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R2009-001 - 2009-01-05 - FA0801RESOLUTION NO. R2009-1 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS, AUTHORIZING A DESIGN BUILD CONTRACT FOR CONSTRUCTION OF THE UNIVERSITY OF HOUSTON CAMPUS- PEARLAND AND APPROPRIATING FUNDS ACCORDINGLY. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS: Section 1. That the City reviewed Requests for Qualifications ("RFQ's") for construction services associated with construction of the University of Houston Campus, and such RFQ's have been reviewed. Section 2. That the City Council hereby awards the project to Hale Mills, in the amount of $11,115,847.00 and appropriates funds accordingly. Section 3. The City Manager or his designee is hereby authorized to execute a contract for construction services associated with the construction of the University of Houston Campus. PASSED, APPROVED and ADOPTED this the 5th day of January, A.D., 2009. ~.;0 TOM REID MAYOR ATTEST: \ ~~:~~,ARt.~; --, UNG , T C ~'~ Y SE ETARY '"~~' APPROVED AS TO FORM: DARRIN M. COKER CITY ATTORNEY Associated With R2009-01 AIA Document 141-2004 Standard Form of Agreement Between Owner and Design Builder AGREEMENT made as of the 26th day of January in the year of Two thousand and nine BETWEEN the Owner: City of Pearland 3519 Liberty Drive Pearland, Texas 77581 and the Design-Builder: Hale Mills Construction, Ltd. 2900 Weslayan, Suite 375 Houston, Texas 77027 For the following Project: University of Houston Clear Lake, Pearland Campus & Conference Center The Owner and Design-Builder agree as follows. TABLE OF ARTICLES 1 THE DESIGN-BUILD DOCUMENTS 2 WORK OF THIS AGREEMENT 3 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION 4 CONTRACT SUM 5 PAYMENTS 6 DISPUTE RESOLUTION 7 MISCELLANEOUS PROVISIONS 8 ENUMERATION OF THE DESIGN-BUILD DOCUMENTS TABLE OF EXHIBITS A TERMS AND CONDITIONS B DETERMINATION OF THE COST OF THE WORK C INSURANCE AND BONDS ARTICLE 1 THE DESIGN-BUILD DOCUMENTS § 1.1 The Design-Build Documents form the Design-Build Contract. The Design-Build Documents consist of this Agreement between Owner and Design-Builder (hereinafter, the "Agreement") and its attached Exhibits; Supplementary and other Conditions; Addenda issued prior to execution of the Agreement; the Project Criteria, including changes to the Project Criteria proposed by the Design-Builder and accepted by the Owner, the Design- Builder's Proposal and written modifications to the Proposal accepted by the Owner, other documents listed in this Agreement; and Modifications issued after execution of this Agreement. The Design-Build Documents shall not be construed to create a contractual relationship of any kind (1) between the Architect and Owner, (2) between the Owner and a Contractor or Subcontractor, or (3) between any persons or entities other than the Owner and Design- Builder, including but not limited to any consultant retained by the Owner to prepare or review the Project Criteria. An enumeration of the Design-Build Documents, other than Modifications, appears in Article 8. § 1.2 The Design-Build Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations or agreements, either written or oral. § 1.3 The Design-Build Contract may be amended or modified only by an agreed form of Modification. A Modification is (1) a written amendment to the Design-Build Contract signed by both parties, (2) a Change Order, (3) a Change Request or (4) a written order for a minor change in the Work issued by the Owner. ARTICLE 2 THE WORK OF THE DESIGN-BUILD CONTRACT § 2.1 The Design-Builder shall fully execute the Work described in the Design-Build Documents, except to the extent specifically indicated in the Design-Build Documents to be the responsibility of others. ARTICLE 3 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION § 3.1 The date of commencement of the Work shall be the date fixed in a Notice to Proceed issued by the Owner. § 3.2 The Contract Time shall be measured from the date of commencement, subject to adjustments of this Contract Time as provided in the Design-Build Documents. Design Builder agrees to pay Owner the sum of $1,500.00 per day for each calendar day completion of the project is delayed beyond the agreed completion date. It is agreed and understood that such payment is compensation for damages to the Owner caused by late delivery and is not a penalty. § 3.3 The Design-Builder shall achieve Substantial Completion of the Work not later than 540 days from the date of commencement. Portion of Work Substantial Completion Date Classroom Building, Site Utilities & Parking 540 Days from Date of Area Commencement ARTICLE 4 CONTRACT SUM § 4.1 The Owner shall pay the Design-Builder the Contract Sum in current funds for the Design-Builder's performance of the Design-Build Contract. The Contract Sum shall be one of the following: ('Check the appropriate box.) [ X ] Stipulated Sum in accordance with Section 4.2 below; [ ] Cost of the Work Plus Design-Builder's Fee in accordance with Section 4.3 below; [ ] Cost of the Work Plus Design-Builder's Fee with a Guaranteed Maximum Price in accordance with Section 4.4 below. (Based on the selection above, complete either Section 4.2, 4.3 or 4.4 below.) § 4.2 STIPULATED SUM § 4.2.1 The Stipulated Sum shall be Eleven Million, one hundred fifteen thousand, eight hundred forty seven dollars ( $11,115,847 ), subject to additions and deductions as provided in the Design-Build Documents and the final disposition of the Contingency as described in 4.2.5 below. § 4.2.2 The Stipulated Sum is based upon the following component cost items, as described in Section 8 of the Request for Proposal Document as amended and are hereby accepted by the Owner: 1 Base Bid, exclusive of General Conditions and Contingency= $9,888,673 2 General Conditions of Base Bid costs= $705,192 3 Base Bid Contingency= $521,982 § 4.2.4 Options, are as follows: Optional bid Item Option 1 including general conditions & contingency Option 2 including general conditions & contingency Amount ($ 0.00) Accepted) Rejected 194,929 Rejected 298,525 Rejected § 4.2.5 Conditions upon which the Stipulated Sum is based, and the Contingency may be used are mutually agreed as follows: A) Total contract amount includes Base Bid, General Conditions and Contingency as stated in Section 8 of the revised RFP. B) Design Builder's use of the Contingency shall be limited to price escalations since date of initial proposal, costs incurred and work not included in a project cost line item and that could not be reasonably anticipated as a cost associated with the project; buy-out cost differentials and costs associated with the acceleration of the work requested by Owner. C) Owner and Design Builder shall mutually agree to any expenditure of the Contingency, however agreement shall not be unreasonably withheld by either party. D) The Owner shall not use the contingency to fund Owner initiated changes to the scope. E) Upon completion and acceptance of the work, all unused portions of the Contingency shall be deducted from the Contract amount by Change Order and returned to the Owner. § 4.5 CHANGES IN THE WORK § 4.5.1 Adjustments of the Contract Sum on account of changes in the Work may be determined by any of the methods listed in Article A.7 of Exhibit A, Terms and Conditions. Agreed Change Orders shall be submitted for record on AIA G701 ARTICLE 5 PAYMENTS § 5.1 PROGRESS PAYMENTS § 5.1.1 Based upon Applications for Payment submitted to the Owner by the Design-Builder, the Owner shall make progress payments on account of the Contract Sum to the Design-Builder as provided below and elsewhere in the Design-Build Documents. 5.1.1.1 Design Builder shall submit a Schedule of Values for the work based on Construction Specification Institute (CSI) division. Application for Payment shall be based on the approved schedule of Values and submitted on the AIA G702. § 5.1.2 The period covered by each Application for Payment shall be one calendar month ending on the 25th day of the month within which the work was executed. § 5.1.3 Provided that an Application for Payment is received not later than the 25 day of month, the Owner shall make payment to the Design-Builder in accordance with the terms of the Texas Prompt Payment Act. § 5.1.5 With each Application for Payment where the Contract Sum is based upon a Stipulated Sum or Cost of the Work with a Guaranteed Maximum Price, the Design-Builder shall submit the most recent schedule of values in accordance with the Design-Build Documents. The schedule of values shall allocate the entire Contract Sum among the various portions of the Work. Specifically, the Schedule of Values shall break down the work items within the Base Bid amount, by work Division, the General Conditions and the Contingency; showing progressive payments requested from each category. Compensation for design services shall be shown separately.. Additionally, the Schedule of Values shall set out material costs for portions of the Work that will require payments for materials purchased separately from labor and services if the Design-Builder anticipates requesting separate payment for those materials. The schedule of values shall be agreed upon by Owner and design Builder upon the completion of the design documents. § 5.1.6 In taking action on the Design-Builder's Applications for Payment, the Owner shall be entitled to rely on the accuracy and completeness of the information furnished by the Design-Builder and shall not be deemed to have made a detailed examination, audit or arithmetic verification of the documentation submitted in accordance with Sections 5.1.4 or 5.1.5, or other supporting data; to have made exhaustive or continuous on-site inspections; or to have made examinations to ascertain how or for what purposes the Design-Builder has used amounts previously paid on account of the Agreement. Such examinations, audits and verifications, if required by the Owner, will be performed by the Owner's accountants acting in the sole interest of the Owner. § 5.1.7 Except with the Owner's prior approval, the Design-Builder shall not make advance payments to suppliers for materials or equipment which have not been delivered and stored at the site except as set forth below. 5.1.7.1 Payment applications requesting payment for materials stored on site, shall deduct the amount of payment for materials from the total line item value in the Schedule of Values and show any payments made as reductions in the total line item amount. 5.1.7.2 Applications for payment requesting payment for materials or equipment to be stored offsite shall be accompanied by verification documentation, such as shipping manifests, receipt and storage manifests from a bonded warehouse. Owner reserves the right to verify any and all materials stored offsite prior to making payment against such requests. § 5.2 PROGRESS PAYMENTS -STIPULATED SUM § 5.2.1 Applications for Payment where the Contract Sum is based upon a Stipulated Sum shall indicate the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment. § 5.2.2 Subject to other provisions of the Design-Build Documents, the amount of each progress payment shall be computed as follows: .1 Take that portion of the Contract Sum properly allocable to completed Work as determined by multiplying the percentage completion of each portion of the Work by the share of the Contract Sum allocated to that portion of the Work in the schedule of values, less retainage of five percent ( 5% on the Work, up to a maximum of 5% of the total Base Bid Work, other than services provided by design professionals and other consultants retained directly by the Design-Builder. Pending final determination of cost to the Owner of Changes in the Work, amounts not in dispute shall be included as provided in Section A.7.3.8 of Exhibit A, Terms and Conditions; .2 Add that portion of the Contract Sum properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the completed construction (or, if approved in advance by the Owner, suitably stored off the site at a location agreed upon in writing), less retainage of five percent ( 5% ); .3 Subtract the aggregate of previous payments made by the Owner; and .4 Subtract amounts, if any, for which the Owner has withheld payment from or nullified an Application for Payment as provided in Section A.9.5 of Exhibit A, Terms and Conditions. § 5.2.3 The progress payment amount determined in accordance with Section 5.2.2 shall be further modified under the following circumstances: .1 add, upon Substantial Completion of the Work, a sum sufficient to increase the total payments to the full amount of the Contract Sum; less such amounts as the Owner shall determine for incomplete, unacceptable or disputed Work, or less two percent (2%) retainage applicable to the Base Bid Work, whichever amount is greater; and .2 add, if final completion of the Work is thereafter materially delayed through no fault of the Design- Builder, any additional amounts payable in accordance with Section A.9.10.3 of Exhibit A, Terms and Conditions. § 5.2.4 Reduction or limitation of retainage, if any, under Section 5.2.2 shall be as follows: Upon Owner's issuance of a Certificate of Substantial Completion, the total retainage held shall be reduced to not more than two percent (2%) of the total Base Bid Work. Upon Final Completion and Acceptance of the Work the remaining two percent (2%) retainage shall be released as a portion of the Final Payment for all work and services. No retainage shall be withheld for Professional Services. The provisions of this section shall take precedence over any other conflicting provisions of the Agreement. § 5.4.3 Except with the Owner's prior approval, payments for the Work, other than for services provided by design professionals and other consultants retained directly by the Design-Builder, shall be subject to retainage of not less than five percent ( 5 % ). The Owner and Design-Builder shall agree on a mutually acceptable procedure for review and approval of payments and retention for Contractors. § 5.5 FINAL PAYMENT § 5.5.1 Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the Owner to the Design-Builder no later than 30 days after the Design-Builder has fully performed the Design-Build Contract, including the requirements in Section A.9.10 of Exhibit A, Terms and Conditions. Such Final payment, if made by the Owner shall not relieve the Design Builder of contractual responsibility for correction of work found defective within a period of one year from date of such payment or any work listed as outstanding, incomplete, or disputed. ARTICLE 6 DISPUTE RESOLUTION The parties to the Agreement jointly agree to attempt to resolve any and all disputes that might arise without detrimental impact to the Work or the Schedule. § 6.2 If the parties do not resolve their dispute through mediation pursuant to Section A.4.3 of Exhibit A, Terms and Conditions, the method of binding dispute resolution shall be the following: (/f the parties do not select a method of binding dispute resolution, then the method of binding dispute resolution shall be by litigation in a court of competent jurisdiction.) (Check one.) [ ] Arbitration pursuant to Section A.4.4 of Exhibit A, Terms and Conditions X ]Litigation in a court of competent jurisdiction in Brazoria County, Texas [ ] Other (Specify) ARTICLE 7 MISCELLANEOUS PROVISIONS § 7.1 The Architect, other design professionals and consultants engaged by the Design-Builder shall be persons or entities duly licensed to practice their professions in the jurisdiction where the Project is located and are listed as follows: Name and Address License Number Studio Red Architects 18310 1320 McGowen Street Houston, Texas 77004 Relationship to Other Information Design-Builder Independent Contractor § 7.2 Consultants, if any, engaged directly by the Owner, their professions and responsibilities are listed below: (Insert Warne, address, license number, if applicable, and responsibilities to Owner and other information.) Name and Address License Number Responsibilities Other Information to Owner Huitt Zollars Program Manager § 7.3 Separate contractors, if any, engaged directly by the Owner, their trades and responsibilities are listed below: Name and Address License Number Responsibilities Other Information to Owner § 7.4 The Owner's Designated Representative is: Skipper Jones, Project Manager, Projects Department, City of Pearland 281-652-1748 sjones a ci.pearland.tx.us § 7.4.1 The Owner's Designated Representative identified above shall be authorized to act on the Owner's behalf with respect to the Project. § 7.5 The Design-Builder's Designated Representative is: Kendall G. Phinney 713-665-1100 Kendall.Phinney@hale-mills.com § 7.5.1 The Design-Builder's Designated Representative identified above shall be authorized to act on the Design- Builder's behalf with respect to the Project. § 7.6 Neither the Owner's nor the Design-Builder's Designated Representative shall be changed without ten days written notice to the other party. § 7.7 Other provisions: § 7.7.1 Where reference is made in this Agreement to a provision of another Design-Build Document, the reference refers to that provision as amended or supplemented by other provisions of the Design-Build Documents. § 7.7.2 Payments due and unpaid under the Design-Build Contract shall bear interest from the date payment is due at the rate stated below, or in the absence thereof, at the legal rate prevailing from time to time at the place where the Project is located. § 7.7.3 Design-Builder is not required to achieve LEED certification. However, Design-Builder will strive to achieve LEED points for internal documentation of the items set forth in the Cost Reduction Engineering Exercise attached as Exhibit B to this Agreement. ARTICLE 8 ENUMERATION OF THE DESIGN-BUILD DOCUMENTS § 8.1 The Design-Build Documents, except for Modifications issued after execution of this Agreement, are attached hereto as Exhibit B and incorporated herein by reference and are enumerated as follows: Stipulated Fixed Price Proposal dated June 26, 2008 from Design-Builder, as modified, Sections Six and Eight Hale Mills letter, dated September 17, 2008 Cost Reduction Engineering Exercise, August 18, 2008 Schedule of Values, dated August 20. 2008 Studio Red, Schedule "A" Hourly Rate Schedule, 2009-2010 Addendum No. 1 dated April 1 1, 2008 Addendum No. 1(sic) dated June 1 1, 2008 Design Addendum No.l dated August 6, 2008 § 8.1.1 The Agreement is this executed edition of the Standard Form of Agreement Between Owner and Design- Builder, AIA Document A141-2004 as modified and supported by the attached documents listed above § 8.1.2 The Terms and Conditions of the Agreement, attached hereto as Exhibit A § 8.1.3 The Project Criteria was the information initially provided by Owner to Design-Builder as a basis for Design- Builder's initial Proposal. The Project Criteria has been modified by the documents attached as Exhibit B. § 8.1.4 Reserved § 8.1.5 Reserved § 8.1.6 "I'he Addenda, if any, are as follows: Title of the Addenda exhibit: § 8.1.7 Reserved § 8.1.9 Bonds and Insurance Certificates from Design-Builder. Design Builder shall meet the Insurance and Bond requirements set forth in Section A.l 1 of Exhibit A attached hereto. This Agreement is entered into as of the day and year first written above and is executed in at least three original copie f which one is to be livered to the Design-Builder and one to the Owner. 'i; Hale-Mills 6nstruction, Ltd. 0 ER (Signature) / DESIGN-B LD (Signature) y~l r~C~L i~G~ ~-~1- X70 ~ f ~ Ste". City Of Pearland ~ Philip ker, Pres' ent, KP Management, LLC, its General Partner AIA Document 141.2004; Exhibit A; Terms and Conditions for the following PROJECT: University of Houston Clear Lake, Pearland Campus 1200 Pearland Parkway Building 200 and 300 Pearland, Texas 77581 THE OWNER:) City of Pearland 3519 Liberty Drive Pearland, Texas 77581 THE DESIGN-BUILDER: Hale Mills Construction, Ltd. 2900 Weslayan Street, Suite 375 Houston, Texas 77027 TABLE OF ARTICLES A.1 GENERAL PROVISIONS A.2 OWNER A.3 DESIGN-BUILDER A.4 DISPUTE RESOLUTION A.5 AWARD OF CONTRACTS A.6 CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS A.7 CHANGES IN THE WORK A.8 TIME A.9 PAYMENTS AND COMPLETION A.10 PROTECTION OF PERSONS AND PROPERTY A.11 INSURANCE AND BONDS A.12 UNCOVERING AND CORRECTION OF WORK A.13 MISCELLANEOUS PROVISIONS A.14 TERMINATION OR SUSPENSION OF THE DESIGN•BUILD CONTRACT ARTICLE A.1 GENERAL PROVISIONS § A.1.1 BASIC DEFINITIONS § A.1.1.1 THE DESIGN-BUILD DOCUMENTS The Design-Build Documents are identified in Section 1.1 of the Agreement. § A.1.1.2 PROJECT CRITERIA The Project Criteria is identified in Section 8.1.3 of the Agreement and may describe the character, scope, relationships, forms, size and appearance of the Project, materials and systems and, in general, their quality levels, performance standards, requirements or criteria, and major equipment layouts. The Project Criteria has been modified by the documents attached as Exhibit B to the Agreement. In the event of a conflict between the Project Criteria and the document attached as Exhibit B, the information contained in the documents attached as Exhibit B shall take precedence. § A.1.1.3 ARCHITECT The Architect is the person lawfully licensed to practice architecture or an entity lawfully practicing architecture identified as such in the Agreement to perform design services for all or a portion of the Work, and is referred to throughout the Design-Build Documents as if singular in number. The term "Architect" means the Architect or the Architect's authorized representative. Design-Builder is required to hire and contract directly with its own Architect. Owner may also hire its own architect separately through a direct contract. § A.1.1.4 CONTRACTOR A Contractor is a person or entity, other than the Architect, that has a direct contract with the Design-Builder to perform all or a portion of the construction required in connection with the Work. The term "Contractor" is referred to throughout the Design-Build Documents as if singular in number and means a Contractor or an authorized representative of the Contractor. The term "Contractor" does not include a separate contractor, as defined in Section A.6.1.2, or subcontractors of a separate contractor. § A.1.1.5 SUBCONTRACTOR A Subcontractor is a person or entity who has a direct contract with a Contractor to perform a portion of the construction required in connection with the Work at the site. The term "Subcontractor" is referred to throughout the Design-Build Documents as if singular in number and means a Subcontractor or an authorized representative of the Subcontractor. § A.1.1.6 THE WORK The term "Work" means the design, construction and services required by the Design-Build Documents, whether completed or partially completed, and includes all other labor, materials, equipment and services provided or to be provided by the Design-Builder to fulfill the Design-Builder's obligations. The Work may constitute the whole or a part of the Project. § A.1.1.7 THE PROJECT The Project is the total design and construction of which the Work performed under the Design-Build Documents may be the whole or a part, and which may include design and construction by the Owner or by separate contractors. § A.1.2 COMPLIANCE WITH APPLICABLE LAWS § A.1.2.1 If the Design-Builder believes that implementation of any instruction received from the Owner would cause a violation of any applicable law, statute, ordinance, building code, rule or regulation, the Design-Builder shall notify the Owner in writing. Neither the Design-Builder nor any Contractor or Architect shall be obligated to perform any act which will violate any applicable law, ordinance, rule or regulation. § A.1.2.2 The Design-Builder shall be entitled to rely on the completeness and accuracy of the information contained in the Project Criteria, but not that such information complies with applicable laws, regulations and codes, which shall be the obligation of the Design-Builder to determine. In the event that a specific requirement of the Project Criteria conflicts with applicable laws, regulations and codes, the Design-Builder shall furnish Work which complies with such laws, regulations and codes. In such case, the Owner shall issue a Change Order to the Design- Builder unless the Design-Builder recognized such non-compliance prior to execution of this Agreement and failed to notify the Owner. § A.1.3 CAPITALIZATION §A.1.3.1 Terms capitalized in these Terms and Conditions include those which are (1) specifically defined, (2) the titles of numbered articles and identified references to sections in the docu-nent, or (3) the titles of other documents published by the American Institute of Architects. § A.1.4 INTERPRETATION § A.1.4.1 In the interest of brevity, the Design-Build Documents frequently omit modifying words such as "all" and "any" and articles such as "the" and "an," but the fact that a modifier or an article is absent from one statement and appears in another is not intended to affect the interpretation of either statement. § A.1.4.2 Unless otherwise stated in the Design-Build Documents, words which have well-known technical or construction industry meanings are used in the Design-Build Documents in accordance with such recognized meanings. § A.1.5 EXECUTION OF THE DESIGN-BUILD DOCUMENTS § A.1.5.1 The Design-Build Documents shall be signed by the Owner and Design-Builder. § A.1.5.2 Execution of the Design-Build Contract by the Design-Builder is a representation that the Design-Builder has visited the site, examined the site, examined the physical, legal and other unconcealed conditions affecting the Work, is familiar with the local unconcealed conditions under which the Work is to be performed and correlated personal observations with requirements of the Design-Build Documents. § A.1.6 OWNERSHIP AND USE OF DOCUMENTS AND ELECTRONIC DATA § A.1.6.1 Drawings, specifications, and other documents including those in electronic form, prepared by the Architect and furnished by the Design-Builder are Instruments of Service. The Design-Builder, Design-Builder's Architect and other providers of professional services individually shall retain all co-n-non law, statutory and other reserved rights, including copyright in those Instruments of Services furnished by them. Drawings, specifications, and other documents and materials and electronic data are furnished for use solely with respect to this Project. § A.1.6.2 Upon execution of the Design-Build Contract, the Design-Builder grants to the Owner anon-exclusive license to reproduce and use the Instruments of Service solely in connection with the Project, including the Project's further development by the Owner and others retained by the Owner for such purposes, provided that the Owner shall comply with all obligations, including prompt payment of sums when due, under the Design-Build Documents. Subject to the Owner's compliance with such obligations, such license shall extend to those parties retained by the Owner for such purposes, including other design professionals. The Design-Builder shall obtain similar non- exclusive licenses from its design professionals including the Architect. The Owner shall not otherwise assign or transfer any license granted herein to another party without prior written agreement of the Design-Builder. Any unauthorized reproduction or use of the Instruments of Service by the Owner or others shall be at the Owner's sole risk and expense. Except as provided in Section A.1.6.4, termination of the Design-Build Contract prior to completion of Design-Builder's services under the Design-Build Contract shall terminate this license. § A.1.6.3 Prior to any electronic exchange by the parties of the Instruments of Service or any other documents or materials to be provided by one pa--ty to the other, the Owner and the Design-Builder shall agree in writing on the specific conditions governing the format thereof, including any special limitations or licenses not otherwise provided in the Design-Build Documents. § A.1.6.4 Each of the Design-Builder's design professionals, including the Architect, shall be contractually required to convey to the Owner, upon termination of the Design-Build Contract, anon-exclusive license to use that design professional's Instruments of Service for the completion, use and maintenance of the Project; provided, however, that (i) the Design-Build Contract was not terminated due to the Owner's default, and (ii) the Owner's provides written notice of its assumption of Design Builder's contractual duties and obligations to that design professional and payment to that design professional of all amounts due to that design professional and its consultants. If the Owner does not assume the remaining contractual duties and obligations of the Design-Builder to that design professional, then the Owner shall indemnify and hold harmless that design professional from all claims and any expense, including legal fees, which that design professional shall thereafter incur by reason of the Owner's use of such Instruments of Service. The Design-Builder shall incorporate the requirements of this Section A.1.6.4 in all agreements with its design professionals. § A.1.6.5 Submission or distribution of the Design-Builder's 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 rights reserved in Section A.1.6. I . ARTICLE A.2 OWNER § A.2.1 GENERAL § A.2.1.1 The Owner is the person or entity identified as such in the Agreement and is referred to throughout the Design-Build Documents as if singular in number. The term "Owner" means the Owner or the Owner's authorized representative. The Owner shall designate in writing a representative who shall have express authority to bind the Owner with respect to all Project matters requiring the Owner's approval or authorization. The Owner shall render decisions in a timely manner and in accordance with the Design-Builder's schedule submitted to the Owner. §A.2.1.2 The Owner shall furnish to the Design-Builder within fifteen (15) days after receipt of a written request information necessary and relevant for the Design-Builder to evaluate, give notice of or enforce mechanic's lien rights. Such information shall include a correct statement of the record legal title to the property on which the Project is located, usually referred to as the site, and the Owner's interest therein. § A.2.2 INFORMATION AND SERVICES REQUIRED OF THE OWNER § A.2.2.1 Information or services required of the Owner by the Design-Build Documents shall be promptly furnished by the Owner, but in any event no later than seven (7) calendar days following the Owner's receipt of a written request from Design-Builder for such information or services. Any other information or services relevant to the Design-Builder's performance of the Work under the Owner's control shall be furnished by the Owner no later than three (3) calendar days following the Owner's receipt of a written request from Design-Builder for such information or services § A.2.2.2 The Owner shall be responsible to provide surveys describing the physical characteristics, legal limitations, and utility locations for the site of this Project, and a written legal description of the site. The surveys and legal information shall include, as applicable, grades and lines of streets, alleys, pavements, and adjoining property and structures; adjacent drainage; rights-of--way, restrictions, easements, encroachments, zoning, deed restriction, boundaries, and contours of the site; locations, dimensions, and necessary data pertaining to existing buildings, other improvements and trees; and information concerning available utility services and lines, both public and private, above and below grade, including inverts and depths. All the information on the survey shall be referenced to a Project benchmark. Design-Builder shall be entitled to rely on the accuracy, adequacy and completeness of the surveys and written legal description provided by the Owner pursuant to this Section A.2.2.2. § A.2.2.3 The Owner shall provide, to the extent available to the Owner, the results and reports of prior tests, inspections or investigations conducted for the Project involving structural or mechanical systems, chemical, air and water pollution, hazardous materials or environmental and subsurface conditions and information regarding the presence of pollutants at the Project site. § A.2.2.4 The Owner may obtain independent review of the Design-Builder's design, construction and other documents by a separate architect, engineer, and contractor or cost estimator under contract to or employed by the Owner. Such independent review shall be undertaken at the Owner's sole expense in a timely manner and shall not delay the orderly progress of the Work. § A.2.2.5 The Owner shall cooperate with the Design-Builder in securing building and other permits, licenses and inspections. The Owner shall not be required to pay the fees for such permits, licenses and inspections unless the cost of such fees is excluded from the responsibility of the Design-Builder under the Design-Build Documents. § A.2.2.6 The services, information, surveys and reports required to be provided by the Owner under Section A.2.2, shall be furnished at the Owner's expense, and the Design-Builder shall be entitled to rely upon the accuracy and completeness thereof, except as otherwise specifically provided in the Design-Build Documents or to the extent the Owner advises the Design-Builder to the contrary in writing. § A.2.2.7 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 notify Design-Builder of such fault, defect or non-conformity in writing no later than five (5) calendar days after it is discovered by the Owner. § A.2.2.8 The Owner shall, at the written request of the Design-Builder and prior to commencement of the Work and thereafter, furnish to the Design-Builder reasonable evidence that financial arrangements have been made and are continuing, to fulfill all of Owner's obligations under the teens of the Design-Build Documents. Additionally, the Owner shall, upon the written request of the Design-Builder and prior to commencement of the Work and thereafter, furnish to the Design-Builder information required by §35.521(n) of the Texas Business and Commence Code to be disclosed by Design-Builder to its contractors, subcontractors and suppliers in order for Design-Builder to have "exercised diligence" under §35.521(k)(1) of said code to enforce a contingent payment clause. Furnishing of such information or evidence shall be a condition precedent to commencement or continuation of the Work. After such information or evidence has been furnished, the Owner shall not materially vary such financial arrangements without prior written notice to the Design-Builder. § A.2.2.9 The Owner shall communicate through the Design-Builder with persons or entities employed or retained by the Design-Builder, unless otherwise directed by the Design-Builder. § A.2.2.10 The Owner furnished the services of a geotechnical engineer or other professional consultants for an investigation of subsoil, conditions as a portion of the Design Criteria Package. When such services are deemed reasonably necessary by the Design-Builder to properly carry out the design services provided by the Design- Builder and the Design-Builder's Architect, the Design-Builder shall furnish any and all such additional services as required. Such services may include, but are not limited to, test borings, test pits, determinations of soil bearing values, and necessary operations for anticipating subsoil conditions. Percolation tests, evaluations of hazardous materials, ground corrosion and resistivity tests remain the responsibility of the Owner, and will only be required should evidence of hazardous materials be uncovered during construction operations. The services of geotechnical engineer(s) or other consultants shall include preparation and submission of all appropriate reports and professional recommendations. Design-Builder may rely on the accuracy of such information, reports and recommendations provided in Owner supplied information in Design-Builders' performance of the Work. If Design-Builder determines that additional subsurface, or soil test(s) are required, Design-Builder shall procure the same. § A.2.3 OWNER REVIEW AND INSPECTION § A.2.3.1 The Owner shall review and approve or take other appropriate action upon the Design-Builder's submittals, including but not limited to design and construction documents, required by the Design-Build Documents, but only for the limited purpose of checking for conformance with information given and the design concept expressed in the Design-Build Documents. The Owner's action shall be taken with such reasonable promptness as to cause no delay in the Work or in the activities of the Design-Builder or separate contractors. Review of such submittals is not conducted for the purpose of determining the accuracy and completeness of other details, such as dimensions and quantities, or for substantiating instructions for installation or performance of equipment or systems, all of which remain the responsibility of the Design-Builder as required by the Design-Build Documents. § A.2.3.2 Within seven (7) calendar days of its receipt of design documents, construction documents, or other submittals from the Design-Builder, the Owner shall take one of the following actions: .1 Determine that the documents or submittals are in conformance with the Design-Build Documents and approve them. .2 Determine that the documents or submittals are in conformance with the Design-Build Documents but request changes in the documents or submittals which shall be implemented by a Change in the Work. .3 Determine that the documents or submittals are not in conformity with the Design-Build Documents and --eject them. .4 Determine that the documents or submittals are not in conformity with the Design-Build Documents, but accept them by implementing a Change in the Work. .5 Determine that the documents or submittals are not in conformity with the Design-Build Documents, but accept them and request changes in the documents or submittals which shall be implemented by a Change in the Work. § A.2.3.3 The Design-Builder shall submit to the Owner for the Owner's approval, pursuant to Section A.2.3.1, any proposed change or deviation to previously approved documents or submittals. The Owner shall, within seven (7) calendar of its receipt of such proposed change or deviation, review each such proposed change or deviation in accordance with Section A.2.3. l and make one of the determinations described in Section A.2.3.2. § A.2.3.4 Notwithstanding the Owner's responsibility under Section A.2.3.2, the Owner's review and approval of the Design-Builder's documents or submittals shall not relieve the Design-Builder of responsibility for compliance with the Design-Build Documents unless a) the Design-Builder has notified the Owner in writing of the deviation prior to approval by the Owner or, b) the Owner has approved a Change in the Work reflecting any deviations from the requirements of the Design-Build Documents. § A.2.3.5 The Owner may visit the site to keep informed about the progress and quality of the portion of the Work completed. However, the Owner shall not be required to make exhaustive or continuous on-site inspections to check the quality or quantity of the Work. Visits 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 quantity or quality of the Work. The Owner shall neither have control over or charge of, nor be responsible for, the construction means, methods, techniques, sequences or procedures, or for the safety precautions and programs in connection with the Work, since these are solely the Design-Builder's rights and responsibilities under the Design-Build Documents, except as provided in Section A.3.3.7. § A.2.3.6 The 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, except to the extent such failure is caused in whole or in part by Owner, or approved by Owner. The Owner shall not have control over, or charge of, and will not be responsible for acts or omissions of the Design-Builder, Architect, Contractors, or their agents or employees, or any other persons or entities performing portions of the Work for the Design-Builder. § A.2.3.7 The Owner may reject Work that does not conform to the Design-Build Documents. Whenever the Owner considers it necessary or advisable, the Owner may, at its sole cost and expense, inspect or test the Work, in accordance with Section A.13.5.2 whether or not such Work is fabricated, installed or completed; provided, however, Owner gives Design-Builder at least five (5) business days written notice of Owner's intention to perform such inspection(s) or test(s). In the event Owner's test(s) or inspection(s) require Design-Builder to re-perform any properly performed Work, the Contract Sum shall be increased accordingly by Change Order. § A.2.3.8 The Owner may appoint an on-site project representative to observe the Work and to have such other responsibilities as the Owner and the Design-Builder agree to in writing. § A.2.3.9 The Owner shall conduct inspections to determine the date or dates of Substantial Completion and the date of tinal completion. § A.2.4 OWNER'S RIGHT TO STOP WORK § A.2.4.1 If the Design-Builder fails to correct Work which is not in accordance with the requirements of the Design- Build Documents as required by Section A.12.2 or persistently fails to carry out Work in accordance with the Design-Build Documents, the Owner may issue a written order to the Design-Builder to stop the Work, or any portion thereof, until the cause for such order has been eliminated; however, the right of the Owner to stop the Work shall not give rise to a duty on the part of the Owner to exercise this right for the benefit of the Design-Builder or any other person or entity, except to the extent required by Section A.6.1.3. § A.2.5 OWNER'S RIGHT TO CARRY OUT THE WORK § A.2.5.1 If the Design-Builder defaults or neglects to carry out the Work in accordance with the Design-Build Documents and fails within aseven-day period after receipt of written notice from the 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 due the Design-Builder are not sufficient to cover such amounts, the Design-Builder shall pay the difference to the Owner. ARTICLE A.3 DESIGN-BUILDER § A.3.1 GENERAL § A.3.1.1 The Design-Builder is the person or entity identified as such in the Agreement and is referred to throughout the Design-Build Documents as if singular in number. The Design-Builder may be an architect or other design professional, a construction contractor, a real estate developer or any other person or entity legally permitted to do business as adesign-builder in the location where the Project is located. The term "Design-Builder" means the Design-Builder or the Design-Builder's authorized representative. The Design-Builder's representative is authorized to act on the Design-Builder's behalf with respect to the Project. § A.3.1.2 The Design-Builder shall perform the Work in accordance with the Design-Build Documents. A 3.1.3 The Design Builder shall apply for and coordinate with the local electrical supplier to cause electrical service, either temporary or permanent, to be provided and to pay for such electrical service, during construction of the Work as a part of the Contract price. Upon Substantial Completion, Design Builder shall release ownership of the electrical service so as to make it available for transfer to the Owner's account without interruption of the service. Design Builder shall furnish Owner such information as may be necessary to establish and transfer the account and billing to the Owner. § A.3.2 DESIGN SERVICES AND RESPONSIBILITIES § A.3.2.1 When applicable law requires that services be performed by licensed professionals, the Design-Builder shall provide those services through the performance of qualified persons or entities duly licensed to practice their professions. The Owner understands and agrees that the services performed by the Design-Builder's Architect and the Design-Builder's other design professionals and consultants are undertaken and performed for the exclusive benefit of the Design-Builder. § A.3.2.2 The agreements between the Design-Builder and Architect or other design professionals identified in the Agreement, and in any subsequent Modifications, shall be in writing. These agreements, including services and financial arrangements with respect to this Project, shall be promptly and fully disclosed to the Owner upon the Owner's written request. § A.3.2.3 The Design-Builder shall be responsible to the Owner for acts and omissions of the Design-Builder's employees, Architect, Contractors, Subcontractors and their agents and employees, and other persons or entities, including the Architect and other design professionals, performing any portion of the Design-Builder's obligations under the Design-Build Documents. § A.3.2.4 The Design-Builder shall carefully study and compare the Design-Build Documents, materials and other information provided by the Owner pursuant to Section A.2.2, shall take field measurements of any existing unconcealed conditions related to the Work, shall observe any conditions at the site affecting the Work, and report promptly to the Owner any errors, inconsistencies or omissions discovered. § A.3.2.5 The Design-Builder shall provide to the Owner for Owner's written approval design documents sufficient to establish the size, quality and character of the Project; its architectural, structural, mechanical and electrical systems; and the materials and such other elements of the Project to the extent required by the Design-Build Documents. Deviations, if any, from the Design-Build Documents shall be disclosed in writing. § A.3.2.6 Upon the Owner's written approval of the design documents submitted by the Design-Builder, the Design- Builder shall prepare construction documents for review and written approval by the Owner. The construction documents shall set forth in detail the requirements for construction of the Project. The construction documents shall include drawings and specifications that establish the quality levels of materials and systems required. Deviations, if any, from the Design-Build Documents and any amendments thereto shall be disclosed in writing. Construction documents may include drawings, specifications, and other documents and electronic data setting forth in detail the requirements for construction of the Work, and shall: .1 be consistent with the approved design documents; .2 provide information for the use of those in the building trades; and .3 include documents customarily required for regulatory agency approvals. § A.3.2.7 The Design-Builder shall meet with the Owner during the Design Development and Construction Document phases to review the progress of the design and construction documents. § A.3.2.8 Upon the Owner's written approval of the construction documents, the Design-Builder, with the assistance of the Owner, shall prepare and file documents required to obtain necessary approvals of governmental authorities having jurisdiction over the Project. § A.3.2.9 The Design-Builder shall obtain from each of the Design-Builder's professionals and furnish to the Owner certifications with respect to the documents and services provided by such professionals (a) that, to the best of their knowledge, information and belief, the documents or services to which such certifications relate (i) are consistent with the Design-Build Documents, except to the extent specifically identified in such certificate, (ii) comply with applicable professional practice standards, and (iii) comply with applicable laws, ordinances, codes, rules and regulations governing the design of the Project; and (b) that the Owner and its consultants shall be entitled to rely upon the accuracy of the representations and statements contained in such certifications. § A.3.2.10 if the Owner requests the Design-Builder, the Architect or the Design-Builder's other design professionals to execute certificates other than those required by Section A.3.2.9, the proposed language of such certificates shall be submitted to the Design-Builder, or the Architect and such design professionals through the Design-Builder, for review and negotiation at least thirty (30) days prior to the requested dates of execution. Neither the Design-Builder, the Architect nor such other design professionals shall be required to execute certificates that would require knowledge, services or responsibilities beyond the scope of their respective agreements with the Owner or Design- Builder. § A.3.3 CONSTRUCTION § A.3.3.1 The Design-Builder shall perform no construction Work prior to the Owner's review and approval of the construction documents. The Design-Builder shall perform no portion of the Work for which the Design-Build Documents require the Owner's review of submittals, such as Shop Drawings, Product Data and Samples, until the Owner has approved each submittal in writing. The Owner shall approve or reject a submittal within seven (7) calendar days of the Owner's receipt of such submittal from the Design-Builder. § A.3.3.2 The construction Work shall be in accordance with approved submittals, except that the Design-Builder shall not be relieved of responsibility for deviations from requirements of the Design-Build Documents by the Owner's approval of design and construction documents or other submittals such as Shop Drawings, Product Data, Samples or other submittals unless the Design-Builder has specifically informed the Owner in writing of such deviation at the time of submittal and (1) the Owner has given written approval to the specific deviation as a minor change in the Work, or (2) a Change Order or Change Request has been issued authorizing the deviation. The Design-Builder shall not be relieved of responsibility for errors or omissions in design and construction documents or other submittals such as Shop Drawings, Product Data, Samples or other submittals by the Owner's approval thereof. § A.3.3.3 The Design-Builder shall direct specific attention, in writing or on resubmitted Shop Drawings, Product Data, Samples or similar submittals, to revisions other than those requested by the Owner on previous submittals. In the absence of such written notice, the Owner's approval of a resubmission shall not apply to such revisions. § A.3.3.4 When the Design-Build Documents require that a Contractor provide professional design services or certifications related to systems, materials or equipment, or when the Design-Builder in its discretion provides such design services or certifications through a Contractor, the Design-Builder shall cause professional design services or certifications to be provided by a properly licensed design professional, whose signature and seal shall appear on all drawings, calculations, specifications, certifications, Shop Drawings and other submittals prepared by such professional. Shop Drawings and other submittals related to the Work designed or certified by such professionals, if prepared by others, shall bear such design professional's written approval. The Owner shall be entitled to rely upon the adequacy, accuracy and completeness of the services, certifications or approvals performed by such design professionals. § A.3.3.5 The Design-Builder shall be solely responsible for and have control over all construction means, methods, techniques, sequences and procedures and for coordinating all portions of the Work under the Design-Build Documents. § A.3.3.6 The Design-Builder shall keep the Owner informed of the progress and quality of the Work. § A.3.3.7 The Design-Builder shall be responsible for the supervision and direction of the Work, using the Design- Builder's best skill and attention. If the Design-Build Documents give specific instructions concerning construction means, methods, techniques, sequences or procedures, the Design-Builder shall evaluate the jobsite safety thereof and, except as stated below, shall be fully and solely responsible for the jobsite safety of such means, methods, techniques, sequences or procedures. If the Design-Builder determines that such means, methods, techniques, sequences or procedures may not be safe, the Design-Builder shall give timely written notice to the Owner and shall not proceed with that portion of the Work without further written instructions from the Owner. If the Design-Builder is then instructed to proceed with the required means, methods, techniques, sequences or procedures without acceptance of changes proposed by the Design-Builder, the Owner shall be solely responsible for any resulting loss or damage. § A.3.3.8 The Design-Builder shall be responsible for inspection of portions of Work already performed to determine that such portions are in proper condition to receive subsequent Work. § A.3.4 LABOR AND MATERIALS § A.3.4.1 Unless otherwise provided in the Design-Build Documents, the Design-Builder shall provide or cause to be provided and shall pay for design services, labor, materials, equipment, tools, construction equipment and machinery, 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. § A.3.4.2 When a material is specified in the Design-Build Documents, the Design-Builder may make substitutions only with the written consent of the Owner and, if appropriate, in accordance with a Change Order. § A.3.4.3 The Design-Builder shall enforce strict discipline and good order among the Design-Builder's employees and other persons carrying out the Design-Build Contract. The Design-Builder shall not permit employment of unfit persons or persons not skilled in tasks assigned to them. § A.3.5 WARRANTY § A.3.5.1 The Design-Builder warrants to the Owner that materials and equipment furnished under the Design-Build Documents will be of good quality and new unless otherwise required or permitted by the Design-Build Documents, that the Work will be free from faults and defects not inherent in the quality required or permitted by law or otherwise, and that the Work will conform to the requirements of the Design-Build Documents. Work not conforming to these requirements, including substitutions not properly approved and authorized, shall be considered defective. The Design-Builder's warranty excludes remedy for damage or defect caused by abuse, modifications not executed by the Design-Builder, improper or insufficient maintenance, improper operation, or normal wear and tear and normal usage. If required by the Owner, the Design-Builder shall furnish satisfactory evidence as to the kind and quality of materials and equipment. § A.3.5.2 The Design-Builder shall issue in writing to the Owner as a condition precedent to final payment a "General Warranty" retlecting the terms and conditions of Section A.3.5.1 for all Work under the Design-Build Contract. This General Warranty shall be assignable. The Warranty shall specifically provide that all established defects in materials and workmanship about which the Owner provides written notice to Design-Builder within one (1) year of the date of Substantial Completion will be remedied at no additional cost to the Owner. The Design-Builder shall secure and furnish the Owner, as a condition precedent to tnal acceptance and prior to request for final payment, all written guaranties and warranties and maintenance agreements called for in the Specifications or that Design-Builder otherwise obtains. § A.3.5.3 Warranties shall become effective on the date of Substantial Completion approved by the parties. The warranty period shall be extended with respect to portions of Work first performed after Substantial Completion of the entire Work by the period of time between Substantial Completion and the actual performance of the Work. Warranty Work shall be warranted to be free from defects. The Design-Builder warrants that, for a period one (1) year from the date of Substantial Completion, the building shall be watertight and leak proof at every point and in every area, except where leaks can be attributed to damage to the building by external forces beyond the Design-Builder's control, and the established design limits for the building. Design-Builder shall, within seven (7) calendar days after the Design-Builder's receipt of written notification from the Owner of water penetration (provided Design-Builder receives such written notice during the one (1) year warranty period set forth in this Section A.3.5.3), investigate the source of water penetration. If Design-Builder determines that it was the cause of such water penetration, Design-Builder will take such action as it deems reasonably necessary to remedy such water penetration. To the extent not covered by the Owner insurance, Design-Builder shall also, at its own expense, repair or replace all other damaged material, finishes and furnishings, damaged as a result of such water penetration. If Design Builder determines that such water penetration cannot be attributed to Design-Builder, Design-Builder shall not be required to repair or otherwise remedy the water penetration unless Owner agrees to pay Design-Builder's reasonable costs for such work, plus fifteen percent (15%) for overhead and profit. If it is subsequently determined that such water penetration was attributable to Design- Builder, Design-Builder shall reimburse Ownerfor any amounts Owner paid to Design-Builder under this Section A.3.5.3. § A.3.6 TAXES § A.3.6.1 The Design-Builder shall pay all sales, consumer, use and similar taxes for the Work provided by Design- Builder which had been legally enacted on the date of the Design-Build Contract, whether or not yet effective or merely schedule to go into effect. It being clearly understood that this is a Separate Contract and the Owner shall provide to the Design-Builder a Tax Exemption Certificate, which will allow the material and equipment purchased for this project to be purchased without any State Taxes being owed or paid. In order to comply with the sales tax law of the State of Texas, this Agreement shall be considered a separated contract with the costs of Materials and Equipment to be $6,224,873 and the costs of Services to be $4,890,974, when combined the total contract amount is $ l 1,115,847. § A.3.7 PERMITS, FEES AND NOTICES § A.3.7.1 The Design-Builder shall secure and pay for building and other permits and governmental fees, licenses and inspections necessary for the proper execution and completion of the Work which are customarily secured after execution of the Design-Build Contract and which were legally required on the date the Owner accepted the Design- Builder's proposal. § A.3.7.2 The Design-Builder shall comply with and give notices required by laws, ordinances, rules, regulations and lawful orders of public authorities relating to the Work. § A.3.7.3 It is the Design-Builder's responsibility to ascertain that the Work is in accordance with applicable laws, ordinances, codes, rules and regulations. § A.3.7.4 If the Design-Builder performs Work contrary to applicable laws, ordinances, codes, rules and regulations, the Design-Builder shall assume responsibility for such Work and shall bear the costs attributable to correction. § A.3.8 ALLOWANCES § A.3.8.1 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 which the Design- Builder has reasonable objection. § A.3.8.2 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 Design-Builder's costs for unloading and handling at the site, labor, installation costs, overhead, profit and other expenses contemplated for stated allowance amounts shall be included in the Contract Sum but not in the allowances; and .3 whenever costs are more than or less than allowances, the Contract Sum shall be adjusted accordingly by Change Order. The amount of the Change Order shall reflect (1) the difference between actual costs and the allowances under Section A.3.8.2.1 and (2) changes in Design-Builder's costs under Section A.3.8.2.2. § A.3.8.3 Materials and equipment under an allowance shall be selected by the Owner in sufficient time to avoid delay in the Work. § A.3.9 DESIGN-BUILDER'S SCHEDULE § A.3.9.1 The Design-Builder, promptly after execution of the Design-Build Contract, shall prepare and submit for the Owner's information the Design-Builder's schedule for the Work. The schedule shall not exceed time limits and shall be in such detail as required under the Design-Build Documents, shall be revised at appropriate intervals as required by the conditions of the Work and Project, shall be related to the entire Project to the extent required by the Design-Build 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. The schedule shall indicate the proposed starting and completion dates for the various subdivisions of the Work as well as the totality of the Work. The schedule shall be submitted in a form acceptable to the Owner, which shall consist of a critical path method type schedule.. The schedule shall be subject to the review and approval of the Owner. The schedule shall be updated every thirty (30) days and submitted to Owner with Design-Builder's Applications for Payment. Each schedule shall contain a co-nparison of actual progress with the estimated progress (standard base line) for such point in time stated in the original schedule. If any schedule submitted sets forth a date for Substantial Completion for the Work or any phase of the Work beyond the scheduled date(s) of Substantial Completion established in the Notice to Proceed or the original schedule approved by Owner (as the same may be extended as provided in the Design-Build Contract), the Design-Builder shall submit to Owner for their review and approval a narrative description of the means and methods which Design- Builder intends to employ to expedite the progress of the Work (the "Recovery Plan") to ensure timely completion of the various phases of the Work as well as the totality of the Work. The Owner may direct Design-Builder to include in the Recovery Plan an increased number of personnel and labor, as well as overtime and double shifts. In such event, Design-Builder shall be entitled to an adjustment in the Contract Sum and/or the Contract Time unless the delay was caused in whole or in substantial part by Design-Builder. § A.3.9.2 The Design-Builder shall prepare and keep current a schedule of submittals required by the Design-Build Documents. § A.3.9.3 The Design-Builder shall perform the Work in general accordance with the most recent schedules submitted to the Owner. § A.3.10 DOCUMENTS AND SAMPLES AT THE SITE § A.3.10.1 The Design-Builder shall maintain at the site for the Owner one record copy of the drawings, specifications, addenda, Change Orders and other Modifications, in good order and marked currently to record field changes and selections made during construction, and one record copy of approved Shop Drawings, Product Data, Samples and similar required submittals. These shall be delivered to the Owner upon completion of the Work. § A.3.11 SHOP DRAWINGS, PRODUCT DATA AND SAMPLES § A.3.11.1 Shop Drawings are drawings, diagrams, schedules and other data specially prepared for the Work by the Design-Builder or a Contractor, Subcontractor, manufacturer, supplier or distributor to illustrate some portion of the Work. § A.3.11.2 Product Data are illustrations, standard schedules, performance charts, instructions, brochures, diagrams and other information furnished by the Design-Builder to illustrate materials or equipment for some portion of the Work. § A.3.11.3 Samples are physical examples that illustrate materials, equipment or workmanship and establish standards by which the Work will be judged. § A.3.11.4 Shop Drawings, Product Data, Samples and similar submittals are not Design-Build Documents unless approved by the Owner. The purpose of their submittal is to demonstrate for those portions of the Work for which submittals are required by the Design-Build Documents the way by which the Design-Builder proposes to conform to the Design-Build Documents. § A.3.11.5 The Design-Builder shall review for compliance with the Design-Build Documents and approve and submit to the Owner only those Shop Drawings, Product Data, Samples and similar submittals required by the Design-Build Documents with reasonable promptness and in such sequence as to cause no delay in the Work or in the activities of the Owner or of separate contractors. § A.3.11.6 By approving and submitting Shop Drawings, Product Data, Samples and similar submittals, the Design- Builder represents that the Design-Builder has determined and verified materials, field measurements and field construction criteria related thereto, or will do so, and has checked and coordinated the information contained within such submittals with the requirements of the Work and of the Design-Build Documents. § A.3.12 USE OF SITE § A.3.12.1 The Design-Builder shall confine operations at the site to areas permitted by law, ordinances, permits and the Design-Build Documents, and shall not unreasonably encumber the site with materials or equipment. § A.3.13 CUTTING AND PATCHING § A.3.13.1 The Design-Builder shall be responsible for cutting, fitting or patching required to complete the Work or to make its parts fit together properly. § A.3.13.2 The Design-Builder shall not damage or endanger a portion of the Work or fully or partially completed construction of the Owner or separate contractors by cutting, patching or otherwise altering such construction or by excavation. The Design-Builder shall not cut or otherwise alter such construction by the Owner or a separate contractor except with written consent of the Owner and of such separate contractor; such consent shall not be 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. § A.3.14 CLEANING UP § A.3.14.1 The Design-Builder shall keep the premises and surrounding area free from accumulation of waste materials or rubbish caused by operations under the Design-Build Contract. At completion of the Work, the Design- Builder shall remove from and about the Project waste materials, rubbish, the Design-Builder's tools, construction equipment, machinery and surplus materials. § A.3.14.2 If the Design-Builder fails to clean up as provided in the Design-Build Documents, the Owner may do so and the cost thereof shall be charged to the Design-Builder. § A.3.15 ACCESS TO WORK § A.3.15.1 The Design-Builder shall provide the Owner access to the Work in preparation and progress wherever located. § A.3.16 ROYALTIES, PATENTS AND COPYRIGHTS § A.3.16.1 The Design-Builder shall pay all royalties and license fees. The Design-Builder shall defend suits or claims for infringement of copyrights and patent rights and shall hold the Owner harmless from loss on account thereof, but shall not be responsible for such defense or loss when a particular design, process or product of a particular manufacturer or manufacturers is required by the Design-Build Documents or where the copyright violations are contained in drawings, specifications or other documents prepared by or furnished to the Design- Builder by the Owner. However, if the Design-Builder has actual knowledge that the required design, process or product is an infringement of a copyright or a patent, the Design-Builder shall be responsible for such loss unless such information is promptly furnished to the Owner. ARTICLE A.4 DISPUTE RESOLUTION § A.4.1 CLAIMS AND DISPUTES § A.4.1.1 Definition. A Claim is a demand or assertion by one of the parties seeking, as a matter of right, adjustment or interpretation of the Design-Build Contract terms, payment of money, extension of time or other relief with respect to the terms of the Design-Build Contract. The term "Claim" also includes other disputes and matters in question between the Owner and Design-Builder arising out of or relating to the Design-Build Contract. Claims must be initiated by written notice to the other party. The responsibility to substantiate Claims shall rest with the party making the Claim. § A.4.1.2 Continuing Performance. Pending final resolution of a Claim, except as otherwise agreed in writing or an provided in Sections, A.7.3, A.9.7.1 and Article A.14 the Design-Builder shall proceed diligently with performance of the Design-Build Contract and the Owner shall continue to make payments in accordance with the Design-Build Documents §A.4.1.3 Claims for Concealed or Unknown Conditions. If conditions are encountered at the site which are (1) subsurface or otherwise concealed physical conditions which differ materially from those indicated in the Design- Build Documents or (2) unknown physical conditions of an unusual nature which differ materially from those ordinarily found to exist and generally recognized as inherent in construction activities of the character provided for in the Design-Build Documents, then the observing party shall give notice to the other party promptly before conditions are disturbed and in no event later than thirty (30) days after first observance of the conditions. The Owner shall promptly investigate such conditions and, if they differ materially and cause an increase or decrease in the Design-Builder's cost of, or time required for, performance of any part of the Work, shall negotiate with the Design-Builder an equitable adjustment in the Contract Sum or Contract Time, or both. If the Owner determines that the conditions at the site are not materially different from those indicated in the Design-Build Documents and that no change in the terms of the Design-Build Contract is justified, the Owner shall so notify the Design-Builder in writing, stating the reasons. Claims by the Design-Builder in opposition to such determination must be made within ninety (90) days after the Owner has given notice of the decision. If the conditions encountered are materially different, the Contract Sum and Contract Time shall be equitably adjusted. § A.4.1.4 Claims for Additional Cost. If the Design-Builder wishes to make a Claim for an increase in the Contract Sum, written notice as provided herein shall be given before proceeding to execute the Work. Prior notice is not required for Claims relating to an emergency endangering life or property arising under Section A.10.6. § A.4.1.5 Claims for Additional Time -. §A.4.1.5.1 If the Design-Builder wishes 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 the time and its effect on the progress of the Work. In the case of a continuing delay, only one Claim is necessary. § A.4.1.5.2 [f adverse weather conditions are the basis for a Claim for additional time, such Claim shall be documented by data substantiating that weather conditions were abnormal for the period of time, could not have been reasonably anticipated and had an adverse effect on the scheduled construction. Within seven (7) calendar days of its receipt of such data from Design-Builder, Owner shall approve or disapprove Design-Builder's Claim and execute a Change Order adjusting the Contract Time accordingly. § A.4.1.6 Injury or Damage to Person or Property. If either party to the Design-Build Contract suffers injury or damage to person or property because of an act or omission of the other party, or of others for whose acts such party is legally responsible, written notice of such injury or damage, whether or not insured, shall be given to the other party within a reasonable time not exceeding thirty (30) days after discovery. The notice shall provide sufficient detail to enable the other party to investigate the matter. § A.4.1.7 [f 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 Request so that application of such unit prices to quantities of Work proposed will cause substantial inequity to the Owner or Design-Builder, the applicable unit prices shall be equitably adjusted. § A.4.1.8 Claims for Consequential Damages. The Contractor and Owner waive Claims against each other for consequential damages arising out of or relating to this Contract. This mutual waiver includes: .1 damages incurred by the Owner for rental expenses, for losses of use, income, profit, financing, business and reputation, and for loss of management or employee productivity or of the services of such persons; and .2 damages incurred by the Design-Builder for principal office expenses including the compensation of personnel stationed there, for losses of financing, business and reputation, and for loss of profit except anticipated profit arising directly from the Work. This mutual waiver is applicable, without limitation, to all consequential damages due to either party's termination in accordance with A.14. Nothing in this Section 4.1.6 shall be deemed to preclude an award of liquidated direct damages, when applicable, in accordance with the requirements of the Design-Documents. § A.4.1.9 If a Claim relates to or is the subject of a mechanic's lien, the party asserting such Claim may proceed in accordance with applicable law to comply with the lien notice or filing deadlines prior to resolution of the Claim. § A.4.2 RESOLUTION OF CLAIMS AND DISPUTES § A.4.2.1 In the event either party sends written notice of a Claim to the other, the parties shall meet within thirty (30) days of the date the receiving party received the Claim and attempt to resolve the claim. Attempted resolution of the Claim in accordance with this Section A.4.2.1 is a condition precedent to mediation of any Claim arising prior to the date final payment is due, unless thirty (30) days have passed after the receiving party received the Claim and either party was unable or unwilling to meet. Any resolution of the Claim at this or any other stage shall be reduced to writing. § A.4.3 MEDIATION § A.4.3.1 Any Claim arising out of or related to the Design-Build Contract, except those waived as provided for in Sections A.4.1.10, A.9.10.4 and A.9.10.5, shall, after the parties have met to discuss the Claim in accordance with Section 4.2.1, but in no event later than thirty (30) calendar days after the Claim was received by the receiving party, be subject to mediation as a condition precedent to litigation. § A.4.4 If the enactment or revision of codes, laws or regulations or official interpretations which govern the Project cause an increase or decrease of the Design-Builder's cost of, or time required for, performance of the Work, the Design-Builder shall be entitled to an equitable adjustment in Contract Sum or Contract Time. If the Owner and Design-Builder cannot agree upon an adjustment in the Contract Sum or Contract Time, the Design-Builder shall submit a Claim pursuant to Section A.4.1. ARTICLE A.5 AWARD OF CONTRACTS § A.5.1 Unless otherwise stated in the Design-Build Documents or the bidding or proposal requirements, the Design- Builder, as soon as practicable after award of the Design-Build Contract, shall furnish in writing to the Owner the names of additional persons or entities not originally included in the Design-Builder's proposal or in substitution of a person or entity (including those who are to furnish design services or materials or equipment fabricated to a special design) proposed for each principal portion of the Work. The Owner will promptly reply to the Design- Builder in writing stating whether or not the Owner has reasonable objection to any such proposed additional person or entity. Failure of the Owner to reply within fourteen (14) days of Owner's receipt of Design-Builder's list of names shall constitute notice of no reasonable objection. § A.5.2 The Design-Builder shall not contract with a proposed person or entity to whom which 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 objection. § A.5.3 if the Owner has reasonable objection to a person or entity proposed by the Design-Builder, the Design- Builder shall propose another to whom the Owner has no reasonable objection. [f the proposed but rejected person or entity was reasonably capable of performing the Work, the Contract Sum and Contract Time shall be increased or decreased by the difference, if any, occasioned by such change, and an appropriate Change Order shall be issued before commencement of the substitute person's or entity's Work. However, no increase in the Contract Sum or Contract Time shall be allowed for such change unless the Design-Builder has acted promptly and responsively in submitting names as required. Design-Builder shall have acted promptly and responsively if Design-Builder submitted the name(s) of such additional person(s) or entity(ies) to Owner within fourteen (14) calendar days of the date Design-Builder receives Owner's objection. § A.5.4 The Design-Builder shall not change a person or entity previously selected if the Owner makes reasonable objection to such substitute. § A.5.5 CONTINGENT ASSIGNMENT OF CONTRACTS § A.5.5.1 Each agreement for a portion of the Work is assigned by the Design-Builder to the Owner provided that: .1 assignment is effective only after termination of the Design-Build Contract by the Owner for cause pursuant to Section A.14.2 and only for those agreements which the Owner accepts by notifying the contractor in writing; and .2 assignment is subject to the prior rights of the surety, if any, obligated under bond relating to the Design-Build Contract. § A.5.5.2 Upon such assignment, if the Work has been suspended for more than 30 days, the Contractor's compensation shall be equitably adjusted for increases in cost resulting from the suspension. ARTICLE A.6 CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS § A.6.1 OWNER'S RIGHT TO PERFORM CONSTRUCTION AND TO AWARD SEPARATE CONTRACTS § A.6.1.1 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. The Design-Builder shall cooperate with the Owner and separate contractors whose work might interfere with the Design-Builder's Work. If the Design-Builder claims that delay or additional cost is involved because of such action by the Owner, the Design-Builder shall make such Claim as provided in Section A.4.1. § A.6.1.2 The term "separate contractor" shall mean any contractor retained by the Owner pursuant to Section A.6.1.1. § A.6.1.3 The Owner shall provide for coordination of the activities of the Owner's own forces and of each separate contractor with the work of the Design-Builder, who shall cooperate with them. The Design-Builder shall participate with other separate contractors and the Owner in reviewing their construction schedules when directed to do so. The Design-Builder shall make any revisions to the 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. § A.6.2 MUTUAL RESPONSIBILITY § A.6.2.1 The Design-Builder shall afford the Owner and separate contractors reasonable opportunity for introduetJOn 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. § A.6.2.2 If part of the Design-Builder's Work depends for proper execution or results upon design, construction or operations by the Owner or a separate contractor, the Design-Builder shall, prior to proceeding with that portion of the Work, promptly report to the Owner apparent discrepancies or defects in such other construction that would render it unsuitable for such proper execution and results. Failure of the Design-Builder so to report shall constitute an 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. § A.6.2.3 The Owner shall be reimbursed by the Design-Builder for costs incurred by the Owner which are payable to a separate contractor because of delays, improperly timed activities or detective construction of the Design- Builder. The Owner shall be responsible to the Design-Builder for costs incurred by the Design-Builder because of delays, improperly timed activities, damage to the Work or detective construction of a separate contractor. § A.6.2.4 The Design-Builder shall promptly remedy damage wrongfully caused by the Design-Builder to completed or partially completed construction or to property of the Owner or separate contractors. § A.6.2.5 Should Design-Builder cause damage to the work or property of any separate contractor and/or in the event of any other claim, dispute or matter in question between Design-Builder and any separate contractor, Design- Builder shall promptly attempt to settle with such separate contractor by agreement, or otherwise attempt to resolve the dispute. § A.6.3 OWNER'S RIGHT TO CLEAN UP § A.6.3.1 [f a dispute arises among the Design-Builder, separate contractors and the Owner as to the responsibility under their respective contracts for maintaining the premises and surrounding area free from waste materials and rubbish, the Owner may clean up and the Owner shall allocate the cost among those responsible. ARTICLE A.7 CHANGES IN THE WORK § A.7.1 GENERAL § A.7.1.1 Changes in the Work may be accomplished atter execution of the Design-Build Contract, and without invalidating the Design-Build Contract, by Change Order or Change Request, subject to the limitations stated in this Article A.7 and elsewhere in the Design-Build Documents. § A.7.1.2 A Change Order shall be based upon agreement between the Owner and Design-Builder. A Change Request may be issued by the Owner with or without agreement by the Design-Builder, subject to the terms and conditions expressed herein. § A.7.1.3 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 Request. § A.7.2 CHANGE ORDERS § A.7.2.1 A Change Order is a written instrument signed by the Owner and Design-Builder stating their agreement upon all of the following for the item covered in that Change Order: .1 a change in the Work; .2 the amount of the adjustment, if any, in the Contract Sum; and .3 the extent of the adjustment, if any, in the Contract Time. § A.7.2.2 If the Owner requests a proposal for a change in the Work from the Design-Builder and subsequently elects not to proceed with the change, a Change Order shall be issued to reimburse the Design-Builder for any costs incurred for estimating services, design services or preparation of proposed revisions to the Design-Build Documents. § A.7.2.3 Methods used in determining adjustments to the Contract Sum may include those listed in Section A.7.3.3 § A.7.3 CHANGE REQUESTS § A7.3.1 A Change Request is a written request signed by the Owner requesting a change~:•in the Work prior to agreement on adjustment, if any, in the Contract Sum or Contract Time, or both. The Owner may by Change Request, without invalidating the Design-Build Contract, request changes in the Work within the general scope of the Design-Build Documents consisting of additions, deletions or other revisions, the Contract Sum and Contract Time being adjusted accordingly. § A.7.3.2 A Change Request shall be used in the absence of total agreement on the terms of a Change Order for any changes valued under $10,000 § A.7.3.3 If the Change Request provides for an adjustment to the Contract Sum, the adjustment shall be based on one of the following methods: .1 mutual acceptance of a lump sum properly itemized and supported by sufficient substantiating data to permit evaluation; .2 unit prices stated in the Design-Build Documents or subsequently agreed upon, or equitably adjusted as provided in Section A.4.19; .3 cost to be determined in a manner agreed upon by the parties and a mutually acceptable fixed or percentage fee; or .4 as otherwise agreed in writing. § A.7.3.4 Upon receipt of a Change Request, the Design-Builder may temporarily 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 Request for determining the proposed adjustment in the Contract Sum or Contract Time. § A.7.3.5 A Change Request signed by the Design-Builder indicates the agreement of the Design-Builder therewith, including adjustment in Contract Sum and Contract Time or the method for determining them for the item covered in that Change Request. Such agreement shall be effective immediately and shall be recorded as a Change Order. § A.7.3.6 [f the Design-Builder disagrees with the method for adjustment in the Contract Sum, the method and the adjustment shall be initially determined and Design-Builder paid on the basis of reasonable expenditures and savings of those performing the Work attributable to the change, including, in case of an increase in the Contract Sum, a reasonable allowance for overhead and profit of five percent (5%). In such case, and also under Section A.7.3.3.3, the Design-Builder shall keep and present, in such form as the Owner may reasonably prescribe, an itemized accounting together with appropriate supporting data. Unless otherwise provided in the Design-Build Documents, costs for the purposes of this Section A.7.3.6 shall be limited to the following: .1 additional costs of professional services; .2 costs of labor, including social security, old age and unemployment insurance, fringe benefits required by agreement or custom, and workers' compensation insurance; .3 costs of materials, supplies and equipment, including cost of transportation, whether incorporated or consumed; .4 rental costs of machinery and equipment, exclusive of hand tools, whether rented from the Design- Builder or others; .5 costs of premiums for all bonds and insurance, permit fees, and sales, use or similar taxes to Work; and .6 additional costs of supervision and field office personnel directly attributable to the change. § A.7.3.7 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 shall be actual net cost. When both additions and credits covering related Work or substitutions are involved in a change, the allowance for overhead and profit shall be figured on the basis of net increase, if any, with respect to that change. § A.7.3.8 Pending final determination of the total cost of a Change Request to the Owner, amounts not in dispute for such changes in the Work shall be included in Applications for Payment accompanied by a Change Order indicating the parties' agreement with part or all of such costs. For any portion of such cost that remains in dispute, the parties shall make an interim determination for purposes of monthly payment for those costs in accordance with § A.7.3.6. That determination of cost shall adjust the Contract Sum on the same basis as a Change Order, subject to the right of the either party to disagree and assert a Claim in accordance with Article A.4. § A.7.3.9 When the Owner and Design-Builder reach agreement concerning the adjustments in the Contract Sum and r... Contract Time, or otherwise reach agreement upon the adjustments, such agreement shall be effective immediately and shall be recorded by preparation and execution of an appropriate Change Order. § A.7.4 MINOR CHANGES IN THE WORK § A.7.4.1 The Owner shall have authority to order minor changes in the Work that the Design-Builder agrees do not require an adjustment in the Contract Sum or extension of the Contract Time and are not inconsistent with the intent of the Design-Build Documents. Such changes shall be effected by written order and shall be binding on the Owner and Design-Builder. If the Design Builder agrees that such changes do not require adjustment in the Contract Sum or extension of the Contract Time, the Design-Builder shall carry out such written orders promptly. ARTICLE A.8 TIME § A.8.1 DEFINITIONS § A.8.1.1 Unless otherwise provided, the Contract Time is the period of time, including authorized adjustments, allotted in the Design-Build Documents for Substantial Completion of the Work. § A.8.1.2 The date of commencement of the Work shall be the date stated in the Agreement unless provision is made for the date to be fixed in a notice to proceed issued by the Owner. § A.8.1.3 The date of Substantial Completion is the date determined by the Owner in accordance with Section A.9.8. § A.8.1.4 The teen "day" as used in the Design-Build Documents shall mean calendar day unless otherwise specifically defined. § A.8.2 PROGRESS AND COMPLETION § A.8.2.1 Time limits stated in the Design-Build Documents are of the essence of the Design-Build Contract. By executing the Design-Build Contract, the Design-Builder confirms that the Contract Time is a reasonable period for performing the Work. § A.8.2.2 The Design-Builder shall not, except by agreement or instruction of the Owner in writing, prematurely commence construction operations on the site or elsewhere prior to the effective date of insurance required by Article A.l I to be furnished by the Design-Builder and Owner. The date of commencement of the Work shall not be changed by the effective date of such insurance. Unless the date of commencement is established by the Design- Build Documents or a notice to proceed given by the Owner, the Design-Builder shall notify the Owner in writing not less than five days or other agreed period before commencing the Work to permit the timely filing of mortgages, mechanic's liens and other security interests. § A.8.2.3 The Design-Builder shall proceed expeditiously with adequate forces and shall achieve Substantial Completion within the Contract Time. § A.8.3 DELAYS AND EXTENSIONS OF TIME § A.8.3.1 If the Design-Builder is delayed at any time in the commencement or progress of the Work by an act or neglect of the Owner or of a separate contractor employed by the Owner, or by changes ordered in the Work, or by occurrences beyond the control of Design-Builder and without the fault or negligence of Design-Builder, based upon the standard of care at the place of the project. including labor disputes, fire, unusual delay in deliveries not reasonably anticipated, unavoidable casualties or other causes beyond the Design-Builder's control, or by delay authorized by the Owner pending resolution of disputes pursuant to the Design-Build Documents, or by other causes which justify delay, then the Contract Time shall be extended by Change Order for the length of delay actually and directly caused by such occurrence. Design-Builder shall in the event of any occurrence likely to cause delay, cooperate in good faith with Owner to minimize and mitigate the impact of any such occurrence and do all things reasonable under the circumstances to achieve this goal. Notwithstanding anything herein to the contrary, extension of time provided for the completion of the Work shall be Design-Builder's sole remedy for delay, unless the same shall have been caused by acts constituting intentional interference by Owner with Design-Builder's performance of the Work and where to the extent that such acts of Owner continue after Design-Builder's notice to Owner of such interference. § A.8.3.2 Claims relating to time shall be made in accordance with applicable provisions of Section A.4.1.7. § A.8.3.3 This Section A.8.3 does not preclude recovery of damages for delay by either party under other provisions of the Design-Build Documents. ARTICLE A.9 PAYMENTS AND COMPLETION § A.9.1 CONTRACT SUM § A.9.1.1 The Contract Sum is stated in the Design-Build Documents and, including authorized adjustments, is the total amount payable by the Owner to the Design-Builder for performance of the Work under the Design-Build Documents. § A.9.2 SCHEDULE OF VALUES § A.9.2.1 Before the first Application for Payment, where the Contract Sum is based upon a Stipulated Sum, the Design-Builder shall submit to the Owner an initial schedule of values allocated to various portions of the Work which in the aggregate equals the total Contract Sum, prepared in such form and supported by such data to substantiate its accuracy as the Owner may reasonably require. This schedule, unless objected to by the Owner, shall be used as a basis for reviewing the Design-Builder's Applications for Payment. The schedule of values may be updated periodically to reflect changes in the allocation of the Contract Sum. § A.9.3 APPLICATIONS FOR PAYMENT § A.9.3.1 At least ten days before the date established for each progress payment, the Design-Builder shall submit to the Owner an itemized Application for Payment for operations completed in accordance with tl~e current schedule of values. Such application shall be notarized, if required, and supported by such data substantiating the Design- Builder's right to payment as the Owner may require, such as copies of requisitions from Contractors and material suppliers, and reflecting retainage if provided for in the Design-Build Documents: Any allowances included in an Application for Payment shall be separately itemized with supporting data attached. The Application for Payments shall accompanied by Design-Builder conditional "down date" waiver and release of liens and claims. § A.9.3.1.1 As provided in Section A.7.3.8, such applications may include requests for payment on account of Changes in the Work which have been properly authorized by Change Requests but are not yet included in Change Orders. § A.9.3.1.2 Such applications may not include requests for payment for portions of the Work for which the Design- Builder does not intend to pay to a Contractor or material supplier or other parties providing services for the Design- Builder, unless such Work has been performed by others whom the Design-Builder intends to pay. § A.9.3.2 Unless otherwise provided in the Design-Build Documents, payments shall be made on account of materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work. If approved in advance by the Owner, payment may similarly be made for materials and equipment suitably stored off the site at a location agreed upon in writing. Payment for materials and equipment stored on or off the site shall be conditioned upon compliance by the Design-Builder with procedures satisfactory to the Owner to establish the Owner's title to such materials and equipment or otherwise protect the 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. § A.9.3.3 The Design-Builder agrees that title to all Work covered by an Application for Payment will pass to the Owner no later than the time of payment. The Design-Builder further agrees 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, Contractors, Subcontractors, material suppliers, or other persons or entities making a claim by reason of having provided labor, materials and equipment relating to the Work. § A.9.3.4 Any materials and equipment stored off-site shall be stored in a bonded warehouse or other storage facility approved by Owner with the stored materials tagged or otherwise identified as relating to this Project and segregated from other materials. The Owner's written approval shall be obtained before Design-Builder stores materials or equipment in an off-site facility. Owner's approval shall not be unreasonably withheld. § A.9.4 ACKNOWLEDGEMENT OF APPLICATION FOR PAYMENT § A.9.4.1 The Owner shall, within seven (7) days after receipt of the Design-Builder's Application for Payment, issue to the Design-Builder a written acknowledgement of receipt of the Design-Builder's Application for Payment indicating the amount the Owner has determined to be properly due and, if applicable, the specifiic reasons for withholding payment in whole or in part. § A.9.5 DECISIONS TO WITHHOLD PAYMENT § A.9.5.1 The Owner may withhold a 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 Application for Payment or that the quality of Work is not in accordance with the Design-Build Documents. The Owner may also withhold a payment or, because of subsequently discovered evidence, may nullify the whole or a part of an Application for Payment previously issued to such extent as may be necessary to protect the Owner from loss for which the Design-Builder is responsible, including loss resulting from acts and omissions, because of the following: .1 defective Work not remedied; .2 third-party claims filed unless security acceptable to the Owner is provided by the Design-Builder; .3 failure of the Design-Builder to make payments properly to Contractors or for design services labor, materials or equipment; .4 reasonable evidence from athird-party expert and provide in writing to Design-Builder confirming that the Work cannot be completed for the unpaid balance of the Contract Sum; .5 damage to the Owner or a separate contractor caused solely by Design-Builder not covered by insurance; .6 reasonable evidence from athird-party expert and provide in writing that the Work will not be completed within the Contract Time and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; or .7 persistent failure to carry out the Work in accordance with the Design-Build Documents. § A.9.5.2 The Owner shall pay Design-Builder any amount withheld from an Application for Payment within three (3) calendar days after the removal or correction of the reason(s) identified in Owner's written acknowledgment of receipt as the basis for Owner's decision to withhold payment. § A.9.6 PROGRESS PAYMENTS § A.9.6.1 After the Owner has issued a written acknowledgement of receipt of the Design-Builder's Application for Payment, the Owner shall make payment of the amount, in the manner and within the time provided in the Design- Build Documents. § A.9.6.2 The Design-Builder shall promptly pay the Architect, each design professional and other consultants retained directly by the Design-Builder, upon receipt of payment from the Owner, out of the amount paid to the Design-Builder on account of each such party's respective portion of the Work, the amount to which each such party is entitled pursuant to the teens and conditions of any agreement or contract between said parties. § A.9.6.3 The Design-Builder shall promptly pay each Contractor, upon receipt of payment from the Owner, out of the amount paid to the Design-Builder on account of such Contractor's portion of the Work, the amount to which said Contractor is entitled pursuant to the terms and conditions of any agreement or contract between said parties, reflecting percentages actually retained from payments to the Design-Builder on account of the Contractor's portion of the Work. The Design-Builder shall, by appropriate agreement with each Contractor, require each Contractor to make payments to Subcontractors in a similar manner. § A.9.6.4 The Owner shall have no obligation to pay or to see to the payment of money to a Contractor except as may otherwise be required by law. § A.9.6.5 Payment to material suppliers shall be treated in a manner similar to that provided in Sections A.9.6.3 and A.9.6.4. § A.9.6.6 A progress payment, or partial or entire use or occupancy of the Project by the Owner, shall not constitute acceptance of Work not in accordance with the Design-Build Documents. § A.9.6.7 Unless the Design-Builder provides the Owner with a payment bond in the full penal sum of the Contract Sum, payments received by the Design-Builder for Work properly performed by Contractors and suppliers shall be held by the Design-Builder for those Contractors or suppliers who performed Work or furnished materials, or both, under contract with the Design-Builder for which payment was made by the Owner. Nothing contained herein shall require money to be placed in a separate account and not be commingled with money of the Design-Builder, nor create any fiduciary liability or tort liability on the part of the Design-Builder for breach of trust, nor entitle any person or entity to an award of punitive damages against the Design-Builder for breach of the requirements of this provision. § A.9.7 FAILURE OF PAYMENT § A.9.7.1 If for reasons other than those enumerated in Section A.9.5.1, the Owner does not issue a payment within the time period required by Section 5.1.3 of the Agreement, then the Design-Builder may, following seven (7) days' written notice to the Owner, stop the Work until payment of the amount owing has been received. The Contract Time shall be extended appropriately and the Contract Sum shall be increased by the amount of the Design- Builder's reasonable costs of shutdown, delay and start-up, plus interest as provided for in the Design-Build Documents. § A.9.8 SUBSTANTIAL COMPLETION § A.9.8.1 Substantial Completion is the stage in the progress 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 use the Work or a portion thereof for its intended use. The Work will not be considered suitable for Substantial Completion review until (i) all Project systems included in the Work are operational as designed and scheduled, and (ii) all designated, or required govermnental inspections and certifications have been made and posted. § A.9.8.2 When the Design-Builder considers that the Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete, the Design-Builder shall prepare and submit to the Owner a comprehensive list of items to be completed or corrected prior to final payment. Failure to include an item on such list does not alter the responsibility of the Design-Builder to complete all Work in accordance with the Design-Build Documents. § A.9.8.3 Upon receipt of the Design-Builder's list, the Owner shall make an inspection to determine whether the Work or designated portion thereof is substantially complete. If the Owner's inspection discloses any item, whether or not included on the Design-Builder's list, which is not substantially complete, the Design-Builder shall complete or correct such item. In such case, the Design-Builder shall then submit a request for another inspection by the Owner to determine whether the Design-Builder's Work is substantially complete. § A.9.8.4 When the Work or designated portion thereof is substantially complete, the Design-Builder shall prepare for the Owner's signature an Acknowledgement of Substantial Completion which, when signed by the Owner, shall establish (1) the date of Substantial Completion of the Work, (2) responsibilities between the Owner and Design- Builder for security, maintenance, heat, utilities, damage to the Work and insurance, and (3) the time within which the Design-Builder shall finish all items on the list accompanying the Acknowledgement. When the Owner's inspection discloses that the Work or a designated portion thereof is substantially complete, the Owner shall sign the Acknowledgement of Substantial Completion. Warranties required by the Design-Build Documents shall commence on the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the Acknowledgement of Substantial Completion. § A.9.8.5 Upon execution of the Acknowledgement of Substantial Completion and consent of surety, if any, the Owner shall make payment of retainage applying to such Work or designated portion thereof. Such payment shall be adjusted for Work that is incomplete or not in accordance with the requirements of the Design-Build Documents. § A.9.9 PARTIAL OCCUPANCY OR USE § A.9.9.1 The Owner may occupy or use any completed or partially completed portion of the Work at any stage when such portion is designated by separate agreement with the Design-Builder, provided such occupancy or use is consented to by the insurer, if so required by the insurer, and authorized by public authorities having jurisdiction over the Work. 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 completion or 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 A.9.8.2. Consent of the Design-Builder to partial occupancy or use shall not be unreasonably withheld. The stage of the progress of the Work shall be determined by written agreement between the Owner and Design-Builder. § A.9.9.2 Immediately prior to such partial occupancy or use, the Owner and Design-Builder shall jointly inspect the area to be occupied or portion of the Work to be used to determine and record the condition of the Work. § A.9.9.3 Unless otherwise agreed upon, partial occupancy or use of a portion or portions of the Work shall not constitute acceptance of Work not complying with the requirements of the Design-Build Documents. § A.9.10 FINAL COMPLETION AND FINAL PAYMENT § A.9.10.1 Upon receipt of written notice that the Work is ready for final inspection and acceptance and upon receipt of a final Application for Payment, the Owner shall reasonably promptly make such inspection and, when the Owner finds the Work acceptable under the Design-Build Documents and fully performed, the Owner shall, subject to Section A.9.10.2, reasonably promptly make final payment to the Design-Builder. § A.9.10.2 Neither final payment nor any remaining retained percentage will become due until the Design-Builder submits to the Owner (1) an affidavit that payrolls, bills for materials and equipment, and other indebtedness connected with the Work for which the Owner or the Owner's property might be responsible or encumbered (less amounts withheld by Owner) have been paid or will be 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 and will not be cancelled or allowed to expire until at least 30 days' prior written notice has been given to the Owner, (3) a written statement that the Design-Builder knows of no substantial reason that the insurance will not be renewable to cover the period required by the Design-Build Documents, and (4) if required by the Owner, conditional releases and waivers of liens, claims, security interests or encumbrances arising out of the Design-Build Contract. If a Contractor refuses to furnish a conditional release or waiver required by this Section A.9.10.2, the Design-Builder shall furnish a bond satisfactory to the Owner to indemnify the Owner against such lien or claim or lien. If such lien remains unsatisfied after payments are made, the Design-Builder shall refund to the Owner all money that the Owner may be liable to pay in connection with the discharge of such lien, including all costs and reasonable attorneys' fees. Design-Builder will provide Owner with final, unconditional waivers and releases of liens and claims for itself and its Contractors and suppliers within fourteen (14) days of Design-Builder's receipt of final payment from Owner. § A.9.10.3 If, after the Owner determines that the Design-Builder's Work or designated portion thereof is substantially completed, final completion thereof is materially delayed through no fault of the Design-Builder or by issuance of a Change Order or a Change Request affecting final completion, the Owner shall, upon application by the Design-Builder, make payment of the balance due for that portion of the Work fully completed and accepted. if the remaining balance for Work not fully completed or corrected is less than retainage stipulated in the Design-Build Documents, and if bonds have been furnished, the written consent of surety to payment of the balance due for that portion of the Work fully completed and accepted shall be submitted by the Design-Builder. Such payment shall be made under terms and conditions governing final payment, except that it shall not constitute a waiver of claims. ARTICLE A.10 PROTECTION OF PERSONS AND PROPERTY § A.10.1 SAFETY PRECAUTIONS AND PROGRAMS § A.10.1.1 The Design-Builder shall be responsible for initiating and maintaining all safety precautions and programs in connection with the performance of the Design-Build Contract. § A.10.2 SAFETY OF PERSONS AND PROPERTY § A.10.2.1 The Design-Builder shall take reasonable precautions for safety of, and shall provide reasonable protection to prevent damage, injury or loss to: .1 employees on the Work and other persons who may be affected thereby; .2 the Work and materials and equipment to be incorporated therein, whether in storage on or off the site or under the care, custody or control of the Design-Builder or the Design-Builder's Contractors or Subcontractors; and .3 other property at the site or adjacent thereto, such as trees, shrubs, lawns, walks, pavements, roadways, structures and utilities not designated for removal, relocation or replacement in the course of construction. § A.10.2.2 The Design-Builder shall give notices and comply with applicable laws, ordinances, rules, regulations and lawful orders of public authorities bearing on safety of persons or property or their protection from damage, injury or loss. § A.10.2.3 The Design-Builder shall erect and maintain, as required by existing conditions and performance of the Design-Build Documents, reasonable safeguards for safety and protection, including posting danger signs and other warnings against hazards, promulgating safety regulations and notifying owners and users of adjacent sites and utilities. § A.10.2.4 When use or storage of explosives or other hazardous materials or equipment or unusual methods are necessary for execution of the Work, the Design-Builder shall exercise utmost care and carry on such activities under supervision of properly qualified personnel. § A.10.2.5 The Design-Builder shall promptly remedy damage and. loss (other than damage or loss insured under property insurance required by the Design-Build Documents) to property referred to in Sections A.10.2.1.2 and A.10.2.1.3 caused in whole or in part by the Design-Builder, the Architect, a Contractor, a Subcontractor, or anyone directly or indirectly employed by any of them or by anyone for whose acts they may be liable and for which the Design-Builder is responsible under Sections A.10.2.1.2 and A.10.2.1.3, except damage or loss attributable to acts or omissions of the Owner or anyone directly or indirectly employed by the Owner, or by anyone for whose acts the Owner may be liable. The foregoing obligations of the Design-Builder are in addition to the Design-Builder's obligations under Section A.3.17. § A.10.2.6 The Design-Builder shall designate in writing to the Owner a responsible individual whose duty shall be the prevention of accidents. § A.10.2.7 The Design-Builder shall not load or permit any part of the construction or site to be loaded so as to endanger its safety. § A.10.3 HAZARDOUS MATERIALS § A.10.3.1 If reasonable precautions will be inadequate to prevent foreseeable bodily injury or death to persons resulting from a material or substance, including but not limited to asbestos or polychlorinated biphenyl (PCB), encountered on the site by the Design-Builder, the Design-Builder shall, upon recognizing the condition, immediately stop Work in the affected area and report the condition to the Owner. § A.10.3.2 The Owner shall obtain the services of a licensed laboratory to verify the presence or absence of the material or substance reported by the Design-Builder and, in the event such material or substance is found to be present, to verify that it has been rendered harmless. Unless otherwise required by the Design-Build Documents, the Owner shall furnish in writing to the Design-Builder the names and qualifications 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. When the material or substance has been rendered harmless, work in the affected area shall resume upon written agreement of the Owner and Design-Builder. The Contract Time shall be extended appropriately, and the Contract Sum shall be increased in the amount of the Design-Builder's reasonable additional costs of shutdown, delay and start-up which adjustments shall be accomplished as provided in Article A.7. § A.10.3.3 To the fullest extent permitted by law, the Owner shall indemnify and hold harmless the Design-Builder, Contractors, Subcontractors, Architect, Architect's consultants and the agents and employees of any of them from and against Claims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from performance of the Work in the affected area if in fiact the material or substance exists on site as of the date of the Agreement, is not disclosed in the Design-Build Documents and presents the risk of bodily injury or death as described in Section A.10.3.1 and has not been rendered harmless, provided that such Claim, damage, loss or expense is attributable to bodily injury, sickness, disease or death or to injury to or destruction of tangible property (other than the Work itself) to the extent that such damage, loss or expense is not due to the negligence of the Design-Builder, Contractors, Subcontractors, Architect, Architect's consultants and the agents and employees of any of them. § A.10.4 The Owner shall not be responsible under Section A.10.3 for materials and substances brought to the site by the Design-Builder unless such materials or substances were required by the Design-Build Documents. § A.10.5 If, without negligence on the part of the Design-Builder, the Design-Builder is held liable for the cost of remediation of a hazardous material or substance solely by reason of performing Work as required by the Design- Build Documents, the Owner shall indemnify the Design-Builder for all cost and expense thereby incurred. § A.10.5 EMERGENCIES § A.10.5.1 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. Additional compensation or extension of time claimed by the Design-Builder on account of an emergency shall be determined in accordance with Article A.4 and Article A.7. ARTICLE A.11 INSURANCE, BONDS AND INDEMNIFICATION § A.11.1 Except as may otherwise be set forth imahe Agreement or elsewhere in the Design-Build Documents, the Owner and Design-Builder shall purchase and maintain the following types of insurance with limits of liability and deductible amounts and subject to such terms and conditions, as set forth in this Article A. 11. § A.11.2 DESIGN-BUILDER'S LIABILITY INSURANCE § A.11.2.1 The Design-Builder shall , at its sole expense, purchase from and maintain in effect at all times during the Work in a company or companies lawfully authorized to do business in the jurisdiction in which the Project is located such insurance with limits not less than those set forth in the Schedule of Insurance Coverages as will protect the Design-Builder from claims set forth below that may arise out of or result from the Design-Builder's operations under the Design-Build Contract and for which the Design-Builder may be legally liable, whether such operations be by the Design-Builder, by a Contractor or by anyone directly or indirectly employed by any of them, or by anyone for whose acts any of them may be liable: .1 claims under workers' compensation, disability benefit and other similar employee benefit acts which are applicable to the Work to be performed; .2 claims for damages because of bodily injury, occupational sickness or disease, or death of the Design- Builder's employees; .3 claims for damages because of bodily injury, sickness or disease, or death of any person other than the Design-Builder's employees; .4 claims for damages insured by usual personal injury liability coverage; .5 claims for damages, other than to the Work itself, because of injury to or destruction of tangible property, including loss of use resulting therefrom; .6 claims for damages because of bodily injury, death of a person or property damage arising out of ownership, maintenance or use of a motor vehicle; .7 claims for bodily injury or property damage arising out of completed operations; and .8 claims involving contractual liability insurance applicable to the Design-Builder's obligations under Section A3.17. None of the requirements contained herein as to types, limits or Owner's approval of insurance coverage to be maintained by Design-Builder is intended to and shall not in any manner limit, qualify the liabilities and obligations assumed by Design-Builder under the Agreement or otherwise provided by law. Coverages, whether written on an occurrence or claims-made basis, shall be maintained without interruption from date of commencement of the Work until date of final payment and termination of any coverage required to be maintained after final payment. Certain insurance coverages for Contractor and Subcontractors may, at Design Builder's option, be provided through a Controlled Insurance Program ("CIP"). If Design Builder is providing Workers Compensation Insurance through its CIP, Design Builder shall have the right to apply the amounts paid by Owner plus the amounts included in its subcontractors' prices for such insurance, and retain those amounts to pay the cost of the Controlled Insurance Program. In the event of any failure by Design-Builder to comply with the provisions of this Section 1 I, Owner may, without in any way compromising or waiving any right or remedy at law or in equity, on notice to Design-Builder, purchase such insurance at Design-Builder's expense, provided that Owner shall have no obligation to do so and if Owner shall do so, Design-Builder shall not be relieved of or excused from the obligation to obtain and maintain such insurance amounts and coverages. § A.11.2.2 SCHEDULE OF INSURANCE COVERAGES. §A.11.2.2.1 The required coverages, minimum amounts and limits for Design-Builder's insurance for the Work pursuant to the Design-Build Contract are detailed below: §A.11.2.2.2 Workers Compensation. Workers' Compensation Statutory Limits Employer's Liability $500,000 Each Accident • $500,000 Disease -Each Employee • $1,000,000 Disease -Policy Limit This policy shall include the mutual Waiver of Subrogation set forth in Section l 1.2.4.6. §A.11.2.2.3 Commercial General Liability. Bodily Injury • $1,000,000 Per Occurrence (Bodily Property Damage Injury & Property Damage). (Occurrence Basis) • $1,000,000 General Aggregate Per Project • $1,000,000 Completed Operations Aggregate This policy shall be on a form acceptable to Owner, be endorsed to include the Owner as an additional insured, contain cross-liability and severability of interest endorsements, include a mutual Waiver of Subrogation, state that insurance is primary insurance as regards any other insurance carried by the Owner, and shall include the following coverages: 1 Premises/Operations .2 Independent Contractors; .3 Completed Operations for a period of two (2) years following Substantial Completion of Contractor's Work; .4 Broad Fonn Contractual Liability specifically in support of, but not limited to, the Indemnity sections Of sections of the Contract; .5 Broad Form Property Damage; .6 Delete Exclusions relative to Collapse, Explosion and Underground Property Damage Hazards. §A.11.2.2.4 Comprehensive Automobile Liability .l Bodily Injury $ 1,000,000 per person • $1,000,000 per occurrence; .2 Property Damage • $ 1,000,000 per occurrence, or equivalent; This Policy shall be on a standard form written to cover all owned, and non-owned automobiles. The policy shall be endorsed to include the Owner as an additional insured, contain cross-liability and severability of interest endorsements, include a mutual Waiver of Subrogation, and state that this insurance is primary insurance and non-contributing as regards any other insurance carried by the Owner. Bodily Injury/ • $1,000,000 per occurrence Property Damage • $5,000,000 aggregate (Occurrence Basis) §A.11.2.2.5 Umbrella 1 Excess Insurance. This policy shall be written on an umbrella excess basis above the coverages described in 11.2.2.2, 11.2.2. and 1 1.2.2.4 above and shall include the Owner as an additional insured, containing cross liability and severability of interest endorsements, include a mutual Waiver of Subrogation and state that this insurance is primary insurance and non-contributing as regards any other insurance carried by the Owner. §A.11.2.2.6 Design-Builder's Equipment Policy. Any such insurance policy covering equipment against loss by physical damage shall include an endorsement waiving the insurer's right of subrogation. Such insurance shall be Contractor's and Subcontractors' sole and complete means of recovery for any such loss. Should any Contractors or Subcontractors choose to self-insure this risk, it is expressly agreed that the Contractor and Subcontractors hereby waive any claim for damage or loss to said equipment in favor of the Owner. § A.11.2.3 Certificates of insurance acceptable to the Owner shall be tiled with the Owner prior to commencement of the Work. These certificates and the insurance policies required by this Section A.l 1.2 shall contain apr-ovision that coverages afforded under the policies will not be canceled or allowed to expire until at least 30 days' prior written notice has been given to the Owner. If any of the foregoing insurance coverages are required to remain in force after final payment and are reasonably available, an additional certificate evidencing continuation of such coverage shall be submitted with the final Application for Payment as required by Section A.9.10.2. Information concerning reduction of coverage on account of revised limits or claims paid under the General Aggregate, or both, shall be furnished by the Design-Builder with reasonable promptness in accordance with the Design-Builder's information and belief. § A.11.2.4 PROPERTY INSURANCE § A.11.2.4.1 Design-Builder shall maintain, at its sole expense, completed value form builder's risk property insurance upon the entire Work for 100% of the full replacement cost value thereof (100% includes additional costs of architectural and engineering services in the event of a loss). This policy shall become effective upon the commencement of the foundation form stage of vertical construction, and shall remain in force until the date of Substantial Completion. The policy shall not provided for coverage for flat work (i.e. pavement) and/or utility construction. This policy shall include the interests of the Owner in the Work as an Additional Insured, as its interest may appear, and shall be on an "All Risk" basis for physical loss or damage including, without limitation, fire, flood, earthquake, subsidence, collapse, windstorm, falsework, testing and startup hail, theft, vandalism, malicious mischief, temporary buildings and debris removal, including demolition occasioned by enforcement of any applicable legal requirements and shall include coverage for portions of the Work while stored off site (sub-limit of $2,000,000) or in transit (sub-limit of $1,000,000). This policy shall provide, by endorsement or otherwise, that the Design-Builder shall be solely responsible for the payment of all premiums under the policy, and that Owner shall have no obligation for the payment thereof, notwithstanding that Owner is an Additional Insured under the policy. Any insured loss or claim of loss shall be adjusted by Design-Builder and any settlement payments shall be made payable to Design-Builder as trustee for the insureds, as their interest may appear, subject the requirements of any applicable mortgage clause. Upon occurrence of any insured loss or claim of loss, monies received will be held by Design-Builder who shall make distribution in accordance with an agreement to be reached in such event between Owner and Design-Builder. If the parties are unable to agree between themselves on the settlement of the loss, such dispute shall be submitted to a court of competent jw•isdiction to determine ownership of the disputed amounts but the Work of the Project shall nevertheless progress during any such period of dispute without prejudice to the rights of any party to the dispute. The builder's risk policy described herein shall include a mutual Waiver of Subrogation. The Design-Builder shall be responsible for any loss within the deductible of the policy. The builder's risk policy shall cover reasonable compensation for Design-Builder's services and expenses required as a result of an insured loss. This property insurance shall cover portions of the Work stored off the site and also portions of the Work in transit. § A.11.2.4.2 Partial occupancy or use in accordance with Section A.9.9 shall not commence until the insurance _company or companies providing property insurance have consented to such partial occupancy or use, by endorsement or otherwise. The Owner and the Design-Builder shall take reasonable steps to obtain consent of the insurance company or companies and shall, without mutual written consent, take no action with respect to partial occupancy or use that would cause cancellation, lapse or reduction of insurance. § A.11.2.4.3 Boiler and Machinery Insurance. The Owner shall purchase and maintain boiler and machinery insurance required by the Design-Build Documents or by law, which shall specifically cover such insured objects during installation and until final acceptance by the Owner; this insurance shall include interests of the Owner, Owner and Design-Builder shall be named insureds. § A.11.2.4.4 Loss of Use Insurance. The Owner may, at the Owner's option, purchase and maintain such insurance as will insure the Owner against loss of use of the Owner's property due to fire or other hazards, however caused. The Owner waives all rights of action against the Design-Builder for loss of use of the Owner's property, including consequential losses due to fire or other hazards however caused. § A.11.2.4.5 If the Owner requests in writing that insurance for risks other than those described herein or other special causes of loss be included in the property insurance policy, the Design-Builder shall, if possible, include such insurance, and the cost thereof shall be charged to the Owner by appropriate Change Order. § A.11.2.4.6 If during the Project construction period the Owner insures properties, real or personal or both, at or adjacent to the site by property insurance under policies separate from those insuring the Project, or if after final payment property insurance is to be provided on the co-npleted Project through a policy or policies other than those insuring the Project during the construction period, the Owner shall waive all rights in accordance with the terms of Section 11.2.4.6 for damages caused by fire or other causes of loss covered by this separate property insurance. All separate policies shall provide this waiver of subrogation by endorsement or otherwise. § A.11.2.4.7 Before an exposure to loss may occur, the Design-Builder shall file with Owner a copy of each policy that includes insurance coverages required by this Article. Each policy shall contain all generally applicable conditions, definitions, exclusions and endorsements related to this Project. Each policy shall contain a provision that the policy will not be canceled or allowed to expire and that its limits will not be reduced until at least 30 days' prior written notice has been given to the Design-Builder. § A.11.2.4.8 Waivers of Subrogation. The Owner and Design-Builder waive all rights against each other and any of their consultants, separate contractors described in Section A.6.1; if any, Contractors, Subcontractors, agents and employees, each of the other, and any of their contractors, subcontractors, agents and employees, for damages caused by fire or other causes of loss to the extent covered by property insurance obtained pursuant to this Section A.l L4 or other property insurance applicable to the Work, except such rights as they have to proceeds of such insurance held by the Owner as fiduciary. The Owner or Design-Builder, as appropriate, shall require of the separate contractors described in Section A.6.1, if any, and the Contractors, Subcontractors, agents and employees of any of them, by appropriate written agreements, similar waivers each in favor of other parties enumerated herein. The policies shall provide such waivers of subrogation by endorsement or otherwise. A waiver of subrogation shall be effective as to a person or entity even though that person or entity would otherwise have a duty of indemnification, contractual or otherwise, even though the person or entity did not pay the insurance premium directly or indirectly, and whether or not the person or entity had an insurable interest in the property damaged. § A.11.2.4.9 A loss insured under Design-Builder's property insurance shall be adjusted by Design-Builder and made payable to the Design-Builder for the insureds, as their interests may appear, subject to requirements of any applicable mortgagee clause and of Section A.l 1.4.10. The Design-Builder shall pay Contractors theirjust shares of insurance proceeds received by the Design-Builder, and, by appropriate agreements, written where legally required for validity, shall require Contractors to make payments to their Subcontractors in similar manner. § A.11.2.4.10 If after such loss no other special agreement is made and unless the Owner terminates the Design-Build Contract for convenience, replacement of damaged property shall be performed by the Design-Builder after notification of a Change in the Work in accordance with Article A.7. § A.11.2.4.11 The Owner shall have power to adjust and settle a loss with insurers of policies procured by Owner § A.11.3 PERFORMANCE BOND AND PAYMENT BOND § A.11.3.1 Design-Builder shall obtain a Performance Bond and Labor. and Material Payment Bond in the amount of 100% of the Contract Sum in the case of Design-Builder, and 100% of the applicable contract amount for each designated Contractor. Design-Builder shall deliver the executed originals and two executed copies of each of its required bonds to Owner not later than the date of execution of the Design-Build Contract. The bonds shall in all respects conform to the requirement of the law of the state of Texas, and shall (1) name as obligees: the Owner (2) be in a form of satisfactory to Owner and be issued by a surety satisfactory to Owner and licensed to do business in the state in which the Project is located, (3) be in an amount equal to 100% of the Contract Sum, and (4) be automatically increased in the amount of any additive Change Order and Change Requests signed by Owner upon thirty (30) days's notice to the issuing surety. Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of obligations arising under the Design-Build Contract, the Design-Builder shall promptly furnish a copy of the bonds or shall permit a copy to be made. .§ A.11.4. INDEMNIFICATION § A.11.4.1 To the fullest extent covered by any insurance policy maintained by Design-Builder pursuant to this Design-Build Contract, the Design-Builder shall indemnify and hold harmless the Owner, Owner's consultants, and agents and employees of any of them from and against claims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from performance of the Work, provided that such claim, damage, loss or expense is attributable to bodily injury, sickness, disease or death or to injury to or destruction of tangible property other than the Work itself, but only to the extent caused by the negligent acts or omissions of the Design-Builder, Architect, a Contractor, a Subcontractor, anyone directly or indirectly employed by them or anyone for whose acts they may be liable, regardless of whether or not such claim, damage, loss or expense is caused in part by a party indemnified hereunder. Such obligation shall not be construed to negate, abridge or reduce other rights or obligations of indemnity that would otherwise exist as to a party or person described in this Section A.l 1.4.1. § A.11.4.2 The indemnification obligation under Section A.l 1.4.1 is limited to that covereage available to Design- Builder under the insurance policies maintained by Design-Builder pursuant to this Design-Build Contract. ARTICLE A.12 UNCOVERING AND CORRECTION OF WORK § A.12.1 UNCOVERING OF WORK § A.12.1.1 if a portion of the Work is covered contrary to requirements specifically expressed in the Design-Build Documents, it must be uncovered for the Owner's examination and be replaced at the Design-Builder's expense without change in the Contract Time. § A.12.1.2 If a portion of the Work has been covered which the Owner has not specifically requested to examine prior to its being covered, the Owner may request to see such Work and it shall be uncovered by the Design-Builder. If such Work is in accordance with the Design-Build Documents, costs of uncovering and replacement shall, by appropriate Change Order, be at the Owner's expense. If such Work is not in accordance with the Design-Build Docwnents, correction shall be at the Design-Builder's expense unless the condition was caused by the Owner or a separate contractor, in which event the Owner shall be responsible for payment of such costs. § A.12.2 CORRECTION OF WORK § A.12.2.1 BEFORE OR AFTER SUBSTANTIAL COMPLETION. § A.12.2.1.1 The Design-Builder shall promptly correct Work rejected by the Owner or failing to conform to the requirements 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 Work, including additional testing, shall be at the Design-Builder's expense. § A.12.2.2 AFTER SUBSTANTIAL COMPLETION § A.12.2.2.1 In addition to the Design-Builder's obligations under Section A.3.5, if, within one (1) year after the date of Substantial Completion or after the date for commencement of warranties established under Section A.9.8.4 or by terms of an applicable special warranty required by the Design-Build Documents, any of the Work is found to be not in accordance with the requirements of the Design-Build Documents, the Design-Builder shall correct it promptly after receipt of written notice from the Owner to do so unless the Owner has previously given the Design-Builder a written acceptance of such condition. The Owner shall give such notice promptly after discovery of the condition. If the Owner fails to notify the Design-Builder before the end of the one (1) year wan-anty period and give the Design- Builder an opportunity to make the correction, the Owner waives its right to require correction by the Design- Builder and to make a claim for breach of warranty. If the Design-Builder fails to correct non-conforming Work within a reasonable time during that period after receipt of notice from the Owner, the Owner may correct it in accordance with Section A.2.5. Where a manufacturer's or third party warranty has been provided to Owner, Owner agrees that Design-Builder will have no further liability with respect to the subject of the manufacturer's or third party warranty after the one year period referenced above and Owner agrees to look solely to such manufacturer or third party for any warranty claim with respect to such items and hereby specifically releases Design-Builder of and from any such warranty claims. § A.12.2.2.2 The one-year period for correction of Work shall be extended with respect to portions of Work first performed after Substantial Completion by the period of time between Substantial Completion and the actual performance of the Work. § A.12.2.2.3 The one-year period for correction of Work shall not be extended by corrective Work performed by the Design-Builder pursuant to this Section A.12.2. § A.12.2.3 The Design-Builder shall remove from the site portions of the Work which are not in accordance with the requirements of the Design-Build Documents and are neither corrected by the Design-Builder nor accepted by the Owner. § A.12.2.4 The Design-Builder shall bear the cost of correcting destroyed or damaged construction, whether completed or partially completed, of the Owner or separate contractors caused by the Design-Builder's correction or removal of Work which is not in accordance with the requirements of the Design-Build Documents. § A.12.2.5 Nothing contained in this Section A.12.2 shall be construed to establish a period of limitation with respect to other obligations the Design-Builder might have under the Design-Build Documents. Establishment of the one- year period for- correction of Work as described in Section A.12.2.2 relates only to the specific obligation of the Design-Builder to correct the Work, and has no relationship to the time within which the obligation to comply with the Design-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. The corrective remedies set forth in this Paragraph 12.2 are not exclusive and shall not deprive the Owner of any action, right or remedy otherwise available of it for breach of any of the provisions of Design-Build Documents. § A.12.3 ACCEPTANCE OF NONCONFORMING WORK § A.12.3.1 If the Owner prefers to accept Work not in accordance with the requirements of the Design-Build Documents, the Owner may do so in writing instead of requiring its removal and correction, in which case the Contract Sum will be equitably adjusted by Change Order. Such adjustment shall be effected whether or not final payment has been made. ARTICLE A.13 MISCELLANEOUS PROVISIONS § A.13.1 GOVERNING LAW § A.13.1.1 The Design-Build Contract shall be governed by the law of the State of Texas. § A.13.2 SUCCESSORS AND ASSIGNS § A,13.2.1 The Owner and Design-Builder respectively bind themselves, their partners, successors, assigns and legal representatives to the other party hereto and to partners, successors, assigns and legal representatives of such other party in respect to covenants, agreements and obligations contained in the Design-Build Documents. Except as provided in Section A.13.2.2, neither party to the Design-Build Contract shall assign the Design-Build Contract as a whole without written consent of the other. If either party attempts to make such an assignment without such consent, that party shall nevertheless remain legally responsible for all obligations under the Design-Build Contract. § A.13.2.2 The Owner may, without consent of the Design-Builder, assign the Design-Build Contract to an institutional lender providing construction financing for the Project. In such event, the lender shall assume the Owner's rights and obligations under the Design-Build Documents. The Design-Builder shall execute all consents reasonably required to facilitate such assignment. § A.13.3 WRITTEN NOTICE § A.13.3.1 Written notice shall be deemed to have been duly served if delivered in person to the individual or a member of the firm or entity or to an officer of the corporation for which it was intended, or if sent by registered or certified mail, facsimile, email, and/or hand delivery to the last business address known to the party giving notice. § A.13.4 RIGHTS AND REMEDIES § A.13.4.1 Duties and obligations imposed by the Design-Build Documents and rights and remedies available :~-::._ thereunder shall be in addition to and not a limitation of duties, obligations, rights and remedies otherwise imposed or available by law. § A.13.4.2 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 Design-Build Documents, 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. § A.13.5 TESTS AND INSPECTIONS § A.13.5.1 Tests, inspections and approvals of portions of the Work required by the Design-Build Documents or by laws, ordinances, rules, regulations or orders of public authorities having jurisdiction shall be made at an appropriate time. Unless otherwise provided, the Design-Builder shall make arrangements for such tests, inspections and approvals with an independent testing laboratory or entity acceptable to the Owner or with the appropriate public authority, and shall bear all related costs of tests, inspections and approvals. The Design-Builder shall give timely notice of when and where tests and inspections are to be made so that the Owner may be present for such procedures. The conduct of any inspection or test and the receipt of any approval shall not operate to relieve the Design-Builder from its obligations under the Contract Documents unless specifically so stated by Owner in writing. § A.13.5.2 If the Owner or public authorities having jurisdiction determine that portions of the Work require additional testing, inspection or approval not included under Section A.13.5.1, the Owner shall in writing 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 A.13.5.3, shall be at the Owner's expense. § A.13.5.3 If such procedures for testing, inspection or approval under Sections A.13.5.1 and A.13.5.2 reveal failure of the portions of the Work to comply with requirements established by the Design-Build Documents, all costs made necessary by such failure, including those of repeated procedures, shall be at the Design-Builder's expense. § A.13.5.4 Required certificates 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. § A.13.5.5 If the Owner is to observe tests, inspections or approvals required by the Design-Build Documents, the Owner will do so promptly and, where practicable, at the normal place of testing. § A.13.5.6 Tests or inspections conducted pursuant to the Design-Build Documents shall be made promptly to avoid unreasonable delay in the Work. § A.13.6 The Design-Build Contract contains the entire agreement between Design-Builder and Owner, and no prior oral statements or prior written matter not specifically incorporated in the Design-Build Documents shall be of any force or effect. The Design-Build Contract may not be modified except by written document executed by both parties. § A.13.7 If any provision of the Design-Build Contract is held to be illegal, invalid or unenforceable under present or future laws, such provision shall be fully severable, and the Design-Build Contract shall be construed and enforced as if such illegal, invalid or unenforceable provision is not a part thereof, and the remaining provisions of the Design-Build Contract shall remain in full force and effect. § A.13.8 The parties acknowledge that each party and, if it so chooses, its counsel have reviewed and revised the Design-Build Contract and that the normal rule of construction to the effect that any ambiguities are to be resolved, against the drafting party shall not be employed in the interpretation of the Design-Build Contract or any amendments or exhibits thereto. § A.13.9 All section headings in the Design-Build Contract are for convenience of reference only, are not part of the Design-Build Contract, and no construction or interference shall be derived therefrom. Wherever required by the context, any gender shall include the other gender, the singular shall include the plural, and the plural shall include the singular. Each defined term herein may be used in this singular or plural form whether or not so defined. ARTICLE A.14 TERMINATION OR SUSPENSION OF THE DESIGNIBUILD CONTRACT § A.14.1 _ TERMINATION BY THE DESIGN•BUILDER ' § A.14.1.1 The Design-Builder may terminate the Design-Build Contract if the Work is stopped for a period of 30 consecutive days through no act or fault of the Design-Builder or a Contractor, Subcontractor or their agents or employees or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder, for any of the following reasons: .1 issuance of an order of a court or other public authority having jurisdiction which requires all Work to be stopped; .2 an act of government, such as a declaration of national emergency which requires all Work to be stopped; .3 the Owner has failed to make payment to the Design-Builder in accordance with the 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 A.2.2.8. § A.14.1.2 The Design-Builder may terminate the Design-Build Contract if, through no act or fault of the Design- Builder or a Contractor, Subcontractor or their agents or employees or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder, repeated suspensions, delays or interruptions of the entire Work by the Owner, as described in Section A.14.3, constitute in the aggregate more than 100 percent of the total number of days scheduled for completion, or 120 days in any 365-day period, whichever is less. § A.14.1.3 If one of the reasons described in Sections A.14.1.1 or A.14.1.2 exists, the Design-Builder may, if the Owner fails to cure the issue following seven (7) days' written notice to the Owner, terminate the Design-Build Contract and recover from the Owner payment for Work executed and for proven loss with respect to materials, equipment, tools, and construction equipment and machinery, including reasonable overhead, profit and damages. § A.14.1.4 If the Work is stopped for a period of 60 consecutive days through no act or fault of the Design-Builder or a Contractor or their agents or employees or any other persons performing portions of the Work under a direct or indirect contract with the Design-Builder because the Owner has persistently 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 Design-Build Contract and recover from the Owner as provided in Section A.14.13. § A.14.2 TERMINATION BY THE OWNER FOR CAUSE § A.14.2.1 The Owner may terminate the Design-Build Contract if the Design-Builder: .1 persistently or repeatedly refuses or fails to supply enough properly skilled workers or proper materials; .2 fails to make payment to Contractors for services, materials or labor in accordance with the respective agreements between the Design-Builder and the Architect and Contractors; .3 disregards laws, ordinances or rules, regulations or orders of a public authority having jurisdiction; or .4 otherwise is guilty of a material breach of a provision of the Design-Build Documents. § A.14.2.2 When any of the above reasons exist, the Owner may without prejudice to any other rights or remedies of the Owner and if the Design-Builder fails to cure the issues following seven (7) days' written notice to Design- Builder, terminate employment of the Design-Builder and may, .1 take possession of the site and of all materials, equipment, tools, and construction equipment and machinery thereon owned by the Design-Builder; .2 accept assignment of contracts pursuant to Section A.5.5.1; and .3 finish the Work by whatever reasonable method the Owner may deem expedient. Upon request of the Design-Builder, the Owner shall furnish to Design-Builder a detailed accounting of the costs incurred by the Owner in finishing the Work. § A.14.2.3 When the Owner terminates the Design-Build Contract for one of the reasons stated in Section A.14.2.1, the Design-Builder shall not be entitled to receive further payment until the Work is finished. § A.14.2.4 If the unpaid balance of the Contract Swn exceeds costs of fiinishing 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. § A.14.2.5 It is recognized that (1) if an order for relief is entered on behalf of Design-Builder pursuant to Title 1 1 of the United States Code, (2) if any other similar order is entered under any other debtor relief laws, (3) if Design- Builder makes a general assignment for the benefit of its creditors, (4) if a receiver is appointed for the benefit of Design-Builder's creditors, or (5) if a receiver is appointed on account of Design-Builder's insolvency, any such event could impair or frustrate Design-Builder's performance of the Contract. Accordingly, it is agreed that upon the occurrence of any such event, Owner shall be entitled to request of Design-Builder or its successor in interest adequate assurance of future performance in accordance with the terms and conditions of the Agreement. Failure to comply with such request within fourteen (14) days of delivery of the request shall entitle Owner to terminate the Contract and to the accompanying rights set forth above in Subparagraphs 14.2.1 through 14.2.4 hereof. In all events pending receipt of adequate assurance of performance and actual performance in accordance therewith, Owner shall be entitled to proceed with the Work with its own forces or with other contractors on a time and material or other appropriate basis, the cost of which will be backcharged against the Contract Sum. § A.14.3 SUSPENSION BY THE OWNER FOR CONVENIENCE § A.14.3.1 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. § A.14.3.2 The Contract Sum and Contract Time shall be adjusted for increases in the cost and time caused by suspension, delay or interruption as described in Section A.14.3.1. Adjustment of the Contract Sum shall include prott. No adjustment shall be made to the extent: .1 that performance is, was or would have been so suspended, delayed or interrupted by another cause for which the Design-Builder is responsible; or .2 that an equitable adjustment is made or denied under another provision of the Design-Build Contract. § A.14.4 TERMINATION BY THE OWNER FOR CONVENIENCE § A.14.4.1 The Owner may, at any time, terminate the Design-Build Contract for the Owner's convenience and without cause. § A.14.4.2 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 tl~e 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 contracts and purchase orders and enter into no further contracts and purchase orders. § A.14.4.3 In the event of termination for the Owner's convenience prior to commencement of construction, the Design-Builder shall be entitled to receive payment for design services performed, costs incurred by reason of such termination and reasonable overhead and profit on design services not completed. In case of termination for the Owner's convenience after commencement of construction, the Design-Builder shall be entitled to receive payment for Work executed and costs incurred by reason of such termination, along with reasonable overhead and profit on the Work not executed. Exhibit B AIA Document I41-2004 Standard From of Agreement Between Owner and Design Builder RFP-SECTION 6 University Of Houston Clear Lake Pearland Campus And Conference Center Building RFP No. 0408-27 Page 9 of 3 SECTION 6 PRICING AND PROJECT DELIVERY SCHEDULE Proposal of: Hale-Mills Construction Ltd. (Company Name) To: City of Pearland Ref: University Of Houston Clear Lake Pearland Campus And Conference Center Building Pearland, TX RFP No. 0408-27 Having carefully examined all of the requirements of this RFP and any attachments thereto, the undersigned proposes to furnish Design-Build services as required by the terms stated herein. 6.1 Pricing Schedule Include all fees and costs of the Design-Build Firm associated with this project. A schedule of values will be submitted to the Owner for approval. Approved schedule of values will be used to substantiate requests for partial payment of the Stipulated Fixed Price (SFP) Amount. SFP FOR DESIGN-BUILD SERVICES BASE BID (FROM SECTION 8) SFP FOR DESIGN-BUILD SERVICES OPTION 1 (FROM SECTION 8) SFP FOR DESIGN-BUILD SERVICES OPTION 2 (FROM SECTION 8) 6.2 Contractor's percent markup for Owner initiated changes including overhead and profit $11 115,847 00 see attached cost reduction items dated August 18, 2008 see attached letter dated 9-17-08 regarding extension of proposal validity costs $ not accepted $ not accepted 5% Plus Design Costs - TBD 6.3 Design Development and Preliminary Construction Schedule (Include milestones for 35% preliminary design, 65% and 100°/o final design documents) *SEE ATTACHED SCHEDULE RFP-SECTION 6 University Of Houston Clear Lake Pearland Campus And Conference Center Building RFP No. 0408-27 Page 10 of 3 6.4 Addenda Acknowledgement Receipt is hereby acknowledged of the following addenda to this RFP by entering yes or no in space provided and indicating date received. (initial if applicable) No. 1 Yes Date 06 05 08 Submitted By: No. 2 Yes Date 06 11 08 Hale-Mills Construction Ltd. (Company Name) No.3 Date (Authorized Signature) No.4 Date ~ Dave Palmer President of DAP Mana ement LLC It's General Partner (Printed Name/Title) June 25, 2008 (Date) STATE OF TEXAS VIN No: N A OR FEI No: 74-1682592 If Sole Owner: SS No: N A If a Corporation: State of Incorporation: N A Charter No: N A 2900 Weslavan Street Suite 375 (Street Address) 2900 Weslavan Street Suite 375 (Mailing Address) Houston Texas 77027 (City, State, Zip Code) 713-665-1100 (Telephone Number) 713-665-4944 (Facsimile Number) to RFP-SECTION 6 University Of Houston Clear Lake Pearland Campus And Conference Center Building RFP No. 0408-27 Page 1 l of 3 6.5 The proposer agrees that this Proposal will not be withdrawn for a period of sixty (60) days from the date of receipt of this offer by the Owner. 6.6 The Design-Build Contractor further agrees to pay, as Liquidated Damages, the sum of One Thousand Five Hundred dollars ($1,500.00) per calendar day for failure to complete the work within the contracted time in accordance the Construction General Conditions and as established in the Contract. (Contract time shall be 540 days after Notice to Proceed plus approval time for design and submittals by Owner). 6.7 Failure to complete all portions of this Proposal form may cause the entire Proposal to be rejected. Proposer: Hale-Mills Construction Ltd. Name(s) and Social Security Number(s) of (Legal Firm Name) individual(s), proprietor(s), partner(s) share holder(s), or owner(s) with an ownership interest of at least 25% of the business entity executing this Proposal. Federal Tax I.D. No. 74-1682592 Name: Dave Or SSN: 454-82-9786* State of Texas VIN No. N A Name: Phil Packer Bye pave pa~v~.ei- SSN: 466-74-8082* (Signature) Name: Kendall Phinney Dave- Palmer (Print or Type Name) SSN: 452-94-6475* Title: President of DAP Management LLC Its General Partner Address: 2900 Weslayan Street Suite 375 Houston Texas 77027 Phone No.: 713-665-1100 Fax No.: 713-665-4944 * The attached Clarifications to Fixed Price Proposal dated 6-26-08 shall apply. *"Use or disclosure of this specifically marked data is subject to the restrictions regarding confidentiality cited on the cover sheet of this Proposal." C~~NC;uTF14JCTfON, LTO. CLARIFICATIONS TO FIXED PRICE PROPOSAL r~oie~t ~ University of Houston -Pearland Campus 6-26-08 1 `i'.',~~-rarEi3~ ~ocrt,~jtrr-tir~ri, ~Tl?, teseru~s fine r~d}lg, ~o r~~r~tt~ ~~ .'Ce t-t tl7ad~;11€~ll)+<Gt:tutJ$~I~iE t::(`)i~~zciC:` ~t t1~"~:r. (~?trEj;'.`;. 2 Pricing does not indude any removal or treatment of possible hazardous materials found on site. 3 To confirm site development requirements, we have induded raising the construction area to the minimum Base Fiood Elevation (BFE) of 43.8. The building shall also be constructed on a "plinth" or soil 3` above the BFE. 4 Even though the geotechnical report recommends a flexible (asphalt) paving for the parting and drives, we have induded concrete paving as required by the .design requirements. 5 All work and design of infrastructure is limited to the disturbed areas for construction. No work is included for any areas within the wood area boundary designated to remain with the exception of the detention pond adjacent to the property, 6 To confirm items not in our scope of work, tele/data cabling and audio visual equipment and infrastructure ~ Ir will be procured by separate contract and Is not included in our pridng. ~- 7 Impact fees, assessment costs, firaffic impact and/or capital recovery expenses are not included. ~, I6 8 All building and utility permits, meters and tap fees are not included, assumed waived by the City of Pearland. ~ 9 No offsite infrastructure upgrades, improvements or modifications are included in our pricing. I 10 We have allow the cost of a tree survey and have included a contract allowance of $10,000 ~ for tree mitigation. 11 Subdivision platting shall be provided by the City of Pearland. ~ i 12 Storm water detention and flood plan mitigation requirements will be served by construction of a detention pond on the adjacent propert we t f y s o the existing drainage channel outside the property line. Detention and mitigation capacity will be limited to only the disturbed const ti h ruc t on areas and not e whole property site for this initial construction phase. The decorative pond adjacent to the building as recommended in Addendum No. 1 does not have the sufficient size ca a i W I ~ ~ p c ty. e assume aty permission for off-site useage of adjacent property other than required by the zone and location of the site. 13 Construction and engineering design does not indude or compensate for Hurricane impact rating. ~ ~ 14 FF&E items such as furnishing, appliances and modular office equipment is not included. However, we have included some item that may be considered FF&E such as projection scr + eens and TV brackets. 15 Ask per recommendations from Huitt-Zollars, we have included pricing for minimal security work that will included less than a dozen cameras and alarmed doors. Pricing includes CCTV A system by Pelco and DMP intrusion system. Hirsch Access System with card readers on exterior doors is also included. ~ 16 Within our landscape pricing, we have included the City of Pearland landscape requirements along the frontage of Pearland Parkway adjacent to th m e construction of the meandering city sidewalk. 74 a~ H k RFP-SECTION 8 University Of Houston Clear Lake Pearland Campus And Conference Center Building RFP No. 0408-27 Page 1 of 6 STIPULATED FIXED PRICE (SFP) PROPOSAL We hereby submit to The City of Pearland, pursuant to the provisions of the terms and conditions of the Request for Proposal, and based on the latest proposal documents developed for this project, the following SFP construction price proposal: 1. Anot-to-exceed amount for the cost of the Base Bid Work exclusive of general conditions and contingency (Attach separate detailed cost breakdown by project element, phase, stage, schedule of value, or other category requested) is: Nine million eight hundred eighty-eight thousand six hundred sevent -three (~ 9, 888, 673.00 (In words) ) (In Numerals) 2. Anot-to-exceed amount for the cost of Base Bid General Conditions exclusive of contingencies (Attach separate detailed cost breakdown by project element, phase, stage, schedule of value, or other category requested) is: Seven Hundred Five Thousand One Hundred Ninety-Two ($ 705, 192.00 (In words) (In Numerals) 3. Anot-to-exceed amount for Base Bid Contingency which is available for the Design-Build Contractor's use for costs incurred in performing the work that are not included in a specific project cost line item and could not be reasonably anticipated as a cost associated with this project and would result in a Change Order under the Contract Documents. Such cost includes trade buy-out differentials, Owner requested overtime and/or acceleration. This contingency is not available to Owner for changes in scope or other items which would enable the Design-Build Contractor to otherwise increase the SFP under the Contract Documents. Any unused contingency amount will be deducted from the SFP by Change Order. The Design-Build Contractor shall provide Owner with notice of all anticipated charges against the Contingency. A Contingency Amount must be included. The Contingency amount is: Five hundred twenty-one thousand nine hundred eighty-two 521, 982.00 ($ (In words ) (In Numerals) 4. TOTAL OF ITEMS 1 THROUGH 3 This amount is the total Base Bid Stipulated Fixed Price (SFP) which the Design-Build Contractor hereby guarantees to the Owner. All attached breakdowns shall total this SFP amount Eleven million one hundred fifteen thousand eight hundred forty-seven (In words) (~ 11, 115, 847.00 (In Numerals) The attached clarifications to Fixed Price Proposal shall apply. 66 RFP-SECTION 8 University Of Houston Clear Lake Pearland Campus And Conference Center Building RFP No. 0408-27 Page 2 of 6 5. CONSTRUCTION TIME: The undersigned agrees to complete all Base Bid Project Work within the following number of calendar days from the Notice to Proceed: Five hundred forty (In words) 6. Anot-to-exceed amount for the cost of the Option 1 Work exclusive of general conditions and contingency (Attach separate detailed cost breakdown by project element, phase, stage, schedule of value, or other category requested) is: Not accepted (In words) ($ Not accepted (In Numerals) 7. Anot-to-exceed amount for the cost of Option 1 General Conditions exclusive of contingencies (Attach separate detailed cost breakdown by project element, phase, stage, schedule of value, or other category requested) is: Not accepted (In words) (~ Not accepted (In Numerals) 8. Anot-to-exceed amount for Option 1 Contingency which is available for the Design-Build Contractor's use for costs incurred in performing the work that are not included in a specific project cost line item and could not be reasonably anticipated as a cost associated with this project and would result in a Change Order under the Contract Documents. Such cost includes trade buy-out differentials, Owner requested overtime and/or acceleration. This contingency is not available to Owner for changes in scope or other items which would enable the Design-Build Contractor to otherwise increase the SFP under the Contract Documents. Any unused contingency amount will be deducted from the SFP by Change Order. The Design-Build Contractor shall provide Owner with notice of all anticipated charges against the Contingency. A Contingency Amount must be included. The Contingency amount is: Not accepted (In Words) (~ Not accepted ~ (In Numerals) 9. TOTAL OF ITEMS 6 THROUGH 8 This amount is the total Option 1 Stipulated Fixed Price (SFP) which the Design-Build Contractor hereby guarantees to the Owner. All attached breakdowns shall total this SFP amount Not accepted ($ Not accepted ~ (In words) (In Numerals) 67 RFP-SECTION 8 University Of Houston Clear Lake Pearland Campus And Conference Center Building RFP No. 0408-27 Page 3 of 6 10. CONSTRUCTION TIME: The undersigned agrees to complete all Option 2 Project Work within the following additional number of calendar days from the Notice to Proceed: N/A (In words) 11. Anot-to-exceed amount for the cost of the Option 2 Work exclusive of general conditions and contingency (Attach separate detailed cost breakdown by project element, phase, stage, schedule of value, or other category requested) is: Not accepted (In words) (~ Not accepted (In Numerals) 12. Anot-to-exceed amount for the cost of Option 2 General Conditions exclusive of contingencies (Attach separate detailed cost breakdown by project element, phase, stage, schedule of value, or other category requested) is: Not accepted Not accepted ($ (In words) (In Numerals) 13. Anot-to-exceed amount for Option 2 Contingency which is available for the Design-Build Contractor's use for costs incurred in performing the work that are not included in a specific project cost line item and could not be reasonably anticipated as a cost associated with this project and would result in a Change Order under the Contract Documents. Such cost includes trade buy-out differentials, Owner requested overtime and/or acceleration. This contingency is not available to Owner for changes in scope or other items which would enable the Design-Build Contractor to otherwise increase the SFP under the Contract Documents. Any unused contingency amount will be deducted from the SFP by Change Order. The Design-Build Contractor shall provide Owner with notice of all anticipated charges against the Contingency. A Contingency Amount must be included. The Contingency amount is: Not accepted (In words) ($ Not accepted (In Numerals) 14. TOTAL OF ITEMS 11 THROUGH 13 This amount is the total Option 2 Stipulated Fixed Price (SFP) which the Design-Build Contractor hereby guarantees to the Owner. All attached breakdowns shall total this SFP amount Not accepted (In words) (~ Not accepted (In Numerals) 68 RFP-SECTION 8 University Of Houston Clear Lake Pearland Campus And Conference Center Building RFP No. 0408-27 Page 4 of 6 15. CONSTRUCTION TIME: The undersigned agrees to complete all Option 2 Project Work within the following additional number of calendar days from the Notice to Proceed: Not accepted (In words) STATEMENT OF PRINCIPLE FOR NAMING MAJOR SUBCONTRACTOR(S): The City of Pearland has determined it is the best interest of the City (Owner) to require the Design-Build Contractor to stipulate that the work covered by this proposal will be performed by either the Contractor's own employees or by Subcontractor's which are expressly named in the proposal. Such requirement is made only for the categories of Work stated on this proposal form. The Owner assumes Subcontractor(s) named in this Proposal (being only one for each category) is the Subcontractor whose price was used in calculating the proposed SFP. NAMING SUBCONTRACTORS: A Subcontractor must be named for each of the categories of Work listed below. Specify if work will be performed by the Design-Build Contractor's own employees. Failure to name one or naming more than one Subcontractor for each category of work listed may cause the total proposal to be rejected. After receipt of proposal, substitutions(s) of the Subcontractor(s) listed may be made only with written approval of Owner. MECHANICAL: Accurate Air Systems Houston (List only one (1) Subcontractor) (City) PLUMBING: T-Mack Plumbina La Porte (List only one (1) Subcontractor) (City) ELECTRICAL: Rick Berger Electric Houston (List only one (1) Subcontractor) (City) 69 RFP-SECTION 8 University Of Houston Clear Lake Pearland Campus And Conference Center Building RFP No. 0408-27 Page 5 of 6 The proposer agrees that this SFP Proposal will not be withdrawn for a period of sixty (60) days from the date of receipt of this offer by the Owner. The Design-Build Contractor further agrees to pay, as Liquidated Damages, the sum of One Thousand Five Hundred dollars ($1,500.00) per calendar day for failure to complete the work within the contracted time in accordance with Article VIII of the Construction General Conditions and as established in the Contract. Failure to complete all portions of this Proposal form may cause the entire Proposal to be rejected. Proposer: Hale-Mills Construction, Ltd. Name(s) and Social Security Number(s) of {Legal Firm Name} individual(s), proprietor(s), partner(s) share holder{s), or owner(s) with an ownership interest of at least 25% of the business entity executing this Proposal. Federal Tax I.D. No. 74-1682592 Name: Dave Palmer Or State of Te ~ s Vl~f~ No. ~/ (Signature) Dave Palmer (Print or Type Name) Title:President of DAP Management LLC, its General Partner Address:2900 Weslayan St., Ste. 375 Houston, TX 77027 Phone No.: (713) 665-1100 FAX No.:_(713) 665-4944 SSN: 454-82-9786 Name: Phil Packer SSN; 466-74-8082 Name: Kendall Phinnev SSN: 452-94-6475 Name: SSN: 70 RFP-SECTION 8 University Of Houston Clear Lake Pearland Campus And Conference Center Building RFP No. 0408-27 Page 6 of 6 SFP -ATTACHMENT NO. 1 PERSONNEL, SUBSONSULTANTS AND SUBCONTRACTORS (To be completed and submitted by the Design-Build Contractor with the SFP Proposal) Personnel: Dave Palmer -Principal in Charge Phil Packer -CFO Insurance & Legal Jim Suh - Preconstruction Manager Charlie Fagan -Superintendent Mike Sullivan -Senior Project Manager Salvador Cardenas -Assistant Project Manager, Scheduler, Quality Assurance Subconsultants: Studio RED Architects -Architects Matrix Structural Engineer -Structural Engineer DBR Engineering Consultants -MEP Civil Engineer ESPA Corp. -Civil Engineer Subcontractors: Accurate Air Systems -Mechanical T-Mack Plumbing -Plumbing Rick Berger Electric -Electrical 71 2900 Weslayan, Ste 375 Houston, Texas 77027 (713)665-1100 ~ Fax (713) 665-4944 CONSTRUCTION, LTD. September 17, 2008 Via Email and US Mail Mr. SkipperJones Project Manager 3519 Liberty Drive Pearland, Texas 77581 RE: University of Houston Clear Lake Pearland Campus & Conference Center Building City of Pearland, Texas Dear Skipper: The purpose of this letter is to extend the validity of our proposal on the subject project through September 22, 2008. In accordance with the original proposal requirements, our price was to be good for 60 days. The original valid period was from June 26, 2008 through August 26, 2008. As you requested and in effort to move the project forward without any immediate change in cost impact, we are extending our proposal as stated above. Please note that the contract time will be maintained from the actual commencement through substantial completion with the full amount of days as stated in the original proposal. In other words, as soon as the actual start date is determined we will revise our schedule based on the duration in our proposal to determine the new revised date of substantial completion. We have carefully analyzed market conditions and market forecast for the 4"' Quarter of 2008, 152 Quarter of 2009 and have determined that there will be significant price escalation in certain materials and equipment effective October, 2008 and January 1, 2009. As we discussed, should the project be delayed beyond September 22, 2008 we recommend increasing the contract contingency by $323,000.00 to cover the anticipated material and equipment price escalations. Please refer to the original estimated project schedule included in our proposal (Sec. 8 ). Please note under Shell and Interior "Bid and Award", that in both cases such delay will change our ability to lock into the purchase of materials and equipment from the 42h Quarter of 2008 to the 152 Quarter of 2009. We will follow up with a list of trade line items and descriptions with a breakdown of cost that represents the detail of the anticipated January 1 price escalation totaling $323,000.00. It is our recommendation in order to avoid further cost and delay that we move forward as quickly as possible. We stand ready to assist the City of Pearland and the University of Houston in any way we can in these matters and will work hard to avoid as much of these increases as we move forward. Best Regards, Il a~~ Dave Palmer cc: Darren Coker -City Attorney Trent Epperson -Projects Director Mike Hodge-Assistant City Manager Bill Eisen-City Manager COST REDUCTION ENGINEERING EXERCISE August 18, zoos ORIGINAL DESIGN BUILD AMOUNT $14,582,595 SITE CONSTRUCTION BELOW ARE BREAKOUT PRICING FOR SCOPE REDUCTIONS BASED ON LOWERING THE SITE 9" BELOW BFE AND THE BUILDING PAD 1 '-6 ABOVE BfE 1 Site scope reductions as described below: ($1,012,210) A. Reduce parking area to approx. 400 spaces B. Postpone south drive and entry to future phase C. Building area and pad effected by postponement of pond and plaza pool area. 2 Use landscape allowance of $250,000 ($306,346) (allowance to include design costs) 3 Reduce detention pond size to accommodate (556,149) reduced parking and site areas 4 Postpone meandering sidewalk at entire Pearland Parkway ($183,531) 5 Move water feature to future phasing (postpone pond, pool & cascade) ($293,659) 6 Maint allowance for monument sign $20,000 ADD 7 Provide future utility stubouts, postpone installation ($20,496) Eliminate water supply loop at south side of site. Only provide water line to building on north side from frontage (this work already figured with elimination of south drive) 8 Waive city tree ordinance requirements (allowance for mitigation) ($10,000) SITE CONSTRUCTION -cost savings subtotal ($1,862,391) BUILDING CONSTRUCTION 1 Change building structure from conventional steel to pre-engineered ($141,920) (Deduct is contingent upon acceptance of design refinement to increase the efficiency of building layout and skin to footprint square feet ratio) 2 Eliminate clerestory (as required for LEED) ($96,155) 3 Reduce glazing at classrooms and offices ($134,992) (change to 4' x 4' punched openings in lieu of continuous glazing) use split face CMU 4 Reduce Sunscreens to reduced glazing areas, delete covered area at ($107,294) the east side of building facing the plaza. 5 Change HVAC system ((1) 125-ton chiller, (2) centrifugal chilled water pumps ($633,224) (3) AHU's w/ VFD, (43) VAV's w/ electric heat where required, (1) 1 1/2-ton computer rm unit, (4) exhaust fans for RR, (1) lot of externally wrapped metal ductwork upstream of VAV, (1) lot of internally lined metal ductwork downstream of VAV, (1) lot of air devices and (1) Honeywell Bldg. Automation System 6 Electrical changes A. Redesign the lightning protection system ($12,048) B. Delete "boiler plate" specs and use normal ($12,048) industry standards C. Reduced site lighting and circuitry ($12,530) BUILDING CONSTRUCTION -cost savings subtotal ($1,150,210) (subtotal does not include deduct for pre-eng bldg) OVERALL DEDUCT TO DELETE LEED REQUIREMENTS ($652,307) Achieve following LEED points for internal documentation 1 (not to achieve certification) Sustainable Site Prereg 1 -Construction Activity Pollution Prevention yes Credit 4.3 -Alt Transportation, Low-emitting and fuel-Efficient Vehicles yes Credit 5.1 -Site Development, Protect of Restore Habitat yes Credit 7.2 -Heat Island Effect, Roof yes Credit 8 -Light Pollution Reduction yes Water Efficiency 1 Credit 1.1 -Water Efficient Landscaping, Reduce by 50% Credit 3.1 -Water Use Reduction, 20% Reduction Energy & Atmosphere Prereg 1 -Fundamental Commissioning of the Bldg Energy System Prereg 2 -Minimum Energy Performance Prereg 3 -Fundamental Refrigerant Management Credit 1 -Optimize Energy Performance Credit 4 -Enhanced Refrigerant Management Material and Resources Prereg 1 -Storage & Collection of Recyclables Credit 2.1 -Construction Waste Management, Divert 50% from Disposal Credit 4.1 -Recycled Content, LO% (post-consumer + 1/2 pre-consumer) Credit 5.1 -Regional Materials, 10% Extracted, Processed & Manufactured Regionally Credit 5.2 -Regional Materials, 20% Extracted, Processed & Manufactured Regionally Indoor Environmental Quality Prereg 1 -Minimum IAQ Performance Prereg 2 -Environmental Tobacco Smoke (ETS) Control Credit 3.1 -Construction IAQ Management Plan, During Construction Credit 4.1 -Low-Emitting Materials, Adhesive & Sealants Credit 4.2 -Low-Emitting Materials, Paints & Coatings Credit 4.3 -Low-Emitting Materials, Carpet Systems Credit 4.4 -Low-Emitting Materials, Composite Wood & Agrifiber Products Credit 5 -Indoor Chemical & Pollutant Source Control Credit 7.1 -Thermal Comfort, Design Credit 8.1 -Daylight & Views, Daylight 75% of Spaces Innovation & Design Process Credit 2 -LEED Accredited Professional Total premium add to achieve above LEED points listed above OVERALL DEDUCT FOR POTENTIAL DESIGN REFINEMENT yes yes yes yes yes yes yes yes yes yes yes yes yes yes yes yes yes yes yes yes yes yes yes yes $175,160 ADD ($300,000) COST SAVINGS TOTAL ($~ 48) REVISED DESIGN BUILD CONTRACT AMOUNT $10,792,847 H LE MILLS SCHEDULE OF VALUES ~r~.i~~- ~ University of Houston - Pearland Campus 9-24-08 NO. AIA CAT DESCRIPTION SCHEDULE OF VALUES 1 01000 General Requirements w/ Gen Cond 2 01701 Traffic Control $5,776 3 01800 Cleaning Services $16,926 4 01906 Testing $79,381 5 01916 Survey and Layout $11,552 6 02050 Demolition none 7 02080 Earthwork -SITE - SITEWORK - (ONSITE PARKING) $639,426 8 02200 Earthwork -SITE - SITEWORK - (ONSITE ROADWAYS) $112,840 9 02200 Earthwork -BLDG $361,909 10 02201 Dewatering $2,888 11 02202 Erosion Control (SWPPP) $14,151 12 02270 Termite Control $3,470 13 02280 Paving Marking $8,427 1a 02512 Pavers (unit) -surface treatment only $18,144 15 02515 Site Utilities (Storm) -INFRASTRUCTURE $292,172 16 02600 Site Utilities (Water & Sewer) -INFRASTRUCTURE $177,056 17 02601 Gas Line (On Site) -INFRASTRUCTURE $3,781 ~8 02602 Water Features $0 19 02603 Site Furnishings $17,328 20 02830 Landscaping & Irrigation -ENVIRONMENTAL DEVELOPMENT $244,920 21 02830 Hydromulch & Sod -ENVIRONMENTAL DEVELOPMENT $41,530 22 02845 Concrete Foundation $338,293 23 02870 Site Concrete Work - SITEWORK - (ONSITE PARKING) $1,279,802 2a 02900 Site Concrete Work - SITEWORK - (ONSITE ROADWAYS) $225,920 25 02980 Masonry $550,594 26 03160 Masonry Rebar & Accessories $8,640 27 03170 Structural Steel (Material Only) $384,142 28 04000 Steel Erection $106,874 29 04001 Rough Carpentry $21,151 30 05100 Millwork (Generic) $55,009 31 05110 Waterproofing & Sealants $68,772 32 05800 Thermallnsulation $15,393 33 06100 E I F S (Stucco) $4,896 3a 06400 Fireproofing -rated ceiling for conf ctr $2,304 35 07110 Arch -Column Covers (gyp) $17,971 36 07200 Roofing Standing Seam $411,393 37 07240 Metal Doors & Frames $1,837 38 07250 Alum Doors & Frames $17,492 39 07400 Wood & PLAM Doors $32,206 ao 07500 Door Labor $14,686 41 08100 Hardware $30,630 a2 08120 Rolling Grilles $6,464 a3 08200 Glass & StorefronUCurtainwall $572,360 44 08250 Drywall & Sheathing $514,606 a5 08300 Acoustical Tile $62,953 46 08500 Fabric Wrapped Panels $11,794 47 08300 Ceramic Tile $35,215 a8 08330 Flooring $107,727 a9 08400 Floor Leveling & Prep $2,269 50 08800 Floor Sealer $638 5~ 09250 Epoxy Flooring $6,209 52 09251 Painting $34,474 53 09500 Display Cabinets $3,969 5a 09550 Louvers $5,103 55 09300 Corner & Wall Guards $2,835 56 09650 Flagpoles $11,907 57 09651 Signage $29,496 58 09660 Fire Extinguishers $2,126 59 09665 Awnings & Canopies $64,643 60 09670 Toilet Part & Access $28,350 61 09900 Operable Partitions $22,113 62 10100 Projection Screens $25,056 63 10110 Appliances by City 6a 12500 Window Treatment $14,587 65 12690 Floor Mats and Frames $6,599 66 14000 Elevators & Conveyors not required 67 15300 Fire Sprinklers $166,079 68 15301 Dry Agent Fire Suppression w/ sprinkler 69 15400 Plumbing $329,658 70 15500 H V A C $654,488 71 16100 Electrical $716,731 72 16200 Lightning Protection $55,437 73 16300 Generator & Switch Gear $25,778 74 16720 Fire Alarm $36,090 75 16900 Access Control -Card Readers $36,285 76 17000 Tele/data Cabling separate contract 77 17001 AV equipment separate contract 78 17002 Public Address (PA)/Intercom & Master Clock $6,310 79 17003 Security & CCTV $34,708 80 17004 CATV $11,043 81 82 83 84 Sa 85 86 87 88 89 90 Subtotal (Hard Costs) -BUILDING Subtotal (Hard Costs) -FIXED EQUIPMENT (HVAC) Subtotal (Hard Costs) - ONSITE PARKING Subtotal (Hard Costs) - ONSITE ROADWAYS Subtotal (Hard Costs) -INFRASTRUCTURE (ONSITE) Subtotal (Hard Costs) - ENVIR. DEVELOPMENT (SITE IMPROVEMENTS) Architectural Design Civil, Structural and MEP Engineering Geotechnical Subtotal (Hard Costs) with Design and Engineering Services General Conditions, Bonding and insurance costs (ADMINISTRATIVE) Achieve LEED points noted in Design Addendum No. 1 Deduction of LEED certification 91 Contingency 92 Allowance for monument sign 93 $5,546,168 $680,267 $1,942,384 $341,359 $473,009 $300,602 $680,000 $255,000 $22,500 $10,241,289 $655,577 in trades in trades $198,982 $20,000 TOTAL VALUE $11,115,847 page 2 of 2 SCHEDULE A Studio RED Architects 2009 - 2010 Hourly Rate Schedule Personnel Hourly Rate US $'s Partner 200.00 Principal 180.00 Project Manager 140.00 Senior Architectural Designer 120.00 Project Architect 110.00 Senior Interior Designer 110.00 Architectural Intern III 90.00 Architectural Intern II 80.00 Architectural Intern I 70.00 Scholastic Intern 50.00 Administration 50.00 3465 A west alabama houston, texas 77027 phone: 713.622.5333 fax: 713.622.5346 www.studio >::architects.com June 11, 2008 DESIGN-BUILD OF UHCL CAMPUS AND CONFERENCE CENTER BLDG. Huitt-Zollars, Inc. N - ~] - ~ .4 :~ //V- ~ ~~ Q V ~r~~Si I I ADDENDUM NO. I Date of Addendum: June 11, 2008 PROJECT NAME: University of Houston -Clear Lake Pearland Campus and Conference Center Building, City of Pearland, Texas, RFP # 0408-27 SUI3MI7°I'AL DATE: June 26, 2008 FROM: Leonard Carthon, P.E. Huitt-Zollars, Inc. 1500 Dairy .Ashford, Suite 200 Houston, Texas 77077 TO: Selected Respondents This addendum forms a part of the Request for Proposal (RFP) and will be incorporated into RFP as applicable. CfIANGES The following questions were received. The questions and responses constitute a part of the RFP. I. In reference to Section 2.6 of Phase II Request for Proposal, is the terms of the contract included in the negotiations and will they be made a part of an equitable agreement between Owner and Design/Build Contractor, in light of the revised AIA Contract included in this RFP #040827? Response: Yes 2. Is there a spec number of parking spaces required as noted on the drawings? The actual count on the drawings differ from the note count: Base Bid: 588 + 11 handicap and Option 1: 47 spaces. The drawing notes 646 spaces + 100 for Option 1. The proposal form notes 550 spaces for the base bid. Response: Section 4 of the RFP and the drawings agree. The 646 parking spaces referenced includes the Option 1 spaces. As shown on the drawings, there are 99 Option spaces and 547 base bid spaces, - which includes the 11 handicap spaces. There are actually two areas of Option 1 parking spaces, one of 47 spaces and one of 52 spaces. Provide as shown on drawings. 3. Without a Geotech report it is difficult to provide an accurate price for the structural portion of this project. We request a copy of the completed Geotech report or that you issue an assumed soil bearing capacity, soil type and treatment. Along with reconunendation for light duty and heavy duty paving, building pad construction, etc. so that our structural engineer and estimator can complete this portion of the proposal. Response: The preliminary Geotech report is provided with this Addendum. 4. Has there been a traffic impact study performed? ADDENDUM NO.2 nn4nn_i June 11, 2008 DESIGN-BUEL.D OF UHCL GAMPUS AND GONFERENCE GENTER BLDG. Nuitt-Zoflars, Inc. Response: A traffic impact study is underway, and will be provided when completed. 5. Has the water pressure and volume been tested? If so, can we get a copy of the results? Response: Anew sanitary line and a new water line are being run to the site, as indicated on the drawings. There is no information on the water pressure at this point. 6. Will the City require the project to be platted for permitting? Response: The City is in the process of platting the site, and will provide the plat when it is completed. 7. Is the Project in a beautification zone? Response: DB should ask City of Pearland Planning and Zoning Department. 8. Does the City tree ordinance apply to the DB Team or Owner. Response: Yes, as noted in response to question 21. 9. Who pays for impact fees, assessment costs, or capital recovery expense Respo~:se: None will be assessed, since this is a City project. 10. Who pays for taps and meters? Response: The City will not charge for tie-ins to the water and sewer. Fees for electrical and gas will be determined by Centerpoint Energy. 11. Would the City consider waiving permit fees? Response: None will be assessed, since this is a City project. 12. Where is the Power and Telephone tie-ins located? At what point of the Centerpoint easement? Response: Power will be run by Centerpoint to the building transformer. Telephone will be available at the new north entrance to the site. 13. The meandering sidewalk along Pearland Parkway falls within the wood area "to remain". Is this work part of our scope of work? Response: The sidewalk is included. ADDENDUM N0.2 nn4nn_~ June 11, 2008 DESIGN-BUILD OF UHCL CAMPUS AND CONFERENCE CENTER BLDG. Huitt-Zollars, Inc. 14. Section 1.5 of 01100 notes all internal building communications, cable and equipment to be by separate contract. Is this a correct statement`? Are there any other scope items under separate contract? Response: A11 internal building communications, cable and equipment, EXCEPT THE BACKBONE, as noted in Section OI015, paragraph 13, will be under separate contract. The backbone system is a part of this contract. Furniture is also not included in this contract. 15. To what extent is the pond to be developed? For example, is this just a pond with gradua! earth sloped edges with no treatment to the perimeter? Response: This is up to the designer. However, we had planned this as just a pond with gradual earth sloped edges and no treatment to the perimeter. It is intended that this pond be aerated, and be used for on-site retention/detention. 16. "I'o what extent or length does the walkway lend out from the exhibit area? Response: The sidewalk extends to the steps, down the steps, and includes the landing pad. End the sidewalk here. In the future (not in this contract), the sidewallc will be extended to the parking lot. 17. Are we responsible to include cubicle workstation partitions such as those in the Faculty Suite. If so, what type? Response: No 18. Is there a LEED check list for the conceptual design? Beside the 24 points listed on the LEED requirement, Section 01352, is there any other point this project is pursuing, especially on Sustainable Site? Response: No, It is up to the Design/Builder to determine what credits he pursues to get certification. 19. LEED Credit 5.lwhich was listed on Section 01352, "to limit site disturbance to 40' beyo~id the building perimeter, 10' beyond surface walkways, patio, and parking". "I'o qualify, is the development of cascades, plaza and pond limited to 40' beyond building perimeter on the first phase?, Response: This would have to be checked with the USGBC. It may not be possible to get all the credits listed in Section 01352. See response to 18. 20. On Section 01015, Item 6.3.1 states that building should be on 3'-0" high "plinth" above BFE of 43.8 feet; and item 5.2.3 states that parking should be at min. BFE 43.8. Please confirnt elevation bench mark of BFE 43.8 is the same as on Survey (average elevation of 41). Response: Confn-med. See also response to question 29. ADDENDUM N0.2 nngnn_~ June 11, 2p08 DESIGN-BUILD OF UHCL CAMPUS AND CONFERENCE CENTER BLDG. Huitt-Zollars, Inc. 21. Ordinance required tree replacement on or off-site for every tree removed, does it apply to this project? If yes, is there a tree survey for the site? Response: Replacement of protected trees, as defined on the City's web site, is required. However, the vast majority of trees on this site are Tallow trees, which are not protected. An uiventory of trees has not been performed. A landscape plan is required. 22. Is there an environmental report? Who established the wetlands area? Are the wetlands are mitigated? Response: Yes, there is an environmental report byBerg-Oliver Associates, Inc., establishing the extent of the Wetlands. The site plan provided does not disturb any of the wetlands. See also response to question 37. 23. Can we use ground water for irrigation? Response: We know of no reason not to, as long as all local, state, and federal regulations are met. We are not sure why this question is asked or exactly what it means. 24. Electrical room in the main building is not large enough for the main switchboard. Is an outdoor switchboard located in the mechanical yard acceptable? Response: The Electrical Room can be adjusted in size during design. UH has requested moving the Tele/Data Room, so a rearrangemendresizing of the Tele/Data Room, Electrical Room, Janitors Closet, and Storage will allow the Electrical Room to be enlarged. Switchboard should be inside if at all possible. 25. The Conference Center and Director's Offtce building have no mechanical rooms. Service of the entire building from one mechanical room will be very difficult. Is roof mounted equipment acceptable for these areas? Response: As conceived, the Packaged Central Plant will provide everything but the air handlers. Three air handlers, one serving the Conference Center/Director's Office, and two serving the classroom wing, should be all that is required in the Mechanical Roorn. Use of roof-mounted equipment is not allowed. This can be further addressed during design. 26. Will the recycling area identified on the drawings be utilized for bottles or contain any compaction what will require a sanitary drain? Response: It will be a collection area, and not contain any compaction equipment. 27. We are anticipating the gas company to provide service to a gas meter located in the mechanical yard. The cost to provide the service to the meter will be paid by the Owner and not included. Please confirm. ADDENDUM ND. 2 nn~nn_a June 7 t, 2008 DESIGN-BUILD OF UHCL CAMPUS AND CONFERENCE CENTER BE_DG. Huitt-Zoliars, Inc. _v_ -.-°.... Response: No, the DB contractor will payer), 28. The packaged central plan has only ane approved manufacturer. Are any other manufacturers acceptable? ___-__ _ ~--- __ _ ._ - _ Response: if you can show that another manufacturer is equal, they will be considered. However, UH's preference is for the system specified. w_ ._ 24. Are the survey and the BFE provided referencing the same datum? If not, can the Bb'E be adjusted using the survey datum? Response: They should be the same. The BFE is from FEMA., and the survey was performed by C. L. Davis. The contractor can verify with the surveyor, if necessary, and make any necessary adjustments. 30. Is the site located in a Regional Detention zone, i.e., will detention be required for this site? Response: Detention will be required for this site. We suggest using the pond at the patio for all or part of this detention. 31. Does the City of Pearland have any requirements based on EPA/TPDES Phase II permits? Response: The City requires a SWPPP and a NOI for construction activities. 32. The site plan shows what looks like water main stub outs crossing Pearland Parkway to the site? Are those existing? Response: Although they are not in place yet, they will be constructed by the City duru--g the next few months, and will be in place for this project. 33. The survey shows roadway easements crossing the site. Are these being abandoned? Response: Yes 34. What are the specific City requirements for construction within the 100-year flood plain. Response: The DB should contact the Building Department to ascertain this. Requirements basically consist of mitigation of fill and a minimum pad elevation. However, the RFP requirements should be snore stringent on the minimum elevation, and the RFP shall be followed. 35. Is the site subject to the regulations of Brazoria Drainage District No. 4 or some other drainage district? ADDENDUM N0.2 nn4nn_s June 11, 2008 DESIGN-BUILD OF UHCL CAMPUS AND CONFERENCE CENTER BLDG. Huitt-Zvllars, Inc. Response: The project is subject to the regulations of Brazoria Drainage District No. 4. 36. Wetland mitigation requirement, any needed? Response: There should be no mitigation required, since no construction occurs in a wetlands. 37. Wetland delineation documents. Response: Copies of the Phase 1 Environmental Site Assessment and the Wetland Assessment are available at Huitt-Zoilars' office. The proposer is responsible far making his own copies of these documents. 3$. Floodplain mitigation and retention requu-ement, if needed. Response: This information should be generated by the DB, based on the survey, information in the Section 01015, information in this addendum, and applicable regulations. 39. Pond refit[ strategy and groundwater use permit, is there one? Use of domestic water? Response: This information should be generated by the DB. See also response to questions l5, 23, and 30. 40. Is the pond a part of detention requirement number? Response: That is the intent. 41. Assumed existing tree replacement number and existing tree survey? Response: See question 21. This information should be generated by the D/B. 42. Will the answers be addressed in a formal addendum, not just an a-mail? Response: Yes. 43. Is there any way to have a {1) week extension on the due date? The design team would like extra time. Response: It is not our intention at this time to extend the process. END of ADDENDUM NO. 1 ADDENDUM N0.2 nn4nn_~ June 11, 2008 DESIGN-BUILD OF UHCL CAMPUS AND CONFERENCE CENTER BLDG. Huitt-Zollars, Inc. DATED: l1 U ~~~ Le nano d Carthon, P.E. END OF DOCUMENT ADDENDUM N0.2 nn4nn_~ June 5, 2008 DESIGN-BUILD OF UHCL CAMPUS AND CONFERENCE CENTER BLDG. Huitt-Zoliars, Inc. ~~ i1 ADDENDUM NO. l 1 Date of Addendum: April 1 1, 2008 PROJECT NAME: University of Houston -Clear Lake Pearland Campus and Conference Center Building, City of Pearland, Texas, RFP # 0408-27 SUBMITTAL DATE: June 26, 2008 FROM: Leonard Carthon, P.E. Huitt-Zollars, Inc. 1500 Dairy Ashford, Suite 200 Houston, Texas 77077 TO: Selected Respondents This addendum forms a part of the Request for Proposal (RFP) and will be incorporated into RFP as applicable. CL-iANGES Request for proposal Section 2, paragraph 2.12, change Line 9 to read "Construction Complete November 15, 2009." Volume 1, Requirements and Specifications: 1, Section 010 ] 5, General. All references to Facility Planning and Construction, or FP&C, shall be interpreted to be the City of Pearland, with input by UH -Clear Lake. 2. Section 01015, Paragraphs 4.7, 4.7.1, and 4.7.2. The counters at Student Services, Enrollment Services and Financial Aid, and Cashier and Security shalt provide handicap access. Connections for 5 phones and 5 computers will be provided at the counter. The counter at Cashier and Security shall have a locking roll-down grate to allow the area to be secured at night. 3. Section 01015, Paragraph 4.7, add the following sentence, "Provisions for two ATMs, including two electrical outlets and two communications outlets, will be provided in the niche formed by the Enrollment Services and Financial Aid office and the Family Unisex Restroom. 4. Section 01015, Paragraph 10.2.8. Delete the requirement that Drinking fountains be manufactured by Halsey-Taylor. Other manufacturers are acceptable. _ 5. Section 01015, Paragraph 11.1. Delete the requirement that, "All University of Houston fire alazm devices, components, and controls will be Simplex-Grinnell." 6. Section 01015, Paragraph 12.4.2.7, replace the paragraph in its entirety with the following: "The lighting design shall also comply with the requirements of the 2003 International Energy Code. Occupancy sensors shall not be used. Lighting in individual offices, conference rooms, and classrooms shall be double switched so that the lighting intensity can be uniformly reduced by one- haIf. An automated lighting control system operating on atime-of--day program shall be provided for areas larger than 250 square feet but not exceeding 5000 square feet. A local device should be provided to override the automated system for 2 hours if the area is still occupied. Areas that will be occupied continuously 24 hours a day and are required to remain illuminated for security reasons shall not be required to be connected to the lighting automation system. 7. Section 01015, add paragraph 12.4.3.1 l "Floor outlets will be provided in the Computer labs and the Library, as will LAN connections." 8. Section 01015, Paragraph 13.1.12, delete the sentence "Underground conduit work is specified in Section 16375A" and add the following: "All conduit larger than 4" shall be interduct conduit." ADDENDUM NO. 1 nnonn_i June 5, 2008 DESIGN-BUILD OF UHCL CAMPUS AND CONFERENCE CENTER BLDG. Huitt-Zollars, Inc. 9. Section 01015, Paragraph 13.1.18, add the following: "All voice cable shall be white. All data cable shall be blue." 10. Section 01015, Paragraph 14.1, add to the table a second T'ele/Data Room of 91 sf, located in the PEllC portion of the building. 11. Section 01015, Appendix A, Supplemental Drawings, Drawing Al-1. The vault ("Safe") shown in the Cashier and Security Area is not required. A 4-drawer insulated lateral records file cabinet, similar to FireKing Model FIR 4-3$22-C-PA will be supplied by the Design/Build Contractor instead. 12. Section 01015, Appendix B, documents are Final, not Draft. 13. Delete Specification Section 01353 in its entirety. The Section was inadvertently included, and does nat apply to this project. Volume 2, Requirements and Specifications: I . Delete the second copy of Specification Section 07220, which has "Sam Houston State University" crossed out in the header, in its entirety. The mark-up Section was inadvertently included. 2. Specifications Section 08710, Best locks and hardware will be used for this project., 3. Section 11132, section 2.2.A,2.a, page 3. Delete this subparagraph. 4. Section 11132, section 2.2.A.6, page 3. Delete this paragraph. 5. Section 11132, section 2.2.B.1, page 4. Delete all manufacturers except Da-Cite Screen Co., Inc. Volume 3, Requirements and Specifications: 1. Specification Section 16726, paragraph 2.1 Delete paragraph A. Under paragraph B, delete Manufacturers 1, 3, 5, 7, 8, 10, and I 1, and add Crown to acceptable manufacturers 2. Specification Section 16715, paragraph 2.3, delete paragaph E, change paragraph D to say"19" Racks" and paragraph F to say "19" Cabinets." 3. Specification Section 16715, paragraph 2.4.B, delete all manufacturers except Panduit Corp. 4. Specification Section 16715, paragraph 2.4.J, change "48-inch length" to "12-inch length." 5. Specification Section 16715, paragraph 2.S.C, change " 24 fibers" to "48 fibers/96 strands." 6. Specification Section 16715, paragraph 2.S.B, add to the end of the sentence, "and UHCL requirements." 7. Specification Section 16715, paragraph 2.11.A, delete all manufacturers except Panduit. Add "4 gang Panduit faeeplates shall b installed at all voice and data jack installations." 8. Specification Section 1b715, paragraph 3.3.A, delete Category SE cable. 9. Specification Section 16715, paragraph 3.3.B, C, D, delete Category SE cable and fiber-optic. Use Category 6 cable. 10. Specification Section 16715, paragraph 3.4.E.2, add the following, "Panduit patch panels shall be _ installed. The layout shall be 24 jack patch panel, switch, 48 port patch panel, switch, 48 port patch panel... until all necessary lines are installed. A 48 port patch panel should always be on the bottom to allow for future growth." 11. Specification Section 16715, paragraph 3.4.G, add paragraph 4, "All conduit shall be orange in color." 12. Specification Section 16726, paragraph 2.7.A.9, change "Three" to "Four". 13. Specification Section 16726. Add a 1-year warranty. 14. Specification Section 16850, paragraph 2.1 Delete paragraph A. Under paragraph B.l, delete all Manufacturers except Chaparral Communications, Inc. END of ADDENDUM NO. 1 ADDENDUM NO.1 nnann_~ June 5, 2008 DESIGN-BUILD OF UHCL CAMPUS AND CONFERENCE CENTER BLDG. Huitt-Zollars, Inc. DATED: '~ ~ ~--~~" ° d" Ly'~ Leonard Carthon, P.E. END OF DOCUMENT ADDENDUM NO. 1 nn4nn_~ January 23, 2009 DESIGN-BUILD OF UHCL CAMPUS AND CONFERENCE CENTER BLDG. Huitt-Zollars, Inc. DESIGN ADDENDUM NO. 1 Date of Addendum: August 6, 2008 PROJECT NAME: University of Houston- Clear Lake Pearland Campus and Conference Center Building, City of Pearland, Texas, RFP # 0408-27 SUBMITTAL DATE: August 6, 2008 FROM: Leonard Carthon, P.E. Huitt-Zollars, Inc. 1500 Dairy Ashford, Suite 200 Houston, Texas 77077 TO: Hale-Mills Construction, Ltd. 2900 Weslayan Street, Suite 375 Houston, TX 77027-5109 This addendum forms a part of the Contract for Design/Bui Id Services of the University ofHouston -Clear Lake Pearland Campus and Conference Center Buildingand will be incorporated intothe design as applicable. CHANGES The following changes will be made to the project as described in the Request for Proposal The Building Floor Elevation will be lowered from three feet above the Base Flood Elevation (BFE) to 18 inches above the BFE, and site parking will be lowered to 9 inches below BFE 2. Reduce parking to approximately 400 spaces 3. Postpone the south drive and entry to a fuhie phase, rather than including it in this project 4. Reduce size of buildingarea and pad effected by the postponement the pond and plaza pool area. 5. Establish a landscaping allowance of $250,000including design costs. 6. Establish a $20,000 allowance for amonument sign at the main entryway. 7. Postpone the pond, pool, and cascade to a future phase, rather than including it in this project. 8. Postpone the meandering sidewalk along Pearland Parkway to a future phase, rather than including it in this project. This will be built by others after the water line interconnect with the City of Houston is completed. Reduce the size of the detention pond to accommodate the reduced parking andJisturbed site areas. The detention pond will be located in adjacent offsite areas designated for detention pond use. DESIGN ADDENDUM NO. 1 nn~nn_t January 23, 2009 DESIGN-BUILD OF UHCL CAMPUS AND CONFERENCE CENTER BLDG. Huitt-Zollars, Inc. 10. Eliminate the water supply loop at the south side of the site. Provide a water line to the building on the north side from the frontage. Stubouts will be provided to allow for future extension and looping of the water line. 1 1. The allowance for mitigation in the city tree ordnancas eliminate because the landscaping allowance will provide any mitigation necessary 12. As stated in the RFP, a pryengineered building structure may be used in lieu of aconventional steel structure. 13. Eliminate all clerestory. 14. Reduce the glazing at classrooms and offices by providing 4' x4' punched openings in lieu of the continuous glazing originally indicated in the RFP. With the reduction in glazing, the amount of sunscreens will also be reduced.This reduction requires the replacement of stone veneer with a split face CMU block. 15. Delete the covered area on the east side of the building, facing the plaza 16. Redesign the lightning protection system. The redesigned syste~rehall meet all applicable codes and standards. 17. As a result of the reduced parking and drives, the site lighting and electrical shall be reduced. 18. Specifications, other than Specification Section 01015 DESIGN REQUIREMENTS, furnished by the Owner as a partofthis Request for Proposal package provided to DesigHBuilder establish a baseline level of quality for the construction. The specifications are not intended to limit the design or construction methods of the Desigi}Builder. The Design-Builder will produce Construction Documents, including new specifications, as a part of the design phase of the Desigr$uild process, which will supercede the Ownerfurnished specificationsonce approved by the Owner. 1--Iowever, this does not exempt the Design-Builder from meeting the quality intent of the O,vner-furnished specifications. 19. 20. The requirement to obtain LEED certification of the facility is rescinded. However, the Design/Builder shall achievethe following LEED Credits: Prerequisite I -Sustainable Sites: Construction Activity Pollution Prevention Credit 4.3 -Sustainable Sites: Alternate Transportation, Lowemitting and fue~Efficient Vehicles Credit 5.1 -Sustainable Sites: Site Development, Protection of Restore Habitat Credit 7.2 -Sustainable Sites: Heat Island Effect, Roof Credit 8 -Sustainable Sites: Light Pollution Reduction DESIGN ADDENDUM NO. 1 nn4nn_~ January 23, 2009 DESIGN-BUILD OF UHCL CAMPUS AND CONFERENCE CENTER BLDG. Huitt-Zollars, Inc. Credit 1.1 -Water Efficiency: Water Efficient Landscaping, Reduce by 50% Credit 3.1 -Water Efficiency: Water Use Reduction, 20% Prerequisite 1-Energy and Atmosphere: Fundamental Commissioning of the Building System Prerequisite 2-Energy and Atmosphere: Minimum Energy Performance Credit 1 Optimize Energy Performance Credit 4 Enhanced Refrigerant management Prerequisite 3 -Energy and Atmosphere: Fundamental Refrigerant Management Prerequisite 1 -Materials and Resources: Storage and Collection of Recyclables Credit 2.1 -Materials and Resources: Construction Waste Management, Divet 50% from Disposal Credit 4.1 -Materials and Resources: Recycled Content, 10%(postconsumer +'/z pre-consumer) Credit 5.1 -Materials and Resources: Regional Materials, 10% Extracted, Processed & Manufactured Regionally Credit 5.2 -Materials and Resources: Regional Materials, 20% Extracted, Processed & Manufactured Regionally Prerequisite 1-Indoor Environmental Quality: Minimum IAQ Performance Prerequisite 1-Indoor Environmental Quality: Environmental Tobacco Smoke (ETS) Control Credit 3.1 -Indoor Environmental Quality: Construction IAQ Management Plan, During Construction Credit 4.1 -Indoor Environmental Quality: Lo~Emitting Materials, Adhesives and Sealants Credit 4.2 -Indoor Environmental Quality: Lo~Emitting Materials, Paints & Coatiigs Credit 4.3 -Indoor Environmental Quality: Lov~Emitting Materials, Carpet Systems Credit 4.4 -Indoor Environmental Quality: Lo~Emitting Materials, Composite Wood & Agrifiber Products Credit 5 - Indoor Environmental Quality: Indoor Chemical and Pohltant Source Control Credit 7.1 -Indoor Environmental Quality: Thermal Comfort, Design Credit 8.1 -Indoor Environmental Quality: Daylight & Views, Daylight 75% of Spaces END of DESIGN ADDENDUM NO. 1 DATED: Leonard Carthon, P.E. END OF DOCUMENT DESIGN ADDENDUM NO. 1 nn4nn_z ACORD CERTIFICATE OF LIABILITY INSURANCE OPID JN DATE (MMIDD/YYWi HALEM-1 01/05/09 PRODUCER THIS CERTIFICATE 15 ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE The Transportation Group, Ltd. HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 11111 Wilcrest Green , #325 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Houston TX 77042 Phone: 713-785-6785 Fax :713-785-8785 INSURERS AFFORDING COVERAGE NAIL # INSURED INSURERA Mt. Hawley Insurance Co. INSURER B: Hestchester Surplus Lines Ins. Hale-Mills Construction, Ltd. Attn: Phil Packer INSURERC Progressive Insurance Co. 2900 Weslayan Suite 375 6 INSUReRD Houston TX 77 27 INSURER E THE POLIC'~LS OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT fG WHICH THIS CERTIFICATE MAY BE ISSUED OR MAV PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,. EXCLIJSIONS AND CONDITIONS OF SIJCH P~~' ICFS~ AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS LTR NSR TYPE OF INSURANCE POLICY NUMBER (MMIDDIW) DATE LIMITS DATE (MMlDD/YY) GENERAL LIABILITY I' EACH OCCURRENCE $ 1 , OOO , OOO . A }{ X COMMERCIAL GENERAL LIABILITY MGL0152691 O8/O1/O8 08/01/09 PREMISES (Ea occurencej $50,000• CLAIMS MADE ~ OCCUR ~ MEG EXP (Any one person) $ 5 , OOO PERSONAL 3 ADV INJURY $ 1 , OOO , OOO . GENERAL AGGREGATE $ 2 , OOO , 000 . GEN'LAGGREGATELIMITAPPLIESPER PRODUCTS-COMP/OP AGG $2,000,000. ~'O~Ir=Y Pc0 LOC X J~CT AUT OMOBILE LIABILITY ~' COMBINED SINGLE LIMN 5 1 , OOO , OOO C X ANY AII'o 064674170 06/06/08 06/06/09 (Ea accident) ALL OWNED AUTOS BODILY INJURY $ X SCHEDULED AIJTGS (Per person) }{ HIRED AUTOS BODILY INJURY $ X NON-OWNED AUTOS (Per accident) PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONL'(- EA ACCIDENT $ ANY AI 1TC~ OTHER THAN EA ACC $ AJIO ONLY AGG $ EXCESS/UMBRELLA LIABILITY ', EACH OCCURRENCE $ 25 , OOO , OOO B X occuR ~cv~IMSMADL 622049902003 08/01/08 08/01/09 (AGGREGATE $25,000,000 $ DEDUCTIBLE ~ $ X RETENTION $ 1 O, 0 0 0 $ WORKERS COMPENSATION AND TORY LIMITS ER EMPLOYERS' LIABILITY I /PARTNERIEX~~CUIIVL E L EACH ACCIDENT $ ANY Pk JPR LIOh OFF'~E~1/MEMBER EXCLUDED? EL. DISEASE- EA EMPLOYEE $ I yes, describe under SPECIAL PROVISIONS beloev ~ E L. DISEASE-PO. ICY L (MIT 3 OTHER B Builders' Risk IMC I21013663 001 03/30/08 03/30/09, Per Occr. $75,000,000 B Contractors Equip IMC I21013663 001 03/30/08 03/30/091 Occurrenc $1,000,000 DESCRIPTION OF OPERATIONS (LOCATIONS /VEHICLES !EXCLUSIONS ADDED BY ENDORSEMENT /SPECIAL PROVISIONS Certificate Holder is included as an Additional Insured and Waiver of Subrogation applies as required by written contract as indicated. CERTIFICATE HOLDER CANCELLATION CITOPEA SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CAIJCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSVRER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL C1 ty Of Pear land IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR 3519 Liberty Drive TX 77581 Pearland REPRESEPJTATIVES. , AUTH IZ~DrREQPjES_El~j'I'ATIVE ACORD 25 (2001108) tJ HI.VKU I.VKYV RN 11Vrv 'I yi525 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ~os> QCORQ- CERTIFICATE OF LIABILITY INSURANCE CERTIFICATE NO.fDATE nCD9-10700042-725420 1/5/2009 10,10,50nM PRDOUCER &ighpoint Risk Services LLC 14160 Wallas Parkway #500 Dallas, TX 75254 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR (800) 632-5096 (972) 715-0959 Fax: (972) 404-4450 INSURERS AFFORDING COVERAGE INSURED: INSURER A: Hale-Mills Construction, Ltd. INSURER B: 2900 Weslayan Street, Suite 375 INSURER C: Houston, TX 77027 INSURER D: (713) 665-1100 Fax: (713) 665-4944 INSURERE~ CCIVFRArFS THE POLICIES OF INSURANCE LISTED BELOW NAVE BEEN [SSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BV PAID CLAIMS. INSR TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPiRAT10 LIMITS GE NERAL LUYBIUTY EACH OCCURRENCE E COMMERCIAL GENERAL LIABILITY FIRE DAMAGE (Any One Fire) E CLAIMS MADE ~ OCCUR MED EXP (Any ona person) E PERSONAL d AOV INJURY E GENERAL AGGREGATE E GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS -COMP/OP AGG E POLICY PRO" LOC AUTOMOBILE LIABILITY ANV AUTO COMBINED SINGLE LIMIT (Ea acc{dont) E ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY (Par parson) E HIRED AUTOS NON-OWNED AUTOS BODILY INURY (Per accident) E PROPERTY DAMAGE (Per eccidenq E GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: AGG E EXCESS LIABILITY EACH OCCURRENCE S OCCUR CLAIMS MADE AGGREGATE $ $ DEDUCTIBLE g RETENTION $ E WORKERS COMPENSATION AND ' DWC02000206 08/10/2008 08/10/2009 X WCS7A7U- O7H- LIABILITY EMPLOVERS E.L. EACH ACCIDENT S 1000000 A E. L. DISEASE-EA EMPLOYEE S 1000000 E.L. DISEASE-POLICY LIMIT E 1000000 OTHER LIMITS $ LIMITS $ 1. Insured is afforded Workers Compensation & Employers Liability as a co-employer under the policy for employees leased from Odyssey. 2. Project Information:. University of Houston - Pearland. City of Pearland, Texas 3523 Liberty Drive Pearland TX 77581 ADDITIONAL INSURED; INSURER LJETTER: SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 3 0 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE ACORD 25-S (7197) ©ACORD CORPORATION 1988 CONFLICT OF INTEREST CITY OF PEARLAND QUESTIONNAIRE CONFLICT OF INTEREST QUESTIONNAIRE For vendor or other person doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. '1491, 80th Leg., Regular Session. This questionnaire is being flied in accordance with Chapter 176. Local Government Code by a person who has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the person meets requirements under Section 176 006(a) Bylaw this questionnaire must be filed with the records administrator of the local governmental that requiretthe saatemenhto be feed dSee SecUond176 006, Lo~al Govelmment Codefacts A person commits an offense if the person knowingly violates Section 176.006, Local Government Code. An offense under this section is a Class C misdemeanor. f Name of person who has a business relationsfiip with local governmental entity. FORM CIQ OFFICE USE ONLY Date Recewed ^ Check this box if you are filing an update to a previously filed questionnaire. tThe law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date the originally filed questionnaire becomes incomplete or inaccurate.) Name of local government officer with whom filer has employment or business relationship. tiS U rJ Name of Officer This section (item 3 including subparts A, B, C & D) must be completed for each officer with whom the filer has an employment or other business relationship as defined by Section 176.001(1-a), Local Government Code. Attach additional pages to this Form CIO as necessary. A Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income. from the filer of the questionnaire? Yes ~ No 8. Is the filer of the questionnaire receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer named in this section AND the taxable income is not received from the local governmental entity? Yes ICI No govemment~lofficer serves asoan olffcer opldirector, or hodsratn ownersthiprof 10npercentlor morel spect to which the local a Yes ~ No D Describe each employment or business relationship with the local government officer named in this section. with the governmental entity Date Bidder's Initial's: Adopted 06129/2007 00400 - 2 of 2 07/2006 CITY OF PEARLAND CONFLICT OF INTEREST QUESTIONNAIRE Section 00400 CONFLICT OF INTEREST QUESTIONNAIRE Local Government Code, Chapter 176 requires Bidders doing business with the City of Pearland to file a Conflict of Interest Questionnaire with the City Secretary if that person has or becomes aware of a business relationship, as defined by Chapter 176 of the Local Government Code, with a local governmental entity. The Conflict of Interest Questionnaire is available for downloading on the Texas Ethics Commission Website at: httn://www.ethics state tx us/forms/CIO pdf This form has been reproduced and is included here for the Bidder's convenience. While the City has provided this form for the convenience of its Bidders, it remains the Bidder's responsibility to submit the latest version of the Conflict of Interest Questionnaire available from the Texas Ethics Commission. Bidders will find a list of current City Officers on the City's website. This form is to be submitted along with the BID PROPOSAL and other required Bid Documents at the time of Bid Submittal. Failure to submit this form may be deemed ground for rejection of any Bid. 07/2006 Bidder's Initial's: 00400 - 1 of 2 VENDOR The City of APPLICATION PEARLAND, TEXAS Purchasing Services Department, 3519 Liberty Drive, Pearland, Texas 77581; Tel 281.652.1668, Fax 281.652.1738 1. General Information: Persons or Businesses interested in being included on a City of Pearland Vendor List must submit this application along with a commodity listing to the Purchasing Department. It is the vendor's responsibility to notify the Purchasing Department of any changes to the information supplied on this application. It is the vendor's responsibility to request bid invitations. Bid Invitations with expenditure in excess of $25,000 are advertised in a Pearland, Texas newspaper. Bid Invitations and Quotations are issued via US Postal service, fax or Internet based on the buyer's professional experience and knowledge of a firm's product or service. For goods and services under $25,000 vendors, will be categorized into primary and secondary suppliers. Primary suppliers will be solicited from the Peadand trade area. Secondary suppliers will be solicited when adequate competition, products or services are not available locally. Vendors will remain on the vendor list as long as bid requests are returned containing price quotes or request to remain on the list. Vendors who return numerous "No Bid" responses or requests for remaining on the list may be deleted from the vendor file. The City reserves the right to remove a supplier from our vendor list for failure to respond to bid requests, failure to deliver merchandise within promised time, or delivery ofsub-standard merchandise or services. 4. Type of Organization (Check One): [ ]Individual [/] Partnership [ ]Non-Profit [ ]Corporation, State of Inc.: W-9 Information: Federal I.D. #74-1682592 or Social Security #: ,How Long in Present Business: 37 years 5. Type of Business: [ ]Manufacturer [ ]Factory Representative [ ]Wholesale Dealer [ ]Retail Dealer [ ]Distributor Construction: [/] Unlimited Contractor [ ]Limited Contractor Number of Employees 25-50 Annual Gross Sales $117 839 072.00 Inventory Dollar Value ti,..~ oio~~o c„nnly Iho fnllnwinn information: 0. liOr UI AII UII.I 411u ral ulc~a~~~ v - ~ ~~...~~ ~+~ •••- ~-~~---"~ --- President Kendall G. Phinney Vice Philip K. Packer President Owners or Treasurer Partners Owners or KGP Management, LLC Owners or Partners Partners Owners or PKP Management, LLC Owners or Partners Partners Owners or Owners or Partners Partners 7. CONFLICT OF INTEREST: Applicable state law, TLGC Chapter 171. Personal interest in City Contracts; No member of the City Council or other officer or employee of the City of Peadand shall be directly or indirectly interested in any work, business or contract, nor be the surety on the offcial bond of any officer of the City for the performance of which security may be required. Any violation constitutes malfeasance in office, and any offer or employee guilty thereof shall be subject to removal from his office or position. Any violation with knowledge, express or implied, of the person or corporation contracting with the City shall render any contract voidable. 2. Date: January 6 2009 ®New Application [ ]Add Commodities [ ] NamelAddress Change [ ]Delete Commodities R PP.ndnnS /anantel ~iifhnri~cri 1n Cn., Rlrl~ nK..... ....a r,...a......... ••••,•••• Name/ Official Ca acit Tele hone No. Fax No. E-Mail Address Kendall G. Phinne 713.665.1100 713.960.5075 k hale-mills.com Philip K. Packer 713.665.1100 713.960.5075 Packer@hale-mills.com 9. Applicant is to list commodities and/or services they wish to offer the City of Pearland. (Vendor may attach listing) If NIGP classification is unknown, list commodities & services nnly NIGP Code Commodit or Service NIGP Code Commodit or Service Desi nand Construction 1n I ict throw ronnt~hlo Pc~rlon.l ... u..~,~~,... •...a,. ...,._ ~..._:______ .._.. _. ____., Business Cit /State Contact Name Tele hone Youn and Sons D all Houston, Texas Mark Young 713.724.0790 Integrity Air Systems, LLC Houston, Texas Tom Beatt 281.213.3430 Taylor Madi Design, LLP Houston, Texas Randy Taylor 713.682.0277 11. Insurance and Bonding Coverage. Check the type of insurance coverage carried: [ / ]contractors general liability; [ / ]auto; [ ]garage-keepers liability; [ / ]workers compensation; [ / ]bonding insurance, up to $200.000 000 00. 12. Texas Residency Requirements for Bidders: Pursuant to Texas Law V.A.T.S. Article 601 g. section 1&2, the following information is to be completed: Is your principal place of business located in Texas? / YES, No. If no, does your state have a local preference statute? YES, N0; If Yes, non-resident bidders must submit a copy of any statutes applicable to Texas resident bidders in the state of your principal place of business. DEFINITIONS: A "non- resident bidder" means a bidder whose principal place of business is not in Texas, but excludes a contractor whose ultimate parent company or majority owner has its principal place of business in Texas. A "Texas resident bidder" means a bidder whose principal place of business is in Texas, and includes a contractor whose ultimate parent company or majority owner has its principal place of business in this state. 13 Disadvantaged 8 Women Owned Business Certifications: The City of Pearland is committed to assuring that all businesses aspiring to do business with the City are given a prompt, courteous and equal opportunity. Misrepresentation of facts will disqualify the bidder. a. "Disadvantaged business" -means any business (1) which is at least 51 percent owned by one or more socially and economically disadvantaged individuals; or, in the case of any publicly owned business, at least 51 percent of the stock of which is owned by one or more socially and economically disadvantaged individuals; antl (2) whose management and daily business operations are controlled by one or more of such individuals. b. "Women-owned business" - means a business that is at least 51 percent owned by a woman or women who are U.S. citizens and who also control and operate the business. The undersigned certifies that this fine: [ ] IS, [ / ] IS NOT a disadvantaged business enterprise (DBE); If yes, check one: [ ]Black American; [ ]Hispanic American; [ ]Pacific Asian American; [ ]Native American. [ ] Firm: IS, [ / ] IS NOT a women owned business enterprise (WBE). 14. I hereby certify that signee is authorized agent for applicant and information supplied herein is correct. Failure to complete or falsify the information required may be cause for disqualification of bidder. Authorized Agent for Firm: Firm: Hale-Mills Constnirl Authorized Signature Use Date: January 6 2009 Vendor No: / ~ I Primary I Secondary I Buyer Review I Date Form (Rev. November 2005) Department of the Treasury Internal Revenue Service Request for Taxpayer Give form to the requester. Do not Identification Number and Certification send to the IRS. N Name (as shown on your income tax return) ~, Hale-Mills Construction, Ltd. m a Business name, if different from above c p .... a~ N Individual/ a p ^ ^ Corporation ~ ~ Check appropriate box: Sole proprietor ~ ` ~ y Address (number, street, and apt. or suite no.) ~ 2900 Weslayan, Suite 375 a` ~ City, state, and ZIP code .v ~' Houston, Texas 77027 a N List account number(s) here (optional) a~ Taxoaver Identification Number (TIN) ^ Exempt from backup © Partnership ^ Other - __________________ withholding Requester's name and address (optional) Enter your TIN in the appropriate box. The TIN provided must match the name given on Line 1 to avoid backup withholding. For individuals, this is your social security number (SSN). However, for a resident alien, sole proprietor, or disregarded entity, see the Part I instructions on page 3. For other entities, it is your employer identification number (EIN). If you do not have a number, see How to get a TIN on page 3. Note. If the account is in more than one name. see the chart on page 4 for guidelines on whose number to enter. Under penalties of perjury, I certify that: 1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me), and 2. I am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding, and 3. I am a U.S. person (including a U.S. resident alien). Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backu Pp y withholding because you have failed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not a I For mortgage interest paid, acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement arrangement (IRA), and generally, p me s other than intere nd dividends, you are not required to sign the Certification, but you must provide your correct TIN. (See the~str ions on page Sign Signature of Here U.S. person - Purpose of Form' ' A person who is required to file an information return with the IRS, must obtain your correct taxpayer identification number (TIN) to report, for example, income paid to you, real estate transactions, mortgage interest you paid, acquisition or abandonment of secured property, cancellation of debt, or contributions you made to an IRA. U.S. person. Use Form W-9 only if you are a U.S. person (including a resident alien), to provide your correct TIN to the person requesting it (the requester) and, when applicable, to: 1. Certify that the TIN you are giving is correct (or you are waiting for a number to be issued), 2. Certify that you are not subject to backup withholding, or 3. Claim exemption from backup withholding if you are a U.S. exempt payee. In 3 above, if applicable, you are also certifying that as a U.S. person, your allocable share of any partnership income from a U.S. trade or business is not subject to the withholding tax on foreign partners' share of effectively connected income. Note. If a requester gives you a form other than Form W-9 to request your TIN, you must use the requester's form if it is substantially similar to this Form W-9. Social security number or Employer identification number 7 ~ 4~-1 ~ 6 ~ 8 ~ 2 ~ 5 ~ 9 2 Date - J It-~i~l.~ Ca-rLlf is ~ ~ f b `~ • An individual who is a citizen or resident of the United States, • A partnership, corporation, company, or association created or organized in the United States or under the laws of the United States, or .Any estate (other than a foreign estate) or trust. See Regulations sections 301.7701-6(a) and 7(a) for additional information. Special rules for partnerships. Partnerships that conduct a trade or business in the United States are generally required to pay a withholding tax on any foreign partners' share of income from such business. Further, in certain cases where a Form W-9 has not been received, a partnership is required to presume that a partner is a foreign person, and pay the withholding tax. Therefore, if you are a U.S. person that is a partner in a partnership conducting a trade or business in the United States, provide Form W-9 to the partnership to establish your U.S. status and avoid withholding on your share of partnership income. The person who gives Form W-9 to the partnership for purposes of establishing its U.S. status and avoiding withholding on its allocable share of net income from the partnership conducting a trade or business in the United States is in the following cases: • The U.S. owner of a disregarded entity and not the entity, For federal tax purposes, you are considered a person if you are: Cat. No. 10231X Form W- (Rev. 11-2005) Form W-9 (Rev. 11-2005) • The U.S. grantor or other owner of a grantor trust and not the trust, and • The U.S. trust (other than a grantor trust) and not the beneficiaries of the trust. Foreign person. If you are a foreign person, do not use Form W-9. Instead, use the appropriate Form W-8 (see Publication 515, Withholding of Tax on Nonresident Aliens and Foreign Entities). Nonresident alien who becomes a resident alien. Generally, only a nonresident alien individual may use the terms of a tax treaty to reduce or eliminate U.S. tax on certain types of income. However, most tax treaties contain a provision known as a "saving clause." Exceptions specified in the saving clause may permit an exemption from tax to continue for certain types of income even after the recipient has otherwise become a U.S. resident alien for tax purposes. If you are a U.S. resident alien who is relying on an exception contained in the saving clause of a tax treaty to claim an exemption from U.S. tax on certain types of income, you must attach a statement to Form W-9 that specifies the following five items: 1. The treaty country. Generally, this must be the same treaty under which you claimed exemption from tax as a nonresident alien. 2. The treaty article addressing the income. 3. The article number (or location) in the tax treaty that contains the saving clause and its exceptions. 4. The type and amount of income that qualifies for the exemption from tax. 5. Sufficient facts to justify the exemption from tax under the terms of the treaty article. Example. Article 20 of the U.S.-China income tax treaty allows an exemption from tax for scholarship income received by a Chinese student temporarily present in the United States. Under U.S. law, this student will become a resident alien for tax purposes if his or her stay in the United States exceeds 5 calendar years. However, paragraph 2 of the first Protocol to the U.S.-China treaty (dated April 30, 1984) allows the provisions of Article 20 to continue to apply even after the Chinese student becomes a resident alien of the United States. A Chinese student who qualities for this exception (under paragraph 2 of the first protocol) and is relying on this exception to claim an exemption from tax on his or her scholarship or fellowship income would attach to Form W-9 a statement that includes the information described above to support that exemption. If you are a nonresident alien or a foreign entity not subject to backup withholding, give the requester the appropriate completed Form W-8. What is backup withholding? Persons making certain payments to you must under certain conditions withhold and pay to the IRS 28% of such payments (after December 31, 2002). This is called "backup withholding." Payments that may be subject to backup withholding include interest, dividends, broker and barter exchange transactions, rents, royalties, nonemployee pay, and certain payments from fishing boat operators. Real estate transactions are not subject to backup withholding. You will not be subject to backup withholding on payments you receive if you give the requester your correct TIN, make the proper certifications, and report all your taxable interest and dividends on your tax return. Payments you receive will be subject to backup withholding if: 1. You do not furnish your TIN to the requester, 2. You do not certify your TIN when required (see the Part II instructions on page 4 for details), Page 2 3. The IRS tells the requester that you furnished an incorrect TIN, 4. The IRS tells you that you are subject to backup withholding because you did not report all your interest and dividends on your tax return (for reportable interest and dividends only), or 5. You do not certify to the requester that you are not subject to backup withholding under 4 above (for reportable interest and dividend accounts opened after 1983 only). Certain payees and payments are exempt from backup withholding. See the instructions below and the separate Instructions for the Requester of Form W-9. Also see Special rules regarding partnerships on page 1. Penalties Failure to furnish TIN. If you fail to furnish your correct TIN to a requester, you are subject to a penalty of $50 for each such failure unless your failure is due to reasonable cause and not to willful neglect. Civil penalty for false information with respect to withholding. If you make a false statement with no reasonable basis that results in no backup withholding, you are subject to a $500 penalty. Criminal penalty for falsifying information. Willfully falsifying certifications or affirmations may subject you to criminal penalties including fines and/or imprisonment. Misuse of TINs. If the requester discloses or uses TINs in violation of federal law, the requester may be subject to civil and criminal penalties. Specific Instructions Name If you are an individual, you must generally enter the name shown on your income tax return. However, if you have changed your last name, for instance, due to marriage without informing the Social Security Administration of the name change, enter your first name, the last name shown on your social security card, and your new last name. If the account is in joint names, list first, and then circle, the name of the person or entity whose number you entered in Part I of the form. Sole proprietor. Enter your individual name as shown on your income tax return on the "Name" line. You may enter your business, trade, or "doing business as (DBA)" name on the "Business name" line. Limited liability company (LLC). If you are asingle-member LLC (including a foreign LLC with a domestic owner) that is disregarded as an entity separate from its owner under Treasury regulations section 301.7701-3, enter the owner's name on the "Name" line. Enter the LLC's name on the "Business name" line. Check the appropriate box for your filing status (sole proprietor, corporation, etc.), then check the box for "Other" and enter "LLC" in the space provided. Other entities. Enter your business name as shown on required federal tax documents on the "Name" line. This name should match the name shown on the charter or other legal document creating the entity. You may enter any business, trade, or DBA name on the "Business name" line. Note. You are requested to check the appropriate box for your status (individual/sole proprietor, corporation, etc.). Exempt From Backup Withholding If you are exempt, enter your name as described above and check the appropriate box for your status, then check the "Exempt from backup withholding" box in the line following the business name, sign and date the form. yg1 HUITTZOLLARS HUITT-ZOLLARS,INC. • 1500 South Doiry Ashford i Suite 200 • Houston,TX 77077-3858 •281.496.0066 phone • 281.496.0220 fax • huitt-zollorscom August 4,2008 t City Manager ' City of Pearland 3519 Liberty Drive Pearland,TX 77581 Re: RFP for University of Houston—Clear Lake,Pearland Campus Dear Mr. Eisen: After evaluation of all proposals received for the University of Houston—Clear Lake,Pearland Campus,we have identified the proposal of Hale-Mills Construction,LTD as the apparent best value. We have reviewed the Hale Mills Construction, LTD,proposal and contacted a number of prior clients of both Hale-Mills and their design consultant,Studio Red. All clients were satisfied with their work,and highly complementary. Mr. Steve Gillett,City of La Porte Director of Public Works, praised Hale-Mills for not only the quality of their work, but their willingness to discuss cost reductions and the ease of working with them. The Fellowship of the Woodlands was highly complementary of Studio Red's overall design capabilities, and the new Cultural Arts Center which they designed. We recommend Council approve a design-build contract with Hale-Mills Construction, LTD for design and construction of this project. Sincerely, AUITT-ZOLLARS,INC. Leonard Carthon,PE Project Manager Original Stipulated Fixed Price Proposal Data Construction Time Negotiated Respondent Base Bid Design Build Fee General Conditions Contingency Total Stipulated Fixed Price %Mark-Up Base Schedule Final Cost Spew Glass $16,824,306.00 $844,823.00 $930,871.00 $18,600.000.00 7.50% 425 Satertleld Pontikes $11,992,976.00 $1,091,177.00 $700,000.00 $13,784,153.00 9.00% • 354 J.E.Dunn $14,158,455.00 $1.375,652.00 $806,938.00 $733,580.00 $17,074,625.00 4.00% 313 Hale Mills • $13,878,421.00 $705,192.00 $198,982.00 $14,582,595.00 5.00% 540/ 445 $10,792,847.00 Hale Mills'proposal was selected as providing the best value based on the Selection Criteria