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24-101 - BNBuilders - Public Work Shops Phase II: Construction
City of Tukwila Agreement Number: 24-101(a) Council Approval N/A (D 6200 Southcenter Boulevard, Tukwila WA 98188 CONTRACT FOR SERVICES Amendment No. 1 Between the City of Tukwila and BNBuilders, Inc. That portion of Contract No. 24-101 between the City of Tukwila and BNBuilders, Inc. is hereby amended as follows: Section 1 Proiect Designation:, The Consultant is retained by the City to perform GCCM Preconstruction services in connection with the project titled City of Tukwila Maintenance and Engineering East Campus Project. Section 2 Scope of Services: The Consultant agrees to perform the services, identified on Exhibit "A" attached hereto, including the provision of all labor, materials, equipment and supplies. Section 4 Payment . The Consultant shall be paid by the City for completed work and for services rendered under this Agreement as follows: Payment for the work provided by the Consultant shall be made as provided on Exhibit "A" attached hereto, provided that the total amount of payment to the Consultant shall not exceed $379,422 (including estimated expenses) without express written modification of the Agreement signed by the City. The total amount for this amendment is $19,422. All other provisions of the contract shall remain in full force and effect. Dated this day of -vh. �./'� 2024. CITY OF TUKWILA BNBuilders, Inc Wit' i Signed by: Thomas Mcleod, Mayor n I°°iuber, Principal ATTEST/AUTHENTICATED Signed by: Andy Youn, City Clerk APPROVED AS TO FORM Signed by: Office of the City Attorney CA Revised December 2016 Page 1 of 1 Tukwila Maintenance and Engineering - East Campus B N B GC/CM CHANGE ORDER REQUEST SUMMARY PROJECT NAME: Tukwila Maintenance and Enginering - East Campus GENERAL CONTRACTOR: BNBuilders, Inc. CCD/ASI #: Per Request COP #: P001 DATE: 51912024 DESCRIPTION OF CHANGE: Potholing and survey identification of existing utilities as shown in the attached documents. BP 00.01 BNB Project Manager $1,324.00 BP 00.02 BNB Survey $8,103.00 BP 00.03 Applied Professional Services, Inc. $9,995.00 Direct Construction Costs $19,422.00 GC/CM Fee (NA - Precon) Rounding Adjustment Total Change Request $19,422.00 To the best of my knowledge and belief, I certify that all costs listed above are correct. Contractor Signature Date COP Cost Breakdown Project Name: Tukwila Maintenance and Engineering - East Campus CCD/RFI: Per Request Project No. 123028.000 CP #: P001 Contractor BNBuilders, Inc. Date: 5/9/24 Work Description: Potholing and survey identification of existing utilities as shown in the attached documents. Description A. Labor Quantity Unit Prod. Hours $/hour Cost B. Material $/Unit Cost C. Equipment $/Unit Costs D. SUBTOTAL Costs BNB Project Manager 8 HR 8 165.54 $ $ $ 1,324 BNB Survey Engineer 40 HR 40 130.81 $ 71.77 $ 2,871 $ 8,103 E$6,2557 $ $ - $ - $ $ $ $$$Total Cost of Work A. B. $ C. $ 2,871 $ 9,428 =si19111�� Applied Professional Services, INC. May 6, 2024 Administration Building Project Project Scope: Potholing APS, Inc. will utilize our Air Vacuum Excavation System to verify utilities at selected test -hole locations determined by BNBuilders. This process is being performed to obtain utility and depth information for the projects design. • APS, Inc. shall air vacuum excavate approximately (6) test -holes on existing underground utilities. • Scope assumes that the utility will be between 0' and 10' in depth. • If a test -hole falls in the hard surface APS, Inc. shall jackhammer the existing asphalt or concrete. • APS, Inc. shall back -fill all test -holes with a material approved by the local jurisdiction (5/8" select, sand or pea gravel). • CDF backfill and permanent asphalt repair are excluded from this scope. If the local jurisdiction requires CDF backfill and/or permanent asphalt repair additional fees will be required. • Collect utility and test -hole data, and photograph all found utilities. • This estimate is based on design engineering rates in which case prevailing wages do not apply. • Restoration is assumed at this time to be 5/8" crushed rock back fill or native fill and an EZ -street patch, which carries a 2 -year warranty from the date the test -hole was completed. • Grind and overlay of the existing roadway is not covered in this scope. Should the local jurisdiction require additional restoration, other than what is included in the scope, then additional fees will be required. • All bonding and/or ROE will be obtained prior to APS arriving on site. Deliverables: Potholing • Test -hole data sheets, which include Top, Bottom, Width, Diameter and Direction of the utility. • Excel spread sheet containing all test -hole data for the project. • All field notes with offsets shown in a hand drawn sketch. • Photo of all Found Utilities. • One and a quarter inch zinc washer left at grade where utility was found with measurements stamped into it. SERVICE PROVIDED COST / UNIT I EST. HRS/UNITS I TOTAL COST AIR VACUUM POTHOLING (portal-to-portal) $ 355.00 18 $ 6,390.00 PROJECT COORDINATION $ 110.00 6 $ 660.00 CONDUCTABLE LOCATES $ 115.00 3 $ 345.00 NON CONDUCTABLE LOCATES/CCTV $ 245.00 10 $ 2,450.00 DUMPING FEE (per hole) $ 25.00 6 $ 150.00 TOTAL PROJECT ESTIMATE Is 9,995.00 Project Site Address • 11231 East Marginal Way S. Tukwila, WA Contact Information: CLIENT: BNBuilders Ryan Duckworth 26014th Ave. Suite 350 Seattle, WA 98121 (206) 382-3443 Authorization to Proceed The undersigned hereby acknowledges the terms and conditions of this agreement and authorizes APS, Inc. to proceed according to the project scope and cost. BNBuilders Name: Date: Msi19,11�� B4B Buil d e r s LAROR RATE TARiF SEATTLE OFFTCL Businc» Umt- Di -tor DIRBU ........ 233.84 Opc aeons Manages MGROPS 233.54 Principal PRNC 339.18 Proj,t E-utivc - Swh or EXECYRS...... 319 30 Projc tE zcutivc EXECPR....... 229.21 Proj,ct M-gcr - Samar b1GRPRJS...... 202.58 Projcct M-kl r.. MGRYRi....... 113 54 Projcct Mazugcr - Assist.m[....... ASTPM........ 144.70 Projcct Engmc r - S..mm ENGPRS....... 125.02 ProjCtErgnhcr.. ENGPR 113.45 Projcct Engineer - Intdhn INTPE......... (8.30 SusmmabrlrR Director DIRSUS........ 192.17 SusmmabrlrttM-gs MGRSUS 172.49 Susmmabrlrty Cootdmatot CRDSUS....... 116.92 Design Maziagcr - Savor DESIGNMS..... 192.17 Design Mvar.. DESIGNM 172.49 QuatrtN Mmmgcr MGRQLiA...... 165.54 Divcrsi, K Indus n Marraacr.. MGRDI 172.49 PrcCollctluctlon Ducctar PRECON D..... 320.ti6 Pref usnuctioll Manager PRECON M 217.ti3 Estm atot - Cl -f ESTCH........ 254.ti8 Estuh 1mr - Sahior ESTSR 207.21 Estuhhator EST 156.28 Estuhhator-Assistazi[ ESTASST 113.45 Scticdul r - Duccmr DIRPLN 192.17 Scticdula - Mmrags MGRSCH...... 175.96 Sclicdulcr CONSCHED.... 1,3 23 hvho anon Ezecuovc EXECINV...... 221.11 hero troll Manager S�mor........ MGRINS....... 201.43 hvhov troll Manager MGRIN........ 178.27 bmi-aLloil Engumca - Scrrmr...... ENGINSR...... 143.55 bmi-aLloil Engumccr ENGINNOV 116.92 MEP EYccunvc _ _. EXECMEP 233.54 MEP Engmxr ENGMEY 144.70 MEP Coordinator - Savor CRDMEPS 213.00 MEP Coordinator CRDMEY 175.96 IT - Savor TECHSR 109.97 IT TECHIT 59.14 Pr icct Accamhtant - Samar....... ACCPRS....... 123.57 Pr jcct accamhtant ACCYR........ 104.19 Frctd Office Caard - Sr CRDFOSR _CRDFO........ 116.92 Frctd Othce Caard 98.40 Convacts Adrvirusnatoi - Sr ADMCONS 104.19 Convacts Adrvirusnator ADMCON 59.14 Opcianons Adrvuvstratar ADMOY 59.14 Pr jcct Purchasing Agaa ASPURCH 109.97 hhsurar cMaziager MGRRSK...... _CRDRSK 213.00 hhsuranca Cooidmator 109.97 Supermtandait- Eaxuh- SUPEXEC 320.ti6 Supermtandait - Savor SUPSR........ 226.59 Supermtandait I.. SUP 1 178.27 Supcimtandait II SUP 2......... 147.02 SafctN Duxmr.... OSI -LA 1........ 233.54 SafdN Rcgronat Lead _. OSI -LA 2........ _ _ _ _.OSI 192.17 SafdN Mazia.-r -LA 3........ 151.ti5 Safety Engineer - Semor OSI -LA 4........ .........OSHA 137.76 Safct} Evgmecr 5 129 65 Wsi19,11�� LAROR RATE TARIF SEATTLE OPPTCE Sur— or-CludS p,visor SURV 1 186.33 Sui - Enaucer SURV 2........ 130.51 Su—'or SURV 3........ 130.51 Su—Nor Equipment Cliarac...... N/A 71.77 24-101 Council Approval 6/5/23 Document A1330— 2019 11111111�1�1�11 1111111 11111 111111111111111 Jill � 111�lylll Ily i !1I liqlplIq III 1 11111 MON. a I M I i 11 R i 1 .41 11 ! ifil 0 W.M.. AN Maximum Price AGREEMENT made as of the 20 day of May in the year 2024 (In words, indicate clay, month, analyear.) EE'"I"MPWEEN the Owner: (Name, legal .status, address, and other iaa/r)rrraation) City of Tukwila 6200 Southeenter Boulevard Tukwila, WA 98188 g8 and the Construction Manager:. (vanro, legal status, ca dress„ and other /n/br ation) BNBuilders, Inc 2601 01 Ave Suite,, 350 Seattle, WA 98121 206-382-3443 for the following Project: (7V ame, location, and detailed description) City of Tukwila Maintenance and Engineering East Campus Project 112.31 E Marginal Way Tukwila, WA 98168 The Architect. (lVaarao,, legal status,, address, and other information) Miller Hayashi, LLC 1111 35th St, Suite 2007 Seattle,' A 981103 The Owner and Construction Manager agree as follows. ADDITIONS AND DELETIONS: The author of this document has added information needed for its completion. The author may also have revised the text of the original AIA standard form. An Additions and Deletions Report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed. A vertical line in the left margin of this document indicates where the author has added necessary information and where the author has added to or deleted from the original AIA text. This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AIA Document A201 TM -2017, General Conditions of the Contract for Construction, is adopted in this document by reference. Do not use with other general conditions unless this document is modified. (nit. AIA Document A133-2019. Copyright @ 1991, 2003, 2009, and 2019. All rights reserved. `The American Institute of Architects," "American Institute of Architects," AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with t the AIA Contract DocumentsO Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) TABLE OF ARTICLES 1 INITIAL INFORMATION 2 GENERAL PROVISIONS 3 CONSTRUCTION MANAGER'S RESPONSIBILITIES 4 OWNER'S RESPONSIBILITIES 5 COMPENSATION AND PAYMENTS FOR PRECONSTIRUCTION PHASE SERVICES S COMPENSATION FOR CONSTRUCTION PHASE SERVICES T COST OF THE WORK FOR CONSTRUCTION PHASE DISCOUNTS, REBATES, AND REFUNDS 9 SUBCONTRACTS AND OTHER AGREEMENTS t ACCOUNTINGRECORDS i 1 PAYMENTS FOR CONSTRUCTION 12 DISPUTE w 13 TERMINATION OR SUSPENSION SCOPE15 OF THE AGREEMENT EXHIBIT A GUARANTEED MAXIMUM PRICE, AMENDMENT EXHIBIT B INSURANCE AND BONDS EXHIBIT C COST ALLOCATION MATRIX EXHIBIT D OF wr w DOCUMENTS AVAILABLE EXHIBIT E HOURLY RATES FOR NEGOTIATED SUPPORT SERVICES (NSS) HOU RLY EMPLOYEES EXHIBIT F UPDA • w, at TUKWILA MAINTENANCE- PROJECT SCHEDULEDated 02-022-2w. ARTICLE 1 INITIAL INFORMATION § 1.1 This Agreement is based an the Initial lnfarrnatian set forth in this Section 1..1. (For each item in this section:, insert the information or as statement such as "nart aap licaable" or "unlmowwn at time of execution. "d § 1.1.1 TheOwner's program for the Project, as described in Section 4.1.1. (Insert the Owners program, iadentf jy documentation that establishes the Owners, program, or state the manner in which the program will be developed.) The Owner's program as described in Exhibit D § 1.1.2 The Project's physical characteristics: (dadenfi# or describe pertinent information about the Project ;s physical characteristics, such as size; location; dimensions; geotechnical radrerts, .site barunadcaries, topographic surveys, traxffic and utility studies; availability q public an dprivaFte utilities and services; legal rdeseriptiarn of the site, etc.) The Project's physical characteristics are described in "Exhibit D § 1.1 3 The Owner's budget for the Guaranteed Maximum Price, as defined in Article fi: Init. AIA Document A133 — 2019. Copyright @ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 2 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with t the AIA Contract Documents° Terms of Service. To report copyright vioiabons, e-mail docinfo@aiacontracts.com. User Notes: (808138546) (Provide total and, if known, a line item breakdown.) The Owner's budget for the Guaranteed Maximum Price including the MACC, as defined in Article 6: Fifty-four million nine hundred eighty-two thousand three hundred fifty-four dollars $54,982,354 (The revised construction budget number, which includes the essential facility upgrade (Maintenance & Engineering Building ONLY, no other structures or paved areas are included.) The Construction Manager specifically acknowledges that the maximum allowable construction cost ("MACC") for this Project shall not be exceeded. The Construction Manager further agrees that the MACC does not change, unless the Owner changes the scope of the work in writing, such that the change order is rcquested by the Owner to complete the Project with such modification § 1.1.4 The Owner's anticipated design and construction milestone dates: A Design phase milestone dates, if any: Schematic Design Phase — November 24, 2023 Design Development Phase Complete — August 21, 2024 90% CD Set — May 16, 2025 Conformed Set Issued for Construction August 31, 2025 .2 Construction commencement date: Phase I (carthwork/sitc)June 30 2025 Phase 2 (building September 30, 2025 .3 Substantial Completion date or dates: December 2026 .4 Other milestone dates: Move In — January 2027 § 1.1.5 Thee Owner's requirements for accelerated or fast-track scheduling, or phased construction, are set forth below-. (Identify any, requirementsJbi-fast-track scheduling or phased construction) Phased permit and construction (site work and building construction) are expected § 1.1.6 The Owner's anticipated Sustainable Objective for the Project: (Identify and describe the Owners Sustainable Objective.1br the Project„ #'any) Initiatives and goals for sustainability will be discussed during design § 1.1.6.1 If the Owner identifies a Sustainable Objective, the Owner and Construction Manager shall complete and incorporate AIA Document E234Tm-2019, Sustainable Projects Exhibit, Construction Manager as Constructor Edition, into this Agreement to define the terms, conditions and services related to the Owner's Sustainable Objective. If E234-2019 is incorporated into, this agreement, the Owner and Construction Manager shall incorporate the completed E234-2019 into the agreements with the consultants and contractors performing services or Work in any way associated with the Sustainable Objective. § 1.1.7 Other Project information: (Identify special characteristics or needs of the Project not provided elsewhere) Shoreline restoration work requires sensitive construction methodology and phasing. There will be multiple jurisdictional requirements related to strict seasonal construction windows along the rivers edge. § 1.1.8 The Owner identifies the following representative in accordance with Section 4.2: (List name, address, and other contact information) Justine Kim AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with 3 the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) Shiels, Obletz, Johnsen, Inc. 1109 1 sl ,Ave Suite 33 , Seattle, WA 98101 Telephone: 206-355-1730 Email: justinek@sojsea.com § 1.1.9 The persons or entities, in addition to the Owner's representative, who are required to review the Construction Manager's submittals to the Owner are as follows: (List name, address and other contact information) A/E Team § 1.1.10 The Owner shall retain the following consultants and contractors: (List name, legal status, address, and other contact information) Geotechnical Engineer: GeoEngineers, Inc. 2101 4 1 Ave Suite 950 Seattle, WA 981.21 Erik Ellingsen eelingsen@geoengineers.com .2 Hazmat: NOVO Laboratory & Consulting Services, Inc. PO Box 98219 Seattle, WA 98198 Rich Carlson Rich (a7novolc.com .3 Other, if any: (List any other consultants retained by the Owner, such as a Project or Program Manager.) Building Envelope/Waterproofing Wetherholt & Associates, Inc 1471.5 NE 95�h Street Suite 1.00 Don Davis Surveyor: David Evans & Associates, Inc 20300 Woodinville/Snohomish Rd NE, Suite A Woodinville, WA 98072 John Christensen Future Owner's Consultants to be selected: Commisioning, Testing Agency § 1.1. 11 The Architect's representative: (List name, address, and other contact information.) Laura Maman 11.8 N 351h Street 11200 Seattle, WA 98103 lauramaman@millerhayashi.com Init. AIA Document A133-2019. Copyright @ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 4 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with t the AIA Contract Documents° Terms of Service. To report copyright vioiabons, e-mail docinfo@aiacontracts.com. User Notes: (808138546) § 1.1.12 The Construction Manager identifies the following representative in accordance with Article 3: (List name, address, and other contact information) Ryan Duckworth BNBuilders, Inc. 2061 411, Ave Suite 350 Seattle, WA 98121 206-382-3443 ryan.duck-worth@bnbuilders.com § 1.1.13 The Owner's requirements for the Construction Manager's staffing plan for Preconstruction Services, as required under Section 3.1.9: (List any Owner -specific requirements to be included in the staffing plan) Staffing plan to come from, BNB to be approved by Brandon Miles, City of Tukwila, or designee § 1.1.14 The Owner's requirements for subcontractor procurement for the performance of the Work: (List any Owner -specific requirements subcontractorprocurement) TBD § 1.1.15 Other Initial Information on which this Agreement is based: § 1.2 The Owner and Construction Manager may rely on the Initial Information, Both parties, however, recognize that such information may materially change and, in that event, the Owner and the Construction Manager shall appropriately adjust the Project schedule, the Construction Manager's services, and the Construction Manager's compensation. The Owner shall adjust the Owner's budget for the Guaranteed Maximum Price and the Owner's anticipated design and construction milestones, as necessary, to accommodate material changes in the Initial Information. § 1.3 Neither the Owner's nor the Construction Manager's representative steal I be changed without ten days' prior notice to the other party. ARTICLE 2 GENERAL PROVISIONS § 2.1 The Contract Documents The Contract Documents consist of this Agreement, the September 18, 2023 Request for Proposals for General Contractor/Construction Manager for the Maintenance & Engineering Building, Conditions of the Contract (General, Supplementary and other Conditions), Drawings, Spe4ificalions, Adden&,lMllcd prior to execution of this Agreement, other documents listed or described in this Agreement or the General Conditions A201 -2017 Section 1.1.1, and Modifications issued after execution of this Agreement, all of which form the Contract and are as fully a part of the Contract as if attached to this Agreement or repeated herein ("Contract Documents"), Upon the Owner's acceptance of the Construction Manager's Guaranteed Maximum Price proposal establishing the "Total Contract Cost" ("TCC"), which means the Preconstruction Work Allowance + Maximum Allowable Construction Cost (""MA C"") + Fixed Fee + Fixed Amount for Specified General Conditions work + applicable Washington State sales tax, the Contract Documents will also include the Guaranteed Maximum Price Amendment. The Contract Documents form the Contract, which represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations or agreements, either written or oral. If anything in the other Contract Documents, other than a Modification, is inconsistent with this Agreement, this Agreement shall govern. An enumeration of the Contract Documents, other than a Modification, appears in Article 15. § 2.2 Relationship of the Parties Intentionally Omitted § 2.2.1 The Construction Manager accepts the relationship of trust and confidence established by this Agreement and covenants with the Owner to cooperate with the Architect through every phase of the Work and exercise the Construction Manager's best skill, AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violabons, e-mail docinfo@aiacontracts.com. User Notes: (808138546) of and judgment in furthering the interests, of [tic Owner to furnish ctficien t construction administration, management services,, and supervision,, to, furnish at all times an, adequate supply of workers and materials; and to perform the Work in the best, way and most expeditious and economical manner, within the established MACC, consistent with the Owner's interests. The Owner agrees to furnish or approve, in a timely manner, information required by the Construction Manager and to make payments to the Construction Manager in accordance with the requirements of the Contract Documents. The Construction Manager further recognizes that, in order lbr the Project to be completed on time and within the TCC, the Construction Manager, the Architect and the Owner will have to closely cooperate on a regular basis to revise plans, drawings, specifications, materials, methods, estimates and budgets as necessary to meet the Owner's finaneW constraints. § 2.2.2 This Agreement does not make the Construction Manager the agent or legal representative of the Owner for any purpose whatsoever, and the relationship of the Construction Manager to the Owner by reason of this Agreement shall be that of an, independent contractor. The Construction Manager is not granted any express or implied right or authority to assume or create any obligation or responsibility on behalf of or in the name of the Owner or to bind the Owner in any manner or thing whatsoever. § 2.2.3 Both parties hereto, in the performance of the Contract, will be acting in their individual capacities and not as agents, employees, partners, joint ventures or associates of one another. The employees or agents of one party shall not be deemed or construed to be the employees or agents of the other party for any purpose whatsoever. The Construction Manager's staff shall work under the direction and control of the Construction Manager, The Construction Manager shall ensure that all Construction Manager's staff are properly trained and fully equipped to perform their assigned tasks. The Construction Manager shall provide any necessary reasonable accommodations to enable Construction Manager's staff to perforin, assigned tasks, § 2.2.4 The parties agree that no person supplied by Construction Manager in the performance of obligations under this Agreement is an employee of the Owner, and that no rights in the Owner's civil service, retirement system, other employee benefits, or personnel rules shall accrue or apply to such persons. Construction Manager shall have total responsibility for all salaries, wages, bonuses, retirements, withholdings, worker's compensation, other employee benefits and all taxes and insurance premiums pertinent thereto concerning such persons used by them in the performance of this Contract; and Construction Manager shall indemnify, defend, save and hold the Owner harmless with respect thereto, The Construction Manager shall further defend, indemnify and hold the City, its officers, officials, employees and volunteers harmless from any and all claims, injuries, damages, losses or suits including attorney fees, arising out of or in connection with the performance of this Agreement, except for injuries and damages- caused by the sole negligence of the City. However, should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Construction Manager and the City, its officers, officials, employees, and volunteers, the Construction Manager's liability hereunder shall be only to the extent of the Construction Manager's negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes the Construction Manager's waiver of immunity under Industrial Insurance, Title 51 RCW, solely for the purposes of this indemnification. This waiver has been mutually negotiated by the parties. The provisions of this section shall survive The expiration or termination of this A greement. § 2.2.5 The Construction Manager shall be responsible for maintaining satisfactory standards of employee competency, conduct, appearance and integrity, Construction Manager's staff must be cooperative and work in harmony with each other, Owner employees, other Owner contractors, and Owner customers at all times,. While on the Owner's work promises, Construction Manager's staff must comply with all City ordinances,, and all applicable laws, related to behavior and conduct required by invitees, and Owner employees, Any Construction Manager's staff found in violation of any ordinance or regulation may be asked to immediately leave Owner premises. The Construction Manager must be prepared to provide an immediate replacement at no cost to the owner, § 2.3 General Conditions § 2.3.1 For the Preconstruction Phase, the general terms of the AIA Document A20 ITm-2017, General Conditions of the Contract for Construction, as modified by Owner ("A201-2017"), and those terms that identified in this Agreement or the A201-2017 as applicable to the Preconstruction Phase or Services shall apply. Without limiting the foregoing, the following terms of the A201-2017 shall apply: Section 1.5, Ownership and Use of Documents; Section 1.7, Digital Data Use and Transmission; Section 1.8, Building Information Model Use and Reliance; Section 3.12. 10, Professional Services; Section 10.3, Hazardous Materials; Section 13. 1, Governing Law. The term "Contractor" as used in A201-2017 shall mean the Construction Manager. AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with 6 the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) § 2.3.2 For the Construction Phase, the general conditions of the contract shall be as set forth in A201-2017, as modified by agreement of the parties, which document is incorporated herein by reference. The term "Contractor" as used in A201-2017 shall mean the Construction Manager. ARTICLE 3 CONSTRUCTION MANAGER'S RESPONSIBILITIES The Construction Manager's Preconstruction Phase responsibilities are set forth in Sections 3.1 and 3.2, and in the applicable provisions of A201-2017 referenced in Section 2.3.1. The Construction Manager's Construction Phase responsibilities are set forth in Section 3.3. Other sections of this Agreement apply to the phase identified therein: if no phase is identified, the Section applies to both the Preconstruction and Construction Phases.The Owner and Construction Manager may agree, in consultation with the Architect, for the Construction Phase to commence prior to completion of the Preconstruction Phase, in which case, both phases will proceed concurrently. The Construction Manager shall identify a representative authorized to act on behalf of the Construction Manager with respect to the Project. § 3.1 Preconstruction Phase § 3.1.1 Extent of Responsibility The Construction Manager shall exercise reasonable care in performing its Preconstruction Services, The Owner and Architect shall. be entitled to rely on, and shall not be responsible for, the accuracy, completeness,, and timeliness of services and information furnished by the Construction Manager. The Construction Manager, however, does not warrant or guarantee estimates and schedules except as may be included as part of the MACC.. The Construction Manager is not required to ascertain that the Drawings and Specifications are in accordance with applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities, but the Construction Manager shall promptly report to the Architect and Owner any nonconformity discovered by or made known to the Construction Manager as a request for inforination in such form as the Architect may require. § 31.2 The Construction Manager shall provide preconstruction services, including but not limited to: assisting the Architect and its sub -consultants with planning and design, life cycle cost -engineering-, scheduling; cost-estirnating, determining constructab,ility; assessing alternative construction options for cost savings including assistance to the Owner with development tasks necessary to support the construction effort; and identifying and organizing Subcontractor bid packages (collectively and inclusive of all services described in Section 3.1.4, "Preconstruction Services"). Preconstruction Services shall be provided throughout the preconstruction period and shall beclosely coordinated with the Architect's and Owner's representatives, The Construction Manager shall work collaboratively and proactively with the Owner and Architect to proceed with the planning, design, and development of the work in a manner which supports the Owner's efforts to maintain the MACC. Both the Construction Manager and the Architect shall be given direction by the Owner or the Owner's designated Representative. The relationship between the Construction Manager and the Architect is intended to be collaborative and proactive, both participating on the same team with the Owner. Construction Manager's Preconstruction Services will commence toward the end of Schematic Design Phase, which is anticipated to be November 1, 2023, and anticipated to be complete in second quarter of'2025, 3.11.3 Consultation The Construction Manager shall actively participate as a member of the Project team with the Owner and the Architect during the design phases prior to construction. The purpose of this consulting responsibility is to provide the expertise necessary to ensure that the MACC and the Project schedule are met. The Construction Manager will work collaboratively with the Architect, but will provide input through the Owner's Designated Representative unless otherwise authorized by the Owner. During this Preconstruction Phase, the Construction Manager's Project Manager or higher-level person will attend all design meetings and provide and oversee the services of the Construction Manager to ensure development of a high quality, functional, constructible, and cost-effective Project. (Paragraphs deleted) § 3.11.4 Preconstruction Services .1 General The Construction Manager shall review all Drawings and Specifications and Contract Documents developed with respect to the Project, and advise and make recommendations to the Owner's Designated Representative and Architect regarding such matters as construction feasibility, possible economies, time requirements for procurement and construction, means and methods, estimates and projected costs as necessary to meet the Owner's financial and schedule constraints. By reviewing, advising, or making such recommendations, the AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with 7 the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) Construction Manager will not be deemed to have assumed the Architect's or consultants' design obligations with respect to the Contract Documents developed by them. The Preconstruction Services also include value engineering, cost estimating, scheduling, identification and organization of subcontract packages, procurement strategies, and analysis of labor and material conditions. .2 Preconstruction Administration and Planning The Construction Manager shall: A. Have a Project Manager or higher-level person attend at least weekly coordination meetings to discuss design, permitting, schedule, construction planning, and other Project coordination issues. B. Prepare a detailed milestone schedule for the Project from the onset of Design Development through the completion of construction, commissioning and Substantial Completion, The schedule shall identify work to be performed by the Architect, the Construction Manager, and the Owner, In developing the activities for this; schedule, the Construction Manager shall consult with both the Owner and Architect to ensure that the responsibility for and duration of these activities is accurate, The schedule shall be submitted for Owner for approval at the 100% Schematic Design stage. C. Develop cost accounting and job management reporting systems to be used during construction. D. .Assist in the development of the Project labor agreement, if one is utilized, coordinate all labor issues, and work with building trade unions for their constructive involvement in the Project. E. Perform other preconstruction administration and planning services as required by the Owner's Designated Representative. .3 Design Review The Construction Manager shall: A. Conduct timely design review of the Project at each scheduled design review phase: Schematic Design, Design Development, and 50% and 100% Construction. Documents. Design review shall include budget, constructability, value engineering, completeness, and coordination. The Construction Manager shall provide written design review comments to Owner's Designated Representative and Architect within four (4) weeks from receipt of the design documents for each phase. B. Review the drawings and specifications for the final design development submittal for viable value engineering ("VE") recommendations. The Construction Manager shall create a value engineering tracking system which identifies each VE proposal, provides a cost estimate of the savings and/or explanation of added value to the Project if the proposal is accepted, indicates the date by which a decision must be made to incorporate the VE proposal, indicates the current status of the VE proposal and the team member with current action, and the date the proposal was accepted or rejected. C. Review and comment on all studies including preliminary and final EIS, basis of design report, etc. The Construction Manager shall cooperate in other design reviews as required by the Owner's Designated Representative. D. Propose a breakdown of bid package and work buy out, .4 Work for Construction Documents The Construction Manager shall provide the following services during the Construction Document phase: A. Determine subcontract bid packages and material procurement packages and identify those that could be Init. AIA Document A133-2019. Copyright @ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on $ 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents° Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) advertised prior to the completion of construction documents. If the Owner's Designated Representative concurs that the Project will benefit and if funds are available, the Owner's Designated Representative may, at its option, elect to authorize the Construction Manager to advertise and award subcontracts or material procurements for long lead -,time items in advance of completion or Construction Documents. The Construction Manager shall prepare procurement documents for long lead-time materials as necessary. B. Revise the Project schedule as required to reflect changes that have occurred during design or to reflect a change or more refined schedule for procurement of materials, subcontract buyout or construction. The Construction Manager shall provide weekly updates at the coordination meetings. C, Prepare and process the application(s) for all necessary permits except the master use and building, The Construction Manager shall monitor and expedite the permitting process as necessary to ensure that all construction permits are received in a timely fashion. D. Monitor the development of the Construction Documents, The Construction Manager shall provide value engineering and constructability reviews of elements of design when requested by the Architect and approved by the Owner. E. Prepare construction cost estimates within four weeks of receipt of documents fi-orn the Architect for the entire Project based on both the mid- and final Construction Documents submittals. If the estimate exceeds the MACC, the Construction Manager shall take whatever actions are necessary in conjunction with the Architect and Owner to, reduce the cost of the Project to within the MACC. F. Complete an interdisciplinary plan check of both the mid- and final Construction Documents submittals. The Construction Manager shall provide corn ments to the Owner's Representative and Architect. The Construction Manager shall verify that the comments are incorporated into the Contract Documents. G. Review the record drawings and investigate the existing conditions at the Project site to ensure that the Construction Documents reflect the existing conditions. .5 Schedule The Construction Manager shall: A. Develop and keep current a master critical path schedule for the Project that includes design and construction activities as well as applicable regulatory agency, outside entity, Project team, and Owner activities and constraints. The schedule shall identify all long -lead procurement items. In developing the activities for this schedule, the Construction Manager shall consult with both the Owner's Designated Representative and Architect to ensure that the responsibility for and duration of these activities is accurate. B. Monitor and update the schedule monthly and discuss the need for corrective action with theOwner's Designated Representative and the Architect in weekly coordination meetings, C. Develop a bid packaging/phasing strategy and schedule. D. Develop a procurement strategy and schedule for direct purchase of materials, furnishings, fixtures, and equipment by the Owner's Designated Representative, The Construction Manager shall adjust the Construction Schedule accordingly, E With the Owner's Designated Representative, establish a schedule for establishment of the MACC and TCC, .6 Budget The Construction Manager shall: A. Provide a detailed cost estimate for the Project at those points in the design review phases described in AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with 9 the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) Subsection 3.1.4.3.A. The Construction Manager shall identify the margin of accuracy of estimates and identify appropriate contingencies. The Construction Manager's estimate shall employ a Uniforrnat system and also Bid Package format so it can be compared to other estimates. Formats will be coordinated with those used by the Architect. The Construction Manager shall monitor and update the budget each month and discuss the need for corrective action with the Owner's Designated Representative and Architect at progress meetings. B. Provide value engineering alternatives and cost reduction suggestions to the Architect and Owner's Designated Representative, such that the implementation of the proposed measures would maintainthe design within budget without compromising the Owner's basic needs. C. Evaluate the availability and supply of Labor and materials and the effect of market conditions on the budget, including the possibility of foreign -purchased materials. D. Prepare budget for long lead items. § 3,.1.5 Allowance for Preconstruction Services and Compensation for Preconstruction Services § 3.1.5.1 The Owner has established an allowance for Preconstruction Services Phase I in the amount of $360,0,00 (the "Preconstruction Services Allowance"). Construction Manager agrees to complete all Preconstruction Services for no more than $3,60,000. § 3.1.5.2 Within seven (7) days of being notified it will be recommended for selection to the City Council, the Construction Manager shall, submit a plan for the Preconstruction Services work ("Preconstruction Work Plan" or "Plan"), The Preconstruction Work Plan shall include a schedule of the activities included in the scope of work for Preconstruction Services and will identify the individuals the Construction Manager intends to use to accomplish the tasks assim ed. If the Plan is not satisfactory to the Owner, the Owner will advise the Construction Manager of the shortcomings in the Plan and require the Construction Manager to resubmit the Plan within 14 days. The Preconstruction Work Plan shall also include the anticipated number of hours needed to complete each activity, the name(s) of the individuals that will be used to complete each task and an hourly rate for each individual. The hourly rates multiplied by the number of hours needed to complete all tasks shall not exceed the Preconstruction Services Allowance, unless adjusted pursuant to mutual agreement of the Owner and Construction Manager, and once approved by the Owner shall constitute the "Preconstruction Services NTE Limit." The Construction Manager will not be entitled to any compensation for Preconstruction Services until the Owner approves Construction Manager's Preconstruction Work, Plan. § 3.1.5.3 The Construction Manager will be paid an amount not to exceed the Preconstruction Services NTE Limit for Preconstruction Services. In the event the Construction Manager incurs costs and expenses, in excess of the Preconstruction Services NTE Limit, the Construction Manager shall bear such costs and expenses, shall have no claim against the Owner on account thereof, and expressly and specifically waive any such claim against the Owner. § 3.1.5.4 If, in the performance of the Preconstruction Services, the Construction Manager performs any services non-nally associated with the Construction Phase of the Project, the cost of such services shall be included in the MACC or shall be paid as an additional service based on the Construction Manager's billing Tate for such services, as shown in Exhibit B hereto, and expenses, without markup, if the work of the Construction Manager for the Project does not proceed beyond the Preconstruction Phase. § 3.1.6 Phase Construction The Construction Manager shall provide recommendations with regard to accelerated or fast -tracked scheduling, procurement, or phased construction. The Construction Manager shall take into consideration cost reductions, cost information, constructability, provisions, for temporary facilities and procurement and construction scheduling issues. (Paragraphs deleted) (Sections 3.1.7-3.1.10 intentionally omitted) AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 10 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violabons, e-mail docinfo@aiacontracts.com. User Notes: (808138546) § 3.1.11 Notices and Compliance with Laws The Construction Manager shall comply with applicable laws, statutes, ordinances, charters, codes, rules, and regulations, and lawful orders of public authorities to its performance tinder this Contract, and with equal employment opportunity programs, and other programs as may be required by governmental and quasi -governmental authorities. (Parag7raphs deleled) § 3,.2 Guaranteed Maximum Price Proposal and Establishment of Total Contract Cost (TCC) § 3.2.1 The Total Contract Cost will be determined through a negotiation of the MACC conducted when Construction Documents are 90% complete. The MACC negotiations are separate frorn Preconstruction Services, and the Construction Manager shall not be reimbursed for work related to MACC negotiations. § 3.2.2 Guaranteed Maximum Price Proposal At a time to be mutually agreed upon by the Owner and the Construction Manager, the Construction Manager shall prepare a Guaranteed Maximum Price proposal for the Owner's review and acceptance, The Guaranteed Maximum Price proposal shall state the Preconstruction Service NTE Limit, the TCC, and shall separately state the TCC components: the negotiated MACC (including separately listing the Negotiated Support Service, Subcontractor Bonds, and MACC Contingency): the Fixed Fee: the Fixed Amount for Specified General Conditions work: and applicable Washington State Sales Tax. § 3.2.3 Total Contract Cost (TCC) and: Guaranteed Maximum Price Amendment § 3.2.3.1 The TCC shall be determined through a negotiation of the MACC between the Construction Manager and the Owner, and established by the Guaranteed Maximum Price Amendment. The Construction Manager shall not be reimbursed for any efforts related to MACC negotiations. The "'Contract Sum," as used in the Contract Documents, shall refer to shall refer to the TCC. § 3.2.3.2 By executing the Guaranteed Maximum Price Amendment, the Construction Manager represents and acknowledges that the TCC is reasonable compensation for all of the Work, that the Contract Time set forth in the Construction Schedule is adequate for the performance of the Work, and that Construction Manager has carefully examined the Contract Documents and the Project site, including any existing structures, and that it has satisfied itself as to the nature, location, character, quality and quantity of the Work, the labor, materials, equipment, goods, supplies, work, services and other items to be furnished and all other requirements of the Contract Documents, as well as the surface conditions and other matters that may be encountered at the Project site or may affect performance of the Work or the cost or difficulty thereof, including but not limited to those conditions and matters affecting. transportation, access, disposal, handling and storage of materials, equipment and other items; availability and quality of labor, water, electric power and utilities; availability and condition of roads; normal climatic conditions and seasons; physical conditions at the Project site and the surrounding locality; topography; and equipment and facilities needed preliminary to and at all times during the performance of the Work, and furtbennore acknowledges that no variation in the aforesaid site conditions from those observed, assumed, reasonably inferable or contemplated by the Construction Manager shall form the basis for any claim of changed condition by the Construction Manager. By executing the Guaranteed Maximum Price Amendment, the Construction Manager further acknowledges it shall be responsible for coordinating the activities of its Subcontractors of any tier during the Construction Phase, shall be responsible for discharging all of the Construction Manager's obligations under the Contract Documents and, during all phases, shall advise and work with the Owner, Architect and consultants and Subcontractors to make recommendations for alternate or substitute technologies, construction techniques, methods, materials,, and practices based on cost savings, time saving and/or other related efficiencies and quality enhancements, The Construction Manager further represents that it is fully qualified and properly licensed, equipped, organized, financed and staffed to perfonn the Work, and services under the Contract and such additional Work and services as the Owner may request (provided, however, that nothing in the Contract shall be deemed to require, authorize or permit the Construction Manager to perform any act which would constitute the practice of architecture, professional engineering, certilied public accounting or law), and shall provide, in a timely, efficient and professional manner the Work and services in accordance with the Project and Construction Schedules. § 3.2.4 Maximum Allowable Construction Cost (MACC) § 3.2.4.1 All forms of Construction Manager compensation including Subcontractor bonds, MACC, contingency and AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 11 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) Negotiated Support Services are contained within the MACC. The MACC is the amount mutually agreed to between the Owner and Construction Manager that is required to complete all Work as described in the Contract Documents, except Work Services, and Owner -directed changes. The Owner shall maintain a contingency for Owner -directed changes. § 3.2.4.2 The Construction Manager shall be responsible for all costs related to Subcontractor claims or charges that result from mistakes or omissions in the subcontract buyout, coordination errors and omissions in the Construction Documents that the Construction Manager reasonably should have detected, or interference between Subcontractors and the Construction. Manager or between Subcontractors and other Subcontractors. If contingency funds are available within the MACC, Construction Manager may use said funds to offset the costs outlined in this section. If contingency funds are not available within the MACC, Construction Manager will be responsible for the overages. Construction Contingency shall not be used for Owner -directed changes. § 3.2.4.3 As part of the MACC negotiations, the Construction Manager shall provide the Owner a complete cost estimate in a format agreed to by the Owner and Architect and a Subcontract Plan satisfactory to the Owner outlining the subcontract packages and procurement schedule for each package the Construction Manager intends to prepare to execute the Project. The Subcontract Plan shall include a statement regarding the Work the Construction Manager intends to self -perform (if any) and an affidavit stipulating that the Construction Manager customarily performs such work. If the Parties cannot come to a mutual agreement as part of the MACC negotiations, the parties expressly agree that the Owner has the right, but not the obligation, to fort-nally terminate negotiations and the Construction Manager agrees to waive any such claim arising under or that may arise under RCW 39.10.370. § 3.2.4.4 Supplemental Contract Documents. The Construction Manager recognizes that the Contract Documents may not be fully completed or developed at the time of the execution of the Guaranteed Maximum Price Amendment, The Construction Manager agrees to cooperate with the Owner and the Architect in order to satisfy the Owner's requirements for the Project and to incorporate all the Work described under other Contract Documents hereafter completed or developed. The Construction Manager and the Owner recognize that construction may commence on the basis of scope or incomplete Contract Documents; and in such event, additional Contract Documents will be prepared and issued, from time to time, for purposes of construction which will detail more completely all requirements of the Work. The Construction Manager and Owner have agreed to the Maximum Allowable Construction Cost set forth in the Guaranteed Maximum Price Amendment. The Construction Manager represents to the Owner that the Contract Documents are sufficiently complete to enable the Construction Manager to establish the Total Contract Cost of the Work, and the issuance of subsequent Contract Documents will not affect the TCC of the Work, unless a change in the scope of the Work is required. A change in the scope of the Work is not warranted if the portion of the Work was reasonably inferable from or contemplated by, or a prudent contractor should have realized that same was necessary or appropriate under the Contract Documents in existence at the time the TCC of the Work was approved by the Owner. During performance of the Work, the Construction Manager agrees to use its best efforts, exercising its best and prudent judgment, to accomplish the Work in conformance with, and as required or described by, or referred to in, the Contract Documents then available and developed. § 3.2.5 Construction Manager's Fee and Specified General Conditions § 3.2.5.1 Construction. Manager's Fee. The Construction Manager's "Fixed Fee" shall be stated as a percentage in Construction Manager's final bid proposal and Article 6. Other than Washington State Sales Tax, Construction Manager's "Fixed Fee" shall cover all B&O taxes owed by the Construction Manager. The "Fixed Fee" shall include all profit (and loss) of the Construction Manager as well as home or regional general overhead office expenses of the Construction Manager during construction phase and all general home office staff time assigned to this Project and Construction Manager's payment and performance bonds and liability insurance. § 3.2.5.2 Specified General Conditions Work. The dollar amount for the "Specified General Conditions Work" shall be that amount stated in the Construction Manager's final Bid Proposal and in Article 6. The "Specified General Conditions Work" shall consist of salaried project staffing as defined in GC/CM Bid Requirements, Part 3 - "Specified General Conditions Work, Subpart 3.1 - Project Staffing." At a minimum, Construction Manager's salaried project staffing shall include the following positions: Project Manager Project Superintendent Project Engineer Init. AIA Document A133-2019. Copyright @ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 1 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents° Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) Other than Washington State Sales Tax, Construction Manager's "Specified General Conditions Work" dollar amount shall cover all salaried payroll taxes owed by Construction Manager, 3.2.6 Negotiated Support Services § 3.,2.6.1 Negotiated Support Services shall be on an actual cost or a lump sum basis. The costs are budgeted and identified in Article 6 and included in the MACC. If the total expended on Negotiated Support Services exceeds the total budgeted amount, the Construction Manager may use contingency funds available within the MACC to pay the excess. If contingency funds are not available and total Negotiated Support Services expenditures exceed the total budgeted amount, the Construction Manager will be responsible for the overages; provided, however, if Owner determines that Construction Manager did not cause the overages, Owner may in its sole discretion increase the budgeted amount for Negotiated Support Services or Construction Manager's contingency to cover the overages. § 3.2.6.,2 Negotiated Support Services shall be all expenses of the Construction Manager related to project support, whether direct or through consultants, including, but not limited to: labor and materials; Test Engineer; participation in and the support of the Subcontractor bidding process of the.Project; reproduction of documents (e.g., plans, blueprints, shop drawings, submittals, correspondence, etc.); bid document reproduction; two-way radios whether owned by and rented from Construction Manager or rented from a third party, rental of equipment whether owned by and rented by Construction Manager or rented from a third party; gas, oil and maintenance; small tools whether owned by and rented from Construction Manager or from a third party; use taxes; craft payroll taxes; computer charges; project construction administration software (e.g., scheduling software, set-up of project computer network, project computer and system maintenance, etc.); survey and layout; temporary utilities (e.g., power, water, natural gas, etc.); temporary sanitation (e.g., temporary latrines, drop boxes, janitorial services, etc.); temporary hcating; temporary weather protection; ternporary drinking water; temporary structures (e.g., craft dry shacks, set-up of craft dry shacks, miscellaneous temporary structurc/safety structures, etc.); temporary parking for salaried project staffing; temporary fire protection (e.g., construction related fire extinguishers and fire stand -pipe system, etc.); project safety (eg., drug and alcohol tests, safety equipment and awards, temporary railings, ladders and barricades, progress cleanup, traffic control and flagging, site and street cleaning, dust control, etc.); first aid; barricades and temporary fences around the site; temporary signage; field office equipment; supplies and furniture (e.g., facsimile, computers, printers, copy machines, desks, filing cabinets, other incidental office expenses, etc.); telephone and postage (c,&, telephone hookup, cellular telephones, local and long distance charges, postage,, express mailing, computer line charges, initial set-up of computer line, etc.); travel; Subcontractor insurance and bond premiums; and other incidental expenses attributable to the Work on this Project, excluding Work that is included in the "Specified General Conditions Work," or is included in the MACC. § 3.,2.7'Performianice and Payment Bond. One month prior to the Notice to Proceed for Construction, the Construction Manager shall deliver to the Owner performance and payment bonds for the full TCC, on a form provided by the Owner and as described in A201-2017. The costs of such bonds are included in the Fixed Fee, and therefore will be borne by Construction Manager out of that sum. § 3.2.8 Construction Manager Reduction Incentive. All savings from expenditures For the Work totaling less than the MACC, shall accrue to the Owner, except that the Construction Manager shall bill for and receive an incentive payment of a sum equal to 50% of all savings under the MACC, up to a maximum incentive payment of $2001,0010.00 on the final request for payment of the project. (Paragraphs deleted) § 3.3 Construction Phase § 3.3.1 General § 3.3.1.1 For purposes of Section 8.1.2 of A201-2017, the date of commencement of the Work shall mean the date of commencement of the Construction Phase. § 3.3.1.2 The Construction Phase shall commence upon the Owner's execution of the Guaranteed Maximum Price Amendment or, prior to acceptance of the Guaranteed Maximum Price proposal, by written agreement of the parties. The written agreement shall set forth a description of the Work to be performed by the Construction Manager or that the Construction Manager shall cause to be performed, and any insurance and bond requirements for Work performed prior to execution of the Guaranteed Maximum Price Amendment. § 3.3.1.3 The Construction Manager shall execute the entire Work described in the Contract Documents, except to the extent AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on13 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) specifically indicated in the Contract Documents to be the responsibility of others. The Construction Manager shall provide construction management services, including but not limited to: assistance in planning and design; life cycle cost engineering; scheduling; cost estimating; determining constructability; assessing alternative construction options for cost savings including assistance to the Owner with development tasks necessary to support the construction effort; and preparation of Subcontractor bid packages. Construction management services shall be provided throughout the Project, from the Preconstruction Phase through the Construction Phase, and shall be closely coordinated with the Architect and Owner's Designated Representative. The Construction Manager shall provide full general contracting services for construction of the Project in accordance with the requirements of this Contract and RCW 39.10.340 through .410. Throughout the term of this Contract, Construction Manager shall work collaboratively and proactively with the Owner and Architect to proceed with the planning, design, and development of the Work in a manner which supports the Owner's efforts to maintain the MACC. § 3.3.1.4 Owner/Construction Manager/Architect. The Owner shall give direction to both the Construction Manager and the Architect. The relationship between the Construction Manager and the Architect is intended to be collaborative and proactive, both participating on the same team with the Owner. § 3.3.1.5 Work Dudngi Construction. During construction the Construction Manager shall provide all services required of'a. general contractor and construction manager. Specific details of the Work during construction are provided below, but they shall in no way limit the Construction Manager's overall duty to provide construction and construction management services. § 3.3.1.6 Construction Manager Overall Responsibilities. The Construction Manager will be responsible for construction of the Project within the dollar limits of the TCC. The Construction Manager shall coordinate with the Owner's Project Representative. Representatives from the Architect will be on site as necessary to provide design support, working through the Owner. Weekly construction coordination meetings will be held, which will be attended by Owner's Project Representative, the Construction Manager, and the Architect as further defined in the A.201-2017. The scope of services to be provided will include construction, construction management, procurement, fit out, Quality Assurance/Quality Control (QA/QC) coordination, test engineer,, coordination of as -built drawings, site safety, etc, § 3.3.1.7 Prevailing Wages § 3.3.1.7.1 In accordance with Chapter 39.12 RCW, Construction Manager and its Subcontractors shall pay employees for each trade or occupation performing work on this Public Works Project not less than the nimirrium, current Prevailing Wage Rate and shall comply in all respects with Chapter 39.12 RCW or other requirements as defined by: Prevailing Wage Section, ESRC Department of Labor and Industries P.O. Box 44540 Olympia, Washington 98504-4540 Tcl. (360) 902-5335 § 3.3.1.7.2 Prevailing Wage Rate is defined as the hourly wage, fringe benefits, and overtime in accordance with provisions of the Washington Public Works Act (most current rules and regulations). The applicable Prevailing Wage Rates as of the Effective Date are the rates in effect for King County as of TBD. For any renewal term, the applicable prevailing wage shall be based upon the rates in effect on the first day of the renewal term, a) Construction Manager and Subcontractors must pay a wage -and -fringe benefits package to workers that is equal to or exceeds the prevailing wage & prevailing fringe benefit amounts added together. b) Construction Manager and Subcontractors must observe overtime, 'holiday, and Code provisions that are part of the Prevailing Wage Rate. c) The most current Schedule of Washington State Prevailing Wage Rates for King County is located at https//rortress.wa,,go,v/lni/m��ag,eloo,kiip/pryl'tig(wlookiip.aspx, and is incorporated by reference in this Agreement, except as amended or superseded by new current Prevailing Wage Rates, Codes, Laws, or other Governing Authorities. A copy is available at the Owner's office upon advance request, and Owner will send a copy to Construction Manager upon request. AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with 14 the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) d) It is the sole responsibility of the Construction Manager to assign the appropriate classification to persons performing Work under this Agreement, to ascertain the applicable Prevailing Wage Rate for each classification, and to not pay a worker less than the minimum hourly wage rates and fringe benefits for said worker's classification. e) In the event any dispute arises as to what are the prevailing rates of wages for a specific trade, craft or occupation, and such dispute cannot be adjusted by the parties in interest, including labor and management representatives, the matter shall be referred for arbitration to the Director of the Department of Labor and Industries, and the Director's decision shall be final, conclusive, and binding on all parties involved in the dispute. § 3.3.1.7.3 A "Statement of Intent to Pay Prevailing Wages," as approved by a Department of Labor and Industries "industrial statistician," is required to be submitted from Construction Manager and all Subcontractors with its first Application for Payment and as a condition precedent to any payment. Payment will not be released until the required Statement of Intent to Pay Prevailing Wages is, received by Owner § 3.3.1.7.4 Construction Manager shall post a Prevailing Wages Statement as required by RCW 39,12,020, § 3.3.1.7.5 Upon completion of the Work, and as a condition precedent to payment, Construction Manager and all the Subcontractors must submit to Owner Affidavits from the Construction Manager approved by the Industrial Statistician of the Washington State Department of Labor and Industries stating that the Construction Manager and all Subcontractors and material suppliers for the project have been paid in full ("Affidavit of Wages Paid"), Construction Manager must submit an Affidavit of Wages Paid for any Subcontractor that ceases to provide Work during the term of this, Agreement. § 3.3.1.7.,6 The Department of Labor and Industries requires a fee, to be paid at the time of submittal, for both the Statement of Intent to, Pay Prevailing Wages forms, and the Affidavit of Wages Paid forms. All fees required by the Department of Labor and Industries shall be paid by the Construction Manager. § 3.3.1.8 Apprentice Utilization. The Construction Manager shall comply with the Owner's Apprentice Utilization goals and reporting requirements, as stated in City of Tukwila Resolution 91814, which is available upon request. § 3.3.2 Construction Administration and Management. The Construction Manager shall: § 3.3.2.1 Manage construction of the Project, serve as general contractor and will carry out the construction of the Project through subcontracts or by Work performed by Construction Manager. Further, the Construction Manager agrees to provide the key personnel who were named in the Construction Manager's proposal for the Project and are stated in the Guaranteed Maximum Price Amendment. The key personnel named in the Guaranteed Maximum Price Amendment shall remain assigned for the duration of the Project unless otherwise agreed to in writing by Owner. In the event that Construction Manager proposes to substitute any of the key personnel designated in the Guaranteed Maximum Price Amendment, the individuals) proposed must demonstrate similar qualifications and experience as required to successfully perform such duties. Owner shall have the sole right to determine whether key personnel proposed as substitutes are qualified to work on the Project. Owner shall not unreasonably withhold approval of staff changes. § 3.3.2.2 Coordinate all on-site activities. The Construction Manager shall provide ongoing coordination between crafts, provide quality control, settle disputes between Subcontractors, negotiate any modification proposals with the Subcontractors (Owner expects the Construction Manager to negotiate with Subcontractors but reserves the right to, reject any Subcontractor proposal), negotiate modification proposals with the Owner, revise and forward submittals and requests for information (RFls) to Owner for action, and respond to all correspondence related to the effort required for any procurement activities that arise frorn a Subcontractor's inability or unwillingness to perform. § 3.3.2.3, Conduct weekly progress mecting(s) and weekly Subcontractor meeting(s) and maintain minutes for them, The Construction Manager shall attend construction oversight meetings with Owner's Designated Representative and Architect as required, The Construction Manager shall conduct site tours for the Owner and other officials asrequestcd by Ownen § 3.3.2.4 Coordinate general building layout, including layout Work Provided by separate trades for their own Work, to ensure that no conflict exists with the work of other trades, § 3.3.2.5 Develop site safety plan and manage job site safety. AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with 15 the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) § 3.3.2.6 Provide sufficient, qualified staff, including but not limited to project managers; field engineers; superintendents; engineers; construction quality control representatives; testing engineers; scheduling engineers; cost engineers; and clerical and accounting personnel to ensure that: A Modification proposals are submitted to the Owner within fourteen (14) calendar days of the receipt by the Construction Manager of the Subcontractor's proposal. Only changes negotiated between Construction Manager and Subcontractor and approved by Owner are acceptable. B. RFls are reviewed and forwarded to Owner within three (3) working days of receipt, unless a shorterperiod of review is required to avoid delay. C. Submittals are reviewed for completeness and forwarded to Owner's Designated Representative within seven (7) calendar days of receipt. D. Replies to correspondence from Subcontractors, Owner, and other outside agencies are provided within seven (7) calendar days. E. For a minimum of ninety (90) calendar days after Physical Completion, provide adequate qualified staffthat is authorized to act on behalf of their firm to be present to coordinate and insure that any outstanding Work items, punch -lists, testing and commissioning arc completed, at no additional cost to the Owner. § 3.3.2�.7 Administer all construction correspondence and maintain a document tracking and filing system for the Project, § 3.3.2.8 Participate in community meetings, meetings with regulatory agencies, City Council and committee meetings as requested by Owner's Designated Representative. § 3.3.2�.9 Construction Manager will only charge for personnel labor where such personnel are working full time and are located at the site. § 3.3.3 Bidding and Subcontract Plan, § 3.3.3.1 The Construction Manager is responsible for issuing bid packages consistent with the Contract Documents and RCW 39.101.3'301, .3'85 and .390, as may be applicable and any other applicable procurement requirement. The Construction Manager is responsible for ensuring that the low qualifying bid for each package is within the amount budgeted within the MACC. The Construction Manager may, in its discretion, use MACC contingency to cover any bid package that exceed the amount budgeted within the MACC, up to, the total of the remaining MACC contingency. If there is no remaining MACC contingency, the Construction Manager shall cover the cost of the excess at no cost to the Owner. § 3.3.3.2 Thee Construction Manager shall conduct public solicitation of bids and public bid openings, evaluate bids, and conduct or coordinate appropriate hearing of any bid protests in compliance with the Contract Documents and applicable law. Owner's Designated Representative will maintain an oversight role during the bid process. The Construction Manager shall defend, indemnify and hold the City, its officers, officials, employees and volunteers harmless from any and all claims, damages, losses or suits including attorney fees, arising out of or in connection with the bid protests associated with this Project, except for damages caused by the sole negligence of the City and for the Construction Manager's selfwperfonned bid packages. § 3.3.3.3 Prior to subcontract bidding, the Construction Manager shall secure the Owner's approval of its Subcontract Plan. § 3.3.3.4 Before soliciting bids, the Construction Manager shall submit and the Owner shall approve, final bid package estimates for all subcontract bid packages in its approved Subcontract Plan, The Construction Manager shall at the same time, inform the Owner of its intention to bid to "selfwperfonn" all or any part of anybid package, provided Construction Manager shall also meet the requirements of RCW 39.10 ,380 through .4101 as may be applicable, The sum of all the final bid package estimates in the Subcontract Plan shall not exceed the MACC, § 3.3-3.5 The Construction Manager shall bid out 'the subcontracts in accordance with its, approved Subcontract Plan. During Subcontract buyout the Construction Manager may request a change in its Subcontract Plan and the Owner will not unreasonably AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on16 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violabons, e-mail docinfo@aiacontracts.com. User Notes: (808138546) withhold approval provided the sum of all of the final bid package estimates in the Subcontract Plan as revised does not exceed the negotiated MACC, § 3.3.3.6 if the low responsive bid for a particular bid package is greater than the final bid package estimate, then the provisions of RCW 39.10.380 shall apply. If the lowest responsive bid does not exceed the final bid package estimate by more than 10%, then the Construction Manager may negotiate an adjustment to that bid based upon Ownerapproved changes to the subcontract scope that bring the bid within the amount the Owner and the Construction Manager agree to be the available funds. § 3.3.3.,7 If the Construction Manager chooses not to negotiate under the provisions of Section 3.3.3.6 above, or if the low conforming bid exceeds the final bid package estimate by more than the amount permitting negotiations, the Construction Manager shall award the bid package to the low responsive responsible bidder as provided in RCW 39.10.380. The Construction Manager may request and the Owner, in its sole discretion, may agree to changes in the bid package. The Construction Manager may then re -bid, but all time delays and costs associated with the re -bid shall be the responsibility of the Construction Manager. If contingency funds are available within the MACC, Construction Manager may use said funds to offset these costs. If contingency funds are not available within the MACC, Construction Manager will be responsible for the overages. § 3.3.3.8 If any Subcontractor to whom a Bid Package has been awarded is unable to perform, the Construction Manager shall have the option to re -bid or negotiate for the performance of the work or perform the work itself. Except as provided in this Section, the Construction Manager shall bear all risk and/or cost overruns occasioned by a Subcontractor's inability to perform,. If contingency funds arc available within the MACC, Construction Manager may use said funds to offset the costs outlined in this subsection. If contingency funds are not available within the MACC, Construction Manager will/ be responsible for the overages. § 3.3.3.9 Further requirements for Subcontracting and Bidding are located in Section 3.6. § 3.3.5.1 Final Bid Package Estimate, Once agreement has been reached on the Final Bid Package Estimate, the values in this column do not change. At an appropriate time during the Project, with approval of Owner, this column need not be printed in each monthly report. This column must, however, be maintained and be available upon the Owner's request. § 3.3.5.2 Final Bid Package Estimate Adjustments. To be used to record adjustments in the Final Bid Package Estimate. § 3.3.5.3, Available Funds (Revised Budget), The sum of the "Final Bid Package Estimate" and "Adjustments". § 3.3.5.4 Budget Adjustment, This column shall indicate any change to any budget line item that occurred since the last report, § 3.3.5.5 Subcontract, This column shall reflect the amounts encumbered less change orders, § 3.3.5.,6 Change Order, (Two columns), One column shall reflect the value of Change Orders paid from the MACC contingency and one column shall reflect the value of change orders paid from the Owner's, contingency, § 3.3.5.,7 Revised Subcontract Amount. This columnshall reflect the total of "Subcontracts," and "Change Orders," § 3.3.5.,8 Variance, This column shall reflect the budget less the subcontract, less change orders, § 3.3.5.,9 Expended to Date, This column shall reflect the amount paid to the Construction Manager from the Owner. § 3-3-5.10 Expended Prior Period, This column shall reflect the amount recorded in the month report immediately preceding the current report as "EXPENDED TO DATE." § 3.3.5.11 Expended this Period. This column shalll reflect the amount expended to date less the amount reported in all previous periods.. § 3.3.5.12 Percent of Budget. This column shall reflect the amount of the negotiated budget that has been expended and is the amount "'Expended to Date" divided by the sum of "Available Funds"' and "Change Orders" expressed as a percentage. AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with 17 the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) § 3.3.5.,13 Anticipated Cost to Complete. This column shall reflect the amount the Construction Manager believes shall be required to finish the Work, § 3.3.5.14 Balance, This column shall reflect the difference between the sump of the amount "Expended to Date" and the "Anticipated Cost to Complete" and the budget as adjusted. § 3.3.5.,15 The Owner and the Construction Manager at monthly construction oversight meetings will review the monthly report. Budget adjustments will be reviewed and mutually agreed to at that time. § 3.3.6 Cost Reporting. In general and as further described in General Conditions and Division 0 —18 inclusive, the Construction Manager shall: § 3.3.6.1 Prepare a detailed construction budget for the Project based on the MACC cost documentation. The Construction Manager shall update the budget each month showing a complete, detailed, and current accounting for the cost of the Work buyout versus the MACC estimates for each line item. § 3.3.6.2 Prepare a schedule of values for each subcontract. § 3.3.6.3, Prepare monthly cost reports. For each subcontract, the Construction Manager shall state costs expended, budget remaining, and change order status, The Construction Manager shall provide a cost forecast for each subcontract and the project as a whole, § 3.3.6.,4 Prepare monthly progress report narrative. § 3.3.6.5 Prepare monthly earned value report. § 3.3.6.6 Establish pay request procedures, The Construction Manager shall prepare monthly pay requests. § 3.3.6.7 Prepare independent cost estimates for Subcontractor change orders, The Construction Manager shall document and track a] I change order payments. § 3.3-6.8 Resolve Subcontractor claim issues, § 3.3.6.9 At conclusion of Project, prepare final accounting of Project and prepare final payment and buyout § 3.3.7 Schedule. The Construction Manager shall: § 3.3.7.1 Develop and keep current a rnastcr critical path schedule ("CPM") for the project as required by A201-2017 and that includes design and construction activities as well as applicable regulatory agency, outside entity, project team, and CPM activities and constraints. The CPM shall identify all long -lead procurement items. In developing the activities for the CPM, the Construction Manager shall consult with both Owner's Designated Representative and Architect to ensure that the responsibility for and duration of these activities is accurate, The Construction Manager shall submit the CPM to Owner or such other Person as the Owner shall designate for approval, 3.3.7.2 Monitor construction progress and fonnally update the CPM every month, The Construction Manager shall discuss the need for corrective action regarding the CPM with Owner's Designated Representative in the weekly coordination meetings. § 3.3.7.3 The Construction Manager shall also prepare a three-week look -ahead schedule each week, which will be presented to Owner's Designated Representative not later than the weekly coordination meeting. Once a month, the Construction Manager shall also prepare a monthly summary schedule and six-week look -ahead with the monthly progress. § 3.3.8 Quality Control/Quality Assurance., § 3.3.8.1 Thee Construction Manager shall be responsible to ensure that the Owner's, inspectors are given notice and are afforded timely and appropriate access to the Work to make Their inspections. Special inspection required by the appropriate building officials and regulatory agencies willl be provided by the OwnCT's, Designated Representative AIA Document A133 — 2019. Copyright @ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on18 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) § 3-3-8.2 The Construction Manager shall develop and submit a QA/QC plan for the Project to complement the Owner's independent testing and inspection, The QA/QC plan shall be approved by Owner's Designated Representative, QA QC; shall be conducted as further described in the Contract Documents. § 3.3.8.3 The Construction Manager shall review the Owner's testing and inspection reports and, where required, take appropriate remedial actions. § 3.3.8.,4 The Construction Manager shall, in cooperation with the Owner's Designated Representative and Architect, develop an appropriate system for reporting and correcting deficiencies § 3.3.91 Procurement, The Construction Manager shall: § 3.3.91.1 Prepare and maintain a detailed procurement schedule for all direct Owner -purchased materials, furnishings, fixtures, and equipment. § 3.3.9.2 Coordinate delivery and installation of Owner -purchased items. § 3.3.10 Commissioning, Test, Close Out. § 3.3.110.1 Substantial Completion, for purposes of Section 9.8 of the A201-2017, shall include those commissioning activities necessary to obtain a certificate of occupancy. § 3.,3.110.2 The Construction Manager shall assist the Owner in obtaining a certificate of occupancy and the required permits necessary for the Owner to take a beneficial occupancy of the facility constructed in this project. § 3.3.110.3 The Construction Manager shall prepare and/or coordinate the preparation of all operations and maintenance manuals. § 3.3.110.4 The Construction Manager shall assemble and Coordinate all vendor manuals, warranties, guarantees, affidavits, releases, bonds waivers, certificates of occupancy, etc. § 3.3.10.5 The Construction Manager shall administer and coordinate the preparation of all Subcontractor and/or vendor shop drawings, if any. § 3.3.10.6 Working in conjunction with Architect's field staff, the Owner's Designated Representative, and the Construction Manager shall develop a protocol for preparing as -built drawings in accordance with the Contract Documents. § 3.3.110.7 The Construction Manager shall prepare closeout documentation acceptable to the City of Tukwila. § 3.111 Time of Completion, Liquidated Damages,. § 3.111.1 The Construction Manager shall achieve Substantial Completion, Physical Completion, and Final Completion of the Work of this Project on or before the date stated in the Guaranteed Maximum Price Amendment for each phase of the Project. The terms "Substantial Completion," "Physical Completion," and "Final Completion" are as defined in A201-2017 Section 9.8 and 9.1 C) and stated in the Guaranteed Maximum Price Amendment. § 3.3.11.2 Any delay in the scheduled date for Physical Completion and Final Completion of the Project will make it difficult and unwieldy for the Owner to administer warranty and service to equipment placed in use at Substantial Completion and will interfere with the ability of the Owner to close its project office and reassign Owner staff, thus causing the Owner to incur unwarranted expense. The parties recognize that the cost to the Owner of any such delay is difficult to determine, and therefore, the parties have negotiated and agreed that in the event that the Construction Manager does not achieve Physical Completion of any phase of the Project by the dates specified in the Guaranteed Maximum Price Amendment, the Owner shall have the right to elect among the following remedies in its sole discretion; 1) continue to allow the Construction Manager to work toward Physical Completion and Final Completion, provided that for each day of delay, Construction Manager shall pay to the Owner as liquidated damages,, the sum of $2,000 per day until Owner determines that the relevant completion has occurred; or 2), to terminate this Agreement and bring action, including without AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on19 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) limitation for breach of contract seeking actual damages. The parties agree that the liquidated damages amount is a reasonable estimate of actual damages and not a penalty. 3.4 Professional Services Section 3.12. 10 of A201-2017 shall apply to both the Preconstruction and Construction Phases. In addition, Construction Manager shall furnish professional and competent construction administration and management services, including provision of sufficient quantities of fully qualified, competent and experienced personnel capable ofperforming the services set forth in this Agreement. The parties shall endeavor to promote harmony and cooperation among the Owner, Architect, Construction Manager and other persons or entities employed by the parties for the Project to the fullest extent possible in order to further the interests of the Owner and to effect prompt completion of the Project in accordance with the requirements of the Contract, including but not limited to, the Contract Time and the Total Contract Cost. § 3.5 Hazardous Materials Section 10.3 of A201-2017 shall apply to both the Preconstruction and Construction Phases. § 3.6 Subcontracting § 3.6.1 Other than the Specified General Conditions and Negotiated Support Services, all Work on the Project shall be competitively bid with public bid openings and as otherwise provided by RCW 39.10.380 through .410, and any other applicable procurement requirements. In the event of conflict with the Contract and Chapter 39.10 RCW, the statute will govern. Subcontract Work shall not be issued for bid until the Owner has approved a Subcontract Plan prepared by the Construction Manager. The Construction Manager shall organize and solicit bids for the subcontract Work to accomplish the Work in the most efficient and cost effective manner possible. The Construction Manager may not use any alternates without approval of the Owner. Without limiting the Owner's right to approve a Subcontract Plan, one of the primary interests of the Owner in approving the Subcontract Plan is to satisfy itself that, in the event that the Construction Manager desires to self -bid on any bid package(s), that such bid package(s) does not give the Construction Manager an unfair advantage. § 3.6.2 As part of the Specified General Conditions Work, the Construction Manager shall be responsible for all costs associated with the subcontracting process including, but not necessarily limited to: Developing solicitations for Subcontractor packages, site tours, responding to bidders, providing bid opening facilities, bidding in accordance with public work requirements, and Contract award. § 3.6.3 Solicitations of Subcontractors by the Construction Manager shall be made in accordance with the following procedures:. § 3.6.3.1 All Subcontractor bids will be required to be written, signed and submitted in a sealed envelope at a specific time and to a specific location, where the bids will be publicly opened and read aloud. § 3.6.3.2 All Subcontractor bids shall include the following language: BIDS HELD OPEN FOR MINIMUM NINETY (90) DAYS AND TERMINATION OF PROPOSED BID AWARD FOR NON -APPROPRIATION OF FUNDS — The low responsible bidder for every bid package shall hold its bid open for formal acceptance a minimum of ninety (90) days from the announcement of each proposed bid award and, at Owner's sole discretion, shall hold its bid open an additional fifteen (15) days. If, (1) Owner is not appropriated sufficient funds for the goods or services required for a bid package in order to proceed with this proposed contract award in its entirety, or (2), contract award, is dependent on funding from other sources and that funding is withdrawn, reduced, or limited in any way before the award of this contract and Owner, in its sole reasonable judgment, does not have other available funds to award this contract, Owner, in its sole discretion, may terminate the proposed contract award by 10 days written notice to Construction Manager. If the award is terminated, no low responsive responsible bidder shall be entitled to any monetary, legal, or equitable relief. § 3.6.3.3 Solicitations for bids will be advertised in advance in the Seattle Daily Journal of Commerce, Public Notice Section, and Seattle Times, Public Notice Section. § 3.6.3.4 Bidders may obtain the bid results by telephone from the Construction Manager. Any such calls to the Owner will AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on20 06/14/2024 under Order No ' 3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) be referred to the Construction Manager § 3.6.3.5 When critical to the successful completion of a Subcontractor bid package, the Construction Manager may evaluate for bidding eligibility a Subcontractor's ability, time, budget,, and specification requirements based on the Subcontractor's performance of those items on previous projects. Subcontract bid packages shall be awarded to the responsible bidder submitting the low responsive bid. The requirements of RCW 39.30.380 through 410 apply to each subcontract bid package. The Construction Manager shall be responsible for ensuring all of these requirements are complied with. The Construction Manager will describe responsiveness requirements and bidding procedures in each bid solicitation and will review the requirements and procedures with the Owner prior to issuing each bid solicitation. § 3.6-4, The Construction Manager shall comply with applicable Subcontractor bidding procedures, including without limitation RCW 39,10,380 and, if approved by Owner, RCW 39.10.385 § 3.6.5 The Construction Manager may only bid on a subcontract package with the permission of the Owner and if the requirements of RCW 39,10,390 are met, § 3.7 Nondiscrimination and Disadvantaged Business Enterprises § 3.7.1 Notwithstanding any other provisions herein, this Contract does not require any specific utilization levels of minorities or women in the Construction Manager's workforce, except as may be specified in any federal regulations or statutes included or referenced in the Contract, The Owner encourages the Construction Manager to employ a workforce reflective of the region's diversity, The Construction Manager shall adhere to all non-discrimination requirements set forth in Federal and State laws and regulations and in local applicable provisions. § 3.7.2 During the perfonnance of the Work, the Construction Manager will not discriminate against any employee or applicant for employment because of race, religion, creed, color, sex, marital status, sexual orientation, gender identity, political ideology, ancestry, national origin, or the presence of any sensory, mental or physical handicap, unless based upon a bona ride occupational qualification, § 3.7.3 Disadvantaged Business Enterprise Requirements 1. General. Currently, minority and woman businesses and workers are under -represented on City of Tukwila construction projects. The Construction Manager acknowledges that the Owner has specific goals to promote and ensure equality for employees and women, and minority owned businesses in the construction of the Project, Construction Manager must perform affirmative, good faith, and meaningful efforts for outreach and subcontract participation of Disadvantaged Business Enterprises, as that term is defined in RCW 39.10.210 (""DBEs"). No mini mum level of DBE Subcontractor participation shall be required as a condition of receiving award;provided, however, that any affirmative action requirements set forth in any federal regulations or statutes included or referenced in the Contract will continue to apply 2. Non -Discrimination, The Construction Manager shall not create barriers to open and fair opportunities for DBEs to participate in all contracts and to obtain or compete for contracts and subcontracts as sources of supplies, equipment, construction and services. In considering offers from and doing business with Subcontractors and suppliers, the Construction Manager sbal I not discriminate on the basis of race, religion, creed, color, sex, marital status, sexual orientation, gender identity, political ideology, ancestry, national origin, or the presence of any sensory, mental or physical handicap 3. Record -Keeping. The Construction Manager shall maintain, for at least twelve (12) months after completion of this Contract, relevant records and information necessary to document the Construction Manager's utilizationof DBEs and other businesses as Subcontractors and suppliers under this Agreement and in its overall public and private business activities. The Owner shall have the right to inspect and copy such records. If this, Contract involves federal funds, the Construction Manager shall comply with all record-keeping requirements set forth in any federal rules, regulations or statutes included or referenced in the Contract 4. Sanctions for Violation. Any violation of the mandatory requirements of the provisions of this Section shall b,ea material breach of contract for which the Construction Manager may be subject to damages and sanctions provided for by the Agreement and by applicable law (Paragraphs deleted) AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with 21 the AIA Contract DocumentsO Terms of Service- To report copyright violabons, e-mail docinfo@aiacontracts.com. User Notes: (808138546) ARTICLE 4 OWNER'S RESPONSIBILITIES § 4.1 Information IRequired of the Owner (Paragraphs deleted) § The Owner shall provide information with reasonable promptness, regarding requirements for and limitations on the Project. § 4.2 Owner's, Designated Representative The Owner shall identify a representative authorized to act on behalf of the Owner with respect to the Project, The Owner's Designated Representative shall render decisions promptly and furnish infonnation expeditiously, so as to avoid unreasonable delay in the services or Work of the Construction Manager, Except as otherwise provided in Section X1.2, I of A201-2017, the Architect does not have such authority. The term "Owner" incans the Owner or the Owner's Designated Representative. § 4.2'.1 Legal Requirements. The Owner shall fumish all legal, insurance and accounting services, including auditing services, that may be reasonably necessary at any time for the Project to meet the Owner's, needs and interests, § 4.3 Architect The Owner shall retain an Architect to, provide services, duties and responsibilities as described in AIA Document B I 33,Tm-2019, Standard Form of Agreement Between Owner and Architect, Construction Manager as Constructor Edition, including any additional services requested by the Construction Manager that are necessary for the Preconstruction and Construction Phase services under this Agreement. The Owner shall provide the Construction Manager with a copy of the scope of services in the executed agreement between the Owner and the Architect, and any further modifications to the Architect's scope of services in the agreement. ARTICLE 5 COMPENSATION AND PAYMENTS IFOR PRECONSTRUCTIO�N PHASE SERVICES § 5.1 Compensation § 5.1.1 For the Construction Manager's Preconstruction Phase services described in Sections 3.1 and 12, the Owner shall compensate the Construction Manager as provided in Section 3.1.5. (Insert amount qf,' or basis,ft)r, compensation and include a list ofteinibursable cost items, as applicable) Payment based on the number of hours expended multiplied by the rates, in Exhibit 13, up to the Not to Exceed Preconstruction Services NTE Limit as farther described in Section 3,1.4 Compensation based on the rates stated in Exhibit B includes the direct salaries of the Construction Manager's personnel providing Preconstruction Phase services on the Project and the Construction Manager's costs for the mandatory and customary contributions and benefits related thereto, such as employment taxes and other statutory employee benefits, insurance, sick leave, holidays, vacations, employees retirement plans and similar contributions. § 5.11 (Paragraphs deleted) If the Preconstruction Phase services covered by this Agreement have not been completed by the end of the months stated in Section 3.1.1, through no fault of the Construction Manager, as determined in the sole discretion of the Owner, the Construction Manager's compensation for Preconstruction Phase services shall be equitably adjusted. (Table deleted) (Paragraphs deleted) § 5.2 Payments § 5.2.1 Construction Manager, on a monthly basis, may invoice the Owner for Preconstruction Services performed in the prior month. Labor charges shall be based on the rates set forth in Exhibit B. Such rates shall be compensation for any and all expenses and costs of the Construction Manager other than reimbursables. Reimbursables must be accompanied by appropriate receipts or other evidence of expenditure. Reimbursables are for items such as long distance travel, research, copying and documentation, etc. With regard to travel, the Preconstruction Services not to exceed ("NTE") Limit includes local travel, defined as within the Seattle -Tacoma metropolitan area including local travel between the cities of Tukwila and Seattle, and parking costs, but does not include the costs of long distance trips made outside the greater Seattle -Tacoma metropolitan area by employees of the Construction Manager in connection with the Work. Provided the Owner approves such travel in writing in advance of the Construction Manager incurring the expense, the Owner shall reimburse the Construction Manager for its actual travel costs, including lodging and meals, except that lodging and meal expenses for long distance AIA Document A133 — 2019. Copyright @ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with 22 the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) trips shall not exceed the current Runzheimer index amounts for the metropolitan areas visited. Travel shall be at the lowest cost reasonably available. (Paragraph deleted) § 5.2.2 Payments are due and payable (Paragraphs deleted) thirty (30) days after presentation of the Construction Manager's invoice., subject to Owner's right to withhold payment under the Contract Documents. ARTICLE 6 COMPENSATION FOR CONSTRUCTION PHASE SERVICES § 6.1 Contract Sum § 6.1.1 For the Construction Manager's performance of the Work as described in Section 3.3, the Owner shall pay the Construction Manager the Specified General Conditions, the Negotiated Support Services, and the Cost of the Work for the Construction Phase plus the Construction Manager's Fee. § 6.1.2 The Construction Manager's Fee: (Stated as a percentage of Cost of Work (Paragraphs deleted) § 6.1.3The Specified General Conditions: § 6.1.4 The Negotiated Support Services § 6.1.5 Allocation of Project Costs. Construction Manager shall allocate project costs among Fee, Specified General Conditions, Negotiated Support Services, and Cost of the Work as indicated in the Matrix of Fee, Specific General Conditions, Negotiated Support Services or Cost of Work ("Cost Allocation Matrix") attached as Exhibit C. The items listed in the Cost Allocation Matrix are not intended to be comprehensive, but if there is a conflict between the allocation of an item in the Cost Allocation Matrix and elsewhere in the Contract Documents, the allocation in the Cost Allocation Matrix shall govern § 6.1.6 Liquidated damages, if any: (Insert terms and conditions for liquidated damages, if any) $2,000 per day § 6.1.7 Other: (Insert provisions, for bonus, cost savings or other incentives, �f any, that might result in a change to the Contract Sum) See Section 3.2.8 § 6.2 Maximum Allowable Construction Cost The Construction Manager guarantees that the Cost of Work for the Construction Phase and Negotiated Support Services shall not collectively exceed the Maximum Allowable Construction Cost set forth in the Guaranteed Maximum Price Amendment, subject to additions and deductions by Change Order as provided in the Contract Documents. Costs which would cause the Maximum Allowable Construction Cost to be exceeded shall be paid by the Construction Manager without reimbursement by the Owner. § 6.3 Changes in the Work § 6.3.1 The Owner may, without invalidating the Contract, order changes in the Work within the general scope of the Contract consisting of additions, deletions or other revisions. The Owner shall issue such changes in writing. The Construction Manager may be entitled to an equitable adjustment in the Contract Time as a result of changes in the Work. Init. AIA Document A133-2019. Copyright @ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on23 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents° Terms of Service. To report copyright vioiabons, e-mail docinfo@aiacontracts.com. User Notes: (808138546) § 6.3.1.1 The Architect may order minor changes in the Work as provided in Article 7 of AIA Document A201-2017, General Conditions of the Contract for Construction. § 6.3.2 Adjustments to the MACC on account of changes in the Work subsequent to the execution of the Guaranteed Maximum Price Amendment may be determined by any of the methods listed in Article 7 of AIA Document A201-2017, General Conditions of the Contract for Construction. § 6.3.3 Adjustments to subcontracts awarded on the basis of a stipulated sum shall be determined in accordance with Article 7 of A201-2017, as they refer to "cost" and "fee," and not by Articles 6 and 7 of this Agreement. Adjustments to subcontracts awarded with the Owner's prior written consent on the basis of cost plus a fee shall be calculated in accordance with the terms of those subcontracts. § 6.3.4 In calculating adjustments to the MACC, the terms "cost" and "costs" as used in Article: 7 of AIA Document A201—and the term "fee" shall be consistent with Section 7.5 of A201-2017. (Paragraph deleted) ARTICLE 7 COST OF THE WORK FOR CONSTRUCTION PHASE § 7.1 Costs to Be Reimbursed § 7.1.1 The term Cost of the Work shall mean costs necessarily incurred by the Construction Manager in the proper performance of the Work, The Cost of the Work shall include only the items set forth in Sections 7.1 through 7.7, except to the extent payment Im Such items Would conflict with the Contract Documents. § 7.1.1.1 Notwithstanding Section 7.1.1, the Cost of the Work shall not include any costs or items that are included in the Specified General Conditions or the Negotiated Support Services, even if set forth in Sections 7.1 through 7.7 § 7.11.2 Where, pursuant to the Contract Documents, any cost is subject to the Owner's prior approval, the Construction Manager shall obtain such approval in writing prior to incurring the cost. § 7.11.3 Costs shall be at rates not higher than the standard rates paid at the place of the Project, except with prior approval of the Owner. § 7.2 Labor Costs § 7.2.1 Wages or salaries of construction workers directly employed by the Construction Manager to perform the construction of the Work at the site or, with the Owner's prior approval, at off-site workshops. § 7.2.2 [Intentionally Omitted] (Paragraphs deleted) § 7.2.3 [Intentionally Omitted] § 7.2.4 Costs paid or incurred by the Construction Manager, as required by law or collective bargaining agreements, for taxes, insurance, contributions, assessments and benefits and, for personnel not covered by collective bargaining agreements, custornary benefits such as sick leave, medical and health benefits, holidays, vacations and pensions, provided such costs are based on wages and salaries included in the Cost of the Work under Sections 7.2.1 § 7.2.5 If agreed rates for labor costs, in I icu of actual costs, are provided in this Agreement, the rates shall remain unchanged throughout the duration of this Agreement, unless the parties execute a Modification, § 7.3 Subcontract Costs Payments made by the Construction Manager to Subcontractors in accordance with the requirements of the subcontracts and this Agreement. § 7.4 Costs of Materials and Equipment Incorporated in the Completed Construction § 7.4.1 Costs, including transportation and storage at the site, of materials and equipment incorporated, or to be incorporated, in the completed construction. AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with 24 the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) § 7.4.2 Costs of materials described in the preceding Section 7.4.1 in excess of those actually installed to allow for reasonable waste and spoilage. Unused excess materials, if any, shall become the Owner's property at the completion of the Work or, at the Owner's option, shall be sold by the Construction Manager. Any amounts realized from such sales shall be credited to the Owner as a deduction from the Cost of the Work, § 7.5 Costs of Other Materials and Equipment, Temporary Facilities and Related Items § 7.5.1 Costs of transportation, storage, installation, dismantling, maintenance, and removal of materials, supplies, temporary facilities, machinery, equipment and hand tools not customarily owned by construction workers that are provided by the Construction Manager at the site and fully consumed in the performance of the 'Work. Costs of materials, supplies, temporary facilities, machinery, equipment, and tools,, that are not fully consumed, shall be based on the cost or value of the item at the time it is first used, on the Project site less the value of the item when it is no longer used at the Project site, Costs for items not: fully consumed by the Construction Manager shall mean fair market value. § 7.5.2 Rental charges for temporary facilities, machinery, equipment, and hand tools not customarily owned by construction workers that are provided by the Construction Manager at the site, and the costs of transportation, installation, dismantling, minor repairs, and removal of such temporary facilities, machinery, equipment, and hand tools. Rates and quantities of equipment owned by the Construction Manager, or a related party as defined in Section 7.11, shall be subject to the Owne'r's prior approval. The total rental cost of any such equipment may not exceed the purchase price of any comparable item. § 7.5.3 Costs of removal of debris from the site ofthe Work and its proper and legal disposal. § 7.5.4 Costs of the Construction Manager's site o1lice, including general office equipment and supplies. § 7.5.5 Costs of materials and equipment suitably stored off the site at a. mutually acceptable location, subject to the Owner's prior approval. § 7.6 Miscellaneous Costs § 7.6.1 [Intentionally Omitted] ( arag7raph,'s deleted § 7.6.2 Sales, use, or similar taxes, imposed by a governmental authority, that are related to the Work and for which the Construction Manager is liable. § 7.6.3 ,Fees and assessments for the building permit, and for other permits, licenses, and inspections, for which. the Construction Manager is required by the Contract Documents to pay. § 7.6.4 Fees of laboratories for tests required by the Contract Documents; except those related to defective or nonconforming Work for which reimbursement is excluded under Article 13 of AIA Document A201-2017 or by other provisions of the Contract Documents, and which do not fall within the scope of Section 7.7.3. § 7.6.5 Royalties and license fees paid for the use of a particular design, process, or product, required by the Contract Documents. § 7.6..5,1 The cost of defending suits or claims for infringement of patent rights arising from requirements of the Contract Documents, payments made in accordance with legal judgments against the Construction Manager resulting from such suits or claims, and payments of settlements made with the Owner's consent, unless the Construction Manager had reason to believe that the required design, process, or product was an infringement of a copyright or a patent, and the Construction Manager failed to promptly furnish such information to the Architect as required by Article 3 of AIA Document A201-2017. The costs of legal defenses, judgments, and settlements shall not be included in the Cost of the Work used to calculate the Construction Manager's Fee or subject to the MACC, § 7.6.6 Costs for communications services, electronic equipment, and software, directly related to the Work and located at the site, with the Owner's prior approval. § 7.6.7 Costs of document reproductions and delivery charges. Init. AIA Document A133-2019. Copyright @ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 25 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents° Terms of Service. To report copyright vioiabons, e-mail docinfo@aiacontracts.com. User Notes: (808138546) § 7.6.8 Deposits lost for causes other than the Construction Manager's negligence or failure to fulfill a specific responsibility in the Contract Documents. § 7.6.9 Legal, mediation and arbitration costs, including attorneys' fees, other than those arising from disputes between the Owner and Construction Manager, reasonably incurred by the Construction Manager after the execution of this Agreement in the performance of the Work and with the Owner's prior approval, which shall not be unreasonably withheld. § 7.6.10 Expenses incurred in accordance with the Construction Manager's standard written personnel policy for relocation and temporary living allowances of the Construction Manager's personnel required for the Work, with the Owner's prior approval. § 7.6.11 That portion of the reasonable expenses of the Construction Manager's supervisory or administrative personnel incurred while traveling in discharge of duties connected with the Work. § 7.7 Other Costs and Emergencies § 73.1 Other costs incurred in the performance of the Work, with the Owner's prior approval. § 73.2 Costs incurred in taking action to prevent threatened damage, injury, or loss, in case of an emergency affecting the safety of persons and property, as provided in Article 10 of AIA Document A.201-2017, § 7.7.3 Costs of repairing or correcting damaged or nonconforming Work executed by the Construction Manager, Subcontractors, or suppliers, provided that such damaged or nonconforming Work was not caused by the negligence of, or failure to fulfill a specific responsibility by, the Construction Manager, and only to the extent that the cost of repair or correction is not recovered by the Construction Manager from insurance, sureties, Subcontractors, suppliers, or others, § 7.7.4 The costs described in Sections 7.1 through 7.7 shall be included in the Cost of the Work, notwithstanding any provision of' AIA Document A201 2017 or other Conditions of the Contract which may require the Construction Manager to pay such costs, unless such costs are excluded by the provisions of Section 7.9. § 7.8 Related Party Transactions § 7.8.1 For purposes of this Section 7.8, the term "related party" shall mean (1) a parent, subsidiary, affiliate, or other entity having common ownership of, or sharing common management with, the Construction Manager; (2) any entity in which any stockholder in, or management employee of, the Construction Manager holds an equity interest in excess of ten percent in the aggregate; (3) any entity which has the right to control the business or affairs of the Construction Manager; or (4) any person, or any member of the immediate family of any person, who has the right to control the business or affairs of the Construction Manager. § 7.8.2 If any of the costs to be reimbursed arise from a transaction between the Construction Manager and a related party, the Construction Manager shall notify the Owner of the specific nature of the contemplated transaction, including the identity of the related party and the anticipated cost to be incurred, before any such transaction is consummated or cost incurred. If the Owner, after such notification, authorizes the proposed transaction in writing, then the cost incurred shall be included as a cost to be reimbursed, and the Construction Manager shall procure the Work, equipment, goods, or service, from the related party, as a Subcontractor, according to the terms of Article 9. If the Owner fails to authorize the transaction in writing, the Construction Manager shall procure the Work, equipment, goods, or service from some person or entity other than a related party according to the terms of Article 9. § 7.9 Costs Not To Be Reimbursed § 7.9.1 The Cost of the Work shall not include the items listed below: .1 Salaries and other compensation of the Construction Manager's personnel stationed at the Construction Manager's principal office or offices, other than the site office, except as specifically provided in Section 7.2, or as may be provided in Article 14; .2 Bonuses, profit sharing, incentive compensation, and any other discretionary payments, paid to anyone hired by the Construction Manager or paid to any Subcontractor or vendor, unless the Owner has provided prior approval-, .3 Expenses of the Construction Manager's principal office and offices other than the site office; .4 Overhead and general expenses, except as may be expressly included in Sections 7.1 to 7.7; .5 The Construction Manager's capital expenses, including interest on the Construction Manager's capital employed for the Work; .6 Except as provided in Section 7.7.3 of this Agreement, costs due to the negligence of, or failure to fulfill a specific responsibility of the Contract by, the Construction Manager, Subcontractors, and suppliers, or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable; AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on26 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) J Any cost not specifically and expressly described in Sections 7.1 to, 7.7; .8 Costs, other than costs included in Change Orders approved by the Owner, that would cause the MACC to be exceeded; and .9 Costs for services incurred during the Preconstruction Phase. ARTICLE 8 DISCOUNTS, REBATES, AND REFUNDS § 8.1 Cash discounts obtained on payments made by the Construction Manager shall accrue to the Owner if (1) before making the payment, the Construction Manager included the amount to be paid, less such discount, in an Application for Payment and received payment from the Owner, or (2) the Owner has deposited funds with the Construction Manager with which to make payments; otherwise, cash discounts shall accrue to the Construction Manager. Trade discounts, rebates, refunds, and amounts received from sales of surplus materials and equipment shall accrue to the Owner, and the Construction Manager shall make provisions so that they can be obtained. § 8.2 Amounts that accrue to the Owner in accordance with the provisions of Section 8.1 shall be credited to the Owner as a deduction from the Cost of the Work. (Paragraphs deleted) ARTICLE 9 INTENTIONALLY OMITTED ARTICLE 10 ACCOUNTING RECORDS The Construction Manager shall keep full and detailed records and accounts related to the Cost of the Work, and exercise such controls, as may be necessary for proper financial management under this Contract and to substantiate all costs incurred. The accounting and control systems shall be satisfactory to the Owner, The Owner and the Owner's auditors, accountants, Owner's Designated Representative, or other internal staff shall, during regular business hours and upon reasonable notice, be afforded access to, and shall be permitted to audit and copy, the Construction Manager's records and accounts, including complete documentation supporting accounting entries, books, job cost reports, correspondence, instructions, drawings, receipts, subcontracts, Subcontractor's proposals, Subcontractor's invoices, purchase orders, vouchers, memoranda, and other data relating to this Contract. The Construction Manager shall preserve these records for a period of three years after final payment, or for such longer period as may be required by law, and Owner may demand access to the records during this period of time. Construction Manager shall ensure that Owner's rights under this section are a condition of any Subcontract, agreement or other arrangement under which any person or entity is permitted to perform work in connection with or related to the Work. ARTICLE 11 PAYMENTS FOR CONSTRUCTION PHASE SERVICES § 11.1 Progress Payments § 11.1.1 Based upon Applications for Payment submitted to the Architect by the Construction Manager, and Certificates for Payment issued by the Architect, the Owner shall make progress payments on account of the Contract Sum, to the Construction Manager, as provided below and elsewhere in the Contract Documents, § 11.1.2 The period covered by each Application for Payment shall be one calendar month ending on the last day of the month, § 11.1.3 Provided that an Application for Payment is complete, accurate, and contains the required accompanying documentation the Owner shall make payment of the amount certified to the Construction Manager within thirty (30) days of the Certificate for Payment or such other time as may be required by applicable law. § 11.1.4 With each Application for Payment, the Construction Manager shall submit payrolls, petty cash accounts, receipted invoices or invoices with check vouchers attached, and any other evidence required by the Owner or Architect to demonstrate that payments already made by the Construction Manager on account of the Cost of the Work equal or exceed progress payments already received by the Construction Manager, plus payrolls for the period covered by the present Application for Payment, less that portion of the progress payments attributable to the Construction Manager's Fee. The Construction Manager shall also submit other documentation required by the Contract Documents including the documentation required by A201-2017 Section 9.3.1.3. § 11.1.5 Each Application for Payment shall be based on the most recent schedule of values submitted by the Construction Manager in accordance with the Contract Documents, The schedule of values shall allocate the entire Total Contract Cost (TCC) among: (1) AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with 27 the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) the various portions of the Work; (2) any contingency for costs that are included in the MACC but not otherwise allocated to another line item or included in a Change Order; and (3) the Construction Manager's Fee. § 11.1.5.1 Thee schedule of values shall be prepared in such form and supported by such data to substantiate its accuracy as the Architect may require. The schedule of values shall be used as a basis for reviewing the Construction Manager's Applications for Payment. § 11.1.5.2 The allocation of the TCC under this Section 11. 1.5 shall not constitute a separate guaranteed maximum price for the Cost of the Work of each individual line item in the schedule of values. § 11.1.5.3 When the Construction Manager allocates costs from a contingency to another line item in the schedule of values, the Construction Manager shall submit supporting documentation to the Architect. § 11.1A Applications for Payment shall show the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment, The percentage of completion shall be the lesser of (1) the percentage of that portion of the Work which has actually been completed, or (2) the percentage obtained by dividing (a) the expense that has actually been incurred by the Construction Manager on account of that portion of the Work and for which the Construction Manager has made payment or intends to make payment prior to the next Application for Payment, by (b) the share of the MACC allocated to that portion of the Work in the schedule of values, § 11.1.7 In accordance with AIA Document A201 2017 and subject to other provisions, of the Contract Documents, the amount of each progress payment shall be computed as follows. 11.1.7.1 The amount of each progress payment shall first include. .1 That portion of the MACC properly allocable to completed Work during the period covered by the Application for Payment as determined by multiplying the percentage ofcompletion of each portion ofthe Work during that period by the share of the MACC allocated to that portion of the Work in the most recent schedule of values; .2 That portion of the MACC properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the completed construction or, if approved in writing in advance by the Owner, suitably stored off the site at a location agreed upon in writing; and .3 The Construction Manger's Fee. The Construction Manger's Fee shall be computed upon the Cost of the Work at the rate stated in Section 6.1.2. § 11.1.7.2 The amount of each progress payment shall then be reduced by: .1 The aggregate of any amounts previously paid by the Owner; .2 The amount, if any, for Work that remains uncorrected and for which the Architect has previously withheld a Certificate for Payment as provided in Article 9 of AIA Document A201-2017; .3 Any amount for which the Construction Manager does not intend to pay a Subcontractor or material supplier, unless the Work has been performed by others the Construction Manager intends to pay-, .4 For Work performed or defects discovered since the last payment application, any amount for which the Architect may withhold payment, or nullify a Certificate of Payment in whole or in part, as provided in Article 9 of AIA Document A201-2017; .5 The shortfall, if any, indicated by the Construction Manager in the documentation required by Section 11..1.4 to substantiate prior Applications for Payment, or resulting from errors subsequently discovered by the Owner's auditors in such documentation; and .6 Retainage of 5%. § 11.1.8 Retainage § 11.1.8.1 As reflected in Section 11. 1.7.2, the Owner shall reserve from each progress payment a retainage not to exceed five percent (5%) of the monie earned by the Construction Manager pursuant to Chapter 60.28 RCW, which shall also govern the right and obligations of the Owner, the Construction Manager, and others with an interest in the retainage. Construction Manager shall declare option for management of statutory retained percentage of this Agreement by checking applicable box below and affixing signaturing and date, Construction Manager hereby elects to have the retained percentage of this Agreement held in a non- interest bearing fund by the Owner until sixty (60) days following the Final Completion Date. AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on28 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) X] Bond in lieu of retainage I Construction Manager hereby elects to have Owner invest the retained percentage of the Contract from time to time as such retained percentage accrues and in accordance with RCW 60.28.011, .021, and .051, as amended. Construction Manager hereby designates: Name of Financial Institution Address of Financial Institution City, State, Zip Code of Financial Institution as the repository for the escrow of said funds. Construction Manager hereby further agrees to be fully responsible for payment of all costs or fees incurred as a result of placing said retained percentage in escrow and investing it as authorized by statute and to assume all risks in connection with the investment of the retained percentages in securities. The Owner shall not be liable in any way for any cost or fees in connection therewith. By: Date (Paragraphs deleted) § 11.1.9 [Intentionally Omitted] § 11.1.10 Except with the Owner's prior written approval, the Construction Manager shall not make advance payments to suppliers for materials or equipment which have not been delivered and suitably stored at the site. § 11.1.11 [Intentionally Omitted] § 11.1.12 In taking action on the Construction Manager's Applications for Payment the Architect shall be entitled to rely on the accuracy and completeness of the information furnished by the Construction Manager, and such action shall not be deemed to be a representation that (1) the Architect has made a detailed examination, audit, or arithmetic verification, of the documentation submitted in accordance with Section 11. 1.4 or other supporting data; (2) that the Architect has made exhaustive or continuous on-site inspections; or (3) that the Architect has made examinations to ascertain how or for what purposes the Construction Manager has used amounts previously paid on account of the Contract. Such examinations, audits, and verifications, if required by the Owner, will be performed by the Owner's auditors acting in the sole interest of the Owner. § 11.2 Final Payment § 11.2.1 Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the Owner to the Construction Manager when .1 the Construction Manager has fully performed the Contract, except for the Construction Manager's responsibility to COITect Work as provided in Article 12 of ATA Document A201-2017, and to satisfy other requirements, if any, which extend beyond final payment; 2 the Construction Manager has submitted a final accounting for the Cost of the Work and a final Application for Payment; .3 a final Certificate for Payment has been issued by the Architect in accordance with Section 11.2.2.2, AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on29 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violabons, e-mail docinfo@aiacontracts.com. User Notes: (808138546) .4 the Construction Manager has submitted all required close-out documents, including without limitation warranties, Operation & Maintenance manuals, as -built documents, and such documents have been approved by the Architect .5 a Consent of Surety for release of retainage .6 Owner receives required governmental approvals for release retainage: Certificate of Payment of State Excise Taxes by Public Works Contractor from the State Department of Revenue, Certificate ofPayment of Contributions Penalties and Interest on Public Works Contract from the Employment Securities Department, and Certificates approved by all other departments and agencies having jurisdiction overthe activities of the Construction Manager, as appropriate for the Work performed .7 Affidavits from the Construction Manager approved by the Industrial Statistician of the Washington State Department of Labor and Industries stating that the Construction Manager and all Subcontractors and material suppliers for the project have been paid in full (Affidavit of Wages Paid); and .8 Owner's governing body has taken formal action to accept the Project § 111.2 Within 30 days of the Owner's receipt of the Construction Manager's final accounting for the Cost of the Work, the Owner shall conduct an audit of the Cost of the Work or notify the Architect that it will not conduct an audit. § 111.2.1 if the Owner conducts an audit of the Cost of the Work, the Owner shall, within 10 days after completion of tile audit, submit a written report based upon the auditors' findings to the Architect, § 11.2.2.2 Within seven days after receipt of the written report described in Section 11.12.1, or receipt of notice that the Owner will not conduct an audit, and provided that the other conditions of Section 11 .2.1 have been inct, the Architect will either issue to the Owner a final Certificate for Payment with a copy to the Construction Manager, or notify the Construction Manager and Owner in writing of the Architect's reasons for withholding a certificate as provided in Article 9 of AIA Document A201 2017, The time periods stated in this Section 11.2.2 supersede those stated in Article 9 of`AIA Document A201 2017, § 11.2.2.3 If the Owner's auditors' report concludes that the Cost of the Work, as substantiated by the Construction Manager's final aCCOLinting, is less than claimed by the Construction Manager, the Construction Manager shall be entitled to request mediation of the disputed amount without seeking an initial decision pursuant to Article 15 of AIA Document A201-2017. A request for mediation shall be made by the Construction Manager within 30 days after the Construction Manager's receipt of a copy of the Architect's final Certificate for Payment. Failure to request mediation within this 30 -day period shall result in the substantiated amount reported by the Owner's auditors becoming binding on the Construction Manager. Pending a final resolution of the disputed amount, the Owner shall pay the Construction Manager the amount certified in the Architect's final Certificate for Payment. § 11.2.3, [intentionally Omitted] § 111.4 If, subsequent to final payment, the Owner requests Construction Manager to perform services that would require the Construction Manager to incur costs described in Sections 7.1 through 7.7, and not excluded by Section 7.9, the Construction Manager shall notify the Owner and estimate the cost of such service,,, Construction Manager shall not be required to perform any such services unless Owner agrees in writing to pay Construction Manager for such services as a Cost of Work., IF the Owner approves the estimate in writing, the Owner shall rcimbursc the Construction Manager for such costs, , on the same basis as if such costs, had been incurred prior to final payment, but not in excess of MACC. If the Construction Manager has participated in savings as provided in Section3.2.8, the amount of such savings shall be recalculated, and appropriate credit given to the Owner in determining the net amount to be paid by the Owner to the Construction Manager. (Paragraphs deleted) ARTICLE 12 DISPUTE RESOLUTION 12.1 Initial Decision Maker 12.1.1 Any Claim between the Owner and Construction Manager shall be resolved in accordance with the provisions set forth in this Article 12 and Article 15 of A201-2017. However, for Claims arising from or relating to the Construction Manager's Preconstruction. Phase services, no decision by the Initial Decision Maker shall be required as a condition precedent to mediation or binding dispute resolution, and Section 12.1.2 of this Agreement shall not apply. § 12.1.2 The Architect will serve as the Initial Decision Maker pursuant to Article 15 of AIA Document A201-2017 for Claims arising from or relating to the Construction Manager's Construction Phase services, unless the parties appoint below another individual, not a party to the Agreement, to serve as the Initial Decision Maker, AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with 30 the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) (f the parties mutually agree, insert the name, address and other contact information ofthe Initial Decision Maker, if other than the Architect.) Initial Decision Maker— To be determined § 12.2 Binding Dispute Resolution For any Claim subject to, but not resolved by mediation pursuant to Article 15 of AIA Document A201-2017, the method of binding dispute resolution shall be as follows: (Check the aj,?propriale box) [ ] Arbitration pursuant to Article 15 of AIA Document A201-2017 [ X I Litigation in a court of competcnt jurisdiction in King County, Washington [ ] Other: (Spectfj) If the Owner and Construction Manager do not select a method of binding dispute resolution, or do not subsequently agree in writing to a binding dispute resolution method other than litigation, Claims will be resolved by litigation in a court of competent jurisdiction, ARTICLE 13, TERMINATION OR SUSPENSION § 13.1 Termination Prior to Establishment of the Maximum Allowable Construction Cost § 13.1.1 If the Owner and the Construction Manager do not reach an agreement on the MACC, the Owner may terminate this Agreement upon not less than seven days' written notice to the Construction Manager, and the Construction Manager may terminate this Agreement, upon not less than seven days' written notice to the Owner. The Owner and Construction Manager expressly acknowledge that the City Council may terminate this Project for any reason and at any time prior to establishment of the MACC and the Construction Manger waives any claim arising or That may arise under RCW 39.10.370, including but not limited to ally claim for damages. § 13.1.2 In the event of termination of this Agreement pursuant to Section 13.1.1, the Construction Manager shall be compensated for Preconstruction Phase services and Work performed prior to receipt of a notice of termination, in accordance with the terms of this Agreement. In no event shall the Construction Manager's compensation under this Section exceed the Preconstruction Services NTE Limit (or, if not established, then the Preconstruction Services Allowance) multiplied by the percentage of the total Preconstruction Services actually performed, § 13.1.3 Prior to the execution of the Guaranteed Maximum Price Amendment, the Owner may terminate this Agreement upon not less than seven days' written notice to the Construction Manager for the Owner's convenience and without cause, and the Construction Manager may terminate this Agreement, upon not less than seven days' written notice to the Owner, for the reasons set forth in Article 14 of A201 2017. If the Parties cannot come to a mutual agreement as part of the MACC negotiations, the parties expressly agree that the Owner has the right, but not the obligation, to formally terminate negotiations and the Construction Manager agrees to wave any such claim arising or that may arise under Id CW 39.10 370. § 13.1.4 In the event of termination of this Agreement pursuant to Section 13.1.3, the Construction Manager shall be equitably compensated for Preconstruction Phase services and Work performed prior to receipt of a notice of termination, In no event shall the Construction Manager's compensation under this Section exceed the compensation set forth in Section 5.1. § 13.1.5 If the Owner terminates the Contract pursuant to Section 13.1.3 after the commencement of the Construction Phase but prior to the execution of the Guaranteed Maximum Price Amendment, the Owner shall pay to the Construction Manager an amount calculated as follows, which amount shall be in addition to any compensation paid to the Construction Manager under Section 13.1,4: . 1 Take the Cost of the Work incurred by the Construction Manager to the date of termination; AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with 31 the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) .2 Add the Construction Manager's Fee computed upon the Cost of the Work to the date of tennination at the rate stated, in Section 6.1; and .3 Subtract the aggregate of previous payments made by the Owner for Construction Phase services, § 13.1.6 The Owner shall also pay the Construction Manager fair compensation, either by purchase or rental at the election of the Owner, for any equipment owned by the Construction Manager that the Owner elects to retain and that is not otherwise included in the Cost of the Work under Section 13.1.5. 1. To the extent that the Owner elects to take legal assignment of subcontracts and purchase orders (including rental agreements), the Construction Manager shall, as a condition of receiving the payments referred to in this Article 13, execute and deliver all such papers and take all such steps, including the legal assignment of such subcontracts and. other contractual rights of the Construction Manager, as The Owner may require for the purpose of fully vesting in the Owner the rights and benefits of the Construction Manager under such subcontracts or purchase orders. All Subcontracts, purchase orders and rental agreements entered into by the Construction Manager will contain provisions allowing for assignment to the Owner as described above. § 131.6.1 if the Owner accepts assignment of subcontracts, purchase orders or rental agreements as described above, the Owner will reimburse or indemnify the Construction Manager for all costs arising under the subcontract, purchase order or rental agreement, if those costs would have been reimbursable as Cost of the Work if the contract had not been terminated. If the Owner chooses not to accept assignment of any subcontract, purchase order or rental agreement that would have constituted a Cost of the Work had this agreement not been terminated, the Construction Manager will terminate the subcontract, purchase order or rental agreement and the Owner will pay the Construction Manager the costs necessarily incurred by the Construction Manager because of'such termination. § 112 Termination or Suspension Following Executiion, of the Guaranteed Maximum Price Amendment § 13.2.1 Termination The Contract may be terminated by the Owner or the Construction Manager as provided in Article 14 of AIA Document A201-2017. § 13.2.2 Termination by the Owner for Cause § 112.2.1 If the Owner terminates the Contract for cause as provided in Article 14 of AIA Document A2011-2017, the amount, if any, to be paid to the Construction Manager under Article 14 of AIA Document A201-20117 shall not cause the MACC to be exceeded, nor shall it exceed an amount calculated as follows: 1 Take the Cost of the Work incurred by the Construction Manager to the date of termination; 2 Add the Construction Manager's Fee, computed upon the Cost of the Work to the date of termination at the rate stated in Section 6.1 or-, if the Construction Manager' Fee is stated as a fixed sum in that Section, an amount that bears the same ratio to that fixed -sum Fee as the Cost of the Work at the time of termination bears to a reasonable estimate of the probable Cost of the Work upon its completion; 3 Subtract the aggregate of previous payments made by the Owner; and A Subtract the costs and damages incurred, or to be incurred, by the Owner under Article 14 of AIA Document A201 -201T § 13,2.2.2 The Owner shall also pay the Construction Manager fair compensation, either by purchase or rental at the election of the Owner, for any equipment owned by the Construction Manager that the Owner elects to retain and that is not otherwise included in the Cost of the Work under Section 13.2.2.1.1. To the extent that the Owner elects to take legal assignment of subcontract's and purchase orders (including rental agreements), the Construction Manager shall, as a condition of receiving the payments referred to in this Article 1.3, execute and deliver all such papers and take all such steps, including the legal assignment of such subcontracts and other contractual rights of the Construction Manager, as the Owner may require for the purpose of fully vesting in the Owner the rights and benefits of the Construction Manager under such subcontracts or purchase orders. § 13.2.3 Termination by the Owner for Convenience If the Owner terminates the Contract for convenience in accordance with Article 14 of AIA Document A201-2017, then the Owner shall pay the Construction Manager a termination fee as follows: (Insert the amount of or method for determining the fee„ (f any, payable to the Construction Managerfiollowing a termination.for the Owner's convenience) AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with 32 the AIA Contract DocumentsO Terms of service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) § 13.3 Suspension The Work may be suspended by the Owner as provided in Article 14 of AIA Document A201-2017; in such case, the MACC and Contract Time shall be increased as provided in Article 14 of AIA Document A201-2017, except that the term "profit" shall be understood to mean the Construction Manager's Fee as described in Sections 6.1 and 6.3.5 of this Agreement. ARTICLE 14 MISCELLANEOUS PROVISIONS § 14.1 Terms in this Agreement shall have the same meaning as those in A201-2017, except where otherwise stated herein.. Where reference is made in this Agreement to a provision of AIA Document A201-2017 or another Contract Document, the reference refers to that provision as amended or supplemented by other provisions of the Contract Documents. § 14.2 Successors and Assigns § 14.2.1 The Owner and Construction Manager, respectively, bind themselves, their partners, successors, assigns and legal representatives to covenants, agreements, and obligations contained in the Contract Documents. Except as provided in Section 14.2.2 of this Agreement, and in Section l 3,.2.2 of A201-2017, neither party to the Contract shall assign the Contract as a whole without written, consent of the other. If either party attempts to make an assignment without such consent, that party shall nevertheless remain legally responsible for all obligations under the Contract, (Paragraph deleted) § 14.3 Insurance and Bond's § 14.3.1 Preconstruction Phase The Construction Manager shall maintain the following insurance for the duration of the Preconstruction Services performed under this Agreement. If any of the requirements set forth below exceed the types and limits the Construction Manager normally maintains, the Owner shall reimburse the Construction Manager for any additional cost. § 14.3.1.1 Commercial General Liability with policy limits of not less than two million dollars (S 2,000,000 ) for each occurrence and two million dollars ($ 2,000,000, ) in the aggregate for bodily injury and property damage. § 14.3.1.2 Automobile Liability covering vehicles owned, and non -owned vehicles used, by the Construction Manager with policy limits of not less than one million dollars ($ 1,000,000 ) per accident for bodily injury, death of any person, and property damage arising out of the ownership, maintenance and use of those motor vehicles, along with any other statutorily required automobile coverage. § 14.3.1.3 The Construction Manager may achieve the required limits and coverage for Commercial General Liability and Automobile Liability through a combination of primary and excess or umbrella liability insurance, provided that such primary and excess or umbrella liability insurance policies result in the same or greater coverage as the coverages required under Sections 14.3.1.1 and 14.3.1.2 § 14.3.1.4 Workers' Compensation coverage as required by the Industrial Insurance Laws of the State of Washington. § 14.3.1.5 Professional Liability covering negligent acts, errors and omissions in the performance of professionall services, with policy limits of not less than two million dollars ($2,000,00O )per claim and two million dollars ($2,000,000 ) in the aggregate. § 14.3.1.6 Other Insurance (List below any other insurance coverage to be provided by the Construction Manager and any applicable limits) Coverage Limits § 14.3.1.7 Additional Insured Obligations. To the fullest extent permitted by law, the Construction Manager shall cause the primary and excess or umbrella polices for Commercial General Liability and Automobile Liability to include the Owner as an additional insured for claims caused in whole or in part by the Construction Manager's negligent acts or omissions. The additional insured coverage shall be primary and non-contributory to any of the Owner's insurance policies and shall apply to both ongoing and completed operations. § 14.3.1.8 The Construction Manager shall provide certificates of insurance to the Owner that evidence compliance with the requirements in this Section 14.3.1. AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with 33 the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) § 14.3.2 Construction Phase After execution of the Guaranteed Maximum Price Amendment, the Owner and the Construction Manager shall purchase and maintain insurance as set forth in AIA DocurnentA201-2017, and elsewhere in the Contract Documents, § 14.3.2.1 The Construction Manager shall provide bonds as set forth in AIA DocumentA201-2017, and elsewhere in, the Contract Documents. § 14.4, Notice in electronic format, pursuant to Article I of AIA Document A201.....2017, may be given in accordance with AIA Document E203Tm 2013, Building Information. Modeling and Digital Data Exhibit, if completed, or as otherwise set forth below: (ff other than in accordance with AIA Document E203 2013, insert requirements fiJr delivering notice in electronief6rmal such as name, title, and email address of the recipient and whether and how thesystem will be required to generate a rear! receipiftir the transmission) § 14.5 Other provisions., § 14.5.1 Meaning of Words. Unless otherwise stated in the Contract Documents, words which have well-known technicall or construction industry meanings are used in the Contract Documents in accordance with such recognized meanings. Reference to standard specifications, manuals, or codes of any technical society, organization, or association, or to the code of any governmental authority, whether such reference be specific or by implication, shall be to the latest standard specification, manual, or code in effect on the date for submission of bids, except as may be otherwise specifically stated. Wherever in these Drawings and Specifications an article, device, or piece of equipment is referred to in the singular manner, such reference shall apply to as many such articles as are shown on the drawings, or required to complete the installation, § 14.5.2 Rights and Remedies. No action or failure to act by Owner or Architect shall constitute a waiver of a right or duty afforded them under the Contract Documents, nor shall such action or failure to act constitute approval of an acquiescence in a breach therein, except as may be specifically agreed in writing, § 14.5.3 Contractor Registration, Pursuant to RCW 39,06, Construction Manager shall be registered or licensed as required by the laws of the State of Washington, including but not limited to RCW 18.27 § 14.5.4 Time Computations. When computing any period of time, the day of the event from which the period of time begins shall not be counted. The last day is counted unless it falls on a weekend or legal holiday, in which event the period runs until the end of the next day that is not a weekend or holiday. When the period of time allowed is less than 7 days, intermediate Saturdays, Sundays, and legal holidays are excluded from the computation. § 114.5.5 Records Retention. The wage, payroll, and cost records of Construction Manager, and its Subcontractors, and all records subject to audit in accordance with the Contract Documents, shall be retained for a period of not less than three (3) years after the date of Completion. § 14.5.6 Third—parry Agreements. The Contract Documents shalll not be construed to create a contractual relationship of any kind between: the Architect and Construction Manager; Owner and any Subcontractor; or any persons other than Owner and Construction Manager, § 14.5.7 Amendments, No modification or amendment of the provisions hereof shall be effective unless in writing and signed by authorized representatives of the parties. The parties expressly reserve the right to modify this Agreement, from time to time, by mutual agreement. § 14.5.8 Executory Agreement. This Agreement will not be considered valid unti I signed by both parties § 14.5.9 Binding Effect. The provisions, covenants and conditions in the Contract apply to bind the parties, their legal heirs, representatives, successors, and assigns. § 14.5.10 Applicable Law; Venue. The Contract shall be construed and interpreted in accordance with the laws of the State of AIA Document A133-2019. Copyright@ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with 34 the AIA Contract DocumentsO Terms of Service- To report copyright violabons, e-mail docinfo@aiacontracts.com. User Notes: (808138546) Washington. The venue of any action brough under the Contract shall be in the Superior Court for King County. § 14.5.11 Remedies Cumulative. Rights under the Contract are cumulative; the failure to exercise on any occasion any right shall not operate to forfeit such right on another occasion. The use of one remedy shall not be taken to exclude or waive the right to use another § 14.5.12 Captions. The titles of sections are for convenience only and do not define or limit the contents § 14.5.13 Invalidity of Particular Provisions. A judicial determination that any term, provision, condition, or other portion of the Contract, or its application, is inoperative, invalid, or unenforceable shall not affect the remaining terms, provisions, conditions, or other portions of the Contract, nor shall such a determination affect the application of such term, provision, condition, or portion to persons or in circumstances other than those directly involved in the determination in which it is held to be inoperative, invalid, or unenforceable, and as to such other persons or in such other circumstances it shall continue in full force and effect. § 14.5.14 No Waiver. No waiver of full performance by either party shall be construed, or operate as a waiver of any subsequent default or breach of any of the terms, or covenants or conditions of the Contract. The payments of compensation to the Construction Manager shall not be deemed a waiver of any right or the acceptance of defective performance. ARTICLE 15 SCOPE OF THE AGREEMENT § 15.1 This Agreement represents the entire and integrated agreement between the Owner and the Construction Manager and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both Owner and Construction Manager. 15.2 The following documents comprise the Agreement: .1 AIA Document Al 33T'4-2019, Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price, as modified by the parties, and including the following exhibits, incorporated by reference: Exhibit A, Guaranteed Maximum Price Amendment, (to be completed after MACC negotiations) Exhibit B, Construction Manager's Hourly Rates Exhibit C: Cost Allocation Matrix Exhibit D: List of Initial Information Documents Available Exhibit E: Hourly Rates for Negotiated Support Services (NSS) Hourly Employees Exhibit F: Updated Tukwila Maintenance & Engineering Project Schedule - Dated 02-22-2-24 AIA Document A201 TK -2017, General Conditions of the Contract for Construction .5 .6 Other Exhibits: (Check all boxes that apply.) [ ] AIA Document E234T'*4--2019, Sustainable Projects Exhibit, Construction Manager as Constructor Edition, dated as indicated below: (Insert the date of'the F,234-2019 incorporated into this Agreement) [ ] Supplementary and other Conditions of the Contract: Init. AIA Document A133-2019. Copyright @ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents° Terms of Service. To report copyright vioiabons, e-mail docinfo@aiacontracts.com. User Notes: (808138546) Document Title Date Pages .7 Other documents, if any, listed below: (List here any additional documents that are intended to form part of the Contract Documents. AIA DocumentA201-2017provides that the advertisement or invitation to bid, Instructions to Bidders, sample forms, the Construction Manager's bid or proposal, portions of Addenda relating to bidding or proposal requirements, and other information furnished by the Owner in anticipation of receiving bids orproposals, are not part of the Contract Documents unless enumerated in this Agreement. Any such documents should be listed here only if intended to be part of the Contract Documents) This Agreement is entered into as of the day and year first written above. ESigned by: 8EE24380545B44C (Signature) Thomas McLeod (Printed name and title) Signed by: n �Va rbSt,l/tbt, j II 097DB86ABFF94FF... (Signature) Kendra Rosenberg (Printed name and title) Mayor Attorney a 9o-l�mrcrq 4�y. di. yn .�yNrG=�1Wiq.tarm CONSTRUCTION MAMA (Signature) Principal (Printed name and title) AIA Document A133-2019. Copyright @ 1991, 2003, 2009, and 2019. All rights reserved. "The American Institute of Architects," "American Institute of Architects, Init. "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:07:42 ET on 36 06/14/2024 under Order No.3104238754 which expires on 09/18/2024, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (808138546) IIIIIIIIIIIIIIIIII .......... AiA Document A201® - 2017 General Conditions of the Contract for Construction for the following PROJECT: (Name and location or address) Tukwila Maintenance and Engineering East Campus Project ADDITIONS AND DELETIONS: 1] 231 E Marginal Way S The author of this document has Tukwila, WA 9,8168 added information needed for its completion. The author may also THE, OWNER: have revised the text of the original AIA standard form. An Additions and (Name, legal status and address) Deletions Report that notes added information as well as revisions to the City of Tukwila standard form text is available from 6200 Southcenter Boulevard the author and should be reviewed. A Tukwila, WA 98188 vertical line in the left margin of this document indicates where the author THE ARCHITECT: has added necessary information (Name, legal status and address) and where the author has added to or deleted from the original AIA text. Miller Hayashi, LLC 118 N 35th St, Suite 200 This document has important legal Seattle, WA 98103 consequences. Consultation with an attorney is encouraged with respect to its completion or modification. TABLE OF ARTICLES For guidance in modifying this I GENERAL PROVISIONS document to include supplementary conditions, see AIA Document 2 OWNER A503 TM , Guide for Supplementary Conditions. 3 CONTRACTOR 4 ARCHITECT 6 CONSTRUCTION IBY OWN ER OR BY SEPARATE CONTRACTORS 7 CHANGES IN THE WORK 8 TIME 9 PAYMENTS AND COMPLETION 10 PROTECTION OF PERSONS AND PROPERTY 11 INSURANCE AND BONDS 12 UNCOVERING AND CORRECTION OF WORK AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and 'AlA Contract Documents" are trademarks of The American institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) 14 TERMINATION OR SUSPENSION OF THE CONTRACT 15 CLAIMS AND DISPUTES (reit. AIA Document A201 —2017. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights reserved. `The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nlo 3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) ARTICLE 1' GENIERAL PROVISIONS § 1.1 Basic Definitions, § 1.1.1 The Contract Documents, The Contract Documents are enumerated in the Agreement between the Owner and Contractor (hereinafter the Agreement) and once the parties execute the Guaranteed Maximum Price Amendment arc as follows. the Agreement and Guaranteed Maximum Part Amendment, Conditions of the Contract (General, Supplementary and other Conditions), approved Drawings and Specifications; approved Construction Schedule; approved Subcontract Plan; Modifications issued after execution of this Contract; the RFP document and its addenda for selection of the Contractor issued by the Owner; and the Contractor's written response to the RFP, including the fee proposal and price for Specified General Conditions Work. The order of precedence of these Contract Documents is: a. The AIA Document A 133-2019, Standard Form of Agreement Between Owner and Construction Manger as Constructor, as modified by the parties, with the Guaranteed Maximum Price Amendment and Modifications having precedence. b. Revised A201 General Conditions: c. Specifications: d. Drawings (large scale have precedence over small scaled and written dimensions have precedence over scaled dimensions): c. Construction Schedule: E Subcontract Plan: & RFP Documents: h. Contractor's Proposal Notwithstanding this order of precedence, Section 1.2, 1 controls in the event of a confljet or ambiguity in Contract Document terms. A Modification is (1) a written amendment to the Contract signed by both parties, (2) a Change Order, , (3) a Construction Change Directive, or (4) a written order for a minor change in the Work issued by the Architect, The Contract Documents from the Contract, which represents the entire and integrated agreement between the Parties and supersedes prior negotiations, representation or agreements, either written or oral, § 1.1.2, The Contract The Contract Documents form the Contract for Construction. The Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations, or agreements, either written or oral. The Contract may be amended or modified only by a Modification. The Contract Documents shall not be construed to create a contractual relationship of any kind (1) between the Contractor and the Architect or the Architect's consultants, (2) between the Owner and a Subcontractor or a Sub -subcontractor, except as set forth in Section 5.3 and Section 5.5 (3) between the Owner and the Architect or the Architect's consultants, or (4) between any persons or entities other Than the Owner and the Contractor. The Architect shall, however, be entitled to performance and enforcement of obligations under the Contract intended to facilitate performance of the Architect's duties. § 1.1.2.1 THE CONTRACTOR The Term "Contractor" means the "Construction Manager, " as identified and used in the Agreement, the modified AIA Document A] 33-2019 § 1.1.3 The Work The term "Work" means the construction and services required by the Contract Documents, whether completed or partially completed, and includes all other labor, materials, equipment, and services provided or to be provided by the Contractor to fulfill the Contractor's obligations. The Work may constitute the whole or a part of the Project. § 1.1.4 The Project The Project is the total construction of which the Work performed under the Contract Documents may be the whole or a part and which may include construction by the Owner and by Separate Contractors. § 1.1.5 The Drawings The Drawings are the graphic and pictorial portions of the Contract Documents showing the design, location and dimensions of the Work, generally including plans, elevations, sections, details, schedules, and diagrams. AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 3 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) § 1.1.6 The Specifications The Specifications are that porfivr, Qthe OofTtt DnQfbrqM consisting of the written requirements for materials, equipment, systems, standards and workmanship for the Work, and performance of related services. § 1.1.7 Instruments of Service Instruments of Service are representations, in any medium of expression now known or later developed, of the tangible and intangible creative work performed by the Architect and the Architect's consultants under their respective professional services agreements. Instruments of Service may include, without limitation, studies, surveys, models, sketches, drawings, specifications, and other similar materials, § 1.1.8 Initial Decision Maker The Initial Decision Maker is the person identi tied in the Agreement to tender initial decisions on Claims in accordance with Section 15.2, The Initial Decision Maker shall not show partiality to the Owner or Contractor and shall not be liable for results of interpretations or decisions rendered in good faith, § 1.1.9 KNOWLEDGE The terms "knowledge"', "recognize", and "discover", their respective derivatives and similar terms in the Contract Documents as used in reference to the Contractor, shall be interpreted to mean that which the Contractor knows (or should know), recognizes (or should recognize), and discovers (or should discover) in exercising the care, skill and diligence required by the Contract Documents. Analogously, the expression "reasonably inferable: and similar terms in the Contact Documents shall be interpreted to mean reasonably inferable by a contractor familiar with the Project and exercising the care, skill and diligence required of the Contractor by the Contractor Documents. § 1.2 Correlation and Intent of the Contract Documents § 1.2.1 The intent of the Contract Documents is to include all items necessary for the proper execution and completion. of the Work by the Contractor. The Contract Documents are complementary, and what is required by one shall be as binding as if required by all; performance by the Contractor shall be required only to the extent consistent with the Contract Documents and reasonably inferable from them as being necessary to produce the indicated results. In the event of inconsistencies within or between parts of the Contract Documents or between the Contract Documents and applicable standards, codes and ordinances, the Contractor shall (i) provide the better quality or greater quantity of Work or (ii) comply with the more stringent requirement; either or both in accordance with the Architect's interpretation. The terms ofthis section shall not relieve the Contractor from obligations set forth in Sections 3.2 and 3.7. § 1.2.1.1 The invalidity of any provision of the Contract Documents shall not invalidate the Contract or its remaining provisions. If it is determined that any provision of the Contract Documents violates any law, or is otherwise invalid or unenforceable, then that provision shall be revised to the extent necessary to make that provision legal and enforceable. In such case the Contract Documents shall be construed, to the fullest extent permitted by law, to, give effect to the parties' intentions and purposes in executing the Contract. § 1.2.2 Organization of the Specifications into divisions, sections and articles, and arrangement of Drawings shall not control the Contractor in dividing the Work among Subcontractors or in establishing the extent orWork to be performed by any trade. § 1.2.3 Unless otherwise stated in the Contract Documents, words that have well-known technical or construction industry meanings are used in the Contract Documents in accordance with such recognized meanings. Upon Owner's request, the Contractor shall provide certifications or other acceptable substantiation that applicable industry specifications and standards have been satisfied and that any substitution of specified products shall occur only upon prior consent of the Owner. § 1.3 Capitalization Terms capitalized in these General Conditions include those that are (1) specifically defined, (2) the titles of numbered articles, or (3) the titles of other documents published by the American Institute of Architects. AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 4 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) § 1.4 Interpretation In the interest of brevity the Contract Documents frequently omit modifying words such as "all" and "any" and articles such as "the" and "an," but the fact that a modifier or an article is absent from one statement and appears in another is not intended to aft'ect the interpretation of either statement. § 1.5 Ownership and Use of Drawings, Specifications, and Other Instruments of Service § 1.5.1 The Architect and the Architect's consultants shall be deemed the authors and owners of their respective Instruments of Service, including the Drawings and Specifications, and retain all common law, statutory, and other reserved rights in their Instruments of Service, including copyrights. The Contractor, Subcontractors, Sub -subcontractors, and suppliers shall not own or claim a copyright in the Instruments of Service. Submittal or distribution to rnect official regulatory requirements or for other purposes in connection with the Project is not to be construed as publication in derogation of the Architect's or Architect's consultants' reserved rights, § 1.5.2 The Contractor, Subcontractors, Sub -subcontractors, and suppliers are authorized to use and reproduce the Instruments of Service provided to them, subject to any protocols established pursuant to Sections 1 .7 and 1.8, solely and exclusively for execution of the Work, All copies made under this authorization shall bear the copyright notice, if any, shown on the Instruments of Service, The Contractor, Subcontractors, Stip-subcontractors, and suppliers may not use the Instruments of Service on other projects or for additions to the Project outside the scope of the Work, without the specific written consent of the Owner, Architect, and the Architect's consultants,, Construction Manager, Architect, and Owner agree, however, that the Owner is governed by, and will comply with the Washington State Public Records Act. § 1.6 Notice § 1.6.1 Except as otherwise provided in Section 1 .6.2, where the Contract Documents require one party to notify or give notice to the other party, such notice shall be provided in writing to the designated representative of the party to whom the notice is addressed and shall be deemed to have been duly served if delivered in person, by mail, by courier, or by electronic transmission if a method for electronic transmission is set forth in the Agreement. § 1.6.2 Notice of Claims as provided in Section 15.1 .3 shall be provided in writing and shall be deemed to have been duly served only if delivered to the designated representative of the party to whom the notice is addressed by certified or registered mail, or by courier providing proof of delivery. § 1.6.2.1 Notices sent by mail or courier are sufficient i f sent to the address stated on the first page of the Agreement, unless a party gives notice of a change in address, § 1.7 Digital Data Use and Transmission, The parties shall agree upon protocols governing the transmission and use of Instruments of Service or any other information or documentation in digital form. The parties will use AIA Document E203Tm-2013, Building Infortriation Modeling and Digital Data Exhibit, to establish the protocols for the development, use, transmission, and exchange of digital data. § 1.8 Building Information Models Use and Reliance Any use of, or reliance on, all or a portion of a building information model without agreement to protocols governing the use of, and reliance on, the information contained in the model and without having those protocols set forth in AIA Document E203Tm-2013, Building Information Modeling and Digital Data Exhibit, and the requisite AIA Document G202T14-2013, Project Building Information Modeling Protocol Form, shall be at the using or relying party's sole risk and without liability to the other party and its contractors or consultants, the authors of, or contributors to, the building information model, and each of their agents and employees. ARTICLE 2 OWNER § 2.1 General § 2.1.1 The Owner is the person or entity identified as such in the Agreement and is referred to throughout the Contract Documents as if singular in number. The Owner shall designate in writing a representative who shall have express authority to bind the Owner with respect to all matters requiring the Owner's approval or authorization. Except as otherwise provided in Section 4.2.1, the Architect does not have such authority. The term "Owner" means the Owner or the Owner's authorized representative, who at the commencement of the Project shall be Justine Kim, of Shiels, Obletz, Johnsen, Inc. AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 5 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) (Paragraphs deleted) § 2.3 Information and Services Required of the Owner § 2.3.1 Except for permits and fees that are the responsibility of the Contractor under the Contract Documents, including those required under Section 3.7.1, the Owner shall secure and pay for necessary approvals, easements, assessments and charges required for construction, use or occupancy of permanent structures or for permanent changes in existing facilities. § 2.3.2 The Owner shall retain an architect lawfully licensed to practice architecture,, or an entity lawfully practicing architecture, in the jurisdiction where the Project is located. That person or entity is identified as the Architect in the Agreement and is referred to throughout the Contract Documents as if singular in number, § 2.3.3, If the employment of the Architect terminates, the Owner shall employ a successor to whom the Contractor has no reasonable objection and whose status under the Contract Documents shall be that of the Architect, § 2.3.4 The Owner shall furnish surveys describing physical characteristics, legal limitations and utility locations for the site of the Project, and a legal description of the site. The Contractor shall be entitled to rely on the accuracy of information famished by the Owner but shall exercise proper precautions relating to the safe performance of the Work, § 2.3.5 The Owner shall furnish information or services required of the Owner by the Contract Documents with reasonable promptness. The Owner shall also furnish any other information or services under the Owner's control and relevant to the Contractor's performance of the Work with reasonable promptness after receiving the Contractor's written request for such information or services. § 2.3.6 Unless otherwise provided in the Contract Documents, the Owner shall furnish to the Contractor one copy of the Contract Documents for purposes of making reproductions pursuant to Section 1.5.2. § 2.4 Owners Right to Stop the Work If the Contractor fails to correct Work that is not in accordance with the requirements of the Contract Docurnentsas required by Section 12.2 or repeatedly fails to carry out Work in accordance with the Contract Documents, the Owner may issue a written order to the Contractor to stop the Work, or any portion thereof, until the cause for such order has been eliminated; however, the right of the Owner to stop the Work shall not give rise to a duty on the part of the Owner to exercise this right for the benefit of the Contractor or any other person or entity, § 2.5 Owner's Riight to Carry Out the Work lithe Contractor defaults or neglects to carry out the Work in accordance with the Contract Documents and fails within a ten-day period after receipt of 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 default or neglect. Such action by the Owner and amounts charged to the Contractor are both subject to prior approval of the Architect and the Architect may, pursuant to Section 9.5.1, withhold or nullify a Certificate for Payment in whole or in part, to the extent reasonably necessary to reimburse the Owner for the reasonable cost of correcting such deficiencies, including Owner's expenses and compensation for the Architect's additional services made necessary by such default, neglect, or failure, If current and future payments are not sufficient to cover such amounts, the Contractor shall pay the difference to the Owner. If the Contractor disagrees with the actions of the Owner or the Architect, or the amounts claimed as costs to the Owner, the Contractor may file a Claim pursuant to Article 15. § 2.6 EXTENT OF OWNER CONTOL In no event shall the Owner have control over, charge of, or any responsibility for construction means, methods, techniques, sequences or procedures or for safety precautions and programs in connection with the Work, notwithstanding any of the rights and authority granted the Owner in the Contract Documents. AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 6 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) ARTICLE 3 CONTRACTOR § 3.1 General § 3.1.1 The Contractor is the person or entity identified as such in the Agreement and is referred to throughout the Contract Documents as if singular in number. The Contractor shall be lawfully licensed, if required in the jurisdiction where the Project is located. The Contractor shall designate in writing a representative who shall have express authority to bind the Contractor with respect to all matters under this Contract. The term "Contractor" means the Contractor or the Contractor's authorized representative, § 3.1.2 The Contractor shall perform the Work in accordance with the Contract Documents. § 3.13 The Contractor shall. not be relieved of its obligations to perform the Work in accordance with the Contract Documents either by activities or duties of the Architect in the Architect's administration of the Contract, or by tests, inspections or approvals required or performed by persons or entities other than the Contractor, § 3.2 Review of Contract Documents and Field Conditions by Contractor § 3.2.1 Execution, of the Contract by the Contractor is a representation that the Contractor has the requisite knowledge and skill to carry out the work and has visited the site, become generally familiar with local conditions under which the Work is to be performed, and correlated personal observations with requirements of the Contract Documents. Prior to execution of the Agreement and any subsequent subcontracts by Contractor, the Contractor and each Subcontractor have evaluated and satisfied themselves as to the conditions and limitations under which the Work is to be performed, including without limitation, (i) the location, condition, layout and nature of the Project site and surrounding areas; (ii) generally prevailing climatic conditions; (iii) anticipated labor supply and costs; (iv) availability and cost of materials, tools, and equipment and (v) other similar issues. The Owner assumes no responsibility or liability for the physical condition or safety of the Project site, or any improvements located on the Project site. Except as set forth in Section 10.3, the Contractor shall be solely responsible for providing a safe place for the performance of the Work. The Owner shall not be required to make any adjustments in either the Contract Sum or the Contract Time in connection with any failure by the Contractor or any Subcontractor to have complied with the requirements of this Section 3.2. Id § 12.2 Because the Contract Documents are complernentary, the Contractor shall, before starting each portion of the Work, carefully study and compare the various Contract Documents relative to that portion of the Work, as well. as the information famished by the Owner pursuant to Section 2.3.4, shall take field measurements of any existing conditions related to that portion of the Work, and shall observe any conditions at the site affecting it. These obligations are for the purpose of facilitating coordination and construction by the Contractor and are not for the purpose of discovering errors, omissions, or inconsistencies in the Contract Documents; however, the Contractor shall. promptly report to the Architect any errors, inconsistencies or omissions discovered by or made known to the Contractor as a request for information in such forin as the Architect may require. It is recognized that the Contractor"s review is made in the Contractor's capacity as a contractor and not as a licensed design professional recognizing that the Contractor has performed pre -construction services with the Architect and shall use such performance to inform its review under this section. The Contractor shall further satisfy itself as to the accuracy of all grades, elevations, dimensions and locations. In all cases of interconnection of its Work with existing or other work, Contractor shall verify at the site all dimensions relating to such existing or other work. Any failure of the Contractor to carry out the obligations of this section which result in errors shall be promptly rectified by the Contractor at no cost to the Owner. § 3.2.3 The Contractor is not required to ascertain that the Contract Documents are in accordance with applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities, but the Contractor shall promptly report to the Architect any nonconformity discovered by or made known to the Contractor as a request for information in such form as the Architect may require. § 3.2.4 If the Contractor believes that additional cost or time is involved because of clarifications or instructions the Architect issues in response to the Contractor's notices or requests for information pursuant to Sections 3.2.2 or 3.2.3, the Contractor shall submit Claims as provided in Article 15. If the Contractor fails to perform the obligations of Sections 3.2.2 or 3.2.3, the Contractor shall pay such costs and damages to the Owner, subject to Section 15.1.7, as would have been avoided if the Contractor had performed such obligations. If the Contractor performs those obligations, the Contractor shall not be liable to the Owner or Architect for damages resulting from errors, inconsistencies or omissions in the Contract Documents, for differences between field measurements or conditions and the Contract Documents, or for nonconformities of the Contract Documents to applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities. AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 7 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) § 3.2.5 Verify all measurements at the job. No extra charges or compensation will be allowed as a result of failure to verify dimensions before ordering materials or fabricating items. § 3.2.6 Contractor and all Subcontractors shall be fully responsible for the accurate placement and installation of their work. § 3.3 Supervision and Construction Procedures § 3.31 The Contractor shall supervise and direct the Work, using the Contractor's best skill and attention. The Contractor shall be solely responsible for, and have control over, construction means, methods, techniques, sequences, and procedures, and for coordinating all portions of the Work under the Contract. If the Contract Documents give specific instructions concerning construction means, methods, techniques, sequences, or procedures, the Contractor shall evaluate the jobsite safety thereof and shall be solely responsible for the jobsite safety orsuc:h means, methods, techniques, sequences, or procedures. If the Conti -actor determines that such means, methods, techniques, sequences or procedures may not be safe, the Contractor shall give timely notice to the Owner and Architect, and shall propose alternative means, methods, techniques, sequences, or procedures, The Architect shall evaluate the proposed alternative solely for conformance with the design intent for the completed construction, Unless the Architect objects to the Contractor's proposed alternative, the Contractor shall perform the Work using its, alternative means, methods, techniques, sequences, or procedures. § 3.3.2 The Contractor shall be responsible to the Owner for acts and omissions of the Contractor's employees, Subcontractors and their agents and employees, and other persons Or entities performing portions of the Work for, or on behalf of, the Contractor or any of its Subcontractors. § 13.3 The Contractor shall be responsible for inspection of portions of Work already Performed to determine that such portions are in proper condition to receive subsequent Work. § 3.4 Labor and Materials § 3.4.1 Unless otherwise provided in the Contract Documents, the Contractor shall provide and pay for labor, materials, equipment, tools, construction equipment and machinery, water, heat, utilities, transportation, and other facilities and services necessary for proper execution and completion of the Work, whether temporary or permanent and whether or not incorporated or to be incorporated in the Work. § 3.4.2 Except in, the case of minor changes in the Work approved by the Architect in accordance with Section 3.118, or ordered by the Architect in accordance with Section 7.4, the Contractor may make substitutions only with the consent of the Owner, after evaluation by the Architect and in accordance with a Change Order or Construction Change Directive, § 3.4.3 The Contractor shall enfiorcestrict, discipline and good order among the Contractor's, employees and other persons carrying out the Work, The Contractor shall not peri -nit employment of unfit persons or persons not properly skilled in tasks assigned to them. The Contractor shall employ labor capable of working hannottiously and shall use best efforts to minimize the likelihood of any strike, work stoppage or other labor disturbance. § 3.5 Warranty § 3.5.1 The Contractor warrants to the Owner and Architect that materials and equipment furnished under the Contract will be of good quality and new unless the Contract Documents require or permit otherwise. The Contractor further warrants that the Work will conform, to the requirements of the Contract Documents and will be free from defects, except for those inherent in the quality of the Work the Contract Documents require or permit. Work, materials, or equipment not conforming to these requirements may be considered defective. The Contractor's warranty excludes remedy for damage or defect caused by abuse, alterations to the Work not executed by the Contractor, improper or insufficient maintenance, improper operation, or normal wear and tear and normal usage. If required by the Architect, the Contractor shall furnish satisfactory evidence as to the kind and quality of materials and equipment. The Contractor agrees to assign to the Owner at the time of final completion of the Work any and all manufacturers' warranties relation to materials and labor used in the Work and further agrees to perform Work in such manner so as to preserve any and all manufacturers' warranties. If necessary as a matte of law, the Contractor may retain the right to enforce such warranties during the warranty period following the date of Substantial Completion as set forth in Section 12.1 AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 8 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) § 3.5.2 All material, equipment, or other special warranties required by the Contract Documents shall be issued in the name of the Owner, or shall be transferable to the Owner, and shall commence in accordance with Section 9.8.4. § 3.6 Taxes The Contractor shall pay sales, consumer, use and similar taxes for the Work provided by the Contractor that are legally enacted when bids are received or negotiations concluded, whether or not yet effective or merely scheduled to go into effect. § 3.7 Permits, Fees, (Notices and Compliance with laws § 3.7.1 ].Unless otherwise provided in the Contract. Documents, the Contractor shall secure and pay for all d permits, fees, licenses, and inspections necessary for proper execution and completion of the Work, § 3.7.2 The Contractor shall comply with and give, notices required by applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders and all other requirements of public authorities applicable to performance of the Work. § 3.7.3 If the Contractor perforlms Work knowing it to be contrary to applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders o'fpublic authorities, the Contractor shall assume appropriate responsibility for such Work and shall bear the costs attributable to correction. The Contractor shall procure and obtain all bonds required by the Owner or by other authorities have jurisdiction over the Project, The Contractor shall obtain and pay for all approvals that may be necessary for the performance of the Work, such as street closures and other similar matters. § 3.7.4:" Concealed or Unknown Conditions If the Contractor encounters conditions at the site that are (1) subsurface or otherwise concealed physical conditions that differ materially from those indicated in the Contract Documents or (2) unknown physical conditions of an unusual nature that differ materially from those ordinarily found to exist and generally recognized as inherent in construction activities of the character provided for in the Contract. Documents, , the Contractor shall comply with the notice, and (if applicable) protest, provisions of Section 15.1.5. § 3.7.5 If, in the course of the Work, the Contractor encounters human remains or recognizes the existence of burial markers, archaeological sites or wetlands not indicated in the Contract Documents, the Contractor shall immediately suspend any operations that would affect them and shall Comply with the notice, and (if applicable) protest, provision. of Section 15.1.5. § 3.6 Allowances § 3.6.1 The Contractor shall include in the Contract Sum all allowances stated in the Contract Documents. Items covered by allowances shall be supplied for such amounts and by such persons or entities as the Owner may direct, but the Contractor shall not be required to employ persons or entities to whom the Contractor has reasonable objection. § 3.6.2 Unless otherwise provided in the Contract Documents, .1 allowances shall cover the cost to the Contractor of materials and equipment delivered at the site and all required taxes, less applicable trade discounts,, .2 Contractor's costs for unloading and handling at the site, labor, installation costs, overhead, profit„ and other expenses contemplated for stated allowance amounts shall be included in the Contract Sum but. not in the allowances, and .3 whenever costs are more than or less than allowances, the Contract Sum shall be adjusted accordingly by Change Order before procurement or performance of the allowance work. The amount of the Change Order shall reflect (1) the difference between actual costs and the allowances under Section 3.11.2.1 and (2) changes in Contractor's costs under Section 3.3.2.2. § 3..8.3 Materials and equipment under an allowance shall be selected by the Owner with reasonable promptness. § 3.9 Superintendent § 3.9.1 The Contractor shall employ a competent superintendent and necessary assistants who shall be in attendance at the Project site during performance of the Work,. The superintendent shall represent the Contractor, and. communications given to the superintendent shall be as binding as if given to the Contractor. As provided in the (reit. AIA Document A201 —2017. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights reserved. `The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The g American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nlo 3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) Agreement, Contactor's superintendent and project manager shall be identified in the Guaranteed Maximum Price Amendment, Contractor shall not substitute the superintendent or project manager without the consent of the Owner for such substitution as provided in the Agreement. § 3.9.2 The Contractor, as soon as practicable after award of the Contract, shall notify the Owner and Architect of the name and qualifications of a proposed superintendent. Within 14 days of receipt of the information, the Architect may noti Iy the Contractor, stating whether the Owner or the Architect (I) has reasonable objection to the proposed superintendent or (2) requires additional time for review. Failure of the Architect to provide notice within the 14 -day period shall constitute notice of no reasonable objection, § 3.93 The Contractor shall not employ a proposed superintendent to whom the Owner or Architect has made reasonable and timely objection. The Contractor shall not change the superintendent without the Owner's consent, which shall not unreasonably be withheld or delayed, § 3.10 Contractor's Construction and Submittal Schedules § 3.10.1 The Contractor, promptly after being awarded the Contract, shall, submit for the Owner's and Architect's information a Contractor's construction schedule for the Work ("Construction Schedule"'), The Construction Schedule shall be a critical path schedule, which Contractor warrants to represent an accurate and achievable set of deadlines under which this Project will be constructed, and as subsequently modified by agreement with Owner, The Construction Schedule shall contain detail appropriate for the Project, including (1) the date orcommencement of the Work, interim schedule milestone dates, and the date of Substantial Completion; (2) an apportionment of the Work by construction activity; and (3) the time required for completion of each portion of the Work. The Construction Schedule shall provide for the orderly progression of the Work to completion and shall not exceed time limits current under the Contract Documents. The Construction Schedule shall be updated monthly and revised at other appropriate intervals as required by the conditions of the Work and Project. § 3.111.2 The Contractor, promptly after being awarded the Contract and thereafter as necessary to maintain a current submittal schedule, shall submit a submittal schedule for the Architect's approval. The Architect's approval shall not be unreasonably delayed or withheld. The submittal schedule shall (1) be coordinated with the Contractor's Construction Schedule and (2) allow the Architect reasonable time to review submittals. If the Contractor fails to submit a submittal schedule,or fails to provide submittals in accordance with the approved submittal schedule, the Contractor shall not be entitled to any increase in Contract Sum or extension of Contract Time based on the time required for review of submittals. § 3.10.3 The Contractor shall perform the Work in general accordance with the most recent schedules submitted to the Owner and Architect. § 3.10.4 The Construction Schedule shall be in a detailed precedence -style critical path management ("CPM") or primavera-type format satisfactory to the Owner and the Architect that shall also (i) provide a graphic representation of all activities and events that will occur during performance of the Work; (ii) identify each phase of construction and occupancy; and (iii) set forth dates that are critical in ensuring the timely and orderly completion of the Work in accordance with the requirements of the Contract Documents (hereinafter referred to as "Milestone Dates"). Upon review and acceptance by the Owner and the Architect of the Milestone Dates, the Construction Schedule shall be deemed part of the Contract Documents and attached to the Guaranteed Maximum Price Amendment. If not accepted, the Construction Schedule shall be promptly revised by the Contractor in accordance with the recommendations of the Owner and the Architect and resubmitted for acceptance. The Contractor shall monitor the progress of the Work in conformance with the requirements of the construction schedule arid shall promptly advise the Owner of any delays or potential delays. The accepted construction schedule shall be updated to reflect actual conditions as set forth in Section 1111.I or if requested by either the Owner or the Architect. In the event any progress report indicates any delays, the Contractor shall propose and affirmative plan to correct the delay, including overtime and/or additional labor if necessary. In no event shall any progress report constitute and adjustment in the Contract Time, any Milestone Date or the Contract Sum unless such adjustment is agreed to by the Owner and authorized pursuant to Chant Order, Float in the schedule belongs to the Project, § 3.10.5 In the event the Owner determines, that the performance of Work, as of a Milestone Date, has not progressed or reached the level of completion required by the Contact Documents, the Owner shall have the right to order the Contractor to take corrective measures necessary to expedite the progress of construction, including without AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 10 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) limitation, (i) working additional shifts or overtime, (ii) supplying additional manpower, equipment and facilities and (iii) other similar measures (hereinafter referred to collectively as "Extraordinary Measures"). Such Extraordinary Measures shall continue until the progress of the Work complies with the stage of completion required by the Contract Documents. The Owner's right to require Extraordinary Measures is solely for the purpose of ensuring the Contractor's compliance with the Construction Schedule. 1. The Contractor shall not be entitled to and adjustment in the Contract Sum in connection with Extraordinary Measures required by the Owner under or pursuant to the Section 3.10.5, 2. The Owner may exercise its rights under or pursuant to this Section 3.1 D. as frequently as the Owner deems necessary to ensure that the Contractor's performance of the Work will comply with any Milestone Date or completion date set forth in the Contract Documents, § 3.10.6 The Owner shall have the right to direct a postponement or rescheduling of any date or time for the perf'on-nance of any part of the Work that may interfere with the operation of the Owner's premises or any tenant's or invitees thereof. The Contractor shall, upon the Owner's request, reschedule any portion of the Work affecting operation of the premises during hours when the premises are not in operation. Any postponement, rescheduling or performance of the Work under this Section 3. 10,6 may be grounds for and extension of the Contract Time, if permitted under Section 5.3. 11 and an equitable adjustment in the Contract Sum if (i) the performance of the Work was properly scheduled by the Contractor in compliance with the Contract Documents and (ii) such rescheduling or postponement is required for the convenience of the Owner.d § 3.11 Documents, andl Samples. at the Site The Contractor shall make available, at the Project site, the Contract Documents, including Change Orders, Construction Change Directives, and other Modifications, in good order and marked currently to indicate field changes and selections made during construction, and the approved Shop Drawings, Product Data, Samples, and similar required submittals. These shall be in electronic forin or paper copy, available to the Architect and Owner, and delivered to the Architect for submittal to the Owner upon completion of the Work as a record of the Work as constructed, § 3.12 Shop Drawings, Product Data and Samples § 3.12.1 Shop Drawings are drawings, diagrams, schedules, and other data specially prepared for the Work by the Contractor or a Subcontractor, SUb-subcontractor, manufacturer, supplier, or distributor to illustrate some portion of the Work. § 3.12.2 Product Data are illustrations, standard schedules, performance charts, instructions, brochures, diagrams, and other information furnished by the Contractor to illustrate materials or equipment for some portion of the Work. § 3.12.3 Samples are physical examples that illustrate materials, equipment, or workmanship, and establish standards by which the Work will be judged. § 3.12.4 Shop Drawings, Product Data, Samples, and similar submittals are not Contract Documents. Their purpose is to demonstrate how the Contractor proposes to conform to the information given and the design concept expressed in the Contract Documents for those portions of the Work for which the Contract Documents require submittals. Review by the Architect is subject to the limitations of Section 4.2.7. Informational submittals upon which the Architect is not expected to take responsive action may be so identified in the Contract Documents. Submittals that are not required by the Contract Documents may be returned by the Architect without action, § 3.12.5 The Contractor shall review for compliance with the Contract Documents, approve, and submit to the Architect, Shop Drawings, Product Data, Samples, and similar submittals required by the Contract Documents, in accordance with the submittal schedule approved by the Architect or, in the absence of an approved submittal schedule, 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. § 3.12.6 By submitting Shop Drawings, Product Data, Samples, and similar submittals, the Contractor represents to the Owner and Architect that the Contractor has (1) reviewed and approved them, (2) determined and verified materials, field measurements and field construction criteria related thereto, or will do so, and (3) checked and AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 11 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) coordinated the information contained within such submittals with the requirements of the Work and of the Contract Documents, § 3.12.i The Contractor shall perform no portion of the Work for which the Contract Documents require submittal and review of Shop Drawings, Product Data, Samples, or similar submittals, until the respective submittal has been approved by the Architect. § 3.12.8 The Work shall be in accordance with approved submittals except that the Contractor shall not be relieved or responsibility for deviations from the requirements of the Contract Documents by the Architect's approval of Shop Drawings, Product Data, Samples, or similar submittals, unless the Contractor has specifically notified the Architect of such deviation at the time of submittal and (1) the Architect has given written approval to the specific deviation as a minor change in the Work, or (2) a Change Order or Construction Change Directive has been issued authorizing the deviation. The Contractor shall not be relieved of responsibility for errors or omissions in Shop Drawings, Product Data, Samples, or similar submittals, by the Architect's approval thereof § 3.12.9 The Contractor shall direct specific attention, in writing or on resubmitted Shop Drawings, Product Data, Samples, or similar submittals, to revisions other than those requested by the Architect on previous submittals, In the absence of such notice, the Architect's approval of a resubmission shall not apply to such revisions, § 3.12.101 The Contractor shall not be required to provide professional services that constitute the practice of architecture or engineering unless such services are specifically required by the Contract Documents for a portion of' the Work or unless the Contractor needs to provide such services in order to carry out the Contractor's responsibilities for construction means, methods, techniques, sequences, and procedures. The Contractor shall not be required to provide professional services in violation of applicable law. § 3.12.101.1 If professional design services or certifications by a design professional related to systems, materials, or equipment are specifically required of the Contractor by the Contract Documents, the Owner and the Architect will specify all performance and design criteria that such services must satisfy. The Contractor shall be entitled to rely upon the adequacy and accuracy of the performance and design criteria provided in the Contract Documents. The Contractor shall cause such services or certifications to be provided by an appropriately licensed design professional, whose signature and sea] shall appear on all drawings, calculations, specifications, certifications, Shop Drawings, and other submittals prepared by such professional. Shop Drawings, and other submittals related to the: Work, designed or certified by such professional, if prepared by others, shall bear such professional's written approval when submitted to the Architect, The Owner and the Architect shall be entitled to rely upon the adequacy and accuracy of the services, certifications, and approvals performed or provided by such design professionals, provided the Owner and Architect have specified to the Contractor the performance and design criteria that such services must satisfy. Pursuant to this Section 3,12.1 ll, the Architect will review and approve or take other appropriate action on submittals only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. § 3.12.10.2 If the Contract Documents require the Contractor's design professional to certify that the Work has been performed in accordance with the design criteria, the Contractor shalll furnish such certifications to the Architect at the time and in the form specified by the Architect. § 3.13 Use of Site § 3.13.1 The Contractor shall confine operations at the site to areas permitted by applicable laws, statutes, ordinances, codes, rules and regulations, lawful orders of public authorities, and the Contract Documents and shall not unreasonably encumber the site with materials or equipment. § 3.13.2 Only Materials and equipment that are to be used directly in the Work shall be brought to and stored on the Project site by the Contractor. After equipment is no longer required for the Work, it shall be promptly removed from the Project site. Protection of construction materials and equipment stored at the Project site from weather, theft, damage and all other adversity is solely the responsibility of the Contractor. The Contractor shall ensure that the Work, at all times, is performed in a manner that affords reasonable access, both vehicular and pedestrian, to the site of the Work and all adjacent areas. The Work shall be performed, to the fullest extent reasonably possible, in such a manner that public areas adjacent to the site shall be free from all debris, building materials and equipment likely to cause hazardous conditions, AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 12 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) § 3.13.3 Without limitation of any other provision of the Contract Documents, the Contractor shall use best efforts to minimize any interference with the occupancy or beneficial use of (i) any area and building adjacent to the site of the Work and (ii) the Work in the event of partial occupancy, as more specifically set forth in Section 9.9. Without prior approval of the Owner, the Contractor shall not permit any workers to use any existing facilities at the Project site, including without limitations, lavatories, toilets, entrances and parking areas other than those designated by the Owner. I . Without limitation of any other provision of the Contract Documents, the Contractor shall use best efforts to cornply with all rules and regulation promulgated by the Owner in connection with the use and occupancy of the Project. The Contractor shall immediately notify the Owner in writing if during the performance of the Work the Contractor Finds compliance of any portion of such rules and regulations to be impracticable, setting forth the problems and suggesting alternatives. The Owner, in its sole discretion, may adopt such suggestions or require compliance with existing rules and regulations, 2, The Contractor shall comply with all insurance requirements and collective bargaining agreements applicable to the Project, § 3.14 Cutting and Patching § 3.14.1 The Contractor shall be responsible for cutting, fitting, or patching required to complete the Work or to make its parts fit together properly. All areas requiring cutting, fitting, or patching shall be restored to the condition existing prior to, the cutting, fitting, or patching, unless otherwise required by the Contract Documents. § 3.14.2 The Contractor shall not damage or endanger a portion of the Work or fully or partially completed construction of the Owner or Separate Contractors by cutting, patching, or otherwise altering such construction, or by excavation. The Contractor shall not cut or otherwise alter construction by the Owner or a Separate Contractor except with written consent of the Owner and of the Separate Contractor. Consent shall not be unreasonably withheld. The Contractor shall not unreasonably withhold, from the Owner or a Separate Contractor, its consent to cutting or otherwise altering the Work. § 3.15 Cleaning) Up § 3.15.1 The Contractor shall keep the premises and surrounding area free from accumulation of waste materials and rubbish caused by operations under the Contract. At completion of the Work, the Contractor shall remove waste materials, rubbish, the Contractor's tools, construction equipment, machinery, and surplus materials from and about the PrOom 3.15.2 If the Contractor fails to cleanup as provided in the Contract Documents, the Owner may do so and the Owner shall be entitled to reimbursement from the Contractor. § 3.16 Access to Work The Contractor shall provide the Owner and Architect with access to, the Work in preparation and progress wherever located. § 3.17 Royalties, Patents and Copyrights The Contractor shall pay all royalties and license: fees. The Contractor shall defend suits or claims for infringement of copyrights and patent rights and shall hold the Owner and Architect harmless from loss on account thereof, but shall not be responsible for defense or loss when a particular design, process, or product of a particular manufacturer or manufacturers is required by the Contract Documents, or where the copyright violations are contained in Drawings, Specifications, or other documents prepared by the Owner or Architect. However, if an infringement of a copyright or patent is discovered by, or made known to, the Contractor, the Contractor shall be responsible for the loss unless the information is promptly ftimished to the Architect, 3.18 Inderninificafion 3.18.1 The Contractor shall defend, indemnify and hold the Owner, its officers, officials, employees and volunteers, (each on "Indemnitee"), harmless from any claims, including all third party claims, injuries, damages, losses or suits including attorney fees, (the "Claim"), arising out of or caused by the performance of the Work under this Agreement, and the Contractor's negligence, except Contractor owes no such duty for Han-n(s) arising out of or caused by the sole negligence of the Indemnitee. AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for 3 resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) § 3.18.2 Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Contractor and the Indemnitee(s) the Contractor's duty under this Section 3.1.8.2 shall be valid and enforceable only to the extent of the Contractor's negligence. § 3.18.3 It is further specifically and expressly understood that the indemnification provided herein constitutes the Contractor's waiver of immunity under Industrial Insurance, Title 51 RCW, solely for the purposes of this indemnification. THIS WAIVER HAS BEEN MUTUALLY NEGOTIATED BY THE PARTIES. The provisions of this section shall survive the expiration or termination of this Agreement. ARTICLE 4 ARCHITECT § 4.1 General § 4.1.1 The Architect is the person or entity retained by the Owner pursuant to Section 2.3.2 and identified as such in the Agreement. § 4.1.2 Duties, responsibilities, and limitations of authority of the Architect as set forth in the Contract Documents shall not be restricted, modified, or extended without written consent of the Owner, Contractor, and Architect. Consent shall not be unreasonably withheld. § 4.1.3 When the Contract Documents require the Architect to act within a reasonable time it is understood and agreed that such action shall be within two (2) weeks. § 4.2 Administration of the Contract § 4.2.1 The Architect will provide administration of the Contract as described in the Contract Documents and will be an Owner's representative during construction until final payment is due and from time to time during the warranty period for correction of Work as set forth in Section 12.2. The Architect will have authority to act on behalf of the Owner only to the extent provided in the Contract Documents. § 4.2.2 The Architect will visit the site at intervals appropriate to the stage of construction, or as otherwise agreed with the Owner, to become generally familiar with the progress and quality of the portion of the Work completed, and to determine in general if the Work observed is being performed in a manner indicating that the Work, when fully completed, will be in accordance with the Contract Documents. However, the Architect -site inspections to check the quality or quantity of the Work shall be conducted as required by the Contract Documents, the Owner — Architect agreement and as required by the applicable professional standard of care and judgement. The Architect will not have control over, charge of, or responsibility 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 Contractor's rights and responsibilities under the Contract Documents. § 4.2.3 On the basis of the site visits, the Architect will keep the Owner reasonably informed about the progress and quality of the portion of the Work completed, and promptly report to the Owner (1) known deviations from the Contract Documents, (2) known deviations from the most recent construction schedule submitted by the Contractor, and (3) defects and deficiencies observed in the Work. The Architect will not be responsible for the Contractor's failure to perform the Work in accordance with the requirements of the Contract Documents. The Architect will not have control over or charge of, and will not be responsible for acts or omissions of, the Contractor, Subcontractors, or their agents or employees, or any other persons or entities performing portions of the Work. § 4.2.4 Communications The Owner and Contractor shall include the Architect in all communications that relate to or affect the Architect's services or professional responsibilities. The Owner shall promptly notify the Architect of the substance of any direct communications between the Owner and the Contractor otherwise relating to the Project. Communications by and with the Architect's consultants shall be through the Architect. Communications by and with Subcontractors and suppliers shall be through the Contractor. Communications by and with Separate Contractors shall be through the Owner. The Contract Documents may specify other communication protocols. § 4.2.5 Based on the Architect's evaluations of the Contractor's Applications for Payment, the Architect will review and certify the amounts due the Contractor and will issue Certificates for Payment in such amounts. (nit AIA Document A201 —2017. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights reserved. `The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 14 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nlo 3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) § 4.2.6 The Architect has authority to reject Work that does not conform to the Contract Documents. Whenever the Architect considers it necessary or advisable, the Architect will have authority to require inspection or testing of the Work in accordance with Sections 13.4.2 and 13.4.3, whether or not the Work is fabricated, installed or completed. However, neither this authority of the Architect nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Architect to the Contractor, Subcontractors, suppliers, their agents or employees, or other persons or entities performing portions of the Work. § 4.2.7 The Architect will review and approve, or take other appropriate action upon, the Contractor's submittals such as Shop Drawings, Product Data, and Samples, but only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. The Architect's action will be taken in accordance with the submittal schedule approved by the Architect or, in the absence of an approved submittal schedule, with reasonable promptness while allowing sufficient time in the Architect's professional judgment to permit adequate review. Review of such submittals is not conducted for the purpose of determining the accuracy and completeness of other details such as dimensions and quantities, or for substantiating instructions for installation or performance of equipment or systems, all of which remain the responsibility of the Contractor as required by the Contract Documents. The Architect's review of the Contractor's submittals shall not relieve the Contractor of the obligations under Sections 3.3, 3.5, and 3.12. The Architect's review shall not constitute approval of safety precautions or of any construction means, methods, techniques, sequences, or procedures. The Architect's approval of a specific item shall not indicate approval of an assembly of which the item is a component. § 4.2.8 The Architect will prepare Change Orders and Construction Change Directives, and may order minor changes in the Work as provided in Section 7.4. The Architect will investigate and make determinations and recommendations regarding concealed and unknown conditions as provided in Section 3.7.4. § 4.2.9 The Architect will conduct inspections to determine the date or dates of Substantial Completion and the date of final completion; issue Certificates of Substantial Completion pursuant to Section 9.8; receive and forward to the Owner, for the Owner's review and records, written warranties and related documents required by the Contract and assembled by the Contractor pursuant to Section 9.10; and issue a final. Certificate for Payment pursuant to Section 9.10. § 4.2.10 If the Owner and Architect agree, the Architect will provide one or more Project representatives to assist in carrying out the Architect's responsibilities at the site. The Owner shall notify the Contractor of any change in the duties, responsibilities and limitations of authority of the Project representatives. § 4.2.11 The Architect will interpret and decide matters concerning performance under, and requirements of, the Contract Documents on written request of either the Owner or Contractor. The Architect's response to such requests will be made in writing within any time limits agreed upon or otherwise with reasonable promptness. § 4.2.12 Interpretations and decisions of the Architect will be consistent with the intent of, and reasonably inferable from, the Contract Documents and will be in writing or in the forrn of drawings. When making such interpretations and decisions, the Architect will endeavor to secure faithful performance by both Owner and Contractor, will not show partiality to either, and will not be liable for results of interpretations or decisions rendered in good faith. § 4.2.13 The Architect's decisions on matters relating to aesthetic effect will be final if consistent with the intent expressed in the Contract Documents. § 4.2.14 The Architect will review and respond to requests for information about the Contract Documents. The .Architect's response to such requests will be made in writing within any time limits agreed upon or otherwise with reasonable promptness. If appropriate, the Architect will prepare and issue supplemental Drawings and Specifications in response to the requests for information. ARTICLE 5 SUBCONTRACTORS § 5.1 Definitions § 5.1.1 A Subcontractor is a person or entity who has a direct contract with the Contractor to perform a portion of the Work at the site and whose procurement: and contract shall comply with Ch.. 39'.10 RCW fir GC/GM projects. The term "Subcontractor" is referred to throughout the Contract Documents as if singular in number and means a Subcontractor (reit. AIA Document A201 —2017. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights reserved. `The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The � r� American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nlo 3104238754 which expires on 09118=24, is not far resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) or an authorized representative of the Subcontractor. The term "Subcontractor" does not include a Separate Contractor or the subcontractors of a Separate Contractor. § 5.1.2 A Sub -subcontractor is a person or entity who has a direct or indirect contract with a Subcontractor to perform a portion of the Work at the site. The term "'"Sub -subcontractor"" is referred to throughout the Contract Documents as if singular in number and means a Sub -subcontractor or an authorized representative of the Sub -subcontractor. § 5.2 Award of Subcontracts and Other Contracts for Portions of the Work § 5.2.1 As provided by Ch. 39.10 RCW for GC/GM projects and unless otherwise stated in the Contract Documents, the Contractor, as soon as practicable after award of the Contract, shall notify the Owner and Architect of the persons or entities proposed for each principal portion of the Work, including those who are to furnish materials or equipment fabricated to a special design,. Within 14 days of receipt of the information, the Architect may notify the Contractor whether the Owner or the Architect (1) has reasonable objection to any such proposed person or entity or (2) requires additional time for review. Failure of the Architect to provide notice within the 14 -day period shall constitute notice of no reasonable objection. § 5.2.2 The Contractor shall not contract with, a proposed person or entity to whom the Owner or Architect has made reasonable and timely objection, The Contractor shall not be required to contract with anyone to whom the Contractor has made reasonable objection, § 5.2.3 If the Owner or Architect has, reasonable objection to a person or entity proposed by the Contractor, the Contractor shall propose another to whom the Owner or Architect has no reasonable objection. I f the proposed but rejected Subcontractor 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 Subcontractor's Work. However, no increase in the Contract Sum or Contract Time shall be allowed for such change unless the Contractor has acted promptly and responsively in submitting, names as required. § 51.4 The Contractor shall not substitute a Subcontractor, person, or entity for one previously selected if the Owner or Architect makes reasonable objection to such substitution. § 5.2.5 The Contractor shall comply with other subcontracting requirements in the Contract Documents, including without limitation Sections 3.3.3 and 3.6 of the Agreement. § 5.3 Subcontractual Relations By appropriate written agreement, the Contractor shall require each Subcontractor, to the extent of the Work to be perf'on-ned by the Subcontractor, to be bound to the Contractor by terrns of the Contract Documents, and to assume toward the Contractor all the obligations and responsibilities, including the responsibility for safety of the Subcontractor's Work that the Contractor, by these Contract Documents, assumes toward the Owner and Architect. Each subcontract agreement shall preserve and protect the rights of the Owner and Architect under the Contract Documents with respect to the Work to be performed by the Subcontractor so that subcontracting thereof will not prejudice such rights, and shall allow to the Subcontractor, unless specifically provided otherwise in the subcontract agreement, the benefit of all rights, remedies, and redress against the Contractor that the Contractor, by the Contract Documents, has against the Owner. Where appropriate, the Contractor shall require each Subcontractor to enter into similar agreements with Sub -subcontractors. The Contractor shall make available to each proposed Subcontractor, prior to the execution of the subcontract agreement, copies of the Contract Documents to which the Subcontractor will be bound, and, upon written request of the Subcontractor, identify to the Subcontractor terms and conditions of the proposed subcontract agreement that may be at variance with the Contract Documents. Subcontractors will similarly make copies of applicable portions of such documents available to their respective proposed Sub -subcontractors, § 5.4 Contingent Assignment of Subcontracts § 5.41 Each subcontract agreement for a portion of the Work is assigned by the Contractor to the Owner, provided that .1 assignment is effective ve o )�,Iy if , terf rrib-u&,hof tto tract by the Owner for cause p ursuant to Section 14.2 and only for those subcontract agreements that the Owner accepts by notifying the Subcontractor and Contractor; and .2 assignment is subject to the prior rights of the surety, if any, obligated under bond relating to the Contract. AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 16 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) When the Owner accepts the assignment of a subcontract agreement, the Owner assumes the Contractor's rights and obligations under the subcontract. § 5.4.2 Upon such assignment, if the Work has been suspended for more than 30 days pursuant to Section 14.2, the Subcontractor's compensation shall be equitably adjusted for increases in cost resulting from the suspension. § 5.4.3 Upon assignment to the Owner under this Section 5.4, the Owner may further assign the subcontract to a successor contractor or other entity. If the Owner assigns the subcontract to a successor contractor or other entity, the Owner shall nevertheless remain legally responsible for all of the successor contractor's obligations under the subcontract that accrue subsequent to the Owners conditional assignment pursuant to this Section 5.4 ARTICLE 6 CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS § 6.1 Owner's Rigiht to Perform Construction and to Award Separate Contracts § 6.1.1 The term "Separate Contractor(s)" shall mean other contractors retained by the Owner under separate agreements. The Owner reserves the right to perform construction or operations related to the Project with the Owner's own forces, and with Separate Contractors, § 6.1.2 The Contractor shall provide construction management required to interface and integrate the work of the Owner's Consultant/Contractors, performing construction work on the Project with the Work of the Contractor and its subcontractors. The Contractor shall ensure that all such Owner Project Consultant/Contractors cooperate with the Contractor's Project safety programs, Project Schedule and Project work rules as required for the efficient completion of the Work. The Contractor shall assist the Owner to develop the terms and conditions for agreements with Owner's separate Project Consultant/Contractors to facilitate the Contractor's construction management role. Those Owner's Consultant/Contractors performing construction work as Project Contractors shall be required to endorse their insurance coverage's to name the Contractor as an additional named insured for their commercial general liability insurance coverage. This requirement shall include: the Owner's Consultant/Contracotr retained to remove and or abate Asbestos and other Hazardous Materials. The Contractor is not responsible for the work of the Asbestos and Hazardous Materials removal Project Contractor. § 6.1.3 The Contractor shall be responsible for all Owner pre -purchased item as if the Contractor were the original purchaser where such items have been identified in the Contract Documents, (Paragraph deleted) § 6.2 Mutual Responsibility § 6.2.1 The Contractor shall afford the Owner and Separate Contractors reasonable opportunity for introduction and storage of their materials and equipment and performance of their activities, and shall connect and coordinate the Contractor's construction and operations with theirs as required by the Contract Documents. § 6.2.21f part of the Contractor's Work depends for proper execution or results upon construction or operations by the Owner or a Separate Contractor, the Contractor shall, prior to proceeding with that portion of the Work, promptly notify the Architect of apparent discrepancies or defects in the construction or operations by the Owner or Separate Contractor that would render it unsuitable for proper execution and results of the Contractor's Work, Failure of the Contractor to notify the Architect of apparent discrepancies or defects prior to proceeding with the Work shall constitute an acknowledgment that the Owner's or Separate Contractor's completed or partially completed construction is fit and proper to receive the Contractor's Work. The Contractor shall not be responsible for discrepancies or defects in the construction or operations by the Owner or Separate Contractor that are not apparent, § 6.2.3 The Contractor shall reimburse the Owner for costs the Owner incurs that are payable to a Separate Contractor because of the Contractor's delays, improperly timed activities or defective construction, The Owner shall be responsible to the Contractor for costs the Contractor incurs because of a Separate Contractor's delays, improperly timed activities, damage to the Work or defective construction. § 6.2.4 The Contractor shall promptly remedy damage that the Contractor wrongfully causes to completed or partially completed construction or to property of the Owner or Separate Contractor as provided in Section 10.2.5. AIA Document A201 - 2017. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 17 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not far resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) § 6.2.5 The Owner and each Separate Contractor shall have the same responsibilities for cutting and patching as are described for the Contractor in Section 3.14. § 6.3 Owner's Right to Clean Up If a dispute arises among the Contractor, Separate Contractors, and the Owner as to the responsibility tinder their respective contracts for maintaining the premises and surrounding area free from waste materials and rubbish, the Owner may clean up and the Architect will allocate the cost among those responsible. ARTICLE 7 CHANGES IN THE WORK § 7.1 General § 7.1.1 Changes in the Work may be accomplished after execution of the Contract, and without invalidating the Contract, by Change Order, Construction Change Directive or order for a minor change in the Work, subject to the limitations stated in this Article 7 and elsewhere in the Contract Documents, § 7.1.2 A Change Order shall be based upon agreement among the Owner, Contractor, and Architect, A Construction Change Directive requires agreement by the Owner and Architect and may or may not be agreed to by the Contractor. An order for a minor change in the Work may be issued by the Architect alone, § 7.1.3 Changes in the Work shall be performed under applicable provisions of the Contract Documents, The Contractor shall proceed promptly with changes in the Work, unless otherwise provided in the Change Order, Construction Change Directive, or order for a minor change in the Work. 7.2 Change Ordlers, 7.2.1 A Change Order is a written instrument prepared by the Architect and signed by the Owner, Contractor, and Architect stating their agreement upon all of the following: .1 The change in the Work; .2 The amount of the adjustment, if any, in the Contract Sum; and .3 The extent of the adjustment, if any, in the Contract Time. § 7.2.2 Agreement on any Change Order shall constitute a final settlement of all matters relating to the change in the Work that is the subject of the Change Order, including without limitation, all direct and indirect costs and consequential damage associated with such change, including cumulative impacts of that change with other changes, and any and all adjustments to the Contract Sum and Contract Time and Construction Schedule. § 7.3 Construction Change Directives § 7.3.1 A Construction Change Directive is a written order prepared by the Architect and signed by the Owner and Architect, directing a change in the Work prior to agreement on adjustment, if any, in the Contract Sum or Contract Time, or both. The Owner may by Construction Change Directive, without invalidating the Contract, order changes in the Work within the general scope of the Contract consisting of additions, deletions, or other revisions, the Contract Sum and Contract Time being adjusted accordingly, § 7.3.2 A Construction Change Directive shall be used in the absence of total agreement on the terms of a Change Order. § 7.3.3 If the Construction Change Directive provides for an adjustment to the Contract Sum, the adjustment shall be based on one of the following methods: A Mutual acceptance of a lump sum properly itemized and supported by sufficient substantiating data to permit evaluation; .2 Unit prices stated in the Contract Documents or subsequently agreed upon; .3 Cost to be determined in a manner agreed upon by the parties and a mutually acceptable fixed or percentage fee; or .4 As provided in Section 7.3.4. § 7.3.4 If the Contractor does not respond promptly or disagrees with the method for adjustment in the Contract Sum, the Architect shall determine the adjustment on the basis of reasonable expenditures and savings of those performing the Work attributable to the change, including, in case of an increase in the Contract Sum, an amount for overhead and profit as set forth in the Agreement, or if no such amount is set forth in the Agreement, a reasonable amount. In such AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) case, and also under Section 7.3.3.3, the Contractor shall keep and present, in such form as the Architect may prescribe, an itemized accounting together with appropriate supporting data. Unless otherwise provided in the Contract Documents, costs for the purposes of this Section 7.3.4 shall be limited to the following, directly attributable to the change: .1 Costs of labor, including applicable payroll taxes, fringe benefits required by agreement or custom, workers' compensation insurance, and other employee costs approved by the Architect; .2 Costs of materials, supplies, and equipment, including cost of transportation, whether incorporated or consumed; .3 Rental costs of machinery and equipment, exclusive of hand tools, whether rented from the Contractor or others; .4 Costs of permit fees, and sales, use, or similar taxes, directly related to the change; and .5 Costs of supervision and field office personnel directly attributable to the change. To support the reasonableness of the costs attributable to a change, Contractor shall provide supporting information and documentation reasonably requested by Owner, including without limitation, certified payrolls and invoices. § T3.5 If the Contractor disagrees with the adjustment in the Contract Time, the Contractor may make a Claim in accordance with applicable provisions of Article 15. § 7.3.6 Upon receipt of a Construction Change Directive, the Contractor shall promptly proceed with the change in the Work involved and advise the Architect of the Contractor's agreement or disagreement with the method, if any, provided in the Construction Change Directive for determining the proposed adjustment in the Contract Sum or Contract Time, § 7.3.7 A Construction Change Directive signed by the Contractor indicates the Contractor's, agreement therewith, including adjustment in Contract Sum and Contract Time or the method for determining them. Such agreement shall be effective immediately and shall be recorded as a Change Order. § 7.3.8: The amount of credit to be allowed by the Contractor to the Owner for a deletion or change that results in a net decrease in the Contract Sum shall be actual net cost as confirmed by the Architect. 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. § 7.3.9: Pending final determination of the total cost of a Construction Change Directive to the Owner, the Contractor may request payment for Work completed under the Construction Change Directive in Applications for Payment. The Architect will make an interim determination for purposes of monthly certification for payment for those costs arid certify for payment the amount that the Architect determines, in the Architect's professional judgment, to be reasonably justified. The Architect's interim determination of cost shalll adjust the Contract Sum on the same basis as a Change Order, subject to the right of either party to disagree and assert a Claim in accordance with Article 15, § 7.310 When the Owner and Contractor agree with a determination made by the Architect concerning the adjustments in the Contract Sum and Contract Time, or otherwise reach agreement upon the adjustments, such agreement shall be effective immediately and the Architect will prepare a Change Order, Change Orders may be issued for all or any part of a Construction Change Directive. § 7.4 Minor Changes, in the Work The Architect may order minor changes in the Work that are consistent with the intent of the Contract Documents and do not involve an adjustment in the Contract Sum or an extension of the Contract Time. The Architect's order for minor changes shall be in writing. If the Contractor believes that the proposed minor change in the Work will affect the Contract Sum or Contract Time, the Contractor shall notify the Architect and shall not proceed to implement the change in the Work. If the Contractor performs the Work set forth in the Architect's order for a minor change without prior notice to the Architect That such change will affect the Contract Sum or Contract Time, the Contractor waives any adjustment to the Contract Sum or extension of the Contract Time. Lk, 7.5 OVERHEAD, PAOFFT, ATID *VEATIME AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 19 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) § 7.5.1 For any adjustments to the Contract Sum that are based on any method other than the unit price method, the Contractor agrees to chard and accept as payment for overhead and profit, the following percentages of costs attributable to the change in work: 1. Eight Percent (8,%,) for Changes in the Work paid from Owner's contingency. 2. Zero Percent (0%,) for Changes in the Work paid from the MACC Contingency. 3. For additional Work ordered as described above that will be self -performed of any tier, it is agreed that the entity actually performing the Work will be permitted to charge a total of fi fteen percent (15%) for overhead and profit and upper tier Subcontractors and Contractor shall charge no more than eight percent (8%) on such Changed Work. 4. When both additions and credits are involved in any one change, the allowance for overhead and profit shall be figured on the basis of the net increase, if any. The overhead and profit percentage in this Section 7.5.1 includes reimbursement for indirect and direct costs associated with the management to the Change Work. Therefore, no additional mark-ups, or direct costs will be allowed in Change Order pricing, This includes, without firnitation, coordination, ordering of materials, I teld office and home office costs, estimating and scheduling, preparation of the change pricing, indirect supervision and non -working foreman, safety and supervision. § 7.5.2 Overtime, when specifically authorized by the Owner and not as an Extraordinary Measure, shall be paid for by the Owner on the basis of premium payment only, plus the cost of insurance and taxes based on the premium payment period. Overhead and profit will not be paid by the Owner for overtime. ARTICLE 8 TIME § 8.1 Definitions § 8.1.1 Unless otherwise provided, Contract Time i,s the period of time, including authorized adjustments, allotted in the Contract Documents for Substantial Completion of the Work, § 8.1.2 The date of cornmencement of the Work is the date established in the Agreement. § 8.1.3 The date of Substantial Completion is the date certified by the Architect in accordance with Section 9.8. § 8.1.4 The terin, "day" as used in the Contract Documents shall mean calendar day unless otherwise specifically defined. § 8.2 Progress and Completion § 8.2.1 Time limits stated in the Contract Documents are of the essence of the Contract. By executing the Agreement, the Contractor confinns, that the Contract Time is a reasonable period for performing the Work, § 8.2.2 The Contractor shall not knowingly, except by agreement or instruction of the Owner in writing, commence the Work prior to tile effective date of insurance required to be furnished by the Contractor and Owner. § 8.2.3 The Contractor shall proceed expeditiously with adequate forces and shall achieve Substantial Completion within the Contract Time. § 8.3 Delays and Extensions of Time § 8.3.1 If the Contractor is delayed at any time in the commencement or progress of the Work by (1) an act or neglect of the Owner or Architect, of an employee of either, or of a Separate Contractor-, (2) by changes ordered in time Work; (3) by labor disputes, fire, unusual delay in deliveries, unavoidable casualties, adverse weather conditions documented in accordance with Section 15.1 .6.2, or other causes beyond the Contractor's control; (4) by delay authorized by the Owner pending mediation and binding dispute resolution; or (5) by other causes that the Contractor asserts, and the Architect determines, justify delay, then the Contract Time shall be extended by Change Order to the extent such delay will prevent the Contractor from achieving Substantial Completion within the Contract Time and if the performance of the Work is not, was not, or would not have been delayed by any other cause for which the Contractor is not entitled to an extension in the Contract Time under the Contract Documents. The Contractor further acknowledges and agrees that adjustments in the Contract Time will be permitted for a delay only to the extent such delay (i) is not caused or could not have been anticipated by the Contractor, (ii) could not be limited or avoided by the Contractor's timely AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 20 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) notice to the Owner to the delay or reasonable likelihood that a delay will occur; an (iii) is of a duration not less than one (1) day. § 8.3.2 Claims relating to time shall be made in accordance with applicable provisions of Article 15. § 8.33 Float is defined as the difference between the earliest start and the latest start date of activities on the Critical Path Method (CPM) Construction Schedule. Float is not for the exclusive use of the Contractor or the Owner unless otherwise agreed upon. Extensions of time for contract performance will be granted only to the extent that equitable time adjustments to affected activities exceed the total float time along the affected paths of the current CPM at the time of the Notice to Proceed was issued for the change. Should the Contractor submit CPM or change order schedules showing early completion of the project or affected activities, the Contractor is not entitled to claim the float between the early completion and the contract scheduled or the affected paths of current CPM for any compensation purposes, without limitation, the assertation of delay and damages § 8.3.4 This Section 8.3 does not preclude recovery of darnages for delay by either party under other provisions of the Contract Documents. ARTICLE 9 PAYMENTS AND COMPLETION 9.1 Contract Sum 9.1.1 The Total Contract Cost (TCC) is, stated in the Agreement and, including authorized adjustments, is the total amount payable by the Owner to the Contractor for performance of the Work under the Contract Documents. The "Contract Sum" as used in the Contract Documents, shall refer to the TCC. § 9.1.2 If unit prices are stated in the Contract Documents or subsequently agreed upon, and if quantities originally contemplated are materially changed so that application of such unit prices to the actual quantities causes substantial inequity to the Owner or Contractor, the applicable unit prices shall be equitably adjusted. § 9.2 Schedule of Values § 9.2.1 The Contractor shall submit a schedule of values to the Architect within ten (10) days of full execution of the Guaranteed Maximum Price Amendment, allocating the entire Contract Sum to the various portions of the Work. The schedule of values shall be prepared in the form, and supported by the data to substantiate its accuracy, required by the Architect. This schedule, unless objected to by the Architect, shall be used as a basis for reviewing the Contractor's Applications for Payment. Any changes to the schedule of values shall be submitted to the Architect and supported by such data to substantiate its accuracy as the Architect may require, and unless objected to by the Architect, shall be used as a basis for reviewing the Contractor's subsequent Applications for Payment, § 9.2.2 The Contractor and each Subcontractor shall prepare a trade payment breakdown for the Work for which each is responsible, such breakdown being submitted on a uniform standardized form approved by the Architect and Owner. The form shall be divided in detail sufficient to exhibit areas, floor and/or sections of the Work, and/or by convenient units and shall be updated as required by either the Owner or the Architect, as necessary to reflect (i) description of Work (listing labor and material separately), (ii) total value, (iii) percent of Work completed to, date, (iv) value of Work completed to date, (v) percent of previous amount billed, (vi) previous amount billed, and (vii) current percent completed. Any trade breakdown that fails to include sufficient detail, is unbalanced or exhibits "front -loading" of the value of the Work shall be: rejected. If trade breakdown had been initially approved and subsequently used but later was found improper for any reason, sufficient funds shall be withheld frown future Applications for Payment to ensure an adequate reserve (exclusive of normal retainage) to complete the Work, § 9.3 Applications for Payment § 9.3.1 At least ten (10) days before the date established for each progress payment, the Contractor shall submit to the Architect an itemized Application for Payment prepared in accordance with the schedule of values, if required under Section 9.2, for completed portions of the Work.. The application shall be notarized, if required, and supported by all data substantiating the Contractor's right to payment that the Owner or Architect require, such as copies of requisitions, and releases and waivers of liens from Subcontractors and suppliers, and shall reflect retainage if provided for in the Contract Documents. AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 21 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) § 9.3.1.1 As provided in Section 7.3.9, such applications may include requests for payment on account of changes in the Work that have been properly authorized by Construction Change Directives, or by interim determinations of the Architect, but not yet included in Change Orders. § 9.3.1.2 Applications for Payment shall not include requests for payment for portions of the Work for which the Contractor does not intend to pay a Subcontractor or supplier, unless such Work has been performed by others whom the Contractor intends to pay. § 9.3.1.3 Each Application for Payment, shall be accompanied by the following, all in form and substance satisfactory to the Owner: (i) a current Contractor's lien waiver and duly executed and acknowledged sworn statement showing all Subcontractors and material suppliers with whom the Contractor has entered into subcontracts, the amount of each subcontract, the amount requested for any Subcontractor and material supplier in the requested progress payment and the amount to be paid to the Contractor from such, progress payment, together with similar sworn statements from all such Subcontractors and material suppliers. (ii) duly executed waivers of mechanics' and material suppliers' liens form all Subcontractors and, when appropriate, from material suppliers and lower tier Subcontractors establishing payment or satisfaction of payment of all amounts requested by the Contractor on behalf of such entities or persons in any previous Application of Payment; and (iii) all information and materials required to comply with the requirements of the Contract Documents or reasonably requested by the Owner of the Architect, § 9.3.2 Unless otherwise provided in the Contract Documents, payments shall be made on account of materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work, If approved in advance by the Owner, payment may similarly be made for materials and equipment suitably stored off the site at a location agreed upon in writing. Payment for materials and equipment stored on or off the site shall be conditioned upon compliance by the Contractor with procedures satisfactory to the Owner to establish the Owner's title to such materials and equipment or otherwise protect the Owner's interest, and which as to onsite materials, at a ininimum will establish title vested in the Owner evidenced by documentation, including without limitation, recording financing statements, UCC filings and UCC searches, and shall include the costs of applicable insurance, storage, and transportation to the site, for such materials and equipment stored off the site. § 9.3.3 The Contractor warrants that title to all Work covered by an Application for Payment will pass to the Owner no later than the time of payment. The Contractor further warrants that upon submittal of an Application for Payment al I Work for which Certificates for Payment have been previously issued and payments received from the Owner shall, to the best of the Contractor's knowledge, information, and belief, be free and clear of liens, claims, security interests, or encumbrances, in favor of the Contractor, Subcontractors, suppliers, or other persons or entities that provided labor, materials, and equipment relating to the Work. The Contractor will defend, hold harmless and indemnify the Owner from any liens, claims, security interests or encumbrances arising from any failure in these warranties due to the Contractor's act and/or omissions. § 9.4 Cartificates for Payment § 9.4.1 The Architect will, within seven days after receipt of the Contractor's Application for Payment, either (1) issue to the Owner a Certificate for Payment in the full amount of the Application for Payment, with a copy to the Contractor; or (2) issue to the Owner a Certificate for Payment for such amount as the Architect determines is properly due, and notify the Contractor and Owner of the Architect's reasons for withholding certification in part as provided in Section 9.5.1; or (3) withhold certification of the entire Application for Payment, and notify the Contractor and Owner of the Architect's reason for withholding certification in whole as provided in Section 9.5.1. § 9.4.2 The issuance of a Certificate for Payment will constitute a representation by the Architect to the Owner, based on the Architect's evaluation of the Work and the data in the Application for Payment, that, to the best of the Architect's knowledge, information, and belief, the Work has progressed to the point indicated, the quality of the Work is in accordance with the Contract Documents, and that the Contractor is entitled to payment in the amount certified. The foregoing representations are subject to an evaluation of the Work for conformance with the Contract Documents upon Substantial Completion, to results of subsequent tests and inspections, to correction of minor deviations from the Contract Documents prior to completion, and to specific qualifications expressed by the Architect. However, the issuance of a Certificate for Payment will not be a representation that the Architect has (1) made exhaustive or continuous on-site inspections to check the quality or quantity of the Work; (2) reviewed construction means, methods, techniques, sequences, or procedures; (3) reviewed copies of requisitions received from Subcontractors and suppliers and other data requested by the Owner to substantiate the Contractor's right to payment; AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 22 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) or (4) made examination to ascertain how or for what purpose the Contractor has used money previously paid on account of the Contract Sum, § 9.5 Decisions to Withhold Certification § 9.5.1 The Architect may withhold a Certificate for Payment in whole or in part, to the extent reasonably necessary to protect the Owner, if in the Architect's opinion the representations to the Owner required by Section 9.4.2 cannot be made. If the Architect is unable to certify payment in the amount of the Application, the Architect will notify the Contractor and Owner as provided in Section 9.4.1. If the Contractor and Architect cannot agree on a revised amount, the Architect will promptly issue a Certificate for Payment for the amount for which the Architect is able to make such representations to the Owner. The Architect may also withhold a Certificate for Payment or, because of subsequently discovered evidence, may nullify the whole or a part of a Certificate for Payment previously issued, to such extent as may be necessary in the Architect's opinion to protect the Owner from loss for which the Contractor is responsible, including loss resulting from acts and omissions described in Section 3.3.2, because of .1 defcctive Work not remedied; .2 third party claims filed or reasonable evidence indicating probable filing of such claims, unless security acceptable to the Owner is provided by the Contractor; .3 failure of the Contractor to make payments properly to Subcontractors or suppliers for labor, materials or equipment; .4 reasonable evidence that the Work cannot be completed for the unpaid balance of the Contract Sum; .5 damage to the Owner or a Separate Contractor; .6 reasonable evidence that the Work will not be completed within the Contract Time, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; or .7 repeated failure to carry out the Work in accordance with the Contract Documents, The Owner may independently withhold payment if, in its opinion, any of the reasons, stated above for withholding a Certificate of Payment exists, § 9.5.2 When either party disputes the Architect's decision regarding a Certificate for Payment under Section 9.5.11, in whole or in part, that party may submit a Claim in accordance with Article 15. § 9.5.3 When the reasons for withholding certification are removed, certification wilt be made for amounts previously withheld. § 9.5.4 If the Architect withholds certification for payment under Section 9.5.1.3, the Owner may, at its sole option, issue joint checks to the Contractor and to any Subcontractor or supplier to whom the Contractor failed to make payment for Work properly performed or material or equipment suitably delivered. If the Owner makes payments by joint check, the Owner shall notify the Architect and the Contractor shall reflect such payment on its next Application for Payment. § 9.6 Progress(payments, § 9.6.1 After the Architect has issued a Certificate for Payment, the Owner shall make payment in the manner and within the time provided in the Contract Documents, and shall so notify the Architect. § 9.6.2 The Contractor shall pay each Subcontractor, no later than seven days after receipt of payment from the Owner, the amount to which the Subcontractor is entitled, reflecting percentages actually retained from payments to the Contractor on account of the Subcontractor's portion of the Work. The Contractor shall, by appropriate agreement with each Subcontractor, require each Subcontractor to make payments to Sub -subcontractors in a similar manner, § 9.6.3 The Architect will, on request, famish to a Subcontractor, if practicable, information regarding percentages of completion or amounts applied for by the Contractor and action taken thereon by the Architect and Owner on account of portions of the Work done by such Subcontractor. § 9.6.4 The Owner has the right to request written evidence from the Contractor that the Contractor has properly paid Subcontractors and suppliers amounts paid by the Owner to the Contractor for subcontracted Work. If the Contractor fails to furnish such evidence within seven days, the Owner shall have the right to contact Subcontractors and suppliers to ascertain whether they have been properly paid. Neither the Owner nor Architect shall have an obligation to pay, or to see to the payment of money to, a Subcontractor or supplier, except as may otherwise be required by law, AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the ALA Logo, and "AIA Contract Documents" are trademarks of The 23 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) § 9.6.5 The Contractor's payments to suppliers shall be treated in a manner similar to that provided in Sections 9.6.2, 9.6.3 and 9.6.4. § 9.6.6 A Certificate for Payment, a progress payment, or partial or entire use or occupancy of the Project by the Owner shall not constitute acceptance of Work not in accordance with the Contract Documents, § 9.6.7 Unless the Contractor provides the Owner with a payment bond in the full penal sum of the Contract Sum, payments received by the Contractor for Work properly performed by Subcontractors or provided by suppliers shall be held by the Contractor for those Subcontractors or suppliers who performed Work or furnished materials, or both, under contract with the Contractor for which payment was made by the Owner. Nothing contained herein shall require money to be placed in a separate account and not commingled with money of the Contractor, create any fiduciary liability or tort liability on the part of the Contractor for breach of trust, or entitle any person or entity to an award of punitive damages against the Contractor for breach of the requirements of this provision, § 9.6.8 Provided the Owner has fulfilled its payment obligations under the Contract Documents, the Contractor shall defend and indemnify the Owner from all loss, liability, damage or expense, including reasonable attorney's fees and litigation expenses, arising out of any lien claim or other claim for payment by any Subcontractor or supplier of any tier. Upon receipt of notice of a lien claim or other claim for payment, the Owner shall notify the Contractor. If approved by the applicable court, when required, the Contractor may substitute a surety bond for the property against which the lien or other claim for payment has been asserted. § 9.6.9 Partial and Final Payment for the Work shall be subject to Contractor compliance with providing performance and payment bonds as provided in Ch. 39.08 RCW and retainage as provided in Ch. 60.28 RCW. § 9.7 Failure of Payment If the Architect does not issue Certificate for Payment, through no fault of the Contractor, within seven days after receipt of the Contractor's Application for Payment, or if the Owner does not pay the Contractor within seven days after the date established in the Contract Documents, the amount certified by the Architect or awarded by binding dispute resolution, then the Contractor may, upon seven additional days' notice to the Owner and Architect, 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 Contractor's reasonable costs of shutdown, delay and start-up, plus interest as provided for in the Contract Documents, § 9.7.2 If the Owner is entitled to reimbursement or payment from the Contractor under or pursuant to the Contract Documents, such payment shall be made promptly upon demand by the Owner. Notwithstanding anything contained In the Contract Documents to the contrary, if the Contractor fails to promptly make any payment due the Owner or if the Owner incurs any costs and expenses to cure any default of the Contractor or to correct defective Work, the Owner shall have an absolute right to offset such amount against the Contract Sum and may, in the Owner's sole discretion, elect either to (i) deduct an amount equal to that which the Owner is entitled from any payment then or thereafter due the Contractor from the Owner or (ii) issue a written notice to, the Contractor reducing the Contract Sum by an amount equal to that which the Owner is entitled. § 9.8 Substantial Completion § 9.8.1 Substantial Completion is the stage in the progress of the Work when the Work or designated portion thereof is sufficiently complete in accordance with the Contract Documents so that the Owner can occupy or utilize the Work for its intended use provided, however, that as a condition precedent to, Substantial Completion, the Owner has received all certificates of occupancy and any other permits, approvals, licenses and other documents from any governmental authority having jurisdiction thereof necessary for the beneficial occupancy of the Project. § 9.8.2 When the Contractor considers that the Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete, the Contractor shall prepare and submit to the Architect a comprehensive list of items to be completed or corrected prior to final payment. Failure to include an item on such list does not alter the responsibility of the Contractor to complete all Work in accordance with the Contract Documents. § 9.8.3 Upon receipt of the Contractor's list, the Architect will make an inspection to determine whether the Work or designated portion thereof is substantially complete. If the Architect's inspection discloses any item, whether or not AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 24 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) included on the Contractor's list, which is not sufficiently complete in accordance with the Contract Documents so that the Owner can occupy or utilize the Work or designated portion thereof for its intended use, the Contractor shall, before issuance of the Certificate of Substantial Completion, complete or correct such item upon notification by the. Architect. In such case, the Contractor shall then submit a request for another inspection by the Architect to determine Substantial Completion. § 91.8.4 When the Work or designated portion thereof is substantially complete, the Architect will prepare a Certificate of Substantial Completion that shall establish the date of Substantial Completion; establish responsibilities of the Owner and Contractor for security, maintenance, heat, utilities, damage to the Work and insurance; and fix the time within which the Contractor shall finish all items on the list accompanying the Certificate. Warranties required by the Contract Documents shall commence on the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the Certificate of Substantial Completion, § 9.8.5 The Certificate of Substantial Completion shall be submitted to the Owner and Contractor for their written acceptance of responsibilities ties assigned to them in the Certificate. Upon such acceptance, and consent of surety if any, the Owner shall make payment of retainage applying to the Work or designated portion thereof Such payment shall be adjusted for Work that is incomplete or not in accordance with the requirements orthe Contract Documents, § 9.9 Partial Occupancy or Uls,e § 9.9.1 The Owner may occupy or use any completed or partially completed portion of the Work at any stage when such portion is designated by separate agreement with the Contractor, tor, pro vidcd such occupancy or Use is consented to by the insurer and authorized by public authorities having jurisdiction over the Project. ect. S uch partial occupancy or use may commence whether or not the portion is substantially complete, provided the Owner and Contractor have accepted in writing the responsibilities assigned to each of them for payments, retainage, if any, security, maintenance, heat, utilities, damage to the Work and insurance, and have agreed in writing concerning the period for correction of the Work and commencement of warranties required by the Contract Documents. When the Contractor considers a portion substantially complete, the Contractor shall prepare and submit a list to the Architect as provided under Section 9.8.2. Consent of the Contractor to partial occupancy or use shalll not be unreasonably withheld. The stage of the progress of the Work shall be determined by written agreement between the Owner and Contractor or, if no agreement is reached, by decision of the Architect. § 9.9.2 Immediately prior to such partial occupancy or use, the Owner, Contractor, and Architect shall jointly inspect the area to be occupied or portion of the Work to be used in order to determine and record the condition of the Work, § 9.9.3 Unless otherwise agreed upon, partial occupancy or use of a portion or portions of the Work shall not constitute acceptance of Work not complying with the requirements of the Contract Documents, § 9.10 Physical Completion, Finial Completion and Final Payment § 9.10.0 Physical Completion is the stage of the Work when all construction is compete and acceptable to, the Owner, including all punch list items. Final Completion is the stage of Work after Physical Completion when Contractor has provided all documentation required by the Contract Documents Or at law for the Owner to formally accept the Project and release retainage. § 9.10.1 Upon receipt of the Contractor's notice that the Work is ready for final inspection and acceptance and upon receipt of a final Application for Payment, the Architect will promptly make such inspection. When the Architect finds the Work acceptable under the Contract Documents and the Contract fully performed, the Architect will promptly issue a final Certificate for Payment stating that to the best of the Architect's knowledge, information and belief, and on the basis of the Architect's on-site visits and inspections, the Work has been completed in accordance with the Contract Documents and that the entire balance found to be due the Contractor and noted in the final Certificate is due and payable. The Architect's final Certificate for Payment will constitute a further representation that conditions listed in Section 9.10.2 as precedent to the Contractor's being entitled to final payment have been fulfilled. Further, the final Certiflcate of Payment will not issue until all warranties and guarantees required by the Contract Documents have been received and accepted by the Owner. § 9.10.2 Neither final payment nor any remaining retained percentage shall become due until the Contractor submits to the Architect (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 AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 whilch expires on 091118=24, is not for 25 resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) by Owner) have been paid or otherwise satisfied, (2) a certificate evidencing that insurance required by the Contract Documents to remain in force after final payment is currently in effect, (3) a written statement that the Contractor knows of no reason that the insurance will not be renewable to cover the period required by the Contract Documents, (4) consent of surety, if any, to final payment, (5) documentation of any special warranties, such as manufacturers' warranties or specific Subcontractor warranties, and (6) if required by the Owner, other data establishing payment or satisfaction of obligations, such as receipts and releases and waivers of liens, claims, security interests, or encumbrances arising out of the Contract, to the extent and in such form as may be designated by the Owner. If a Subcontractor refuses to furnish a release or waiver required by the Owner, the Contractor may furnish a bond satisfactory to the Owner to indemnify the Owner againstsuch lien, claim, security interest, or encumbrance. If a lien, claim, security interest, or encumbrance remains unsatisfied after payments are made, the Contractor shall refund to the Owner all money that the Owner may be compelled to pay in discharging the lien, claim, security interest, or encumbrance, including all costs and reasonable attorneys' tees. § 9.10.3 (Intentionally Omitted) § 9.19"4 The making of final payment shall constitute a waiver of Claims by the Owner except those arising from .1 liens, Claims, security interests, or encumbrances arising out of the Contract and unsetltled;. .2 failure of the Work to comply with the requirements of the Contract. Documents;. .3 terms of special warranties required by the Contract Documents; or .4 audits performed by the Owner, if permitted by the Contract Documents, after final payment, § 9.10.5 Acceptance of final payment by the Contractor, a Subcontractor, or a supplier, shall constitute a waiver of claims by that payee except those previously made in writing and identified by that payee as unsettled at the time of final Application for Payment. ARTICLE 1l0 PROTECTION OF PERSONS AND PROPERTY § 10.1 Safety Precautions and Programs The Contractor shall be responsible for initiating, maintaining, and supervising all safety precautions and programs in connection with the performance of the Contract. 10.2 Safety of Persons and IPropertyr 10.2.1 'Che Contractor shall take reasonable precautions for safety of, and shall provide reasonable protLvtiomm to prevent damage, injury, or loss to .1 employees on the Work and other persons who may be affected thereby; .2 the Work and materials and equipment to be incorporated therein,, whether in storage on or off the site, under care, custody, or control of the Contractor, a 'Subcontractor; or a Sub -subcontractor; and .3 other property at the site or adjacent thereto, such as trees, shrubs, lawns, walks, pavements, roadways, structures, and utilities not designated for removal, relocation,, or replacement in the course of construction. § 10.2.2 The Contractor shall comply with, and give notices required by applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities, hearing on safety of persons or property or their protection from damage, injury, or loss. § 1111.2.3 The Contractor shall implement, erect,, and maintain, as required by existing conditions and performance of the Contract, reasonable safeguards for safety and protection, including posting danger signs and other warnings against hazards; promulgating safety regulations, and notifying the owners and users of adjacent sites and utilities of the safeguards. The Contractor shall also be responsible, at the Contractor's sole cost and expense, for all measures necessary to protect any property adjacent to the Project and improvements therein. Any damage to such property or improvements shall be promptly repaired by the Contractor. 10.2.4 When use or storage of explosives or other hazardous materials or equipment, or unusual methods arc necessary for execution of the Work, the Contractor shall exercise utmost care and carry on such activities under supervision of properly qualified personnel and shall give the Architect and Owner reasonable advance notice of such use, storage and/or methods (mit AIA Document A201 —2017. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights reserved. `The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 2t7 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nlo 3 1 04 238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) § 10.2.5 The Contractor shall promptly remedy damage and loss (other than damage or loss insured under property insurance required by the Contract Documents) to property referred to in Sections 10.2.1.2 and 10.2.1.3 caused in whole or in part by the Contractor, a Subcontractor, a Sub -subcontractor, or anyone directly or indirectly employed by any of them, or by anyone for whose acts they may be liable and for which the Contractor is responsible under Sections 10.2.1.2 and 10.2.1.3. The Contractor may make a Claim for the cost to remedy the damage or loss to the extent such damage or loss is attributable to acts or omissions of the Owner or Architect or anyone directly or indirectly employed by either of them, or by anyone for whose acts either of them may be liable, and not attributable to the fault or negligence of the Contractor. The foregoing obligations of the Contractor are in addition to the Contractor's obligations under Section 3.18. § 10.2,6 The Contractor shall designate a responsible member of the Contractor's organization at the site whose duty shall be the prevention of accidents. This person shall be the Contractor's superintendent unless otherwise designated by the Contractor in, writing to the Owner and Architect. § 10.2.7 The Contractor shall not permit any part of the construction or site to be loaded so as to cause damage or create an unsafe condition. § 10.2.8 Injury or Damage to Person or Property If either party 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, notice of the injury or damage, whether or not insured, shall be given to the other party within a reasonable time not exceeding 21 days after discovery. The notice shall provide sufficient detail to enable the other party to investigate the matter. The Contractor shall promptly report to, the Architect and Owner all accidents. If Work is suspended on the Project for any reason, the Contractor shall secure and fully protect the Work. § 10.3 Hazardous Ml aterials and Substances, § '10.3.1 The Contractor is responsible for compliance with any requirements included in the Contract Documents regarding hazardous materials or substances. If the Contractor encounters a concealed and undisclosed hazardous material or substance not addressed in the Contract Documents and which could not have been discovered by Contractor actions pursuant to Section 3.2.2 and if reasonable precautions will be inadequate to prevent foreseeable bodily injury or death to persons resulting from a material or substance, including but not limited to asbestos or polychlorinated biphenyl (PCB), encountered on the site by the Contractor, the Contractor shal I, upon recognizing the condition, immediately stop Work in the affected area and notify the Owner and Architect of the condition. To the fullest extent permitted by law, the Owner shall defend, indemnify, and hold harmless the Contractor, Subcontractors, Architect, Architect's consultants, and agents and employees of any of them from and against claims, damages, losses, and expenses, including but not limited to attorney's fees, arising out of or resulting from performance of the Work in the affected area i f in fact the material or substance presents the risk of bodily injury or death as described in Section 10.3.1 and has not been rendered harmless, provided that such claim, damage, loss or expense is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property (other than the Work itself) except to the extent that such damage, loss, or expense is due to the fault or negligence of the party seeking indemnity. § 10.3.2 Upon receipt of the Contractor's notice, the Owner shall obtain the services of a licensed laboratory to verify the presence or absence of the material or substance reported by the Contractor and, in the event such material or substance is found to be present, to cause it to be rendered harmless. Unless otherwise required by the Contract Documents, the Owner shall furnish in writing to the Contractor and Architect the names and qualifications of persons or entities who are to perform tests verifying the presence or absence of the material or substance or who are to perform the task of removal or safe containment of the material or substance. The Contractor and the Architect will promptly reply to the Owner in writing stating whether or not either has reasonable objection to the persons or entities proposed by the Owner. If either the Contractor or Architect has an, objection to a person or entity proposed by the Owner, the Owner shall propose another to whom the Contractor and the Architect have no reasonable objection. When the material or substance has been rendered harmless, Work in the affected area shall resume upon written agreement of the Owner and Contractor, By Change Order, the Contract Time shalt be extended appropriately and the Contract Sum shall be increased by the amount ofthe Contractor's reasonable additional costs, of shutdown, delay, and start-up. § 10.33 The term "rendered harmless" shall be interpreted to mean that levels of asbestos and polychlorinated biphenyls are less than any applicable exposure standards set forth in OSHA regulations, In no event, however, shall AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 27 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) the Owner have any responsibility for any substance or material that is brought to the Project site by the Contractor, the Subcontractor, any material supplier or any entity for whom any of them is responsible. The Contractor agrees not to use any fill or other materials to be incorporated into the Work that are hazardous, toxic or made up of any items that are hazardous or toxic, § 10.3.4 The Owner shall not be responsible under this Section 10.3 for hazardous materials or substances the Contractor brings to the site unless such materials or substances are required by the Contract Documents. The Owner shall be responsible for hazardous materials or substances required by the Contract Documents, except to the extent of the Contractor's fault or negligence in the use and handling of such materials or substances. § 10.3,5 The Contractor shall reimburse the Owner for the cost and expense the Owner incurs (1) for remediation of hazardous materials or substances the Contractor brings to the site and negligently handles, or (2) where the Contractor fails to perform its obligations under Section 111.3.1, except to the extent that the cost and expense are due to the Owner's fault or negligence, (Paragraph deleted) § 10.4 Emergencles, In an emergency affecting safety of persons or property, the Contractor shall act, at the Contractor's discretion, to prevent threatened damage, injury, or loss. Additional compensation or extension oftime claimed by the Contractor on account of an emergency shall be determined as provided in Article 15 and Article 7. ARTICLE 11 INSURANCE AND BONDS 11.1 Contractors Insurance and Bonids, 11.1.1 Insurance Term, The Contractor shall procure and maintain insurance as required in this Section, without interruption from commencement of the Contractor's work through the term of the contract and for one year thereafter. § 11.1.2 No Limitation. The Contractor's maintenance of insurance, it's scope of coverage and limits as required herein shall not be construed to limit the liability of the Contractor to the coverage provided by such insurance, or otherwise limit the Owner's recourse to any remedy available at law or in equity. c § 11.1.3 Minimum Scope of Insurance, The Contractor's required insurance shall be of the types and coverage as stated below: I, Automobile Liability insurance covering all owned, non -owned, hired and leased vehicles. Coverage shall be at least as broad as Insurance Services Office (ISO) from CA 00 01, 2. Commercial General Liability insurance shall be as least as broad as ISO occurrence fiann GC 00 Ill and shalt cover liability arising from premises, operations, independent contractors, products — completed operations, stop gap liability, personal injury and advertising injury, and liability assumed tinder an insured contract. The Commercial General Liability insurance shall be endorsed to provide a per project general aggregate limit using ISO form GC 25 03 05 09 or an equivalent endorsement. There shall be no exclusion for liability arising from explosion, collapse or underground property damage. The Owner shall be narned as an additional insured under the Contractor's Commercial! General Liability insurance policy with respect to the work performed for the Owner using ISO Additional Insured endorsement CG 20 10 10 01 and Additional Insured -Completed Operations endorsement CO 20 37' 10 01 or substitute endorsements providing at least as broad coverage. 3. Workers' Compensation coverage as required by the Industrial Insurance laws of the State of Washington, 4. Professional Liability or Errors and Omissions coverage which shall cover claims resulting from professional errors and omissions of Contractor and any of its Subcontractors/Sub, consultants in connection with the Work provided such claims arise during the period commencing upon the preparation of the construction documents ending six (6) years following the Final Acceptance Date. Such insurance shall be in for acceptable to the Owner § 11.1.4 Minimum Amounts of Insurance. The Contractor shall maintain the following insurance limits and any underlying and umbrella/excess can be used to reach the total limits of the Contract: AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 28 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) 1, Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $3,000,000 per accident. 2. Commercial General Liability insurance shall be written with limits no less than $5,000,000 cacti occurrence, $10,000,000 products -completed operations aggregate limit. 3. Professional Liability or Errors and Omissions coverage of no less than $,] 0 million per claim, with a general aggregate limit of no less than $10 million. § 11.1.5 Public Entity Full Availability of Contractor's Limits. If the Contractor maintains higher insurance limits than the minimums shown above, the Owner shall be insured for the full available limits of Commercial General and Excess or Umbrella liability maintained by the Contractor, irrespective of whether such limits maintained by the Contractor are greater than those required by this contract or whether any certificate of insurance furnished to the Owner's evidences limits of liability lower than those maintained by the Contractor, § 11.1.6 Other Insurance Provision, The Contractor's Automobile Liability and Commercial General Liability insurance policies are to contain or be endorsed to contain that they shall be primary insurance as respect the Owner, Any insurance, self-insurance, or self-insured pool coverage maintained by the Owner shall be excess of the Contractor's insurance and shall not contribute with it. § 11.1.7 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of not less than A: Vfl. § 11.1.8 Verification of Coverage. The Contractor shall furnish the Owner with original certificates and a copy of amendatory endorsements, including but not necessarily limited to the additional insured endorsements, evidencing the insurance requirements of the Contractor before commencement of the work. Upon request by the Owner, the Contractor shall furnish certified copies of all required insurance policies, including endorsements, required in this contract and evidence of all subcontractors' coverage, § 11.1.9 Subcontractor's Insurance, The Contractor shall cause each and every Subcontractor to provide insurance coverage that complies with all applicable requirements of the Contractor -provided insurance as set forth herein, except the Contractor shall have sole responsibility for determining the ]units of coverage required to be obtained by Subcontractors, The Contractor shall ensure that the Owner is an additional insured on each and every Subcontractor's Commercial General liability insurance policy using an endorsement as least as broad as ISO CG 20 10 10 01 for ongoing operations and CG 20 37 10 01 for completed operations. § 11.1.10 Notice of Cancellation. The Contractor shall provide the Owner and all Additional Insureds for this work with written notice of any policy cancellation within two business days of their receipt of such notice. § 11.1.11 Failure to maintain Insurance. Failure on the part of the Contractor to maintain insurance as required shall constitute a material breach of contract, upon which the Owner may, after giving five business days' notice to the Contractor to correct the breach, immediately terminate the contract or, at it's discretion, procure or renew such insurance and pay any and all premiums in connection therewith, with any sums so expended to be repaid to the Owner on dernand, or at the sole discretion of the Owner, offset against funds due the Contractor from the Owner, § 11.2 Owner's Liability Insurance § 11.2.1 The Owner shall be responsible for purchasing and maintaining the Owner's liability insurance, (Paragraphs deleted) § 11.3 Property Insurance § 11.3.1 The Owner shall purchase and maintain from an insurance company or insurance companies lawfully unauthorized to issue insurance in the jurisdiction where the Project is located, property insurance written on a AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 29 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) Builder's Risk "all-risks" completed value or equivalent policy forin and sufficient to cover the total value of the entire Project on a replacement cost basis. The Owner's property insurance shall be no less than the amount of the initial Contract Sum, plus the value of subsequent Modifications and labor performed and materials or equipment supplied by others. The property insurance shall be maintained until Substantial Completion, unless otherwise provided in the Contract Documents or otherwise agreed in writing by the parties to this Agreement. This insurance shall (i) include the interest of the Owner, Contractor, Subcontractors, and Sub- subcontractors of every tier in the Project as Named Insureds-, (ii) include the interests of mortgagees as loss payees: (iii) not include any "As Their Interests May Appear", "ATIMA", or similar reference, (iv) allow for the waiver of recovery prior to loss (v) not include restrictive endorsements or warranties such as fences or watchmen unless approved in writing by Contractor, and (vi) allow for partial occupancy without prior notice. The insurance required by this Section 11.3 shall provide coverage for direct physical loss or damage, and shall not exclude the risks of fire, explosion, theft, vandalism, malicious mischief, collapse, Earth Movement, flood, water damage, or windstonn, The insurance shall also provide coverage for ensuing loss or resulting damage from error, omission it deficiency in construction methods, design, specifications, workmanship, or materials, The Owner will provide full and complete copy of the policy to the Contractor (i) prior to commencement of the Work; (ii) upon renewal or extension of the required insurance; and (iii) upon the Contractor's written request. Such insurance shalt/ waive subrogation under such insurance and right of recovery under the deductible in favor of the Contractor and subcontractors except to the extent that loss or damage up to $25,00O each loss ($5,000 if for property while in transit) may be due to negligence of the Contractor or to the extent that loss or damage up to $5,0100 may be due to the negligence of any subcontractor. Contractor Subcontractors shall not be responsible for any losses exceeding any sublimity included within the Builder's Risk policy. (Paragraphs deleted) §11.3.1.1 Builder's Risk Property Insurance shall cover all materials, supplies and equipment that are intended for specific installation in the project while such materials, supplies arid equipment arc located at the project site, in transit or while temporarily located away from the project site. However, Builder's Risk insurance does not cover Contractor or subcontractors' owned, hired, or leased property or tools, equipment, or supplies used for construction and not intended to form, a permanent part of the Work, for which Contractor and subcontractors shall be responsible, § 11.3.1.2 If the Owner does not intend to purchase or maintain such property insurance required by the Contract and with all of the coverages in the amount described above, the Owner shall so inform, the Contractor in writing prior to commencement of the Work or cancellation of the insurance. The Contractor may then ctfcct insurance that will protect the interests of the Contractor, subcontractors, and Sub -subcontractors in the Work, and by appropriate Change Order to purchase or maintain insurance as described above, without so notifying the Contractor in writing, then the Owner shall bear all reasonable costs properly attributable thereto. § 11.3.1.3 Notice of Cancellation or Expiration of Owner's Required Property Insurance. Unless otherwise provided in the Contract Documents, within three (3) business days of the date the Owner becomes aware of an impending or actual cancellation or expiration of any property insurance required by the Contract Documents, the Owner shall provide notice to the Contractor of such impending or actual cancellation or expiration. Unless the lapse in coverage arises from and act or omission of the Contractor: (1) the Contractor, upon receipt of notice from the Owner, shall have the right to stop the Work until the lapse in coverage has been cured by the procurement of replacement coverage by either the Owner or the Contractor; (2) the Contract Time and Contract Sum shall be equitably a4justed; and (3) the Owner waives all rights against the Contractor, Subcontractors, and Sub -subcontractors to the extent any loss to the Owner would have been covered by the insurance had it not expired or been cancelled. If the Contractor purchases replacement coverage, the cost of the insurance shall be charged to the Owner by an appropriate Change Order, The furnishing of notice by the Owner shall not relieve the Owner of any contractual obligation to provide required insurance, § 11.3.1.4 Insurance for Existing Structures, If the Work involves remodeling an existing structure or constructing and addition to, an existing structure, the Owner shall purchase and maintain, or cause the true owner of the existing structure to purchase and maintain, until the expiration of the period for correction of Work, "all-risks" property insurance, on a replacement cost basis, protecting the existing structure and its contents against direct physical loss or damage from the causes of loss identified in Section 11.3.1, notwithstanding the undertaking of the Work. The Owner shall be responsible for all co-insurance penalties. Owner waives all claims against Contractor, including subrogation, for direct physical loss or damage from the causes of loss identified in Section 1.1.3.1 and shall defend, indemnify, and. hold harmless Contractor from and against such claims brought by any third party, including the true owner of the existing structure. AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for 30 resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) § 11.3.1.5 Partial occupancy Or Use in accordance with Section 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 Contractor 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. § 11.3,2 Waivers of Subrogation § 113.2 The Owner and Contractor waive all rights against(]), each other and any of their subcontractors, sub -subcontractors, agents, and employees, each of the other, and (2) t separate contractors, described in Article 6, if any, and any of their subcontractors, sub -subcontractors, agents, and employees, for damages caused by fire, or other causes of loss, to the extent of actual recovery of any insurance proceeds under any property insurance obtained pursuant to this Section 11.3 or other property insurance applicable to the Work, , except such rights as they have to proceeds of such insurance held by the Owner in good faith. The Owner or Contractor, as appropriate, shall require of the Architect, Architect's consultants, Separate Contractors, described in Article 6, if any, and the subcontractors, and sub -subcontractors, agents and employees of any of them, by appropriate agreements, written where legally required for validity, similar waivers each in favor ofotherparties enumerated herin. 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, did not pay the insurance premium directly or indirectly, and whether or not the person or entity had an insurable interest in the damaged property. 11.3.3 A loss insured under the Owner's property insurance shall be adjusted by the Owner in good faith and made payable to the Owner in good faith for the insureds, as their interests may appear, subject to requirements of any applicable mortgagee clause and of Section 11 .3.5. The Contractor shall pay Subcontractors their just shares of insurance proceeds received by the Contractor, and by appropriate agreements, written where legally required for validity, shall require Subcontractors to make payments to their Sub -subcontractors in similar manner, § 11.3.4 If required in writing by a party in interest, the Owner in good faith shall, upon occurrence of an insured loss, give bond for proper performance of the Owner's duties. The cost of required bonds shall be charged against the proceeds received in good faith, The Owner shall deposit in a separate account proceeds so received, which the Owner shall distribute in accordance with such agreement as the parties in interest may reach, or as determined in accordance with the method of binding dispute resolution selected in the Agreement between the Owner and Contractor. If after such loss no other special agreement is made and unless the Owner terminates the Contract for convenience, replacement of damaged property shall be performed by the Contractor after notification of a Change in the Work in accordance with Article 7. § 11.3.5 The Owner is good faith shall have power to adjust and settle a loss with insurers unless one of the partis in interest shall object in writing within five days after occurrence of loss to the Owner's exercise of this power, if such objection is made, the dispute shall be resolved in the manner selected by the Owner and Contractor as the method of binding dispute resolution in the Agreement. If the Owner and Contractor have selected arbitration as the method of binding dispute resolution, the Owner in good faith shall make settlement with insurers or, in the case of a dispute over distribution of insurance proceeds, in accordance with the directions of the arbitrators, § 11.4 Performance Bond and Payment Bond 11.4.1 The Contractor shall furnish bonds covering faithful performance of the Contract and payment of obligations arising thereunder as stipulated in bidding requirements or specifically required in the Contract Documents on the date of execution of the Contract and in compliance with Ch. 39.O�8 RCW;, provided that the surety for each bond agrees that it consents to and waives notic of any addition, alteration, omission, change or other modification of the Contract Documents and such events shall not release the surety of its obligations. Surety also shall be obligated under the bonds to any successor, grantee or assignee of the Owner, § 11.4.2 Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment obligations arising under the Contract, the Contractor shall promptly furnish a copy of the bonds or shall authorize a copy to, be furnished. § 11.4.3 The Contractor shall keep the surety informed of the progress of the Work and the Owner may, at it's sole discretion, inform the surety of the progress of the Work. AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for 31 resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) §11.5 General Requirements § 11.5.1 All insurance coverage procured by the Contractor shall be provided by insurance companies having policy holder ratings no lower than "A" and financial ratings not lower than "XIV in the Best's Insurance Guide, latest edition in effect as of the date of the Contract and subsequently in effect at the time of renewal of any policies required by the Contract Documents. § 11.5.2 If the Owner or the Contractor is damaged by the failure of the other party to purchase or maintain insurance required under Article 11, then the party who failed to purchase or maintain the insurance shall bear all reasonable costs (including attorneys' fees and court settlement expenses) properly attributable thereto. ARTICLE 12 UNCOVERING AND CORRECTION OF WORK § 12.1 Uncovering of Work § 12.1.1 If a portion of the Work is covered contrary to the Architect's request or to requirements specifically expressed in the Contract Documents, it must, if requested in writing by the Architect, be uncovered for the Architect's examination and be replaced at the Contractor's expense without change in, the Contract Time, § 12.1.2 If a portion of the Work has been covered that the Architect has not specifically requested to examine prior to its being covered, the Architect may request to see such Work and it shall be uncovered by the Contractor. If such Work is in accordance with the Contract Documents, the Contractor shall be entitled to an equitable adjustment to the Contract Sum and Contract Time as may be appropriate. If such Work is not in accordance with the Contract Documents, the costs of uncovering the Work, and the cost of correction, shall be at the Contractor's expense, § 12.1.3 If, at any time prior to Substantial Completion, Owner desires to examine any portion of the Work that has been covered, Owner my request to see such Work and Contractor shall uncover it. If such Work is in accordance with the Contract Documents, the Contractor shall be entitled to an adjustment in the Total Contract Cost for the costs of uncovering and replacement, and, if the Work is thereby delayed,, an adjustment in the Contract Time, provided it makes a request therefore as provided in these General Conditions. If such Work is not in accordance with the Contract Documents, the Contractor shall pay the costs of examination and reconstruction. § 12.2 Correction of Work § 12.2.1 Before Substantial Completion The Contractor shall promptly correct Work rqjected by the Architect or failing to conform to the requirements of the Contract Documents, discovered before Substantial Completion and whether or not fabricated, installed or completed. Costs of correcting such rejected Work, including additional testing and inspections, the cost of uncovering and replacement, and compensation for the Architect's services and expenses made necessary thereby, shall be at the Contractor's expense. § 12.2.2 After Substantial Completion § 12.2.2.1 In addition to the Contractor's obligations under Section 3.5, if, within one year after the date of Substantial Completion of the Work or designated portion thereof or after the date for commencement of warranties established under Section 9.9. 1, or by terms of any applicable special warranty required by the Contract Documents, any of the Work is found to be not in accordance with the requirements of the Contract Documents, the Contractor shall correct it promptly after receipt of notice from the Owner to do so, unless the Owner has previously given the Contractor a written acceptance of such condition. The Owner shall give such notice promptly after discovery of the condition. During the one-year period for correction of Work, if the Owner fails to notify the Contractor and give the Contractor an opportunity to make the correction, the Owner waives the rights to require correction by the Contractor and to make a claim fior breach of warranty. If the Contractor fails to correct nonconfon-ning Work within a reasonable time during that period after receipt of notice from the Owner or Architect, the Owner may correct it in accordance with Section 2.5. § 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 completion of that portion of the Work. § 12.2.2.3 The one-year period for correction of Work shall not be extended by corrective Work performed by the Contractor pursuant to this Section 12.2. AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for 32 resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) § 12.2.3 The Contractor shall remove from the Project site portions of the Work that are not in accordance with the requirements of the Contract Documents and are neither corrected by the Contractor nor accepted by the Owner, § 12.2.4 The Contractor shall bear the cost of correcting destroyed or damaged construction of the Owner or Separate Contractors, whether completed or partially completed, caused by the Contractor's correction or removal of Work that is not in accordance with the requirements of the Contract Documents, § 12.2.5 Nothing contained in this Section 12.2 shall be construed to establish a period of ]imitation with respect to other obligations the Contractor has under the Contract Documents. Establishment of the one-year period for correction of Work as described in Section 12.2.2 relates only to the specific obligation of the Contractor to correct the Work, and has no relationship to the time within which the obligation to comply with the Contract Documents may be sought to be enforced, nor to the time within which proceedings may be commenced to establish the Contractor's liability with respect to the Contractor's obligations other than specifically to correct the Work. § 12.3 Acceptance of Nonconforming Work If the Owner prefers to accept Work that is not in accordance with the requirements of the Contract Documents, the Owner may do so instead of requiring its removal and correction, in which case the Contract Sum will be reduced as appropriate and equitable. Such adjustment shall be effected whether or not final payment has been made. ARTICLE 13 MISCELLANEOUS PROVISIONS § 13.1 Governing Law Governing Law and Venue. The laws of the state of Washington shall govern the Contract Documents and the rights of the parties herein. Venue shall be in King County, Washington, unless otherwise specified. § 13.1.2 Compliance with Laws. The Contractor, at its sole cost and expense, shall perform and comply with all applicable laws of the United States and the State of Washington; the applicable laws of the City of Tukwila; and rules, regulations, orders and directives of their administrative agencies and their officers. § 13.1.3 Licenses and Similar Authorizations. The Contractor, at no expense to the Owner, shall secure and maintain in full force and effect during the term of this Preconstruction Contract all required licenses, permits, and similar legal authorizations, and comply with all related requirements, § 13.1.4 Taxes. The Contractor shall pay, before delinquency, all taxes, levies, and assessments arising from its activities and undertakings under this Preconstruction Contract; taxes levied on its property, equipment and improvements; and taxes on the Contractor's interest in this Preconstruction Contract and any leasehold interest deemed to have been created under Chapter 82.29A RCW. § 13.1.5 Use of Recycled Content Paper. The Contractor shall, whenever practicable, use recycled content paper on all documents submitted to the Owner. § 13.1.6 American with Disabilities Act. The Contractor shall comply with all applicable provisions of the Americans with Disabilities Act of 1990 (ADA) in performing its obligations under this Preconstruction Contract. In particular, if the Contractor is providing services, programs, or activities to Owner employees or members of the public as part of this Preconstruction Contract, the Contractor shall not deny participation or the benefit of such services, programs, or activities to people with disabilities on the basis of such disability. Failure to comply with the provisions of the ADA shall be a material breach of, and grounds for the immediate termination of, this Construction Contract. § 13.2 Successors and Assigns § 13.2.1 The Owner and Contractor respectively bind themselves, their partners, successors, assigns, and legal representatives to covenants, agreements, and obligations contained in the Contract Documents. Except as provided in Section 13.2.2, neither party to the Contract shall assign the Contract as a whole without written consent of the other, If either party attempts to make an assignment without such consent, that party shall nevertheless remain legally responsible for all obligations under the Contract. AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for 33 resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) § 13.2.2 The Owner may, without consent of the Contractor, assign the Contract to a lender providing construction financing for the Project, if the lender assumes the Owner's rights and obligations under the Contract Documents. The Contractor shall execute all consents reasonably required to facilitate the assignment. § 13.3 Rights and Remedies § 13.3.1 Except as expressly provided in the Contract Documents, duties and obligations imposed by the Contract Documents and rights and remedies available thereunder shall be in addition to and not a limitation of duties,, obligations, rights, and remedies otherwise imposed or available by law. § 13,.3,2 No action or failure to act by the Owner, Architect, or Contractor shall constitute a waiver of a right or duty afforded them under the Contract, nor shall such action or failure to act constitute approval of or acquiescence in a breach thereunder, except as may be specifically agreed upon in writing. § 13,.4 Tests and Inspections § 13.4.1 Tests, inspections, and approvals of portions of the Work shall be made as required by the Contract Documents and by applicable laws, statutes, ordinances, codes, rules, and regulations or lawful orders of public authorities. Unless otherwise provided, the Contractor 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 Contractor shall give the Architect timely notice of when and where tests, and inspections are to be made so that the Architect may be present for such procedures, The Owner shall bear costs of tests, inspections, or approvals that do not become requirements until after bids are received or negotiations concluded. The Owner shall directly arrange and pay for tests, inspections, or approvals where building codes or applicable laws or regulations so require. § 13.4.2 If the Architect, Owner, Or public authorities having jurisdiction determine that portions of the Work require additional testing, inspection, or approval not included under Section 13..4.1, the Architect will, upon written authorization from the Owner, instruct the Contractor to make arrangements for such additional testing, inspection, or approval, by an entity acceptable to the Owner, and the Contractor shalll give timely notice to the Architect of when and where tests and inspections are to be made so that the Architect may be present for such procedures. Such costs, except as provided in Section 13.4.3, shall be at the Owner's expense. § 13.4.3 If procedures for testing, inspection, or approval under Sections 13.4.1 and 13.4.2 reveal failure of the portions of the Work to comply with requirements established by the Contract Documents, all costs made necessary by such failure, including those of repeated procedures and compensation for the Architect's services and expenses, shall be at the Contractor's expense, The Contractor also agrees the cost of testing services required for the convenience of the Contractor is in its scheduling and performance of the Work and the cost of testing services related to remedial operations perfortned to correct deficiencies in the Work shall be home by the Contractor, § 13.4.4 Required certificates of testing, inspection, or approval shall, unless otherwise required by the Contract Documents, be secured by the Contractor and promptly delivered to the Architect, § 13.4.5 I IF the Architect is to observe tests, inspections, or approvals required by the Contract Documents, the Architect will do so promptly and, where practicable, at the normal place of testing. § 13.4.6 Tests or inspections conducted pursuant to the Contract Documents shall be made promptly to avoid unreasonable delay in the Work. § 13.5 Interest! Payments due and unpaid under the Contract Documents shall bear interest from the date payment is due at the rate the parties agree upon in writing or, in the absence thereof, at the legal rate prevailing from time to tirne at the place where the Project is located. § 1,3.6 NO ORAL WAIVER The provisions of the Contract Documents shall not be changed, amended, waived, or otherwise modified in any respect except by a writing signed by the Owner, § 13.7 NOTICE REGARDING LIENS AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for 34 resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) The Contractor shall provide all notices required or permitted by the laws of the State of Washington for the protection of the Owner from liens and claims of lien if permitted or required by applicable law, including without limitation, noticers received by Subcontractors and suppliers to the Contractor. ARTICLE 14 TERMINATION OR SUSPENSION OF THE CONTRACT § 14.1 Termination by the Contractor § 14.1.1 The Contractor may terminate the Contract if the Work is stopped for a period of 60 consecutive days through no act or fault of the Contractor, a Subcontractor, a Sub -subcontractor, their agents or employees, or any other persons or entities performing portions of the Work, for any of the following reasons: .1 Issuance of an order of a court or other public authority having jurisdiction that requires all Work to be stop'p'ed'; .2 An act of government,, such as a declaration of national emergency, that requires all Work to be stopped; .3 Because the Architect has not issued a Certificate for Payment and has not notified the Contractor of the reason for withholding certification as provided in Section 9.4.1, or because the Owner has not made payment on a Certificate for Payment within the time stated in the Contract Documents; § 14.1.2 The Contractor may terminate the Contract if, through no act or fault of the Contractor, a Subcontractor, a Sub -subcontractor, their agents or employees, or any other persons or entities performing portions of the Work, repeated suspensions, delays, or interruptions of the entire Work by the Owner as described in Section 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, § 14.1.3 Iforte of the reasons described in Section 14, IJ or 14, 1,2 exists, the Contractor may, upon seven days' notice to the Owner and Architect, terminate the Contract and recover from the Owner payment for Work executed, as well as reasonable overhead and profit on Work not executed, and costs incurred by reason of such termination. § 14.1.4 If the Work is stopped for a period of 60 consecutive days through no act or fault of the Contractor, a Subcontractor, a Sub -subcontractor, or their agents or employees or any other persons or entities performing portions of the Work because the Owner has repeatedly failed to fulfill the Owner's obligations under the Contract Documents with respect to matters important to the progress of the Work, the Contractor may, upon seven additional days' notice to the: Owner and the Architect, terminate the Contract and recover from the Owner as provided in Section 14.13. § 14.2 Termination by the Owner for Cause § 14.2.1 The Owner may terminate the Contract if the Contractor .1 repeatedly refuses or fails to supply enough properly skilled. workers or proper materials; .2 fails to make payment to Subcontractors or suppliers in accordance with the respective agreements between the Contractor and the Subcontractors or suppliers; .3 repeatedly disregards applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of a public authority; or .4 otherwise is guilty of substantial breach of a provision of the Contract Documents, § 14.2.2 When any of the reasons described in Section 14.2.1 exist, and upon certification by the Architect that sufficient cause exists to justify such action, the Owner may, without prejudice to any other rights or remedies of the Owner and after giving the Contractor and the Contractor's surety, if any, seven days' notice, terminate employment of the Contractor and may, subject to any prior rights of the surety: .1 Exclude the Contractor from the site and take possession of all materials, equipment, tools, and construction equipment and machinery thereon owned by the Contractor; .2 Accept assignment of subcontracts pursuant to Section 5.4; and .3 Finish the Work by whatever reasonable method the Owner may deem expedient. Upon written request of the Contractor, the Owner shall furnish to the Contractor a detailed accounting of the costs incurred by the Owner in finishing the Work. 14.2.3 When the Owner terminates the Contract for one of the reasons stated in Section 1.4.2.'11, the Contractor shall not be entitled to receive further payment until the Work is finished. AIA Document A201 — 2017. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for 35 resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) § 14.2.4 If the unpaid balance of the Contract Sum exceeds costs of finishing the Work, including compensation for the Architect's services and expenses made necessary thereby, and other damages incurred by the Owner and not expressly waived, such excess shall be paid to the Contractor. If such costs and damages exceed the unpaid balance. the Contractor shall pay the difference to the Owner. The amount to be paid to the Contractor or Owner, as the case may be, shall be certified by the Initial Decision Maker, upon application, and this obligation for payment shall survive termination of the Contract. § 14.3 Suspension by the Owner for Convenience § 14.3.1 The Owner may, without cause, order the Contractor in writing to suspend, delay or interrupt the Work, in whole or in part for such period of time as the Owner may determine. § 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 under Section 14.3.1. Adjustment of the Contract Sum shall include profit. No adjustment shall be made to the extent .1 that performance is, was, or would have been, so suspended, delayed, or interrupted, by another cause for which the Contractor is responsible; or .2 that an equitable adjustment is made or denied under another provision of the Contract. § 14.4 Termination by the Owner for Convenience § 14.4.1 The Owner may, at any time, terminate the Contract for the Owner's convenience and without cause. § 14.4.2 Upon receipt of notice from the Owner of such termination for the Owner's convenience, the Contractor shall .1 cease operations as directed by the Owner in the notice; .2 take actions necessary, or that the Owner may direct, for the protection and preservation of the Work; and .3 except for Work directed to be performed prior to the effective date of termination stated in the notice, terminate all existing subcontracts and purchase orders and enter into no further subcontracts and purchase orders. § 14.4.3 In case of such termination for the Owner's convenience, the Owner shall pay the Contractor for Work properly executed; costs incurred by reason of the termination, including costs attributable to termination of Subcontracts; and the termination fee, if any, set forth in the Agreement. ARTICLE 15 CLAIMS AND DISPUTES § 15.1 Claims Procedures Mandatory All claims for additional costs and/or time (regardless of how described) mush be made in accordance with the requirements of the Article or they will be waived. Any claim of the Contractor against the Owner for damages, additional payment for any reason, or extension of time whether under the Contract or otherwise, shall be conclusively deemed to have been waived by the Contractor unless a timely Initial Notices is provided followd by a substantiated timely submission of a Claim (including timely submission of additional substantiation) in strict accordance with this Article. No act, omission or knowledge, actual. or constructive, of the Owner or the Architect shall in any way be deemed to be a waiver of the requirement for timely written notice unless the Owner provides the Contractor with an explicit, written waiver of timely Initial Notice and/or timely submission of a Claim. All Initial Notices and Claims shall be addressed to the Owner, with copies to the Architect and Owner's Designated Representative, at the address on the first page of the Agreement. (Paragraphs deleted) § 15.1.1 Claims Defined A Claim is a demand or assertion by one of the parties seeking, as a matter of right, payment of money, a change in the Contract Time, or other relief with respect to the terms of the Contract. The term "Claim" also includes other disputes and matters in question between the Owner and Contractor arising out of or relating to the Contract. Claims do not include written notices that are not substantiated in accordance with this Article. (nit AIA Document A201 —2017. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights reserved. `The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 3t) American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nlo 3 1 04 238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) § 15.1.1.2 Time Limits on Claims The Contractor shall commence all Claims and causes of action against the Owner and arising out of or related to the Contract, whether in contract, tort, breach of warranty or otherwise, in accordance with the requirements of the binding dispute resolution method selected in the Agreement and within the period specified below: . a. As to acts or fai I UTCS to act occurring prior to the relevant date of Substantial Completion, any applicable statute of limitations shall commence to run and any alleged cause of action shaH be deemed to have accrued in any and all events not later than such Date of Substantial Compffetion; b. As to acts or failures to act occurring subsequent to the relevant date of Substantial Completion and prior to issuance of the final Certificate of Payment, any applicable statue of limitations shall commence to run and any alleged cause of action shall be deemed to have accrued in any and all events not later than the date of issuance of the final Certificate of Payment, c. As to acts or failures to act occurring after the relevant date of issuance of the final Certificate of Payment, any applicable statute of limitations shall commence to run and any alleged cause of action shall be deemed to have accrued in any and all events not later than the date of any act or failure to act by the Contractor pursuant to any warranty provided herein, the date of any correction of the Work or failure to correct the Work by the Contractor as provided herein or the date of actual commission of any other at or failure to perform any duty or obligation by the Contractor or Owner, whichever occurs last. The Contractor waives all Claims and causes of action not commenced in accordance with this Section 15.1.1.2 § 15.1.3 Claims If the Contractor wishes to seek and an adjustment to the Contract Sum or Contract Time for the event that gave rise to the Initial Notice, it must submit a Claim to Owner within fourteen (f 4) days of giving the Initial Notice. Claims must be made in writing and substantiated by detailed in formation, The responsibility to Substantiate Claims, rests solely with the Contractor. The substantiation of a Claim shall include, at a minimum, the following: I . A detailed factual statement of the Claim for additional compensation and time, if any, providing all necessary dates, locations, and items of Work affected by the Claim: 2. The date on which facts arose that gave rise to the Claim; 3. The name of each employee of Owner or Architect knowledgeable about the Claim; 4. The specific provisions of the Contract Documents which support the Claim; 5. The identification of any documents and al,l the substance of any oral communications that support the Claim-, and 6. Copies of any identified documents, other than the Contract Documents, that support the Claim. Within a reasonable time thereafter, such reasonable time to be agreed upon by the Contractor and Owner based on the facts and circumstances of the Claim, Contractor shall provide the following additional Claim substantiation: 1, If an adjustment in the Contract Time is sought; the specific days and dates, for which it is sought; the specific reason Contractor believes and extension in the Contract Time should be granted; and Contractor's analysis of its Progress Schedule to demonstrate the reason for the extension in Contract Time; 2. If an adjustment in the Contract Sum is sought, the exact amount sought and a breakdown of that amount into the categories set forth in, and in the detail required by the Contract Documents; and 3. A statement certifying, under penalty of perjury, that the Claim is made in good faith, that the supporting cost and pricing data are true and accurate to the best of Contractor's knowledge and belief, that the Claim is fully AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 37 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) supported by the accompanying data, and that the amount requested accurately reflects the adjustment in the Contract Sum or Contract Time for which Contractor believes Owner is liable. In the event the Contractor believes that a change in the Work that is the responsibility of the Owner has caused, or may cause, an increase in the Contractor's costs in the form of labor and equipment inefficiencies or lost productivity, such alleged costs must be specifically identified in either the initial or additional Claim substantiation. In addition, the Contractor must establish that the alleged cost increases result directly from such change and must demonstrate the impact by utilizing comparisons of the Work performed during the impacted period with Work performed during a non -impacted period or on a closely similar but different part of the Work if such comparisons are reasonably available or feasible. d (Paragraphs deleted) § 15.1.4 ADVERSE WEATHER If adverse weather conditions are the basis for an Initial Notice and Claim, such Claim shall be documented by date substantiating that weather conditions were abnormal for the period of time and could not have been reasonably anticipated and that weather conditions had an adverse effect on the critical path of the current submitted Construction Schedule. Neither Contract Time nor the Contract Sum will be adjusted for normal inclement weather as determined in the sole discretion of the Owner. § 15.1.5 SUBSURFACE CONDITIONS If conditions are encountered at the site that constitute subsurface or otherwise concealed physical conditions that differ materially from those indicated in the Contract Documents or from those ordinarily found to exist and generally recognized as inherent in construction activities of the Project (including those conditions described in Sections 3.7.4 and 3.7.5, then written notice by the Contractor shall be given to the Owner promptly before such conditions are disturbed and in no event later than three (3) days after first observance of such conditions. The Owner's Designated Representative will promptly investigate such conditions and, if they differ materially and cause an increase or decrease in the Contractor's cost of, or time required for, performance of any part of the Work, will recommend and equitable adjustment in the Contract Sum or Contract Time, or both, to the Owner for consideration. If the Owner determines that the conditions at the site are not materially different from those indicated in the Contract Documents and that no change in the terms of the Contract are justified, the Owner shall so notify the Contactor in writing stating the reasons. Protests in opposition to such determination must be set forth in writing within fourteen (14) days after the Owner has give notice of the decision. These protests, if timely, shall be treated as a Claim properly submitted under Section 15.1.3 if it contains the Claim substantiation required by Section 15.1.3 § 15.1.6 OWNER'S CLAIM DECISION § 15.1.6.1 The Owner shall consider each timely presented Claim and shall issue a written decision. The Contractor shall present additional supporting information if requested by the Owner for its consideration of the Claim. A decision by the Owner shall be required as as condition precedent to submission of a Claim to the Independent Decision Maker as to all matters arising prior to the date final payment is due, regardless of (1) whether such matters relate to execution and progress of the Work or (2) the extent to which the Work has ben completed. Irthe Owner fails to issue a decision within thirty (30) days of Owner's receipt of a Claim, the Claim shall be deemed denied, (Paragraphs deleted) § 15.2 Initial Decision § 15.2.1 Claims denied by the Owner may be appealed by Contractor to the Initial Decision Maker for the initial decision. The Initial Decision Maker is identified in the Agreement,. Owner may also refer a claim to the Initial Decision Maker. Excpet for those Claims arising under Sections 103, 10.4, and 11.3.4 and I 1.3,,5,,an initial decision shall be required as a condition precedent to mediation of any Claim arising prior to the date final payment is due, unless 30 days have passed after the Claim has been referred to the Initial Decision Maker, with no decision having AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for 38 resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) been rendered. Unless the Initial Decision Maker and all affected parties agree, the Initial Decision Maker will not decide disputes between the Contractor and persons or entities other than the Owner, The Owner, Architect and the Contractor and every Subcontractor hired to perform Work on this Project is required To 'follow this process. No mediation or lawsuit may be filed seeking any adjustment in the Contract ° Sum or Contract Time unless and until each and every step of this procedure has been followed with respect to that adjustment. Every Claim brought on behalf of a subcontractor shall be brought through the Contractor. § 15.2,2 The Initial Decision Maker will review Claims and within ten days of the receipt of a Claim take one or more of the following actions: (1) request additional supporting data firom the claimant or a response with supporting data from the other party, (2) reject the Claim in whole or in part, (3) approve the Claim, (4) suggest a compromise, or (5) advise the parties that the Initial Decision Maker is unable to resolve the Claim if the Initial Decision Maker lacks sufficient information to evaluate the merits of the Claim or if the Initial Decision Maker concludes that, in the Initial Decision Maker's sole discretion, it would be inappropriate for the Initial Decision Maker to resolve the Claim, § 15.2"3 INITIAL DECISION MAKER ACTION ON A CLAIM Upon receipt of an appeal, the Initiall Decision Maker may act as mediator,, seeking mutual agreement, If mutual. agreement is not readily attainable, the Initial Decision Maker shall issue a decision. On Claims for monetary relief of $30,000.00 or less, the Initial Decision. Maker decision is final and binding on the Owner, Contractor and its Subcontractors. On. Claims for monetary relief of more than $30,000,00,, the Initial Decision Maker will act as an. advisory body, whose decision is not binding on either Owner or Contractor or its Subcos when the claim is more than $30,000.00 The Owner and Contractor shall agree on compensation for the Initiall Decision Maker to be paid the Owner and Contractor. There will be no formal procedure for the Initial Decision Maker's review of an appeal. The Parties will be entitled to submit whatever relevant evidence each believes supports their position in the dispute.. The Initial Decision Maker may elect whether to hear testimony or oral argument. The Initial Decision Maker will endeavor to resolve the dispute in an expe-di!tious and cost effective manner and will render its recommendation in writing to both Owner and. Contractor promptly. In claims involving greated than $30,000.00, the Owner and Contractor will within 30 days of the Initial Decision Maker's recommendation, confer and attempt to reach an agreement regarding the dispute, and if appropriate, enter into a written agreement, which may be a. change order, or failing agreement, may demand mediation pursuant to Section 15.3 During the pendency of any such appeal to the Initial Decision. Maker, the Contractor shall proceed with the Work of the project:, including that portion in dispute, unless directed otherwise in writing by the Owner. In no event shall the Contractor be entitled to institute legal proceedings regarding a Claim submitted to the Initial Decision Maker as set: forth above, more than 180 days after Substantial Completion of Work. (Paragraphs deleted) § 15.3 Mediation § 115.3.11 Claims, disputes, or other matters in controversy arisiXW aj��the-t �act, except those waived as provided for in Sections 9.10.4, 9.10.5, and 15.1.7, shall be subject to mediation as a condition precedent to binding dispute resolution. § 15.3.2 A request for mediation shall be made in writing, delivered to the other party to the Contract. The parties shall. endeavor to agree on a mediator. If they cannot agree, the party seeking mediation can request a mediator to be appointed by the American Arbitration Association. The request for mediation may be made concurrently with the filing of binding dispute resolution proceedings but, in such event, mediation shall proceed in advance of binding dispute resolution proceedings, but, in such event, mediation shall proceed in advance of binding dispute resolution proceedings, which shall be stayed pending mediation for a period of 60 days from the date of filing, unless stayed for a longer period by agreement of the parties or court order, (nit. AIA Document A201 —2017. Copyright @ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights reserved. `The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The �� American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nlo 3104238754 which expires on 09118=24, is not for i resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) § 15.3.3 The parties shall share the mediator's fee and any filing fees equally. The mediation shall be held in Seattle, Washington, unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof. (Paragraph deleted) § 15.4 Claims Audits § 15.4.1 All Claims filed against Owner shall be subject to audit at any time following the filing of the Claim. Failure of Contractor, or Subcontractors of any tier, to maintain and retain reasonably sufficient records to allow Owner to verify all or a portion of the Claim or to permit Owner access to the books and records of the Contractor, or Subcontractors of any tier, shall constitute a waiver of that part of the Claim and shall bar any recovery on that part of the Claim, (Paragraph deleted) § 15.4.2 In support of Owner audit of any Claim, Contractor shall, upon request, promptly make available to Owner any documents relating to the Claim, including but not limited to: 1. Daily time sheets and supervisor's daily reports; 2. Collective bargaining agreements; 3. Insurance, welfare and benefits records; 4. Payroll registers; 5. Earnings records; 6. Payroll tax forms; 7, Material invoices, requisitions, and delivery confirmations; 8. Material cost distribution workshcet; 9. Equipment records (list of company equipment, rates, etc.); 10. Vendors', rental agencies', Subcontractors;, and agents' invoices 11. Contracts between Contractor and each of its Subcontractors, and all lower -tier Subcontractor contracts and supplier contracts; 12. Subcontractors' and agents' payment certificates; 11 Canceled checks (payroll and vendors) 14. Job cost reports, including monthly totals; 15. Job payroll ledger; 16, Planncd resource loading schedules and summaries 17. General ledger 18. Cash disbursements journal; 19. Financial statements for all years reflecting the operations on the Work, In addition, the Owner may require, if it deems it appropriate, additional financial statements for 3 years preceding execution of the Work. AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the ALA Logo, and "AIA Contract Documents" are trademarks of The 40 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) 20. Depreciation records on all company equipment whether these records are maintained by the company involved, it's accountant, or others; 21. If a source other than depreciation records is used to, develop costs for Contractor's internal purposes in establishing the actual cost of owning and operating equipment, all such other source documents; 22. All non -privileged documents which relate to each and every Claim together with all documents which support the amount of any adjustment in Contract Sum or Contract Time sought by each Claim; 21 Work sheets or software used to prepare the Claim establishing the cost compounds for items of the Claim including but not limited to labor, benefits and insurance, materials, equipment, Subcontractors, all documents which establish the time periods, individuals involved, the hours for the individuals, and the rates for the individuals; 24. Work sheets, software, and all other documents used by Contractor to prepare its bid. § 15.4.3 The audit may be performed by employees of Owner or a representative of Owner, Contractor and its Subcontractors shall provide adequate facilities acceptable to Owner for the audit normal business hours. Contractor and all Subcontractors shall make a good faith cffort to cooperate with Owner's auditors, § 15.5 Continuing Contract Performance Pending final resolution of a Claim, except as otherwise agreed in writing, the Contractor shall proceed diligently with performance of the Contract and the Owner shall continue to make payments in accordance with the Contract Documents. § 15,6 Waiver of Claims for Consequential Damages The Contractor and Owner waive Claims against each other for consequential damages arising out of or relating to this Contrat,. 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 Contractor 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 from the Work. This mutual waiver is applicable, without limitation, to all consequential damages due to either party's termination in accordance with Article 14. Nothing contained in this Section 16.5 shall be deemed to preclude an award of liquidated damages, when applicable, in accordance with the requirements of the Contract Documents. AIA Document A201 —2017. Copyright@ 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1970, 1976, 1987, 1997, 2007 and 2017. All rights Init. reserved. "The American Institute of Architects," "American Institute of Architects," "AIA," the AIA Logo, and "AIA Contract Documents" are trademarks of The 41 American Institute of Architects. This document was produced at 14:56:00 ET on 05/31/2024 under Order Nla.3104238754 which expires on 09118=24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service- To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (877484356) AIA Document A133® Exhibit A Guaranteed Maximum Price Amendment This Amendment dated the o' )> day of o' )>' in the year <i ' )), is incorporated into the accompanying AIA Document A133Tm-2019, Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price dated the <i ' )) day of o >) in the year 4 )5 (the "Agreement") (in words, indicate day, month, and year.) for the following PROJECT: (Name and address or location) THE OWNER: (Name, legal status, and address) THE CONSTRUCTION MANAGER: (Name, legal status, and address) TABLE OF ARTICLES A.1 GUARANTEED MAXIMUM PRICE A.2 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION A.3 INFORMATION UPON WHICH AMENDMENT IS BASED A.4 CONSTRUCTION MANAGER'S CONSULTANTS, CONTRACTORS, DESIGN PROFESSIONALS, AND SUPPLIERS ARTICLE A.1 TOTALL CONTRACT COST § A.1.1 Total Contract Cost Pursuant to Section 3.2.3 of the Agreement, the Owner and Construction Manager hereby amend the Agreement to establish a Maximum Allowable Construction Cost (MACC) and Total Contract Cost (TCC). As agreed by the Owner and Construction Manager, the Total Contract Cost is an amount that the Contract Sum shall not exceed. The Total Contract Cost consists of the MACC (including the Construction Cost, Negotiated Support Services, Subcontractor Bonds, and MACC Contingency); the Fixed 0411V ADDITIONS AND DELETIONS: The author of this document has added information needed for its completion. The author may also have revised the text of the original AIA standard form. An Additions and Deletions Report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed. This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AIA Document A201T'"-2017, General' Conditions of the Contract. for Construction, is adopted in this document by reference. Do riot use with other general conditions unless this document is modified. ELECTRONIC COPYING of any portion of this AIA° Document to another electronic file is prohibited and constitutes a violation of copyright laws as set forth in the footer of this AIA Document A133 - 2019 Exhibit A. Copyright © 1991, 2003, 2009, and 2019. All rights reserved. ^The American Institute of Architects," ^,4merican Institute of Architects," ^A_IA_," the AIA Logo, and ^A_IA_ Contract Documents" are trademarks of The American Institute of 1 Architects. This draft was produced at 17:05:39 ET on 06/29/2023 under order No.2114353380 which expires on 08/29/2023, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents' Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. IIser Notes: (1668837460) Fee; the Fixed Amount for Specified General Conditions work; and applicable Washington State sales tax. § A.1.1.1 The Total Contract Cost is guaranteed by the Constriction Manager not to exceed <i ' )), ($ �i », ), subject to additions and deductions by Change Order as provided in the Contract Documents. § A.1.1.2 Itemized Statement of the Total Contract Cost. Provided below is an itemized statement of the Total Contract Cost organized by its component parts: Specified General Conditions Maximum Allowable Construction Contract MACC Construction Total Negotiated Support Services NSS Subcontractor Bonds MACC Contingency X% GC/CM Fixed Fee @ °/a (Fee is not allowed on the Specified General Conditions, or Preconstruction Allowance TOTAL CONTRACT COST(Excluding WSST $0 § A.1.1.2.1 The Preconstruction Services NTE Limit, as previously agreed to by the parties, is: § A.1.1.3 [intentionally Omitted] § A.1.1.4 [intentionally Omitted] § A.1.1.5 Alternates § A.1.1.5.1 Alternates, if any, included in the Total Contract Cost: Item Price § A.1.1.5.2 Subject to the conditions noted below, the following alternates may be accepted L execution of this Exhibit A. Upon acceptance, the Owner shall issue a Modification to the A� (Insert below each alternate and the conditions that must be met for the Owner to accept the Item Price § A.1.1.6 Unit prices, if any: (Idents the item and state the unit price and quantity limitations, if any, to which the unit Item Units and Limitations ARTICLE A.2 DATE OF COMMENCEMENT AND COMPLETION DATES § A.2.1 The date of commencement of the Work shall be: (Check one of the following boxes) [ 4 ;)) ] The date of execution of this Amendment. e Owner following ment. -rnate.) tions for Acceptance will be applicable.) per Unit ($0.00) Established as follows: (Insert a date or a means to determine the date of commencement of the Work) 4 )) AIA Document A133 - 2019 Exhibit A. Copyright © 1991, 2003, 2009, and 2019. All rights reserved. ^The American Institute of Architects," ^American Institute of Architects," ^AIA," the AIA Logo, and ^AIA Contract Documents" are trademarks of The American Institute of 2 Architects. This draft was produced at 17:05:39 ET on 06/29/2023 under order No.2114353380 which expires on 08/29/2023, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents" Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts. coin. IIser Notes: (1668837460) If a date of commencement of the Work is not selected, then the date of commencement shall be the date of execution of this Amendment. § A.2.2 Unless otherwise provided, the Contract Time is the period of time, including authorized adjustments, allotted in the Contract Documents for Substantial Completion of the Work. The Contract Time shall be measured from the date of commencement of the Work. § A.2.3 Substantial Completion § A.2.3.1 Subject to adjustments of the Contract Time as provided in the Contract Documents, the Construction Manager shall achieve Substantial Completion of the entire Work: (Check one of the following boxes and complete the necessary information.) Not later than <i')> ( o' )>; ) calendar days from the date of commencement of the Work. By the following date: « >) § A.2.3.2 Subject to adjustments of the Contract Time as provided in the Contract Documents, if portions of the Work are to be completed prior to Substantial Completion of the entire Work, the Construction Manager shall achieve Substantial Completion of such portions by the following dates: Portion of Work Substantial Completion Date § A.2.3.3 If the Construction Manager fails to achieve Substantial Completion as provided in this Sec liquidated damages, if any, shall be assessed as set forth in Section 6.1.6 of the Agreement. § A.2.4 Physical Completion Dates The required date for Physical Completion established by this Amendment: MWI § A.2.4 Final Completion Dates The required date for Final Completion established by this Amendment: § A.2.4 Construction Schedule A.2.3, Construction Manager's Construction Schedule, current as of the date of this Guaranteed Maximum Price Amendment, is attached. ARTICLE A.3 INFORMATION UPON WHICH AMENDMENT IS BASED § A.3.1 The Total Contract Cost and Contract Time set forth in this Amendment are based on the Contract Documents and the following: § A.3.1.1 The Total Contract Cost is based upon the following General Conditions: AIA Document A201 — 2017, General Conditions of the Contract for Construction, as modified § A.3.1.2 The following Specifications: (Either list the Specifications here, or refer to an exhibit attached to this Amendment.) Section Title Date Pages AIA Document A133 - 2019 Exhibit A. Copyright © 1991, 2003, 2009, and 2019. All rights reserved. ^The American Institute of Architects," ^American Institute of Architects," ^AIA," the AIA Logo, and ^AIA Contract Documents" are trademarks of The American Institute of 3 Architects. This draft was produced at 17:05:39 ET on 06/29/2023 under order No.2114353380 which expires on 08/29/2023, i not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents" Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts. coin. IIser Notes: (1668837460) § A.3.1.3 The following Drawings: (Either list the Drawings here, or refer to an exhibit attached to this Amendment.) Number Title Date § A.3.1.4 The Sustainability Plan, if any: (If the Owner identified a Sustainahle Ohjective in the Owner's Criteria, identi the documE comprise the Sustainability Plan by title, date and number ofpages, and include other identi Sustainability Plan identifies and describes the Sustainable Objective; the targeted Sustaina implementation strategies selected to achieve the Sustainable Measures; the Owner's and C roles and responsibilities associated with achieving the Sustainable Measures; the specific G testing or metrics to verb achievement of each Sustainable Measure; and the Sustainability for the Project, as those terms are defined in Exhibit C to the Agreement.) Title Date Other identifying information: § A.3.1.5 Allowances, if any, included in the Total Contract Cost: (Idents each allowance.) Item Price that i. The Measures; truction Manager's ils about design reviews, § A.3.1.6 Assumptions and clarifications, if any, upon which the Total Contract Cost is based: (Identify each assumption and clarification) § A.3.1.7 The Total Contract Cost is based upon the following other documents and i (List any other documents or information here, or refer to an exhibit attached to this ARTICLE A.4 CONSTRUCTION MANAGER'S CONSULTANTS, CONTRACTORS, DESIGN PROFESSIONALS, AND SUPPLIERS; KEY PERSONNEL § A.4.1 The Construction Manager shall retain the consultants, contractors, design professionals; and suppliers, identified below: (List name, discipline, address, and other information) § A.4.2 Key Personnel The following named key personnel shall remain assigned for the duration of the Project unless otherwise agreed to in writing by Owner: Project Manager: Project Superintendent: Project Engineer: AIA Document A133 - 2019 Exhibit A. Copyright © 1991, 2003, 2009, and 2019. All rights reserved. ^The American Institute of Architects," ^American Institute of Architects," ^AIA," the AIA Logo, and ^AIA Contract Documents" are trademarks of The American Institute of Architects. This draft was produced at 17:05:39 ET on 06/29/2023 under order No.2114353380 which expires on 08/29/2023, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents" Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts. coin. IIser Notes: (1668837460) This Amendment to the Agreement entered into as of the day and year first written above. OWNER (Signature) (Printed name and title) CONSTRUCTION MANAGER (Signature) (Printed name and title) AIA Document A133 - 2019 Exhibit A. Copyright © 1991, 2003, 2009, and 2019. All rights reserved. ^The American Institute of Architects," ^American Institute of Architects," ^AIA," the AIA Logo, and ^AIA Contract Documents" are trademarks of The American Institute of 5Architects. This draft was produced at 17:05:39 ET on 06/29/2023 under order No.2114353380 which expires on 08/29/2023, i not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Dccuments" Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts. coin. IIser Notes: (1668837460) EX� 10"r B A R K E R T' & An (L-wCO Company July 10, 2024 Michelle Bungay BNBuilders, Inc. 2601 Fourth Avenue, Suite 350 Seattle, WA 98121 RE: Contract Bonds to the City of Tukwila for City of Tukwila Maintenance and Engineering East Campus Project BNB #: 123028 Bond No. 30224501 Dear Michelle: Enclosed please find the two (2) sets of Performance and Payment Bonds requested by Steve Gates to the City of Tukwila. The bonds should be executed by an authorized person and filed with City of Tukwila. Please retain a fully executed copy for your records. Best Regards, Parker, Smith & Feek Susy Larson Surety Department sblarson(cT,psfinc.com 800,457.0220 425 709,7460 #6006876 Document A312 TM -2010 Bond Number: Conforms with The American Institute of Architects AIA Document 342 30224501 Performance Bond CONTRACTOR: (rVante, legal status and address) BNBujiders, Inc. 2601 4th Ave., Suite 350 Seattle, WA 98121 OWNER: (Nance, legal status and address) City of Tukwila 6200 Southcenter Boulevard Seattle, WA 98188 SURETY: (Alain, legal slants and principal place of business) Western Surety Company 151 N. Franklin St. Chicago, IL 60606 Mailing Address for Notices CONSTRUCTION CONTRACT Date: May 20, 2024 Amount: _Three Hundred Ninety-six Thousand Seven Hundred Twenty & 001100 ($396,720.00) Description: City of Tukwila Maintenance and Engineering East Campus Project (Notre and location) 11231 E, Marginal Way S. Tukwila, WA 98168 BOND Date: July 10, 2024 (Not earlier than Construction Contract Date) Amount: Three Hundred Ninety-six Thousand Seven Hundred Twenty & 00/100 ($396,720.00) Modifications to this Bond: ® None F] Scc Section 16 CONTRACTOR AS PRINCIPAL Company: (Corporate Seal) BNBuilders, Inc. Signature: 14T Name 11 44C D and'ritie: (any additional signantres appear on the last page of this Performance Bond) (FOR INFORMA7YON ONLY --Name, address and telephone) AGENT or BROKER: Parker, Smith & Feek 2233 112th Ave NE, Bellevue, WA 98004 (425)709-3600 8-18521AS 8110 SURETY Company: Western Surety Company Signature: a Name Susan B. Larson and Title: Attorney -in -Fact OWNER'S REPRESENTATIVE: (architect, Engineer or other party:) This document has Important legal consequences. Consultation with an attorney is encouraged with respect to Its completion or modification. Any singular reference to Contractor, Surety, Owner or other party shall be considered plural where applicable. (Corporate Seal) T EM 10"T u: § 1 The Contractor and Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to the Owner for the performance of the Construction Contract, which is incorporated herein by reference. § 2 If the Contractor performs the Construction Contract, the Surety and the Contractor shall have no obligation under this Bond, except when applicable to participate in a conference as provided in Section 3. § 3 If there is no Owner Default under the Construction Contract, the Surety's obligation under this Bond shall arise after .1 the Owner first provides notice to the Contractor and the Surety that the Owner is considering declaring a Contractor Default. Such notice shall indicate whether the Owner is requesting a conference among the Owner, Contractor and Surety to discuss the Contractor's performance. If the Owner does not request a conference, the Surety may, within five (5) business days after receipt of the Owner's notice, request such a conference. If the Surety timely requests a conference, the Owner shall attend. Unless the Owner agrees otherwise, any conference requested under this Section 3.1 shall be held within ten (10) business days of the Surety's receipt of the Owner's notice. If the Owner, the Contractor and the Surety agree, the Contractor shall be allowed a reasonable time to perform the Construction Contract, but such an agreement shall not waive the Owner's right, if any, subsequently to declare a Contractor Default; .2 the Owner declares a Contractor Default, terminates the Construction Contract and notifies the Surety; and .3 the Owner has agreed to pay the Balance of the Contract Price in accordance with the terms of the Construction Contract to the Surety or to a contractor selected to perform the Construction Contract. § 4 Failure on the part of the Owner to comply with the notice requirement in Section 3.1 shall not constitute a failure to comply with a condition precedent to the Surety's obligations, or release the Surety from its obligations, except to the extent the Surety demonstrates actual prejudice. § 5 When the Owner has satisfied the conditions of Section 3, the Surety shall promptly and at the Surety's expense take one of the following actions: § 5.1 Arrange for the Contractor, with the consent of the Owner, to perform and complete the Construction Contract; § 5.2 Undertake to perform and complete the Construction Contract itself, through its agents or independent contractors; § 6.3 Obtain bids or negotiated proposals from qualified contractors acceptable to the Owner for a contract for performance and completion of the Construction Contract, arrange for a contract to be prepared for execution by the Owncr and a contractor selected with the Owner's concurrence, to be secured with performance and payment bonds executed by a qualified surety equivalent to the bonds issued on the Construction Contract, and pay to the Owner the amount of damages as described in Section 7 in excess of the Balance of the Contract Price incurred by the Owner as a result of the Contractor Default; or § 5.4 Waive its right to perform and complete, arrange for completion, or obtain a new contractor and with reasonable promptness under the circumstances: .1 After investigation, determine the amount for which it may be liable to the Owner and, as soon as practicable after the amount is determined, make payment to the Owner; or .2 Deny liability in whole or in part and notify the Owner, citing the reasons for denial. § 6 If the Surety does not proceed as provided in Section 5 with reasonable promptness, the Surety shalt be deemed to be in default on this Bond seven days after receipt of an additional written notice from the Owner to the Surety demanding that the Surety perform its obligations under this Bond, and the Owner shall be entitled to enforce any remedy available to the Owner. If the Surety proceeds as provided in Section 5.4, and the Owner refuses the payment or the Surety has denied liability, in whole or in part, without further notice the Owner shall be entitled to enforce any remedy available to the Owner. 5-1852lAS 8110 EM 10"T u: § 71f the Surety elects to act under Section 5.1, 5.2 or 5.3, then the responsibilities of the Surety to the Owner shall not be greater than those of the Contractor under the Construction Contract, and the responsibilities of the Owner to the Surety shall not be greater than those of the Owner under the Construction Contract. Subject to the commitment by the Owner to pay the Balance of the Contract Price, the Surety is obligated, without duplication, for .1 the responsibilities of the Contractor for correction of defective work and completion of the. Construction Contract; .2 additional legal, design professional and delay cost.-, resulting from the Contractor's Default, and resulting from the actions or failure to act of tine Surety under Section 5; and .3 liquidated damages, or if no liquidated damages are specified in the Construction Contract, actual damages caused by delayed performance or non-performance of the Contractor. § 8 If the Surety elects to act under Section 5.1, 5.3 or 5.4, the Surety's Iiability is limited to the amount of this Bond. § 9 The Surety shall not be liable to the Owner or others for obligations of the Contractor that are unrelated to the Construction Contract, and the Balance of the Contract Price shall not be reduced or set off on account of any such unrelated obligations. No right of action shall accrue out this Bond to any person or catity other than the Owner or its heirs, executors, administrators, successors and assigns. § 10 The Surety hereby waives notice of any change, including changes of time, to the Construction Contract or to related subcontracts, purchase orders and other obligations. § 11 Any proceeding, legal or equitable, under this Bond may be instituted in any court of competent jurisdiction in the location in which the svork or part of the work is located and shall be instituted within two years after a declaration of Contractor Default or within two years atter the Contractor ceased working or within two years after the Surety refuses or fails to perform its obligations under this Bond, whichever occurs first. If the provisions of this Paragraph are void or prohibited by law, the minimum period of limitation available to sureties as a defense in the jurisdiction of the suit shall be applicable. § 12 Noticv to the Surety, the Owner or the Contractor shall be mailed or delivered to the address shown on the page on which their signature appears. § 13 When this Bond has been furnished to comply with a statutory or other legal requirement in the location where the construction was to be performed, any provision in this Bond conflicting with said statutory or legal requirement shall be deemed deleted herefrom and provisions conforming to such statutory or other legal requirement shall be deemed incorporated herein. When so furnished, the intent is that this Bond shall be construed as a statutory bond and not as a common law'bond. § 14 Definitions § 14.1 Balance of the Contract Price. The total amount payable by the Owner to the Contractor under the Construction Contract after all proper adjustments have been made, including allowance to the Contractor of any amounts received or to be received by the Owner in settlement of insurance or other claims for damages to which the Contractor is entitled, reduced by all valid and proper payments made to or on behalf of the Contractor under the Construction Contract. § 14.2 Construction Contract. The agreement bettiveen the Owner and Contractor identified on the cover page, including all Contract Documents and changes made to the agreement and the Contract Documents. § 14.3 Contractor Default. railure of the Contractor, which has not been remedied or waived, to perform or otherwise to comply with a material term of the Construction Contract. § 14.4 Owner Default Failure of the Owner, which has not been remedied or waived, to pay the Contractor as required under the Construction Contract or to perform and complete or comply with the other material terms of the Construction Contract. § 14.5 Contract Documents. All the documents that comprise the agreement between the Owner and Contractor. § 15 if this Bond is issued for an agreement between a Contractor and subcontractor, the term Contractor in this Bond shall be deemed to be Subcontractor and the term Owner shall be deemed to be Contractor. S-1852/AS 8/10 EM 10"T B § IS Modifications to this bond are as follows: (Space is provided below for additional signatures ofadded parties, other than !hose appearing on the cover page) CONTRACTOR AS PRINCIPAL SURETY Company: (corporate Sea) Company: (Corporate Seal) Signaturc: Name and Title: Address 5-1852/AS 8110 Signature: Name and Title: Address Bond Number: 30224501 Payment Bond CONTRACTOR: (frame, legal status and address) BNBuilders, Inc. 2601 4th Ave., Suite 350 Seattle, WA 98121 Document A312 TM -2010 Conforms with The American Institute of Architects AIA Document 312 OWNER: (Name, legal status and address) City of Tukwila 6200 Southcenter Boulevard Seattle, WA 98188 CONSTRUCTION CONTRACT Date: May 20, 2024 SURETY: (Name, legal status and principal place of business) Western Surety Company 151 N. Franklin St. ,Chicago, IL 60606 Mailing Address for Notices Amount: Three Hundred Ninety-six Thousand Seven Hundred Twenty & 00/100 ($396,720.00) Description: City of Tukwila Maintenance and Engineering East Campus Project (Nance and location) 11231 E. Marginal Way S. Tukwila, WA 98168 BOND Date: July 10, 2024 (Not earlier than Constnrction Contract Date) Amount: Three Hundred Ninety-six Thousand Seven Hundred Twenty & 00/100 ($396,720,00) Modifications to this Bond: ® Mone ® See Section 18 CONTRACTOR AS PRINCIPAL Company: (Corporate Seal) BNBuilders Inc Signature Name and Title: (Any additional signatures appear on the last page of this Payment Bond.) (FOR INFO&VATIONONLY —Maine, address and telephone) AGENT or BROKER: Parker, Smith & Feek 2233 112th Ave NE, Bellevue, WA 98004 (425)709-3600 S-21491AS 8110 SURETY Company: Western Surety Company This document has important legal consequences. Consultation with an attorney Is encouraged with respect to its completion or modiftoatidn. Any singular reference to Contractor, Surety, Owner or other party shaft be considered plural where applicable. (Corporate Seal) Signature " �r Namc Susan B. Larson 4`�trwl�dwrorrrrrnr Attomey-in-Fact p and Title: ..� �� . ............... .. 1. Vz Lot VT........ Via OWNER'S REPRESENTATIVE; �'r� % .; (Architect, Engineer orotherparty.) EM 10"T u: § Hire Contractor and Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to the Owner to pay for labor, materials and equipment furnished for use in the performance of the Construction Contract, which is incorporated herein by reference, subject to the following terms. § 2 If the Contractor promptly makes payment of all sums due to Claimants, and defends, indemnifies and holds harmless the Owner from olaims, demands, liens or suits by any person or entity seeking payment for labor, materials or equipment furnished for use in the performance of the Construction Contract, then the Surety and the Contractor shall have no obligation under this Bond. § 3 If there is no Owner Default under the Construction Contract, the Surety's obligation to the Owner under this Bond shall arise after the Owner has promptly notified the Contractor and the Surety (at the address described in Section 13) of claims, demands, liens or suits against the Owner or the Owner's property by any person or entity seeking payment for labor, materials or equipment famished for use in the performance of the Construction Contract and tendered defense of such claims, demands, liens or suits to the Contractor and the Surety. § 4 When the Owner has satisfied the conditions in Section 3, the Surety shall promptly and at the Surety's expense defend, indemnify and hold harmless the Owner against a duly tendered claim, demand, lien or suit. § 6 The Surety's obligations to a Claimant under this Bond shall arise after the following: § 6.1 Claimants, who do not have a direct contract with the Contractor, .1 have furnished a written notice of non-payment to the Contractor, stating with substantial accuracy the amount claimed and the name of the party to whom the materials were, or equipment was, famished or supplied or for whom the labor was done or performed, within ninety (90) days atter having last performed labor or last furnished materials or equipment included in the Claim; and .2 have sent a Claim to the Surety (at the address described in Section I3). § 6.2 Claimants, who arc employed by or have a direct contract with the Contractor, have sent a Claim to the Surety (at the address described in Section 13). § 6 If a notice of non-payment required by Section 5.1.1 is given by the Owner to the Contractor, that is sufficient to satisfy a Claimant's obligation to furnish a written notice of non-payment under Section 5.1.1. § 7 When a Claimant has satisfied the conditions of Sections 5.1 or 5.2, whichever is applicable, the Surety shall promptly and at the Surety's expense take the following actions: § 7.1 Send an answer to the Claimant, with a copy to the Owner, within sixty (60) days after receipt of the Ciaim, stating the amounts that are undisputed and the basis for challenging any amounts that ane disputed; and § 7.2 Pay or arrange for payment of any undisputed amounts. § 7.3 The Surety's failure to discharge its obligations under Section 7.1 or Section 7.2 shall not be deemed to constitute a waiver of defenses the Surety or Contractor may have or acquire as to a Claim, except as to undisputed amounts for which the Surety and Claimant have reached agreement. If, however, the Surety fails to discharge its obligations under Section 7.1 or Section 7.2, the Surety shall indemnify the Claimant for the reasonable attorney's fees the Claimant incurs thereafter to recover any sums found to be due and owing to the Claimant. § 8 The Surety's total obligation shall not exceed the amount of this Bond, plus the amount of reasonable attorney's fees provided under Section 7.3, and the amount of this Bond shall be credited for any payments made in good faith by the Surety. § 9 Amounts owed by the Owner to the Contractor under the Construction Contract shall be used for the performance of the Construction Contract and to satisfy claims, if any, under any construction performance band. By the Contractor furnishing and the Owner accepting this Bond, they agree that all funds earned by the Contractor in the performance of the Construction Contract are dedicated to satisfy obligations of the Contractor and Surety under this Bond, subject to the Owner's priority to use the funds for the completion of the work. 5-21491A,S 8110 EM 10"T u: § 10 The Surety shall not be liable to the Owner, Claimants or others for obligations of the Contractor that an unrelated to the Construction Contract, The Owner shall not be liable for the payment of any costs or expenses of any Claimant under this Bond, and shall have under this Bond no obligation to make payments to, or give notice on behalf of, Claimants or otherwise have any obligations to Claimants under this Bond. § 11 The Surety hereby waives notice of any change, including changes of time, to the Construction Contract or to related subcontracts, purchase orders and other obligations. § 12 No suit or action shall be commenced by a Claimant under this Bond other than in a court of competent jurisdiction in the state in which the project that is tho subject of the Construction Contract -is located or after the expiration of one year from the date (1) on which the Claimant sent a Claim to the Surety pursuant to Section 5.1.2 or 5.2, or (2) on which the last labor or service was performed by anyone or the last materials or equipment were furnished by anyone under the Construction Contract, whichever of (1) or (2) first occurs. If the provisions of this Paragraph are void or prohibited by law, the minimum period of limitation available to sureties as a defense in the jurisdiction of the suit shall be applicable. § 13 Notice and Claims to the Surety, the Owner or the Contractor shall be mailed or delivered to the address shown on the page on which their signature appears. Actual receipt of notice or Claims, however accomplished, shall be sufficient compliance as of the date received § 14 When this Bond has been firmished to comply with a statutory or other legal requirement in the location where the construction was to be performed, any provision in this Bond conflicting with said statutory or legal requirement shall bo deemed deleted herefrom and provisions conforming to such statutory or other legal requirement shall be deemed incorporated herein. When so furnished, the intent Is that this Bond shall be construed as a statutory bond and not as a common law bond. § 15 Upon request by any person or entity appearing to be a potential beneficiary of this Bond, the Contractor and Owner shall promptly furnish a copy of this Bond or shall permit a copy to be mado. § 16 Definitions § 16.1 Claim. A written statement by the Claimant including at a minimum: .1 the name of the Claimant; .2 the name of the person for whom the labor was done, or materials or equipment fitraished; .3 a copy of the agreement or purchase order pursuantto which labor, materials or equipment was furnished for use in the performance of the Construction Contract; .4 a brief description of the labor, materials or equipment furnished; .6 the date on which the CIaimant last performed labor or last furnished materials or equipment for use in the performance of the Construction Contract; .6 the total amount earned by the Claimant for labor, materials or equipment furnished as of the date of the Claim; .7 the total amount ofprevious payments received by the Claimant; and .8 the total amount due and unpaid to the Claimant for labor, materials or equipment furnished as of the date of the Claim. § 16.2 Claimant. An individual or entity having a direct contract with the Contractor or with a subcontractor of the Contractor to furnish labor, materials or equipment for use in the performance or the Construction Contract. The term Claimant also includes any individual or entity that has rightfully asserted a claim under an applicable mechanic's lien or similar statute against the real property upon which the Project is located. The intent of this Bond shall be to include without limitation in the terms "labor, materials or equipment" that part of water, gas, power, light, heat, oil, gasoline, telephone service or rental equipment used in the Construction Contract, architectural and engineering services required for performance of the work of the Contractor and the Contractor's subcontractors, and all other items for which a meehanies lien may be asserted in the jurisdiction whero the labor, materials or equipment were furnished. § 15.3 Construction Contract. The agreement between the Owner and Contractor identificd on tho cover page, including all Contract Documents and all changes made to the agreement and the Contract Documents. M-14EPTM. IF'T01 EM 10"T u: § 16.4 Owner Default. Failure of the Owner, which has not been remedied or waived, to pay the Contractor as required under the Construction Contract or to perform and complete or comply with the other material terms of the Construction Contract. § 16.5 Contract Documents. All the documents that comprise the agreement between the Owner and Contractor. § 17 If this Bond is issued for an agreement between a Contractor and subcontractor, the term Contractor in this Bond shall be deemed to be Subcontractor and the term Owner shall be deemed to be Contractor. § 18 Modifications to this bond are as follows: (Space 1s provided below for additional signatures of added parties, other than those appearing on the coverpage.) CONTRACTOR AS PRINCIPAL Company: (Corporate Seal) Signature: Name and Address S-21491AS 8110 SURETY Company: Signature: Name and Address (Corporate Seal) Western Surety Company : :. : Ali fla[[.0 . ► _►/ I I il_� WN 0 ILi7 :101 ase 1.8 VMS] l Know All Men By These Presents, That WESTERN SURETY COMPANY, a South Dakota corporation, is a duly organized and existing corporation having its principal office in the City of Sioux Falls, and State of South Dakota, and that it does by virtue of the signature and seal herein affixed hereby make, constitute and appoint Susan B Larson, Deanna M French, Ronald J Lange, Scott Fisher, Elizabeth R Hahn, Jana M Roy, Scott McGilvray, Mindee L Rankin, Roger Kaltenbach, John R Claeys, Guy P Armfield, Nicholas Fredrickson, Scott Garcia, Andrew Kerslake, Derek Sabo, Alec Gumpfer, Katelyn Cooper, Greg Lagreid, Individually, of Bellevue, WA William M Smith, Gregory C Ryerson, Individually, of Portland, OR its true and lawful Attorney(s)-in-Fact with full power and authority hereby conferred to sign, seal and execute far and on its behalfbonds, undertakings and other obligatory instruments of similar nature - In Unlimited Amounts - and to bind it thereby as fully and to the same extent as if such instruments were signed by a duly authorized officer of the corporation and all the acts of said Attorney, pursuant to the authority hereby given, are hereby ratified and confirmed. This Power of Attorney is made and executed pursuant to and by authority of the Authorizing By -Laws and Resolutions printed at the bottom of this page, duly adopted, as indicated, by the shareholders of the corporation. In Witness Whereof, WESTERN SURETY COMPANY has caused these presents to be signed by its Vice President and its corporate seal to be hereto affixed on this 17th day of May, 2024, WESTERN SURETY COMPANY auaEry� 101 ' 2 �„Qf�QQ.9 ` gwfl,<' 'Flz� obi*1,,• S� AV rQ;� Larry Kasten, Vice Presidem State of South Dakota ss County of Minnehaha On this 17th day of May, 2024, before me personally came Larry Kasten, to me known, who, being by me duly sworn, did depose and say: that he resides in the City of Sioux Falls, State of South Dakota; that he is a Vice President of WESTERN SURETY COMPANY described in and which executed the above instrument; that he knows the seal of said corporation; that the seal affixed to the said instrument is such corporate seal; that it was so affixed pursuant to authority given by the Board of Directors of said corporation and that he signed his name thereto pursuant to like authority, and acknowledges same to be the act and deed of said corporation. *9bbbbbbbbbbbb44bbbbbbbbb+ My commission expires A M. BENT i e NOTARY PUBLIC " March 2r„2026 f SOUTH DAKOTAi �bbbbbbbbbbbbbbbbbbbb Nbb • ._..... ....M. Bent,._....�.............. Notary Public CERTIFICATE I, Paula Kolsrud, Assistant Secretary of WESTERN SURETY COMPANY do hereby certify that the Power of Attorney hereinabove set forth is still in force, and further certify that the By -Law and Resolutions of the corporation printed below this certificate are still in force. In testimony whereof I have hereunto subscribed my name and affixed the seal of the said corporation this 10th day of July, 2024. y?4'oRoD WESTERN SURETY COMPANY sw.C� 4,jo'? Paula Kolsrud, Assistant Secretary ri Authorizing By -Laws and Resolutions ADOPTED BY THE SHAREHOLDERS OF WESTERN SURETY COMPANY This Power of Attorney is made and executed pursuant to and by authority of the following By -Law duly adopted by the shareholders of the Company. Section 7. All bonds, policies, undertakings, Powers of Attorney, or other obligations of the corporation shall be executed in the corporate name of the Company by the President, Secretary, and Assistant Secretary, Treasurer, or any Vice President, or by such other officers as the Board of Directors may authorize. The President, any Vice President, Secretary, any Assistant Secretary, or the Treasurer may appoint Attorneys in Fact or agents who shall have authority to issue bonds, policies, or undertakings in the name of the Company. The corporate seal is not necessary for the validity of any bonds, policies, undertakings, Powers of Attorney or other obligations of the corporation. The signature of any such officer and the corporate seal may be printed by facsimile. This Power of Attorney is signed by Larry Kasten, Vice President, who has been authorized pursuant to the above Bylaw to execute power of attorneys on behalf of Western Surety Company. This Power ofAttomey may be signed by digital signature and sealed by a digital or otherwise electronic -formatted corporate seal under and by the authority ofthe following Resolution adopted by the Board of Directors of the Company by unanimous written consent dated the 27' day of April, 2022: "RESOLVED: That it is in the best interest of the Company to periodically ratify and confirm any corporate documents signed by digital signatures and to ratify and confirm the use of a digital or otherwise electronic -formatted corporate seal, each to be considered the act and deed of the Company ” Go to %v"iy„a,","sire i, xom > Owner / Obligee Services > Validate Bond Coverage, if you want to verify bond authenticity. Form F4280.6.2023 Document A312TM - 2010 Bond Number: Conforms with The American Institute of Architects AIA Document 312 30224501 Performance Bond CONTRACTOR: (Name, legal status and address) BNBuilders, Inc. 2601 4th Ave., Suite 350 Seattle, WA 98121 OWNER: (Varue, legal status and address) City of Tukwila 6200 Southcenter Boulevard Seattle, WA 98188 SURETY: (Name, legal staters and principal place of business) Western Surety Company 151 N. Franklin St. Chicago, IL 60606 Mailing Address for Notices CONSTRUCTION CONTRACT Date: May 20, 2024 Amount: -Three Hundred Ninety-six Thousand Seven Hundred Twenty & 00/100 ($396,720.00) Description: City of Tukwila Maintenance and Engineering East Campus Project (Name and location) 11231 E. Marginal Way S. Tukwila, WA 98168 BOND Date: July 10, 2024 (Not earlier than Conrtr uction Contract Date) Amount: Three Hundred Ninety-six Thousand Seven Hundred Twenty & 00/100 ($396,720.00) Modifications to flus Bond: ® None, F1 Sec Section 16 CONTRACTOR AS PRINCIPAL SURETY Company: (Corporate Sea) Company: BNBuilders, Inc. Western Surety Company Signature: t Signature w Name I'll ��Name Susan B. Larson � t „fit„ f"�r� �,..� � and Title: and Title: Attorney -in -Fact (Any additional signatures appear on the lost page of this Performance Bond) (FOR INFO&VA770N ONLY — Name, address and telephone) AGENT or BROKER: Parker, Smith & Feek 2233 112th Ave NE, Bellevue, WA 98004 (425) 709-3600 S-18521AS 8110 OWNER'S REPRESENTATIVE: (Architect, Engineer or other parly.) EX1110T u: This document has Important legal consequences. Consultation with an attorney Is encouraged with respect to Its completion or modification. Any singular reference to Contractor, Surety, Owner or other party shall be considered plural where applicable. (Corporate Seal) EM 10"T u: § 1 Tho Contractor and Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to the Owner for the performance of the Construction Contract, which is incorporated herein by reference. § 2 If the Contractor performs the Construction Contract, the Surety and the Contractor shall have no obligation under this Bond, except when applicable to participate in a conference as provided in Section 3. § 3 If there is no Owner Default under the Construction Contract, the Surety's obligation under this Bond shall arise after .1 the Owner first provides notice to the Contractor and the Surety that the Owner is considering declaring a Contractor Default. Such notice shall indicate whether the Owner is requesting a conference among the Owner, Contractor and Surety to discuss the Contractor's performance. If the Owner does not request a conference, the Surety may, within five (5) business days after receipt of the Owner's notice, request such a conference. If the Surety timely requests a conference, the Owner shall attend. Unless the Owner agrees otherwise, any conference requested under this Section 3.1 shall be held within ten (10) business days of the Surety's receipt of the Owner's notice. If the Owner, the Contractor and the Surety agree, the Contractor shall be allowed a reasonable time to perform the Construction Contract, but such an agreement shall not waive the Owner's right, if any, subsequently to declare a Contractor Default; .2 the Owner declares a Contractor Default, terminates the Construction Contract and notifies the Surety; and .3 the Owner has agreed to pay the Balance of the Contract Price in accordance with the terms orthe Construction Contract to the Surety or to a contractor selected to perform the Construction Contract. § 4 Failure on the part of the Owner to comply with the notice requirement in Section 3.1 shall not constitute a failure to comply with a condition precedent to the Surety's obligations, or release the Surety from its obligations, except to the extent the Surety demonstrates actual prejudice. § 5 When the Owner has satisfied the conditions of Section 3, the Surety shall promptly and at the Surety's expense take one of the following actions: § 5.1 Arrange for the Contractor, with the consent of the Owner, to perform and complete the Construction Contract; § 5.2 Undertake to perform and complete the Construction Contract itself, through its agents or independent contractors; § 5.3 Obtain bids or negotiated proposals rrom qualified contractors acceptable to the Owner for a contract for performance and completion of the Construction Contract, arrange for a contract to be prepared for execution by the Owner and a contractor selected with the Owner's concurrence, to be secured with performance and payment bonds executed by a qualified surety equivalent to the bonds issued on the Construction Contract, and pay to the Owner the amount of damages as described in Section 7 in excess of the Balance of the Contract Price incurred by the Owner as a result of The Contractor Default; or § 5.4 Waive its right to perfonn and complete, arrange for completion, or obtain a now contractor and with reasonable promptness under the circumstances: .1 After investigation, determine the amount for which it may be liable to the Owner and, as soon as practicable after the amount is determined, make payment to the (honer, or .2 Deny liability in whole or in part and notify the Owner, citing the reasons for denial. § 8 If the Surety does not proceed as provided in Section 5 with reasonable promptness, the Surety shalt be deemed to be in default on this Bond seven days atter receipt of an additional written notice from the Owner to the Surety demanding that the Surety perform its obligations under this Bond, and the Owner shall be entitled to enforce any remedy available to the Owner. If the Surety proceeds as provided in Section 5.4, and the Owner refiscs the payment or the Surety has denied liability, in whole or in part, without further notice the Owner shall be entitled to enrorce any remedy available to the Owner. S-1852/AS 8/10 EM 10"T u: § T If the Surety elects to ant under Section 5.1, 5.2 or 5.3, then the responsibilities of the Surety to the Owner shall not be greater than those of the Contractor under the Construction Contract, and the responsibilities of the Owner to the Surety shall not be greater than those of the Owner under the Construction Contract. Subject to the commitment by the Owner to pay the Balance of the Contract Price, the Surety is obligated, without duplication, for .1 the responsibilities of the Contractor for correction of defective work and completion of the. Construction Contract; .2 additional legal, design professional and delay costs resulting from the Contractor's Default, and resulting from the actions or failure to act of die Surety under Section 5; and .3 liquidated damages, or if no liquidated damages are specified in the Construction Contract, actual damages caused by delayed performance or non-performance of the Contractor. § 8 If the Surety elects to act under Section 5.1, 5.3 or 5.4, the Surety's liability is limited to the amount of this Bond. § 9 The Surety shall not be liable to the Owner or others for obligations of the Contractor that arc unrelated to the Construction Contract, and the Balance of the Contract Price shall not be reduced or set off on account of any such unrelated obligations. No right of action shall accrue on this Bond to tiny person or entity other than the Owner or its heirs, executors, administrators, successors and assigns. § 10 The Surety hereby waives notice of any change, including changes of time, to the Construction Contract or to related subcontracts, purchase orders and other obligations. § 11 Any proceeding, legal or equitable, under this Bond may be instituted in any court of competent jurisdiction in the location in which the worker part of the work is located and shall be instituted within two years after a declaration of Contractor Default or within two years after the Contractor ceased working or within two years after the Surety refuses or fails to perform its obligations under this Bond, whichever occurs first. If the provisions of this Paragraph are void or prohibited by law, the minimum period of limitation available to sureties as a defense in the jurisdiction of the suit shall be applicable. § 12 Notice to the Surety, the Owner or the Contractor shall be mailed or delivered to the address shown on the page on which their signature appears. § 13 When this Bond has been furnished to comply with a statutory or other legal requirement in the location where the construction was to be performed, any provision in this Bond conflicting with said statutory or legal requirement shall be deemed deleted herefrom and provisions conforming to such statutory or other legal requirement shall be deemed incorporated herein. When so furnished, the intent is that this Bond shall be construed as a statutory bond and not as a common taw bond. § 14 Definitions § 14.1 Balance of the Contract Price. no total amount payable by the Owner to the Contractor under the Construction Contract after all proper adjustments have been made, including allowance to the Contractor of any amounts received or to be received by the Owner in settlement of insurance or other claims for damages to which the Contractor is entitled, reduced by all valid and proper payments made to or on behal f of the Contractor under the Construction Contract. § 14.2 Construction Contract. The agreement between the Owner and Contractor identified on the cover page, including all Contract Documents and changes made to the agreement and the Contract Documents. § 14.3 Contractor Default. Failure of the Contractor, which has not been remedied or waived, to perform or otherwise to comply with a material term of the Construction Contract. § 14.4 Owner Default. Failure of the Owner, which has not been remedied or waived, to pay the Contractor as required under the Construction Contract or to perform and complete or comply with the other material terms of the Construction Contract. § 14.5 Contract Documents. All the documents that comprise the agreement between the Owner and Contractor. § 15 if this Bond is issued for an agreement between a Contractor and subcontractor, the term Contractor in this Bond shall be deemed to be Subcontractor and the term Owner shall be deemed to be Contractor. SA852/AS 8110 § IS Modifications; to this bond are as. follows: (Space isprovided below for additional signatures ofaddedparfies, other than those appearing on the rover page.) CONTRACTOR AS PRINCIPAL Company: (Corporate Seal) Signature: Name and Title: Address 5-1 8521AS 8110 SURETY Company: Signature: — Name and Title: Address EM 10"T B (Corporate Seal) Bond Number: 30224501 Payment Bond CONTRACTOR: (Maine, legal status and address) BNBuilders, Inc. 2601 4th Ave., Suite 350 Seattle, WA 98121 Document A312 TM -2010 Conforms with The American Institute of Architects AIA Document 312 OWNER: (Mame, legal status and address) City of Tukwila 6200 Southcenter Boulevard Seattle, WA 98188 CONSTRUCTION CONTRACT Date: May 20, 2024 SURETY: (Name, legal status and principal place of business) Western Surety Company 151 N. Franklin St. Chicago, IL 60606 Mailing Address for Notices Amount: Three Hundred Ninety-six Thousand Seven Hundred Twenty & 00/100 ($396,720.00) Description: City of Tukwila Maintenance and Engineering East Campus Project (Nance and location) 11231 E. Marginal Way S. Tukwila, WA 98168 BOND Date: July 10, 2024 (,trot earlier than Construction Contract Date) Amount: Three Hundred Ninety-six Thousand Seven Hundred Twenty & 00/100 ($396,720.00) Modifications to this Bond: ®AFone F] See Secdon 18 CONTRACTOR AS PRINCIPAL Company: (Corporate Seal) BNBuilders, Ind Signature: Name J ^t��,.d "� w 0 and Title: (Any additional signatures appear on the last page ofthis Payment Bond.) (FOR INFORUA7701V ONLY —Name, address and telephone) AGENT or BROKER: Parker, Smith & Feek 2233 112th Ave NE, Bellevue, WA 98004 (425) 709-3600 S-21491AS 8110 SURETY Company: Western Surety Company Namc Susan B. Larson and Title: Attorney -in -Fact OWNER'S REPRESENTATIVE: (Architect, Engineer or other party.) This document has important legal consequences. Consultation with an attorney Is encouraged with respect to its completion or modification. Any singular reference to Contractor, Surety, Owner or other party shalt be considered plural where applicable. (Corporate Seal) ttlW�l�ta�► y��A Raiz tartturut�'� EM 10"T u: § 1 The Contractor and Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to the Owner to pay far labor, materials and equipment furnished for use in the performance of the Construction Contract, which is incorporated herein by reference, subject to the following terms. § 2 If the Contractor promptly makes payment of all sums due to Claimants, and defends, indemnifies and holds harmless the Owner from claims, demands, liens or suits by any person or entity seeking payment for labor, materials or equipment furnished for use in the performance of the Construction Contract, then the Surety and the Contractor shall have no obligation under this Bond. § 3 If there is no Owner Default under the Construction Contract, the Surety's obligation to the Owner under this Bond shall arise after the Owner has promptly notified the Contractor and the Surety (at the address described in Section 13) of claims, demands, liens or suits against the Owner or the Owner's property by any person or entity seeking payment for labor, materials or equipment furnished for use in the performance of the Construction Contract and tcndcmd defense of such claims, demands, liens or suits to the Contractor and the. Surety. § 4 When the Owner has satisfied the conditions in Section 3, the Surety shall promptly and at the Surety`s expense defend, indemnify and hold harmless the Owner against a duly tendered claim, demand, lien or suit. § 6 The Surety's obligations to a Claimant under this Bond shall arise after the following: § 6.1 Claimants, who do not have a direct contract with the Contractor, .1 have furnished a written notice of non-payment to the Contractor, stating with substantial accuracy the amount claimed and the name of the party to whom the materials were, or equipment was, furnished or supplied or forwhom the labor was done or performed, within ninety (90) days after having last performed labor or last furnished materials or equipment included in the Claim; and .2 have sent a Claim to the Surety (at the address described in Section 13). § 6.2 Claimants, who are employed by or have a direct contract with the Contractor, have sent a Claim to the Surety (at the address described in Section 13). § 6 If a notice of non-payment required by Section 5.1.1 is given by the Owner to the Contractor, that is sufficient to satisfy a Claimant's obligation to furnish a written notice of non-payment under Section 5.1.1. § 7 When a Claimant has satisfied the conditions of Sections 5.1 or 5.2, whichever is applicable, the Surety shall promptly and at the Surety's expense take the following actions: § 7.1 Send an answer to the Claimant, with a copy to the Owner, within sixty (60) days after receipt of the Claim, stating the amounts that arc undisputed and the basis for challenging any amounts that are disputed; and § 7.2 Pay or arrange for payment of any undisputed amounts. § 7.3 The Surety's failure to discharge its obligations under Section 7.1 or Section 7.2 shall not be deemed to constitute a waiver of defenses the Surety or Contractor may have or acquire as to a Claim, except as to undisputed amounts for which the Surety and Claimant have reached agreement. If, however, the Surety fails to discharge its obligations under Section 7.1 or Section 7.2, the Surety shall indemnify the Claimant for the reasonable attorney's fees the Claimant incurs thereafter to recover any sums found to be due and owing to the Claimant. § 8 The Surety's total obligation shall not exceed the amount of this Bond, plus the amount of reasonable attorney's fees provided under Section 7.3, and the amount of this Bond shall be credited for any payments made in goal faith by the Surety. § 9 Amounts owed by the Owner to the Contractor under the Construction Contract shall be used for the performance of the Construction Contract and to satisfy claims, if any, under any construction performance bond. By the Contractor furnishing and the Owner accepting this Bond, they agree that all funds earned by the Contractor in the performance of the Construction Contract are dedicated to satisfy obligations of the Contractor and Surety under this Bond, subject to the Owner's priority to use the funds for the completion of the work. . S-21491AS 8110 § 10 The Surety shall not be liable to the Owner, Claimants or others for obligations of the Contractor that arc unrelated to the Construction Contract. The Owner shall not be liable for the payment of any costs or expenses of any Claimant under this Bond, and shall have under this Bond no obligation to make payments to, or give notice on behalf of, Claimants or otherwise have any obligations to Claimants under this Bond. § 11 The Surety hereby waives notice of any change, including changes of time, to the Construction Contract or to related subcontracts, purchase orders and other obligations. § 12 No suit or action shall be commenced by a Claimant under this Bond other than in a court of competent jurisdiction in the state in which the project that is the subject of the Construction Coutract•is located or after the expiration of one year from the date (1) on which the Claimant sent a Claim to the Surety pursuant to Section 5.1.2 or 5.2, or (2) on which the last labor or service was performed by anyone or the last materials or equipment were furnished by anyone under the Construction Contract, whichever of (1) or (2) first occurs. If the provisions of this Paragraph are void or prohibited by law, the minimum period of limitation available to sureties as a defense in the jurisdiction of the suit shall be applicable. § 13 Notice and Claims to the Surety, the Owner or the Contractor shall be mailed or delivered to the address shown on the page on which their signature appears. Actual receipt of notice or Claims, however accomplished, shall be sufficient compliance as of the date received. § 14 When this Bond has been famished to comply with a statutory or other legal requirement in the location where the construction was to be performed, any provision in this Bond conflicting with said statutory or legal requirement shall be deemed deleted here&om and provisions conforming to such statutory or other legal requirement shalt be deemed incorporated herein. When so fiimished, the intent is that this Bond shall be construed as a statutory bond and not as a common law bond. § 15 Upon request by any person or entity appearing to be a potential beneficiary of this Bond, the Contractor and Owner shall promptly furnish a copy of this Bond or sh all permit a copy to be made. § 16 Definitions § 16.1 Claim. A written statement by the Claimant including at a minimum: .1 the name of the Claimant; .2 the name of the person for whom the labor was done, or materials or equipment furnished; .3 a copy of the agreement or purchase order pursuantIo which labor, materials or equipment was furnished for use in the performance of the Construction Contract; A a brief description of the labor, materials or equipment furnished; .6 the date on which the Claimant last performed labor or last furnished materials or equipment for use in the performance of the Construction Contract; .6 the total amount tamed by the Claimant for labor, materials or equipment famished as of the date of the Claim; .7 the total amount ofprevious payments received by the Claimant; and .8 the total amount due and unpaid to the Claimant for labor, materials or equipment furnished as of the date of the Claim. § 16.2 Claimant. An individual or entity having a direct contract with the Contractor or with a subcontractor of the Contractor to furnish labor, materials or equipment for use in the performance of the Construction Contract. no term Claimant also includes any individual or entity that has rightfully asserted a claim under an applicable mechanic's lion or similar statute against the real property upon which the Project is located. The intent of this Bond shall be to include without limitation in the terms "labor, materials or equipment" that part of water, gas, power, light, heat, oil, gasoline, telephone service or rental equipment used in the Construction Contract, architectural and engineering services required for performance of the work of the Contractor and the contractor's subcontractors, and all other items for which a mechanic's lien may be asserted in the jurisdiction where the labor, materials or equipment were famished. § 16.3 Construction Contract. The agreement between the Owner and Contractor identified on the cover page, including all Contract Documents and all changes made to the agreement and the Contract Documents. S-214WAS 8110 EM 10"T u: § 16.4 Owner Default. Failure of the Owner, which has not been remedied or waived, to pay the Contractor as required under tho Construction Contract or to perform and complete or comply with the other material terms of the Construction Contract. § 16.5 Contract Documents. All the doctunents that comprise the agreement between the Owner and Contractor. § 171f this Bond is issued for an agreement between a Contractor and subcontractor, tate term Contractor in this Bond shall be deemed to be Subcontractor and the term Owner shall be deemed to be Contractor. § 18 Modifications to this bond are as follows: (Space is provided below for additional signatures of added parties, other than those appearing on the cover page.) CONTRACTOR AS PRINCIPAL SURETY Company: (Corporate Seal) Company: Signature: Name and Title: Address S-21491AS 8110 Signature,- Name ignature:Name and Title: Address (Corporate Sea!) Western Surety Company POWER OF ATTORNEY APPOINTING INDIVIDUAL ATTORNEY-IN-FACT Know All Men By These Presents, That WESTERN SURETY COMPANY, a South Dakota corporation, is a duty organized and existing corporation having its principal office in the City of Sioux Falls, and State of South Dakota, and that it does by virtue of the signature and seal herein affixed hereby make, constitute and appoint Susan B Larson, Deanna M French, Ronald J Lange, Scott Fisher, Elizabeth R Rahn, Jana M Roy, Scott McGilvray, Mindee L Rankin, Roger Kaltenbach, John R Claeys, Guy P Armfield, Nicholas Fredrickson, Scott Garcia, Andrew Kerslake, Derek Sabo, Alec Gumpfer, Katelyn Cooper, Greg Lagreid, Individually, of Bellevue, WA William M Smith, Gregory C Ryerson, Individually, of Portland, OR its true and lawful Attorncy(s)-in-Fast with full power and authority hereby conferred to sign, seal and execute for and on its behalfbonds, undertakings and other obligatory instruments of similar nature - In Unlimited Amounts - and to bind it thereby as fully and to the same extent as if such instruments were signed by a duly authorized officer of the corporation and all the acts of said Attorney, pursuant to the authority hereby given, are hereby ratified and confirmed. This Power of Attorney is made and executed pursuant to and by authority of the Authorizing By -Laws and Resolutions printed at the bottom of this page, duly adopted, as indicated, by the shareholders of the corporation. In Witness Whereof, WESTERN SURETY COMPANY has caused these presents to be signed by its Vice President and its corporate seal to be hereto affixed on this l7th day of May, 2024. �sET' WESTERN SURETY COMPANY 'tigEA�f*� L Kasten VicePresidern s��o State of South Dakota ss County of Minnehaha On this 17th day of May, 2024, before me personally came Larry Kasten, to me known, who, being by me duly sworn, did depose and say: that he resides in the City of Sioux Falls, State of South Dakota; that he is a Vice President of WESTERN SURETY COMPANY described in and which executed the above instrument; that he knows the seal of said corporation; that the seal affixed to the said instrument is such corporate seal; that it was so affixed pursuant to authority given by the Board of Directors of said corporation and that he signed his name thereto pursuant to like authority, and acknowledges same to be the act and deed of said corporation. {44444bbbbb4b4444bb4bb4bb{ My commission expires ; M. BENT rNOTARY PUBLIC $ March 2 2026 . SOUTH DAKOTA. �b4b4444b444bbb4bbbbbbb4� .................... Ww .W W ... ... M. Bent, �Notary Public CERTIFICATE I, Paula Kolsrud, Assistant Secretary of WESTERN SURETY COMPANY do hereby certify that the Power of Attorney hereinabove set forth is still in force, and further certify that the By -Law and Resolutions of the corporation printed below this certificate are still in force. In testimony whereof I have hereunto subscribed my name and affixed the seal of the said corporation this I Oth day of July, 2024. .w y Etr�0 WESTERN SURETY COMPANY �iW16 �1Zg Paula Kolsrud, Assistant Secretary Authorizing By -Laws and Resolutions ADOPTED BY THE SHAREHOLDERS OF WESTERN SURETY COMPANY This Power of Attorney is made and executed pursuant to and by authority of the following By -Law duly adopted by the shareholders of the Company. Section 7. All bonds, policies, undertakings, Powers of Attorney, or other obligations of the corporation shall be executed in the corporate name of the Company by the President, Secretary, and Assistant Secretary, Treasurer, or any Vice President, or by such other officers as the Board of Directors may authorize. The President, any Vice President, Secretary, any Assistant Secretary, or the Treasurer may appoint Attorneys in Fact or agents who shall have authority to issue bonds, policies, or undertakings in the name of the Company. The corporate seal is not necessary for the validity of any bonds, policies, undertakings, Powers of Attorney or other obligations o£ the corporation. The signature of any such officer and the corporate seal may be printed by facsimile. This Power of Attorney is signed by Larry Kasten, Vice President, who has been authorized pursuant to the above Bylaw to execute power of attorneys on behalf of Wcstem Surety Company. This Power of Attorney may be signed by digital signature and sealed by a digital or otherwise electronicformatted corporate seal underand by the authority of the following Resolution adopted by the Board of Directors of the Company by unanimous written consent dated the 2r day of April, 2022: "RESOLVED: That it is in the best interest of the Company to periodically ratify and confirm any corporate documents signed by digital signatures and to ratify and confirm the use of a digital or otherwise electronic -formatted corporate seal, each to be considered the act and deed of the Company " Go to www h n a yyre.twxos.n > Owner / Obligee Services > Validate Bond Coverage, ifyou want to verify bond authenticity. Farm F4280-8.2023 •, �•ry EM M CERTIFICATE OF LIABILITY INSURANCE ll,, O T ,(MM/DD/YYYY) 05/13/2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. 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). PRODUCER CONTACT NAME: Parker, Smith & Feek Insurance, LLC. 2233 112th Avenue NE Bellevue, WA 98004 PHONE425 709 3600 FAX 425 709 7460 A/C No Ext): A/C, No E-MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # TB2645445827014 INSURERA: Liberty Mutual Insurance Co. 03/01/2025 EACH OCCURRENCE INSURED BNBuilders, Inc. 2601 4th Avenue, Suite 350 INSURER B : LM Insurance Corporation 300,000 INSURER C : Indian Harbor Insurance Company COMMERCIAL GENERAL LIABILITY INSURER D Seattle, WA 98121 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF MM/DD/YYYY POLICY EXP MM/DD/YYYY LIMITS A GENERAL LIABILITY TB2645445827014 03/01/2024 03/01/2025 EACH OCCURRENCE $ 2,000,000 DAMAGES ( RENTED 300,000 COMMERCIAL GENERAL LIABILITY CLAIMS -MADE lxl OCCUR MED EXP (Any one person) $ 10,000 PERSONAL & ADV INJURY $ 2,000,000 GENERAL AGGREGATE $ 4,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 4,000,000 POLICY K PRO K LOC $ A AUTOMOBILE LIABILITY AS2645445827024 03/01/2024 03/01/2025 Ea acccidentSINGLE LIMIT $ 2,000,000 BODILY INJURY (Per person) $ ANY AUTO X ALL OWNED SCHEDULED AUTOSAUTOS BODILY INJURY (Per accident) $ PROPERTY DAMAGE Per accident $ NON -OWNED HIRED AUTOS AUTOS UMBRELLA LIAB OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LAB CLAIMS -MADE DED RETENTION $ $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y/ N ANY PROPRIETOR/PARTNER/EXECUTIVE WC5645445827034 CA, OR, MT, CO, UT, WA 03/01/2024 03/01/2025 X WC STATU-x OTH- TORY LIMITS ER E.L. EACH ACCIDENT $ 1 ,00,000 OFFICER/MEMBER EXCLUDED? ❑ (Mandatory in NH) N / A Stop Gap E.L. DISEASE - EA EMPLOYEE $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT 1,000,000 $ C Professional Liability CE0742009710 03/01/2024 03/01/2025 $2,000,000 each claim / $2,000,000 aggregate DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) BNB Job No.: 123028.000; Project Name: City of Tukwila Maintenance and Engineering East Campus; Project Location: 11231 E Marginal Way S., Tukwila, WA 98168. City of Tukwila is an additional insured on the general liability and automobile policies per the attached endorsements/forms... (See Attached Description) CERTIFICATE HOLDER CANCELLATION City of Tukwila 6200 Southcenter Boulevard Tukwila, WA 98188 ACORD 25 (2010/05) 1 &9 SII 1111::1: Waslllniiirnqoirn SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE HE © 1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD mmm DESCRIPTIONS (Continued from Page 1) EXHIBIT IB Coverage is primary and non-contributory on the general liability and automobile policies per the attached endorsements/forms. 2 of 9 Slllbt:", 1111::1: Waslln inq oirn (IIIVCA00) THS EPJXRSEPAW CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OV%MRS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS COIVINERCIAL GENERAL LJABILITY COVERAGE PART _.t:«ll=•'` �� =t=• � •'.i• • _� ••s ire•;- •r •• r_. - • - •• - - • _• - to • • - •r_ • a 1.7 . a• •�• _• MIIIIIIIIIII Thsa cici aratis®BnA3d bytm LIBERTY NURIAL FIRE INSlAMNCE CONPAW Prerrkm I Eftecilue Qeile Exaralla Dab FQaUad..o IDPaicyNn A ck Bis Ise ed Tc of 9 SIPC IIII:)!. Waslifillirmtoin (111KA00) Page : of i Ck;yjrkM IrsuwmSenAaesOliae; Ire, 30M OC 20371001 ❑ 4 of 9 SIPC IIII1! Waslifillirmtoin QIIII OOD THS EPJXRSEPAW CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OV%MRS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANZATION COIVNERCIAL GENERAL LJAB U Y COVERAGE PART SCHEDULE •• r_. 74 • - 2••tz, - 2 IL - • - • a•T - • �•a« • • • • - • • a« • - • • • • • •• • ••� • - •- - •- • �•: • - _•• • a•, - • • • -• • - - CG 2D101001 ®ISO Prg3eries, Inc, 20M Page 1 of i 5 of 9 SIPC IIII:)!. Waslifillirmtoin (111KA00) .. . . . - ;AA ..�« Thso cici aratiseeenA3d bytm LIBERTY NURIAL FIRE INSlAMNCE CONPAW Prerrim S Etfednie Daft FQatladvim bPaicyNn Amit Baas Ismad Ta page iofi Exarmlla DalB Sales Oliae and Nn ®ISO Pmp Nllesr Inr., 20M End Serial Nn OG 2D101OOl ❑ of 9 SIPC IIII:)!. Washilirmtoin (111KA00) COMMERCIAL GENERAL LIABILITY CG 20 01 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance Condition and supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and CG 20 01 04 13 (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. © Insurance Services Office, Inc., 2012 Page 1 of 1 7 of.-.) Slll b(:", 1111::1: Waslln ingk)irn (IIIVCA00) Policy Number: issued bi,,iberty MUtUal Fire ITisurance Co. INIFF 11E=�tlr With respect to coverage provided by thils endorsement. the provisions of the Coverage Form applyunle-0 modified by this endorsement, I Name of Persoini(s) or Organizationsis); Any person or +,:irrpnization as rec:juired into pria r to an , occairrence or oft ense. by LqrittOrl cOritract or agreemenL entivrerJ W i I W .. w a . 4 . i The following is added to the Oth* r Insurance Condition: if you have agreed in a whiften agreement that this policy will be primary, and without right of contributi from any insurance in force, fair an Additionall Insured for liability, arising out of your operations. and t' aigreement was executed prior to thiei "bodily injury" or "property damage"', then this insurance wil,11 pr ima�r I y and we will not seek icaintribution from such insuraince. AC 04 23 0811 r 2010, Liberty Mutual Group of Companies. All rights reserved. Page 1 Includes copyrightedimaterial of Insurance Ser0ces Office. Inc.. with iits permission. 1 THIS PAGE INTENTIONALLY LEFT BLANK B of 144 Sll:::'(', 1111[l: Wasllhiinqk)in 11:131NIBUINC ($1MV00) EXHIBIT C — COST ALLOCATION MATRIX REVISED 11-10-23 Matrix of Fee, Specified General Conditions: As an aid to understanding which costs are covered by Fee, Specified General Conditions, Negotiated Support Services or Cost of Work (MACC), the following matrix has been prepared. ITEM FEE SPECIFIED GENERAL CONDITIONS NEGOTIATED SUPPORT SERVICES COST OF WORK (MACC) Negotiated Support Services X GCCM Performance & Payment Bonds X GCCM Liability Insurance X Insurance Provided by Subcontractors X Performance & Payment Bonds & Bid Bonds Provided by Subcontractors X Builder's Risk Insurance (will be provided by the Owner Builder's Risk Insurance Deductible X GCCM Management of: General Conditions - Performance X Review of Contract Documents & Field Conditions X Supervision and Construction Procedures X General Conditions — Permits (excluding building permit), Fees & Notices X GCCM Management — Prevailing Wages X All costs associated with payments for construction phase services X GCCM Management of: General Conditions Payments & Completion X Retainage Bonds & Escrow Fees X Liquidated Damages X Costs Not To Be Reimbursed X Agreement & General Conditions — Dispute Resolution & Claims X Mediation X GCCM Management of General Conditions — Miscellaneous Provisions X GCCM — Negotiations for scope of work and GMP contract amounts X Use or similar taxes, B&O Taxes, Income Taxes X Special Conditions—Allowances X Award of Subcontracts — Subcontractual Relations X Management & Coordination of Changes X Costs to replace damaged, defective, or non- conforming work X Cost Accounting X Progress Payments — Payments & Completion X Subcontracting, including bidding, administration, & coordination Administration X Project Information X Project Information by Subcontractors X City of Tukwila — Maintenance & Engineering East Campus Project EXHIBIT C — COST ALLOCATION MATRIX REVISED 11-10-23 ITEM SPECIFIED FEE GENERAL CONDITIONS NEGOTIATED SUPPORT SERVICES COST OF WORK (MACC) Management of Subcontractor Permits and Fees X Permits, Fees & Notices - GCCM X Permits, Fees & Notices - Subcontractors X Specified General Conditions X Fee X Supplementary Conditions X Administration X Protection of Persons & Property Health & Safety Requirements X Compliance with Wage Rates X Health & Safety Requirements X Management of Hazmat Abatement Subcontractor's Scope X Hazmat Abatement X Applications for Payments X Project Coordination X Meetings and Minutes other than Preconstruction X Project Management Communications X Photographic Documentation X Schedules and Reports X Submittal Administration X Certificate of Compliance X Certification of No Hazardous Materials X GCCM Management of Alteration Project Procedures X GCCM Quality Control and Assurance X Testing and Inspection Services — Provided by Contractor X Testing and Inspection Services—Contractor Coordination Responsibility X Temporary Utilities X Temporary Electricity X Temporary Lighting X Temporary Controls — Barriers X Temporary Controls — Fencing X Temporary Controls — Water Control X Temporary Controls — Dust Control X Temporary Controls — Pollution Control X Temporary Controls — Exterior Enclosures X Temporary Controls — Interior Enclosures X Temporary Controls — Protection of Installed Work X Temporary Controls — Protection of Existing Finishes X Temporary Controls — Vegetation Damage Control X Temporary Controls — Security X Temporary Controls — Traffic Control X Temporary Controls — Access Roads & Staging Areas X Temporary Controls — Parking X City of Tukwila — Maintenance & Engineering East Campus Project EXHIBIT C — COST ALLOCATION MATRIX REVISED 11-10-23 ITEM FEE SPECIFIED GENERAL CONDITIONS NEGOTIATED SUPPORT SERVICES COST OF WORK (MACC) Temporary Controls — Progress Cleaning as part of subcontractor work scope X Progress Cleaning (see A133 6.5.3) X Temporary Controls — Street Cleaning X Temporary Controls — Project Sign(s) X Temporary Controls — Field Office and Sheds X Temporary Controls — Temp, Vertical Transportation X Temporary Controls — Removal of Utilities, Facilities X Maintenance of Traffic X Environmental Protection X GCCM Management of: Materials & Equipment X Materials and Equipment X GCCM Management of: Approval For Substitutions & Product Options X Substitutions — Modifications to the work by Substitutions X Substitutions — Redesign costs X GCCM Management of: Delivery, Storage and Handling X Delivery, Storage and Handling X Construction Layout—Quality Control X Construction Layout —Survey Reference Points X Construction Layout — Establish control points X Construction Layout —Record benchmarks and dimensions X Construction Layout — Surveying for work installation X Construction Layout — Re-establish control points X Utility Location Requirements X GCCM Management of: Cutting & Paving X GCCM Management of: Cleaning X Cleaning—Cleaning Materials and Equipment X Progress Cleaning CleaningU X Construction Waste management X Removal of Rubbish & Debris from Site X Cleaning — Dust Control Street Cleaning X Cleaning — Closeout Cleaning X GCCM Management of: Indoor Air Quality - HVAC X Contract Closeout X GCCM Management of: Warranties and Bonds X GCCM Management of: Operating and Maintenance X GCCM Management of: Project Record Documents X GCCM Management, Coordination and Participation of Commissioning X Systems Commissioning Participation X Apprenticeship Participation —Apprenticeship Plan & Quarterly Reporting by the GCCM X City of Tukwila — Maintenance & Engineering East Campus Project EXHIBIT D — LIST OF INITIAL INFORMATION DOCUMENTS AVAILABLE REVISED 03-05-24 List of Project documents that establishes Owner's Program, Project characteristics, Geotech reports, Surveys, etc. Files provided to Contractor (BNB) via Sharepoint folder link from Architect (Miller Hayashi). EXHIBIT D - LIST OF INITIAL DOCUMENTS Site Survey Existing F&F Building As -Built Drawings provided by Owner Draft Geotechnical Report — Sept 27, 2023 Hazmat Reports — F&F Building, prepared by PBS, dated February 27, 2020 11231 E Marginal Way S eastparcel),Good Faith Letter, prepared by NOVO dated August 29 2023 Phase I Environmental Site Assessment, prepared by Sound Earth Strategies, dated May 8, 2018 Phase II Environmental Site Assessment, prepared by Sound Earth Strategies, dated August 29, 2018 Shoreline and Critical Areas Waiver Memo Compliance, prepared by Herrera, dated August 30, 2023 Shoreline Relief Request, prepared by The Watershed Company, dated March 25, 2021 Existing Modular As Built Set Sewer Video Inspections Sound Transit Easement document Chinook Winds Trail Easement document Seattle City Light Easement document SD Program Summary, updated SD Progress Plans, dated SD Campus Plan, dated Test -to -Fit Concept Site Plan Test -to -Fit Shoreline Restoration Concept Section 100% SD drawings, outline spec, narratives, and latest Program Summary Tukwila M&E East Campus Project Schematic Design Estimate Rev4 - December 20, 2023 Tukwila Public Works M&E East Campus — VE Log — updated 2/26/2024 City of Tukwila — Maintenance & Engineering East Campus Project EM HBuu u::::::... Hoii..idy Rates for NSS u.....Uoudy Empbyees u 11ders CONFIDENTIAL LAROR RATE TARI.F SEATTLE OFFICE EFFECTIVE TIJROUGII: 6/l/21,23 Reg. I Se 22 IN Cap yus For""- - Sr ._..CARPFS 10900.__.. 13500.__.. 177.00 Carp -t.., Forwnan CARP F 107 00 105 00 171.00 Carpuwr Joumcvman -Lcad CARPLD 10200 13100 167.00 Carp nt, Jowncvman CARP 101 00 __.. ._.. 129 Oil .. ._.. 165.00 Carp,00�, App ialtocc CARP A 9400 123 00 157.00 D-11 Forcnrur.- Sr DWFF2 10400 135 00 176.00 D—all Fowman DWFF 107 00 135 00 171.00 D—all Jouurcvman-Lcad DFL 10400 __.. 13300 __.. 167.00 D—all JaumcN-man DWF __.DWFA 10] ()it ._.. 128 ()it 165.00 D—all Apprendcn 9400 12300._.. 15700 Lab—, S ......LAB SF 10700.__.. 1390u .__.. 177.00 Lobo ci Foicman. LAB F 9400.__.. 11600.__.. 141.00 Lob—, Joumcvman - Lcad LAB LD 87 00 109 OU 137.00 Laboci Joumcvman LAB %500.__.. 10600.__.. 134.00 Lobo ci App—t—.__.LABA 7700.__.. 10200.__.. 129 ()it Night Shift CarpatctFmcman - Si CARP FS 11600 14700 1%4.00 Carpanty Fmcman CARP IIIO0 14300 1%1.00 Carp [tJoumcaman-Lcad CARPLD 10700 139 ()it 176.00 Cat p,attct Jowncaman CARP .__CARPA 10600.__.. 13600.__.. 172.00 Carpatc, Apprcnticc I000U.__.. 12700.__.. 166.00 D—all Fmcman 5 DWFF2 11400 14900 1%6.00 D—all Fmcman DNN'FF I I I OU 143 00 1%1.00 D—all JoumcN-man-Lcad...._ DFL 10%OU __.. 13900.__.. 176.00 D—all JoumcN-man DWF 10600.__.. 13600.__.. 172.00 D—all Apprendcc DWF A 100 O0 127 00 166.00 Lob—, S ......LAB SF 11200.__.. 14x00.__.. 189 ()it Lobo ci F—man. 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