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HomeMy WebLinkAbout97-04032 ,\/.., q JIICl3;1 fnLO " . CONTRACTORS WAIVER OF LIENS AGREEMENT nos AGREEMENT, made and concluded this H \ II day of ,J d I 'i . 19..;::!. belll'ecn Crown ^mt'rlcan I'rnl".rtic's, 1..\'. with an address of Johustown, PelUIsylvania ("Owner/Construction Allen:"), and flnn;lC,W\' V,1i 1 P\ !-: 1, ,,-, r1" ("Contractor"). Whereas by a duly esecuted written purchase order (tbe "Purchase Order"), a copy of which is attached bereto as Exhibit" A" and the provisions of which are made a part hereof as if fully set forth berein, Owner/Construction Alent and Contraetor have contracted for the erection. construction and completion of Cap i 1..\ l'i t Y Ha 11 (the "Improvemenu") to be erected on real estate described in Exhibit "0" attached (the Property); and Whereas by the terms of the Purchase Order; Contractor bas convenanted, promised and &&reed that no medwUcs or materialmen's lien or claims would be filed or maintained allainst tbe Property or any part thereof either by himself or anyone else for or on account of any work. labor or materials supplied in the perfOnlWlce of the Purchase Order, or under any supplemental contract or for estra work. in the erection, construction or completion of the Improvemenu on the Propeny. NOW nos AGREEMENT WlTNESSETIl: 1. The Contractor. for himself and anyone else actinll or rl.;"';1I1l throulb or under him. for and in consideration of the Purdwe Order and the consideratioDS mentioned therein. and in orden to penDit the Owner/Construction Alent to procure the makinl of one or more loans on the ImprovanenU and the Property and intendinl to e Iqally bound hereby. does hereby waiver. release, relinquisb and quitclaim in favor of the Owner/Construction Apt and each and every lender on the Property and Improvements. all rilht to lien. daim or notice of intclltion to file any lien or daim. and does hereby covenant. promise and aaree that no lien or claim of any kind whauoever shall be filed or maintained alainst the ImprovemenU or the estate or title of Owner/Construction Apt in the properity by or in the _ of contractor or any subcontractor. materialmm or laboren for work done or materials furnished under the Purchase Order or by any other pany actinl throup or under them or any of them for and about the improvement of the Property or any part thereol. or on credit thereof. and that aIIsubcontracton. materialmen. and Iaboren OD the work shall look to and bold Contractor penoaally liable lor payment 01 aIIsubcoatracton. materials furnished and work and labor done, so that there shall nol be lIlY 1e&a1 or lawful claim of an)' kind whatever llainsl Owner/Construction Alent for any work done or labor or materials furnished pumwat tn the Purchase Order for and about the erection, construction and completion 01 the Improvements. or under any contract or cbaDp order for estra work. or lor work supplemental thereto or otherwise. 1. This AI' _t w.mal the rilbt 01 lien shall be an indepalclcnt covenant and shall operate and be e&ctive as well with respect to work done and materiab fumished lIIIder any supplelllllltaI coatract or cbaDp order lor e.rtn work in the eRdioa. constructinn and compldioa 01 die IlIIpro_u as to an)' work and labor doae and materiab Iumished purnut to the Purchase Order. and shall bind all succeuon and uslpl of the COIItrICtOr. ne COIItrICtor qnes that it has aot and, wiD aot assip ita duror pa)'llllllt UDder the Purc.hase Order. CO!liTRACT PLlRCHASE ORDER !liO. 5231-0005 CROWN AMERICAN PROPERTIES, L.P. P asquerilla Plaza Johnstown, PA 15907 (814) 536.4441 DATE: June 30, 1997 TO: Manacacy Valley Elecuic 218 "M" 5treet linlestown, PA 17340 717.359.9500 Fax: 717.359.4664 Disuibudon to: Accounting-Chris Jordan Insurance Legal.Chrls Sheridan File-P.O. Book Finance' Gwen Hannen RE: CapiLli CllY Mall Renovation SHIP TO: Bob Phillipl CapiLli CllY Mall 3S06 CapiLli Mall Dr. UmP Hill, PA 17011 CORP: M PROJECT: QUl JOB: QUl AREA: QOOQ DESC. Elecuical COST ACCT. 16000 In consideration of me lump sum of Including all fees, penniu, taXes and Insurance's you will furnish all labor, materials, supervision, lnspecdons, rools, equipment, scaffold, holsdng, safelY, and layout as required for me complete perfonnance of me following scope(s) of work meeting all local, sLlte, and federal regulations and to confonn wim me plans and speclficadons which are hereby incorporated by reference as part of mls conuact: DISPOSITION OF P.O.: Failure to accept Purchase Order within five (5) days Is reason [0 cancel order. SCOPE OF WORK: Via this purchase order conuact you shall provide all supervision, manpower, materials, and equipment as required to successfully complete me eleculcal work as Indicated via me consuuctlon documenu as listed on me atuChed plan list dated 6.25.97 and prepared by David L. Hoffman and Dynamic Design and addendum III dated June 12, 1997. Your work shall specifically include but, not be limited to complete demolldon of all eleculcal componenu Including proper disposal of same (owner reserves first right of refusal), complete InsLlllation of all new elecuical componenu, systems and services. Aile IAchultd b thl "etchl... ehhl Roor t11"dIU nld. concml to I hdpt al rt4Ilirtdllytllu(.u,...."",..."",.",. _ ~. O~ .sr,..\(.s ltJ ~ ~ ~(.& z... 1~,.9'7, ~ ~l \J'I'A-J 'Cz. U?'- 1997, By: By By CO~TR..\CT PllRCIIASE ORDER ~O. ~231-000~ 3 You shall properly man the project at all times so as to meet and malntJin the attJched construction schedule Issued by Crown American and all subsequent Issues of same, or as directed by Crown American's Field Construction Supervisor and/or Project Manager. All costs for overtime, If required by your failure to meet said schedules, shall be borne by you at no expense to Crown American. Contractor agrees to commence performance of the contract work within five (5) days after notice from the Owner, and thereafter to prosecute the same continuously with due diligence so as not to cause any delays or Interference with the completion of the Project. If the Contractor does not complete the contract work upon notice as aforesaid, or If the said work Is not performed with due speed, the contractor agrees, upon seven (7) days' notice from the owner, to supply such equipment, materials, overtime work, workers and other devices and facilities as the owner shall direct so as to expedite the completion of the work. Such notice, once given, shall continue in effect until the work specified therein has been fully completed, even though the Contractor has acted under the notice but has failed to continue to do so uninterruptedly until complete performance thereof. Contractor shall work overtime, Saturdays and Sundays at the direction of owner without additional cost to owner If such overtime and Saturday and Sunday work is necessary to cure delinquency In maintJining estJblished completion schedules and such delinquency Is due to delays by Contractor. It is agreed that time is of the essence of this contract and that Contractor shall prOl1'e5S and coordinate the contract work with all other work as directed by the owner so as to ensure the owner or to obtJin the earliest possible completion of the Project, even though the rate of prOl1'e5S at the time any directions are given may be further advanced than that anticipated in any schedule previously furnished in connection with the performance of the whole work or any part thereof. Where the Contractor has knowledge, or, in the exercise of ordinary attention to its operations, should have knowledge, of the necessitY for its work or any part thereof to prOl1'ess at any particular time so that ensuing operations by others will not be delayed or interfered with, but fails to cause such prOl1'ess, the Owner may, without any notice to Contractor, permit such operations by others to proceed even though the performance thereof will result in the contractor's being required to cut and patch and otherwise repair or restore the work of said ensuing operations by others in order to install the part or paru of the contract work which the contractor failed to install in a timely manner, and the cOst of all such cutting and patching, repairs or restoration shall be borne by Contractor. When the conditions set forth in the paragraph are present, the Owner shall be under no obligation to give the Contractor any of the notices elsewhere pr'bvided for in this contract, and the rights granted In thiS paragraph shall be in addition to all other rights granted In this contract. NOTE: If delivery/erection is delayed for any reason, this contractor must notify Crown American's Project Manager and ConstrUction Supervisor in writing of the duration of and the reason(s) for same, as well as the appropriate action you will take to meet schedules. 3c) Job Conferences: 1997, l.P. By By COl\iTRACT PURCIIASE ORDER NO. !\231-000!\ -l Regular weekly job conference meetings will be conducted on site by Crown American's Project Manager and/or Construction Supervisor at Crown American's job trailer. All meetings are tentatively scheduled for every Tuesdav at I 0:00 a.m. throughout the duration of this project. You will be required to be properly represented at each and every meeting. Crown American's Construction Supervisor's name, address, and telephone number are listed in the "Ship To" infonnation on page 1 of this Purchase Order. 3d) Field Measurements: You are hereby held responsible to have visited and examined the building and site to satisfy yourself as to the conditions which would in any manner affect your work. You will be required to field verify all grade, levels, lines and dimensions as shown on the contract documents. You shall responsible to notify Crown American's Office and Construction Supervisor of any errors, providing sufficient lead- time for corrective action to be taken (within 2 days of Start of work). 3e) Provision of Construction Documents: As part of this contract, you will be provided with one ( I) set of blue line prlnu of drawings and one ( I ) photocopy of specifications, addenda, and bulletins as per the drawing and specification lists attached hereto. It is your responsibility at your sole cost and expense to make any and all copies of the construction documents as required for your use as well as that of your suppliers, subcontractors, etC. For" as.built" drawings, Crown American will provide you with one ( I ) reproducible sepia set of drawings to be returned to Crown American with your as-built notations thereon. (See section 5.1) herein). You must request these in writing from the project manager. -l TEMPORARY SERVICES 4.1) You shall provide your own sanitary, telephone, water, and temporary electrical facilities and other temporary utilities required for your work or workers. Temporary light and power for the construction of the new buildings will be provided by Crown American's electrical contractor. The cost of consumption of electrical power required for the on site Installation of work, excluding your field office(s)/trailer(s), shall be billed to and paid by Crown American. 5 AS-BUILT DRAWINGS: Sa) Upon completion of your scope of work, you shall furnish to the ProIect Man.1ler one set of reproducible as.built drawings. No retainages withheld will be released until the as.built drawings have been received. 8y ay: ay CO:'iTRACT "lIRCIIASE ORDER NO. !'i231-000!'i ~ 6. JURISDICTIONAL DISPUTES (TRADES OR CRAFTS): 6a) All jurisdictional disputes arising on this project in connection with the crafts for this work and/or the furnishing of this material shall be adjusted and settled at the descretion of owner by the National Joint Board of Settlement of jurisdiction Disputes in the Building and Construction Industry only. However, Contractor shall be responsible for the continuance of work while said disputes are pending. This paragraph takes precedence over any specifications. 7 CLAIMS AND/OR DISPUTES: 7a) All claims, disputes and other matters in question between the Contractor and the Owner arising out of, or relating to, the Contract Documents or the breach thereof shall be at the discretion of owner decided by coordination and negotiation between the parties. All auempts should be made to have all disputes settled within seven (7) days written notice of dispute or claim. However, contraCtor shall be responsible for the continuance of work. This paragraph take precedence over any specifications. 8 PLANS AND SPECIFICATIONS: 8a) Your scope(s) of work shall confonn to the plans and specifications which are hereby incorporated as part of this contract, as enumerated on the att.aChed Drawing and Specification listing. 8b) There will be no deviations, additions, deletions, etc. from the plans and specifications without the written authorization of Crown American's Facilities Pl,lnning Division. 9 PAYMENTS: 9a) Invoicing: All applications for payments shall be prepared in triplicate on AlA G.702 and G.70J fonns and shall be presented to Crown American's Construction Supervisor and Project Manager on site for verification and signature prior to submittal. Submit monthly applications for payment triplicate, properly verified, notarized and accompanied by a notarized Affidavit and Release statement from you and all subcontractors and suppliers that you have employed, to Crown American, Attention: Facilities Planning. All invoices must reference the Purchase Order Number and item number to whlcli it applies. No one invoice shall reference two separate Purchase Orders and retainage payments must be Invoiced separate with Final Affidavit and Release. Applications for ~yment must be reviewed by the contractor, Crown American's Construction Supervisor and Project Manager by the 26th of each month. The approved payment documents will be forwarded to Crown by the Project Manager. Checks for payment will be mailed a maximum of 4S days upon receipt. Those payment applications rejected shall be revised by the 1997, By: By n 1'fopertIts, l.P. By C{)~Tlt"\CT l'l'IKIIASE ORDER :'\0. S2JI-OOOS b contractor and relubmitted by OVERNIGHT MAil to the Project Manager at the Crown American or!ice, prior to the 30th of the month to insure payment within the cycle as outlined in the example below. Ten percent ( 10%) retainage will be withheld pending completion of scope of work and Crown's approval of completed work. 9b) Retainages: No retainagel will be released until such time that the following has been received by Crown American's Project Manager: I) All work has been completed and approved by Crown American and the Architect(s) per plans and specifications. 11 Your written guarantee pursuant to paragraph II hereof, notarized and witnessed, has been received along with your final Waiver of liens properly executed and notarized. 3) As.Built drawings have been received and the Archltect(s) per plans and specifications. 4 ) You have billed separately for the retain age. 5) Equipment guarantees/warranties. 6) Final vendor list and statement of payments ltatus of each vendor. 7) Approval of final punch list. You may invoice for any retainages withheld thirty (30) days after satisfactory completion of your scope of work. Cenificates are payable as delineated in the aforementioned invoicing paragraph. 9c) Waiver of Liens, Subordination of Liens or Right to Lien: Contractor must: (I) execute and have notarized and submit a Panial Waiver of Liens form with each invoice in an amount equal to the total amount invoiced by Contractor to such date, payment of such invoice is contingent upon submission of the waiver, and (2) Contractor must also submit a Final Waiver of Liens upon completion of all work, and acceptance by Owner, as a condition to release of any rminage due to Contractor. In any event and under all circumstances, Contractor hereby agrees that any lien or claim which may now or hereafter have against the property upon which the Improvements are to be made, for materiall or services expended or used upon the same, in subordinate to the Interest of lender under any Mortgage, Deed of Trust, or Security Deed that now exists, or may hereafter be placed upon the property or any pan thereof and to all advances made or to be made thereunder and to the Interest liens which Contractor may have otherwise had for past, present, or future materials or services placed in or upon or performed upon said property. The provisions of this paragraph shall be self-operatlve and no funher innrument or document shall be necessary unless required by any lender under any such Mortgage, Deed of Trust, or Security Deed. Should any such lender desire confirmation of such ACCfptfll this 1997, 8y: 8y ," Proptrdts, L.P. By CO:'<iTRACT I'URCIIASE ORDER NO. S231-11110S 7 Subordination of Lien, rights, Contractor upon written request, and from time to time, will execute and deliver without charge and in form satisfactory to such lender all inmuments and/or documents that may be requested to acknowledge such Subordination. 9d) Extras/Credits: (No extras shall exceed 10% Profit and Overhead Total). You shall upon receipt of any revised plans from Crown American, immediately review same with respect to the physical and monetary effects of same upon your scope of work, and shall, within seven (7) days subsequent to the date of Crown American's transmittal of said revised plans, report in writing to Crown American the monetary change to the contract for Crown's approval. Said written notice shall contain a description in sufficient detail and breakdown of the change to your scope of work so that Crown may be able to review. No work in conjunction with the revised plans shall commence until the scope and monetary change has been reviewed and you have received Crown's written approval to proceed. Documentation must be itemized Adjustments in the contract amount or contract time, if any, resulting from such changes shall be set forth In a Purchase Order Change Order Issued by Crown American. If Crown American does not receive said written notice within the ten days, it will be deemed that you have agreed to perform all revisions in work, and further that the contract amount as adjusted by monetary change, if any, determined by Crown will be deemed to be full compensation to you for performance of the full contract. You cannot invoice for any extras prior to receiving and executing a Change Order for same from Crown American. NO FIELD CHANGES SHAll BE PERFORMED, EXCEPT BY WRITTEN AUTHORIZATION FROM CROWN AMERICAN. Any work required and authorized will carry a maximum total contractor's overhead and profit of 10%. No reimbursement will be due the Contractor because of changes to construction required due to errors and/or omissions or negligent acts of the Contractor, the Contractor's agents, employees, or subcontractors or materials suppliers. ge) Liquidated Damages: Your failure to deliver shop drawings, catalog cuts, material samples, etc. as scheduled with the Project Manager or within twenty (20) days if not specified In this Purchase Order will result In a late day penalty of S I OO.OO/day and will be calculated upon the number of days the material arrives late beyond that date shown on the construction schedule. Failure on your part to properly perform your scope of work pursuant to the constrUCtion schedule shall result In a penalty of seven hundred fifty dollars (S750.00)/day liquidated cbmages for each day that conmucdon progress is retarded as a direct result of your failure to execute your work. The above penalties will not apply to causes beyond your control such as, but not limited to, ACts of God, information withheld by the Owner, Construction Agent, or Engineer. AcCrplfd this By 1997. By CO~TR..\CT pnKII,\SE ORI>ER NO. !'231-000!' 10 INSURANCE lOa) Contractor's insurance must meet Crown American's minimum requlremenu: Comprehensive General liability, Including coverages for Contractualllabilicy, and Producu- Completed Operations, and Explosion, Collapse, and Underground with at least twO (2) Million ($2,000,000) combined single limit per occurrence. If contractor's Iiabilicy Insurance polley is on the new 1986 ISO Form, then it must: (A) Have the Owner's and Contractors Protective form. (B) For blasting contractors; have blasting operation not eXCluded from coverages. II Automobile lIabilicy, with at least five hundred thousand ($500,000) combined single limit per occurrence. III Crown American is to be an "additional insured" In regards to I and II above and so named on certificates of insurance. NOTE: the certificate of Insurance should list the Crown enticy as shown of the signature line below. IV Workers' Compensation for all states in which contractor shall be performing for Crown American and shall be subscriber to and In good standing with the respective State's Worker Compensation Fund. lOb) A valid Certificate of Insurance must be provided immediately to Crown American prior to any performance under this Purchase Order, but no later than ten ( 10) days from the date of this Purchase Order. It shall: Certify all coverages required in Paragraph lOa above have been met. II Provide that Crown American shall receive written notice at least thirtY (30) days In advance of any cancellation or material alteration of the policy. II BONDS: II a) Provide 100% Performance and Payment bonds and one ( I ) year maintenance guarantee with surecy. COst to be separate in paragraph 2. Billing, for possible deduct by Crown American. 12 GUARANTEES: 12a) You shall be responsible for a one (I) year minimum guarantee and In some cases, a longer period as required by the specifications. No retainages withheld will be released until such time that your written guarantee and equipment warranties .ue sent - two (2) copies each to the Prolect Manager' and accepted by Crown American. The Start date of the guarantee period shall be not sooner than the By By: By 1997, ACCfIlttd thll s CO:'\T1(ACT PL:RCIIASE ORDER :'\0. ~2JI-11011~ l/ publicized opening date by the Owner of this project and must appear in this document, as must the date of expiration of your guarantee. Equipment guarantees/warranties must have the model, serial, and unit numbers shown for identification, along with the project name. 13 SAFETY: 13.1) You are to appoint .1 job site "Safety Man". His name is to be given to Crown American's Construction Supervisor for record prior to start of contract work. You are responsible for initiating and maint.1inlng your own Safety Programs. Be aware that although you are contracted by Crown American to perform certain work, you are still responsible for maint.1ining .1 Safety Program that agrees with OSHA Regulations. You will be responsible for any fines levied against you for noncompliance, and also will be responsible for any lost construction time due to your own negligence In this matter and shall hold Crown American harmless as provided for In Paragraph 14 below. You are to provide .111 needed safety items as required for your phase of work. This includes but is not limited to .111 safety barricades, daily Clean-up of debris and removal of same and providing other pedesuian resulction devices needed to avoid accident or injury. Any damages or Injury caused by your work will be your liability. The Conuactor shall t.1ke .111 reasonable precautions with respect to his work; shall comply with all safety measures initiated by the Owner/Consuuction Agent and with .111 applicable laws, ordinances, rules, regulations, and orders of any public authority for the safety of persons or propertY in accordance with the requirements of the contract documents. The Conuactor shall report within three (3) days to the Owner/Construction Agent any injury to any of the Conuactor's employees at the site. 14 ALCOHOL AND CONTROlLED SUBSTANCES: 14.1) Accept.1nce of this purchase order will hold you, the conuactor, responsible for the acts/actions of your crew members under your employ while at the job site. No controlled subsLlnces or alcohol will be permitted on any Crown American job sites. Individuals found to possess and/or be under the influence of controlled subst.1nces or alcohol may be prosecuted by local authorities and will be deemed to be .1 subst.lntial violation of this contract and will be valid grounds for the immediate termination of this contract, should Crown American, in its sole discretion, so determine. Any fees, including legal fees, will be the responsibility of the conUJctor. 15 INDEMNIFICA nON: 15.1) Contractor will defend and will indemnify Crown American, the Architect, and the Owner, their agents, servants, and employees and Solve them harmless from and against any and .111 claims, actions, d.1lTlages, liability, and expense (Including, but not limited to attorney's fees and disbursements) in connection with the loss of life, personal injury, loss by reason of xci dent, Infringement of patents, or damage to propertY or business, arising from, related to, or In connection with the ACCtplflllhb 1997. By By CO:"iTR.,\CT PURCli,\SE ORDER NO. S2JI-OnOS 10 Contractor's performance of work pursuant to this purchase order, or in connection with any part of Crown American's or the Owner's propertY, real, personal, or otherwise, occasioned wholly or in part by act or omission of Contractor, its subcontractors, agents, servants, or employees; or their respective agents, servants, or employees. 16 ASSIGNMENT: 16a) This purchase order shall not be assigned, nor any portion of the work described herein be subcontracted to anyone other than the entitY named hereon, without written authorization and approval of the owner. Provided however, Crown American is expressly pennitted to assign its rights' under this Purchase Order as collateral for any financing contemplated by Crown American. 17 OWNER'S/CONSTRUCTION AGENT'S RIGHT TO CARRY OUT THE WORK 17a) If the contractor defaults in or Is guiltY or a substantial violation of the tenns hereof or fails to perfonn any provision of the contract, the Owner may, after three (3) days written notice to the contractor and without prejudice to any other remedy he may have, may in its sole discretion and without any obligation to do so, make good said deficiencies In any such defaults. In such case an appropriate change order shall be issued deducting from the payments then or thereafter due the contractor the cost of correcting such deficiencies, including the COSt of the Owner's additional services made necessary by such default, neglect or failure. If the payments then or thereafter due the contractor are not sufficient to cover such amount, the contractOr shall pay the difference to the Owner. 18. TERMINATION OF THE CONTRACT: Tennination by the Owner/Construction Agent 18a) If the contractor is adjudged bankrupt, or if he makes a general assignment for the benefit of his creditors, or if a receiver is appointed on account of his insolvency, or if he persistently or repeatedly refuses or fails, except in cases for which extension of time is provided, to supply enough properly skilled workmen or proper materials, or if he fails to make prompt payment to subcontractors or for materials or labor, or persistently disregards laws, ordinances, rules, regulations or orders of any public authority having jurisdiction, or otherwise is ruiltY of a substantial violation of the provisions of the contract documents, then the Owner/Construction Agent upon certification may without prejudice to any right to remedy, and after giving the contractor and his suretY, If any, three (3) days written notice, tenninate the employment of the contractor md take possession of the slie and of all materials, equipment, and machinery thereon owned by the contractor and he may finish the work by whatever method he may deem expedient. In such case, the contractor shall not be entitled to receive any further payment until the work Is finished. 1997, 8y 8y nus AGREEMENT, made md concluded this 8th day of Jul Y ,19..2.7. between Crown lImerican Properties. L. P. with m address of JobDstOWD. PeDI1IYlvania ("OWDer/CoDJU'\lcUlln AleDt"), IUd Monacacv ValleY Electric ("Contractor"). '-9NTRACTORS W AlVER OF LIENS AGREEMENT Whereas by a duly uecuted writteD purdwe order (the "Purchase Order"). a copy of which is attached bereto .. Eshibit "A" md the provisiODl of which are made a part bereof.. if fully set forth herein. Qwoer/CODJU'\lcUOD AICSIt md ContraCtor have coutracted for the erectioD, coDJtrUctiOD md completioo of Capital City Mall (the "lmprovellleDU") to be CRCted 00 rut estate clescnlled in Exhibit "U" aUachecl (the PropertY); md Whereas by the tenDS of the I'urchase Order. ContraCtor bas conveD&llted. promised md qreed that DO mechaDia or materiaJmeII's Jjm or c1aima would be filed or mainuiaed alaiast the property or my part thereof either by hl_uoIf or 1II)'0ne el.Je for or 00 accoUDt of my work. labor or materials JUIlplied in tbe performmce of the Purchase Order, or UDder my supplelllCllW cootract or for enra work. in the eredioD, coastrUcUon or completioD of the Improvements on the Property. NOW nus AGREEMENT WITNESSETH: 1. The Contraaor, for bimseIl'md 1II)'0ae else actiol or ~I.;_iltl throulh or UDder him. for md in coasideraDoa of the I'urchase Order aDd the coDJideratioDS mentioned therein. &lid ill orden to permit the ()wueriCoastrUcUOD Ap to procure the makial of oae or mOR 10UII oa the Implv.........ts aDd the Property aDd iaUDdial to e IClaDy bound hereby, does hereby waiver, relaJe, reliaq1lish aDd cpitc1aim in favor of the Q1mer/CoastrUctioa Apt aDd each aDd ~ IeDder OD tbe Property aDd ImpfOftlllClltJ. aD rilht to lieD. claim or aotice of ialeatioa to file III)' \iCIl or claim. aDd does hereby cOVCllmt. promise aDd qne that ao \iCIl or claim of III)' kiad whatsoever shall be filed or maintaiaed alUnst the Improvemaats or the estate or title of Owncr/CoastrUcUOa Alent in the properity by or in the aame 01 coatraaor or III)' subcoatractor. materialmen or laboRn for work done or materials funIished UDder the Purchase Order or by III)' other party acUnl throUlh or UDder thelll or III)' 01 them for md about the improvement of the Property or III)' part thereof, or OD credit tben:of. aDd that aD subcoatncton, materialmen. aDd laboren OD the work shall look to aDd hold Coatractor persoaaDy Uable for payment of aD J1Ib(OlltraCton, aaateriaIs furaisbed aDd work md labor doac. so that then shaD not be III)' lee" or lawfal claim of III)' kiad wlWC'Rf qaiast ()wnerICoastnlcUoa AIClIl for III)' _rk done or labor or materials fanUshecl pumwrt 10 the Purchase Order for aDd about the erecdoD, coastrUcUoa aDd completion 01 the ImprovallCftU. or UDder ally coatnct or clwap order for atn work. or for work I1Ipp\enlenW theRlO or othcnrise. 2. This AI...cmen1 WlMaI the ript ortiea shall be aD independent COYelWlt ud shall opente ud be e&cdYe .. well with respect 10 _rk doae IDd materials laraisbed uadcr aDy supp'~ coatraet ar clwap order lor atn _rk in the em:tioa. coastnacUOD _ coaapIdioa of the lmproHSIIHlts .. to uy _rk ud labor doM ud aaateriaIs ltarair..... pIU11IIDI to the Pvdwe Order, ud shall bind .. J1ICUllon ud auips 01 the CQIItrIClOr. Tbe CoetnI:tOr Ip'IIIS dill it .... DOt ud.1riII1IOt wip its daisa for payment UDder tbe hrdwe Order. 3. In the eveDt Contractor consisu of more thaD one penon. firm or corporatioD. the undertakiDP hereunder of each of such penons. firms or corporations shaD be joint ud several, and the word "Contractor" sbaII mean aD or some or any of them. For purposes of this Ap-eemellt, the sinplar sbaII be deemed to include the plural, and the neuter shaD be deemed to include the mascu\iDe and feminine. u the contest may require. IN WITNESS WHEREOF. the Contractor bu hereunto set (iu) (his) their hand and seal elated the clay ud year tint above written. ATIEST .... .~ 9' tituimlo.J CO}CR .A.aJ~ (If Qwaer or CoDItrUclion Acent or CoDtraCtor is a corpontioD. this qreement should he executed hy iu PresideDt or Vice Presidmt, ud its 5ecreW)' or Treasurer. and the corporate seal impressed. If either is a partDenhip, aD partDerl should execute this qreement; ud if either is u iIIdMdual or parmenbip. aD sipatures should be ,m.._ud). STATE OF Ann.sj/i/MldJ ) COUNTY OF adl//lls ) PenoaaDy appeared before me, die UDdeni& a NoW)' Public, in ud for said County ud State., \.~ "If, I.I.rUTb-.. of .o:Jtn{jrar:~ l Ntc, who acJmowledCed that he did sip and seal the forepiac iustrumeat for. and on of. said t'OntrtU1.tJL . beiuC tbemmto duly antborized to do so ud that the same is the free act ud deed u such officer ud the free act ud deed of said ('tc.nt/a.cap . IN '4MONY WHEREOF...... __.....,.... ad .m.......... ~ clay of ~ .19i1.. ~/Jf;(~c NOW)' ~ NcIlNI Sell ~J,a.-.~ I' -I Bara.AdMw ""o.'.I~Ie..pr.tO.8. , CONTRACTOR'S ACKNOWLEDGMENT AND CONSENT AND ASSIGNMENT Of SUBCONTRACTS Monacacy Valley Electric, Inc. ("ConlraClor"), for valuable consideralion. receipl of which is hereby acknowledged. inlending 10 be lep1Iy bound, and 10 bind its succ:essors and assigns. hereby: adaIowledges 10 New York Ure In.urance Compan7. a New York nwtuallife insuranCe company.. its successors and assisns ("Lcllder"). receipt of notice of a c:auin AssigDIIICIIl of Project DoaIIlIClI\S from Crown American Properties, 1-P., a Delaware limited pannenbip ("BolTllwer") 10 Lender. which penainslothatccruin 5231-0005 Contract .dated 6130/91bctween Contractor and Bonowcr ("Conlract"); approves such Assignment; represents 10 Lender that il has no knowledge of any prior assignment of lhe Contract by Bonower. qrees 10 give Lender wrinen nolice at Ihe address indicaled in the Assi;nmenl of any defaull by Bonowcr under the Conlract simultancously with Contractor'. giving of notice of de&ult 10 Bonowcr; qrees to give Lender. at Lenda'. sole option. the right 10 cure any ud aD def'aults by Bonowcr under the Contflct; reprel"'llS to Lender that the ContrICI is unmodified and in lUll forte and cft'ect; asrces wilh Lender to pay and cIiscIw'sC a11licns or claims for labor and matcrials liunished in conllCClion with lhe ContflCl; qrccs with Lender 10 lUDy complete aD work in &ealrdance with the terms 0( aDd on or before \be completion date ~aI ill the Coatrad. subject to any pcnnined delays U ICIl'onh in the ContrIc:t and provided that ContrIc:tor is paid for such work in acconIaDcc with the lerms of \be Coanct; rcprcsclIIS and warr&IIU to Lender that Contnctor has aD _.."/ permits. 1ie-.... aDd lIIIthoriry under aD IWe aDd Ioc:a1I1ws, ordinatIces and rcauJations to pcrfotm aD ofits obIigaioas under the Contract; qrees with Leader that Lender shall have no r..biIi'Y to ContfICtor citbcr under lhe Conrract. the fit. "lI~ AssiJlllllClll, or othawisc for any act or omission occurring prior to such time (if any) u Lender elects, and 10 notifies Contflctor in writin&, to USIIIIIC the linurc obIiptions ofBorrowcr under the ContrICI; and agrees thaI all oflllC ri&hts and temClflCl ofLcndcr hereunder shall inure 10 lhe benefil of Lendct's llI~rs and usips.y ('OIlIflctClf herebJ.' coDalmll\' aui!IJIS. tmlSfers and conveys untO Lender. it. "'tC<<>~ and as.<il!"~ all lilt rillhtS. intrrcs1S and 1l';.;lcsn of ('omflctor in and 10 each and ~"en ",ltlcMtract 11(\\\ (If Iltrcalifl' cntfl'cd into by ('ontractor with rcspccI to lhe Propcny or lhe Conlflct ('onlflctOr co\manlt and avrcn that il has not and will not execute or make any auil!"'M"1 of its rights under such SUbcontflctS to anyone other tban Lender. The forcsoing auisnmmr is made to secure ContflctOr'S oblilJltions to Lender under lhis Conlflctor's ,lockno\VledplCllland ('Onsenl and As.k>>l...ICftI ofSubcontflcts. includins withoutlimilation. ('onlflctOr'S obIiplion to complete the ",art descnbed in lhe COnlnlct in stria accordance with the lerms of sucIl Contflct. for the benefit of Lender upOn the request of Lender LcricIcr shall 110I be obIipled to perform or discIlarJe any obIiplion or ContflClor in COllIlCdion with any of such subcocItnaS uaIcu. IIIIliI and to the cxtctll that Lender. f'ollowina. cId'auIl by Contractor hereunder or under lhe Coml1Cl. erpm.sIy assumes in writiaa any such subconUacl. IN WITNESS WHEREOF. ContJ'IC\or has caused lhis instnImcm to be duly executed and scaled thi. J u l y 8 . ll- . (SaI) Wltncssl Attest: -In~ ~~V N_:T J. Chrismer l"1t~ Office ~'naqer By: ~aj:4 .. ~: TttIe: Vice Presidcnt , . . .. : MONACACY V ALLEY ELECTRIC 218 oMo STREET LITILESTOWN. PA 17340 "17} "..9500. FAX "17}_ ~ i. b Crown American [L~'iJ''iJ'~lRl @!F 'iJ'lRl~OO~~~'iJ''iJ' ~[L D. ~t~\-- GD-~ \\ ut ' \J OA'E 7/8/97 AnEN'~ Doug Wess .10''''0 At TO Pasquerilla Plaza Capital City Mall Renovation Johnstown, PA 15907-0879 WE ARE SENDING YOU ltJlA_ lJ Undet _ate....., via the following "ems: [J SpeelfieebOns 11 Shop drawings U Copy oIleftlll [1 Prints [J Sanllln U Change_ [1 Plans o COPIES 2 DATE 6/30/97 7/8/97 7/8/97 NO, DESCRIPTION Executed Contract Contractor Waiver of Liens Contractor's Acknowledgment and Consent and Assi nment THESE ARE TRANSMlmo as dlecked below: n ForllllP'VVlll [J For,our... lJ As,--' n Aclpoved as submilllId o Aclpoved as naIed o ReUned lor co...ao.. o ReIUbmIt _ copieS lor lPIJfOVaI o SIlbmII copieS lor dIItibution o Aetum COIItc.hod p"nts u For_n/lQj'ol"'~ 0 U FOR BIOS DUE III o PRINTS RETURNED AFTER LOAN TO US REMARKS "Certificate of Insurance will be mailed directly to you from our Insurance Company. CiJpyTO ISIONlO ,. Tammy J. 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