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2002-017 Cabling Agreement for VH Temporary Trailers• RESOLUTION 17-2002 A RF,SOI,IJT'ION OF THE VILLAGE COUNCIL OF THE VILLAGE: OF NORTH PALM RIiACH, FLORIDA, AUTHORIZING AND DIRECTING THE MAYOR AND VILLAGE CLERK 7'O }?N77?R INTO AN AGREEMENT WITH UNIVERSAL CABLING SYSTEMS, INC., W}IICH AGRF,F.MENT IS A7"I'ACHED AS EXHIBIT "A" AND IS FOR THE PURPOSE OF SECURING COMMUNICA"PIONS CABLING SERVICES INCLUDING COMPUTER NETWORK CABLING AND 7 }?LI:PHONE CABLING FOR THE TEMPORARY TRAILERS TO BE LOCATED AT' THE VII.LAGI; HAIL SITE; AND, PROVIDING FOR AN EFFECTIVE DATE. BI', 1T R}?SOI,VED BY THE VILLAGE COUNCIL OF NORTH PALM BEACH, FLORIDA: Section 1. The Village Council ofthe Village ofNorth Palm Beach, Florida, does hereby approve the agreement with Universal Cabling Systems, Inc., attached as Exhibit "A", which agreement is for the purpose of securing communications cabling services including computer network cabling and telephone cabling for the temporary trailers to be located at the Village Hall site. Section 2. The Village Council does hereby authorize and direct the Mayor and Village Clerk to execute the agreement with Universal Cabling Systems, Inc., for and on behalf of the Village of North Palm Beach. Section 3. This resolution shall take effect immediately upon its adoption. I'ASSEU AND ADOPTED THIS ]4th DAY OF MARCH, 2002. (V iila~e Seall . A • 1 9 9 7 E D I T I O N • AIA DOCUMENT I A101-1997 Standard Form of Agreement Between Owner and Contractor where the basis of payment is a STIPULATED SLIM AGREEMENT made as of the in the year 2002 (In words, indicate day, mm~th and year) BETWEEN the Owner: (,Namr, nddress and other information) and the Contractor: (Name. address and other information) This document has impor- y March Cant legal consequences. 14th da of Consultation with an attorney is encouraged ~~~. with respect to its completion or modification. Village of North Palm Beach ~ I 5~1 U,S Nryh~~u~ North Palm Beach, Florida 33408 IA Document A201-1997, General Conditions of the Contract for Construction, is adopted in this document by reference. Do not use with other general conditions Universal Cabling Systems, Inc. unless this document is 914 Fern Street modified. West Palm Beach, Florida 33401 This document has been approved and endorsed by The Associated General Contractors of America. • The Project is: (Name and location) The Architect is: (Name, address and other information) The Owner and Contractor agree as follows. Temporary Trailers Fiber/Copper Cutover N/A ~~'~'~~' ~• ~..~~~ i ~~~ 01991 AIA® AIA DOCUMENT A101-1997 OWNER-CONTRACTOR AGREEMENT Copyright 1915, 1918, 1935, 1937, 1951, 1958, 1961, 1963, 1967, 1974, 1977, 1987, O 1997 by The American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unikansed photocopying vbktas US. copyright kws and will sublaa fha vbktor to kgal prosacutbn. The American Institute of Architects 1735 New Vork Avenue, N.W. Washington, D.C. 10006-5792 ARTICLE 1 THE CONTRACT DOCUMENTS • The Contract Documents consist of this Agreement, Conditions of the Contract (General, Supplementary and other Conditions), Drawings, Specifications, Addenda issued prior to execution of this Agreement, other documents listed in this Agreement and Modifications issued after execution of this Agreement; these form the Contract, and are as fully a part of the Contract as if attached to this Agreement or repeated herein. The Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representa- tions or agreements, either written or oral. An enumeration of the Contract D«uments, other than Dodifications, appears in Article 8. ARTICLE 2 THE WORK OF THIS CONTRACT The Contractor shall fully execute the Work described in the Contract Documents, except to the extent specifically indicated in the Contract D«uments to be the responsibility of others. ARTICLE 3 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION 3.1 7'he date of commencement of the Work shall be the date of this Agreement unless a different date is stated below or provision is made for the date to be fixed in a notice to pr«eed issued by the Chvner. (Insert the date of conunencernrnt if it differs from the date of this Agreement or, if applicable, state that the Ante will be fixed in a notice to proceed.) Date to be fixed// in Notice To Prolceed fl~US't ~Ur/ ,SUl~S'fGtn•~':u~ CUVh`n~Ql7(js1 ~SrWO''~i~nc~ duyS ~~rJM i'~'~~fiC~ [f, prior to the commencement of the Work, the Owner requires time to file mortgages, meEhan- 1z' ~~* G(y~~ ic's liens and other security interests, the Owner's time requirement shall be as follows: ~,y~ N/A /// 3.2 The Contract Time shall be measured from the date of commencement. 3.3 The Con actor shall achi a SubstantiarCompletion of the entire~Work riot la{er tha Days/to b fixed in 1~ days~from the date of commencement, or as~(ollows: ~~^ (fnsery nurnbe of calenddr days. A ternatively, a c endar date maybe used when coordinated with the da o~~ rom~encem t. Unless stated sewhere in lh Contras! Doctrments, in5ert;nny requirements for arli ~"- r Su stantia Completi of cer in por~ s of eWo kf ~ i~ % i ~% i / ~~ s ect to a ustm is of thJ'~ C tract T' e a rovide m e C tra D«u ents. (! en provisions, if y, for liglyldate damage relay g to faih e t comp) eon ime orf bonus payment f r early corrypletiory of the Wor .) % / i o III o o. o oo.~.oo O 01997 AIA® AIA DOCUMENT A101.1997 • OWNER-CONTRACTOR AGREEMENT The American Institute of Architects 1735 New Vork Avenoe, N.W. Washington, D.C. 200W-5292 WARNING: Unlicensed ptatKOpying oblates US. copyright kws alld will sublKt tha vblator to legal prosKUtbn. • ARTICLE 4 CONTRACT SUM 4.1 7'he Owner shall pay the Contractor the Contract Sum in current funds for the Contractor's performance of the Contract. The Contract Sum shall be Nine thousand five hundred twenty-eight dollars and 44/100 Dollars(s 9,528.44 ), subject to additions and deductions as provided in the Contract Documents. 4.2 7'he Contract Sum is based upon the following alternates, if any, which are described in the Contract Documents and are hereby aceepted by the Owner. (State the numbers or other identification of accepted alternates. !f decisions on other alternates are to be made by the Owner subsequent to the execution of this Agreement, attach a schedule of such other alternates showing the amount for each and the date when that amount expires.) 4.3 Unit prices, if any, are as follows: Temporary Trailer = $2,893.44 Fiber/Copper Cutover $6,635.00 ARSIICLEPROGRE597 AYMENTS ./ /~~+IC`e ~'I ~~te~L~ 5.1.1 Based up~t Applica ons fo~Payment submitted to the Architect by the Contractor and Certificates for Payment issued by the Architect, the Owner shall make progress payments on account of t¢e Contract Sum t~ the Contractor as: provided below and elsewhere in the Contract 5.1.2 T e period cover by each Applic~ftion for Pa ' ent shall b one calendar month endi on the last day the month, or as follows: 5.t.3 Provided at an Applicati for Payme is received the Architec not later thanahe twent ie day a month, th Owner shat ake payment o the Contrac r not later than t tenth day of the followin mon . If an Applicati for Payment is eceived by t Architect a er the applica ' n date faced ove, pay- ment s I be made by th Owner not I er than N/A days after a Architect receiv the Applicatio or Payment 5.1 Each Applicat' n for Paym t shall be b ed on the m recent sched of values submit- d by the Contra or in actor nce with t Contract D ments. The s edule of values shall • allocate the ent' a Contract S m among t various porti s of the Wor .The schedule of values shall be prep ed in such orm and su ported by sac data to subs ntiate its acwracy as the Architect y require. is schedule nless objede to by the Arc tect, shall be used as a basis for revie 'ng the Con actoi s App cations for Pa ent. o IIII a d. b o~~.po O 01997 AIAO AIA DOCUMENT A101-1997 OWNER-CONTRACTOR AGREEMENT The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 2t.)OW-5297 WARNING: Unll<ensed photocopying vb4tt, US. copyright Itw, erM well sub1M tht vlo4lw to legtl prote<Nbn 5.1.5 Applications for Payment shall indicate the percentage of completion of each portion of the • Work as of the end of the period covered by the Application for Payment. ; i 5.1.6 Subject to oth~r provisions of the Contract Documents,4he amount of each pro less pay- ment all be com uted as follows: i //' ' Take tha portion of,;{he Contract; Sum properly hocable to completed rk as bet / mined y multiplying the percentage completi of each poT~ion of th Work by the share f the Cont/act Sum all ated to that po lion of the rk in the chedule val- ues, ss retsina of ero ercent ( 0 /a). Pen ng final d termi- nal'on of cost o the Owne~of changes in Rhe Work, a unts not n disput shall be i tubed as pS vided in Su paragraph 7.3. of AIA Docu Tent Azot 997; : dd that potion of the ~ontract Sum ~operly allots le tom erials an equipment delivered and suitably stored at the sit for subsequept incorp anon in a completed construction (or, if ap~iroved in adva ce by the OTT/iTer, suits y stored f the site at a location greed upo m writing), les retainage ofd zer ercent ( 0 b/o); a Subtra the aggreg a of previous ayments made by the C~tvner; and s Subtr ct amounts] 7f any, for wh' h the Architect has wit/tfi,,-eld or n/ lified a Ce ificate for ayment as pf~ovided in Par graph 9.5 of r~~fA Docu~ent Azot->997. / / ~ 5.1.7 The rogress p yment amoun determined i{~accorda a with Subparagraph .t.6 shall be further odified unf~er the followi~ circumstan es: ~/ / a Add, upon5ubstantial Completion oft Work, a m sufficyent to increa the total pay- ments to/~he full amouf~t of the Con act Sum, ess such ounts as t e Architect sh II determ'he for incompYete Work> ret Wage app cable to s ch work an unsettled clai s; and ( rhparagraph 9~~~5 ofAlA Docu ent Azar-r 97 requires elease of ap icahle retainage pon Sufis ntial Completidn of Work with onsent of rely, if an .) 7 Ad , if final completion of the ork is t reafter m serially beta ed through no ault of t e Contractor„5ny additions amounts ayable i accordance ith Subparagr ph 9ao.3 f AIA Docu ent Azort997~ 5.1.8 eduction or mttation of ~~ inage, i any, shat a as follow . (If it s intrndeA, pri r to Suhstantial~Completio of the ent' a Work, to re ce or limit the tainage resulting frof~r the percemap s inserted in Clauses 5.7.6. and 9.7.6. above, and t s is not explai d elsewhere in the C~fntract Documents. insert here provisions Fo such redu ion or limitat' nJ t ~'vered andstored~t-Ehesite-. w. 5.2 FINAL YMENT 5.2.1 -Fioel ayment, nstit mg th Contract Sum, shall be made • by the Owner to the Contractor when: .t the Contractor has fully performed the Contract except for the Contractor's responsibil- ity to corzect Work as provided in Subparagraph t2.z.z of AIA Document Azol-1997, and to satisfy other requirements, if any, which extend beyond final p/ay'me ; ' ~1 WARNING Unlicensed pMtocopytng oblates US. copyright kws and wlll subject the vblaror to legal prosacutbn. Q 1997 AIA® AIA DOCUMENT A101-1997 OWNER-CONTRACTOR AGREEMENT The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 70006-5292 • • .'-- ~~•_.., `'--' '°--•efeeerns-fa44aws: issumxc-orznc-rricr.c,caT~'[n.mcir'rr.,cvc ARTICLE 6 TERMINATION OR SUSPENSION 6.1 The Contract may be terminated by the Owner or the Contractor as provided in Article t4 of AIA Document Azot-1997. 6.2 The Work may be suspended by the Owner as provided in Article 14 of AIA Document Azol-1997. ARTICLE 7 MISCELLANEOUS PROVISIONS 7.1 Where reference is made in this Agreement to a provision of AIA Document Azoo-1997 or another Contract Document, the reference refers to that provision as amended or supplemented by other provisions of the Contract Documents. 7.2 Payments due and unpaid under the Contract shall bear interest from the date payment is due at the rate stated below, or in the absence thereof, at the legal rate prevailing from time to time at the place where the Project is located. (Insert rate of interest agreed upon, if any) (Usury laws and requirements under the Federal Truth in Lending Ad, similar state and local consumer credit Inws and other regulations at the Owner's and Contractor's principal places of business, the location of the Project and elsewhere may affect the validity of this provision. Legal advice should be obtained with respect to deletions or modifications, and also regarding requirements such as written disclosures or waivers.) Z3 The Owner's representative is: Doug Smith -Village of North Palm Beach (None, nddress and other information) 7.4 The Contractor's representative is: Mark Vanson -President (Name, address and other information) Universal Cabling Systems, Inc. 7.5 Neither the Owner's nor the Contractor's representative shall be changed without ten days' written notice to the other party. 7.6 Other provisions: N/A sa IIII o o. b o~.~.~o O 0179] AIA® AIA DOCUMENT A101-1997 OWNER-CONTRACTOR AGREEMENT The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 200W-5292 ARTICLE 8 ENUMERATION OF CONTRACT DOCUMENTS • 8.1 The Contract Documents, except for Modifications issued after execution of this Agreement, are enumerated as follows: 8.1.1 The Agreement is this executed r997 edition of the Standard Form of Agreement Between Owner and Contractor, AIA Document rUol-1997. 6.1.7 The General Conditions are the 1997 edition of the General Conditions of the Contract for Construction, AIA Document Azol-1997. 8.1.3 7'he Supplementary and other Conditions of the Contract are those contained in the Project Manual dated ,and are as follows: Document Title Pages N/A 6.1.4 7'he Specifications are those contained in the Project Manual dated as in Subparagraph 8.1.3, and are as follows: (Either list the Specifications here or refer to an exhibit attached to this Agreement.) Section Title Pages N/A 8.1.5 The Drawings are as follows, and are dated unless a different date is shown below: (Either list the Drawings here or refer to an exhibit attached to this Agreement.) Number Title Date II~~ N/A ~ o oo.~.oo O 0199] AIA® AIA DOCUMENT A101-1997 • OWNER-CONTRACTOR AGREEMENT The American Institute of Architects 1735 New Vork Avenue, N.W. Washington, D.C. 70006-529] WARNING: unlXensad photocopying vbk]ar US. <opyrlght lawt and wlll aablact tha vblator ro Mgal prosacNbn. 8.1.6 The Addenda, if any, are as follows: • Number Date N/A Pages Portions of Addenda relating to bidding requirements are not part of the Contract Documents unless the bidding requirements are also enumerated in this Article 8. 8.1.7 Other documents, if any, forming part of the Contract Documents are as follows: (List here any additional documents that are intended to form part of the Contract Documents. A7A Document A'm-t997 provides that bidding requirements such as advertisement or invitation to bid, Lnstructions to Bidders, sample forms anA the ContractoJs bid are not part of the Contract Documents unless enumerated in this Agreement. They should be listed here only if intended to be part of the Contrail Documents.) See attached documents This Agreement is entered into as of the day and year first written above and is executed in at least three original copies, of which one is to be delivered to the Contractor, one to the Architect for use in the administration of the Contract, and the remainder to the Owner. O N E R (Signature) CON R C T O R (Signature) Edward M, Eissey, Mayor Mark Vanson -President (Printed name and title) (Printed name and title) :~~/I. r. .~ _, . . ~ uuTloN: You should sign an original A(A document or a licensed reproduction. Originals contain the AlA logo . , ... .;,_.,,. g;i printed in red; licensed reproductions are those produced in accordance with the Instructions to this document. ~ t y y 7 A I n AIA DOCUMENT A101-1997 • OWNER-CONTRACTOR AGREEMENT The American Institute of Architects 1735 New York Avenue, N.W. ~ Washington, D.C. 20006-5792 WARNING: Unlicensed phorocopying vb4ses US. copyright laws end will tublecs she vblator b bgal prose<utbn. 1997 EDITION • AIA DOCUMENT • General Conditions of the Contract for Construction TABLE OF ARTICLES 1. GENERAL PROVISIONS 2. OWNER 3. CONTRACTOR 4. ADMINISTRATION OF THE CONTRACT 5. SUBCONTRACTORS 6. CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS 7. CHANGES IN THE WORK 8. TIME 9. PAYMENTS AND COMPLETION 10. PROTECTION OF PERSONS AND PROPERTY 11. INSURANCE AND BONDS 12. UNCOVERING AND CORRECTION OF WORK 13. MISCELLANEOUS PROVISIONS 14. TERMINATION OR SUSPENSION OF THE CONTRACT uuyloN:lbu should use an original AlA document with the ATA logo printed in red. An original assures that rhnnges will not br obsnned as may orhv when documents are reproduced. Copyright 1911, 1915, 1918, 1975, 1937, 1951, 1958, 1%1, 1%3, 1966, 7967, 7970, 1976, 1987, 01997 by The American Institute of Architects. Fiheemh Edition. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA vitiates the copyright laws of the United States and will subject the vblator to legal prosecution. wARN1NG: unlicensed photocopying vblatas Us. copyright Isws and will subject the vbktor to legal prosecuton. A201-1997 This document has impor- tantlegalconsequences. Consultation with an attorney iz encouraged with respect to its completion or modification. This document has been approved and endorsed by The Associated General Contractors of America. ~~~/l, !r~- •i~~~ 0199) AIA® AIA DOCUMENT A201-1997 GENERAL CONDITIONS OF 7HE CONTRACT FOR CONSTRUCTION The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 20006-5292 INDEX Acceptance of Nonconforming Work 9.6.6.99.3,1].3 Acceptance of\Nork 9.6.6, 9.S.z, 993, 9.70.7, 9.103, 1x.3 Access to Work 3.16, 6.2.1, 12.t Accident Prevention q.z.3, 10 Addenda l.l.t, ;.n Additional Costs, Claims for 4.3.q, 43.5, 4.3.6.6.1.1, 10.3 Additional Inspections and Testing 9.8.3.12.2.1,13.5 Additional Time, Claims for 43~q. 437, R.;.2 ADMINISTRATION Of THE CONTRACT 3.t.;, 1, 9~4, 9~5 Advertisement or Invitation to Bid Lt.7 Aesthetic Effect q.z.t3, 4.5.1 Allowances 3.8 All-risk Insurance lt.q.t.t Acts and Omissions 3.z, 3.3.x, 3.1x.8, 3.tS, 4.x.3, 4.3.8, 4.4.1, 6.3.7, 9.5.1, lo.z.5, I;.q.z, 13.7, tq.t Applications for Payment 4.x.5, 7.3.8, 9.z, 9.3, 9~4, 9.5.1, 9.6.3, 9.7.1, 9.6.5, 9.10, 11.1 :~ lq.z.4, 14.4-3 Approvals z.q, ;.t.3, 3.5, ;.lo.z, 3.tz, 4.x.7, 9.3.x, 73.4.x, 135 Arbitration 433.4~4.4~5~1, 4~S~z, 1.6, 6. T.1, 9.7.1, n.q.9,11.4.10 C Architect 1.1 Architect, Definition of 4.t.t Architect, F,xtent of Authority a4, i.lz.7, 4.x, 43.6, 4~4.5.2, 6.3.7.1.x, 7.36, 7~4, 9.z, 9.3.1, 9~4, 9~5, 9•R3, 9.10.1, 9.10.3, 72.7, 72.x.1, 1;.5.t, 1;.5.z, Iq.z.z, 14.x.4 II~~ Architect,l,imitations of Authority and Responsibiliry~ o a x1.7, 3.3.3, 3.1x.4, 3.1x.6, 3.IZ.7o. 4.1.x, 4.za, 4a.z, o. o °°•~p•o° 4.x.3, 4.x.6.4.x.7, 4.z.to, 4.zlz, 4.x.13, 4~4, S.z.t. ~ 7.4.9.q.z, 9.6.4, 9.6.6 AIA DOCUMENT A7011997 Archited's Additional Sen•ices and Expenses aq, n.q.t.t, 7z. z.l, 73.5.x, 73.5.3, Iq.z.q GENERAL CONDITIONS OF THE CONTRACT FOR Architect's Administration of the Contract CONSTRUCTION 3.L3, 1.=, 434, 4~4, 9~4, 9~5 Architect's Approvals The American Institute z.4, 3~t3, 3~S~t, 3.to.z, 4~z~7 of Architects 1735 New York Avenue, N.W. Washington, D.C. 20006-5292 1r ~, u Architect's Authority to Reject \1'ork 3. $.1, 4.2.6, 12.1.2, 12.x.1 Architect's Copyright t.6 Architect's Decisions 4a.6, 4.z.b 4.x.u, 4.z.lz, 4.x.13, 43A, 4.4.L q~4.5, 4.q.6, 4~5, 6.3, 7.3.6, i.3.6, 6.1.3, 8.3.t, 9.z, 9~4~ 9.5.i, 9.6.4.9.9.1, 73.5.2, 14.2.x, tq.z.q Architect's Inspections 4.z.z, 4.x.9, 4.3.q, 9.4.x, 9.6.3, 9.9.x, 9.lo.t, 13.5 Architect's Instructions 3.L3, i. i.t, 4.i6, 4.2.7, 4.x.6, 7.q.4 72.6 t3.5.z Architect's Interpretations q.z.u, 4.z.lz, 4.3.6 Architect's Project Representative q.z.lo Architect's Relationship +vith Contractor LLZ, t.6, 3.1.3, 3.x.1, 3.z.z, 3.x.3, 3.3.1, 3.q.x, 3.5.1. 3.73, 3.to, T.u, 3.tz, ;.tb, T.t6, 4.7.x, 4.1.3, 4.z, 43.4, 4~4~t, 4~4~b S.x, 6.z.z, 7, S.3.t, 9~z, 93, 9~4.9~5, 9~7, 9.$ 9~9. lo.x.6,10.3, u.3, tt.q.7, tx, 17.4.x, 7;.5 Architect's Relationship+rith Subcontractors 1.7.x, 4.x.3, 4.z.q, 4.x.6, 9.6.3, 9.6.q, u.q.7 Architect's Representations 9.4.x, 9.5.1, 9.loa Architect's Site Visits 4.z.z, 4.x.5, 4.x.9, 43.4, 9.q.z, 9.5.1.9.9.x, 9.lo.t. t3 5 Asbestos 10.3.1 Attorneys' Fees 3.18.1, 9.lo.z, 10.3.3 A+aard of Separate Contracts 6.1.1, 6.1.2 Award of Subcontracts and Other Contracts for Portions of the Work 3.t Basic Definitions 1.1 Bidding Requirements 7.t.t, 7.1.7, 5.x.7, u.5.t Boiler and Machinery Insurance u.qa Bonds, Lien 9.7o.z Bonds, Performance, and Payment 73.6.4, 9.6.7, 9.to.3, u.4~R n.5 Building Permit i.7.1 Capitalization 13 Certificate of Substantial Completion 9.6.3, 9.B.q, 9.R.5 Certificates fot Payment q.z.5, 4.x.9, 9.33, 9.1, 9.5, 9.6.1, 9.6.6.9.7.1, 9.10.1, 9.10.3, 137, 14.1.1.3. Iq.z.q WARNING: Unlicensed photocopying violates US. copyright kws and will subject the vblator so kgal prosecution. Certificates of Inspection. Testing or Approval • 1 i.j4 Certificates of Insurance y.to.2, u.t.3 Change Orders t.1.L _.4.L 3.4.2, ;.8.a3, 3.u.1. 3.IZ.8. 4.x.8, q.3.4. 4.3. ), j=.3, 7.t, 7.7, 7.3, 8.3.1, 9.3.1•b 9.10.3, n•q.t.z, n.4.;, u.4.9, Iz.l.z Change Orders, Definition of i a.l CHANGES IN THE WORK 3.u, 4. ~.8. 7, R.3.t. 9.3.1.1, u.4.9 Claim, Definition of 43.1 Claims and Disputes 3?.3, 43, 4~4.4~5, 4.6, 6.Lt, 6.3, i.3.8, 933, 9.10.4, 10.3.3 Claims and Timely Assertion of Claims 4.6.3 Claims for Additional Cost 3.2.3, 43~q, 43.5, 4.3.6, 6.1.1.7.3.8. 70.3.2 Claims for Additional Time 3.x.3, 4.3.4, 43.7, 6.1.1. 8.3.x, 1o.3.z Claims for Concealed or Unknown Conditions 43.4 Claims for Damages 3.a3, 3.18, 4.3.10.6.1x, 8.3.3, 9.5.1.9.6.7.10.33, 1111, u.4.5, n.4J, 14.1.} 14'-~4 Claims Subject to Arbitration q.4.1. 4. j.1, 4.6.1 Cleaning Up 3.15, 6.3 Commencement of Statutory Limitation Period 13.7 Commencement of the Work, Conditions Kelaling to 2.x.1, 3.z.b 3.4.1, }7.1, 3.10.1. 3.u.6, 43-5, S.z.l, 5.x.3, 6.z.z, B.LZ, Sa.z, 8.3.1, n.l, n.q.l, u.q.6, 11.5.1 Commencement of the Work, Definition of S.I.z Communications Facilitating Contract Administration 3.9.1. 43.4 Completion, Conditions Relating to 1.6.1. 3.4.1, 3.1 t, }15, 4.z.2.4a.9, 8.z. 9.4.x. 9.8, 9.9.1, 9.10. u.z, 13.7, 14.Lz COMPLETION, PAYMENTS AND 9 Completion, Substantial q. z.9, 8.1.1, 8.1.3, S.z.3. 9.4.x. 9.8, 9.9.6 9.10.3, 9.10.4.x, 12.x, t3.7 Compliance with Laws • Lb.t, 3.zz, }6, 3~7.3.IZ.to, }I} q.1.L q.q.8, 4.b.q, q.6.6, 9.6.4, lo.z.z, u.t, u.q, 13.1, 13.4.13.5.1, 13.5.'-, 1T.6, Iq.t.1, 14.x.1.3 Concealed or Unknown Conditions 434, 6.3.1, 10.3 Conditions of the Contract LLL Lt.7, 6.Lt, b.l.q Consent, Written 1.6, 3.4.x, 3.IZ.8, 3.14.x, 4.LZ, 4.34, 4.6.4.9.3.2, 9.8.5.9.9.1, 9.10.x, 9.10.3, u.4.IJ3.z, 13.q.x CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS u.q, 6 Construction Change Directive, Definition of 731 Construction Change Directives t.l.l, 3.tz.8, q.z.8, 439. i.l, 73, 9.3.1.1 Construction Schedules, Contractor's 1.4.1?, 3.10, 3.¢.b 3.1x.2, 4.3.7.x, 6.1.3 Contingent Assignment of Subcontracts 5.1,14.2.2.2 Continuing Contract Performance 433 Contract, Definition of Lta CONTRACT, TERMINATION OR SUSPENSION OF THE 5.4.Lt, 11.4.9.14 Contract Administration 3.1.3, 4.9~4.9~5 Contract Award and Execution, Conditions Relating to 3.7.1, 3.to, 5.z, 6.1, u.1.3, u.4.6, tt.S.t Contract Documents, The 1.1, l.i Contract Documents, Copies Furnished and lke of 1.6, zz.5.53 Contract Documents, Definition of 1.1.7 Contract Sum 3.8, 4.3.4, 435, 4~4~5. S.z.3, 7~z, 73, 7~4.9.1, 9.4.x, 9.5.1.;, 9.6.7, 9J, 10.3.x, 11.4.6 14.x4, Iq.3.z Contract Sum, Definition of 9.1 Contract Time 4.}q, 43~b 4~4~5, S.z.3. 7.x.1.3, 73, 7.4. Sa.b S.x, 8.}b 9.S.t, 9~7, 10.3.x, 1x.1.1, 14.3.x Contract Time, Definition of ` 8.1.1 CONTRACTOR III Contractor, Definition of 3.b 6.1.z o a o. 'o ~~ Contractor s Construction Schedules ~ 1.4.LZ, ).10.3.IZ.1, 3.u.x. 4.3.7.x, 6.1.3 0199] AIA® Contractor's Employees AIA DOCUMENT A301-1997 3.}x,}43,3~8.1,3~9. 3.18.x, 4.x.3, q.x.b, lo.z, lo.} GENERAL CONDITIONS u.Ll, 11.4.7.14.1, 14.2.1.7, OF THE CONTRACT FOR Contractors Liability Insurance CONSTRUCTION 11.1 The American Institute of Architects 1735 New York Avenue, N.W. © Washington, D.C. ]0006-5792 WARNING: Unlicensed pholxopying rblates US. copyright kws and will subject the riolalor fo legal prose<utbn. Contractor's Relationship with Separate Contractors and O.ener's Forces 3.12.5, 3.14.2, 4.x.4, 6, 11.4.7, 12.1.2, 12.2.4 Contractor's Relationship with Subcontractors 1.z.z, 3.3.2, 3.18.6 3.18.2, 5, 9.6.2, 9.6.7, 9.lo.z, u.4.t.z, n.q.7, 11.4.8 Contractor's Relationship with the Architect l.l.z, 1.6, 3.1.3, 3.2.1, 3.z.z, 3.2.3, 3-3.6 3.4.x, 3.5.1. 3.7.3.3.10, 3.u, 3.12, 3.16, 3.18, 4.1.x, 4.1.3.4.2, 434, q.4.t, 4~4J, S.z, 6.z.z, 7, 8.3.1.9.2, 93, 9~4, .5, 9~b 9.8, 9~9.1o.z.6. 10.3. 113.11.4.7, tz, 13.4.2, 135 Contractor's Representations 1.5.2, 3.5.1.3.12.6, 6.22, 8.2.1, 933, 9.R.z Contractor's Responsibility for Those Performing the \4'ork 3.3.2, 3.18, 4.2.3, 4.3.8.5.3.1, 6.13, 6.z, 6.3, 9.5.1, 10 Contractor's Review of Contract Documents t.5.z, 3.z, 3J3 Contractor's Right to Stop the \\rork 9J Contractor's Right to Terminate the Contract q.3.to, lq.t Contractor's Submittals 3.w, ;.n, 3.12, 4.2.7, 5.2.6 5.23.7.3.6, 9.z, 93, 9.8.2, 9.8.3, 9.9.6 9.1o,z, 9.10.3, n.1.3, u.5.z Contractor's Superintendent 3.9, 1o.z.6 Contractor's Supen•ision and Construction Procedures l.z.z, 33.3.4, 3.1210, 4.z.z, 4.2.7.433, 6.1.3, 6.z.q. 7.13, 73.4, 73.6, 8.z, lo, Iz, Iq Contractual Liability Insurance 11.1.1.6, 11.2, 11.3 Coordination and Correlation l.z, 1.5.2, 3.3.1, 3.10, 3.IZ.6, 6.13, 6.2.1 Copies Furnished of Drawings and Specifications t.6, z.z.5, 3.n Copyrights 1.6, 3.17 Correction of \Nork z3, z.q, 3.7.4, 4.x.1, 9.4.2, 9.8.x, 9.8.3.9.9.1, 12.1.2, 1z.z, 13.7.1.3 o III o o. o oo.~ o0 D ®199] AIAB AIA DOCUMENT A201-1997 GE NERAI CONDITIONS OF THE CONTRACT FOR CONSTRUCTION Correlation and Intent of the Contract Documents 1.7 Cost, Definition of 7.3.6 Costs z.q, 3.2.3, 3.7.4, 3.8.2, 3.15.2, 43. S.q.z, 6.1.6 6.2.3, 7.3.3.3, 736, 7~3~7, 73.6, 9.lo.z, to.3.z, 10.5, 11.3, ll.q, 12.1, 12.2.1, 12.2.4, 13.5, IQ Cutting and Patching 6.25, 3.U Damage to Construction of Owner or Separate Contractors 3.14.2, 6.z.q, 9.2.1.5, 1o.z.l.z, lo.z.5,10.6, u.6 u.4, u.z.q Damages, Claims for 3.23, 3.18, 43.10, 6.1.1, 8.3.3, 9.5.1, 9.6.;, 10.3.3. u.l.l, n.q.5, 11.4.7, 14.1.;, 14.2.4 Damages for Delay 6.1.6 8.3.3, 9.5.1.6, 9~7, lo.;.z Dale of Commencement of the \\'ork, Definition of 8.1.2 Date o(Substantial Completion, llcfinition of S.l A Day, Definition of S.l.q Decisions of the Architect 4.x.6, 4. z.i. 4.2.11, 4.2.12, 4.x.13.4.3.4, 4.4.1, 4.4.5. 4.4.6, 4.5, 6.3, i.3.6. 7.3.8.8.1.3, 5.;.6 9~'--. 9~4.9.5.1, 9.8.4, 9.9.6 13.5.2, 14.22, Iq.z.q Decisions to Withhold Certification 9.4.6 9.5, 9~7, 14.1.1.3 Defective or Nonconforming \York, Aaeptance, Rejection and Correction of z.3, z.4, 3.5.1, 4.x.6, 6.2.5, 9.5.1, 9.5.2.9.6.6, 9.R.z. 993, 9.lo.q, u.z.6 1;.7.1.3 Defective \\'ork, Definition of 3.5.1 Definitions 1.6 2.1.6 3.1, 3.5.1, 3.12.6 3.12.2, 3-tz.3. 4.1.6 4.3.1, S.t, 6.1.2, J.z.1, 7.3.1, 7.3.6, 5.7.9.1, 9.8.1 Delays and Extensions of Time 3.2.3, 4.3.1, 43.4, 43.7, 4~4~5, 5.x.3, 7.21. ; .3.6 7.q. t, 7.5.1, 8.3, 9.5.1, 9.7.1, 1o.3.z,10.6.1, 14.3.2 Disputes 4~1~4, 43, 4~4, 4~5, 4~6, 63, 73.8 Documents and Samp]es at the Site 3.11 Drawings, Definition of 1.1.5 Drawings and Specifications, Lke and Ownership of 1.1.6 1.3, 2.2.5, 3.11, $3 Effective Date of lnsurance 8.2.2, ]1.1.2 Emergencies 435, 10.6, 14.1.1.2 Employees, Contractor's 3.3.2, 3.4.3, 3.8.1, 3.9.3.18.2, 4.2.3.4.2.6, lo.z, 10.3. 11.1.1, 11.4.7, 14.1, ]4.2.1.1 Equipment, Labor, Materials and 1.1.3, 1.1.6, 3.4, 3.5.r, }8.2, 3.6.3, ;.lb 3.13, 3.15.1, q.z.6. 4.2.7, S.z.l, b.z.l, 7.3.6.9.3.2.9.3.3, 9.5.1.3. 9.lo.z, lo.z.6 1o.z.4, 14.2.1.2 Execution and Progress of the \\'ork t.t3, 1.2.1, 1.22, z.z.3, 2.25, 3.6 33, 3~4, 3.5, 3.7, 3.10, 3.12, 3.14, 4.z.z, 4.x.3, 433, 6.z.z, 7.1.3, 7.3.4, S.z, 95.9.9.1, to.z,10.3.12x, 14.2, 143 Extensions of Tinle 3.2.3, 43.1, 43.4, 43J• 4~4~5, S.z.3, 7.2.1, 7.3.7.4.1, 9.5.6 9.7.6 1o.3.z, 10.6.6 14.3.2 Failure of Payment 4.3.6, 9.5.r.3, 9.7, 9.loa, 14.1.1.3, lq. z.t.z, 13.6 The American Institute Damage to the \4'ork of Architects 3.14.2, 99.1, 1o.z.1.z, 1o.z.5, 10.6, n.4, 12.2.4 1735 New Vork Avenue, N.W. Washington, D.C. 70006-5292 WARNING: Unlicensed pholocopying vlolsses 0.5. copyright laws end will subJecl the vblelor to legal prosecution. • • C~ ,r u Faulty \i'ork (Srr Defective or Nrnlconforming Work) Final Completion and Final Payment .E.'_.4 .{.z.9, 4.3.'-• y.8.z, 9.10, tt. t.z, u.t. T, u.4.4 u.4.5, c.3.1, t3.7, 14. z.4, t4..E.3 Financial Arrangements, Owner's _ ?.4 t;.z.z, 14.1.1.5 Fire and F.~tended Coverage Insurance 1 t.4 GENERAL PROVISIONS 1 Governing Law 13.1 Guarantezs (Srr Warranty) I lazardous baterials lo.z.4, 103, 10.5 Identification of Contract Documents 1.5.1 Identification of Subcontractors and Suppliers 5. z.l Indemnification 3.17, 3.1a, 9.10.2, 10.33, to.5, u•4.4z, u.q.7 Information and Services Required of the Owner z.t.z, z.z, 3. z.4 3.12.4, 3.12.10, 4.2.7.433, 6.1.3, 6.1.4. 6.2.5. 9.3.x, 9.6.1. 9.6.4, 9.9.2, 9.10.3, 10.33. t t.z, n.4, 13.5.4 13.5.2, 14.44q, 14.1.q Injury or Damage to Person or Properly 4.3.8, 10.2, 10.6 Inspections 3.1.3.333. 3.7.4 4.z.z. 4.2.6.4.2.9.9.4.2.9.8.2. 9.8.3. 9.y. z, 9.10.1, 1za.4 13.5 Instructions to Bidders 1.1. Instructions to the Contractor 3~-3. 33.1. 3.R.4 4. z.8, 5.z.t, 7, 1z, 8.z.z, 13.5.2 Insurance 3.18.4 b.t.l, 7.3.6, 8.2.4 9.3.2, 9.8.4.9.9.4 9.10.2, 9.10.5, u Insurance, Boiler and Machinery n.q.z Insurance, Contractor's Liability u.t Insurance. Effective Date of 8.z.z, D.4z Insurance, Loss of Use u.4.3 Insurance, Owner's Liability u.z Insurance, Project Management Protective Liability 11.3 Insurance, Properly 10.2.5, 11.4 Insurance, Storzd Materials 9.3.2, n.4.1.q INSURANCE AND BONDS 11 Insurance Companies, Consent to Partial Occupancy 9.9.4 u.4.1.5 Insurance Companies, Settlement with u.4.to Intent of the Contract Documents 1.2.4 4.x.7, 4.z.lz, 4.2.13. 7~4 Interest 13.6 Interpretation t.z.3, 1.4, q.1.1, 4.3.1, 5.4 6.t.z, 8.1.q Interpretations, Written 4.z.u, q.z.lz, 4.3.6 joinder and Consolidation of Claims Required 4.6.4 Judgment on Final Award 4.6.6 Labor and Materials, Equipment 1.t.3, t.1.6. 3.4.3.5.1, 3.S.z. 3.8.3, 3.12, 3.13, 3.15.1, 42.6, 4.2.7, 5.x.4 b.z.4 7.3.6, 9.3.2, 933, 9.5.1.3, 9.lo.z, lo.z.l, lo.z.q, 14.2.1.2 Labor Disputes 8.3.1 Laws and Regulations 1.6, 3.z.z, 3.6, 3~7, 3.12.10.3~t3.4.44 4.q.8, 4.6, 9.6.4.9.9.4 10.22, 11.4 11.4, 13.4 134, 13.5.4 13.5.2, 13.6.14 Liens z.l.z, 4.4.8, S.z.z, 933, 9.10 Limitation on Consolidation or Joinder 1.6.1 Limitations, Statutes of 4.6.3,12.2.6, 13.7 Limitations of Liability z3. 3.2.4 3.5.4 3J•3. 3.IZ.8, 3.tz.lo, 317, 3.18, 4.2.6. 4.x.7, 4.2.1'-. 6 ±.z, 9.4.2.9.6.4, 9.6.7, 9.10.4, 10.33, 10.2.5, 11.1.2, ILZ•I, 11.4.j, 12.2.5,13.4.2 Limitations of Time al.z, az, z.q, 3.2.4 3J•3, 3.10, 3.14 3.12.5, 3.15.1, 42.7, 43, 4.4, 4~5, 4~6.5.z• 53, 5~4, 6.2.4.7.3.7.4• S.z, 9.z, 93b 933, 94.4 9.5, 9.6, 9J• 9~8, 9~9. 9.10, 1443, u.4.45, u.4.6, u•4.1o, lz.z, 135, t3~7• t4 Loss of Use Insurance 11.43 Material Suppliers 1.6, 3.12.1. 4.2.4, 4.2.6, S.z.4 9.3, 9.4.x, 9.6, 9.10.5 Materials, Hazardous to.a4, 10.3, 10.5 Materials. Labor, Equipment and 1.1.3, 1.1.6.1.6.1, 3~4, 3.5.1.3.8.2.3.8.23.3.12, 3~t3. 3.15.1, 4.2.6, 4.2.7. S.z.4 b.z.4 7.3.6, 9.3.x, 9.33• 9.5.1.3, 9.lo.z, lo.z.l, lo.z.4, t4.z.t.z Means, Methods, Techniques, Sequences and Procedures of Construction 3.3.1, 3.lx.lo, 4.2.x, 4.2.7.9.q.z Mechanic's Lien 4 4~8 wA0.NiNG: Unlicensed photocopying vbktes US. copyright laws and will subject the violator to lagel prosecution. o II~~ o o. o oo.~~.~o O 0199) AIA® AIA DOCUMENT A201-1997 GENERAL CONDITIONS OF THE CONTRACT FOR CONSTRUCTION The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 20006-5292 Mediation q.q.1, 4.4.5. 4.4.6, 4.q.R, 4.3, 4.6.t. 4.6.z, 8.3.t, 10.5 Minor Changes in fhe Work l.l.t, i.tz.6, 4.z.8, 43.6, 7.1, 7.4 MISCELLANEOUS PROVISIONS 13 Modifications, Definition of l.l.l Modifications to the Contract 1.1.1, 1.1.z, 3.7.3, ;.u, 4.1.z, 4.z.t 5.x3, 7, 8.3.t 9.7, 1o.3.z, u.4.1 Mutual Responsibility 6.Z Nonconforming Work, Acceptance of 9.6.6, 9.9.3.1].3 Nonconforming \York, Rejection and Correction of z.3, z.q. 3.5.1, 4.z.6. 6.z.5. 9.5.1, 9.8.z, 9~9$, 9ao.4, lz.z.l, 13.7.1.3 Notice z.z.t, z3, z.q, 3.z.3, 3.3.t, 3J.z, 3.7.4, 3.tz.9, 43, q.q.R, 4.6.5, 5 ±.1, S.z.z, 9.7.9.to, lo.z.z, u.13, 1t.4.6, 1?. z.'_, lz.z.4, 13.3, 13.5.1, 7;.5.z, 14.1, 14.z Notice, \4'ritten z.3, z.q, 3.3.1.3.9, 3az.9, ;.tz.1o, 4.3.4.q.S, 4.6.5, 5.z.t S.az, 9.,-. 9.10, to.z.z, 10.3, tt.t.3, n.q.6, lz.z. z, IId.q, 13.3, lq Notice of Testing and Inspections t3.5.1, 13.5' Notice to Proceed 8.z.a Notices, Permits, Fees and 2.z. z, 3.7, i.l i. 7. i.6.4. lG. z.2 Observations, Contractor's 1.5.x, 3.z, 3.; .3, 434 Occupanq• 2.iz, 9.6.6. 9.8. 11.4.1.5 Orders, \1'ritten t.t.t z.3, 3.9, a.3.6, 7, S.z.z, 1t.4~9, u.l, lz.z, 13.5.z, 1q.;.1 OWNER Owner, Definition of z.l Owner's Loss of l]se Insurance 1tq.3 • Owner's Relationship with Subcontractors 1.1.x, S~z, 53.54.9.6.4, 9.to.z, tq.z.z Owner's Right to Carry Out the Work 3A, lz.z.4. lq.z.z.z Owner's Right Lo Clean llp 63 Owner's Right to Perform Construction and to Award Separate Contracts 6.1 Owner'a Right to Stop the Work 3.3 Owner's Right to Suspend the \1'ork 143 Owner's Right to Terminate the Contract 14.z Ownership and Use of Drawings, Specifications and Other Instruments of Service l.l.t 1.g, z.2.5, 3.2.1, 3.71.1, 3.Ij.t 4.2.11, 5.3 Partial Occupancy or Use 9.6.6,9.9,11.4.1.5 Patching, Cutting and 3.14, 6.x.5 Patents 317 Payment Applications for 4.a5, 7.3.8, 9.z, 93.94, 9.5.1, 9.6.3, 9.7.1, 9.R.5, 9.to.1, 9.10.3, 9.10.5, u.13, 14.z.q, 14.4.3 Payment, Certificates for q.z.5. 4.z.9, 933, 9.4, 9.5.9.6.1 9.6.6, 9.7 a, 9.to.1, 9.10.3, 13.7, 14.1.1.3, t4.z.q Payment, Failure of 4.3.6, 9.5.1.3, 9.7, 9.lo.z, 14.1.1.3, 1q.z.l.z, 13.6 Payment Final 4.z.t 4.z.9, 4.3.z, 9.8.x, 9.10, 11.1.2, u.1.3, u.q.4 u.q.5, 1z.3.t 13.7, 14.z.q, 1443 Payment Bond, Performance Bond and 7.3.6.4, 9.6.7, 9.10.3, 1t.4~9.11.5 Payments, Progress 433, 9.3, 9.6, 9.8.5.9.10.3,13.6, 1q.z.3 PAYMENTS AND COMPLETION Owner, Information and Services Required of the Payments to Subcontractors z.1.z, 3.z. 3. z.1, 3.1z.4, 3.iz.1o, 4'~7.4.3.3, 6.1.3. 5.4.z, 9.5.1.3, 9.6.z, 9.6.3, 9.6.4. 9.6.7, u.4.R, 6.1.4, 6.z.5, 93.z, 9.6.1. 9.6.4, 9.9.z, 9.10.3, 10.3.3, 14.z.1.z ~ ~ ~ I 1t.z, u.4,13.5.1, 13.5.x,14.1.1.4.14.1.4 PCB Owner's Authorih• °o, 0 1.6, z.1.1, z.3, z.q. 3.4.z, ;.8.t 3.1z.10, 3.tq.z. 4.1.z, 10.3.1 °o'rCA'o° 4.1.3, 4~z~4, 4~z~9, 436, 44.7, S~z~1, S~z~4, 5.41, Performance Bond and Payment Bond ~ 6.1, 6.3, 7.z.1„-.3.1, 8.z.z, 8.3.1 9.31, 93.z, 9~5~1, 7.3.6.4, 9.6.7, 9.10.3, u.4.9,11.5 O 1 9 9 J A I A ® 9~9~4 9.1o.z, 1o.3.z, n.1.3, u.3.1, 11.4.3, u.4~lo, Permits, Fees and Notices AIA DOCUMENT A201.1997 1z.z.z, lz3.h t3.z.z,14.3, 144 z.z.z, 3.7, 3.13, 7.;.6.4, 1o.z.z GENERAL CONDITIONS OF THE CONTRACT FOR Owner's Financial Capablhly • PERSONS AND PROPERTY, PROTECTION OF CONSTRUCTION z 21 1; z'+ 1q 1 t 5 10 Owner's Liability Insurance Polychlorinated Biphenyl The American Institute 11.3 10.3.1 of Architects 1735 New York Avenue, N.W. Washington, D.C. 70006-5292 WARNING: Unllcenssd plwtocopying vlotates U.S. <opyrlght kws and wlll subJacs the vlotator ro kgal prose<vllon. • • Product Uala, Definition of 3.1?. Product Data and Samples, Shop Drawings 3. u, 3.12, 4 '.; Progress and Completion -0.?.?, 4.3.3, 8.2, 9.6, 9.9.6 t4.l.q Safety of Persons and Property lo. z, lo.6 Safety Precautions and Programs 3.3.6 4.z.z, 4.x.7, 5.3.1,10.1. lo.z, to.6 Samples. Definition of T.lz.3 Progress Payments Samples, Shop Drawings, Product Dala and q.3.} 9.3.9.6, 9.8.5, 9.10.3, 13.6, 1q.z.3 3.u, 3.12, q.a7 Project, Definition of the Samples at the Site, Documents end 1.1.4 3.11 Project Management Protective Liability Insurance Schedule of Values 11.3 9.2.9.3.1 Project R1anual, Definition of the Schedules, Construction 1.1,7 1.q.1.2. 3.10. 3.1z.6 3.lz.z, 43J.z, 6.t.3 l'rojcd 6lanuals 2.2.5 Project Representatives q.z.lo Property Insurance w.z.5,11.4 PROTECTION OF PERSONS AND PROPERtt to Regulations and Laws 1.6. ;.2.A 3.6. 3~7, 3.lz.lo. 3.t3, 4.1.1, 4.4.8, 4.6, 9.6.4.9.9.6 1o.2.z, u.6 u.4, 13.1, 13.4.13.5.6 t3.5.z, 1j.6, 1q Rejection of Work 3.5.6 4.2.6, 12.2.1 Releases and 1\'aivers of Liens 9.1o.z Representations 65.2, }5.6 3.t2.6, 6.z.z, 8.2.6 933.9.q.z, 9.5.6 9.&z, 9.to.1 Representatives z.t.l, 3.1.6 39.4.1.1, 4.2.6 4.zao, 5.1.1. 5.1.2. 1}z.l Resolution of Claims and Disputes 4.4. 4.5.4.6 Kesponsibility for Those Performing the Work 3.3.2, 3.16, 4.2.} 4.}8, 5.3.6 6.1.} 6.z, 6.} 9.5.1, to Relainage 9.3.6 9.6.2, 9.8.5, 9.9.6 9.lo.z, 9.10.3 Review of Contract Documents and Field Conditions by Contractor 1.5.2, 3.2, 3.7.3. 3.12.7, b.1.3 Review of Contractor's Submittals by Owner and Architect 3.10.6 3.lo.z. 3.u, 3.12, 4.z, 5.2, 6.1.3, 9.z, 9.8a Review of Shop Drawings, Product Data and Samples by Contractor 3.tz Rights and Remedies l.l.z, z.} z.4, 3.5.6 3.15. z, 4.x.6.43.4, 4.5, 4.6.53, 5~4.6.1, 6.3, 7.3.1, 8.3, 9~5~6 9~7.1o.z.5,10.3, 12.2.2, 12.2.4, 134.1q Royalties, Patents and Copyrights 317 Rules and Notices for Arbitration q.6.z Separate Contracts and Contractors Ll.q, }1x.5, 3.1q.2. 4.z.4. 4.z.7, 4.6.q, 6.8.3.6 n•4~7, lz.l.z, lz.z.5 Shop Drawings, Definition of 3.¢.1 Shop Drawings, Product Data and Samples T.11, 3.12, q.z.7 Site, llse of 3.13, 6.1.1, 6.2.t Site Inspections 6 z.z, 3.z.1, 333, 3.7.6 4', 434, 9.4•z, 9.to.1, 13.5 Site Visits, Architect s q.z.z, 4.z.9.4d~4, 9.q.z. 9.5.6 9.9.z. 9.10.1, t3.5 Special Inspections and Testing q.z.6, 12.2.6 13.5 Specifications, Definition of the 1.1.6 Specifications, The t.1.1, 1.1.4, 1.1.7, laa, 1.6, 3.u, 3.tz.lo, 3.q Statute of Limitations q.6.3, 12.2.6.13.7 Stopping the Work z.} 4.3.6, 9~7, 10.3, 1q.1 Stored Materials 6.2.1,9.}z, lo.z.t.z, lo.z.q, x4.1.4 Subcontractor, Definition of 5.1.1 SUBCONTRACTORS , S Subcontractors. Work by t.z.z, 3.3.2, 3.12.1.4.x.3, 5'.} 53.5.4.9.3.1.2, 9.6.7 Subcontradual Relations 53. 5~4, 9.3.1.2, 9.6, 9.10 lo.z.1, n.4J, u.4.8, 1q.1, t4.z.1, 143.2 Submittals t.6, 3.1o. 3.u, 3.tz. 4.z.b S.z.l. S.z,3, 7.3.6, 9.z, 9~3, 9.8, 9.9.6 9.lo.z, 9.10.3, u.1.3 Subrogation, Waivers of 6.1.1, u.q.5, ll.q.7 Substantial Completion q.z.9. 8.1.1, 8.1.3, 8a.3. 9.q.z, 9.4, 9.9.6 9.10.3, 9.1o.q.z, u.z,13.7 Substantial Completion, Definition of 9.8.1 wARNING~ Unll<enrad phot«opyln4 vblatea US. copyright laws and will subject the vblator to legal prosecutbn. u ~~~~ a ooa ~ ~oo D 0199] AIA® AIA DOCUMENT A301-1997 GENERAL CONDITIONS OF THE CONTRACT FOR CONSTRUCTION The American Institute of Architects 1735 New York Avenue, N.W. ' Washington, D.C. 200W~5292 o II'I o o. o OD.a~.~o O 0199) AIA® AIA DOCUMENT A201-1997 GENERAL CONDITIONS OF THE CONTRACT FOR CONSTRUCTION The American Institute of Architects 1735 New Vork Avenue, N.W. Washington, D.C. 20006-5292 Substitution of Subcontractors S~z3, S~z~4 Subslitutiwt of Architect q.t.3 Substitutions of A1aterials 3.q.z, T.S.t, 73.7 Sub-subcontractor, Definition of S.Lz Subsurface Conditions 4.3.q Successors and Assigns 13.2 Superintendent 3.9, 1o. x.6 Supervision and Construction Procedures l.z.z, 3.1.3~q, 3.lz.lo, 4.z.z, 4.z.7.43.3, 6.1.3, b.z.q. 7.1.3, 73.6, S.z, 8.3.t, 9.q.z, lo, lz. l4 Surety 4~4J, 5.4.1.z, 9.5.5, 9.lo.z, 9.10.} 14.z.z Surety, Consent of 9.lo.z, 9.10.3 Surveys 2.2.i Suspension by the Owner Por Convenience 11.1 Suspension of the \York 5.q.z, 14.3 Suspension or Termination of the Contract q3.6, 5.q.ta, n.q.9, l4 Taxes 3.6, ;.Ra.t, 7.3.b.q Termination by the Contractor q.}1o,11.1 Termination by the Owner for Cause 4.3.10, 5.q.1.1, 14.2 Termination of the Architect q.t.3 Termination of the Contractor lq.az TERMINATION OR SUSPENSION OF THE CONTRACT 11 Tests and Inspections 3.1.3, 33.} 4.z.z, 4.z.6. 4.z.9, 9.q.x, 9.5.3, 9.9.z, 9.70.1, 10.3. z, tt.q.l.t, lx.z.l, 13.5 TIME 8 Time, De]ays and Extensions of ;.z.3, 4.3.1, 43.q, 43J. 4.45, S.z.;, 7.x.1, 7.3.t, 7.q.1, 7.5.1, 8.3, 9.S.t, 9.7.1, 1o.3.z, 70.6.1, 1g3.z Time Limits z.l.x, z.z, z.q, 3.z.t, 3.7.} 3.10, 3.u, T.lz.S, 3.15.t, 4.x, 43, 4~4, 4~5, 4.6, S.z, 5.} 5~4.6.x.q, 73, 7.4, S.z, 9.z, 9.3.1, 93.3, 9.q.t. 9.5, 9.6.9.7, 9.5, 9~9, 9.10, u.1.3, n.q.1.5, u.q.b, u.q.lo, lz.z, 13.5, 13.7.1q Time Limits on Claims 1.3.2, 434, 4.3.R, 4~4, 4.5, 4.6 • 1r u Title to \1'ork 93 z, 933 UNCOVERING AND CORRECTION OF WORK II Uncovering of Work 12.1 Unforeseen Conditions 43.4, S.3.t, l03 Unit Prices 4.3.9, 7.3.;.x Use of Documents 1.1.1, 1.6, z.2.5, ;.Ix.6, 5.3 Use of Site 3.13, 6.t.1, 6. z.1 Values, Schedule of 9.2.9.3.1 \1'aiver of Claims by the Architect 13.4.z \1'aiver of Claims by the Contractor q.;.lo, 9.10.5, u•4~b l;.q.z \1'aiver of Claims by the Otaner q.3.lo, 9.9.3, 9.10.3, 9.to.q, u.q.3, u.43, 1 t.q.7, lz.z.z.t, 13.q.z, lq.z.q \Naiver of Consequential Damages IA.10, lq.z.q \4aiver of Liens 9.lo.z, 9.10.4 \1'aivers of Subrogation 6.1.1, 11.45, 11.4.7 Warranty 3.5, 4.x.9, 4333.93.3. 9.S.q. 9.9.1.9.1o.q, Iz.z.z, 11.7.1.3 \1'eather Delays q.;.7.z \1'ork, Definition of 1.IA \1'ritten Consent 1.6, 3.q.z. 3.u.8, 3.t4.z, 4.t.z, 434, 4.6.4, 9.3. z. 9.8.5, 9.9.1, 9.lo.z, 9.10.} u.4a, 13.z, 13.q.z \1'ritten Interpretations q.z.u, 4.z.12, 43.6 \1'rilten Notice z.3, aq, 33.b 3 9, 3.1zA, ;.a.ID, 4 } 4.q.8, 4.6.5, 5.z.t, 8.z.z, 9J, 9•l0, loa.z,10.3, 11.1.3, u.q.6, lz.x.z, lz.z.q,13A, lq \1'ritten Orders l.lu, z3, 3~9, 436. b B.z.2, u.4.9, a.l, lz.z, 13.5.z, 1q.3.1 WAanING: unlicensed photocopying vlobtes 0.5. copyright laws end well rvbJecs the vlolnar ro legal prosecution. ARTICLE 1 GENERAL PROVISIONS • 1.1 BASIC DEFINITIONS 1.1.1 THE CONTRACT DOCUMENTS fhe Contract Documents consist of the Agreement between Owner and Contractor (hereinafter the Agreement), Conditions of the Contract (General, Supplementary and other Conditions), llnwings, Specifications, Addenda issued prior to execution of the Contract, other documents listed in the Agreement and btodifications issued after execution of the Contract. A Modification is (t) a written amendment to the Contract signed by both parties, (z) a Change Order, (3) a Construction Change Directive or (q) a written order for a minor change in the Work issued by the Architect. Unless specifically enumerated in the Agreement, the Contract Documents do not include other documents such as bidding requirements (advertisement or invitation to bid, Instructions to Bidders, sample forms, the Contractor's bid or portions of Addenda relating to bidding requirements). 1.1.2 THE CONTRACT The Contract Documents form the Contract for Construction. The Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations or agreements, either written or oral. The Contract may be amended or modified only by a Modification. The Contract Documents shall not be construed to create a contractual relationship of any kind (1) between the Architect and Contractor, (z) between the Owner and a Subcontractor or Sub-subcontractor, (3) between the Owner and Architect or (~) between any persons or entities other than the Owner and Contractor. The Architect shall, however, be entitled to performance and enforcement of obligations under the Contract intended to facilitate performance of the Architect's duties. 1.1.3 THE WORK The term "Work" means the construction and services required by the Contract Documents, whether completed or partially completed, and includes all other labor, materials, equipment and services provided or to be provided by the Contractor to fulfill the Contractor's obligations. The Work may constitute the whole or a part of the Project. 1.1.4 THE PROJECT The Project is the total construction of which the Work performed under the Contract Documents may be the whole or a part and which may include construction by the Owner or by separate contractors. 1.1.5 THE DRAWINGS The Drawings are the graphic and pictorial portions of the Contract Documents showing the design, location and dimensions of the Work, generally including plans, elevations, sections, details, schedules and diagrams. 1.1.6 THE SPECIFICATIONS The Specifications are that portion of the Contract Documents consisting of the written require- ments for materials, equipment, systems, standards and workmanship for the Work, and perfor- mance of related services. 1.1.7 THE PROJECT MANUAL 1'he Project h{anual is a volume assembled for the Work which may include the bidding • requirements, sample forms, Conditions of the Contract and Specifications. 1.2 CORRELATION AND INTENT OF THE CONTRACT DOCUMENTS 1.2.1 The intent of the Contract Documents is to include all items necessary for the proper execution and completion of the Work by the Contractor. The Contract Documents are o lljl c a °oYCA o° C~ 0199] AIA4) AIA DOCUMENT A201-1997 GENERAL CONDITIONS OF THE CONTRACT rOR CONSTRUCTION The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 200063292 r WARNING: Unll<ensed photocapying vbktas US. copyright laws and will subject the vloktor ro legal prosecution. complementary, and what is required by one shall be as binding as if required by all; performance by the Contractor shall be required only to the extent consistent with the Contract Documents • and reasonably inferable from them as being necessary to produce the indicated results. 1.2.2 Organization of the Specifications into divisions, sections and articles, and arrangement of Drawings shall not control the Contractor in dividing the \4rork among Subcontractors or in establishing the extent of \Nork to be performed by an}' trade. 1.2.3 Unless otherwise stated in the Contract Documents, words which have Well-known technical or constructiml industry meanings are used in the Contract Documents in accordance with such recognized meanings. 1.3 CAPITALIZATION 1.3.1 Terms capitalized in these General Conditions include those which are (il specifically defined, (z) the titles of numbered articles and identified references to paragraphs, Subparagraphs and Clauses in the document or (3) the titles of other documents published b}' the American Institute of Architects. 1.4 INTERPRETATION 1.4.1 ]n the interest of brevity the Contract Documents frequently omit modifying wards such as "all" and "any" and articles such as "the" and "an;' but the fact that a modifier or an article is absent from one statement and appears in another is not intended to affect the interpretation of either statement. 1.5 EXECUTION OF CONTRACT DOCUMENTS 1.5.1 The Contract Documents shall be signed by the Owner and Contractor. 1f either the Owner or Contractor or both do not sign all the Contract Documents, the Architect shall identify such unsigned Documents upon request. 1.5.2 Execution o(the Contract by the Contractor is a representation that the Contractor has visited the site, become generally familiar with local conditions under which the \\rork is to he performed and correlated personal observations ++-ith requirements of the Contract Documents. 1.6 OWNERSHIP AND USE OF DRAWINGS, SPECIFICATIONS AND OTHER INSTRUMENTS OF SERVICE 1.6.1 The Drawings, Specifications and other documents, including those in electronic form, prepared by the Architect and the Architect's consultants are Instruments of Service through which the \4rork to be executed by the Contractor is described. The Contractor may retain one record set. Neither the Contractor nor any Subcontractor, Sub-subcontractor or material or equipment supplier shall o,vn or claim a copyright in the Drawings, Specifications and other documents prepared b}' the Architect or the Architect's consultants, and unless otherwise indicated the Architect and the Architect's consultants shall be deemed the authors of them and II~~ will retain all common law, statutory and other reserved rights, in addition to the copyrights. All copies of Instruments of Service, except the Contractor's record set, shall be returned or suitably o, o accounted for to the Architect, on request, upon completion of the \40rk. The llra,vings, ~o•~•o~ Specifications and other documents prepared by the Architect and the Architect's consultants, and ~ copies thereof furnished to the Contractor, are for use solely with respect to this Project. They arc 01997 AIA® not to be used by the Contractor or an}' Subcontractor, Sub-subcontractor or material or AIA DOCUMENT A201-1997 equipment supplier on other projects or for additions to this Project outside the scope of the \Vork GENERAL CONDITIONS OF THE CONTRACT FOR Without the specific ,vritten consent of the Owner, Architect and the Architect's consultants.l'he CONSTRUCTION Contractor, Subcontractors, Sub-subcontractors and material or equipment suppliers arc authorized to use and reproduce applicable portions of the Drawings, Specifications and other the American mstirme of Architects documents prepared by the Architect and the Architect's catsultants appropriate to and for use in 1735 New York Avenue, N.W. Washington, D.C. 20006-5292 WARNIN4 ynbc<roed phorocopying vlokres y.5. cupybghr laws snd will subject !h<vloklor to kgal prose<Nion. • the exeadion of their \Vork under the Contract Documents. All copies made under this • authorization shall bear the statutory copyright notice, if any, shown on the Drawings, Specifications and other documents prepared by the Architect and the Architect's consultants. Submittal or distribution to meet official regulatory requirements or for other purposes in connection with this Project is not to be construed as publication in derogation of the Architect's or Architect's consultants' copyrights or other reserved rights. ARTICLE 2 OWNER 2.1 GENERAL 2.1.1 The Owner is the person or entity identified as such in the r\greement and is referred to throughout the Contract Documents as if singular in number. The Owner shall designate in writing a representative who shall have express authority to bind the Owner with respect to all matters requiring the'Owner's approval or authorization. Except as otherwise provided in Subparagraph 4.2.t, the Architect does not have such authority. The term "Owner' means the Owner or the Owner's authorized representative. 2.1.2 The Owner shall furnish to the Contractor within fifteen days after receipt of a written request, information necessary and relevant for the Contractor to evaluate, give notice of or enforce mechanic's lien rights. Such information shall include a correct statement of the record legal title to the property on which the Project is located, usually referred to as the site, and the Owner's interest therein. I.2 INFORMATION AND SERVICES REQUIRED OF THE OWNER 2.2.1 The Owner shall, at the written request of the Contractor, prior to commencement of the Work and thereafter, furnish to the Contractor reasonable evidence that financial arrangements have been made to fulfill the Owner's obligations under the Contract. Furnishing of such evidence shall be a condition precedent to commencement or continuation of the Work. After such evidence has been Furnished, the Owner shall not materially vary such financial arrangements without prior notice to the Contractor. 2.2.2 Except for permits and fees, including those required under Subparagraph 3.7.b which are the responsibility of the Contractor under the Contract Documents, the Owner shall secure and pay for necessary approvals, easements, assessments and charges required for construction, use or occupancy of permanent structures or for permanent changes in existing facilities. 2.2.3 The Owner shall furnish surveys describing physical characteristics, legal limitations and utility locations for the site of the Project, and a legal description of the site. The Contractor shall be entitled to rely on the accuracy of information furnished by the Owner but shall exercise proper precautions relating to the safe performance of the Work. 2.2.4 information or services required of the Owner by /he Contract Documents shall be furnished by the Owner with reasonable promptness. Any other information or services relevant to the Contractor's performance of the Work under the Owner's control shall be furnished by the Ilj~ Owner after receipt from the Contractor of a written iequest for such information or services. 000 ~ ~oo 2.2.5 Unless otherwise provided in the Contract Documents, the Contractor will be furnished, t~ free of charge, such copies of Drawings and Project Manuals as are reasonably necessary for o t s v r A I A • execution Of the Work. AIA DOCUMENT A201-1997 GENERAL CONDITIONS 2.3 OWNER'S RIGHT TO STOP THE WORK OF THE CONTRACT FOR CONSTRUCTION 2.3.1 If the Contractor fails to correct Work which is not in accordance with the requirements of the Contract Documents as required by Paragraph t2.2 or persistently fails to carry out Work in The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 200065292 WARNING: Unlicensed photocopying oblates U.S. copyright kws and will sublacl the vbklor to kgal prosecution. accordance with the Contract Documents, the Owner may issue a written order to the Contractor to stop the Work, or any portion thereof, until the cause for such order has been • eliminated; however, the right of the Owner to stop the \Vork shall not give rise to a duty on the part of the Owner to exercise this right for the benefit of the Contractor or any other person or entity, except to the extent required by Subparagraph 6.1.3. 2.4 OWNER'S RIGHT TO CARRY OUT THE WORK 2.4.1 If the Contractor defaults or neglects to carry out the \Vork in accordance with the Contract Documents and fails within aseven-day period after receipt of written notice from the Owner to commence and continue correction of such default or neglect with diligence and promptness, the Owner may after such seven-day period give the Contractor a second e•ritten notice to correct such deficiencies within athree-day period. If the Contractor within such three-day period after receipt of such second notice fails to commence and continue to correct any deficiencies, the Owner may, without prejudice to other remedies the Owner may have, correct such deficiencies. ]n such case an appropriate Change Order shall be issued deducting from payments then or thereafter due the Contractor the reasonable cost of correcting such deficiencies, including Owner's expenses and compensation for the Architect's additional services made necessary by such default, neglect or failure. Such action by the Owner and amounts charged to the Contractor are both subject to prior approval of the Architect. ] f payments then or thereafter due the Contractor are not sufficient to cover such amounts, the Contractor shall pay the difference to the Owner. ARTICLE 3 CONTRACTOR 3.1 GENERAL 3.1.t The Contractor is the person or entity identified as such in the Agreement and is referred to throughout the Contract Documents as if singular in number. The term "Contractor' means the Contractor or the Contractor's authorized representative. 3.1.2 The Contractor shall perform the \4'ork in accordance with the Contract Documents. 3.1.3 The Contractor shall not be relieved of obligations to perform the \Vork in accordance with the Contract Documents either by activities or duties of the Architect in the Architect's administration of the Contract, or by tests, inspections or approvals required or performed by persons other than the Contractor. 3.2 REVIEW OF CONTRACT DOCUMENTS AND FIELD CONDITIONS BY CONTRACTOR 3.2.7 Since the Contract Documents are complementary, before starting each portion of the \Vork, the Contractor shall carefully study and compare the various Drawings and other Contract Documents relative to that portion of the Work, as well as the information furnished by the Owner pursuant to Subparagraph z.z.3, shall take field measurements of any existing conditions related to that portion of the Work and shall observe any conditions at the site affecting it. These obligations are for the purpose of facilitating construction by the Contractor and are not for the II~~ purpose of discovering errors, omissions, or inconsistencies in the Contract Documents; however, any errors, inconsistencies or omissions discovered by the Contractor shall be reported 0 o promptly to the Architect as a request for information in such form as the Architect may require. o. b oo.~.oo ° 3.2.2 Any design errors or omissions noted by the Contractor during this review shall he O 1 9 9 ] A I A ® re orted rom tl to the Architect, but it is reco nized that the Contractor's review is made in the p p p y g AIA DOCUMENT A201.1997 GENERAI CONDITIONS - Contractor's capacity as a contractor and not as a licensed design professional unless otherwise OF 1HE CONTRACT FOR • specifically provided in the Contract Documents.'I'he Contractor is not required to ascertain that CONSTRUCTION the Contract Documents are in accordance with applicable laws, statutes, ordinances, building The American Institute codes, and rules and regulations, but any nonconformity discovered by or made known to the of Architects Contractor shall be reported promptly to the Architect. 1735 New York Avenue, N.W. Washington, D.C. 2 0006-5 2 91 WARNING: Unlicensed photocopying violates U.S. copyright Iswe and will subJect the vloktor to legal prosecvtlon. 3.2.3 If the Contractor believes that additional cost or time is involved because of clarifications • or instrlUions issued by the Architect in response to the Contractor's notices or requests for information pursuant to Subparagraphs 3.z.t and 3.z.z, the Contractor shall make Claims as provided in Subparagraphs 43.6 and q.;.7. [f the Contractor fails to perform the obligations of Subparagraphs 3.z.r and 3.z.z, the Contractor shall pay such costs and damages to the Owner as Tvould have been avoided if the Contractor had performed such obligations. The Contractor shall not be liable to the Owner or Architect for damages resulting from errors, inconsistencies or omissions in the Contract Documents or for differences between field measurements or conditions and the Contract Documents unless the Contractor recognized such error, inconsistency, omission or difference and knowingly failed to report it to the Architect. 3.3 SUPERVISION AND CONSTRUCTION PROCEDURES 3.3.1 1'he Contractor shall supervise and direct the Work, using the Contractor's best skill and attention. 1'he Contractor shall be solely responsible for and have control over construction means, methods, techniques, sequences and procedures and for coordinating all portions of the \4'ork under the Contract, unless the Contract Documents give other specific instructions concerning these matters. If the Contract Documents give specific instructions concerning construction means, methods, techniques, sequences or procedures, the Contractor shall evaluate the jobsite safety thereof and, except as stated below, shall be fully and solely responsible for the jobsite safety of such means, methods, techniques, sequences or procedures. If the Contractor determines that such means, methods, techniques, sequences or procedures may not be safe, the Contractor shall give timely written notice to the Owner and Architect and shall not proceed with that portion of the Work without further written instructions from the Architect. If the Contractor is then instructed to proceed with the required means, methods, techniques, sequences or procedures without acceptance of changes proposed by the Contractor, the Owner shall be solely responsible for any resulting loss or damage. 3.3.2 The Contractor shall be responsible to the Owner for acts and omissions of the Con- tractor's employees, Subcontractors and their agents and employees, and other persons or entities performing portions of the Work for or on behalf of the Contractor or any of its Subcontractors. 3.3.3 The Contractor shall be responsible for inspection of portions of Work already performed to determine that such portions are in proper condition to receive subsequent Work. 3.4 LABOR AND MATERIALS 3.4.1 lLiless otherwise provided in the Contract Documents, the Contractor shall provide and pay for labor, materials, equipment, tools, construction equipment and machinery, water, heat, utilities, transportation, and other facilities and services necessary for proper execution and completion of the Work, whether temporary or permanent and whether or not incorporated or to be incorporated in the Work. 3.4.2 the Contractor may make substitutions only with the consent of the Owner, after evaluation by the Architect and in accordance with a Change Order. 3.4.3 "f'he Contractor shall enforce strict discipline and good order among the Contractor's employees and other persons carrying out the Contract. The Contractor shall not permit employment of unfit persons or persons not skilled in tasks assigned to them. • 3.5 WARRANTY 3.5.7 1'he Contractor warrants to the Owner and Architect that materials and equipment furnished under the Contract will be of good quality and new unless otherwise required or permitted by the Contract Documents, that the Work will be free from defects not inherent in the quality required or permitted, and that the Work will conform to the requirements of the Contract o llll o o. o oo.~.oo C~ 01997 AIA® AIA DOCUMENT A201-1997 GENERAL CONDITIONS OF THE CONTRACT FOR CONSTRUCTION The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 20006-5797 WARNING: Unlicensed photocopylna oblates US. copyright kws and will subject the vloktor to kgal prosecutbn. Documents. \Nork not conforming to these requirements, including substitutions not properly approved and authorized, may he considered defective. The Contractor's warranty excludes remedy for damage or defect caused by abuse, modifications not executed by the Contractor, improper or insufficient maintenance, improper operation, or normal wear and tear and normal usage. if required by the Architect, the Contractor shall furnish satisfactory evidence as to the kind and qualit}• of materials and equipment. 3.6 TAXES 3.6.1 The Contractor shall pay sales, consumer, use and similar taxes for the \1'ork provided by the Contractor which are legally enacted when bids are received or negotiations concluded, whether or not yet effective or merely scheduled to go into effect. 3.7 PERMITS, FEES AND NOTICES 3.7.1 Unless otherwise provided in the Contract Documents, the Contractor shall secure and pay for the building permit and other permits and governmental fees, licenses and inspections necessary for proper execution and completion of the \Nork which are customarily secured after execution of the Contract and which are legally required when bids are received or negotiations concluded. 3.7.2 The Contractor shall comply with and give notices required by laws, ordinances, rules, regulations and ]awful orders of public authorities applicable to performance of the \Nork. 3.7.3 ]t is not the Contractor's responsibility to ascertain that the Contract Documents are in accordance +eith applicable laws, statutes, ordinances, building codes, and rules and regulations. However, if the Contractor observes that portions of the Contract Documents are at variance therewith, the Contractor shall promptly notifj• the Architect and Owner in writing, and necessary changes shall be accomplished by appropriate Modification. 3.7.4 If the Contractor performs \q'ork knowing it to be contrary to laws, statutes, ordinances, building codes, and rules and regulations without such notice to the Architect and Owner, the Contractor shall assume appropriate responsibility for such \Nork and shall bear the costs attributable to correction. 3.8 ALLOWANCES 3.8.1 The Contractor shall include in the Contract Sum all allowances stated in the Contract Documents. Items covered by allowances shall be supplied for such amounts and by such persons or entities as the Owner may direct, but the Contractor shall not be required to employ persons or entities to whom the Contractor has reasonable objection. 3.8.2 Unless otherwise provided in the Contract Documents: .t allo+,•ances shall cover the cost to the Contractor of materials and equipment delivered at the site and all required taxes, less applicable trade discounts; ~7 Contractor's costs for unloading and handling at the site, labor, installation costs, III overhead, profit and other expenses contemplated for stated allowance amounts shall be included in the Contract Sum but not in the allowances; o e °o o° 3 whenever costs are more than or less than allowances, the Contract Sum shall he o.~.o t~ . adjusted accordingly by Change Order. The amount of the Change Order shall reflect m 199] AIA® (t) the difference between actual costs and the allowances under Clause ;.R. z.l and AIA DOCUMENT A201.1997 ~'-) changes in Contractor's costs under Clause 3.S.z.z. GENERAL CONDITIONS OF THE CONTRACT FOR CONSTRUCTION 3.8.3 Materials and equipment under an allowance shall be selected by the O,aner in sufficient time to avoid delay in the \Nork. The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 20006-5292 WARNING: Unlicensed photxopying violates U.S. copyright laws and will su6)ect the violator to legal prosecution. C J • 3.9 SUPERINTENDENT • 3.9.1 The Contractor shall employ a competent superintendent and necessary assistants who shall be in attendance at the Project site during performance of the Work. The superintendent shall represent the Contractor, and communications given to the superintendent shall be as binding as if given to the Contractor. Important communications shall be confirmed in writing. Other communications shall be similarly confirmed on written request in each case. 3.10 CONTRACTOR'S CONSTRUCTION SCHEDULES 3.10.1 The Contractor, promptly after being awarded the Contract, shall prepare and submit for the Owner's and Architect's information a Contractor's construction schedule for the Work. The schedule shall not exceed time limits current under the Contract Documents, shall be revised at appropriate intervals as required by the conditions of the Work and Project, shall be related to the entire Project to the extent required by the Contract Uocuments, and shall provide for expeditious and practicable execution of the Work. 3.10.2 T'he Contractor shall prepare and keep current, for the Architect's approval, a schedule of submittals which is coordinated with the Contractor's construction schedule and allows the Architect reasonable time to review submittals. 3.10.3 The Contractor shall perform the Work in general accordance with the most recent schedules submitted to the Owner and Architect. 3.11 DOCUMENTS AND SAMPLES AT THE SITE 3.11.1 The Contractor shall maintain at the site for the Owner one record copy of the Drawings, Specifications, Addenda, Change Orders and other Modifications, in good order and marked currently to record field changes and selections made during construction, and one record copy of approved Shop Drawings, Product Data, Samples and similar required submittals. These shall be available to the Architect and shall be delivered to the Architect for submittal to the Owner upon completion of the Work. 3.12 SHOP DRAWINGS, PRODUCT DATA AND SAMPLES 3.12.1 Shop Drawings are drawings, diagrams, schedules and other data specially prepared for the Work M~ the Contractor or a Subcontractor, Sub-subcontractor, manufacturer, supplier or distributor to illustrate some portion of the Work. 3.12.2 Product Data are illustrations, standard schedules, performance charts, instructions, brochures, diagrams and other information furnished by the Contractor to illustrate materials or equipment for some portion of the Work. 3.12.3 Samples are physical examples which illustrate materials, equipment or workmanship and establish standards by which the Work will be judged. 3.12.4 Shop Drawings, Product Data, Samples and similar submittals are not Contract Documents. The purpose of their submittal is to demonstrate for those portions of the Work for which submittals are required by the Contract Documents the way by which the Contractor proposes to conform to the information given and the design concept expressed in the Contract Documents. Keview by the Architect is subject to the limitations of Subparagraph q.x.7. informational submittals upon which the Architect is not expected to take responsive action may • be so identified in the Contract Documents. Submittals which are not required by the Contract Documents may be returned by the Architect without action. 3.12.5 The Contractor shall review for compliance with the Contract Documents, approve and submit to the Architect Shop Drawings, Product Data, Samples and similar submittals required by o IIjI a °oo.~.ooo C7 0199] AIA® AIA DOCUMENT A201-1997 GENERAL CONDITIONS OF THE CONTRACT FOR CONSTRUCTION The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 20006-5292 WARNING: Unl(censed photocopying rlodtts VS. <opyrlght 4ws and will subject the vblator to legal prosecution the Contract Documents with reasonable pronTptness and in such sequence as to cause no delay in the \Nork or in the activities of the Owner or of separate contractors. Submittals +vhich are not • marked as revie+ved for compliance with the Contract Documents and approved by the Contractor may be returned by the Architect without action. o IIII o d. b 0~.~.~0 0 ®199] AIA® AIA DOCUMENT A201-1997 GE NERAt CONDITIONS OF THE CONTRACT FOR CONSTRUCTION The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 20006-5297 3.12.6 By approving and submitting Shop Drawings, Product Data, Samples and similar submittals, the Contractor represents that the Contractor has determined and verified materials, field measurements and field construction criteria related thereto, or will do so, and has checked and coordinated the information contained veithin such submittals with the requiremenu of the \Nork and of the Contract Documents. ,3.1L7 The Contractor shall perform no portion of the Work for which the Contract Documents require submittal and review of Shop Dra++•ings, Product Data, SanTples or similar submittals until the respective submittal has been approved by the Architect. 3.12.8 The \Nork shall be in accordance with approved submittals except that the Contractor shall not be relieved of responsibility for deviations from requirements of the Contract Documents by the Architect's approval of Shop Drawings, Product Data, Samples or similar submittals unless the Contractor has specifically informed the Architect in +rriling of such deviation at the time of submittal and (t) the Architect has given ++•ritten approval to the specific deviation as a minor change in the \1'ork, or (z) a Change Order or Construction Change Directive has been issued authorizing the deviation. The Contractor shall not be relieved of responsibility for errors or omissions in Shop Drawings, Product Data, Samples or similar submittals by the Architect's approval thereof. 3.1L9 The Contractor shall direct specific attention, in writing or on resubmitted Shop Drawings, Product Data, SanTples or similar submittals, to revisions other than those requested by the Architect on previous submittals. In the absence of such +vritten notice the Architect's approval of a resubmission shall not apply to such revisions. 3.12.10 The Contractor shall not be required to provide professional services which constitute the practice of architecture or engineering unless such services are specifically required by the Contract Documents for a portion of the \Nork or unless the Contractor needs to provide such services in order to carry out the Contractor's responsibilities for construction means, methods, techniques, sequences and procedures. The Contractor shall not be required to provide professional services in violation of applicable law. If professional design services or certifications by a design professional related to systems, materials or equipment are specifically required of the Contractor by the Contract Documents, the Owner and the Architect will speciF)~ all performance and design criteria that such services must satisfh. The Contractor shall cause such services or certifications to be provided by a properly licensed design professional, whose signature and seal shall appear on all drawings, calculations, specifications, certifications, Shop Drawings and other submittals prepared by such professional Shop Drawings and other submittals related to the \Nork designed or certified by such professional, if prepared by others, shall hear such professional's written approval when submitted to the Architect. The Owner and the Architect shall be entitled to rely upon the adequacy, accuracy and completeness of the services, certifications or approvals performed by such design professionals, provided the O+cner and Architect have specified to the Contractor all performance and design criteria that such services must satisf\•. Pursuant to this Subparagraph 3.tz.TO, the Architect will revie+v, approve or take other appropriate action on submittals only for the limited purpose of checking for conformance +vith information given and the design concept expressed in the Contract Documents. The Contractor shall not be responsible for the adequacy of the performance or design criteria required by the Contract Documents. • WARNING: unlicensed pherocopying rlolar<s 0.S. <opplgM 4ws end will soblect the rblarer to kgel presewrion. 3.13 USE OF SITE • 3.13.1 The Contractor shall confine operations at the site to areas permitted by law, ordinances, permits and the Contract Documents and shall not unreasonably encumber the site with materials or equipment. 3.14 CUTTING AND PATCHING 3.14.1 The Contractor shall be responsible for cutting, fitting or patching required to complete the Work or to make its parts fit together properly. 3.14.2 The Contractor shall not damage or endanger a portion of the Work or fully or partially completed construction of the Owner or separate contractors by cutting, patching or otherwise altering such construction, or by excavation. The Contractor shall not cut or otherwise alter such construction by the Owner or a separate contractor except with written consent of the Owner and of such separate contractor; such consent shall not be unreasonably withheld. The Contractor shall not unreasonably withhold from the Owner or a separate contractor the Contractor's consent to cutting or otherwise altering the Work. 3.15 CLEANING UP 3.15.1 The Contractor shall keep the premises and surrounding area free from accumulation of waste materials or rubbish caused by operations under the Contract. At completion of the Work, the Contractor shall remove from and about the Project waste materials, rubbish, the Contractor's tools, construction equipment, machinery and surplus materials. 3.15.2 If the Contractor fails to clean up as provided in the Contract Documents, the Owner may do so and thz cost thereof shall be charged to the Contractor. 3.16 ACCESS TO WORK 3.16.1 The Contractor shall provide the Owner and Architect access to the Work in preparation and progress wherever located. 3.17 ROYALTIES, PATENTS AND COPYRIGHTS 3.77.1 The Contractor shall pay all royalties and license fees. The Contractor shall defend suits or claims for infringement of copyrights and patent rights and shall hold the Owner and Architect harmless from loss on account thereof, but shall not be responsible for such defense or loss when a particular design, process or product of a particular manufacturer or manufacturers is required by the Contract Documents or where the copyright violations are contained in Drawings, Specifications or other documents prepared by the Owner or Architect. However, if the Contractor has reason to believe that the required design, process or product is an infringement of a copyright or a patent, the Contractor shall be re"sponsible for such loss unless such information is pronTptly furnished to the Architect. 3.18 INDEMNIFICATION 3.16.1 7b the fullest extent permitted by law and to the extent claims, damages, losses or ll expenses are not covered by Project ManagementProtedive Liability insurance purchased by the ll Contractor in accordance with Paragraph u.3, the Contractor shall indemnify and hold harmless o. o the Owner, Architect, Architect's consultants, and agents and employees of any of them from and °oo.~.o'° against claims, damages, losses and expenses, including but not limited to attorneys' fees, arising o out of or resulting from performance'of'the Work, provided that such claim, damage, loss or O t 9 9 r A I A expense is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of AIA DOCUMENT Az01.1997 • tangible property (other than the Work itself), but only to the extent caused by the negligent acts GENERAL CONDITIONS OF THE CONTRACT FOR or omissions of the Contractor, a Subcontractor, anyone directly or indirectly employed by them cortsraucnoN or anyone for whose acts they may be liable, regardless of whether or not such claim, damage, loss or expense is caused in part by a party indemnified hereunder. Such obligation shall not be of A chtectsn Institute 1735 New York Avenue, N.W. Washington, D.C. 70006-5191 WARNING: Unlicensed photocopying Vblatas US. copyright kws end will subject the rlOlator to legit prosecution. construed to negate, abridge, or reduce other rights or obligations of indemnity .vhich would • otherwise exist as to a party or person described in this Paragraph 3.18. • 3.18.2 In claims against any person or entity indemnified under this Paragraph 3.1R by an employee of the Contractor, a Subcontractor, anyone directly or indirectly employed hl. them or anyone for whose acts they may be liable, the indemnification obligation under Subparagraph 3.t8a shall not be limited by a limitation on amount or type of damages, compensation or benefits payable by or for the Contractor or a Subcontractor wider workers' compensation acts, disability benefit acts or other employee benefit acts. ARTICLE 4 ADMINISTRATION OF THE CONTRACT 4.1 AR HITECT \ ~ ~\ ~ lawfullh icensed practic architecture ' an entity I wfully 41.1 Th Architect is the Aers n~~C~ 1 n 1~` "" Pr dicing chitectur identified as such i the Agr ement a d is referred o througho t the " " ~~~~/ l Co tract D uments a if singula in numb .The to n Archi ct means th Architect o the /~ ~ x ( , Arc itect's a horized r resentativ ~ ( 17 4~.2 Duties, esponsibi 'ties and li nations authori • of the rchitect as s t forth in t e Contra t Docu eats shall of be rests led, modi ed or ex nded wi hout written nsent of th 0,+1 er, ontract rand Arc 'feet. Cons t shall n be unre sonably •ithheld. 4.1.3 If a empl vment oft e Architect 's terming d, the O •ner sha employ a ne. Architect again t wh m the ntractor as no reaso able obje ion and whose st tus under the Contract Docu cents hall be at of the nner Arch test. l 4.2 ARC ITECT'S ADMINISTRATI N OF TH CONTRACT ` 4.2. The chitect wi provide ministr lion of the Contract as escribed i the C tract ~f h v_C v" ~ ~~ k'~ Doc menu, a d will be a Owner's presents ive p) duril constructi , (z) until sal pal Went e r erio for ) with the O. ner's con rrence om time t time durin the one- is du and ( ,~Q, ; .~ p , g y 3 yH/ correc ion of \\ rk describe in Parag ph tz.z. he Archite will have a hority to a t ai be alf of the caner on • to the ext nt Arovid in the ontract Do uments, unl s otherwis modi I d in writi gin ace dance with other pro 'sions of he Contrac . .2.2 T e Archite t, as a repr entative the Ov, er,,vill visi the site at i tervals app opriate t the stag of the ntrador's Aerations 1) to bee me general • familiar .vl h and to k p the nner inf med ab ut the Arog ess and q slily of he portion f the Work ompleted, z) to en eavor to ward the caner agai st defects nd defect ncies in the Work, and (3 to determi a in gen ral if t \1]ork i being per ormed in a mans indicatin that the \1' rk, when lly com leled, w I be in a ordance a' h the Co ract Do uments. Ho ever, the Ar ilea will of her wired t make a haustive o continuo s on-sit inspection to check t e quality r quant y of th \Nork. he Archite t will ne ther ha, control o er or charg of, nor be II~~ respon ible for, t e constr coon mean ,methods techniq s, sequence or procedur +, or for the safeq• ecautio s and A grams in onnectio with th Work, sin a these are solely the o, o Contract is right and res onsibilities nder the ontract Documents except as A ivided in oo~•oo 0 S bparag ph 3.3.1. O 1 9 9 ] A I A ® 4.2. The rchitec e•ill not a responsib for the ntracto 's failure to erform the \ 'ork in AIA DOCUMENT A201.1997 ace dance •ith the requirem nis of the ontract ocumen s. The Arc 'feet-will no ha,•e GENERAL CONDITIONS cost 1 over r charg of and .ill not be r sponsible or acts omissials f the Contr dor, OF THE CONTRACT FOR CONSTRUCTION • SubCO lraCtO ,o7 lhel a ents or m 10 eeS, an oche er50n5 Dr fnlhlCS a fOrmin Orl On5 g P l' y P P gP of the \'ork. The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 20006-519] WARNING: Unlicensed Dhotocopying violates U3. coDYright laws end will subject the violator to kgal Drosecutbn. 4.2.E Communica 'ons Facilitating Contract Admi~ istration. Ex ept as othe ise prov ed in • the Contract Docun ents or when d ect communica ions have b n specialh• uthorize ,the Owner and Contract r shall endeavo to communicat with each ther through the Arc 'tect about ~Itatters arising `ut of or relati g to the Contr ct. Commu 'cations by d with the Architect's consultants, shall he thro gh the Archi ct. Comm ications b and th Subcontryctors and mate~ial suppliers shad be through th Contractor. ommunicat ns by a d with sepa>\te contractors hall be through ~ e Owner. 4.2.5 Based on the Archi`tect's evaluations f the Contract is Applicau ns for Pay ent, the Architect wi~i review and cer~ify the amounts due the Contra for and will 'slue Certifi tes for Payn9tnt in sl ch amounts. \ 4.2.6\ The Arc itect will have ~uthority to rejec Work that do not confor to the Co ract Doalnents. \Vh never the Architect considers it ecessary or ad isable, the A 'hitecl will ave autho ~ty to requi inspection or tb`sting of the Wor in accordance vith Subpara raphs 13.5.z d 13.5.3, ether or of such Work s fabricated, ins ailed or comp eted. Howev r, neither t 's authorit of the Ar Itect not a dec 'ion made in go faith either t exercise or of to exerci such aut ority shat give rise to a uty or responsi 'lity of the A -hitecl to th Contractor, Subcontraetors,male 'al and equipme t suppliers, their gents or emp gees, or oth persons or entities per orming po lions of the Wo 4.2: The chitect Il review and prove or take ther approp 'ate action on the Con ractor's s bmittals s ch as Shop Dr wings, Product ata and Sam les, but onll for the limit purpos of checki g for conforms ce with inform ion given an the design ncept espres ed in the ontract ocuments. The chitect's action •ill be taken v 'th such teas nable prompt ess as to cause no elay in the Wor or in the activi 'es of the O er, Contract r or separate ontracto s, while al owing sufficient time in the Architect's profess nal judgme t to permit a equate r view. Rev ew of such su miltals is not c nducted for the purpose of detennini the act acy and c mpleteness of of er details such as imensions a d quantities, r for ubstan 'sting in ructions r installation o performance of quipment or systems, all f whit remai the res nsibility the Contractor as required by th Contract D uments. The Archi ~d's rel'ew of th Contracto 's submittals sha not relieve the C ntractor of t e obligations under 'aragra hs 3.3, 3. and 3.1z. he Architect's re ~iew shall not co titute appro al of safety precautt ns or, nless of rwise spe ifically stated b the Architec6 of ny construct'on means, methods, techni ues, sequ nces or p edures. The A hitecCs approval f a specific 'tem shall not indica e appr vat of an ssembly o which the item s a component. 4 2.8 The rchite will pre are Chan Orders and Co struction Change irectives, acid may a thori7e mi or cha ges in th Work as ovided in Parag Ph i.;. \\\h 4.2. The Ar itect ill cond ct inspect ons to detemtin the date or dal s of Substa list Com lesion an the d e of fin conlpleti n, will receive a d forward to the Owner, for the Owne 's review a d reco ds, wrist warranti s and related d uments required the Contract II~~ and ass mbled by e Co ractor, a d will issu a final Certifica for Payment up compliance with the reouireme is oft e Contra t Docume ts.' e v 4.2 10 If a Owne rcpt •sentat 'es to as - respo lsibilit sand 1 an exh'bit to a into 4.2.11 711e Architec requireme its oC, he Id chitect gree, the rchitect will p ovide one or m e project in ca tying o the Arch tea's responsibil ties at the site. T e duties, ations f autho 'ty of such roject represent lives shall be as se forth in led in he Cont act Docu cots. II 'nterp t and ecide mat rs concerning rformance under, and tra t Doc menu o written r uest of either th Owner or Contractor. m o. o oo.~•oo 0 p 199] AIA® AIA DOCUMENT A201-1997 GENERAE CONDITIONS Of THE CONTRACT FOR CONSTRUCTION The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 2000fr5791 WARNING: Unlicensed photocopying oblates US. capyrlght laws and will subject the vloktor to kgal prosecutbn. The chitect's res~ionse to upon otherwise \aith re. Par rap 4.z, then de }' shall n he such terj etations un 'I t5 days to 4.2.12 from will be lade in wri ng wi illness. no agreem t is he Archite t shall be fu nisi the 'd on mount of fat request made for any time, limits agreed eoncenitng the time in omillian>(e wish this the rchitect~to fu[nish with t e intent ,fan 1 ling or t the forYn o ~hitect wl endeav to arliality either a td go d faith. by sect wi be eonsiste ri nts and Bill he in to ' initial dec'sions, the A g~ntractor,.,'ll not show eEisions so r sores in sectke faith~l performance both Owt\er and will ~t be h hle f results oft lernretau ns or 4.2.13 '?\he Ar~titect~decisions ~i, matters with the tent mess d in the C rtras D. aesthetic affect will be mat if 4.3 CLAIMS AND DISPUTES 4.3.1 Definition. A Claim is a demand or assertion by one of the parties seeking, as a matter of right, adjustment or interpretation of Contract terms, payment of money, extension of time or other relief with respect to the terms of the Contract. The term "Claim" also includes other disputes and matters in question between the Owner and Contractor arising out of or relating to the Contract. Claims must be initiated by written notice. The responsibility to substantiate Claims shall rest with the party making the Claim. 4.3.2 Time Limits on Claims. Claims by either party must be initiated within zt days after occurrence of the event giving rise to such Claim or within zt days after the claimant first recognizes the condition giving rise to the Claim, whichever is later. Claims must be initiated by written notice to the Architect and the other party. 4.3.3 Continuing Contract Performance. Pending final resolution of a Claim except as otherwise agreed in +eriting or as provided in Subparagraph g.7.t and Article t4, the Contractar shall proceed diligently with performance of the Contract and the Owner shall continue to make payments in accordance with the Contract Documents. 4.3.4 Claims for Concealed or Unknown Conditions. ]f conditions are encountered at the site which are (t) subsurface or otherwise concealed physical conditions which differ materially from those indicated in the Contract Documents or (z) unknown physical conditions of an unusual nature, which differ materially from those ordinarily found to exist and generally recognized as inherent in construction activities of the character provided for in the Contract Documents, then notice by the observing party shall be given to the other party promptly before conditions are disturbed and in no event later than zt days after first observance of the conditions. The Architect will promptly investigate such conditions and, if they differ materially and cause an increase or decrease in the Contractor's cost of, or lime required for, performance of any earl of the \1'ork, l will recanmend an equitable adjustment in the Contract Sum or Contras Time, or both. If the jl I Architect determines that the conditions at the site are not materially different fmm those o, o indicated in the Contract Documents and that no change in the terms of the Contract is justified, °o~.aA.oo the Architect shall so notify the Owner and Contractor in writing, stating the reasons. Claims by o either party in opposition to such determination must he made within zt days after the Architect 0199] AIA® has given notice of the decision. If the conditions encountered are materially different, the AIA DOCUMENT A201-1997 Contract Sum and Contract Time shall he equitabh~ adjusted, but if the Owner and Cottractor GENERAL CONDITIONS OF THE CONTRACT FOR cannot agree on an adjustment in the Contras Sum or Contract Time, the adjustment shall be CONSTRUCTION referred to the Architect for initial determination, subject to further proceedings pursuant to The American Institute Paragraph 4 4 of Architects 1735 New Vork Avenue, N.W. Washington, D.C. 20006-5797 WARNING: Unlicensed photaopying violates US. copyright laws and will subject the violator to legal prosecution. ~J r~ J 4.3.5 Claims for Additional Cost. If the Contractor wishes to make Claim for an increase in the • Contract Sum, written notice as provided herein shall be given before proceeding to execute the ~~'ork. Prior notice is not required fur Claims relating to an emergency endangering life or property arising under Paragraph to.6. - 4.3.6 If the Contractor believes additional cost is involved for reasons including but not limited to G) a written interpretation from the Architect, (z) an order by the Owner to stop the Work where the Contractor was not at fault, (3) a written order for a minor change in the ~Nork issued by the Architect, (q) failure of payment by the Owner, (5) termination of the Contract by the Owner, (6) Owner's suspension or (7) other reasonable grounds, Claim shall be filed in accordance with this Paragraph q.3. 4.3.7 CLAIMS FOR ADDITIONAL TIME 4.3.21 If the Contractor wishes to make Claim for an increase in the Contract Time, written notice as provided herein shall be given. The Contractor's Claim shall include an estimate of cost and of probable effect of delay on progress of the Work. In the case of a continuing delay only one Claim is necessary. 4.3.22 If adverse weather conditions are the basis for a Claim for additional time, such Claim shall be documented by data substantiating that weather conditions were abnormal for the period of time, could not have been reasonably anticipated and had an adverse effect on the scheduled construction. 4.3.8 Injury or Damage to Person or Property. [f either party to the Contract suffers injury or damage to person or property because of an act or omission of the other party, or of others for whose acts such party is legally responsible, written notice of such injury or damage, whether or not insured, shall be given to the other party within a reasonable time not exceeding zt days after discovery. The notice shall provide sufficient detail to enable the other party to investigate the matter. 4.3.9 If unit prices are stated in the Contract Documents or subsequently agreed upon, and if quantities originally contemplated are materially changed in a proposed Change Order or Construction Change Directive so that application of such unit prices to quantities of Work proposed will cause substantial inequity to the Owner or Contractor, the applicable unit prices shall be equitably adjusted. 4.3.10 Claims for Consequential Damages. The Contractor and Owner waive Claims against each other for consequential damages arising out of or relating to this Contract. This mutual waiver includes: t damages incurred by the Owner for rental expenses, for losses of use, income, profit, financing, business and reputation, and for loss of management or enTployee productivity or of the services of such persons; and a damages incurred by the Contractor for principal office expenses including the compensation of personnel stationed there, for losses of financing, business and repu- IIII tation, and for loss of profit except anticipated profit arising directly from the Work. This mutual waiver is applicable, without limitation, to all consequential damages due to either °o, o party's termination in accordance with Ariicle rq. Nothing contained in this Subparagraph 4.3.to ~ shall be deemed to preclude an award of liquidated direct damages, when applica le, in o , 9 9 ~ A ~ A accordance with the requirements of the Contract Documents. AIA DOCUMENT A201.1997 • A --1 r1 -- -RESOLUTION OF CLAIMS AND PUTES /`(Y`hC~ft ~j.~ ~e`e~~i '~' ' GENERAL CONDITIONS OF THE CONTRACT FOR ~ 61Uding-t~l96N-iEIIFgF+7gaH-C`FrOF-1AFOmt56iO,~s",ft,° ee--..-.~anP,6isieiF-Af-AF : ` ° T ~ ~ ~ CONSTRUCTION -.,~.~.~ r - - ed ~cclutect_hut~cluding.those~rising.-u r--Paragraphs-to.}through-TO~f-sha{I u- The American Institute init'allyto+haarchulecL.foc-decision.-An-ini -deti6iea-hythe-flit~titeet-shalkbe-Eegttiied--es-e of Architects 1735 New York Avenue, N.W. ~- Washington, D.C. 20006-5292 WARNING: Unlicenfed photxopying vklates US. copyright kws and will subject the violator to kgal prose<utlon. con>~lion precedent to mediation, arbitratiap or and caner arising ~lrior to the dale final paym~ Clain has been referred to the Architect with iro The A hitect will no{.decide disputes between it the Ow er. A t, ~\ 4.4.1 T ~ Architect will revie o more o the follo.aing cti re~lonse wi h supporting ata apptove the laim, (q) sugg~st to resolve the Claim if the 1 ~Claini~ or if t e Architect c5 inanmm~riale fo the Architect 4.4.3 from assist the ~rch retention o \u 4.4.~. If the supporting da~ either~'.flrovide response or sul he furni~hed.l reject or ~1pro due, w Claim3 and withilT ten ons: (r) reqt~est additl na from the t)ther party? (z a compromr e, or (5) a v chitect lacks~ufficient resolve the in the Claims, the rchitect may, ut shall ther party or from persons with st p rendering a ecisimT. The chile Suns at the Ow er's expense. fall Claim between the Contractor ttnless 3o da ~s have passed after dhc J'ng been ren>~ered by the Architect. ~ and persons\or entities other than \~\ 1~ oC t e receipt of the Claim\yake one porn data from he claim nt or a ct the ]aim in Tah le or in ~rt, (3) parti that theArhitedis+~TTable 1 ion to evaluate th \mcrits o~ the e 's sot discretion, it would\be be o igated o, consult ++ th or seek d kno `ledge r expertise vho may aav reo est th Owner to thorize hitect equests a part)` to provide a esponse t a Clai Tor to~ such p ty shall respm d, within ten ays after ceipt f such respons on the requ sled supporting data, dvise t e Ar rung dal .viii be furnis ed or advise he Archite t that o su n receipt of the respon or supporti g data, if ny, th An t e Claim t whole or in rt. 4.4.5 The'~Architect sons therefo~~ and wh Time or hoth) The ap the parties but subject 4.4.6 \1'hen a +'n mediation and ar must be made wit final written decisi in the Architect's c Architect renders a be entered as evid acceptable to all pa will appr ve or reject CI it h shall n tif)'the partie p oval or re coon of a Cla t median and arbitrat T de ision oft e Architect lion nd (z) a errand for 3o da s after th date on v then ilure to d and ar Sion he mine fin 1 and 1 but shill not he party m king the mand eceive, the n within sa 3o days' eriod all re th upon the O mer and ontrac r. ]C t e g have been i itiated, su h decision may alt n Droceedi es unless he dec lion is \4.4.7 Upon receipt of a laim ag inst the C ntractor or at n}' time the eaher, the rchiteLt or the Owner may, but is not bligate to, notify e surety, if an t of the nat re and am unt of the ~atm. If the Claim relates o a poss ility of a ontractor's d ault, the A -hitect or t Te Owner Iljl n~but is notbbligated to, otify ih surety an request the s ety's assist ce in reso wing the con roversy. ` o~0 4.4.g If a Claim relates to or i the subject of a mechanic's lien, t e party rise ling such 'laim ~ may p eed in accordance with pplicabl law to co Tply with the I n notice o filing dca fines 01991 AIA® ' AIA DOCUMENT A101-1997 prior to esolution oC the Claim b the Arc itect, by m diction o by itration. GENERAL CONDITIONS J~ N ~ ~~~ OF THE CONTRACT FOR - 4:5 M ~~A710N ,a(hc1E CONSTRUCTION .~ ~~ - ,laimsrelating-to aesthetic the American Institute -ef{eGL-and2AC'Bpt'tITErSe'WaiYe~85~r9Uld2d-fOL]A$LLhpazagra~ h<~a s0. gTlO.e and 91o t shall-2fter of Architects ~m-~~~.,..5'^^ ^ ~^`~5 ~s.,~~.a..l^'^` '^ 's,~-z,.~-~,=e v^I'iietir-be initial-dec-ision-hylhe-ArcdaiteEt-er 3o-days-a ~ s+on-ef' 1735 New York Avenue, N.W. Washington, D.C. 2000G~9292 WARNING: Unlicensed photocopying violates U.9. copyright laws and will subject the violator ro legal prosecution. when g data will ei ns by writt n decision which hall sl to the rea- of any than a in the ntract Sumo Contract m by the Ar itecl shat be fina and h Tding on i n. st es that (r) t decision s final ut sub ect to arb tration of a laim cove d by s ch de 'sion • • • • \ ~ \ ~ •\. medial~on as a condition precedent to arbitra(ton or the ~ \ ~s by either parry. 4.5.2 "fhe~ arties ihall endeavor to resolve their Claims y n nut wally ag •e other~ise, shall be in accordant with the C n~ oft e Americ n Arbi ((anon Association Curren yin effect. in wr ling wit the other party to the Contract a d with the "ihe rt west ma ~ be ma e concurre try with the ling of a d. eaent, ediation shall pr teed in adv nce of arbitr lion or leg sh II be rayed pe ding m nation for ~period of 6o ays from a Io Iger eriod by reeme t of the parties or court o der. stitutio~i of legaf\or equitable uio whichess tt)g parties lion ndust ediati"~~~„'RRules Est for ediati n shall filed siren rbitrati ssoci lion. nd fora itratio b t, in uch r equitab procee logs, w 'ch date of fill R, unles }rayed r 4.5.3 The arties s II shay the medial r s fee and an filing fees guar be helc in th ~ place w ere the rojed is roc led, unless an Iher laati is Agreem•nts 'ached in medial n shall be nforceable a settlement g having j risdi lion Iher f.J~ (,j the \4.6 ~ARBITRA ON ~' ~7 G'lk Ir~ J"~~~~ 4,6.1 ny Clai arising o~{t of or related the Contra t, except Cla~ eflecl an except t ose waivedsas provided for Subparagra hs 4.3.to, 9.x decision y the Arel~itect or 3o days after sub 'ssion of the teem to the arbitratioit. Prior to rbitratiori the parties sh I endeavor t resolve di acco dance~withthe ovisions ~aragraph 4.5• 4.6.2 Claim not resol •ed by me anon shall bed tided by arbi anon v mutua • agre ~ otherwi ,shall be in accordance ith the Con tructic Rules o the A erican bitration ssociation curt ntly in effect The shall be led in riling wi h the othe party to the C ntract and w gh th Associatio T, and copy sha ~ be filed ~ fth the Architec . \ shall in any 'r relating t aesthetic and 9.TO.5,~11, after rchited, be s bject to tes by medi lion in ich unless the p roes Ind slry Arbitra ion man~for arbitrat on Amen an Arbitrate n 4.6.3 A de Tand r arbitrate n shall be lade within the time limits s~ecified in Su paragraphs 4.9.6 and q.6. asap icable, an in other c ses within a tea onable time a ter the Clai has arisen, and in no eve t shat it be mad after the t~te when instil lion of legal equitable p pCeedings bas~d on such Claim would be awed byy`\he applicable tatute of rim rations as da\e\rmined nurs~uant to Par {;raph 3J• 4.6.4 imitatio on C solidatio oT Joinde No arbitratio arising out for relating o the Contra shall ins ude, b consolida ion or joi der or in any ther manner, the Architec ,the Architec 's employ s or c nsultants, xcept by ritten consent ontaining sp rifer referen to the Agree lent and igned y the Arc 'test, Ow r> Contractor d any other erson or en ity sought to a joined. \o ar 'tration sh ll include, by consolidate or joinder r m any of r '~Tanner, pa ties other hen th Owner, C ntrador, separate contr for as descri din Article ahd other p sons subs antiall involved i a Comm question of f ct or law wh a presence i III re wired if c plete re of is t be accord in`~rbit lion. No pets or entity of er than the Our Ter, Contr clot or a eparat contracto as ~escri ed in Article shall be ins ded as an o. o origt Tal third rty or ad itional herd party o an arbit anon whose in Brest or resp sibility is oo.~.oo insub tantial. C sent to a bitrati involving an additio al person ore lily shall not onstitute ~ copse to arbitr lion of a teem n t describe therein o with a person r entity not med or e t s 9 r ^' ^ AIA DOCUMENT A201-1997 describ d therein. he foreg 'ng agr nrent to a itrate an other agreeme s to arbitrate ith an GENERAL CONDITIONS addition I person r entity ly con ented to b parties t the Agreemen shall be spec fically OF THE CONTRACT FOR enforces a under a licable I w in an court haul g jurisdic ion thereof. cortsraucnoN the American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 20006-5292 WARNING: Unll<ensed phorocopying vbktes US. copyright kws and will sublets sha vloktar so kgal prosecution. ti o llll o o, b oo.~.~b l~ ®199) AIA® AIA DOCUMENT A201-1997 GENERAL CONDITIONS OF THE CONTRACT FOR CONSTRUCTION The American Institute of Architects 1735 New Vork Avenue, N.W. Washington, D.C. 20006-5297 .6.5 Clai sand T' ely Ass>;rtion of Clain a bitration n ust asserl~ the dem nd all Claims is ermined t be demanded. ~~ 4.6.6 Judgment on Final ward. T award re final, d judgm ri may be entered u on it in having risdiction ereof. ARTICLE 5 SUBCONTRACTORS 5.1 DEFINITIONS is. Th~~ party fih~ a notice of demand for then kn rn to that Igarty on which arbitration ~ \ \ `, n eyed by th arbitrator r arbitr ors sha I he anordance ++'th applica e la+v i zany co rt 5.1.1 A Subcontractor is a person or entity who has a direct contract with the Cottractor to perform a portion of the \Vork at the site. The term "Subcontractor" is referred to throughout the Contract Documents as if singular in number and means a Subcontractor or an authorized representative of the Subcontractor. The term "Subcontractor' does not include a separate contractor or subcontractors of a separate contractor. 5.1.2 ASub-subcontractor is a person or entity who has a direct or indirect contract with a Subcontractor to perform a portion of the \4rork at the site. The term "Sub-subcontractor' is referred to throughout the Contract Documents as if singular in number and means a Sub-subcontractor or an authorized representative of the Sub-subcontractor. 5.2 AWARD OF SUBCONTRACTS AND OTHER CONTRACTS FOR PORTIONS OF THE WORK 5.2.1 Unless otherwise stated in the Contract Documents or the bidding requirements, the Contractor, as soon as practicable after a+vard of the Contract, shall furnish in writing to the Owner through the Architect the names of persons or entities (including those who are to furnish materials or equipment fabricated to a special design) proposed for each principal portion of the \1'ork. The Architect will promptly reply to the Contractor in ++•riting stating whether or nM the Owner or the Architect, after due investigation, has reasonable objection to an}• such proposed person or entity. Failure of the Owner or Architect to reply promptly shall constitute notice of no reasonable objection. 5.2.2 The Contractor shall not cattract with a proposed person or entity to whom the Owner or Architect has made reasonable and timely objection. The Contractor shall not be required to contract with anyone to whom the Contractor has made reasonable objection. 5.2.3 If the Owner or Architect has reasonable objection to a person or entity proposed by the CaTtraclor, the Contractor shall propose another to whom the Owner or Architect has no reasonable objection. If the proposed but rejected Subcontractor was reasonably capable of performing the \Vork, the Contract Sum and Contract Time shall he increased or decreased by the difference, if any, occasioned by such change, and an appropriate Change Order shall be issued before commencement of the substitute Subcontractor's \b'ork. However, no increase in the Contract SutrT or Contract Time shall be allowed for such change unless the CoTtractor has acted promptly and responsively in submitting names as required. 5.2.4 The Contractor shall not change a Subcontractor, person or entity previously selected if the O,vner or Architect makes reasonable objection to such substitute. 5.3 SUBCONTRACTUAL RELATIONS 5.3.1 By appropriate agreement,+vritten where legally required for validity, the Contractor shall require each Subconlrador, to the eAlent of the \Vork to be performed by the Subcontractor, to be bound to the Contractor by terms of the Contract Documents, and to assume toward the Contractor all the obligations and responsibi]ities, including the responsibility for safety of the • I 1 ~ J WARNING: Unlicensed photocopying vtolatet US. copyright laws and will sublses the violator to legal prosecution. Subcontractor's Work, which the Contractor, by these Documents, assumes toward the Owner and • Architect. Each suhcontract agreement shall preserve and protect the rights of the Owner and Architect under the Contract Documents with respect to the Work to be performed by the Suhcontractor so that subcontracting thereof will not prejudice such rights, and shall allow to the . Subcontraaoc unless specihcully provided otherwise in the subcontract agreement, the benefit of all rights, remedies and redress against the Contractor that the Contractor, by the Contract Documents, has against the Owner. Where appropriate, the Contractor shall require each Subcontractor to enter into similar agreements with Sub-subcontractors. The Contractor shall make available to each proposed Subcontractor, prior to the execution of the subcontract agree- ment, copies of the Contract Documents to which the Subcontractor will be bound, and, upon written request of the Subcontractor, identify to the Subcontractor terms and conditions of the proposed subcontract agreement which may be at variance with the Contract Documents. Subcontractors will similarly make copies of applicable portions of such documents available to their respective proposed Sub-subcontractors. 5.4 CONTINGENT ASSIGNMENT OF SUBCONTRACTS 5.4.1 F.ach subcontract agreement for a portion of the Work is assigned by the Contractor to the Owner provided that: .t assignment is effective only after termination of the Contract by the Owner for cause pursuant to Paragraph tq.z and only for those subcontract agreements which the Owner accepts by notifying the Subcontractor and Contractor in writing; and : assignment is subject to the prior rights of the surety, if any, obligated under bond relating to the Contract. 5.4.2 Llpon such assignment, if the Work has been suspended for more than 3o days, the Subcontractor i compensation shall be equitably adjusted for increases in cost resulting from the suspension. ARTICLE 6 CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS 6.1 OWNER'S RIGHT TO PERFORM CONSTRUCTION AND TO AWARD SEPARATE CONTRACTS 6.1.1 The O.vner reserves thz right to perform construction or operations related to the Project with the Owner's own forces, and to award separate contracts in connection with other portions of the Project or other construction or operations on the site under Conditions of the Contract identical or substantially similar to these including those portions related to insurance and waiver of subrogation. If the Contractor claims that delay or additional cost is involved because of such action by the Owner, the Contractor shall make such Claim as provided in Paragraph 4.3. 6.1.2 \Vhen separate contracts are awarded for different portions of the Project or other construction or operations on the site, the term "Contractor" in the Contract Documents in each case shall mean the Contractor who executes each separate Owner-Contractor Agreement. 6.1.3 The Owner shall provide for coordination of the activities of the Owner's own forces and of each separate contractor with the Work of the Contractor, who shall cooperate with them. The Contractor shall participate with other separate contractors and the Owner in reviewing their construction schedules when directed to do so. The Contractor shall make any revisions to the construction schedule deemed necessary after a joint review and mutual agreement. The construction schedules shall then constitute the schedules to be used by the Contractor, separate contractors and the Owner until subsequently revised. • 6.1.4 Unless otherwise provided in the Contract Documents, when the Owner performs construction or operations related to the Project with the Owner's own forces, the Owner shall be deemed to be subject to the same obligations and to have the same rights which apply to the o III o o. b °6 [CA o° O 0199] AIA® AIA DOCUMENT A201.1997 G ENERAI CONDITIONS OF THE CONTRACT FOR CONSTRUCTION The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 20006-5392 wFRNINC: Vn]Xmsed phorocapy7ng vloktes VS. copyright kws end wlll mbJa<t the vblator to kgsl proseNtbn Contractor under the Conditions of the Contract, including, without excluding others, those stated in Article 3, this Article 6 and Articles lo, a and u. 6.2 MUTUAL RESPONSIBILITY 6.2.T The Contractor shall afford the Owner and separate contractors reasonable opportunity for introduction and storage of their materials and equipment and performance of their activities, and shall connect and coordinate the Contractor's construction and operatirnrs with theirs as required by the Contract Documents. 6.2.2 If part of the Contractor's Work depends for proper execution or results upon construction or operations by the Owner or a separate contractor, the Contractor shall, prior to +proceeding with that portion of the \Vork, promptly report to the Architect apparent discrepancies or defects in such other construction that would render it unsuitable for such proper execution and results. Failure of the Contractor so to report shall constitute an acknowledgment that the Owner's or separate contractor's completed or partially completed construction is fit and proper to receive the Contractor's \1]ork, except as to defects not then reasonably discoverable. 6.2.3 The Owner shall be reimbursed by the Contractor for costs incurred by the Owner „•hich are payable to a separate contractor because of delays,inTproperly timed activities or defective construction of the Contractor. The Owner shall be responsible to the Contractor for costs incurred by the Contractor because of delays, improperly timed activities, damage to the \1'ork or defective construction of a separate contractor. 6.2.4 The Contractor shall promptly remedy damage wrongfully caused by the Contractor to completed or partially completed construction or to property of the Owner or separate contractors as provided in Subparagraph lo.z.5. 6.2.5 The Owner and each separate contractor shall have the same responsibilities for cutting and patching as are described for the Contractor in Subparagraph 3.1q. 6.3 OWNER'S RIGHT TO CLEAN UP 6.3.1 If a dispute arises among the Contractor, separate mntraclors and the Owner as to the responsibility under their respective contracts for maintaining the premises and surrounding area free from waste materials and rubbish, the Owner may clean up and the Architect will allocate the cost among those responsible. ARTICLE 7 CHANGES IN THE WORK 7.7 GENERAL 7.t.t Changes in the \\]ork may be accomplished after execution of the Contract, and without im'alidating the Contract, by Change Order, Construction Change Directive or order for a minor change in the \Vork, subject to the limitations stated in this Article 7 and elsewhere in the Contract Ilj~ Documents. o: 0 7.1.2 A Change Order shall be based upon agreement among the Owner, Contractor and OO.~A.DO ~ Architect; a Construction Change Directive requires agreement by the Owner and Architect and 0 1 9 9 ] A I A ® may or may not he agreed to by the Contractor; an order for a minor change in the \Vork may he AIA DOCUMENT A201-1997 issued by the Architect alone. GENERAL CONDITIONS OF THE CONTRACT FOR L1.3 Changes in the \Vork shall be performed under applicable provisions of the Contract CONSTRUCTION Documents, and the Contractor shall proceed promptly, unless otherwise provided in the Change The American Institute Order, Construction Change Directive or order for a minor change in the \4]ork. of Architects 1735 New Vork Avenue, N.W. Washington, D.C. 20006.5297 WARNING: Unll<ensed photocopying violates US. copyright laws and will subject the violator to legal prosecution. r L J • CHAN E ORDER f ~(~ ~• ~ '" -~¢~ ~ ~~~ 7:2 • 7.2.1 A Change Order, is a written instrument prepared by the Archit ct and sl~ned the Owner, Contractor and Architect,stating thejr agreement( upon al of the f lowing: \ 11 .t chan~e in the \~'ork; i, 11 .x the a fount of the adjustment, if an', in the Co tract Su ;and .3 the ex ~nt of the~justme\nt, iF any, the Contr ct Time. L2.2 lethods a ed in del\e\`mining \djustmen to the Co tract Sw may in Jude tho lisle in Suh ragraph 7..3. 7.3 CONSTRUCTIQN CHANGE DIRECTIVES r+ 1/C`e ~'C ~~~ 7.3.1 I Construction Chang Directi a is a written ord r prepared by t e Archite t nd si ned by the caner and Ar hitect, di cling a hange in the Wo prior to agree ent on a justme t, if arrv, in t e Contract S m or Co tract T e, or both. The caner may by onstruc 'on Cha ge Uirectiv without inva idating t Contr ct, order changes n the Work wit in the ge eral sco e f the C ntract consis 'ng of a itions, eletions or oth revisions, the ontract Sum a 'ontract 'ime being adl sled acc Jingly. 7..2 A C nstruction C ngeDire five sh I be used in the Bence of total reemen on the ter s of a C ange Order. 7.3.3 If the 'onstruction ange Dir live pr vides for an adju ment to the Co tract Su ,the adju meat sh II be based on ne of the ollowi g methods: a mut I acceptance of a lum sum operly itemized nd supported y suffic nt sub'st ntiating data t permit a luatio ; unit p ices stated in t e Contrac Docu ents or subseque fly agreed upon cost t be determine in a m net a reed upon by t parties and mutually accepta le fixed or per enfage fee; r .4 as provi ed in Subpara aph 7.3.6. Z3.4 Up n receip of a Construction Chang Directi e, the Contracto shall promptly roceed with the c nge in t e Work involy and advi the chitect of the Co tractor's agreen nl or disagreeme t with t e method, if ny, provi din a Construction hange Directi for determining he prop Bed adjustment in the Con act Su or Contract Ti e. 7 .5 A Con traction hange Directi signed by he Co tractor indicates i e agreement of he C ntractor th ewith, i lading adjust elit in Con act Su and Contract me or the meth d fo determinin them. S ch agreements all be effe ive im ediately and sha I be recorded as a Ch nge Order. Z3.6 If the Con ractor d es not respond romptly or isagre with the meth for adjustment in th Contract S , the m thod and the a 'ustment sh ll bed termined by the chitecl on the basis f reasonabl expendi ures and saving o~hose rform g the Work attn utable to the change including, i case of n increase in th G tract Su ,are sonable allowanc for overhead II ~ and pro it. In such ate, and Ito under Clau 7.3.3, the ontr for shall keep an present, in such for T as the hitect ay prescribe, a itemized a ounu g together with ppropriate °o. °° supporti data. Unl s othe 'se provided in t e Contract ovum nts, costs for the urposes of °°o this Subp agraph 7.3. shall be limited to the f lowing: 01997 AIA® t ~sts of labo , includi g social securit old age an une loyment insuran e, fringe AIA DOCUMENT A201-1997 • nefits requi ed by ag Bement or cust0 ;and work S COn enSallOn InSU[a e; GENERAL CONDITIONS .2 CO lS Of male alt, SUp ies and equipm nb includin COSI transportation, helher OF THE CONTRACT FOR 1nC rpOraled O cDnsDm d; - CONSTRUCTION .3 rent I costs of achine and equipment, xclusive of h nd to Is, whether rente from The American Institute the ontractor others; of Architects ® 1735 New York Avenue, N.W. Washington, D.C. 20006-5292 wARN/NG unlKensed phorocopytng vblaks US. copyright kws aM will subJact the vloluor to kgel prosecuswn. ~ .., .4 co s of premiut1is for all borlfls and insuranc~, permit es, an sales, usA or Simi ar 1 tax related to th \1'ork; and i • s addi 'oral costs o supervision nd fi d office ersonnel directh attrihuta e to th than 7.3.7. The amo t of credit t be allowed by the Contract r to the caner or a delel on or change which resu is in a net de rease in the ontra Sum sh ll be act I net c st as con med by the rchitect. \ 'hen both ad itions and t edits c vering r lated \V k or s bstitution are involved 'n a Chang ,the alloTwan e for overhe and rofit sha be fgu d nn t e basis o net increase, any, with espect to tha change. 7.3.8 Pen ing final termination f the total c st of a onstru ion Cha ge Dir Clive to the caner, amo tits not in ispute for su changes in a \1'o shall be include in Appl cations far yment ace nTpanied ~ a Change der indicati the roes' ag Bement •ith pa t ar all of s h costs. F any part n of such c st that rema sin 'spute, t e Archit ct will Take an int rim deter 'nation for urposes of onthly certi cation or pay ent for ose co ts. That det minatiaT cost shall djust the Co tract Sum on he san basis a a Chan Order, subject tot ° right of ei her party t disagree and sserl a clai in ace dance w'th Artie e q. 7.3.9 \4'hen the caner an Contractor a ree with the detenu nation ade by he Arc itecl concer ing the a 'ustments the Contra t Sum and Contra t Time, or oth •ise r ach agreem t upon th adjustme ts, such agre Tent shall b effective imme lately aTd shat be recorded y preparat nand exe ution of an a ropriate Ch nge Or er. / ~ '7.4---MINOR-CHANGESiNiHE-WORK ~{-I7~, 7.~ (~~,~~~ -9:4:1--q'~le~lrc-hikes -net-inrelri adjust- rnentan ihefontraci3umorextensiopo 'stelti~~tk-the-intent -of-the-~ontraci-Documents-:.Cuch~changes-sire~~e-effec-led-~yyvritten-erderandshaH~+e binding - -on the-Owner-and Contractor: The~Gontrador-shaNcarrj• outsudr ++•rittenotderspromptl)•. ARTICLE 8 TIME 8.1 DEFINITIONS 8.1.1 Unless otherwise provided, Contract Time is the period of time, including authorized adjustments, allotted in the Contract Documents for Substantial Completion of the \Vork. 8.1.2 The date of commencement of the \Vork is the date established in the Agreement. 8.1.3 The date of Substantial Completion is the date certified by the Architect in accordance with Paragraph 9.8. 8.1.4 The term "day° as used in the Contract Documents shall mean calendar day unless otherwise specifically defined. ll~l 6.2 PROGRESS AND COMPLETION 8.2.1 Time limits stated in the Contract Documents are of the essence of the Contract. By o. o executing the Agreement the Contractor confirms that the Contract Time is a reasonable period 0o for performing the \Vork. 0199] qIA® AIA DOCUMENT A201-1997 - 8.2.2 The Contractor shall not knowingly, except by agreement or instruction of the Owner in GENERAL CONDITIONS writing, prematurely commence operations on the site or elsewhere prior to the effective date of OF THE CONTRACT FOR • InSUranCe required by Article It to be furnished by the Contractor and Owner. The date of CONSTRUCTION commencement of the \Vork shall not be changed by the effective date of such insurance. Unless The American Institute the date of commencement is established by the Contract Documents or a notice to proceed given of Architects 1735 New Vork Avenue, N.W. Washington, D.C. T0006-5292 WMNING: unlicensed photocopying oblates VS. <opyrlgM kws and will subJed the vlolsror to legtl pros<cmlon. by the Owner, the Contractor shall notify the Owner in writing not less than five days or other • agreed period before commencing the Work to permit the timely filing of morgages, mechanic's liens and other security interests. 8.2.3 "I'he Contractor shall proceed expeditiously with adequate forces and shall achieve Substantial Completion within the Contract Time. 8.3 DELAYS AND EXTENSIONS OF TIME 6.3.1 If the Contractor is delayed at any time in the commencement or progress of the Work by an act or neglect of the Owner or Architect, or of an employee of either, or of a separate contractor employed by the Owner, or by changes ordered in the Work, or by labor disputes, fire, unusual delay in deliveries, unavoidable casualties or other causes beyond the Contractor's control, or by delay authorized by the Owner pending mediation and arbitration, or by other causes which the Anhitect determines may justify delay, then the Contract Time shall be extended by Change Order for such reasonable time as the Architect may determine. 8.3.2 Claims relating to time shall be made in accordance with applicable provisions of Paragraph 4.3. ,~ :, 8.3.3 This Paragraph 8.3 does not preclude recovery of damages for delay by either party under other provisions of the Contract Documents. ARTICLE 9 PAYMENTS AND COMPLETION 9.1 CONTRACT SUM 9.1.1 The Contract Sum is stated in theAgreement and, including authorized adjustments, is the total amount payable by the Owner to the Contractor for performance of the Work under the Contract Documents. 9.2 SCHEDULE OF VALUES 9.2.1 Before the first Application for Payment, the Contractor shall submit to the Architect a schedule of values allocated to various portions of the Work, prepared in such form and supported by such data to substantiate its accuracy as the Architect may require. This schedule, unless objected to by the Architect, shall be used as a basis For reviewing the Contractor's Applications for Payment. ~ ~ , 9. APPLICATIO FOR YMENT ~-('~C(e C/,3 .t~L~d~+ ~y 9. 1 At I ast ten ays be ore the ate esta lished fo each prog ss paym nt the ontrac or sh 1 submit to the chitec an ite ized Ap ication f Payment or opera 'ons co rpleted n acc dance ith the chedu of va es. Such applicati shall be otarize if req 'red, an sup rated by such d a sub tantiati g the C ntractor's right to p ymenl the vner o ' rcht ct,may equire, s ch as opies o requisiti ns hom S bcontract s and m serial s pliers, a d re eding r tainage prove ed fort the Co tact Doc menu. Ilj~ 9.3 t.l s provid d in Sub aragr h 7.3.8, uch app 'cations y include quests fo payme ton e o acc unt f Chang s in the Nork hich}t a been operly au horized by Construe ion Ch ge Dire live or by i erim de rmin lions o ~ he Archi ct, but n t yet inclu din Cha ge Ord rs. oo~.oo° ~ 01991 AIA® 9.3.1.2 Suc applic ions ma not nclude quests f paymen for porn is of the Work f AIA DOCUMENT A201-1997 • WhICh a ^l[aClO does n0 inten to pay a $ubc trdClOC O material S peter, un ess gUC rfor ned b h int o a W k h be h th C t t d GENERAL CONDITIONS OF THE CONTRACT FOR r9ucnoN y o p y. or s pe ers om on rac r en s coNS The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 20006-5292 WARNING: Unllrensed pMtuopying vbktes VS. coprrlghr kwa and well avbJe<t tM vblator to kgal prose<e1hm. 9.3.3 Unless otherwise rovided n the C tract Doc Tents, pays Tents s\ II be made on ' acco nt of ma erials and equipmen delivere and suitab stored at he site or subsetJuent • incur ration in he \Nork. f approve in advan by the Ow er, paymen may sin ilarly be i~adc fqr ma rials an equipmen suitably ored of the site at a location ag eed up in +vnt \ng. Pa amen for mate 'als and a ipment st red on off the sit shall be col ditione upon cot~T- pli ce b the Cont slur with rocedures atisfact to the OH Ter to estab sh the vner < tine to s h m erials an equipme or othe 'se prole t the Owner s interest, a d shall I elude the costs f ap licable i surance, s orage and transpor anon to th site fors h mat ials and equip ent st red off t e site. .3.3 T e Co tractor w wants tha title to all rork coT red by an A plication f r I'aym a Tcill ss to th Own r no late than the tI e of payn nt. The Contractor rther Tvarr nts that uprnT su mittal an plicatio for Paym tall \Nor for whi h Certi&at for Paym t have uen pre •iously i ued d paym nts receiv from the Owner hall, to the est of the ontrac is knoT ledge, in orma ion and lief, be fr and clear f liens, ]aims, secu Yy interests or encu n- branc sin favo oft Contra or, Subco ractors, ma erial su pliers, or of er persons r entities makin a claim y rea n of hav ng provide labor, mat vials an equipment elating to t Te \\/1rork. 9 4 rCERTIFICATES FOR PAYME T ~~~~ ~.~ 1~~2~ ~ ~ /~/n 9..1 The Archit~ct will; withi sever days afl~r receipt of\the Contr dor's App icaUOn r Pa menf~ either Issue to th Owne a C tificate fdr Payment, TCith a copy o the Con ractor, f r sec amo~lnt as the~Archite deter Tines~'s properly due, or notTfl• the Cont actor and vner i writ) Tg of`the Architect's real ns For with4olding cettification ili,lvhole or in art as pr vided in Subp agrahh 9.5.T. ~\ ~\ ' .4.2 he is uance of~Cerlifi to for alm~ nt will c stitute a r~resentation y the Arc itect t the vner, based on the Ar itect's eval lion of e \'Vork ari~the data omprisin the A plicati n for ayment, hat the Vork h s pro ressed to he point in sated and t at, to the est of e Arc 'test's knowled , inforn anon a d be 'ef, the qu lily of the \ 'ork is in ac rdance with the ontra Documents. T e foreg~ing re esen ations are subject to aI\evaluation f the Work for eETnform nce Tth the ontract\\Docu Tents upon Su stantial Co Tpletion, to results of subsequent to is anfl inspectioon~s, to cot ection of m` or deviat'ons from th Contract uments 'prior tQQ conTp tiont~nd to specific qu~lificati ns a ressed b the Archit t. The issu Tce of a C+i\erlific3te for ayment will fur`her consitute a repr entation hat the Co ractor is en 'tied to p -ment\,in the mount certified Howev r, the i suan a of a Ce ificate for yment will Tot be a r reseTitation at ttie Archite\ has (T) ade a •hau ive or co tinuous on- ite inspecti ns to the the c~pTality qua lily of t~\4rork, ( )revie •ed c nstructio means, met ods, techni ues, sequ xes oC prose eves, (3) revie ed copi of re uisit\ ns recei+ d from Su ontraclors nd matenal suppliers a oth r data req eated b the O Her t substant to the Cont actor's right o payme~t, or (4) mad exam nation to scertai how i for \ at pure a the Contr \ for has used money previously pai on account oft e Cont Tact Sun. q ,, ~ "',( ~j/''' 9.5 DECISIONS TO WITHHOLD CERTIFICATIQN ~/e~j~e (• S- ~ GT-c[.z~~~•~ II~~ 9.5.1 The Architect may withhold a~Certificate for f ayment in whole or part, to the extent re sonably necessary to protect the OwiTer, if in`lhe Architect's opin~n the re resents ions to`Tthe o, o OH er required by Subpara raph 9.4.z annul a made. if the Arlhitect is nable o certify °oo° pay ent in the amount of the pplication the Arc itect H ill notify the.Contract rand +Yner as provi din Sub ragraph 9.4.T. the Contr slur an Architect cannot a ee on a r vised al Tount, ®1997 AIA® AIA DOCUMENT A201-1997 the Arc 'test will ronTptly issue Certificate or Palm ent for ltle amount or which he Arc itect GENERAL CONDITIONS is able to Hake sus representations to the OT+ er. The rchite~may also •ithhold Cerlifi ate Of THE CONTRACT FOR for Payme tor, beta se of subseque tly discove d evid ce, ma `nullify lhe\•hole or part o a • CONSTRUCTION Certificate r Payme t previously is ued, to sus extent s may be necessary,\in the A chitect's The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 200W-5292 ' WARNING: Vnlicensed phorocopying vlolatet US. copyright laws and will mbjeo the vbinor ro kgd prosecution. • I • opinion to pro ct the O vner frorii loss for whi the Contra for is respo ible, ins ding Iqss retailing from a is and o fissions dAscribed in Su aragraph 3.3 z, because o .t dzfecti 'e Work n t remedied; : third pa ty claims Iled or reasonable evid ce indicatin probable Fil g of sac claims: unless se urity act table to he Owner is rovided by th Contractor 1 failure o the Cont ctor to ake paymen properly to ubcontract s or for bor, materials equipm t; reasonable vidence t at the ~4' k cannot be ompleted for he unpaid alance of he Contract Su T; s amage to th Owner o another ontractor; 6 r asonable evi cote that he Work •ill not be co leted within he Contras Time, an th t the unpai balance ~ Quid not adequate t cover actual r liquidate damages , for the anticipa 'd delay; .7 per 'stem failure to carry o t the Wor in accordan e with the Co tract Docu Tents. 9.5.2 When t • above reas ns for wi holding ertification a e removed, c rtification ill be made for amoun s previously ithheld. •. `l / ~G///jjJJ/%~/~{~~" 9.6 \ PROGRE~S PAYMENTS /7y r /C~~ -l • (D ~'-le~C~ ,~E/y C 9.6.1 `, After th \Atthitecb`has issued ~ Certificate for Payment, the Owner shall make;; ymept in the manner and within tttlte time proytded in the Contract Documents, and shall sq noti the Architett. \ ~, •. \ TT '• \ ~~ 9.6.2 1\e Contra or shall onTptly p each Subco ractor, upori, receipt ofpayment rom thg OTVner, ottt of the amount paid to t e Contractok on account of sue Subcon~actor's po~lion of the Work, he amot t to whit said Subcontractor is entitled, refle~mg per~~ntages~ acttitilly reta~ned from ayments'to the Con ractor on account of such~SubcontraGtor's portion of the ~~'ork. Th~ Contrac 1or shall, by appropri to agreement~vith each St~bcontract~, require \ch Subco urador~ make Jiayments o Sub-su ntractors in Iq similar manner. \ \\ '. 9.6.3 he Arc itecl will` on requist, furnish to a Subcongractor, if practicable, ijtformatibn r~gardin percentages of c~tTpletionlpr amount applied for b'y the Contractor and action takeh t ereon h the rchitect and Ownz\ n acco nt of porti s of the Work donut by such Suhcontra or. \ t. 9.6.d Neith r the caner nor -lrchttect hall have obligation t pay or to she to the p ment of m ney to Subco ractor ex ept as m~y otherwis be required b law. 9.6.5 'aymen to ma rial sup iers shall,be treated 'n a manner imilar to\ t provide in Subpara raphs 9 6. z, 9.6. and 9.6.. ~1\ 9..6 A ertifica for I'a •ment, a ogress pa ment, or rtial or emir use or occu ancy of the I'r jest by t e Own shall of constit~Tte adept nce of Wo not in actor ante with t Contract II ~ D unTents. 1., o, a 9.6.7 Unless he Con ractor rovides t e Owner vith a pay ent bond in t e full pena sum of °oo.ap.oo° the C ntract um, pa menu received y the C ntractor r Work pro rly perfor ed by ~ Subcon raclors nd su tiers hall be eld by1 t Contras r for those ubcontracl rs or o 19 s ] A I A AIA DOCUMENT A201.1997 supplier who erforme Wor or Earn shed mat vials, or oth, under C ntract wh the GENERAL CONDITIONS Contract r for w ich payt Tent w s made b the Own r. Nothin contained he in shall re ire OF THE CONTRACT FOR money to place in a se arate ccount a d not to mingled 'th money of he Contras r, coNSTgucnDN shall create any fidu-iary lia 'lily o tort liabi ty on the art of the ontractor for reach of tr t The American Jnsrilule or shall enh le any rson or ntity o an awa d of punt be damag against the ontractor f of Archirecls breach of th require cols of his provision. 1735 New York Avenue, N.W. Washington, D.C. 20006-5292 wARN1NGr Unlicensed photocopying vblePoS US. copyright 6ws end will avbJa<I IM vloleror to lagd prosecution. 91 FAILURE O):+PAYMENT ~rt"~Gtl ~'~ tX.-K'i'E~-1 ~ ~- r 9. t if ~ e Arcltect does not+issue Certificate foi Payme~t, thr ugh no fault of the Co tractor, vithiln je~ n days afterveceipt~f the Cd~tract 's Apph~tion~r Pahnent, or if the p„• r does of a • he Connactor' vithin seven da'\C< after a dale stablis`hed in~the Contract u tents th amount certifi4d by t e Arch ect or a •arded y arbitr tion, then the Contractor ma •, u on seve addili nal day ',writs n notic to the caner d Arch test, stop the ~d1'ork Wail pay ten of the Count wing hdc been eceive The Co tract 'roe she be extended appropri- ately nd he Con~ract Su t shall ~ncre sect by a amo t of t Contr ctor's reasonable costs of shu -d vn, delal\and sttlrt-up, p s ins est as rovided r in the Contr ct DocUments. 9.8 5 BSTANTIAL COMPLETION ,9.8.1 Substantial Completion is the stage in the progress of the \Vork when the \Vork or designated portion thereof is sufficiently complete in aaordance with the Contract Documents so that the Owner can occupy or utilize the \Vork for its intended use. 9.8.2 \4rhen the Contractor considers that the Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete, the Contractor shall prepare and submit to the Architect a comprehensive list of items to be completed or corrected prior to final payment. Failure to include an item on such Iisl does not alter the responsibility of the Contractor to complete all \4'ork in accordance,rith the Contract Documents. 9.6.3 Upon receipt of the Contractor's list, the Architect ,will make an inspection to determine ,whether the \Vork w designated portion thereof is substantially complete. 1f the Architect's inspection discloses any item, whether or not included on the Contractor's list, which is not sufficiently cwnplete in accordance,vith the Contract Documents so that the Owner can occupy or utilize the \1'ork or designated portion thereof for its intended use, the Contractor shall, before issuance of the Certificate of Substantial Completion, complete or correct such item upon notification by the Architect In such case, the Contractor shall then submit a request for another inspection by the Architect to determine Substantial Completion. 9.6.4 \4'hen the \Vork or designated portion thereof is substantially complete, the Architect ,will prepare a Certificate of Substantial Completion which shall establish the date of Substantial Completion, shall establish responsibilities of the O,vner and Contractor for security, maintenance, heat, utilities, damage to the \Vork and insurance, and shall fix the time within which the Contractor shall finish all items on the list accompanying the Certificate. \Varranties required by the Contract Documents shall commence on the date of Substantial Completion of the \Vork or designated portion thereof unless otherwise provided in the Certificate of Substantial Completion. 9.6.5 The Certificate of Substantial Completion shall be submitted to the Owner and Contractor for their written acceptance of responsibilities assigned to them in such Certificate. Upon such acceptance and consent of surety, if any, the Owner shall make payment of retainage applying to such \1'ork or designated portion thereof. Such payment shall be adjusted for \Vork II~~ that is incomplete or not in accordance with the requirements of the Contract Documents. a. o °oo.~.oo° 9.9 PARTIAL OCCUPANCY OR USE 0 9.9.1 The O+vner may occupy or use any completed or partially completed portion of the \Vork ®I s 9 t A I A ® at any stage when such portion is designated by separate agreement with the Contractor, AIA DOCUMENT A201-1997 provided such occupanq• or use is consented to by the insurer as required under Clause tt.q.t.5 and GENERAL CONDITIONS authorized by public authorities having jurisdiction over the \Vork. Such partialoaupancy or use OF THE CONTRACT FOR CONSTRUCTION may commence,vhether or not the portion is substantially complete, provided the Owner and Contractor ha,•e accepted in writing the responsibilities assigned to each of them for payments, The American Institute retainage, if any, security, maintenance, heal, utilities, damage to the \Vork and insurance, and of Architects 1735 New York Avenue, N.W. Washington, D.C. 20006-5297 L~ • WARNING: Unbcemed plwtocopying violater U.S. copyrlgM laws end will subject the vklslor to kgN prosecution. have agreed in writing concerning the period for correction of the Work and commencement of • warranties required by the Contract Documents. When the Contractor considers a portion suhstantially complete, the Contractor shall prepare and submit a list to the Architect as provided under Subparagraph 9.R.z. Consent of the Contractor to partial occupancy or use shall not he unreasonably withheld. The stage of the progress of the Work shall be determined by written agreement between the Owner and Contractor or, if no agreement is reached, by decision of the Architect. 9.9.2 Immediately prior to such partial occupancy or use, the Owner, Contractor and Architect shall jointly inspect the area to be occupied or portion of the Work to be used in order to determine and record the condition of the Work. 9.9.3 Unless otherwise agreed upon, partial occupancy or use of a portion or portions of the Work shall not constitute acceptance of Work not complying with the requirements of the Contract Documents. ~~ , _,J ' ~r-Vole `l.lO ei-~'~ (%//~ 9.10 FI AL COMPLET ON AND FINAL AYMEN ~~trCU~h q l~yl~ .. .lo.l ll Tn receipt o written notice t at the o is ady for fi I inspectio and acc tan a Td upon eceipt of a nal Applicatio for Pa ment, he Archite t will pro tly mak suc in pection d, when the rchitect finds e Work ccept le under t Contract ocument and the Contrac fully perfor Ted, the Archit ct will p omptl issue a fin I Certificat for Pay ent slat ng that t the best of e Architect's k owledg infor anon and elief, and o the basi of the rchitect' on-site visit and inspectio , the W rk has een comp led in acc dance wi h term and con itions of the ontract Docun ents and that th entire bala ce found t be due th Contr cior and oted in the nal Certificate s due an paya e. The arc 'tea's final ertificat ~ for Pa Went wit constitute a rther represen lion tha condi 'ohs listed i Subparagr h 9.TO.z as prec ent tot Contractor being entitled o final p ment ave been (filled. 9.10.2 N ither fin I payment n any- remainin retained ercent ge shall be ome due u it the Contracto submit to the Arc itect (T) an a ~idavit t t pay Its, bills r material and equipment and nth indebtednes connected with the Work`for wh th the Own r or the Ow er's pro)jerty m ht be re onsible or encumbered (less mounts withheld by Owner have been id or othenvis satisfie (z) a cerU tale evidencingthat ins~rance equired b the Contr t Docu Tents i remain force after nal payment is urrently n effec and will n t be cancele or alto ed to xpire un '1 at least 3o ys' prior wrote notice h s been iven to the Owner, (3) written tatem t that t e Contractor ows of no sub tantial re son th t the insur ce will not be rene ble to over the eriod require by the Contrac Docume ts, (4) onsent of s ety, if any, to final ayme t and ( if require by the Owne other to est blishing p ment or satisfacti T of ob'gations, uch as receip s, releases and fivers of 1 ns, da s, securit interests or encum(4rances arising ut of the Contract, to the a tent an in su form as Tay be designated by the caner. If Subcontract r refuses to furn sh a relea a or waver require bylhe C~TVner, the Contra or may urnish a bon satisfactory to a Owne~, to find mnify the caner ag inst such 'en. If uch lien emains unsat sfied after paym nts are rt~ade, th Contracto shall (III ref~nd to the caner 1 moriey hat the Own r maybe compe~ ed to pay'n disch rging such ien, indaa\\ding all c sts an reasonab4e attorneys' f es. 0 0 9.t0.3 If, after S bstant I Comp lion of the rk, final comple 'on thereo is mat rially delay ~ throng no fault~pf the ontract or by issuan a of Change Orders affecting Tina completion, O t g 97 n i ~ F` 1 AIA DOCUMENT A201-1997 and the rchitect o con ms, the caner shall, pun application by the Co tractor nd Ce[ll fi- GENERAL CONDITIONS • cation b the Archi~~~ect, an without terminating t e Contract, mak~ payment`of the lance due OF THE CONTRACT FOR for that p rlion of ~e Wor fully co pleted and a epted. If the remaining balance for Work not CONSTRUCTION fully comp eted or c rrecte is less t n retainage s ipulated in the ontract D`pcumen s, and if The American Institute bonds have been furnished, t e written consent of s rely to payment f the balance due or that of Architects , \ T ® 1735 New York Avenue, N.W. Washington, D.C. 20006-5297 WwANING: Ungronsed phoroeepying vblases US. copyright ows and will subJa<t sha vblasor ro legal prosaevsbn the \N k full complet d and ac pied sh~ I be su fitted b~ the ConYraclor to the for to c rtificat on of su h payme t. Such ~p)~ment hall be \ ade under terms and g verning mat p vment, kept that ~t shall n t consti to a waii~er of claims. ma ing of nal pa ~ment s II consli to a +vai ~er of C ims b\~he O+cner except ~g fro T: \ ens, aims, s curity nterests or encun rances rising o t of th~ Contract ands'. settle ~ \ si re oft e \h'ork to com ly with he requir Tents o he Con~act Doc \ cents; c~ ern of sp fiat war noes r quired y the Cor~rad Do ments. 9.10.5 Acceptance of final payment by the Contractor, a Subcontractor or material supplier shall constitute a waiver of claims by that payee except those previously made in,eriting and identified by that payee as unsettled at the time of final Application for Payment. ARTICLE 10 PROTECTION OF PERSONS AND PROPERTY 70.1 SAFETY PRECAVTIONS AND PROGRAMS 10.1.1 The Contractor shall he responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the performance of the Contract. 10.2 SAFETY OF PERSONS AND PROPERTY t0.2.1 The Contractor shall take reasonable precautions for safety of, and shall provide reasonable prMection to prevent damage, injury or loss to: a enTployees on the \1'ork and other persons who may be affected thereby; a the \Vork and materials and equipment to be incorporated therein, whether in storage mT or off the site, under care, custody nr control of the Contractor or the Contractor's Subcontractors or Sub-subcontractors; and .a other property at the site or adjacent thereto, such as trees, shrubs, lawns, Tralks, pavements, roadways, structures and utilities not designated for removal, relocation or replacement in the course of construction. 10.2.2 The Contractor shall give notices and comply with applicable laws, ordinances, rules, regulations and la,aful orders of public authorities bearing on safety of persons or property or their protection Gwn damage, injury or loss. 10.2.3 The Contractor shall erect and maintain, as required by existing conditions and performance of the Contract, reasonable safeguards for safety and protection, including posting danger signs and other warnings against hazards, promulgating safety regulations and notifying o++•ners and users of adjacent sites and utilities. 10.2.4 \1'hen use or storage of explosives or other hazardous materials or equipment or unusual methods are necessary for execution of the \Vork, the Contractor shall exercise utmost care and II~~ carry on such activities under supervision of properly qualified personnel. 10.2.5 The Contractor shall promptly remedy damage and loss (other than damage or loss °o. o insured under property insurance required by the Contract Documents) to property referred to in °~•~'~° Clauses 1o.z.1s and 1o.z.1.3 caused in whole or in part by the Contractor, a Subcontractor, a 0 Sub-subcontractor, or anyone directly or indirectly employed by any of them, or by anyone for O 1 9 9 T A I A ® AIA DOCUMENT A201.1997 N'hose acts they may be liable and for which the Contractor is responsible under Clauses 1o.z.i.z GENERAL CONDITIONS and 1o.z.1.3, except damage or loss attributable to acts or omissions of the Owner or Architect or OF THE CONTRACT FOR anyone directly or indirectly employed by either of them, or by anyone for Tvhose acts either of CONSTRUCTION them may be liable, and not attributable to the fault or negligence of the Contractor. The The American Institute foregoing obligations of the Contractor are in addition to the Contractor's obligations under of Architects Paragraph 3.15. 1735 New York Avenue, N.W. Washington, D.C. 20006-579] WARNING: Unlicensed photocopying violates US. copyright laws and will sobJact the violator to legal prose<otbn. • • 10.2.6 The Contractor shall designate a responsible member of the Contractor's organization at • the site whose duty shall he the prevention of accidents. This person shall be the Contractor's superintendent unless otherwise designated by the Contractor m writing to the Owner and r\rchited. 10.2.7 l'he Contractor shall not load or permit any part of the construction or site to be loaded so as to endanger its safety. 10.3 HAZARDOUS MATERIALS 10.3.1 If reasonable precautions will be inadequate to prevent foreseeable bodily injury or death to persons resulting From a material or substance, including but not limited to asbestos or polychlorinated biphenyl (PCB), encountered on the site by the Contractor, the Contractor shall, upon recognizing the condition, immediately stop Work in the affected area and report the condition to the Owner and Architect in writing. 10.3.2 The Owner shall obtain the services of a licensed laboratory to verify the presence or absence of the material or substance reported by the Contractor and, in the event such material or substance is found to be present, to verify that it has been rendered harmless. Unless otherwise ~' requ4red,h~ the Contract Documents, the Owner shall furnish in writing to the Contractor and Architect the names and qualifications of persons or entities who are to perform tests verifying the presence or absence of such material or substance or who are to perform the task of removal or safe containment of such material or substance. The Contractor and the Architect will promptly reply to the Owner in writing stating whether or not either has reasonable objection to the persons or entities proposed by the Owner. [f either the Contractor or Architect has an ohjection to a person or entity proposed by the Owner, the Owner shall propose another to whom the Contractor and the Architect have no reasonable objection. When the material or substance has been rendered harndess, Work in the affected area shall resume upon written agreement of the Owner and Contractor. The Contract Time shall be extended appropriately and the Contract Sum shall be increased in the amoum of the Contractor's reasonable additional costs of shut-down, delay and start-up, which adjustments shall be accomplished as provided in Article 7. 10.3.3 16 the fullest extent permitted by law, the Owner shall indemnify and hold harmless the Contractor, Subcontractors, Architect, Architect's consultants and agents and employees of any of them from and against claims, damages, losses and expenses, including but not limited to attor- neys' fees, arising out of or resulting from performance of the Work in the affected area if in fact the material or substance presents the risk of bodily injury or death as described in Subparagraph to.3.1 and has not been rendered harmless, provided that such claim, damage, loss or expense is attributable to bodil}• injury, sickness, disease or death, or to injury to or destruction of tangible property (other than the Work itself) and provided that such damage, loss or expense is not due to the sole negligence of a party seeking indemnity. 10.4 The Owner shall not be responsible under Paragraph to.3 for materials and substances brought to the site by the Contractor unless such materials or substances were required by the Contract Documents. 10.5 If, without negligence on the part of the Contractor, the Contractor is held liable for the cost of remediation of a hazardous material or substance solely by reason of performing Work as required by the Contract Documents, the Owner shall indemnify the Contractor for all cost and expense thereby incurred. ~• 10.6 EMERGENCIES 10.6.1 In an emergency affecting safety of persons or property, the Contractor shall act, at the Contractor's discretion, to prevent threatened damage, injury or loss. Additional compensation or i 1 WARNING: Unlicensed phosocopying rloletes US. <opyrlght 4ws end will su~ect the vloktor so kgsl prosecutbn. o IIjI a O 0199] AIA® AIA DOCUMENT A201-1997 GENERAL CONDITIONS OF THE CONTRACT FOR CONSTRUCTION The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 20006-5292 extension of time claimed by the Contractor on account of an emergency shall he determined ac provided in Paragraph q.3 and Article 7. • ARTICLE 11 INSURANCE AND BONDS 11.1 CONTRACTOR'S LIABILITY INSURANCE 11.1.1 The Contractor shall purchase from and maintain in a company or emupanies la+cfully authorized to do business in the jurisdiction in +vhich the Project is located such insurance as ++ill protect the Contractor from claims set forth belo+v +ahich may arise out of or result from the Contractor's operations under the Contract and For Which the Contractor may be legally liable, +vhelher such operations be by the Contractor or by a Subcontractor or by anyone directly or indirectly emp]oyed by any of them, or by anyone for whose acts any of them may he liable: .t claims under workers' compensation, disability benefit and other similar employee benefit acts which are applicable to the \Vork to he performed; a claims for damages because of bodily injury, occupatiwral sickness or disease, or death e of the Contractor's employees, ,]/rn .3 claims for damages because of bodily injury, sickness or disease, or death of any person other than the Contractor's employees; ~' / UUD d~;~; .~ claims for damages insured by usual personal injury liability coverage; J ~ s claims for damages, other than to the \'+1ork itself, because of injury to n e r coon of /.1 U" - tangible property, including loss of use resulting therefrom; ( "~ s claims for damages because of bodily injury, death of a person or property damage arising out of ownership, maintenance or use of a motor vehicle; .7 claims for bodily injury or property damage arising out of completed operations; and .e claims involving contractual liability insurance applicable to the Contractor's obligations under Paragraph 3u8. 11.1.2 The insurance required by Subparagraph 71.1.1 shall he written for not less than limits of liability specified in the Contract Documents or required by law, whichever coverage is greater. Coverages,.vhether written on an occurrence or claims-made basis, shall he maintained Without interruption from date of commencement of the \Vork until date of final payment and termination of any coverage required to be maintained after final payment. 11.1.3 Certificates of insurance acceptable to the Owner shall be filed ,+•ith the Owner prior t0 commencement of the \Vork. These certificates and the insurance policies required by this Paragraph n.1 shall contain a provision that coverages afforded under the policies will not he canceled or allo+ved to expire until at least 3o days' prior ,written notice has been given to the Owner. If any of the foregoing insurance coverages are required to remain in force after final payment and are reasonably available, an additional certificate evidencing continuation of such coverage shall be submitted with the final Application for Payment as required by Subparagraph 9.1o.z. Information concerning reduction of coverage on account of revised limits or claims paid under the General Aggregate, or both, shall be furnished by the Contractor +vith reasonabl promptness in accordance with the Contractor's information an/d beli~ef~. ~ ~/ /~ ',,(/~jp,,~ II~~ ~f'~1c(Q (1. .2 Ue.~f~~ ("~" 'W ov 11.2 NER'S L BILITY I RANCE / - °oY»o°~ 11.2.1 The O+ er shall a respons' e for hurt me and~ftSa' ming the +-ner's~ o lia ity insu nce. /, ~ 01991 AIA® AIA DOCUMENT A201.1997 11.3 PROJECT MANAGEMENT PROTECTIVE LIABILITY INSURANCE - GENERAL CONDITIONS p.3.1 OptiOnall)', the O+rner may require the Contractor to purchase and maintain Project • OF THE CONTRACT FOR CONSTRUCTION Management Protective Liability insurance from the Contractor's usual sources as primary coverage for the Owner's, Contractor's and Architect's vicarious liability for construction The American Institute operations under the Contract. Unless otherwise required by the Contract Documents, the O+vner of Architects 1735 New Vork Avenue, N.W. Washington, D.C. 20006-5791 WMNING~ Unlicensed phet«opying vlelater U.S. copyright laver and will subject the violator to legal pro+acvtion. shall reimburse the Contractor by increasing the Contract Sum to pay the cost of purchasing and • maintaining such optional insurance coverage, and the Contractor shall not he responsible for purchasing any other liability insurance on behalf of the Owner. The minimum limits of liability purchased with such coverage shall be equal to the aggregate of the limits required for Contractor's liability Insurance under Clauses TI.T.I.x through u.t.1.5. 11.3.2 To the extent damages are covered by Project Management Protective Liability insurance, the Owner, Contractor and Architect waive all rights against each other for damages, except such rights as they may have to the proceeds of such insurance. The policy shall provide for such ' waivers of subrogation by endorsement or otherwise. r 11.3.3. The Owner shall f9et require the Contractor to include the Owner, 'la9Rese""c+n-vre°' °'t:.2.'~ ~~ prr~ae-er~wkkies as additional insureds on the Contractor's Liability Insurance coeverage under Paragraph u.l. /~, u/ ~ ~/'f~c le ~ Lei rlelP+ed~ 17~1fy/ 11.4 \ P OPERTY INSUR NCE . ~~~ 11.4.1 ~'W ess otherwise rovided, t Owner sh~ilf purchase nd maintai in tom any or companies awfully author ed.to do b sines in th jurisdiction 'n which the rove lis I Gated, projerty in ranee written n abuilder risk "all-ri~ "or equival t policy for Tin lhaa ount of t e initia ;Contract Su plus`~alu of subseq ent Contract modificatio s and 'cos of mater Is sup Ted or installe by others, mprising t al value for a entire Pro ect at the 'te on a r lacem C'cosl basis . 'shout opti nal dedudi Izs. Such pr erty insur ce shall maintai ed, unl s otherwise pr aided in the ntract Do uments or of envise agrze in writin by all per ons an entities whoa • beneficiari s ofsuch in ranee, until mat paymen has been made as p ovided Paragraph 9. or until n person or lily other t n the Own has an insurable in Brest in he property re fired by thi Paragraph t 4 to be cover , whicheve 'slater. This insura ce shat include inter is of the wner,'the ontractor, bcontracto and S subtonic tors in `he Project. 11.4..1 Property 'nsuran a shall be on a "all-risk" o equivalent olicy forma shall inclu e, withc t limitafio , insura~ice against the Brits of fire ith extende coverage) an physical to or daTr age includ g, wtt out duplicatio of coverag theft, van lism, malici us mischie . collapse earthquak flood, •indstorm, fat work, lestin and startup temporary b 'Idings and debris r Toval fine ding molition occ Toned by a forcement f any appli ble legal requireme ts, and sh 1 cover easonable tom ensation for rchitect's a d Contractor services 'arid expens s required s a resu of such insure loss. 11.4.2 If th Owner es not tend to pure ase s h pr erty insura ce required the Cons ct and ith all oft covera es in the amou t desc 'bed ove, the Ow er shall so in rm the Co 'tractor writing p ior~o c mencement f the \~ork. e Contract may then of ct insuran a whit will pr ted~t interests o the Gpnt clot, Subc ntraclors ~~~a Sub-subc ntracto in the rk, 9TY by appropriat Change Or r thz cost t ereof shall b charged to the Ow et If the ontrac! is damaged the failures r neglect of e Owner to purchase o tTl\inta insuran as des 'bed above, 'shout so na'f`fing the C ntractor in IIII writing, then the ~Ow r shall be all teas le costs pr erly attribut a thereto. 11.4.1:3 If the op ty surance r quires ctibles, the caner shall ay costs not covered °ooo ° becau~e of such eductib s. 0199] AIA® AIA DOCUMENT A201-1997 • 11.4.1.4 IS prOlTe y InSU[ ^Ce Shall Over p0 ions Of the Ik Sl0[ed Of the site, and a150 GENERAL CONDITIONS pOCl10O5 f the ~h'or In iron ~l. OF THE CONTRACT FOR CONSTRUCTION 11.4.1.5 Part 1 occupa y or us in aaordance wit `Paragraph 9.9>ihall not commence until th The American Institute insurance co Tpany or ompani s providing property insurance ha a consented t~ such partial of Architects T ® 1735 New York Avenue, N.W. Washington, D.C. 20006-5292 WARNING: Unll<ensed phobcopying vbktas US. copyright kws and will sublecr the rloletor to kgal prosecutbn. ccupan y or use by ndorsement otherwise. The Owner d the C ntractor shall t~e asonabl steps to obt in consent of a insuranc company or meanies nd shall; witho t • • tual w•r tten consent, ake no action ith respect t partial occup ncy or us that would cause ca cellatio lapse or red lion of insura ce. 11.4\Z ~., Boiler nd MachineKy Insurance. he O++•ner all purchase nd main in boiler and machgery insu ante requireb by the Contra Document, or by law, whi h shall sp Ifically co+•er such insured obi cts during ir}atallation and ntil final ac ptance by th Owner; t is insura~ce shall include rote ests of the ~+vner, Contract r, Subrnntr ton and Su subcontrar(tors in tl;e \4'ork, and the O+v er and Cont?actor shall be med insure s. \ t ` - ,11.4.\ Lossbf Use insurance. T~Te Owner, at th~ Owner's op ion, may pur hase and maintain such insurance as +rilh5nsure the O+~•ner against Ins of use of th Owner's pro erty due t'p fire ar other h~zards;~TOwever`'~a~used. The ~ ++mer waives 1 rights of a lion against t Te Contractor for loss of tke of the OwroeY~s' property,~i lduding cons uential loss s due to fire r other h lards however Caused. ~ AAV 1 ~~ ~ ~ ~~ ~. \ ]1.4.4 If the Contractor requests in writ+ng that incur xe for risks Cher than t se descri ed erein or other special causes of loss be )Jxluded in th properly in, ranee polio the Ow»~r s II, if possible, include such`irisurance, and the cost the of shall be Targed to th Contractor by ppropriate`Change\ rder. \', ~, ~\ 11.4.5 ]f during the Project const \uction per\ the Owner i suns propert es, real or pe sona) or both, or adjacer~ to thesite by property insu ante under p ivies separat from those Tsuring the Pro ct, or if after final ~~ayment ~Troperq• ins ranee is to be rovided on t completed 'roject through policy or )lolicies ther iha those insu ng the Projec during the c struction p rind, the Owne shall +waiv all rig is in as rdance wit~the terms of bparagraph T.q.7 for dar ages aused by re or other cause ` f los~ overed by this separate p perty insura ce. All seea ate litres sha provide t}i1s a•arveC of subrggation bye dorsement or therwise. 11.6 Before ~n exposu\ to loss•,may occur, the Ow•n r shall file wi the Contra for a copy of eat poliq• ihal\indudes insurance coverages required y this Paragr ph u.q. Each Dirty shall conta'n all gener Ik applic9Me cori~itions, efinitions, ~T:clusions an endorsement related to this I' Tject. £,ach~~oliq• shall conlait~ a provi 'on that the\ oliq• will no be canceled r allowed to expi ,and that is limits will not be educed, ntil at leas 3o days' prior written notice as been given to a Contra or. ~ 11.4.7 V+'a •ers of Sub ogation. Tale OTw r aiTd\ ntractor w ive all rights a ainst (r)each other and any oft err subcon raclors, su~-subco~trattors~agents and mployees; ea h of the othe and the Archi ct, Arhit cc's consu {ants, se~crate ccirrtractors d scribed in Ar icle 6, if any, nd a • of their su contracto ,sub-subcontractoYs, agents~,and employees, for dama es caused by re or ther causes of loss to he extenl~covered' by prop ty insura) ce obtained ursuant to th s Par raph u.q o ther prop rly insurance ape) able to e \Nork, e ceps such rig is as they hav Ilj~ to p Tceeds of s •h insuran e held by\\the O er as fi uciary. T O++•ner or ,ontractor, as aepro riate, shall r quire of th Architect~Archit l's cons Itants, see rate contract n described o. o in Arti e 6, if any, nd the su oniraclors, sub-su conlrac rs, agents and employe s of any of °°o them, bl appropriate greements written ,+~here leg ly requi d for vali ity, similar ++ ivers each in favor f other ea ties enumerated herRm. Th'e policie shall pr vide such + hers of 01997 AIA® AIA DOCUMENT AZOI-1997 subrogatio by endors Tent or o henwise. r~ waiver of subro alion sha 1 be effectiv, as to a GENERAL CONDITIONS person or et ity even th ugh that p~rson or en m• wo d other ~se have a uty of indel nifica- OF THE CONTRACT FOR lion, conlrac al or oche vise, did not pay th~insurarke premt~T direct +• or indirect •, and • CONSTRUCTION +vhether or no the person r entity ha an insurable inte~sl in ih roeerly amaged. The American Institute \ of Architects 1735 New York Avenue, N.W. Washington, D.G. 20006-5292 WMNING: Unlicensed photocopying violates US. copyright laws and will suGle<t the violator so legal prosecu+ion. • • tt.4. A loss tsured un er Owner' propert insurance hall be ad'usted by he Owne as fidua ry and n de payabl to the O net as fi uciary for a insured as their terests ay appear subject t requireme is of any pplicable ortgagee ause and Subpara aph u.4. ' db "fhe Co tractors III pay Sub ontractor then lust hares oft urance pr eeds rece ve y t e Contract r, and b} appmpria ~ agreem rts, wrilte where le Ily requir d for vah ity, shall require Su contract s to make ayments their Su -subcontra tors in sim ar mann 114.9 If re iced in iting by a arty in int rest, the caner as fid ciary shall upon occ rrence o n insure oss; give and for pr per perfo ante of a Owner's uties. Th cost of re uired bo s shall b chaiged gainst pr 'eeds rece ved as fi ciary. The Owner sh II deposi in a sepa pte accou proceed so receive which th Owners 11 distribut in accord nce with uch agree~''ent as th parties t t interest ay reach, r in acco ante with an arbitra 'on awar in which`case the pr cedure s II be as pr vided in P agraph 4 . If after s ch loss no they spe 'al agreement is mad and unle s the Own terminal the Con tact for co venience, placeme t ed propert ~ shall be erformed y the Con castor aft r notificati n of a Ch ge in th of dam m !ork in ccordance ~ith Artic e 7. 11. 10 The\Owner as fi uciary s II have poi r to adjus and seal a loss with surers un ss one oft e parti s in interes shall ob ct in writi within ve days a ter occurre ce of loss o the Own is exe "ise of this power; r such obje lion is m de, the ' spute shat be resole d as provi 'd in [' agraphs 4. and 4.6. 'he OTSmer fiduciary hall, in t e case of ar itration, ake settlem nt wit insurers i accord ce with d ections o the arbi rators. If distribution of i h di ibu t on. str insuran prose ds by arbitr Lion is r uired, the a bitrators ill direct uc t \ 11.5 PERFORMANCE BOND A D PAYMENT BOND 11.5.1 The Owner shall have the right to require the Contractor to furnish bonds covering faithful performance of the Contract and payment of obligations arising thereunder as stipulated in bidding requirements or specifically required in the Contract Documents on the date of execution of the Contract. 11.5.2 Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of obligations arising under the Contracl, the Contractor shall promptly furnish a copy of the bonds or shall permit a copy to be made. ARTICLE 12 UNCOVERING AND CORRECTION OF WORK 12.1 UNCOVERING OF WORK 12.1.1 If a portion of the ~tibrk is covered contrary to the Architect's request or to requirements specifically expressed in the Contract Documents, it must, if required in writing by the Architect, be uncovered for the Architect's examination and be replaced at the Contractor's expense without change in the Contract Time. ` 12.1.2 If a portion of the Work has been covered which the Architect has not specifically requested to examine prior to its being covered, the Architect may request to see such Work and Ilj~ it shall be uncovered by the Contractor. If such Work is in accordance with the Contract e v costs of uncovering and replacement shall, by appropriate Change Order, be at the Documents $o~oo° , Owner's expense. If such Work is not in accordance with the Contract Documents, correction C~ shall he at the Contractor's expense unless the condition was caused by the Owner or a separate p 7 9 9 ] A I A contractor in which event the Owner shall be responsible for payment of such costs. AIA DOCUMENT A201.1997 GE NERAI CONDITIONS OF THE CONTRACT FOR CONSTRUCTION The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 20006-5292 wARNluG: Un)kemed pMr«opying vbkres US. copyright kws end will rvbJacr the vklNOr ro kgef prosewtbn. 12.2 CORRECTION OF WORK 12.2.1 BEFORE OR AFTER SUBSTANTIAL COMPLETION • 12.2.1.1 The Contractor shall promptly correct \1'ork rejected by the Architect or failing to conform to the requirements of the Contract Documents, whether discovered before or after Suhstantial Completion and whether or not fabricated, installed or completed. Costs of correcting such rejected \Vork, including additional testing and inspections and compensation for the Architect's services and expenses made necessary thereby, shall he at the Contractor's expense. 12.2.2 AFTER SUBSTANTIAL COMPLETION 12.2.2.1 In addition to the Contractor's obligations under Paragraph ;.5, if. within one year after the date of Substantial Completion of the \Vork or designated portion thereof or after the dale for commencement of warranties established under Subparagraph 9.9.1, or by terms of an applicable special warranty required by the Contract Documents, any of the \Nwk is found to he not in accordance with the requirements of the Contract Documents, the Contractor shall correct it promptly after receipt of written notice from the O,vner to do so unless the O+vner has previously given the Contractor a written acceptance of such condition. The Owner shall give such notice promptly after discovery of the condition. During the one-year period for correction of \1'ork, if the Owner fails to notify the Contractor and give the Contractor an opportunity to make the correction, the Owner waives the rights to require correction by the Contractor and to make a claim for breach of warranty. If the Contractor fails to correct nonconforming \1'ork within a reasonable time during that period after receipt of noiice from the O+vner or Architect, the Owner may correct it in accordance with Paragraph z.4. 12.2.2.2The one-pear period for correction of \Vork shall he extended with respect to portions of \Vork first performed after Substantial Completion by the period of time between Substantial Completion and the actual performance of the \1'ork. 12.2.2.3 The one-year period for correction of \Vork shall not be extended by corrective \Vork performed by the Contractor pursuant to this Paragraph lz.z. 12.2.3 The Contractor shall remove from the site portions of the \Vork which are not in accordance with the requirements of the Contract Documents and are neither corrected by the Contractor nor accepted by the Owner. 12.2.4 The Contractor shall bear the cost of correcting destroyed or damaged construction, whether completed or partially completed, of the Owner or separate contractors caused by the Contractor's correction or removal of \lrork which is not in accordance with the requirements of the Contract Documents. 12.2.5 Nothing contained in this Paragraph lz.z shall he construed to establish a period of limitation with respect to other obligations which the Contractor might have under the Contract Documents. Establishment of the one-year period for correction of Work as described in Subparagraph lz.z.z relates only to the specific obligation of the Contractor to correct the \Vork, III and has no relationship to the time within which the obligation to comply ,etch the Contract Documents may be sought to be enforced, nor to the time within which proceedings may be r, o °o o° commenced to establish the Contractor's liability with respect to the Contractor's obligations o~o ~ other than specifically to correct the \Vork. 0 t99] qIA® AIA DOCUMENT A201-1997 12.3 ACCEPTANCE OF NONCONFORMING WORK GENERAL CONDITIONS B 3.1 If the Owner prefers to accept \Vork which is not in accordance with the requirements of • OF THE CONTRACT FOR CONSTRUCTION the Contract Documents, the Owner may do so instead of requiring its remrn•al and correction, in which case the Contract Sum will be reduced as appropriate and equitable. Such adjustment the American instirme shall he effected whether or not final payment has been made. of Architects 1735 New Vork Avenue, N.W. Washington, D.C. 20006-5292 WMNINGr Unb<snsed phom<opying violates 0.i copyright laws and will soblea the vloletor to kgel prosecvNOn. ARTICLE 13 MISCELLANEOUS PROVISIONS • 13.1 GOVERNING LAW 13.7.1 "l he Contract shall be governed by the law of the place where the Project is 1«ated. 13.2 SUCCESSORS AND ASSIGNS 13.2.7 The Owner and Contractor respectively bind themseh~es, their partners, successors, assigns and legal representatives to the other party hereto and to partners, suaessors, assigns and legal representatives of such other party in respect to covenants, agreements and obligations contained in the Contract D«uments. F,xcept as provided in Subparagraph 13.2 ±, neither party to the Contract shall assign the Contract as a whole without written consent of the other. If either party attempts to make such an assignment without such consent, that party shall nevertheless remain legally responsible for all obligations under the Contract. 13.2.2 The Owner may, without consent of the Contractor, assign the Contract to an institutional lender providing construction financing for the Project. In such event, the lender shall assume the Owner's rights and obligations under the Contract Documents. The Contractor shall execute all consents reasonably required to facilitate such assignment. 13.3 WRITTEN NOTICE 13.3.1 Written notice shall be deemed to have been duly served if delivered in person to the individual or a member of the firm or entity or to an officer of the corporation for which it was intended, or if delivered at or sent by registered or certified mail to the last business address known to the party giving notice. 13.4 RIGHTS AND REMEDIES 13.4.1 Duties and obligations imposed by the Contract D«uments and rights and remedies available thereunder shall be in addition to and not a limitation of duties, obligations, rights and remedies otherwise imposed or available bylaw. 13.4.2 No action or failure to act by the Owner, Architect or Contractor shall constitute a waiver of a right or duty afforded them under the Contract, nor shall such action or failure to act constitute approval of or acquiescence in a breach thereunder, except as may be specifically agreed in writing. 13.5 TESTS AND INSPECTIONS 73.5.1 Tests, inspections and approvals of portions of the Work required by the Contract D«uments or by laws, ordinances, rules, regulations or orders of public authorities having jurisdiction shall be made at an appropriate time. Unless otherwise provided, the Contractor shall make arrangements for such tests, inspections and approvals with an independent testing laboratory or entity acceptable to the Owner, or with the appropriate public authority, and shall bear all related costs of tests, inspections and approvals. The Contractor shall give the Architect timely notice of when and where tests and inspections are to be made so that the Architect ntay be present for such pr«edures. The Owner shall bear costs of tests, inspections or approvals which do not become requirements until after bids are received or negotiations concluded. 13.5.2 If the Architect, Owner or public authorities having jurisdiction determine that portions of the Work require additional testing, inspection or approval not included under Subparagraph 13.5.1, the Architect will, upon written authorization from the Owner, instruct the Contractor to • make arrangements for such additional testing, inspection or approval by an entity acceptable to the Owner, and the Contractor shall give timely notice to the Architect of when and where tests and inspections are to be made so that the Architect may be present for such pr«edures. Such costs, except as provided in Subparagraph 13.5.3, shall be at the Owner's expense. o llll o OO.~p•~O 0 01997 AIA® AIA DOCUMENT A201.1997 GENERAL CONDITIONS OF THE CONTRACT FOR CONSTRUCTION The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 20006-5292 WnRN/NG: Vnlicensed pMracopyrng rbkras US. copyright kws end will subject the rtoktor to kgal prosecution. ^ 13.5.3 If such procedures for testing, inspection or approval under Subparagraphs 13.5.1 and 13.5.z reveal failure of the portions of the Work to comply v.~ith requirements established by the • Contract Documents, all costs made necessary by such failure including those of repeated procedures and compensation for the Architect's services and expenses shall he at the Contractor's expense. 13.5.4 Required certificates of testing, inspection or approval shall, unless othenrise required by the Contract Documents; be secured by the Contractor and promptly delivered to the Architect. 13.5.5 If the Architect is to observe tests, inspections or approvals required by the Contract Documents, the Architect will do so promptly and, where practicable, at the normal place ` oftesting. 13.5.6 Tests or inspections conducted pursuant to the Contract Documents shall he made promptly to avoid unreasonable delay in the \\rork. 13.6 INTEREST 13.6.1 Payments due and unpaid under the Contract Documents shall bear interest from the date payment is due at such rate as the parties may agree upon in writing or, in the absence thereof, at the legal rate prevailing from time to time at the place where the Project is located. 13.7 COMMENCEMENT OF STATUTORY LIMITATION PERIOD 13.7.1 As between the Owner and Contractor: Before Substantial Completion. As to acts or failures to act occurring prior to the relevant date of Substantial Completion, any applicable statute of limitations shall commence to run and any alleged cause of action shall be deemed to have accrued in any and all events not later than such date of Substantial Completion; Between Substantial Completion and Final Certificate for Payment. As to acts or failures to act occurring subsequent to the relevant date of Substantial Completion and prior to issuance of the final Certificate for Payment, any applicable statute of ]imitations shall commence to run and any alleged cause of action shall be deemed to have accrued in any and all events not later than the date of issuance of the final Certificate for Payment; and After Final Certificate for Payment. As to acts or failures to act occurring after the relevant date of issuance of the final Certificate for Pa}'ment, any applicable statute of limitations shall commence to run and any alleged cause of action shall he deemed to have accrued in any and all events not later than the date of an}' act or failure to act by the Contractor pursuant to any Warranty provided under Paragraph ;.5, the date of any correction of the Work or failure to correct the Work by the Contractor under Paragraph tz.z, or the date of actual commission of an}• other act or failure to perform any duty or obligation by the Contractor or Owner, whichever occurs last. o llll o o. o O~.ap.~0 0 ®199J AIA® AIA DOCUMENT AI01-1997 GENERAL CONDITIONS OF THE CONTRACT FOR CONSTRUCTION The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 70006-5797 ARTICLE 74 TERMINATION OR SUSPENSION OF THE CONTRACT 14.1 TERMINATION BY THE CONTRACTOR 14.1.1 The Contractor may terminate the Contract if the \NorY. is stopped for a period of 3o con- secutive days through no act or fault of the Contractor or a Subcontractor, Sub-subcontractor or their agents or employees or any other persons or entities performing portions of the \Vork under direct or indirect contract with the Contractor, for any of the following reasons: .t issuance of an order of a court or other public authority having jurisdiction which requires all Work to he stopped; a an act of government, such as a declaration of national emergency q• which requires all Work to be stopped; WARNING: Unlicensed photocopying vioktes U.S. copyright laws and will subject the vlotator to kgel prosecution. • a because the Architect has not issued a Certificate for Payment and has not notified the • Contractor of the reason for withholding certification as provided in Subparagraph 9.q.t, or because the Owner has not made payment on a Certificate for Payment within the time stated in the Contract Documents; or ~ the Owner has failed to furnish to the Contractor promptly, upon the Contractor's request, reasonable evidence as required by Subparagraph z.z.t. 74.1.2 The Contractor may terminate the Contract if, through no act or fault of the Contractor or a Subcontractor, Sub-subcontractor or their agents or employees or any other persons or entities performing portions of the Work under direct or indirect contract with the Contractor, repeated suspensions, delays or interruptions of the entire Work by the Owner as described in Paragraph tq.3 constitute in the aggregate more than too percent of the total number of days scheduled for completion, or ao days in any 365-day period, whichever is less. 14.1.3 If one of the reasons described in Subparagraph tga.t or tq.t.z exists, the Contractor may, upon seven days' written notice to the Owner and Architect, terminate the Contract and recover from the Owner payment for Work executed and for proven loss with respect to materials, equipment, tools, and construction equipment and machinery, including reasonable overhead, profit and damages. 1a.t.4 If the Work is stopped for a period of 6o consecutive days through no act or fault of the Contractor or a Subcontractor or their agents or employees or any other persons performing portions of the \Vork under contract with the Contractor because the Owner has persistently failed to fulfill the Owner's obligations under the Contract Documents with respect to matters important to the progress of the Work, the Contractor may, upon seven additional days' written notice to the Owner and the Architect, terminate the Contract and recover from the Owner as provided in Subparagraph tq.t.3. 14.2 TERMINATION BY THE OWNER FOR CAUSE 14.2.7 T'he Owner may terminate the Contract if the Contractor: t persistently or repeatedly refuses or fails to supply enough properly skilled workers or proper materials; 2 fails to make payment to Subcontractors for materials or labor in accordance with the respective agreements between the Contractor and the Subcontractors; a persistently disregards laws, ordinances, or rules, regulations or orders of a public authority having jurisdiction; or .A otherwise is guilty of substantial breach of a provision of the Contract Documents. 74.2.2 When any of the above reasons exist, the Owner, upon certification by the Architect that sufficient cause exists to justify such action, may without prejudice to any other rights or remedies of the Owner and after giving the Contractor and the Contractor's surety, if any, seven days' written notice, terminate employment of the Contractor and may, subject to any prior rights of the surety: t Lake possession of the site and of all materials, equipment, tools, and construction equipment and machinery thereon owned by the Contractor; : accept assignment of subcontracts pursuant to Paragraph 5.4: and .3 finish the Work by whatever reasonable method the Owner may deem expedient. Upon request of the Contractor, the Owner shall furnish to the Contractor a detailed accounting of the costs incurred by the Owner in finishing the Work. • 14.2.3 \Vhen the Owner terminates the Contract for one of the reasons stated in Subparagraph tq.z.t, the Contractor shall not be entitled to receive further payment until the Work is finished. WAANIN& Un)kensed phosocopying vbktes US. copyrlghr laws and will wbJe<t the violator to kgal prosawsbn. o Illl o °oa.~.oo° O 01991 AIA® AIA DOCUMENT A201-1997 GENERAL CONDITIONS OF THE CONTRACT FOR CONSTRHCTION The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 20006-5797 143.4 If the unpaid balance of the Contract Sum exceeds costs of finishing the \4'ork, including compensation for the Architect's services and expenses made necessary thereby, and other • damages incurred by the Owner and not expressly waived, such excess shall he paid to the Contractor. If such costs and damages exceed the unpaid balance,the Contractor shall pay the dif- ference tothe Owner. The amount to be paid to the Contractor or Owner, as the case may be, shall be certified by the Architect, upon application, and this obligation for payment shall survive termination of the Contract. 14.3 SUSPENSION BY THE OWNER FOR CONVENIENCE 14.3.1 The Owner may, without cause, order the Contractor in +eriting to suspend, delay or inter- rupt the \Nork in whole or in pari for such period of time as the Owner may determine. 14.3.2 The Contract Sum and Contract Time shall be adjusted for increases in the cost and time caused by suspension delay or interruption as described in Subparagraph Lq.3.1. Adjustment of the Contract Sum shall include profit. No adjustment shall be made to the extent: a that performance is, was or would have been so suspended, delayed or interrupted by another cause for which the Contractor is responsible; or .~ that an equitable adjustment is made or denied under another provision of the Contract. 14.4 TERMINATION BY THE OWNER FOR CONVENIENCE 14.4.1 The Owner may, at any time, terminate the Contract for the Owner's convenience and without cause. 14.4.2 Upon receipt of written notice from the Owner of such termination for the Owner's convenience, the Contractor shall: a cease operations as directed by the Owner in the notice; : take actions necessary, or that the Owner may direct, for the protection and preservation of the \vork; and a except for \\'ork directed to be performed prior to the effective date of termination slated in the notice, terminate all existing subcontracts and purchase orders and enter into no further subcontracts and purchase orders. 14.4.3 In case of such termination for the Owner's convenience, the Contractor shall he entitled to receive payment for Work executed, and costs incurred by reason of such termination, along with reasonable overhead and profit on the \vork not executed. a jlll o o. o op.~ o0 O 0199] AIA® AIA DOCUMENT A201-1997 - • GENERAL CONDITIONS OF THE CONTRACT FOR CONSTRUCTION The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 70006-5197 B97 =~ WARNING: unBcenseA ptwtocopying violates 0.5. copyrlgM lawn end will subject Me vtopror to kgal prosecuilon.