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S-330 - 03/25/1975 - FINANCE - Ordinances QAWCA C' CON STRL-kC_T10J a F !ORDINANCE NO. t � 1� ae C.a ,IeJ1►MAI$ IC,15 AN ORDINANCE PROVIDING FOR PAYMENT FOR THE CONSTRUCTION AND PURCHASE OF A VILLAGE HALL BUILDING BY INSTALLMENT CONTRACT BY THE VILLAGE OF OAK BROOK, DU PAGE COUNTY, ILLINOIS. WHEREAS, as authorized by action of the Corporate Authorities of the Village of Oak Brook on March 12, 1974, there is presently existing an Agreement by and between the Village of Oak Brook and Pora Construction Company pertaining to the construction and purchase of a Village Hall Building in the Village Commons in the Village of Oak Brook, a copy of said Agreement being annexed hereto as Exhibit A and by this reference incorporated herein; and WHEREAS, the construction and purchase of said Village Hall Building was at that time and is presently deemed essential and advisable and in the public interest and necessary for public purposes; and WHEREAS, pursuant to the provisions of Section 11-61-3 of Article 11 of the Illinois Municipal Code, as Amended, the Village is authorized to purchase real estate and personal property for public purposes pursuant to contracts which provide for the consideration for such purchases to be paid in annual installments during a period not exceeding ten (10) years with interest thereon not to exceed the rate of seven percent (7%) per annum on the unpaid balance; and WHEREAS, construction of said Village Hall Building is presently approximately fifty percent (50%) complete and it is anticipated pursuant to said Agreement that construction of said Village Hall Building will be complete on or prior to September 1, 1975; and WHEREAS, the consideration pursuant to said Agreement remaining to be paid amounts to the sum of ONE MILLION FOUR HUNDRED TWENTY THOUSAND DOLLARS ($1,420, 000. 00) which the Corporate Authorities deem to be in the best interests of the Village to pay the said balance by entering into a modification of the Agreement providing for the payments required under said Agreement to be made in installments not to exceed eighty-four (84) monthly installments with interest on the unpaid balance at a rate not to exceed five and one half percent (5-1/2%) per annum; and WHEREAS, Pora Construction Company is willing to modify the Agreement for construction of the Village Hall with respect to payment therefor and in particular is willing to take payment on such an installment basis if its rights to payment can be assigned, NOW, THEREFORE, BE IT ORDAINED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF OAK BROOK AS FOLLOWS: SECTION 1: It is hereby determined that it is essential and in the public interest and necessary for the residents of the Village to pay the balance of ONE MILLION FOUR HUNDRED TWENTY THOUSAND DOLLARS ($1,420, 000. 00) for the construction of the Village Hall under modification of the Agreement - 2 - -33C� SECTION 5: This Ordinance shall be in full force and effect from and after its passage and approval as by Statute in such cases made and provided, PASSED AND APPROVED by the President and Board of Trustees of the Village of Oak Brook, Illinois, this day of � 1975. APPROVED: President ATTEST: -r Village Clerk AYES: a NAYS: I ABSENT: O APPROVED as to Form Village Attorney - 3 - r r , MODIFICATION AGREEMENT WHEREAS, there is presently existing an Agreement dated February 13, 1974, by and between the VILLAGE OF OAK BROOK, ILLINOIS, and PORA CONSTRUCTION COMPANY, an Illinois corporation, whereby PORA CONSTRUCTION COMPANY has"agreed to construct a Village Hall Building for the VILLAGE OF OAK BROOK in the Village Commons; and WHEREAS, the total contract price for this facility is TWO MILLION FOUR HUNDRED NINETY-SEVEN THOUSAND SEVEN HUNDRED NINETY- THREE DOLLARS ($2, 497, 793. 00), of which the sum of ONE MILLION FOUR HUNDRED TWENTY THOUSAND DOLLARS ($1,420, 000. 00) remains to be paid under the contract as the construction progresses and is completed; and WHEREAS, it is deemed advisable and necessary for the best interests of the residents of the VILLAGE OF OAK BROOK to pay the balance of the contract price in monthly installments, and the Village is authorized, pursuant to the provisions of Section 11-61-3 of Article 11 of the Illinois Municipal Code, as Amended, to purchase real estate and personal property for public purposes pursuant to contracts which provide for the consideration for such purchase to be paid in installments during a period not exceeding ten (10) years with interest thereon not to exceed the rate of seven percent (71o) per year on the unpaid balance; and WHEREAS, PORA CONSTRUCTION COMPANY is willing to modify the Agreement to the effect that the Village would be required to make the balance of payments due under the Agreement over eighty-four (84) consecutive months in equal monthly installments of principal plus interest at a rate of five and one half percent (5-1/21o) commencing September 1, 1975, and continuing thereafter until paid, NOW, THEREFORE, in consideration of the mutual covenants herein it is hereby agreed as follows: 1. POR.A CONSTRUCTION COMPANY and the VILLAGE OF OAK BROOK each agree that the contract between them dated February 13, 19;74, is hereby modified in the following respects (a) Article 6 and Article 7 of the Standard Form of Agree- ment between Owner and Contractor ( AIA Document A 101) is hereby amended to provide as follows: The balance of the contract sum as of January 1, 1975, which totals ONE MILLION FOUR HUNDRED TWENTY THOUSAND DOLLARS ($1,420, 000. 00) shall be paid by the Owner to the Contractor in eighty-four (84) consecutive equal monthly. installments of principal plus interest thereon on the outstanding principal balance remaining from time to time at a rate of five and one half percent (5-1/216) per annum. Said installments are to commence on September 1, 1975, and continue for eighty-four (84) consecutive months thereafter until paid in full. The installments as required hereunder shall be paid under the following schedule, which installments the parties agree reflect the maximum sums under this provision which the Owner shall be obligated to pay to the Contractor. It is specifically understood, however, that these installments are subject to modification in the event that an assignment of the rights to payment by the Contractor is effected as here- after provided in Paragraph 2, in which event the amount of such installments shall be adjusted to reflect amounts of - 2 - � 1 interest computed upon the principal sum from time to time remaining unpaid from date of actual disbursement by the assignee. Date Interest Principal Total September 1 1975 $58, 574. 97 $13, 898. 17 $72, 473. 14 October 1, 1975 6,444. 63 13, 961. 87 20,406. 50 November 1, 1975 6, 380. 64 14, 025.86 20,406. 50 December 1, 1975 6, 316. 35 14, 090. 15 20,406. 50 January 1, 1976 6, 251. 77 14, 154. 73 20, 406. 50 February 1, 1976 6, 186. 90 14, 219. 60 20,406. 50 March 1, 1976 6, 121. 72 14, 284. 78 20,406. 50 April 1, 1976 6, 056. 25 14, 350. 25 20,.406. 50 May 1, 1976 5, 990.48 14,416. 02 20,406. 50 June 1, 1976 5, 924. 41 14,482. 09 20,406. 50 July 1, 1976 5, 858. 03 14, 548.47 20,406. 50 August 1, 1976 5, 791. 35 14, 615. 15 20,406* 50 September 1, 1976 5, 724. 36 14, 682. 14 20,406. 50 October 1, 1976 5, 657. 07 14,749.43 20,406. 50 November 1, 1976 5, 589.47 14, 817. 03 20,406. 50 December 1, 1976 5, 521. 56 14, 884. 94 20,406. 50 January 1, 1977 5,453. 33 14, 953. 17 20,406. 50 February 1, 1977 5, 384. 80 15, 021. 70 20,406. 50 March 1, 1977 5, 315. 95 15, 090. 55 20,406. 50 April 1, 1977 5, 246. 78 15, 159. 72 20,406. 50 May 1, 1977 5, 177. 30 15, 229. 20 20,406. 50 June 1, 1977 5, 107. 50 15, 299. 00 20,406. 50 July 1, 1977 5, 037. 38 15, 369. 12 20, 406. 50 August 1, 1977 4, 966. 94 15,439. 56 20,406. 50 September 1, 1977 4, 896. 18 15, 510. 32 20,406. 50 October 1, 1977 4, 825. 09 15, 581.41 20,406. 50 November 1, 1977 4, 753. 67 15, 652. 83 20,406. 50 December 1, 1977 4, 681. 93 15, 724. 57 20,406. 50 January 1, 1978 4, 609. 86 15, 796. 64 20, 406. 50 February 1, 1978 4, 537.46 15, 869. 04 20,406. 50 March 1, 1978 4,464. 72 15, 941. 78 20,406. 50 April 1, 1978 4,391. 66 16, 014. 84 20,406. 50 May 1, 1978 4, 318. 26 16, 088. 24. 20, 406. 50 June 1, 1978 4, 244. 52 16, 161. 98 20,406. 50 July 1, 1978 4, 170. 44 16, 236. 06 20,406. 50 I, August 1, 1978 4, 096. 03 16, 310.47 20, 406. 50 E September 1, 1978 4, 021. 27 16, 385.23 20,406.50 October 1, 1978 3, 946. 17 16,460. 33 20,406. 50 November 1, 1978 3, 870. 73 16, 535. 77 20, 406. 50 December 1, 1978 3, 794. 94 16, 611. 56 20,406. 50 January 1, 1979 3, 718. 81 16, 687. 69 20P406. 50 February 1, 1979 3, 642. 32 16, 764. 18 20,406. 50 March 1, 1979 3, 565. 48 16, 841. 02 20, 406. 50 April 1, 1979 3,488. 30 16, 918. 20 20, 406. 50 May 1, 1979 3,410- 75 16, 995. 75 20, 406. 50 June 1, 1979 3, 332. 86 17, 073. 64 20, 406. 50 � t - 3 - Date Interest Principal Total July 1, 1979 $3, 254. 60 $17, 151. 90 $20, 406. 50 August 1, 1979 3, 175. 99 17, 230. 51 20, 406. 50 September 1, 1979 3, 097. 02 17, 309. 48 20,406. 50 October 1, 1979 3, 017, 68 17, 388. 82 20,406.50, November 1, 1979 2, 937. 98 17,468. 52 20,406. 501 December 1, 1979 2, 857. 92 17, 548. 58 20,406. 501 January 1, 1980 2, 777. 49 17, 629. 01 20, 406. 50 February 1, 1980 2, 696. 69 17, 709. 81 20, 406. 50 March 1, 1980 2, 615. 52 17, 790. 98 20,406. 50 April 1, 1980 2, 533. 98 17, 872. 52 20, 406. 50, May 1, 1980 2, 452. 06 17, 954.44 20,406. 50 June 1, 1980 2, 369. 77 18, 036. 73 20,406. 50] July 1, 1980 2, 287. 10 18, 119.40 20,406,50 August 1, 1980 2, 204. 05 18, 202.45 20, 406. 50 September 1, 1980 2, 120. 63 18, 285. 87 20,406.501 October 1, 1980 2, 036. 82 18, 369.68 20, 406. 50 November 1, 1980 1, 952. 62 18,453. 88 20,406. 50 December 1, 1980 1, 868. 04 18, 538.46 20, 406. 50 January 1, 1981 1, 783. 07 18, 623.43" 20,406. 50 February 1, 1981 1, 697. 72 18,708. 78 20,406. 50i March 1, 1981 1, 611. 97 18,794. 53 20,406. 50 April 1, 1981 1, 525. 83 18, 880. 67 20, 406. 50', May 1, 1981 1, 439. 29 18, 967. 21 20,406. 5& June 1, 1981 1, 352.36 19, 054. 14 20,406. 50; July 1, 1981 1, 265. 03 19, 141.47 20,406. 50! August 1, 1981 1, 177. 29 19, 229.21 20,406. 501 September 1, 1981 1, 089. 16 19, 317. 34 20,406. 50 October 1, 1981 1, 000. 62 19, 405. 88 20, 406. 50 November 1, 1981 911. 68 19, 494. 82 20, 406. 50 December 1, 1981 822.. 33 19, 584. 17 20, 406. 501 January 1, 1982 732. 57 19, 673. 93 20, 406. 50, February 1, 1982 642. 40 19, 764. 10 20,406. 50 March 1, 1982 551. 81 19, 854. 69 20, 406. 50, April 1, 1982 460. 81 19, 945. 69 20, 406. 5C Ma y I 1982 369. 39 20, 037. 11 20, 406.5( June 1, 1982 277. 56 20, 128. 94 20,406. 5 July 1, 1982 185. 30 20,221. 20 20,406. 5 August 1, 1982 92. 62 20, 207.40 20, 406.5 (b) Such provisions of the General Conditions of the Contract for Construction ( AIA Document A 201) as are inconsistent with the amendment contained in 1. (a) above are hereby modified and amended to give full effect to this Modification Agreement. 2. The VILLAGE OF OAK BROOK recognizes that PORA CONSTRUCTION COMPANY will want to assign its rights to payment under the contract to a - 4 - ' S,33a bona fide assignee and will consent to such an assignment and will interpose no defense to payment to such assignee which might be available to the VILLAGE OF OAK BROOK against the Contractor; provided, that neither party waives any rights under the contract that it may have against the other and that in all other respects the rights and obligations of each of the parties to the contract are hereby confirmed. 3. The parties agree that the effective date of this modification shall be January.l, 1975. 4. The VILLAGE OF OAK BROOK further agrees that the payments required hereunder shall be a general obligation of the Village and the total amount due hereunder, together with all other general obligations of the Village, is within all statutory and constitutional debt limits. The Village shall annually take all necessary action to appropriate such funds as are necessary to make the principal and interest payments required under this Modification Agreement. 5. The Village shall have the right on the 30th day of any month to prepay its obligations hereunder in whole or in part without penalty or premium. Thirty (30) days written notice must be given by the Village if this option to prepay is to be exercised, IN WITNESS WHEREOF, the parties have signed this Modification Agreement thisdPk day of C 1975. ' PORA CONSTRUCTION COMPANY By VILLAGE OF OAK BROOK, ILLINOIS ATTEST: By F f C . _ 5 _ . �..� 1 1 1 1 '':,,i ``� �1 r ASSIGNMENT WHEREAS, there is presently existing an Agreement dated February 13, 1974, by and between the VILLAGE OF OAK BROOK, ILLINOIS, and PORA CONSTRUCTION COMPANY, an Illinois corporation, whereby PORA CONSTRUCTION COMPANY has agreed to construct a Village Hall Building for the VILLAGE OF OAK BROOK in the Village Commons; and WHEREAS, the total contract price for this facility is TWO MILLION FOUR HUNDRED NINETY-SEVEN THOUSAND SEVEN HUNDRED NINETY- THREE DOLLARS ($2,497, 793. 00), of which the sum of ONE MILLION FOUR HUNDRED TWENTY THOUSAND DOLLARS ($1, 420, 000. 00) remains to be paid under the Agreement as the construction progresses and is completed; and I WHEREAS, the VILLAGE OF OAK BROOK and PORA CONSTRUCTION COMPANY as of January 1, 1975, have effected a modification and amendment of the Agreement heretofore mentioned providing for the payment of the balance of the contract price in installments as contemplated and authorized pursuant to the provisions of Section 11-61-3 of Article 11 of the Illinois Municipal Code, as Amended; and I WHEREAS, PORA CONSTRUCTION COMPANY is willing to assign j its rights to receive the balance of payments due under the Agreement as I modified and amended, to the HERITAGE/PULLMAN BANK & TRUST f COMPANY, and the HERITAGE/PULLMAN BANK & TRUST COMPANY is willing to make the balance of payments due to FORA CONSTRUCTION ' COMPANY under the Agreement in the manner hereinafter provided and the I HERITAGE/PULLMAN BANK & TRUST COMPANY agrees to accept re- payment from the VILLAGE OF OAK BROOK of said sums paid over eighty- r four (84) consecutive months in equal monthly installments of principal plus f i interest at the rate of five and one half percent (5-1/277) per annum, all as otherwise provided under the provisions of Articles 6 and 7 of said Agreement, as modified and amended. NOW, THEREFORE, in consideration of the mutual covenants herein contained, it is hereby agreed by the parties hei°etv willows: 1. PORA CONSTRUCTION COMPANY does hereby assign all I rights to payment under the Agreement by and between PORA CONSTRUCTION COMPANY and the VILLAGE OF OAK BROOK for the construction of a new Village Hall, dated February 13, 1974, as modified and amended and effective January 1, 1975, to the HERITAGE/PULLMAN BANK & TRUST COMPANY. PORA CONSTRUCTION COMPANY agrees that it will reiin bound by the Agreement, as modified and amended, and will complete its perfos -nce under the terms and conditions of the Agreement, as modified and amended. 2 The HERITAGE/PULLMAN BANK & TRUST COMPANY does hereby accept the assignment of the Agreement, as modified and amended, from PORA CONSTRUCTION COMPANY without recourse, and in consideration therefor agrees to pay to PORA CONSTRUCTION COMPANY, or to such other payee as PORA CONSTRUCTION COMPANY shall in writing direct, such sums as the VILLAGE OF OAK BROOK shall from time to time authorize under the original provisions of Articles 6 and 7 of the Agreement and the original provisions of Article 9 of the General Conditions of the Contract for Construction incorporated in the Agreement under Article 1 thereof, specifying I progress payments for the construction of the said Village Hall, provided that the maximum obligation of the HERITAGE/PULLMAN BANK & TRUST COMPANY under this Assignment shall not exceed ONE MILLION FIVE HUNDRED THOUSAND I _ 2 - �� �." r"� i - _ _ DOLLARS ($If 500, 000. 00). IN WITNESS WHEREOF, the parties have signed this Assignment this 'Is-lVday of ,�� 1975. PORA CONSTRUCTION COMPANY Seal) By ACCEPTED HERITAGE/PULLMAN BANK & TRUST COMPANY (Seal) `t �';• `'AT,T�U'�" By < AS SEGRET?la _. The foregoing Assignment is hereby consented to this day of 1975. VILLAGE OF OAK BROOK, ILLINOIS (Seal) ATTEST: B ti E � - 3 �' � f . f 1 �4 .�..+f I ,THE AMERICAN INSTITUTE OF ARCHITECTS F7 - r AIA Document A101 Standard Form of Agreement ewe Owner and Contrataor where the basis of payment is a STIPULATED SUM We only with the latest Edition of AIA Document A201, General Conditions of the Contract for Construction. AGREEMENT made this Thirteenth day of Febraaxy in the year of hlineteen Hundred and seventy Four BETWEEN _ the Village o' Oak Brook, 1200 Oak Brook Road, Oak Brook, Illinois the Ow, er,and (60521) Pora Construction. Co=any, an Illinois Corporation, the Contractor. 121* Meadaw ?oad, Northbrook. , Illinois 60062 The Owner and the Contractor agree as set forth below. AIA DOCUMENT A101 • Oti:.N=R-CONTRACTOR AGREESIENT•SEPTEMBER 1967 EDITION •AIAO L/ Z I 4D 1967 THE Atl ?iCA` INSTITUT: Or ARCHITECTS, 1735 N. Y. AVE., N. V., WASH., D. C_ 20006 I w�i+h S--330 ARTICLE 7 THE CONTRACT DOCUMENTS The Contract Documents consist of this Agreement, Conditions of the Contract (General, Supplementary and other Conditions), Drawings, Specif:cations, all Addenda issued prior to execution of this Agreement and all Modifications issued subsequent thereto. These form the Contract, and all are as fully a part of the Contract as if attached to this Agreement or repeated herein. An enumeration of the Contract Documents appears in Article 8. ARTICLE 2 THE WORK The Contractor shall perform all the Work required by the Contract Documents for the construction of the Village Hall. Building located in the Oak Brook Co=ons, Oak Brook., 111inois. (Commission #M78) Un>-above the caption descrip-.e of the Work as used on other contract Documents.) ARTICLE 3 ARCHITECT The Architect for this Project is Holabird & Root, 300 blest Adams St., Chicago, In. 60606 ARTICLE 4 TIME OF COMMENCEMENT AND COMPLETION The Work to be performed under this Contract shall be commenced immedia rely and completed within 360 consecutive calendar days. (Here i.:se:any special provisions for licuid=ted damages relating to failure to complete on time.) I AIA DOCUMENT A101 • O'.%'NE:Z-CONTRACTOR AGREEMENT•SEPTEMBER 1957 EDITION •AIAG 2 �)-S7 THE A`1EP,MCAN INSTITUTE OF ARCHITECTS, 17351N. Y. AVE., N.W., WASH., D. C. 20006 ( S 330 ARTICLE 5 CONTRACT SUNI The O.ner shall pay the Cor,ractor for the performance of the Work, sub;ect to additions and deductions by Change Order as provided in the Co ndition5 of the'Contract, in current funds, the Contract Sum of Two KLI I ion i'Ot,;r Tundred 1 inetJ Seven Thousand Seven Hundred Ninety Thee Dollars ($2,497,793.00). (State here Me LM.p 51.11 2.r.Duni,unit prices,or both,as desired-) BASIS OF C0=;7RE--CT Sv': Contractor's base bid dated January 15, 1974• . - - . $ 2,769,000.00 Deduct for alternates accepted in the post bid negotiations, as listed on attached Rider (Pages 3-A, 3-B, 3-C) . . . . . $ 271,207.00 TOTAL 14ET CONTRACT SU141' $ 2,497,793-00 It is understood and agreed that the Owner reserves the right to reinstate any or all of the fifty listed negotiated deduct items within thirty (30) days of the date of this contract. Alternate 4-c for-o-41-At-ling Electronic Communications Equipment is rejected. ARTICLE 6 PROGRESS PAYMENTS Based upon Applications TO,- Payment submitted to the Architect by the Contractor and Certificates for Payment issued by the Architect, the O vner shall make progress payments on account of the Contract Sum to the Contractor as pro- vided in the Conditions of tf:e Contract as follows: On or about the tenth day of each month ninety per cent of the proportion of the Contract Sum properly allocable to labor, materials and equipment incorporated in the Work and ninety per cent of the portion of the Contract Sum properly allocable to materials and equipment suitably stored at the site or at some other location agreed upon in writing by the parties, up to the ast day of that month, less the aggregate of previous payments in each case; and upon Substantial Completion of the entire Work, a sum sufficient to increase the total payments to ninety five per cent of tie Contract Sum, less such retainaoes as the Architect shall determine for all incomplete Work and unsettled claims. (Here insert aay provisfo s made for lirftir g or reducing the amount,retained after the Work reaches a certain 5--age of completion.) 5 AIA DOCUMENT A101 • O`.VNER-CONTZ?CTOR AGREEMENT• SEPTEMBER 1967 EDITION •AI OO 3 019.57 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 N. Y. AVE., NAV., WASH., D. C. MOO'S Pages 3-A, 3-B, 3-C, fonov. 1 ( � S.T30 t RIDER. DEDUCT hL ? �4TES tCC�Pi D Tti T-HE POST BID T�CKMI�!TTOi'iS. 1. Change laminated glass to tempered glass. $ 25,200.00 2. Eliminate the retaining walls and handrails on the north, grade to curb, add trench drain at garage and personnel doors. - 43,277.00 3. North of Board Room at Court Yard 1l, change 12" thick 6'-0" high wall to 8" thick 3'6" high, change foundations : • to 8". � 1,250.00 4. Take out brick paving from Court Yard nl, Court Yard -#21 Plaza and Prorr--nade and the sub-base (1" Asphaltic concrete and concrete or macadam). Replace with exposed Merrimac � 18 469.00 aggregate reinforced concrete slab on sand base. , 5. Change all concrete walk finish to regular concrete. $ .2,526.00 6. Take out sidewalk at east parking lot. 630.00 7. Take out sidewalk south of Court Yard #2. 12050.00 8. Take out sidewalk west of Board Room. 720.00 9. Leave 2 north cells unfinished, rough-in for future plumbing, electric and all controls, extend south mall of unfinished space and provide 3'-0" x 6'-8" x 1-3/4" + hollow metal door, frame and hardware in the West wall. � 2,000.00 10. Change store fill specified to sand. $ 152000.00 11. Change entire ceiling in Board Room and balcony to vent- wood (hemlock) and eliminate formed sheet metal soffit channel under beams. Change registers from Titus extruded linear type to (12) T1 adjustable diffusers in Board Room. $ 10,215.00 12. Change lobby ceiling and triangular cross walls to fir to $ 1,000.00 match decking. 13. Omit "Sarabond" mortar. $ 31800.00 14. Change refrigeration from 2 units to one of equal capacity 4,800.00 as manufactured by Trane or Carrier. $ " 15. Eliminate yard hydrants. $ 5,.300.00 16. Eliminate Locker Roam benches. $ 300.00 17. Change electrically operated rolling grilles to manually operated. Delete operators only. $ 700.00 18. Eliminate lower panel of 1/4" thick tempered glass from $ 1,500,00 both vestibule skylights. 3-A. //� la. Chance condenser water make-up piping to Tower to plastic. Delete concrete piers under condenser make-up water piping. 1,000..00 20. Delete 8" duplex strainer, add 6" Y strainer with bl oW down � 3,000.00 valve. 21. ^TTake opt Plaza, bench and concrete slab, leave concrete walk to cresent steps to existing building. 8,937.00 22. Take oat _t slab irom Court- Yard #1, leave 6'-Orr concrete walls. Take out slab and curb from Court Yard #2, leave 6'0" con- crete -walk. � 4J85-00 23. Take oat stainless steel planter and planter drain, light Freight concrete fill and reinforcing at Line (H), except upturned beam between Columns 6 and 8. 1,950.00 24. Take out ceiling in Police Area north Door L18 except in the remain cells, 014, 015, 022 and 025. 1,000.00 s 25. Take out cabinets from Mail Room #133. Take out cabinets and shelves from Dark Room, #005. 1,843.00 26. Change scored ground face.block to lightweight aggregate concrete block, painted. 1,860.00 27. Take out computer access floor from Room 103, use underfloor ducti, as speciffied. 2,000.00 28. Take oat movable partition and its supports in Conference Rooms =#041 and 042, eliminate Storage Closets #054 and 055, delete plastic wall finish. Paint dry-wall. $ 3,320.00 29. Change stainless steel toilet- fixtures in Police Detention Areas to cast aluminum. 750- 30. Elimina lockers, $ 3,000.00 31. Eliminate S3 and E3 units and ducts (for firing range). 8,500.00 32. Delete Firing Range Equipment. $ 20,000.00 J3. Delete Vacuum- Equipment. $ 3,500.00 34. Reduce narking area, eliminating 40 spaces west 'of Fire Station No. 1. $ 14,300.00 35. Delete water softening equipment. 1,000.00 36. Revised price for Ch_romalox Electric heat, no change in Specifications. $ 4,500.00 37. Substitute Temptron Fire Alarm for Pyr-Alarm specified. $ 800.00 38. Use direct burial cable in lieu of conduit and wire for exterior lighting. $ 800.CO 39. 3" fiber in lieu of heavy wall 3" telephone conduit. $ -400.00 /z - -f�- 3_B. 40. Delete one (1) 025-024 T,l surveillance camera. $ 23000.00 41. 3-1/2" fiber in lieu of 3-1/2" heavey wall for electrical service. 1,200.00 42. Thin:-fall conduit throughout and in slabs in lieu of heawj wall conduit other, than slabs on grade. $ 4,500.00 43. Revise Type ";A" and "AB" Lumalite Products general o-fice fixtures. Chanae from aluminum extrusion to steel fabri- cation. 2,000.00 - 44. Change manufacturer of main switchgear and transformer from Gus Berthold Electric Company to ITE. 152000.00 45. Revise Board Roan lighting. Eliminate dimming system. Delete (31) Type "AD" fixtures. Replace with (15) wall washers as manufactured by YAjor Corporation, catalogue No. 50-530. Provide 24 circuit panel in Balcony for control. of Board Roam 2 2 50.00 lig[lti�+fl'. , 46. Revise lighting in Rooms 041 042. Delete (27) Type K fix- tures, (11) Type J, 32' recessed light track, 2 wall dimmers, replace with (12) Type A fixtures with wall switch at each door. 1,000.00 47. Exterior lighting - Delete (2) "MIT", (8) "AP", (2) "AQ", (i7) „A_R", (1) "Ali" fixtures. $ 9,525.00 48. Delete snow melting on promenade and ramp. $ 6,250.00 49. Delete wiring for water softeners, vacuums, firing range, rolling grille, S3 and E3 systems. $ 1,000.00 50. Delete lighting fixtures for firing range equipment. 500.00 TOTAL DEDUCT ALTERI A&TES. . . . . . $271,207.00 Note: Negotiated item changes must comply with Specifications for performance, method of installation, and guarantees. l �Q 3-G. �. Wi* S-330 ARTICLE 7 ` FINAL PAYMENT Final payment, constituti^;the entire unpaid balance of the Contract Sum,shall be paid by the Owner to the Contractor thirt r days after Substantial Cornp!e:i^^ of the Work un!ccss ot"ic .tiiSe stipulated In tha Certificate of Substantial C�mp!etion, provided the Wort: has then been completed, the Contract fully performed, and a final Certificate for Payment has been issued by the Architect. ARTICLE 8 MISCELLANEOUS PROVISIONS 8.1 Terms used in this Agreement which are defined in the Conditions of the Contract shall have the meanings designated in those Conditions. S? The Contract Docu.:.en`s,which constitute the entire agreement between the Owner and tae Contractor,are listed in Article 1 and, except for Modiffications issued after execution of this Agreement, are enumerated as follows: (List below the Azreer-ent, C :parrs of the Contract (General, Supp.'ementary,and other Conditions),Drawings,Specificadons,Addenda and accepted Alternates,showing page or scat r_rrn ar in all cases and dates where applicable.) SPEECIFICATICUS FOR EN'T= ,•TORTS DATED DECEI�H FZ 3, 1973 Addendum. Ifo. 1 dated Decen2)er 14, 1973 Addendum Ho. 2 dated December 26, 1973 Addendum 210. 3 dated January 4, 1974 ARCK1U-;CrUWL A-1 to A-16 inclusive all dated Decal:zoer 3, 1973 STRtiCTUP.AL DR-AN 3: S-1 to S-7 inncl zlve, all dated December 3, 1973 I^CSM`+ICAL DR T�T.i�S M-1 to 111�-9 inclusive, all dated December 3, 1973 EL•LCTRICAL DRr'rT=C—S E-1 to E-9 inclusive, all dated December 3, 1973 CIVIL EN1rG=R= D A CS: C_:1-1 to CE-4 inclusive, all dated December 14, 1973 COi, ,ACTOR=S PRCPO~rL DATED JAA"UARY 15, 1974 LETTER OF Ii. i:,, TO =-71 ACTOR DATED FE.Rmr1RY 13, 1974. Any conflict between- the General Conditions of the Contract and those ,prepared by the Architect, the latter shall govern. AIA DOCUMENT A10I -O:':N_'-CONTRACTOR AGREEMENT•SEPTEMBER 1967 EDITION •AIA® 4 01567 THE AMERICAN INSTITUTE Or ARCHITECTS, 1735 N. Y. AVE., N.W., LVASH., D. C- 2G006 -7- - — - - 9-33D ARTICLE 7 FINAL PAYMENT Final payment, constituting the entire unpaid balance of the Contract Sum,shall be paid by the Owner to the Contractor thirty days after Substantial Completion of the Work unless otherwise stipulated in the Certificate of Substantial Completion, provided the Work has then been completed, the Contract fully performed, and a final Certificate for Payment has been issued by the Architect. ARTICLE 8 MISCELLANEOUS PROVISIONS 8.1 Terms used in this Agreement which are defined in the Conditions of the Contract shall have the meanings designated in those Conditions. 8.2 The Contract Documents;which constitute the entire agreement between the Owner and the Contractor,are listed in Article 1 and, except for Modifications issued after execution of this Agreement, are enumerated as follows: (List below the Agreement, Conditions of the Contract (General, Supplementary,and other Conditions), Drawings,Specifications,Addenda and accepted Alternates,showing pa;-e or sheit numbers in all uses and dates where applicable.) SPE,CIMPTIO IS FOR EPtM WORK DATED DyCLIaER 3s 1973 Addendum ?to.. 1 dated December 14, 1973 Addendum into. 2 dated December 26, 1973 Addendum No. 3 dated January 4, 1974 A1RCHITECTURAL DRAWINGS: A-1 to A-16 inclusive, all dated December 3, 1973 STRUCTURAL DRAWINGS: S-1 to s-T inclusive, all dated December 3, 1973 I�C��iVIC3L D3.�.•f.uIGS: - M-•1 to M-9 inclusive, all dated Decenoer 31 1973 ELECTRICAL D�?T,rTINGS E-1 to E-9 inclusive, all dated Dece-moer 3, 1973 CONTMCTOR t S PROPOSAL DATE OTIA00 RY 15, 1971— LE TI�KR OF IN'ME NT TO CO'. r A CTOR DATED -s�UARY 131 1974. Any conflict between the General Conditions of the Contract and those prepared by the Architect, the latter shall govern. tea✓ AIA DOCUMENT A101 • OWNER-CONTRACTOR AGREEMENT• SEPTE�tSER 1957 EDITION •AIAa 4 51957 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 N. Y. AVE., N.w., WASH., D. C. 20006 f ' i This Agreement executed Ghe day and year first written above. OWNER CONTRACTOR VT•T•G Qy Q� B C01 PO�A CO?;S`fRUCTT0'f CO�'PAT�3� B, - f Title ! ��1✓ .��%; T IT 1 AIA DOCUMENT A101 • O'WNER-CONTRACTOR AGREEMENT• SEPTEMBER 1957 EDITION •AIAC j 01967 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 N. Y. AVE., N.W., WASH., D_ C. 20006 �� ; `� ,; .� . 1 i� y 1 i # THE AMERICAN INSTITUTE OF ARCHITECTS I ARo "s =- ,r AIA Document A201 General Concaions of the Contract for Construction THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES; CONSULTATION WITH AN ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS MODIFICATION TABLE OF ARTICLES 1. CONTRACT DOCUMENTS 9. PAYMENTS AND COMPLETION 2. ARCHITECT 10. PROTECTION OF PERSONS AND 3. OWNER PROPERTY 4. CONTRACTOR 11. INSURANCE 5. SUBCONTRACTORS 12. CHANGES IN THE WORK b. SEPARATE CONTRACTS 13. UNCOVERING AND CORRECTION 7. MISCELLANEOUS PROVISIONS OF WORK 8. TIME 14. TERMINATION OF THE CONTRACT This document has been approved and endorsed by The Associated General Contractors of America. Copyright 1911,1915,1913,1925.1937,1951,193,1961,1963,1966,1967,©1970 by The American tnstitute of Architects, 1735 New York Avenue,N..V.,%Vashington, D. C. 30006. Reproduction of the material herein or substantial quotation of its provi- sions without permission of the AIA violates the copyright laws of the United States and will be subject to legal prosecution. AIA DOCUMENT A201 •GENERAL CONDMONS OF THE CONTRACT FOR CONSTRUCTION•TWELFTH EDITION • A°RIL 19:0 ED. AIAa - J 1970 • THE AMERICAN INSTITI:1C OF ACCHITEcTS, 1735 NEW YORK AVENUE, NAV., WASHINGTON, D.C. 20006 W, - INDEX Acceptance of Defective or Non-Conforming W0.11........13.3 Contracts, Separate .............................. ....6.1 Access to Work ........ ... .......................223 CONTRACTOR ......................................... . . _ 4 Accident Prevention .... .........................2.2.4, 10 Contractor, Definition of ................... .........4.1 Addendum, Definition of ..... .....................1:1.1 Contractor, Stopping the Work by the ... ..............9.6.1 Additional Costs, Claims for .........................12.2.1 Contractor, Termination of the Contract by the ..........14.1 Additional Work ..................... .... ........12 Contractor's Liability Insurance ...:....................11.1 Administration of the Contract .........................2? Contractor's Relations with Subcontractors .......1.2.4,53 Agreement, Extent of ................................1.1,1 2 Contractor's Responsibility for Protection Altotivances, Cash ....................................4.8.1 and Safe ..... , 0. ty .. .701 1 2 Applications for Payment ........2.2.5,9.2.1,93.1,9.3.3,9.4.1, Contractors Responsibility for Those 9.4 2,9.5.1,9.6.1,9.7.2 Performing the Work ..............................4.10 Arbitration,Owner-Contractor Claims and Contractor's Review of Contract Documents ........1.2.2, 4.2 Disputes .......................2.2.6 through 2.2-12,7.10 Contractors Superintendent ..............._....4.9.1, 10.2-5 1 0 -5 ARCHITECT ............................................2 Contractor s Supe rvision.an d Construction. Architect, Definition of ...............2.1 Procedures ...................4.3 Architects Access to the Work .........................2.2-3 Contractors, Mutual Responsibility of ...................6.2 Architect's Authority ...22.2,22.12,2.2.14,2.2.17,4.17, 12.12 Copies Furnished of Drawings and Specifications ........13.1 Architect's Authority to Reject Work ..................2.2.12 Correction of Work ....... ..........................13.2 Architect's Decisions ....................2.2.6 through 2212 Cutting and Patching of Work ................_.........415 Architects Interpretations ....1?5,2.2.6 through 2.2.11,12.1.6 Cutting and Patching Under Separate Contracts ......:...6.3 Architect's Full-Time Project Representative ............2.216 Damages, Claims for ................................ .2.2 ............... ...... 7.4,83 Architect's Status .................................... Damages for Delay ..................................8-3.4 Architects Visits to Site ...........2.2-3,2.2.4,2.2.15, 7.8, 9.7 Day, Definition of ...................................81.4 Bonds,Contract(Performance,Labor and Debris Removal ............................ ..416, 6.4 Material Payment) 7.5 Deductions for Uncorrected Work ...............7.61,133.1 Bu'ilder's Risk Insurance (See Property Insurance) ........11.3 Defective or Ikon-Conforming Work, Acceptanceof ....................................133 Cash Allo:vances ....................................4.8.1 Delays and Extensions of Time .............._.._....._..8-3 Certiacates for Documents, Execution of the Contract .................1.2.1 Payment ..........2 25,2.2-13,5.4.2,9.4,9.5.1,9.6.1,9.7.2 Drawings and Specifications at the Site . .4.12 CHANGES IN THE LVORK ..............................12 Drawings and Specifications, Ownership of .............1.3.2 Changes, Minor ................................2.2.14,123 Drawings, Arrangement of ......._....................1 2.4 Change Orders ...........................2.2.14, 4.8.1, 12.1 Drawings as Written Interpretations ........._..........1 2.5 Change Orders, Definition ........................12.1.2 .. .. .._. _._ Claims and Disputes Between the Contractor Easements ..... -•3 and the Owner . .2.2.6 through 2.2.12, 7.10 Emergencies ......................10.3 ""•" Execution, Correlation, Intent and Interpretations Claims for Additional Cost or Time ........8.3.2, 8.33,12.1.6, of the Contract Documents ...........................1.2 12.1.7,12.2 Extensions of Time . .8.3,12.1 Claimsfor Damages ..................... ........7.4,83 ................................................12 Claims of the Subcontractor .........................5.3.1.4 Extras Cleaning up ....................... ...........4.16, 6.4 Failure of Payment ............. ......_.....__......9.6 Codes ......... .. .................... ...4.7.2,10.2? Field Orders ...............................1.2.5,123,12.4 Commencement of the%York ..................... ........................................9.7 7 5.1,81 2 Final Payment Communications ......................2.2.2,3.2.4,4.9.1,4.17 Fire,Extended Coverage,Vandalism and COMPLETION, PAYMENT5 AND ..........................9 Malicious Mischief Insurance ............... _...113.1 Completion,Substantial ............... 2.2.15,8.1.3,8.2.3,9. .................................7 Governing Law _..... .7.1.2 71 Contract, Definition of .............................. Guarantee Bonds .... .................,..._........7.5 Contract Bonds .......................................7S Guarantee ..... ........_..............9.33,13.2.2,13 2.7 CONTRACT DOCU,NAENTS ..............................1 Contract Documents,Copies Furnished and Indemnification .................. ...................4.18 Ownership of _.. ..13 Information and Services Required of the Owner ..........32 Contract Documents, De,ninon of ................•1.1.1 Inspections .. ......................._....2 215,7.8, 9.7 Contract Documents, Execution, Correlation, Instructions to the Contractor ....................2.2.2, 3.2.4 Intent and Interpretations .........................1.2 INSURANCE ........................._...•_____.......11 Contract Modifications .......................1.1.1,125, 12 Insurance,Builders Risk(See Property Contract Sum, Changes of .......................12.1, 122 Insurance) ...._..................._ .11.3.1 Contract Sum, Definition of ........... .............9.1.7 Insurance, Contractor's Liability ........................11.1 Contract Termination by Contractor ....................14.1 Insurance,Fire,Extended Coverage, Contract Termination by Owner ...:...................14.2 Vandalism, and Nialicious Mischief ................11.3.1 Contract Time .......... . ..........................8.1.1. Insurance, Loss of Use ................................11.4 AIA DOCUMENT A201 •GENERAL CONDITIONS OF THE CONTRACT FOP CONSTRUCTION•TWELFTH EDITION•APRIL 1970 ED. A1A'J G 1970 • THE XME?.ICAN I.NSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 3 Insurance, Owner's Liability; ...........................112 Property Insurance ...................................11.3 Insurance, Property ... .. .................11.3 PROTECTION OF PERSONS AND PROPERTY ..................10 Insurance, Special Hazards ...........................11.3.5 Insurance, Steam Boiler and ,Machinery ................113.2 Regulations 4.7.2, 10.2.2 Interest .... ....... ...........................79.1 Rejection of Work .. .2.2.12, 13.2 Interpretations and Decisions Releases of Waivers and Liens....................9.7.3,9.7.5 of the Architect .....................23.6 through 2.2.12 Responsibility for Those Performing the Work ......410,9.7.1 Interpretations, Written ................1.1.1, 1.2.5,12.3,12A Retainage .................. ..............5.4.2,9.7.3,9.7.4 Review of Contract Documents by the Contractor .....1.2.2,4.2 Labor and Materials ...............................4.4, 4.5 Royalties and Patents ....... .. .7.7 Labor and Material Payment Bond ...._. ..............75 Laws ................................4.6, 4.7, 7.1, 10.2 Safety of Persons and Property .........................10.2 Liens ..........................................9.7.3,9.7.5 Safety Precautions and Programs ..................2.2.4,10.1 Loss of Use Insurance ...............................11.4.1 Samples, Shop Drawings and ....................2.2.13,4.13 Schedule of Values ...................................9.2 .Materials, Labor and ...............................4.4,4.5 Schedule, Progress ...................................4.11 Minor Changes In the Work ..................1.1.1,12.3,12.4 SEPARATE CONTRACTS ........ ..............6 MISCELLANEOUS PROVISIONS ..........................7 Separate Contracts, Owner's Right to Award .............6.1 Modifications to the Contract ......................1.1.1, 12 Shop Drawings and Samples ..................2.2.13,4.13 ,Mutual Responsibility of Contractor ....................6.2 Site Use of ........_................ .........,.4.14.1 Non-Conforming Wort-,Acceptance of Special Hazards Insurance .. .......................11.3.5 Defective or .. .................................13.3.1 Specifications, Organization of ........................1.2.4 Notice of Testing and Inspections .......................7.8 Steam Boiler and Machinery insurance .................11.3.2 NNotice to Proceed ................................812 Stopping the Work ....................................3.3 otice, Written ....................................... .3 SUBCONTRACTORS .... ...............................5 Notices Permits, Fees and .............................4.7 Subcontractor, Claims of :.._.......................5.3.1.4 Subcontractor, Definition of ........................... OWNED ...... ....................................3 Subcontracts, Award of ...........................1.2.4, 5 Owner, Definition of .......... .. ..................3.1 Subcontractual Relations ...... ........................5.3 Owner,Termination of the Contract by t"ne ..............14.2 Substantial Completion and Final Payment ..........2.2.15,9.7 Owner's Information and Services ..... ...............32 Substantial Completion, Date of ............2.2.15, 8.1.3, 8.2.3 Owner's Liabilitv Insurance ..........................112 Sub-subcontractor, Definition of ........................5.1.2 Owner's Right to Carry Out the Work. ....................3.4 Subsurface Conditions ..............................12.1.6 Owner's Right to Clean Up .......................4.76.2,6.4 Successors and Assigns .................................7.2 Owner's Right to Award Separate Contracs ..............6.1 Supervision and Construction Procedures ...............4.3.1 Owner's Right to Stop the Work ......................3.3 Superintendent, Contractor's ....................4.9.1,10.2.5 Ownership of Drawings and Specifications ..............1.3.2 Surveys ...... . ..................... .............3.2.1 Patchingof Work ....................................4.15 Taxes ................................................4.6 Patching of Work Under Separate Contracs ..............6.3 Termination by the Contractor.......... ..............14.1 j Patents, Royalties and ............. ..................7.7.1 Termination by the Owner .... .. ....... ... 142 if PA`NiENTS AND COtiiPLETION .. .9 TERMINATION OF THE CONTRACT ... .14 r Payment, Applications for .......2.2.5, 9 2.1, 9.3.1,9.3.3,9.4.1, Tests .2.2.12, 7.8 9.4.2,9.5.1,9.6.1,9.7.2 TIME ..................................................8 , ` Payment, Time, Definition of ....................................8.1 Certificates for .....2 25,2215,5.4.2,9.4,9.5.1,9.6.1,9.72 Time, Delays and Extensions of ................83,12.1,12.2 Payment, Failure of ..... Title of Work ......................................9.3.3 ........................ .9.6 Payment, final ..................................?210,9.7 UNCOVERING AND CORRECTION OF WORK ............13 Payments, Progress .................................9.3,9.4 Payments to Subcontractors .............................5.4 Uncovering of Work ..................................73.7 Payments Withheld ....................................9.5 Unit Prices ..................................12.1.3, 12.1.5 Performance Bond ....................................7.5 Use of Site ..........................................4.14 _ Permits, Fees and Notices ..............................4.7 Values, Schedule of ....................................9.2 PERSONS AND PROPERTY,PROTECTION OF ..............10 Progress and Completion ...............................8.2 Waiver of Claims by the Contractor ....................9.7.6 Progress Payments .................................9.3, 9.4 Waiver of Claims by the Owner .......................9.7.5 Progress Schedule .4.11 Warranty . .45,9.3.3 Protect, Definition of ...............................1.1.3 Words, Recognized Meanings of ......................1.2.3 Project Loss or Damage Insurance ......................11.3 Work, Definition of ..................................1.1.3 Project Representatives, Full-Time .....................2.2.16 Written Notice ........................................73 AIA DOCUME%T A271 • G_NFRAL CONDITIONS OF THE CONTRACT FOR CONSTRUCTION•T%%ELFTH EDITION •AFRIL 1970 ED. 4 AIA" • 0 1970 • TF:3 AMERICAV INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE. NAV., WASHINGTON, U.C. 20LXti; ( GENERAL CONDITIONS OF THE CONTRACT FOR CONSTRUCTION ARTICLE 1 as provided in Subparagraph 4.4.1 necessary for the proper execution and completion of the Work. It is not CONTRACT DOCUMENTS intended that Work not covered under any heading, section, branch, class or trade of the Specifications shall 1,1 DEFINITIONS be supplied unless it is required elsewhere in the Contract Documents or is reasonably inferable therefrom as being 1.1,1 THE CONTRACT DOCUMENTS necessary to produce the intended results. Words which The Contract Documents consist of the Agreement, the have well-known technical or trade meaning; are used Conditions of the Contract (General, Supplementary and herein in accordance with such recognized meaning;. other Conditions), the Drawings, the Specifications, all 1,2,4 The organization of the Specifications into divi Addenda issued prior to execution of the Contract, and sions, sections and articles, and the arrangement of all Modifications thereto. A Modification is (1) a written Drawings shall not control the Contractor in dividing amendment to the Contract signed by both parties, (2) the Work among Subcontractors or in establishing the a Change Order, (3) a written interpretation issued by extent of Work to be performed by any trade. the Architect pursuant to Subparagraph 1.2.5, or (4) a written order for a minor change in the Work issued by 1.2.5 Written interpretations necessary for the proper the Architect pursuant to Paragraph 12.3. A Modification execution or progress of the Work, in the form of draw- may be made only after execution of the Contract. ings or otherwise,will be issued with reasonable prompt- ness by the Architect and in accordance with any 1,1.2 THE CONTRACT schedule agreed upon. Either party to the Contract may The Contract Documents form the Contract.The Contract make written request to the Architect for such inter- represents the entire and integrated agreement between pretations. Such interpretations shall be consistent with the parties hereto and supersedes all prior negotiations,. and reasonably inferable from the Contract Documents, representations; or agreements, either written or oral, and may be effected by field Order. including the bidding documents. The Contract may be 1.3 COPIES FURNISHED AND OWNERSHIP amended or modified only by a Modification as defined in Subparagraph 1.1.1. 1.3.1 Unless otherwise provided in the Contract Docu- ments, the Contractor %will be furnished, free of charge, 1,1,3 THE WORK all copies of Drawings and Specifications reasonably nec- The term Work includes all labor necessary to produce essary for the execution of the Work. the construction required by the Contract Documents, 1.3.2 All Drawings, Specifications and copies thereof and all materials and equipment incorporated or to be furnished by the Architect are and shall remain his prop- incorporated in such construction. erty. They are not to be used on any other project, and, THE PROJECT with the exception of one contract set for each party to 1'1'4 the Contract, are to be returned to the Architect on re- The Project is the total construction designed by the quest at the completion of the %York- Architect of which the Work performed under the Con- tract Documents may be the whole or a part. ARTICLE 2 1,2 EXECUTION,CORRELATION,INTENT AND INTERPRETATIONS ARCHITECT 1.2.1 The Contract Documents shall be signed in not less 2.1 DEFINITION than triplicate by the Owner and Contractor. If either the Owner or the Contractor or both do not sign the Condi- 2.1.1 The Architect is the person or organization licensed tions of the Contract, Drawings, Specifications, or any to practice architecture and identified as such in the of the other Contract Documents, the Architect shall Agreement and is referred to throughout the Contract identify them. Documents as if singular in number and masculine in gender. The term Architect means the Architect or his 1.2.2 By executing the Contract,the Contractor represents authorized representative. that he has visited the site, familiarized himself with the local conditions under which the Work is to be per- 2.1.2 Nothina contained in the Contract Documents shall formed, and correlated his observations with the require- create any contractual relationship between the Architect meets of the Contract Documents. and the Contractor. 1.2.3 The Contract Documents are complementary, and 2.2 ADMINISTRATION OF THE CONTRACT what is required by any one shall be as binding as if 2.2.1 The Architect will provide general Administration required by all. The intention of the Documents is to of the Construction Contract, including perform_ ante of include all labor, materials, equipment and other items the functions hereinafter described. AIA DOCUMENT A231 -GENER.\L CONDITIONS OF THE CONTRACT FOR CONSTRUCTION•TWELFTH EDITION • APRIL 1970 ED. ATAAJ - 0.1970 - THE AAIERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20000 J 2.2.2 The Architect will be the Owner's representative which have been waived by the making or acceptance. during construction and until final payment.The Architect of final payment as provided in Subparagraphs 9.7.5 and will have authority to act on behalf of the Owner to the 9.7.6, shall be subject to arbitration upon the written extent provided in the Contract Documents, unless other- demand of either party. However, no demand for arbitra- tvise modified by written instrument which will be shown tion of any such claim, dispute or other matter may be to the Contractor. The Architect will advise and consult made until the earlier of: with the Owner, and all of the Owner's instructions to 2.2.10.1 The date on :hich the Architect has rendered the Contractor shall be issued through the Architect. his written decision, or 2.2.3 The Architect shall at all times have access to the .2 the tenth day after the parties have presented Work wherever it is in preparation and progress. The their evidence to the Architect or have been Contractor shall provide facilities for such access so the given a reasonable opportunity to do so, if the Architect may perform his functions under the Contract Architect has not rendered his written decision Documents. by that date. 2.2.4 The Architect will make periodic visits to the site 2.2.11 If a decision of the Architect is made in writing to familiarize himself generally with the progress and and states that it is final but subject to appeal, no demand quality of the Work and to determine in general if the for arbitration of a claim, dispute or other matter covered Work is proceeding in accordance with the Contract by such decision may be made later than thirty days after Documents. On the basis of his on-site observations as the date on which the party making the demand received an architect, he will keep the Owner informed of the the decision. The failure to demand arbitration within ro�ress of the b1'ork, and will endeavor to guard the said thirty days period will result in the Architect's deci- p Owner against defect/ sion becomin? final and binding and deficiencies in the Work of the Contractor. If the Architect renders the Owner and the ers a decision after arbi- Contractor. The Architect will not be required to make tration proceedings have been initiated such decision exhaustive or continuous on-site inspections to check the p , quality or quantity of the Work. The Architect will not be may be entered as evidence but will not supersede any responsible for construction means, methods, techniques, arbitration proceedings unless the decision is acceptable sequences or procedures, or for safety precautions and to the parties concerned. programs in connection with the Work, and he will not 2.2.92 The Architect will have authority to reject Work be responsible for the Contractor's failure to carry out which does not conform to the Contract Documents. the Work in accordance with the Contract Documents. Whenever, in his reasonable opinion, he considers'it necessary or advisable to insure the proper implementa- 2.2.5 Based on such observations and the Contractor's tion of the intent of the Contract Documents, he will Applications for Payment, the Architect will determine have authority to require special inspection or testing of the amounts owing to the Contractor and will issue the Work in accordance .with Subparagraph 7.8.2 whether Certificates for Payment in such amounts, as provided or not such Work be icen fabricated, installed or com- in Paragraph 9.4, pleted. However, neither the Architect's authority to act 2.2.6 The Architect will be, in the first instance, the under this Subparagraph 2.2.12, nor any decision made interpreter of the requirements of the Contract Docu- by him in good faith either to exercise or not to exercise ments and the judge of the performance thereunder by such authority, shall give rise to any duty or responsibility both the Owner and Contractor. The Architect will, of the Architect to the Contractor, any Subcontractor, within a reasonable time, render such interpretations as any of their agents or employees, or any other person he may deem necessary for the proper execution or prog- performing any of the Work. ress of the Work. 2.2.13 The Architect will review Shop Drawings and 2.2J Claims, disputes and other matters in question Samples as provided in Subparagraphs 4.13.1 through between the Contractor and the Owner relating to the 4.13.8 inclusive. execution or progress of the Work or the interpretation 2.2.14 The Architect will prepare Change Orders in ac- of the Contract Documents shall be referred initially to cordance with Article 12, and will have authority to order the Architect for decision which he will render in writing minor changes in the Work as provided in Subparagraph within a reasonable time. 12.3.1• 2.2.8 All interpretations and decisions of the Architect 2.2.15 The Architect rill conduct inspections to deter- shall be consistent with the intent of the Contract Docu- mine the dates of Substantial Completion and final com- ments. In his capacity as interpreter and judge, he will pletion, will receive and review written guarantees and exercise his best efforts to insure faithful performance by related documents required by the Contract and assembled _ both the Owner and the Contractor and will not show by the Contractor and will issue a final Certificate for partiality to either. Payment. 2.2.16 If the Owner and Architect a-ree, the Architect 2.2.9 The Architect's decisions in matters relating to will provide one or more Full-Time Project Representatives artistic effect will be final if consistent with the intent of the Contract Documents. to assist the Architect in carrying out his responsibilities at the site. The duties, responsibilities and limitations of 2.2.10 Any claim, dispute or other matter that has been authority of any such Project Representative shall be as referred to the Architect, except those relating to artistic set forth in an exhibit to be incorporated in the Contract effect as provided in Subparagraph 2.2.9 and except any , Documents. AIA DOCUMENT A2?1 -GENERAL CONDITIONS Of THE CONTRACT FOP CONSTRUCTION- TWEUTH EDITION-APRIL 19:0 ED. 6 AIA30 - 'J- 19;0 - THE AMERICAN INSTITUTE Of ARCHITECTS, '1733 NET YORK AVENUE, N.w., WASHINGTON. D.C. 2OU16 A'30 2.2.17 The dutiesi, responsibilities and limitations of may have, make good such deficiencies. in such case an authority of the Architect as the Owner's representative appropriate Change Order shall be issued deducting from during construction as set forth in Articles 1 through 14 the payments then or .thereafter due the Contractor the inclusive of these General Conditions will not be modi- cost of correcting such deficiencies, including the cost Pied or extended without written consent of the Owner, of the Architect's additional services made necessary by the Contractor and the Architect. such default, neglect or failure. The Architect must ap- 2 2.18 The Architect will not be responsible for the acts prove both such action and the amount charged to the Contractor. If the payments then or thereafter due the or omissions of the Contractor, any Subcontractors, or Contractor are not sufficient to cover such amount, the any of their agents or employees, or any other persons Contractor shall pay the difference to the Owner. performing any of the Work. 2?.19 In case of the termination of the employment of ARTICLE 4 the Architect, the Owner shall appoint an architect CONTRACTOR against whom the Contractor makes no reasonable objet- 4.1 DEFINITION tionf whose status under the Contract Documents shall be that of the former architect. Any dispute in connec- 4.1.1 The Contractor is the person or organization identi- tion with such appointment shall be subject to arbitration. fied as such in the Agreement and is referred to through out the Contract Documents as if singular in number and ARTICLE 3 masculine in gender. The term Contractor means the Contractor or his authorized representative. OWNER 4.2 REVIEW OF CONTRACT DOCUMENTS 3.1 . DEFINITION 4.2.1 The Contractor shall carefully study and compare 3.1.1 The Owner is the person or organization identified the Contract Documents and shall at once report to the as such in the Agreement and is referred to throughout Architect any error, inconsistency or omission he may the Contract Documents as if singular in number and discover.The Contractor shall not be liable to the Owner masculine in gender. The term Owner means the Owner or the Architect for any damage resulting from any such m m his authorized representative. errors, inconsistencies or omissions in the Contract Docu- or The Contractor shall do no Work without Draw- 3,2 iNFORMAT[ON AND SERVICES REQUIRED ings, Specifications or Modifications. OF THE OWNER 4.3 SUPERVISION AND CONSTRUCTION PROCEDURES 3.2.1 The Owner shalt furnish all surveys describing the 4.3.1 The Contractor shall supervise and direct the Work,' physical characteristics, legal limits and utility locations using his best skill and attention. He shall be solely re for the site of the Project. sponsible for all construction means, methods, tech- 3.2.2 The Owner shall secure and pay for easements for piques, sequences and procedures and for coordinating permanent structures or permanent changes in existing all portions of the Work under the Contract. facilities. 4.4 LABOR AND MATERIALS 3.2.3 Information or services under the Owner's control 4.4.1 Unless otherwise specifically noted, the Contractor shall be furnished by the Owner with reasonable prompt- shall-provide and pay for all labor, materials, equipment, ness to avoid delay in the orderly progress of the Work. tools,construction equipment and machinery,water,heat, utilities, transportation, and other facilities and services 3.2.4 The Owner shall issue all instructions to the Con- necessary for the proper. execution and completion of tractor through the Architect. the Work. 3.2.5 The foregoing are in addition to other duties and 4.4.2 The Contractor shall at all times enforce strict dis- responsibilities of the Owner enumerated herein and cipline and good order among his employees and shall especially those in respect to Payment and Insurance in not employ on the Work any unfit person or anyone not Articles 9 and 11 respectively. skilled in the task assigned to him. 3.3 OWNER'S RIGHT TO STOP THE WORK 4.5 WARRANTY 3.3.1 If the Contractor fails to correct defective Work 4.5.1 The Contractor warrants to the Owner and the or persistently fails to supply materials or equipment in- Architect that all materials and equipment furnished un- accordance with the Contract Documents, the Owner der this Contract will be new unless otherwise specified, may order the Contractor to stop the Work, or any por- and that all Work will be of good quality, free from faults tion thereof, until the cause for such order has been and defects and in conformance with the Contract Docu- eliminated. ments. All Work not so conforming to these standards OWNER'S RIGHT TO CARRY OUT THE WORK may be considered defective. if required by the .Arch"1- 3.4 tect, the Contractor shall furnish satisfactory evidence 3.4.1 If the Contractor defaults or neglects to carry out as to the kind and quality of materials and equipment. the Work in accordance with the Contract Documents or fails to perform any provision of the Contract, the 4.6 TAKES Owner may, after seven days' written notice to the Con- 4.6.1 The Contractor shall pay all sales, consumer, use tractor and without prejudice to any other remedv he and other similar taxes required by law_ AIA DOCUMENT A201 -GENERAL CONDITIONS OF THE CONTRACT FOR CONSTRUCTION•TIYELFTH EDITION•APRIL 1970 ED. AI A- • - 1970 • THE A MIEP.ICAN INSTITUTE OF ARCHITECTS, 1733 NEW YORK AVENUE, N.W., WASHINGTON,. D.C. 2006 7 AIN . 1 4.7 PERMITS, FEES AND NOTICES 4.11 PROGRESS SCHEDULE 4.7.1 The Contractor shall secure and pay for all permits, 4.11.1 The Contractor, immediately after being awarded governmental fees and licenses necessary for the proper. the Contract, shall prepare and submit for the Architect's execution and completion of the Work, which are appli- approval an estimated progress schedule for the Work. cable at the time the bids are received. it is not the re- The progress schedule shall be related to the entire Proj- sponsibility of the Contractor to make certain that the ect to the extent required by the Contract Documents. Drawings and Specifications are in accordance with ap- This schedule shall indicate the dates for the starting and plicabie laws, Statutes, building codes and regulations- completion of the Various stages of construction and 4.7.2 The Contractor shall give all notices and comply shall be revised as required by the conditions of the with all laws, ordinances, rules, regulations and orders Work, subject to the architect's approval. of any public authority bearing on the performance of ¢•12 DRAWINGS AND SPECIFiCATIONS AT THE SITE the Work- if tl e Contractor observes that any of the , 4'12.1 The Contractor shall maintain at ine site for the Contract Documents are at variance therewith in any Owner one copy of all Drawings,Specifications Addenda, respect, he shall promptly notify the Architect in writing, approved Shop Drawings,Change Orders and other Mod- and any necessary changes shall be adjusted by appropri- ifications, in good order and marked to record all changes ate Modification. If the Contractor performs any Work made during construction. These shall be available to the knowing it to be contrary to Such laws, ordinances, rules Architect. The Drawings, marked to record all changes and regulations, and without such notice to the Archi- made during construction, shall be delivered to him for tect, he shall assume full responsibility therefor and shall the Owner upon completion of the Work- bear all costs attributable thereto. 4,8 CASH ALLOWANCES 4.13 SHOP DRAWINGS AND SAMPLES 4.8.1 The Contractor shall include in the Contract Sum 4.13.1 Shop Drawings are drawings, diagrams, illustra-. all allowances stated in the Contract Documents. These tions,schedules, performance charts,brochures and other allowances shall cover the net cost of the materials and data which are prepared by the Contractor or any Sub- equipment delivered and unloaded at the Site, and all contractor, manufacturer, supplier or distributor, and applicable taxes. The Contractor's handling costs on the which illustrate some portion of the Work. site, labor, installation costs, overhead, profit and other 4.13.2 Samples are physical examples furnished by the expenses contemplated for the original allowance shall Contractor to illustrate materials, equipment or work- be included in the Contract Sum and not in the allow- manship, and to establish standards by which the Work ance. The Contractor shall cause the Work covered by will be judged. these allowances to be performed for such amounts and by such persons as the Architect may direct, but he will 4.13.3 The Contractor shall review, stamp with his ap not be required to employ persons against whom he proval and submit, with reasonable promptness and in makes a reasonable objection. If the cost, when deter- orderly sequence so as to cause no delay in the Work mined, is more than or less than the allowance, the Con- or in the work of any other contractor, all Shop Draw- tract Sum shall be adjusted accordingly by Change Order ins and Samples required by the Contract Documents which will include additional handling costs on the site, or subsequently by the Architect as covered by Modifica labor, installation costs, overhead, profit and other ex- tions. Shop Drawings and Samples shall be properly penses resulting to the Contractor from any increase over identified as specified, or as the Architect may require. the original allowance. At the time of submission the Contractor shall inform the Architect in writing of any deviation in the Shop Draw- ¢,g SUPERINTENDENT Architect or Samples from the requirements of the Contract 4.9.1 The Contractor shall employ a competent super- Documents. intendent and necessary assistants who shall be in at- 4,13.4 By approving and submitting Shup Drawings and tendance at the Project site during the progress of the Samples, the Contractor thereby represents that he has Work. The superintendent shall be satisfactory to the determined and verified all field measurements,field con- Architect, and shall not be changed except with the con- sent of the Architect, unless the superintendent proves struction criteria, materials, catalog numbers and similar to be unsatisfactor<< to the Contractor and ceases to be data, or will do so, and that he has checked and coordi- in his employ. The superintendent shall represent the nated each Shop Drawing and Sample with the require- Contractor and all communications given to the superin- ments of the Work and of the Contract Documents. tendent shall be as binding as if given to the Contractor. 4.13.5 The Architect will review and approve Shop Important communications will be confirmed in writing. Drawings and Samples with reasonable promptness so as Other communications will be so confirmed on written to cause no delay, but only for conformance with the de- request in each case. sign concept of the Project and with the information given 4.10 RESPONSIBILITY FOR THOSE PERFORMING in the Contract Documents. The Architect's approval of a THE WORK separate item shall not indicate approval of an assembly. 4.10.1 The Contractor Shall be responsible to the Owner in which the item functions. for the acts and omissions of all his employees and all 4.13.6 The Contractor shall make any corrections re- Subcontractors, their agents and employees, and all other quired by the Architect and shall resubmit the required persons performing any of the Work under a contract number of corrected copies of Shop Drawings or new with the Contractor. Samples until approved. The Contractor shall direct spe- AIA DOCUMENT A331 •GENERAL CONDITIONS OF THE CONTRACT FOR CONSTRUCTION•TWELFTH EDITION•AP2R 19:7 ED. Pi AlA3 1370 • THE ntitE-".!CAN INSTITUTE OF ARCHITECTS, 1735 NEW 1 K A\ENUE, (�.\Y., wASHI\:aTON, D.C. 28�k?b � W,�I►o t cific attention in writing or on resubmitted Shop Draw- regardless of whether or not it is caused in part by a in-a s to revisions other than the corrections requested by party indemnified hereunder. the Architect on previous submissions. 4,18,2 In any and all claims against the Owner or the 4.13.7 The Architect's approval of Shop Drawings or Architect or any of their agents or employees by any em- Samples shall not relieve the Contractor of responsibility ployee of the Contractor, any Subcontractor, anyone di- for any deviation from the requirements of the Contract rectly or indirectly employed by any of them or anyone Documents unless the Contractor has informed the Archi- for whose acts any of them may be liable, the indemnifi- tect in writing of such deviation at the time of submis- cation obligation under this Paragraph 4.18 shall not be sion and the Architect has given written approval to the limited in any .ray by any limitation on the amount or specific deviation, nor shall the Architect's approval re- type of damages, compensation or bene€its payable by lieve the Contractor from responsibility for errors or or for the Contractor or any Subcontractor under work- omissions in the Shop Drawings or Samples. men's compensation acts, disability benefit acts or other ' 4.13.8 No portion of the Work requiring a Shop Drawing employee benefit acts. or Sample submission shall be commenced until the 4.18.3 The obligations of the Contractor under this Para, submission has been approved by the Architect. All such graph 4.18 shall not extend to the liability of the Archi- portions of the Work shall be in accordance with ap- tect, his agents or employees arising out of (1) the preps- proved Shop Drawings and Samples. ration or approval of maps, drawings, opinions, reports, USE OF SITE surveys, Change Orders, designs or specifications, or (2) 4.14 the giving of or the failure to give directions or in5truc- 4.14.1 The Contractor shall confine operations at the tions by the Architect, his agents or employees provided site to areas permitted by law, ordinances, permits and such giving or failure to give is the primary cause of the- the Contract Documents and shall not unreasonably en- injury or damage. cumber the site with any materials or equipment. 4.15 CUTTING AND PATCHING OF WORK ARTICLE 5 4.15.1 The Contractor shall do all cutting, fitting or patching of his Work that may be required to make its SUBCONTRACTORS several parts fit together properly, and shall not endanger. 5,1 DEFINITION any VJor!c by cutting, excavating or otherwise altering the 5.1.1 A Subcontractor is a person or organization who Work or any part of it. has a direct contract with the Contractor to perform any- 4.i6 CLEANING UP of the Work at the site. The term Subcontractor is re- ferred to throughout the Contract Documents as if singu- 4.16.1 The Contractor at all times shall keep the prem- lar in number and masculine in gender and means a ises free from accumulation of waste materials or rubbish Subcontractor or his authorized representative. caused by his operations. At the completion of the Work he shall remove all his waste materials and rubbish from 5.1.2 A Sub-subcontractor is a person or organization . and about the Project as well as all his tools, construc- who has a direct or indirect contract with a Subcontractor tion equipment, machinery and surplus materials, and to perform any of the Work at the site. The term Sub- shall clean all glass surfaces and leave the Work "broom- subcontractor is referred to throughout the Contract clean or its equivalent, except as otherwise specified. Documents as if singular in number and masculine in gender and means a Sub-subcontractor or an authorized 4.16.2 if the Contractor fails to clean up, the Owner representative thereof. may do so and the cost thereof shall be charged to the Contractor as provided in Paragraph 3.4. 5.1.3 Nothing contained in the Contract Documents shall create any contractual relation between the Owner 4.17 COMMUNiCATIONS or the Architect and any Subcontractor or Sub-subcon 4.17.1 The Contractor shall forward all communications tractor. to the Owner through the Architect. 5.2 AWARD OF SUBCONTRACTS AND OTHER 4,18 INDEMNIFICATION CONTRACTS FOR PORTIONS OF THE WORK 4.18.1 The Contractor shall indemnify and hold harmless 5.2.1 Unless otherwise specified in the Contract Docu- the Owner and the Architect and their agents and em- ments or in the Instructions to Bidders, the Contractor,- p loyees from and against all claims, damages, losses and as soon as practicable after the award of the Contract. expenses including attorneys' fees arising out of or re- shall furnish to the Architect in writing for acceptance by suiting from the performance of the Work, provided that the Owner and the Architect a list of the names of the any such claim,damage,loss or expense (1) is attributable Subcontractors proposed for the principal portions of the to bodily injury, sickness, disease or death, or to injury Work. The Architect shall promptly notify the Contrac- to or destruction of tangib!e property (other than the for in writing if either the Owner or the Architect, after Work itself) including the loss of use resulting there- due investigation, has reasonable objection to any Sub- from, and (2) is caused in whole or in part by any negli- contractor on such list and does not accept him. Failure gent act or omission of the Contractor, any Su'ocontrac of the Owner or Architect to make objection promptly to tor, anyone directly or indirectly employed by any of any Subcontractor on the list shall constitute acceptance them or anyone for whose acts any of them may be liable, of such Subcontractor. AiA DOCUMENT A201 •GENERAL CONDITIONS OF THE CONTRACT FOR CONSTRUCTION . TWELFTH EDITION •APRIL 19:0 ED. 9 AIA • © 1970 • THE Ab!EMCAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.w., %VASHINGTON, D.C- 20C.Co 5.2.2 The Contractor shall not contract with any Sub- tractor may comply in the manner provided in contractor or any person or organization (including those the Contract Documents for tike claims by the Nvho are to furnish material: or equipment fabricated to Contractor upon the Owner; a special design) proposed for portions of the Work .5 waive all rights the contracting parties may have de_ignated in the Contract Documents or in the Instruc- against one another for damages caused by fire tions to Bidders or, if none is so designated, with any or other perils covered by the property insurance Subcontractor proposed for the principal portions of the described in Paragraph 11.3, except such rights as Work who has been rejected by the O%vner and the they may have to the proceeds of such insurance Architect. The Contractor will not be required to con- held by the Owner as trustee under Paragraph tract %with any Subcontractor or person or organization 11.3; and against whom he has a reasonable objection. .6 oblig sent to the provisions of this Paragraph 5.3. Subcontractor each Subcontractor specifically to Con- 5.2.3 If the Owner or Architect refuses to accept any - Subcontractor or person or organization on a list Sub- mitted by the Contractor in response to the requirements 5.4 PAYMENTS TO SUBCONTRACTORS of the Contract Documents or the Instructions to Bidders, 5.4.1. The Contractor shall pay each Subcontractor, upon the Contractor shalt' submit an acceptable substitute and receipt of payment from the Owner, an amount equal the Contract Sum shall be increased or decreased by the to the percentage of completion allowed to the Con difference in cost occasioned by such substitution and an tractor on account of such Subcontractor's Work, less the appropriate Change Order shall be issued; however, no percentage retained from payments to the Contractor. increase in the Contract Sum shall be allowed for any The Contractor shall also require each Subcontractor to such substitution unless the Contractor has acted promptly make similar payments to his subcontractors. and responsively in submitting for acceptance any list or lists of names as required by the Contract Documents 5.4.2 If the Architect fails to issue a Certificate for Pay- or the Instructions to Bidders. ment for any cause which is the fault of the Contractor and not the fault of a particular Subcontractor, the Con- 5.2.4 If the Owner or the Architect requires a change of tractor shall pay that Subcontractor on demand, made at any proposed Subcontractor or person or organization any time after the Certificate for Payment should other- previously accepted by them. the Contract Sum shall be wise have been issued, for his Work to the extent com increased or decreased by the difference in cost occa- pleted, less the retained percentage. sioned by such change and an appropriate Change Order shall be issued. 5.4.3 The Contractor shall pay each Subcontractor a just 5.2.5 The Contractor shall rot make any substitution for share of any insurance moneys received by the Contractor an Subcontractor or under Article 11, and he shall require each Subcontractor y person or organization who has to make similar payments to his subcontractor. been accepted by the Owner and the Architect, unless ' the substitution is acceptable to the Owner and the 5.4.4 The Architect may,, on request and at his discretion, Architect. furnish to any Subcontractor, if practicable, information 5.3 SUBCONTRACTUAL RELATIONS regarding percentages of completion certified to the Con- 5.3.1 All work performed for the Contractor by a Sub- tractor on account of Work done by such Subcontractors. contractor shall be pursuant to an appropriate agree- 5.4.5 Neither the Owner nor the Architect shall have any ment between the Contractor and the Subcontractor (and obligation to pay or to see to the payment of any moneys where appropriate between Subcontractors and Sub- to any Subcontractor except as may otherwise be required subcontractors) which shall contain provisions that: by law. .1 preserve and protect the rights of the Owner and the Architect under the Contract with respect to ARTICLE 6 the Work to be peso::-led under the subcontract so that the subcontracting thereof will not preju- SEPARATE CONTRACTS dice such rights; 6.1 OWNER'S RIGHT TO AWARD SEPARATE CONTRACTS .2 require that such Work be performed in accord- ance with the requirements of the Contract 6.1.1 The Owner reserves the right to award other con- Documents; tracts in connection with other portions of the Project .3 require submission to the Contractor of applica- under these or similar Conditions of the Contract_ tions for payment under each subcontract to which the Contractor is a party, in reasonable 6.1.2 When separate contracts are awarded for different time to enable the Contractor to apply for pay- Portions of the Project, "the Contractor" in the contract ment in accordance with Article 9; documents in each case shall be the contractor who signs .4 require that all claims for additional costs, exten- each separate contract. sions of time, damag-es for delays or otherwise with respect to subcontracted portions of the 6.2 MUTUAL RESPONSIBILITY OF CONTRACTORS Work shall be submitted to the Contractor (via 6.2.1 The Contractor shall afford other contractors rea- any Subcontractor or Sub-subcontractor where sonable opportunity for I he introduction and storage of appropriate) in Sufficient time so that the Con- their materials and equipment and the execution of their AIA DOCUMENT A2271 • GENERAL CONDITIONS OF THE CONTRACT FOR CONSTRUCTION •TWELFTH EDITION • APRIL 1970 ED. 10 AIA! - ^ :i.-0 THE A>IERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, NAV., %VASHINGTON, D.C. 2CL)Q6 S-330 �- ~cork, and- shall properly connect and coordinate his party to the Contract shalt assign the Contrac:or sublet it Work with theirs. as a whole without the written consent of the other, nor shall the Contractor assign any moneys due or to become 6.2.2 If any part of the Contractor's Work depends for due to him hereunder, without the previous written con- proper execution or results upon the work of any other sent of the Owner. separate contractor, the Contractor shall inspect and " promptly report to the Architect any apparent discrepan- 7.3 WRITTEN NOTICE ties or defects in such work that render it unsuitable for 7.3.1 Written notice shall be deemed to have been duly such proper execution and results. Failure of the Con- served if delivered in person to the individual or member tractor so to inspect and report shall constitute an accept- of the firm or to an officer of the corporation for whom ante of the other contractors work as fit and proper to it was intended, or if delivered at or sent by registered receive his Work,except as to defects which may develop or certified mail to the last business address known to in the other separate contractor's work after the execution him who gives the notice. Of the Contractor's Work 7,4 CLAIMS FOR DAMAGES 6.2.3 Should the Contractor cause damage to the work 7.4.7 Should either art to the Contract suffer injury or or property of any separate contractor on the Project, the party Contractor shall, upon due notice, settle with such other damage to person or property because of any act or contractor by agreement or arbitration, if he will so settle. omission of the other party or of any of his employees, If such separate contractor sues the Owner or initiates agents or others for whose acts he is legally liable, claim an arbitration proceeding ore account of any damage shall be made in writing to such other party within a alleged to have been so sustained,the Owner shall notify reasonable time after the first observance of such injury the Contractor who shall defend such proceedings at the or damage. Owner's expense, and if any judgment or award against 7.5 PERFORMANCE BOND AND the Owner arises therefrom the Contractor shall pay or LABOR AND MATERIAL PAYMENT BOND satisfy it and shall reimburse the Owner for all attorneys' 7.5.1 The Owner shall have the right to require the fees and court or arbitration costs which the Owner has Contractor to furnish bonds covering the faithful per incurred_ formance of the Contract and the payment of all obliga- 6.3 CUTTING AND PATCHING tions arising thereunder if and as required in the lnstruc- UNDER SEPARATE CONTRACTS tions to Bidders or elsewhere in the Contract Documents 6.3.1 The Contractor shall be responsible for any cutting, 7.6 RIGHTS AND REMEDIES fitting and patching that may be required to complete Con- his Work except as otherwise specifically provided in the Ira t Documents and ehgatsandpre remedies the able Contract Documents. The Contractor shall not endanger rights e any work of any other con tractors by cutting, excavating thereunder shall be in addition to and not a limitation or otherwise altering any work and shall not cut or alter of any duties, obligations, rights and remedies otherwise the work of any other contractor extent with the written imposed or available by law. consent of the Architect. 7.7 ROYALTIES AND PATENTS 6.3.2 Any costs caused by defective or ill-timed work 7.7.1 The Contractor shall pay all royalties and license shall be borne by the party responsible therefor. fees. He shall defend all suits or claims for infringement 6.4 OWNER'S RIGHT TO CLEAN UP of any patent rights and shall save the Owner harmless from loss on account thereof, except that the Owner 6.4.1 If a dispute arises betm-een the separate contractors shall be responsible for all such loss when a particular de- as to their responsibility for cleaning up as required by sign, process or the product of a particular manufacturer Paragraph 4.16, the Owner may clean up and charge the or manufacturers is specified, but if the Contractor has cost thereof to the several contractors as the Architect reason to believe that the design, process or product shall determine to be just. specified is an infringement of a patent, he shall be re- sponsible for such loss unless he promptly gives such in- ARTICLE 7 formation to the Architect. 7.8 TESTS MISCELLANEOUS PROVISIONS 7.8,1 If the Contract Documents, laws, ordinances, rules, 7.1 GOVERNING LAW regulations or orders of any public authority having juris- 7.1.1 The Contract shall be governed by the law of the diction require any Work to be inspected, tested or ap- place where the Project is located. proved, the Contractor shall give the Architect timely no SUCCESSORS AND ASSIGNS tice of its readiness and of the date arranged so the Architect may observe such inspection, testing or ap- 7.2.1 The Owner and the Contractor each binds him- proval. The Contractor shall bear all costs of such inspec- self, his partners, successors, assigns and legal represen- tions, tests and approvals unless otherwise provided. tatives to the other party hereto and to the partners, suc- cessors, assigns and legal representatives of such other 7.8.2 If after the commencement of the Work the party in respect to ail covenants, agreements and obliga- Architect determines that any Work requires special in- tions contained in the .Contract Documents. Neither spection, testing, or approval which Subparagraph 7.8.1 AIA DOCUMENT A201 -GENE?,nL CONDITIONS OF THE CONTRACT FOP,CONSTRUCTION •TWELFTH EDITION •APRIL 1970 ED. AIA� . Q 1970 THE A;+IER:CAN INSTITUTE OF ARCHITECTS, 1735 NE%`. YORK AVENUE. NAY_, WASHINGTON, D.C. 20+''•75 does not include, he will, upon written authorization 7.10.3 The Contractor shall carry on the Work and main- from the Owner, instruct the Contractor to order such tain the progress schedule during any arbitration pro- special inspection, testing or approval, and the Con- ceedings, unless otherwise agreed b;: him and the Owner tractor shall give notice as in Subparagraph 7.8.1. If such in writin& special inspection or testing reveals a failure of the Work to comply (1) with lire requirements of the Contrail ARTICLE 8 Documents or (2), with respect to the performance of the Work, with laws, ordinances, rules, regulations or orders TIME of any public authority having jurisdiction, the Contractor shall bear all costs thereof, including the Architects addi- 8.1 DEFINITIONS tional services made necessary by such failure; otherwise 8,1,1 The Contract Time is the period of time allotted in the Owner shall bear such costs, and an appropriate the Contract Documents for completion of the Work. Change Order shall be issued. 8.1.2 The date of commencement of the Work is the 7.8.3 Required certificates of inspection, testing or ap- date established in a notice to proceed. If there is no proval shall be secured by the Contractor and promptly notice to proceed, it shall be the date of the Agreement delivered by him to the Arthitect. or such other date as may be established therein. 7.8.4 If the Architect wishes to observe the inspections, 8.1.3 The Date of Substantial Completion of the Work tests or approvals required by this Paragraph 7.8, he will or designated portion thereof is the Date certified by the do so promptly and, ~where practicable, at the source of Architect when construction is sufficiently complete, in supply, accordance with the Contract Documents, so the Owner may occupy the Work or designated portion thereof for 7.8.5 Neither the observations of the Architect in his the use for which it is intended. Administration of the Construction Contract, nor inspec- 8.7.4 The term day as used in the Contract Documents tions, tests or approvals by persons other than the Con shall mean calendar day. tractor shall relieve the Contractor from his obligations to perf-:)rm the Work in accordance with the Contract 8.2 PROGRESS AND COMPLETION Documents. 8.2.1 All time limits stated in the Contract Documents 7.9 INTEREST are of the essence of the Contract. 7.9.1 Any moneys not paid when due to either party 8.2.2 The Contractor shall begin the Work on the date under this Contract shall bear interest at the legal rate in of commencement as defined in Subparagraph 8.1.2. He force at the place of the Project. shall carry the Work forward expeditiously with adequate forces and shall complete it within the Contract Time. 7.70 ARBITRATION 7.10.1 All claims, disputes and other matters in question 8�•3 If a date or time of completion is included in the arising out of or relating to, this Contract or the breach Contract, it shall be the Date of Substantial Completion ° t° as defined in Subparagraph 8.1.3, including authorized thereof, except as et forth in Subparagraph 2.2.9 with extensions thereto, unless otherwise provided. respect to the Architect's decisions on matters relating to artistic effect, and except for claims which have been 8.3 DELAYS AND EXTENSIONS OF TIME waived by the making or acceptance of final payment as provided by Subparagraphs 9.7.5 and 9.7.6, shalt be de- 8.3.7 if the Contractor is delayed at any time in the tided by arbitration in accordance with the Construction Progress of the Work by any act or neglect of the Owner Indust Arbitration Rules of the American Arbitration or the Architect, or by any employee of either, or by any Association then obtaining unless the parties mutually changes ordered in r the Work,orb the by labor disputes, fire, agree otherwise. This agreement to arbitrate shall be unusual delay in transportation, unavoidable casualties or specifically enforceable under the prevailing arbitration any causes beyond the Contractor's control, or by delay law. The award rendered by the arbitrators shall be final, authorized by the Owner pending arbitration, or by any and judgment may be entered upon it in accordance with cause which the Architect determines may justify the applicable law in any court having jurisdiction thereof. deny, then the Contract Time shatl be extended by 7.10.2 Notice of the demand for arbitration shall be filed Change Order for such reasonable time as the Architect in writing with the other party to the Contract and with may determine. the American Arbitration Association, and a copy shall 8.3.2 All claims for extension of time shall be made in be filed with the Architect. The demand for arbitration writing to the Architect no more than twenty days after shall be made within the time limits specified in Sub- the occurrence of the-delay; otherwise they shall be paragraphs 2.2.10 and 2.2.11 where applicable, and in waived. In the case of a continuing cause of delay only all other cases within a reasonable time after the claim, one claim is necessary. dispute or other matter in question has arisen, and in no event shall it be made after the date when institution of 8.3.3 If no schedule or agreement is made stating the legal or equitable proceedings based on such claim, dates upon which written interpretations as set forth in dispute or other matter in question would be barred by Subparagraph 1.2.5 shall be furnished, then no claim for the applicable statute of limitations. delay shall be allowed on account of failure to furnish AIA DOCUMENT A201 - GENERAL CONDITIONS OF THE CONT2ACT FOR CONSTRUCTION•TWELF,H EDITION -A^RIL 19;0 ED. 12 AIA3 c^, 1970 - THE AMERICAN INSTITUTE OF ARCHITECTS. 1735 NEW YORK AVENUE, N.V.%. WASHINGTON. D.C. MCC6 such interpretations until fifteen days after demand is 9.4 CERTIFICATES FOR PAYMENT made for them, and not then unless such claim is 9.4.1 If the Contractor has made Application for Pay- reasonable.' ment as above, the Architect will, with reasonable 8.3.4 This Paragraph 8.3 does not exclude the recovery promptness but not more than seven days after the re- of damages for delay by either party under other pro- ceipt of the Application, issue a Certificate for Payment visions of the Contract Documents. to the Owner, with a copy to the Contractor, for such amount as he determines to be property due, or state in ARTICLE 9 writing his reasons for withholding a Certificate as pro- vided in Subparagraphs 9.5.1. PAYMENTS AND COMPLETION 9.4.2 The issuance of a Certificate for Payment will con- 9.1 CONTRACT SUM stitute a representation by the Architect to the Owner, 9.1.1 The Contract Surrr is stated in the Agreement and , based on his observations at the site as provided in Sub is the total amount payable by the Owner to the Con- paragraph 2.2.4 and the data comprising the Applica- tractor for the performance of the Work under the tion for Payment, that the Work has progressed to the Contract Documents. point indicated; that, to the best of his knowledge, in- formation and belief, the quality of the Work is in ac- 9.2 SCHEDULE OF VALUES cordance with the Contract Documents (subject to an 9.2.1 Before the first Application for Payment, the Con- evaluation of the Work for conformance with the Con- tractor shall submit to the Architect a schedule of values tract Documents upon Substantial Completion, to the of the various portions of the Work, including quantities results of any subsequent tests required by the Contract if required by the Architect, aggregating the total Con Documents, to minor deviations from the Contract Docu- tract Sum, divided so as to facilitate payments to Sub- ments correctable prior to completion, and to any spe- contractors in accordance with Paragraph 5.4,prepared in cific qualifications stated in his Certificate); and that the such form as specified or as the Architect and the Con- Contractor is entitled to payment in the amount certified. tractor may agree upon, and supported by such data to In addition, the Architect's final Certificate for Payment substantiate its correctness as the Architect may require. will constitute a further representation that the condi Each item in the schedule of values shall include its tions precedent to the Contractor's being entitled to final proper share of overhead and profit. This schedule,when payment as set forth in Subparagraph 9.7.2 have been approved by the Architect, shall be used only as a basis fulfilled. However, by issuing a Certificate for Payment, for the Contractor's Applications for Payment. the Architect shall not thereby be deemed to represent PROGRESS PAYMENTS that he has made exhaustive or continuous on-site �•3 9.3.1 At least ten days before each pro inspections to check the quality or quantity of the Work gress payment or that he has reviewed the construction means,methods, falls due, the Contractor shall submit to the Architect an techniques, sequences or procedures, or that he has itemized Application for Payment, supported by such made any examination to ascertain how or for what data substantiating the Contractor's right to payment as purpose the Contractor has used the moneys previously the Owner or the Architect may require. paid on account of the Contract Sum. 9.3.2 If payments are to be made on account of mate- 9,4.3 'After the Architect has issued a Certificate for Pay- rials or equipment not incorporated in the Work but de- ment, the Owner shall make payment in the manner pro- livered and suitably stored at the site, or at some other vided in the Agreement. location agreed upon in writing, such payments shall be conditioned upon submission by the Contractor of bills 9.4.4 (�!o certificate for a progress payment, nor any of sale or such other procedures satisfactory to the progress payment, nor any partial or entire use or oc- Owner to establish the Owners title to such materials or cupancy of the Project by the Owner, shall constitute an equipment or otherwise protect the Owner's interest in- acceptance of any%York not in accordance with the Con- cluding applicable insurance and transportation to the tract Documents. site. 9.5 PAYMENTS WITHHELD 9.3.3 The Contractor warrants and guarantees that title 9.5.1 The Architect may decline to approve an Appli- to all Work, materials and equipment covered by an cation for Payment and may withhold his Certificate in Application for Payment, whether incorporated in the whole or in part, to the extent necessary reasonably to Project or not, will pass to the Owner upon the receipt protect the Owner, if in his opinion he is unable to make of such payment by the Contractor, free and clear of representations to the Owner as provided in Subpara all liens, claims, security interests or encumbrances, here- graph 9.4.2. The Architect may also decline to approve inafter referred to in this Article 9 as "liens"; and that no any Applications for Payment or,because of subsequently Work, materials or equipment covered by an Application discovered evidence or subsequent inspections, he may for Payment will have been acquired by the Contractor nullify the whole or any part of any Certificate for Pay- or by any other person performing the Work at the site ment previously issued, to such extent as may be neces- or furnishing materials and equipment for the Project, sary in his opinion to protect the Owner from loss be- subject to an agreement under which an interest therein cause of: or an encumbrance thereon is retained by the seller or .1 defective work not remedied, otherwise imposed by the Contractor or such other 2 third party claims filed or reasonable evidence person. indicating probable filing of such claims, AIA DOCUMENT A701 -GENERAL CONDITIONS OF THE CONTRACT FOR CONSTRUCTION•TWELFTH EDITION APRIL 1970 ED. AIA13 • 0 19170 • THE A-M.ERICAN I.NSMUTE OF ARCH;TECrS, 1735 NEW YORK AVENUE, N.M. \\'ASHtNGTOV, D.C. _C-X)5 13 j i .3 failure of the Contractor to make payments prop- submits to the Architect (1) an Affidavit that all payrolls, erly to Subcontractors or for labor, materials or bills for materials and equipment, and other indebtedness equipment, connected with the Work for which the Owner or his .4 reasonable doubt that the Work can be com- property might in any way be responsible, have been pleted for the unpaid balance of the Contract paid or otherwise satisfied, (2) consent of surety, if any, Sum, to final payment and (3), if required by the Owner, other .5 damage to another contractor, data establishing payment or satisfaction of all such ob- .6 reasonable indication that the Work will not be ligations, such as receipts, releases and waivers of liens completed within the Contract Time, or arising out of the Contract, to the extent and in such form .7 unsatisfactory prosecution of the Work by the as may be designated by the Owner. If any Subcontrac- Contractor. for refuses to furnish a release or waiver required by the 9.5.2 When the above grounds in Subparagraph 9.5.1 Owner, the Contractor may furnish a bond satisfactory to are removed, payment shall be made for amounts with- the Owner to indemnify him against any such lien, if held because of them. any such lien remains unsatisfied after all payments are made, the Contractor shall refund to the Owner all 9.6 FAILURE OF PAYMENT moneys that the latter may be compelled to pay in dis- 9.6.1 if the Architect should fail to issue any Certificate - charging such lien, including all costs and reasonable at- for Payment, through no fault of the Contractor, within torneys fees. seven days after receipt of the Contractor's Application 9.7.4 If after Substantial Completion of the Work final for Payment, or if the Owner should fail to pay the Con- . completion thereof is materially delayed through no fault tractor within seven days after the date of payment es- of the Contractor, and the Architect so confirms, the tablished in the Agreement any amount certified by the Owner shall, upon certification by the Architect,and with- Architect or awarded by arbitration, then the Contrac- out terminating the Contract, make payment of the bal- for may, upon seven additional days written notice to ante due for that portion of the Work fully completed the Owner and the Architect, stop the Work until pay- and accepted. If the remaining balance for Work not fully ment of the amount owing has been received. completed or corrected is less than the retainage stipu- lated in the Agreement, and if bonds have been furnished 9.7 SUBSTANTIAL COMPLETiON AND FINAL PAYMENT as required in Subparagraph 7.5.1, the written consent of 9.7.1 When the Contractor determines that the Work the surety to the payment of the balance due for that or a designated portion thereof acceptable to the Owner portion of the Work fully completed and accepted shall is substantially complete, the Contractor shall prepare for be submitted by the Contractor to the Architect prior to submission to the Architect a list of items to be com- certification of such payment. Such payment shall be pleted or corrected. The failure to include any items made under the terms and conditions governing final on such list does not alter the responsibility of the Con- payment, except that it shall not constitute a waiver of tractor to complete all Work in accordance with the claims. Contract Documents. When the Architect on the basis of an inspection determines that the Work is substantially 9.7.5 The making of final payment shall constitute a complete, he will then prepare a Certificate of Substantial waiver of all claims by the Owner except those arising Completion which shall establish the Date of Substantial from: Completion, shall state the responsibilities of the Owner .1 unsettled liens, and the Contractor for maintenance, heat, utilities, and •2 faulty or defective Work appearing after Substan- insurance, and shall fix the time within which the Con- tial Completion, tractor shall complete the items listed therein. The Cer- .3 failure of the Work to comply with the require- tificate of Substantial Completion shall be submitted to ments of the Contract Documents, or the Owner and the Contractor for their written accept- •4 terms of any special guarantees required by the ante of the responsibilities assigned to them in such Contract Documents. Certificate. 9.7.6 The acceptance of final payment shall constitute a 9.7.2 Upon receipt of written notice that the Work is waiver of all claims by the Contractor except those pre- ready for final inspection and acceptance and upon re- viously made in writing and still unsettled. ceipt of a final Application for Payment, the Architect will promptly make such inspection and, when he finds ARTICLE 10 the Work acceptable under the Contract Documents and the Contract fully performed, he will promptly issue a PROTECTION OF PERSONS AND PROPERTY final Certificate for Payment stating that to the best of his 70.1 SAFETY PRECAUTIONS AND PROGRAMS knowledge, information and belief, and on the basis of his observations and inspections, the Work has been 10.1.1 The Contractor shall be responsible for initiating, completed in accordance with the terms and conditions maintaining and supervising all safety precautions and of the Contract Documents and that the entire balance Programs m connection with the Work. found to be due the Contractor, and noted in said final 10.2 SAFETY OF PERSONS AND PROPERTY Certificate,is due and payable. 10.2.1 The Contractor shall take all reasonable precau- 9.7.3 Neither the final payment nor the remaining re- tions for the safety of, and shall provide all reasonable tained percentage shall become due until the Contractor protection to prevent damage, injury or loss to: 14 AIA DOCUMENT A201 • GENERAL CONDITIONS OF THE CONTRACT FOR CONSTRUCTION•TWELFTH EDITION •APRIL 19:0 ED. AIAa • 0 1970 • THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YOR-K AVENUE, N.W_, WASHINGTON, D.C. 1-Ce6 •1 all employees on the Work and all other per insurance as will protect him from claims set forth below sons who may be affected thereby; which may arise out of or result from the Contractor's .2 all the Work and all materials and equipment operations under the Contract, whether such operations to be incorporated therein, whether in storage be by himself or by any Subcontractor or by anyone di- on or off the site, under the care, custody or rectiv or indirectly employed by any,of them, or by any- control of the Contractor or any of his Sub- one for whose acts any of them may be liable: contractors or Sub-subcontractors; and •1 claims under workmen's compensation, disability .3 other property at the site or adjacent thereto, benefit and other similar employee benefit acts; including trees, shrubs, lawns, walks, pavements, .2 claims for damages because of bodily injury, roadways, structures and utilities not designated occupational sickness or disease, or death of his for removal, relocation or replacement in the employees; course of construction. .3 claims for damages because of bodily injury, sickness or disease, or death of any person other 10.2.2 The Contractor shall comply with all applicable than his employees; Maws, ordinances, rules, regulations and lawful orders of •q claims for damages insured by usual Personal any public authority having jurisdiction for the safety injury liability coverage which are sustained (1l of persons or property or to protect them from damage, by any person as a result of is offense directly 1)or injury or loss. He shall erect and maintain, as required indirectly related re the employment n off en of such by existing conditions and progress of the %VO k, all person by the Contractor, or (2} by any other reasonable safeguards for safety and protection, inctud- person; and ing posting danger signs and ocher warnings against haz- .5 claims for damages because of injury to or de- ands,promulgating safety regulations and notifying owners struction of tangible property, including loss of and users of adjacent utilities. use resulting therefrom. 10.2.3 When the use or storage of explosives or other 11.1.2 The insurance required by Subparagraph 11.1.1 hazardous materials or equipment is necessary for the shall be written for not less than any limits of liability execution of the Work, the Contractor shall exercise specified in the Contract Documents, or required by law, the utmost care and shall carry on such activities under whichever is greater,and shall include contractual liability t„e supervision of properly qualified personnel. insurance as applicable to the Contractor's obligations 10 2. All damage or loss to any property referred to in under Paragraph 4.18. . Clauses 10.2.1.2 and 10.2.1.3 caused in whole or in part 11.1.3 Certificates of Insurance acceptable to the Owner by the Contractor, any Subcontractor, any Sub-subcon- shall be filed with the Owner prior to commencement of tractor, or anyone directly or indirectly employed by any the Work.These Certificates shall contain a provision that Of them, or by anyone for :whose acts any of them may coverages afforded under the policies will not be can- be liable, shall be remedied by the Contractor, except celled until at least fifteen days' prior written notice has damage or loss attributable to faulty Drawings or Specifi been given to the Owner. nations or to the acts or omissions of the Owner or Archi- tect or anyone employed by either of them or for whose 11.2 OWNER'S LIABILITY INSURANCE acts either of them may be liable, and not attributable to 11 2.1 The Owner shall be responsible for purchasing the fault or negligence of the Contractor. and maintaining his own liability insurance and, at his 10.25 The Contractor shall designate a responsible option,may purchase and maintain such insurance as will member of his organization at the site whose duty shall protect him against claims which may'arise from opera be the prevention of accidents. This person shall be the tions under the Contract. Contractor's superintendent unless otherwise designated 11.3 PROPERTY INSURANCE in writing by the Contractor to the Owner and the Architect. 11.3.1 Unless otherwise provided, the Owner shall pur- chase and maintain property insurance upon the entire 10.2.6 The Contractor shall not load or permit any part Work at the site to the full insurable value thereof. This of the Work to be loaded so as to endanger its safety. insurance shall include the interests of the Owner, the 10.3 EMERGENCIES Contractor, Subcontractors and Sub-subcontractors in the 10.3.1 in any emergency affecting the safety of persons Work and shall insure against the perils of Fire, Extended or property, the Contractor shall act, at his discretion, Coverage, Vandalism and Malicious Mischief. to prevent threatened damage, injury or loss. Any addi- 11.3.2 The Owner shall purchase and maintain such tional compensation or extension of_time claimed by the steam boiler and machinery insurance as may be required Contractor on account of emergency work shall be de- by the Contract Documents or by law. This insurance termined as provided in Article 12 for Changes in the shall include the interests of the Owner, the Contractor. Work. Subcontractors and Sub-subcontractors in the Work. ARTICLE 11 11.3.3 Any insured loss is to be adjusted with the Owner and made payable to the Owner as trustee for the in- INSURANCE sureds, as their interests may appear, subject to the re- 11.1 CONTRACTOR'S LIABILITY INSURANCE quirements of any applicable mortgagee clause and of 11.1.1 The Contractor shall purchase and maintain such Subparagraph 11.3.8. AiA DOCLJMEENT A201 GENEkAL CO%DITIONS OF THE CONTRACT FOR CONSTRUCTION•TWELFTH EDITION •APRIL 1970 ED. 1� glp;3 i570 - THE AMERICAN INSTITUTE OF ARCHiTECS, 1735 NEV,' YORK AVENUE, N.W., WASHINGTON, D.C. 2uAi6- 11.3.4 The Owner shall fife a copy of all policies with of the Contract consisting of additions,deletions or other the Contractor before an exposure to loss may occur. If revisions, the Contract Sum and the Contract Time being the Owner does not intend to purchase such insurance. adjusted accordingfy. All such Changes in the Work shall he shall inform the Contractor in writing prior to com- be authorized by Change Order, and shall be executed mencement of the Work. The Contractor may then effect under the applicable conditions of the Contract Docu- insurance which trill protect the interests of himself, his ments. Subcontractors and the Sub-subcontractors in the Work, 12.1.2 A Change Order is a written order to the Con- and by appropriate Change Order the cost thereof shall tractor signed by the Owner and the Architect, issued be charged to the Owner. If the Contractor is damaged by after the execution of the Contract, authorizing a Change failure of the Owner to purchase or maintain such insur- in the Work or an adjustment in the Contract Sum or the ante and so to notify the Contractor, then the Owner Contract Time. Alternatively, the Change Order may be shall bear all reasonable costs properly attributable signed by the Architect alone, provided he has written thereto. authority from the Owner for such procedure and that a 11.3.5 If the Contractor requests in writing that insur- copy of such written authority is furnished to the Con- ance for special hazards be included in the property insur- tractor upon request.A Change Order may also be signed ante policy, the Owner shall, if possible, include such by the Contractor if he agrees to the adjustment in the insurance, and the cost thereof shall be charged to the Contract Sum or the Contract Time. The Contract Sum Contractor by appropriate Change Order. and the Contract Time may be changed only by Change Order. 11.3.6 The Owner and Contractor waive all rights against 12.1.3 The cost or credit to the Owner resulting from a each other for damages caused by fire or other perils to Change in the Work shall be determined in one or more the extent covered by insurance provided under this Para- of the following ways: graph 11.3, except such rights as they may have to the y proceeds of such insurance .,eld by the Owner as trustee. •1 by mutual acceptance of a lump sum properly The Contractor shall require similar waivers by Subcon- itemized; tractors and Sub-subcontractors in accordance with •2 by unit prices stated in the Contract Documents Clause 5.3.1.5. or subsequently agreed upon; or .3 by cost and a mutually acceptable fixed or per- 11.3.7 If required in writing by any party in interest, the tentage fee: Owner as trustee.shall, upon the occurrence of an insured 12.1.4 If none of the methods set forth in Subparagraph loss, give bond for the proper performance of his duties. 12.1.3 is agreed upon, the Contractor, provided he re- He shall deposit in a separate account any money so re- ceives a Change Order, shall promptly proceed with the ceived, and he shall distribute it in accordance with such Work involved. The cost of such Work shall then be de agreement as the parties in interest may reach, or in ac- termined by the Architect on the basis of the Contractor's cordance with an award by arbitration in which case the reasonable expenditures and savings, including, in the procedure shall be as provided in Paragraph 7.10. If after case of an increase in the Contract Sum, a reasonable such loss no other special agreement is made, replace- allowance for overhead and profit. In such case, and also mint of dammed work shat( be covered by an appro- under Clause 12.1.3.3 above, the Contractor shall keep priate Change Order. and present, in such form as the Architect may prescribe, 11.3.8 The Owner as trustee shall have power to adjust an itemized accounting together with appropriate sup- and settle any loss with the insurers unless one of the porting data. Pending final determination of cost to the parties in interest shall object in writing within five days Owner, payments on account shall be made on the after the occurrence of loss to the Owner's exercise of Architect's Certificate for Payment. The amount of credit this power, and if such objection be made, arbitrators to be allowed by the Contractor to the Owner for any shall be chosen as provided in Paragraph 7.10.The Owner deletion or change which results in a net decrease in cost as trustee shall, in that case, make settlement with the will be the amount of the actual net decrease as con- insurers in accordance with the directions of such arbi- firmed by the Architect. When both additions and credits trators. If distribution of the insurance proceeds by are involved in any one change, the allowance for over- arbitration is required, the arbitrators will direct such head and profit shall be figured on the basis of net in distribution. Crease, if any. LOSS OF USE INSURANCE 12.1.5 if unit prices are stated in the Contract Docu- ments or subsequently agreed upon, and if the quantities 11.4.1 The Owner, at his option, may purchase and originally contemplated are so changed in a proposed maintain such insurance as will insure him against loss of Change Order that application of the agreed unit prices use of his property due to fire or other hazards, however to the quantities of Work proposed will create a hard- caused. ship on the Owner or the Contractor, the applicable unit ARTICLE 12 prices shall be equitably adjusted to prevent such hard- ship. CHANGES IN THE WORK 12.1.6 Should concealed conditions encountered in the performance of the Work below the surface of the ground 12.1 CHANGE ORDERS be at variance with the conditions indicated by the Con 12.1.1 The Owner, without invalidating the Contract, tract Documents or should unknown physical conditions may order Changes in the Work within the general scope below the surface of the ground of an unusual nature, AiA DOCUMENT A201 •GENERAL CONDITIONS OF THE CONTRACT FOR CONSTR­C710N•TICELFTH EDITION • APRIL 19..-0 ED. 16 ALAS 15.-0 THE XMEMCAN INSTITUTE OF ARCHITECTS, 1735 NE%v Y03<' AVENUE. \.1:'., WASHINGTON, D.C. :'XC13 differing materially from those ordinarily encountered and shall, by appropriate Change Order, be charged to-the generally recognized as inherent in work of the character Owner. If such Work be found not in accordance with provided for in this Contract, be encountered, the Con- the Contract Documents, the Contractor shall pay such tract Sum shall be equitably adjusted by Change Order costs unless it be found that this condition was caused upon claim by either party made within twenty days by a separate contractor employed as provided in Article after the first observance of the conditions. 6, and in that event the Owner shall be responsible for 12.1.7 If the Contractor claims that additional cost is the payment of such costs. involved because of (1) any written interpretation issued pursuant to Subparagraph 1.25, (2) any order by the 13.2 CORRECTION O"F WORK Owner to stop the Work pursuant to Paragraph 3.3 where 13 2.1 The Contractor shall promptly correct all Work the Contractor was not at fault, or (3) any written order rejected by the Architect as defective or as-failing to con- for a minor change in the Work issued pursuant to Para- form to the Contract Documents whether observed graph 12.3, the Contractor shall make such claim as pro- before or after Substantial Completion and whether or vided in Paragraph 12.2. not fabricated, installed or completed. The Contractor shall bear all cost of correcting such rejected Work, in- 12,2 CLAIMS FOR ADDiTIONAL COST cluding the cost of the Architect's additional services 12 2.1 if the Contractor wishes to make a claim for an thereby made necessary. increase in the Contract Sum, he shall give the Architect 13.2.2 If, within one year after the Date of Substantial written notice thereof within twenty days after the occur- Completion or within such longer period of time as may rence of the event giving rise to such claim. This notice be prescribed by law or by the terms of any applicable shall be given by the Contractor before proceeding to exe- special guarantee required by the Contract Documents.. cute the Work, except in an emergency endangering life any of the Work is found to be defective or not in ac- or property in which case the Contractor shall proceed in cordance with the Contract Documents, the Contractor accordance with Subparagraph 10.3.1. No such claim shall shall correct it promptly after receipt of a written notice be valid un,'ess so made. If the Owner and the Contractor from the Owner to do so unless the Owner has pre- cannot agree on the amount of the adjustment in the viously given the Contractor a written acceptance of such Contract Sum, it shall be dote-min�tl by the Architect. condition. The Owner shall give such notice promptly Any change in the Contract Sum resulting from such after discovery of the condition. claim shall be authorized by Change Order. 13.2.3 All such defective or non-conforming Work under Subparagraphs 13.2.1 and 13.2.2 shall be removed from 12.3 MINOR CHANGES IN THE)YORK the site if necessary, and the Work shall be corrected to 12.3.1 The Architect shall have authority to order minor comply with the Contract Documents without cost to changes in the Work not involving an adjustment in.the the Owner. Contract Sum or an extension of the Contract Time and 13 2.4 The Contractor shall bear the cost of making not inconsistent with the intent of the Contract Docu- good all work of separate contractors destroyed or dam- ments. Such changes may be erected by Field Order or aged by such removal or correction. by other written order. Such changes shat{ be binding on 13.2.5 If the Contractor does not remove such defective the Owner and the Contractor. or non-conforming Work within a reasonable time fixed by written notice from the Architect, the Owner may 12.4 FIELD ORDERS remove it and may store the materials or equipment at 12.4.1 The Architect may issue written Field Orders the expense of the Contractor. If the Contractor does not which interpret the .Contract Documents in accordance pay the cost of such removal and storage within ten days with Subparagraph 1.2.5 or which order minor changes thereafter, the Owner may upon ten additional days' in the Work in accordance with Paragraph 12.3 without written notice sell such Work at auction or at private sale change in Contract Sum or Contract Time.The Contractor and shall account for the net proceeds thereof, after shall carry out such Field Orders promptly. deducting all the costs that should have been borne by the Contractor including compensation for additional ARTICLE 13 architectural services. If such proceeds of sale do not cover all costs which the Contractor should have borne, UNCOVERING AND CORRECTION Of WORK the difference shall be charged to the Contractor and an appropriate Change Order shall be issued. If the pay- 13,1 UNCOVERING OF WORK ments then or thereafter due the Contractor are not suf- 13.1.1 if any Work should be covered contrary to the re- ficient to cover such amount, the Contractor shall pay the quest of the Architect, it must, if required by the Archi- difference to the Owner. tect, be uncovered for his observation and replaced, at 13 2.6 If the Contractor fails to correct such defective the Contractor's expense. or non-conforming Work, the Owner may correct, it in 13.1.2 if any other Work has been covered which the accordance with Paragraph 3.4. Architect has not specifically requested to observe prior ACCEPTANCE OF DEFECTIVE to being covered, the Architect may request to see such 13.3 Work and it shall be uncovered by the Contractor. If OR NON•CONFORti11NG WORK such Work be found in accordance with the Contract 13.3.1 If the Owner prefers to accept defective or non- Documents, the cost of uncovering and replacement conforming Work, he may do so instead of requiring its AIA DOCUMENT A201 -GENERAL CONDITIONS OF THE CONTRACT FOR CONSTP.UCTION.-TWELFTH EDITION - APRIL 1970 ED. �' AIA� - Cr) 1970 - THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.w., WASHINGTON, D.C. 20906 removal and correction, in ttihich case a Change Order 74.2 TEVVIINATI BY THE OW,tiE will be is-rued to reflect an appropriate reduction in the 74.2.7 If the Cont ctor is adjudged a bankrupt, or if he Contract Sum, or, IT the aTvan, is determined after final makes a general a i,nment for the benefit of his credi- payment, it shall be paid b.. : e Contractor. tors, or'if a receiver is appointed on account of his in- solvency, or if he persistently or repeatedly refuses or ' fails, except in cases for which extension of time is pro- ARTICLE 14 vided, to supply elnough properly skilled workmen or proper materials, on if he fails to mare prompt payment to Subcontractors or for materials or labor,or persistently TERMINATION OF THE CONTRACT disregards laws, ordinances, rules, regulations or orders of any public authority aving jurisdiction, or otherwise 14,7 TERMI,`ATION BY THE CONTRACTOR is guilty of a substa^:ia�violation of a provision of the Contract Documents;when the Owner, upon certification 14.1.1 If the Work is stopped for a period of thirty by the Architect that sufficient cause exists to justify such days under an order of any court or other public authority action, may, without prejudice to any right or remedy having jurisdiction, or as a resin,-of an act of government, and after giving the Contractor and his surety, if any such as a declaration of a national emergency making seven days' written notice, terminate the employment of materials unavailable, through no act or fault of the Con- the Contractor and take possession of the site and of tractor or a Subcontractor or their agents or employees all materials, equipment, tools, construction equipment or any other persons performing any of the Work under and machinery thereon owned by the Contractor and may a contract with the Contractor, or if the Work should be finish the Work by v.hatever method he may deem ex- stopped for a period of thirzy days by the Contractor for pedient. In such case the Contractor shall not be entitled the Architect's failure to issue a Certificate for Payment as to receive any further payment until the Work is finished. provided in Paragraph 9.6 or for the Owner's failure to make payment thereon as provided in Paragraph 9.6, 14.2.2 If the unpaid balance of the Contract Sum ex- then the Contractor may, upon seven days'written notice ceeds the costs of finishing the Work, including com- to the Owner and the Architect, terminate the Contract pensation for the Architect's additional services, such and recover from the Owner payment for all Work exe- excess shalt be paid to the Contractor. If such costs ex cuted and for any proven loss sustained upon any ma- teed such unpaid balance, the Contractor shall pay the terials, equipment, tools, construction equipment and difference to the Owner.The costs incurred by the Owner machinery, including reasonable profit and damages. as herein provided snail be certified by the Architect. i AIA DOCL'` E T A?07 •GENERAL CONDITIONS Of THE CONTRACT FOR CONST3'_CTION •TIVELFTH EDITION •APRIL WO ED. 18 AIA10 1 70, • THE AMERICAN INSTITUTE OF ARCHITECTS, 1733 NEW Y63.0 AVENUE, NAV., WASHINGTON, D.C. YI_436 providing that the payments thereunder be made in eighty-four (84) consecutive monthly installments commencing September 1, 1975, with interest on the unpaid balance at the rate of five and one half percent (5-1/216) per annum, subject to the right of the Village to make payments prior to maturity, without penalty. SECTION 2: For the purpose of providing the funds necessary to pay the annual installments of interest and principal due under the Agreement, as modified, the Village agrees to make provision therefor in the annual appropriation ordinance to be duly adopted by the President and Board of Trustees, and published, all in the manner, form, and time as provided by law. SECTION 3: That the execution of the Modification Agreement by the President and Clerk of the Village of Oak Brook be and is hereby authorized and they are directed to do all things necessary and essential, including the execution of any documents and certificates necessary, to carry out the provisions of said Agreement, as modified. SECTION 4: The modification to the Agreement shall be in substantially the following form: - 2 -