit A. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA°i Document is protected 6y U.S. Copyright Lnw and International Treaties. Unauthorized reproduction or distribution of this AIAa Document, or any portion of it, may result )n 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 16:08:37 on 11/21/2015 under Order No.0239586208_1 which e~ires on 07!14!2016, and is not for resale. (875259748) User Notes: PAPR - 003663 ~- ~ i Certification of Document's Authenticify AIA° Document D401'"^ - 2003 I, ,hereby certify, to the best of my knowledge, information and belief, that 1 created the attached final document simultaneously with its associated Additions and Deletions Report and this certification at 16:08:37 on 11/21/2015 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 E~chibit 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 D407 T"' — 2003. Copyrights 1992 and 2003 by The American Institute of Arch(tects. All rights reserved. WARNING: This AIA"' Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIAk' Document, or any portion of it, may rosult in savor¢ civil antl criminal penalties, and will be prosecuted to the maxirnum extent possible under tho law. This document was produced by AIA software at 16:08:37 on 11/21/2015 under Ordar No.0239586208_1 which mires on 07H4/2016, and is not for resale. (875258748) User Notes: PAPR - 003664 ~ ~~pd '=~ ~ rra Document A141 - 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 wo~•ds, indicate day, month andyear.) BETWEEN the Owner: (Name, 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 Offtce Phone 843.488.6700 and the Design-Builder: (Name, legal status, address and other information) FIRSTFLOOR ENERGY POSITIVE LLC, 333 Fayetteville St., Suite 225 Raleigh, NC 27601 ~ ADDITIONS AND DELETIQNS: The author of this document has added Information needed for its completion. The author may also have revised the tee of the original q~A 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 Hne 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. ~ for the following Project: This document has important legal consequences. Consultation with an attorney is encouraged with respect (Name, location and detailed description) to Its completion or modification. New Carolina Forest Middle School (per Owner's Request for Proposals No. 1415-91) Consultation with an attorney is also encouraged with respect to Note: references to Owner's Request for Proposals No. 1415-91 include its addenda. profess(onal licensing requirements ~n the jurisdiction where the Project is located. The Owner and Design-Builder agree as follows. Init. AIA Document A141 TM — 2074. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIAm Doeument is protected by U.S. Copyright Law And Intornatfonal Treaties. Unauthorized reproduction or distribution of ibis AIA~ Document, or any po~Eion of it, may result In severo civil and criminal penaltlos, and will be prosecuted to the maximum extent possible under the taw. This document was produced by AIA software at 16:07:28 on 11/21/2015 under Order No.0239566208 7 which e~ires on 07/14!2016, and is not for resale. (1229084528) User Notes: PAPR - 003665 ~ 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 17 UNCOVERING AND CORRECTION OF WORK 12 COPYRIGHTS AND LICENSES 13 TERMINATION OR SUSPENSION 14 CLAIMS AND DISPUTE RESOLUTION 15 MISCELLANEOUS PROVISIONS 16 SGOPE 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 l.l. (Note the disposition for the following items by inserting the requested information or a statement such as "not applicable" or "unknown at time of execzttinn. "!f the Oivner intends to provide a set of design documents, and the requested information is contained in the design documents, identify [he design documents and insert "see Owner's design documents" whe~~e app~ropr•iate.) ', § 1.1.1 The Owner's program for the Project: (Set forth the program, identify documentation in which the program is set forth, or' state the man»er in which the program will be developed.) Per "Design Requirements" published for Solicitation No. ]415-91 and .Design-I3uilder'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'^ — 2014. Copyright D 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNIhIG: 7hfs AIA"~ ❑ocumenf is proEected by U.S. Copyright Law and International Treaties, Unauthorized reproduction or disU•ibutimi of this AIA" Document, or any noilion of it, may result in severe c(vil and criminal penalties, anU will be prosecuted to the maximum extont possible under the law. This document was produced by AIA software at 16:07:28 on 11/21/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1229D8g528) User Notes: PAPR - 003666 2 § 1.1.2 The Owner's design requirements for the Project and related documentation: (Ident~ beloN; or in an attached exhibit, the documentation that contains the Owner's design requirements, including any performance specificationsfog° 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, 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 sz~ch as Sustainability Certiftcation, 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 Document A141 T"L2014, F~hibit C, Sustainable Projects, into this Agreement to deftne 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 Oia~ner'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 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 Ageement is based: (Ident~ special characteristics or needs of the Project not idenrified edseivhere, such as historic preservah`on requirements.) Init. ~ AIA Document A141 T" — 2014. Copyr(ght m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~ Document is protected by U.S. Capyriyht Law and Intematfanal Treaties. Unauthorized re{~roduction or disfril>ution of this AIAg Document, or any portion pF it, may result in severe civil and crlminai penalties, and wilt be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 16;07:28 on 11/21/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1229084528) User Notes: PAPR - 003667 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 ATA Document E203TM-2013 to establish the protocols for the development, use, hansmission, 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 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, and, if known, idenh,fy by name and address.) To be determined by Owner. If retained, such consultants will be identified promptly.. § 1.2.4 T'he Design-Builder identifies the following representative in accordance with Section 3.1.2: (List name, add~•ess and other informarion.) Robbie Ferris, S.C. AR.6106 FIRSTFLOOR $NERGY 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 (Parag~•aphs deleted) jurisdiction, nonjury before a circuit judge in Horry County, SC. Init. ~ AIA Document A141T'" — 2014. 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 Intomatlonal Treaties. Unauthovized reproduction or distribution of this AIA~ Document, or any portion of It, may result in severe civil and criminal penalties, and will be prosecuteQ to the maximum extent possible under the law. This document was produced by AIA software at 16:07:28 on 11/21/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and Is not for resale. (1229084526) User Notes: PAPR - 003668 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 Desigu-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 oc 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, 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 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 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 A141T"' — 2014. Copyright Qi 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNIPlG: Yhis AIA"' pocument is protected by U.S. Couyriyht Law and International Treaties. Unauthorized reproduction or distribution of this AIA~ Document, or any portion of ft, 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 16:07:28 on 11/21/2015 under Order No.0239586208 1 which expires on 07/14/2016, and is not for resale. (1229084528) User Notes: PAPR - 003669 § 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 porEion of the construction, required in connection with the Work, for the Design-Builder. T'he 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. § X.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 tha 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 A1~TD 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-guilder's performance of Work prior to the execution of the Design-Build Amendment, the Owner shall compensate the Design-Builder as follows: (Inse~~t amount of, or basisfor, compensation, including compensation for any Sustainability Services, or indicate the exhibit in which the information is provided. Lf there will be a limit on the total amoarnt of compensationfor YVork 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. (Pw~agraphs 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 agreed in the Design-Build Amendment. ARTICLE 3 GENERAL REQUIl2EMENTS OF THE WORK OF TfiE DESIGN-BUII.,D CONTRACT § 3.~ 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 Institute of Architects. All rights reserved.lNARNING: 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 severo clvll and criminal penalties, and wlll be prosecuted to the maximum extont possiblo under the law. This document was produced by AIA software at 16:07:28 on 11/21/2015 under Order No.0239586208_1 which expires on 07114/2016, and is not for resale. (1229084526) User Notes: PAPR - 003670 6 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 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. § 3.1.31fie 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 attributable 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 fl•om 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, fhe 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 Districts 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: Work completed for the period; .1 .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; Approved Change Orders and Change Directives; .5 Init. ~ AIA Document A141 TM — 2014. Copyright O 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This RIA"'' Llncument 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 maxlmurn extent possible under the law. This documentwes produced by AIA software at 16:07:26 on 11121/2015 under Order No.0239586208_1 which e~ires on 07!14/2016, and is not for resale. (1229064528) User Notes: PAPR - 003671 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, 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 (Pa~~agraphs 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.I.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 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 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 nneasurements 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. ~ AAA Document A141 *~" — 2074. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: Thls AIA°j Document is protected by U.S. Copyright LAw and Internat(onai Treaties. Unauthorized reproduction or dlstril>ution of this AIA`~ bocument, 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 16:07:28 on 11/21/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1229084528) User Notes: PAPR - 003672 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 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 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. § 3.1.1.4 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 emp]oyees, 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 assignment is effective only after termination of the Contract by the Owner for cause, pursuant to .1 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 assignment is subject to the prior rights of the surety, if any, obligated under bond relating to the .2 Contract. 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 ansi International7reaties. Unauthorized reproduction or distribution of this AIA" Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosoouted to the maximum extent possihle under 4he law. This document was produced by AIA software at 16:07:28 on 11/21/2015 under Order No.0239586208_1 which mires on 07/14/2016, and is not for resale. (1229084528) User Notes: PAPR - 003673 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, ifthe Woric 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 or other entity's obligations under the agreement. § 3.1.16 Design-Builder's Insurance and Bonds. The Design-$wilder shall purchase and maintain insurance and provide bonds as set forth in E~chibit B. ARTICLE 4 R'ORK 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 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-$wilder 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. § 5.1.2 The 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. § S.1.2.1 The Desig~rBuilder 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. Institute of Architects. All rights reserved. WARNING: This AIA" Document is AAA Document A141T"' — 2D14. Copyright ~ 2004 and 2014 by The American protected by U,S. Copyright Law and International Treaties. Unauthorized reproduct(on or distrihution of this AIA`~ Document, or any portion of it, may rosult In savers civil and criminal penalties, and will be prosecuted to the maximum extont possible under the law, This document was produced by AIA software at 16:07:28 on 11/21/2075 under Order No.0239586208 1 which expires on 07/14/2018, and is not for resale. (1229084528) User Notes: ,~ 0 j f' PAPR - 003674 i § 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 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 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 fiarnish 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 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 Conhact Documents, including any changes, aC 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 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 of the Civil Rights Act of 1964, as may be amended. B, Age Discrimination in Employment Act of 1964, as maybe 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 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 solibitations 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. ~~~~ ~ 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 acid 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 16:07:28 on 11/21/2015 under Ober No.0239586208_i which e~ires on 07/74/2016, and Is notfor resale. (1229084528) User Notes: PAPR - 003675 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 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 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 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. Worlcsite 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, fox 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. § S.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 T7ie 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. ~ AAA 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 In4ernational Treaties. Unauthorized raproductlon 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 extQnt possible under the law. This document was produced by AIA software at 16:07:28 on 11/21/2015 under Order No.0239586208_1 which expires on 07/1M2016, and is not for resale. (1229084528) User Notes: PAPR - 003676 ~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. 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 Cont~•act 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 unmediately suspend any operations that would affect them and shall notify the Ovtmer. 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 maybe 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 whonn 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 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 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 Init. ~ AIA Document A141TM' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA~ ~ocumen4 is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution o(this AIA"' Document, or any portion of it, may result in severe civil and criminal ponaltiss, and will be prosecuted to the rnaximum extent possible under the law. This documentwas produced by AIA software at 16:0726 on 11/21/2015 under Order No.0239586208_1 which expires on 07/14/2016, and is not for resale. (1229084528) User Notes; PAPR - 003677 ~3 special design) proposed for each principal portion of the Work. The Owner may reply within 14 days to the Design-Builder in writing staring (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. § 5.7.3.1 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 Usc 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 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 ofthe activities of the Owner's own forces, and o£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'"' — 2014. Copyrighl0 2004 and 2014 by Tha AmeHcan Institute of Architects, All rights reserved. WARNIPJG: This AIA" Document is protected by U.S. Co~~yriyht Law anti International Treaties. Unauthorized reproduction or distrihution of this AIA" Document, or any portion of it, mey 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 16:07:28 on 11/21/2015 under Order No.0239586208_1 which expires on 07/14/2016, and Is not for resale. (1229084528) User Notes: PAPR - 003678 14 Design-Builder shall make any revisions to the construction schedule deemed necessary aftex 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 ai~'ord the Owner and separate contractors ~•easonable 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 Desigq-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-guilder's delays, improperly timed activities or defective construction. § S.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 Sectiott 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 tha 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 TAE WORK § 6.1 General § 6.1.1 Changes in the Work maybe 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 ail 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 .2 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. ~ AIA Document A141 T"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects, All rights reserved. WARNING: This AIA"' Daeuirient is protected by U.S. Copyrfyht Law anti International Treaties. Unauthorized reproduction or distrihution of this AIA~O 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 law. This dacumentwas produced by AIA soHware at 16:07:28 on 11/21/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1229084528) User Notes: PAPR - 003679 ~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 Conhact 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 a~eement shall Ue 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 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 during the current approved contract time. The hourly labor rate fox any additional contract time or laborers shall Init. ~ 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``' ~ooument, 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 16:07:28 on 11/21/2015 under Order No.0239588208_1 which e~(res on 07/14/2016, and is not for resale. (1229084528) User Notes: PAPR - 003680 ~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) 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 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 dixect costs shall be, byway 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 e3ctension 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. Transportation or travel costs related to the transporting of hired or contracted supervisors, workers or suUcontractors 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 A141TM — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All r(ghts reserved. WARNING: This AIA"' bocument 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 eriminal penalties, and wlli be prosecuted to the maximum extent possible under the law. This documentwes produced by AIA software at 16:07:28 on 11/21!2015 under Order No,0239586208_1 which expires on 07/14/2016, and is nol for resale. (1229064528) User Notes: PAPR - 003681 ,~ 7 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. I'or 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 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 equipm~t 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 areinvolved 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 ofDesign-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 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. Init. AIA Document A141*"~ — 2014. Copyright ~ 2004 and 2014 by The American InstNute of Architects. All rights reserved. WARNING: This AIA' Document is proYecYed by U.S. Copyright Law soil 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 will be prosecuted to tho maximum extont possible under the law. This document was produced by AIA software at 16;07:28 on 11121/2015 under Order No.0239586208_1 which a~lres on 07/14/2016, and is not for resale. (1229084528) User Notes: PAPR - 003682 ~$ § 7.2.2 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 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 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. 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 A141T'" — 2014. Copyright ~ 2004 and 2014 by Tha American Institute of Architects. All rights reserved. WARNING: This AIA"' ❑ocument is protected by U.S. Copyright Law and International7realies. l/nauthorized reproduction or distribution of this AIA`~ Document, or any portion of it, may result in severe civil antl criminal penalties, and will be prosecuteQ to the maximum extent possible under the law. This document was produced by AIA soTtware at 16:07:28 on 11/21/2015 under Order No.0239586208_1 which expires on 07/14/2016, and Is not for resale. (1229064528) User Notes: PAPR - 003683 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. 'Ct►e Owner shall neither have conixol 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 perfo►•ming 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 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 dr 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 § 3.1.9. ARTICLE 8 TIME § 8.1 Progress and Completion § 5.1.1 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 Conhact 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 A141T"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. Ail Hghts reserved. WARNING: This AIAm Document is protected by U,S. Copyright Law anti International Treaties. Unauthorized reproduction or distrihution of this Al/1`° 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 16:07:28 on 11/21/2D15 under Order No.0239586208 1 which expires on 07/14/2016, and is not for resale, (1229084528) User Notes: PAPR - 003684 20 "1he 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; 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 Worlc 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 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 a) were abnormal for a period of time which could not have been reasonably anticipated; b) had an adverse effect on the work scheduled, and alternate work unaffected by the weather could not have been done; and c) had an adverse effect on the construction schedule such that the loss of work time will adversely impact the established completion date. The Contractor must make every effort to mitigate the potential effect of the weather on the construction schedule including, but not limited to, rescheduling of subcontractors, pumping water from work areas, rescheduling work hours to alternate work days within the work week, or other such actions. Such time extension request shall be in writing and submitted to the District for approval within ten (10) days from the end of the event causing the impact on the construction schedule. An extension of time not requested within the appropriate time period shall not be considered. The approved extension of time shall be incorporated in the ne~ct 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, Such anticipated adverse weather days are established only for normally scheduled work days, excluding Saturdays, Sundays and major holidays, unless such adverse weather conditions on those days are severe enough to impact the scheduled work on the following work day. If adverse weather days beyond the two (2) days anticipated are substantiated and the Contractor could not mitigate the impact of the additional adverse weather days, an extension of time may be allowed only to the extent of the actual impact on the last approved construction schedule and only to the extent of one (1) full day of extended time for each full working day of adverse weather conditions which prevented aforty-hour work week within a seven (7) day calendar week. 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. 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. Ca~>yriyht Law and International Troaties. 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 16:07:28 on 11/21/2015 under Ober No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1229084526) User Notes: PAPR - 003685 21 § 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. § 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 oi~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 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 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 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 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 defective Work, including design and construction, not remedied; .1 Init. ~ AIA Document A147 TM~ — 2014, Copyright ~ 2004 and 2014 by The American Institute of Arch(tects. All rights reserved. WARNING: This AIA"'' ❑ocument is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distributloii of this AIA`° Document, or any portion of it, may result i~~ 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 16:07:28 on 11121/2015 under Order No.0239586208_1 which expires on 07/14!2016, and is not for resale. (1229084528) User Notes: PAPR - 003686 22 .2 .3 .4 .5 .6 .7 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 others, for services, labor, materials or equipment; reasonable evidence that the Work cannot be completed for the unpaid balance of the Contract Sum; damage to the Owner or a separate contractor; 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. T'he Owner shall have no obligation to pay or to see to the payment of money to a Consultant or Contractor. § 9.6.S.Design-Builder payments to material and equipment suppliers shall 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 Init. AIA Document A147 "" — 2014. Copyright ~ 2004 and 2014 by The American InsUtuta of Architects. All rights reserved. WARNItdG: 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 will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 16:0728 on 11/21/2015 under Order No.o239586208_1 which e~ires on 07/1412016, and is not for resale. (1229084528) User Notes: PAPR - 003687 23 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 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 tha 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 fist 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 tt►e 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 Cerrificate 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 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 Lnmediately 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. Init. ~ 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 L.aw and International Treaties. Unauthorized reproduction or distribution of this AIA"' Qocurnent, or any pgrtion of it, may result In severe civil aitd criminal penalties, and wlil be prosecuted Yo the rnaxitnum oxtent possible underthe law. This document was produced by AIA software at 16:07:28 on 11121/2015 under Order No.0239586208_1 which e~ires on 07/1412016, and Is not for resale. (1229084528) User Notes: PAPR - 003688 24 § 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. 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 the Design-Builder knows of no substantial reason that the insurance will not be renewable to cover the period required by the Design-Build Documents, (4) consent of surety, if any, to final payment, (5) as-const~•ucted 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-Builder, and without terminating the Contract, make payment of the balance due for that portion of the .Work fully completed and accepted. Ifthe 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 Worlc 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 fronn 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-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 The 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; Init. ~ AIA 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, anti will be prosecuted to the maximum extent possible under the law. This dxumenl was produced by AIA software at 16:07:28 on 11/21/2015 under Ober No.0239586208 7 which e~ires on 07/14/2016, and is not for resale. (1229084528) User Notes: PAPR - 003689 25 .2 .3 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 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. § 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 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 besign-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 inswance 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. T'he 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 Injary or Damage to Person o►' 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 Worlc 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 Init. AIA Document A141T"' — 2014. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA°1 Document is protected by U.S. Co~~yright Law and International Treaties. Unautho~izecl reproduction or distribution of this AIA~ Document, or any ~~o~tlon of it, may result in severe civ(I and nriminal ~.ienalties, and will be prosecuted to the maxlrnum extent possible under the law. This documantwas produced by AIA software at 16:07:28 on 11/21!2015 under Order No.0239586208_1 which mires on 07/14!2016, and is not for resale. (1229084528) User Notes: PAPR - 003690 26 Design-Builder will promptly reply to the Owner in writing stating whether or not the Design-Builder has ►•easonable 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 ai~ected 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. § 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 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.A 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 potion of the Work that the DesigrBuilder 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 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. ~~ft ~ 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 this AIA° document, or any portion of it, may rosult in severe civil and crfminal penalties, and will be prosecuted to the it~aximurn extent possible under the law. Thfs documentwas produced by AIA software at 16:07:28 on 11/21/2015 under Order No.0239586208 1 which expires on 07/14/2016, and is not for resale. (1229084528) User Notes: PAPR - 003691 27 § 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 Owna• 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 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 Completio~i 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-Bailder 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 T'he 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 adjushnent 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. Init. ~ AIA Document A147 T"' — 2074. Copyright ~ 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Qocument is profeeted by U.S. Copyright Law and InfcernaUonal Treaties. Unauthorized reproduction or distrihution of this AIA~ Document, or any portion of iE, inay result In severe civil and criminal penalties, and will be prosocutad to the maximum extent possible under the law. This dxumentwas produced by AIA software at 16:07:28 on 11/21/2015 under Order No.0239586208 1 which expires on 07(14/2016, and is not for resale. (1229084528) User Notes: PAPR - 003692 28 § X2.3 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 cont►•actors to reproduce applicable portions of the Listruments of Service for usa 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 tl~e original plans from the Owner must first acknowledge and accept full responsibility 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. Shou(d 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 12.1'he 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 atl 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 ipterruption 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. Init. ~ AIA Document A141TM — 2074. Copyright 0 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is protocfed by U.S. Copyright LTw and International Treaties. Unauthorized reproduction or distribution of this AIA`D Document, or any portion of it, may result in severe cIvII and criminal penalties, and will he prosecuted to the maximum extent possible under the law, This document was produced by AIA software at 16:07:28 on 17/21/2015 under Order No.0239586208_1 which e~ires on 07/14/2016, and is not for resale. (1229084528) User Notes: PAPR - 003693 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-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 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 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 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; repeatedly refuses or fails to supply an Architect, or enough properly skilled Consultants, .2 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 ageements with the Design-Builder; .4 repeatedly disregards applicable laws, statutes, ordinances, codes, rules and regulations, or lawfizl 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 Ov~mer 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 Init. ~ 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 Tresaties. Unauthorized reproductiai or distribution of this AIA'~ Dooument, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maxUnum extent possible under the law. This document was produced by AIA software at 16:07:28 on 11/21/2015 under Order No.0239586206_1 which axptres on 07/1M2016, and is not for resale. (1229084528) User Notes: PAPR - 003694 30 .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 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 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 .X 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 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 "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 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, Init. ~ AIA Document A141 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 distrihution of this AIA~' Document, or any portion of it, mxy result in severe clvll and cNminal penalties, and will be prosecuted to the maximum extent possible under the law. This document was produced by AIA software at 16:07:28 on 11/21/2015 under Order No.0239586208_1 which e~gilres on 07!14/2016, and is not for resale. (1229084528) User Notes: PAPR - 003695 31 § 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 diligently with performance of the Contract and the Owner shall continue to make payments in accordance with the Design-Build Documents, § 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.X.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. (Parag~•aph 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 damages incurred by the Owner for rental expenses, for losses of use, income, profit, financing, .1 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 B3.2.9 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 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 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 knowledge or expertise who may assist the Owner in rendering a decision. The retention of such persons shall be at the Owner's expense. Iltit. AIA Document A141TM — 2014. Copyright ~ 2004 and 2074 by The American Institute of Architects. All rights reserved. WARNING: This AIA`" Document is profocted by U.S. Copyright Law and IntQrnational Treaties. Unauthorized reproduction or distribution of this AIA~' Document, or any portion of it, may result in severe civil and criminal penalties, and wilt be prosecuted to the maximum extont possible under the law. This document was produced by AIA software at 16;07:28 on 11/21/2015 under Order No.0239586208_1 which e~irea on 07/74/2016, and is not for resale, (1229084528) User Notes: PAPR - 003696 32 § 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 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 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 o►• 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 data 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 beheld in tt►e 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 Owner may, without consent of the Design-Builder, assign the Contract to a (ender 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. Init. ~ AIA Document A141'" — 2014. Copyright m 2004 and 2014 by The American Institute of Architects. All rights reserved. WARNING: This AIA"' Document is ~irotected by U.S. Copyright Law and Intern~tianal 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 to the rnaximum extent possiblo under the law. This document was produced by AIA software at 16:07:28 on 11/21/2015 under Order No.o239586206_1 which expires on 07/14/2016, and is not for resale. (1229084528) User Notes: PAPR - 003697 33 § 15.2.3 If the Owner requests the Design-Builder, Architect, Consultants, or Contractors to execute certif Cates, 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 sha(1 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. § 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 oFthe 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-Builder and promptly delivered to the Owner. § 15.5.5 If the Owner is to observe tests, inspections or approvals required by tha 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. ~n~ ~ 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`~ Documont, 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 documentwas produced by AIA software at 16:07:28 on 11/21/2015 under Order No.0239586208 1 which a~lres on 07/14/2016, and is not for resale, (1229084528) User Notes: PAPR - 003698 34 ~ ;> § 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 bylaw or court order, including a subpoena or other form of compulsory legal process issued by a court or governmental 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 Tn 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: 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. ('. No improper attire, actions or gestures whrle on any District property. Violations No smoking on District property in conformance to Horry County Board of Education policy. 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, crirr►es 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. A. Promotional Materials The Design Builder shall have the right to include photographic or artistic representations of the design of the Project among the Design Builder ' 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 Init. ~ AIA Document A741TM' — 2014. Copyright ~ 204 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 reproductimi or distributipn oFfhis AIA~' Document, or any porEion of it, may result in severe civ(I and criminal penalties, and will be prosecuted to the maximum extent passiblo under the taw. This document was produced by AIA software at 16:07;28 on 11/21/2015 under Order No.0239586208_1 which e~fres on 07/14/2016, and is not for resale. (1229084528) User Notes: PAPR - 003699 35 materials for the Project. T'he 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 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 Agreemenx 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. 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 Ageement 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 Architects direction. "1'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 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 pedeshian 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 fo 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 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. T'he 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. I~•an 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 Iran. Currently, the list is available at the following URL: littix//urocurement.saaov/PS/PS-irandivestment.phhn(.) '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 snit. ~ AIA Document A147 T"" — 2014. Copyright ~ 2004 and 2014 by The Ame~fcan Institute of Architects. /UI rights reserved. WARNING: This AIA~' Document is protected by U.S. Copyright Law ancf International 7roaties, Unautharizeci reproduction or distribution of this AIAQ Document, or any portion of it, may rosult in severe c(vfl and criminal penalties, and will be prosecuted to the maximum extant possible under the law. This document was produced by AIA soHwara at 16:07:28 on 11/21/2015 under Order No.0239686208_1 which expires on 07H4/2o16, and is not for resale. (1229064528) User Notes: PAPR - 003700 36 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 7anuary 1, 2012, all South Carolina employers are required to enroll in the U.S. Deparhnent 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 employex's business licenses. SC IlVIIVIIGRATION 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 et seq. and agrees to provide 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 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 AIA Document A141TM-2014, Exhibit A, Design-Build Amendment, if executed .2 .3 AIA Document A141T"'-2014, Enhibit 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. (Parag~°aphs deleted) Post-Occupancy Requirements stated in Owner's Request for Proposals No. 1415-91, .5 This Agreement entered into as of the day and year first written above. Init. ~ OWNER (Signature) DESIGN-BiJII.DER (Signature) Joe Defeo, Chair of the Board of Education (P~•inted name and title) Robert Ferris, Authorized Member (Printed name and title) 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 severrt civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This documentwas produced by AIA software at 16:07:28 on 11/21/2015 under Order No.0239586208_1 which e~lres on 07/14!2016, and Is Hoffer resale. (1229084528) User Notes: PAPR - 003701 37 Sheri L. Wainscott From: Sent: To: Subject: Keith R. Powell Wednesday, October 14, 2015 1225 PM Robbie Ferris HCS tomorrow Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category They asked for 2 pm so that's where I set it. Will get a info on remote participation, 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 attorneyclient 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. i PAPR - 003702 Sheri L. Wainscott From: Sent: To: Subject: Robbie Ferris Wednesday, October 14, 2015 1:33 PM Keith R. Powell RE: HCS tomorrow Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Great, I assume its at the school board office, if possible send me a room number for the meeting. -----Original Message----From: Keith R. Powell [mailto:kpowell(c~childs-halligan.netl Sent: Wednesday, October 14, 2015 12:25 PM To: Robbie Ferris Subject: HCS tomorrow They asked for 2 pm so thaYs where I set it. Will get a info on remote participation. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halliaan.com (803) 254-4035 N0710E: This e-mail may contain information that is personal and confidential, non-disclosable and protected by attorneyclient 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. PAPR - 003703 Sheri L. Wainscott From: Sent: To: Subject: Keith R. Powell Wednesday, October 14, 2015 1:37 PM Robbie Ferris Re: HCS tomorrow Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category They're getting a room arranged now. At the district office someplace I'm sure. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halliaan.com (803) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclasable and protected by attorneyclient 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 Oct 14, 2015, at 1:33 PM, Robbie Ferris wrote: > Great, I assume its at the school board office, if possible send me a room number for the meeting. > -----Original Message----> From: Keith R. Powell [mailto:kpowell(a~childs-halligan.netl > Sent: Wednesday, October 14, 2015 12:25 PM > To: Robbie Ferris > Subject: HCS tomorrow > They asked for 2 pm so that's where I set it. Will get a info on remote participation. > > > > > 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. 1 PAPR - 003704 From: Holly Heniford Sent: Friday, October 23, 2015 1:50 PM To: Kenneth L. Childs Cc: Sherrie Todd; David Cox; Joe DeFeo; Neil James; Rick Maxey; Ara Heinz; Ray Winters Subject: Re: Email to Firstfloor re: Negotiations Thank you Ken for answering part of my question. I apologize if I was unclear and please forgive me for repeating myself. Currently is there any HSC employee (or contracted worker) working on the contract/construction terms of the new schools schedule to meeting with Thompson and Turner and/or Kahn that anytime in the future? I await a reply and to receive the emails that were sent out and long with any responses to Thompson and Turner and Kahn this week. Thank you for your time and attention to this important matter. Holly Heniford HCS School Board Sent from my iPad On Oct 22, 2015, at 9:44 PM, Kenneth L. Childs wrote: No meetings are scheduled until board meets &approves- ok? Ken Sent from my iPhone On Oct 22, 2015, at 9:41 PM, "Holly Heniford" wrote: What about the ones that Thompson and Turner and Kahn. Is the staff currently scheduled to meet with Thompson and Tuner and/or Kahn this week? I know the Board Member I have spoken to want to know. We await the answer. Sent from my iPad On Oct 22, 2015, at 8:52 PM, Ara Heinz wrote: Ms. Heniford, Per Dr. Maxey's request, I am attaching a copy of the email that was sent to Firstfloor yesterday. Please let me know if you have any questions. Regards, ~r~ Ara Nein-r_ ~ Procurement Serviws ~ '~P: 043/4£38-6930 Horry County Schools ~ 3?5 Four Mile Rd. ~ Conway, SC 29526 2 PAPR - 003705 Website: PAPR - 003706 Sheri L. Wainscott From: Sent: To: Cc: Subject: Robbie Ferris Wednesday, December 02, 2015 2:59 PM Clark, Brad Keith R. Powell Re: HCS ~ Exhibit B -Builder's Risk Coverage Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Keith, Mark Wolfe said that we needed to meet with John Gardner on the eighth. Has he mentioned that meeting to you, if not you may want to call him about the meeting. Sent from my iPhone On Dec 2, 2015, at 2:37 PM, Clark, Brad wrote: Keith, I am available on 12/8. Please let me know a convenient meeting tune. Does HCS have aquote/proposal from the SC IRF that we can review and compare to the coverage offered in the voluntary marketplace? Brad Clark 919.281.4545 direct 678.612,7403 mobile On Dec 2, 2015, at 2:32 PM, Keith R. Powell wrote: How is 12/8? Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halligan.com (803) 2544035 NOTICE: This e-mail may contain information that is personal and confidential, non-disclosable and protected by 2ttorney-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: Clark, Brad (mailto:Brad.ClarkC~BBandT.com] Sent: Monday, November 30, 2015 5:31 PM To: Keith R. Powell Cc: Robbie Ferris Subject: RE: HCS ~ Exhibit B -Builder's Risk Coverage PAPR - 003707 I wrote: Robbie, I'm available Tuesday and Friday next week to meet with HCS staff to review insurance options. Thanks, ~a PAPR - 003708 Brad Clari<, CIC Vice President BB&T Insurance Services 4309 Emperor Blvd., Suite 300 Durham, NC 27703 919.281.4545 direct 678.612.7403 Cell brad.clarl<@bbandt.com ma ilcode: 120-80-01-15 From: Robbie Ferris [mailto:RFerrisCa~sfla.biz] Sent: November 24, 2015 4:49 PM To: Clark, Brad Cc: Keith R. Powell Subject: Re: HCS ~ Exhibit B -Builder's Risk Coverage Brad Would it make sense for you to meet with I~cs staff About insurance options next week Say wednsday Sent from my iPhone On Nov 24, 2015, at 2:03 PM, Clark, Brad wrote: Ihorrycountyschools.net] Sent; Wednesday, November 18, 2015 12:40 PM 70: Keith R. Powell Subject: RE: HCS (Exhibit B Mr. Powell, Sorry for the delay. In a mtg this morning and dr's appt right after. Let me Know if you need anything else. Regards, ~IYGI~ Ara Heinz ~ Procurement Services 6a P: 843/485-6930 Horry County Schools ~ 335 Four Mile Rd. ~ Conway, SC 29526 Website: Procurement.horrvcountvschools.net From: Keith R. Powell [mailto:kpowell@childshalli~an.net] Sent: Tuesday, November 17, 2015 6:39 PM To: Ara Heinz Subject: Fwd: HCS ~ Exhibit B Ara -can you get your irf policy to me? I know you sent two excerpts in the summer but the insurance agent for ffep needs to see it all. Thanks. Keith R. Powell Childs & I~alligan, P.A. Columbia, South Carolina www.childs-halligan•coin 6 PAPR - 003712 (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. Begin forwarded message: From: "Clark, Brad" Date: November 17, 2015 at 5;30:59 PM SST To: "Keith R. Powell" , Robbie Ferris , Aaron Thomas , Mike Richter Subject: Fwd: Hcs Guys, See attached exhibit B in the email from Keith Powell. Robbie Sent from my iPhone Begin forwarded message: From: "Keith R. Powell Date: io PAPR - 003716 Sheri L. Wainscott From: Sent: To: Cc: Subject: Clark, Brad Wednesday, December 02, 2015 2:37 PM Keith R. Powell Robbie Ferris (RFerris@sfla.biz) Re: HCS ~ Exhibit B -Builder's Risk Coverage Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Keith, I am availaUle on 12/8, Please let me know a convenient meeting time. Does HCS have aquote/proposal from the SC IRI' that we can review and compare to the coverage offered in the voluntary marketplace? Brad Clarlc 919.281.4545 direct 678.612.7403 mobile On Dec 2, 2015, at 2:32 PM, Keith R. Powell wrote: How is 12/8? Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.chiIds-haIIiga 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 Dave 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: Clark, Brad [mailto:Brad.ClarkC~BBandT.com] Sent: Monday, November 30, 2015 5:31 PM To: Keith R. Powell Cc: Robbie Ferris Subject: RE: HCS ~ Exhibit B -Builder's Risk Coverage Keith, hope you had a great Thanksgiving holiday. Do you have an update on the Builder's Risl< coverage through the IRF? I have obtained formal terms from three insurers and I would be glad to meet with you and/or HCS staff to review the coverage i PAPR - 003717 offered by the IRF and compare to the coverage obtained in the voluntary marketplace to determine the most cost effective route while obtaining appropriate protection for the project and all parties. Sincerely, Brad Clark, CIC Vice President BB&T Insurance Services 4309 Emperor Blvd., Suite 300 Durham, NC 27703 919.281.4545 Direct 678.612.7403 Cell brad.clark@bbandt.com ma ilcode: 120-80-01-15 From: Keith R. Powell [mailto:kpowellCa~childs-halligan.net] Sent: November 24, 2015 5:12 PM To: Clark, Brad Cc: Robbie Ferris Subject: Re: HCS ~ Exhibit B -Builder's Risk Coverage That's probably best Keith R. Powell Childs &Halligan, P.A, Colunnbia, South Carolina www.childs-halligan.co~n (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-snail 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 24, 2015, at 5:05 PM, Clark, Brad wrote: Robbie, I'm available Tuesday and Friday next week to meet with HCS staff to review insurance options. Thanks, Brad Clark, CIC Vice President BB&T Insurance Services 4309 Emperor Blvd., Suite 300 Qurham, NC 27703 919.281.4545 Direct 678.612.7403 Cell brad.clark@bbandt.com z PAPR - 003718 mailcode: 120-80-01-15 From; Robbie Ferris [mailto:RFerris@sfla.biz] Sent: November 24, 2015 4:49 PM To: Clark, Brad Cc: Keith R. Powell Subject: Re: HCS ~ Exhibit B -Builder's Risk Coverage Brad Would it make sense for you to meet with Hcs staff About insurance options next week Say wednsday Sent from my iPhone On Nov 24, 2015, at 2:03 PM, Clarlc, Brad wrote: Keith, have received two quotes for Builder's Risk coverage from Zurich and AmRisc, and I should receive a third quote today from ACE. I will provide you with a spreadsheet comparing the three options and allow for HCS to compare the coverage to the coverage available through the IRF. can also provide sample coverage forms. A large factor in determining the cost of the Builder's Rislc insurance is the # of months that coverage will be needed. Do you know if HCS will want Builder's Risk coverage in force immediately or would like to wait until vertical construction/subsurface work to accommodate vertical construction begins? After review of the IRF coverage form, causes of loss form, and the flood and earthquake endorsements, I still have the same concerns as outlined in our original correspondence for protection of the DesignBuilder. • • • • Damage to the project by a subcontractor would be covered by the IRF's Builder's Risk policy; however, the t3uilder's Risk insurer may look to 3`d party coverage to pay the claim which could lead to a delay on the project. We recommend providing the Design-Builder and subcontractors with a waiver of subrogation on the Builder's Risk policy as all covered claims will be First Party claims and should be settled much more swiftly. Materials at temporary storage facilities are not covered on the IRF policy, Materials must be within 100 feet of the described premises to be covered. Since the Design-Builder and subcontractors of all tier will not be Named Insured's on the IRF's policy, the word "you" and "your" as used in the policy only refer to HCS as a Named Insured. 3 PAPR - 003719 i • • • o Covered Property is defined in 1.b.(2) as "your building material and supplies used for construction". If HCS has not paid Firstfloor/their subcontractors for materials located at the site, it can be argued that those materials are considered Property of Others. o There is coverage limitation of $2,500 of Property of Others Delay is not covered on the IRF policy, If a covered cause of loss on the Builder's Risl< policy damages one or more schools, would HCS want insurance proceeds to pay for the extra expense to accommodate those students that were to occupy these schools? The endorsements that you provided indicate that coverage will extend for Flood and Quake. Can you please confirm that the deductibles for Wind, Flood, and Quake will be $1,000 as outlined in the coverage overview? Thank you, Brad Clark, CIC Vice President BB&T Insurance Services 4309 Emperor Bivd., Suite 300 Durham, NC 27703 919.281.4545 Direct 678.612,7403 Cell brad.clarl From: Keith R. Powell [maiito:kpowell@childs-halli~an.net] Sent: Tuesday, November 17, 2015 6:39 PM To: Ara Heinz Subject: Fwd: HCS ~ Exhibit B Ara -can you get your irf policy to me? I know you sent two excerpts in the summer but the insurance agent for ffep needs to see it all. Thanks. 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. Begin forwarded message: From: "Clark, Brad" Date: November 17, 2015 at 5:30:59 PM EST To: "Keith R. Powell" , Robbie Ferris ai Subject: RE: HCS ~ Exhibit B Keith, Can you please send me the Causes of Loss Form referenced in the Builders Risk Coverage Form and all applicable endorsements/exclusions? I would like to review the excluded perils as the policy wording in the attachments you send provides very limited coverage for the exposure. Thank you, Brad Clarlc, CIC PAPR - 003722 Vice President BB&T Insurance Services 4309 Emperor Bivd,, Suite 300 Durham, NC 27703 919.281.4545 Direct 678.612.7403 Cell brad.clark@bbandt.com mailcode: 120-80-01-15 1 ~, __ From: Keith R. Poweii [mailto:kpowell(alchildshailigan.net] Sent: November 17, 2015 1:22 PM To: Robbie Ferris Cc: Clark, Brad Subject: RE. HCS ~ Exhibit B Here are the forms. The BR policy talks about "your" property, but the IRF won't let HCS name a nongovernment entity as an insured or loss payee. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-haliigan.com (803) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, non-disolosable 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 reoeive this message in error, please notify us by telephone as listed above immediately. From: Robbie Ferris [mailto:RFerris@sfia.biz] Sent: Tuesday, November 17, 2015 12:22 PM To: Keith R. Powell Cc: Clark, Brad (Brad.ClarkCc~BBandT.com) Subject: FW: HCS ~ Exhibit B Keith, Apparently our insurance company sent me an email about this a few days ago that T never sent you. Sorry!! Feel free to call Brad directly to discuss his concerns. Robbie Robbie/Mike, After reviewing this updated draft, I still see the same potential problem areas as previously outlined. There are some significant gaps in the protection of First Floor and subcontractors with the language used for Builder's Risk coverage, specifically: 7 PAPR - 003723 • • • • Design-Builder and subcontractors of all tiers should have insured status on the Builder's Risl< policy in order to ensure your interests are protected. HCS should agree to waive subrogation against First Floor and subcontractors of all tiers for losses covered by the Builder's Risk policy. This waiver will prevent HCS' insurer from seeking subrogation against First Floor's or a subcontractor's GLcoverage if a contractor caused damage to the project. The contract states that HCS has the responsibility to pay losses not covered by deductibles, but the contract does not state anything regarding excluded perils, inadequate limits, or property not covered. These can all be significant exposures. Other areas as outlined in the attached "Builder's Risl< Considerations". Additional Insured status is still referenced for Pollution Liability coverage even though that coverage is not required by HCS. I recommend striking this language since First Floor is not required to carry Pollution Liability by HCS. As discussed previously, BB&T still recommends that you purchase Pollution Liability coverage to protect First Floor. Thanks, Brad Clark, CIC Vice President BB&T Insurance Services 4309 Emperor Blvd., Suite 300 Durham, NC 27703 919.281.4545 Direct 678.612.7403 CeII brad,clark@bbandt.com ma ilcode: 120-80-01-15 From: Peeples, Kenneth Sent: November 17, 2015 10:30 AM To: Blanchard, Kathy; Clark, Brad Subject: Fwd: Hcs Ken Peeples 919-281-4510 office 919-215-9779 cell Via iPhone s PAPR - 003724 Begin forwarded message: From: Robbie Ferris Date: November 17, 2015 at 9:55:52 AM EST To: Nancy Zablud , Aaron Thomas , Mike Richter Subject: Fwd: Hcs Guys, See attached exhibit B in the email from Keith Powell. Robbie Sent from my iPhone Begin forwarded message: From: "Keith R. Powell" Date: November 17, 2015 at 9:47:32 AM EST To: "Robbie Ferris (RFei~ris(a~sfla.biz)" , "Ara Heinz (AHeinz(a~,hoir~count yschools.net)" , John Gardner , Kenneth Generette , "i~rnaxey_(a),horr,~count yschools.net" Cc: "William F. Halligan" Subject: RE: Hcs Robbie & HCS folks: Ex B updated draft attached for review & comment. Wanting on HCS comments on 141 and Ex A. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childshalli~an.com (803) 254-4035 NOTICE: This e-mail may contain information that is personal and confidential, nondisclosable and protected by attorneyclient privilege. If you have received this email in errox, 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 17, 2015, at 7:43 AM, Robbie ~o PAPR - 003726 Ferris >.~~Iric°h it i,i• ucicl~~e.s,sc~il. If. ~°vta arr> trot llte inlet7deil rec~pl~r~r, you urc~ no~iJic~d tlacrl cniy cisc, clistrihulic,ri nr cul~yij~~~ n~ ~'Ilt.' 1?ZC~.s•,.ra~;re is ,r•trictl~- ~r,ol~ihir.~t:/. I~`;voT.r. r~eccyireil [hi,s rrze,ss~r,~re iit errv~'. ~Ic:p.S'L•' dulele /h~~ rna~e~~t~:il,~i~on7 ~-auJ^ .c1~.sterrt 1i'!I'I70Yt1.' 7'B(ll,~ll?,~ 117e cc~i~tc>>•rt cr~~c! raotifj~ the ,ti•ernler' 1777717f'(~XRLE'.l)~ (!f /~1C' lTil.6Gj1-(?!'lf?Yf/. (7"GI1S11ZIS,$'lOt?. wrote: Robbie, I'm available Tuesday and Friday next week to meet with HC5 staff to review insurance options. Tha n I wrote: PAPR - 003729 Keith, have received two quotes for Builder's Risk coverage from Zurich and AmRisc, and should receive a third quote today from ACE. I will provide you with a spreadsheet comparing the three options and allow for HCS to compare the coverage to the coverage available through the IRF. I can also provide sample coverage forms. A large factor in determining the cost of the Builder's Risl< insurance is the # of months that coverage will be needed. Da you know if HCS will want Builder`s Rislc coverage in force immediately or would like to wait until vertical construction/subsurface work to accommodate vertical construction begins? After review of the IRF coverage form, causes of loss form, and the flood and earthquake endorsements, I still have the same concerns as outlined in our original correspondence for protection of the Design-Builder. • • • • • • • Damage to the project by a subcontractor would be covered by the IRF's Builder's Risl< policy; however, the Builder's Risk insurer may look to 3~`' party coverage to pay the claim which could lead to a delay on the project. We recommend providing the Design-Builder and subcontractors with a waiver of subrogation on the Builder's Risl< policy as all covered claims will be First Party claims and should be settled much more swiftly. Materials at temporary storage facilities are not covered on the IRF policy. Materials must be within 100 feet of the described premises to be covered. Since the Design-Builder and subcontractors of all tier will not be Named Insured's on the IRF's policy, the word "you" and "your" as used in the policy only refer to HCS as a Named Insured. o Covered Property is defined in 1.b.(2) as "your building material and supplies used for construction". If HCS has not paid Firstfloor/their subcontractors for materials located at the site, it can be argued that those materials are considered Property of Others. o There is coverage limitation of $2,500 of Property of Others Delay is not covered on the IRF policy. If a covered cause of loss on the Builder's Risk policy damages one or more schools, would HCS want insurance proceeds to pay for the extra expense to accommodate those students that were to occupy these schools? The endorsements that you provided indicate that coverage will extend for Flood and Qual From: Keith R. Powell [mailto:kpowell@childs-halli~an.net] Sent: Tuesday, November 17, 2015 6:39 PM To: Ara Heinz Subject: Fwd: HCS ~ Exhibit B Ara -can you get your irf policy to me? I know you sent two excerpts in the summer but the insurance agent for ffep needs to see it a11. Thanks. 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. PAPR - 003732 Begin forwarded message: From: "Clark, Brad" llatc: November 17, 2015 at 5:30:59 PM EST 1'n: "Keith R. Powell" <1, Robbie Perris Subject: RE: HCS ~ Exhibit R Keith, Can you please send me the Causes of Loss Form referenced in the Builders Risk Coverage Form and all applicable endorsements/exclusions? I would like to review the excluded perils as the policy wording in the attachments you send provides very limited coverage for the exposure. Thank you, Brad Clarl<, GC Vice President BB&T Insurance Services 4309 Emperor Blud., Suite 300 Durham, NC 27703 919.281.4545 Direct G78.612J403 Cell brad.clark@bbandt,com ma iIcod e: 120-80-01-15 From: Keith R. Powell [mailto:kpowell(~childs-halligan,net] Sent: November 17, 2015 1:22 PM To: Robbie Ferris Cc: Ciark, Brad Subject: RE: HC5 ~ Exhibit B Here are the forms. The BR policy talks about "your" property, but the IRF won't let HCS name a nongovernment entity as an insured or loss payee. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halligan.com (803) 254-4035 NOTICE: This e-ii~ail 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: Robbie Ferris [mailto:RFerris@sfla,biz] Sent: Tuesday, November 17, 2015 12:22 PM To: Keith R. Powell Cc: Clark, Brad (Brad.Clark@BBandT.com) Subject: FW: HCS ~ Exhibit B 6 PAPR - 003733 Keith, Apparently our insurance company sent mean email about this a few days ago thatInever sent you. Sorry!! Feel free to call Brad directly to discuss his concerns. Robbie Robbie/Mike, After reviewing this updated draft, I still see the same potential problem areas as previously outlined. There are some significant gaps in the protection of First Floor and subcontractors with the language used for Builder's Rislc coverage, specifically: • • • • Design-Builder and subcontractors of all tiers should have insured status on the Builder's Risk policy in order to ensure your interests are protected. HCS should agree to waive subrogation against First Floor and subcontractors of all tiers for losses covered by the Builder's Risk policy. This waiver will prevent HCS' insurer from seeking subrogation against First Floor's or a subcontractor's GL coverage if a contractor caused damage to the project. The contract states that HCS has the responsibility to pay losses not covered by deductibles, but the contract does not state anything regarding excluded perils, inadequate limits, or property not covered. These can all be significant exposures. Other areas as outlined in the attached "Builder's Risk Considerations". Additional Insured status is still referenced for Pollution Liability coverage even though that coverage is not required by HCS. recommend striking this language since First Floor is not required to carry Pollution Liability by HCS. As discussed previously, BB&T still recommends that you purchase Pollution Liability coverage to protect First Floor. Thanks, Brad Clari<, CIC Vice President BB&T Insurance Services 4309 Emperor Bivd., Suite 300 Durham, NC 27703 919.281.4545 Direct 678.612.7403 Cell brad.clari<@bbandt.com ma ilcode: 120-80-01-15 From: Peeples, Kenneth Sent: November 17, 2015 10:30 AM 7 PAPR - 003734 ( To: Blanchard, Kathy; Clark, Brad Subject: Fwd: Hcs Ken Peeples 919-281-4510 office 919-215-9779 cell Via iPhone Begin forwarded message: From: Robbie Ferris Date: November 17, 2015 at 9:55:52 AM EST To: Nancy Zablud , Mike Wawxzynialc , "Kenneth J. Peeples" <~eeples(o,bbandt.com>, Aaxon Thomas , Milce Richter Subject: Fwd: Hcs Guys, See attached exhibit B in the email from Keith Powell. Robbie Sent from my iPhone Begin forwarded message: From: "Keith R. Powell" Date: November 17, 2015 at 9:47:32 AM EST To: "Robbie Ferris (RFerris(a~sfla.biz)" , "Ara Heinz (AHeinz(a,horr ycountvschools.net)" , John Gardner , Kenneth Generette , "rmaxey~,horr ycoulltyschools.net" Cc: "William F. Halligan" Subject: RE: Hcs PAPR - 003735 ,. Robbie & HCS folks: Ex B updated draft attached for review &comment. Waiting on HCS comments on 141 and Ex A. 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 email 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 unmediately. On Nov 17, 2015, at 7:43 AM, Robbie Ferris t{u;~- ctr~cl iac~t~ ~~lrhlic i»~«r~/IlGtllClYl. Of BBc~'T OY iIs crf~i7zcile,s ctnc:~'rr~cry i~c s~~tlijec~l la ~~r~otec:lir»r crtz~Ic~7• Ihc> lcii-i~, '('lie rr~es,s~.r~;e is r~7lertc~e~~,~or• thc~ ,sc~7e ztsE< crf the IJIlI71~IC~/,fC1I OJ' enlily to 1~rhicla r.t is c~ct'rJi•c~,s•sc~c~ If, ~~ou a1•e nn~ ~I~c~ irzte~7c~'ec.~'~°eei~~ient; i:oa~ cn•c a2nt{fic~l llaut crrty~ 1,~,se, r~islr~7I7L!(70T7 01' Cl7])yTYI~ Ot.IIIB ~rae,5~.cc~,~7c i.ti~ slric11v~7rnitil~ilet~. If~.~au reccirc~cl this ~~~e.s,scrge ifa. c~rro~~, l~lecisc~ ~lcic~c tl~e »~cr~eriul.,fiRom L'DYII' Sl'SlE?i}2 1•Pll~lOta/ YG'C7111lt~~ f~IL? L'Di2CC?%l~ C/17CI7'IOtl~1.' t~9G' ~5'C'/'1.G1~C?7" irurrieclialely r>f'11ae rncr~~~~~>>7er~/ Ir~ctrt,~~rt~i,ssrc.»~. Tuesday, December Ol, 2015 8:51 PM Clark, Brad Keith R. Powell RE: HCS ~ Exhibit B -Builder's Risk Coverage Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Keith , do you want to set this up or shall I. I am meeting with staff tomorrow and I can ask them if you like. From: Clark, Brad [mailto:Brad.Clark@BBandT.com] Sent: Tuesday, December 01, 2015 4:34 PM To: Robbie Ferris Cc: Keith R. Powell Subject; Re: HCS ~ Exhibit B -Builder's Risk Coverage I am available any time on the 8th to meet. Brad Clark 919.281.4545 direct 678.612,7403 mobile On Dec 1, 2015, at 2:25 PM, Robbie Ferris wrote: Robbie, I'm available Tuesday and Friday next week to meet with HCS staff to review insurance options. Thanks, Brad Clark, CIC Vice President BB&7 Insurance Services 4309 Emperor Blvd., Suite 300 Durham, NC 27703 919.281.4545 Direct 678.612.7403 Cell brad.clarkC~bbandt.com ma i(code: 120-80-01-15 From: Robbie Ferr(s fmailto:RFerris(a~sfla.biz] Sent: November 24, 2015 4:49 PM To: Clark, Brad Cc: Keith R. Powell Subject: Re: HCS ~ Exhibit B -Builder's Risk Coverage 2 PAPR - 003738 Brad Would it snake sense for you to meet with Hcs staff About insurance options next week Say wednsday Sent from my iPhone On Nov 24, 2015, at 2:03 PM, Clark, Brad wrote: Keith, have received two quotes for Builder's Risl< coverage from Zurich and AmRisc, and I should receive a third quote today from ACE. I will provide you with a spreadsheet comparing the three options and allow for HCS to compare the coverage to the coverage available through the IRF. can also provide sample coverage forms. A large factor in determining the cost of the Builder's Risl< insurance is the # of months that coverage will be needed. Do you know if HCS will want Builder's Risk coverage in force immediately or would like to wait until vertical construction/subsurface worlt to accommodate vertical construction begins? After review of the IRF coverage farm, causes of loss form, and the flood and earthquake endorsements, I still have the same concerns as outlined in our original correspondence for protection of the DesignBuilder. • Damage to the project by a subcontractor would be covered by the IRF's Builder's Risk policy; however, the Builder's Risl< insurer may look to 3`d party coverage to pay the claim which could lead to a delay on the project. We recommend providing the Design-Builder and subcontractors with a waiver of subrogation on the Builder's Risl< policy as all covered claims will be First Party claims and should be settled much more swiftly. • Materials at temporary storage facilities are not covered on the IRF policy. Materials must be within 100 feet of the described premises to be covered. Since the Design-Builder and subcontractors of all tier will not be Named Insured's on the IRF's policy, the word "you" and "your" as used in the policy only refer to HCS as a Named Insured. o Covered Property is defined in 1.b.(2) as "your building material and supplies used for construction". If HCS has not paid Firstfloor/their subcontractors for materials located at the site, it can be argued that those materials are considered Property of Others. There is coverage limitation of $2,500 of Property of o Others • PAPR - 003739 ~ • + Delay is not covered on the IRF policy. If a covered cause of loss on the Builder's Risl< policy damages one or more schools, would HCS want insurance proceeds to pay for the extra expense to accommodate those students that were to occupy these schools? The endorsements that you provided indicate that coverage will extend for Flood and Qual From: Keith R. Powell [mailto:IcpowellC@childs-halli~an.net] Sent: Tuesday, November 17, 2015 6:39 PM To: Ara Heinz Subject: Fwd: HCS ~ Exhibit B Ara :- can you get your irf policy to me? I know you sent two excerpts in the summer but the insurance agent for ffep needs to see it all. Thanks. 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. Begin forwarded message: From: "Clark, Brad" Date: November 17, 2015 at 5:30:59 PM EST To: "Keith R. Powell" <~owell cr~childshalli~an.net>, Robbie Ferris sfla.biz] Sent: Tuesday, November 17, 2015 12:22 PM To: Keith R. Powell Cc: Clark, Brad (Brad.ClarkCa~BBandT.com) Subject: FW: HCS ~ Exhibit B Keith, Apparently our insurance company sent me an email about this a few days ago that T never sent you. Sorry!! Feel free to call Brad directly to discuss his concerns. Robbie Robbie/Mike, After reviewing this updated draft, I still see the same potential problem areas as previously outlined. There are some significant gaps in the protection of First Floor and subcontractors with the language used for Builder's Rislc coverage, specifically: • Design-Builder and subcontractors of ail tiers should have insured status on the Builder's Risk policy in order to ensure your interests are protected. Fi PAPR - 003743 • • • HCS should agree to waive subrogation against First Floor and subcontractors of all tiers for fosses covered by the Builder's Risl< policy. This waiver will prevent HCS' insurer from seeking subrogation against First Floor's or a subcontractor's GLcoverage if a contractor caused damage to the project. The contract states that HCS has the responsibility to pay losses not covered by deductibles, but the contract does not state anything regarding excluded perils, inadequate limits, or property not covered. These can all be significant exposures. Other areas as outlined in the attached "Builder's Risl< Considerations". Additional Insured status is still referenced for Pollution Liability coverage even though that coverage is not required by HCS. I recommend striking this language since First Floor is not required to carry Pollution Liability by HCS. As discussed previously, BB&T still recommends that you purchase Pollution Liability coverage to protect First Floor. Thanks, Brad Clarl<, CIC Vice President BB&T Insurance Services 4309 Emperor Blvd., Suite 300 Durham, NC 27703 919.281.4545 Direct 678.612.7403 Cell brad.clark@ bbandt.com maiIcode: 120-80-01-15 __ From: Peeples, Kenneth Sent: November 17, 2015 10:30 AM To: Blanchard, Kathy; Clark, Brad Subject: Fwd: Hcs Ken Peeples 919-281-4510 office 919-215-9779 cell Via iPhone Begin forwarded message: s PAPR - 003744 From: Robbie Ferris Date: November 17, 2015 at 9:55:52 AM EST To: Nancy Zablud , "Kenneth J. Peeples" <~eeples(a~bbandt.coin>, Aaron Thomas , Mike Richter Subject: Fwd: Hcs Guys, See attached exhibit B in the email from. Keith Powell. Robbie Sent from my iPhone Begin forwarded message: From: "Keith R. Powell" <~owell~childshalli an.net> Date: November 17, 2015 at 9:47:32 AM EST To: "Robbie Ferris (RFerrisLa~,sfla.biz)" , "Ara Heinz (AHeizZz(a,horrvcount yschools.net)" , John Gardner , Kenneth Generette , "rmaxey(~horrycount ~chools.net" Cc: "William F. Halligan" Subject: RE: Hcs ' ~ Robbie & HCS folks: ~x B updated draft attached for review & comment. Waiting on HCS comments on 141 and Ex A. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childshalli~an.com (803)254-4035 NOTICE: This e-mail may contain information that is personal and confidential, nondisclosable and protected by attorneyclient privilege. If you have received this email in exror, this does not constitute permission to examine, copy or distribute the accompanying n~aterial. If you receive this message in error, please notify us by telephone as listed above immediately. On Nov 17, 2015, at 7:43 AM, Robbie Ferris wrote: io PAPR - 003746 Keith Can you send the latest version of the contrac t for review Robbie Sent from my iPhone .T~tE !T'TJ~07"P72Ulll)Yl 177 1'I11,)' %1"1I17.S7'121,fi5Y01? 777CY)- CCTf1/.'Lllf2 ~~i•ol~riercrr.t- c~r~~! na»-pzcl~lic, ir?fr.~r•r~urt~arz af~l3RclT or~ its affi~i~r~c~s• grad ntity he stal?jec•~ ~olaj•otection uradc>>~ 1~1C ~CJbP. T~1C? 192L',4,~'CI~:~C l~5' 1i2~C?J1G7~L?G~f07" t~2L' ,SO~~ 2l.CC' Of. tlic~ i~-ic~iriclzi~r/ ar~ e,nli~;v ~cr ~i'hlG~9 11 Ts c~c(cl~°e,~~,serd. I%' }%O1,J Cl/'C' hU1 /'hG' 111~C?NfG~Pf.~YL'C71)lb'f11, V<.J11 C7YG llUll~lC'L~ nc~~r a~~~- ~rs'C?, t~'ISII'X~7?.f/7c)19 O7" COj.?J-117, lS' 5117(.'(~V ]J1~o12i17a/ec~ Of ~l{?[' /llt;.5'.SCl,~'8 If'J.-ou receit~e~t.~ ~'hiti 179E:'ti,S'41~5,'E' IM E'17"t)l', ~Jr6'C1SE' G~C'~6'1L' 1~1.G /77U1E!1'lC1~ fi'OlF~ 1•'Uttf' ,S'1-•~tE-'tYl i~nillt~~ut r•e~crc~in;; lire conPer~t ura~l ~xr/ify the ,settc~e~^ inrn~eclirr/elv qt"Ihe: ini~c~t~c~r•ler~~ Irun,~•rr~i,s,cian. wrote: Robbie, PAPR - 003749 I'm available Tuesday and Friday next week to meet with HCS staff to review insurance options. 7hanlcs, Brad Clarl<, GC Vice President BB&T Insurance Services 4309 Emperor Blvd., Suite 300 Durham, NC 27703 919.281,4545 Direct 678.612.7403 Cell brad.clark@bbandt.com m a iIco d e: 120-80-01-15 From: Robbie Ferris [mailto:RFerris@sfla.biz] Sent: November 24, 2015 4:49 PM To: Clark, Brad Cc: Keith R. Powell Subject: Re: HCS ~ Exhibit B -Builder's Risk Coverage Brad Would it make sense for you to meet with Hcs staff About insurance options next week Say wednsday Sent from my iPhone On Nov 24, 2015, at 2:03 PM, Clarlc, Brad wrote: Keith, have received two quotes for Builder's Risk coverage from Zurich and AmRisc, and i should receive a third quote today from ACE. I will provide you with a spreadsheet comparing the three options and allow for HCS to compare the coverage to the coverage available through the IRF. I can also provide sample coverage forms. A large factor in determining the cost of the Builder's Risk insurance is the # of months that coverage will be needed. Do you know if HCS will want Builder's Risk coverage in force immediately or would like to wait until vertical construction/subsurface work to accommodate vertical construction begins? After review of the IRF coverage form, causes of loss form, and the flood and earthquake endorsements, 3 PAPR - 003750 still have the same concerns as outlined in our original correspondence for protection of the Design-Builder. • ~ • • • • • Damage to the project by a subcontractor would be covered by the IRF's Builder's Risk policy; however, the Builder's Risk insurer may look to 3`d party coverage to pay the claim which could lead to a delay on the project. We recommend providing the Design-Builder and subcontractors with a waiver of subrogation on the Builder's Risl< policy as all covered claims will be First Party claims and should be settled much more swiftly. Materials at temporary storage facilities are not covered on the IRF policy. Materials must be within 100 feet of the described premises to be covered. Since the Design-Builder and subcontractors of all tier will not be Named Insured's on the IRF's policy, the word "you" and "your" as used in the policy only refer to HCS as a Named Insured. o Covered Property is defined in 1.b.(2) as "your building material and supplies used for construction". If HCS has not paid Firstfloor/their subcontractors for materials located at the site, it can be argued that those materials are considered Property of Others. o There is coverage limitation of $2,500 of Property of Others Delay is not covered on the IRF policy. If a covered cause of loss on the Builder's Risl< policy damages one or more schools, would HCS want insurance proceeds to pay for the extra expense to accommodate those students that were to occupy these schools? The endorsements that you provided indicate that coverage will extend for Flood and Qual From: Keith R. Powell [mailto:i Date: November 17, 2015 at 5:30:59 PM EST To: "Keith R. Powell" , Robbie Ferris Subject: RE: HCS ~ Exhibit B Keith, Can you please send me the Causes of Loss Form referenced in the Builders Risk Coverage Form and all applicable endorsements/exclusions? I would like to review the excluded perils as the policy wording in the attachments you send provides very limited coverage for the exposure. Thank you, Brad Clark, CIC Vice President BB&T Insurance Services 4309 Emperor Blvd., Suite 300 Durham, NC 27703 919.281.4545 Direct 678.612.7403 Cell brad.ciark@bbandt.com ma ilcode: 120-80-01-15 From: Keith R. Powell [mailto:kpowell@childs-halligan.netl PAPR - 003754 Sent: November 17, 2015 1:22 PM To: Robbie Ferris Cc: Clark, Brad Subject: RE: HCS ~ Exhibit B Here are the forms. The BR policy talks about "your" properCy, but the IRF won't let HCS name a nongovernment entity as an insured or loss payee. 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 consliYute 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 [maiIto:RFerris(a~sfla. biz] Sent: Tuesday, November 17, 2015 12:22 PM To: Keith R. Powell Cc: Clark, Brad (Brad.ClarkCa?BBandT.com) Subject: FW: HCS ~ Exhibit B Keith, Apparently our insurance company sent me an email about this a few days ago that t never sent you. Sorry!! Feel free to call Brad directly to discuss his concerns. Robbie Robbie/Mike, After reviewing this updated draft, I still see the same potential problem areas as previously outlined. There are some significant gaps in the protection of First Floor and subcontractors with the language used for Builder's Risl< coverage, specifically: • Design-Builder and subcontractors of all tiers 8 PAPR - 003755 • • • should have insured status on the Builder's Risl< policy in order to ensure your interests are protected. HCS should agree to waive subrogation against First Floor and subcontractors of all tiers for losses covered by the Builder's Risi< policy. This waiver will prevent HCS' insurer from seeking subrogation against First Floor's or a subcontractor's GLcoverage if a contractor caused damage to the project. The contract states that HCS has the responsibility to pay losses not covered by deductibles, but the contract does not state anything regarding excluded perils, inadequate limits, or property not covered. These can all be significant exposures. Other areas as outlined in the attached "Builder's Risk Considerations". Additional Insured status is still referenced for Pollution Liability coverage even though that coverage is not required by HCS. I recommend striking this language since First Floor is not required to carry Pollution Liability by HCS. As discussed previously, BB&T still recommends that you purchase Pollution Liability coverage to protect First Floor. Thanks, Brad Clark, CIC vice President BB&T Insurance Services 4309 Emperor Blvd., Suite 300 Durham, NC 27703 919.281.4545 Direct 678.612.7403 Cell brad.clark@bbandt.com ma iIcode: 120-80-01-15 9 PAPR - 003756 _ .... . Sheri L. Wainscott Frorn: Sent: To: Subject: Attachments: Keith R. Powell Tuesday, November 03, 2015 3:57 PM William F. Halligan Fwd; HCS DRAFT Written Determination, Nov. 3, 2015 Written Determination.pdf; ATTOOOOl.htm Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-hall i pan.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. Begin forwarded message: From: Joe DeFeo Date: November 3, 2015 at 3:52:12 PM EST To: "Keith R. Powell" , Rhonda Snowden , Ken Childs Cc: Rick Maxey , Ara Heinz , Janice Morreale Subject: Re: HCS DRAFT Written Determination, Nov. 3, 2015 Tf anyone finds anything wrong... Please let me know asap... Thank you..,. Joe DeFeo Chairman. Horny County School Board 843-222-5912 Democracy=Two Wolves and a Lamb voting on what's for dinner! ►! PAPR - 003757 .. From: Keith R. Powell Sent: Tuesday, November 3, 2015 3:21 PM To: Joe DeFeo Cc: Rick Maxey; Ara Heinz Subject: Re: HCS DRAFT Written Determination, Nov. 3, 2015 Okay that works Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halli an.coin (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 3, 2015, at 3:09 PM, Joe DeFeo wrote: Yes... But it wont be before 5. I can put it on letterhead and get her the original tomorrow. I do want the letter of intent posted today. Joe DeFeo Chairman Horry County School Board 843-222-5912 Democracy=Two Wolves and a Lamb voting on what's for dinner!!! PAPR - 003758 From: Keith R. Powell Sent: Tuesday, November 3, 2015 3:07 PM To: Joe DeFeo Cc: Rick Maxey; Ara Heinz Subject: Re: HCS DRAFT Written Determination, Nov. 3, 2015 Can you go by the office so they have an original? I think Rhonda is expecting to put on letterhead. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-ha11i an.coin (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 3, 2015, at 3:01 PM, Joe DeFeo wrote: Keith, Can you make the corrections as noted by Ara and email to ASAP. I will sign-scan and send back to all... Joe DeFeo Chairman Horry County School Board 843-222-5912 Democracy=Two Wolves and a Lamb voting on what's for dinner!!! 3 PAPR - 003759 Sheri L. Wainscott From: Sent: To: Subject: Attachments: Robbie Ferris Wednesday, November 04, 2015 9:03 AM Keith R. Powell Fwd: 1415-91 Notices of Intent to Award ATTOOOOl.htm; 1415-91 NOI CFM.pdf; ATT00002.htm; 1415-91 NOI MBM.pdf; ATT00003.htm; 1415-91 NOI SES.pdf; ATT00004.htm; 1415-91 NOI SJI.pdf; ATT00005.htm; 1415-91 NOI SMS.pdf; ATT00006.htm Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Sent from my iPhone Begin forwarded message: From: Ara Heinz Date: November 3, 2015 at 5:14:12 PM EST To: Robbie Ferris , "rferrisC~firstfloor.biz" Cc: Danielle Davis Subject: 1415-91 Notices of Intent to Award Mr. Ferris, Please find attached the Notices of Intent to Award from Horry County Schools for the Design-Build Delivery of New School Facilities projects (# 1415-91). Barring any protests or issues with providing the information listed in the NOI, the official contract could be executed and go into effect on November 19, 2015. (The NOI's have also been uploaded to our website at http://apps,hcs.kl2.sc.us/apps/protrac/. ) am sure that either our attorneys or someone from the District will be in contact with you soon to discuss the next steps, but if you have any questions or concerns about documents, communications, procedures, etc., please do not hesitate to contact me. Thank you for participating in this solicitation! We look forward to working with you and your team on this project! Regards, ~~~ Ara Heinz ~ Procuremenfi Services ~ ~ P: 843/488-6930 t-lorry County Schools ~ 335 Four Mile Rd. ~ Conway, SC 29526 Website: Procurement.horrvcountyschools.net 1 PAPR - 003760 Sheri L. Wainscott From: Sent: To: Subject: Robbie Ferris Thursday, November 05, 2015 10:50 AM Keith R. Powell Horry Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Any chance we can, get owner to sign early site packages so we can formally submit Sent from my iPhone 1 PAPR - 003761 Sheri L. Wainscott From: Sent: To: Subject: Keith R. Powell Friday, November 06, 2015 10:25 AM Robbie Ferris RE: Horry Follow Up Flag: Flag Status: Follow up Flagged Does not sound like they are interested. 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 attorneyclient 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, pease notify us by telephone as listed above immediately. -----Original Message----From: Robbie Ferris [mailto:RFerris@sfia.biz] Sent: Thursday, November 05, 2015 10:50 AM To; Keith R. Powell Subject: Horry Any chance we can get owner to sign early site packages so we can formally submit Sent from my iPhone 1 PAPR - 003762 CHILDS & HALLIGAN A PROFESSIONAL ASSOCIATION ATTORNEYS AND CouNSHLORS AT LAW Kenneth L. Childs William R Halligan Kathxyn Long Mahoney The ~'ower at 1301 Getvais Street, Suite 900, Columbia, SC 2920 ~ Post Office Box 11367, Columbia, SC 29211-I36? Allen D. Smirht Telephone (803) 254.4035 Facsimile (803) 771.4422 Shirley M. Fawley* John M. Reagla'" Vernie L. Williams Thomas K. Barlow** November 9, 2Q15 Ricic Maxey, Ph.D, Superintendent Hoi~xy County Schools P.O. Box 26005 Conway, SC 29528 Re; Allison Aiken Hanna Keith R. Powell*** Connie P. Jackson TCimbetlg Kelley Blackburn Jasmine Rogers Drain++ Dwagne T. Mazyck Tylez R. Turner Mary Allison Caudell tCezNfled Spec[a11at in Employment and Labor I.aw •Also admitted In Dtatdct of Columbia r"Also admitted in North Carolina +'*+'Also admitted in Mtcsoud **Also admitted in Ocorgla Batson Associates, Tnc. Dean• Riclt: I have enclosed the statements for Batson Associates, Inc, for the months of September and October 2015, with the request that the- Homy County School District pay these statements duectly, During September, Mr, Batson closely studied all of the drawings and documents submitted by three design-build firms for each of the five schools and met with the Committee on September 8, 15, and 24u'. His involvement was crucial and intense and provided tl~e Committee with an independent professional evaluation so that the disi~ict staff could fulfill their roles without additional burdens. Bicic and Keith are both awaxe that Louis spent the time described on the project. Please call us with any questions. Thank you. Sincerely, G~ Kenneth L. Childs kchdlds@childs-halligan, net /dsr Enclosures c: William F, Halligan, Esq. PAPR - 003763 i i i B a t s o n a 5 so~ ~ a ~ e 5 Batson Associates, Inc, 415 West Washington Street Greenville, SC 29601 864-233-2232 Invoice number Date Childs &Halligan Law Firm Attn; Mr. Bic Halligan P 0 Box 11367 Columbia, SC 29211-1367 102736 10/01/2015 Project 2014-73 E HORRY COUNTY SCHOOL DISTRICT -EXPERT WITNESS TERMS: Net Upon Receipt ' For Architectural Services Rendered from September 1, 2015 through September 30, 2D15. Professional Fees Principal In Charge Louis P. Batson III Hours Rate Billed Amount 116,00 300.00 34,800.00 prep for proposal review research re: ground source heatpumps review proposals forcompleteness review proposals forcompleteness review proposals forcontent frave! fo+from Conway mtg w/k.childs+k.powefl, mtg w/selection Comm, review proposals fvrconfent, identify+tab relevantinfo review proposals, Identify areas forreview by engrs+Comm. review issuesfor consideration, prepare draft of template prep formtg on 9/15 travel to Conway, meet w/k,childs+k,powell, meet w/committee for proposal evaluation and discuss ranking meet w/m.wolfe+dennis re:sefaira, documentreview, andproposal evaluations. review st fames+mb mlddlo proposals for simi(arikies and difference with Carolina forest review and evaluate hvac systems, prepare talking points for prelim rankings rev(ew and evaluate electrical/high pert and energy positive, taU Cc: Danielle Davis; Mike Wawrzyniak; Ryan Parker; JOHN H.RICHARDS Subject: Hcs new schools early site packages Keith/ Ara, We would very much like to submit the early site packages for agency approval as soon as possible. Every day gained on the front end of the project is a day gained at the back end of the project. Please consider our request to have the owner sign the early site package applications so we can submit them sooner than later. We fully understand that our submission of these early site packages would be done at risk. Thank you for your consideration of this request. Robbie Sent from my iPhone 1 PAPR - 003768 Sheri L. Wainscott From: Sent: To: Subject: Robbie Ferris Wednesday, November 11, 2015 5:01 PM Keith R. Powell Firstfloor Follow Up Flag: Flag Status: Follow up Flagged Keith, Firstfloor energy positive has 3 member managers. This allows any of the 3 managers to sign for the company. will be the primary Richard Green and Eric Lindstrom are also member managers and can sign for the company. Apparently some smart lawyer suggested this so that documents could still be signed if someone goes on vacation etc...Vacations are not common occurrences with me so it will not likely be an issue. Robbie 1 ~l~i ~~ ~~~, hiCiI l ilCt •. Robert W. Ferris, AIA, REFP, LEED AP C[0/President 333 FayeCteville Street, Suite 225 Raleigh, NC 27G01 CeIL' 919,610.27.51 Fax: 919,573,6355 rferrisC~sfla.biz www.sfla.biz 1 PAPR - 003769 Sheri L. Wainscott Fram: Sent: 70: Subject: Robbie Ferris Wednesday, November 11, 2015 9:08 PM Keith R. Powell HCS contracts Follow Up Flag: Flag Status: Follow up Flagged Keith, might have been looking at the wrong document but it looks like you made a lot of changes to the contract issued in the RFP. Most of the changes are fine but here are a few thoughts. Our insurance carriers are still reviewing the contract and I will get you their comments, if any asap: • 1.1.3-The projects physical characteristics should refer back to the design builders proposal • 1.1.9- This should also reference the design builders proposal • 1.4.1-The design build proposal should be attached to make it a part of the design build documents • 2.1- I would prefer to leave this article in the contract. Our team members relied on this provision being in the contract when developing the proposal. • 2.1.4.1- With this project moving as fast as it is supposed to move, paying within 30 days is far more reasonable than 45 days. Is there a reason HCS can't pay within 45 days. We usually try to pay contractors within 7 days on projects that we own and it is serious motivator. When you pay fast you have lots of leverage with subs. • 2.1,4.1-Some interest should be paid on late payments. 1% per month is normal. Do they have problems with paying their bills on time? • 5.7.2- Line 5 and line 7 - can we change 14 days to 7 days —this job needs to move fast. • 5.14.3- Why would the owner not be responsible to the DB if the owners consultant damage the work. For example- the owners technology contractor destroys the ceilings the day before the building opens. Why should the owner nat be responsible to the design builder in this case? • 6.3.7- Can we add language that clarifies that the post occupancy services will not delay closeout and release of retainage. • 7.2.3-Is there a reason that you deleted zoning variances? I doubt a variance is required but unless I am missing something the owner is responsible for getting variances if required. • 9.7 —Given the speed of this project can we change this back to 7 days • 10.3- According to the addendum I recall that the owner is responsible for removal of Haz Mat at MB middle. Should we acknowledge this in the contract so that everyone is clear about this? • 12.3.Z- I don't think it's reasonable for the owner to be able to terminate the contract and then use the construction documents and, further, if there is a problem make the Design Builder and Architect responsible for that problem. I would leave this "as is" in the original contract. • 13.2.4.3- Why is it not fair for the DB to make a reasonable profit if the owner cancels the contract. We could define what reasonable is if you would be more comfortable. • A.3.1.6- Design Builders assumptions and clarifications: The design builders proposal dated xxx is acceptable to the owner and is determined by the owner to comply with the requirements of the RFP. • A.4.1.and A,4.2 We will get you the info to fill in blanks asap. PAPR - 003770 Robert W, Ferris, AIA, REFP, LEED AP C[0/PresidenC sfL+a nrchir.ects 333 Fayeltevitle Street, Suite 225 Raleigh, NC 776O1 Cell: 919.610.2251 Fax: 919.573.6355 rferrisC~sfla.biz www.sfta.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 Thursday, November 12, 2015 5:20 PM Keith R. Powell Horry county schools Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Keith This relates back to Our proposal taking precedent over the RFP. We had additional allowances in our proposal that were not outlined in the RFP. For example we had $200,000 for landscaping in our proposal. Sent from my iPhone 1 PAPR - 003774 Sheri L. Wainscott From: Robbie Ferris Sent: To: Subject: Attachments: Thursday, November 12, 2015 9:06 PM Keith R. Powell Re: HCS contracts image001.png Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Ok understand, I will go back and look at my rfp version again do think many of my comments would accrue to the benefit of the district As well as to us Robbie Sent from my iPhone On Nov 12, 2015, at 10:12 AM, Keith R. Powell wrote: Thanks, I ran it in "variance check" mode this time, so as I told your colleagues, it looks quite different from the earlier version but I didn't actually change all that much in the text. I think a lot of these were in the one published in the addendum, but that does not mean we cannot make reasonable adjustments. However I'll have to do more discussions with HCS about anything that changes from the original that is not just filling in blanks. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halligan.com (803) 254-4035 NOTICE: This e-mail inay 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 [maiito:RFerrisCc~sfla.biz] Sent: Wednesday, November li, 2015 9:08 PM To: Keith R. Powell Subject: HCS contracts Keith, might have been looking at the wrong document but it looks like you made a lot of changes to the contract issued in the RFP. Most of the changes are fine but here are a few thoughts. Our insurance carriers are still reviewing the contract and I will get you their comments, if any asap: • 1.1.3-The projects physical characteristics should refer back to the design builders proposal • 1.1.9- This should also reference the design builders proposal • 1.4.1-The design build proposal should be attached to make it a part of the design build documents i PAPR - 003775 • • • • • • • • • • • • • 2.1- I would prefer to leave this article in the contract, Our team members relied on this provision being in the contract when developing the proposal. 2.1.4.1- With this project moving as fast as it is supposed to move, paying within 30 days is far more reasonable than 45 days. Is there a reason HCS can't pay within 45 days. We usually try to pay contractors within 7 days on projects that we own and it is serious motivator. When you pay fast you have lots of leverage with subs. 2.1.4.1-Some interest should be paid on late payments. 1%per month is normal. Do they have problems with paying their bills on time? 5.7.2- Line 5 and line 7 - can we change 14 days to 7 days —this job needs to move fast. 5.14.3- Why would the owner not be responsible to the QB if the owners consultant damage the work. For example- the owners technology contractor destroys the ceilings the day before the building opens. Why should the owner not be responsible to the design builder in this case? 6.3.7- Can we add language that clarifies that the post occupancy services will not delay closeout and release of retainage. 7.2.3-Is there a reason that you deleted zoning variances? I doubt a variance is required but unless I am missing something the owner is responsible for getting variances if required. 9.7 —Given the speed of this project can we change this back to 7 days 10.3- According to the addendum I recall that the owner is responsible for removal of Haz Mat at MB middle. Should we acknowledge this in the contract so that everyone is clear about this? 12.3.2- I don't think it's reasonable for the owner to be able to terminate the contract and then use the construction documents and, further, if there is a problem male the Design Builder and Architect responsible for that problem. I would leave this "as is" in the original contract. 13.2.4.3- Why is it not fair for the DB to make a reasonable profit if the owner cancels the contract. We could define what reasonable is if you would be more comfortable. A.3.1.6- Design Builders assumptions and clarifications: The design builders proposal dated xxx is acceptable to the owner and is determined by the owner to comply with the requirements of the RFP. A.4.1.and A.4.2 We will get you the info to fill in blanks asap. Robert W. Ferris, AIA, REFP, LEED AP CEO/President SfL~~a Architects 333 ~ayelteville Street, Suite 1.25 Raleigh, SIC 27601 Cell: 919.610.2251 1=ax: 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 - 003776 Sheri L. Wainscott From: Sent: To: Subject: Robbie Ferris Friday, November 13, 2015 12;15 PM Keith R. Powell Horry allowance Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Keith, recall the board approving funds to restore the owner contingency. I assume that contingency will be held outside of our contract, however if we want it inside of our contract for some reason we can do that but we would have to increase The contract amount by the amount of the owner contingency. I am fine with it either way. Robbie Sent from my iPhone 1 PAPR - 003777 Sheri L. Wainscott From: Sent: To: Subject: Robbie Ferris Friday, November 13, 2015 3:10 PM Keith R. Powell HCS contracts Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Keith, Would it make sense if you set up a meeting for next Thursday where we go to Horry and i and the owner sign contracts? am told, by subcontractors, that the normal procedure in Horry County is that if applications for payment are received by the 23~d you get paid by the 10th. You might want to confirm that the 23~d is there magic date for applications for payment. Here is the info for the remaining blanks: A2.2- Keith these are the days far each project per the schedule in our proposal: Carolina Forest MS Myrtle Beach MS St James IS Socastee ES Socastee MS Article A.4: Carolina Forest Middle School: Superintendent: Marl< Branch Project Manager: Charlie Rollins Assistant Superintendent: Gary Pipkin Myrtle Beach Middle School; Superintendent: Ed Bruce Project Manager: Rusty Woolard Assistant Superintendent: Ray Carrino St. James Intermediate: Superintendent: Randall Jernigan Project Manager: Steve Bond Assistant Superintendent: Rodney Nichols Socastee ES: Superintendent: Dale McCoy Project Manager: Mike Dickman Assistant Superintendent: David (sham 1 PAPR - 003778 Socastee Middle School; Superintendent: Phil Asslynn Project Manager: Mike Dickman Assistant Superintendent: Bob Green Article A.4.2 SfL+a Architects: Architect, Raleigh NC Metcon/TA Loving joint venture: General Contractor, Pembroke NC Article 3.1.5.1 Keith In addition to the allowances in the RFO, listed below, we have a landscaping allowance of $200,000 for each school except that we have 250,000 for myrtle beach middle school. Our overhead and profit is outside this number, This is the amount that we can issue to subcontractors for the actual work. If we don't spend all of this HCS will get it back. You can list this in the allowance section or the contingency section, I don't think it matters... CF MB SJ SM SE total not including the landscape allowance 1030.000 -Owner Furniture Allowance $ 1,500,000 $ 1,500,000 $ 1,500,000 $ 1,250,000 $ 1,000,000 $ 250,000 1031.000 -Owner Hardware Allowance $ 350,000 $ 350,000 $ 350,000 $ 350,000 $ 650,000 $ 650,000 $ 500,000 1032.000 -Owner Controls Allowance $ 650,000 $ 650,000 $ 750,000 $ 750,000 $ 600,000 $ 750,000 $ 750,000 1033.000 -Owner Fire Alarm Allowance $ 350,000 $ 150,000 1034.000 -Owner Playground Equip. All $ 150,000 $ 150,000 $ 150,000 1035,000 -Owner Special Inspections All $ 150,000 $ 150,000 $ 125,000 $ 125,000 $ 100,000 $ 125,004 $ 125,000 1036.000 -Owner Commissioning Allo 1037.000 -Owner Technology Allowance $ 1,865,000 $ 1,865,000 $ 1,865,000 $ 1,645,000 $ 1,275,000 $ 5 ,390,000 $ 5 ,390,000 $ 5 ,540,000 $ 4 ,920,000 $ 4 ,225,000 $ 25,465,000 ' ~~~' j ". r;~ I.;. , 1 ~ Robert W. Ferris, AIA, REFP, LEED AP CLQ/President SfL+a Architects 333 Fayetteville Street, Suite 225 Ralci~h, tdCL76U~1 CeIL• 919.610.2251 Far,: 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. z PAPR - 003779 Sheri L. Wainscott From: Sent: To: Subject: Attachments: Keith R. Powell Friday, November 13, 2015 3:42 PM Robbie Ferris Re: HCS contracts image002.png Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Not a bad idea. I have morning booked up Thursday but could probably arrive mid afternoon. Working on the owner rep issue. Keith R. Powell Childs &Halligan, P.A. Columbia, South Carolina www.childs-halli~an.com (803) 254-4035 NQTICE: 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 13, 2015, at 3:10 PM, Robbie Ferris wrote: Keith, Would it make sense if you set up a meeting for next Thursday where we go to Horry and I and the owner sign contracts? am told, by subcontractors, that the normal procedure in Horry County is that if applications for payment are received by the 23`d you get paid by the 1Qt". You might want to confirm that the 23`d is there magic date for applications for payment. Here is the info for the remaining blanks; A2.2- Keith these are the days for each project per the schedule in our proposal: Carolina Forest MS Myrtle Beach MS St James IS Socastee ES. Socastee MS Article A.4: Carolina Forest Middle School: Superintendent: Mark Branch i PAPR - 003780 Project Manager: Charlie Rollins Assistant Superintendent; Gary Pipkin Myrtle Beach Middie School: Superintendent: Ed Bruce Project Manager: Rusty Woolard Assistant Superintendent: Ray Carrino St. James Intermediate: Superintendent: Randall Jernigan Project Manager: Steve Bond Assistant Superintendent: Rodney Nichols Socastee ES: Superintendent: Dale McCoy Project Manager: Mike Dickman Assistant Superintendent: David Isham Socastee Middle School: Superintendent': Phil Asslynn Project Manager: Mike Dickman Assistant Superintendent: Bob Green Article A.4.2 SfL+a Architects: Architect, Raleigh NC Metcon/TA Loving joint venture: General Contractor, Pembroke NC Article 3.1.5.1 Keith In addition to the allowances in the RFO, listed below, we have a landscaping allowance of $200,000 for each school except that we have 250,000 for myrtle beach middle school. Our overhead and profit is outside this number. This is the amount that we can issue to subcontractors for the actual work. If we don't spend all of this HCS will get it back. You can list this in the allowance section or the contingency section, I don't think it matters... CF MB SJ SM SE to tal not including the landscape allowance 1030.000 -Owner Furniture Allowance $ 1,500,000 $ 1,500,000 $ 1,500,000 $ 1,250,000 $ 1,000,000 $ 250,000 $ 350,000 $ 350,000 $ 350,000 $ 350,000 1031.000 -Owner Hardware Allowance $ 650,000 $ 650,000 $ 500,000 1032.000 -Owner Controls Allowance $ 650,000 $ 650,000 $ 750,OD0 $ 600,D00 $ 750,000 1033.000 -Owner Fire Alarm Allowance $ 750,000 $ 750,000 $ 350,000 $ 150,000 1034.000 -Owner Playground Equip. All $ 150,000 $ 150,000 $ 150,000 $ 150,000 $ 150,000 1035.000 -Owner Special Inspections All $ 125,000 $ 125,000 $ 100,000 $ 125,000 $ 125,000 1036.000 -Owner Commissioning Allo 1037.000 -Owner Technology Allowance $ 1,865,000 $ 1,865,000 $ 1,865,000 $ 1,645,000 $ 1,275,000 $ 5 ,390,000 $ 5 ,390,000 $ 5 ,540,000 $ 4 ,920,000 $ 4 ,225,000 $ 25,465,000 Robert W. Ferris, AIA, REFP, LEED AP PAPR - 003781 CEO/President SfL+a Architects 333 ~ayelteville Street, Suite 225 Raleigh, NG 27601 Cell: 919.610.2251 ~ax:919.573.6355 rferrisQsfla. 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 - 003782 Sheri L. W~inscott From: Sent: To: Subject: Robbie Ferris Friday, November 13, 2015 3:43 PM Keith R. Powell Re: HCS contracts Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category Ok Let me know Sent from my iPhone On Nov 13, 2015, at 3:42 PM, Keith R. Powell wrote: Not a~ bad idea. I have morning booked up Thursday but could probably arrive mid afternoon. Working on the owner rep issue. 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 13, 2015, at 3:10 PM, Robbie Ferris wrote: Keith, Would it make sense if you set up a meeting for next Thursday where we go to Horry and I and the owner sign contracts? am told, by subcontractors, that the normal procedure in Horry County is that if applications for payment are received by the 23`d you get paid by the 10th. You might want to confirm that the 23`d is there magic date for applications for payment. Here is the info for the remaining blanks: A2.2- Keith these are the days for each project per the schedule in our proposal: Carolina Forest MS Myrtle Beach MS St lames IS 1 PAPR - 003783 Socastee ES Socastee MS Article A.4: Carolina Forest Middle School: Superintendent: Mark Branch Project Manager: Charlie Rollins Assistant Superintendent: Gary Pipkin Myrtle Beach Middle School: Superintendent; Ed Bruce Project Manager: Rusty Woolard Assistant Superintendent: Ray Carrino St. James Intermediate: Superintendent: Randall Jernigan Project Manager: Steve Bond Assistant Superintendent: Rodney Nichols Socastee ES: Superintendent: Dale McCoy Project Manager: Mike Dickman Assistant Superintendent: David Isham Socastee Middie School: Superintendent: Phil Asslynn Project Manager: Mike Dickman Assistant Superintendent: Bob Green Article A.4.2 SfL+a Architects: Architect, Raleigh NC Metcon/TA Loving joint venture: General Contractor, Pembroke NC Article 3.1.5.1 Keith In addition to the allowances in the RFO, listed below, we have a landscaping allowance of $200,000 for each school except that we have 250,000 for myrtle beach middle school. Our overhead and profit is outside this number. This is the amount that we can issue to subcontractors for the actual work. If we don't spend all of this HCS will get it back. You can list this in the allowance section or the contingency section, I don't think it matters... SE CF MB total not including the landscape allowance 1030.000 -Owner Furniture Allowance ,000,000 1031.000 -Owner Hardware Allowance 250,000 1032.000 -Owner Controls Allowance 500,000 1033.000 -Owner Fire Alarm Allowance 600,000 SJ SM $ 1,500,000 $ 1,500,000 $ 1,500,000 $ 1,250,000 $ 1 $ 350,000 $ 350,000 $ 350,000 $ 35D,000 $ $ 650,000 $ 650,000 $ 650,000 $ 650,000 $ $ 750,000 $ 750,000 $ 750,000 $ 750,000 $ 2 PAPR - 003784 ~..,:: 1034.000 -Owner Playground [quip. All 350,000 1035.000 -Owner Special Inspections All 150,000 1036.000 -Owner Commissioning Allo $150,000 $ 150,000 $ 150,000 $ 150,000 $ 125,000 $ 125,000 $ 125,000 $ $ 150,000 ~ $ ~ $ 125,000 $ soo,000 1037.000 -Owner Technology Allowance $ 1,865,000 $ 1,865,000 $ 1,865,000 $ 1,645,000 $ 1 ,275,000 $ 5 ,39D,000 $ 5 ,390,000 $ 5 ,540,000 $ 4,920,000 $ 4 ,225,000 $ 25,465,000 Robert W. Ferris, AIA, REFP, LEED AP CE01President SfL+a Architects 333 `ayetteville 5treel, 5uile 225 Raleigh, PAC 27601 Cell: 919. b10.2251 Fax: 919.5%3.6355 rferris@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. 3 PAPR - 003785 Sheri L. Wainscott From: Sent: To: Subject: Attachments: Robbie Ferris Friday, November 13, 2015 4:57 PM Keith R. Powell FW: Horry County School Schedule VS Proposal HCS - 4 School Combo -Schedule 09.01.15.pdf; HCS - 5 School Combo - 11.11.15 REV# 1.pdf Follow Up Flag: Flag Status: Follow up Flagged Categories: Red Category isfla,biz] Sent: Wednesday, November 11, 2015 4:24 PM To: Ryan Parker Cc: Aaron Thomas; Sam Isham; David Philyaw (dphilyawCa~talovinq com); Mike Mitchell (mmitchell@taloving.com); mrichterCa~talovinc~com; rlangston@taloving.com Subject: RE: Horry County School Schedule VS Proposal • Ryan, We need the days for each individual project since we have 5 contracts. This would be the days "From the Schedule submitted with the proposal" From: Ryan Parker [mailto:rparker@metconus.coml Sent: Wednesday, November 11, 2015 2:03 PM To: Robbie Ferris Cc: Aaron Thomas; Sam Isham; David Philyaw (dphilyawC~talovinq com); Mike Mitchell (mmitchellCa~talovinq.com); mrichter(a~taloving.com; rlangston(c~taloving.com Subject: Horry County School Schedule VS Proposal Robbie, In response to your question via text. "The contract states the number of calendar daysfrom a notice to proceed as opposed ~o a .stipulated day. Ryan please tell me the number of calendar days in our proposal that was fi°om the date we had shown them signing the grading application until we hack shown the project being complete. " • From the Schedule submitted with the proposal o Civil Mas Grading Drawings in for review October 5th 2015 o final Completion of all 4 projects S/2/17 2 PAPR - 003787 o Total Calendar Days — 575 From the Updated Schedule — (conference call at 3:00 PM with Civil Engineer and Southern Asphalt) o Civil Mass Gradign Dxawings in for Review — 11/19/2015 o Final Completion for a114 projects — 6/7/2015 ■ This doesn't include Socastee Middle which we don't have a site for. It is handled differently based on assumptions of when we will be given the site. o Total Calendar Days — 566 Days With Regards Ryan Parker ~ Senior Project Manger Metcon, 'Inc. ~ 763 Comtech Drive (PO Box 1149 ~ Pembroke, NC 28372 office 910.521.8013 ~ mobile 910,374.2766 ~ email:rparker@metconus,com website ~ linkedin ( twitter ~ instagram PAPR - 003788 Classlo Schedule Layout HCS -Combo FourSMoois Actively Name A~nly ID HCS - COM64 HCS -Combo Four Schools HCS - COM64.1 DesignlPermiting A1560 --'~-A7060 A'1070 ' A1080 A'1540 ~ A159~ A1620 A1550 A'1580 A1900 A1640 i `. A1600 A70'10 Aifi30 A1910 ` t A1670 ' A1680 ~ ~ C'ml-Mass Grading Drawings ~ProjectAward CairtraG Negotiaion Owner Desgn Review ~ ' Pre~mnary egenq revieuvs~OSFA~.SC~FIEC, lout ~, Ci~l-Mass G2dMg Permh Review CivB-Find Drawi .Contract Fxeated j ;WrhiteduraVMEP Design ; Merhanral PeM Houw Design and SD S[nxfural Deslyn ~ Mass Gradbg Permd Iswed ~ SVutlufal PetmAing i Civa-Final Pertnil Review ' Mechan'~I Penthouse Pemfdtin4 ..._ ..~.-~. ArchiaturaVMEP Perm3ing Ard~detturalBulltlk7g Pertntt Issued Plannetl Slarl Duretbn Ftr~h '~ ~aSeP'~5 02-May-17 735 10.5e~15 14Mao-16 20 10-Sep15 02-Oct 15 ~..... ..._..~--~ —"-' 'IS 14De~15 A1750 'SWciural5liop Drawings-SteaYPreeast 25~ 'I4Der.15 A7780 St James lnkrmed'afe-Sie Clearhg 40 14Deo-15 A1870 :Carolina Forest Middle - Sde RemedWthns 25 ~ 04-Jao-76 A1780 ' S[eel Fab 25. 04-Jan46 '--~!'_" A7T/0 Praast Fab 7A, 04,1an-16 A1840 ~,• Myrtk Beach MiEOk - Stte Ckaring and Building Pad 15' 1&Jan-76 A1790 St James IMermed'ote - Baiting Pad 202S.~n-76 ~. A1B80 Carofma Forest M'~dtlle-Imtal POes 306 01-Feb-16 A7650 ~ Myrik BeaU~ Middle- Founda6o~s throw h CompaCion 28S' OB-Fea18 A1820 ~ St James IMermed4te -Erect StcelThrough Completion 317 0&Feb-i6 A1B90 i Camtma Forest MMdk • Foundatiom to Compekbn A7920 .....:Sooslx ~Middk_Foundatbns to ComP~Cpn _ _~._ _` 310 24Feb56 D ACuaI Work O CrAical Remaining Work P'~I Summary • M9estone D Remaining Work ♦ '-01Jao-'I6 15,1an-16 ~ OSFeb-16 OS-Fe~16 OSFeb'I6 . .—__'...._ ~ 29-Jan-16 OSFeb-16 '19-Feb-'I6 03Apr-17 ~ 1p-MaM7 ~ 2SApr-17 .._ 02-May-17 ~Ir 2, 2016 Apr May Jun dtr 3, 2016 Jul Aug Sep Otr 4, 2016 Oct Nov Bec Qlr 1, 2017 Jan Feb Mar Qtr 2, 2017 dlr 3, 2017 QV 4, 2017 Apr May Jun JuI Aug Sep OG Nov Dee 02-May-57, HCSr COM84 HCS-Combo Four Sch 74-AAar%16, HCS- COMB4.1 Desi9n/Perjniting CFnt- Mass Grating Drawings. RojectA~J,ard ~ ntraat Negdtiabn er Design:Review _ ..:.. ..:... .... ...:.. ..:.. ercfijnuury•,agenoq reviewsQSF.DOT;SCDHEC, btal t i CIvA -Mass Qading Permit Review ; CiW-Final Drawirjgs a}S Exeaned ArchdeduraVlulEP Design M; n'inl Pent House Desgn and SD SWG ral DCsign: Mass . reeling Permit Issued ~ ~ ~ tructuni POrmbir~ .;.. Civ3 -final P.ertn@ F~e~ievi r ;Metl'ianieal Perrthouse Permitting ~ ~dedureVMEP Permd'mg ;~ AfdiOequroYBylding permd,Is~ueQ OSOG-15 OS-Od-75 160c1-15 OSOct-'15 "I6.Oct-75 OS-OG-15 30.Od-15 ObOd 15 .20.Nov-75 27-Nov-15 OS-Od-15 1&Od-~5 79-Od-15 15,1arr16 40 19-0U-75 11-Deo-15 25 ZSOd-15 T7-Nw-'15 0 73Now15 20 30.Now15 25-Deo15 40 30-Nov-15 22-Jan-16 30 140x.15 ~ 22-Jan-76 40 18Jan-16 11-RAar-76 0 "14Mar-16 0&Nov-75 392 02-May-17 Construction HCS -COMB4.2 __ '.__ _." '__.. __ —_—_._~__—_ -.' ~ K 30'02-No~15___—'11-Deo-'I5 ._ -"" "'--;... .• . A1860 ` Caroina Forte M'ddk - Sde Tlm6er OpenGoin ~. ~1Jan-18 35 1ENov~'15 A7830 ; My'tk Beach Mkldle-Demo i ~ 0 10 10 20 35 d0 0 65 01Sep-75 73:3 Otr 1, 2076 Qtr a, 2015 Oct Nw Dec Jan Feb Mar 3, 2015 quy Sep i i i .. C~(oFna ~oresf MKldle-Sd4TmbSr Opet2[ions: ;Myrtle Beath Midtlie-Demo :StruQurai Shop OrewMgs-SteeVPrecast St .fames lMertnetl¢fe-5@e Clear,'mg Carolina Forest M'ddk: S'Re Remed'rat3ons: S1Cei Fab; t Prefast Fb6 t ~ ~ .. . .t.. ..:.....:.. .' ..' '. --:~- .;... ..: - .. 02-IAay-17, HCS; COM84.2 Conatru~llon :._....~ _ _ •."-.~..... ,. -_ - ~" ' ~ ~ -"' •' -' "~ -.. .y.' "'."",'. .;.. ..;... MyAle Beach MiJdk - S3e Clearing and Buldirig Pad S :iames]ntermedote= Bw1d~9 Pad :..... Cer06M1a For25I MIdtlIe.InstaE Piks ...:......:.....:.....:......~.....;.....:..... :......:......:._...;......~..... '...._:......;_....:..... '... Myrjk BaAch Mk{dk- Fpunda~ions ttmough ~anppXlon Si'Jamei Intemled'ate - Ered SteelThrough Cortmpp6o~ i Carolina Forest Mkdle - F.oundatbns to Compe0.ion i Soastee Middle= FounS~ations to ComPleCpn ~ Paga 1 of 1 ASK flller. AU Activi0es ~Primavera Systems, Ina PAPR - 003789 Planned Actual Duration duration Activity Name Activity ID A1560 Civi) -Mass Grading Drawings A1060 Pro'ectAward A1070 Contract Negotiaion Finish Activity % Start Complete 24. 20' ~ ;Owner Design Review 29-Sep-1, lull , N'I~ss grading Qrawin~s 0 0% 02-Nov-15' 0 0% 02-Nov-15 18-Nov-15 : Edntract Negdti~iori 13' 0; Q% OZ-Nov-15 18-Nov-15 ; Qvvner Qesign RQvieyv 20 0' 0% ~ 19-Nov-15 16-Dec-15 A1580 Architectural/MEP Design 65' A1590 Civil -Mass Grading Permit Review 35 Civil -Final Drawings 65; Or 0%'19-Nov-15 ~17-Feb-'16 25 0~ 0%a; 19-Nov-15 0/a 19-Nov-15 ; 13-Jan-1& 0 0' 0% 19-Nov-15 17-Feb-1fi Y 0' 0°/a' 19-Nov-15 06-Jan-76 23-Dec-15 Mechanical Perrt House Design and SD 40! 0 A1010 Structural Permiting 20:~ 0 ^ ~ 0% 24Deo-15 ~ 20-Jan-16 A1910 A1630 0; Y 40 ~~ 0~ : ArchitecturalBuilding Permit Issued HCS - COMB4.Z SOCBSt@@ MIC~CII@ A1930~~ Socastee Middle- Mass Grading Drawings A1940 ~ Socastee Middle- Mass Grading Permit Review A1950 Socastee Middle -Site Clearing ~ ~~ Socastee Middle -Site Prep to Building Pad TA1960 HCS - COMB4.3 vA1860 A1830 A1780 A1750 A1790 A1870 — A176Q A'1770 COIISt~UCtlOt1 Carolina Forest Middle -Site Timber Operations ~ Myrtle Beach Middle- Demo Socastee Elementry-Site Timber Operations ~ Structural Shop Drawings - Steel/Precast ' St James Intermediate -Site Prep &Building Pad ;Carolina Forest Middle -Site Prep and Building Pad ,Steel Fab J~ -;Precast Fab ~~+ 0•~ ~ O Critical Remaining Work ~~7 Summary D Actual Work ♦Milestone D Remaining Work ♦ ;Civil -:Final:Drawings : StFucturaG Design : NlechanCcal Pent WaUs~ Design and SD i $t~uctural~Permjting ~Ma~~ Grading;P~rMit Is$ued Mechan9c~1; P,enthouseiP,emtitting ; 24Feb-16 Civil =Final Pe~r~it Review 0; ~ 0% 18-Feb-16 ; Architectutai/MEP P,ermiting 0' 0% 14Apr-16 100: 0 25 35 30; 30 407; 0! 0~ 0, 0~ 0 13-Apr-16 , Arehjt~c~u~a~/Bujldigg;P~rmjt GssyeSi ~ 0% 19-Nov-15 , 23-Dea15 0°/a ! 24Dec-75 ~ 10-Feb-16 0% ; 14Jan-16 , 24Feb-16. 0% ~ 2rFeb-16 ' 06-Apr-16 03-Dec-15 23-Jun-17 ,,, . .. . :O6-AE5r.16,;FCCS = ~O1~B4,2~ Socasfee $gcp~tee Middle ~ Masi G~adi~g C1r~vyigg~ , ~ ~ Sotastee Middle .Mass GradingPerMft R Socast~e;Mic#dl;e = SiteiC9earjng ~ Soeastee Middle -Site F?rep;to Building 23-Juh-17., 13-Jan-16 ~ 03-Feb-16 27-Jan-16 < 27-Jan-16 17-Feb-16 17-Feb-16 i02-Mar-16 E 02-Mar-16 ~ - arolina Forest Mdtlle -bite Timber Operati ,Myrtle Bach Middle;-Demo 6cjc~tge;ENe~n~rjtry ~ $ite Tijnber Operatip SCructuCaC Shop; DreW.irtgs = Steel/Prec~5t ; $t;J~rt!ie~ ~n~e~rtjeSiiate ~ $ite ~r!ep ~ ~yilGli ~ ~ardliha Fote~tiMiddle~ Site;pYe~ arld~Bui ;Steel;Fe4 ~P~ecasf Fab 19-Nov-15 30 ~^0 `~~ 35; 0' 25; 0 15; 0 30': 0~ 30 i 0~ --~ 25~ 0 j -25; 0~ ~ ~ ' 0%,14Jam16 j Arctjit~c4urai/IVI~P design ~CiuiG Mrs's ~Yadi~n~ Rermit Review 0% 18-Feb-16 ; 30-Mar-76 30~ 0 ~ ~~ T A1670 'Architectucal/MEP Permiting A1680 30 Mechanical Penthouse Permitting ~ Civil -Final Permit Review D% 07-Jan-16 0 ~~ ~ Preliminary agenoy reviews-OSF,dOT;SCDM ; GCntract ExecuCed ~ 0% ~ 19-Nov-15 A1900 ~ Mass Grading Permit Issued oe,~i9~~ ~P~oject;Aw~rd j 0 13 0 'Structural Design , ; '~4,Apr-'F,6,: Hcs;- coM$a.~; 14Apr-16 A155Q A1600 ,~1 23-Jup-1~, 1 . 01-Sep-15 Contract Executed ~ J 100 /0 01-Sep-15 24 118 A1540 A1640 J , Preliminary agency reviews-OSF,DOT,SCDHEC, local A1620 J' 01-Sep-15A 23-Jun-17 24; 430 - COMB4 HCS -Combo Four Schools HCS - COMB4.1 Design/Permiting ~"~CS A1080 11-Nov-1518:4 Classic Schedule Layout HCS -Combo Four Schools 0% i 03-Deo-TS 0%~ 17-Dec-15 0%' 24Dec-15 0%! 07-Jan-16 0°/a i 07-Jan-16 0%: 07-Jan-16 0%28-Jan-76 0°/a' 28-Jan-16 Page 1 of 2 O6-Apr-16 ASK fitter. All Activities pPrimavera Sysfems, Inc. PAPR - 003790 HCS -Combo Four Schools ~ Activity Name Activity ID Classic Schedule Layout Planned Actual Activity % Start Duration duration Complete 30 ~ Socastee Efementry -Site Prep to Building Pad A1840 ~ 'Myrtle Beach Middle -Site Clearing and Building Pad St.James Intermediate- Install Piles v A1880 A1990 A1890 A1850 Carolina Forest Middle -Foundations to Completion Myrtle Beach Middle- Foundations through Completion 11-Nov-15 18:4 20 ~ 20 0~ 0% 2&Jan-16 0.~ ~~ 0% 04-Feb-16 0; 0%, 1&Feb-16 0 317: ~31T, i 0 ~ 20; 0 Piles V ~ A1980 ~ Socastee Elementry-Building __---~---...--------_-_.--~_._._ _.__....---_ -----.._._.._--__-317 0 St James Intermediate -Foundations through Completion A1820 0 Socastee Elementry-Foundations to Completion 305 A1920 _---------'------------—_.—___--------~---------------317: 0 A1970 Socastee Middle -Foundations through Completion D Critical Remaining Work r~~ Summary D Actual Work ♦ Miiesione D Remaining Work ♦ Finish 09-Mar-16 02-Mar-16 J' Page 2 of 2 J : Socastee Elementry;- Site; Prep Sa Bvi)din ;Myrtle Beach~Middle;- Site Clearing and~B ~ 3t.J2mes Intermediate; Ins3all PiJes~ '; 16-Mar-16 0°k 18-Feb-16 05-May-17 0%' 03-Mar-16 19-May-17 0% 10.Mar-16 06-Apr-16i i___--------__._:.__ 0% 17-Mar-16 02-Jun-17 0% 07-Apr-16 07-Jun-17 ...__R 0%~ 07-Apr-16 23-Jun-17 J Q ;Caro~iga;Fpr~s ; Myrtle:Be9ch ; Socastee ~lemeptryi-Building Piles St James; Int : SoCaSte~ EI ~ SgcasteefiVl TASKfifter. All Activities O Primavera Systems, lnc. PAPR - 003791 Sheri L. Wainscott From: Sent: To: Subject: Robbie Ferris Friday, November 13, 2015 3:10 PM Keith R. Powell HCS contracts Follow Up Flag: Flag Status: Follow up Completed Keith, Would it make dense if you set up a meeting for next Thursday where we go to Horry and I and the owner sign contracts? am told, by subcontractors, that the normal procedure in Horry County is that if applications for payment are received by the 23rd you get paid by the 10th. You might want to confirm that the 23`d is there magic date for applications for payment. Here is the info for the remaining blanks: A2.2- Keith these are the days for each project per the schedule in our proposal: Carolina Forest MS Myrtle Beach MS St James IS Socastee [S Socastee MS Article A.4: Carolina Forest Middle School: Superintendent: Mark Branch Project Manager: Charlie Rollins Assistant Superintendent: Gary Pipkin Myrtle Beach Middle School: Superintendent: Ed Bruce Project Manager: Rusty Woolard Assistant Superintendent: Ray Carrino St. lames Intermediate: Superintendent: Randall Jernigan Project Manager: Steve Bond Assistant Superintendent: Rodney Nichols Socastee ES: Superintendent: Dale McCoy Project Manager: Mike Dickman Assistant Superintendent: David Isham Socastee Middle School: Superintendent: Phil Asslynn PAPR - 003792 Project Manager: Mike Dickman Assistant Superintendent: Bob Green Article A.4.2 SfL+a Architects: Architect, Raleigh NC Metcon/TA Loving joint venture: General Contractor, Pembroke NC Article 3.1.5.1 Keith In addition to the allowances in the RFO, listed below, we have a landscaping allowance of $200,000 for each school except that we have 250,000 for myrtle beach middle school. Our overhead and profit is outside this number. This is the amount that we can issue to subcontractors for the actual work. If we don't spend all of this HCS will get it back. You can list this in the allowance section or the contingency section, I don't think it matters... CF MB SJ SM SE total not including the landscape allowance 1030.000 -Owner Furniture Allowance $ 1,500,000 $ 1,500,000 $1,500,000 $ 1,250,000 $ 1,000,000 $ 350,000 $ 350,000 $ 250,000 1031,000 -Owner Hardware Allowance $ 350,000 $ 350,000 $ 650,000 $ 650,000 $ 500,000 1032.000 - O~roner Controls Allowance $ 650,000 $ 650,000 1033.000 -Owner Fire Alarm Allowance $ 750,000 $ 750,000 $ 600,000 $ 750,000 $ 750,000 $ 350,000 1034.000 -Owner Playground Equip. All $ 150,000 $150,000 $150,000 $ 150,000 1035.000 -Owner Special Inspections All $ 150,000 $ 150,000 1036.000 -Owner Commissioning Allo $ 125,000 $ 125,000 $ 125,000 $125,000 $ 100,000 1037.000 -Owner Technology Allowance $ 1,865,000 $ 1,865,000 $ 1,865,000 $ 1,645,000 $ 1,275,000 $ 5 ,390,D00 $ 5 ,390,000 $ 5 ,540,000 $ 4,920,000 $ 4 ,225,000 $ 25,465,00 .~ ~~Ct4 t' ~: 11 Robert W. Ferris, AIA, REFP, LEED AP CEO/President SfL+a Architects 333 Fayetteville Street, Suite 225 Raleigh, NC 27b01 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 Fard and Harvey Firestone, March 1931. PAPR - 003793 Sheri L. Wainscott From: Sent: To: Subject: Attachments: Robbie Ferris Friday, November 13, 2015 4:57 PM Keith R. Powell FW: Horry County School Schedule VS Proposal HCS - 4 School Combo -Schedule 09.01.15.pdf; HCS - 5 School Combo - 11.11.15 REV# 1.pdf Follow Up Flag: Flag Status: Follow up Completed Keith, have included the email chain with our project manager so in case I don't fully describe the dates were proposing you will have the benefit of the schedule in his words. We propose reducing the total duration from 575 days to 566 days in exchange for a bit of grace in how we get there. In our individual schedules ,in our proposal, we made a miskake. We scheduled pilings on the wrong school so we corrected that mistake here. We propose you use the "revised" dates below for the contract. As far as Socastee MS goes my ideas are as follows; Option 1: 547 days f~~om a notice to proceed if pilings are not needed and 566 days if pilings are needed. Option 2: A schedule will be determined once a site is selected but it is expected that the schedule will approximate the schedule for Socastee Elementary School Robbie __ _ From: Ryan Parker [mailto:rparker@metconus.com] Sent: Wednesday, November 11, 2015 7:13 PM To: Robbie Ferris Cc: Aaron Thomas; Sam Isham; David Philyaw (dphilyaw@taloving,com); Mike Mitchell (mmitchell@taloving.com); mrichter@taloving.com; riangston@taloving.com Subject: RE: Horry County School Schedule VS Proposal Robbie, We need to discuss this tomorrow in depth so that everyone is on the same page before you submit to anyone with Horry County or their council. • Notes o St. James and Carolina Forest had the pile activities switched which accounts for the difference in their duration o The proposal asked for a schedule for the 4 school combo. An assumption was made that land would be bought and mass grading drawings could be prepared close to oi~ before the 10/5 start date. That didn't happen so the elementary school took the place of the middle school. • Myrtle Beach Middle School o Original 10/5 thru 4/3 - 546 o Revised 11/19 thru 5/19 - 547 St. James Intermediate School o Original 10/5 thru 3/10 - 522 o Revised 11/19 thru 6/2 - 561 Carolina forest Middle School • • PAPR - 003794 • • o Original 10/5 thru 4/25 - 568 o Revised 11/19 thru 5/5 - 533 Socastee Elementary o Original 10/5 thru 5/2 - 575 o Revised 11/19 thru 6/7 - 566 Socastee Middle School o No land at time of original subcontract o Original4 School combo schedule didn't include elementary. With Regards Rynn Parker ~ Senior Project Manager Metcon, Tnc. ~ 763 Comtech Drive ~ PO Box 1149 (Pembroke, NC 28372 office 910.521.$013 ~ mobile 910.374.2766 ~ email:rparker@metconus.com website ~ linkedin ~ twitter ~ instagram From: Robbie Ferris [mailto:RFerrisC~sfla.biz] Sent: Wednesday, November 11, 2015 4:24 PM To: Ryan Parker Cc: Aaron Thomas; Sam Isham; David Philyaw (d~hilyawCc~taloving.com); Mike Mitchell (mmitchellCa~taloving.com); mrichter@taloving.com; rlangston(c~taloving.com Subjects RE: Horry County School Schedule VS Proposal • Ryan, We need the days for each individual project since we have 5 contracts. This would be the days "From the Schedule submitted with the proposal" From: Ryan Parker [mailto:r~arkerCc~metconus.coml Sent: Wednesday, November 11, 2015 2:03 PM To: Robbie Ferris Ce: Aaron.Thomas; Sam Isham; David Philyaw (dphilvawCa~talovinq.com); Mike Mitchell (mmitchellC~taloving.com); mrichterCa~talovinq com; rlangston@taloving.com Subject: Horry County School Schedule VS Proposal Robbie, In response to your question via text. "The contract states the number of calendar daysfrom a notice to proceed as opposed to a stipulated day. Ryan please tell me the number of calendar days in our proposal that was,from the date we had shown them signing the grading application until we had shown the project being complete. " • • From the Schedule submitted with the proposal o Civil Mas Grading Drawings in for review October 5th 2015 o Final Completion of all 4 projects 5/2/17 o Total Calendar Days — 575 From the Updated Schedule — (conference call at 3:00 PM with Civil Engineer and Southern Asphalt) PAPR - 003795 o o 0 Civil Mass Gradign Drawings in for Review — 11/19/2015 Pinal Completion for all 4 projects — 6/7/2015 ■ This doesn't include Socastee Middle which we don't have a site for. It is handled differently based nn assumptions of when we will be given the site. Total Calendar Days — 566 Days With Regards Ryan Parker ~ Senior Project Manager Metcon, Tne. (763 Comtech Drive ~ PO Box 1149 ~ Pembroke, NC 28372 office 910.521.8013 ~ mobile 910.374,2766 ~ email:rparker@metconus,com website ~ linkedin ~ twitter ~ instagram 3 PAPR - 003796 Gauio Schedule Layout HCS -Combo Four Sdfools A~1Mty ID AgNiry Name Planned Start Duration ~2 +as~~+s -Combo Four Schools HCS - COMB4 HCS Design/Permiting---_._.._. '_.__i3s io-seals HCS-COM64.1 Fin'sh .. . ~ ' j ~ i ', ' j ~ 30~.14Deat5 40:'18-Jan~76 0'. 14Mar-16 392 02-Now15 01Sep-7513:3 Qlr 4, 2015 OV 1, 2016 OG~ Nov Deo Jan Feb Mar Qtr 2, 2~~6 Apr May Jun Qtr 3, 2016 Jul Aug Sep i?2Jan-16 ' 11-Matt6 ~ 02-May-17 Qtr 2, 2017 Apr May Jun Qtr 3, 2017 Qtr 4, 2U17 JW Aug Sep OG Nov Oet oz-may-~z, Ncs ~ COM84 H - Comba Four Sch i¢xw;~e.r~cs-cCMea.i oesyrwerinniny : Civil-Mass Grading Drawings: PrgedAx2rd . "~ nUa~t Nagdtialon! ' t er Desgn:Review .......:... ..... ..:. ...: .. ..:.. ..~.... Prefgnmary;agenry reviev+s-0.SF,DOT;SCDF{cC, lool CiW-Mass Qading Permit Review ; CM1-Final brawhigs ~t Executed ArdiileUuraVN1FP Design "„"..;....-.;....-,...";""';"....;."'.~..... Me nial Pnit House Dagn and SD Simi ral Design Mass 2tl'r~q Pertntt IssuRtl ~ ~ trucWrsl PEmutln9 Civi-Final P.artn@Review Med~anical Penthouse Pennrttlrnj ~ ArthkeduraVMEP Perm'd"ag ~ ;~ Afchitec}uraVBV~ding Permil;laued ,~ :, ~, ~ f~C$ - C.0~11~g4.~ C:O~SLTUCL'IOf1 _ .... .. __...' _"._"'_."_'. ____.__"'__'—; .-~. ~_'_"'__-,,1-Deo-75.._ -~-" '. :... .• ....- .- ~GBM6nafores{MNdle-53G Tauber OPe+llions 30 ~ ObNov-15 + A~860 ' CaroHa Forest Middle- Sde Tmber Openlioru ;Myrtle heath MitlEk- ~hmo 35' 78-Plov.15 ~ 01.1arf16 A1830 MyHk Beach Middle -Demo ~StruduralSMp Llrzwings-SteeVPreiast 15 ~.~4Deo-15 ;o1Jam76 A77W ~Shudural Shop Drawings-SteeYPrceast 25: 14Deo15 '. 15-Jan-'16 St James lntermeaia~e - Sde Ckarmg A'1780 ; Sl James Intermediate - Sde Clearing ~ Carolina Forest Middle:- SXe Remetlfations: 40i 1C-Deo-'15 ~ OSFeM~6 ' A1870 Carolina Foresi M(ddla- Sde Remed'otbns 25; 04.1an-16 ~.OSPeb-06 510e1Fabj ~ A7760 ~ S[eN Fab i I I ___—'.' _'__. Prlpst Fab 25', 04Jan-16 _' — j US-Feb-16 A1770 Preeast FaD .---".. 20' 04-Jan-76 ; 2&JaM'16 Myrtle Beaiif Miidk- Sde Clrachi9 aril BuBEing Pad A7840 :Myrtle 9each Middle -She CkarSng and Bwldmg Pad ~ 15'18-Jan•16 `05-FeM'I6 St:lameslntemiedate=8uildj~g Pad A1790 St James lMermediate-&nWmg Pad Carolina Forest NTdtlle - InstaE Pies { 20 ~, 2SJan-16 ~ 79-Feb-~6 A7880 ' Carofina Forest Mlddk - insta9 Piles 306: 07-Feb~'I6 ~ 03-Apr-17 ~ A1850 Myrtb Beach Mddk -Foundation through Campe9bn 285108-FPb16 :10.Mar-17 A1820 ~Sl James lntertned6te-Fred SteelThrrngh Comp~tion ~ 25-Apo 317. 08-Feb18 ! ______ -17 Forest Middle'...._~_'. A1890_..''. Carofna - Foundations to CompeIIbn J I ' '__.~__.._.~__... _.._..__ _ 24-Feb16 _, 02-May-17 j j ~ _,_, 3t0~ A'1920 i So251ee Middle- Foundatans to Cmnpktbn O AGual Work D Crdical Remamhg Work ~I Summary ♦Mdenona O Rertfaming Work ♦ Qtr 4, 2016 Qtr 1, 2017 Oct Nov Dec Jan Feb Mar o2-n+ay-n ia~er-is 20:'10.Se~a15 :02-Oct-15 A7560 : Cml-Mass Gradng ~raw'vigs ~ ~ 0 OS-0ci•15 ~ ProJectAward . '~ _... A706D ._..__""__.... _. 10 05.OU-t5 ~76.Od-15 A1070 Contnd Negotlabn I 10. 05.OQ-15 ', 76-Oil-15 A7080 .Pxner De56n Review i 20 OSOd-15 30.0ct-15 ~ A'1540 Profminery agenq reviex~s-OSF,DOi,SCDHEC, Iod ' ~ "--' _' _ 35.0.SOG-15 ; 20~Nov-15 A1590 ~ Civl-Mass Grading PermR Review 4~; 05-OG-15 ~, 27-Nov-15 A'I620 CMl-Final Drawinga 0; 7&Op-15 ~ A'I550 Contras F~mated 1SJs~'I6 657&Oc675 _!_ A1580 ArehIle~raVNtEP Desjgn ;11•Deo-15 Design and SD .._.—._._!~T- <0; 19.Od-15 —. .. A1900 AAadianical Pent Houu _~'_"~.___'." __'_. 25 26-0Q-05~ 27-Nov-75 y A16A0 'SVutlural Design 0 23Nov-15 ~ A16~0 ~ Mass Grading Permh IssueE ~25-Dao-15 A1010 Sru~uni PertnAing '. 7A130.NOv-15 i?2-Jan-~6 40:3bNov75 A7630 Civ~1-Final Pertnd Review ~.. _. A'1970 Merhanlral Penthouse Pertndtrt~g A16/0 ~ ArGldeGuroVMEP PermAing i A1680 !{vchtMuraYBukling Pertnd lauetl 3, 2015 q~g Sep Page 7 of 1 _ __'_ ___ _ _. .:......;.. . ~ . .. .. ..;-- ' .. 02-k4ay-17•. HCS: COM842 ConWrudion .:. _ .._ .... .. .:......,-"' ~ , .. Nryrtle Be;ct~ Mddk - Fpundalions ttrcough CompeEion Sl:lameS lntemlediate-Erect 5tee17hrouyh Completbh ~ Carofna Forest MHdk - F.oundatiore to CwnpeCion: Soczstee AAiddk=Foundations to Completion ASK filler. An Activities mPnmavera Systems, lnc. PAPR - 003797 Classic Schedule Layout HCS -Combo Four Schools Planned Actual Duration duration Activity Name Activity ID HCS - COMB4 HCS -Combo Four Schools ~"~C$ - COMB4.'I DeS1911/PeCCYilt111g A1560 ~~A1060 430 ~ Civil -Mass Grading Drawings 14Apr-16 29-Se~r1, 0', ~ Contract Negotiaion A1080 13 A1580 Preliminary agency reviews-OSF,DOT,SCDHEC, local Contract Executed `Architectural/MEP Design 0, 0% 02-Nov-15` ~ 0 0% 02-Nov-15 0. 0% ~ 02-Nov-15 . 18-Nov-15 0% T9-Nov-15 ' 16-Dec-15 65 0, 0% 1 19-Nov-15 ' 17-Feb-16 0~ 0% ~ 19-Nov-15 ' 06-Jan-16 ;Ciuil r Mas's ~kadi:n~ Permit Revi~rir ; ; Civif -iFinal:DTawing5 St~ucfuraG~esign~ ~ ~ ~dntract ~xeG'uCed ; ; 0! 0% 19-Nov-15 , 17-Feb-16 A'Ifi40 25, 0~ 0% 19-Nov-15 `23-Dec-15 40; 0;~ 20 Q ~ 0%; 18-Nov-15 13-Jan-16 0% 24Dec-15 ' 20.Jan-16 A1600 Mass Grading Permit Issued ~ Mechanical Penthouse Permitting A1630 'Civil -Final Permit Review A'1670 ~ Architectural/MEP Permiting A1680 ~^ ~___~' ArchitecturalBuilding Permit Issued A1930 ; Socastee Middle -Mass Grading Drawings" A1940 ' Socastee Middle -Mass Grading Permit Review A1950 A1960 Socastee Middle -Site Clearing A1860 A~830 A1780 A1750 A1790 A1870 A1760 A1770 0% ~ 07-Jan-16 0; 0% ~ 14.1an-16 .Mass Gradirig;P~rMit Is~Uetl 30 0' 0% ` 18-Feb-16 : 30-Mar-16 Civil =Final pertni4 f~eview 401 0 0~ 0% 18-Feb-16 : A,rchit@cturai/I~~P P.e~mi8ng ; 0~ 0°/a ! 14Apr-16 ;Mechanical; P,enthoNse;P,em~,4tting ; i ~ 24Feb-16 13-Apr-16 ; Ar~hjtgcXu~a~l~ujlc~igg;P~r~nit ~ssyeSi 19-Nov-15 ', O6-Apr-T6 ' 06-J~~Yr-16,.Ff~CS * CflM64~2~ Soc~stee $oc~~tee;Mic~dle ;-11Aass G~adipg C~r~vyiggs ; 0~ Oho i 19-Nov-15 0; Socastee Middle -Masi Grading,Pertnft R ! 30 ! 0~ 0%, 24Dec-15 ~ 10-Feb-16 0% 14Jao-16 i 24Feb-16 30' 0i 0% 25-Feb-16 ' 06-Apr-16 ~ S;ocastee Middle;-Site Rrep;to Building ao~ ~_ 30 o'~~ 0~ O Critical Remaining Work!~~ Summary O Actual Work ♦Milestone O Remaining Work ♦ 0% ~ d3-Dec-15 ' 13-Jan-16 0~' 0°/a i 17-Dec-15 0 ~^ 0~ 0%, 24Dec-15 27-Jan-16 0%~ 07-Jan-16 ' 27-Jan-16~ 30 0 0% 07-Jan-76 0; 0 5 Socast~e;Nliddl~ Si{e;CJeat~ng 23-Jun-17., 23-Jun-17 25 i 15 j 25i ~ o~-dec-~s 23-Dec-15 35 30 i~ '0, Carolina Forest Middle - SiYe Prep and Building Pad Precast Fab 0. 25 ~ ~— Socastee Elementry-Site Timber Operations ~ Structural Shop Drawings - Steel/Precast ~ ~ ' St James Intermediate -Site Prep 8~ Building Pad •Steel Fab 0 0 ' j $t~uct~ral;Permiti~g 35' Construction i Carolina Forest Middle -Site Timber Operations ~ :Myrtle Beach Middle- Demo ~ ; M~chahical Pent WoUse: Design atitl SD ~ ; Socastee Middle -Site Prep to Building Pad HC$ - C~MB4.3 ; Arcljit~cjtujraUlVl~t~ ~jesign 30' 100 FIGS - COMB4.2 SOCc1St2e MIdCIIB Negcfti~ion .~ Eontr~ct . .. ; Ovmer Dzsiyn Ravi~vv ; i ~ Preliminary agenoy;reviews-O~~,DOT;SCDM 0%~ 19-Nov-15 65 A1910 ~ ti4-Apr~16,; h~CS CO~N~}.1; ~~s~gp/~ full = IVf~ss ~radin~ OraWin~s 0'~ Civil -Final Drawings ~ , , 2a-Jun-17„ 0 Structural Design Mechanical Pent House Design and SD ;Structural Permiting J 0: Civil -Mass Grading Permit Review A1900 r 20 i A1620 A1010 J ~P~oject;Aw~r~ 1&Nov-15 35 ~ A1590 - 01-Sep-15 100%- 01-Sep-15 'Owner Design Review A1550 '- 24 A1070 J' 01-Sep-15A 23-Jun-17 24 24' 13 ilA1540 Finish Activity °/a Start Complete 20 ~ 118 ProjectAward 11-Nov-15 18:4 03-Feb-16 ~r ~ arolina~ Forest Mddle? Site T%mber~O~erati ~ :Myttie B~aCFi Middle,-Demo j 6gca~tee;E~eineqtry~ Site';T'ijn~er Operatip StrucCural; Shop; Dr2~ntings = SteeUPrec~st 17-Feb-16 ~ $tjJ~ri~e~ ~n~e~rtjeSii~t~ ~ $ite prep $~ ~yildi 0°/a i 07-Jan-16`17-Feb-16 0%' 2~Jao-16 ; 02-Mar-16 ~ ~ C~rdlih~ FoFe~t~Middle.- Site~Ptep ar~d.B~i 0%! 28-Jan-16 Page 1 of 2 ' 02-Mar-T6 ;Steel;Fak ~P~ecasf Fab ASK fitter: All Activities OO Primavera Systems, Inc. PAPR - 003798 HCS -Combo Four Schools Activity Name Activity ID y A'1990 A1840 A1880 Socastee Elementry-Site Prep to Building Pad Myrtle Beach Middle -Site Clearing and Building Pad St.James Intermediate- Install Piles A1890 Carolina Forest Middle -Foundations to Completion Myrtle Beach Middle -Foundations through Completion A1850 A1980 A1820 A1920 A1970 Classic Schedule Layout Planned Actual Duration duration 30 20; 20 ~ i 317 317 20 Socastee Elemen~'Y- Building Piles ~ ~ ~ 317' St James Intermediate -Foundations through Completion 305: Socastee Efementry -Foundations to Compietion - ---- ---317` Socastee Middle- Foundations through Completion O Critical Remaining Work ~/ Summary O Acfual Work ♦Milestone O Remaining Work ♦ 0' 0 0 11-Nov-15 18:4 Activity % Start Complete Finish J- 0% 2&Jan-16 109-Mar-16 0%' 04-Feb-16 02-Mar-T6 0%, 1&Feb-16 16-Mar-16 ~~0 ~ 0% 1&Feb-16 •05-May-17 0% 03-Mar-16 19-May-17 0 ---- -0~ 0%a : 10-Mar-16 D6-Ap r-16 0 0%! 17-Mar-76 02-Jun-17 0°/a ~ 07-Apr-16 ' 07-Jun-17 0 - ---- — ------ ---0 0%a' 07-Apr-16 :23-Jun-17 Page 2 of 2 ! J r J w ; $ocast~e Elementry Sixei P.re;p to; Bvildin ~ ;Myrtle Beach~Middie~- 5i~e Clearing:and;6 ~St.Jarrses Intermediate; Install Pi1es~ jCaro(irja,Fores ; Myrtle.Beach ~ ~ S;ocastee Elementry; Building Piles ~St James lnt ~Socastee EI ~ $ocaste;e ~M TASK filter. All Activities ~ Primavera Systems, lnc. O PAPR - 003799 Sheri L. Wainscott From: Sent: To: Subject: Attachments: Keith R. Powell Monday, November 16, 2015 2:26 PM John Gardner; Ara Heinz (AHeinz(a~horrycountyschools.net); Mark Wolfe draft update 646781 AIA A141 Ex A.docx 646781 AIA A141 Ex A.docx For review &comments. 646781 AIA A141 Ex A.docx 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 attorneyclientprivilege. 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. i PAPR - 003800 ~ +1 (~ ~! AIA Document A141T" - 2 014 Exhibit A Design-Build Amendment s This Amendment is incorporated into the accompanying AIA Document A141T^~2014, Standard Form of Agreement Between Owner and Design-Builder dated the « -ii day of in the year « > (the "A~+reemenY') (!n H~orclx, indicate day, month andpear.) ~ DELETION6 i this aocumenc 'hae added information ~nee~ded for its completion. Ttie author may also have ireVised the text of the original AIA standard form. jAn Additions and Dele Llona .Rep'ort than noCes added .infonnat ionl ae dwell as NCN' CEliplin.l }'O~eSt M1C{C11e -SchOOltt :( revisions to the standard :fozm text ie available Erom (pet:Ownet's ReyueSt fOr PCOposals N0: 1415-91 ~ :....:. .. ~~ :. . i :Clie author and should be .. . . _ .. ~zeviewed. This document has important } legal consequences:•"' THE OWNER: (Name, __. __,__. _ ~ADDITION3 ANU Tna auehor of f0~ the folloWing PROJECT: (Name and location or addi•essJ ~~OfF}`~t~HEj'—~C-~i00~~-1315tF1C~-N ,. .. _:. .. (f-iT ~ coneu~taeion. w1Eh an ,.- legu( s/ah~s and addt~esa) attorney- 'is encouraged with Ye epect to. its `om~letion modification f -. HonV Countv'Schools; South Carolina, a political subdivision of the State oTSouth for Ci1L011118. Consultation. with 3n attorney.ia aleo encouraged with reapecE "to:., professional licensing_ requirements in the jurisdiction where the %"~ ~ Project is--located, 335Pour Mile Rd C'OII\4flY. SL 2528 tF~~~_~~ « » - THE DESIGN•BUILDER: (Name,legu(.clulusundudd~~essf FIRSTFLOOR ENERGY POSITIVE LLC 333 Favetleville St.. Suite 225 Raleieh• NC 27601 ~I f ~ ~ ~ t ~ .' 3 ~ { ~.,.__ , s_..._._. . . _ ~ i The Owner and Design-Builder hereby amend the Agreement as follows. 4 _. I SLSCTRONIC WpYIN~ of any portion of this AIn Document to another eleCCronic file is prohibited and constitutes a violation of copyright laws as set forth in the footer of this document, [ved. WAFNINO~ Thls .CIA Oocunent A191" - 901 exhlbi[ A. Copyright ° ]004 and Ro11 try Tha American Inatitu[a of Architects. All rlghte i e1TA` Goc~i snt ie proGectod by U.B. Copyrf gLt Lnv en~l Intninutionhl Tieeties. OneuthotSzeA reptaduc[fon or A1stELbutlon of Cnln AIq civil nvd crininnl Pe~al[S±x, and v111 tin pmnecuted t7 the mnxlmuin ex1:=rt ~gaeible DucumSnt, o ony V~ttion of 1C, finny r uu1C Sn q unAgt tide lnv, Thie draft was p[odu %) on the Work. Pending final determination of cost to the;Owi~cr of Cha~Sges' 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 Conhact Sum properly allocable to materials and equipment delivered and suitablystored 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 writjng),-less retainage of Fi, percent («_3 5-> %); i' .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;Secsion 9.5 of the Agreement ~ i § A.1.5.2,3 The progress payment amount determined in accordance with Section A.1.5.2.2 shall be further modified i 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 wisettled claims; and i ASA OOCwoent A1~1' - ID11 Exhibit A. CbpyiSght ~ 400 antl lal< by ThG AmerSten ItlBtitute of AYChlCec[c. rll ilghte re [ved. NAPNINR~ Tb1e AIA' DocumpnC 7.s Piatoctad by O.B. C0D1'ri9bt 4v an0 InGrnational 2ceatina. On~utM1ocizeQ reDYodUction or dittiibution O[ Geis AIA Document, o any gortLon of it, maY i avlt So a vece civil and Criminal penpltiu~ and x111 Da Droaecvted Co •t00 ~nazlmWn pxCenc poaeible under the laa. Th1B d[GEC was prodUeed by AIA eof[waie at 19 ~Y]~96 on 12/04/3019 under OtdeY No.0551642066_1 HhSeM1 e~epi[ee on 06/22/2015, and ie not for ceeele. (138153]906) Oeei Noteet PAPR - 003804 .2 (Section 9, 8, 6 of the Agreement discusses release ofapplicabJe retainage upon Substantial Completion of id~orlt.J Add, if final completion. of the Work is thereafter materially delayed through no fault of the DesignBuilder, any additional amounts payable in accordance with Section 9.103 of the Agreement. ~sr~a-Bt ' e~+er3-e+•)i+rfitHfis~r.j ., <. ~—» <: i i ■;i.~cf~.~~.~rr.~rsrararss~n~c~m~fnnrs~~n ,.c.~t~rn~~C-@~EtiaN~y-iaeN;;~-oy-~,~-~es~gei ~...u„ n Qitt~t{Cr-tH~eagH {~riee,-i~„''~~~~~,{I011s-~ :~~,*-~ er-Pey~i3~Hl-9Elfl~ ..t.,..., .i.,, n,...F NY"emu ear-i+~teiaAs-te t+~e~er~ed-ee~ere~-Hy-N', ties +Hake-ijett~et-~ay+n 'enEieH-fer-F~ayiaaeak: - a 7=ake-t1;;~..• , ..a-4HeWert-as-aeser;~ed-+fl ~ -`:,.~, _>., c.,,, i,,.... _,,...•.,....,, n a `~'_ ~~Sigfl-~Htla .~2--rmc-cnc-v . ... ..v~ ....0 ......... ..dam ~ a .. c ..r •~.;s-/,t„er~„~er~ '_ -rr, ~... _... ~~ ; s3 ai ~ ~n _ n_ ~ ~~...~~. n .a,J-e.>.. .. se;lawJj -- .~-.:.. ...~. .. FI...~ .. ..7 ' . C~~,,.~:... A 1 7 7. .. :!'t _ i .. .. y:..« o~Cccrvn-an 'i^SrJt(~t{yeFi~$'a'€»fe~ Ju~~'-its $tA[ccl',,,v~~,v~-r.~ ;vi-fa'. c , n ,.c.~. «~...,, •., .}~et~eetiep_l~eary efts te~Ha r _,, e~t~xi -tie-1Ver~k-a~err-ids-eet~1~letie~; k~a-Fease+x~le-estin~at .....' ...1 ~ ^~s :4—~ttbEr C .. f j _, &C,ee~n~ne~3tefiefl•,-atj~ I. at.., n....,.. 1..... ..,'~L.I.eI.J ,.~ ...:A.A......., ., n,..+:4:....«....0 ~ri~:r....,..a ..~ ro—~'VFI~l• Y~,;~a~a-rt,~'ae-Seet~ie~-93-ef-{"„~~".~o~„~:;r ..; A n e a z ~ ~ri.~ r~......,_ ....a ne..:..., n, na,.. ..i,~n ..,..ve ...,,.., i ~ ~ ....,.......u~CC ~ py~ncp ,,.I ..F.........e..~., r., al... A ~..I.:Io..~ /`........1~,...~.. .,...7 ~,...i,.....~,.... .....1 i')1 tl,., «e.. &~fC8Fii047t$-4Yi~i-H ~ '~ :' ftC89Y~8 ~ R~CCf~-M&X~I#lUfR-RFi6C~1 .:~•. ...... ~ 1 '. Ir ,~ y ~ .:. . ;. . S,~ ~{j& : ~. ~~ .r «ti,~_~,;;a 6ttur$i~teed-A4~:';;;;~,~-.D~ahe}I-s4tew tl3e-ry.,r~:;~c~=~^t~pl 'eatie~}fe~~''-:~^:~:;t="F",~-iereenta~ea€ee~flletieH-shah-be-tl~e-IesseF-e€~]}tl~e i#e-}aerie _ r-~j-tqe-pe~eep;ege-Abta}ned`~Y ~ereet+tage ef-tlaet-{~erEiet~-c~-Nje-Wer~wlaiela-Nes-eats +lder-en-aeeeNr~Ee€-tMet-~afHer+-e€tHe d+µid+Hg{ej~ 3etrse-tF~at-H~ 'er~a~he-nex~~4»plieet+ei~€eF .. ~~erae-€er-~~',•,'n^-,"~s~t~-f3hilder-Has-~dee tl~e-se~ie~alee€ Me-slaare~€t~~e-6t~rar+teefl~vltt~irr+tte~-Rsi $ay+a~en vetk+e~ _ - t gfeer+~e~sHaN-ke-i+~ek~ed-as-Nrevided-t+~-SeeEie~~i.';e-A '.' AIA Oocwnertt A141" - 2011 8xhlblt A. Copy[Sght b ]009 anA Y014 by The Awerican I~BCitUte of ALchltecte. T11 c1y6tB ce ivad. W11PNI11C: This AIA' DOCwnent is prote'-k30FAC:i-~-irz'.-...~.-.'~#0-B~":.• t ~I.e ...a~.~~A{~ :~ C~..F:~~ A 1 A 7 ~ Fal.., \l/...1, :4't1~T1....~j"' _ .. . .. f3eF~BPtHS; v stl~EFBE~-~1 9~1fi~CIiES-1i38~C-~~f~19-84YFl8F .. - . . ..-._ .. ....-_ o~tfeN~ii-eni;-irid+eeteEl~Y-kH ce... ,.., e~ i n . ,...w..~,,,..:..•.. _ w~z~~~n~-a ttieed-HY w....i:,,,..:....., a._ o.......CFtt-AC-~CSti~li#~~-~i°81R-BFl6l9 s~se~es~diseevered-Fey""tlia9x~aer~a . ~--stt~~ti80F8Hfi0HR{S,-1~81i~H~F1f6M-Y~1C~81'Mf18EIlAS-114N1Ii2IfI-0~.~,~.,~. ...,~~:r. .an~-as-prev+c~ed-i~~ c,....czwtv:,-~-~-o , n c ,.~-1~1tl~+~tiCfti2P~ r _~., .,._~.__.. _ _... § A.1.5.5 Final Payment § A.1.5.5.1 Final payment, constituting the entire unpaid balance of the Contract Swn, shall be made by the Owner to the Design-Builder not later than 30 days after the Design-Builder has fully performed the Contract uid 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 ""'"` `~""'2-w9 v2aibirv2iimcf-IH-'NFIt1ft~-~f ~~1C~iC&39HS-~9FWtf~'i~t0}(~114g-9~crrmczn cc:i'm`~'E'dcc~AF-RHjHlCttl~ 0Hi0ti~~~-~4~9~-n 1 ..F ~I... A ............... ~ . t s i .. ,; '' 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, ~ncluding autNprized ,,, ''~ ~ r°' adjustments, for Substantial Completion of the Work. __:etrt ,_--• Formatted: H1 A.2.2 The Desi n Builder shall achieve Substantial Com letion of the Work+aeElater--t#~t-t .I..a,. ,.0 ~1.:.. A 3 follows: {.:..., I t~i~~.,.w,-~,»~-T+~ie~~er+~eras .._..:_.. _ ,. ... r (Insert nun~be~~ of calendar daye•. Alterna[irely, a calendar date may be used when coordlnpted with the date of conunencement. If appropriate, irrserl requb•ementsfa• earlier• Substantial Completion of certain portions of the Work) « calendar days From the issuance of a Notice to Proceed'. » Substaat+al-6or~pletion-0ate P-0tEion ef~Jork _ :4` i subject to adjustments of the Contract Time as provided in the Design-Build Documents. ' (Inser! provisions, if any, for ligeridaled damages relating tofailure to achieve Substan!!a/ GoMp/etron on tine orfor ~ ; bonus pay~nenlsfor earl+ eompletiori of the N~orlc.) _. . . ..._ ,. ., ..> _._ . .6 «Liquidated dama~?es ner A141-2014; >r .1IA PocmanG A1~1~ - Y014 6xLibi! A. CopyYight ° 2001 and zoia 6y ~rha 74oeYlcan Inetltute of Acchltecte. All rightB snBesveA. WTPNxNc~ Tbio xIA DocumunC ie protactad by U.O. Cogyxight Gsv and Inturnatlonal Treaties. onauehorls¢d raDt~~eblon or dietributron o[ this AIA ~ocwne~t. oY !'ly po[tlon of St, nay t salt Sa eavlie eLvll anA criminal DanalEiee, ane viii Oe D~oaecuteA ea the m2ximwa extent pooslble under the la's. This draE[ wee produced by AtA so[twa[e at 14 ~32:~6 on 12/OS/301~ Mar D[Aei No.D551692066 1 which exp1Lt l Project Manager i >i ,3 ~. Others t -• shall retain the followm Consultants Contractors and su IierS identified below A.4.2 The Desi n Builder .~.............•-.&••---...--------------......----_.&------.._._.,_..------------------pp--" ------------~'-"--'-----....- Formatted.Hfghlight (List name, discipline, address and other infa~mation.J «» ARTICLE A.5 COST OF THE WORK § A:S:~~kaber-tests • l~e~s: Ek~he-siFe-or~aitH-tlje-9wnaFs-~FrawPp R n s,a ,a ~ ~v;a..i.., n,, n,.•-aj;j,fBV81;N' ^~^ ~+•a,,, n n •u„ ~'' ~-H~i}}N~S~FBtii~O'. ~~T,~yi~J~'; ~ .-rn~niic~-..n "~ , ~~,Cfi-SHlEIAHC~-dE-E~i~Slk'-. }3•,•"•••, i PersoH-Insl+~ed SEatas{€ull-time~a~#-Eimer Rate {50~9~ Rate{~niE of tl~ t _., _ ,~ c _ e-regttif.,ate-~'~.~. +Es AIA Oocumsnt AU1^ - f011 ExLlbit A. Copy[lght ~ 2004 and 2014 by Tha Amecican Znsti Cute of Aichi[ec[e, All rights ra rued. WAIuiINC~ Th10 AIA lloowppt 10 proloctad by V.e. CODY~ight W'✓ and Intarnalional Traatiee. 9nauthozized re➢roductlon oY piatsibution oC tl~le AIA OOCVmettC, pY eny DorCion of ie, nay ieeult Sn aevase civil atW e[lminal D~alEiea, and viii be Droecwted to CTa maximwe extent poaelble eC 14:22:96 on 13/02/2039 under orAec No.055169]066 1 which ¢xpiiee on U6/22/2015~ under tie lay. Thle dcaEt was and is not for easels. (13815]7406) Deer NoGOB~ 8 praaucea by n:r aoee.,e~e PAPR - 003808 §-A,S~1-a;5-(3erjtices;-~rt~ftt-sk~r+~~g-rReerjFi~re eerx~eNsetierl-a+~l-any-et~~+~eEieHa~3`'p~e1j{$1~~~}aY~ c,......,i«..... n,.... 1{BG~-AF-Hnj'ti-oz~cmm~r-cm..f ~3ri(jE-FI ~W19eP~-G : §-A:Sr~. -~+0R~f2Ct-G65 9-~291gR-~Bt31I~8F-tA-f~90-f~fGh+lBCt;~Ai#sH~Tflfi{S;-C~ittti92E6P9-e1t~ f •. ....... ... ♦ ......t..... ...I..•,•I ^1...111. wc~ramc~-~rrarrv• t Q-A;~4-Sests~ef 9ther-Nlate~fa4s~Ad~~gaiq~t~Fe~gsrarY-Fac~{Itiesand-Relate-Items . ~ v: B~E~iE~E'EYYCFR~CS-fCtjkFSfCf~-~y-f~1C-B@9i~i~-~k11~E{-~CUN3C1#E^ t ~6~ ~ ... C9RS~Po 1 ` a) _ (jF~F-ftf1~-`~6F_.. .. ~~~IQr, >. d r. ", ~:",•••"CS-fiH~-IH9~CBti91iS-€OFW~TIC~I-«?8 ~"~:~-~CCS-EIRE-8~vltI~+Hg-~2FRiiEBH~-~0F0f~1CF j9.."'~--T'cc"' _ _ s i 7 J 1 AIr Doaum~nt A111' - 701 fs6lbit A. Copy[lght ° I00~ anA 3014 by The Aneilcen Institute of A[ChlteCte. All iip6t! se ived. HANiINa~ TE18 AIx DocwnenC is pYOGeeletl by 0.8. CODYe1Bbt Lev and Interna[ional TreaCleB. Onauc~oriaeU ieyioCuction or tliatributlov oL Ude AIA civil and criminal Deneltles~ end x111 po ycoeecuted to tho mazlmw extene pooaiLls Doewent, o any gortian oL St, may r Ault Sn a under the law. Thin draft was protlueed by AIA eof twaie nt 19 ~23~96 on 1Zf03/3011 under Ocdet No.055164]066_1 vhSCh expicee on 06/23/3015, and Se nOt Eor resale. (IJ 815Y7106~ Oeei Notea~ 9 PAPR - 003809 ~esigH-~+ticier-resr~ltir+g-fro„~~,~~,~~~~" ~..~ts-er-ek~f+r~s-a~~3eNtref-sett~waerjis-+~~a~e-HtiE#rikie-9wne~.-~~,r #~ 'i~~~e-eslsttln~ieij-ef~e ., ~,...,,... n..n,,e.~.. ose ,.. ,...w:eet-te-t~le6e+3rei~t~edd-A4e~ti....... ~--.~o.. .,.~, _,....~«•,,., c~.. ...... ......... ...,. ,,..,.~Hded-bY §~~i:crha~. ~. FEE i(ii-Rt3~3l9V&~99~9~9 -~,:;s~~-ot,",~:~::fl+}-EI9' -/4v~~-,r d:~-~i{~1--~~lC-~H"1i~3-f3P10 $If+{f~CF~t'EF19()FlfT~'llleHf( i Qi;a.,_~., ..e..i;,,,,,,,,,, ,,_ F:~,._„ ~.. ~,~r.l eei~f-ie ~~ __ ~... _._.. .. . . .. : .: .... . i t OE~C-HRfCBi6RN~3~j~-ii~tY~9NC~~8 1Cf~IBEIOH~fl~ ..a ,_lt;..,,,,f: myu ~"-vc~«.c.-n'•T~l..v.~., nte 'I.J.... ~_va~ ..F ~L.e A ,...,.o~.... .:.J : tl.e ....i8i'flt41l.,~,.F N12~9P-If: ~0E-E~16~9f-~E- ~ i i .~ S ? .. _ _ , ,. .. 1 ei~-Ide(itified-Eibe~e: iri _. ~ _. ee+€~e--neYu~ee€-t#~e-eenteanglated-tr-a+~saeEier~inelad+ng4Fie p~. ~s;;g;: ,.. -~~~'--','~,eH€y-t13e-9~w~er-of-tl~e-s o.. idenEit~-ef-Eharelatecl-~tyand-tl;e_R.,~;~~~~a~~~sE-te-{~e-ineert~ed;~efere-eny-sty aie~-eF repesedfi~t~seetier~er~e-eesFitieN~red-sha~4 ~sE-i+wiirfed-l€~t1ie~8wHe~afte~-sa .,~ ,, .~... ..,..,... ..v c..,.:. ~infin -~ ,..w,._ n .... ~ ...feted ~,=„~,-~;a„-a-, ~-A.~cGOSISaVA~~B-@C-R@Itt1~F1FSC~-BS-RdFf-Af-~IIS~AR~F36E ? ~( ~.,, rte....« ..r~~.,. ~u.._i, ..~...n .. ,..~..ae .~,e :.e.... wa e~d::5 I Selz,:;e9-RHd-OtlteF-C~~n~e+~sstiOR-H€41tC-BeSigH-~HtIdCFs-hers;'...,..i--,m.~•~«;ene~aF-th~ A p v ~C;;iE9~-H11f~-g6fi..'.~c:~i i~ s s~-~~-",.-~-n'~n~~5-c,:::B-B:,i:bi~-ocrr:a o.. aorr~" jiH~1C1,~@~-n~t8C-fl17v-vm'~~:9~t~10E-~}lfttl-E~1C-S1{B~H'~18~ .. . _! ~"•"•••Y£SS~~--}HBEl1~iR~98E~9H-~; AIr noeweenk A111^ - ~oia axhibtt r, copyright ° aoo~ end 2a14 by The American inecitute aE Archltecte. 711 rignGa inoezved. wrlwa+c~ Thio AIA Pocumartt ib protected by D,B. Copyright Law and International Treaties, OnauGhoe Lzed reD~~etSon of Biatr~butiou OC tLie AIA civil anA exlminel genaltlee, and x111 bn yroBONted to t60 maxlwum extent poeeibl¢ Document, a auy portion of it, may tesulC So a wdar tho law. This draft wag p[OtlUted by AIa eoftvnce at 14:24 e<6 on 12/OZ/40U cantle[ order No.o5516~3066_1 which expSroe on 06/33/]015 and Se not for resale. (1781527406) Oeet NoleB~ 10 PAPR - 003810 :4—Ta3e-Besi~n-8..:~~erjses;inekid+tig-iijteresFor~-#~3e Bes+g+~-Bn+lder's-en~tta!-er~4eye~ €er~~e-~eFlr -5--~x2spt-aSrWFevi~e~~-ire-S~^,: ^ n c ~ c ~ ..c,i,i$"~'r~ a,e ne,.:..., o..aa,.. r....t.,.,..,.... ,...a .. ...ti,...~,.... t~aefN-2• c,-ror-.., :b—Afl)~eosi-t~....n., ....a „ ~i ,. ,.:a:... ,.:w:~:,.. ,.c.~l~ti~-~o.^n'ra~r .,..~.. ae..,,.:~.e~-in-Se~r3 ,.~:,.. -,'~~„d f>t i § A.5.4 Other Agreements § A.5.4.1 ~3eit-t~.,, r~,,.,:,., o..na,._ w..,..._,...:a,.a .. n........,~,,..a r,e...,:._...., o_:.... ....a „ ...-eei d o.....~..~;...... L..t il.., Il.. ...,..,.....:..,.. N VtVVI fL'CE1H1 sig~e~-wiN~#ie-pe 2N("0CEi1@~}~ .[number not usedl § A,5,4.2 Agreements between the Design-Builder and Contractors shall conform to the applicablepayment provisions of the Design-Build Docmnents, .. _- d j ~ I , n. te-Ehe-G-ost~i'-tieVVeFIF~er~a~~ned-~iy-EMe-C-etjFraeter-es-Fh~eeeive~-~.~,'n;-.'^g^^ate^ `'.e-Besi~t3-v~.,;a2r;;, § 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:Hie Owner's,written request, ~ ~~ ~'~ `' ,. i j , § A.5.5 Accounting Records r I ~ a The Design-Builder shall keep full and detailed records and accounts related to the cost of the Work and zercise such controls as may be necessary for proper financial management under the Contract and to substantiate all hosts , , 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. t ~~ § A.5,6 Relationship of the Parties i The Design-Builder accepts the relationship of trust and confidence established by this Agreement and covenants i 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 famish at all timesan adequate supply of workers and materials; and to perform the Work in an expeditious and economical-manner--- ._.._. consistent with the Owner's inYerasts. AIA Dooumant A1~1" - 201 6xhlblt A. CoPyiight ° 2004 8~tl 2014 by Th¢ AmeiSGn in9titUte OY A[CIIltlCte. loll i19bt6 tOBeiVeA. WAPIIINO: Th1e AU` Document Sa ~roGocted by D.6. Copyclght law and International 4rea[iee. NuutMrisod rapsoAueEion or Aiatrlbution of thiB ].ia civil and crimiael penalties, and rill be yroY9wGed to tea mixLnum ~tenC poaalble Document, o snY Dortion o[ it, may result Sn a under the lay. This dtaE[ was pioduce~ by AIA eoECware at 1~i2]:46 On 12/02/201 untlec OYdaI N0.0551642066_1 phSCtl ¢Xpli¢e Oil 06/22/2015, and is noc Eor resale. (138153'/406) User Noteai ~ ° ' 11 PAPR - 003811 This Amendment to the Agreement entered into as of the day and year first written above. OWNER (Signaltrr•e) «Johii'Gardner; Chief Financial Ofticer »a » ': (P~•inted na+rte aiad title) xIA bocvmevt A111^ - R011 Hxivtbit A. Copyright ~ ao09 and aolq by 't7~e Tnzcican Inetit~te of ArchiGeete. All zighta se rued. NAR1lINO: Thie RIT ~acwrent ie protected by tl.B. Co➢Yiight Lar avd Internatloml Treatlea. Onavthoriaed re➢xo8uction o% OletribuYion of tMa a2.~' Document, of nuy portlm~ pf lt, may x'eault in e were civil and crireinal B~alCiea~ and +ill De pro¢ewCeA Co the maximum extent poueibla under the law. This draft waa ptotluced by AJA ¢oEtwaie at 34 ~12~46 0ll 12/02/Y014 undeY Oxdec N0,0551692066_1 which expLzee on 06/22/]016, end i not fox resale. 11381527406) Oeer Note9; 1Z PAPR - 003812 Sheri L.. Wainscott From: Sent: To: Subject: Keith R. Powell Monday, November 16, 2015 2:11 PM Mark Wolfe; Ara Heinz (AHeinz@horrycountyschools.net) FW: Horry allowance Please advise. 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 attorneyclient 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. -----Original Message----From: Robbie Ferris [mailto:RFerris(c~.sfla.biz] Sent: Friday, November 13, 2015 12;15 PM To: Keith R. Powell Subject: Horry allowance Keith, recall the board approving funds to restore the owner contingency. I assume that contingency will be held outside of our contract, however if we want it inside of our contract for some reason we can do that but we would have to increase The contract amount by the amount of the owner contingency. I am fine with it either way. Robbie Sent from my iPhone PAPR - 003813 Sheri L. Wainscott From: Sent: To: Subject: Attachments: Keith R. Powell Monday, November 16, 2015 2:05 PM John Gardner; Ara Heinz (AHeinz@horrycountyschools,net); Mark Wolfe updated 673757_2 141 main -Working Draft - (1).docx 673757_2 141 main -Working Draft - (1).docx 673757_2 141 main -Working Draft - (1).docx For review &comment. Changed sections are marked, unchanged (from last draft) not marked. 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 attorneyclient 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. i PAPR - 003814 '~s ~~.«' ~ ~~ ~ ?~ AIAW Document A141~` -- 2 014 Standard Form of Agreement Between Owner and Design-Builder AGREEMENT made as of the 19tfi day of ccNovcmben in the year two thousand_fifteen (2015). » ~. ! (In words, indicule dui+, month andyear.) f BETWEEN the Owner: (Nome, legal .slaws, uddre.rr and other rnfnrmulronJ ~ADDITZONS AND DELBTYON3 i The ~auehor of this document has iadded information needed for HoCr Y Count~~ Schools, South Carolitla, a ~olitical subdivision of the Stale of South - .its completion. The aul-hor may also }lave revised Che Caro~li7il. text oe the original Axw `stanflard fo~.in. IAn Additions land neletiona iteport that 335 four Mile Rd ~ PO Box 260005 Conway, SC 29528 DistricCOf6cePhone843.488.67U0 » ~c a ~~ ~~ - 'notes added information ae ewe11 as rev~sions to the ~st~ndard foim ~ext ie available E~om the.authoz-anal _ - ~ehouifl be reviewe3. and the Design-Builder': (Npl)t6, ~¢gGl 8!GlGs, address and other informalionJ _ _ attorney is, encouraged with respect to Sts completion or ~ '! FIRSTFLOOR ENCRGY POSITNE LLC, 333Fayetteville St., SuitO 225 'Raleigh, NC 22601 modification. ' (Name, Inculion and detailed de.rerip~ionJ Tha Owner and Design-Builder agree as follows. ~;i _ . ~ ~ Consultation wir'~h an attorney is also edcouraged with respect to professional licensing requirements in, the juriediceion where theProject is located. ~ fOf th0 fO~~OW111~' PfOJ CCl: New:Carolina Forest Middle School« (per OwnePs Request for Proposals No. 1415-91) 1 1'hig document has important legal coneequences. ~ ( Consultation with_.an' ~ . j i ~ . ~~{ - ", ,y`, f .. ~ ..:, ~ ~ ~. .._ _ ...r.._ . . :. ..~_.,.____~ . _, ~ ELECTRONIC COPYING of any portion of this AIA Aowment to another electronic Pile is prohibited and constitutes a violatioA of copyright laws as set Eorth in the footer of this document. AIA Document AS~1' - ]G11. Copyright r 3D01 and ]011 by 1fie American Institute of Architects. 111 righto ieaerved. NFRNiIlO~ Thin AIT DOawwn[ Ls protectEd by ~~.8. Cppyzl9~~ Lav god Intesnneional YceeCiea. Unau[h0[lsad teprotluc[fOn ur ASaetlbuGlon o[ lnls TIA~ ~oCument, or eny port~lon wlll be p[oexcuteA to Gin maxl~e~im ~e PAPR - 003815 TABLE OF ARTICLES 1 GENERAL PROVISIONS 2 COMPENSATION ANb 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 SCQPE OF THE AGREEMENT ~ i - -- - - -' •' j TABLE OF EXHIBITS A DESIGN•BUILD AMENDMENT B INSURANCE AND BONDS ;. ' ARTICLE 1 GENERAL PROVISIONS § 1.1 Owner's Criteria '~ This Agreement is Uased on the Owner's Criteria set forth in this Section 1 .1. (Nole the disposition for the following items by inserting the regues~ed rnfonnation o~• a sluleirvenl such as '9 01 applicable" or "unlcnoivn al lime of execution. "If the Oi~~ner intends !o proride a se! of design docunierots, -and the. reyuesled information rs con7ained in >he design doctnnents, identify fhe design documents and insert "see O~vnei•'s design docinnents"inhere appropriate.) - § 1.1.1 The Owner's program for the Project: (Se!forth the prog~~ant, identify doctanentalion in inhich die program is set forth, or sJa1e the mpnner rn irhich the program will be de~~eloped.) «Per"Design_Requirements" published for Solicitation No. 1415-91, ! _. _ ___ § 1.1.2 The Owner's design requirements for the Project and related documentation: AI.~ Document A311~ - 1017. Co~ytla]ht a 20 9 elld 2014 1~y ThE AmetScan SnSt1CUC2 OE l~CChStfC[6. All tight6 i rvOC. HANiING~ Tbis AI11 Ilocv~.ent ocumant, or eny portion S~ proCecCe.O Dy D. o. Copyright Law and incarnatlonal Tiea Ciea. Vnauchoxized repreduCtion or diatrlbucion o£ tTiv AU o[ it, may r Dolt Sn Fl c1~•il and crlminul penalties, and will be pxopeeutad to the ~vaxim~un oxtene you oiblo ~ndnr~thn lnv. Thie dxnft was pYod~ced by AIA so[twp CO 3t i]~4]~J'1 on 11/16/]015 u~deY O[deC No.0239596208_1 Hh1.Ch ¢Xp1L86 D[1 0'//19 /2U16~ ana fs !w[ fOY tC5d12. (1I46'l84345) Oaez tiotee: 2 PAPR - 003816 (Identify below, or rn an allached exhibit, the docustentation that contains the Owner's design requirements, indudiitg may performance specificationsfor the Project.) u Pcr "DesignBequircments" published for Solicitation No. 1415-91, _. c, ,. § 1,1.3 The Projects physical characteristics: (Ident{ly or describe, if approprlale, si] LitigationinacouRofcompetentjurisdiction, ~ioniury before a circuit,~udl e in Homy County,_SC_________ _ ;. _______________ ~__i `______________________,..--^ Formatted: HIghllght § 1.4 Definitions § 1.4.1 Design-Build Documents. The Design-Build Documents consist of this Agreement between Owner and i ; Design-Builder and its attached Exhibits (hereinafter, the "Agreement'); other documents listed iri this Agreement; and Modifications issued after execution o£this Agreement. A Modification is (1) a writtenamendment.to.the-_-.- -, - , . -. ASA Cocument AU1^ - 1011. Copyright ° ]ooh a~M 1011 by the MaeCiLnwn extent poeuible unaar CM low. This draEe was 13 of 1t, may z salt ins piodUC¢d by AIA soEtwd eB aC 1]91: ]'/ on 11/16/2015 YMnC OLdeI N0.0239506208_1 MhSCh ¢xpiY¢B on 0]/14/3016, and 18 nOt EO[ Y 883e. (1]96789345) IIeet Natea~ PAPR - 003827 J § 5.9 Use of Site The Design-Builder shall confine operations at the site to areas pennitted 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 Tha Deslgn-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', subh consent shal I not be unreasonably withheld. The Design-Builder shall not unreasonably withhold from the Owner or a"separate contractor E -{ --- -the Design-Builder's consent to cutting or otherwise altering the Work. ; i + § 5.11 Cleaning Up § 5.11.1 The Design-Builder shall keep the premises and surrounding area free from'accumulatlon ofwaste materials or rubbish caused by operations under the Contract. At completion of the Work, the Design=Builder shall remove surplus materials from waste materials, rubbish, the Design-Builder's tools, construction equipment, machinery and s }~'; and about the Project. ~ , § 5.11.2 If the Design-Builder fails to clean up as provided in the Design-auild Documents,ithe;O~mer m~y do so and i '~ Owner shall be entitled to reimbursement from the Design-Builder. ~ ~ 3 I ` ''" § 5.12 Access to Worlc The Design-Builder shall provide the Owner and its separate contractors and consultants accessio.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 ~ s § 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 Ownefi's own forces; and to award separate contracts in connection with other portions of the Projecf, or other construc~on or operations on the site, under terms and conditions identical or substantially similar to this Contract, including osg terms and conditions related to insurance and waiver of subrogation. The Owner shall notify the Design-guilder t.,. . ' promptly a$er execution ofany separate contract. If the Design-Builder claims that delay or additional cosf is'involved because of such action by the Owner, the Design-Builder shall make a Claim as provided in Article 14. !s § 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't~e individual or entity'~~ f ` 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 fo~ce~, and of each separate contractor, with the Work of the Design-Builder, who shall cooperate with them. The Design-IIiailder shellpar~icipata with other separate contractors and the Owner in reviewing their construction schedules. Tf1e 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. '' -'-- 3 § 5.13.1.4 Unless otherwise provided in the Design-Build Documents, when the Owner performs co~istructiorc or-,. _. operations related to the Project with the Owner's own forces or separate contractors, the Ownecshall be deemed to be subject to the same obligations, and to have the same rights, that apply to the Design-Builderfunder:tha Contract. "' -. , ~ j~+ § 5.14 Mutual Responsibility § 5.14.1 The Design-Builder shall afford the Owner and separate contractors reasonable opportlmity 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. '. 1 -; § 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 AIA DoeuieevC A1~1^ - 3011, Copyzlght v YOo~ aM Y034 by The AmoYlcan IMtitute of AreMtec[e. LIl zigfita reanzved. HAPtiING~ T61B 1~IA~ Ooeunent !a prokeetad by O.G. Copyright Lav and International Treatiee. Onavthorized reproduCelon or dietzibucLon Di e~io AIA~ Uocunewt, os any portion 14 o[ St, may ieuult in Bevoro c1vi1 antl crinlnal paneltiea~ anA `+111 bB pcouecuCad to the naxiMum extent pouuible under the law. Thie draft paB protlucetl by AIA Bof twere at 13:41i]7 on 11/lb/2015 under Ordaz No.o2~95B62oe 1 which expicee on 0"!/14/]a16~ and le Ywt Eor t Bale. (1346'/89345 Oses NOEeex PAPR - 003828 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. i_. < § 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'acfivities or defective construction. p 5.14.~The D esign-Budder shall propptl~y r~ edy damage the Dp ign-Builder wrongp Ily causes to completed or. =- -- ertiall com leted cwistruct~on or to ro ert of the Owner or se crate contractors as rovided m Section 102.5. § 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. i § 5,15 Owner's Right fo Clean Up j [f a dispute arises among the Design-Builder, separate contractors and the Owner as to the responsibility U~tder their respective contracts for maintaining the premises and surrounding area free from waste maferials and rubbish# the ! { ~ i Owner may clean up and will allocate the cost among those responsible. ARTICLE 6 CHANGES [N 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. 't § 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, a~d ~e 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 adjustrnent, if any, in the Contract Sum or, if prior to execution of the Design-Build _ j `; Amendment, the adjustment in the Design-Builder's compensation; and J `.f .3 The extent of the adjustment, if any, in the Contract Time. `' ~~ i § 6.3 Change Directives § 6.3.1 A Change Directive is a written order signed by the Owner directing a change in the Workprior to~agreement on adjustment, if any, in the Contract Sum or, if prior to execution of the Design-Build Amepdment, the adjusUnent 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 ~ the Design-Builder's compensation, and Contract Time being adjusted accordingly. t § 6,3.2 A Change Directive shall be used in the absence of total agreement on tha terms of a Change Order. § 6.3.3 If the Change Directive provides for an adjuspnent to the Contract Sum or, if prior fo execution of the Design-Build Amendment, an adjustment in the Design-Builder's compensation, the adjustrnen~ shall be based on one of the following methods: .1 Mutual acceptance of a lump sum properly itemized and supported by sufficient su5s[antiating data to permitevafuation; -.2 Unit prices stated in the Design-Build Documents or subsequently agreed upon; ` TIA Doawnent 11111^ - 70N. Copyright a ]OOC a~ 201C by The Mecican Inet Stute of Alehltects. All zlgdtB taaerve6. NdW~IIxi: Th18 AIa Document Sn DrotecCeC by V. B. CODY[SOht Lew soG rnearnationai rreaeiae. mautnorizea cep[oAuetlon or dlatYibution oL thio AU K Docwasnt, or any Bo~Elov o[ it, may r cult Sv aevpre e1v11 and eciminol ponaitiee, end w111 be prooacutetl to the maxSmwn extent poaeibla under tfic Law. Thie dra4t was 15 p[oduCed by AIA soEtweCB et 13 ~41i3] o~ 11/16/1015 under Otd@Y No.03]9596R08_1 WhSCh expliBB on 07/14/2016, a~fd 18 110C COC LOeale. (1346'/e4~95) IIOe[ Notea~ PAPR - 003829 .3 .4 Cost to be determined in a manner agreed upon by the parties and a mutually acceptable fixed or percentage fee; ar 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 Direptive so that application of such unit prices to quantities of Work proposed will cause substantial inequity to the Owned orDesign-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 tfieV✓ork involved and advise the Owner of the Design-Builder's agreement or disagreement wide 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. § G.3.6 A Change Directive signed by the Design-Builder indicates the Design-Builder's agreeWent 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 respaid 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 inbrease,.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 fonn as the Owner may prescribe, an itemized acwunting together with appropriate supporting data. Unless otherwise provided ii the Design-Build Documents, costs for the purposes of this Section 63.7 shall be limited to the following: Additional costs of professional services; .l j .2 Costs of labor, including social security, unemployment insurance, fringe benefits required by ~ agreement or custom, and workers' compensation insurance; .3 Costs of materials, supplies and equipment, including cost of transportation, whether incorporated ~r consumed; .4 Rental costs of machinery and equipment, exclusive of hand tools, whether rented from the' -. Design-Builder or others; a .5 Costs of premiums for all bonds and insurance, permit fees, and sales, use or similar taxes related to the =` Work; provided that costs of premiums, permits, and taxes that are based on marginal additions to an existing sum or quantity may all be reasonably estimated subject to correction.:af the time of Final Payment or other agreed time when the actual costs of the marginal additions~can be determined o'r muhzally agreed upon; and 'y '~ .6 Additional costs of supervision and field office personnel directly attributable to~ the change. Allowable OverheAd and Profit Charges: Additional overhead and profit attributable to the change~in dontract ;~,. „_ . _ ; ~..,, pricing shall not exceed the following: . .. : . { A. For work performed by the Contractor's own forces, a maximum often percent (10%) o£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 r' by the Contractor for adminisVation of the sub-contract. ,• RetAinage: 1'he District requires a retainage of three and one-half percent (3.5%) of the total codtract price, as maybe amended by any approved Change Order, to be withheld from the Contractor's payments throughout the term of the Contract Agreement and payable at the time of final payment after a) full completion of all work to bo performed and all requirements established in the Contract 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 ~ AIA DOCuoent A1~3^ - 3011. CbpyYtghC ~ 2o0C and 2oU by Tha AmeCiCan Inet1[ata oC AlchiCecte. All rlghte znaerved. NARNIN6: This TIA Dxumeot Sa proteeted by D. e. CoDlTight Lew .ra mco=~.uo~.i z:a.aeo. w,weno=s:aa reproquetion or die tribution of Chiu AU Ooc~rxnC, o[ any portion civil anQ criainal yenaltilo, and will be provecuteA to the m~tmw extnnC poOOSble undes the 1a4. Thie dzaf[ M88 16 of St, may ranult in a produced by AIA eoECNdie at 1341 t37 an 11/16/3016 Undei Oida[ N0.02]95B62D0 1 which lXpixGe OA 07/14/2016, end SB ~w[ fot ieeale. (1]467893d5) Oe ez NOCe9i PAPR - 003830 retained from the progress payments of any subcontractor by the Contractor until final completion of that portion of the work. Prompt payment of retaina~e to all subcontractors at final completion of their acceptable work regardless of timing during the contract is mandatory. The Contractor shall, at foal completion, ensure no amount of the Contractor's retained funds is allocable to the completed find accepted work of any subcontractor nor to materiels 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 Fvith final documents.' § 6.3.8 The amount of credit to be allowed by tha 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 ofnet increase, if any, with respect to that change. i § 6.3,9 Pending final determination of the total cost of a Change Directive to the Owner, theDesign-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 tq be reasonab(yjustified. The Owner's interim determination of cost shall adjust the Contract Sum or, if prior to execution of the Desigp-Build Amendment, the Design-Builder's compensation, on the same basis as a Change Order, subject; to the right o£ Design-Builder to disagree and assert a Claim in accordance with Article 14. ; 1 i § 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 Desig»-Builder's compensation_ and Contract Time, or otherwise reach agreement upon the adjustments, such agreement shall be e1~'ecfive immediately and the Owner and Design-Builder shall execute a Change Order. Change Orders maybe issued for all or . any part of a Change Directive. ARTICLE 7 OWNER'S RESPONSIBILITIES -- ' § 7.1 Gcncral § 7,1.1 The Owner shall designate in writing a representative who shall have express authority to' 6ipd the Owner with respect to all Project matters requiring the Owner's approval or authorization. ' i § 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 end Services Required of the Owner § 7.2.1 The Owner shall furnish information or services required of the Owner by the Design-Build Docuyneiits with reasonable promptness. i ; ~ ;' r '' (' § 7.2.2 The Owner shall provide, to the extent under the Owner's control and if not required b}% the Desigd-Byild Documents to be provided by the Design-Builder, the results and reports of prior tests, inspectipns 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 ofpollutantsatthe - -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 leg~al_authorizations or entitlements _________._.-• Formatted: Highlight regarding site utilization where essential to the execution of the Project. i § 7.2.4 The Owner shall cooperate with the Design-Builder in securing land development, zoning, and other permits, licenses and inspections. j § 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 speci~cully provided in this Agreement or nv. Doeumeut Alf l" - 1011. cbpyrlght ~ 200 and Yo1q by The American Inetitu[e of Archlteete. All rl9bte reserved. W/.RNINC~ M1'Ale aIA uocument 1, is protected by 9.6, CODY~1ght Lav sad mtarnatiOnal TseaClee. OnauthOiiietl ropLOtlUCt1On of tllatYibut]on of t~1u AU WCusent, or any portLon ' a[ 3C, may r nult in a c1e11 and e[St~Snal Benelties~ anA will ba pxoeecuted to the maxLnvw extent poeoiDle ~ae~ ce< i.w. role areec wqe ptotlueed by AIA eoftne ee et 13~41~)7 on 11/16/2015 Under Order No.0Y~9586208 1 which eapicee on 07/19/7016, and Se noC for iee83e. (1346784346) OaaY Notee~ PAPR - 003831 elsewhere in the Design-Build Documents or to the extant the Owner advises the Design-Buildar 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-[iuild Documents and the Design-Builder's Proposal. Thereafter, the Desjgn-Builder may-only request such evidence if (I) the Owner fails to make payments to the Design-Builder as the Design-Build Documents require; (2) a change in the Wark materially changes the Contract Sum; or (3) the Design-Bpild~r identifies in writing a reasonable concern regarding the Owner's ability to make payment when due, The Owner shall furnish such evidence as a condition precedent to commencement or continuation of the Work or the poit~on of the Work affected by a material change. After the Owner furnishes the evidence, the Owner shall not materiallyvary such financial i arrangements without prior notice to the Design-Builder. § 7.2.5 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, She Owner shall,_upon request fiom the Design-Builder, furnish the services of geotechnical engineers or other consultants for investigation of subsurface, air and water conditions when such services era reasonably necessary to properly carry out the design services famished 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 valuesr: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 fon determining that the Submittals are in conformance with the Design-Build Documents, all of which remain die: 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 app~ov~.d submittal schedule, with reasonable promptness while allowing sufficient time in the Owner'sjudgment to permit adequate review. The Owner's review of Submittals shall not relieve the Design-Builder of the obligations under $edtions 3.1. I ~, 3:1.12, and 5.2.3. The Owner's review shall not constitute approval of safety precautions or, unless otljerwise specifically. _ _. stated by the Owner, ofany 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 wmponent_ y _ § 7.3.2 Upon review of the Subm iltals 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 hive control over or charge of, nor be responsible for, the constnaction means, methods, techniques, sequences or procedures, ar for the safety precautions and programs in connection with the Work, because these are solely the Design-Builder's rights and F responsibilities under the Design-Build Docwnents. 't E § 7.5 The Owner shall not be responsible for the Design-Builder's failure to perform the Wdrk-inaccordance.with the requiremer~4s of the Design-Build Documents. The OHmer shall not have control over or charge of, and will not be AIA DOCumwt A111" - 301. Copyzlght ~ 1004 and 2014 by The American IneClCute Of AiChitecte. ).11 riphta rae rved. HARNINC~ T81a AII~ Oocumant a protected by v.e. Copyright Lsu and international TteeClee. Oneuthorix~d «~oaucesan o: asotrl»ucton of ante ~v. Doc~went, or any portion o[ St, may r uul! !n severe ci~~i1 antl erlainal Denaltip~, and will be psonacuted to the m~imum exten! poeaSDle under the lav, Thin AraEt was le pzod~c¢d by pI]1 eofCwace at 33 ~41~1'/ On 11/16/2035 under Oxtlet No.0239586]OB_1 NhiCh ezpitee on 07/14/2016, and SB no[ fot' resale. (1346784345) Oeai Notee~ PAPR - 003832 responsible for acts or om fi ssions of the Design-Builder, Architect, Cmisultants, 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. The Owner shall have authority to require inspection or testing ofthe 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 duly or responsibilitX of tha 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. § 79 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 Worlc j ` [f the Design-Builder fails to correct Work which is not in accordance with the requirements o~the Design-Build Documenu as required by Section 11.2 or persistently fails to carry out Work in accordancevPith the Design-Build Documents, the Owner may issue a written order to the Design-Builder to stop the Work, or, anj~ portion tfiereo~ 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 of entity, except to the extent required by Section 5.13.1.3, r ~ € ~ ~ `- ` " ~ § 7.9 Owner's Right to Carry Out the Worlc 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. IE 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 submiUed under § 3.1.9. i ARTICLE 8 TIME § 8.1 Progress and Completion § 5.1.1 Time limits stated in the llesign-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. : ,~ ,: -.,.,.. t § 8.1.2 The Design-Builder shall not, except by agreement of the Owner in writing, commepce:{he Work priot`to the' effective date of insurance, other than property insurance, required by this Contract. The Cpntract Time s}~all not be ~ j` adjusted as a result of the Design-Builder's failure to obtain insurance required under this Contract. s i § 8.1.3 The Design-Builder shall proceed expeditiously with adequate forces and shall achi~veSubstantia~ -,.:-~• Completion within the Contract Time. s § 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 signiTicant 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 relocgtab~e classrooms; use of alternate sites for the educational program; disruption of class locations; disn~ption of athlete program; disruption of public service activities planned for the project; loss ofrental 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 [he academic term; general disruption of the teaching and leaming process due to project activities during the academic term; moving equipment during the academic term when students and fiill 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 AIA Pocwnent A111~ - 101. Copyright ^ 400 antl Yo11 by The AwezScan Institute oL ArC~iCec[s. All zip~G ieeasVed. WlwmiCi T61s AIA Uoaument So pio[ecteE Dy O.G. CoDYriBht Law and Interne Clonal TrmCias. nuauC~orlxe0 reproEuctiou or diotributian o[ Ghio AIn Docvnant, or nny portioa of St, nay raoulC In o civil and erlminol yenaltien, end gill be proaecuFetl to the maxSmum extant poanSCla under the law. This draft wa 19 proUuCGd by AIA eoftwaie at 13~41~3] on 11/16/]015 undet Ordei No.03J 9586208_1 which e~cpiYBe on 07/14/2016, dnd fie not [O! resale. (1396~8g345) Oeei Notaei PAPR - 003833 the academic teen; 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$]000 wil I 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-guilder to the Owner. § $.2 Delays end Extensions of Timc `•: § 8.2.1 [f the Design-Builder is delayed at any time in the commencement or progress of theWoik 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 tha- -Design-Builder's control; or 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. ......t § 8.2.2 Claims relating to time shall be made in accordance with applicable provisions of Atticle 14. ... .' § 8.2.3 Weather Delays: When adverse weather conditions are the basis for a request for additional time', such request shall ba documented by data substantiating the weather conditions a) were abnormal for a period oftime which could not have been reasonably anticipated; b) had a~i adverse effect on the work scheduled, and alternate: work unaffected by the weather could not have been done; and c) had an adverse effect on the construction schedule sucU that the loss of work dine will adversely impact the established completion date. The Contractor must make every effort to mitigate the potential effect of the weather on the construction schedule including,'but not.limited to,__ rescheduling of subcontractors, pumping water from work areas, rescheduling work hours to alternate work days within the work week, or other such actions, Such time extension request shall be in writing and submitted to the DisVict for approval within ten (10) days from the end of the event causing the impact on the construction schedule: An extension of time not requested within the appropriate time period shall not be considered. The approved ~ "` _ .,:extension of time shall be incorporated in the next Change Order. § 8.2.4 Anticipated Weather Delays: A total of five (5) days per calendar month (non-cumulative) shall be i anticipated by the Contractor as °adverse weather," and such time shall not be considered justification for an extension of tune, Such anticipated adverse weather days are established only for normally scheduled work days, excluding ~.. Saturdays, Sundays and major holidays, unless such adverse weather conditions on those days are severe enough to impact the scheduled work on the following work day. 1f adverse weather days beyond the five (5) days anticipated are substantiated and the Contractor could not mitigate the impact of the additional adverse weather days, an extension of time may be allowed only to the extent of the actual impact on the last approved construction schedule and only to the extent of one (1) full day of extended time for each full working day of adverse weather conditions which prevented aforty-hour work week within a seven (7) day calendar week. A request for adverse weather extepsion 1 shall not be allowed after the date established for substantial completion. S ~ a ~ ~ ~' , ARTICLE 9 PAYMENT APPLICATIONS AND PROJECT COMPLETION 9.1 ContrflctSum i '_ . 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'6y the Owner; ... , f` , shall 'be used as a basis for reviewing the Design-Builder's Applications for Payment, ; •. 1 § 9.3 Applications for Payment £ ~ § 9.3.1 At least ten days before the date established for each progress payment, the Design-guilder shall submit to the Owner an itemized Application for Payment for completed portions of Uie Work. The application shall be notarized, if required, and supported by data substantiating the Design-Builder's right to payment as theOwnerinay require;"such as copies of requisitions from the Architect, Consultants, ContrOctors, and material supplier's, and shall reflect . ~ ,-retainage if provided for in the Design-Build Documents. ~+ r '` 4 AU Ooemeat A1~1^ - 301 . COpyrtght ~ 1009 and X014 by The Amezican InsCltute of ArChitaCte. All ciphte ieeernd. HAPN IIiG: TAie i~IT ~oeument io protected by V. s. CODYrlOht Law and Internetioml Txea Elee. onautAoYlzed ceproAuc[1on or dletilDution oG Chin AIA~ uoNment, or any Dortion 20 04 1t, may. roault in ~ eze G1vi1 end Criminal Denaltien~ and will be ptonacutad to CEa mexlmum eztenC poselble unAeY the law. Thie draft was p[OCuCetl Cy AIA eoECNaie at 1]i41i J'/ On 11/16/]015 under ~LtlCr No.0139586]08 1 NhSeh expir¢B on 07/11 TIlHk196. Ula~ChOY1 zBd t'epiOAueCiwl ox dio t[WuGioe of trio ALA UOC~YnOnt, of t1 Yy poiGl.on o[ St, nay r Dula ins a C1vil and criminal ponaltien, enA wLll be DYosecuted Co Che m~lmun ortene poeniDle under the law. ThiB Ate[[ wee produced by AIA BOLCWaCe aC 13193i~'I on 11/16/Yo15 untleY OrdeY No.o7]95B62oa 1 whSch exptxee on o9/34/1a16~ and is not for x eele. 113E6'l84345) Oa et Notee; 27 PAPR - 003841 § 12.3.2 In the event the Owner alters the Instruments of Service without the author's written authorization or uses Qia 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 ofaction arising from or related to such uses. The terms of this Section 123.2 shall not apply if the Owner rightfully terminates this Agreement for cause under Sections 13.1.4 or (3.2.2. i S ART[CLG 13' TERMWATION OR SUSPENSION § 13.1 Termination or Suspension Prior to Execution of the Resign-Build Amcndmcnf, 3 § 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 raider this-. Agreement. Ifthe Design-Builder elects to suspend the Work, the Design-Builder shall giveseven 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-Budder shall be paid all sums due prior to suspension and any expenses incurred in Nie'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. l t § 13.1.2 If the Owner suspends the Project, the Design-Builder shall be compensated for fh@ Work perfonhed,prior to notice of such suspension. When the Project is resumed, the Design-Quilder shall be compensated for expenses incurred in the interruption and resumption of the Design-Builder's Work. The Design-Builderjs compensandn 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. i ~ § 13.1.5 The Owner may terminate this Agreement upon not less than seven days' written notice t4 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. I. :r '1 § 13.2 Termination or Suspension Following Execution of the Design-Build Amendment ?` '} '. § 13,2,1 Tcrminntion by the Design-Builder § 13.2,1.1 The Design-Builder may terminate the Contract ifthe Work is stopped for a peribd of 30 conse~utiVe days through no act or fault of the Design-Builder, the Architect, a Consultant, or a Contractor, or their agents ~r ' 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 t}tatrequires all Work to be stopped; An act of government, such as a declaration of national emergency that requires all Work fo be stopped; .2 .3 Because the Owner has not issued a Certificate for Payment and has not notified She Design-Builder of the reason for withholding certification as provided in Section 9.5.1, or because the Owner has not madepayment on a Certificate for Payment within the time stated in the Design-Build Documents; or .A The Owner has failed to furnish to the Design-Builder promptly, upon the Design-Builder's request, i reasonable evidence as required by Section 72.2 ? >. y § 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 entitiespeifonn ingportions of the Work under direct or indirect contract with the Design-Builder, repeated suspensions,'delays or interruptions of AZA Docwoent A1~1^ - ZO1~. Copyright ~ 9001 aM 3019 by The lVaerican Inatitu Ca of ALa Dzolected by b. 6. Copyright Lev and International Tteatiae. OnauthoslzBd cepi00uetio~ or O10trSDutio~ Of Chip ALA S ➢oCumenC, oc any portion 3D o[ St, may retlult in a Cie e1v11 enA Criminal penaltieo~ and will be ptooecuCed to the maximum sttent pooetble unEor tha lay. ThSe draft wee produced by AIA eoftwera at 1J i93 i]7 on 11/16/2015 under Order No,01]9586]08_1 which expires Dn 07/14/R016, and ie not for [eeele. (1396789J45) Oyes Notee~ PAPR - 003844 § 14,].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 ofthe services ofsuch 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 U~is 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 preclu~1e an award of liquidated damages, when applicable, in accordance with the requirements of the Design-Build~Documents. z § 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 undgr Sections tb,'3 and 10.4 of the Agreement and Sections B3.2.9 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. ~ i J ~ - " § 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. ]. Therea8er, 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 {eke o~e or more of the following actions within ten days aver receipt of the notice required under Section 14.1.3.1: (1) r~quest additional supporting data, (2) render an initial decision rejecting the Claim in whole or in part; (3) render an i~rtial decision approving the Claim, (4) suggest a compromise or (S) 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 knowledge 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 famish pddifional supporting ..: data, the Design-Builder shall respond, within ten days after receipt of such request, and shaD ether (1) ptovide a, '' response on the requested supporting data, (2) advise the Owner when the response or suppprting data wil~ be ,:`" furnished or (3) advise the Owner that no supporting data will be furnished. Upon receipt offhe ~esponse or~sup~orting ~ ~ ~ data, if any, fhe Owner will either reject or approve the Claim in whole or in paR. +. ~..__.,--. 3.._ § 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 an the parties 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 £le for mediation of en initial decision at any time, subject to the terms`of Section.142.6.1. r § 14.2.6,1 Either party may, within 30 days from the date of an initial decision, demand in wtiting that the other party file for mediation within 60 days of the initial decision. If such a demand is made and the pirty teceiving the demand fails to file for mediation within the time required, then both parties waive their rights to mediae 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, nofil'y the suTaty, 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. AIA Docwnent A1~1~ - 3011. CopyiSght ^ T004 etM 2014 by Th! AmCYiCd~ IIfeCStUte oL A[Chitecte. All ilghte rsYvsvaA. HTWiINC~ 'Chic ),IJi Document Sa D=otactad by V.a, CopyriBbt Law and InCernational Trnatias. OnauthoclseE reprodveGlon of distribution of t~ia AU Docvnent, oz any gortion o[ it, may r Dale in e civ Ll and crlminal penaltlm, anA will ba proaecuteA to the m~inwn extent pop of bla under the law. This O[aft was p[ad~ced by AIA BOEtware at 13i41i1"/ on I1/16/]015 u~dB[ OYOei N0.0339586208_1 Wh3Ch expSxee on 0]/14/]016, antl ie no[ [oi ieeale. (1346~Bg3J6) uses lioteat 3 ~. PAPR - 003845 _. _. _... _ .. _ ~` __: § 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 £or 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'I'he parties shall endeavor to resolve their Claims by mediation. The mediation shalt proceed in advance of binding dispute resolution proceedings, which shall be stayed pending mediation for a period of60 days from the date of filing, unless stayed for a longer period by agreement of the parties or couR order. § ]4.3.3 The parties shall share the mediator's fee and any filing fees equally. The mediatiotl shall be held in the place where the Project is located, unless another location is mutually agreed upon. Agreements reacl~~ed in mediation shall be enforceable as settlement agreements in any court having jurisdiction. ARTICLE IS MISCELLANEOUS PROVISIONS § 15.1 Governing Law The Contract shall be governed by the law of the place where the Project is SestieH-14:A:locoled. § 15.2 Successors end Assigns § 15.2.1 The Owner and Design-Builder, respectively, bind themselves, their partners, successors, assigns and legal representtitives 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 writtenc6nsent of the other. If either party attempts to make such an assignment without such consent, that party shall neverthgle~s _, ; £ remain legally responsible for all obligations under the Cmihact. § 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 Resign=Build_ Documents. The Design-Builder shall execute all consents reasonably required to facilitate such assignment: § 15.2.3 [f 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 aJender,'the 'y ,~` Design-Builder, Architect, Consultants, or Contractors shall execute all such consents that are consistent wit}i this,. ""~ Agreement, provided the proposed wnsent 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 co~ssents that j would require knowledge, services or responsibilities beyond the scope of their services. § 15.3 Written Notice Written notice shall be deemed to have been duly served ifdelivered in person to the individual; to amember ofthe 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 fo 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 projecf management software used by the parties for the project. { ~`, § 15.4 Rights and Remedies t end reme~ies available Documents, and rights § 15.4.1 Duties and obligations imposed by the Design-Build imposed or thereunder, shall be in addition to and not a limitation of duties, obligations, rights and reme~lies{otherwise ... available by law. AT{~ uocuaent a1f 1' - x01 . copyright-O soon and 2011 by The Aneiienn Insti[uCG of AYchltecte. A11 righte reeervad. NANiING~ This A2.1~ DOcuneht Z Sa protected by 9.8. CopyciBht Gw and International Tzeatiaa, OnauGhocized reproAucCfa~ ox d10tliDvtlon qE th1B AZA nocumnnC, Or any yattlon 3, o! St, may ronult Ln 6ev0re eLvil and eslminal Deneltlla, anq will be pioeecuteA to LAe maximum ext