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HomeMy WebLinkAbout01-05608INDEPENDENT DEVELOPMENT IN THE COURT OF COMMON PLEAS OF CORPORATION, :CUMBERLAND COUNTY, PENNSYLVANIA PETITIONER V. FOXCROFTTOWNHOUSE ASSOCIATES, n/k/a BRAMBLES TOWNHOUSE ASSOCIATES, A PA LIMITED PARTNERSHIP, RESPONDENT 01-5608 CIVIL TERM ORDER OF COURT AND NOW, this Zv.,.L__ day of October, 2001, a Rule is entered against respondent to show cause why the order in judgment confirming an award by arbitrators should not be entered pursuant to the within application. Rule returnable five (5) days after service. Any answer filed shall be forwarded by the Prothonotary to chambers. By the Edgar Jeffrey L. Rehmeyer, II, Esquire For Petitioner Victor Stabile, Esquire For Respondent ~R~ ,~o~ :saa f~ ~ ;; .. , IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL DIVISION INDEPENDENT DEVELOPMENT CORPORATION, No.: ~~ - ~~~ Petitioner, M~ sEp 2 ~ z~m v. FOXCROFT TOWNHOUSE ASSOCIATES, n/k/a CIVIL ACTION -LAW BRAMBLES TOWNHOUSE ASSOCIATES, A PA LIMITED PARTNERSHII', Respondant. ORDER AND JiIDGMENT CONFIItNIING AWARD This matter having this day regularly come before the Court for hearing pursuant to a notice of motion for an order confirming an award of the arbitrator in the arbitration between Independent Development Corporation, Petitioner, and Foxcroft Townhouse Associates, n/k/a Brambles Townhouse Associates, Respondent, docketed at No. 14-110-00442-00 by the American Arbitration Association, and it appearing to the satisfaction of the Court that copies of the agreement, the selection or appointment of arbitrator, and the award have been attached to the application for an order confirming said award, which application is on file with the clerk of this court, and good cause appearing therefor, it is hereby ORDERED that the award of the arbitrator in the arbitration between the parties herein be, and the same is, hereby confirmed in all respects, and that a NDGMENT in the amount of $193,477.52 be entered hi favor of Petitioner and against Respondent, together with Petitioner's filing fee of $ 45.50. ~000820W/Ij ..,.~ ~. M I ... ~uuy.- _ • ~ ~ ~ 1 Dated this day of , 2001. J. {00062061/1} ;.. IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA CIVIL DIVISION INDEPENDENT DEVELOPMENT CORPORATION, No.: Q/_ s~~, ~~ Petitioner, v. FOXCROFT TOWNHOUSE ASSOCIATES, n/k/a CIVIL ACTION -LAW BRAMBLES TOWNHOUSE ASSOCIATES, A PA LIMITED PARTNERSHIP, Respondent. APPLICATION FOR ORDE'~R CONFH2NIING AWARD AND NOW COMES Independent Development Corporation, by and through their attorneys, CGA Law Firrn (Countess Gilbert Andrews PC), and avers: 1. Petitioner is a Pennsylvania corporation with office in York County, Commonwealth of Pennsylvania. 2.On the 14th day of October, 1997, Petitioner and Foxcroft Townhouse Associates, n/k/a Brambles Townhouse Associates, Respondent, entered into a written contract entitled "Standard Form of Agreement Between Owner and Contractor" ("Agreement"). A copy of said Agreement is attached hereto, marked "Exhibit A," and made a part hereof. 3. The Agreement incorporates by reference "General Conditions of the Contract for Construcfion" ("General Conditions"). A copy of said General Conditions is attached hereto, marked "Exhibit B," and made a part hereof. 4. Section 4.5 of the General Conditions provides that any controversy arising out of the Agreement or the refusal to perform the whole or any part thereof would be settled by arbitration before the Construction Arbitration Tribunal of the American Arbitration Association ("Arbitra- for"). ~oooszoevi~ c 5. Section 4.5.7 of the General Conditions provides that an award rendered by the Arbitrator "shall be final, and judgment maybe entered upon it in accordance with applicable law in any court having jurisdiction thereof." 6. A controversy having arisen out of said contract, Petitioner and Respondent resorted to arbitration in accordance with the Agreement, and an arbitration was commenced in accord with the Arbitrator's Case Management Schedule #1. A copy of said Arbitrator's Case Management Schedule #1 is attached hereto, marked "Exhibit C," and made a part hereof. 7. The arbitration took place in Harrisburg, Pennsylvania on June 4 through 11, 2001, and on June 18, 2001, at which time Petitioner and Respondent azgued all outstanding claims between them. 8. On the 1St day of August, 2001, the Arbitrator made his award in writing and, after duly acknowledging it, delivered the same to the parties herein, which effected a resolution fall issues between Petitioner and Respondent. A copy of said Award is attached hereto, marked "Exhibit D," and made a part hereof. WHEREFORE, Petitioner prays that, pursuant to 42 Pa.C.S.A. § 7313, an Order of this Court confirming said awazd be made, and that a judgment be entered in conformity therewith, in the total amount of $193,477.52, which is comprised of an awazd of $191,743.94 plus allowable interest from 08/01/01 in the amount of $1,733.58, and for such other and further relief as the Court deems appropriate. ~000820W/I) ,* Date: September 24, 2001 II, Esquire ~Cttomey for Petitioner 29 North Duke Street York, PA 17401 (717)848-4900 {0008206]/1} ;~~:: AIA Document AI01 Standard Form o~ Agre~~~nt Be~we~n • Ov~rner and Contractor where the basis of payment rs a STIPULATED SUM 1987 EDITION THIS DOCU1bfE.~VT HAS hYIPORT.itVT LEGAL CONSEQUENCES: CONSULTATION-W!'TI? A!V ATTORNEY !S ENCOURAGED WITH RESPECT TO !7'S COMPLETFOlV OR .IIODlFIGiTIOtV. The l~8' Edition oj:il.1 Document ,i?01. General Conditions of Ibe Contract jot Conshuctian, it adnored in this document by rejerer(ce. Do nor tore artb other genera[ conditions unless ibis document is morti%'ieci. This documc7[ hu beea soproced ac7d endorsed by The :issociared General Conn:ccors or ~(nedr 6 D~ AGREEMENT QCroB~iL 1" fy/p7 TH eJ made as of the ~`f day of T ~ -~-- in they of Nineteen Hundred and Ninety-Seven. BETWEEN the Owner: r.\ume arrd :+ddrecr) Foxcroft Townhouse Associates, A Pennsylvania Limited Partnership '~ P O Box 686 -' Camp Hill, Pennsylvania 17001=0686 and the Contractor: Tnda}7P11dES)t I~velognent Corporation r.\~+»re and <+ddress) 2525 Eastern Boulevard York, Petmsylvar)ia 17402 The Project is: The Brambles of Hampden (,Name ar+d (orariorr) Hampden TO~•mship Gtmlterland County, Pennsylvania The architect is: C/0 Oamer L\erme mid .aldrvss) The Owner and Contractor agree as set forth beloR•. Cupgnµht I91i, I91N. 19:5. 19i'. 19~I. I'F.•t. IWil. 19hi, 19(i , I'+'-). 19--. --':19>I'hc 771c.1mcrlcan :_itnutc ni .irca[- .. sects.l'~;=-tev'YS>flr)):e7~ut:: Y:\C•.; R"~.hmetnn:~f9ai_31xhHr-N~~rnduenua~,+(thc msu ndt hcrcm ur ~u^•nntul yuuoauun of its prrn•nums atthuut ron[tcn pcrmis>em .+t dte -\L\ cu data the cum•nutt :aa-s of U7c I'nncd>tatta anu •xlil he +ur.~ce::u I~.al pm+ccunun. AUl UOp1MENT At01 • na•`:ERa;n~TR.U:TtlH aGitEE?tE~T • I'xiiLlTll !il)rfp l\ • \L\' PrM- nle.(ate)iu:~iiaitTit~np.tnull'rec7>, r-(; xrx •n ls~.tctet r:. •: u•. •xtouiSr„<,.:) ,. _laav, A10~-1987 1 MANNING: Unheensetl pnotocppymg vmlates LL5. copyngnt laws and is suotect m legal pmseation. • ARTICLE 1 ?HE CONTRAL7 DOCIJMENT5 The CDnuaa Documcta rnnsist of thisAgreemen[. Conflidons of the Contras[ (General, Stroolemcttary and otherCondidons), Drawings, Specificadans, addenda issued prior w ececnrion of [his Agreemen[, other docwnctrs lis[ed in d[is agreement and Y[od~crdons issued afteretecudon of d[isAgreemenr; d[ese form the ContntC. and areas fully a pan of the Cotttactas ifarract)ed to [his tlgteemen[ or repealed herein. The Contract represents d[e en[ire and integnred agreemen[ between [he parries herew andsupersedes oriornegotiadoas, tepresentadons oragteanen¢, ekherwritte[[ of ord.3n rnumcuion of the Connaet Doatmrnts, other drat[ Modifiarions, appears in +lydtie 9• ARncLS z THE WORK OF THIS CONTRACT The Contnctot shall ececute the en[ire Work desrnbed in the Conrna Documents. erceor to the enrnt spe[afically indinced in the Cnanac[ Documrnts ro be the respo[ssibitiry of orhets, or as follows: The Scoff of Svork includes the construction of (28) 10-unit residential rt,;ldings c~[rolete with associated mechanical and electrical t+ark to a point 5' outside the htilf9ing5. Buildings will b=_ constructed utilizing nsuck-bai].t/slab on grade construction" to achieve a lui_lding similar in lay-out ant a~earance to the "mcdularn units" produced by Crest Hanes Corp. TYIe "standard of i.atity"•will he based upon tt~ t,,;1 dings producod by •Crest I3cet>`s Corp. ~aa; rGas ,17s prR Gi~,~o; r [/Ye9 ~ ,P / 9. E5tcltLSi.~rs mac ~ /y . All Sitetiark ~wnd the Yui].ding limits, Site Utilities, Land ing/ , Ml}xutes, State and Local Permits, Cons'rsuction Drawings, Office/Storage Building, lmck 1:~[cavation. aRncLE s DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLfiTION 3.1 The dale of commrncrraen[ is the date from which the Con[nn Time of Pangnob j? s r...sured. and shall be rite date of rbis Agreemrnt, as first wmten above, unless a differen[ date is Braced below or provision b r..ade for the date ro be fi-ced in a nodce ro ocacrd LSSUed by [he Owner. Ifrun~ fbe Cafe OJCOmmencemenf, rJ ff difJerf Jrom fne dote of fbis .Igrermenr or if Cpphcable. Pure fbaf fbe uare u'r)f be fiXeC in a nonce to prnceeC.) Upon receipt of State and Local Building Permits. Unless the date of commencement is established by a nodce [o proceed issued by rite Oanc. the ConrnROr shall notify the Owner in writing not less thar: five days befog commenting U)c Work ro pemut the timely flung of morteaga, mechanic's liens and odrQ Seet)Iltti ItltCte5t5. 3.2 'the Contcswr shaLL achieve Strbscmtiat Completion of the rndre Work not later than //urn fbe ca/endarda+e or rtumarrnJ ca/endm dnyt aJln fbe dare n/commencemrxr. Afsn vunr unv renurremenn)ar mr4rr 5ubsranfu+) Cnmp(enun o/cer• [con pomons of [be work, rJ not rimed dserrfrerr m fke Cun+rna Datumenrs.) (180) calendar days (PYlase I) . subirt ro adjustmenes of [his Cuntna Timc :u provided in the Cuntnct Duwmrnts. ^men j,mmsrnm. q u++r, pm hnuula+rd dumupes nimmg fn/unun [n c~rm+plmn tin amr.) AIA nCCt1MElfT AWt • q~rSE0..CANTRAt.TOR AGflEAIE\T • TwELFCIt EnlTI08 • M1' • 'v 17~ TriE.UIEa1L'WI\STRCIT OFARC[IITECIS.Ii}S VEQr YORIi.1VEVCE ~~'. ~S.lU1~tYOS Dl:..u••, A1D1-1987 2 WApNIHG: Unileerned p~o[ompy[ng V[olatfq nS. ntlpyngnt laws antl Is suhlke.:o legs[ prsecu[lan. . CaNT~?A~T SiJM . 4.1 i ne Ovmc siap oaF ma Coean^..ecor in e~cxeac Funds ror she Conrrsccor's oeionna>ce of me Cona:c the ~noaa Sum of • s 7 980, 000.00 Seven Million Nine gimdred Ea~ht~ Tho„can~ patt:~s ( , 7 Su aaa!uons ana de^~ons ~ ocovided in ~e Dan- a-.c: Documcrs. The S-^t."e of Tniorlc wiL Ix perfwaned in several phases. Tt~ inital phase wit, consist of the following: Building Buildings 20, 21, 23, 24, 25, 26, 27, and 28 including footing e.YCavation and backfill./stone under slabs at $285,000.00/each $2,280,000.00. Total Authcr_zed Amount $2,280,000.00 Alternate nl p °~" ~ f4 h J ~~ Y~J 7.b increase the size of ~~~ve floor units in a blilding by ~/"" ~ (48) square feet each in order to provide for handicap accessiYai.lity. ~` 7 / 2,00 ~u%~%y Add ~ ,~ Pndi tional phases of the pm jest and ]x~ildings subject to Alt~*nate n1 wiLL he authorized into the Scope of 43ork by means of Charge Order. Pricing for this contract wi11 remain fine through 3ept~*nber 30, 1998. oiork not autts~rized for wnstruction by Septemter 30, 1998 wi11 ~ subject to pr_ce re<riew. Unit Prires F~c3c Excavation (bulk) $18.00/cubic yard lick Excavation (trench) : $38.00/cubic y~.s~l :IG ~pCJ7AFNT sl01 •..V-13• .7x.,1.:: rx a.xk `IC.: "zF!.: 'il :Id :: .•.. A101-i°_87 ':mFNIMG.:nucensev amlacarnnq melalee V.S. cowngm lawn ana rs zuolec::o leeal e~•asecanan. ARTICLE 5 , Pf~OGRESS PAYAIIENTS ~~ 5.1 Based upon Applications for Payment sdbmitted to tine Archirea by the Contrac[orand Cerdfieues for Payment isnted by the Arrhitea, the Owner shall make progress paytrrrncs on a¢counc of the Cont[att Sum m the Contractor as provided below and et5ewhere in the Contact Documents. 5.2 The period coveted by each Application for Payment shall be one cllendar month ending on the last day of the month, or as follows: 5.3 Provided an Aopliction For Payment is recdved by the Architect no[ lazes than the last 15}y, day of a month, the Ownershall make payment ro the Contractor nor later than the y of [he:fO11OW]31q monda, if an AppOtation for Pavmrn[ is received by the Archiect after the apptica[ion dale fixed above, payment shalt be made by dte Owner no[ lazer dta[t fifteen days after the Architett receives the Applie¢ion for Payment. - _ 5.4 Each Application for Payment shalt be based upon the schedule of values submitted by the Contactor in accordance with [he Contmtt Documents. The schedule of \alues shall allocate the rntire Contmct Sum among the various portions of the Worx and be prepared in such form and supported by such data to substantiate its accuracy as the Architect may require This schedule, unless objected [o by the Architect, shaA be used ss a basis for rmiewing the Contractor's Applications for Payment. 5.5 Applications for Paymen[ shall indicate the percentage of completion of each portion of the Worl::s of the end of [he pedcd covered by the Applia[ion for Paymen[. S.fi Subject co the provisions of the Contract Documents, the amour[ of each progress payTrlen[ shall be comoured :s follows: 5.6.1. Takechacportionof[heConc[acc5umprooerlyallocablewcompleced~Larkasde[erminedbymuldp(yingd[epercenrage completion of each portion of the Work by cheshare of the rod Conuatt Sum alloat[ed to tiro[ portion of the Work in the schedule of values, less retainage of percem ~( 10 %). Pending final decetmination ofcosc m the Owner of changes in the work. amounrs not in tine discute may be included as provided in Subpa[agraph i.3. i of the Gene[al Conditions even [hough the Cont[acc Sum lays not yet bra adjwted by Change Order: 5.6.2 Add chat portion of the Contract. Sum properly allocable co materials and equipment delivered and suitably scored ar [he site for subsequent incorporation in [he completed construction (or, if approved in advartce by the Owner, stdtably stored off the site at a loestion agreed upon in wdting), Iess retainage of t2n peroent ( 10 %); 5.6.3 Subtract [hc aggtegare of previous paymenrs made by the Owner: and 5.6,4 Subtract amounts, iF any, far which the Architett has withheld or nullified a Certificate for Payment u provided in Para- graph 9.5 of [he Grnenl Condiciorss. 5.7 T. he progress payment amount dner:nined ir. accordance with Pnragn_ph 5.6 shat be fii2h_ mo•!`5ed Lnd^_r th= tollov~^.g C7tCLn15[az1Ce5: 5.7.i Add upon Substan[til Completion of the Work, a sum sl[ffident [o incrasc the Loral pavmrnss tome ~~~ perornc ( 100 %) of the Contra Sum. las such amounrs as the Architect shall determine for incomplete Work and unsettled claims: and 5.7.2 Add, if final completion of [he Work is thereafter materially delaced through no fault of the Cun[racror. any additions! amounts payable in accordance with Subparag[aph 9.10.3 of the Grneral Cunditions. 5.8 Reduction or limitanon of retainage, if any, shall be u follaars: /f~ 1l IY OI(rld~Ml. PrfPr !O Jll»tl«+Illld tOlllP/rflnlr OJ (»C rlllirr IPOrk /n nH/urC ur f/rail ldr ICI«lnugP rPS«I(«rq JIOm l»e PMeu/ugrt ultartvtl ul ~«On«ra- gr«/NCC i.li. /mid i. h.! «fmrr. « nd mis It na! arpfuunM rlsrrr»rre i« (»r !.'umn¢l Oncumrnls, ursert »rrr pnrrrmnus Jnr zm» rrdurnnn ur linum«nrl.I Retainage will be reduced to 5$ once 50$ c~l[pletion Ylas been achieved in each phase. AIA OOCUMEM Atnt • Inx'\F.N-Cn~TNdt.Tl)0..1GHEE.\rEYT • rrta.H-nt rumrn • u.t' Yw~- p101-1987 4 TIIE.UIERIG\y 1S1TITl'TE OF dNt:111TEt:T5. 1'ts SER'ti tlNlt .\\'F_\7'i ~w.'sai}II~IiTUS. Dt:. LtNxx~ WARNING: Unikensed phewetlpying wolatea US. etlPY^9nt taws aritl Ia subject tp legal pmaecunan. ' ARTICLE 6 - !. FINAL ~AYMEAIT Fins! payment, cotrsdcuting the entire unpaid balance of the Conztaa Sttm, stall be made by the Owns co the Conuaaor whrn (1) are Contract has been fully performed by the Contractor escepc for itie Contractor's respotrsibiliry ro correct nonconformfag Work as provided in Subparagraph 12.23 of the Generrl Conditions and m sadsfy other requirements. if any, which nececsuiiv survive final payment; and (2) a final Cettificace for Payment has been issued by the 3rchitecr such final paymene strap be made by the Owner not more than ~0 days atta the issuance of the :lrchicea's tmal Cenifictce for Payment, or as follows: ARTICLE 7 MISCELLANEOUS PROVISIONS 7.1 Where refarnGe b made in [his rlgreemrnt to a provision of the General Conditions or another Conttaa Document. the ref- errnce refers ro that provision as amrnded or supplemented by other provisions of the Contract Docv[ttrncs. 7.2 Pi}mrrnts due and unpaid under the Contract shall bcrr interest from the date pavmrnt is due a[ the rate sated bUocr, or in the absence thereof, ac the legal rote prevailing from time to time err the plain where the Project b lotted. /insert ruse of frtrercfr agreed upon. rf mn•.1 ' (Gsan•laas and requiremmrs ender lbe Federal Trtrsb m Lendtgg ACl. simdur traseurtd /ntuf cmrsumercrNff (u+rsmrd nrbrr regutatinra us lbe0umer land Consraclnr'f prtnC+pul placer of busmrst. fbe ba.unna n) !be PmJres rand dsauherc roar a/fec! lbe+n/k!!a• n% fbfs pmrrs+ru+. Lard udt•rce tbnnld be nbranred u'r:b : aspe::o dalel:o.:: nr mndife!anmts, and uLSa regarding re•/urremenrs sur:b us urersen dittlnturcs nr ua+t•rn.+ 7.3 O[ha provisions: ARTICLE e TERMINATION OR SUSPENSION 8.1 Tltc Cuntrtct:ma}_he-terminated bg the t)scner.or the t;untnetor :LS pmetdetl in article N of the tlencral t;,rndinnns. 8.2 The Wurit may bc,uspendcd by the Uwne: v pmcidcd to .~rndc li of the t)cncral t:unrlinun+. AIA DOCUMENT A1n7 • ORtiER•COSTRA6TON \t:gEEtIFFT • "`SF;LITII F.UITIt)S UA' .Ion' Tt1EdltEantS IS~TIT1'tE~IFdaCttITECT.i'ts~F.R'1'nNR.t~F.?IF:.t:'3'. :c'.t~iil`:oTI1S.UC.:ulxx. A101-1987 5 ;yAFNING: Unlicensed pnotacooyrng vrata[M U.S. covyngnt laws and is suhjeet rp legal prosecution. ~,; ' ARTICLE 9 _ • ENUMEAATIf1N OF F.ONTAACT DOCUMENTS , 9.i The Contract: Documents, ezcepc For bFodiBrarions issued aftc eaecudon of this • 9.i.i TheA '~~. arc entunerned as fo-ows: (g'eemenr is This eeecuted Standard Form of Agreement J3ecween Owner and Conrtaaor AIA DGCUmenc A101,1987 Edition. 9. i.2 The General Condidons arc the General Conditionss of the Contract for Consttucdon, A(A Dotaunrnt A201,1987 Edidott 9,i.3 The Supplemenrazy and other Conditions of the Contract are those rnnrained is the Project Manuy dazed . and are as Follows: Docnmeat Title Pages Not Applicable 9.1.4 The Spccifiadons are those contained in the.Projea Manual dared as in Suhparagrph 9.1.3, and are ss fotlows: (prtber (isr rbe Spea(imrlortt bete or refer to m diibir arracbeQ ro rbis .dgreemmt. J Section Title ~g~ Not Applicable AU 00[3rMQfT A707 • t)¢'~iR-CONT7IAC7f)R A(iXEE}IE,\T • TCELFTfI EDITIgY • .{I.~' • ''19+r- TnE.~CipilG~.\IwTn'TTEgFARt:fiffECrS,I'tS 3EVr YgItK.{vEV1:E Xw., w,utll\GTO?i, U.t:. dpxv, A701-1887 6 WARNING: Unlicensed photocopying violatq U5. copyright lawn antl IS subject to legal otosecvtlan. • 9.7.5 The Drawings are as follows, and are dared unless a differcrz'tiare is shown blow: , lEitvrr ltar for OrauYnxs Ge,e nr re/er rn mr erGtbtt uttuc9rd to rots a/rrrrnient.t ' . Number ~ Zile -Date 'drawings preL~'ed by Crest Homes Carp. 1 Site Plan 05/30/97 2 Floor & Electrical Plans 03/20/97 3 Front & Left Elevations 03/20/97 4 Rear & Right Elevations 03/20/97 5 Folmdation Plan 03/20/97 6 Building Sections and Details 03/20/97 4.1.6 The addenda. iF anc. are as follua~s: `lumber Dare Pages Not Applicable IA+rtunts ~ ~i addcnd:t rclaun, nt hiddin myuuc:ncnt..uc nut part ~,i the t lmtnrt Duruntcnt. unlG ;the bidding rcgwn:r.:cnn .trc :iv, utunu:atcd in thti ~mcic't AUl OOQIMI31T A101 • nR'~EWUtS'rN.at .UN abitf:F:>:F.~T • t"x"F:LI~i'll P:I,t r:u~ ud' ~•,.+' .'t!F..\7tF:ft11.7.iS1'riTI TF.,tF iflLillrliC."~;"r ~l'.•Y ~.'46 .:CtiS1'F. '. +a' X:~mv.;~~. :,,_:+... A701-1987 'NARNING: Unticensee pnotacocying violates U.S. copyngnt laws and Is suotec[ to legal ptasetllban. 9.].7 Odter documents, if any, foranng pact of the Conrncc Documeaa arc as fo8ows: {Lktbere any ad¢[Np>rd dogrmpeet v+bitbosefn+eMedMJan^PmfoltbeCnnadrtDacw+mtt Tbe(,m~nv[G arod~,asenrm~rortinrbattonmbra lmbveaeasm ardd ..,....i r _~~.,_..~__~~_~,~ _ _ .in rbir elgraemewK ~~ This Agtt:ernenc is en[ered into as of the day and year tiro wrinen above and is e:ceeuced in ac fps[ dtree original copies of whi~I one is ro be delivered ro [he Concsaccar, one co the Archi[ecc for vse in the adminis[[a[ion of the Conuac[, and the relnaicldc co d[e Owns. OWNER Tha[las W.. Gaughl=n, NTlL1CTOR rare/ [-2 ~~ Paul D. Iangg, ice President/CEO (Pmrred name rind title/ CAU710N: You should sign an (Prinrerl Home and role/ AIA document which has this caution printed in red. obscured as may occur when documents are reproduced. AIA-GOQ7MENi A701 • OV1vERi:ON7AACTOR .\GaEE\IEYT • Ta'F.LFTII EDITIOY •AIA" :'.Ir1x' THE A.NERIGS.Y INITIT[.TE qF ARCfnTEC7'3. 1'3S NE~YORI[AVEl'I:E.~ W, Vr,UH1~l:Tn,l. U.t:. _IMSIa A101-7987 8 WARNING: Unlicensed pnatocopymg vioWtes US. capyngnl laws antl is subject to legal prosecution. H~ ,'-`~' + A M E R I C 'A, N O F A R C H I T 'E C '(' S F 3 ~B~T ~ AIA D(xument AZ01 General Condi#ions of the Contract for Construction THlS DOCU.NENT HAS IMPORTANT LEGAL CONSEQUENCES; CONSULTATIO.v WITH AN ATTORNEY IS &YCOL7RAGED IYTTH RESPECT TO ITT MODIPIGI TIO.Y 1987 EDITION TABLE OF ARTICLES 1. GENERAL PROVISIONS 8. TIME 2. OWNER 9. PAYMENTS AND COMPLETION 3. CONTRACTOR 10. PROTECTION OF PERSONS A:~ID PROPERTY 4. ADMINISTRATION OF THE CONTRACT 11. INSURANCE AND $ONDS S. SUBCONTRACTORS 6. CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS 7. CHANGES 7N THE WORK 12. UNCOVERING AND CORRECTION OF WORK 13. MISCELLANEOUS PROVISIONS 14. TERMINATION OR SUSPENSION OF THE CONTRACT This document has been approved and endorsed by (he Associared General Con(ractots of America. Copyright 1911, 1915. 191A, 19?5, 193?, ]951, 195A. 1961, 1963. 19GG, 1967, 197ri, 19; G, ©I9H'bc The drtleacnn lnsunne of Archirecrs. 1'35 ~cw York Avenue. V.W., W:ahingion, D.C.. ?OnOG. Reprnduc[ion ofthe ma[crial hlYCln uraubslantul quotarnin ui i[s pnxzsiors wi[hou[ acnnen pe(mission of the AIA violates the cop right laws of thr Cnittd States and will be 5ubjec[ to Icl;Ji pni,ti•(.unons. AIA DOWMEN7 A101 • liE\'ERjL f.ONL1ITIU?lti OF T11E (:O\TNACT F'UN CO\STHC6TID8 • FoCNTEE\'fll EUITIUS AIA• €~IJH7TIIEA?(ERI(:.~1SIS}Tli('TEOFAR(:IIITE(:I:ti.l'+5v1'\'('YOHKAa'EtiIfE,S~%'..~'Atilll;lGTOS.DC.'IxxM• A201-1987 ~ INDEX Acceptance of Noneonfonning Work ....... - . 9-6.6, 9.93.72.3 Accepxance of Work ........ , .. 9.6.6, 9.82, 9.9.3, 9.10. i, 9.103 A[xass to Work ......... - . _ ..... - .... ~..~..: ~ 3.78, 61.1, 11. t Aetidrn[Prevrn[tan .........................•_..: ,=d2.3, 10 Acts and Omissions .31.1, 3 22.3.32, 3.12.8, 3.18, 423.431, 43.9, 8.3.1, 10.1.4, 102.5. 13.41, 13.7, 14.1 Addrnda ......... _....-............._:..- v :,' I1.1.3.I I Addidonal Cost. Claims for.......... 43b, 4.3.7, 4.3.9, 6.1.1, 103 Additional Ittspes[ons and Trs[ia8 • - - ..:'. 436, 9.8.2, IZ3.1, 13.5 Additional T[mc. Claims Cor ......:..:. . . .43.6, 4-3.8, 4.3-9.8.3? ADMINISTRA710N OFTNE CONTRACT ....... 333, 4, ).4, 9.5 Advcrtiscmen[ Ur Invitadon [O Bid ....:...... .... _„ _.:: c 1.1.1 Aesthe[ic E[feet ...........................:.:..:` 42.13,4.5.1 A8-risk lnsuance ......................•.v:.,..~.:.:. 113.L1 Applications for Payment .. 1.1.5, 7.3-7, 92.8.3, 9.4, 9.5.1, 9.6.3, 9.8.3. 9.10.1, 9.10.3, 9.10.4, t i. i.3. 7411 Approvals .... 24, 3.3-3.3.5, 3.102, 3-124 through 3.12.8, 3-18.3, 4.3.7, 9.31, 11.3.1.4, 13.12, [3.5 Arhitratlon ...................... 4.1.1, 4.32.43.4. -i.a.4. 4.5, 8.3.1. 10.1.3, 11.3-9. 11.3.10 Architect ............_.........:._._:.__.-.,_., a_. r4.7 ArChi[ecx. Detinition of ........................... z..:. x:1.1 Architect Ex[cn[ ofAUxhodry ........ 24, 3.12.6, 4.2, 43-?,.43.6, +.+. 5.1. 6.3. ?.t2, 7.2. t, 73.6. 7.4. 91, 93.1, 9.4, 9.5, 9.6.3, 9.8.3, 9.83.9.10.1, 9.10.3, 12.14 L'_'.1- 13.5.1, 13.5.3. 141'. 14.2.1 drehixec[, Lmita[lons ofauthonry and Respons[biiim . 3.33.3.!2.8, 3.12.1 1, 1.1 .. 131. •13.2. 113, 12.6. 12.:. 4.2.10--1.2.12, 4.2.13, 1.3-'. 5.1.1, Z{, 9.4.2, 9.6.+. 9.6.6 Archkect's Additional5mtcesend Expenses .......... 11, 9.82, 11.3.1.1. 12.1.1, 122.4, 13-52, 135.3. 142.1 Acehitect's Adminlsiration of the Contract ......... - 4.2, -1.3.6, 4.3.7. 4.4, 9-{. 9.5 Archi[ec['s Approvals 1.4, 3.5.1, 3.103, 3.12.6.3-12.8, }.18.3.41.. Archi[ec['s Au[hodtt• to Rejcex Wark .... 3.5.1, 136. 1213,121.1 Architect's Cupydght ...................... _ - .. s_ .:... - t3 Architect s Dectsiuro.......... 116,11.'.431 ],12.121 3 13. 4.3.2. 1.3.6. 1.1.1. 1.1.1. 4.5. 6.3, 73-6. 73.8. 8.1.3. 83.1. 9.?. 9•i, 9.5.1, 9.8.2. 9.9.1, 10.1.2, 13.3.1. 14.2.3., 1431 Archkect's lnspectiuns ........... 123,1 3 9.13.6, 9.41.9.82_ 9.91. 9.10. t, t3.i Architcc['s lnsttucdons , . 41.6, -i.2.,, 1.3A, 1.3.7, ;.1.1, 11.1.13.5? Architect s Interpre[ations ............... . .\ 1.2.11.4 '. 12.4,3,7 Archi[es's On-Site Obs<rvatlons ......... 131,11.5, 43.fi, 9.41. - 93.1, y.l U.1. 13.1 Amhi[ec['s Pmjrc[ Represenxatire .....:........-...... 13.10 Arehites's Relationship with Contactor ....... 1.1.2.31.1.3.31. }.3,3,3.5. t, 3.7.3. i. t 1. 3. L2.8. 3-12. t 1, 3,16, 3.18, 113. +2.+, +.1.6. 41.12, 5.1. 631. 7.3.4, 9.81. t 13-7, 11.1. 135 Archireci s Relationship with Subcon[ac[ors .. , . Li,3. -133.1.1.x. 1.1.6.9.63. 9.G.+. 11.3.- Archites's Represrnuuiunx ...............:. 9.3? 9.5.1.9.1(1.! Architcs's Si[r i'iicy ........ 1! ''. +.35. -t.1.9, •+3.G. 9.a1. 9.5.1. 9.H.2, J 9.2, 9.1(1.1, 13.5 Ashrs[os' ........................................... u1.1 Auornc•~•ti Fc-rs ... ............ ......... 3.IH.1. ).l[!._. l(1.L+ Award))[Separam Con[ects ........................... n.l.l Award of Subeantracis and Other Contracts for Portions of the Work .................... . .......... 5.2 8aaic Definitions ..............................:. ... 1.1 Bidding Rcgwamcnrs .... , ...... L L 1.1.1.". i,_'.I. I l .+. I Botfer and Machinery Insurance .. ........ ........ 17.3.2 IIImds. Licit ~.,..... .-:- :: ......:... .... ....... ... v.lU? Bond+. Pcrtin~in:mcc and Paentcnt. .. -.j.n: [.'1.l U, i, 11a1J.1Le Building Permit ................. .:................-. 3-7.t Capita8ntlon...... ................................. 1.4 CeniRCam of Substanual CompieUOn ...............:.... 9.82 Certificates for Payment....... 41.5,11-R 9.3.3, 9.d, 9.5, 9.6.1, 9.6.6, 9.1.1, 9.8.3, 9.10.1, 9.10.3, 13.7, 14.1.1.3. 14.3.4 Ge¢ifidres of Inspection, Testingor Appcotnl ..... 3.13.11, 13.5.4 Ccnifiptrs of Insurance ............ ~ .... 93? 9.10.2, 11.1.3 Change ONers...... t.t.1, 2.4.1.3.8.=.J. 3.11,41.8.1.3.3, 123. 7.1, 7.2, 7.32. 8.3_1, 93.1.1, 9.10.3. 11.3.12, 113.4, 11.3.9, 12.12 Change Orders, Defmition of .......... _ ............... 72, I Changes ........................:..........:........ 7.1 CHANGES iN THE W OAK .... 3.11, 41.8.7, 8.3.1, 9.3.1.1, t 0.1.3 Clatm, PeUnition of ......... . ...... r...............- . 4.3,7 Claims and Disputes ........... ... T 4.3, 4.4, 4S. 61.5.8.3.2, 93.1.2. 9.3.3. 9.10.3. 10.1.4 Clafms antl Timely Assertlon of Claims ................ 4.5.6 Claims for Additional Cost ........ 4.3,6, 4.3,7, 4.3.9.6.1. [, 10.3 Claims for Additional Time .......... _~ 4.3.6, 4.3.8, 4.3.9, 8.3.2 Clatms for Concealed or Unknown Conditions........... 4.3.6 Claims for Damages...3.i8, 1.3.9.6.i.i, 61.5, 8.3 ~, 9.5.11, 10.1.4 Claims Sublcct [o Arbiter[ion ....... ... .:...... 1.},?-+.4.{,-1.5.1 Cleaning UP ............... ....... ~..... ...... 3.15, 63 Commencement of Statutory Limitatlan Pedod ...... .. .. 73.7 Commrncemem of the Wark. Conditions Rda[ing [o ....... ?,12, '?.3.1, 3 ?-1, 311. 3-zt, 3.10.1, 3.13.6, 1.3.7, i.'-.i. 6.21, 8.1.1, 811. 9?. 11.1.3. 11.3.6, I L1.1 Commenttmrnx of dte Work. Defmition of ............... 8.1 Communicadons Facilt[aung Connect Administacion ..... _. _.___..-..-_~-.... 3-9.1.11.{,51.1 Complcdon. Conditions Rda[ing to ....... 3,1 I, 3.15, 4.21, 42.9, 4.32. 9.42. 9.8. 9.9. t. 9.10, 11.35, l? 1._', t3.?.1 COMPLETION, PAYMENTS AND ......... ................. 9 Complcuon. Subs[an[ial ......... 11.9.1.3-12.8.1.1.8.1.3.8.2.3, 9.8.9.21. 1.32. [3-i Compiiancc with Laws ...... 1.3.3.6. 3.'.,}.33. 4.1.1, i 0.33. 11.1, I t.3. l3-t, t3.i. t, 13.11. t3-6, L1. t.1, 111.13 Concealed or l:nknown Cunditlons ...... _ .. .......:.... 4.3-6 Conditions of thr Contract ..............-.... 1. i.i. l.l.'. 6.1.1 Consent. Wrinen .. ........, ....... 1.3.1.3.13.8.3.113.+.1.3. +3.4, +S S. 9.3.2.9.81. 9.9.1, R 101 9.103, Ul. t 1, l0. L3, 1L3-I, 11.3.1.+. 11.3.1 t. 13.1. [3.11 CONSTRUCTION BY OWNER OR BY SEPAAATE CONTRACTORS ..... ............. .era , ......... L 3.1.6 Cunscruaion Change Direc[ive. Defmition oC .............. 7.3.1 ConstmcUon Change DlrecUVes .... 1.1.1. +2.8.:.1.7.3, 9.3.1.1 Cuns[rucdon Schedules. Contacror's ...... __ ....... 3.10. G. L3 Contingent Assignment of 5ubcantraeia ................ 5.4 Continuing Contract Pertormancr ... ........ ... .. .... 4.3.4 Connect. Dr[inixion of ....... ..........._ ~ ........... 1.12 . CONTRACT, TEAMINATION OR SUSPENS{ON OF THE ...............:.. 4.3.', 5.4. f . 1. i 4 Cxm[rac[Admtntltra[ibn ... _............r... 3.i,i,+.`J.+.95 Contras Award and Execution. Conditions Rctaung to . , .... 3.".l. __ 3.1[1. 5.1.V!.1L13. 11.3.4. IL+.L Contract Documents,The ....................... t.t, t. ~.' Cun[ras Ducumrn[s. Cop[es FUmished and Cse uf. .. t.}. '.'_.i, i3 Contact Dncumcn[s. Drtini[iun of ..................... I. L I (;Un[eQ Pl'rli )rmanCe DufI11K-91ni[e[ion. , ........ +.~.+, !.^.; Contract Sum .... ............ 3.rt. +.31,. +. i.', t.+.+. i '.}. Contract Sum, Dcumuou of 9.7 CUn[eCT ~fi[11C ~! + n, v, ! N. L-f. 1. - 1.1 ~. Ganratt I'intr. Definition ~,t ... .:_. 8.7.1 i - LL f ' AIA DOCUMENT A2a1 • ):r;\F.R.q. f.11\U11'i[ )S~ ~ If TfIE • u~TH.1t :' INR, U<+Tti(1 a~ t~ • H 11'lifCC'•T 11 Pllli'i[ ~~ Z A2O1-1BS7 ~ "'- Vd' -[~1N'TFIF..UIF:RIC..(~1.`:~T'f1'I'f(iuF Vu 111116 ;', :'~<`:f.~>;'}nlt6 (th~a F ]:t 'x (.II[Sl;;n~ ::, ~•„~w, CONTRACTOR ....................................... 3 COntnctor, Definition of ......................... 3.1, 6.1.2 COntnc[or's Bid .................................... l.l.l Contractor's Construction Schedules ............. 3,10, G. t.3 Contractor's Employees ....... 3.3.2, 3.4.2, 3.8.1, 3.9.3.18, 41.3, 4?.6, 8.1?, ]0.2, 10.3, ! LLI, 141.1.1 Contractor's Liability Insurance ....................... 11.1 Contracmr's Reladonship wi[h Separa[e Con[nc[ors and Owner's Forces ...... 2.2.6, 3.12.5, 3.1x.2, 4.1.x, G, 12.2.5 Cpntmccor's Reladonship wdth Submncnctors ....... t1.4, 3.31. 3.18.1. 3.18.2, 51, 5.3, 5.+. 9.6.2, i i.3.7, l 1.3.8, 14.3.11 Con[ractor's Relationship with [he ArchRect .... L 11.31.1, 31.?. 3.3.3, 35.1, 3.7.3, 3.11, 3.12.8 3.16, 3.18, 41.3. 41.i, 41.6. 4.2.12. 5.2, 6.31, 7.3.4, 9.81, 11.3..', R.I. 135 Contnc[or's Representations.. 1.21.3.5.1, 3.12.7, 6.?.2.8.'_.1.9.3.3 COntnctor's Responsibility for Those Performing [he Work ................. 3.3'-.3=18.4.2.3. 10 COntnaor's Review of Comnc[ Documents ...... 11.?.31.3 '3 COntrac[or's Right [o Slop the Work ...................... 9.' COn[ractor's Righ[ to Terminate the Contract .............. H.I Contractor's Submit[ais ....... 3.10.3.1 I, 3.12,-i1.?,j_'.1.51.3. 7.3.6. 9 ?. 9.3.1. 9.8.2, 9.9.1. 210.?. 9.10.3, 10.1.3, 11.4,?, I L-t.3 COn[ractor's Superintenden[ ...................... 3.9, 10.3.6 Contracror's Supen•ision and Construction Procedures...... 11.x. 3.3. 3.+.41.3, 81_'.3.3.3. u) Contrac[uai Liability Insurance ................ I I.l.l.', 11.3.1 Coordination and Correla[ion ............... 111. i.?.x.33.1. 3.10, 3.12..', 6.1.3, G?, t Copies Furnished of Drawings and Specifications ... t.3,11.5.3.11 Correc[ion of \C'ork ..................... 2.3. ''-.x. x.2.1.9.8.3. 9.9.1. 12.11. 11.1, 13.7.1.3 Cost. Detinition of ............................ 7.3.6, 14.35 Costs ... 2.4.31.1.3~7~4.3.8.2.3.15.?, 4.3.6, 4.3.7, -[.3.8.1.51.3. 6.1.1.6.2.3.6.3, ?.3.3.3, 7.3.6.'.3.', 9.'.9.8.3, 9.10.'. 11.3.1.'. t L3.1.3, t 1.3.x. 11.3.9, 12.1. 12.2.1, 121.x. 131.5. 13.5. t 4 Cutting and Patching . .......................... 3,14,6.2.6 Damage[o Constnrction ofOwner or Sepan[e Comractors 3.14.2. 6.2.x. 9.5.15, 10.2.1?. 101.5, 10.3. 11.1. 11.3. 121.5 Damage w [he Work ..... 3.1x1.9.9.1, 10.2.1.?, 10.1.5. 10.3, I L3 Damages. Claims for .. 3~ I8, i.3~9. 6.1.1, 6.1.5.8.3_''.95.1.1, 10.1.+ Damages for Delav ................. . .. 6.1.1, 83.3.9.5.1.6.9.7 Date of Commencemen[ ofthe 1>:'Urk. Detinition of ......... 8. l1 Date of Subs[an[ial Completion, Detinition of .............. 8. L3 Dav. Detinition tlf ..........:........................ 8.1.x Decisions ofthe Arthitec[ ...... x1.6, x.2.-, x.3.11, x.1.1?, 4?.13, x.3 ', x3.6. 4.4.1. 4.x.x, 4.5, G.3. 7.3.6.'.3.8. x.1.3.8.3.1.91. 9.4, 9.5.1. 9.8.2. 9.9.1, 10.1.?. 13.5.3. li_'_'. H_'.+ Decisions to Withhold Certitica0on .........: 9.5, 9.-. H.1.1.3 Defeaire or vnnconforming Work..+ecepnnce. RCICC[itln antlC:UrrCCIIUn Of ............ 2.3.1•x. 3.i.I. x.2.1, x1.6, x.3.5, 9.51. 9.x.1, 9.9.1. In.2.5. I_'. 13:.1.3 Defective IX'Urk. Detinition of ......................... 3.i. I Defini[ions ...... 1. i, 3.1.1.3.1.3.j. l , 3.11.1.3.1 _'._'. 3.11. i, x. l .l . x.3.1, i.l. G.l.?. '.1.1, 7.3.1, '.3.G, 8.1. 9.I. 9.8.1 Delays and Extensions of Tlme .......... x.,3.1, x.3.x.1. x.3.8.1. G.1. L (i,3_i. ~1.1. -.3.I. -3.x. -.:.;, '.3.8. -.3 `J, 8.1.1.8.3, 10.:.1. Ix.l.l.x Disputes ........... i.l.-t,~1.3. i.i. x.i, h.'.i, h. i.'.~ti. V. i, l._' Dncumcn[s ;md Samples a[ the Si[e ...................... 3.1 I Drawings. Uc[inition of .............................. L Li Drawings and Speciftcations. L'sc and Uwncrship ul ..... I . L L L3. ___ _... __ -.....___ _ ;.I I. 5.4 Dun' rat Review Cuntruct UUC4rnCnU and PieIJ Gnuliut nn ~ ~ + ' Effcr[ier Dare ul Insurance ....... .............. ~ :.'. 11.11 Emergencies ................................. +.3.,-,10.3 Employees, Con[ractor's .......... 3.31.3.x.3.3.8.1.3.9.3.18.1, 3.18.2, 4.2.3. 41.6, 8.11. 10.?. 10.3. 11.1.1, t+.1.1.1 Equipment. Labor, Materials and .......... L1.3, 1.1.6.3.+. 3.5.1, 3.81, 3.12.3, 3.12.-, 3.12.11. 3.13. 3.11.1, x.3.7, 6.2J, 7.3.6, 93.2, 9.3.3, L1.3. !_'1.4. 14 Execution and Progress of the Work ....... 1.1.3, L2.3, 3.?, 3.x.1, 3.5.1, 411, i.2.3. -i.3.-l. i.3.8. G.:._. ~.t.3, 7.3.9, 8.2, 83. 9.5, 9.21, 10.3. I+.?, 14.3 Execution, Correlatfdn and Intent of the Contract Documents .......................... 1.2, 3.7.1 Es[ensions of Time ............. x.3.1, x.3.8.'1.1.3.8.3. 10.3.1 Failure of Payment by Contractor .............. 9.5.1.3. Ix.?. L? Failure of Payment by Owner ......... . ...... .i.3.'. 9.-.1x.1.3 Faulty VPOrk ISee Defec[ive or Nonconforming work) Final Completion and Final Payment ........ +.2.1,x1 ~), x.3.2, 43.5, 9.10, 11.11. 11.1.3, ! 1.3.5, 1'_.3.1, 13.7 Financial .4rnngements,Owner's ....................... ?.3.1 Fire and Extended Coverage insurance ................... 1 1.3 GENERAL PROVISIONS ................................ 1 Governing Law .................................... 13.1 Guarantees I5ze \\`arranty and \C'arrmties) I"la2aIdOUS \la[Cria15 ............................ 10.1. lo1.x Identification of fontrac[ Documents .................. . L?.! Identification of Subcontractors and Suppliers ............. j1.1 IndemnHlCation ....... 3.I S, 3.18, 9.10.3. 10.1.+, I I.i.l1, 11.3.' Information and Services Required of the Owner..... 2.1.2.2.2, x3.+. 6.1.3. 6.1.+. G.3.G. 9.3 ?. 9.6.1.9.6.+. 9.8.3. 9.9 ?. 9.[0.3, 10.1.+. 111. 11.3. 13.i.t. 13.5.'_ Injury or Damage to Person ar Property ................ 4.3.9 Inspections ......................... 3.3.3.33.4. 3.-. t. +?.?. 41b. 4.2.9, x.3.6. 9.+_'. 9.81. 99_'. 9. nl. t. li.i Inst[uc[iuns to Bidders .............................. . l.l.l instructions to the Cuntraeror.... 3.8.1, x1.8.5_'.1. '. 13.1. 13.5_' Insurance....... 4.3.9.6.1.1, '.3~G.+.9.31.9.8.1.9.9.1.9.101, 11 Insurance, Boiler and Machinery .................... 11.3.2 Insurance, Contractor's Liability ...................... 11.1 insurancc. Effec[ice Dale of ..................... 8 ' ', 1 1. L? Insurance, Loss of Use ............................. 11.3.3 Insurance, Owner's Liability .......................... 11.2 Insurance, Property ........................... 10.=. i. 11.3 Insurance. Stored ~latecials .................... 9.31. 11.3. Lx INSURANCE AND BONDS ..................... ........ 11 Insurance Companies. Consen[ to Panial Uccupancv .. 9J` . i. I L.i. l l Insurance Companies. Settlement with ............. .... 11.3. L0 Intent of the Contract Documents ............... 1.1.3. ±.12.x. 13.6. x.1.-, x.1.1 1. 1.2.1 i. -.x Interest ..................................... .... .13.6 Interpretation ........ I _'.5. Lx. 1.5, x. I. t , x.3. I. 5. 1. o. I. '. 8. Lx Intl'rpfCtallUllS, \'Crllll'^ ................. . x1.11 . x1.1. i.3,- Inindurand CUnsulidatiun UI Claims Reyuucd ...... .... x5.6 Judgment onFinalAward ................ x.i.l. x3.x.1.4.5.7 Labor and Materials, Cyuipmcnt .... Lt.i. LLU. 3.4, ;.;. i. i.8._', iJ?_'. i.l1. i, 3.1 _'.-. 3.11.11. i.l ~. 3 15.1. i.?.-. 6.1.1. -. i lt. `J.±.'. •t. i . i. I '. '.x. I x Lanur D.>pntcs ... ...................... ... .y.3.1 L:ncs and Rcl:ulauum ....... 1.3, 3.b. ?.-. t I ~. x.l I . ~.~ °. ;.;.-. ~r~ll. In 2.1. ILL IL{. li.l, L3: 1. 13n.1 . l<~'. 13.0 1.ic•rl.. ...... 2.1 '. a.3._, t ; S I.• , _ ,t ; .i.lu 2 Limitation on Consolidation or Joinder 4.5.5 Lintnauun.. ~lanno ul .... ..... .. i ~ t _ . ;_._ n, I i - Lumr:nunnnl.\ullvrtuv ... ........ ... ~+I . ~.i ;. 1.1.1. AIA DOCUMENT A201 •~GF.NF.IUI. CUSDII'g 1S] OF l'IIE 1 ~ ~>;7:.1[: I' Ft :H ~ ~ :~~ rHru :~ t~ • ! 1 n ItTi(t5'rIl CUrrIUS AI:\":.Prn'TIIF.AS[F:RIC:\NISI'11't'TF;r1F.\R(:IIITIiCT~:-~; ~Iiu"i UltR.pr11 F. ••'x 'x N(YI],,71 LC. ut. _nur, A201-1987 3 Limitadons of Liabiliry ..... 2.3, 3.2.1, 3.5.1, 3.7.3, 3.12.8, 3.12.11, 3.17, 3.18, 4.2.6, 42.7, 4.2.12, 6.21, 9.4.2, 9.6.4, 9.10.4, 10.1.4, L0.2.5, 11.1.2, 111.1, 11.3.7, 13.42, 13.5.-' Limitations of Time, General ........... 2.2.1, 2:2.4, 3.2.1, 3 '.3, 3.8.2, 3.10, 3.12.5, 3.15.1, 41.1, 4.2.7, 4.2.11, 4.3.2, 4.33, 4.3.4,4.36, 4.3.9, 4.1.41, 51.1, 5.2.3, 6.2.4, 7.3.4, 7,4, 8.2, 9.5, 9.6.2, 9~8, 4.9, 9.10, 11.1.3. 11.3.1, 11.3.2, i t.3.i. 1 t.3.G, 12.2.1, 12.21, 13.5, ti Limi[ations of Time, Specific ......... 2.1.2, 2.2.1, 2.4, 3.10, 3.11, 3.15.1, 4.2.1, 41.1), 4.3. 4.4, 4.5, 5.3, 5.4, 7.3.5, 7.3.9, 81, 9.2, 9.3.1, 93.3. 9.4.1, 9.6.1, 9.7, 9.8.2, 9.10.2, 11.1.3, 11.3.6, 11.3.10, u.3. l 1, 12.2.2, 121.4, 12.2.6, 13.7, 14 Loss of Use Insurance ............................. 11,3.3 Ma[eriai Suppliers .............. 1.3.1, 3.12.1, 4.2.4, 4.2.6, 3.2.1, 9.3.1.9.3.11, 9,3.3, 9.41, 9.6.5, 9.10.•1 Ma[erials, Harardous ............................ 10.1. 10.2.4 Maeerials, Labor, Equipmen[ and ..... 1.1.3, 1.1.6, 3.4, 3.5.1, 3.8.?, 3.131,3.12.3,3.12.:,3.12.11, 3.13. 3.15.1, 4.2.7,6.2.!, 7.3.6, 9.31. 9.3.3, 12.1.4, 14 Means, Methods, Techniques, Sequences and Promdures of Conswcdon .......... 3.3. t, 4.2.3, 41.?.9.42 Minor Changes in the Work.......... !.1.1,41.8, 4.3.', 7.i, 7.4 MISCELLANEOUS PROVISIONS ........................ 13 Modifications, Definition of ........................... t.l.l bodifications to the Con[nct ........... t.L1, 1.11, 3.7.3, 3.11, 41.1, 4.2.1, 51.3, 7, 8.3. t, 9.7 Mutualflesponsibiiity ................................ 6.2 Nonconforming Work, Acceptancs of .................. 12.3 Nonconforming Work, Rejec[ion and Correction of ........ 2.3.1, .. -f.3.5. 9.51, 9.8.2, 12. 13.7.1.3 Notice ............. 2.3.2.x.3.'1.1, 3.?.1.3.7.3, 3.7.4.3.9, 3.12.8. 3.L291. 3.1?, 43.4.4.+. 4.5. 5z.t, 53, 5.4.1_!, 8.2.?, 9.d.1, 9.1.1, 9.6.1, y.?, 9.10, 10.1.!, 10.2.6, 1 1.1.3. 11.3, 12.2.'_. 13'.4, 13.3. 13.5.1, 1351. 14 Notice, Written :.............. 2.3, 3.4.3.9, 3.12.8.3.12.9, 4.3, +.•+.+. x5. 5.1.1. 53, 5.+.1.1, R.2.2, 9.4.1. 9,S.I, 9.-. 9.10. 10.1.1, 10.3.6. 11.13, I ! i, 12.1.2, 11.1.4, 13.3, 13.5.2. N Notice ofTesting and inspections ................ 13.1.1, 13.5-' Notice [o Proceed ................................... R.2.2 Notices, Permits, Fees and ...... 1.!.1, 3.7, 3.13. %.3.G.+, IU.1.2 Obse[va[ions, Archi[ect s On-Site ................. +.1.1, x.2.5, 4.3.6. 9.4.2. 9.1.1. 9.10.1. 13.5 Obsen-ttior[s,CUntmcR)r's......:...:.~.-...-.~, ~.:.` I-.2.2.3.-'•'- Occupancy ................:........ 9.6.6.9.8.1.9.9. 1 l.t. l I On•Si[e Inspections by the architec[ .......... 4.2.2. -1.2.9.+3.G. 9.4.2. 9.8.1, 991. 9.10.1 On-Si[e Obsen'a[ions br the Archi[ec[ ......... 41.!. +.1.5.4.3.6. 9.4.!, 9.5.1. 9.10.1, 13.5 Orders, Written ............ 2.3.j9. 4.3', 7,8_'1, it 19.12.1. 111, 1351. 1+.3.1 OWNER............ ~ ................................ 2 Owner, Def(nition uf ................................. 2.7 Owner, information and Services Required of the........ !.1._'. 2.2, i.j.+, (; 9, In.L+. I I1, I I.S, 11 S.I. Ii.LIS, I+.I.j Owner's Autharin• ......... 1.8. L+. Lj, a.29. ~.!.I. 5.1.+. i.+. I. '.j.l. H.1.!, 9.1,1, 9,i.!. II.+.I. I_t.!.+, 11.5.?. 1+.!. I+.j.l Owner's Financial Gpubilin• ................... 2_'.1, l+.I. t S Owner's Lia4iliry Insurance .......................... 11.2 Oa•ncr s Luis of 1 se Inwr:mcc ........................ I I.S, i Uwner+KeLt[ianship tehh Subttm¢acntrs ............... LI '. -._.__. Ua•ncr s Iti}Jtr[m (:;trn' UurtheIX'urk . -.. -..... 3; t,-11~!:T.l ~e_'_'.! Owner's Right to Clean Up ............................ 6.3 Owner's Right to Pertorm Construction and to Award Separate Cantracls ......................... 6.1 Owner's Right to Stop the Work ................... 2.3, 4.3 Owner's Righ[ [o Suspend the Work .................... . 14,3 Owner's Right to Ternlina[e the Contmc[ ................. 14.2 Ownership and Uae of Architect's Drawings, Specifications and OtherOOCUments ................ 1.1.1,1.3, 21.5, 5.3 Partial Occupancy or Use ................ . 9.6.6, 9.9, t 1.3.11 Patching, Cutting and ......................... . 3.14, 6.1.6 Patents, Royalties and .............................. 3.17 Payment, AppliceUons for ................ 4.2.5, 9.2.9.3, 9.4, 9.5.1, 9.8.3. 9.10.1. 9.10.3. 9.10.4. 14.2.4 Payment, Certificates for ........... 4.1.1, 4.2.9, 9.33, 9.4, 9.5, 9.6.1. 9.6.6, 9.7.1, 9.8.3. 9.10.1, 9.10.3. 13.1, !4.1.1.3. 14.2.4 Payment, Failure of............ 4.3.7, 9.1.1.3, 5.7, 9.)01, 14.1.1.3, 142.1.2 Payment, Final ............ 4.1.1, 4.1.9, 4.3.2, 4.35, 9.10, 1 L1.2, IL1.3, 1135, 12.3.1 Payment Bond, Pertormance Bond and .............. 7.3.6.4, 9.10.3, t L3.9, 11,4 Payments, Progress .......................... 4.3.1, 9.3, 9.G, ).8, i, 9.10.3. I j.C. 1-1.3.3 PAYMENTS AND COMPLETION ...................... 9, 14 Paymen[sroSubcontmcrors .................... 1.4.2. 95.13. 9.6.2. 9.6.3. 9.6.4, II.j.B, I-i.?.1.2 PCB .................................. ............ 10.1 Performance Bond and Paymrnt Bond ................. 7.3.6.4. 9.10.3. u.3.9. I1.4- Permits, Fees and Notices ....... 21.3.3.7, S. i j, 7.3.6.4. 101.' PERSONS AND PROPERTY, PROTECTION OF ....... , .... 10 Polychlodna[ed Blphen}'I ............................. 10.1 Product Data. DeOni[ion oF ........................... 3.12.2 Product Dafa and Samples, Shap Drawings .... 3.11, 3.12, 4.1.7 Progress and Completton ................... 4.3.2. 43.4, 8.2 Progress Payments ............................ 4.j.4, 9.j. 9.6, 9.8.t. 9.10.3, 13.6. (4.!.3 Project, Definition of the ............................. 1.1.4 ProjeM Manual, Definition of the ...................... 1.1.7 Project MantruLs ...... . ............................. '_.!.5 Project Representatives ............................. 4.1.70 Property Insurance ........................... 10.2.5. 11.3 PROTECTION OF PERSONS AND PROPERTY .. . .......... 10 Regulations :md Laws ............ 1. i, i.G. i.', 3, l 3, 4. L l , +.55, 45.7. 1(l.?.?, II:I. IL3, 11.1, li.+. 13.5.1, 13.51, 13.6. 14 Rejec[ion of \t'urk .............~............ j.5.1, 4.!.6. 12.3 Relrases of t%'aivess and Liens ......................... 9.10.? Represcn[ations ......................... 111. 3.5.1, 3.I?.'. G'_'. 8.!.1. 9.j.+, 9.+_'. 9.i.i, 9.8.1. 9.ut1 Rcprescntaticcs ............................ 1.1.1, 3.1.1.39. 4, L I, +_'.l. + '.10, 5. L 1, 5.11. 1 i?.1 Resolution of Claims and Disputes .................. 4.4, +.5 Rcsponsihilin'far Those Perti)rming the WUrk ... ......... j.;.!, i.!.i, 6, Li, G '. In Re(ainage ............... 9. i. L 9.(i,!. 9.y. i. 9.9, I , 9.10.!. 9. I I I. ( Review of Contract Documents and Field Conditions by Contractor ............ 1?.!.3.2, j.-.1, 1 I! Review of Cun[rlcmr's SubmiltaLs he Otencr anJ Archi[cct ............. !;o.I. j.ln !. ;.I I. ;.I d. Rccxw ul Shup Drascin)*x. Pnxluct Uata and Samplc~hr Cunuucntr ..... .... ........... j I!.; Rights and Remedies ............. I. L!, !. j, !.~{, j5.1. { I ~ !. +.' 0. L:.lt, i. i. '... n.l. U.1. i.l. •i ~ 1. 7. i, 1. ').-. IO... ~. 1 n.:. I_._.!, I!.!. t. 13.4, L{ Royalties and Patents .... ........ 3.17 AIA DDCUM[M A201 • t.L\F:R.\I. CUSUI11t )SS t)F 1'llF: 1 ~~ tS1'1(.iC 1' FUR Ca\S1'Rl T.1'R )S • Ft 11'RTIiF:YTtI k'UI1'ItIS :-_.__. _ ~. ~.:-ci Rli`F'YURR.\\'F\l'F.. S'1:' `3'\?IIISGTt)S. Ut'. 4 A201-1987 aa• l'JS-TLLF:a~Llsau..\~LSrn'1-retn.tRt:m'reer _ttxu. .,~.....~ .,~..,..~.~w ,_., _.. _..._,. _ ..:u..::...: .___ u= Rules and NoticesiorArbitraUon ..................... 4.5.2 Safety of Persons and Property ....................... 10.2 Safety Precautions and Programs ........... 4.2.3, 4.2.7,10.1 Samples. Definition of .............................. 3.12.3 Samples, Shop Drawings, Product Data and ... 3.1 i, 3.12, 4.2.7 Samples at the Site, Documents and ................... 3.11 Schedule of Values ............................. 9.2, 9.3.1 Schedules, Construction ..:........................... 3.10 Separate Con[ncrs and Con[nttors .......... 1.1.4, 3.14.2, 4.2.4, 4.5.5, 6, 11.3.7, 12.1.2, 123.5 Shop Drawings, Definition of ......................... 3.12.1 Shop Drswinga, Produef Data and Samples .... 3.1 t, 3.Y2, 41.7 Site, Use of .............................. 3.13, 6.1.1, 6.2.1 Si[e Inspections ...111.3.3.4, ~ 23, 4.2.9, 4.3.6, 9.8.2, 9.10.1, 13.5 Site \ aits.,lrchitett's ................. 4.21, 4.2.5, 4.2.9, 4.3.6, 9.4.2. 9.5.1, 9.83, 9.9.2.9.10.1, 13.5 Special lnspec[ions and Testing .............. 41.6, 12.2.1, 135 Speeiflcatlons, Definition of [he ....................... 1.1.6 SpecHlcadons, The .......... 1.1.1, 1.].6, 1.1.7, 11.4. 1.3, 3.11 Sta[u[es of Limi[ations .................... 4.5.4.2. 12.2.6, l3. i Stopping [he Work ............. 2.3, 4.3.7.9.7, IO.I3. 10.3, 14.1 Stored >iatedals ........... 6.2.1,9.33, ]0.2.13. 11.3.1.4, t21.4 Subconrrac[or. Definition of ........................... S.I.I SUBCONTRACTORS .................................. 5 Subcon[rac[ors, Work by .................. 1.2.4.3.33, 3~ 12.1, 2.3, 5.3. 5.4 Subcontractual Relations .............. 5.3, i.4, 9.3.11, 9.6.2, 9.6.3.9.6.4, 101.1, 11.3.", 11.3.8, 14.1.1, 1-1.2.13, t4.3.2 Submittals .........' 1.3, 31.3.3.10, 3.11, 3.12, 4.2.?, 53.1, 5.2.3. 7.3.6, 9.2. 9.3.1, 9.8.2, 9.9.1, 9.10.2, 9.10.3. 10.13, t t.i.3 Subrogation; Waiver af ................. 6,1.1, l 1.35, 11.3.7 Substantial Completion ............. 4.2.9.4.3.1.?.8.1.1, 8.1.3, 8.2.3.9.8, 9.9.1, 123.1, 121.2, 13.:' Substantial Completion, Definition of .................... 9.8.1 Subs[i[u[ion of Subcon[nctors .................... 51.3.5.2.4 Subsrirurion of the.ltchi[ett ....................'....... +.1.3 Subs[itu[ions oF~latedals ............................. 35.1 Sub-subcontractor. Defurition of ....................... 5.1.2 Subsurface Conditinns ............................... 4.3.6 SueeessorsandASSigns ............................ 13.2 Superintendent ............................... 3.9,101.6 Supervision arld Construction Procedures ...... t 3.+, 3.3, 3~4. 4.2.3, 4.3.4, 6.1.3. 61.f. '.1.3, 7.3.4, 8.2, 8.3.1, 10, t 2, t4 Suretc .:............ ~... 4.1.1. +.4.4, 5.4.11.9.10.2.9.10.3. 1413 Surer. Consen[ of ........:.............. 9.9.1.9.10.2.9.10.3 Surve)•s ..................................... 2.2.2.3.18.3 Suspension by the Ownerior Convenience ............. 14.3 5trspensionoftheWOrk ............. 4.3.;,5.4.2,14.1.L4,14.3 Suspension or Termination of the Conaac[ ...... 4.3. i, 5.4.1. L 14 Taxes ...................................... 3.6,1.3.6.4 Terminetlon by the Contractor ........................ 14.7 Termination by the Owner for Cause ............. 5.4.1. t, 74.2 Termination ofthe archirect .......................... 4.1.3 Termination ofthe Contractor ........................ 14.2:1 TERMINATION OR SUSPENSION OF THE CONTRACT ...... 14 Tests and Inspections ..... 3.3.3. ti 2.G, 41.9, 9.4.2, 12.2.1.13.5 TIME ............................................... 8 Time, Delays and Extensions of .............. 4.3.8, 11.1, 8.3 Time Limits, Specific ......... 2.11, 23.1, 2.4.3.10, 3.11.315.1. 4.2.1. #.2.11, 4.3, 4.4, 4.5, 5.3, 5.4, 7.3.5, 7.3.9, 8.2, 9.2, 9.3.1, 9.3.3, 9.4.1, 9.6.1, 9.i, 9.8.2, 9.10.2, lt.l.3, 11.3.6, 11.3.10, 11.3.11, 1213, 12.2.+, 122.6, 13.7, l4 Time Limits on Ctaims ......... 4.3.2, 4.3.3, +.3.G, 4.3.9.4.4, +.5 Tile [o Work ................................. 9.3.2.9.3.3 UNCOYEAING AND CORAEC710N OF WORK ............. 12 Uncovering of Wort[ ................................ 12.1 Unforeseen Condi[ions ..................... 4.3.6.8.3.1. 10.1 L'ni[ Prices .................................. 7.1.4.7.3.3.1 l:x of Documenrs ................. 1.1. t. 1.3, -''.-'.5, 3.I?.'. 3.3 Use of Site .............................. 3.73, G.l.l. G.2. t Values, Schedule of ............................ 9.2, 9.3. t Waiver of Claims: Final Payment ........... 4.3.5, 4.5.1, 9.10.3 Waiver of Claims bv[he d¢hirect ...................... 13.11 Waiver of Claims by [he Contactor......... 9.10.4, I L3.7, 13.4.2 Waiver of Claims by the Owner .............. .1.3.5, 4.5.1.9.9.3, 9.10.3, u.3.3, 11.3.5. tt.3.7, 13.4.? Waiver of Liens .................................... 9.101 Waivers of Subroga[ion ................... 6.1.1, l 1.3.5. 1 t.3. i Warranty and Warran[ies ......................... 3.5, +? ~). 4.3.5.3.9.3.3. 9.8.2, 9.9.1. 1233, 13.7.1.3 Weather Detavs ................................... 4.3.8.2 When Arbitration May Be Demanded .................. 4.5.4 Work. Detnition of ................................. I. t.3 IX'rirren Consen[ .............. 1.3~ 1.3.12.8.3.1 i3, 4.1.'_. -i.3.ti. ~.i.5. 9.3 '. 9.8.?.9.9.1. 9.101. 9.10.3. 10.11. 10.13. 11.3.1. 11.3.1.1. II.3.11, 13.'--. 1?.4.-' \v/ri¢en Inmrpretarions ................... 41.1 I, 4.2.1?. s33 WrittenNotlea ........... 23._.-1.3.9.i.1_.8.3.12.9,43.i.~.4, 4.5.5_'.1.53. S.v.t.l. 8_' ~. 9.+.t. 9.5.1. 9.7, 9.10. lo.t '. 10111. t Lt.3. 11.3. 1231. 12.?.+, 73.3, 13.5_'. 14 W ri[[en Orders .............................. 2.3.3.9. -[.3. i. 7, 8.71.1 ! 3.9, 12.1, 123, 13.51. t+.3.1 AIA DOCUMENT A2at!. GE\EagL t:O~01TIOFS OF TIIE CUSTItaCT P08 r:oStiTttl'c:'. ;[ t\ • Fni'R1'EESTII EUI71U] Atd' •.'D)H'TirEA.iIF.R1i1iS7~STiT1'TEgFdxC:11T£[:Tti,l-tivF,u'TOHA.11'F~:CE.':'•[" ~[~~[~III~GTt1$,UC._YIIM, A201-1987 5 GENERAL CONDITIONS OF THE CONTRACT FOR CONSTRLCTION ARTICLE 1 GENERAL PROVISIONS 1.1 BASIC DEFINITIONS 1.1.1 THE CONTRACT DOCUMENTS The Contract Documents consist of [![e Agreement between Owner and Contractor (hecei[tafter the Agreement), Condidons of the Contract (General, Supplemrnraryand other Condidons), Drawings. Specifications, addenda issued pdor to execution of [he Contrac[, other documents listed in the Agreement and blodificadons issued after executioh of the Contract. A Modifi- cation is (I) a written amendment to dte Contrac[ signed by both panics, (?) a Change Order, (3) a Constmc[ion Change Directive or (~S) a writen order for a minor change in [he Work issued by the architect. Unless specifically enumerated in dte Agreement the Contract Documents do no[ include other documents such as bidding requiremrnts (advertisement or invitarion to bid, Ins[rucdons [o Bidders, sample forms, dte Contractor's bid or poaions of addenda relating co bidding requirements). 1.1.2 THE CONTRACT The Contract Documents fomt the Contract for Cons[mc[ion. The Contrac represents [he en[Ire and integrated agreement between the parties herero and supersedes pdor negoda[ions, cepresenta[ions or agreements, either written or oral. The Con- trac[ may be amended or mod~ed only by a Modification. The Contrac Documents shall not be construed to creare a contrac- tual relationship of any kind (1) be[wern the Architect and Con- tmcmr, (2) between the Owner and a Subcontractor or Sub- subcontrac[or or (3) between any persons or entities ocher tttart the Owner and Contractor. The Architec shall, however, be entitled to performance and enforcement of obligations under the Contrac[ intended to facilitate performance of the Architect's duties. 1.1.3 THE WORK The term "Work" means the construction and sen-ices required by the Contrac[ Documents, whether complered or panially completed, and-includes all~other labor. marerials, equipment and services provided or [o be provided by [he Contractor to fulfill [he Con[mcror's obligations. The Work may mnstiture the whale or a part of the Prujecr. 1.1.4 THE PROJECT The Project is the total construction of which [he \COrk per- formed under [hc Contract Documents may be [he whole or a part :Ind which may include construction by the Owner ur by separate con[racttrrs. 1.1.5 THE DRAWINGS The Drawings are the graphic and pictorial p[xrions of rhr Cun- tnrCt Dorumrn[s. wherever locamd and whenever issued, shotvin4 rhr design, lorarion and dimensions of the \C'urk, ltrnendlc including plans, eleya[iuns. sections. Jrtarls. ,ched- ulcs and diagrams. 1.1.6 THE SPECIFICATIONS The 5prcillcations arc that portion of the Contract Duaurnmts cansisnng of [hc «•ri«cn mquircrnrnts for m:acnals. ryuip- meat, construcion systems, standards and workmanship for the Work, and performance of related services. 1.1.7 THE PROJECT MANUAL The Project Manual is the volume usually assembled for the \T-ork which may include the bidding requirements, sample forms, Conditions of [he Contrac[ and Specificadons. 1.2 EXECUTION, CORRELATION AND INTENT 1.2.1 The Con[mct Documenr shall be signed by [he Owner and Contmcror as provided in the Agreement. If either the Owner or Contmcror or both do nos sign ali [he Contract Documents, [he Architect shall identify such unsigned Docu- menrs upon request. 1.2.2 Execution of the Contrac by the Contractor is a repre- sentation that the Contractor has visited the site, become famil- iaz with local conditions under which the Work is to be per- formed and correlated personal observations with require- ments of the Contract Documenrs. 1.2.3 The intent of [he Contrac[ Documents is to include all items necessary for the proper execution and completion of the Work by the Contracor. The Contrac Documents are comple- mentary, and what is required be one shall be as binding as if required by all; performance b}' the Contracor shall be required only [o [he esrent consistent with the Contract Docu- ments and reasonably inferable from them as being necessary [o produce the inrended results. 1.2.4 Organization of the Specifin[ions into divisions, sections and articles, and arrangemrnt of Drawings shall no[ mnuol the Contmcror in dividing [he Work among Subcontractors or in establishing [he extent of Work [o be performed by any trade. 1.2.5 Unless otherwise stared in the Contract Documents, words which have well-known [ethnical or construcdon indus- m- meanings are used in the Contract Documents in accord- ance with such recognized meanings. 1,3 OWNERSHIP AND USE Of ARCHITECT'S DRAWINt.;S, SPECIFICATIONS ANO OTHER DOCUMENTS 1.3.1 The Drawings, Specifications and other documenrs prepared by [he Architect are instntments of [he archime['s sen•ice through which [he Work to be executed by the Con- tractor is described. The Contractor may retain one contract record set. `1ei[hcr the Contractor nor anv Subcontractor. Sub- subcontmc[or or material ur equipment supplier shall own or claim a copyright in [he Drawings. Specifications and other documents prepared by the architect. and unless othcrwue indicated the Architect shall he deemed [he author of them and will retain all common law. s[uurorv and other resen'ed rights. in addition m [he copyright. All copies of [Item. except rhr Cuntrae[ors rca>rd se[, shall he returned ur suitably :ICCOUnrcd fnr to [he :\rchitec[, on request. opera completion of the \C'urk. Thr Drawinu, Specifications and other Jorumen[s prenared be the Architect. and topics thereof turnlshed w [he Contrac utr. arc tier use solely tvi[h respce[ [o this Project. Tltrr arc not u> he used be rhr Cuntrtcurr or any 5uhcunrractor. Sub- subeunrac[or ur ma[rrial or equipment xtpplicr ~m other pn»- ccts ur fur addiuuns to [his Prolra ~»I[side rhr ~iul?c ,rt :hc -. f AtA DOCUMENT A2t11 • +tESF:HAt Ct 1SItI1lUSK OF TRF. iS IST[tdl:T Fc 1N CU~~TIIt'CSlt i~ • r<a'NTrr:S7U P.UITIt t> 6 A201-1987 uv•=rr>,-rws-t>teitr.tsl..nn'root.tacurcr:cT+.rw~r\rrnen.a'r>:Ie.•:~.c•xt>ni~rr~;~n+_•~~~,., ~ ' ~ '. Work without the specific wd[[en consent of the Owner and Architect. The Contractor, Subcontractors, Sub-subcontractors and material or equipment suppliers are granted a limiied license [o use and reproduce app6[able portions of the Draw- ings, Specifications and other documents prepazed by the Architect appropriare [o and for use in [he eecution of [heir Work under.the Conuact Documenu. All copies made [order this license shall bear [he statutory copyright notice, if any, shown on the Drawings, Specifications and other documents prepazed by the Architect. Submittal or distribution [o meet official regularory requirements or for other purposes in con- nection with [his Project is not to be construed as publication in derogation of the Architect's copydght or other resened rights. 1.4 CAPRALIZATION 1.4,1 Terms gpi[alized in these General Conditions inclutle [hose which aze (1) specifically defined, (2) the [ides of num- bered articles and identified references [o Paragraphs, Subpara- graphs and Clauses in the document or (3) the titles of other documents published by the Amedcan Institute of Architects. 1.5 INTERPRETATION 1.5,1 In the interest of brevi[v the Con[rrct Ddcuments fre- quentlvomit modiE<ingwords such as "aU" and "any"and atti- clrs such as "the" and "an," but [he fact tila[ a modifier or an anicle is absent from one statement and appears in another is not intended [o affect [he interpretation of either statement. ARTICLE 2 OWNER 2.1 OEFlNRION 2.1,1 Thr Owner is the person ur entity identified as such to the Agreement and is referred [o throughout the Con[me Documents as if singular N number. The term "Owner" means [he Owner or [he Owner's au[hodzed representative. 2.1,2 The Owner upon reasonable wdnen request shall famish u) the Cummetor in wdting information which is necessary and relrcant for the Cun[rac[or ro evaluate, gire notice of ur enforce mechanic s lien rights. Such information shall include a correct statement of the record legal title to the properly tin which the Project is located. usualh• referred to as the site, and the Uwner's inures[ therein a[ the time of execution of the Agreement and, within five days after any change, information of such change in tide, recorded orunrecorded. 2.2 INFORMATION AND SERVICES REQUIRED OF THE OWNER 2.2.1 The Owner shalt, a[ [he request of [he Contractor, prior «) execution of the ~grermem and promp[h• from time to time therrtf[rr, 1'vrnish to the Gm[nctor reasonable ryidrncr that fin:utdal arrangements have been made to fulfill the Owners obligations under the Con[rac[. (A'ore: L7rlrss srrrb rckrsanuhle rrr[lrtrce «•ere Jirnrisbed nn reyuesl prior to the rcea+tior+ of rGe .al;rermm~t, IErN praspeclfr•r conlrcrctnf «•ort/d oral he rcy«ired to eyccu0.• (LJe :I/;reenrrn[ ur In cnnunc«ce (Ge lY'urk.( 2.2.2 Thr Olyner shall furnish suneys describing physical characuastics, k•Ftal limitations and u[itity locations ti)r [hr site of the PnJlcc[. and a tr4:d description of rhr sire. 2.2.3 Hxcept lire permus and fees which are the respeiititiihility of the Cuntrtcu rr under the (:untrac[ Ducumcntti, the Utyner ,hall xeurc and pat tier ncetssnn• approvals. cucntcnn, a+srss- menu and chazges required for cons[ntction, use or occupancy of permanent structures or for permanent changes in existing facilities. 2.2.4 Information or services under the Owner's control shall be famished by [he Owner with reasonable prompmess [o avoid delay in orderly progress of the Work. 2.2.5 Unless otherevise provided in the Con[mct Documents, [he Contractor will be Famished. free of charge, such copies of Drawings and Project Manuals as are reasonably necessary for execution of [he Work. 2.2.6 The foregoing are in addition to other duties and respon- sibilities of the Owner enumerated herein and especially [hose in respect to Attide 6 (Constmc[ion by Owner or by Separate Contracrors), Article 9 (Payments and Completion) and Article 1 I (Insuemce and Bonds). 2.3 OWNER'S RIGHT TO STOP THE WORK 2.3.1 If [he Contractor faits ro correct Work which is not in accordance with the requirements of [he Con[rac[ Documents as required by Paragraph 12? or penistendy fails co carry out Work in accordance with the Contract Documents, [he Owner, by written order signed personally or by an agent specifically so empowered by the Owner in writing, may order [he Contmc• [or ro srop [he Work, or ant pattion [hereof, until doe cause for such order has been eliminated: however, [he dght of [he Owner [o slop the Q7ork shall nu[ gil•e rise [o a duly on [he patt of the Owner [o exercise this right for the benefit of the Con- [mc[or or any ocher person or en[in•, except ro the extent required by Subparagraph G.1.3. 2.4 OWNER'S RIGHT TO CARRY OUT THE WORK 2.4.1 If [hr Con[mc[or defaults or neglects to ctrry out [he CG'ork in accordance with the Contract Documents and fails within aseven-day period otter receipt of wdtten notice from the Owner m commence and continue correction of such defauh or neglect with diligence and promptness, the Owner may after such seven-dac period give the Contractor a second wri«en notice [o~eortect such deficiencies within a second seven-day period. If the Cunuacror within such second seven- dar period afire receipt of such second notice fails to com- mence and continue m correct ant deficiencies, the Owner may, without prejudice to other remedies the Owner may have, correct such deficiencies. In such cast an appropriate Change Order shall he issued deducing from payments then or theretf[er due the Cun[netor the cos[ of correcting such deti- cienries. including compensation Fur the .-lrchitrrt's additfona! sen•ices and expenses made necessan- b}'such default, neglect or failure. Such action be the Owner and amounts charged to the Cun[racur are both subject w prior approval of [he Archi- uc[. If payments then ur thcrrafter due the Contractor are nut su[tieien[ to cover such amounts, [he Cun[racu)r shall pay [hr dilferctrie nJ the Oa'ncr. ARTICLE 3 CONTRACTOR 3.1 DEFINITION 3.1.1 'I-hr Contaacor is [hr person ,Jr coon' idennlied :~s ,udt in the A);recnxn[ and i, rcicrred to [hnxi>;huut the t;untna Duruntcnts .u iF wtguCtr in numinr. T'hc term 'C~nurtru Jr' ntc:ms the Cuntntru Jr ur the Cuntrtaur~ dmiu Jrirttl rcprcxnt:un r. AIA DOCUMENT A201 • GF:yF:a:11. t:USUITIU\ti OF TIIF: CD~TItA<:T Fn« LUS1l'111 "t a'IU~' • Fr JJ Jt'I'I'.h:~1'll L'Urri~ J] d IA• P~JI TIIF:.\~IERI(:.U IS,TI7CTF Ut.\a(:I IITF.CTS.I'ti Sli[C"i UItA:\elt]I'IS. S`x'.'a t~l llSi, i'c JS. fir, P.~u~ A2D1-1987 7 ._._ _ y 3.2 REVIEW OF CONTRACT DOCUMENTS AND FIELD CONDITIONS BY CONTRACTOR 3.2.1 The Contractor shall carefuuy study and compare the Contract Documents with each other and with information famished by the Owner ptustrant [o Subparagraph 2.2.2 and shall at once repon to the Archicec[ errors, inconsistendes or omissions discovered. The Conttaaor shall not be liable to the Owner or Archiect for damage restilting from errors, inconsis- tencies or emissions in the Comract Documents tuiless the Contracror recognized such error, inconsistency or omission and knowingly failed [o report it [o [he Architett. If the Con- tcactorperforms any constnrction acdvity knowing it involves a recognized error, inconsistency or omission in the Contma Documents without such notice to the Archirecc, the Conuac- [or shall assume appropriate responsibility for such perfor- mance and shad bear an appropriate amount of the anributable costs for correction. 3.2.2 The Conaac[or shall take field measurements and verify field conditions and shall carefully compare such Feld mea- surements and conditions and other information known to the Contractor with the Contract Documents before cotnntencing activities. Errors, inconsistencies or omissions discovered shall be reponed to the Architect at once. 3.2.3 The Contractor shall perform the Worktn accordance with the Contmct Documenu and submitcaLs approved pur- suant [o Paragraph 3.12. 3.3 SUPERVISION AND CONSTRUCTION PROCEDURES 3.3.1 The Contrattor shall supervise and direr ehe Work, using the Contractor's best skill and attention. The Contractor shall be solely responsible for and have control aver construc- tion means, methods, [echniques, sequences and procedures and for coordinating all portions of the Work under the Con- [mcc, unless Con[mc[ Documents give other sper~c instruc- tions concerning these matters. 3.3.2 The Contractor shall be responsible to [he Owner for acts and omissions of the Contrattor s employees, Subcomraaors and their agents and employees. and other persons performing portions of [he Work under a contrac[ with the Con[maor. 3.3.3 The Contractor shall not be relieved of obligadons to per- form [he Work in accordance with the Concoct Documents ei[her by activities or dudes of the Architect in the Architect s administ[ation of the Contrac[, or by tests, inspections or approvals required or performed by persons other [han dte Cvntmaor. 3.3.4 The Contncrorshall be responsible for inspection of por- [ions of Work already performed under this Contract [o deter- mine [hat such portions are in proper condition to receive sub- sequent Wo[k. 3.4 LABOR AND MATERIALS 3.4.: Unless othern•ise provided in the Comma Documents. the Cuntmctcr shall provide and pay For labor, materials. equip- ment. tools. construction equipment and machinery, roarer, heat, utilities. transportation, and other facilities and sen•ices nrcessan' for proper executivn and completion of [he \~'ork, a'hethrr tempvmn• ur permanent and whe[her or not inco[po- n[ed ur to be incorporu[ed in the Work. 3.4.2 The Cumructor shall rntilrce strict discipline and good order among the Cun[mc[or's employees and other persons earning out the C.untmce The Conemcn)r shall not permit employmen[ of unfit persons ur persons no[ skilled in tasks assigned to them. 3.5 WARRANTY 3.5.1 The Contrattor warrants to dte Owner and Architect that materials and equipmen[ famished under the Conuacc will be of good gtraliry and new unless othetv+ise required of permit- ted by the Contract Doctunents, that the Work will be free From defects no[ inheten[ in the gttaliry required or permi[ted, and that the Work will conform with the requiremen[s of the Concrac[ Documents. Work trot conforming co these require- ments, including subsdmtions not properly approved and au[horized, may be considered defective. The Con[ractor's wazran[y excludes remedy for damage or defect caused by abuse, modifications no[ executed by [he Contmctor, improper or insufficiene maintenance, improper opera[ion, or normal wear and tear under normal usage. if required by the Archirecc, dte Contmc[or shall famish satisfaaoty evidence as [o [he kind and quality of materals and equipment. 3.6 TAXES 3,6.1 The Contractor shall pay sales, consumer, use and similar taxes for [he Work or portions Thereof provided by rhe'Con- tmc[or which are legally enacted when bids aze received or negotiations concluded, whether or not yet effective or merely scheduled ro go inro effect. 3.7 PERMRS, FEES AND NOTICES 3.7.1 Unless o[herwise provided in [he Con[rac[ Documents, fie Contractor shall secure and pay for the building pemtit and other permits and governmental fees, licenses and inspections necessam for proper execution and completion of the Work which are customarily Secured af[er execution of [he Contract and which are legally required when bids are received or nego- [ia[ions concluded. 3.7.2 The Con[mctor shall comply with and give no[ices required by laws, ordinances, rules, regulations and lawful orders of public au[hodties beadng on performance of the Work. 3.7.3 h is not The Conttacrors respansibiliry to ascenain that [he Comma Documents are in accordance with applicable laws, statutes, ordinances, building codes, and rules and regula- tions. However, if the Contncror observes [hat portions of the Concrac[ Documents are a[ variance therewith, [he Contnc[or shall promptly notify the Archirett and Owner in writing, and necessary changes shall be accomplished by appropriate Modification. 3.7.4 If the Contractor performs Work knowing it [o be con- trary to laws. statutes, ordinances, building codes, and rules and regulations without such notice to the Architect and Owner the Convacror shall asstrme full responsibility for such Work and shall bear the azmbu[able costs. 3.8 ALLOWANCES 3.8.1 The Con[maor shalt include in the Con[mct Sum all allowances stated in the Contract Documents. [[ems covered by allowance shall be supplied for such amounts and by such persons or en[iries as the Owner may direct, bu[ the Contractor shall not he required [o employ persons or entities against which [he Cuntncmr makes reasonable objection. 3.8.2 Unless othern'ise provided in the Cunvaa Documents: .1 materials and equipmen[ under an alluw:mrc shall be selected prompth• be the Owner to avoid delay in [he \C', )rk: .2 allowances shall roam the cost «7 the Contractor of materials and rquipmrnt drliverrd a[ the site and all requred cases. less aoplirablr trade disawnts: ~.. AIA DOCUMENT AZOt • liE\EA~L c:gNUITIUYS gFTHE C[)ViRdeT FOR CUS+TRCCTIUV • FOI'RTEESTII En ITIOS S A2O1-1987 AIR" •419N'TIIEAVERI(:;1\I~5TITCTE UF.~R(:IIITF.CTS.!-:iV[~S"1'nRx.U'F.SI'F..StC'. t[',t5!ILUTO`. U(:. _~unx, .3 Conccaccor's cosu foe unloading and handling ac the site, Labor, instaftadon coca, overhead, proffi and other eapensa contemplated far stated allowance amounts shall be included in the Contract Sttm and not in [he allowances; .4 whenever cosy arc more than or less than allowances, the Contract Sum shall be adjusted accordingly by Change Order- The amount of the Change Order shall reflect (1) [he difference between actual cosu and the allowances under Clause 3.82.2 and (2) changes In Con[racror's cases under Clause 3.8.? 3- 3.9 SUPERINTENDENT 3.9.1 The Contractor shall emptoy a cvmpeceac superincen- drnt and necessary assisrana who shall be in attcndartce u the Project si[e during performance of the Work. The supetinter)- drnt shag represent the Contractor, and cornmunicadoru givrn w the superintendem shall be az binding as if given ro the Con- tractor. imponanc communications shall be cot)ficmed in wtYt- ing. Other communications shall be similarly confirmed on wd¢en request in each case- 3.10 CONTRACTOR'S CONSTRUCTION SCHEDULES 3.10.7 The Conuacwr, pmmpcly after being awarded the Con- tratt, shaIl prepare and submi[ for the Ownei s and Architect's information a Contractor's construttion schedule for the Work. The sdtedule shall not esceed time timia torten[ under the Contract Documenu, shall be revised ar appropriate inrrn•als az required 6v the conditions of die Work and Projeu, shall be rela[ed to the entire Project to the extent required by the Con- tact Documrna, and shall provide for expeditious and patti- cable execution of the Work. 3,10,2 The Contractror shall prepare and keep tureen[, for the AtrSli[e¢'s approval, a schedule of submittals which is rnordi- nated a`irh the Contrattor's construction schedule and allows the Architect seasonable time w review suhmit[aLS. 3.10.3 The Contactor shall conform co the most recent schedules. 3.11 DOCUMENTS AND SAMPLES AT THE S[TE 3.11.1 The Con[rac[or shaII mainraln a[ the site for the Oaxler one record copy of dte Drawings, Specifications, addenda, Change Orders and other ~todifiadons, in good order and marked currettcly [o record changes and seleNons made during mnstmction. and in addi[ion approved Shop Dawings, Prod- uc Data.'Sampia and similar required su6mitra6. Thee sha0 be available to the ?.rchittt[ and shall be delivered w the Arctri- tec[ foe submittal w die Owner upon completion of the Work. 3.72 SHOP DRAW{NGS, PRODUCT DATA AND SAMPLES 3.12.1 Shop Drawings are drawings, diagrams, schedule and other da[a specially prepared for [he Work by the Cun[ac[oror z Subconccaccor. Sub-subcontmcwr, manufacturer, supplier ur Utsttibutor to illwuate some portion of the \Y'ork. 3.72.2 Product Data are dlus[m[ions, standard schedules, pcr- formunce charts. instructions, brochures, diagrams :Ind ocher information furnished by the Cun[mctor ro illus[rate materials ur equipment ti)r some portion of the Work. 3.72.3 Samples are physical examples which iliustrse materials, equipment ur workmanship and establish standards by which the tC'ork will be judgeeL 3.12.4 Shop Dmwinrts. Product Dau. Samples and similar sub• miuals arc wt Cun[rutT Documents. The purpose of [heir sub- mit[al is w ~[rmutlurate tLr du)se pt)aiuns ,+( dte lC.'urk tut which submittals arc required the way the Contractor proposes w conform [o die information given and the deign concept expressed in the Conuaa Doctmlenu. Review by the Architect is subject w the li[nitatlons of Subparagraph 4.2.7. 3.12.5 The Contractor shall review, approve and submit to [he Architect Shop Drawings, Produtt Data, Samples and similar submittals required by the Conrnec Documenu with ntason- able prompmess and in such sequence as ro cause no delay in the Work or in the activities of the Owner of of scparace rnn- tmccors. Submittals made by the Coneractor which are not required by the Contras[ Documents may be rctumed wi[hou[ action, 3.72.6 The Contactor shall perform no portion of the Work requiring submittal and review of Shop Drawings. Product Dare, Samp(a or similar subminals until the respective submio- [al has been approved by the Architett. Such Work shall be in accordance with approved submittals. 3.12.7 By approving and submitting Shop Dmwings, Produce Data. Samp[a and similar submittals, the Contractor represents [hat the Contractor has determined and verified maurfals. field measurements and Eeld construction criteria related therero, or will do so, and has checked and mocdinaced the informadon taoncilned wi[hin such submi[c~Ls with dte requiremrnu of the Work and of the Cun[taa Documrna. 3.12.8 The Contractor sha4 not be relieved of responsibilin' for deviations From requirements of the Conuac[ Documcnu by the drehitect's approvaY of Shop Drawings. Produc[ Dace Sampta or similar submittals unless the Contactor has spedfically informed the Arrhitea in welting of such deviation z[ [he time of submittal and the Architec[ has given written approval to the specific deviation. The Contractor shalt not be relieved of responsibility for errors or omissions in Shop Daw- ings, Produc Data, Samples or similar submittals by the Archi- tect's approval thereof. 3.72.9 The Contracwr shall direct specific attention, in writing or on resubmitted Shop Dawings. Product Data. Sample uc similar submittals, to revisions other than chose requested by the Architect on previous submittals. 3.12,10 tnfotmauonat submittals upon which the Architett is not expected co rake responsive zction may be so identified in the Cuntratt Documents. 3.12.11 When professional ceniFicdon of performance criteria of materials, systems or equipmrnt is required by me Contras[ Donmlenu. [he Architect shall be rntided [o rely upon the accuracy and comple[rness of such calcula[ions and ceniti- ctcions. 3-13 USE OF SITE 3.13.1 The Contractor shall confine operations at the site eo areas permitted by taw, ordinances, permiu and [he Cumnc[ Documents anti shall not unreasonabh• encumber the site trich materials or equipment. 3.14 CUTTING AND PATCHING 3.74.1 The Comnaor shall be responsible fur wumg, fining or pa[ching required w comple[e [he sG"ork ur [o make its pans & together properly. 3.14.2 The Cuncmcror shalt not damage ur endanger a pnnion uFthe \K'urk nr torts or parrialh' completed cuastruceion of the Owner ur xparace contractors by cutting, puchint; or uthrr~ wise ul[erm,g ,uch a)nstruc[ion. or by excasatiun. The Cuntnc~ a)r sltal our cut nr uthcrte'uc alter such ~nasttutswn he the AIA DOCUMENT A2a1 ,ESF347l. Ct)SUfT(435 OF TItE CuVTadt.'T. FUH <:c1~.~T[trCflr)] • R )I ttTC.FS'rt( (:Illi'tt !c d 6t' • :~IOV-Tt(F 111 F:a(c:.lS l~til'ITl"Tti. OF aNf:ItlTF.CT.t-ti CF.+%'YURR.u'ECl'L. s`z', `z'Aei6KTt )V, Ut. }unu, {7.201-1987 Owner or a separate contractor eccep[ with written consen[ of dte Owner and of such sepa2te con[reetor•, such consent Shall not be unreasonably withheld. The Contractor shall not unrea- sonably withhold from the Owner or a separate contactor the Contractor's consent to cutting or otherwise altering the Work. 3.15 CLEANfNG UP 3.15.1 The Contractor shall keep the premises and surround- ing azea free from accumtilation of waste materials or rubbish caused by operatibns under the Contract At completion of the Work dte Contractor shall remove from and about the Project waste maerials, rubbish, the Contractor's tools, construction equipment, machinery and surplus materials. 3.15.2 [f the Comractor fails m clean up as provided in the Con[rac[ Documents, the Owner may do so and the cost thereof shall be charged to the Commctor. 3.16 ACCESS TO WORK 3.16,1 The Contracror shall provide the Owner and Architect access ro the Work in prepamdon and progress wherever located. 3.17 ROYALTIES AND PATENTS 3.17.1 The Con[nc[or shall pay all royalties and license fees. The Contructor shall defend suies or cLtims for infringement of patent tights and shall hold the Owner and Architect harmless from loss on account [hereof, butshall no[ be responsible for such defense or loss when a parricuL~r design, processor prod- uct of a panicular manufacturer or manufacturers u required by [he Con[mt[ Documents. However, iF the Conrmcmr has rea- son [o believe that the required design. process or product is an infringement of a paten[, the Contractor shall be responsible for such loss unless such information is promptly furnished [o the Archicec[. 3.18 INDEMNIFlCATION 3.18.1 To the fuller[ extent permitted by law, [he Contractor shall indemnify and hold harmless the Owmer, Architect, Archi- tect's consultants. and agents and employees of any of [hem from and againsi claims, damages, losses and expenses, inciud- ing but no[ limited to anomeys' fees, arcing out of or resulting fcom performance of the Work. provided cha[ such claim, dam- age, loss or expense is a[[ributable to bodily injun•, sickness, disease or death. or to injun• to or destruction of tangible prop- eny (other than the VG'ork itself) including loss of use resulting therefrom. but only ro the eaten[ caused in whole or in pan by negligent acts or omissions of [he Contractor; a Subcontractor, anyone directly or indirec[h••employed by [hem ur anyone for whose acts they may be liable, regardless of whether or no[ such claim. damage. loss o[ expense u caused in part by a party indemnified hereunder. Such obli¢a[ion shall no[ be construed to negate, abridge, or reduce other rights or obligations of indemnin' which would orhern•ise exist us co a par[}' oc person described in [his Paragraph 3.18. 3.18.2 fn rluims against anc person or entity indemnified under this ParaKraph 3.18 he an employer of the Commctor, a Subwntntrtor.:nn'onr direct)}' ur inducctly employed by them or unyune for whose acts thcc may he bahle, the mdemntlit,t- tion uhli4ationunder this Paragraph 3.18 shall no[ he limited h}• a limituiun on amount ur n'pe of tklmagrs. romprasatiun ur brncti[s payable be nr titr tltc Cuntrtiutr or a tiubrun[metor under workers' ur wurkmeds iumprnsanon act;. tlts.tbility benefit arts ur other entplu}'ce bcncti[ .«•ts. 3.18.3 Thu ubliGatiuns nF the Cuntrtrutt under this I'amgrtph -~ i. I H ,hall no[ cstentf ro the liahdin• c:i the :\n•hacrt. the :\rchi- [ect's consultants, and agents and employees of any of Them arising out of (1) the preparation or approval of maps, drawings, opinions, reports, surveys, Change Orders, designs or specifica- tions, or (2) [rte giving of or the failure to give direcrions or instructions by the Architect, the Archicec['s consultants, and agents and employees of any of them provided such giving or failure ro give is [he primary cause of the injury or damage. ARTICLE 4 ADMINISTRATION OF THE CONTRACT 4.7 ARCHRECT 4.1.1 The Architect is the person lawfully licensed [o pmc[ice archiretture or an entity lawfully practicing azchi[ecmre iden- tified as such in the Agreement and is referred [o throughout [he Contract Documents as if singular in number. The term "Architect" means dte Architect or the Architect's authoriued representative. 4.1.2 Duties, responsibilities and limitations of au[hori[c of the Architect as set foNt in the Contract Docttmenrs shall no[ be restricted, modified or extended without wdtten consent of [he Owner, Commctor and drehitect. Consent shall no[ be unrea- sonabh• withheld. 4.1.3 In case of [ermina[ion of employment of the Architect, the Owner shall appoint an architect against whom the Con- tractor makes no reasonable objection and whose sm[us under the Commct Documents shall be that of [he former architect. 4.1.4 Disputes arising under Subparagraphs -x.13 and -i.1.3 shall be subject to arbitration. 4.2 AACHffECT'S ADMINISTRATION OF THE CONTRACT 4.2.7 The Architect will provide administration of the Contract as described in the Contract DoNmen[s, and will be [he Owner'S representative (]) during construction. (2) umil final payment is due and (3) n•ith the On'ner's concurrence, from time to time during the correction period described in Paru- graph 1??. The Architect will advise and consul[ n-ith the Owner. The Architect will have autho{iq• to act nn behalf of the Owner Drib, to the eaten[ provided in the Contract Doc~menrs. unless othern•ise modified by mitten instrument in accordance with other provisions of the Conrraci. 4.2.2 The Archirect will visit the site a[ inrervals appropriare ro [he stage of construction to become ge:nerallc familiar with the progress and qualin• of [he completed Work and to determine in general iF the \1'ork u being perforated in a manner indica[- ingthat the Work, when completed. mill be in accordance with the Contract Documents. Hun•ever, the Architect will not he required to make exhausticc or continuous un-site inspections to cheek quality or yuan[in- of the \~'nrk. On the basis of un- site observations :ts an architect. the Architect 'wilt keep the Owner informed of progress of the \C'ork.:md will endeavor ro guard the Owner against defects and deticiencics in the \C'ork. 4.2.3 Thr Architect will not have Control ocrrur charge uF.tnd will nut be responsible for curunlctiun means. methods. techniques, seyucnt•es ur procedures. ur litr sates' precauuuns and prot;rmts in amnecnun a•nn ;hr \Y'nrk. since these are s^Ich' the Contractor:; resp^nslhtiir: as prot'tdetl in Paragraph 3, i. The Architect will nut br re>pnnstblc for the Cuntr:uutc'< Failure m Carn' out the \\'urk ;n ac: nrdance wnh the Cuntmit Documents. The :\rchna't n'dl riot itayc cuntntl over nr cktrce of and will nut hr rrspunslitlc ti tr .;r.>. ~r ~ nnr~~u nu ~ d:itc c:um i- t L AIA DOCUMENT A207 • ~ diSl'.ii.\I. CUSI q'I'It ,S~ i q' :'i II' ~ ~ ~]1'it.ti ;' ~ .., , ;'pa . ' ~: ,~ • , ~~ !t r!ILSt'll rUIT:. ~~ 10 A201-1987 tts r,.r ['ur. au;x«..tsn.trrl rc~~r t«ctut n ; .-::~r':t ~ s t,~u•.,.~, ~. ; , _ ~•, i?,:-~ . [acror, Subcomacors, or their agents of employee, or of any ocher persons performing portions of the Work. 4.2.4 Communications Facilltating Contract Administra• lion. Except as o[herw-ise provided in dte Contact Documents or when direct communications have been spedally autho- rized, the Owner and Contractor shall endeavor [o communi- ca[e through the Archi[ec[. Communications by and with the Architect's consultants shall be through the Architect. Commu- nications by and with Subcontactots and marerial suppliers shall be [hrough the Contacror. Commtmica[ions by and with separate contractors shall be through the Owner. 4.2.5 Based on the Architect's observations and evaluations of the Conraeor's Applications for Payment, the Architect will review' and certify [he amounts due the Contactor and will issue Certificates for Payment in such amounts. 4.2.6 The Architect will have authority to reject Work which does not conform to the Contacrpocuments. Whenever the Archirec[ considers it necessary or advisable For implemenn- tion of the intent of [he Contra Documents, the :lrchi[ect will have audoriry [o require additional inspection or [sting of fie Work in accordance wi[h Subparagraphs 135.2 and 13.1.3, whether or not such VG'ork is fabricated, installed or completed. However, neither this authority of [he Architect nor a decision made in good fetch either to exercise or not [o exercise such authorin• shall give rise to a duty or responsibility of [he Archi- tect to the Contaeor. Subcontractors, material and equipment suppliers. [heir agents or employees, or other persons perform- ing portions of the Work. 4.2.7 The architect will ret•iew• and approve or take other appropriate action upon (he Con[raeor's submittals such as Shop Dawings. Produc[ Dan and Samples, but only for the limited purpose of checking for conformance with information given and the design concept expressed in the Con[acc Docu- ments. The ~Archirect's action will be nken wi[h such reason- able prompmess as ro cause no delay in the Work or in the activities or the Owner, Contactor or sepaate contactors, while allowing sufficient time in the Architect's professional judgment to permit adequa[e review. Review of such submittals is not conduced for the purpose of determining the accuacy and completeness of other details such as dimensions and quantities. or for substantiating instructions for installation or performance of ryuipmrnr car systems, all of n•hich remain the responsibilin' of the Contractor as required by the Concruc[ Documents. The Architect's review of [he Con[actor's submit- rds shall not relieve the Contactor of the obligations under Paagaphs i.3. i5 and 3.13. The Archimct's review shall not eonsti[ute approval of safety precau[ions car. unless o[herw-ise specilicallc stated b}' [he arehi[ec[, of am• conswc[iun means, mr[huds. techniyurs. seyurnces car proerdura. The drehi[rer's app«n'al of a spccitic item shall not indicate appnn•al of an assembi}' of which the item is a componen[. 4.2.8 Thr architect trill prepare Change Orders and Gmstruc- tion Ch:utgr Directives. and may authorize minor changes in the \C~urk us provided in Paragraph i.-(. 4.2.9 Thr Architect tcii7 conduc[ inspections « r drtrmtine the date car dates in tiuhstan[ial Cumplctiun and the Ja[c of final completion. trill reecit'e and foncard ro the Owner tie the Oacner~s recie•.c and «coreLs written tyarranrirs :md rela[ed ducuntc•nts re:miral be the Cuntrlc't and assrmhird by the <;untacur, anJ will i>SUr a Inal Ccr[ifii:uc fur Pacmcn[ upon cumpii;mrr wuh the rr.;uircmcnts u( rhr Con[nct Ducuntctt[s. 4.2.10 If tilt nc~ncrand Architect al;rce. the Architcrt x'111 pnt- yiJc ~ntc nr :aurc pmic°;t reprrscnruiccn rat a>~ut in iarrcing out the Architect's raponsibilide at the site. The dude, responsibilities and limitations of authority of such project repraentativa shall be as set forth in an exhibit to be incorpo- aced in the Contact Documents. 4.2.11 The Archirec[ will interpre[ and decide mercers concern- ing performance under and requirements of the Contract Documents on wdtten request of either the Owner or Contac- [or. The architect s response [o such requests will be made with reasonable prompmess and widtin any lime limits agreed upon. If no agreement is made concerning the time within which interpretations required of dte Architect shall be firr- nished in compliance with this Pamgmph 4?, [hen delay shall not be recognized on accoun[ of failure by the Archirec[ [o C~r- nish such interpretations until ti days aher wrinen request is made for [hem. 4.2.12 Inrerprearions and decisions of the Architect will be consistent with the imem of and reasonably infeable from [he Cornett Documents and will be in writing or in the form of dawings. When making such interprentions and decisions, the Architect will endeavor [o secure faithful performance by both Owner and Contractor, will not show paniali[y ro etcher and will no[ be liable for results of interpretations or decisions so renderetl in good faith. 4.2.13 The architect's decisions tin matters relating to aesthetic effect will be final iF consisrent with the inrenc expressed in the Contact Documents. 4.3 CLAIMS AND DISPUTES 4.3.1 Definition. a Claim is a demand or assenion by one of the par[ies seeking, as a ma[rer of right, adjus[ment or in[erpre- ntion of Contact terms. payment of monec. extension of time or ocher relief with respect ro the terms of the Contact. The [erm "Claim" also includes ocher disputes and masers in ques- tion bern•een the Owner and Contactor arising out of or relau ing to the Contact. Claims must be made by wriarn notice. The responsibility [n substan[ia[c Claims shall rest with the pang making the Claim. 4.3.2 Decision o} Architect. Claims, including [hose alleging an error car omission b}' [he Architect, shall he referred initially to the Archirec[ fur action as provided in Paragaph -t.~. a Jeci- siun by the architect. as provided in Subparagraph i.~.{, shall be required as a condition preceden[ to arbitacion or litiga[ion of a Chun between the Cuntnc[or and Owner as~ ro all such matters arising prier to the date anal payment is Jue. regardless of (I) whether such masers relam to esecucion and progress of the Wurk car (3) the extent to which the \C'ork has been com- ple[ed. The deasiun h}' the architect in response « t a Claim shall not be a condition precedrm m arhitration or litigant ~': in the ecru[ (I 1 the posi[iun of architect is vacan[. (2) the Archucut has nut received rcidence or has failed to render a derision within aLrerd rime limits. (;1 the architect (1:15 fallCd' [(t rtkr ac[iun reyulrrd under 5ubnangnnh -i.-[.i within 30 Ja}•s abet the Claim i. made. I{) -!~ Jars h:n'c passed af[er the Claim has hero rrfctrcd io the .1rc!utert car (S) nc~ Claim relates «t a ntcehantc s lien. 4.3.3 Time Limits on Claims. Claims h}' either party must br made w~nivn ' I Fats attc•: t>rr.:r, race of the ct•cnt s;n'rgst rise w such C:aun car ac~thin _' I J:n'r ;;ir: the claimant sirs[ rcatgnvcs the cunduiun ¢icma n>e :,, ~hy'.:Lunt. achichecer is later. (a:unu must hr araJc 'tc acnttc^ s. ucc..1n addiuun:d C!:um made af[cr tilt :nni;tl t.::un h:c :'ern anplcntcntnl.hc t:hangc t )rdcr trill nut ^c Cum!UC'rcd a::ic~~ •unnu«cd in .i untdc tn:utncr. AIA DOCUMENT A2at •~ -•eitAL~~t~r,l(G~~"q'ff(t,UV"R.tt 't'Fr q<t t,tal'ttl t': '• .• „I ::. '. tilt::. . u.t• .,.- .,:~.uu~r~".•.r.~inire~n~trtt.nrlnt• i-'<•.I:'syuitnstr:eit..•.~'.t ,riir.,~: .. - ~ A201-1987 11 4.3.4 Continuing Contract Performance. Pending 6na1 reso- lution of a Claim including azbitation, unless otltesvise agreed in wilting the Contractor shall proceed diligently with perfor- mance of the Contras and the Owner shall continue to make 'payments in accordance with the Contact Documents. 4.3.5 Waiver of Claims: Ana{ Payment. The maki[tg of final payment shall constim[e a waiver of Claims by the Owner except those arising from: .1 Dens, Claims, setvdty interests or encumbrances a[is- ing out of the Comacc and unsettled; ,2 failure of the Work to comply with me requirements of the Concacc Documents; or .3 terms of special warranties required by the Contract Documents. 4.3.6 Claims for Concealed or Unknown Conditions. If con- ditions aze encountered a[ me site which are (1) subsurface or omervrise concealed physinl conditiohs which differ mated- ally from those indicated in the Contract Documents or (2) unknown physical conditions of an unusual nature, which dif- fer materially from those ordinarily found [o exist and generally recognised as inherent in construction acdvides of the character provided for in the Contact Documents, then notice by [he observing party shall be given [o [he omer perm promptly before conditions are disturbed and in no even[ later than ? i days after fast observance of the conditions. The Archi- [ect will prompty investigate such conditions and, if may differ ma[edally and cause an increase or decrease in the Comac[or's cos[ of, or time required for, performance of any pan of the Work, will recommend an equitable adjusment in the Contatt Stun or Comatt Time, or bom. If [he Architect detesnines that [he conditions a[ dte site are not materially different from [hose indicated in the Contract Documents and that no change in the - terms of the Contner is justified, me Architect shall so notify the Owner ants ennctactor in wilting, stating the reasons. Claims by either perm in opposition [o such determination must be made within 21 days aher the Archites has given notice of [he decision. If the Owner and Contncror cannot agree on an adjustment in the Contac[ Sum or Contac[ Time, the adjusrmen[ shall be relaxed to the Architect for initial deter- mination, subjett to further proceedings pursuant to Paragraph 4.4. 4.3.7 Claims for Additional Cost if the Contractor wishes ro make Claim for an increase in me Con[ntt Sum, wdnrn notice as provided herein shall be given before proceeding to execute the Work. Prior notice is not required foe Claims relating m an emergency endangering life or property arising under Paa- gaph 10.3. If me Contacror believes additional cos[ is involved for reasons including but no[ limired [o (1) a wd[ten in[etpreta[ion from the Archi[ec[, (2) an order by [he Owner ro stop [he Work where [he Contactor was no[ a[ foul[, (3) a wdt- ten order For a minor change in the Work issued by me .lrchi- tett, (-i) failure of payment by [he Owner, l5) termination of the Contact by [he Owner. (6) Owner's suspension or (7) other reasonable grounds, Claim shalt be filed in accordance with [he procedure es[ab(ished herein. 4.3.8 Claims for Additional Time 4.3.8.1 IF the Con[ncror wishes to make Claim for an increase in the Contact Time. wriuen notice as provided herein shall he given. The Contractor's CI•aim shall include an estimue u(cost and of probable effect of delay on progress of the fr'o~k. In the case n(a continuing dais}' only one Claim is necessan•. 4.3.8.2 if adverse weather conditions are the basis for a t:laim for additional time, such Claim shall be documemed by data substantiating that weather conditions were abnormal for me pedod of time and could not have been reasombly antidpated, and tl[at weamer conditions had an adverse effect on the scheduled consuvetion. 4.3.9 Injury or Damage to Person err Property. if archer parry to the Conaact suffers injury or damage ro person or propem because of an as or omission of the other parry, of any of the ocher patty's employees or agents, or of others far whose acts such perm is legally liable, written notice of such injury or damage, whether or not insured, shall be given to the ocher patty within a reasonable time no[ exceeding 21 days aher first observance. The notice shall provide sufficient de[ail to enable me other parry to investigate me ma[[er. [f a Claim for addi- tional cost or time related to this Claim is [U be asserted, it shall be filed as provided in Subparagraphs 4.3.7 or 4.3.8. 4.4 RESOLUTION OF CLAIMS AND DISPUTES 4.4.1 The Architect will review Claims and rake one or more of the following preliminary actions within ten days of receipt of a Claim: (1) request additional supposing darts from the claknant, (2) submit a schedule to the posies indicating whrn the Archi- rect expects ro [aka action, (3) reject tt[e Claim in whole or in part, sating reasons for rejection, (4) recommend approval of the Claim by me ocher perm or (5) suggest a compromise. Tae Architect may also, but is not obligated to, notify the surety, if any, of the nature and amount of the Claim. 4.4.2 If a Claim has been resolved, the Architect will prepare or obtain appropriate documentation. 4.4.3 If a Claim has nor been resolved, the perm making [he Claim shall, within [rn days after [he Architect's preliminan• response, rake one or more of the following actions: (I) submit additional supposing data requested by the Archites, (2) modify the initial Claim or (3) notify the Archiett drat the initial Claim stands. 4.4.4 [f a Claim has no[ been resolved after consideration of the foregoing and of furtlter evidence presented by me ponies or requested by the Architect, the Architect will notify me ponies in wilting [ha[ [he Architect's decision will be made within seven days, which decision shall be final and binding on me posies but subject to arbi[adon. Upon expiation of such time period, the Architect will render to [he posies the Architect s wdtcen decision relative to the Claim, including any change in the Contac[ Sum or Contac[ Time or both. If mere is a surety and there appears ro be a possibDi[y of a Contactdr's detault. the Archirec[ may, but is no[ obligated to, notify the surety and request the surety's assiscutce in resolving the controversy. 4.5 ARBITAA710N 4.5.1 Controversies and Claims Subject to Arbitration. Any controversy or Claim arising out of or related ro [he Conmc[. or the breach [hereof. shall be sealed bv'arbi[ation in accor- dance with [he Conswc[ion Industry Arbi[a[ion Rules of the American Arbitration association, :mil judgment upon the award rendered by the arbi[ator or atbitacors may be entered in any coos hating judsdiccion [hereof, except controversies or Claims renting [o aesthetic effect and except [hose warred as provided for in Subparagraph -i.3.5, Such controversies ur Claims upon which the Architect hats given notice and rendered a decision as provided in 5ubnaagaph +.{.-i shall he subject m arbi[ation upon wrn[en demand o[ either perry. Arhi[ntion ma}' hr commenced when t~ dots hn•r passed after a [:Lim has been «ferrrd to the Architect as prncided in Pangaph t. i and no decision has heen rendered. i i i_ AIA DOCUMENT Aaa1 • GEXFRAI. COSUI'f1U~t OF Tl1F. ~.['~~l'R~CT F, IR [.U>~TRL'['.TIU] • Ft ll'RTEkSTI! EnnIUS 72 A2O1-t987 tin' slvH'TIIIi A~IEHI(:aSI\~TITI TH UF:UtCIIITEC7.. ;-:: ]E`%'YUNF.rt rSfE. 7: ~C u':r.iIIL~GT'~t~' UC. tin+. 4.5.2 Rules and Notlces for Arbittatlon. Claims between the Owner and Contractor no[ resolved under Paragraph 4.4 sha0; , . if sub{etc [o arbiuadon under Subparagraph 4.5.1, be derided , by azbiuadon in accordance with the Consuvction Indusuy Arbitration Rules of the American Arbitration Association cur- rently u't effect, unless the ponies mutually agree otlterwise. Notice of demand for azbiuation shag be filed in writing with the other parry t0 the Agreement between the Owner and Con- tractor and with the American prbitradon Association, and a copy shall be filed with the Architect. 4.5.3 Contract Performance During Ae6itraflan. During arbi- tration proceedings, the Owner and Contractor shall comply with Subparagraph 4.3.4. 4.5.4 When Arbitratlon May Be Demanded. Demand for arbi- tration of any Claim may not be made until [he earlier of (1) [he dace on which the Architect has rendered a fms written deci- sion on the Claim, (2) the tenth day after the ponies have pre- sented evidence to the Architect or have been given reasonable oppottunin• to do so, if rite Arrliltect has no[ rendered a final written decision by that dale, or (3) any of the five events described in Subparagraph 4.3.L. 4.5.4.1 Whrn a wri[trn decision of the Architect states [ha[ (1) the decision is final but subject to azbi[ration and (2) a demand for azbi[ra[ion of a Claim covered by such decision must be made within 30 days after the date on which the pam• making the demand receives the fms written decision. [hen failure to demand azbitration within said 30 days' period shat) result in ctte Architect's decision becoming Eras and binding upon the Owner and Contracror. If [he Architect renders a decision after arbitration proceedings have been initiated, such decision may be entered as evidence, but shall not supersede azbi[ntion pro- ceedings unless the decision is acceptable to all ponies concerned. 4.5.6 Claims and 7imety Assertion of Claims. p parry who files a notice of demand for azbi[ration must assert in the demand a0 Clairns thrn known to that parry on which azbitra- don is pemd[ted to be demanded. When a pam fails to include a Claim tirrough oversight, inadvertence or excusable neglect, or when a Claim has matured or been acgtrired subsequently, the azbi[ra[or or arbitrators may permit amendment. 4.5.7 Judgment on Final Award. The awazd rendered by [he azbitra[or or azbitrarors shall be fms, and judgment may be entered upon i[ in accordance with applicable taw in any coup having jurisdictioh thereof- ARTICLE 5 SUBCONTRACTORS 5.1 DEFINITIONS 5.1.1 A Subcommctor is a person or entity who has a direr[ contract with the Contractor ro perform a pottion of the Work at the sire. The term "Subcontractor" is referred ro throughout the Conrrac[ Documents as if singular in number and means a Subcon[rac[or or an authorized representative of the Subcon- tractor. The term "Subcontractor" does not include a separate contractor or subcontractors of a separate contractor. 5.1.2 ASub-subcontracror is a person or enuro who has a direct or indirect contract with a Subcontracror to perform a pottion of [he Work a[ the site. The rem[ "Sub-subcontractor" is referred ro throughout [he Contract Documents as if singular in number and means aSub-subcontractor or an authorized representative of [he Sub-subcontractor. 5.2 AWARD OF SUBCONTRAC75 AND OTHEA CONTRACTS FOR PORTIONS OF THE WORK 4.5.4.2 .demand for arbitration shall be made within the time limits specified in Subparagraphs 4.5.1 and 45.4 and Clause =1.5.4.1 as applicable, and in other cases within a reasonable time after the Claim has arisen, and in no even[ shall it be made aher the dale when ins[imtion of legal or equitable proceedings based on such Claim would be bazred by the applicable statute of limitations as determined pursuant to Paragraph 13.'. 4.5.5 limitatlan on Cortsolidation or Joinder. No arbitration arising out of or relating ro [he Commct Documents shall include, by consolidation or joinder or in any ocher manner, [he Architect, the ;archi[ec['semployees or consultants, except by written consent containing specific reference co the Agree- ment and signed by [he Architect, Owner, Commc[or and any other person or entity sough[ to be joined. No azbitmtion shall include, by consolidation or joinder or in any other manner, parties other than [he Owner, Contractor, a separate contrac- tor as described in Anide 6 and other persons substantially invoked in a common question of fat[ or law whose presence is required if complete relief u to be accorded in arbitration. No person or entity other than [he Owner, Cuntmc[or or a separate contractor as described in Article (i shall be included as an orig- ins third pane or additions third pazty to an arbitration whose interest ur respunsibilitt• u insubscan[is. Consent to arbitration im~uking an additions person ur entin• shall no[ constitute conscn[ «r arbitration of a dispute nor described therein or with a person ur entity no[ teamed ur described therein. The fore-. going agreement «r arbitrate and tither agrcemen[s «~ arbitrate with an auditional pcnun ur coop' duh• consented « t b}• patties to the .agreement 5hs1 be speciticlly cnforceahle under appli- ~ahlc law in anv tour[ having jurisdiction [herruf. 5.2.1 Unless otlterwise staled in [he Contract Documents or the bidding requirements, the Contractor, as soon u prac- ticable after award of [he Contract, shall famish in writing ro [he Owner through [he Architect the names of persons or enti- ties (including those who are to famish materials or ::quipmen[ fabricated to a special design) proposed for each principal por- tion of the Work. The Architect will promptly reply to the Con- emc[or in writing staling whether or not the Owner or [he Architect, after due investigation, has reasonable objection [o any such proposed person or en[in•. Failure of the Owner or Architect ro reply promptly shall constitute notice of no reason• able objection. 5.2.2 The Contractor shall no[ contract with a proposed per- son or en[i[v to whom [he Owner or Archi[ea has made rea- sonable and timely objection. The Contractor shall nor be required [o comma with anyone ro whom the Con[mcror has made reasonable objection. 5.2.3 If the Owner'or .architect has reasonable objection to a person or entity proposed by the Contractor, the Conttattor shall propose another m wham the Owner or Architect has no reasonable objection. The Cun[ract Sum shall be increased ur decrrused by the-difference in cost occasioned by such change and an appropriate Change Order shsl br issued. How~evrr, no increue in [he C.un[mc[ Sum shsl be slowed for such change wiless the Contractor has acted pmmp[Iy and resonnsiveh' m submuting names s myuired. 5.2.4 The Cunuac«rr shall no[ change a Subcon[ncwr. prrsun ur rnun~ previuusk selected if the Unncr ur .architect makes rctsonablc nblecuon to such change. - AIA DOCUMENT A201 • ~ IIiS F.NAL ~.ai\Un'IUSti t tF TIIE t.U~TRAr a' FUN Cf 1\YfN!'(alt ~S • !'~ ~I ItTIiE~'rIt h:Ullla~ .u.;-•:.:~~h-Toe.vu:xu:.tsis.T!aT!art'.tecnn~ta.TS.r~;~r:•x~s~n«n.;rr:~rr:.~~.;~.~a:;,w.n~nc u,._~~~n~, A201.1987 13 3.3 SUBCONTRACTUAL RELATIONS 5.3.1 Sy appropriate agreement, wdccen where legally required for validity, the Contractor shall require each Subconctactor, to dte eYCrnt of the Work ro be performed by dte Subcontrac[or, to be, bound to dte Contractor by [elms of the Conuact Docu- ments, and [o asstrrne roward [he Contractor all the obligations and responsibilities which the Contmctor, by these Docu- mrnrs, assumes toward the Owner and Architec[. Each subcon- tract agreement shall preserve and protect the rights of the Owner and Archirect under [he Contract Documents with respect to the Work to be performed by the Subcontractor so that subcon[racting [hereoF will not prejudice such tights, and shalt allow [o the Subcontractor, unless specifically provided ocherv:ise in dte subcomraa agreement, the benefit of alt rights. remedies and redress against the Contractor chat the Contrac[or, by the Contract Documents, has against the Owner. Where appropria[e, the Contractor shall require each Subcon[ractor to enter into similar.agreemenrs wilt Sub-sub- contrac[ors. The Contrac[or shall make available to each pro- posed Subcontractor, pdor [o the ececudon of [he subcontract agreement, copies of the Contract Documrn[s ro which the Subcontractor will be bound, and, upon wdnen request of the Subcomraaor, idrn[ifv to [he Subcontractor terms and condi- tions of the proposed subcontract agreement which may be a[ vadance with the Contract Documents. Subcontractors sha4! similath• make copies of applicable pottions of such documents available [o their respective proposed Sub-subcontractors. 5.4 CONT{hGENT ASSIGNMENT OF SUBCONTIaACTS 5.4.1 Each subcontract agreement for a ponion of the Work is assigned by the Contracror ro the Owner provided than. .1 assignmen[ a effective only af[er termination of the Contract by the Owner for cause pursuant ro Para- graph t 4.3 and only for those subcontract agreements which [he Owner accepts by notifying the Subcon- traaor in writing; and .2 assignment is subject to the prior rights of the surely, if any, obligated under bond relating to the Con[raa. 5.4.2 If the Work has been suspended for more than 30 days. [he Subcon[rac[or's compensation shall be equirably adjusted. 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 Owner resenes the tight to perform construction or operations relared to the Project with the Owner's own forces. and [o award separate contracts in connection catch ocher por- eions ofthe Project or other construction or operations on the site under Conditions of the Contract identical or substantialh' similar to these including those ponions related ro insurtncc ;md waiver of suhmgation. ff the Con[racu>r claims [hat delay or additional ~atst is invoh-rd because of such aetian by the c )caner. the Contactor shall make such Claim as provided rlsc- tehere in the Ccm[ac[ Dueumrnts. 6.1.2 \C'hrn scpaatc ltlnt CtC[S 9[C :lwaC(lyd tUf diffl'CCRC pnr- tiutts , tf the Protect ur utter construction ar aperationi un the site. the [rnrt "'Con[racuu" in [he Cun[rtct Documents iri itch case hall mean the Contractor who cxrcu[es each srpara[r l)wnrr(a nn men tr .\gre•[•mrnt. 6.1.3 Tlie Owner shaft provide for coordination of the aaivi- des of the Owner's own forces and of earn separate conrraaor with dte Work of [he Conuaccor, who shall cooperate with them. The Conracror shall patridpate with other separate con- tractors and the Owner in reviewing thew constructlon sched- ules when directed to do so. The Contractor shall make any revisions [o the consuvction schedWe and Contra Sum deemed necessary abet a joint review and mama! agreement. The cons[maion schedules shall thrn consdnrce the schedules to be used by the Contractor, sepam[e contractors and the Owner until subsequently revised. 6.1.4 Unless o[herwise provided in the Contract Documents, when the Owner performs conscruc[ion or operations related ro the Projec[ with the Owner's oar forces, the Owner shall be deemed to be subject to the same obligations and to have the same rights which apply to the Comractor under the Condi- [ions of the Contract, including, withou[ excluding others, [hose slued in drtide 3, this :lttide 6 and Ar[ides 10, 11 and ] 2. 6.2 MUTUAL RESPONSIBILITY 6.2.7 The Contractor shall afford the Owner and separa[e con- [rac[ors reasonable oppor[uni[y for introduction and storage of [heir ma[edaLs and equipment and performance of [heir ac[ivi- ties and shall cornet[ and coordinate [he Contracwr'S con- struction and operations with [heirs as required by [he Contract Documents. 6.2.2 If part of the Contractor's ~ti'ork depends for proper execution or results upon constmc[ion or operations by the Owner or a separate concrac[or, the Contrac[or shall, prior to proceeding with [ha[ portion of the tX'ork, promptly report [o [he Archirect apparent discrepancies or defects in such ocher cons[ruc[ion chat mould render it unsuitable for such proper execution and resoles. Padure of the Conuactor so [o report shall consti[ute an acknowledgmen[ [ha[ the Owner's or sepa- rate contracrors' complered or partialh• completed constrvc[ian is fit and proper to receive the Contractor's Work, except as [o defects no[ then reasonable discoverable. 6.2.3 Costs caused by delays orb)' improperly limed activities or defettice construction shah he home by the parts responsi- ble [fierefor. 6.2.4 The Contractor shall prnmpdy remedy damage wrong- fully caused by [hr Contractor to completed or panially com- pie[ed construction or [o propem' of the Owner or separate contractrors as provided in Subpargraph 10?.i. 6.2.5 Claims and other disputes and manors in question bern•een the Contraavr and a separate mntracwr shall he sub-. ject [o the provisions of Paragraph 3.3 provided the separate cumracnx has reciprocal obligations. 6.2.6 The Owner and each separa[e contraanr shall hate the same responsibilities for cutting and patchinG as arc described for thr Contractor in Paragraph ~. N. 6.3 OWNER'S RIGHT TO CLEAN UP 6.3.1 !f a disport arias amunk qte Contractor. +cp:u:uc con- tractors and the Owner ;u m the rrsp):asihilitc utuicr their respective cun[ncts lix m:untaining ;hr pa~miscs and :urnnmd- ing aret free from n•:ure materials .:nd rubbish :IS drstrihed in Paagrph ?.I~. the Owner mac r!r::n un and albu'ate the rout among thn.r rcpt msihk :[• the .lrrtacit detcnnuus a~ he lull. AIA DOCUMENT AaOr • r,IiSlia:\I. t a ).cl tIT01RS : ~F 'I'II e ~ ~ ;~. I'RAt .' 1'~ III : ; ,'.. ~ > I ~ ':: ,•. • F n'ItTha".T'! i'1 n':'~ ~~ l4 A201-1987 .)t• law- rnu.t.~uanr..t. [~sTrrr'n•:nr tl[t llnrl ~ •<e~c •:: acts. ,) r.:: . > t t.lr.~.:.~: ~.: _ :~„ ARTICLE 7 CHANGES IN THE WORK .3 cost to be derermined in a manner agreed upon by the patties and a mutually acceptable fixed or percent- age fee; or .4 as provided in Subparagraph 7.3.6. 7.1 CHANGES 7.1.1 Changes in the Work may be accomplished after execu- tion of the Con[rac[, and wi[hout invalida[ing the Contrac[, by Change Order, Constnrcdon Change Directive or order for a minor change in the Work, subject to the limitations stated in [his anicle' and elsewhere in the Commct Documents. 7.1.2 A Change Order shall be based upon agreemen[ among [he Owner, Contractror and elrchitec[; a Construction Change Directive requires agreement by the Owner and Architect and may or may not be agreed [o by [he Contractor, an order for a minor change in [he Work may be issued by the Architect alone. 7.1.3 Changes in [he Wurk shall be perh)rmed under appli- cable provisions of [he Contract Documents, and the Con[mc- tor shall proceed prompdy, unless otherwise provided in the Change Order. Construction Change Direcdve or order for a minor change in [he Work. 7.1.4 [f unit prices are stated in [he Cunrract Documents or subsequentl}• agreed upon, and if qu:rn[i[ies odginally con- [emplated are so changed in a proposed Change Order or Con- struction Change Directive [hat application of such unit prices «> quantities of Work proposed will cause substantial inequity ur the Ua~ner ur Con[mcnx, the applicable unit prices shall be eyui[ahl}' adjusted. 7.2 CHANGE ORDERS 7.2.1 .~ Change Order is a written instrumem prepared by the Archirect and signed by the Owner, Contnc[or and Architect, stating their agreemen[ upon all of the following: a change in the Work; .2 the amoun[ of the adjustmen[ in the Contmc Sum, if any: and .3 the extent of the adjustment in the Conmmc[ Time, if any. 7.2.2 Methods used in drrermining adjustments to the Con[rac[ Sum may include those lis[ed in Subparagraph '.3.3. 7.3 CONSTRUCTION CHANGE DIRECTIVES 7.3.1 A Cunswc[iun Ctrange Directi_ye is a written order pre- pared bythe Archi[ect and signed by the Owner and Archi[ec[. directing a change in the Wurk and stating a proposed basis fur adjustment, if any, in the Contmct Sum or Cuntnct Time, ur both. The Owner may by Construction Change Directive, withuu[ im•alidating the Contract. urtler changes in the \G'ork n•i[hin the general scope of [hr Cun[rac[ consis[ing of addi- tions. deletions or other revisions, the Contract Sum an[f Con- trtct Timr bring adjusted accordingly. 7.3.2 d Constructian Change Directive shall hr aced in the ahsrnce of total agreement tin [he terms of a Clruter Or[ler. 7.3.3 If the Cunsvuai^n (:hangs Dircrtiyc pnryitles for an adiusunrnt nr the Contract tium, the adjustment shall be based nn oar of the li)Ilowing nte[hatls: .1 ntuwal aa'cptanrr of a lump sum prupeziy itrmircd and xtppusttl b}• sufficicn[ subv:mti:uing dart nr per nut ey:duation: .-- .2 unit peas st:urtl in the Cuntnia Ducunxnts nr suh• +cyucntly ,}:reed upon: 7.3.4 Upon receipt of a Consuucdon Change Direcdve, the Con[rac[or shall prompdy proceed wi[h the change in the VG'ork involved and advise the drehirect of the Contractor's agreemen[ or disagreemen[ with [he method, if any, provided in the Consuvction Change Directive for determining the pro- posed adjustment in the Contract Sum or Contract Time. 7.3.5 A Construction Change Direcdve signed by the Conrrac- ror indicazes the agreement of the Contractor therewi[h, includ- ing adjustment in Contratt Sum and Contact Time or the method for de[ermining [hem. Such agreemen[ shall be effec- tive immediately and shall be recorded as a Change Order. 7.3.6 If the Contractor dogs not respond prompdy or disagrees w-i[h the method for adjustment in the Contract Sum, the method and the adjustmen[ shall be determined be the Archi- [ect on [he basis of reasonable expendi[ures and savings of chose performing the Wurk attributable to the change, includ- ing, in case of an increase in the Con[mc[ Sum, a reasonable allowance For overhead and profit. In such case, and also under Clause '.3.3.3, [he Contmcror shall keep and present. in such form as the .architect may prescribe, an itemized accounting rogethrr n'ith appropriate supposing data. Unless otherwise pnn'ided in the Contmc[ Documents, costs for [he purposes of [his Subparagraph ,.3.ti shall be limited ro [he following: .1 costs of labor, including social security, old age and unemplo}•mrnt insurance. fringe brnefns required be agreement or custom. and workers'' or workmen's compcnsatiun insurance: .2 costs of materials, supplies and equipment. includ- ing cost of transposition, whether incorporated or consumed; .3 renal costs of machines' and eyuipment, exdusiye of hand roots, n•hether ren[ed from the Contracu)r or o[hers; .4 costs of premiums for all bonds and insurance. permit fees, and sales, use ur similar rases related u> the Work: and .5 additional rests of supen'Lsiun and field office prrsun- ncl directh• a«ributable w the change. 7.3.7 Pending final determination of cos[ to the owner. amounts not in dispute may hr included in dppliratiuns fix Payment. The :mxwn[ of credit nr hr alowrd by the Commc- urr wthe Owner ti)r a deletion or rhangc which resuhs in a net decrease in the Contract Sum shall he actual art mst a+ ttrn- tirmed by the Architec[. \Y,'hcn both additions and credits cuyering related \r'urk ur subs[itutiuns arc involved in a changes the allo,c:utcr fur uycrhrad :md profit shall hr ngurcd on the b:ui.+ uF net increase, if ant. with respec[ w that ch:mge. 7.3.8 I( ihr O)cncr and Cun[rttsur flu Hui aprcr wnh the adja+nncn[ in Cummt•[ Timr ur [hc ntetluxl lire dytermming it. the a~liu+unrm ur the nuthu~l shall he referred to il:c .lrchitcc[ lire detrnnm:nion. 7.3.9 IX hu) the Uwnyr and Conuartur auu )cith :its drtcr minatinn made be the :\rchireu untcennn4 the adiu>nnents m the Cunrract tium and Cunuart l'inu•. ~ rc uthcnct~c rcaCit a4rt•r ~mcnt unrm the adjt~+tntcnts. wch .i¢rtrmcnt +hail hr y:fccm'c inutxdiately and ,hall br recorded he pn•I)ar:uum .;rd esecu~ true ,d.ut appropriate t:hanu• , )Hirt AIA DOCUMENT A207 • ,;IiXI(R.11, LU\nl'rlt iS+ uF "I'iIE , . ~yt'a.tt.l' I~t tit ,t r~+1'ItI t. nt ~~ • hui It'I'Itli?'I'II FI9I d ~~ ti.t• I~,M-Tne.t,u:nu:.tstssTTmm'tt(tee.uu:nrrrxr~.-:;~r.~yr,ati;.ttesns.~t, .,t+iu~~.n,~,,, _ ~.~, A201-1987 15 l: 7.4 MINOR CHANGES IN THE WORK 7.4.7 The Archites will have authority to order minor changes in [he Work no[ involving adjustmrnt in the Conrac[ Sum or e;aension of [he Contras[ Time and noc inconsis[ent with the incur[ of the Contract Documents. Such changes shall be effetted by written order and shall be binding on the Owner and Contractar. The Contrasor shall eery ou[ such written orders prompdv. ARTICLE 8 TIME 8.1 DEFINMONS 8.1.1 Unless otherwise provided, Contract Time is the period of time, including authorized adjusanents, allotted in the Con- [ract Documents for Substan[ial Completion of [he Work. 8.1.2 The dale of commrncemrni of the Work is the date established in the Agreernenc. The date sha8 noc be postponed by the failure to as of the Contractor or of persons or en[tties for whom the Contracror a responsible. 8.1.3 The date of Substantial Completion is the dace ceaifled by the architect in accordance wi[h Paragraph 9.8. 8.1.4 The term "clay" as used in the Con[racc Documents shall mean calendar day unless otherwise specifinlly defined. 8.2 PROGRESS AND COMPLETION 8.2.1 Time limits stated in dte Contract Documenu are of the essence of the Contras. By executing [he Agreemen[ the Con- [racror confums chat the Contra[[ Time is a reasonable period for performing the Work. 8.2.2 The Contmsor sha8 not knowingly, excep[ by agree- ment or insttusion of the Owner in wrong, prematurely com- mence operations on the si[e or elsewhere prior to the effesive dare of insurance reyuired by Article 11 ro be furnished by [he Conrattor. The daze of commrncemrnt of the Work sha8 not be changed by the effec[ive date of such insurance. Unless the date of commrncement is established by a notice to proceed given by the Owner, the Contactor 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 mongages, mechanic's liens and ocher security interests. 8.2.3 The Conracmr shall proceed expeditiously with ade- quate forces and shat achieve Substantial Completion within the Contact Time. - 8.3 DELAYS AND EYTENSIONS OF TIME 8:3.1 [f [he Contractor is delayed a[ any [lure in progress of [he 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. ac by changes ordered in the Work, or by labor dispu[es. fire, unusual delay in deliveries, unavoidable casualties or other causes beyond the Contracror's control, or by delay authorized by the Oamer pending arbitm[ion, or by other causes n•hich the architect derermines may jus[ify delay, [hen the Contract Time shall be extended by Change Order for such rcas(mablc time u [he architect may determine. 8.3.2 Claims relating to rime shall he made in accordance pith applicable provisions of Pamgnph -t.~. 8.3.3 This ParuGnph M i does no[ preclude rccovrty-ol dam--, a4es ti)r delay he enher party under ether prirvisions at the Cuntr.[ct Documents. ARTICLE 9 PAYMENTS AND COMPLETION S.1 CONTRACT SUM 9.1.1 The Con[mc[ Sum is stated in the Agreement and, includ- ing authorized adjustments, is [he total amount payable by the Owner [o the Contractor for performance of the Work under the Conrratt Documents. 9.2 SCHEDULE OF VALUES 9.2.1 Hefore [he fast Application for Payment, [he Contractor shall submi[ [o the Archirec[ a schedule of values alloca[ed ro various potions of [he Work, prepared in such form and sup- pored bysuch data to substan[iate its accuracy as [he Archi[ec[ may cequke. This schedule, unless objected to by the Architect, shall be used as a basis For reviewing the Con[rac[or's Applica- tions for Pavment. 9.3 APP4ICATIONS FOR PAYMENT 9.3.1 Ac leas[ ten days before the dace established for each progress payment, the Contractor shall submit to the Architect an itemized Applica[ion for Pavmen[ for operations completed in accordance with the schedule of values. Such application shall be notarized, if required, and suppored by such data substantiating the Con[racco~ s tight to payment as the Owner or Architect may requue, such as copies of requisi[ions from Subcontrac[ors and material suppliers, and reflecting retainage if provided for elsewhere in the Contract Documents. 9.3.1.1 Such applications may include ;equests for payment on account of changes in the Work which have been properk authorized by ~Cons[msion Change Directive but not yet . included in Change Orders. 9.3.1.2 Such applications may nor include requests for pay-~ merit of amounts the Contractor does nor intend to pay co a Subcontractor or material supplier because of a dispure or other reason. 9.3.2 Unless otherwise provided in dte Contract Documents. payments shall be made on account of matedafs and equipment delivered and suitably stored at the site for subsequent incor- poration in the Work. If approved in advance by [he Owner. payment may similarly be made For marerials and eauipmen[ suitably srored off [he si[e a[ a loca[ion agreed upon in writing. Payment for materials and equipmrnt stored on or off [fie site shall be conditioned upon compliance by the Contractor with procedures satisfactory [o the Owner to establish the Owner's tide [o such materals and equipment or otherwise prorea the Ownei s in[eres[, and shall include applicable insurance. storage and transponation ro the site far such materials and equipment stored off [he site. 9.3.3 The Contmc[or warrants [hat tide ro all Work covered be an Application For Payment w01 pass to the Owner no la[er than the [lure of payment. The Cantractor further warrants chat upon submittal of an Application for Pacmen[ all \Y~"ork for which Cenifica[es far Paymen[ have been previously usued and pacmrnts received from the Owner shall to the bes[ of the Cuntmsor's knowledge. informa[ion and belief, he free and clear of liens. ilaims, seeurin• interests ur encumbrances in favor of the Contactor. 5ubcontmc[ors. material suppliers, or ocher persons or eneities nuking a [faint be rcastm of hacin~ provided labor, materials and ryuipmert relating «) the \t'ork. 9.4 CEATIFICATES FOA PAYMENT 9.4.1 7hr drehitrs will. within xvat lays :d[cr rcccipt of the Cuntrasnr~s :lpplic:uum li)r Paeme^.[. ei[hrr issue to the ,~ t_ AIA ODCUMFM Aamt • (:E,CF:ftAL (:OSUiI'ION5 OF TILE Ci)STHACT ff )a COSSTµI'(:Tq~ • : r r1'81't.IiSl'll EDITIOS 177 A201.1987 tt.t^ -r>r;nteaueat<:as l\STITI'TF.OE:\aCIIITIiC1'+ 1'+{SF,\['qi )ftF.tt'E>:1'E.S'~ t'.~ntIISGi't 1S UC. JU~iix+ ~,. ,.~~ _ ~~wner a Ceniflcate for Payment, with a copy to the Con[rae- .tor, for such amount as the Architect deremtirtes is properly due, or notify the Conuactor and Owner in wilting of the .Architect's reasons for withholding cenification in whole or in f~ part as provided in Subparagraph 9.5.1. a- 9.4.2 The issuance of a Cerificate for Payment wID constitute a representation by the Architect ro the Owner, based.on rite Arrhi[ecc's observations at the sire and the data comprising the Appflcadon for Payment, that the Work has progressed to the point indicated and [hst, ro the bat of the Architects knowl- edge, information and belief, quality of the Work is in accor- dance with the Contract Documents. The foregoing cepruenta- [ions are subject [o an evaluation of [he Work for conformance with [he Conrac[ Documents upon Subsran[ial Completion, ro results of subsequent tesu and inspections, to minor deviations from [he Contract Documents correctable prior [o completion and to specific qualitica[ions expressed by the Architect. The issuance of a Certificate for Payment will funher consdmre a representation [ha[ the Conttacror is endded ro paymen[ in [he amount cenifled. However, the issuance of a Cenificate for Pay- men[ will no[ be a representation that the Architect has (1) made exhaustive or continuous on-site inspections to check dae quality or quantity of the Work, (2) reviewed construction means, methods, techniques, sequences or procedures, (3) reviewed copies of requisitions received from Subcomraccors and material suppliers and other data requested by [he Owner [o substantiate [he Con[ractoi s right to payment or (4) made examination to ascertain how or for what purpose the Contrac- tor has used money previously paid on account of the Contmct Sum. 9.5 DECiSiONS TO WRHHOLD CERTiF1CATi0N 9.5.9 The Architect may deride no[ to [entry payment and may withhold a Cenificare for Payment in whole or in part, ro the [[tent reasonably necessary to protect the Owner, if in the Architect's opinion the representations to the Owner required by Subparagraph 9.v 2 [armor be made. If [he Archirect is unable [o cenify~paymen[ N the amount of the Application, the Architect wW notify the Contractor and Oamer as provided in Subparagraph 9.-t.1, If [he Contracror and Atchitec[ cannot agree on a revised amount, [he Architen witl prompdy issue a Cettificace for Payment for the amount for which the Architect is able to make such representations co [he Owner. The Archi- tect may also decide no[ [o cettify payment or, because of subsequently discovered evidence or subsequent observations, may nullify the whole or a pan of a Cenifcate for Payment previously issued, to such excrn[ as may be necessary in [he Archirect's opinion to protect the Owner from loss because of: 1 defective Work no[ remedied; .2 [bird pam• clauns filed or reasonable evidence indicat- ing probable fling of such clauns; .3 failure of the Con[rattor co make payments prop- erly to Subcontractors or for labor, materials or equipment; .4 reasonable evidence chat [he Work cannot be com- pleted for the unpaid balance of [he Conte[ Sum; .5 damage w [he Owner ur another contractor, .6 reasonable evidence that the Work wilt no[ br com- pleted within the Contract Time.:u[d [ha[ the unpaid balance would not he adequate w cover actual or liquidared damages for the anticipated dekn•; ur .7 persistent failure to carry out the \\'ork in accordance with the Concna Documents. 9.5.2 When [he above reasons for withholding certification are removed, cemficadon will be made for amounts previously withheld. 9.6 PROGRESS PAYMENTS 9.6.1 After the Archiect has issued a Cetvfica[e for Pavmrnt, the Owner shall make payment in rite manner and within the time provided in the Con[nct Documents, and shah so notify [he Architect. 9.62 The Contractor shall prompdy pay each Subcontractor, upon receipt of payment from the Owner, out of the amount paid co the Contracror on account of such Subcontractor's por- tion of the Work, rite amount to which said Subcontractoc is endded, reflecting percentages acntally retained from payments to the Contractor on account of such Subcontracror's pottion of [he Work. The Con[racror shall, by appropriate agreement with each Subcontracror, require each Subcontractar co make payments to Sub-subcontractors m similar manner. 9.6.3 The Architect will, on request, furnish to a Subcontrac- tor, if practicable, information regarding percentages of co~- pledon or amounts applied for by [he Conmetor and action taken thereon by the Architect and Ownei on account of por- tions of [he Work done by such Subcontracror. 9.6.4 Neither the Owner nor Architect shall have an ob6gadon [o pay or ro see to the paymen[ of money ro a Subcontractor except as may otherwise be required by law. 9.6.5 Payment to material suppliers shall be treated in a manner similar ro that provided in Subparagraphs 9.61.9.6.3 and 9.G.-i. 9.6.6 A Ceniflcace for Payment. a progress payment, or partial or entire use or occupancy of the Proiec[ b}• the Owner shall not mnsdture acceptance of Work not fn accordance Rich the Contract Documents. 9.7 FAILURE OF PAYMENT 9.7.1 [f the Architect does not issue a Cenificate for Pa}~r[ent, through no fault of the Contractor, within seven days after receipt of the Contractor's Application for paymen[, or if the Owner does not pay [he Contractor within sevrn days after the date established in rite Contract Documents [he amount cer• [ified by the Architect or awarded by arbitration, thrn [he Con- tractor may, upon seven adtiinonal days' wrinen notice [o the Owner and Architect, stop rite tt-ork until payment of the amount owing has been received. The Contract Time shat[ be extended appropriately and the Comnc[ Sum shall be increased by the amount of the Contruc[or's reasonable costs of shut-down, delay and s[an-up. which shall be accomplished as provided in Article i. 9.8 SUBSTANTIAL COMPLETION 9.B.1 Subs[art[iai Completion is [he stage in the progress of the Work when the Work or designated pottion thereof a suffi- ciendy cortiple[e in accordance with the Contract Documents so the Owner can occupy or utilize the [X`ork for its inrended use. 9.6.2 \t•'hen the Contractor considers that [hr tY'ork. or a por- tion thereof which [he Owner agrees [o accept separately. is substantially complete, the Cuntncror shall prepare and submit [n the Architect a comprehensive list of items to be completed or corrected Thr Contnetnr shall proceed pmmp[h• to c~m- ple[c :mil correct items un the list. Ftilure [o include an item on such list dots nut alter the responsibility of the Cuntnc[or co complete all Wurk in accordance n•ith dx <:onenta Dtxu- mentc, L'pon receipt of the Cun[nc«[r's Ilse. the Architect will make m inspection to dete:mme whethuc the CG'urk or destK- AIA DOCUMENT A201 • GENERiL CO~DITW~ti OF TIIE CU.YrRACT FOH [;OYtiTat t:T«t~ • f'OCRTffSTif F.UtTIX'? AIA'~ •~S'19H7 THE AMERI(:.49I95TITGTE OF dRG11TECTti.1-5i 9EW YORK.\\'ESI'E,~a'„\t',\SHISGTOS.UC, 9~•+~ A201-1987 17 ' ~ It Hared ponion [hereof is subsrantiafiy complete. If the Architect s inspection discloses any item, whether or not included on dte Contractor's lis[, which is no[ in accordance wi[h the requirements of the Contact Documents, the Conuac- •[or shall, before issuance of the Certificate of Subsuuttial Com- pletion. complere or correct such item upon notification by the Architect. The Contractor shall then submit a request for another inspection by the Architect to de[etmine Substantial Completion. When the Work or designated portion [hereof is substantially complete, the Archi[ect will prepare a Certifcate of Substantial Completion which shall establish the date of Sub- stantial Completion, shall establish responsibilities of the Owner and Comractor for secudn•, maintenance, heat, utilities, damage [o the Work and insurance, and shall fix the time within which [he Contractor shall finish all i[ems on [he list _} accompanying the Certificate. Warranties required by the Con- tract Documents shall commence on the dace of Substantial Completion of the Work or designated portion thereof unless o[hem'ise provided in the CettiOcate of Substantial Comple- [ion. The Certifica[e of Substantial Completion shall be sub- mi«ed to [he Owner and Contracror for [heir wrinen accep- [ance of responsibilities assigned to [hem in such Cettificate. 9.8.3 Cpon Substantial Completion of the Work or desigmted ponion [hereof and upon application by [he Contractor and certiFcation by [he Architect, [he Owner shall make paymen[, reflecting adjustment in retainage, iEany, for such Work or por- [ion thereof as provided in the Contract Documents. 9.9 PARTIAL OCCUPANCY OR USE 9.9.1 The Owner may occupy or use any completed or par- [ia0y completed portion of the \T'ork at any stage when such portion is designated by separate agreement with the Comrac- tor, provided such occupancy or use is consen[ed to by the insurer as required under Subparagraph 11.3.1 I and au[hodud by public authod[ies having jurisdiction over the Work. Such partial occupancy or use may commence whether or no[ the ponion g substantially complete, provided the Owner and Contrac[or have accepted in w•dcing the responsibilities assigned co each of them for pa}Tnrn[s, retainage if any, secu- dry, maintenance, heat, utilities, damage [o [he Work and insur- ance, and have agreed in wd[ing concerning the period for cor- rec[ion of dte Work and commencemen[ of wanartties required by the Contratt Documents. When [he Contractor considers a portion substantially complete. the Contmcror shall prepare and submit a list to [he Architect as provided under Subparagraph 9.8.2. Consent of the Contactor to partia! occv- pancy or [t;e shall no[ be unreasonably withheld. The stage of [lee progress of the Work shall•be determined by wd[ten agree- ment between the Owner and Contractor or, if no agreement is reached. by decision of the Architect. 4.9.2 Immediateh prior [a such partial occupancy or use. the Owner. Contractor and drehireet shall joind}• inspec[ the area to be occupied nr portion of the Work to he used in order [o derermme and record [he condi[ion of the \~"ork. 9.9.3 Cnirss o[hcrn•ise agreed upon, partial occupann• or use of a ponion or portions of the \C'urk shall not cuns[i[ute accep- tanec of \C'ork not a)mpl}'ing with the requirements of the Cun[ract Documents. 9.10 FINAL COMPLETION AND FlNAL PAYMENT 9.10.1 Cpun receipt ul' written notice that the 1C'urk is ready fur final inspraiun and acttptancr and upon rrccip[ of a final Application ti)r Pacmcn[. the Architect will prompdy make -such inspection and, when the Architec[ £mds the Work accepo- able under the Conuact Dontmenrs and the Conttatt fully per- formed. [he Architect will prompdy issue a final Certificate for Pavmrn[ staling [hat to dte bes[ of dte Atchicec['s knowledge, information and be3ief, and on the basis of the Architect's observations and inspections, the Work has been complered in accordance with terms and conditions of the Gontraa Docu- ments and [hat the entire balance found to be due the Comtac- tor and noted fn said fmal Certificate is due and payable. The Archiect's final Cenificate for Payment will constture a further representation that conditions listed in Subparagraph 9.10.2 as precedent ro the Contractor's being endued ro final payment have been fulfilled. 9.10.2 Neither final payment nor any remaining retained percentage shall become due anti! the Contmctor submits to [he Architect (I) an affidavit cha[ payrolls, bills for ma[erials and equipmen[, and other indeb[edness connected widt the Work for which [he Owner or the Owner's property migh[ be responsible or encumbered (less amounts withheld by Owner) have been paid or o[herwise sa[isfied, (2) a cettificate evidenc- ing that insurance required by the Conma Documents to remain in force after final payment is currendy in effett and will not be cancelled or allowed [o expire un[il at leas[ 30 days' prior written notice has been givrn [o the Owner, (3) a written statemen[ cha[ the Contractor knows of no substantial reason that the insurance will not be renewable to cover [rte pedod required by the Contract Documents, (4) consen[ of suren•, if any, to final payment and (5), iF required by the Owner, other da[a es[ablishing pa}arlerit or sausfac[ion of obliga[ions, such as receipts, releases and waivers of liens, claims, securin• interests or encumbrances arising ou[ of dte Contract, [o the eaten[ and in such form as may be designated by the Owmer. If a Subcon- [tac[or refuses co famish a release or waiver required by the Owner, the Contracror may famish a bond satisfac[on• to the Owner to indemnify [he Owner against such lien. If such lien remains unsatisfied after payments are made, dle Contractor shall refund to Ne Owner all money [hat the Owner may be compelled to pay in discharging such lien, including all costs and reasonable attorneys' fees. 9.10.3 If, after Substantial Completion of [he Work, final com- pletion thereof is ma[erially delayed through no fault of [he Comractor or by issuance of Change Orders affecting foul. completion, and the Archirect w canfircns, the Owner shall, upon applic[tion by the Contractor and certification by the Archirect, and wi[hout temlinating the Contract, make payment of the balance due for tha[ ponion of [he Work fully completed and accepted. If the remaining baLulce for Work nu[ fu0}' com- pleted or corrected is less than retainage stipulated in the Con- tract Documents, and if bonds have been famished, the writen consen[ of surely m paymen[ of the balance due for [hat por- tion of the Work fully completed and accepted shall be submit led by the Contractor «) the Archi[ect prior ro ceniFica[ion of such paymen[. Such payment shall be made under terms and conditions governing final pacmrn[. excep[ [ha[ it shall no[ constitute a n•aiyer of claims. The making of final payment shall constitute a waiver of claims by the Owner as provided in Sub- paragraph -+.3.5. 9.10.4 Acceptance of final paymen[ by the Cuntracu)r. a Sub- contrac«s or material supplier shall constiture a w'aicrr ~>t claims by tha[ pacer except those pmt•iously made in \criring and identitird by [ha[ pacer a5 unsettled at the time of tin:d Application cis 1'acment. Such waicrrs shall Ix in addition [u the \c:[icrr Described in SuhparaKnph f. i.5. r• ~- AIA DOCUMENT A2Dt • GF:\I[R;11. t t>SUi'nq\ti Ur T)Ili CU\1'A:\C i pqx r.USGTxt't:T1U\ • R)I'A'I')if.STH titNT:nS 18 A2O1-1987 \Li' 3lvtl'TIIF. A~IEHI(:.\3IS~rfT'1'TE UF:\xf.HITF.CTti,i-ti SF:\r'S'f)NK.\\'It\I'Ii,SIX'. \C':UIIIS(. i~1S Ut _x.n ARTICLE 10 PROTECTION OF PERSONS AND PROPERTY 10.1 SAFETY PRECAUTIONS AND PROGRAMS 10.1.1 The Contractor shall be responsible for initiating, main- tairiing and supervising all safety precautions and programs in connection with the performance of the Contract. 10.1.2 in [he even[ the Contractor encoun[ers on the si[e marerial reasonably believed to be asbestos or polychlorinated biphenyl (PCB) which has nor been rendered harmless, [he Contructor shall immediately stop Work in the area affected and repon the condi[ion to dte Owner and Arehi[ec[ in wd[ing. The Wo[k in the affected area shall no[ [hereaher be resumed excep[ by written agreement of the Owner and Contmcror if in fact [he maredal is asbesros or polychlorinated biphenyl (PCB) and has not been rendered harmless. The Wvrk in the affected area sha0 be resumed in [he absence of asbestos or pol}•chlori- na[ed biphenyl (PCB), or when it has been rendered harmless, by wrinen agreement of the Owner and Cvntnttor, or in accordance with final determination by the Architect on which arbitration has not been demanded, or by arbitra[ion under Article 4. 10.1.3 The Contructor shall not be required pursuan[ [o Ardde ? ro perform without consent any Wurk rela[ing ro asbesros or pol}'chlotina[ed biphenyl (PCB). 10.1.4 Tv the fullest eaten[ permimed by law, [he Owner shall indemnify and hold harmless [he Contractor, Architect, Archi- rect's consul[an[s and agents and employees of any vF them from and against claims, damages, losses and expenses, includ- ing but nU[ limited to aaorneys' fees, arising ou[ of ur resulting from performance of dte Work in [he affected area if in fatt.the material is asbestos or polychlorinated biphenyl (PCH) and has nut been [endered harmless, provided that such claim, damage, lass ar expense is atuibutable to bad0y injury, sickness. disease ur dea[h, or to injury to or destruction of tangible propem• (other [ham the Work itself) including loss of use resulting therefrom, but only «) the extent caused in whole or in pan by negligen[ acts ur omissions of [he Owner, an}'one direc[h• or indirectlh• employed by the Owner or anyone far n•huse acts the Owner may be liable, regardless of whe[her ur not such claim. damage, loss or expense is caused in part b}' a p~rn~ indemnified hereunder. Such obligation shall not be construed to negate, abridge, or reduce other righ[s or obligations of indemnity which would uthernisc exis[ u to a prny ur person described in [his Subparagraph 10.1.-t. ' 10.2 SAFETY OF PERSONS ANO PROPERTY 10.2.1 Thr Cun[rattor shal take reasonable precautions for safety uL and shall provide rruunable pro[ectiun to preven[_ darnagr, injury ur loss « ): .1 employees on the Wurk and other persons «'hu may he affected thereby; .2 the 1r:'urk and materials and cquipmcm «) he inc~rpo- rated therein, whe[her in storage un ur off :hr site. under cart, utstodv ur enn[rol of the Contracwr or the Contractor's 5ubcuntrac[c)rs ur Sub-subanurac- urrs: and .3 ~lther pn>prrn• a[ the site ur adjacent therc«l. such as [ftl'ti. sI1Nl)s, lawns. walks, payl'nlrli[5, nl'ddtt ly5., stmc[ures :utd u[tli[ics not dtsi[;na[cd li>r rcnulail. rdo- ca[ion ur rtplarcmcnt in the count ui iunetmttiun. 10.2:2 The Contmcror shall give notices and comply with applicable laws, ordinances, rules, regulations and lawful orders of pubhc authori[ies bearing on safety of persons or propem or their protection from damage, injury or loss. 10.2.3 The Contractor shalt erect and maintain, u required by existing conditions and performance of the Contruct, reason- able safeguards for safety and protection, including posting danger signs and other warnings against hazards, promulgating safen• regulations and no[ifving owners and users of adjacent sites and u[ilides. 10.2.4 \L'hen use or storage of explosives or~other hazardous materials or equipment or unusual methods are necessan• For execution of [he Work, the Contractor sha0 exercise utmost care and carry on such activities under supervision of properly qualifred personnel. 10.2.5 The Contmcror shall promptly remedy damage and loss (other than damage or loss .insured under propem insurance required by the Con[ract Documents) [o propem referred to in Clauses ] 02.12 and 102.1.3 caused in whole or in part by the Contmcror, a Subcontracror, aSub-subcontractor, or anyone direttly or indirectly employed by any of [hem, or by an}•one For whose acts they may be liable and for which the Contractor is responsible under Clauses I0 2.1 2 and 102.1.3, excep[ damage or foss a[[dbu[able [o acts or omissions of the Owmer or Arthi[ect or anyone directly or indirectly employed by either of them, or by anyone for whose acts either of them may be liable, and not andbutabte to the fault or negligence of the Convac[or. The foregoing obligations of the Contractor are in addition to the Comractor's obligations under Paragraph 3.18. 10.2.6 The Contractor shall designate a responsible member of [he Contncror's organization at [he site whose dun-shaLL be the prevention of acdden[s. This person shall be the Contractor's supedntendrn[ unless otherwise designated by [he Contractor in writing to [he Owner and Architect. 10.2.7 The Con[maor shall not load or permit any pan of the cons ruction or site [o be loaded so as ro endanger its safety. 10.3 EMERGENCIES 10.3.1 In an emergency affec[ing safety of persons or propem•, the Contrac[or shall act, at the Contractor's discretion. [v pre- tent threarened damage, injury or loss. Additional compensa- tion or ex[ensiun of [ime claimed by the Contmcror on account of an emergent}- shall be de[ermined as provided in Paragraph -i.3 and Article 7. ARTICLE 11 INSURANCE AND BONDS 11.1 CONTRACTOR'S LUIBILITY INSURANCE 11.1.1 The Cun[rattor shall purchase from and maincain'in a u)mpam• ur companies lawfully au[horized to dv business in [he jurisdic[iun in which [he Project is luca[ed such insurance :u will protre[ [he Contractor from claims set forth bduty which ma}~ ;vise uue uF or result from the Cumnlaur's uperuiuns under the Cun[ruet and for which the Cuntractnr may he legallc liable, tyhether such operations be h}' the Cun[raeu)r or by a Subcontractor ur by anyone diree[Ie ur indirec[Ic emplu~ed be ant of them, ur by anyone tiv tyhu<c x[s am' ui them nta}' br liable: 1 claims under workers' ur svurknlcn's iumprn>.uiun. disability hcnctit :utd uthu sintd:v cmpk [~ cc brnc[it acts which :ue applicable [u the U'urk ul Ix }~rrhlmtrd: AIA DOCUMENT A2D7 ~ ~;1[VF.HAI. t:uSUn'IOSti i )F TIIfl Cu?t'4.u:T FOa [:O.C~TItCCt)t /> • [i 11'H)'F:F.STII EDI17uS tIA' •':~IYH'l'IIEd~IF:NICaxI?:]TIl'I'TEt1F:\HCIIITECI'].:-~cSE\tYUaA.U'F:SI'E.SN'.'a'UIIISGTUS.UC._nxn, A201-198.7 1B a ks>... .2 claims for damages beause of bodily injury, occupa- tional sickness or disease, or death of the Conuactor's employees; .3 claims for damages beause of bodily injury, sickness or disease, or dead[ of any person other than the Con- tractor's employees; .4 claims for damage; insured by usual personal injury liability covenge which are st)stained (1) by a person as a result of an offense direcdy or indirectly related co employment of such person by the Contattor, oc (2) by another person; .5 claims for damages, other than co the Work itself, because of injury [o or destmcdon of [angible prop- erty, including loss of use resulting therefrom; .6 claims for damages because of bodily injury, death of a person or propem damage arising out of owner- ship, maintenance or use of a moor vehicle; and .7 claims involving contractual liability insurance appli- cable [o the Contractor's obligations under Paragraph 3.18. 11.1.2 The insurance required by Subparagraph I I.1.1 shall be wd[ten for no[ less than limits of liability specified in the Con- tras Documents or required by law, whichever covenge is greater. Coverages, whether written on an occurrence or claims-made basis, shall be maintained wi[hout in[erruption from dale of commencemrn[ of [he Work until dale of final payanrnt and [emtination of any coverage required [o be main- tained aher final paymen[. 11.1.3 Cenificates of Insurance accepnble to [he Owner shall be Filed with the Owner pdor to commencement of the Wark. These Certificate and the insurance policies required by [his Paagnph 11.1 shall contain a provision that coverages afforded under the policies will not be cancelled or allowed to expire until a[ least 30 days' pdor wdtten no[ice has been given to the Ownet. [f any of [he foregoing insurance coverages are required to remain in force aher fmal payment and are reason- ably available, an additional cenificace evidencing continuation of such covenge shall be submi[ted with the final Application for Payment as required by Subparagraph 9.10.2. Infomution concerning reduction of covenge shall be famished by the Contractor with reasonable promptness in accordance with the Contraccoc's information and belief. 11.2 OWNEfl'S LIABILITY INSURANCE 11.2.1 The Owner shall be responsible for purchasing and maintaining the Owner's usual Iiabili[y insurance. Optionally, [he Owner may purchase and maintain ocher insurance for self- protec[ion against claims which may arise from open[ions under the Contract. The Contactor shall not be responsible for purchasing and maintaining this optional Owner's liability insurance unless specifically required by the Contact Doctuments. 11.3 PflOPEflTY INSURANCE 11.3.1 Unless othewise provided, the Owner shall purchase and mainain, in a company or companies lawfully au[horized to do business in the jurisdiction in which [he Project is Iocaced, propeny insurance in the amount of the ini[ial Con- tract Sum as well as subsequent modifications therero for the entire Work at the lice on a replacemen[ cost basis wirhou[ vol- untan• deductihles. Such propem• insurance shall br main- tained, unless o[hrrwisc provided in the Con[ract Documents or otherwise ag[eed in writing by all persons and entities who are beneficiaries of such insurance, until final payment has been made as pn>vided in Paragraph 9. I0 or until no person ur cntin' ocher than the Owner has an insurable in[eres[ in the propem required by This Paragraph 11.3 [o be covered whichever is eazlier. This insurance shall include interests of [he Owner, [he Conuactor, Subcontractors and Sub-subcon[racto[s in the Work. 11.3.1.1 Property insurance shall. be on an all-risk policy form and shall insure against [he perils of fire and extended coverage and physical loss or damage including, without duplication of coverage, [hef[, vandalism, malicious mischief, collapse, false- work, cempoary buildings and debris removal including demolition occasioned by enforcement of any applicable legal requirements, and shall cover reasonable compensation for Architect s services and expenses required as a result of such insured loss. Coverage for ocher perils shall nor be required unless otherwise provided in [he Comnc[ Documents. 11.3.1.2 If [he Owner does no[ intend to purchase such prop- erty insurance requked by [he Comact and wi[h all of [he coverages in [he amoun[ descdbed above, the Owner shall so inform [he Con[nc[or in wd[ing prior ro commencement of the Work. The Contracror may thrn effect insurance which will protect the interests of the Contattor, Subcontactors and Sub- submntractors in the Work, and by appropriate Change Order the cost thereof shall be chazged to the Owner, if the Con[nc- tor is damaged by the failure or neglect of [he Owner to pur- chase or maintain insurance as described above, withou[ so no[ifiing [he Con[ncror, then the Owner shall beaz all reason- able costs properly aaribuable thereto. 71.3.1.3 If the propem insurance requires minimum deducti- bles and such deductibles aze identified in the Contract Docu- ments, the Contactor shall pay costs not covered because of such deductibles. If the Owner or kuurer increases the required minimum deductibles above the amounts so identified of iF the Owner elects [o purchase this insu[ance with voluntary deduc- tible amounts, the Owner shall be responsible For payment of the additional cosy not covered because of such increased or volunran• deductibles. If deductibles are not identified in the Comnc[ Documents, the Owner shall pay costs not covered because of deduc[ibles. 11.3.1.4 Unless otherwise provided in the Contract Docu- ments, [his propery insurance shall cover portions of [he Work stored off the site after written approval of the Owner a[ the value established in the approval, and also portions of the Work in t[ar[sit. 11.3.2 Boiler and Machinery Insurance. The Owner shall purchase and maintain boiler and machinery insurance- required by the Contract Documents or by law, which shall specifically cover such insured objects during installation and until final acceptance by [he Owner: [his insurance shall include imerests of the Owner, Contactor, Subcontrattors and Sub- subcontac[ors in [he \VOrk, and the Owner and Contactor shall be named insureds. 11.3.3 Loss of Use Insurance. The Owner, at [he Owner's option, may purchase and maintain such insurance as Drill insure the Owner against loss of use of [he Ownei s property due «) fire or other hazards, however caused. The Owner waives all righ[s of action agains[ the Contactor for loss of use of the Owner's prapcr[}', including consrqurn[ial losses due [o fire or other hazards however caused. 11.3.4 If the Contacror requests in writing that insurance for risks other than those described herein or fix ocher special haz- ards be included in [he property insurance policy, the Owner shall, if passible, include such insurance. and nc~ cost thereof shall hr charged u) [Ire Contactor by appropriate Change Order. r^ f r l_. AIA DOCUMENT A207 • GE~F.[G1t. COVDrrtUSl OF 71[ti COSTRa[? FqR ~:DS~TAI't: rt0~ • FOt'ATEE~T[t EDITIOS 20 " A201-1987 ,i,> •~~'19H-TIIE.~\IERIt:.tS1?STITI"fE OF ARCIIITEQ'ti.l"ti SEtt'S'Uafi.{PF.SI'E.Stt'. U'd1t I1SGT2~. DlL Ynuw ~:~,:: „ 11,3.5 If during [he Project conscmedon pedod the Owner insures propertie, real or personal or both, adjoining or adja- crnt rothe site by property insurance under po8des separate from those irtstuing the Project, or if after final payment prog- eny insurance is co be provided on the completed Project through a policy or policies other [ban [hose insuring the Proj- ect during the construction period, the Owner shall waive all rights in accordance with the terms of Subparagraph 11.3.7 for damages caused by fue or other petits covered by this separate property insurance. All separa[e policies shall provide this waiver of subrogation by endorsement or otherwise. 11.3.6 Before an exposure co loss may occur, d1e Owner shall fde with the Con[nttor a copy of each policy that includes insurance coverages required by [his Paragraph 11.3. Each policy shall conain a8 genera8y applicable conditions, defini- tions, exclusions and endorsemen[s rela[ed [o this Projett. Each policy sha8 contain a provision [hat the po8cy will not be cancelled or a0owed to expire until at least 30 days' prior wric- ten notice has been given [o the Contractor. 11,3.7 Waivers of Subrogation. The Owner and Con[nccor waive all righa against (1) each other and any of their subcon- tractors, sub•subcontnttors, agents and employees, each of the odter, and (2) the Archirett, Architect's consultants, sepan[e con[ractors described in Article 6, if any, and any of their sub- con[rac[ors, sub-subcon[racrors, agena and employees, for damages caused by fire or other perils to the extent covered by propene insurance obtained pursuan[ ro [his Paragraph 11.3 or other progeny insurance applicable to the Work, except such righ[s as [hey have to proceeds of such insurance held by the Owner as fiduciary, The Owner or Contractor, as appropriate, shall require of [he Archi[ett, Archireci s mnsui[ants, separate comnc[ors described in Article 6, g any, and the submncrac- tors, sub-submntnccors, agents and employee of any of them, by appropria¢ agreements, wrinrn where legally required for validity, similar waivers each in favor of other ponies enum- erated herein. The polities shall provide such waivers of subro- gation by endorsemrn[ or otherwise. A waiver of subrogation shall be effective as to a person or entity even [hough [hat per- son or rnciry would otherwise have a duty of indemnifrcarion, contnccual or otherwise, did no[ pay [he insurance premium direc[lr or indirecrlg and whether or not the person or rndry had an insurable interest in the propem}• damaged. 11.3.8 A loss insured under Ownei s property insurance shall be adjusted by the Owner as fiduciary and made payable ro the Owner as titluciary for [he insureds, as their -intezes[s may appear, subject to requirements of any applicable mortgagee clause and of Subparagraph 11.3.10. The Contractor shall pay Subcommcrors their just shares of insurance proceeds received by [he Contrac[or, and by appropriate agreements, wri[[en where Iegai[y required for validity, shall require Subcontrattors to make payments to [heir Sub-subcontractors in similar manner. 11.3.9 If required in writing by a party in interes[, the Owner as fiduciary shall, upon occurrence of an insured loss, give bond fur proper performance of [he Owner s du[ies. The cost of required bonds shall be: charged against proceeds received as tlducian•. The Owner shall deposi[ in a separate accoun[ pro- ceed, so received. which the Owner shall distribute in accor- dance n•ith such agreement as the parries in inreres[ may rraeh, or in arcurdance wi[h :ut azbitration award in which rase the procedure shall he as provided in Paragraph aS. If titter lush- lass nu other special agreement is made, replacemen[ of dam- aged property shall be covered by appropriae Change Order. 11.3.10 The Owner as fiduciary shall have power to adjust and seNe a loss with insurers unless one of the parties in interest sha8 object in writing within five days a@er occurrence of loss [o the Owner's exercise of this power; if such obiecrion be made, azbitzarots shall be chosen as provided in Paragraph 4.5. The Owner as fidutiary shall, in the[ case, make setdement with insurers in accordance wi[h direttions of such azbi[ta[ors. If distribution of insurance proceeds by azbitmtion is required, the azbitrators wi8 direct such distribution. 11.3,11 Partial occupancy or use in accordance with Paragraph 9.9 shall not commence until [he insurance company or com- panies providing propem insurance have consen[ed to such partial occupancy or use by endorsemen[ or otherwise. The Owner and the Comnctor shall take reasonable steps to obtain consent of the insurance company or companies and shaLL. wi[hou[ mu[ual wd[[rn consrn[, nhe no action wi[h respect to partial occupancy or use [ha[ woWd cause cancellation, lapse or reduc[ion of insurance. 11.4 PERFORMANCE BOND AND PAYMENT BOND 11.4.1 The Owner shall have the dgh[ [o require [he Contnc- [Or [o furnish bonds covering fai[hful performance of the Con- : tntt and payment of obligations arising thereunder as sdpu- lared in bidding requirements or spetifically required in the Con[nct Documents on the date of execution of the Contract. 11.4.2 Upon the request of any person or en[i[y appearing ro be a po[ential beneficiary of bonds covering payment of obliga- «ons arising under the Comncr, [he Contractor shall prompdt• furnish a copy of [he bonds or shall permi[ a copy to be made. ARTICLE 12 lJNCOVERING AND CORREC710N OF WORK 12.1 UNCOVEAING OF WORK 12.1.1 If a portion of [he Work is covered contrary to the Architect's reque[ or to requiremrnrs specifrcally expressed in the Contract Documents, it must, if required in writing by [he Arrt»tect, be uncovered for the Architects obsenacion and be replaced at the Con[ractor's expense without change in the Contract Time. 12.1.2 IF a portion of [he \v/ork has been covered which the Archirect has no[ specifica8y reques[ed to observe prior ro its being covered, the Architec[ may request to see such Work and it shall be uncovered by the Contractor. If such \~'ork is in accordance with the Contnc[ Docurnenu. costs of uncover ing and replacement shall. by appropria[e Change Order, be charged [o [he Owner. If such Work is not in accordance with [he Con[rac[ Documents, the Contnc[or shall pav such costs unless [he condition was caused by the Owner or a separate con[nctor in which even[ the Owner shall be responsible for paymen[ of such costs. 12.2 CORRECTION OF WORK 12.2.1 The Contractor shall promptly correct Work rejected by the .\rchiceu ur failing ro conform to [hc requirements of the Contract Documents. whether obsen•ed before or after Subsranual Cumple[ion and whether or not [ahricated. installed or completed. The Con[riecor shall brat rusts of correcting such rejected \r'urk. including additional [eying and inspec- [iut3s and compens:nion fur the Architects seryices :md expenses made ncccssan-thercby. 12.2.2 If. a'i[Itin one }'car after [he date of iuhsr.(nti:d Cumplc- tion nfthe \t'urk ur deoiansted portion thereoL or aticr [he date AIA DOCUMENT A201 • GESER(t t:01U1"IIUS~ nF TIiB (:OS iRa(,-I' FOR CUSbT[ti'(a'IO.~ • Ft 11'NTEESTII :iUlTt[l~ :\IA' "~I'1R'TI[Ed)IF.RI(:.UI\S'I'n'1'TE OF.\RCIII"I'CCTti,t-!i ~g~t'yORh AeliSi'P:.S~C'. •a.~>nisrro~.nr _xux, A201-1987 21 r , for commencement of warranties established under Sub- paragraph 9.9.1, or by terms of an applicable spedal warranty required by the Contract Documents, any of the Work is found ro be not in accordance with the requirements of the Contras[ Documents, the Contractor shall correct it prompdy after receipt of wdt[en notice from [he Owner to do so unless the Owner has previously given the Contractor a written accep- [ance of such condition. This period of one year shall be eetended with respect to portions of Work fist performed after Substantial Completion by the period of time between Subs[an- tia! Completion and the actual performance of the Work. This obligation under this Subparagraph 12:2:? shaft survive accep- tance of the work under the Con[mct and termination of the Conuac[. The Owner shall give such notice promptly after dis- covery of the condition.: 12.2.3 The Contractor shall remove from the si[e portions of the Work which are not in accordance with the requirements of the Commct Documents and are•nei[her correc[ed by the Contractor nor accepted by the Owner. 12.2.4 If the Contmctor Fails ro cornett nonconforming Work within a reasonable time, the Owner may correct i[ in accor- dance wi[h Paragraph 2.4. If the Contractor does not proceed wi[h correction of such nonconforming Work within a reason- able time fixed by wd[[en notice from [he Archi[ec[, the Owner may remove it and sore the salvable materials or equipmen[ at [he Con[mctor's expense. If [he Conuacror does no[ pay wsrs of such removal and s[orage within [en days after wdt[en notice. [he Owner may upon [en addi[ional days' wri[[en notice sell such maredals and equipment a[ auction or a[ priva[e sale and shall account for the proceeds thereof, after deducing cosy and damages [hat should have been borne by dte Con- [me[or. including compensation for the Architect's services and expenses made necessary thereby. If such proceeds of sale do not cover costs which the Contmctor should have borne, the Contract Sum Shall be reduced by the deficiency. If pa}•menrs then or [hereafter due [he Contrattor are not sufFcient to cover such amoun[, the Comractor shall pay [he difference to [he Owner. 12.2.5 The Contracmr shall bear [he mst of corteeting des[roved or damaged conswttion, whether completed or partitll}' completed, of the Owner or separa[e contractors caused be the Con[ractor's correction or removal of Work which is no[ in accordance with the requirements of [he Con- tract Documents. 12.2.6 No[hing contained in this Paragraph 12.2 shall be con- stmed ro estnblish a pedod of limitation with respett ro other obligations which [he Contractor migh[ have under the Con- tract Dotvmenrs. Establishmem of [he time period of one year as described in Subparagraph [ 2.3? relates only to [he specific obligation of [he Contmctor to correc[ [he Work, and has nn relationship u> •he time within which the obligation to comply with the Contract Ducumeha may be sough[ ro be enforced. nor co the time within which proceedings may he commenced to establish [he Cunuactor's liability with respec[ to the Con- tracror's obligations other than spcciFicalh• [o correc[ the Work. 72.3 ACCEPTANCE OF NONCONFORMING WORK 12.3.1 If the On•ncr prefers to accept \Y'ork which is not in actt)rdance with the requirements of the Cuntrac[ Documents. the Owner mac do so instead of «yuiring its removal :rod cor• action, in which cast the Cun[mc[ Sum w•ilI he rctluccd a5_. ;[ppmprcr[e :rod cquitahle. tiuctt adjustment shall he ef(ccted whether ur nut linal p:p'ment has hecn made. ARTICLE 13 MISCELLANEOUS PROVISIONS 13.1 GOVERNING LAW 13.1.1 The Contract shall be gocemed by [he law of [he place where [he Project is located. 132 SUCCESSORS AND ASSIGNS 13.2.1 The Owner and Contractor respectively bind [hem- selves, [heir panners, successors, assigns and legal representa- [ives [o the other party hereto and [o partners, successors, assigns and legal representatives of such other pony in respec[ [o covenan[s, agreemen[s and obligations contained in the Con- tract Documents. Neither pony ro the Contras[ shall assign [he Contract as a whole without wdc[en consent of the other. If either party anempts to make such an assignment wi[hou[ such consen[, that parry shall nevertheless remain legally responsible for all obGga[ians under the Contcac[. 13.3 WRITTEN NOTICE 13.3.1 Wdtten notice shall be deemed to have been duly served if delivered in person to [he individual or a member of [he firm or entity or to an officer of [he corporation for which i[ was in[ended, or if delivered a[ or sent by regis[ered or terrified mail to the las[ business address known ro the pony giving notice. 13.4 RIGNTS AND REMEDIES 13.4.1 Duties and obligations imposed by the Contract Docu- ments and dgh[s and remedies available thereunder shall be in addition to and not a limi[ation of duties, obligations, tights and remedies otherwise imposed or available by law. 13.4.2 No attion or failure ro att by [he Owner, Archi[ect or Contmctor shall constitute a waiver of a nigh[ or dun- afforded [hem under the Contract, nor shall such attion or failure to act constitute approval of or acquiescence in a breach thereunder, except as may be specifiralh• agreed in writing: 13.5 TESTS AND INSPECTIONS 13.5.1 Tests, inspections and approvals of portions of the Work required by the Commct Documents or by laps, ordi- nances, roles, regula[ions or orders of public authorities having jurisdittion shall be made ac an appropriate tine. (:nless other- wise provided, [he Contmctor shall make arrangements for such tests, inspections and approvats with an independent rest- ing labnra[on• or entity acceptable to the Owner, or with the appropriae public au[horin•, and shall bear all related costs of tests, inspecions and approvals. The Conttattor shall give the Architect timely notice of when and where tests and inspeo- .Lions are m he made so the Architect may obsen•e such proce- dures. The Owner shall boar costs uF tests. inspections or approvals which du na become rcyuiremen[s un[il after bids arc received ur negotiations concluded. 13.52 If the Architect. Owner ur public authorities having jurLsdictiun determine tha[ portions of the \Y'nrk require addi- tional testing. inspection ur apprn)-al not included under Sub- pamgraph I j.5.1. the Architect will. upon written authorira[ion Irom the Owner. insrntc[ the Cuntrtr«x to make arrm,L'emen[s ~lor such gdditiunal testing, inspection or approval b{• an entin• aceepr.[hle m the Owner anti d)c Cunmte«,r shall give timely notice to the Art•hitca of when:rod )ahem: tests anti insnre[ians art u) hc• made su the Architect m:n~ nbsrn'e such prorettures. r" i 4 L. AIA DOCUMENT A201 • ,[pVERAI. t:UBU[T[Utis t)P 'rl tF: t1USTRACT ft)H 0.OShTHi tiH )$ • Pnt'aTFF.ST« LIIIT«l~ 22 A201.1987 ,i.{~ .:.i,,,,-ittr'.:{suaut:.tsi~tinrrir:or:{«rtme,:,,.rt;.r:{e'rnxn.t\'t~:r:. ~~x ~r.{,iu~t:rn. ut. _•~~~, ... .. ~ ~_ ~h.,..,.,.,. . The Ownec ;hall bear such rnsts except as provided in Sub- P~8raPh 13.1.3. 13.5.3 IF such procedures for testing, inspection or approval under Subparagraphs 13.5.1 and 13.5.2 reveal failure of the portions of the Work ro comply wi[h requfrements established by the Con[ract Documents, the Contractor shall bear all cows made necessary by such failure including those of repeated procedures and compensation for dte Architect's services and expenses. 13.5.4 Required cercificaces of testing, inspection or approval shall, unless otherwise required by the Contntt Documents, be secured by the Contractor and prompdy delivered to the Archi[ea. ' 13.5.5 ff the Architect is [o observe tests, inspections or approvals required by the Contra Documents, the Architect will do so promptly and, where practicable, at the normal place of [esting. 13.5.6 Tests or inspections conduced pursuant to the Con- tract Documents shall be made promptly to avoid.unreasonable deL~v in the Work. 13.8 INTEREST 13.6.1 Papmrn[s due and unpaid under tite Con[ract Docu- ments shall bear interest from the dare payment is due az such rare as the panics may agree upon in writing or, in the absence thereof, a[ The legal rare prevailing from time ro rime at the place where [he Project is located. 13.T COMMENCEMENT OF STATUTORY LIMITATION PEAI00 13.7.1 As between dte Owner and Contractor: .1 Before Substantial Completion. As to acts or failures [o act octvrdng pdor [o the relevant dare of Substan- tial Completion, any applicable stance of limindons shall commence ro tun and any alleged cause of anion shall be deemed co have accrued in any and all events roc lacer than such dare of Substantial Completion; .2 Between Substantlai Completion and Final CettiFF cafe for Payment As ro acts or failures to att occur- rng subsequent ro the relevan[ date of Substantial Completion and prior to issuance of the final Crrtffi- care for Payment, any applicable statute of limi[auons shall commence to tun and any alleged cause of ac[ion shall be decmrd to have accmed in any and all evrncs not larer than [he date of issuance of the Final Certificate fur Paymrnt; and .3 AfterFinal Certificate for Payment As to acts or failures co act occurring after the relrt•ant date of issu- ance of the final Certificate For Pavmen[, any appli- cable statute of limita[ions shall commence m run and an}• a0rgrd cause of action shall hr deemed to have accrued in anv and all events not later than [he date of am• act ur Failure u].act by the Cuntrac«tr pursuant at atn• warrunn• provided under Paragraph i.i, [he date uF one correction of the \T'urk ur failure to corrt:•r[ the CG'urk bv_(hc~Ermtracwr-under-P-arauraph_l??.tlt the dale of arrual commission of anv utltet act ur Eulure t pcrtixm any duty ur uhlig,:ttiun by thc.Cuntracux ur Owner. whichever-occur last. ARTICLE 14 TERMINATION OR SUSPENSION OP THE CONTRACT 14.1 TERMINATION BY THE CONTRACTOR 14.1.1 The Contncror may [emtinare dte Con[nc[ if the Work is stopped for a period of 30 days Through no act or fautc of the Contractor or a Subconuactor, Sub-subcontractor or [heir agents or employees or any other persons performing portions of the Work under contra with the Contncror, for any of dte following reasons: .1 issuance of an order of a coup or ocher public author- ity having jurisdic[ion; .2 an act of governmene, such u a declaration of national emergency, making material unavailable; .3 because the Architect has not issued a Cerrificare for Paymen[ and has not notified the Contncror of the reason for wi[hholding certifi('ation as provided in Subpamgnph 9.-f.t, or becatue [he Oa'ner has nor made payment on a Cenifcate for Payment within the time stated in the Conuact Documrnts; .4 if repeated suspensions, delays or interruptions by the Owner as described in Paragraph 14.3 constitute in the aggregate more than l00 percen[ of the total num- ber of days scheduled for completion. or ]20 days in any 361-day period. whichever is less; or ,5 the Owner has failed to Cumish co the Contncror prompdv, upon the Contnc[or's request, reasonable avidence as required by Subparagraph 2?.l. 14.1.2 If one of the above reasons exists, the Contncror may, upon seven additional days' a•nmen notice [o the Owner and Architect, terminate the Contract and recover from the Owner payment For Work executed and for proven loss with respect [o ma[eriaLs, equipment, [Dols, and consttvction equipmen[ and machinery, including reasonable overhead, profit and damages. 14.1.3 If the \Gork is slopped for a period of C]0 days through no act or Caul[ of the Comnaor or a Subcomnecor or thew agents or employees or any other persons performing ponions of the tr'ork under con[nc[ ai[h the Contncror because [he Owner has persistently failed ro fulfill the Oa•nei s obligations under the Contra Documents with respect w matters impor- rant [o [hr progress of [he work, The Cornnccr may, upon sevrn additional <invs' v:d[mn notice to the Owner and [he Architect. [enninate the Cunmct and recover from the Owner as provided in Subparagraph !*.1.?. 14.2 7EAMINATION 8Y THE OWNER FOfl CAUSE 14.2.1 The Owner map terminate the Cuntrac[ if the Contractor. .1 persiscendy or repeatedly retiues or fails ro supph' enough properly skilled workers ur proper ma[eriaLS: .2 fails to make payment to Subcontracwrs titr materials or labor in accordance wi[h the respcatce agreements brtrvrrn [hr Cuntnrtor and [hr 5ubcontrac[ors: .3 persistently disregards laa:ti, urdin:utca, ur rules, reg- ulations ur orders of a public .wthuritc hating juris- diction: ur .4 ~ )tltl'Ca'lal' 11 GUIIIC ~~[ SUI]5{an Ual hflaCh UI a prUt'ttilUn ui the <:untna Documents. 14.2.2 \C'hcn anc,tl the aivnt rectum. exist, dtr Uwnrr, upon ccntfl~:(nun he rhr archrt~•c( that >utNacnt i:uoc ~:iixs to ju+- AIA DOCUMENT Aa01 • QE\ERdL (:nSnIT1UV; nF T11E l:U\TR{(:T FUR l:U.»l'Itt't: Tlt t~ P(u'R'ff.h:~1'It i~l(r! f(t~ at.;~ •sbTH-TIIE.~.tIEH[T:.ltil.\~T[TrTEUF';(RC7IITF:(a'ti.l't5\Y.\Y'T'nRK:U'ISllh'.~u' `xl+lll.~t;;~(su( .~~~., A2D7-1987 23 1 tify such action, may without prejudice co any other rtghu or remedies of the Owner and affer giving the Contractor and the Conuaccor's surety, if any, seven days' wdtten notice, teani- nau employmrn[ of the Contracmr and may, subjec[ [o any prior tights of the surety: .Y take ptuseston of the site and of aII materials, cquip- mrnc took, and mnstmcdon equipmen[ and machin- ery thereon owned by the Contractor, .2 accept assignmeac of subcontracts pursuant co Para- graph 5.4; and .3 finkh the Work by whatever reasonable method the Owner may deem ezpcdient. '14.2.3 When the Owner terminates the Contra for one of the reasons sated is Subparagraph 14.2.1, the Contractor shalt trot be entitled ro receive funkier payment tmm the Work is finished. 14.2.4 If the unpaid balance of the Contract Sum exceeds costs of finishing tilt Work, including mmpensuion for the Archi- tect's service and expense made accessary Thereby, such excess shall be pall to The Conuaaor. tf such cnsrs exceed [he unpaid balance, the Contractor dull pay the differrnce [o [he Owner The amount to be paid zo the Contraczor or Owner, ±s the rrse may b0. shall be ccrdfied by the Archizea, upon appll- cation, and this obligation For payment shall survive termina- tion of the Contract. 14.3 Sl1SAENSION 8Y THE OWNER FOA CONVENIENCE 14.3.1 The Owner may, without Host, order the Contracror in writing to suspend, delay or iatenvpt the Worlc in whole or in part for such period of time as the Owner may detem)Ine. 14.3.2 P,rr adjustment shall be made for')ncreases is the cost of performance of dre Contncz, Including profk on the in(:reased cost of performance, caused by suspension, delay or inTrnup- tion. No adjustment shall be made w the extent: .1 [hat perfottnattcc is, wu or would have been so sus- pended, delayed or in[ezrup[ed by anonc~r cause for which the Contractor is responsible; or .2 [hat an equitable adjustmrnt is made or denied under another provision of this Con[raa. 14.3.3 Adjusunrnts made in the cosz of pefformance may have a mutually agreed fixed or percentage fee. ' '~' -- AIA nOCUlAElfT Aa01 • GENEIUL CONDITIONS OE TF(E (:ONTRA(.7 FOR CD;JtiTRCLT70N • FUCRTEECTIt GnlTit)V 24 A2U1-188T AIA° •R119H7 T7{EA}IERIGNINSTITI:TE Ok ARCHITECCfS,t.SS NEW YORK APENI'E,NIt'. R'A,tiHLYGTON. D.i;.!f%Mxv 3/87 ~.. iuu. iyiu Y, L/7 ~' AMEl[tICAN AItBITRA,TION ASSOCIATION Re: 14 110 00442 00 SCF INDEPENDENT DEVELOPMENT CORPORATION and FOXCROFT TOWNHOUSE ASSOCIATES, n/k/a BRAMBLES TOWNHOUSE ASSOCIATES, A PA LIMITED PARTNERSI3IP I~B~IT ~ CASE MANAGEMENT OA2DE][t #1 Pursuant to the case management conference held by telephone on February 23, 2001, the following procedures will apply to this matter. (1) Mr. Stabile, counsel for Respondent, will provide a copy of his letter responding to the Demand for Arbitration directly to the Arbitrator by mail. (2) The Respondent is not asserting affirmative counterclaims in this matter. (3) On or before Apri130, 2001, counsel for Respondent will supply to counsel for CJaimant a designation of the bases on which Respondent proposes to offset the claim. The designation will specifically include an itemization of each proposed offsetting claim, the specific dollar amount attributable to each offsetting claim and documents which support each offsetting claim. (4) By Apri130, 2001, Claimant will provide to counsel for Respondent documents which support his principal claim. (5) On or before May 15, 2001, counsel for the parties will exchange witness lists and copies of prentunbered exhibits for use at hearing in this matter. ~ _... ._. ,,.... ire. iyio Only witnesses designated in such listing and exhibits exchanged in this manner will be used at hearing- Counsel for each of the parties will additionally provide directly to the Arbitrator a copy of their respective witness lists and a listing of exhibits bearing the exhibit number and a brief description of each exhibit they propose to introduce. Copies of exhibits should not be provided to the Arbitrator in advance of the hearing. (6) Hearings in this matter wil] commence on June 4, 2001 and continue on Tune 5, 6, 7, 8, I 1 and 12 as necessary. Hearings will be held at the law offices of Buchanan Ingersoll, 213 Market Street, Harrisburg, PA, and will begin at 9:00 a_m. each day. If either party desires the presence of a reporter at hearings, counsel for the parties shall make such arrangements directly with an appropriate court reporter and shall notify opposing counsel of such arrangements. February 27, 2001 r. ~i Jack M. Stover Arbitrator •. 3FMx:Y15mPi. _.. ... "",~ Nu, 19Itl r. 4/5 AMERI4wN ARBITRATION ASSOCIATION NOTICE OF HEARING February 28, 2001 Peter R. Andrews, Eaq. Countess, Gilbert & Andrews 29 North Duke Street York, PA 17401 Vic Stabile, Esq. Dilworth Paxson 305 North Front Street Suite 403 Harrisburg, PA 17101 Re: 14 110 00442 00 INDEPENDENT DEVELOPMENT CORPORATION and F07[CROFT TOWNHODSE ASSOCIATES, n/k/a BRAMBLES TOwNROIISE ASSOCIATES, A PA LIMITED PARTNERS PLEASE TAKE NOTICE that a hearing in the above-entitled arbitration will be held as Eollowe: PLACE: Jack M. Stover, Eaq. Buchanan Ingersoll 213 Market 3t. Harrisburg, RA 17101 DATE: June 04, 2001 TIME: 10:00 A.M. DATE; June O5, 2D01 TIME: 10:00 A.M. DATE: June 06, 2001 TIME: 10:00 A.M. DATE: June 07, 2001 TIME: 10:00 A.M. DATE: June 08, 2001 TIME: .10:00 A.M. DATE: June 11, 2001 TIME: 10:00 A.M. DATE: June 12, 2001 TIME: 10:00 A.M. BEFORE: Jack M. Stover, Esq. Note: Please attend promptly with your witnesses and be prepared to present your proofs. Sabrina C. Fecher CASE ADMINISTRATOR ' ~ February 28, 2001 ~ ~ .' xoTICB: the arbitrator(s) have arrangdd their schedule and reserved the above date(s) based on the advice of the parties. Therefore, every effort should be made to appear oa the date(s) scheduled. In the event that unforeaeea circumstances make it impossible to attend the hearing as scheduled, a party requesting a postponement shculd obtain the agreement of Che other party. If there is ao mutual agreement, the arbitrator(s) mill make a determination. A11 requests foz postponements moat ba commluaicated to the case administrator (sot the arbitrator). There should be ao communication between the parties and the neutral arbitrator(s) other than at oral hearings. 2ostpoaements are subject to AAA fee assessment, a9 set forth is the rules. in some instances, postponements are subject to cancellation fees by the arbitrator(s). cc: arbitrator (e) August 14, 2001 Jeffrey L. Rehmeyer II, Esq. Countess, Gilbert & Andrews 29 North Duke Street York, PA 17401 Vic Stabile, Esq. Dilworth Paxson 305 North Front Street Suite 403 Harrisburg, PA 17101 Re: 14 110 00442 00 INDEPENDENT DEVELOPMENT CORPORATION and FOXCROFT TOWNHOUSE ASSOCIATES, n/k/a BRAMBLES TOWNHOUSE ASSOCIATES, A PA LIMITED PARTNERS Dear Parties: Fail°Be~ Ey direction of the arbitrator(s), we herewith transmit to you the duly executed award in the above-captioned matter. Sincerely, ~~ani Se araJ Case manager z3o South Broad Street, Floor iz, Philadelphia, PA tgioz-gigg telephone: z t5 7Sz gs6o, facsimile: z t5 7S2 Boos In the Matter of the Arbitration between INDEPENDENT DEVELOPMENT CORPORATION and FOXCROFT TOWNHOUSE ASSOCIATES, n/k/a BRAMBLES TOWNHOUSE ASSOCIATES, A PA LIlVIITED PARTNERS Case No. 14 110 00442 00 SCF AWARD OF 'THE ARBITRATOR I, THE UNDERSIGNED ARBITRATOR, having been designated in accordance with the arbitration agreement entered into by the above-named parties and dated October 14, 1997, and having duly heard the proofs and allegations of the parties, hereby FIND as follows: Claimant Independent Development Corporation has asserted the following claims: 1) Unpaid construction invoices $359,560.61 2) Interest at 0.5% per month through June 1, $14,382.42 2001 3) Per diem interest after June 1, 2001 $177.32 4) Penalties pursuant to 73 P.S. §§ 501-516 $28,764.85 Respondent Foxcroft Townhouse Associates n/k/a Brambles Townhouse Associates has asserted set-off claims totaling $785,184.83, consisting of the items and amounts set forth in the Decision of Arbitrator below. Accordingly, I AWARD as follows: (1) Independent Development Corporation's claim for $359,560.61 is determined in favor of CLAIMANT. (2) Independent Development Corporation's claim for penalties pursuant to 73 P.S. §§ 501-516 is determined in favor of RESPONDENT. (3) Respondent Foxcroft Townhouse Associates' set-off claims are determined as follows: (a) The set-off claim relating to exterior siding in the amount of $497,000.00 is determined in favor of CLAIMANT. (b) The set-off claim for attachment of shutters in the amount of $280.00 is determined in favor of RESPONDENT. (c) The set-off claim relating to entry gable soffit ceilings in the amount of $19,640.00 is determined in favor of CLAIMANT. (d) The set-off claims for caulking in the total amount of $12,200.00 are determined in favor of CLAIMANT. (e) The set-off claim relating to exterior electric wires in conduit in the amount of $51,800.00 is determined in favor of CLAIMANT. (f) The set-off claim relating to air conditioner compressors to grade in the amount of $9,963.00 is determined in favor of RESPONDENT. (g) The set-off claim for air conditioner shut-off box mountings in the amount of $3,900.00 is determined in favor of RESPONDENT. (h) The set-off claim relating. to air conditioner wires in conduit in the amount of $9,200.00 is determined in favor of CLAIMANT. 2 . , (i) The set-off cf aim relating to air conditioner relocations in the amended amount of $39,000.00 is determined in favor of RESPONDENT. (j) The set-off claim relating to replacement of bi-fold doors in the amount of $92,904.00 is determined in favor of RESPONDENT. (k) The set-off claim relating to dryer doors in the amount of $1,456.00 is determined in favor of CLAIMANT. (1) The set-off claims relating to laundry ceiling lights in the total amount of $25,620.00 are determined in favor of RESPONDENT. (m) The set-off claim relating to furnace filters in the amount of $3,000.00 is determined in favor of CLAIMANT. (n) The set-off claim relating to the PMI account summary is determined partially in favor of RESPONDENT in the amount of $8,344.45. (o) The set-off claim for activation fees in the amended amount of $4,410.00 is determined in favor of CLAIMANT. (4) 'The net award to CLAIMANT is $179,549.16. Interest at 6% per annum from September 15, 2000 to the date of this Award shall be added to the net award to CLAIMANT. 3 , ~ , 1 ~ • ~. r i x (5) The parties shall bear tlieii own attorney's fees. (6) The administrative fees of the American Arbitration Association totaling $5,500.00 shall be borne equally by the parties and paid as directed by the Association. Therefore, RESPONDENT shall pay directly to CLAIMANT the sum of $2,750.00 for their one-half share of the administrative fees previously advanced by CLAIMANT to the Association. (7) The arbitrator's compensation and expenses totaling $17,762.50 shall be borne equally by the parties and paid as directed by the Association. (8) This Award is in full settlement of all claims and set-off claims submitted to this arbitration. DATED: August 1, 2001 4 A ~" ~ ~ w i a ~. ~ ~ ~ ~~ ~ ~ ~ ~ ~ ~ ~ ~~ ~ ~ ~ ~ (-mil e 1 ~~ i 1 i1 _ ~, r =~_` -~ INDEPENDENT DEVELOPMENT IN THE COURT OF COMMON PLEAS OF CORPORATION, :CUMBERLAND COUNTY, PENNSYLVANIA PETITIONER V. FOXCROFT TOWNHOUSE ASSOCIATES, n/k/a BRAMBLES TOWNHOUSE ASSOCIATES, A PA LIMITED PARTNERSHIP, RESPONDENT 01-5608 CIVIL TERM AMENDED ORDER OF COURT AND NOW, this day of October, 2001, this court's order of October 2, 2001, issuing a Rule against respondent to show cause why the order in judgment confirming an award by arbitrators should not be entered pursuant to the within application, returnable five (5) days after service, is amended to reflect that respondent shall have ten (10) days after service to file a response. Any answer filed shall be forwarded by the Prothonotary to chambers. Edgar B. Jeffrey L. Rehmeyer, II, Esquire For Petitioner Victor Stabile, Esquire For Respondent :saa .. ._.: : . ;~~ - INDEPENDENT DEVELOPMENT CORPORATION, Petitioner IN THE COURT OF COMMON PLEAS OF CUMBERLAND COUNTY, PENNSYLVANIA No. 01-5608 Civil Term v. FOXCROFT TOWNHOUSE ASSOCIATES, ivk/a THE BRAMBLES TOWNHOUSE ASSOCIATES, Respondent CIVIL ACTION -LAW PRAECIPE TO WITHDRAW PETITIONER'S APPLICATION FOR ORDER CONFIRMING AWARD Please withdraw the Application for Order Confirming Award filed on September 26, 2001, concerning the above-captioned case, without prejudice. Respectfully submitted, CGA LA Sup~tffe ¢o~irt No. 80210 2 orth uke Street York, PA 17401 Telephone: 717-848-4900 CERTIFICATE OF SERVICE I hereby certify that on this date a copy of the foregoing Praecipe to Withdraw Petitioner's Application for Order Confirming Award as served on Respondent's counsel in the manner indicated below: FACSAIMILE TRANSMISSION AND FIRST CLASS MAIL ADDRESSED AS FOLLOWS: Victor P. Stabile, Esquire Dilworth & Paxson 305 North Front Street, Suite 403 Harrisburg, PA 17101 Sincerely, Je ~.5~ Byer II, Esquire S r m urt No. 80210 North Duke Street York, PA 17401 Telephone: 717-848-4900 Dated: October 12, 2001 CGA LAW FIRM ca ~' c -- : i~-,r,- ~: .~ ~~ m ;-, ;i ~C~ ~ ~~ ~ SIT, iJ'1 .6' -G //JJ~ JYi