Board packet

Regular Meeting of the Capitol Region Watershed District (CRWD) Board of Managers, for Wednesday, September 20, 2017 6:00 p.m. at the office of the CRWD, 1410 Energy Park Drive, Suite 4, St. Paul, Minnesota.

REGULAR MEETING AGENDA I.

Call to Order of Regular Meeting (President Joe Collins) A) Attendance B) Review, Amendments, and Approval of the Agenda

6:00

Materials Enclosed

PUBLIC HEARING – Watershed Management Plan Amendment At this date and time, the Board of Managers will hear and accept public comments regarding the Watershed Management Plan Amendment of the Capitol Region Watershed District.

II.

Public Comment – For Items not on the Agenda (Please observe a limit of three minutes per person.)

III.

Permit Applications and Program Updates (Permit Process: 1) Staff Review/Recommendation, 2) Applicant Response, 3) Public Comment, and 4) Board Discussion and Action.)

A) B) C) D) E)

Permit 13-010 Ramsey Hill – Closure (Hosch) Permit 13-012 Xcel Energy East Metro Pipeline – Closure (Hosch) Permit 15-026 Victoria Park Apts II – Closure (Hosch) Permit 15-036 Regions Ambulance Canopy – Closure (Hosch) Permit 15-041 Raymond Ave Phase III – Closure (Hosch)

IV.

Special Reports-

V.

Action Items A) AR: Approve Minutes of the August 16, 2017 Regular Meeting (Sylvander) B) AR: Approve Accounts Payable/Receivable for the Month of August 2017 (Sylvander) C) AR: Approve grant for Snelling-Midway Stormwater Management Project (Eleria) D) AR: Authorize Distribution of an RFP for construction Manager Services (Doneux)

VI.

Unfinished Business A) Regulatory Program Review (Kelley) B) CRWD’s New Website (Bromelkamp) C) Building Update (Doneux)

VII.

General Information A) Administrator’s Report

VIII. Next Meetings A) Wednesday, October 4, 2017 Board Meeting B) Wednesday, October 11, 2017 CAC Meeting IX.

Adjournment Our mission is to protect, manage and improve the water resources of Capitol Region Watershed District

September 20, 2017 Board Meeting Public Hearing – CRWD Watershed Management Plan Amendment (Eleria)

DATE: TO: FROM: RE:

September 14, 2017 CRWD Board of Managers Anna Eleria, Division Manager Public Hearing for CRWD Watershed Management Plan Amendment

Background In CRWD’s 2010 Watershed Management Plan (WMP), construction of a new office is identified as a capital improvement project under Fund No. 450 - Innovation and Future Trends. The estimated 10-year total expenditure was $2,985,000. CRWD purchased an existing building at 595 Aldine Street in early 2017 and schematic design of renovations was completed in July. The updated, total estimated cost of the new office is $10,088,498. The increase in project budget warrants an amendment to CRWD’s 2010 WMP. Issues At the August 16th meeting, CRWD’s Board of Managers approved a draft WMP amendment that reflects an increase in the new CRWD office budget. The draft WMP amendment was distributed to government agency and made available publicly for review and comment on August 21st. MN Board of Soil and Water Resources (BWSR) staff conducted an initial review of the draft amendment and identified a few additional locations in the plan that reference the new office and require revisions. The enclosed draft WMP amendment incorporates these additional revisions.

A public hearing to present the WMP amendment and receive comments is scheduled for the September 20th Board meeting. The deadline for submitting comments in writing or in person is September 22nd.

CRWD staff will review agency and public comments and make any necessary revisions to the amendment. Staff anticipate seeking Board approval of the WMP amendment at the October 4 th Board meeting. As of September 15th, there have been no comments.

Action Requested None, for your information only enc:

Draft WMP Amendment

W:\06 Projects\WMP 2010\WMP Amendment 2017\Board Meeting Materials\BM WMP Amendment Public Hearing 09-14-17.docx

Our Mission is to protect, manage and improve the water resources of Capitol Region Watershed District.

CRWD 2010 Watershed Management Plan – Minor Amendment Distribution List August 21, 2017

Jeff Berg, MDA Heather Butkowski, City of Lauderdale Julie Kleinschmidt, Ramsey County Marc Culver, City of Roseville Jeanne Daniels, MN DNR John Freitag, MDH Julie Holleran, MPCA Beth Neuendorf, MnDOT Wes Saunders-Pearce, City of Saint Paul Mary Peterson, BWSR Judy Sventek, MCES Michael Thompson, City of Maplewood Sack Thongvanh, City of Falcon Heights Anne White Eagle, RCD

Our mission is to protect, manage and improve the water resources of Capitol Region Watershed District.

Capitol Region Watershed District 2011 – 2020 Watershed Management Plan Implementation Plan Summary

TOTAL COST

Code 101

Code 201

ADMINISTRATION Administration

$416 $416

$1,313 $48

2014 $5,421 $4,472

$428 $428

$1,395 $78

2015 $5,582 $4,604

$441 $441

$1,439 $80

Year 2016 $5,786 $4,779

$454 $454

$1,479 $83

$34

$35

$14

$14

$14

$15

$156 $116 $308

$160 $119 $309

$155 $121 $360

$160 $125 $370

$164 $129 $381

$223 $172

$229 $177

$194 $141

$200 $145

$117

$120

$225

$93 $21

$96 $18

$87 $19

2011 $4,526

2012 $4,128

2013 $4,136

$392 $392

$1,246 $45

$404 $404

$1,286 $47

PROGRAMS Groundwater Protection 207 Rulemaking/Rule $33 Revisions 208 Permitting $151 210 Stewardship Grants $113 211 Monitoring and Data $300 Assessment 220 Education and Outreach $216 225 Technical Resources and $167 Information Sharing 228 Future Trends: Research $113 and Positioning 230 GIS $90 240 Safety Program $17

Amounts expressed in thousands of dollars.

CRWD 2010 Watershed Management Plan – 9/1/2010

2017 2018 $4,519 $4,642 $6,837 $12,388

$494 $509 $494 $509

$1,435 $1,478 $85 $88

2019 $4,519 $4,506

$524 $524

$1,525 $90

2020 $4,586 $4,573

$540 $540

$1,567 $93

Total $47,846 $54,949

$4,602 $4,602

$14,163 $737

$15

$16

$16

$206

$169 $133 $368

$174 $137 $379

$180 $141 $390

$185 $145 $401

$1,655 $1,278 $3,566

$206 $150

$210 $156

$217 $161

$223 $166

$230 $171

$2,149 $1,605

$232

$239

$184

$190

$196

$202

$1,818

$90 $23

$93 $20

$94 $21

$96 $21

$99 $25

$102 $23

$941 $209

i

Capitol Region Watershed District 2011 – 2020 Watershed Management Plan Implementation Plan Summary Continued

2011 $826 $38

Code PROJECTS 301 Shoreline & Streambank Assessment and Maintenance 305 Como Lake $120 Subwatershed 313 Lake McCarrons $32 Subwatershed 315 Loeb Lake Subwatershed $21 317 Crosby Lake $50 Subwatershed 320 Trout Brook $206 Subwatershed 325 Wetland, Stream and $129 Ecosystem Restoration – Planning 330 Mississippi River $212 Subwatersheds 370 Watershed 0 Management Planning 390 Special Projects and $19 Grants

Amounts expressed in thousands of dollars.

2012 $875 $40

2013 $764 $41

2014 $615 $33

2015 $643 $34

Year 2016 $649 $35

2017 $671 $15

2018 $677 $16

2019 $605 $16

2020 $622 $17

Total $6,948 $283

$123

$127

$138

$142

$147

$150

$155

$160

$164

$1,426

$33

$34

$35

$36

$37

$39

$40

$41

$42

$370

$21 0

$22 $50

0 0

0 0

0 0

0 0

0

0 0

0 0

$64 $150

$292

$218

$156

$160

$165

$238

$144

$149

$153

$1,881

$133

$137

$116

$120

$123

0

0

0

0

$757

$214

$116

$128

$130

$133

$127

$129

$132

$134

$1,454

0

0

0

$12

0

$92

$133

$98

$101

$435

$19

$20

$9

$9

$10

$10

$10

$11

$11

$127

CRWD 2010 Watershed Management Plan – 9/1/2010

$50

ii

Capitol Region Watershed District 2011 – 2020 Watershed Management Plan Implementation Plan Summary Continued 2011 CAPITAL IMPROVEMENT $2,062 Code PROJECTS 401 Shoreline and $89 Streambank Restoration 405 Como Lake Subwatershed $503 BMPs 413 Lake McCarrons $525 Subwatershed BMPs 415 Loeb Lake Subwatershed $39 BMPs 417 Crosby Lake 0 Subwatershed BMPs 420 Trout Brook $365 Subwatershed BMPs 425 Wetland, Stream and $31 Ecosystem Restoration – Implementation 430 Mississippi River 100 Subwatersheds BMPs 435 Stormwater Impact Fund 0 Implementation 440 Special Projects and $285 Grants 450 Future Trends: 0 Implementation 490 Debt Service $125

Amounts expressed in thousands of dollars.

$95

2014 $2,983 $2,034 $23

2015 $3,058 $2,080 $23

Year 2016 $3,203 $2,196 $24

$518

$533

$370

$381

$392

$188

$193

$199

$205

$3,481

$26

$226

$3

$3

$3

$211

$12

$12

$12

$1,034

$41

$42

$28

$29

$30

$31

$32

$33

$34

$338

0

0

$38

$39

$40

0

0

0

0

$116

$200

$150

$75

$77

$80

0

$150

0

0

$1,097

$32

$33

$697

$714

$733

$684

$702

$720

$638

$4,983

200

100

$175

$177

$80

0

0

0

0

$832

0

0

$53

$54

$56

0

0

0

0

$162

$294

$302

$281

$290

$299

$307

$317

$326

$336

$3,037

0 $949 $0 $978 $0

$1,007 $0 $461

$12 $2,330 $461

$13 $7,758 $536

$13 $0

$13 $0

$536

$592

$2,985 $10,088 $3,619

2012 $1,563

2013 $1,643

$95

0 $162

CRWD 2010 Watershed Management Plan – 9/1/2010

$162

$293

$293

2017 $1,919 $4,237 $25

2018 $1,979 $9,724 $25

2019 $1,865 $1,852 $26

2020 Total $1,857 $22,133 $1,844 $,29,236 $27 $448

iii

CRWD 2010 Watershed Management Plan – 9/1/2010

iv

District Financing Approach This section of the Plan describes financing options, including tax levy and other sources of revenue, the District intends to utilize when implementing the Plan. The District will seek funding for District programs, projects, and capital improvement projects through grants and outside cost‐share funding. Where known cost‐share opportunities are lacking, partnerships may be developed for cost and workload sharing. Costs and responsibility will be shared with partners whenever possible.

In the Twin Cities metropolitan area, watershed districts have the authority to levy an ad valorem tax (a tax on all taxable parcels in the District that is based on property value) to pay for the costs of implementing their watershed management plan. These authorities are granted in MN Statutes 103B and 103D. These costs include the District’s administration, programs, projects, and capital improvement projects. The District legal boundary defines the area of land that comes under the District’s jurisdiction, and the area upon which the ad valorem tax is applied. The District will keep the District’s legal boundary as accurate as possible, closely matching it to the hydrologic boundary, so that the land that drains to District water resources is captured within the legal boundary. The legal boundary must follow property boundaries or other legally definable boundaries (e.g., roads), and a single property cannot be in more than one watershed district. This means there can be differences between the legal boundary and the hydrologic boundary. The District also has the authority to finance large capital projects by selling bonds or securing loans.

The District will fund its implementation program using four primary sources of revenue: 1. Property tax levy 2. Grant funds 3. Local partner cost‐sharing funding 4. Bonds and Loans

The District’s financing approach for operations (administration, programs, and projects) will be to fund the costs primarily through the annual levy, however, typically 5% is raised through grants, fees, interest income, and local cost‐share funding. The financing approach for capital improvement projects is planned to be 25% through the annual levy and 75% through grants, loans, and bond proceeds. Small capital improvement projects (less than $250,000) will be financed through the annual levy. Larger projects will have the costs spread to the long‐term benefitting parties through financing via bonds and loans. The District will seek local partner cost‐share funding for capital improvement projects of all sizes to off‐set the District’s contributions. Current and past bond issues, loans and grants and their original amounts are listed below.

Current and Past Bond Issues, Loans and Grants Project Como Lake Strategic Management Plan Arlington Pascal Stormwater Improvement Project Arlington Pascal Stormwater Improvement Project Arlington Pascal Stormwater Improvement Project Green Infrastructure Practices in the CCLRT Project

Finance Type

Year

Amount

Note

BWSR‐‐Local Water Management Challenge Grant BWSR‐‐Local Water Management $75,000 Challenge Grant

Grant

2000

Grant

2005

Grant

2006

Bonds

2007 $1,550,000 District Bond Issue

Grant

2010

CRWD 2010 Watershed Management Plan —9/1/2010

$80,000

$54,000 MPCA‐‐Clean Water Legacy Grant

$665,000 BWSR‐‐Clean Water Program

35

Villa Park Wetland Improvement Project Crosby Lake Management Plan

Loan

2010

$430,000 MPCA‐‐Clean Water Partnership

Grant

2010

$50,000 MPCA‐‐Clean Water Partnership

Grants and loans will likely remain a small (5%) percentage of the District’s funding sources. The District will continue to apply for grants and loans to offset project costs whenever possible and cost effective. However, grant and loan programs change frequently as existing grant/loan amounts and priorities change, new grant and loans become available, and existing programs are terminated.

The District will also seek partnerships, or cost‐sharing, to distribute a portion of project costs to all the benefitting organizations.

To implement the projects, programs, and capital improvements during the 10‐year life of the WMP, the District’s annual levy will increase from a 2010 amount of $1.7 million to approximately $3.8 million. This will result in a property tax rate change from 0.76% in 2010 to approximately 1.65% by the end of the plan period. This equates to an increase from $7.60 per $100,000 of property value in 2010 to approximately $19 per $100,000 of property value by 2020. This increase is the result of the District evolving into a more mature organization and will allow for the full implementation of the initiatives contained within the WMP.

At this time, the District does not intend to ask Ramsey County to use their taxing or bonding authority to fund District capital projects contained in this Plan. However, if District revises this Plan to make such a request to Ramsey County, the District will follow appropriate policies set by Ramsey County for the request.

The District’s WMP is amended to reflect the approximately $7 million increase for design and construction of its new office (Fund #450). The new office will be financed primarily via bonding and to a lesser degree, 2018 annual levy.

CRWD 2010 Watershed Management Plan —9/1/2010

36

450 – Innovation and Future Trends Description and Purpose of Activity As new technologies emerge in water resources management, science, and engineering and the fields continue to evolve, the District is responsible for staying aware of scientific trends and interpreting them for practical application. The District is uniquely positioned to ensure that new knowledge is properly applied within its boundaries.

This is necessary in order for the District to maintain its leadership role with regard to technical understanding of how key water resources concerns are manifested in this ultra‐ urban setting.

Projected Expenditures 10 Year Plan: annual schedule breakdown

2011

2012

2013

2014

2015

2016‐20

Ten Year Total

Planned Initiatives A. CRWD Green Office Building/Campus

‐

‐

Total for 450‐ Innovation and Future Trends ‐

‐

$1,058 $2,985 $10,088 $10,088 $949 $978 $1,058 $2,985 ‐ ‐ ‐ $10,088 $10,088 Amounts are expressed in thousands of dollars

‐

$949

$978

Objectives Looking forward to the next 10 years, emerging issues the District will need to address are climate change, innovations in green design, and consideration of additional pollutants beyond those that have typically been the focus of water resources management initiatives. The District’s Issues identification process identifies one issue statement pertaining to future trends: future watershed management strategies need to be responsive to emerging issues resulting from climate change, and technological advances. This program is intended to address, in part, the associated goals and policies. Given that innovations and future trends are relatively new or unfamiliar issues, only one initiative is identified to date.

Project Initiatives None.

Explanation of Planned Initiatives A. CRWD Green Office Building/Campus

Renovate a building to serve as the District’s office incorporating as many innovative stormwater practices and sustainable building features as practical to demonstrate leadership in using new techniques. This building/campus will create a learning environment for the public and will be an accessible demonstration site. Monitoring and maintenance data from the BMPs used on‐site will supplement the growing District research database used to inform future work.

CRWD 2010 Watershed Management Plan Revised ‐ 08/10/2017

83

The original budget for the new office was developed in 2010 without a new office design to base the cost estimate. In early 2017, CRWD acquired property in Saint Paul and commenced design for redeveloping the site. The building budget has increased by approximately $7 million for several reasons. First, the District is redeveloping an urban brownfield site which adds costs for site remediation and disposal of contaminated soils.

Second, the District is rehabilitating an existing building, which is more expensive than new development. Third, the new building is designed to meet future staffing needs, which was not considered for the 2010 estimate.

CRWD 2010 Watershed Management Plan Revised ‐ 08/10/2017

84

COSTS

(VALUES ROUNDED TO NEAREST 1000, SUMMATION VALUES MAY BE SLIGHTLY OFF DUE TO ROUNDING.)

Issues

Implementation Initiatives

Partners

CRWD One-Time/ Periodic Cost Cost Share

#3

#4

TOTAL COSTS

B C D

Administration [Administrative Initiatives] Budget and Levy Annual Audit Debt Service Requirements Citizen Advisory Committee Annual Report Evaluate Staff Roles Lease Clean Water Legacy and Other Funding Opportunities Program Effectiveness Audit Annually complete BWSR's PRAP and achieve the high performance standards

B C 207 A

B C 208 A

B C 210 A

B C 211 A

Groundwater Protection [Program Initiatives] Well Sealing Cost Share Cleveland/Randolph GW Study Groundwater Studies Ramsey County Groundwater Plan Initiatives Rulemaking/Rule Revisions [Program Initiatives] Evaluate Rules Annual TAC Meeting Re: Rules Rule Comparison/Review with Other WMOs Evaluate Green Regulatory Framework Permitting [Program Initiatives] Implement Permitting Program Evaluate dollar amounts for fees, etc.

Electronic permit/fee tracking system Assess compliance rates Inspection process for BMP function and surety funds Correlate monitoring data to permitted BMPs, activities Present at water resources conferences Monitor effectiveness of filtration BMPs Web Based Permit Tracking Tool Provide Technical Assistance to Industrial Permittees within the District Stewardship Grants [Program Initiatives] Stewardship/Partner Grants community outreach Stewardship/Partner Grants project inspection Pre-application site visits Partnership with Ramsey Conservation District Actively Promote Grants Projects as Demonstration Sites Evaluate Grant Distribution and Target Areas

2014

2015

2016

2017

$5,421,000 $4,472,000

$5,582,000 $4,604,000

$5,786,000 $4,779,000

2018

2019

2020

10-Year Total

$14,215,000 $21,804,498

$2,461,000 $2,451,000

$5,000 $5,000

$4,519,000 $6,837,000 $4,642,000 $12,388,000

$4,519,000 $4,506,000

$4,586,000 $4,573,000

$47,846,000 $54,949,000

$4,136,000

$401,000

$392,000

$404,000

$416,000

$428,000

$441,000

$454,000

$494,000

$509,000

$524,000

$540,000

$4,602,000

$401,000 $376,000

$392,000 $387,000

$404,000 $398,000

$416,000 $410,000

$428,000 $423,000

$441,000 $435,000

$454,000 $448,000

$494,000 $462,000

$509,000 $476,000

$524,000 $490,000

$540,000 $505,000

$4,602,000 $4,434,000

$5,000 -

$20,000 $3,000 $3,000

$3,000 $3,000

$3,000 $3,000

$3,000 $3,000

$3,000 $3,000

$3,000 $3,000

$3,000 $3,000

$26,000 $3,000 $3,000

$27,000 $3,000 $3,000

$28,000 $3,000 $3,000

$29,000 $3,000 $3,000

$109,000 $30,000 $30,000

$1,100,000

$1,128,000

$1,246,000

$1,286,000

$1,313,000

$1,395,000

$1,439,000

$1,479,000

$1,435,000

$1,478,000

$1,525,000

$1,567,000

$14,163,000

-

$69,000 $19,000

$45,000 $20,000

$47,000 $20,000

$48,000 $21,000

$78,000 $22,000

$80,000 $22,000

$83,000 $23,000

$85,000 $24,000

$88,000 $24,000

$90,000 $25,000

$93,000 $26,000

$737,000 $226,000

-

$25,000 $25,000

$26,000

$27,000

$27,000

$28,000 $28,000

$29,000 $29,000

$30,000 $30,000

$31,000 $31,000

$32,000 $32,000

$33,000 $33,000

$34,000 $34,000

$216,000 $295,000

$60,000

$12,000 $12,000

$33,000 $12,000

$34,000 $13,000

$35,000 $13,000

$14,000 $14,000

$14,000 $14,000

$14,000 $14,000

$15,000 $15,000

$15,000 $15,000

$16,000 $16,000

$16,000 $16,000

$206,000 $142,000

$45,000 $15,000

-

$15,000 $5,000

$16,000 $5,000

$16,000 $5,000

-

-

-

-

-

-

-

$48,000 $16,000

$27,000

$138,000 $128,000

$151,000 $132,000

$156,000 $135,000

$160,000 $140,000

$155,000 $144,000

$160,000 $148,000

$164,000 $152,000

$169,000 $157,000

$174,000 $162,000

$180,000 $167,000

$185,000 $172,000

$1,655,000 $1,508,000

$15,000 $12,000

$5,000 $5,000

$10,000 $9,000

$11,000 $10,000

$11,000 $10,000

$6,000 $6,000

$6,000 $6,000

$6,000 $6,000

$6,000 $6,000

$6,000 $6,000

$7,000 $7,000

$7,000 $7,000

$75,000 $72,000

$5,000

$108,000 $102,000

$113,000 $105,000

$116,000 $108,000

$119,000 $111,000

$121,000 $115,000

$125,000 $118,000

$129,000 $122,000

$133,000 $125,000

$137,000 $129,000

$141,000 $133,000

$145,000 $137,000

$1,278,000 $1,203,000

$5,000

$5,000 $1,000

$5,000 $3,000

$5,000 $3,000

$5,000 $3,000

$6,000 $1,000

$6,000 $1,000

$6,000 $1,000

$6,000 $1,000

$6,000 $1,000

$7,000 $1,000

$7,000 $1,000

$58,000 $17,000

$76,000

$300,000 $276,000

$300,000 $284,000

$308,000 $292,000

$309,000 $301,000

$360,000 $310,000

$370,000 $319,000

$381,000 $329,000

$368,000 $339,000

$379,000 $349,000

$390,000 $360,000

$401,000 $370,000

$3,566,000 $3,254,000

100% 100% 100% 100%

$16,000 $30,000 $20,000 $10,000

$8,000 $10,000 $5,000 $2,000

$16,000 -

$16,000 -

$8,000 -

$8,000 $23,000 $13,000 $6,000

$8,000 $23,000 $14,000 $6,000

$8,000 $24,000 $14,000 $6,000

$8,000 $12,000 $6,000 $2,000

$8,000 $13,000 $6,000 $3,000

$8,000 $13,000 $7,000 $3,000

$8,000 $13,000 $7,000 $3,000

$96,000 $121,000 $66,000 $29,000

100% 100% 100% 100% 100% 100% 100% 100% 100% 100%

$125,000 $45,000 $10,000 $25,000 $5,000 $40,000

$171,000 $20,000 $60,000 $20,000 $20,000 $5,000 $25,000 $20,000 $1,000 $20,000

$216,000 $21,000 $62,000 $21,000 $21,000 $15,000 $9,000 $34,000 $21,000 $34,000

$223,000 $21,000 $64,000 $21,000 $21,000 $16,000 $9,000 $35,000 $21,000 $35,000

$229,000 $22,000 $66,000 $22,000 $22,000 $16,000 $9,000 $36,000 $22,000 0 $36,000

$194,000 $23,000 $68,000 $23,000 $23,000 $6,000 $28,000 $23,000 $3,000 $23,000

$200,000 $23,000 $70,000 $23,000 $23,000 $6,000 $29,000 $23,000 $3,000 $23,000

$206,000 $24,000 $72,000 $24,000 $24,000 $6,000 $30,000 $24,000 $3,000 $24,000

$210,000 $25,000 $74,000 $25,000 $25,000 $6,000 $31,000 $25,000 $1,000 $25,000

$217,000 $25,000 $76,000 $25,000 $25,000 $6,000 $32,000 $25,000 $1,000 $25,000

$223,000 $26,000 $78,000 $26,000 $26,000 $7,000 $33,000 $26,000 $1,000 $26,000

$230,000 $27,000 $81,000 $27,000 $27,000 $7,000 $34,000 $27,000 $1,000 $27,000

$2,149,000 $236,000 $708,000 $236,000 $236,000 $48,000 $70,000 $322,000 $236,000 $14,000 $279,000

$265,000 $25,000 $10,000 $20,000 $30,000 $150,000 $30,000 -

$127,000 $5,000 $2,000 $5,000 $15,000 $5,000 $5,000 $5,000 $50,000 $20,000 $10,000 $5,000

$167,000 $5,000 $5,000 $5,000 $7,000 $103,000 $21,000 $21,000 -

$172,000 $6,000 $5,000 $5,000 $7,000 $106,000 $21,000 $21,000 -

$177,000 $6,000 $5,000 $5,000 $7,000 $109,000 $22,000 $22,000 -

$141,000 $15,000 $2,000 $6,000 $6,000 $17,000 $56,000 $23,000 $11,000 $6,000

$145,000 $15,000 $2,000 $6,000 $6,000 $17,000 $58,000 $23,000 $12,000 $6,000

$150,000 $16,000 $2,000 $6,000 $6,000 $18,000 $60,000 $24,000 $12,000 $6,000

$156,000 $6,000 $2,000 $6,000 $18,000 $6,000 $6,000 $6,000 $61,000 $25,000 $12,000 $6,000

$161,000 $6,000 $3,000 $6,000 $19,000 $6,000 $6,000 $6,000 $63,000 $25,000 $13,000 $6,000

$166,000 $7,000 $3,000 $7,000 $20,000 $7,000 $7,000 $7,000 $65,000 $26,000 $13,000 $7,000

$171,000 $7,000 $3,000 $7,000 $20,000 $7,000 $7,000 $7,000 $67,000 $27,000 $13,000 $7,000

$1,605,000 $72,000 $34,000 $59,000 $77,000 $59,000 $26,000 $21,000 $78,000 $750,000 $236,000 $150,000 $43,000

$440,000 $25,000 $10,000 $30,000 $80,000 $120,000

$115,000 $10,000 $5,000 $65,000 $30,000 $5,000 -

$113,000 $67,000 $31,000 $5,000 $10,000 -

$117,000 $69,000 $32,000 $5,000 $11,000 -

$120,000 $71,000 $33,000 $5,000 $11,000 -

$225,000 $21,000 $73,000 $34,000 $6,000 $30,000 -

$232,000 $21,000 $75,000 $35,000 $6,000 $31,000 -

$239,000 $22,000 $78,000 $36,000 $6,000 $31,841 -

$184,000 $12,000 $9,000 $80,000 $37,000 $6,000 $37,000

$190,000 $13,000 $10,000 $82,000 $38,000 $6,000 $38,000

$196,000 $13,000 $10,000 $85,000 $39,000 $7,000 $39,000

$202,000 $13,000 $10,000 $87,000 $40,000 $7,000 $40,000

$1,818,000 $115,000 $39,000 $768,000 $354,000 $59,000 $32,000 $93,000 $154,000

x

x

12 13 14

x

x x x

x

100% 100% 100%

x x 7 7

6 6

x x x x

16 15 9 15

x x x

x x

x x x

x x x x

50% 100%

x x 100% 100%

x x x x x x 16 4

3

9

x x

x

x

x

10 10

1 1

x x x x x x

x x

B C D E

Monitoring and Data Assessment [Program Initiatives] Water quality monitoring stations Villa Park monitoring Annual Water Monitoring Report Plan based on annual Water Monitoring Report Long term storage of monitoring data Coordinated illicit discharge program Lake monitoring Assist St. Paul with NPDES monitoring Wetland biological integrity monitoring Loeb Lake/Willow Reserve monitoring Monitoring QA plan Non-CRWD BMP Inventory 10-Year District-Wide Monitoring Plan Source Assessment Monitoring Analysis, Reporting and Dissemination of Monitoring Data Online Monitoring Data

13 4 8 8

220 A B C D E F G H I J

Education and Outreach (Program Initiatives (Education Plan) Stormwater Education: Homeowners (Education Plan) Stormwater Education: Municipal Staff (Education Plan) Stormwater Education: Contractors (Education Plan) Knowledge and Behavior Change Measurement Water Awareness via District Infrastructure Public Awareness and Participation Collaboration for Diverse Group Outreach District BMP Walking Tour Guides "Bring Water Back to St. Paul" Campaign

1 1 1 1 1 1 1 1 1 20

225 A B C D E F G H I J K L

Technical Resources and Information Sharing Interactive Storm Sewer/Pollutant Map Information Dissemination: Multiple Audiences/Languages Watershed Information Clearinghouse Annual CIP Review, Planning and Coordination with Partners Review of District Partner Planning Documents (Non-CIP) Unregulated Property Stormwater Management Planning Alternative (Non-Infiltration) Volume Reduction BMP Guidance BMP Performance Database Watershed Approach: MS4 & TMDL Compliance Strategic Project Preparation Joint BMP Inspection and Maintenance Program Inspection Support for Partners

8 1 20 8 2 8 11 11 4 11 15 9 13 16 11 4 12 3 16 16 3

228 A B C D E F G H

Future Trends: Research and Positioning Climate Change Impacts: Research and Analysis Climate Change Impacts: Action Research on Innovative BMPs Design for Water Resources Awareness National Speakers on Key Topics Goals for Emerging Issues: Contaminants Analysis of Emerging Issues: Contaminants Project to Address Emerging Issues: Contaminants

9 5 9 5 9 1 20 11 9 4 4 4

CRWD 2010 Watershed Management Plan - 9/1/2010

2013

$4,128,000

PROGRAMS 201 A

2012

$4,526,000

ADMINISTRATION 101 A

2011

Agencies

#2

University/College

#1

WD / WMO

New Information Technology

Ramsey Cty/RCD

Adaptive Management

School District

Innovation & Emerging

Cities

Partnership & Community Connections

Business/Landowners

Bringing Water Back to St. Paul

Non-Profit/Community Groups

Theme Key for Implementation Section:

Annual Cost

100% 100%

100% 100%

x x

x x

x x

x

x x x

x

x

x x

x

7 7 2

x x

4

x x x x x

x x x x x

x

x

1

x x x x

x x x x

x x

x

x

x x x x x x x x

x x

x x

x

x

x

x

x

x

x

x

x x x x

x x

x x x

x x

x

x x

x

x x

x x x

x x

x

x x

x

x x

x

x x

x x x

x x x

x x x

x x x x

x x x x

x x x

100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100%

100% 100% 100% 100% 100% 100% 100% 100%

113

COSTS

(VALUES ROUNDED TO NEAREST 1000, SUMMATION VALUES MAY BE SLIGHTLY OFF DUE TO ROUNDING.)

Issues

Implementation Initiatives

Partners

CRWD One-Time/ Periodic Cost Cost Share

20 9 17 4

7

230 A B C D E

GIS [Program Initiatives] GIS Program Development Permitted Discharge Assessment Stormwater BMP Inventory & Multi-Jurisdictional Database District Boundary Correction

14 7 13 16

240 A

Safety Program [Program Initiatives] Proper equipment Equipment repair and maintenance Staff CSE and other safety training Regular Safety Audits

B

5

#3

#4

x

x x

x

6

15

x x x

x

x x x

x 4

x x

x

x x

x

14

100% 0% 100% 100%

B C 305 A

B C D E F G H I

Shoreline and Streambank Assessment and Maintenance [Project Initiatives] Lake McCarrons Shoreline Restoration Project Sponsor Natural Resources Intern with City of St. Paul for Como Lake Projects Mississippi River Streambank and Bluff Erosion Inventory Loeb and Crosby Lakes Shoreline Restoration - Planning Como Lake Subwatershed [Project Initiatives] Arlington Pascal project Street maintenance Trash net demonstration project St. Paul natural resources intern Internal Loading Study and Management Fish Population Monitoring Invasive and Exotic Biota Monitoring and Management Como 2 Feasibility Study Como 4 Feasibility Study Como 5 Feasibility Study Como 6 Feasibility Study Como Lake Implementation Reporting & Audit

Lake McCarrons Subwatershed [Project Initiatives] Villa Park weir monitoring Villa Park implementation Phase 1 tes in Imp N Lake McCarrons Alum Treatment Project Shoreline restoration McCarrons Subwatershed Analysis Villa Park Subwatershed Management Plan Fish Population Monitoring B Exotic and Nuisance Species Prevention Program C

17 18 4

4 17 17 4 4 4 4 13

17 2 4 11 11 11 11

x x x x

x x

2014

2015

2016

2017

2018

2019

2020

10-Year Total

-

-

-

$5,628 $56,000

$5,796 $58,000

$5,970 $59,703

$3,000 0 -

$3,000 0 -

$3,000 0 -

$3,000 0 -

$13,000 $17,000 $174,000

$93,000

$71,000 $59,000 $2,000 $1,000 $10,000 -

$90,000 $60,000 $3,000 $27,000 -

$93,000 $62,000 $3,000 $28,000 -

$96,000 $64,000 $3,000 $29,000 -

$87,000 $66,000 $2,000 $9,000 $11,000 -

$90,000 $68,000 $2,000 $9,000 $12,000 -

$93,000 $70,000 $2,000 $9,000 $12,000 -

$94,000 $72,000 $2,000 $1,000 $12,000 $6,000

$96,000 $74,000 $2,000 $1,000 $13,000 $6,000

$99,000 $76,000 $2,000 $1,000 $13,000 $7,000

$102,000 $79,000 $2,000 $1,000 $13,000 $7,000

$941,000 $692,000 $21,000 $32,000 $171,000 $26,000

$9,000

$17,000 $17,000

$17,000 $17,000

$21,000 $18,000

$18,000 $18,000

$19,000 $19,000

$23,000 $20,000

$20,000 $20,000

$21,000 $21,000

$21,000 $21,000

$25,000 $22,000

$23,000 $23,000

$209,000 $200,000

$9,000

-

-

$3,000

-

-

-

$3,000

-

$9,000

$2,003,000

$388,000

$826,000

$875,000

$764,000

$615,000

$643,000

$649,000

$671,000

$677,000

$605,000

$622,000

$6,948,000

$125,000 -

$12,000 $12,000

$38,000 $13,000

$40,000 $13,000

$41,000 $13,000

$33,000 $14,000

$34,000 $14,000

$35,000 $15,000

$15,000 $15,000

$16,000 $16,000

$16,000 $16,000

$17,000 $17,000

$283,000 $146,000

$50,000 $75,000

-

$26,000

$27,000

$27,000

$19,000 -

$19,000 -

$20,000 -

-

-

-

-

$58,000 $80,000

$245,000

$96,000 $96,000

$120,000 $99,000

$123,000 $102,000

$127,000 $105,000

$138,000 $108,000

$142,000 $111,000

$147,000 $115,000

$150,000 $118,000

$155,000 $122,000

$160,000 $125,000

$164,000 $129,000

$1,426,000 $1,134,000

$25,000 $60,000 $60,000 $40,000 $40,000 $20,000

-

$21,000 -

$21,000 -

$22,000 -

$23,000 $8,000

$23,000 $8,000

$24,000 $8,000

$8,000 $12,000 $12,000 -

$8,000 $13,000 $13,000 -

$8,000 $13,000 $13,000 -

$8,000 $13,000 $13,000 -

$32,000 $64,000 $70,000 $51,000 $51,000 $23,000

-

$31,000 $31,000

$32,000 $32,000

$33,000 $33,000

$34,000 $34,000

$35,000 $35,000

$36,000 $36,000

$37,000 $37,000

$39,000 $39,000

$40,000 $40,000

$41,000 $41,000

$42,000 $42,000

$370,000 $370,000

-

-

-

-

-

-

-

-

-

-

-

-

-

100% 100% 0% 0% 0% 100%

$60,000 $25,000 $15,000 $20,000

-

$21,000 $9,000 $5,000 $7,000

$21,000 $9,000 $5,000 $7,000

$22,000 $9,000 $5,000 $7,000

-

-

-

-

-

-

-

$64,000 $27,000 $16,000 $21,000

100%

$50,000 $50,000

-

$50,000 $50,000 -

-

$50,000 $50,000

-

-

-

-

$50,000 $50,000

-

-

$150,000 $50,000 $100,000

$350,000

$128,000 $106,000

$206,000 $110,000

$292,000 $113,000

$218,000 $116,000

$156,000 $120,000

$160,000 $123,000

$165,000 $127,000

$238,000 $131,000

$144,000 $135,000

$149,000 $139,000

$153,000 $143,000

$1,881,000 $1,257,000

100% 100% 100% 100% 100% 100% 100% 100% 100% 50% 100%

$100,000 $40,000 $5,000 $15,000 $15,000 $25,000 $150,000

$1,000 $19,190 $1,000 -

$34,000 $1,000 $4,000 $5,000 $51,000

$35,000 $1,000 $85,000 $5,000 $53,000

$36,000 $1,000 $4,000 $5,000 $55,000

$1,000 $15,007 $5,000 $6,000 $9,000 -

$1,000 $15,457 $5,000 $6,000 $10,000 -

$1,000 $15,921 $5,000 $6,000 $10,000 -

$1,000 0 $103,000 $3,000 -

$1,000 0 $5,000 $3,000 -

$1,000 0 $5,000 $3,000 -

$1,000 0 $6,000 $3,000 -

$106,000 $12,000 $46,000 $227,000 $12,000 $17,000 $16,000 $29,000 $159,000

100% 100% 100% 100%

$685,000 $35,000 $150,000 $450,000 $50,000

-

$129,000 $51,000 $77,000 -

$133,000 $53,000 $80,000 -

$137,000 $55,000 $82,000 -

$116,000 $13,000 $84,000 $19,000

$120,000 $14,000 $87,000 $19,000

$123,000 $14,000 $90,000 $20,000

-

-

-

-

$757,000 $41,000 $159,000 $500,000 $58,000

$118,000

$113,000 $27,000

$212,000 $27,000

$214,000 $28,000

$116,000 $29,000

$128,000 $30,000

$130,000 $31,000

$133,000 $32,000

$127,000 $33,000

$129,000 $34,000

$132,000 $35,000

$134,000 $36,000

$1,454,000 $313,000

100% 100% 100% 100% 100% 100%

$20,000 $75,000 $20,000 $3,000

$50,000 $20,000 $15,000 $1,000

$150,000 $26,000 $7,000 $2,000

$150,000 $27,000 $7,000 $2,000

$50,000 $27,000 $7,000 $2,000

$50,000 $30,000 $17,000 $1,000

$50,000 $31,000 $17,000 $1,000

$50,000 $32,000 $18,000 $1,000

$50,000 $25,000 $18,000 $1,000

$50,000 $25,000 $19,000 $1,000

$50,000 $26,000 $20,000 $1,000

$50,000 $27,000 $20,000 $1,000

$700,000 $196,000 $129,000 $80,000 $21,000 $15,000

100% 100%

$340,000 $300,000 $40,000

-

-

-

-

-

$12,000 $12,000

-

$92,000 $92,000 -

$133,000 $95,000 $38,000

$98,000 $98,000 -

$101,000 $101,000 -

$435,000 $386,000 $50,000

100% 100% 100% 100%

$3,000 $20,000 $50,000 $20,000

$3,000

x x x

x x x x x

x

x

4

x x

x x x x x

x x x x x

100% 100%

100% 0% 0% 100% 100% 100% 100% 100%

313 A

x x x

17 17

2 4

4

x x

x

315 A B C D E F

Loeb Lake Subwatershed (Loeb/Willow) Southeast Pond Investigation (Loeb/Willow) Good Housekeeping Assessment (Loeb/Willow) Invasive Species Monitoring (Loeb/Willow) Aquatic Plant Management Coordination (Loeb/Willow) Fish Stocking Plan with DNR (Loeb/Willow) Planning with Stakeholder Group

317 A B

Crosby Lake Subwatershed Crosby Lake Management Plan Crosby Lake Studies

320 A

B C D E F G H I J K L

Trout Brook Subwatershed [Project Initiatives] Inspection of system Tunnel repairs MS4 compliance and BMP implementation Plan based on 2008 Water Monitoring Report Illicit discharge detection/monitoring Center/Rice Street subwatershed analysis Upper Mississippi River Bacteria TMDL Use TBI as educational/WQ tool to increase stormwater awareness Upgrade/Calibration of TBI Model MS4 Compliance and Annual Review of MS4 Requirements Restoration and Daylighting Assessment (TBI) Easement Verification (TBI) Regular Inspection (TBI) Television Inspection Web System for Receiving/Addressing Illicit Discharge Reports Determine Long-Term Single Ownership of TBI Feasibility Study For Reducing Stormsewer Connections Maplewood Landlocked Area Feasibility Study TBI Subwatershed Studies

325 A B C D

Wetland, Stream, and Ecosystem Restoration – Planning Green Corridor Restoration Strategy Wetland Reestablishment Feasibility Study Stream Corridor Restoration Feasibility Studies Study of Railroad Lands for Wetland Reestablishment: Infiltration, Soils

330 A

B C D E F G

Mississippi River Subwatersheds [Project Initiatives] Planning for Central Corridor, Ford Plant, etc.

Collaborate with U of M and State Fair Progress Building rain garden maintenance Participate on U of M Steering Committee Sheep Pasture basin observation Large Scale Redevelopment Stormwater Management Planning Perform Stormwater Audits and Provide Recommendations Complete Strategic Street Sweeping/Structure Cleaning Subwatershed Contamination Mitigation: Study Subwatershed Planning Process Schedule Sarita Wetland Plan Implementation Monitoring

11 4 20 11 4 9 4 4 4 11 13 4 11

370 A B

Watershed Management Planning Third Generation Watershed Management Plan Strategic Planning

13 14 14

CRWD 2010 Watershed Management Plan - 9/1/2010

2013

-

100%

x

2012

$10,000 $15,000 $150,000

PROJECTS 301 A

2011

Agencies

#2

Assessment of water quality and ecology of Springs Evapotranspiration Rates Investigation Green Infrastructure Barriers Assessment Strategy for Existing Site Stormwater Standards

University/College

#1

I J K L

WD / WMO

New Information Technology

Ramsey Cty/RCD

Adaptive Management

School District

Innovation & Emerging

Cities

Partnership & Community Connections

Business/Landowners

Bringing Water Back to St. Paul

Non-Profit/Community Groups

Theme Key for Implementation Section:

Annual Cost

4 4 4 4 4 17

x x 17 17 17 19 20 11

x

4

17

x

x x x x

x

x

x

x

x

x x

x x

x

x

0% 0%

x x x

x

x x x x x

5 16 11 20 1 5 11 5 5 4 7 11 16 5 4

5

x x x

x x x x

x

x x x

x x

x x x x x

11

17 19 20 17 20 1 4 11 17

x

x

x x x

x

x

x x

x

x

x x x x

x x

x x x x

x x

x x

x x

x

x x

x x

x x

x

x

114

COSTS

(VALUES ROUNDED TO NEAREST 1000, SUMMATION VALUES MAY BE SLIGHTLY OFF DUE TO ROUNDING.)

Issues

Implementation Initiatives

Partners

CRWD One-Time/ Periodic Cost Cost Share

390 A B

Special Projects and Grants [Project Initiatives] Staff and engineering support of special projects and grants Green Infrastructure Incentive Program

9

#3

#4

x x x

18

x x

B C

Shoreline and Streambank Restoration [Project Initiatives] Lake McCarrons Shoreline Restoration Project Como Lake Shoreline Restoration - with City of St. Paul Mississippi River Streambank and Bluff Restoration Loeb and Crosby Lakes Shoreline Restoration - Implementation

4 4

405 A B C D E F G H I J K L

Como Lake Subwatershed BMPs (Como 3) Orchard Center Underground Infiltration (Como 3) Horton and Van Slyke Rain Garden (Como 3) McMurray Field Re-Use Basin (Como 3) Lake Como Pavilion Pervious Parking (Como 3) Argyle and Van Slyke Rain Gardens (Como 3) High School Pervious Parking (Como 3) Bump-out Rain Gardens (Como 3) Chatsworth/Como Underground Filtration Como 2 Implementation Plan Como 4 Implementation Plan Como 5 Implementation Plan Como 6 Implementation Plan

4 4 4 4 4 4 4 4 4 4 4 4

413 A B C D E F G

Lake McCarrons Subwatershed BMPs (McCarrons 4) MnDOT Pond Baffle Skimmer (McCarrons 4) William Street Pond Retrofits (McCarrons 4) Lakeshore Buffer Improvements (McCarrons 4) Boulevard Hydrodynamic Separator (McCarrons 4) Boat Launch - Pervious Pavement (McCarrons 4) Boulevard Infiltration Trenches Villa Park Performance Improvement Projects

4 4 4 4 4 4 4

415 A B C

Loeb Lake Subwatershed BMPs (Loeb/Willow) Skimmer Structure (Loeb/Willow) Stormwater Treatment Practices (Loeb/Willow) Willow Reserve Restoration

4 4 17 19 20 11

x

x x x

417 A

Crosby Lake Subwatershed BMPs Crosby Lake Management Plan Implementation

4

x

x

420 A B C D E F G H I J K L

Trout Brook Subwatershed BMPs (TBI) Repair Work Sta. 0 - 19+93 (TBI) Repair Work Sta. 23+15 - 28+49 (TBI) Repair Work Sta. 28+49 - 32+33 (TBI) Repair Work Sta. 32+33 - 33+34 (TBI) Repair Work Sta. 33+62 - 59+45 (TBI) Repair Work Sta. 112+76 - 136+16 (TBI) Repair Work Sta. 136+16 - 168+73 (TBI) Repair Invert Sta. 185+82 - 186+94 (TBI) Repair Work (West Tunnel) Sta. 0+00 - 17+62 (TBI) Future Tunnel Repairs (TBI) General Tunnel Maintenance TBI Subwatershed Study Implementation

5 5 5 5 5 5 5 5 5 5 5 4

425 A B C D E

Wetland, Stream, and Ecosystem Restoration – Implementation Corridor Restoration: Implementation Stream Corridor Restoration - Implementation Wetland Improvement Wetland Reestablishment: Implementation Implementation of Railroad Land Restoration Projects

17 20 20 20 4

430 A B

Mississippi River Subwatersheds BMPs Subwatershed Contamination Mitigation: Implementation CCLRT BMP Implementation

435 A

Stormwater Impact Fund Implementation Volume Reduction BMP Implementation

440 A

B

Special Projects and Grants [Project Initiatives] Implement Special Grant program, protocols, and guidance Award grants for WQ, leveraged funding, partnerships Work with partners to implement water quality practices Stormwater Reuse Demonstration

450 A

Future Trends: Implementation CRWD Green Office Building/Campus

490 A B

Debt Service [Project Initiatives] Planned Debt Service

CRWD 2010 Watershed Management Plan - 9/1/2010

x

x

17 17

x x

x

x x

x x x x x x

x 17 17

x x

x x x x x x

1

17

5

19 17 17 11 17

17

x x x x

x

9

13

x x x x

x

9

1

x x x

x x x x

x

x

x

x x x

x x

2015

2016

2017

2018

2019

2020

10-Year Total

$19,000 $9,000

$20,000 $9,000

$9,000 $9,000

$9,000 $9,000

$10,000 $10,000

$10,000 $10,000

$10,000 $10,000

$11,000 $11,000

$11,000 $11,000

$127,000 $95,000

$30,000

-

$10,000

$11,000

$11,000

-

-

-

-

-

-

-

$32,000

$11,108,000 $18,696,498

$535,000 $525,000

$2,062,000

$1,563,000

$1,643,000

$2,983,000 $2,034,000

$3,058,000 $2,080,000

$3,203,000 $2,196,000

$1,919,000 $4,237,000

$1,979,000 $9,724,000

$1,865,000 $1,852,000

$1,857,000 $1,844,000

$22,133,000 $29,236,000

$200,000 -

$20,000 -

$89,267 -

$91,945 -

$94,703 -

$22,510 -

$23,185 -

$23,881 -

$24,597 -

$25,335 -

$26,095 -

$26,878 -

$448,398 -

50% 50%

$100,000 $100,000

$10,000 $10,000

$45,000 $45,000

$46,000 $46,000

$47,000 $47,000

$11,000 $11,000

$12,000 $12,000

$12,000 $12,000

$12,000 $12,000

$13,000 $13,000

$13,000 $13,000

$13,000 $13,000

$224,000 $224,000

50% 50% 50% 50% 50% 50% 50% 50% 50% 50% 50% 50%

$2,665,000 $157,000 $10,000 $736,000 $116,000 $43,000 $163,000 $42,000 $197,000 $375,000 $475,000 $175,000 $175,000

$65,000 $20,000 $25,000 $10,000 $10,000

$503,000 $54,000 $4,000 $253,000 $40,000 $15,000 $56,000 $14,000 $68,000 -

$518,000 $56,000 $4,000 $260,000 $41,000 $15,000 $58,000 $15,000 $70,000 -

$533,000 $57,000 $4,000 $268,000 $42,000 $16,000 $59,000 $15,000 $72,000 -

$370,000 $163,000 $206,000 -

$381,000 $168,000 $213,000 -

$392,000 $173,000 $219,000 -

$188,000 $25,000 $31,000 $66,000 $66,000

$193,000 $25,000 $32,000 $68,000 $68,000

$199,000 $26,000 $33,000 $70,000 $70,000

$205,000 $27,000 $34,000 $72,000 $72,000

$3,481,000 $167,000 $11,000 $781,000 $123,000 $46,000 $173,000 $44,000 $209,000 $607,000 $766,000 $277,000 $277,000

50% 50% 50% 50% 50% 50% 50%

$618,000 $1,000 $15,000 $33,000 $24,000 $8,000 $37,000 $500,000

-

$525,000 $200 $5,000 $11,000 $8,000 $500,000

$26,000 $200 $5,000 $11,000 $9,000 -

$226,000 $200 $6,000 $12,000 $9,000 $200,000

$3,000 $3,000 -

$3,000 $3,000 -

$3,000 $3,000 -

$211,000 $11,000 $200,000

$12,000 $12,000 -

$12,000 $12,000 -

$12,000 $12,000 -

$1,034,000 $1,000 $16,000 $34,000 $26,000 $10,000 $48,000 $900,000

$40,000 $10,000 $30,000

$25,000 $25,000

$39,000 $3,000 $10,000 $26,000

$41,000 $4,000 $11,000 $27,000

$42,000 $4,000 $11,000 $27,000

$28,000 $28,000

$29,000 $29,000

$30,000 $30,000

$31,000 $31,000

$32,000 $32,000

$33,000 $33,000

$34,000 $34,000

$338,000 $11,000 $32,000 $295,000

100%

$100,000 $100,000

-

x

-

-

-

$38,000 $38,000

$39,000 $39,000

$40,000 $40,000

-

-

-

-

$116,000 $116,000

x

100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100%

$1,065,000 $81,000 $22,000 $16,000 $4,000 $105,000 $95,000 $132,000 $40,000 $70,000 $300,000 $200,000

-

$365,000 $81,000 $22,000 $16,000 $4,000 $132,000 $40,000 $70,000 -

$200,000 $105,000 $95,000 -

$150,000 $150,000 -

$75,000 $75,000

$77,000 $77,000

$80,000 $80,000

-

$150,000 $150,000 -

-

-

$1,097,000 $81,000 $22,000 $16,000 $4,000 $105,000 $95,000 $132,000 $40,000 $70,000 $300,000 $232,000

100% 100% 100% 100% 100%

$3,500,000 $3,000,000 $300,000 $200,000

$50,000 $20,000 $30,000 -

$31,000 $31,000

$32,000 $32,000

$33,000 $33,000

-

-

-

$697,000 $563,000 $34,000 $100,000 -

$714,000 $580,000 $35,000 $100,000 -

$733,000 $597,000 $36,000 $100,000 -

$684,000 $25,000 $461,000 $37,000 $100,000 $61,000

$702,000 $25,000 $475,000 $38,000 $100,000 $63,000

$720,000 $26,000 $489,000 $39,000 $100,000 $65,000

$638,000 $27,000 $504,000 $40,000 $67,000

$4,983,000 $103,000 $3,669,000 $354,000 $600,000 $257,000

100%

$200,000 $200,000

-

$100,000 $100,000

$200,000 $200,000

$100,000 $100,000

$175,000 $75,000 $100,000

$177,000 $77,000 $100,000

$80,000 $80,000 -

-

-

-

-

$832,000 $232,000 $600,000

$140,000 $140,000

-

100%

-

-

-

$53,000 $53,000

$54,000 $54,000

$56,000 $56,000

-

-

-

-

$162,000 $162,000

$80,000 -

$250,000 $250,000

$285,000 $258,000

$294,000 $265,000

$302,000 $273,000

$281,000 $281,000

$290,000 $290,000

$299,000 $299,000

$307,000 $307,000

$317,000 $317,000

$326,000 $326,000

$336,000 $336,000

$3,037,000 $2,952,000

x

x x x

2014

$19,000 $8,000

100% 100% 50%

x x x x

x

x

x

x

x

x

x

x

2013

$8,000 $8,000

100%

x x x x x x

4

4

x x x x

2012

$30,000 x x

CAPITAL IMPROVEMENT PROJECTS 401 A

2011

Agencies

#2

University/College

#1

WD / WMO

New Information Technology

Ramsey Cty/RCD

Adaptive Management

School District

Innovation & Emerging

Cities

Partnership & Community Connections

Business/Landowners

Bringing Water Back to St. Paul

Non-Profit/Community Groups

Theme Key for Implementation Section:

Annual Cost

x x 100%

$80,000

-

$27,000

$28,000

$29,000

-

-

-

-

-

-

-

$85,000

100%

$2,500,000 $10,088,498 $2,500,000 $10,088,498

$10,000 $0 $10,000 $0

-

-

-

$949,000 $0 $949,000 $0

$978,000 $0 $978,000 $0

$1,007,000 $0 $1,007,000 $0

$12,000 $2,330,327 $12,000 $2,330,327

$13,000 $7,758,171 $13,000 $7,758,171

$13,000 $0 $13,000 $0

$13,000 $0 $13,000 $0

$2,985,000 $10,088,498 $2,985,000 $10,088,498

-

$125,000 $125,000

$125,000 $125,000 -

$162,000 $125,000 $37,000

$162,000 $125,000 $37,000

$293,000 $125,000 $168,000

$293,000 $125,000 $168,000

$461,000 $125,000 $336,000

$461,000 $125,000 $336,000

$536,000 $125,000 $411,000

$536,000 $125,000 $411,000

$592,000 $125,000 $467,000

$3,619,000 $1,248,000 $2,371,000

100%

115

September 20, 2017 III. Permit Applications A.-E. Permit Close Outs (Hosch)

DATE: TO: FROM: RE:

September 11, 2017 CRWD Board of Managers Elizabeth Hosch Permit Closeouts

Background Construction activity is complete for permits #13-010 Ramsey Hill, #13-012 Xcel Energy East Metro Pipeline, #15-026 Victoria Park Apts II, #15-036 Regions Ambulance Canopy, and #15-041 Raymond Ave Phase III. Issues Ramsey Hill #13-010 This permit was issued for the demolition, renovation, and reconstruction of a new senior living facility at Ashland and Mackubin in St. Paul. Stormwater is treated in two surface infiltration basins. The project is complete, the site is stable, and the basins function as planned. There is $3,350 surety to return.

Xcel Energy East Metro Pipeline #13-012 This permit was issued for the replacement of a high pressure natural gas distribution line from County Road B to Rose along Rice Street in St. Paul. This was the first phase of a larger project covered under subsequent CRWD permits that have recently come forward for closure. Stormwater is treated for the associated regulator building by an onsite filtration basin. The disturbance for the distribution line work received a variance from Rule C Stormwater requirements because of space and ownership challenges.

The project is complete and stable, and the filtration basin is functional. There is $10,920 surety to return.

Victoria Park Apts II 15-026 This permit was issued for the construction of a new apartment complex, parking lot, and associated amenities at Otto and Shepard in St. Paul. The stormwater is treated onsite in three surface filtration basins and one underground filtration trench. The project is complete, the stormwater infrastructure functional, and the site is stable. $13,000 surety is available for return.

Regions Ambulance Canopy #15-036 This permit was issued for the construction of an ambulance canopy and associated site improvements at Regions Hospital in downtown St. Paul. Stormwater is treated onsite in one underground enhanced filtration StormTrap system. The project is complete, the site is stable, and the underground treatment system is functional. There is $4,900 of surety to return.

Our Mission is to protect, manage and improve the water resources of Capitol Region Watershed District.

Raymond Ave Phase III #15-041 This permit was issued for street reconstruction work on Raymond from Energy Park Drive to Como Ave. in St. Paul. Stormwater treatment was accounted for via volume bank debit. The project is complete and the site is stable. As a public project, no surety was collected.

Action Requested Approve $3,350 surety return and Certificate of Completion for permit #13-010 Ramsey Hill.

Approve $10,920 surety return and Certificate of Completion for permit #13-012 Xcel Energy East Metro Pipeline.

Approve $13,000 surety return and Certificate of Completion for permit #15-026 Victoria Park Apts II. Approve $4,900 surety return and Certificate of Completion for permit #15-036 Regions Ambulance Canopy.

Approve Certificate of Completion for permit #15-041 Raymond Ave Phase III. W:\07 Programs\Permitting\Board Memos\2017-09-20 Permit Closeout Board Memo.docx

2

September 20, 2017 Board Meeting V. Action Item A) Approve Minutes of September 6, 2017 DRAFT Regular Board Meeting (Sylvander)

Regular Meeting of the Capitol Region Watershed District (CRWD) Board of Managers, for Wednesday, September 6, 2017, 6:00 p.m. at the office of CRWD, 1410 Energy Park Drive, Suite 4, St. Paul, Minnesota.

REGULAR MEETING MINUTES I.

A)

Call to Order of Annual Meeting (President Joe Collins)

Managers Joe Collins Seitu Jones, Absent w/notice Shirley Reider Mary Texer

B)

Staff Present Anna Eleria, CRWD Bob Fossum, CRWD Forrest Kelley, CRWD Lindsay Schwantes, CRWD Michelle Sylvander, CRWD Jim Mogen, Ramsey County Attorney

Public Attendees Todd Shoemaker, Wenck

Review, Amendments and Approval of the Agenda

President Collins asked for additions or changes to the agenda. Mr. Fossum requested item B. CRWD Website Update under unfinished business be removed.

Motion 17-181: Approve the September 6, 2017 agenda with CRWD Website Update removed.

Reider/Texer Unanimously Approved II.

Public Comment – For Items not on the Agenda

No Comments.

III.

Permit Applications and Program Updates A) Permit #17-018 Exchange Street Apartments – Review Extension Request (Hosch)

Mr. Kelley reviewed permit #17-018 Exchange Street Apartments. The applicant has requested the review period be extended to accommodate final adjustments and revisions. It is anticipated that the application will be complete before the next board meeting on September 20, 2017.

Motion 17-182: Approve a second 60-day review period extension for permit #17-018 Exchange Street Apartments to expire November 9, 2017.

Our Mission is to protect, manage and improve the water resources of Capitol Region Watershed District

Texer/Redier Unanimously Approved B) Permit #17-020 Transfer Road Apartments (Kelley) Mr. Kelley reviewed permit #17-020 Transfer Road Apartments. The applicant, Pamlico Investments is planning development of a surface parking lot to a storage rental facility. The applicable rules are Stormwater Management (Rule C), Flood Control (Rule D), and Erosion and Sediment Control (Rule F). The disturbed area of this project is 1.06 acres with .85 acres impervious surface.

Motion 17-183: Approve permit #17-020 Transfer Road Apartment with five conditions: 1.

2.

3.

4.

5.

Receipt of $4,200 surety and documentation of maintenance agreement recorded with Ramsey county.

Provide plans signed by a professional engineer per the Minnesota Board of AELSLAGID. Provide a copy of the NPDES permit.

Revise plans to include conditions 4a and 4b in the attached report.

Revise plans to include conditions 5a-5d in the attached report.

Reider/Texer Unanimously Approved IV.

Special Reports – Snelling Midway Redevelopment Project Update, Anna Eleria and Forrest Kelley

Ms. Eleria reviewed that for the past year and half, the City of Saint Paul and CRWD staff have been involved in stormwater management planning for the 35-acre Snelling-Midway Redevelopment site. The first phase of redevelopment includes construction of the MN United FC soccer stadium and associated infrastructure and open space over an 18-acre area. The remainder of the site will be redeveloped in future phases based on market interest. The City and CRWD have sought design of a site-wide, innovative stormwater management system that would be built as part of soccer stadium project.

The soccer team has designed a comprehensive stormwater management system that includes two cisterns for capturing roof runoff from the entire 35-acre site including the soccer stadium roof and tree trenches for treating runoff from the new street and sidewalk grid. The captured rainwater will be filtered and treated with UV light for irrigating the 1.0-acre Great Lawn north of the stadium and other greenspaces for a total area of approximately 2.5 acres.

Mr. Kelley reviewed that the design team and engineers are moving forward with base plan. The Erosion Control Permit was issued without the final design so that dirt could start being moved.

President Collins asked staff if they were pleased with plan. Both Mr. Kelley & Ms. Eleria agreed and shared additional items they would have liked to have seen in the design. President Collins asked what they learned.

Ms. Eleria replied by talking with involved parties as early as possible and added that multiple property owners added to the challenges. Manager Texer asked how information learned can be applied to the Ford site. Mr. Kelley replied that a lot of information has been helpful. Mr. Fossum shared that getting involved before zoning, drafting of the master plan and prior to the property being listed for sale has been essential at the Ford site project. The Board thanked staff for their work.

Our Mission is to protect, manage and improve the water resources of Capitol Region Watershed District

V.

Action Items A)

AR:

Approve Minutes of the August 16, 2017 Regular Meeting (Sylvander).

Motion 17-184: Approve Minutes of the August 16, 2017 Regular Meeting.

Reider/Texer Unanimously approved B)

AR:

Authorize 2018 Partner Grants Request for Proposals (Schwantes)

Ms. Schwantes reviewed the 2018 Partner Grants timeline. Staff would like to distribute the 2018 Partner Grant solicitation to community organizations, cities or agencies suggested by the Board of Managers. The distribution list includes previous grant recipients and organizations that represent new audiences for CRWD. The 2018 budget for Partner Grants is $75,000.

Ms. Schwantes request that the Board establish a 2018 Partner Grants Committee and select two Board members to serve on the committee. Manager Reider and Manager Jones were identified to serve on the committee.

President Collins will serve as the alternative. The committee will meet to review applications and select grant recipients the week of November 13-17. Ms. Bromelkamp will be managing the program in Ms. Schwantes absence October-December.

Motion 17-185: Authorize staff to distribute CRWD’s 2018 Partner Grant Request for Proposals and proceed with the grant approval process according to the proposed timeline.

Reider/Texer Unanimously approved C)

AR:

Approve Amendment for Parkview School Feasibility Study (Zwonitzer)

Ms. Eleria filled in for Mr. Zwonitzer and provided an update on the Parkview School Feasibility Study. Soil investigation work has been completed. Staff are asking the Board to approve an increase and extend the deadline. In 2016 CRWD was awarded a $1.76 million grant through BWSR’s Targeted Watershed Program (TWP) for work in the Como and McCarrons subwatersheds. One of the potential projects identified in the grant application was a regional BMP at Parkview Center School located at the intersection of County Road B and Dale Street in Roseville. In May, the CRWD Board approved SRF as the consultant to conduct a feasibility study of BMP options for $22,697. The feasibility study is eligible for funding through the TWP grant.

Staff are requesting approval of an amendment to SRF’s contract to extend the project deadline and cover costs related to soil investigations and additional analysis. Soil borings conducted at Parkview Center School encountered groundwater between 9-12 feet below the surface which will impact the BMP design. To better understand the seasonal groundwater fluctuations, SRF recommends installing a piezometer to regularly track the groundwater elevations for one year. The installation will also provide an opportunity to collect additional information on the soils.

Manager Reider asked why there is a reduction in the amount of treatment. Ms. Eleria shared that the site is very unique site. Mr. Fossum added that the site runs thru the Upper Villa and already receives some filtration.

President Collins added that there is less surface area being captured.

Our Mission is to protect, manage and improve the water resources of Capitol Region Watershed District

Motion 17-186: Approve amendment #1 with SRF for the Parkview Center School BMP Feasibility Study for a total contract amount not to exceed $30,197 and authorize the Administrator to execute the amendment.

Reider/Texer Unanimously approved D)

AR: Approve Stewardship Grant 1410 Energy Park Drive (Novak)

Ms. Eleria reviewed that CRWD and RCD have provided technical assistance and design services for JGM Properties towards the development of a rain garden project at 1410 Energy Park Drive. The proposed design includes three rain gardens with pre-treatment devices and underdrains, and is sized appropriately to capture and infiltrate 1.1” rain events from large sections of the parking lot.

The property owner JGM Properties has reviewed and accepted a bid for the project totaling $53,250 from the contractor Echoscopes Sustainable Landscapes. The estimated cost for signage is $950, binging the project total to $54,200. CRWD’s cost share for the project would be $26,570. The RCD grant would be $24,920. The property owner JGM Properties is responsible for the remaining balance of $2,710.

Motion 17-187: Approve a grant award to JGM Properties for the 1410 Energy Park Raingarden Project for an amount not to exceed $26,570.

Reider/Texer Unanimously approved E)

AR: Adopt Preliminary 2018 Budget and Levy (Doneux)

Mr. Fossum reviewed that the Board has discussed and reviewed the preliminary 2018 Budget and Tax Levy during meetings and workshops this summer. The Board of Managers held a special workshop on July 26, 2017 to review the draft budget and levy. The Citizen’s Advisory Committee reviewed and recommended approval on the proposed 2018 budget and levy at their August 9th meeting. A duly noticed Public Hearing was held on August 16th to collect public comment on the proposed 2017 budget and levy. The Board of Managers must adopt a Preliminary 2018 Budget and Levy Certification before the initial September 15, 2017 deadline. One comment letter came in from the City of St. Paul, supporting the 2018 budget, projects were identified that have already been included in the budget.

Mr. Fossum recommended that any changes be made at the December, Final Levy Certification to allow for better estimating of fund balance as well as external budget requests. Staff is recommending the preliminary budget of $ 376,744 for Administration, $ 2,701,271 for Programs, $ 868,465 for Projects for a total Operations Budget of $ 3,946,480 and $ 8,787,084 for Capital Improvement Projects. This results in a total Preliminary 2018 Budget of $12,733,564. This is an increase of $313,653 from 2017. The proposed 2018 tax levy is $6,530,480. This includes $6,162,140 for the operations and capital levy and $368,340 for debt. This levy is $1,614,808 higher than 2017.

Motion 17-188: Approve and adopt the Preliminary 2018 Budget and Levy Certification.

Texer/Reider Unanimously approved VI.

Unfinished Business

Our Mission is to protect, manage and improve the water resources of Capitol Region Watershed District

A) Ford Site Update (Fossum) Mr. Fossum shared that a public hearing will be head on September 20th. The public meeting is the same night as board meeting. Manager Reider shared that there have been a number of comments in the newspaper to the editor regarding the Ford site and water features in the plan. Mr. Fossum stated that there is strong support for water features in the plans. Mr. Fossum will provide an update after the public meeting.

B) CRWD Website Update (Bromelkamp) This item was removed from the agenda.

C) Master Water Stewards Info Session (Schwantes) Ms. Schwantes reminded the Board the next Thursday Urban Boat Builders 5:30-7:00 will be hosting an information session regarding Master Water Stewards. Ms. Schwantes currently has six applications to review and noted that the program is going well.

D) Ramsey County Community Water Meeting (Schwantes) Ms. Schwantes informed the Board of Managers of the Community Water Meeting that will be held on Tuesday, September 12th from 6:30-8:30 at the Autumn Grove Park. The purpose of the meeting is to gather and share ideas that will be shared with Governor Dayton as part of his 25 by 25 water improvement initiative. Manager Texer and President Collins plan to attend the meeting.

VII.

General Information

A) Building Update (staff) Mr. Fossum reviewed the project delivery and staff are recommending hiring a Construction Manager. The next board meeting will have more details and request for approval. The project manager will work with the Architect and subcontractors to ensure the building is being built as agreed. Attorney Mogen clarified that the Project Manager would fill the gaps from the Architect and Subcontractors.

Staff believe that the Construction Manager at Risk is the best option for this project. The benefits to this approach are that the Architect still acts as agent protecting owner’s interest and architect’s early involvement with owner addresses building quality and function. Early cost commitment gives owner project cost security. At Risk entity is responsible for managing construction process and has more clout with subcontractors. CM-Contractor reviews project for constructability, cost and schedule, potentially reducing change orders and delays. Fast-tracking and multiple prime contracts may speed construction.

VIII.

Next Meetings

A) B)

Wednesday, September 13, 2017 CAC Meeting, Manager Texer will attend Wednesday, September 20, 2017 Board Meeting – Manager Jones absent

Manager Texer asked about any reactions to the ruling of White Bear Lake. Mr. Fossum shared that he felt the ruling would help the DNR with managing resources.

Motion 17-189: Adjournment of the September 6, 2017 Regular Board Meeting at 7:27 p.m.

Our Mission is to protect, manage and improve the water resources of Capitol Region Watershed District

Texer/Redier Unanimously Approved Respectfully submitted, Michelle Sylvander W:\04 Board of Managers\Minutes\2017\September 6, 2017, Board Meeting DRAFT.docx

Our Mission is to protect, manage and improve the water resources of Capitol Region Watershed District

September 6, 2017 Board Meeting V. Action Items – B) Accounts Payable & Budget Update (Sylvander)

DATE: September 14, 2017 TO: CRWD Board of Managers FROM: Michelle Sylvander, Office Manager RE: August 2017 Accounts Payable/Receivable and Administrative/Program Budget Report _________________________________________________________________________________ Background Enclosed are the Accounts Payable/Receivable and the Administrative/Program Budget Reports for the Month of August 2017.

Issues Summary of Accounts Payable/Receivable Report: (Total Expenses)

Accts Payable Accounts Receivable

Summary of Preliminary Budget Report: (August Expenses)

Administrative Budget Program Budget Project Budget Capital Improvement Budget Debt Service TOTAL

$ $ $ $ $ $ $ $

$319,125.58 $ 74,422.55 $ 45,425.82 $119,854.73 $ 34,087.66 $ 41,595.26 $ 750.00 $241,713.47

2017 Operations and CIP Monthly YTD Expenditures to Budget $10,000,000 $9,000,000 $8,000,000 $7,000,000 $6,000,000 $5,000,000 $4,000,000 $3,000,000 $2,000,000 $1,000,000 $Jan

Feb

March

Operations Expenditures

April

May

Jun

Operations Budget

July

August

Sept

CIP Expenditures

Oct

Nov

Dec

CIP Budget

Our Mission is to protect, manage and improve the water resources of Capitol Region Watershed District.

Request Action Approve August 2017 Accounts Payable/Receivable and Budget Report, direct Treasurer and Board President to endorse and disperse checks for these payments. enc:

August 2017 Accounts Payable August 2017 Preliminary Budget Report

W:\02 Budget and Finance\Board Memos\Board Memos 2017\BD Memo AP Budget Report 9.20.17.docx

2

Capitol Region Watershed District

Check Register For the Period From September 1, 2017 - September 30, 2017

Date 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17

Payee Al's Coffee Applied Ecological Services, Inc. Barr Engineering Barr Engineering Barr Engineering Barr Engineering Barr Engineering Barr Engineering Ben Meadows Company Benefit Extras, Inc. Blue Cat Consulting, LLC C Lanphear Design City of Roseville Comcast Business Comcast Business - VM Cable Computer Revolution District 10 Ehlers & Associates, Inc. Energy Park Plaza Envirocert International, Inc. Forrest Kelley Frogtown Green Gopher State One HealthPartners HealthPartners Holiday Fleet Houston Engineering, Inc. League of Minnesota Cities Marco - Minolta Mark J. Doneux Menards MetLife Mike Rausch MN Pollution Control Agency MSR Nelson Cheese & Deli Northern States Power Company Outdoor Lab Park Bugle Patricia Cavanaugh Paul Nordell Pioneer Press Pitney Bowes Global Financial Quality Snowplowing & Lawn Ramsey Conservation District Ramsey County-Attorney Ramsey Hill Senior Living Redpath & Company, Ltd. SA Fleet

Amount $305.00 6,637.25 6,670.65 5,892.32 2,969.40 3,329.60 1,954.50 12,836.98 103.92 84.75 720.00 425.00 1,249.50 321.00 262.29 1,615.68 300.00 750.00 8,550.07 100.00 640.00 7,891.25 147.25 4,900.00 18,313.91 138.37 1,113.75 1,860.00 729.68 801.10 57.60 641.92 641.00 1,125.00 5,774.65 75.00 33,170.00 4,200.00 414.00 160.88 437.50 519.00 367.71 74.20 24,871.50 1,275.00 3,350.00 4,666.00 146.49

Check Total $305.00 6,637.25 6,670.65 5,892.32 2,969.40 3,329.60 1,954.50 12,836.98 103.92 84.75 720.00 425.00 1,249.50 321.00 262.29 1,615.68 300.00 750.00 8,550.07 100.00 640.00 7,891.25 147.25 4,900.00 18,313.91 138.37 1,113.75 1,860.00 729.68 801.10 57.60 641.92 641.00 1,125.00 5,774.65 75.00 33,170.00 4,200.00 414.00 160.88 437.50 519.00 367.71 74.20 24,871.50 1,275.00 3,350.00 4,666.00 146.49

Page 1 of 2

Check # 18379 18380 18381 18382 18383 18384 18385 18386 19387 18388 18389 18390 18391 18392 18393 18394 18395 18396 18397 18398 18399 18400 18401 18402 18403 18404 18405 18406 18407 18408 18409 18410 18411 18412 18413 18414 18415 18416 18417 18418 18419 18420 18421 18422 18423 18424 18425 18426 18427

Description Oasis Filter/Meeting Room Professional Services Engineering/595 Aldine/Environmental Engineering/Emergency Action Plan Engineering/Seminary Pond Improvements Engineering/TBI Work Order Engineering/Model Updates Engineering/Como Lake TMDL Buffer Solution Employee Benefits Presentation/Revisions Design Work Irrigation Repair Phone Service Internet & Voice Mail Manager Services Permit Application Disclosure Reporting Office Rent CESSWI Certification Fee Office Cleaning Partner Grant/Partial Reimbursement Annual Connection Fee Surety Return Employee Benefits Vehicle Fuel Engineering/BMP Database Hosting Membership Dues Copier Contract Employee Reimbursement Supplies Employee Benefits Stewardship Grant Brownfields Reimbursement/Meetings Schematic Design Building Planning Meeting Surety Return Landscape Maintenance Color Display Ad Reimbursement/Supplies Cost Share/Well Sealing Legal Notice/Budget Postage Meter Lease Lawn Care Design Services Legal Expense Surety Return August Accounting/Payroll Fuel for Vehicles

Capitol Region Watershed District

Check Register For the Period From September 1, 2017 - September 30, 2017

Date 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17 09/20/17

Payee SRF Consulting, Inc. St. Paul Old Home Plaza, LLC St. Paul Regional Water Services Staples Business Advantage Syscon, Inc. University of MN-Continuing Ed. Verizon Wireless Victoria Park Comm II Viking Industrial Center Villager Waste Management Wenck Associates Wright Hennepin Coop.

Xcel Energy Xcel Energy Xcel Energy Xcel Energy Xcel Energy Xylem, Inc. US Bank

August A/P: August Payroll/Benefits August TOTAL:

Amount

Check Total

5,727.00 5,150.00 90.51 334.50 381.25 2,130.00 314.95 13,000.00 270.23 539.53 46.50 23,521.27 30.08 32.15 549.00 103.32 555.47 0.77 48.51 1,433.04

5,727.00 5,150.00 90.51 334.50 381.25 2,130.00 314.95 13,000.00 270.23 539.53 46.50 23,521.27 30.08 32.15 549.00 103.32 555.47 0.77 48.51 1,433.04

$227,838.75

$227,838.75

$91,286.83

$91,286.83

$319,125.58

$319,125.58

Check # 18428 18429 18430 18431 18432 18433 18434 18435 18436 18437 18438 18439 18440 18441 18442 18443 18444 18445 18446 18447

Description Feasibility Study Surety Return Water Services Office Supplies Sage Support/YTD Budget MN Water Resources Conference Wireless Service Surety Return Gas Cylinder/Snsor Screens Display Ad Trash Service August Engineering Security System Gas Service Electrical Service Electrical Service Gas & Electrical Service Electrical Service Optical Wiper Kit Monthly Credit Card

APPROVED FOR PAYMENT:

9/20/2017

AUGUST, 2017 RECEIPTS Residence Inn Dorothy Day City of St. Paul BKBM St. Mary's Episcopal Church Nova Academy Digital River CSWEA 4M Fund AUGUST RECEIPTS:

$4,600.00 9,600.00 46,208.05 5,300.00 518.50 4,100.00 13.03 950.40 3,132.57 $74,422.55

Page 2 of 2

Surety #17014 Surety #16020 Snelling/Midway Surety #17-018 Rain Gardens Permit Fees Refund Stormwater Tour August Interest

CAPITOL REGION WATERSHE DISTRICT JOB COST RECAP FOR THE PERIOD AUG 1, 2017 - AUG 31, 2017 2017 ANNUAL BUDGET

JOB COST #/NAME 16970 - General Administration 16 17970 - General Administration 17 17975 - Aldine Operating Expense 17976 - Thomas Operating Expense 17980 - Diversity Plan 17985 - CRWD History Study 00000 - Administration Allocation TOTAL GENERAL ADMINISTRATION: 200 - Administration 201 - Groundwater 207 - Rulemaking/Rule Revisions 208 - Permitting 210 - Stewardship Grants 211 - Monitoring & Data Collection 220 - Education & Outreach 225 - Technical Resources & Information Sharing 228 - Future Trends: Research and Positioning 230 - Geographic Informatin Systems (GIS) 240 - Safety Program TOTAL PROGRAMS: 300 - Administration 301 - Shoreline & Streambank Maintenance 305 - Como Lake Subwatershed 310 - Lake McCarron's Subwatershed 313 - Loeb Lake Subwatershed 315 - Trout Brook Subwatershed 317 - Crosby Lake Subwatershed 325 - Wetland, Stream & Ecosystem Restoration 330 - Mississippi River Subwatershed 370 - Watershed Plan Audit TOTAL PROJECTS: TOTAL OPERATING FUND: 401 - Shoreline & Streambank Restoration 405 - Como Lake BMP's 410 - Lake McCarron's BMP's 413 - Loeb Lake BMP's 415 - Trout Brook BMP's 417 - Crosby Lake BMP's 425 - Wetland, Stream & Ecosystem Restoration 430 - Mississippi River Subwatersheds BMP's 440 - Special Projects & Grants 450 - Future Trents: Implementation TOTAL CAPITAL IMPROVEMENT: 15104 - Debt & Loan Service 15 TOTAL DEBT SERVICES:

670,120.00 0.00 0.00 0.00 0.00 (337,700.00) $332,420.00 222,882.00 7,160.00 308,720.00 503,840.00 574,340.00 425,990.00 40,540.00 79,840.00 35,250.00 31,370.00 $2,229,932.00 114,818.00 8,000.00 258,710.00 94,750.00 224,910.00 24,850.00 149,340.00 $875,378.00 $3,437,730.00 27,240.00 151,730.00 101,600.00 120,690.00 1,006,100.00 85,350.00 620,280.00 969,273.00 5,531,000.00 $8,613,263.00 368,918.00 $368,918.00

TOTAL ALL FUNDS:

$12,419,911.00

TOTAL FUND BALANCE:

Fund Balance @ 12/31/16 1,912,724.98 3,377,758.66 80,792.59 $5,371,276.23

FUND BALANCES Operations Capital Improvement Debt Service

CURRENT MONTH EXPENDITURES 44,277.03 698.12 187.61 102.18 160.88 $45,425.82 452.83 30,058.82 39,665.07 27,536.20 13,499.34 1,928.73 501.76 0.00 6,211.98 $119,854.73 17,408.49 3,287.71 7,692.46 797.87 4,901.13 $34,087.66 $199,368.21 763.44 5,933.03 7,548.03 0.00 468.03 4,042.67 2,888.62 19,951.44 $41,595.26 $750.00 $750.00

YEAR-TO-DATE BALANCE OF BUDGET EXPENDITURES REMAINING 10,664.71 (10,664.71) 434,283.54 235,836.46 26,017.03 (26,017.03) 12,476.89 (12,476.89) 13,102.18 (13,102.18) 160.88 (160.88) (337,700.00) $496,705.23 ($164,285.23) 222,882.00 2,405.04 4,754.96 266,678.86 42,041.14 187,863.28 315,976.72 271,205.73 303,134.27 161,142.31 264,847.69 16,179.93 24,360.07 33,329.89 46,510.11 5,225.61 30,024.39 13,911.42 17,458.58 $957,942.07 $1,271,989.93 114,818.00 47.49 7,952.51 223,539.00 35,171.00 14,640.26 80,109.74 71,321.95 153,588.05 69,743.87 (44,893.87) 64,184.49 85,155.51 $443,477.06 $431,900.94 $1,898,124.36 $1,539,605.64 49.16 27,190.84 21,949.13 129,780.87 64,847.57 36,752.43 70,526.88 50,163.12 976,960.79 29,139.21 2,847.30 82,502.70 38,653.56 581,626.44 59,703.14 909,569.86 1,526,191.37 4,004,808.63 $2,761,728.90 $5,851,534.10 329,172.35 39,745.65 $329,172.35 $39,745.65

% OF BUDGET EXPENDED --64.81% --------0.00% 149.42% 0.00% 33.59% --86.38% 37.29% 47.22% 37.83% 39.91% 41.75% 14.82% 44.35% 42.96% 0.00% 0.59% 86.41% 15.45% --31.71% 280.66% --42.98% --50.66% 55.21% 0.18% 14.47% 63.83% 58.44% 97.10% --3.34% 6.23% 6.16% 27.59% 32.06% 89.23% 89.23%

$241,713.47

$4,989,025.61

$7,430,885.39

40.17%

2017 Fund Transfers $0.00

Year-to-Date Revenue 1,749,772.22 718,679.09 189,297.28 $2,657,748.59

Year-to-Date Expenditures $1,898,124.36 2,761,728.90 329,172.35 $4,989,025.61

Fund Balance @ 08/31/17 1,764,372.84 1,334,708.85 (59,082.48) 3,039,999.21

CAPITOL REGION WATERSHE DISTRICT JOB COST DETAIL FOR THE PERIOD AUG 1, 2017 - AUG 31, 2017

2017 CURRENT MONTH ANNUAL BUDGET EXPENDITURES 16970 - General Administration 17970 - General Administration 670,120.00 44,277.03 17975 - Aldine Operating Expense 698.12 17976 - Thomas Operating Expense 187.61 17980 - Diversity Plan 102.18 17985 - CRWD History Study 160.88 10000 - Administration Allocation (337,700.00) $45,425.82 TOTAL GENERAL ADMINISTRATION: $332,420.00 20000 - Administration Allocation 222,882.00 452.83 17130 - Groundwater Protection - Well Sealing 7,160.00 16000 - District Permit Program 8,346.44 17000 - District Permit Program 150,870.00 17101 - Permit Tracking & Database Management 16102 - Construction Inspection 17102 - Construction Inspection 135,900.00 3,226.02 17103 - Permit Closure & Post Construction Inspection/Maintenance 21,950.00 --------- - Permits 18,486.36 16143 - Stewardship Grants 26,267.61 17143 - Stewardship Grants 313,830.00 16144 - Partner Grants 8,008.69 17144 - Partner Grants 113,810.00 16145 - Inspiring Communities Program 3,392.01 17145 - Inspiring Communities Program 17,440.00 16146 - RSVP Rain Garden 16 268.76 17146 - RSVP Rain Garden Projects 26,130.00 16147 - TWP Blvd. Rain Gardens 1,728.00 17147 - TWP Blvd. Rain Gardens 32,630.00 13200 - Baseline Monitoring & Data Collection 16200 - Baseline Monitoring & Data Collection 122.36 14,074.70 17200 - Baseline Monitor & Data Collection 273,240.00 16205 - Lake Monitoring & Data Collection 9,030.49 17205 - Lake Monitoring & Data Collection 66,020.00 16210 - Villa Park Monitoring 16 293.78 17210 - Villa Park Monitoring & Data Collection 36,500.00 16215 - Wetland Bio Monitor 0.00 1,339.66 17215 - Wetland Bio-Monitoring 12,900.00 8.15 17220 - Long -Term Monitoring Database Development 12,030.00 977.50 17221 - Data Analysis & Reporting Tool 74,700.00 17225 - Remote Data Access & Set-Up 18,020.00 16230 - BMP Monitoring 779.38 17230 - BMP Monitoring 71,430.00 313.89 15231 - AHUG Exfiltration Monitoring 9,500.00 17232 - Midway Office WH Monitoring 596.29 16250 - General Ed & Outreach 6,604.44 17250 - General Ed & Outreach 79,130.00 970.03 17255 - Clean Streets Outreach 19,830.00 JOB COST #/NAME

YEAR-TO-DATE BALANCE OF EXPENDITURES BUDGET REMAINING 10,664.71 (10,664.71) 434,283.54 235,836.46 26,017.03 (26,017.03) 12,476.89 (12,476.89) (13,102.18) 13,102.18 160.88 (160.88) (337,700.00) $496,705.23 ($164,285.23) 222,882.00 2,405.04 4,754.96 (5,512.54) 5,512.54 78,528.96 72,341.04 1,791.42 (1,791.42) 154.50 (154.50) 1,594.59 134,305.41 5,263.74 16,686.26 173,833.11 (173,833.11) 1,325.09 (1,325.09) 160,467.50 153,362.50 549.32 (549.32) 13,719.84 100,090.16 49.16 (49.16) 6,593.96 10,846.04 318.56 (318.56) 1,483.64 24,646.36 3,356.21 (3,356.21) 32,630.00 24,562.42 (24,562.42) 171,413.82 101,826.18 990.16 (990.16) 19,343.82 46,676.18 1,623.52 (1,623.52) 3,125.48 33,374.52 (6,348.00) 6,348.00 2,004.62 10,895.38 8,624.99 3,405.01 5,156.08 69,543.92 2,311.25 15,708.75 2,520.15 (2,520.15) 8,977.90 62,452.10 3,591.92 5,908.08 (10,611.60) 10,611.60 (3,668.46) 3,668.46 61,447.71 17,682.29 5,869.62 13,960.38

% OF BUDGET EXPENDED --64.81% --------0.00% 149.42% 0.00% 33.59% --52.05% ----1.17% 23.98% ----51.13% --12.06% --37.81% --5.68% --0.00% ----62.73% --29.30% --8.56% 15.54% 71.70% 6.90% 12.83% --12.57% 37.81% ----77.65% 29.60%

CAPITOL REGION WATERSHE DISTRICT JOB COST DETAIL FOR THE PERIOD AUG 1, 2017 - AUG 31, 2017

2017 ANNUAL BUDGET 16260 - Municipal Outreach 17260 - Municipal Outreach 21,410.00 17262 - Youth Outreach 15,360.00 17263 - Media Training 13,640.00 16265 - Sponsorship & Partnerships 17265 - Sponsorship & Partnerships 23,460.00 16268 - Adopt A Drain 17268 - Adopt A Drain 21,810.00 16270 - Website & Social Media 17270 - Website & Social Media 74,880.00 16271 - Master Water Stewards 17271 - Master Water Stewards 53,630.00 17274 - TWP Communications 16275 - Events 17275 - Events 39,180.00 17276 - Strategic Communication Plan 23,740.00 16277 - TWP - Adopt a Drain 17277 - TWP - Adopt a Drain 8,400.00 16278 - TWP Leaf & Litter Clean Ups 17278 - TWP Leaf & Litter Clean Ups 12,900.00 17279 - Social Media 7,150.00 16285 - Awards & Recognition Programs 17285 - Awards & Recognition Programs 11,470.00 17300 - Local & Agency Plan Review & Tech Committee 19,610.00 16303 - BMP Database Maintenance/Updates 17303 - BMP Database Maintenance/Updates 20,930.00 16330 - District Research Program 17330 - District Research Program 54,500.00 17333 - Public Art Program 25,340.00 16336 - Climate Change 0.00 15370 - GIS Program Development 0.00 16370 - GIS Program Development 17370 - GIS Program Development 24,750.00 17375 - Data Acquisition 10,500.00 17390 - Safety Training 7,970.00 16395 - Safety Updates 17395 - Safety Program Update/Audits 9,540.00 16396 - CSE Equipment 17396 - CSE Equipment 13,860.00 TOTAL PROGRAMS: $2,229,932.00 30000 - Administration Allocation 114,818.00 17405 - St. Paul Natural Resources Intern Program 8,000.00 15420 - Como Reg Park Stormwater Plan 16420 - Como Reg Park Stormwater Plan 47,090.00 16421 - Como BMP Maintenance & Inspection 16426 - Como Lake, In-Lake Management Assessment 99,620.00 JOB COST #/NAME

CURRENT MONTH EXPENDITURES 117.75 959.98 574.71 3,324.84 707.21 119.71 120.67 243.61 1,685.12 246.33 107.63 147.80 5,941.75 270.23 $119,854.73 19.57 13,357.86

YEAR-TO-DATE BALANCE OF EXPENDITURES BUDGET REMAINING 75.00 (75.00) 6,582.45 14,827.55 3,339.78 12,020.22 13,640.00 15,090.01 (15,090.01) 11,760.77 11,699.23 150.01 (150.01) 11,961.47 9,848.53 478.50 (478.50) 3,116.52 71,763.48 30.04 (30.04) 25,152.58 28,477.42 373.38 (373.38) 90.89 (90.89) 6,983.99 32,196.01 23,740.00 503.72 (503.72) 8,400.00 (1,394.78) 1,394.78 12,900.00 1,229.19 5,920.81 1,530.82 (1,530.82) 312.62 11,157.38 2,254.57 17,355.43 2,344.75 (2,344.75) 11,580.61 9,349.39 344.76 (344.76) 30,907.61 23,592.39 1,681.37 23,658.63 396.15 (396.15) 117.46 (117.46) 49.16 (49.16) 5,058.99 19,691.01 10,500.00 4,912.37 3,057.63 514.42 (514.42) 6,189.74 3,350.26 159.98 (159.98) 2,134.91 11,725.09 957,942.07 $1,271,989.93 114,818.00 47.49 7,952.51 43.33 (43.33) 45,296.71 1,793.29 98.32 (98.32) 69,057.56 30,562.44

% OF BUDGET EXPENDED --30.74% 21.74% 0.00% --50.13% --54.84% --4.16% --46.90% ----17.83% 0.00% --0.00% --0.00% 17.19% --2.73% 11.50% --55.33% --56.71% 6.64% ------20.44% 0.00% 61.64% --64.88% --15.40% 42.96% 0.00% 0.59% --96.19% --69.32%

CAPITOL REGION WATERSHE DISTRICT JOB COST DETAIL FOR THE PERIOD AUG 1, 2017 - AUG 31, 2017

JOB COST #/NAME 17421 - Como BMP Maintenance & Inspection 17425 - Curtis Pond Opti RTC O & M 16430 - TWP Como Lake Project Development 17430 - TWP Como Lake Project Development 16432 - TWP Como Lake Project Dev. 17435 - North & East Subwatershed Study 15471 - Aquatic Invasive Mgt Plan 15 16471 - Aquatic Invasive Mgt Plan 15 17470 - AIS Management 17475 - Lake McCarron's Internal Loading Assessment 17476 - Upper Villa Maintenance 16477 - TWP - Lake McCarron's Project Development 17477 - TWP - Lake McCarron's Project Development 14552 - TBI Easement Verification & Documentation 16550 - Inspection & Annual Maintenance 17550 - Inspection & Annual Maintenance 15554 - TBI Hydraulic/Hydrolic Model 17554 - TBI Hydraulic/Hydrolic Model Calibration & Update 17570 - NPDES MS4 Stormwater Program 17575 - Illicit Discharge Detection & Elimination Program 17578 - East Branch Subwatershed Study 14625 - Eustis St. Stormwater Improvement 16631 - Highland Ravine Maintenance 17631 - Highland Ravine Maintenance 16620 - Green Line Redevelopment SSGI Design 17621 - Snelling Midway Redevelopment 15622 - Ford Site Planning 17622 - Ford Site Planning 17624 - CCLRT BMP Maintenance 16660 - TWP Grant Admin 16 TOTAL PROJECTS: TOTAL OPERATING FUND: 16681 - Ravine Stablization Projects 17681 - Ravine Stablization Projects 17705 - TWP Como BMP McMurray 16710 - TWP Como BMP McMurray 16715 - TWP Como Sr. High 12751 - Upper Villa Park Stormwater Improvement Project 16752 - TWP - McCarrons BMP - Parkview 17752 - TWP - McCarrons BMP - Parkview 16720 - Willow Reserve Restoration Project 16815 - TBI Repairs - St. 0+00 - 28+49 13852 - Tirllium Site Water Resource 16853 - Victoria Park Water Features 16881 - Green Line Redevelopment BMP's 15882 - East Kittsondale Retrofit Project

2017 ANNUAL BUDGET 38,600.00 7,300.00 16,100.00 50,000.00 18,600.00 10,000.00 33,070.00 16,980.00 16,100.00 41,480.00 101,260.00 39,070.00 5,080.00 13,020.00 25,000.00 24,850.00 17,890.00 29,270.00 63,560.00 38,620.00 $875,378.00 $3,437,730.00 27,240.00 151,730.00 1,600.00 100,000.00 120,690.00 1,006,100.00 0.00 85,350.00 535,150.00 -

CURRENT MONTH EXPENDITURES 3,113.43 584.85 332.78 1,959.91 1,249.50 78.30 540.75 5,197.21 1,954.50 797.87 48.54 405.02 2,787.22 1,660.35 $34,087.66 $199,368.21 763.44 5,933.03 7,548.03 468.03 -

YEAR-TO-DATE BALANCE OF EXPENDITURES BUDGET REMAINING 6,680.28 31,919.72 2,604.66 4,695.34 96,916.65 (96,916.65) 16,100.00 2,841.49 (2,841.49) 50,000.00 8,645.35 9,954.65 294.35 (294.35) 776.00 9,224.00 33,070.00 3,294.94 13,685.06 1,629.62 (1,629.62) 16,100.00 9,115.99 32,364.01 3,663.05 (3,663.05) 31,030.56 70,229.44 (8,106.00) 8,106.00 16,745.46 22,324.54 1,577.47 3,502.53 1,083.42 11,936.58 25,000.00 24.57 (24.57) 250.10 (250.10) 69,493.77 (44,643.77) 8,216.65 9,673.35 27,081.78 2,188.22 2,660.33 (2,660.33) 17,899.73 45,660.27 7,912.65 30,707.35 388.78 (388.78) 443,477.06 $431,900.94 $1,898,124.36 $1,539,605.64 49.16 (49.16) 27,240.00 151,730.00 75.57 (75.57) (21,873.56) 21,873.56 51,236.96 (49,636.96) 13,610.61 (13,610.61) 100,000.00 70,526.88 50,163.12 976,960.79 29,139.21 123.16 (123.16) 2,724.14 82,625.86 49.16 535,100.84 75.57 (75.57)

% OF BUDGET EXPENDED 17.31% 35.68% --0.00% --0.00% 46.48% --7.76% 0.00% 19.40% --0.00% 21.98% --30.64% --42.86% 31.05% 8.32% 0.00% ----279.65% 45.93% 92.52% --28.16% 20.49% --50.66% 55.21% --0.00% 0.00% ----3202.31% --0.00% 58.44% 97.10% --3.19% 0.01% ---

CAPITOL REGION WATERSHE DISTRICT JOB COST DETAIL FOR THE PERIOD AUG 1, 2017 - AUG 31, 2017

2017 JOB COST #/NAME ANNUAL BUDGET 16886 - Lauderdale Subwatershed Stormwater Improvement Projectg 85,130.00 16887 - Midway Stadium 16910 - Special Grants 590,890.00 17910 - Special Grants 16912 - Selby Milton Victoria 17912 - Selby Milton Victoria 1,820.00 16914 - Maryland Payne Pocket Neighborhood 14916 - Central High School 376,563.00 15916 - Upper Villa Park Wetland 15917 - Harambee Elementary 15 16917 - Swede Hollow Construction 15918 - Midway Stadium Redevelop.

15919 - Swede Hollow Final Design 15920 - Rondo Education Complex 14922 - Model Cities - Brownstone 17925 - Highland Park Sr. High 17926 - Adams Spanish Immersion 17928 - Jimmy Lee Play Area 17929 - Wilder Square Condo 16950 - New Office Facility 17950 - New Office Facility 5,531,000.00 TOTAL CAPITAL IMPROVEMENT: $8,613,263.00 17001 - Debt & Loan Service 368,918.00 TOTAL DEBT SERVICES: $368,918.00 TOTAL ALL FUNDS:

$12,419,911.00

CURRENT MONTH EXPENDITURES 4,042.67 2,320.94 137.02 195.75 117.46 39.15 78.30 19,951.44 $41,595.26 750.00 $750.00 $241,713.47

YEAR-TO-DATE BALANCE OF EXPENDITURES BUDGET REMAINING 38,033.83 47,096.17 495.00 (495.00) 3,815.93 587,074.07 24,957.96 (24,957.96) 155.23 (155.23) 1,820.00 (28,246.60) 28,246.60 857.10 375,705.90 116.04 (116.04) 274.05 (274.05) 117.46 (117.46) 94.46 (94.46) 84.01 (84.01) 156.60 (156.60) 311.79 (311.79) 173.45 (173.45) 37.50 (37.50) 113.31 (113.31) 191.65 (191.65) 1,526,191.37 (1,526,191.37) 5,531,000.00 $2,761,728.90 $5,851,534.10 329,172.35 39,745.65 $329,172.35 $39,745.65 $4,989,025.61

$7,430,885.39

% OF BUDGET EXPENDED 44.68% --0.65% ----0.00% --0.23% ----------------------0.00% 32.06% 89.23% 89.23% 40.17%

CAPITOL REGION WATERSHED DISTRICT PERMITS FOR THE PERIOD AUG 1, 2017 - AUG 31, 2017 PERMIT NUMBER 7008 8003 8005 9003 9010 9027 9030 10002 10027 10029 11013 11017 11019 11029 11030 12004 12017 12019 12023 12028 13010 13012 13022 13025 13030 14003 14012 14018 14022 14023 14025 14026 14029 14031 14033 14035 14036 14039 14040 14041 15002 15003 15004 15005 15006 15007 15010 15013

PERMIT NAME Hubbard-Griggs RSVP Seventh-Bay Rice Street McDonalds Cretin-Goodrich Waldorf School Frogtown Square TH 94 TH 36 & Rice Interchange Lafayette Bridge I94 & 280 Beacon Bluff Parcel 2 Hmongtown Market Fed Ex Schmidt Brewery Prior-Goodrich Wheelock Bridge Cayuga Como GC Pond Ford Site Demo Madison-Benson Ramsey Hill Xcel Gas Line MSU Parking Ramp Vandalia Redevelopment Western U Plaza State Trunk Highway 5 Resurface Lower Villa Park Improvement Frogtown Farms Victoria Park Stormwater McCarron's Pond E 7th Mississippi Market Pleasant Ridge St Agnes School Seven Corners Iron Workers Union Hall Ford Parkway Palace Community Center Randolph Avenue Snelling Avenue Higher Ground 2700 University A-Line BRT McDonough 12-Plex Murray Middle School Scel Gas Phase II Ramsey County Building Demo Como Chatsworth Jamestown Homes

PERMIT FEE 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

CURRENT MONTH EXPENDITURES 132.00 35.07 391.48 328.53 52.60 35.06 10.20 620.58 20.40 893.73 17.53 35.07 35.07 248.44 615.26

YEAR-TO-DATE EXPENDITURES 638.40 477.80 86.67 329.00 70.04 2,508.50 8.82 675.29 149.07 8.82 563.99 17.53 486.80 1,155.64 449.50 35.29 3,563.78 6.00 2,998.35 480.90 763.55 87.89 999.10 144.00 1,819.68 635.16 35.29 3,336.09 2,779.13 17.64 26.30 5,798.36 17.53 1,602.48 316.90 475.60 35.29 1,258.23 630.18 259.49 35.07 43.33 52.96 773.13 52.92 2,637.61 410.47 7,653.98

BALANCE OF PERMIT REMAINING (638.40) (477.80) (86.67) (329.00) (70.04) (2,508.50) (8.82) (675.29) (149.07) (8.82) (563.99) (17.53) (486.80) (1,155.64) (449.50) (35.29) (3,563.78) (6.00) (2,998.35) (480.90) (763.55) (87.89) (999.10) (144.00) (1,819.68) (635.16) (35.29) (3,336.09) (2,779.13) (17.64) (26.30) (5,798.36) (17.53) (1,602.48) (316.90) (475.60) (35.29) (1,258.23) (630.18) (259.49) (35.07) (43.33) (52.96) (773.13) (52.92) (2,637.61) (410.47) (7,653.98)

% OF PERMIT EXPENDED 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%

CAPITOL REGION WATERSHED DISTRICT PERMITS FOR THE PERIOD AUG 1, 2017 - AUG 31, 2017 PERMIT NUMBER 15017 15018 15022 15023 15025 15026 15029 15030 15031 15032 15033 15034 15036 15037 15038 15039 15041 16002 16003 16004 16005 16006 16007 16008 16009 16010 16011 16012 16013 16015 16016 16017 16018 16019 16020 16021 16022 16023 16024 16025 16026 16027 16028 16029 16030 16031

PERMIT NAME Kellogg Blvd. Bridge Highland's Assisted Living The Good Acre Villa Park N. Wetland Restoration Stewart Street Victoria Park Apt. Phase II Midway Office Warehouse Farrington Estates Met Council Sanitary Realignment Victoria Park East Trail MacQueen Equipment TH 94 & West 7th Regions Ambulance Canopy MNDot Ped Bridges Highland Mixed Use Permit Sunrise Banks Office Building Raymond Ave. Phase 3 Triangle Lot St. Paul College Health/Science Xcel Pipeline 2016 Como-Chatsworth Phase II Larpenteur Avenue Trail Community School of Excellence Keg & Case Market Jackson Street Wheelock Parkway McMurray Field St. Paul Police Facility Maryland Bridge Como Transportation II Willow Reserve Habitat of Hum. Rivoli Redevelopment 601 Prior Demo Roselawn Cemetary Dorothy Day Place 2300 Territorial Apartments 901 Burke Avenue Linwood Lower School Hmong Academy Expansion Snelling Midway St. Anthony Park Elementary River East School Adams School Boaters Outlet Willow Reserve No-Loss Como Avenue 2017

PERMIT FEE 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

CURRENT MONTH EXPENDITURES 35.07 17.53 26.30 632.67 10.20 26.30 67.10 35.07 638.71 430.07 26.30 666.60 611.86 10.20 17.53 36.66 214.71 44.81 945.24 24.45 20.40 935.04 17.53 8.14 613.46 73.32 40.74 73.32 1,784.96 69.26 61.12 73.32 561.34 69.27

YEAR-TO-DATE EXPENDITURES 35.07 447.62 70.13 6.00 26.30 702.21 17.53 629.31 61.59 2,252.86 236.30 5,711.92 2,415.18 61.59 5,961.98 3,109.20 2,465.98 32.58 5,520.06 2,049.06 320.00 729.10 2,585.74 2,480.34 7,490.37 864.55 2,742.65 5,754.71 52.13 1,044.73 2,070.87 6,270.65 52.95 896.14 1,287.50 195.10 88.25 104.50 1,143.39 9,315.92 686.07 2,406.47 2,432.06 730.25 130.00 488.13

BALANCE OF PERMIT REMAINING (35.07) (447.62) (70.13) (6.00) (26.30) (702.21) (17.53) (629.31) (61.59) (2,252.86) (236.30) (5,711.92) (2,415.18) (61.59) (5,961.98) (3,109.20) (2,465.98) (32.58) (5,520.06) (2,049.06) (320.00) (729.10) (2,585.74) (2,480.34) (7,490.37) (864.55) (2,742.65) (5,754.71) (52.13) (1,044.73) (2,070.87) (6,270.65) (52.95) (896.14) (1,287.50) (195.10) (88.25) (104.50) (1,143.39) (9,315.92) (686.07) (2,406.47) (2,432.06) (730.25) (130.00) (488.13)

% OF PERMIT EXPENDED 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%

CAPITOL REGION WATERSHED DISTRICT PERMITS FOR THE PERIOD AUG 1, 2017 - AUG 31, 2017 PERMIT NUMBER 16032 16033 16099 17001 17002 17003 17004 17005 17006 17007 17008 17009 17010 17011 17012 17013 17014 17015 17016 17017 17018 17019 17020

PERMIT NAME

PERMIT FEE

SPJCC Addition Campus Expansion Permitting SOP Horace Mann Elementary Highland Park Elementary Como Park Sr. High School St. Thomas Stadium & Field Ford Parkway Bridge Erosion Snelling Multi-Familyh Joy of the People Field Improvement SPA Expansion Jackson Street Reconstruction Swede Hollow BNSF Kittson St. Drainage Nova Academy School Great River Schools Residence Inn Grand Avenue Wheelock Dale Victoria Smith Avenue Bridge Dickerman Park Exchange Street Apartments MN United Stadium Hauling Transfer Road Storage TOTAL PERMITS:

CURRENT MONTH EXPENDITURES

YEAR-TO-DATE EXPENDITURES

BALANCE OF PERMIT REMAINING

0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00

24.45 505.97 1,229.91 65.18 40.74 101.83 12.22 65.18 296.50 995.83 21.99 1,420.78 789.82 3.45 32.59 490.30

1,553.45 2,475.57 346.67 6,503.57 2,825.09 4,152.47 4,065.17 1,049.79 1,048.16 815.86 1,642.63 726.51 1,572.98 570.20 419.96 1,692.53 2,129.12 2,532.13 1,588.51 2,640.98 1,355.75 53.12 490.30

(1,553.45) (2,475.57) (346.67) (6,503.57) (2,825.09) (4,152.47) (4,065.17) (1,049.79) (1,048.16) (815.86) (1,642.63) (726.51) (1,572.98) (570.20) (419.96) (1,692.53) (2,129.12) (2,532.13) (1,588.51) (2,640.98) (1,355.75) (53.12) (490.30)

$0.00

18,486.36

173,833.11

($172,231.20)

% OF PERMIT EXPENDED 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%

September 20, 2017 Board Meeting V. Action Item – C) SnellingMidway Stormwater Management Grant (Eleria)

DATE: TO: FROM: RE:

September 14, 2017 CRWD Board of Managers Anna Eleria, Division Manager Approve Snelling-Midway Stormwater Management Grant

Background At the request of the City of Saint Paul and CRWD, MN United FC is completing final design of a ‘comprehensive stormwater management system’ for the entire 35-acre Snelling-Midway site. The comprehensive stormwater management system includes two cisterns for capturing roof runoff from the soccer stadium roof and future buildings to be constructed in later phases of site redevelopment. Tree trenches are also part of the design and will treat runoff from the new street and sidewalk grid. The captured rainwater will be filtered and treated for irrigating a total area of approximately 3.5 acres.

MN United FC is only required to construct a ‘base stormwater management system’ for the 20 acres its redeveloping for their new stadium. The cost for the base stormwater management system is $2.874 million while the cost for a comprehensive system is $3.290 million.

Issues The City of Saint Paul is requesting a $416,000 grant from CRWD for the additional cost to build a comprehensive system, which will treat the entire 35-acre site. Sources of revenue for the $416,000 grant are the following: Grant

CRWD Match

Total

Met Council

$200,000

$67,000

$267,000

BWSR Clean Water Fund

Max. $111,750

Min. $37,250

$149,000

TOTAL

Max. $311,750

Min. $104,250

$416,000

CRWD staff is working with City staff on a cost-share grant agreement for the comprehensive stormwater management system. See enclosed draft.

Recommendation Approve a $416,000 grant for the City of Saint Paul for the Snelling-Midway Stormwater Management System and authorize the Board President and Administrator to execute a grant agreement with the City of Saint Paul subject to the review and approval of the Ramsey County Attorney. enc.

Draft cost-share grant agreement

W:\08 Orgs-Cities-Agencies\St. Paul\Snelling Midway Site Redevelopment\Board Memos\BM Snelling Midway Grant Approval 09-14-17.docx

Our Mission is to protect, manage and improve the water resources of Capitol Region Watershed District.

DATE: TO: FROM: RE:

September 20, 2017 V. Action Items D) Authorize Distribution of an RFP for Construction Manager Services (Doneux)

September 14, 2017 Board of Managers Mark Doneux, Administrator RFP for Construction Manager Services

Background At the September 6, 2017 Board meeting, staff reviewed and recommended proceeding with the Construction Manager – At Risk approach for project delivery for the Capitol Region Watershed District (CRWD) office renovation project.

Issues CRWD will be seeking construction manager services for the renovation of our property at 595 Aldine Street for use as the CRWD office building. CRWD intends to select a qualified party as the Construction Manager (“CM”) and enter a construction manager at risk agreement for the Project. CRWD has engaged a multi-discipline team and the Project design development phase is ongoing. The Project team has produced a fifty percent complete design development package, which will be included with the RFP. The CM will provide services in accordance with this RFP and the selected responder’s proposal, and the terms and conditions of Agreement using AIA A133 SP, including AIA A201 – 2009 SP. This RFP provides a description of the Project and the solicitation and selection process. The RFP will be publicly noticed in the Pioneer Press, posted on our website, published in the appropriate trade publications as well as sent out to known local construction management firms.

Action Requested

Authorize staff to distribute a Request for Proposals (RFP) for Construction Management Services for the CRWD Office Renovation Project, subject to the review and approval of the Ramsey County Attorney. enc:

Draft RFP for Construction Manager Services Draft AIA Form A133, with amendments (electronic distribution only) Draft AIA Form A201, with amendments (electronic distribution only)

W:\01 Administration\Facility Management\595 Aldine\Building Program\MSR Design\Project Delivery\Board Memo - Construction Manager RFP 9-1417.docx

Our Mission is to protect, manage and improve the water resources of Capitol Region Watershed District.

CRWD Request for Proposals (“RFP”) Capital Region Watershed District Office Renovation Construction Manager at Risk Submit response to: Capitol Region Watershed District 1410 Energy Park Drive, Suite 4 St. Paul, MN 55108 Attn: Mark Doneux Solicitation Contact: Mark Doneux Solicitation Contact Email: mark@capitolregionwd.org Solicitation Contact Telephone: 651-644-8888 Responses must be received by 4:00 p.m. Central time on October 20, 2017.

Solicitation Schedule The dates and times of actions related to this solicitation are as follows. Actions with specific dates and/or times must be completed as indicated unless changed by CRWD. RFP Released: September 22, 2017 Pre-Solicitation Response Conference/Site Visit: October 6, 2017 at 4:00 p.m. Central time.

Pre-Solicitation Response Conference/Site Visit Location: 595 Aldine Street, Saint Paul, Minnesota Responder’s Questions Due: October 10, 2017 Solicitation Responses Due: October 20, 2017 Anticipated Contract Start Date: November 22, 2017 Pre-Solicitation Response Conference and Site Visit. A mandatory pre-solicitation response conference and site visit will be held at 2:00 p.m. C.S.T., October 6, 2017 at 595 Aldine Street, Saint Paul, Minnesota, 55104. Individuals needing an interpreter or individuals with a disability needing accommodation should contact the solicitation contact identified above prior to the date of the conference so that reasonable accommodations can be made.

Solicitation Background Purpose. Capitol Region Watershed District (“CRWD” or “Owner”) seeks construction manager services for the renovation of the property at 595 Aldine Street and 1736 Thomas Avenue West in Saint Paul, Minnesota (the “Property” or “Site”) for use as the CRWD office building (the “Project”).

CRWD intends to select a qualified party as the Construction Manager (“CM”) and enter into a construction manager at risk agreement for the Project (the “Agreement”). CRWD has engaged a multi-discipline team and the Project design development phase is ongoing. The Project team has produced a fifty percent complete design development package, which is attached to this RFP as Attachment A. The CM will provide services in accordance with this RFP and the selected responder’s proposal, and the terms and conditions of Agreement using AIA A133 – SP, including

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AIA A201 – 2009 SP, substantially in the forms attached to this RFP. This RFP provides a description of the Project and the solicitation and selection process.

Owner. CRWD is a special purpose unit of local government created to manage and protect part of the Mississippi River Basin, along with the wetlands, creeks and lakes that drain to the river. CRWD covers forty (40) square miles and includes portions of the cities of Falcon Heights, Lauderdale, Maplewood, Roseville, and Saint Paul. CRWD is governed by a five-member Board of Managers that guides CRWD in the implementation of its Watershed Management Plan adopted in 2010.

Watershed districts work to protect and improve water quality in lakes, rivers, wetlands, and streams within their jurisdiction, and to protect residents and property against flooding. Additional information about CRWD is available at www.capitolregionwd.org.

Site Description. The 1.99 acre Site is comprised of two (2) parcels and currently has three (3) buildings that include a 14,538-square foot building built in 1949 and a pole shed for storage built in 1978 on the east parcel (595 Aldine Street), and a separate garage built in 1949 on the west parcel (1736 Thomas Avenue West). Two of the three buildings were constructed and occupied by a diesel sales company that also performed repair work on the Property. McQueen Equipment, a heavy equipment company, occupied the Property from the late 1960’s until 2016.

The Project. CRWD proposes to renovate the former McQueen building located on the east parcel for use as office space and to demolish the pole barn and construct a new single story garage/vehicle storage and fieldwork shop space. CRWD does not currently have any planned use for the west parcel or the building located on that parcel. CRWD’s Project team has been engaged in the design development process and as of the date of this RFP has more than fifty percent complete Design Development Package, which is incorporated in this RFP as Attachment A. The space is intended to be a mix of office and meeting space with ample room for public meetings.

While maintaining the integrity and character of the 1949 building, CRWD intends to incorporate artistic design elements, create an open floor plan, and be innovative in terms of stormwater management and sustainability.

This Project will be a brownfield redevelopment. A Phase I and II Environmental Site Assessment has been completed indicating diesel impacted soils to the west of the building and solvent vapors beneath the slab inside the McQueen building. A Response Action Plan to address handling of the impacted soils and a vapor mitigation strategy was submitted to the Minnesota Pollution Control Agency and is currently being acted upon. Redevelopment of the Site, including any of the buildings, must be closely integrated with approved environmental mitigation strategies.

Sustainable Approach and Systems. CRWD is committed to incorporating sustainable systems and practices in the Project and to achieving a LEED v4 silver certification or better should the budget allow it. The Project’s design has focused on sustainable strategies to support LEED v4 certification. While the building’s system’s performance is interrelated, for convenience they are outlined below in the categories of water conservation strategies; energy conservation measures; and sustainable mechanical options.

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Water Conservation Strategies. Addressing how our culture understands and participates in responsible water use is at the core of what CRWD does. The Site design acts as a catalogue of best management practices to demonstrate and illustrate to visitors the myriad ways in which stormwater can be best handled by thoughtful landscape approaches. The building design focuses on ways in which it can make stormwater reuse more visible to visitors. CRWD is working to provide an interior cistern that will store water collected off the building roof to be used for toilet flushing, mechanical equipment uses, and irrigation should it be needed. Additionally, the processes in which reclaimed stormwater needs to undergo for reuse will be displayed as part of an educational exhibit, adding to the communication component of this interior water feature.

Energy Conservation Measures. CRWD is embracing energy conservation by considering several measures to reduce energy use. The Project incorporates skylights to provide enhanced interior daylighting. The interior layout allows good workplace daylight (no electric illumination needed) for up much of the work day. Only high efficiency LED light fixtures will be specified.

Additionally, the current plan is to incorporate electric metering paired with a building management system (BMS) to help CRWD understand which systems use the most power and focus on how working style can affect plug loads. CRWD has engaged a local solar developer to design and install a 16kw array. Although the array is not included in the work of encompassed within this RFP, effective coordination is required.

Sustainable Mechanical Systems. The Project is to achieve the highest performance possible employing the following HVAC components:   

(3) ERV units (2) rooftop water cooled air conditioning units (#TBD) Interior water cooled air conditioning units with hot water heating coils

The Work. The Project design development phase is continuing, and the Project scope is not final.

At this stage in the process the following are the anticipated Project elements and are within the expected scope for the work to be completed through the construction manager at risk approach (the “Work”):            

Coordination of demolition and new construction work with Owner directed site remediation work on site Paving demolition New utility service being provided to the building – some entrance locations may change from existing conditions Domestic water pump Fire suppression / sprinkler system & dedicated pump - TBD 6,000 cu ft. on-site underground stormwater storage Site grading Bituminous and permeable pavement parking and sidewalks Enhanced landscaping and street edge tree trenches Exterior education oriented water installation South exterior patio and sun screening canopy Existing metal shed (SW corner of building) demolition

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                          

Selective demolition of CMU building (widened openings) Selective infill at identified openings Selective structural repair of existing metal deck, joist, roof structure System-dedicated interior structural reinforcement Raise garage slab to meet upper slab topping slab elevation Topping slab at upper existing slab New exterior wall assembly includes: fluid applied air and vapor barrier, thermally broken Z girts, mineral wool board insulation, metal wall panel cladding (cement panel cladding at building base) Storefront glazing system Metal-clad window opening frames with cedar plank interior lining TPO roof – fully adhered installation Rooftop skylights with built-up roof curbs Rooftop stormwater collection, interior cistern, and treatment equipment ERV, rooftop water cooled air conditioning units, and interior water cooled air conditioning units with hot water heating coil HVAC system Stormwater reuse system for flushing and shop uses BAS system LED lighting package with daylighting controls Fire alarm system New garage / shop addition: precast exterior wall assembly (conc core + insulation+ exterior conc panel with form liner cast surface), hollow core concrete roof plank, TPO roof assembly to match existing building assembly, concrete slab Coordination with Owner provided rooftop 16kw PV array on garage / shop addition Interior acoustic material mounted to exposed metal roof deck Interior training room mechanically operated room-dividing partition Interior shower and locker room functions Interior power operated roller shades Interior reclaimed wood cladding Interior casework Interior acoustic ceiling panels Interior see supplementary materials for finishes

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Contract Term and Schedule The term of the Agreement shall begin upon full execution and is anticipated to start on or about November 22, 2017.

The Construction Manager shall complete the Work in accordance with the schedule developed under the Agreement.

The current Project schedule is as follows: 

Completion of Design Development Phase: November 1, 2017.



Completion of Construction Drawings: February 1, 2018.



Completion of the Preconstruction Phase: February 28, 2018.



Construction start: March 1, 2018.



The anticipated date for Substantial Completion: September 1, 2018.

Costs The CM Agreement shall be: 1. A fixed price contract for the Preconstruction Phase; and 2. A Guaranteed maximum price (“GMP”) for the balance of the Work, with a specified CM fee.

The GMP will be developed during the Preconstruction Phase as provided in the Agreement. If CRWD and the CM are able to agree to the GMP, they will execute a GMP Addendum to the Agreement.

Responses to this RFP shall state a proposed fee for the Preconstruction Phase and shall show in detail the basis for establishing the fee. Responses shall also address the intended fee for the Construction Phase, recognizing that the GMP will be established at a later date.

If during the Preconstruction Phase, CRWD and the CM are unable to agree on the final scope of the Work and the GMP, CRWD reserves the right to terminate its relationship with the CM and the Agreement, and seek an alternative relationship or approach for completing the Project.

Solicitation Process General Conditions of the Process. CRWD expressly reserves the right to amend or withdraw this solicitation at any time and to reject any or all solicitation responses. CRWD reserves the right to waive any minor irregularities in the solicitation process. All communications during the

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solicitation process shall be directed to the solicitation contact identified above. Violation of this provision is sufficient grounds for disqualifying a responder from consideration. All questions concerning this solicitation shall be submitted in writing to the solicitation contact at the email address listed on the first page of this RFP. CRWD will not provide compensation to the responders for any expenses incurred for solicitation response preparation. Responders shall not enter into an agreement, participate in any collusion or otherwise take any action in restraint of free competition in connection with this solicitation or any contract that may result, including actions involving other responders, CRWD employees, or CRWD Board members. Evidence of such activity will result in rejection of the RFP response.

Pre-Solicitation Response Site Visit. A mandatory conference and site visit will take place at 2:00 p.m. Central time, October 6, 2017 at the Site (595 Aldine Street, Saint Paul, Minnesota 55104). The purpose is to enable responders to view the Property and for CRWD to answer questions, clarify ambiguities and respond to general issues in order to establish a common basis for understanding the solicitation requirements. A written summary of the outcome of the conference will be prepared in the form of an addendum and will be distributed to attendees.

Responders shall rely only on the provisions of this RFP and any addenda in preparing a solicitation response.

Response Content. Responders shall include the following forms and information in their responses. The response must demonstrate that the responder has the required qualifications described in this RFP, and must include the following: 1. Description of the responder’s qualifications and relevant experience.

2. Resumes of key Project participants, including prior projects of similar size and scope for which the participants played the same or a similar role as proposed for the CRWD Project, and a statement of the roles and responsibilities of these participants during the Project.

3. Description of the proposed approach to construction manager services for this Project, including self-performance of portions of the Work. Responders indicating that they will self-perform a portion of the Work should identify the trades and scope of Work they recommend for self-performance. Public bidding of all Work in a manner consistent with Minnesota’s Municipal Contracting law is required, and the extent of self-performance shall be limited. CRWD expects the CM to provide a preliminary cost estimate during the Construction Document Phase.

4. Description of the fee for Preconstruction Phase services.

5. Approach to establishing the GMP and the CM fee during the Construction Phase.

6. Completed Solicitation Response Form and Responder Information Form (as attached to this RFP).

CRWD reserves the right to request any additional information at any stage of the solicitation process. Compliance shall be at the responder’s expense.

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Submission of a response to this RFP constitutes agreement by the responder that it has read and will comply with all provisions in this RFP, including the attachments and the forms of Agreement.

Questions regarding this RFP and the attachments must be submitted to the solicitation contact by the date for questions stated above.

The response must be signed by a representative authorized to bind the responder.

CRWD reserves the right to accept or reject any and all solicitation responses received and waive any and all minor irregularities. If the intent of the responder is not clearly identifiable, the interpretation most advantageous to CRWD will prevail.

Response Submission. Responders must submit to the mailing address listed on the first page of this RFP seven (7) originals of their RFP response in writing, and in a sealed envelope with the RFP Title on the outside of the envelope. Responses should be a maximum of 50 pages, including attachments. Responses must be received no later than 4:00 p.m., Central time on October 20, 2017. In addition, responders shall include an electronic copy of their response in a PDF format.

Faxed, emailed, and oral solicitation responses will not be considered.

An RFP response may be withdrawn on written request of the responder prior to the due date and time. Prior to the due date and time, changes may be made, provided the change is initialed by the responder’s agent. Any solicitation response, withdrawal or modification received after the due date and time will be considered late and will not be accepted.

Upon submission, a response to this RFP becomes the property of CRWD and will not be returned.

CRWD retains the right to use any concept or idea presented in any solicitation response, whether or not that solicitation response is accepted. All information included in the submitted solicitation response will be classified in accordance with Minn. Stat. § 13.591 governing data practices.

The response shall remain valid for ninety (90) days starting the response due date.

Construction Manager Qualifications The Construction Manager shall have the following minimum qualifications: 1. Demonstrated experience completing of similar renovation projects including with respect to the size and scope of the Project and the type of building and site.

2. Demonstrated experience in which sustainable practices were integral to the project.

3. Demonstrated experience coordinating its work with that of a site remediation contractor.

4. Each person assigned to the Project shall have demonstrated past experience with work of the same or similar type.

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5. Staffing resources of competent and professional experienced full-time employees assigned to execute work according to schedule.

Evaluation and Selection. CRWD will evaluate the proposals based on the following criteria: 1. Responder’s qualifications and experience.

2. Qualifications of the individuals assigned to the Project (experience, training, technical and professional ability).

3. Approach to construction management services.

4. Demonstrated understanding of, and approach to, the Project.

5. Cost.

In addition to the mandatory site visit, CRWD will consider interviewing respondents before selecting a respondent as the CM. After the selection of the respondent CRWD determines to have best satisfied the evaluation criteria, CRWD will negotiate the Agreement, and upon CRWD Board approval will execute the Agreement. The selection will not be final until the Agreement is executed by both parties and the selected CM complies with conditions to the Agreement, which include, but may not be limited to, providing appropriate certificates of insurance, payment and performance bonds, and other information and documents as required by CRWD. CRWD reserves the right to negotiate contract terms contemporaneously and/or subsequently with any number of Contractors as CRWD deems to be in its best interest. CRWD is not obligated to proceed to enter into a contract as a result of this solicitation and the selection of a responder does not obligate CRWD or the responder to enter into a binding agreement.

Only One Response Received. If only one solicitation response is received, and CRWD finds that the response satisfies the evaluation criteria of CRWD, CRWD may proceed to select the responder without re-solicitation.

Trade Secret Information. Solicitation response data marked as, for example, "confidential" or "proprietary" or other similar designation, will not be considered by CRWD to be Trade Secret Information within the meaning of Minnesota Statutes Chapter 13 unless the data meet the criteria set forth in Section 13.37, subd. 1(b). The solicitation response shall not be contingent on CRWD accepting the responder’s claim that certain data is Trade Secret Information within the meaning of the statute. CRWD review of data identified as Trade Secret Information will not occur unless and until such time as an appropriate request is made for the data by a third party.

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The Agreement.

The Agreement will provide that the CM provide services in accordance with this RFP and the CM’s response, and will be in substantially the form of the attached form of AIA 133 and A 201.

General Terms and Conditions.

The Agreement will also include the following Terms and Conditions: Payment. Payment will be made within 35 days of receipt of a detailed invoice and approval by the

CRWD Board of Managers. Interest accrual and disputes regarding payment shall be governed by the provision of Minn. Stat. Section 471.425.

Independent Contractor Status. It is agreed that nothing contained in this Agreement is intended or should be construed as creating the relationship of agents, Contractor, joint venturers, or associates between the parties hereto or as constituting Contractor as the employee of the CRWD for any purpose or in any manner whatsoever. The Contractor is an independent Contractor and neither it, its employees, agents nor representatives are employees of the CRWD. From any amounts due the Contractor, there will be no deductions for federal income tax or FICA payments, nor for any state income tax, nor for any other purposes which are associated with an employer- employee relationship unless req uired by law. Payment of federal income tax, FICA payments, and state income tax are the responsibility of the Contractor Indemnification. Contractor shall indemnify, hold harmless and defend the CRWD, its officials, employees, and agents from any and all liability, loss, costs, damages, expenses, claims or actions, including attorney's fees, which the CRWD, its officials, employees, and agents may hereafter sustain, incur or be required to pay, arising out of or by reason of any negligent act or omission or breach of this Agreement.

Conflicts of Interest. Contractor shall inform its clients about this Agreement and Contractor funding provided under this Agreement. Contractor shall immediately discuss with the CRWD any current or new obligations, which may directly conflict with the Contractor’s ongoing work under its Agreement with CRWD. Audits and Record Keeping. Contractor shall maintain for at least six (6) years upon completion of services all books, records, documents and other evidence directly related to the performance of this Agreement in accordance with general accepted accounting principles and practices of governmental entities. Upon request and reasonable notice, Contractor shall permit the CRWD to examine and copy the books, records, documents, and other evidence maintained by Contractor.

Merger. It is understood and agreed that the entire Agreement between the Parties is contained herein and that this Agreement supersedes all oral agreements and negotiations between the Parties relating to the subject matter hereof. All items in this Agreement, which are incorporated or attached, are deemed part of the Agreement. Any alterations, variations, modifications or

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waivers of provisions of this Agreement shall only be valid when they have been reduced to writing as an amendment to this Agreement and signed by the Parties.

Governing Law. This Agreement shall be governed by and construed according to the laws of the State of Minnesota. Venue shall be in the state and federal courts of Minnesota.

Amendments. Any amendment to this agreement must be in writing and will not be effective until it has been executed and approved by the same parties who executed and approved the original Agreement, or their successors in office.

Waiver. If CRWD fails to enforce any provision of this Agreement, that failure does not waive the provision or CRWD’s right to enforce it.

Audit. Until the expiration of three years after the furnishing of services pursuant to this Agreement, the Contractor, upon written request, shall make available to the CRWD, the State Auditor, or the CRWD'S ultimate funding source, a copy of this Agreement, and the books, documents, records, and accounting procedures and practices of the Contractor relating to this Agreement.

Non-Discrimination. Contractor agrees that in the hiring of all labor for the performance of any work under this Agreement, that it will not by reason of race, creed, color, sex, national origin, sexual preference or disability, discriminate against any person who is a citizen of the United States and who qualifies and is available to perform the work to which such employment relates.

Contractor agrees to comply with all Federal, State, and local non-discrimination laws and ordinances, in particular the applicable provisions of the Civil Rights Act of 1964, as amended by the Equal Employment Opportunity Act of 1972. The Contractor agrees to have in effect an affirmative action program and shall furnish a certificate of compliance with this requirement to the CRWD, upon request.

Data Practices. All data collected, created, received, maintained or disseminated for any purposes in the course of the Contractor's performance of this Agreement is governed by the Minnesota Government Data Practices Act, Minn. Stat. 13.0I et seq. or any other applicable state statutes, any state rules adopted to implement the Act and statutes, as well as federal laws and regulations on data practices. The Contractor agrees to abide strictly by these statutes, rules and regulations. The work products produced under this Agreement will be the sole property of the CRWD and shall not be used by the Contractor for any purpose other than the performance of this Agreement or as authorized in writing by the CRWD. Use of a brief (e.g. less than one printed page) general description of the Work and associated graphics as examples of Contractor's work for marketing purposes is acceptable.

Non-Assignability. The Contractor shall not assign any interest in this Agreement and shall not transfer any interest in the same, whether by subcontract, assignment or novation, without the prior written consent of the CRWD. Unavailability of Funding. The purchase of services from the CRWD under this Agreement may be subject to the availability and provision of fundi ng from the United States, the State of Minnesota, or other funding sources. The CRWD may immediately cancel this Agreement, or

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a portion of the services to be provided under this Agreement, if the funding for the services is no longer available to the CRWD. Upon receipt of the CRWD's notice of cancellation of the Agreement, or of a portion of the services to be provided under this Agreement, the Contractor shall take all actions necessary to discontinue further commitments of funds to the extent they relate to the Agreement or the portions of this Agreement for which funding has become unavailable.

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SOLICITATION RESPONSE FORM

Solicitation Title: CRWD Office Renovation Construction Manager at Risk

The following shall be completed by the Responder:

Company Name:

Acknowledgement of and number of Solicitation Addenda Received:

PLEASE READ THE FOLLOWING BEFORE COMPLETING THIS SOLICITATION RESPONSE FORM The provisions of the solicitation document should be reviewed and understood before preparing a solicitation response.

ACKNOWLEDGEMENT By signing below, I certify that I understand, agree, and bind the Responder to the provisions contained in the solicitation document for the above solicitation and that I am authorized to submit this solicitation response on behalf of the Responder.

COLLUSION By signing below, I certify that this solicitation response has been prepared without any collusion with other contractors, competitors, CRWD employees or CRWD Board members and without taking any other action which will restrict competition or constitute fraud or collusion.

Name and Title of Authorized Representative: Signature: Date: Solicitation Title:

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RESPONDER INFORMATION AND REFERENCE FORM CRWD requires completion of this form for this solicitation. Failure to submit this completed form with the solicitation response will result in rejection of the response.

Company Information: 1. Name (as on file with the MN Secretary of State's Office, if applicable): 2. Name of CEO or Company President: 3. FEIN / Tax ID Number: 4. Minnesota Business Licenses Filing Number: 5. Local Telephone Number: 6. Toll Free Telephone Number: 7. Fax Number: 8. Email Address: 9. Address: 10. City: 11. State: 12. Zip Code:

1.

2.

3.

4.

5.

6.

7.

8.

9.

Solicitation Response Contact: Name and Title of the person to contact for questions concerning this solicitation response: Local Telephone Number: Toll Free Telephone Number: Fax Number: Email Address: Address: City: State: Zip Code:

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Reference Requirements: Provide a minimum of three (3) references for work completed within the last five (5) years that is similar to what is requested in this solicitation.

1. First Reference - Company Name: - Contact Name and Title: - Local Telephone Number: - Toll Free Telephone Number: - Email Address: - Address: - City: - State: - Zip Code: - Description of Work Completed: 2. Second Reference - Company Name: - Contact Name and Title: - Local Telephone Number: - Toll Free Telephone Number: - Email Address: - Address: - City: - State: - Zip Code: - Description of Work Completed: 3. Third Reference - Company Name: - Contact Name and Title: - Local Telephone Number: - Toll Free Telephone Number: - Email Address: - Address: - City: - State: - Zip Code: - Description of Work Completed:

Name and Title of Authorized Responder Representative: Signature: Date:

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®

AIA Document A201 – 2007 SP TM

General Conditions of the Contract for Construction, for use on a Sustainable Project for the following PROJECT: (Name and location or address) « » « » THE OWNER: (Name, legal status and address) « »« » « » THE ARCHITECT: (Name, legal status and address) « »« » « » TABLE OF ARTICLES 1

GENERAL PROVISIONS

2

OWNER

3

CONTRACTOR

4

ARCHITECT

5

SUBCONTRACTORS

6

CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS

7

CHANGES IN THE WORK

8

TIME

9

PAYMENTS AND COMPLETION

10

PROTECTION OF PERSONS AND PROPERTY

11

INSURANCE AND BONDS

12

UNCOVERING AND CORRECTION OF WORK

13

MISCELLANEOUS PROVISIONS

14

TERMINATION OR SUSPENSION OF THE CONTRACT

ADDITIONS AND DELETIONS: The author of this document has added information needed for its completion. The author may also have revised the text of the original AIA standard form. An Additions and Deletions Report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed.

This document has important legal consequences.

Consultation with an attorney is encouraged with respect to its completion or modification.

ELECTRONIC COPYING of any portion of this AIA® Document to another electronic file is prohibited and constitutes a violation of copyright laws as set forth in the footer of this document.

AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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15

CLAIMS AND DISPUTES

AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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INDEX (Topics and numbers in bold are section headings.)

Acceptance of Nonconforming Work 9.6.6, 9.9.3, 12.3 Acceptance of Work 9.6.6, 9.8.2, 9.9.3, 9.10.1, 9.10.3, 12.3 Access to Work 3.16, 6.2.1, 12.1 Accident Prevention 10 Acts and Omissions 3.2, 3.3.2, 3.12.8, 3.18, 4.2.3, 8.3.1, 9.5.1, 10.2.5, 10.2.8, 13.4.2, 13.7, 14.1, 15.2 Addenda 1.1.1, 3.11.1 Additional Costs, Claims for 3.7.4, 3.7.5, 6.1.1, 7.3.7.5, 10.3, 15.1.4 Additional Inspections and Testing 9.4.2, 9.8.3, 12.2.1, 13.5 Additional Insured 11.1.4 Additional Time, Claims for 3.2.4, 3.7.4, 3.7.5, 3.10.2, 8.3.2, 15.1.5 Administration of the Contract 3.1.3, 4.2, 9.4, 9.5 Advertisement or Invitation to Bid 1.1.1 Aesthetic Effect 4.2.13 Allowances 3.8, 7.3.8 All-risk Insurance 11.3.1, 11.3.1.1 Applications for Payment 4.2.5, 7.3.9, 9.2, 9.3, 9.4, 9.5.1, 9.6.3, 9.7, 9.10, 11.1.3 Approvals 2.1.1, 2.2.2, 2.4, 3.1.3, 3.10.2, 3.12.8, 3.12.9, 3.12.10, 4.2.7, 9.3.2, 13.5.1 Arbitration 8.3.1, 11.3.10, 13.1.1, 15.3.2, 15.4 ARCHITECT 4 Architect, Definition of 4.1.1 Architect, Extent of Authority 2.4, 3.12.7, 4.1, 4.2, 5.2, 6.3, 7.1.2, 7.3.7, 7.4, 9.2, 9.3.1, 9.4, 9.5, 9.6.3, 9.8, 9.10.1, 9.10.3, 12.1, 12.2.1, 13.5.1, 13.5.2, 14.2.2, 14.2.4, 15.1.3, 15.2.1 Architect, Limitations of Authority and Responsibility 2.1.1, 3.12.4, 3.12.8, 3.12.10, 4.1.2, 4.2.1, 4.2.2, 4.2.3, 4.2.6, 4.2.7, 4.2.10, 4.2.12, 4.2.13, 5.2.1, 7.4, 9.4.2, 9.5.3, 9.6.4, 15.1.3, 15.2 Architect’s Additional Services and Expenses 2.4, 11.3.1.1, 12.2.1, 13.5.2, 13.5.3, 14.2.4 Architect’s Administration of the Contract

3.1.3, 4.2, 3.7.4, 15.2, 9.4.1, 9.5 Architect’s Approvals 2.4, 3.1.3, 3.5, 3.10.2, 4.2.7 Architect’s Authority to Reject Work 3.5, 4.2.6, 12.1.2, 12.2.1 Architect’s Copyright 1.1.7, 1.5 Architect’s Decisions 3.7.4, 4.2.6, 4.2.7, 4.2.11, 4.2.12, 4.2.13, 4.2.14, 6.3, 7.3.7, 7.3.9, 8.1.3, 8.3.1, 9.2, 9.4.1, 9.5, 9.8.4, 9.9.1, 13.5.2, 15.2, 15.3 Architect’s Inspections 3.7.4, 4.2.2, 4.2.9, 9.4.2, 9.8.3, 9.9.2, 9.10.1, 13.5 Architect’s Instructions 3.2.4, 3.3.1, 4.2.6, 4.2.7, 13.5.2 Architect’s Interpretations 4.2.11, 4.2.12 Architect’s Project Representative 4.2.10 Architect’s Relationship with Contractor 1.1.2, 1.5, 3.1.3, 3.2.2, 3.2.3, 3.2.4, 3.3.1, 3.4.2, 3.5, 3.7.4, 3.7.5, 3.9.2, 3.9.3, 3.10, 3.11, 3.12, 3.16, 3.18, 4.1.2, 4.1.3, 4.2, 5.2, 6.2.2, 7, 8.3.1, 9.2, 9.3, 9.4, 9.5, 9.7, 9.8, 9.9, 10.2.6, 10.3, 11.3.7, 12, 13.4.2, 13.5, 15.2 Architect’s Relationship with Subcontractors 1.1.2, 4.2.3, 4.2.4, 4.2.6, 9.6.3, 9.6.4, 11.3.7 Architect’s Representations 9.4.2, 9.5.1, 9.10.1 Architect’s Site Visits 3.7.4, 4.2.2, 4.2.9, 9.4.2, 9.5.1, 9.9.2, 9.10.1, 13.5 Asbestos 10.3.1 Attorneys’ Fees 3.18.1, 9.10.2, 10.3.3 Award of Separate Contracts 6.1.1, 6.1.2 Award of Subcontracts and Other Contracts for Portions of the Work 5.2 Basic Definitions 1.1 Bidding Requirements 1.1.1, 5.2.1, 11.4.1 Binding Dispute Resolution 9.7, 11.3.9, 11.3.10, 13.1, 15.2.5, 15.2.6.1, 15.3.1, 15.3.2, 15.4.1 Boiler and Machinery Insurance 11.3.2 Bonds, Lien 7.3.7.4, 9.10.2, 9.10.3 Bonds, Performance, and Payment 7.3.7.4, 9.6.7, 9.10.3, 11.3.9, 11.4 Building Permit 3.7.1 Capitalization 1.3 Certificate of Substantial Completion

AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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9.8.1, 9.8.3, 9.8.4, 9.8.5 Certificates for Payment 4.2.1, 4.2.5, 4.2.9, 9.3.3, 9.4, 9.5, 9.6.1, 9.6.6, 9.7, 9.10.1, 9.10.3, 14.1.1.3, 14.2.4, 15.1.3 Certificates of Inspection, Testing or Approval 13.5.4 Certificates of Insurance 9.10.2, 11.1.3 Certifying Authority 1.1.9.5, 1.1.9.6, 2.2.7, 3.2.3, 3.11.2 Certifying Authority, Definition of 1.1.9.6 Change Orders 1.1.1, 2.4, 3.4.2, 3.7.4, 3.8.2.3, 13.1, 3.12.8, 4.2.8, 5.2.3, 7.1.2, 7.1.3, 7.2, 7.3.2, 7.3.6, 7.3.9, 7.3.10, 8.3.1, 9.3.1.1, 9.10.3, 10.3.2, 11.3.1.2, 11.3.4, 11.3.9, 12.1.2, 15.1.3 Change Orders, Definition of 7.2.1 CHANGES IN THE WORK 2.2.1, 3.11, 4.2.8, 7, 7.2.1, 7.3.1, 7.4, 8.3.1, 9.3.1.1, 11.3.9 Claims, Definition of 15.1.1 CLAIMS AND DISPUTES 3.2.4, 6.1.1, 6.3, 7.3.9, 9.3.3, 9.10.4, 10.3.3, 15, 15.4 Claims and Timely Assertion of Claims 15.4.1 Claims for Additional Cost 3.2.4, 3.7.4, 6.1.1, 7.3.9, 10.3.2, 15.1.4 Claims for Additional Time 3.2.4, 3.7.4, 6.1.1, 8.3.2, 10.3.2, 15.1.5 Concealed or Unknown Conditions, Claims for 3.7.4 Claims for Damages 3.2.4, 3.18, 6.1.1, 8.3.3, 9.5.1, 9.6.7, 10.3.3, 11.1.1, 11.3.5, 11.3.7, 14.1.3, 14.2.4, 15.1.6 Claims Subject to Arbitration 15.3.1, 15.4.1 Cleaning Up 3.15, 6.3 Commencement of the Work, Conditions Relating to 2.2.1, 3.2.2, 3.4.1, 3.7.1, 3.10.1, 3.12.6, 5.2.1, 5.2.3, 6.2.2, 8.1.2, 8.2.2, 8.3.1, 11.1, 11.3.1, 11.3.6, 11.4.1, 15.1.4 Commencement of the Work, Definition of 8.1.2 Communications Facilitating Contract Administration 3.9.1, 4.2.4 Completion, Conditions Relating to 3.4.1, 3.11, 3.15, 4.2.2, 4.2.9, 8.2, 9.4.2, 9.8, 9.9.1, 9.10, 12.2, 13.7, 14.1.2 COMPLETION, PAYMENTS AND 9 Completion, Substantial

4.2.9, 8.1.1, 8.1.3, 8.2.3, 9.4.2, 9.8, 9.9.1, 9.10.3, 12.2, 13.7 Compliance with Laws 1.6, 3.2.3, 3.6, 3.7, 3.12.10, 3.13, 4.1.1, 9.6.4, 10.2.2, 11.1, 11.3, 13.1, 13.4, 13.5.1, 13.5.2, 13.6, 14.1.1, 14.2.1.3, 15.2.8, 15.4.2, 15.4.3 Concealed or Unknown Conditions 3.7.4, 4.2.8, 8.3.1, 10.3 Conditions of the Contract 1.1.1, 6.1.1, 6.1.4 Consent, Written 3.4.2, 3.7.4, 3.12.8, 3.14.2, 4.1.2, 9.3.2, 9.8.5, 9.9.1, 9.10.2, 9.10.3, 11.3.1, 13.2, 13.4.2, 15.4.4.2 Consolidation or Joinder 15.4.4 CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS 1.1.4, 6 Construction Change Directive, Definition of 7.3.1 Construction Change Directives 1.1.1, 3.4.2, 3.12.8, 4.2.8, 7.1.1, 7.1.2, 7.1.3, 7.3, 9.3.1.1 Construction Schedules, Contractor’s 3.10, 3.12.1, 3.12.2, 6.1.3, 15.1.5.2 Contingent Assignment of Subcontracts 5.4, 14.2.2.2 Continuing Contract Performance 15.1.3 Contract, Definition of 1.1.2 CONTRACT, TERMINATION OR SUSPENSION OF THE 5.4.1.1, 11.3.9, 14 Contract Administration 3.1.3, 4, 9.4, 9.5 Contract Award and Execution, Conditions Relating to 3.7.1, 3.10, 5.2, 6.1, 11.1.3, 11.3.6, 11.4.1 Contract Documents, Copies Furnished and Use of 1.5.2, 2.2.5, 5.3 Contract Documents, Definition of 1.1.1 Contract Sum 3.7.4, 3.8, 5.2.3, 7.2, 7.3, 7.4, 9.1, 9.4.2, 9.5.1.4, 9.6.7, 9.7, 10.3.2, 11.3.1, 14.2.4, 14.3.2, 15.1.4, 15.2.5 Contract Sum, Definition of 9.1 Contract Time 3.7.4, 3.7.5, 3.10.2, 5.2.3, 7.2.1.3, 7.3.1, 7.3.5, 7.4, 8.1.1, 8.2.1, 8.3.1, 9.5.1, 9.7, 10.3.2, 12.1.1, 14.3.2, 15.1.5.1, 15.2.5 Contract Time, Definition of 8.1.1 CONTRACTOR 3 Contractor, Definition of

AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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3.1, 6.1.2 Contractor’s Construction Schedules 3.10, 3.12.1, 3.12.2, 6.1.3, 15.1.5.2 Contractor’s Employees 3.3.2, 3.4.3, 3.8.1, 3.9, 3.18.2, 4.2.3, 4.2.6, 10.2, 10.3, 11.1.1, 11.3.7, 14.1, 14.2.1.1 Contractor’s Liability Insurance 11.1 Contractor’s Relationship with Separate Contractors and Owner’s Forces 3.12.5, 3.14.2, 4.2.4, 6, 11.3.7, 12.1.2, 12.2.4 Contractor’s Relationship with Subcontractors 1.2.2, 3.3.2, 3.18.1, 3.18.2, 5, 9.6.2, 9.6.7, 9.10.2, 11.3.1.2, 11.3.7, 11.3.8 Contractor’s Relationship with the Architect 1.1.2, 1.5, 3.1.3, 3.2.2, 3.2.3, 3.2.4, 3.3.1, 3.4.2, 3.5, 3.7.4, 3.10, 3.11, 3.12, 3.16, 3.18, 4.1.3, 4.2, 5.2, 6.2.2, 7, 8.3.1, 9.2, 9.3, 9.4, 9.5, 9.7, 9.8, 9.9, 10.2.6, 10.3, 11.3.7, 12, 13.5, 15.1.2, 15.2.1 Contractor’s Representations 3.2.1, 3.2.2, 3.5, 3.12.6, 6.2.2, 8.2.1, 9.3.3, 9.8.2 Contractor’s Responsibility for Those Performing the Work 3.3.2, 3.18, 5.3, 6.1.3, 6.2, 9.5.1, 10.2.8 Contractor’s Review of Contract Documents 3.2 Contractor’s Right to Stop the Work 9.7 Contractor’s Right to Terminate the Contract 14.1, 15.1.6 Contractor’s Submittals 3.10, 3.11, 3.12.4, 4.2.7, 5.2.1, 5.2.3, 9.2, 9.3, 9.8.2, 9.8.3, 9.9.1, 9.10.2, 9.10.3, 11.1.3, 11.4.2 Contractor’s Superintendent 3.9, 10.2.6 Contractor’s Supervision and Construction Procedures 1.2.2, 3.3, 3.4, 3.12.10, 4.2.2, 4.2.7, 6.1.3, 6.2.4, 7.1.3, 7.3.5, 7.3.7, 8.2, 10, 12, 14, 15.1.3 Contractual Liability Insurance 11.1.1.8, 11.2 Coordination and Correlation 1.2, 3.2.1, 3.3.1, 3.10, 3.12.6, 6.1.3, 6.2.1 Copies Furnished of Drawings and Specifications 1.5, 2.2.5, 3.11 Copyrights 1.5, 3.17 Correction of Work 2.3, 2.4, 3.7.3, 9.4.2, 9.8.2, 9.8.3, 9.9.1, 12.1.2, 12.2 Correlation and Intent of the Contract Documents 1.2 Cost, Definition of 7.3.7 Costs 2.4, 3.2.4, 3.7.3, 3.8.2, 3.15.3, 5.4.2, 6.1.1, 6.2.3, 7.3.3.3, 7.3.7, 7.3.8, 7.3.9, 9.10.2, 10.3.2, 10.3.6, 11.3, 12.1.2, 12.2.1, 12.2.4, 13.5, 14

Cutting and Patching 3.14, 6.2.5 Damage to Construction of Owner or Separate Contractors 3.14.2, 6.2.4, 10.2.1.2, 10.2.5, 10.4, 11.1.1, 11.3, 12.2.4 Damage to the Work 3.14.2, 9.9.1, 10.2.1.2, 10.2.5, 10.4, 11.3.1, 12.2.4 Damages, Claims for 3.2.4, 3.18, 6.1.1, 8.3.3, 9.5.1, 9.6.7, 10.3.3, 11.1.1, 11.3.5, 11.3.7, 14.1.3, 14.2.4, 15.1.6 Damages for Delay 6.1.1, 8.3.3, 9.5.1.6, 9.7, 10.3.2 Date of Commencement of the Work, Definition of 8.1.2 Date of Substantial Completion, Definition of 8.1.3 Day, Definition of 8.1.4 Decisions of the Architect 3.7.4, 4.2.6, 4.2.7, 4.2.11, 4.2.12, 4.2.13, 15.2, 6.3, 7.3.7, 7.3.9, 8.1.3, 8.3.1, 9.2, 9.4, 9.5.1, 9.8.4, 9.9.1, 13.5.2, 14.2.2, 14.2.4, 15.1, 15.2 Decisions to Withhold Certification 9.4.1, 9.5, 9.7, 14.1.1.3 Defective or Nonconforming Work, Acceptance, Rejection and Correction of 2.3, 2.4, 3.5, 4.2.6, 6.2.5, 9.5.1, 9.5.2, 9.6.6, 9.8.2, 9.9.3, 9.10.4, 12.2.1 Definitions 1.1, 2.1.1, 3.1.1, 3.5, 3.12.1, 3.12.2, 3.12.3, 4.1.1, 15.1.1, 5.1, 6.1.2, 7.2.1, 7.3.1, 8.1, 9.1, 9.8.1 Delays and Extensions of Time 3.2, 3.7.4, 5.2.3, 7.2.1, 7.3.1, 7.4, 8.3, 9.5.1, 9.7, 10.3.2, 10.4, 14.3.2, 15.1.5, 15.2.5 Disputes 6.3, 7.3.9, 15.1, 15.2 Documents and Samples at the Site and Sustainability Certification 3.11 Drawings, Definition of 1.1.5 Drawings and Specifications, Use and Ownership of 3.11 Effective Date of Insurance 8.2.2, 11.1.2 Emergencies 10.4, 14.1.1.2, 15.1.4 Employees, Contractor’s 3.3.2, 3.4.3, 3.8.1, 3.9, 3.18.2, 4.2.3, 4.2.6, 10.2, 10.3.3, 11.1.1, 11.3.7, 14.1, 14.2.1.1 Equipment, Labor, Materials or 1.1.3, 1.1.6, 3.4, 3.5, 3.8.2, 3.8.3, 3.12, 3.13, 3.15.1, 4.2.6, 4.2.7, 5.2.1, 6.2.1, 7.3.7, 9.3.2, 9.3.3, 9.5.1.3, 9.10.2, 10.2.1, 10.2.4, 14.2.1.1, 14.2.1.2 Execution and Progress of the Work

AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

User Notes: (3B9ADA17)

5

1.1.3, 1.2.1, 1.2.2, 2.2.3, 2.2.5, 3.1, 3.3.1, 3.4.1, 3.7.1, 3.10.1, 3.12, 3.14, 4.2, 6.2.2, 7.1.3, 7.3.5, 8.2, 9.5.1, 9.9.1, 10.2, 10.3, 12.2, 14.2, 14.3.1, 15.1.3 Extensions of Time 3.2.4, 3.7.4, 5.2.3, 7.2.1, 7.3, 7.4, 9.5.1, 9.7, 10.3.2, 10.4, 14.3, 15.1.5, 15.2.5 Failure of Payment 9.5.1.3, 9.7, 9.10.2, 13.6, 14.1.1.3, 14.2.1.2 Faulty Work (See Defective or Nonconforming Work) Final Completion and Final Payment 4.2.1, 4.2.9, 9.8.2, 9.10, 11.1.2, 11.1.3, 11.3.1, 11.3.5, 12.3, 14.2.4, 14.4.3 Financial Arrangements, Owner’s 2.2.1, 13.2.2, 14.1.1.4 Fire and Extended Coverage Insurance 11.3.1.1 GENERAL PROVISIONS 1 Governing Law 13.1 Guarantees (See Warranty) Hazardous Materials 10.2.4, 10.3 Identification of Subcontractors and Suppliers 5.2.1 Indemnification 3.17, 3.18, 9.10.2, 10.3.3, 10.3.5, 10.3.6, 11.3.1.2, 11.3.7 Information and Services Required of the Owner 2.1.2, 2.2, 3.2.2, 3.12.4, 3.12.10, 6.1.3, 6.1.4, 6.2.5, 9.6.1, 9.6.4, 9.9.2, 9.10.3, 10.3.3, 11.2, 11.4, 13.5.1, 13.5.2, 14.1.1.4, 14.1.4, 15.1.3 Initial Decision 15.2 Initial Decision Maker, Definition of 1.1.8 Initial Decision Maker, Decisions 14.2.2, 14.2.4, 15.2.1, 15.2.2, 15.2.3, 15.2.4, 15.2.5 Initial Decision Maker, Extent of Authority 14.2.2, 14.2.4, 15.1.3, 15.2.1, 15.2.2, 15.2.3, 15.2.4, 15.2.5 Injury or Damage to Person or Property 10.2.8, 10.4 Inspections 3.1.3, 3.3.3, 3.7.1, 4.2.2, 4.2.6, 4.2.9, 9.4.2, 9.8.3, 9.9.2, 9.10.1, 12.2.1, 13.5 Instructions to Bidders 1.1.1 Instructions to the Contractor 3.2.4, 3.3.1, 3.8.1, 5.2.1, 7, 8.2.2, 12, 13.5.2 Instruments of Service, Definition of 1.1.7 Insurance 3.18.1, 6.1.1, 7.3.7, 9.3.2, 9.8.4, 9.9.1, 9.10.2, 11 Insurance, Boiler and Machinery 11.3.2

Insurance, Contractor’s Liability 11.1 Insurance, Effective Date of 8.2.2, 11.1.2 Insurance, Loss of Use 11.3.3 Insurance, Owner’s Liability 11.2 Insurance, Property 10.2.5, 11.3 Insurance, Stored Materials 9.3.2 INSURANCE AND BONDS 11 Insurance Companies, Consent to Partial Occupancy 9.9.1 Intent of the Contract Documents 1.2.1, 4.2.7, 4.2.12, 4.2.13, 7.4 Interest 13.6 Interpretation 1.2.3, 1.4, 4.1.1, 5.1, 6.1.2, 15.1.1 Interpretations, Written 4.2.11, 4.2.12, 15.1.4 Judgment on Final Award 15.4.2 Labor and Materials, Equipment 1.1.3, 1.1.6, 3.4, 3.5, 3.8.2, 3.8.3, 3.12, 3.13, 3.15.1, 4.2.6, 4.2.7, 5.2.1, 6.2.1, 7.3.7, 9.3.2, 9.3.3, 9.5.1.3, 9.10.2, 10.2.1, 10.2.4, 14.2.1.1, 14.2.1.2 Labor Disputes 8.3.1 Laws and Regulations 1.5, 3.2.3, 3.6, 3.7, 3.12.10, 3.13.1, 4.1.1, 9.6.4, 9.9.1, 10.2.2, 11.1.1, 11.3, 13.1, 13.4, 13.5.1, 13.5.2, 13.6, 14, 15.2.8, 15.4 Liens 2.1.2, 9.3.3, 9.10.2, 9.10.4, 15.2.8 Limitations, Statutes of 12.2.5, 13.7, 15.4.1.1 Limitations of Liability 2.3, 3.2.2, 3.5, 3.12.10, 3.17, 3.18.1, 4.2.6, 4.2.7, 4.2.12, 6.2.2, 9.4.2, 9.6.4, 9.6.7, 10.2.5, 10.3.3, 11.1.2, 11.2, 11.3.7, 12.2.5, 13.4.2 Limitations of Time 2.1.2, 2.2, 2.4, 3.2.2, 3.10, 3.11, 3.12.5, 3.15.1, 4.2.7, 5.2, 5.3, 5.4.1, 6.2.4, 7.3, 7.4, 8.2, 9.2, 9.3.1, 9.3.3, 9.4.1, 9.5, 9.6, 9.7, 9.8, 9.9, 9.10, 11.1.3, 11.3.1.5, 11.3.6, 11.3.10, 12.2, 13.5, 13.7, 14, 15 Loss of Use Insurance 11.3.3 Material Suppliers 1.5, 3.12.1, 4.2.4, 4.2.6, 5.2.1, 9.3, 9.4.2, 9.6, 9.10.5 Materials, Hazardous 10.2.4, 10.3 Materials, Labor, Equipment and

AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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6

1.1.3, 1.1.6, 1.5.1, 3.4.1, 3.5, 3.8.2, 3.8.3, 3.12, 3.13, 3.15.1, 4.2.6, 4.2.7, 5.2.1, 6.2.1, 7.3.7, 9.3.2, 9.3.3, 9.5.1.3, 9.10.2, 10.2.1.2, 10.2.4, 14.2.1.1, 14.2.1.2 Means, Methods, Techniques, Sequences and Procedures of Construction 3.3.1, 3.12.10, 4.2.2, 4.2.7, 9.4.2 Mechanic’s Lien 2.1.2, 15.2.8 Mediation 8.3.1, 10.3.5, 10.3.6, 15.2.1, 15.2.5, 15.2.6, 15.3, 15.4.1 Minor Changes in the Work 1.1.1, 3.12.8, 4.2.8, 7.1, 7.4 MISCELLANEOUS PROVISIONS 13 Modifications, Definition of 1.1.1 Modifications to the Contract 1.1.1, 1.1.2, 3.11, 4.1.2, 4.2.1, 5.2.3, 7, 8.3.1, 9.7, 10.3.2, 11.3.1 Mutual Responsibility 6.2 Nonconforming Work, Acceptance of 9.6.6, 9.9.3, 12.3 Nonconforming Work, Rejection and Correction of 2.3, 2.4, 3.5, 4.2.6, 6.2.4, 9.5.1, 9.8.2, 9.9.3, 9.10.4, 12.2.1 Notice 2.2.1, 2.3, 2.4, 3.2.4, 3.3.1, 3.7.2, 3.12.9, 5.2.1, 9.7, 9.10, 10.2.2, 11.1.3, 12.2.2.1, 13.3, 13.5.1, 13.5.2, 14.1, 14.2, 15.2.8, 15.4.1 Notice, Written 2.3, 2.4, 3.3.1, 3.9.2, 3.12.9, 3.12.10, 5.2.1, 9.7, 9.10, 10.2.2, 10.3, 11.1.3, 11.3.6, 12.2.2.1, 13.3, 14, 15.2.8, 15.4.1 Notice of Claims 3.7.4, 10.2.8, 15.1.2, 15.4 Notice of Testing and Inspections 13.5.1, 13.5.2 Observations, Contractor’s 3.2, 3.7.4 Occupancy 2.2.2, 9.6.6, 9.8, 11.3.1.5 Orders, Written 1.1.1, 2.3, 3.9.2, 7, 8.2.2, 11.3.9, 12.1, 12.2.2.1, 13.5.2, 14.3.1 OWNER 2 Owner, Definition of 2.1.1 Owner, Information and Services Required of the 2.1.2, 2.2, 3.2.2, 3.12.10, 6.1.3, 6.1.4, 6.2.5, 9.3.2, 9.6.1, 9.6.4, 9.9.2, 9.10.3, 10.3.3, 11.2, 11.3, 13.5.1, 13.5.2, 14.1.1.4, 14.1.4, 15.1.3 Owner’s Authority 1.5, 2.1.1, 2.3, 2.4, 3.4.2, 3.8.1, 3.12.10, 3.14.2, 4.1.2, 4.1.3, 4.2.4, 4.2.9, 5.2.1, 5.2.4, 5.4.1, 6.1, 6.3, 7.2.1,

7.3.1, 8.2.2, 8.3.1, 9.3.1, 9.3.2, 9.5.1, 9.6.4, 9.9.1, 9.10.2, 10.3.2, 11.1.3, 11.3.3, 11.3.10, 12.2.2, 12.3, 13.2.2, 14.3, 14.4, 15.2.7 Owner’s Financial Capability 2.2.1, 13.2.2, 14.1.1.4 Owner’s Liability Insurance 11.2 Owner’s Relationship with Subcontractors 1.1.2, 5.2, 5.3, 5.4, 9.6.4, 9.10.2, 14.2.2 Owner’s Right to Carry Out the Work 2.4, 14.2.2 Owner’s Right to Clean Up 6.3 Owner’s Right to Perform Construction and to Award Separate Contracts 6.1 Owner’s Right to Stop the Work 2.3 Owner’s Right to Suspend the Work 14.3 Owner’s Right to Terminate the Contract 14.2 Ownership and Use of Drawings, Specifications and Other Instruments of Service 1.1.1, 1.1.6, 1.1.7, 1.5, 2.2.5, 3.2.2, 3.11.1, 3.17, 4.2.12, 5.3 Partial Occupancy or Use 9.6.6, 9.9, 11.3.1.5 Patching, Cutting and 3.14, 6.2.5 Patents 3.17 Payment, Applications for 4.2.5, 7.3.9, 9.2, 9.3, 9.4, 9.5, 9.6.3, 9.7, 9.8.5, 9.10.1, 14.2.3, 14.2.4, 14.4.3 Payment, Certificates for 4.2.5, 4.2.9, 9.3.3, 9.4, 9.5, 9.6.1, 9.6.6, 9.7, 9.10.1, 9.10.3, 13.7, 14.1.1.3, 14.2.4 Payment, Failure of 9.5.1.3, 9.7, 9.10.2, 13.6, 14.1.1.3, 14.2.1.2 Payment, Final 4.2.1, 4.2.9, 9.8.2, 9.10, 11.1.2, 11.1.3, 11.4.1, 12.3, 13.7, 14.2.4, 14.4.3 Payment Bond, Performance Bond and 7.3.7.4, 9.6.7, 9.10.3, 11.4 Payments, Progress 9.3, 9.6, 9.8.5, 9.10.3, 13.6, 14.2.3, 15.1.3 PAYMENTS AND COMPLETION 9 Payments to Subcontractors 5.4.2, 9.5.1.3, 9.6.2, 9.6.3, 9.6.4, 9.6.7, 14.2.1.2 PCB 10.3.1 Performance Bond and Payment Bond 7.3.7.4, 9.6.7, 9.10.3, 11.4 Permits, Fees, Notices and Compliance with Laws 2.2.2, 3.7, 3.13, 7.3.7.4, 10.2.2

AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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7

PERSONS AND PROPERTY, PROTECTION OF 10 Polychlorinated Biphenyl 10.3.1 Product Data, Definition of 3.12.2 Product Data and Samples, Shop Drawings 3.11, 3.12, 4.2.7 Progress and Completion 4.2.2, 8.2, 9.8, 9.9.1, 14.1.4, 15.1.3 Progress Payments 9.3, 9.6, 9.8.5, 9.10.3, 13.6, 14.2.3, 15.1.3 Project, Definition of 1.1.4 Project Representatives 4.2.10 Property Insurance 10.2.5, 11.3 PROTECTION OF PERSONS AND PROPERTY 10 Regulations and Laws 1.5, 3.2.3, 3.6, 3.7, 3.12.10, 3.13, 4.1.1, 9.6.4, 9.9.1, 10.2.2, 11.1, 11.4, 13.1, 13.4, 13.5.1, 13.5.2, 13.6, 14, 15.2.8, 15.4 Rejection of Work 3.5, 4.2.6, 12.2.1 Releases and Waivers of Liens 9.10.2 Representations 3.2.1, 3.5, 3.12.6, 6.2.2, 8.2.1, 9.3.3, 9.4.2, 9.5.1, 9.8.2, 9.10.1 Representatives 2.1.1, 3.1.1, 3.9, 4.1.1, 4.2.1, 4.2.2, 4.2.10, 5.1.1, 5.1.2, 13.2.1 Responsibility for Those Performing the Work 3.3.2, 3.18, 4.2.3, 5.3, 6.1.3, 6.2, 6.3, 9.5.1, 10 Retainage 9.3.1, 9.6.2, 9.8.5, 9.9.1, 9.10.2, 9.10.3 Review of Contract Documents and Field Conditions by Contractor 3.2, 3.12.7, 6.1.3 Review of Contractor’s Submittals by Owner and Architect 3.10.1, 3.10.2, 3.11, 3.12, 4.2, 5.2, 6.1.3, 9.2, 9.8.2 Review of Shop Drawings, Product Data and Samples

by Contractor 3.12 Rights and Remedies 1.1.2, 2.3, 2.4, 3.5, 3.7.4, 3.15.3, 4.2.6, 5.3, 5.4, 6.1, 6.3, 7.3.1, 8.3, 9.5.1, 9.7, 10.2.5, 10.3, 12.2.2, 12.2.4, 13.4, 14, 15.4 Royalties, Patents and Copyrights 3.17 Rules and Notices for Arbitration 15.4.1 Safety of Persons and Property 10.2, 10.4

Safety Precautions and Programs 3.3.1, 4.2.2, 4.2.7, 5.3, 10.1, 10.2, 10.4 Samples, Definition of 3.12.3 Samples, Shop Drawings, Product Data and 3.11, 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, 3.12.1, 3.12.2, 6.1.3, 15.1.5.2 Separate Contracts and Contractors 1.1.4, 3.12.5, 3.14.2, 4.2.4, 4.2.7, 6, 8.3.1, 12.1.2 Shop Drawings, Definition of 3.12.1 Shop Drawings, Product Data and Samples 3.11, 3.12, 4.2.7 Site, Use of 3.13, 6.1.1, 6.2.1 Site Inspections 3.2.2, 3.3.3, 3.7.1, 3.7.4, 4.2, 9.4.2, 9.10.1, 13.5 Site Visits, Architect’s 3.7.4, 4.2.2, 4.2.9, 9.4.2, 9.5.1, 9.9.2, 9.10.1, 13.5 Special Definitions 1.1.9 Special Inspections and Testing 4.2.6, 12.2.1, 13.5 Specifications, Definition of 1.1.6 Specifications 1.1.1, 1.1.6, 1.2.2, 1.5, 3.11, 3.12.10, 3.17, 4.2.14 Statute of Limitations 13.7, 15.4.1.1 Stopping the Work 2.3, 9.7, 10.3, 14.1 Stored Materials 6.2.1, 9.3.2, 10.2.1.2, 10.2.4 Subcontractor, Definition of 5.1.1 SUBCONTRACTORS 5 Subcontractors, Work by 1.2.2, 3.3.2, 3.12.1, 4.2.3, 5.2.3, 5.3, 5.4, 9.3.1.2, 9.6.7 Subcontractual Relations 5.3, 5.4, 9.3.1.2, 9.6, 9.10, 10.2.1, 14.1, 14.2.1 Submittals 3.10, 3.11, 3.12, 4.2.7, 5.2.1, 5.2.3, 7.3.7, 9.2, 9.3, 9.8, 9.9.1, 9.10.2, 9.10.3, 11.1.3 Submittal Schedule 3.10.2, 3.12.5, 4.2.7 Subrogation, Waivers of 6.1.1, 11.3.7 Substantial Completion 4.2.9, 8.1.1, 8.1.3, 8.2.3, 9.4.2, 9.8, 9.9.1, 9.10.3, 12.2, 13.7 Substantial Completion, Definition of

AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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8

9.8.1 Substitution of Subcontractors 5.2.3, 5.2.4 Substitution of Architect 4.1.3 Substitutions of Materials 3.4.2, 3.5, 7.3.8 Sub-subcontractor, Definition of 5.1.2 Subsurface Conditions 3.7.4 Successors and Assigns 13.2 Superintendent 3.9, 10.2.6 Supervision and Construction Procedures 1.2.2, 3.3, 3.4, 3.12.10, 4.2.2, 4.2.7, 6.1.3, 6.2.4, 7.1.3, 7.3.7, 8.2, 8.3.1, 9.4.2, 10, 12, 14, 15.1.3 Surety 5.4.1.2, 9.8.5, 9.10.2, 9.10.3, 14.2.2, 15.2.7 Surety, Consent of 9.10.2, 9.10.3 Surveys 2.2.3 Suspension by the Owner for Convenience 14.3 Suspension of the Work 5.4.2, 14.3 Suspension or Termination of the Contract 5.4.1.1, 14 Sustainability Certification 1.1.9.1, 1.1.9.4, 1.1.9.6 Sustainability Certification, Definition of 1.1.9.4 Sustainability Documentation 1.1.9.3, 1.1.9.5, 3.11.1, 3.11.2, 9.8.1 Sustainability Documentation, Definition of 1.1.9.5 Sustainability Plan 1.1.1, 1.1.9.1, 1.1.9.2, 1.1.9.3, 1.1.9.5, 2.2.6, 3.1.2, 3.2.2.1, 4.2.8 Sustainability Plan, Definition of 1.1.9.3 Sustainable Measure 1.1.9.1, 1.1.9.2, 2.2.6, 3.1.2, 3.5.2, 4.2.3, 4.2.8, 15.1.6.3 Sustainable Measure, Definition of 1.1.9.2 Sustainable Objective 1.1.9.1, 1.1.9.2, 1.1.9.3, 1.1.9.4, 1.1.9.5, 3.2.2.1, 3.4.2.1, 3.5.2, 3.12.10.1, 4.2.8, 9.8.1, 9.10.1, 15.1.6.3, Sustainable Objective, Definition of 1.1.9.1 Taxes 3.6, 3.8.2.1, 7.3.7.4 Termination by the Contractor 14.1, 15.1.6

Termination by the Owner for Cause 5.4.1.1, 14.2, 15.1.6 Termination by the Owner for Convenience 14.4 Termination of the Architect 4.1.3 Termination of the Contractor 14.2.2 TERMINATION OR SUSPENSION OF THE CONTRACT 14 Tests and Inspections 3.1.3, 3.3.3, 4.2.2, 4.2.6, 4.2.9, 9.4.2, 9.8.3, 9.9.2, 9.10.1, 10.3.2, 11.4.1, 12.2.1, 13.5 TIME 8 Time, Delays and Extensions of 3.2.4, 3.7.4, 5.2.3, 7.2.1, 7.3.1, 7.4, 8.3, 9.5.1, 9.7, 10.3.2, 10.4, 14.3.2, 15.1.5, 15.2.5 Time Limits 2.1.2, 2.2, 2.4, 3.2.2, 3.10, 3.11, 3.12.5, 3.15.1, 4.2, 5.2, 5.3, 5.4, 6.2.4, 7.3, 7.4, 8.2, 9.2, 9.3.1, 9.3.3, 9.4.1, 9.5, 9.6, 9.7, 9.8, 9.9, 9.10, 11.1.3, 12.2, 13.5, 13.7, 14, 15.1.2, 15.4 Time Limits on Claims 3.7.4, 10.2.8, 13.7, 15.1.2 Title to Work 9.3.2, 9.3.3 Transmission of Data in Digital Form 1.6 UNCOVERING AND CORRECTION OF WORK 12 Uncovering of Work 12.1 Unforeseen Conditions, Concealed or Unknown 3.7.4, 8.3.1, 10.3 Unit Prices 7.3.3.2, 7.3.4 Use of Documents 1.1.1, 1.5, 2.2.5, 3.12.6, 5.3 Use of Site 3.13, 6.1.1, 6.2.1 Values, Schedule of 9.2, 9.3.1 Waiver of Claims by the Architect 13.4.2 Waiver of Claims by the Contractor 9.10.5, 13.4.2, 15.1.6 Waiver of Claims by the Owner 9.9.3, 9.10.3, 9.10.4, 12.2.2.1, 13.4.2, 14.2.4, 15.1.6 Waiver of Consequential Damages 14.2.4, 15.1.6 Waiver of Liens 9.10.2, 9.10.4 Waivers of Subrogation 6.1.1, 11.3.7 Warranty

AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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9

3.5, 4.2.9, 9.3.3, 9.8.4, 9.9.1, 9.10.4, 12.2.2, 13.7 Weather Delays 15.1.5.2 Work, Definition of 1.1.3 Written Consent 1.5.2, 3.4.2, 3.7.4, 3.12.8, 3.14.2, 4.1.2, 9.3.2, 9.8.5, 9.9.1, 9.10.2, 9.10.3, 11.4.1, 13.2, 13.4.2, 15.4.4.2 Written Interpretations

4.2.11, 4.2.12 Written Notice 2.3, 2.4, 3.3.1, 3.9, 3.12.9, 3.12.10, 5.2.1, 8.2.2, 9.7, 9.10, 10.2.2, 10.3, 11.1.3, 12.2.2, 12.2.4, 13.3, 14, 15.4.1 Written Orders 1.1.1, 2.3, 3.9, 7, 8.2.2, 12.1, 12.2, 13.5.2, 14.3.1, 15.1.2

AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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ARTICLE 1 GENERAL PROVISIONS § 1.1 Basic Definitions § 1.1.1 The Contract Documents The Contract Documents are enumerated in the Agreement between the Owner and Contractor (hereinafter the Agreement) and consist of the Agreement, Conditions of the Contract (General, Supplementary and other Conditions), Drawings, Specifications, the Sustainability Plan, Addenda issued prior to execution of the Contract, other documents listed in the Agreement and Modifications issued after execution of the Contract. A Modification is (1) a written amendment to the Contract signed by both parties, (2) a Change Order, (3) a Construction Change Directive or (4) a written order for a minor change in the Work issued by the Architect. Unless specifically enumerated in the Agreement, the Contract Documents do not include the advertisement or invitation to bid, Instructions to Bidders, sample forms, other information furnished by the Owner in anticipation of receiving bids or proposals, the Contractor’s bid or proposal, or portions of Addenda relating to bidding requirements. § 1.1.2 The Contract The Contract Documents form the Contract for Construction. The Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations or agreements, either written or oral. The Contract may be amended or modified only by a Modification. The Contract Documents shall not be construed to create a contractual relationship of any kind (1) between the Contractor and the Architect or the Architect’s consultants, (2) between the Owner and a Subcontractor or a Sub-subcontractor, (3) between the Owner and the Architect or the Architect’s consultants or (4) between any persons or entities other than the Owner and the Contractor. The Architect shall, however, be entitled to performance and enforcement of obligations under the Contract intended to facilitate performance of the Architect’s duties. § 1.1.3 The Work The term “Work” means the construction and services required by the Contract Documents, whether completed or partially completed, and includes all other labor, materials, equipment and services provided or to be provided by the Contractor to fulfill the Contractor’s obligations. The Work may constitute the whole or a part of the Project. § 1.1.4 The Project The Project is the total construction of which the Work performed under the Contract Documents may be the whole or a part and which may include construction by the Owner and by separate contractors. § 1.1.5 The Drawings The Drawings are the graphic and pictorial portions of the Contract Documents showing the design, location and dimensions of the Work, generally including plans, elevations, sections, details, schedules and diagrams. § 1.1.6 The Specifications The Specifications are that portion of the Contract Documents consisting of the written requirements for materials, equipment, systems, standards and workmanship for the Work, and performance of related services. § 1.1.7 Instruments of Service Instruments of Service are representations, in any medium of expression now known or later developed, of the tangible and intangible creative work performed by the Architect and the Architect’s consultants under their respective professional services agreements. Instruments of Service may include, without limitation, studies, surveys, models, sketches, drawings, specifications, and other similar materials. § 1.1.8 Initial Decision Maker The Initial Decision Maker is the person identified in the Agreement to render initial decisions on Claims in accordance with Section 15.2 and certify termination of the Agreement under Section 14.2.2. § 1.1.9 Special Definitions § 1.1.9.1 Sustainable Objective The Sustainable Objective is the Owner’s goal of incorporating Sustainable Measures into the design, construction, maintenance and operations of the Project to achieve a Sustainability Certification or other benefit to the environment, to enhance the health and well-being of building occupants, or to improve energy efficiency. The Sustainable Objective is identified in the Sustainability Plan.

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§ 1.1.9.2 Sustainable Measure A Sustainable Measure is a specific design or construction element, or post occupancy use, operation, maintenance or monitoring requirement that must be completed in order to achieve the Sustainable Objective. The Owner, Architect and Contractor shall each have responsibility for the Sustainable Measure(s) allocated to them in the Sustainability Plan. § 1.1.9.3 Sustainability Plan The Sustainability Plan is a Contract Document that identifies and describes: the Sustainable Objective; the targeted Sustainable Measures; implementation strategies selected to achieve the Sustainable Measures; the Owner’s, Architect’s and Contractor’s roles and responsibilities associated with achieving the Sustainable Measures; the specific details about design reviews, testing or metrics to verify achievement of each Sustainable Measure; and the Sustainability Documentation required for the Project. § 1.1.9.4 Sustainability Certification The Sustainability Certification is the initial third-party certification of sustainable design, construction, or environmental or energy performance, such as LEED®, Green Globes™, Energy Star or another rating or certification system, that may be designated as the Sustainable Objective or part of the Sustainable Objective for the Project. The term Sustainability Certification shall not apply to any recertification or certification occurring subsequent to the initial certification. § 1.1.9.5 Sustainability Documentation The Sustainability Documentation includes all documentation related to the Sustainable Objective or to a specific Sustainable Measure that the Owner, Architect or Contractor is required to prepare in accordance with the Contract Documents. Responsibility for preparation of specific portions of the Sustainability Documentation will be allocated among the Owner, Architect and Contractor in the Sustainability Plan and may include documentation required by the Certifying Authority. § 1.1.9.6 Certifying Authority The Certifying Authority is the entity that establishes criteria for achievement of a Sustainability Certification and is authorized to grant or deny a Sustainability Certification. § 1.2 Correlation and Intent of the Contract Documents § 1.2.1 The intent of the Contract Documents is to include all items necessary for the proper execution and completion of the Work by the Contractor. The Contract Documents are complementary, and what is required by one shall be as binding as if required by all; performance by the Contractor shall be required only to the extent consistent with the Contract Documents and reasonably inferable from them as being necessary to produce the indicated results. § 1.2.2 Organization of the Specifications into divisions, sections and articles, and arrangement of Drawings shall not control the Contractor in dividing the Work among Subcontractors or in establishing the extent of Work to be performed by any trade. § 1.2.3 Unless otherwise stated in the Contract Documents, words that have well-known technical or construction industry meanings are used in the Contract Documents in accordance with such recognized meanings. § 1.3 Capitalization Terms capitalized in these General Conditions include those that are (1) specifically defined, (2) the titles of numbered articles or (3) the titles of other documents published by the American Institute of Architects. § 1.4 Interpretation In the interest of brevity the Contract Documents frequently omit modifying words such as “all” and “any” and articles such as “the” and “an,” but the fact that a modifier or an article is absent from one statement and appears in another is not intended to affect the interpretation of either statement. § 1.5 Ownership and Use of Drawings, Specifications and Other Instruments of Service § 1.5.1 The Architect and the Architect’s consultants shall be deemed the authors and owners of their respective Instruments of Service, including the Drawings and Specifications, and will retain all common law, statutory and other reserved rights, including copyrights. The Contractor, Subcontractors, Sub-subcontractors, and material or equipment AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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suppliers shall not own or claim a copyright in the Instruments of Service. Submittal or distribution to meet official regulatory requirements or for other purposes in connection with this Project is not to be construed as publication in derogation of the Architect’s or Architect’s consultants’ reserved rights. § 1.5.2 The Contractor, Subcontractors, Sub-subcontractors and material or equipment suppliers are authorized to use and reproduce the Instruments of Service provided to them solely and exclusively for execution of the Work. All copies made under this authorization shall bear the copyright notice, if any, shown on the Instruments of Service. The Contractor, Subcontractors, Sub-subcontractors, and material or equipment suppliers may not use the Instruments of Service on other projects or for additions to this Project outside the scope of the Work without the specific written consent of the Owner, Architect and the Architect’s consultants. § 1.6 Transmission of Data in Digital Form If the parties intend to transmit Instruments of Service or any other information or documentation in digital form, they shall endeavor to establish necessary protocols governing such transmissions, unless otherwise already provided in the Agreement or the Contract Documents.

ARTICLE 2 OWNER § 2.1 General § 2.1.1 The Owner is the person or entity identified as such in the Agreement and is referred to throughout the Contract Documents as if singular in number. The Owner shall designate in writing a representative who shall have express authority to bind the Owner with respect to all matters requiring the Owner’s approval or authorization. Except as otherwise provided in Section 4.2.1, the Architect does not have such authority. The term “Owner” means the Owner or the Owner’s authorized representative. § 2.1.2 The Owner shall furnish to the Contractor within fifteen days after receipt of a written request, information necessary and relevant for the Contractor to evaluate, give notice of or enforce mechanic’s lien rights. Such information shall include a correct statement of the record legal title to the property on which the Project is located, usually referred to as the site, and the Owner’s interest therein. § 2.2 Information and Services Required of the Owner § 2.2.1 Prior to commencement of the Work, the Contractor may request in writing that the Owner provide reasonable evidence that the Owner has made financial arrangements to fulfill the Owner’s obligations under the Contract.

Thereafter, the Contractor may only request such evidence if (1) the Owner fails to make payments to the Contractor as the Contract Documents require; (2) a change in the Work materially changes the Contract Sum; or (3) the Contractor identifies in writing a reasonable concern regarding the Owner’s ability to make payment when due. The Owner shall furnish such evidence as a condition precedent to commencement or continuation of the Work or the portion of the Work affected by a material change. After the Owner furnishes the evidence, the Owner shall not materially vary such financial arrangements without prior notice to the Contractor. § 2.2.2 Except for permits and fees that are the responsibility of the Contractor under the Contract Documents, including those required under Section 3.7.1, the Owner shall secure and pay for necessary approvals, easements, assessments and charges required for construction, use or occupancy of permanent structures or for permanent changes in existing facilities. § 2.2.3 The Owner shall furnish surveys describing physical characteristics, legal limitations and utility locations for the site of the Project, and a legal description of the site. The Contractor shall be entitled to rely on the accuracy of information furnished by the Owner but shall exercise proper precautions relating to the safe performance of the Work. § 2.2.4 The Owner shall furnish information or services required of the Owner by the Contract Documents with reasonable promptness. The Owner shall also furnish any other information or services under the Owner’s control and relevant to the Contractor’s performance of the Work with reasonable promptness after receiving the Contractor’s written request for such information or services. § 2.2.5 Unless otherwise provided in the Contract Documents, the Owner shall furnish to the Contractor one copy of the Contract Documents for purposes of making reproductions pursuant to Section 1.5.2.

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§ 2.2.6 The Owner shall perform those Sustainable Measures identified as the responsibility of the Owner in the Sustainability Plan, including any approved changes, or as otherwise required by the Contract Documents. The Owner shall require that each of its contractors and consultants perform the services or work assigned to them in accordance with the Sustainability Plan. § 2.2.7 The Owner shall comply with the requirements of the Certifying Authority as they relate to the ownership, operation and maintenance of the Project both during construction and after completion of the Project. § 2.3 Owner’s Right to Stop the Work If the Contractor fails to correct Work that is not in accordance with the requirements of the Contract Documents as required by Section 12.2 or repeatedly fails to carry out Work in accordance with the Contract Documents, the Owner may issue a written order to the Contractor to stop the Work, or any portion thereof, until the cause for such order has been eliminated; however, the right of the Owner to stop the Work shall not give rise to a duty on the part of the Owner to exercise this right for the benefit of the Contractor or any other person or entity, except to the extent required by Section 6.1.3. § 2.4 Owner’s Right to Carry Out the Work If the Contractor defaults or neglects to carry out the Work in accordance with the Contract Documents and fails within a ten-day period after receipt of written notice from the Owner to commence and continue correction of such default or neglect with diligence and promptness, the Owner may, without prejudice to other remedies the Owner may have, correct such deficiencies. In such case an appropriate Change Order shall be issued deducting from payments then or thereafter due the Contractor the reasonable cost of correcting such deficiencies, including Owner’s expenses and compensation for the Architect’s additional services made necessary by such default, neglect or failure. Such action by the Owner and amounts charged to the Contractor are both subject to prior approval of the Architect. If payments then or thereafter due the Contractor are not sufficient to cover such amounts, the Contractor shall pay the difference to the Owner.

ARTICLE 3 CONTRACTOR § 3.1 General § 3.1.1 The Contractor is the person or entity identified as such in the Agreement and is referred to throughout the Contract Documents as if singular in number. The Contractor shall be lawfully licensed, if required in the jurisdiction where the Project is located. The Contractor shall designate in writing a representative who shall have express authority to bind the Contractor with respect to all matters under this Contract. The term “Contractor” means the Contractor or the Contractor’s authorized representative. § 3.1.2 The Contractor shall perform the Work in accordance with the Contract Documents, including any Sustainable Measures identified as the responsibility of the Contractor in the Sustainability Plan. § 3.1.3 The Contractor shall not be relieved of obligations to perform the Work in accordance with the Contract Documents either by activities or duties of the Architect in the Architect’s administration of the Contract, or by tests, inspections or approvals required or performed by persons or entities other than the Contractor. § 3.2 Review of Contract Documents and Field Conditions by Contractor § 3.2.1 Execution of the Contract by the Contractor is a representation that the Contractor has visited the site, become generally familiar with local conditions under which the Work is to be performed and correlated personal observations with requirements of the Contract Documents. § 3.2.2 Because the Contract Documents are complementary, the Contractor shall, before starting each portion of the Work, carefully study and compare the various Contract Documents relative to that portion of the Work, as well as the information furnished by the Owner pursuant to Section 2.2.3, shall take field measurements of any existing conditions related to that portion of the Work, and shall observe any conditions at the site affecting it. These obligations are for the purpose of facilitating coordination and construction by the Contractor and are not for the purpose of discovering errors, omissions, or inconsistencies in the Contract Documents; however, the Contractor shall promptly report to the Architect any errors, inconsistencies or omissions discovered by or made known to the Contractor as a request for information in such form as the Architect may require. It is recognized that the Contractor’s review is made in the Contractor’s capacity as a contractor and not as a licensed design professional, unless otherwise specifically provided in the Contract Documents.

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§ 3.2.2.1 The Contractor shall meet with the Owner and Architect to discuss alternatives in the event the Owner or Architect recognizes a condition that will affect achievement of a Sustainable Measure or achievement of the Sustainable Objective. If any condition is discovered by, or made known to, the Contractor that will adversely affect the Contractor’s achievement of a Sustainable Measure for which the Contractor is responsible pursuant to the Sustainability Plan, the Contractor will promptly provide notice to the Architect and meet with the Owner and Architect to discuss alternatives to remedy the condition. § 3.2.3 The Contractor is not required to ascertain that the Contract Documents are in accordance with applicable laws, statutes, ordinances, codes, rules and regulations, lawful orders of public authorities, or requirements of the Certifying Authority, but the Contractor shall promptly report to the Architect any nonconformity discovered by or made known to the Contractor as a request for information in such form as the Architect may require. § 3.2.4 If the Contractor believes that additional cost or time is involved because of clarifications or instructions the Architect issues in response to the Contractor’s notices or requests for information pursuant to Sections 3.2.2 or 3.2.3, the Contractor shall make Claims as provided in Article 15. If the Contractor fails to perform the obligations of Sections 3.2.2 or 3.2.3, the Contractor shall pay such costs and damages to the Owner as would have been avoided if the Contractor had performed such obligations. If the Contractor performs those obligations, the Contractor shall not be liable to the Owner or Architect for damages resulting from errors, inconsistencies or omissions in the Contract Documents, for differences between field measurements or conditions and the Contract Documents, or for nonconformities of the Contract Documents to applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities. § 3.3 Supervision and Construction Procedures § 3.3.1 The Contractor shall supervise and direct the Work, using the Contractor’s best skill and attention. The Contractor shall be solely responsible for, and have control over, construction means, methods, techniques, sequences and procedures and for coordinating all portions of the Work under the Contract, unless the Contract Documents give other specific instructions concerning these matters. If the Contract Documents give specific instructions concerning construction means, methods, techniques, sequences or procedures, the Contractor shall evaluate the jobsite safety thereof and, except as stated below, shall be fully and solely responsible for the jobsite safety of such means, methods, techniques, sequences or procedures. If the Contractor determines that such means, methods, techniques, sequences or procedures may not be safe, the Contractor shall give timely written notice to the Owner and Architect and shall not proceed with that portion of the Work without further written instructions from the Architect. If the Contractor is then instructed to proceed with the required means, methods, techniques, sequences or procedures without acceptance of changes proposed by the Contractor, the Owner shall be solely responsible for any loss or damage arising solely from those Owner-required means, methods, techniques, sequences or procedures. § 3.3.2 The Contractor shall be responsible to the Owner for acts and omissions of the Contractor’s employees, Subcontractors and their agents and employees, and other persons or entities performing portions of the Work for, or on behalf of, the Contractor or any of its Subcontractors. § 3.3.3 The Contractor shall be responsible for inspection of portions of Work already performed to determine that such portions are in proper condition to receive subsequent Work. § 3.4 Labor and Materials § 3.4.1 Unless otherwise provided in the Contract Documents, the Contractor shall provide and pay for labor, materials, equipment, tools, construction equipment and machinery, water, heat, utilities, transportation, and other facilities and services necessary for proper execution and completion of the Work, whether temporary or permanent and whether or not incorporated or to be incorporated in the Work. § 3.4.2 Except in the case of minor changes in the Work authorized by the Architect in accordance with Sections 3.12.8 or 7.4, the Contractor may make substitutions only with the consent of the Owner, after evaluation by the Architect and in accordance with a Change Order or Construction Change Directive. § 3.4.2.1 The Contractor shall include, with any request for substitution, a written representation identifying any potential effect the substitution may have on the Project’s achievement of a Sustainable Measure or the Sustainable Objective. The Owner and Architect shall be entitled to rely on any such representation. In preparing this AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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representation, the Contractor may request additional information from the Architect describing how the product, material or equipment, for which a substitution is proposed, was intended to satisfy the requirements of a Sustainable Measure or contribute toward achievement of the Sustainable Objective. The Architect shall respond to the Contractor’s request in accordance with Section 4.2.14. § 3.4.3 The Contractor shall enforce strict discipline and good order among the Contractor’s employees and other persons carrying out the Work. The Contractor shall not permit employment of unfit persons or persons not properly skilled in tasks assigned to them. § 3.5 Warranty § 3.5.1 The Contractor warrants to the Owner and Architect that materials and equipment furnished under the Contract will be of good quality and new unless the Contract Documents require or permit otherwise. The Contractor further warrants that the Work will conform to the requirements of the Contract Documents and will be free from defects, except for those inherent in the quality of the Work the Contract Documents require or permit. Work, materials, or equipment not conforming to these requirements may be considered defective. The Contractor’s warranty excludes remedy for damage or defect caused by abuse, alterations to the Work not executed by the Contractor, improper or insufficient maintenance, improper operation, or normal wear and tear and normal usage. If required by the Architect, the Contractor shall furnish satisfactory evidence as to the kind and quality of materials and equipment. § 3.5.2 The Contractor shall perform the Sustainable Measures required to be performed by the Contractor in accordance with the Contract Documents; however, nothing contained in this Section 3.5 shall be construed as a guarantee or warranty by the Contractor that the Project will achieve the Sustainable Objective. § 3.6 Taxes The Contractor shall pay sales, consumer, use and similar taxes for the Work provided by the Contractor that are legally enacted when bids are received or negotiations concluded, whether or not yet effective or merely scheduled to go into effect. § 3.7 Permits, Fees, Notices and Compliance with Laws § 3.7.1 Unless otherwise provided in the Contract Documents, the Contractor shall secure and pay for the building permit as well as for other permits, fees, licenses, and inspections by government agencies necessary for proper execution and completion of the Work that are customarily secured after execution of the Contract and legally required at the time bids are received or negotiations concluded. § 3.7.2 The Contractor shall comply with and give notices required by applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities applicable to performance of the Work. § 3.7.3 If the Contractor performs Work knowing it to be contrary to applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities, the Contractor shall assume appropriate responsibility for such Work and shall bear the costs attributable to correction. § 3.7.4 Concealed or Unknown Conditions If the Contractor encounters conditions at the site that are (1) subsurface or otherwise concealed physical conditions that differ materially from those indicated in the Contract Documents or (2) unknown physical conditions of an unusual nature that differ materially from those ordinarily found to exist and generally recognized as inherent in construction activities of the character provided for in the Contract Documents, the Contractor shall promptly provide notice to the Owner and the Architect before conditions are disturbed and in no event later than 21 days after first observance of the conditions. The Architect will promptly investigate such conditions and, if the Architect determines that they differ materially and cause an increase or decrease in the Contractor’s cost of, or time required for, performance of any part of the Work, will recommend an equitable adjustment in the Contract Sum or Contract Time, or both. If the Architect determines that the conditions at the site are not materially different from those indicated in the Contract Documents and that no change in the terms of the Contract is justified, the Architect shall promptly notify the Owner and Contractor in writing, stating the reasons. If either party disputes the Architect’s determination or recommendation, that party may proceed as provided in Article 15. § 3.7.5 If, in the course of the Work, the Contractor encounters human remains or recognizes the existence of burial markers, archaeological sites or wetlands not indicated in the Contract Documents, the Contractor shall immediately AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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suspend any operations that would affect them and shall notify the Owner and Architect. Upon receipt of such notice, the Owner shall promptly take any action necessary to obtain governmental authorization required to resume the operations. The Contractor shall continue to suspend such operations until otherwise instructed by the Owner but shall continue with all other operations that do not affect those remains or features. Requests for adjustments in the Contract Sum and Contract Time arising from the existence of such remains or features may be made as provided in Article 15. § 3.8 Allowances § 3.8.1 The Contractor shall include in the Contract Sum all allowances stated in the Contract Documents. Items covered by allowances shall be supplied for such amounts and by such persons or entities as the Owner may direct, but the Contractor shall not be required to employ persons or entities to whom the Contractor has reasonable objection. § 3.8.2 Unless otherwise provided in the Contract Documents, .1 allowances shall cover the cost to the Contractor of materials and equipment delivered at the site and all required taxes, less applicable trade discounts; .2 Contractor’s costs for unloading and handling at the site, labor, installation costs, overhead, profit and other expenses contemplated for stated allowance amounts shall be included in the Contract Sum but not in the allowances; and .3 whenever costs are more than or less than allowances, the Contract Sum shall be adjusted accordingly by Change Order. The amount of the Change Order shall reflect (1) the difference between actual costs and the allowances under Section 3.8.2.1 and (2) changes in Contractor’s costs under Section 3.8.2.2. § 3.8.3 Materials and equipment under an allowance shall be selected by the Owner with reasonable promptness. § 3.9 Superintendent § 3.9.1 The Contractor shall employ a competent superintendent and necessary assistants who shall be in attendance at the Project site during performance of the Work. The superintendent shall represent the Contractor, and communications given to the superintendent shall be as binding as if given to the Contractor. § 3.9.2 The Contractor, as soon as practicable after award of the Contract, shall furnish in writing to the Owner through the Architect the name and qualifications of a proposed superintendent. The Architect may reply within 14 days to the Contractor in writing stating (1) whether the Owner or the Architect has reasonable objection to the proposed superintendent or (2) that the Architect requires additional time to review. Failure of the Architect to reply within the 14 day period shall constitute notice of no reasonable objection. § 3.9.3 The Contractor shall not employ a proposed superintendent to whom the Owner or Architect has made reasonable and timely objection. The Contractor shall not change the superintendent without the Owner’s consent, which shall not unreasonably be withheld or delayed. § 3.10 Contractor’s Construction Schedules § 3.10.1 The Contractor, promptly after being awarded the Contract, shall prepare and submit for the Owner’s and Architect’s information a Contractor’s construction schedule for the Work. The schedule shall not exceed time limits current under the Contract Documents, shall be revised at appropriate intervals as required by the conditions of the Work and Project, shall be related to the entire Project to the extent required by the Contract Documents, and shall provide for expeditious and practicable execution of the Work. § 3.10.2 The Contractor shall prepare a submittal schedule, promptly after being awarded the Contract and thereafter as necessary to maintain a current submittal schedule, and shall submit the schedule(s) for the Architect’s approval. The Architect’s approval shall not unreasonably be delayed or withheld. The submittal schedule shall (1) be coordinated with the Contractor’s construction schedule, and (2) allow the Architect reasonable time to review submittals. If the Contractor fails to submit a submittal schedule, the Contractor shall not be entitled to any increase in Contract Sum or extension of Contract Time based on the time required for review of submittals. § 3.10.3 The Contractor shall perform the Work in general accordance with the most recent schedules submitted to the Owner and Architect.

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§ 3.11 Documents and Samples at the Site and Sustainability Documentation § 3.11.1 The Contractor shall maintain at the site for the Owner one copy of the Drawings, Specifications, Addenda, Change Orders and other Modifications, in good order and marked currently to indicate field changes and selections made during construction, and one copy of approved Shop Drawings, Product Data, Samples and similar required submittals. These shall be available to the Architect and shall be delivered to the Architect for submittal to the Owner upon completion of the Work as a record of the Work as constructed. § 3.11.2 The Contractor shall be responsible for preparing and completing the Sustainability Documentation required from the Contractor by the Contract Documents, including any Sustainability Documentation required to be submitted after Substantial Completion. The Contractor shall submit the Sustainability Documentation to the Architect in accordance with any schedules or deadlines set forth in, or as otherwise required by, the Contract Documents. In the absence of schedules or deadlines for submission of Sustainability Documentation in the Contract Documents, the Contractor will submit the Sustainability Documentation with reasonable promptness so that the Architect may submit the Sustainability Documentation to the Certifying Authority. § 3.12 Shop Drawings, Product Data and Samples § 3.12.1 Shop Drawings are drawings, diagrams, schedules and other data specially prepared for the Work by the Contractor or a Subcontractor, Sub-subcontractor, manufacturer, supplier or distributor to illustrate some portion of the Work. § 3.12.2 Product Data are illustrations, standard schedules, performance charts, instructions, brochures, diagrams and other information furnished by the Contractor to illustrate materials or equipment for some portion of the Work. § 3.12.3 Samples are physical examples that illustrate materials, equipment or workmanship and establish standards by which the Work will be judged. § 3.12.4 Shop Drawings, Product Data, Samples and similar submittals are not Contract Documents. Their purpose is to demonstrate the way by which the Contractor proposes to conform to the information given and the design concept expressed in the Contract Documents for those portions of the Work for which the Contract Documents require submittals. Review by the Architect is subject to the limitations of Section 4.2.7. Informational submittals upon which the Architect is not expected to take responsive action may be so identified in the Contract Documents. Submittals that are not required by the Contract Documents may be returned by the Architect without action. § 3.12.5 The Contractor shall review for compliance with the Contract Documents, approve and submit to the Architect Shop Drawings, Product Data, Samples and similar submittals required by the Contract Documents in accordance with the submittal schedule approved by the Architect or, in the absence of an approved submittal schedule, with reasonable promptness and in such sequence as to cause no delay in the Work or in the activities of the Owner or of separate contractors. § 3.12.6 By submitting Shop Drawings, Product Data, Samples and similar submittals, the Contractor represents to the Owner and Architect that the Contractor has (1) reviewed and approved them, (2) determined and verified materials, field measurements and field construction criteria related thereto, or will do so and (3) checked and coordinated the information contained within such submittals with the requirements of the Work and of the Contract Documents. § 3.12.7 The Contractor shall perform no portion of the Work for which the Contract Documents require submittal and review of Shop Drawings, Product Data, Samples or similar submittals until the respective submittal has been approved by the Architect. § 3.12.8 The Work shall be in accordance with approved submittals except that the Contractor shall not be relieved of responsibility for deviations from requirements of the Contract Documents by the Architect’s approval of Shop Drawings, Product Data, Samples or similar submittals unless the Contractor has specifically informed the Architect in writing of such deviation at the time of submittal and (1) the Architect has given written approval to the specific deviation as a minor change in the Work, or (2) a Change Order or Construction Change Directive has been issued authorizing the deviation. The Contractor shall not be relieved of responsibility for errors or omissions in Shop Drawings, Product Data, Samples or similar submittals by the Architect’s approval thereof.

AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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§ 3.12.9 The Contractor shall direct specific attention, in writing or on resubmitted Shop Drawings, Product Data, Samples or similar submittals, to revisions other than those requested by the Architect on previous submittals. In the absence of such written notice, the Architect’s approval of a resubmission shall not apply to such revisions. § 3.12.10 The Contractor shall not be required to provide professional services that constitute the practice of architecture or engineering unless such services are specifically required by the Contract Documents for a portion of the Work or unless the Contractor needs to provide such services in order to carry out the Contractor’s responsibilities for construction means, methods, techniques, sequences and procedures. The Contractor shall not be required to provide professional services in violation of applicable law. If professional design services or certifications by a design professional related to systems, materials or equipment are specifically required of the Contractor by the Contract Documents, the Owner and the Architect will specify all performance and design criteria that such services must satisfy. The Contractor shall cause such services or certifications to be provided by a properly licensed design professional, whose signature and seal shall appear on all drawings, calculations, specifications, certifications, Shop Drawings and other submittals prepared by such professional. Shop Drawings and other submittals related to the Work designed or certified by such professional, if prepared by others, shall bear such professional’s written approval when submitted to the Architect. The Owner and the Architect shall be entitled to rely upon the adequacy, accuracy and completeness of the services, certifications and approvals performed or provided by such design professionals, provided the Owner and Architect have specified to the Contractor all performance and design criteria that such services must satisfy. Pursuant to this Section 3.12.10, the Architect will review, approve or take other appropriate action on submittals only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. The Contractor shall not be responsible for the adequacy of the performance and design criteria specified in the Contract Documents. § 3.12.10.1 In the event the Contractor’s design professional proposes the use of materials or equipment that have had limited testing or verification of performance, the Contractor shall discuss with the Architect and Owner the proposed use of such materials or equipment and potential effects on the Sustainable Objective that may occur if the materials or equipment fail to perform in accordance with the manufacturer’s or supplier’s representations. The Owner will render a written decision regarding the use of such materials or equipment in a timely manner. In the event the Owner elects to proceed with the use of such materials or equipment, the Contractor and Architect shall be permitted to rely on the manufacturer’s or supplier’s representations and shall not be responsible for any damages arising from the failure of the material or equipment to perform in accordance with the manufacturer’s or supplier’s representations. § 3.13 Use of Site The Contractor shall confine operations at the site to areas permitted by applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities and the Contract Documents and shall not unreasonably encumber the site with materials or equipment. § 3.14 Cutting and Patching § 3.14.1 The Contractor shall be responsible for cutting, fitting or patching required to complete the Work or to make its parts fit together properly. All areas requiring cutting, fitting and patching shall be restored to the condition existing prior to the cutting, fitting and patching, unless otherwise required by the Contract Documents. § 3.14.2 The Contractor shall not damage or endanger a portion of the Work or fully or partially completed construction of the Owner or separate contractors by cutting, patching or otherwise altering such construction, or by excavation. The Contractor shall not cut or otherwise alter such construction by the Owner or a separate contractor except with written consent of the Owner and of such separate contractor; such consent shall not be unreasonably withheld. The Contractor shall not unreasonably withhold from the Owner or a separate contractor the Contractor’s consent to cutting or otherwise altering the Work. § 3.15 Cleaning Up § 3.15.1 The Contractor shall keep the premises and surrounding area free from accumulation of waste materials or rubbish caused by operations under the Contract. At completion of the Work, the Contractor shall remove waste materials, rubbish, the Contractor’s tools, construction equipment, machinery and surplus materials from and about the Project. The Contractor shall also recycle, reuse, remove or dispose of materials as required by the Contract Documents.

AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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§ 3.15.2 The Contractor, in accordance with the Contract Documents, shall prepare and submit to the Architect and Owner a construction waste management and disposal plan setting forth the procedures and processes for salvaging, recycling or disposing of construction waste generated from the Project. § 3.15.3 If the Contractor fails to clean up in accordance with Section 3.15.1 and as provided in the Contract Documents, the Owner may do so and Owner shall be entitled to reimbursement from the Contractor. § 3.16 Access to Work The Contractor shall provide the Owner and Architect access to the Work in preparation and progress wherever located. § 3.17 Royalties, Patents and Copyrights The Contractor shall pay all royalties and license fees. The Contractor shall defend suits or claims for infringement of copyrights and patent rights and shall hold the Owner and Architect harmless from loss on account thereof, but shall not be responsible for such defense or loss when a particular design, process or product of a particular manufacturer or manufacturers is required by the Contract Documents, or where the copyright violations are contained in Drawings, Specifications or other documents prepared by the Owner or Architect. However, if the Contractor has reason to believe that the required design, process or product is an infringement of a copyright or a patent, the Contractor shall be responsible for such loss unless such information is promptly furnished to the Architect. § 3.18 Indemnification § 3.18.1 To the fullest extent permitted by law the Contractor shall indemnify and hold harmless the Owner, Architect, Architect’s consultants, and agents and employees of any of them from and against claims, damages, losses and expenses, including but not limited to attorneys’ fees, arising out of or resulting from performance of the Work, provided that such claim, damage, loss or expense is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property (other than the Work itself), but only to the extent caused by the negligent acts or omissions of the Contractor, a Subcontractor, anyone directly or indirectly employed by them or anyone for whose acts they may be liable, regardless of whether or not such claim, damage, loss or expense is caused in part by a party indemnified hereunder. Such obligation shall not be construed to negate, abridge, or reduce other rights or obligations of indemnity that would otherwise exist as to a party or person described in this Section 3.18. § 3.18.2 In claims against any person or entity indemnified under this Section 3.18 by an employee of the Contractor, a Subcontractor, anyone directly or indirectly employed by them or anyone for whose acts they may be liable, the indemnification obligation under Section 3.18.1 shall not be limited by a limitation on amount or type of damages, compensation or benefits payable by or for the Contractor or a Subcontractor under workers’ compensation acts, disability benefit acts or other employee benefit acts.

ARTICLE 4 ARCHITECT § 4.1 General § 4.1.1 The Owner shall retain an architect lawfully licensed to practice architecture or an entity lawfully practicing architecture in the jurisdiction where the Project is located. That person or entity is identified as the Architect in the Agreement and is referred to throughout the Contract Documents as if singular in number. § 4.1.2 Duties, responsibilities and limitations of authority of the Architect as set forth in the Contract Documents shall not be restricted, modified or extended without written consent of the Owner, Contractor and Architect. Consent shall not be unreasonably withheld. § 4.1.3 If the employment of the Architect is terminated, the Owner shall employ a successor architect as to whom the Contractor has no reasonable objection and whose status under the Contract Documents shall be that of the Architect. § 4.2 Administration of the Contract § 4.2.1 The Architect will provide administration of the Contract as described in the Contract Documents and will be an Owner’s representative during construction until the date the Architect issues the final Certificate for Payment. The Architect will have authority to act on behalf of the Owner only to the extent provided in the Contract Documents. § 4.2.2 The Architect will visit the site at intervals appropriate to the stage of construction, or as otherwise agreed with the Owner, to become generally familiar with the progress and quality of the portion of the Work completed, and to AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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determine in general if the Work observed is being performed in a manner indicating that the Work, when fully completed, will be in accordance with the Contract Documents. However, the Architect will not be required to make exhaustive or continuous on-site inspections to check the quality or quantity of the Work. The Architect will not have control over, charge of, or responsibility for, the construction means, methods, techniques, sequences or procedures, or for the safety precautions and programs in connection with the Work, since these are solely the Contractor’s rights and responsibilities under the Contract Documents, except as provided in Section 3.3.1. § 4.2.3 On the basis of the site visits, the Architect will keep the Owner reasonably informed about the progress and quality of the portion of the Work completed, and report to the Owner (1) known deviations from the Contract Documents and from the most recent construction schedule submitted by the Contractor, and (2) defects and deficiencies observed in the Work, including those that will impact the Contractor’s achievement of its Sustainable Measures. The Architect will not be responsible for the Contractor’s failure to perform the Work in accordance with the requirements of the Contract Documents. The Architect will not have control over or charge of and will not be responsible for acts or omissions of the Contractor, Subcontractors, or their agents or employees, or any other persons or entities performing portions of the Work. § 4.2.4 Communications Facilitating Contract Administration Except as otherwise provided in the Contract Documents or when direct communications have been specially authorized, the Owner and Contractor shall endeavor to communicate with each other through the Architect about matters arising out of or relating to the Contract. Communications by and with the Architect’s consultants shall be through the Architect. Communications by and with Subcontractors and material suppliers shall be through the Contractor. Communications by and with separate contractors shall be through the Owner. § 4.2.5 Based on the Architect’s evaluations of the Contractor’s Applications for Payment, the Architect will review and certify the amounts due the Contractor and will issue Certificates for Payment in such amounts. § 4.2.6 The Architect has authority to reject Work that does not conform to the Contract Documents. Whenever the Architect considers it necessary or advisable, the Architect will have authority to require inspection or testing of the Work in accordance with Sections 13.5.2 and 13.5.3, whether or not such Work is fabricated, installed or completed.

However, neither this authority of the Architect nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Architect to the Contractor, Subcontractors, material and equipment suppliers, their agents or employees, or other persons or entities performing portions of the Work. § 4.2.7 The Architect will review and approve, or take other appropriate action upon, the Contractor’s submittals such as Shop Drawings, Product Data and Samples, but only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. The Architect’s action will be taken in accordance with the submittal schedule approved by the Architect or, in the absence of an approved submittal schedule, with reasonable promptness while allowing sufficient time in the Architect’s professional judgment to permit adequate review. Review of such submittals is not conducted for the purpose of determining the accuracy and completeness of other details such as dimensions and quantities, or for substantiating instructions for installation or performance of equipment or systems, all of which remain the responsibility of the Contractor as required by the Contract Documents. The Architect’s review of the Contractor’s submittals shall not relieve the Contractor of the obligations under Sections 3.3, 3.5 and 3.12. The Architect’s review shall not constitute approval of safety precautions or, unless otherwise specifically stated by the Architect, of any construction means, methods, techniques, sequences or procedures. The Architect’s approval of a specific item shall not indicate approval of an assembly of which the item is a component. § 4.2.8 The Architect will prepare Change Orders and Construction Change Directives, and may authorize minor changes in the Work as provided in Section 7.4. If the Architect determines that implementation of a proposed change would materially impact a Sustainable Measure or the Sustainable Objective, the Architect shall notify the Owner, who may authorize further investigation of such change. The Architect will investigate and make determinations and recommendations regarding concealed and unknown conditions as provided in Section 3.7.4. § 4.2.9 The Architect will conduct inspections to determine the date or dates of Substantial Completion and the date of final completion; issue Certificates of Substantial Completion pursuant to Section 9.8; receive and forward to the Owner, for the Owner’s review and records, written warranties, Sustainability Documentation and related documents AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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required by the Contract and assembled by the Contractor pursuant to Section 9.10; and issue a final Certificate for Payment pursuant to Section 9.10. § 4.2.10 If the Owner and Architect agree, the Architect will provide one or more project representatives to assist in carrying out the Architect’s responsibilities at the site. The duties, responsibilities and limitations of authority of such project representatives shall be as set forth in an exhibit to be incorporated in the Contract Documents. § 4.2.11 The Architect will interpret and decide matters concerning performance under, and requirements of, the Contract Documents on written request of either the Owner or Contractor. The Architect’s response to such requests will be made in writing within any time limits agreed upon or otherwise with reasonable promptness. § 4.2.12 Interpretations and decisions of the Architect will be consistent with the intent of, and reasonably inferable from, the Contract Documents and will be in writing or in the form of drawings. When making such interpretations and decisions, the Architect will endeavor to secure faithful performance by both Owner and Contractor, will not show partiality to either and will not be liable for results of interpretations or decisions rendered in good faith. § 4.2.13 The Architect’s decisions on matters relating to aesthetic effect will be final if consistent with the intent expressed in the Contract Documents. § 4.2.14 The Architect will review and respond to requests for information about the Contract Documents. The Architect’s response to such requests will be made in writing within any time limits agreed upon or otherwise with reasonable promptness. If appropriate, the Architect will prepare and issue supplemental Drawings and Specifications in response to the requests for information.

ARTICLE 5 SUBCONTRACTORS § 5.1 Definitions § 5.1.1 A Subcontractor is a person or entity who has a direct contract with the Contractor to perform a portion of the Work at the site. The term “Subcontractor” is referred to throughout the Contract Documents as if singular in number and means a Subcontractor or an authorized representative of the Subcontractor. The term “Subcontractor” does not include a separate contractor or subcontractors of a separate contractor. § 5.1.2 A Sub-subcontractor is a person or entity who has a direct or indirect contract with a Subcontractor to perform a portion of the Work at the site. The term “Sub-subcontractor” is referred to throughout the Contract Documents as if singular in number and means a Sub-subcontractor or an authorized representative of the Sub-subcontractor. § 5.2 Award of Subcontracts and Other Contracts for Portions of the Work § 5.2.1 Unless otherwise stated in the Contract Documents or the bidding requirements, the Contractor, as soon as practicable after award of the Contract, shall furnish in writing to the Owner through the Architect the names of persons or entities (including those who are to furnish materials or equipment fabricated to a special design) proposed for each principal portion of the Work. The Architect may reply within 14 days to the Contractor in writing stating (1) whether the Owner or the Architect has reasonable objection to any such proposed person or entity or (2) that the Architect requires additional time for review. Failure of the Owner or Architect to reply within the 14-day period shall constitute notice of no reasonable objection. § 5.2.2 The Contractor shall not contract with a proposed person or entity to whom the Owner or Architect has made reasonable and timely objection. The Contractor shall not be required to contract with anyone to whom the Contractor has made reasonable objection. § 5.2.3 If the Owner or Architect has reasonable objection to a person or entity proposed by the Contractor, the Contractor shall propose another to whom the Owner or Architect has no reasonable objection. If the proposed but rejected Subcontractor was reasonably capable of performing the Work, the Contract Sum and Contract Time shall be increased or decreased by the difference, if any, occasioned by such change, and an appropriate Change Order shall be issued before commencement of the substitute Subcontractor’s Work. However, no increase in the Contract Sum or Contract Time shall be allowed for such change unless the Contractor has acted promptly and responsively in submitting names as required.

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§ 5.2.4 The Contractor shall not substitute a Subcontractor, person or entity previously selected if the Owner or Architect makes reasonable objection to such substitution. § 5.3 Subcontractual Relations By appropriate agreement, written where legally required for validity, the Contractor shall require each Subcontractor, to the extent of the Work to be performed by the Subcontractor, to be bound to the Contractor by terms of the Contract Documents, and to assume toward the Contractor all the obligations and responsibilities, including the responsibility for safety of the Subcontractor’s Work, which the Contractor, by these Documents, assumes toward the Owner and Architect. Each subcontract agreement shall preserve and protect the rights of the Owner and Architect under the Contract Documents with respect to the Work to be performed by the Subcontractor so that subcontracting thereof will not prejudice such rights, and shall allow to the Subcontractor, unless specifically provided otherwise in the subcontract agreement, the benefit of all rights, remedies and redress against the Contractor that the Contractor, by the Contract Documents, has against the Owner. Where appropriate, the Contractor shall require each Subcontractor to enter into similar agreements with Sub-subcontractors. The Contractor shall make available to each proposed Subcontractor, prior to the execution of the subcontract agreement, copies of the Contract Documents to which the Subcontractor will be bound, including the Sustainability Plan and, upon written request of the Subcontractor, identify to the Subcontractor terms and conditions of the proposed subcontract agreement that may be at variance with the Contract Documents. Subcontractors will similarly make copies of applicable portions of such documents available to their respective proposed Sub-subcontractors. § 5.4 Contingent Assignment of Subcontracts § 5.4.1 Each subcontract agreement for a portion of the Work is assigned by the Contractor to the Owner, provided that .1 assignment is effective only after termination of the Contract by the Owner for cause pursuant to Section 14.2 and only for those subcontract agreements that the Owner accepts by notifying the Subcontractor and Contractor in writing; and .2 assignment is subject to the prior rights of the surety, if any, obligated under bond relating to the Contract.

When the Owner accepts the assignment of a subcontract agreement, the Owner assumes the Contractor’s rights and obligations under the subcontract. § 5.4.2 Upon such assignment, if the Work has been suspended for more than 30 days, the Subcontractor’s compensation shall be equitably adjusted for increases in cost resulting from the suspension. § 5.4.3 Upon such assignment to the Owner under this Section 5.4, the Owner may further assign the subcontract to a successor contractor or other entity. If the Owner assigns the subcontract to a successor contractor or other entity, the Owner shall nevertheless remain legally responsible for all of the successor contractor’s obligations under the subcontract.

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 reserves the right to perform construction or operations related to the Project with the Owner’s own forces, and to award separate contracts in connection with other portions of the Project or other construction or operations on the site under Conditions of the Contract identical or substantially similar to these including those portions related to insurance and waiver of subrogation. If the Contractor claims that delay or additional cost is involved because of such action by the Owner, the Contractor shall make such Claim as provided in Article 15. § 6.1.2 When separate contracts are awarded for different portions of the Project or other construction or operations on the site, the term “Contractor” in the Contract Documents in each case shall mean the Contractor who executes each separate Owner-Contractor Agreement. § 6.1.3 The Owner shall provide for coordination of the activities of the Owner’s own forces and of each separate contractor with the Work of the Contractor, who shall cooperate with them. The Contractor shall participate with other separate contractors and the Owner in reviewing their construction schedules. The Contractor shall make any revisions to the construction schedule deemed necessary after a joint review and mutual agreement. The construction schedules shall then constitute the schedules to be used by the Contractor, separate contractors and the Owner until subsequently revised.

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§ 6.1.4 Unless otherwise provided in the Contract Documents, when the Owner performs construction or operations related to the Project with the Owner’s own forces, the Owner shall be deemed to be subject to the same obligations and to have the same rights that apply to the Contractor under the Conditions of the Contract, including, without excluding others, those stated in Article 3, this Article 6 and Articles 10, 11 and 12. § 6.2 Mutual Responsibility § 6.2.1 The Contractor shall afford the Owner and separate contractors reasonable opportunity for introduction and storage of their materials and equipment and performance of their activities, and shall connect and coordinate the Contractor’s construction and operations with theirs as required by the Contract Documents. § 6.2.2 If part of the Contractor’s Work depends for proper execution or results upon construction or operations by the Owner or a separate contractor, the Contractor shall, prior to proceeding with that portion of the Work, promptly report to the Architect apparent discrepancies or defects in such other construction that would render it unsuitable for such proper execution and results. Failure of the Contractor so to report shall constitute an acknowledgment that the Owner’s or separate contractor’s completed or partially completed construction is fit and proper to receive the Contractor’s Work, except as to defects not then reasonably discoverable. § 6.2.3 The Contractor shall reimburse the Owner for costs the Owner incurs that are payable to a separate contractor because of the Contractor’s delays, improperly timed activities or defective construction. The Owner shall be responsible to the Contractor for costs the Contractor incurs because of a separate contractor’s delays, improperly timed activities, damage to the Work or defective construction. § 6.2.4 The Contractor shall promptly remedy damage the Contractor wrongfully causes to completed or partially completed construction or to property of the Owner or separate contractors as provided in Section 10.2.5. § 6.2.5 The Owner and each separate contractor shall have the same responsibilities for cutting and patching as are described for the Contractor in Section 3.14. § 6.3 Owner’s Right to Clean Up If a dispute arises among the Contractor, separate contractors and the Owner as to the responsibility under their respective contracts for maintaining the premises and surrounding area free from waste materials and rubbish, the Owner may clean up and the Architect will allocate the cost among those responsible.

ARTICLE 7 CHANGES IN THE WORK § 7.1 General § 7.1.1 Changes in the Work may be accomplished after execution of the Contract, and without invalidating the Contract, by Change Order, Construction Change Directive or order for a minor change in the Work, subject to the limitations stated in this Article 7 and elsewhere in the Contract Documents. § 7.1.2 A Change Order shall be based upon agreement among the Owner, Contractor and Architect; a Construction Change Directive requires agreement by the Owner and Architect and may or may not be agreed to by the Contractor; an order for a minor change in the Work may be issued by the Architect alone. § 7.1.3 Changes in the Work shall be performed under applicable provisions of the Contract Documents, and the Contractor shall proceed promptly, unless otherwise provided in the Change Order, Construction Change Directive or order for a minor change in the Work. § 7.2 Change Orders § 7.2.1 A Change Order is a written instrument prepared by the Architect and signed by the Owner, Contractor and Architect stating their agreement upon all of the following: .1 The change in the Work; .2 The amount of the adjustment, if any, in the Contract Sum; and .3 The extent of the adjustment, if any, in the Contract Time. § 7.3 Construction Change Directives § 7.3.1 A Construction Change Directive is a written order prepared by the Architect and signed by the Owner and Architect, directing a change in the Work prior to agreement on adjustment, if any, in the Contract Sum or Contract AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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Time, or both. The Owner may by Construction Change Directive, without invalidating the Contract, order changes in the Work within the general scope of the Contract consisting of additions, deletions or other revisions, the Contract Sum and Contract Time being adjusted accordingly. § 7.3.2 A Construction Change Directive shall be used in the absence of total agreement on the terms of a Change Order. § 7.3.3 If the Construction Change Directive provides for an adjustment to the Contract Sum, the adjustment shall be based on one of the following methods: .1 Mutual acceptance of a lump sum properly itemized and supported by sufficient substantiating data to permit evaluation; .2 Unit prices stated in the Contract Documents or subsequently agreed upon; .3 Cost to be determined in a manner agreed upon by the parties and a mutually acceptable fixed or percentage fee; or .4 As provided in Section 7.3.7. § 7.3.4 If unit prices are stated in the Contract Documents or subsequently agreed upon, and if quantities originally contemplated are materially changed in a proposed Change Order or Construction Change Directive so that application of such unit prices to quantities of Work proposed will cause substantial inequity to the Owner or Contractor, the applicable unit prices shall be equitably adjusted. § 7.3.5 Upon receipt of a Construction Change Directive, the Contractor shall promptly proceed with the change in the Work involved and advise the Architect of the Contractor’s agreement or disagreement with the method, if any, provided in the Construction Change Directive for determining the proposed adjustment in the Contract Sum or Contract Time. § 7.3.6 A Construction Change Directive signed by the Contractor indicates the Contractor’s agreement therewith, including adjustment in Contract Sum and Contract Time or the method for determining them. Such agreement shall be effective immediately and shall be recorded as a Change Order. § 7.3.7 If the Contractor does not respond promptly or disagrees with the method for adjustment in the Contract Sum, the Architect shall determine the method and the adjustment on the basis of reasonable expenditures and savings of those performing the Work attributable to the change, including, in case of an increase in the Contract Sum, an amount for overhead and profit as set forth in the Agreement, or if no such amount is set forth in the Agreement, a reasonable amount. In such case, and also under Section 7.3.3.3, the Contractor shall keep and present, in such form as the Architect may prescribe, an itemized accounting together with appropriate supporting data. Unless otherwise provided in the Contract Documents, costs for the purposes of this Section 7.3.7 shall be limited to the following: .1 Costs of labor, including social security, old age and unemployment insurance, fringe benefits required by agreement or custom, and workers’ compensation insurance; .2 Costs of materials, supplies and equipment, including cost of transportation, whether incorporated or consumed; .3 Rental costs of machinery and equipment, exclusive of hand tools, whether rented from the Contractor or others; .4 Costs of premiums for all bonds and insurance, permit fees, and sales, use or similar taxes related to the Work; and .5 Additional costs of supervision and field office personnel directly attributable to the change. § 7.3.8 The amount of credit to be allowed by the Contractor to the Owner for a deletion or change that results in a net decrease in the Contract Sum shall be actual net cost as confirmed by the Architect. When both additions and credits covering related Work or substitutions are involved in a change, the allowance for overhead and profit shall be figured on the basis of net increase, if any, with respect to that change. § 7.3.9 Pending final determination of the total cost of a Construction Change Directive to the Owner, the Contractor may request payment for Work completed under the Construction Change Directive in Applications for Payment. The Architect will make an interim determination for purposes of monthly certification for payment for those costs and certify for payment the amount that the Architect determines, in the Architect’s professional judgment, to be AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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reasonably justified. The Architect’s interim determination of cost shall adjust the Contract Sum on the same basis as a Change Order, subject to the right of either party to disagree and assert a Claim in accordance with Article 15. § 7.3.10 When the Owner and Contractor agree with a determination made by the Architect concerning the adjustments in the Contract Sum and Contract Time, or otherwise reach agreement upon the adjustments, such agreement shall be effective immediately and the Architect will prepare a Change Order. Change Orders may be issued for all or any part of a Construction Change Directive. § 7.4 Minor Changes in the Work The Architect has authority to order minor changes in the Work not involving adjustment in the Contract Sum or extension of the Contract Time and not inconsistent with the intent of the Contract Documents. Such changes will be effected by written order signed by the Architect and shall be binding on the Owner and Contractor.

ARTICLE 8 TIME § 8.1 Definitions § 8.1.1 Unless otherwise provided, Contract Time is the period of time, including authorized adjustments, allotted in the Contract Documents for Substantial Completion of the Work. § 8.1.2 The date of commencement of the Work is the date established in the Agreement. § 8.1.3 The date of Substantial Completion is the date certified by the Architect in accordance with Section 9.8. § 8.1.4 The term “day” as used in the Contract Documents shall mean calendar day unless otherwise specifically defined. § 8.2 Progress and Completion § 8.2.1 Time limits stated in the Contract Documents are of the essence of the Contract. By executing the Agreement the Contractor confirms that the Contract Time is a reasonable period for performing the Work. § 8.2.2 The Contractor shall not knowingly, except by agreement or instruction of the Owner in writing, prematurely commence operations on the site or elsewhere prior to the effective date of insurance required by Article 11 to be furnished by the Contractor and Owner. The date of commencement of the Work shall not be changed by the effective date of such insurance. § 8.2.3 The Contractor shall proceed expeditiously with adequate forces and shall achieve Substantial Completion within the Contract Time. § 8.3 Delays and Extensions of Time § 8.3.1 If the Contractor is delayed at any time in the commencement or progress of the Work by an act or neglect of the Owner or Architect, or of an employee of either, or of a separate contractor employed by the Owner; or by changes ordered in the Work; or by labor disputes, fire, unusual delay in deliveries, unavoidable casualties or other causes beyond the Contractor’s control; or by delay authorized by the Owner pending mediation and arbitration; or by other causes that the Architect determines may justify delay, then the Contract Time shall be extended by Change Order for such reasonable time as the Architect may determine. § 8.3.2 Claims relating to time shall be made in accordance with applicable provisions of Article 15. § 8.3.3 This Section 8.3 does not preclude recovery of damages for delay by either party under other provisions of the Contract Documents.

ARTICLE 9 PAYMENTS AND COMPLETION § 9.1 Contract Sum The Contract Sum is stated in the Agreement and, including authorized adjustments, is the total amount payable by the Owner to the Contractor for performance of the Work under the Contract Documents.

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§ 9.2 Schedule of Values Where the Contract is based on a stipulated sum or Guaranteed Maximum Price, the Contractor shall submit to the Architect, before the first Application for Payment, a schedule of values allocating the entire Contract Sum to the various portions of the Work and prepared in such form and supported by such data to substantiate its accuracy as the Architect may require. This schedule, unless objected to by the Architect, shall be used as a basis for reviewing the Contractor’s Applications for Payment. § 9.3 Applications for Payment § 9.3.1 At least ten days before the date established for each progress payment, the Contractor shall submit to the Architect an itemized Application for Payment prepared in accordance with the schedule of values, if required under Section 9.2, for completed portions of the Work. Such application shall be notarized, if required, and supported by such data substantiating the Contractor’s right to payment as the Owner or Architect may require, such as copies of requisitions from Subcontractors and material suppliers, and shall reflect retainage if provided for in the Contract Documents. § 9.3.1.1 As provided in Section 7.3.9, such applications may include requests for payment on account of changes in the Work that have been properly authorized by Construction Change Directives, or by interim determinations of the Architect, but not yet included in Change Orders. § 9.3.1.2 Applications for Payment shall not include requests for payment for portions of the Work for which the Contractor does not intend to pay a Subcontractor or material supplier, unless such Work has been performed by others whom the Contractor intends to pay. § 9.3.2 Unless otherwise provided in the Contract Documents, payments shall be made on account of materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work. If approved in advance by the Owner, payment may similarly be made for materials and equipment suitably stored off the site at a location agreed upon in writing. Payment for materials and equipment stored on or off the site shall be conditioned upon compliance by the Contractor with procedures satisfactory to the Owner to establish the Owner’s title to such materials and equipment or otherwise protect the Owner’s interest, and shall include the costs of applicable insurance, storage and transportation to the site for such materials and equipment stored off the site. § 9.3.3 The Contractor warrants that title to all Work covered by an Application for Payment will pass to the Owner no later than the time of payment. The Contractor further warrants that upon submittal of an Application for Payment all Work for which Certificates for Payment have been previously issued and payments received from the Owner shall, to the best of the Contractor’s knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of the Contractor, Subcontractors, material suppliers, or other persons or entities making a claim by reason of having provided labor, materials and equipment relating to the Work. § 9.4 Certificates for Payment § 9.4.1 The Architect will, within seven days after receipt of the Contractor’s Application for Payment, either issue to the Owner a Certificate for Payment, with a copy to the Contractor, for such amount as the Architect determines is properly due, or notify the Contractor and Owner in writing of the Architect’s reasons for withholding certification in whole or in part as provided in Section 9.5.1. § 9.4.2 The issuance of a Certificate for Payment will constitute a representation by the Architect to the Owner, based on the Architect’s evaluation of the Work and the data comprising the Application for Payment, that, to the best of the Architect’s knowledge, information and belief, the Work has progressed to the point indicated and that the quality of the Work is in accordance with the Contract Documents. The foregoing representations are subject to an evaluation of the Work for conformance with the Contract Documents upon Substantial Completion, to results of subsequent tests and inspections, to correction of minor deviations from the Contract Documents prior to completion and to specific qualifications expressed by the Architect. The issuance of a Certificate for Payment will further constitute a representation that the Contractor is entitled to payment in the amount certified. However, the issuance of a Certificate for Payment will not be a representation that the Architect has (1) made exhaustive or continuous on-site inspections to check the quality or quantity of the Work, (2) reviewed construction means, methods, techniques, sequences or procedures, (3) reviewed copies of requisitions received from Subcontractors and material suppliers and other data requested by the Owner to substantiate the Contractor’s right to payment, or (4) made examination to ascertain how or for what purpose the Contractor has used money previously paid on account of the Contract Sum. AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. 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§ 9.5 Decisions to Withhold Certification § 9.5.1 The Architect may withhold a Certificate for Payment in whole or in part, to the extent reasonably necessary to protect the Owner, if in the Architect’s opinion the representations to the Owner required by Section 9.4.2 cannot be made. If the Architect is unable to certify payment in the amount of the Application, the Architect will notify the Contractor and Owner as provided in Section 9.4.1. If the Contractor and Architect cannot agree on a revised amount, the Architect will promptly issue a Certificate for Payment for the amount for which the Architect is able to make such representations to the Owner. The Architect may also withhold a Certificate for Payment or, because of subsequently discovered evidence, may nullify the whole or a part of a Certificate for Payment previously issued, to such extent as may be necessary in the Architect’s opinion to protect the Owner from loss for which the Contractor is responsible, including loss resulting from acts and omissions described in Section 3.3.2, because of .1 defective Work not remedied; .2 third party claims filed or reasonable evidence indicating probable filing of such claims unless security acceptable to the Owner is provided by the Contractor; .3 failure of the Contractor to make payments properly to Subcontractors or for labor, materials or equipment; .4 reasonable evidence that the Work cannot be completed for the unpaid balance of the Contract Sum; .5 damage to the Owner or a separate contractor; .6 reasonable evidence that the Work will not be completed within the Contract Time, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; or .7 repeated failure to carry out the Work in accordance with the Contract Documents. § 9.5.2 When the above reasons for withholding certification are removed, certification will be made for amounts previously withheld. § 9.5.3 If the Architect withholds certification for payment under Section 9.5.1.3, the Owner may, at its sole option, issue joint checks to the Contractor and to any Subcontractor or material or equipment suppliers to whom the Contractor failed to make payment for Work properly performed or material or equipment suitably delivered. If the Owner makes payments by joint check, the Owner shall notify the Architect and the Architect will reflect such payment on the next Certificate for Payment. § 9.6 Progress Payments § 9.6.1 After the Architect has issued a Certificate for Payment, the Owner shall make payment in the manner and within the time provided in the Contract Documents, and shall so notify the Architect. § 9.6.2 The Contractor shall pay each Subcontractor no later than seven days after receipt of payment from the Owner the amount to which the Subcontractor is entitled, reflecting percentages actually retained from payments to the Contractor on account of the Subcontractor’s portion of the Work. The Contractor shall, by appropriate agreement with each Subcontractor, require each Subcontractor to make payments to Sub-subcontractors in a similar manner. § 9.6.3 The Architect will, on request, furnish to a Subcontractor, if practicable, information regarding percentages of completion or amounts applied for by the Contractor and action taken thereon by the Architect and Owner on account of portions of the Work done by such Subcontractor. § 9.6.4 The Owner has the right to request written evidence from the Contractor that the Contractor has properly paid Subcontractors and material and equipment suppliers amounts paid by the Owner to the Contractor for subcontracted Work. If the Contractor fails to furnish such evidence within seven days, the Owner shall have the right to contact Subcontractors to ascertain whether they have been properly paid. Neither the Owner nor Architect shall have an obligation to pay or to see to the payment of money to a Subcontractor, except as may otherwise be required by law. § 9.6.5 Contractor payments to material and equipment suppliers shall be treated in a manner similar to that provided in Sections 9.6.2, 9.6.3 and 9.6.4. § 9.6.6 A Certificate for Payment, a progress payment, or partial or entire use or occupancy of the Project by the Owner shall not constitute acceptance of Work not in accordance with the Contract Documents.

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§ 9.6.7 Unless the Contractor provides the Owner with a payment bond in the full penal sum of the Contract Sum, payments received by the Contractor for Work properly performed by Subcontractors and suppliers shall be held by the Contractor for those Subcontractors or suppliers who performed Work or furnished materials, or both, under contract with the Contractor for which payment was made by the Owner. Nothing contained herein shall require money to be placed in a separate account and not commingled with money of the Contractor, shall create any fiduciary liability or tort liability on the part of the Contractor for breach of trust or shall entitle any person or entity to an award of punitive damages against the Contractor for breach of the requirements of this provision. § 9.7 Failure of Payment If the Architect does not issue a Certificate for Payment, through no fault of the Contractor, within seven days after receipt of the Contractor’s Application for Payment, or if the Owner does not pay the Contractor within seven days after the date established in the Contract Documents the amount certified by the Architect or awarded by binding dispute resolution, then the Contractor may, upon seven additional days’ written notice to the Owner and Architect, stop the Work until payment of the amount owing has been received. The Contract Time shall be extended appropriately and the Contract Sum shall be increased by the amount of the Contractor’s reasonable costs of shut-down, delay and start-up, plus interest as provided for in the Contract Documents. § 9.8 Substantial Completion § 9.8.1 Substantial Completion is the stage in the progress of the Work when the Work or designated portion thereof is sufficiently complete in accordance with the Contract Documents so that the Owner can occupy or utilize the Work for its intended use. Except for that portion of the Sustainability Documentation which by its nature must be provided after Substantial Completion, the Contractor shall submit all other Sustainability Documentation required from the Contractor by the Contract Documents no later than the date of Substantial Completion. Verification that the Project has achieved the Sustainable Objective, or the actual achievement of the Sustainable Objective, shall not be a condition precedent to issuance of a Certificate of Substantial Completion in accordance with Section 9.8.4. § 9.8.2 When the Contractor considers that the Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete, the Contractor shall prepare and submit to the Architect a comprehensive list of items to be completed or corrected prior to final payment. Failure to include an item on such list does not alter the responsibility of the Contractor to complete all Work in accordance with the Contract Documents. § 9.8.3 Upon receipt of the Contractor’s list, the Architect will make an inspection to determine whether the Work or designated portion thereof is substantially complete. If the Architect’s inspection discloses any item, whether or not included on the Contractor’s list, which is not sufficiently complete in accordance with the Contract Documents so that the Owner can occupy or utilize the Work or designated portion thereof for its intended use, the Contractor shall, before issuance of the Certificate of Substantial Completion, complete or correct such item upon notification by the Architect. In such case, the Contractor shall then submit a request for another inspection by the Architect to determine Substantial Completion. § 9.8.4 When the Work or designated portion thereof is substantially complete, the Architect will prepare a Certificate of Substantial Completion that shall establish the date of Substantial Completion, shall establish responsibilities of the Owner and Contractor for security, maintenance, heat, utilities, damage to the Work and insurance, and shall fix the time within which the Contractor shall finish all items on the list accompanying the Certificate. Warranties required by the Contract Documents shall commence on the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the Certificate of Substantial Completion. § 9.8.5 The Certificate of Substantial Completion shall be submitted to the Owner and Contractor for their written acceptance of responsibilities assigned to them in such Certificate. Upon such acceptance and consent of surety, if any, the Owner shall make payment of retainage applying to such Work or designated portion thereof. Such payment shall be adjusted for Work that is incomplete or not in accordance with the requirements of the Contract Documents. § 9.9 Partial Occupancy or Use § 9.9.1 The Owner may occupy or use any completed or partially completed portion of the Work at any stage when such portion is designated by separate agreement with the Contractor, provided such occupancy or use is consented to by the insurer as required under Section 11.3.1.5 and authorized by public authorities having jurisdiction over the Project. Such partial occupancy or use may commence whether or not the portion is substantially complete, provided the Owner and Contractor have accepted in writing the responsibilities assigned to each of them for payments, AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. 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retainage, if any, security, maintenance, heat, utilities, damage to the Work and insurance, and have agreed in writing concerning the period for correction of the Work and commencement of warranties required by the Contract Documents. When the Contractor considers a portion substantially complete, the Contractor shall prepare and submit a list to the Architect as provided under Section 9.8.2. Consent of the Contractor to partial occupancy or use shall not be unreasonably withheld. The stage of the progress of the Work shall be determined by written agreement between the Owner and Contractor or, if no agreement is reached, by decision of the Architect. § 9.9.2 Immediately prior to such partial occupancy or use, the Owner, Contractor and Architect shall jointly inspect the area to be occupied or portion of the Work to be used in order to determine and record the condition of the Work. § 9.9.3 Unless otherwise agreed upon, partial occupancy or use of a portion or portions of the Work shall not constitute acceptance of Work not complying with the requirements of the Contract Documents. § 9.10 Final Completion and Final Payment § 9.10.1 Upon receipt of the Contractor’s written notice that the Work is ready for final inspection and acceptance and upon receipt of a final Application for Payment, the Architect will promptly make such inspection and, when the Architect finds the Work acceptable under the Contract Documents and the Contract fully performed, the Architect will promptly issue a final Certificate for Payment stating that to the best of the Architect’s knowledge, information and belief, and on the basis of the Architect’s on-site visits and inspections, the Work has been completed in accordance with terms and conditions of the Contract Documents and that the entire balance found to be due the Contractor and noted in the final Certificate is due and payable. The Architect’s final Certificate for Payment will constitute a further representation that conditions listed in Section 9.10.2 as precedent to the Contractor’s being entitled to final payment have been fulfilled. Verification that the Project has achieved the Sustainable Objective, or the actual achievement of the Sustainable Objective, shall not be a condition precedent to issuance of the final Certificate for Payment. § 9.10.2 Neither final payment nor any remaining retained percentage shall become due until the Contractor submits to the Architect (1) an affidavit that payrolls, bills for materials and equipment, and other indebtedness connected with the Work for which the Owner or the Owner’s property might be responsible or encumbered (less amounts withheld

by Owner) have been paid or otherwise satisfied, (2) a certificate evidencing that insurance required by the Contract Documents to remain in force after final payment is currently in effect and will not be canceled or allowed to expire until at least 30 days’ prior written notice has been given to the Owner, (3) a written statement that the Contractor knows of no substantial reason that the insurance will not be renewable to cover the period required by the Contract Documents, (4) all Sustainability Documentation required from the Contractor by the Contract Documents, (5) consent of surety, if any, to final payment and (6), if required by the Owner, other data establishing payment or satisfaction of obligations, such as receipts, releases and waivers of liens, claims, security interests or encumbrances arising out of the Contract, to the extent and in such form as may be designated by the Owner. If a Subcontractor refuses to furnish a release or waiver required by the Owner, the Contractor may furnish a bond satisfactory to the Owner to indemnify the Owner against such lien. If such lien remains unsatisfied after payments are made, the Contractor shall refund to the Owner all money that the Owner may be compelled to pay in discharging such lien, including all costs and reasonable attorneys’ fees. § 9.10.3 If, after Substantial Completion of the Work, final completion thereof is materially delayed through no fault of the Contractor or by issuance of Change Orders affecting final completion, and the Architect so confirms, the Owner shall, upon application by the Contractor and certification by the Architect, and without terminating the Contract, make payment of the balance due for that portion of the Work fully completed and accepted. If the remaining balance for Work not fully completed or corrected is less than retainage stipulated in the Contract Documents, and if bonds have been furnished, the written consent of surety to payment of the balance due for that portion of the Work fully completed and accepted shall be submitted by the Contractor to the Architect prior to certification of such payment.

Such payment shall be made under terms and conditions governing final payment, except that it shall not constitute a waiver of claims. § 9.10.4 The making of final payment shall constitute a waiver of Claims by the Owner except those arising from .1 liens, Claims, security interests or encumbrances arising out of the Contract and unsettled; .2 failure of the Work to comply with the requirements of the Contract Documents; or .3 terms of special warranties required by the Contract Documents.

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§ 9.10.5 Acceptance of final payment by the Contractor, a Subcontractor or material supplier shall constitute a waiver of claims by that payee except those previously made in writing and identified by that payee as unsettled at the time of final Application for Payment.

ARTICLE 10 PROTECTION OF PERSONS AND PROPERTY § 10.1 Safety Precautions and Programs The Contractor shall be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the performance of the Contract. § 10.2 Safety of Persons and Property § 10.2.1 The Contractor shall take reasonable precautions for safety of, and shall provide reasonable protection to prevent damage, injury or loss to .1 employees on the Work and other persons who may be affected thereby; .2 the Work and materials and equipment to be incorporated therein, whether in storage on or off the site, under care, custody or control of the Contractor or the Contractor’s Subcontractors or Sub-subcontractors; and .3 other property at the site or adjacent thereto, such as trees, shrubs, lawns, walks, pavements, roadways, structures and utilities not designated for removal, relocation or replacement in the course of construction. § 10.2.2 The Contractor shall comply with and give notices required by applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities bearing on safety of persons or property or their protection from damage, injury or loss. § 10.2.3 The Contractor shall erect and maintain, as required by existing conditions and performance of the Contract, reasonable safeguards for safety and protection, including posting danger signs and other warnings against hazards, promulgating safety regulations and notifying owners and users of adjacent sites and utilities. § 10.2.4 When use or storage of explosives or other hazardous materials or equipment or unusual methods are necessary for execution of the Work, the Contractor shall exercise utmost care and carry on such activities under supervision of properly qualified personnel. § 10.2.5 The Contractor shall promptly remedy damage and loss (other than damage or loss insured under property insurance required by the Contract Documents) to property referred to in Sections 10.2.1.2 and 10.2.1.3 caused in whole or in part by the Contractor, a Subcontractor, a Sub-subcontractor, or anyone directly or indirectly employed by any of them, or by anyone for whose acts they may be liable and for which the Contractor is responsible under Sections 10.2.1.2 and 10.2.1.3, except damage or loss attributable to acts or omissions of the Owner or Architect or anyone directly or indirectly employed by either of them, or by anyone for whose acts either of them may be liable, and not attributable to the fault or negligence of the Contractor. The foregoing obligations of the Contractor are in addition to the Contractor’s obligations under Section 3.18. § 10.2.6 The Contractor shall designate a responsible member of the Contractor’s organization at the site whose duty shall be the prevention of accidents. This person shall be the Contractor’s superintendent unless otherwise designated by the Contractor in writing to the Owner and Architect. § 10.2.7 The Contractor shall not permit any part of the construction or site to be loaded so as to cause damage or create an unsafe condition. § 10.2.8 Injury or Damage to Person or Property If either party suffers injury or damage to person or property because of an act or omission of the other party, or of others for whose acts such party is legally responsible, written notice of such injury or damage, whether or not insured, shall be given to the other party within a reasonable time not exceeding 21 days after discovery. The notice shall provide sufficient detail to enable the other party to investigate the matter. § 10.3 Hazardous Materials § 10.3.1 The Contractor is responsible for compliance with any requirements included in the Contract Documents regarding hazardous materials. If the Contractor encounters a hazardous material or substance not addressed in the AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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Contract Documents and if reasonable precautions will be inadequate to prevent foreseeable bodily injury or death to persons resulting from a material or substance, including but not limited to asbestos or polychlorinated biphenyl (PCB), encountered on the site by the Contractor, the Contractor shall, upon recognizing the condition, immediately stop Work in the affected area and report the condition to the Owner and Architect in writing. § 10.3.2 Upon receipt of the Contractor’s written notice, the Owner shall obtain the services of a licensed laboratory to verify the presence or absence of the material or substance reported by the Contractor and, in the event such material or substance is found to be present, to cause it to be rendered harmless. Unless otherwise required by the Contract Documents, the Owner shall furnish in writing to the Contractor and Architect the names and qualifications of persons or entities who are to perform tests verifying the presence or absence of such material or substance or who are to perform the task of removal or safe containment of such material or substance. The Contractor and the Architect will promptly reply to the Owner in writing stating whether or not either has reasonable objection to the persons or entities proposed by the Owner. If either the Contractor or Architect has an objection to a person or entity proposed by the Owner, the Owner shall propose another to whom the Contractor and the Architect have no reasonable objection.

When the material or substance has been rendered harmless, Work in the affected area shall resume upon written agreement of the Owner and Contractor. By Change Order, the Contract Time shall be extended appropriately and the Contract Sum shall be increased in the amount of the Contractor’s reasonable additional costs of shut-down, delay and start-up. § 10.3.3 To the fullest extent permitted by law, the Owner shall indemnify and hold harmless the Contractor, Subcontractors, Architect, Architect’s consultants and agents and employees of any of them from and against claims, damages, losses and expenses, including but not limited to attorneys’ fees, arising out of or resulting from performance of the Work in the affected area if in fact the material or substance presents the risk of bodily injury or death as described in Section 10.3.1 and has not been rendered harmless, provided that such claim, damage, loss or expense is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property (other than the Work itself), except to the extent that such damage, loss or expense is due to the fault or negligence of the party seeking indemnity. § 10.3.4 The Owner shall not be responsible under this Section 10.3 for materials or substances the Contractor brings to the site unless such materials or substances are required by the Contract Documents. The Owner shall be responsible for materials or substances required by the Contract Documents, except to the extent of the Contractor’s fault or negligence in the use and handling of such materials or substances. § 10.3.5 The Contractor shall indemnify the Owner for the cost and expense the Owner incurs (1) for remediation of a material or substance the Contractor brings to the site and negligently handles, or (2) where the Contractor fails to perform its obligations under Section 10.3.1, except to the extent that the cost and expense are due to the Owner’s fault or negligence. § 10.3.6 If, without negligence on the part of the Contractor, the Contractor is held liable by a government agency for the cost of remediation of a hazardous material or substance solely by reason of performing Work as required by the Contract Documents, the Owner shall indemnify the Contractor for all cost and expense thereby incurred. § 10.4 Emergencies In an emergency affecting safety of persons or property, the Contractor shall act, at the Contractor’s discretion, to prevent threatened damage, injury or loss. Additional compensation or extension of time claimed by the Contractor on account of an emergency shall be determined as provided in Article 15 and Article 7.

ARTICLE 11 INSURANCE AND BONDS § 11.1 Contractor’s Liability Insurance § 11.1.1 The Contractor shall purchase from and maintain in a company or companies lawfully authorized to do business in the jurisdiction in which the Project is located such insurance as will protect the Contractor from claims set forth below which may arise out of or result from the Contractor’s operations and completed operations under the Contract and for which the Contractor may be legally liable, whether such operations be by the Contractor or by a Subcontractor or by anyone directly or indirectly employed by any of them, or by anyone for whose acts any of them may be liable: .1 Claims under workers’ compensation, disability benefit and other similar employee benefit acts that are applicable to the Work to be performed; AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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.2 .3 .4 .5 .6 .7 .8

Claims for damages because of bodily injury, occupational sickness or disease, or death of the Contractor’s employees; Claims for damages because of bodily injury, sickness or disease, or death of any person other than the Contractor’s employees; Claims for damages insured by usual personal injury liability coverage; Claims for damages, other than to the Work itself, because of injury to or destruction of tangible property, including loss of use resulting therefrom; Claims for damages because of bodily injury, death of a person or property damage arising out of ownership, maintenance or use of a motor vehicle; Claims for bodily injury or property damage arising out of completed operations; and Claims involving contractual liability insurance applicable to the Contractor’s obligations under Section 3.18.

§ 11.1.2 The insurance required by Section 11.1.1 shall be written for not less than limits of liability specified in the Contract Documents or required by law, whichever coverage is greater. Coverages, whether written on an occurrence or claims-made basis, shall be maintained without interruption from the date of commencement of the Work until the date of final payment and termination of any coverage required to be maintained after final payment, and, with respect to the Contractor’s completed operations coverage, until the expiration of the period for correction of Work or for such other period for maintenance of completed operations coverage as specified in the Contract Documents. § 11.1.3 Certificates of insurance acceptable to the Owner shall be filed with the Owner prior to commencement of the Work and thereafter upon renewal or replacement of each required policy of insurance. These certificates and the insurance policies required by this Section 11.1 shall contain a provision that coverages afforded under the policies will not be canceled or allowed to expire until at least 30 days’ prior written notice has been given to the Owner. An additional certificate evidencing continuation of liability coverage, including coverage for completed operations, shall be submitted with the final Application for Payment as required by Section 9.10.2 and thereafter upon renewal or replacement of such coverage until the expiration of the time required by Section 11.1.2. Information concerning reduction of coverage on account of revised limits or claims paid under the General Aggregate, or both, shall be furnished by the Contractor with reasonable promptness. § 11.1.4 The Contractor shall cause the commercial liability coverage required by the Contract Documents to include (1) the Owner, the Architect and the Architect’s consultants as additional insureds for claims caused in whole or in part by the Contractor’s negligent acts or omissions during the Contractor’s operations; and (2) the Owner as an additional insured for claims caused in whole or in part by the Contractor’s negligent acts or omissions during the Contractor’s completed operations. § 11.2 Owner’s Liability Insurance The Owner shall be responsible for purchasing and maintaining the Owner’s usual liability insurance. § 11.3 Property Insurance § 11.3.1 Unless otherwise provided, the Owner shall purchase and maintain, in a company or companies lawfully authorized to do business in the jurisdiction in which the Project is located, property insurance written on a builder’s risk “all-risk” or equivalent policy form in the amount of the initial Contract Sum, plus value of subsequent Contract Modifications and cost of materials supplied or installed by others, comprising total value for the entire Project at the site on a replacement cost basis without optional deductibles. Such property insurance shall be maintained, unless otherwise provided in the Contract Documents or otherwise agreed in writing by all persons and entities who are beneficiaries of such insurance, until final payment has been made as provided in Section 9.10 or until no person or entity other than the Owner has an insurable interest in the property required by this Section 11.3 to be covered, whichever is later. This insurance shall include interests of the Owner, the Contractor, Subcontractors and Sub-subcontractors in the Project. § 11.3.1.1 Property insurance shall be on an “all-risk” or equivalent policy form and shall include, without limitation, insurance against the perils of fire (with extended coverage) and physical loss or damage including, without duplication of coverage, theft, vandalism, malicious mischief, collapse, earthquake, flood, windstorm, falsework, testing and startup, temporary buildings and debris removal including demolition occasioned by enforcement of any applicable legal requirements, and shall cover reasonable compensation for Architect’s and Contractor’s services and expenses required as a result of such insured loss.

AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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§ 11.3.1.2 If the Owner does not intend to purchase such property insurance required by the Contract and with all of the coverages in the amount described above, the Owner shall so inform the Contractor in writing prior to commencement of the Work. The Contractor may then effect insurance that will protect the interests of the Contractor, Subcontractors and Sub-subcontractors in the Work, and by appropriate Change Order the cost thereof shall be charged to the Owner.

If the Contractor is damaged by the failure or neglect of the Owner to purchase or maintain insurance as described above, without so notifying the Contractor in writing, then the Owner shall bear all reasonable costs properly attributable thereto. § 11.3.1.3 If the property insurance requires deductibles, the Owner shall pay costs not covered because of such deductibles. § 11.3.1.4 This property insurance shall cover portions of the Work stored off the site, and also portions of the Work in transit. § 11.3.1.5 Partial occupancy or use in accordance with Section 9.9 shall not commence until the insurance company or companies providing property insurance have consented to such partial occupancy or use by endorsement or otherwise. The Owner and the Contractor shall take reasonable steps to obtain consent of the insurance company or companies and shall, without mutual written consent, take no action with respect to partial occupancy or use that would cause cancellation, lapse or reduction of insurance. § 11.3.2 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 the Owner; this insurance shall include interests of the Owner, Contractor, Subcontractors and Sub-subcontractors in the Work, and the Owner and Contractor shall be named insureds. § 11.3.3 Loss of Use Insurance The Owner, at the Owner’s option, may purchase and maintain such insurance as will insure the Owner against loss of use of the Owner’s property due to fire or other hazards, however caused. The Owner waives all rights of action against the Contractor for loss of use of the Owner’s property, including consequential losses due to fire or other hazards however caused. § 11.3.4 If the Contractor requests in writing that insurance for risks other than those described herein or other special causes of loss be included in the property insurance policy, the Owner shall, if possible, include such insurance, and the cost thereof shall be charged to the Contractor by appropriate Change Order. § 11.3.5 If during the Project construction period the Owner insures properties, real or personal or both, at or adjacent to the site by property insurance under policies separate from those insuring the Project, or if after final payment property insurance is to be provided on the completed Project through a policy or policies other than those insuring the Project during the construction period, the Owner shall waive all rights in accordance with the terms of Section 11.3.7 for damages caused by fire or other causes of loss covered by this separate property insurance. All separate policies shall provide this waiver of subrogation by endorsement or otherwise. § 11.3.6 Before an exposure to loss may occur, the Owner shall file with the Contractor a copy of each policy that includes insurance coverages required by this Section 11.3. Each policy shall contain all generally applicable conditions, definitions, exclusions and endorsements related to this Project. Each policy shall contain a provision that the policy will not be canceled or allowed to expire, and that its limits will not be reduced, until at least 30 days’ prior written notice has been given to the Contractor. § 11.3.7 Waivers of Subrogation The Owner and Contractor waive all rights against (1) each other and any of their subcontractors, sub-subcontractors, agents and employees, each of the other, and (2) the Architect, Architect’s consultants, separate contractors described in Article 6, if any, and any of their subcontractors, sub-subcontractors, agents and employees, for damages caused by fire or other causes of loss to the extent covered by property insurance obtained pursuant to this Section 11.3 or other property insurance applicable to the Work, except such rights as they have to proceeds of such insurance held by the Owner as fiduciary. The Owner or Contractor, as appropriate, shall require of the Architect, Architect’s consultants, AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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separate contractors described in Article 6, if any, and the subcontractors, sub-subcontractors, agents and employees of any of them, by appropriate agreements, written where legally required for validity, similar waivers each in favor of other parties enumerated herein. The policies shall provide such waivers of subrogation by endorsement or otherwise.

A waiver of subrogation shall be effective as to a person or entity even though that person or entity would otherwise have a duty of indemnification, contractual or otherwise, did not pay the insurance premium directly or indirectly, and whether or not the person or entity had an insurable interest in the property damaged. § 11.3.8 A loss insured under the Owner’s property insurance shall be adjusted by the Owner as fiduciary and made payable to the Owner as fiduciary for the insureds, as their interests may appear, subject to requirements of any applicable mortgagee clause and of Section 11.3.10. The Contractor shall pay Subcontractors their just shares of insurance proceeds received by the Contractor, and by appropriate agreements, written where legally required for validity, shall require Subcontractors to make payments to their Sub-subcontractors in similar manner. § 11.3.9 If required in writing by a party in interest, the Owner as fiduciary shall, upon occurrence of an insured loss, give bond for proper performance of the Owner’s duties. The cost of required bonds shall be charged against proceeds received as fiduciary. The Owner shall deposit in a separate account proceeds so received, which the Owner shall distribute in accordance with such agreement as the parties in interest may reach, or as determined in accordance with the method of binding dispute resolution selected in the Agreement between the Owner and Contractor. If after such loss no other special agreement is made and unless the Owner terminates the Contract for convenience, replacement of damaged property shall be performed by the Contractor after notification of a Change in the Work in accordance with Article 7. § 11.3.10 The Owner as fiduciary shall have power to adjust and settle a loss with insurers unless one of the parties in interest shall object in writing within five days after occurrence of loss to the Owner’s exercise of this power; if such objection is made, the dispute shall be resolved in the manner selected by the Owner and Contractor as the method of binding dispute resolution in the Agreement. If the Owner and Contractor have selected arbitration as the method of binding dispute resolution, the Owner as fiduciary shall make settlement with insurers or, in the case of a dispute over distribution of insurance proceeds, in accordance with the directions of the arbitrators. § 11.4 Performance Bond and Payment Bond § 11.4.1 The Owner shall have the right to require the Contractor to furnish bonds covering faithful performance of the Contract and payment of obligations arising thereunder as stipulated in bidding requirements or specifically required in the Contract Documents on the date of execution of the Contract. § 11.4.2 Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of obligations arising under the Contract, the Contractor shall promptly furnish a copy of the bonds or shall authorize a copy to be furnished.

ARTICLE 12 UNCOVERING AND CORRECTION OF WORK § 12.1 Uncovering of Work § 12.1.1 If a portion of the Work is covered contrary to the Architect’s request or to requirements specifically expressed in the Contract Documents, it must, if requested in writing by the Architect, be uncovered for the Architect’s examination and be replaced at the Contractor’s expense without change in the Contract Time. § 12.1.2 If a portion of the Work has been covered that the Architect has not specifically requested to examine prior to its being covered, the Architect may request to see such Work and it shall be uncovered by the Contractor. If such Work is in accordance with the Contract Documents, costs of uncovering and replacement shall, by appropriate Change Order, be at the Owner’s expense. If such Work is not in accordance with the Contract Documents, such costs and the cost of correction shall be at the Contractor’s expense unless the condition was caused by the Owner or a separate contractor in which event the Owner shall be responsible for payment of such costs. § 12.2 Correction of Work § 12.2.1 Before or After Substantial Completion The Contractor shall promptly correct Work rejected by the Architect or failing to conform to the requirements of the Contract Documents, whether discovered before or after Substantial Completion and whether or not fabricated, installed or completed. Costs of correcting such rejected Work, including additional testing and inspections, the cost of AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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uncovering and replacement, and compensation for the Architect’s services and expenses made necessary thereby, shall be at the Contractor’s expense. § 12.2.2 After Substantial Completion § 12.2.2.1 In addition to the Contractor’s obligations under Section 3.5, if, within one year after the date of Substantial Completion of the Work or designated portion thereof or after the date for commencement of warranties established under Section 9.9.1, or by terms of an applicable special warranty required by the Contract Documents, any of the Work is found to be not in accordance with the requirements of the Contract Documents, the Contractor shall correct it promptly after receipt of written notice from the Owner to do so unless the Owner has previously given the Contractor a written acceptance of such condition. The Owner shall give such notice promptly after discovery of the condition.

During the one-year period for correction of Work, if the Owner fails to notify the Contractor and give the Contractor an opportunity to make the correction, the Owner waives the rights to require correction by the Contractor and to make a claim for breach of warranty. If the Contractor fails to correct nonconforming Work within a reasonable time during that period after receipt of notice from the Owner or Architect, the Owner may correct it in accordance with Section 2.4. § 12.2.2.2 The one-year period for correction of Work shall be extended with respect to portions of Work first performed after Substantial Completion by the period of time between Substantial Completion and the actual completion of that portion of the Work. § 12.2.2.3 The one-year period for correction of Work shall not be extended by corrective Work performed by the Contractor pursuant to this Section 12.2. § 12.2.3 The Contractor shall remove from the site portions of the Work that are not in accordance with the requirements of the Contract Documents and are neither corrected by the Contractor nor accepted by the Owner. § 12.2.4 The Contractor shall bear the cost of correcting destroyed or damaged construction, whether completed or partially completed, of the Owner or separate contractors caused by the Contractor’s correction or removal of Work that is not in accordance with the requirements of the Contract Documents. § 12.2.5 Nothing contained in this Section 12.2 shall be construed to establish a period of limitation with respect to other obligations the Contractor has under the Contract Documents. Establishment of the one-year period for correction of Work as described in Section 12.2.2 relates only to the specific obligation of the Contractor to correct the Work, and has no relationship to the time within which the obligation to comply with the Contract Documents may be sought to be enforced, nor to the time within which proceedings may be commenced to establish the Contractor’s liability with respect to the Contractor’s obligations other than specifically to correct the Work. § 12.3 Acceptance of Nonconforming Work If the Owner prefers to accept Work that is not in accordance with the requirements of the Contract Documents, the Owner may do so instead of requiring its removal and correction, in which case the Contract Sum will be reduced as appropriate and equitable. Such adjustment shall be effected whether or not final payment has been made.

ARTICLE 13 MISCELLANEOUS PROVISIONS § 13.1 Governing Law The Contract shall be governed by the law of the place where the Project is located except that, if the parties have selected arbitration as the method of binding dispute resolution, the Federal Arbitration Act shall govern Section 15.4. § 13.2 Successors and Assigns § 13.2.1 The Owner and Contractor respectively bind themselves, their partners, successors, assigns and legal representatives to covenants, agreements and obligations contained in the Contract Documents. Except as provided in Section 13.2.2, neither party to the Contract shall assign the Contract as a whole without written consent of the other.

If either party attempts to make such an assignment without such consent, that party shall nevertheless remain legally responsible for all obligations under the Contract. § 13.2.2 The Owner may, without consent of the Contractor, assign the Contract to a lender providing construction financing for the Project, if the lender assumes the Owner’s rights and obligations under the Contract Documents. The Contractor shall execute all consents reasonably required to facilitate such assignment.

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§ 13.3 Written Notice Written notice shall be deemed to have been duly served if delivered in person to the individual, to a member of the firm or entity, or to an officer of the corporation for which it was intended; or if delivered at, or sent by registered or certified mail or by courier service providing proof of delivery to, the last business address known to the party giving notice. § 13.4 Rights and Remedies § 13.4.1 Duties and obligations imposed by the Contract Documents and rights and remedies available thereunder shall be in addition to and not a limitation of duties, obligations, rights and remedies otherwise imposed or available by law. § 13.4.2 No action or failure to act by the Owner, Architect or Contractor shall constitute a waiver of a right or duty afforded them under the Contract, nor shall such action or failure to act constitute approval of or acquiescence in a breach there under, except as may be specifically agreed in writing. § 13.5 Tests and Inspections § 13.5.1 Tests, inspections and approvals of portions of the Work shall be made as required by the Contract Documents and by applicable laws, statutes, ordinances, codes, rules and regulations or lawful orders of public authorities. Unless otherwise provided, the Contractor shall make arrangements for such tests, inspections and approvals with an independent testing laboratory or entity acceptable to the Owner, or with the appropriate public authority, and shall bear all related costs of tests, inspections and approvals. The Contractor shall give the Architect timely notice of when and where tests and inspections are to be made so that the Architect may be present for such procedures. The Owner shall bear costs of (1) tests, inspections or approvals that do not become requirements until after bids are received or negotiations concluded, and (2) tests, inspections or approvals where building codes or applicable laws or regulations prohibit the Owner from delegating their cost to the Contractor. § 13.5.2 If the Architect, Owner or public authorities having jurisdiction determine that portions of the Work require additional testing, inspection or approval not included under Section 13.5.1, the Architect will, upon written authorization from the Owner, instruct the Contractor to make arrangements for such additional testing, inspection or approval by an entity acceptable to the Owner, and the Contractor shall give timely notice to the Architect of when and where tests and inspections are to be made so that the Architect may be present for such procedures. Such costs, except as provided in Section 13.5.3, shall be at the Owner’s expense. § 13.5.3 If such procedures for testing, inspection or approval under Sections 13.5.1 and 13.5.2 reveal failure of the portions of the Work to comply with requirements established by the Contract Documents, all costs made necessary by such failure including those of repeated procedures and compensation for the Architect’s services and expenses shall be at the Contractor’s expense. § 13.5.4 Required certificates of testing, inspection or approval shall, unless otherwise required by the Contract Documents, be secured by the Contractor and promptly delivered to the Architect. § 13.5.5 If the Architect is to observe tests, inspections or approvals required by the Contract Documents, the Architect will do so promptly and, where practicable, at the normal place of testing. § 13.5.6 Tests or inspections conducted pursuant to the Contract Documents shall be made promptly to avoid unreasonable delay in the Work. § 13.6 Interest Payments due and unpaid under the Contract Documents shall bear interest from the date payment is due at such rate as the parties may agree upon in writing or, in the absence thereof, at the legal rate prevailing from time to time at the place where the Project is located. § 13.7 Time Limits on Claims The Owner and Contractor shall commence all claims and causes of action, whether in contract, tort, breach of warranty or otherwise, against the other arising out of or related to the Contract in accordance with the requirements of the final dispute resolution method selected in the Agreement within the time period specified by applicable law, but in AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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any case not more than 10 years after the date of Substantial Completion of the Work. The Owner and Contractor waive all claims and causes of action not commenced in accordance with this Section 13.7.

ARTICLE 14 TERMINATION OR SUSPENSION OF THE CONTRACT § 14.1 Termination by the Contractor § 14.1.1 The Contractor may terminate the Contract if the Work is stopped for a period of 30 consecutive days through no act or fault of the Contractor or a Subcontractor, Sub-subcontractor or their agents or employees or any other persons or entities performing portions of the Work under direct or indirect contract with the Contractor, for any of the following reasons: .1 Issuance of an order of a court or other public authority having jurisdiction that requires all Work to be stopped; .2 An act of government, such as a declaration of national emergency that requires all Work to be stopped; .3 Because the Architect has not issued a Certificate for Payment and has not notified the Contractor of the reason for withholding certification as provided in Section 9.4.1, or because the Owner has not made payment on a Certificate for Payment within the time stated in the Contract Documents; or .4 The Owner has failed to furnish to the Contractor promptly, upon the Contractor’s request, reasonable evidence as required by Section 2.2.1. § 14.1.2 The Contractor may terminate the Contract if, through no act or fault of the Contractor or a Subcontractor, Sub-subcontractor or their agents or employees or any other persons or entities performing portions of the Work under direct or indirect contract with the Contractor, repeated suspensions, delays or interruptions of the entire Work by the Owner as described in Section 14.3 constitute in the aggregate more than 100 percent of the total number of days scheduled for completion, or 120 days in any 365-day period, whichever is less. § 14.1.3 If one of the reasons described in Section 14.1.1 or 14.1.2 exists, the Contractor may, upon seven days’ written notice to the Owner and Architect, terminate the Contract and recover from the Owner payment for Work executed, including reasonable overhead and profit, costs incurred by reason of such termination, and damages. § 14.1.4 If the Work is stopped for a period of 60 consecutive days through no act or fault of the Contractor or a Subcontractor or their agents or employees or any other persons performing portions of the Work under contract with the Contractor because the Owner has repeatedly failed to fulfill the Owner’s obligations under the Contract Documents with respect to matters important to the progress of the Work, the Contractor may, upon seven additional days’ written notice to the Owner and the Architect, terminate the Contract and recover from the Owner as provided in Section 14.1.3. § 14.2 Termination by the Owner for Cause § 14.2.1 The Owner may terminate the Contract if the Contractor .1 repeatedly refuses or fails to supply enough properly skilled workers or proper materials; .2 fails to make payment to Subcontractors for materials or labor in accordance with the respective agreements between the Contractor and the Subcontractors; .3 repeatedly disregards applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of a public authority; or .4 otherwise is guilty of substantial breach of a provision of the Contract Documents. § 14.2.2 When any of the above reasons exist, the Owner, upon certification by the Initial Decision Maker that sufficient cause exists to justify such action, may without prejudice to any other rights or remedies of the Owner and after giving the Contractor and the Contractor’s surety, if any, seven days’ written notice, terminate employment of the Contractor and may, subject to any prior rights of the surety: .1 Exclude the Contractor from the site and take possession of all materials, equipment, tools, and construction equipment and machinery thereon owned by the Contractor; .2 Accept assignment of subcontracts pursuant to Section 5.4; and .3 Finish the Work by whatever reasonable method the Owner may deem expedient. Upon written request of the Contractor, the Owner shall furnish to the Contractor a detailed accounting of the costs incurred by the Owner in finishing the Work. § 14.2.3 When the Owner terminates the Contract for one of the reasons stated in Section 14.2.1, the Contractor shall not be entitled to receive further payment until the Work is finished.

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§ 14.2.4 If the unpaid balance of the Contract Sum exceeds costs of finishing the Work, including compensation for the Architect’s services and expenses made necessary thereby, and other damages incurred by the Owner and not expressly waived, such excess shall be paid to the Contractor. If such costs and damages exceed the unpaid balance, the Contractor shall pay the difference to the Owner. The amount to be paid to the Contractor or Owner, as the case may be, shall be certified by the Initial Decision Maker, upon application, and this obligation for payment shall survive termination of the Contract. § 14.3 Suspension by the Owner for Convenience § 14.3.1 The Owner may, without cause, order the Contractor in writing to suspend, delay or interrupt the Work in whole or in part for such period of time as the Owner may determine. § 14.3.2 The Contract Sum and Contract Time shall be adjusted for increases in the cost and time caused by suspension, delay or interruption as described in Section 14.3.1. Adjustment of the Contract Sum shall include profit. No adjustment shall be made to the extent .1 that performance is, was or would have been so suspended, delayed or interrupted by another cause for which the Contractor is responsible; or .2 that an equitable adjustment is made or denied under another provision of the Contract. § 14.4 Termination by the Owner for Convenience § 14.4.1 The Owner may, at any time, terminate the Contract for the Owner’s convenience and without cause. § 14.4.2 Upon receipt of written notice from the Owner of such termination for the Owner’s convenience, the Contractor shall .1 cease operations as directed by the Owner in the notice; .2 take actions necessary, or that the Owner may direct, for the protection and preservation of the Work; and .3 except for Work directed to be performed prior to the effective date of termination stated in the notice, terminate all existing subcontracts and purchase orders and enter into no further subcontracts and purchase orders. § 14.4.3 In case of such termination for the Owner’s convenience, the Contractor shall be entitled to receive payment for Work executed, and costs incurred by reason of such termination, along with reasonable overhead and profit on the Work not executed.

ARTICLE 15 CLAIMS AND DISPUTES § 15.1 Claims § 15.1.1 Definition A Claim is a demand or assertion by one of the parties seeking, as a matter of right, payment of money, or other relief with respect to the terms of the Contract. The term “Claim” also includes other disputes and matters in question between the Owner and Contractor arising out of or relating to the Contract. The responsibility to substantiate Claims shall rest with the party making the Claim. § 15.1.2 Notice of Claims Claims by either the Owner or Contractor must be initiated by written notice to the other party and to the Initial Decision Maker with a copy sent to the Architect, if the Architect is not serving as the Initial Decision Maker. Claims by either party must be initiated within 21 days after occurrence of the event giving rise to such Claim or within 21 days after the claimant first recognizes the condition giving rise to the Claim, whichever is later. § 15.1.3 Continuing Contract Performance Pending final resolution of a Claim, except as otherwise agreed in writing or as provided in Section 9.7 and Article 14, the Contractor shall proceed diligently with performance of the Contract and the Owner shall continue to make payments in accordance with the Contract Documents. The Architect will prepare Change Orders and issue Certificates for Payment in accordance with the decisions of the Initial Decision Maker.

AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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§ 15.1.4 Claims for Additional Cost If the Contractor wishes to make a Claim for an increase in the Contract Sum, written notice as provided herein shall be given before proceeding to execute the Work. Prior notice is not required for Claims relating to an emergency endangering life or property arising under Section 10.4. § 15.1.5 Claims for Additional Time § 15.1.5.1 If the Contractor wishes to make a Claim for an increase in the Contract Time, written notice as provided herein shall be given. The Contractor’s Claim shall include an estimate of cost and of probable effect of delay on progress of the Work. In the case of a continuing delay, only one Claim is necessary. § 15.1.5.2 If adverse weather conditions are the basis for a Claim for additional time, such Claim shall be documented by data substantiating that weather conditions were abnormal for the period of time, could not have been reasonably anticipated and had an adverse effect on the scheduled construction. § 15.1.6 Claims for Consequential Damages The Contractor and Owner waive Claims against each other for consequential damages arising out of or relating to this Contract. This mutual waiver includes .1 damages incurred by the Owner for rental expenses, for losses of use, income, profit, financing, business and reputation, and for loss of management or employee productivity or of the services of such persons; .2 damages incurred by the Contractor for principal office expenses including the compensation of personnel stationed there, for losses of financing, business and reputation, and for loss of profit except anticipated profit arising directly from the Work; and .3 damages resulting from failure of the Project to achieve the Sustainable Objective or one or more of the Sustainable Measures including unachieved energy savings, unintended operational expenses, lost financial or tax incentives, or unachieved gains in worker productivity.

This mutual waiver is applicable, without limitation, to all consequential damages due to either party’s termination in accordance with Article 14. Nothing contained in this Section 15.1.6 shall be deemed to preclude an award of liquidated damages, when applicable, in accordance with the requirements of the Contract Documents. § 15.2 Initial Decision § 15.2.1 Claims, excluding those arising under Sections 10.3, 10.4, 11.3.9, and 11.3.10, shall be referred to the Initial Decision Maker for initial decision. The Architect will serve as the Initial Decision Maker, unless otherwise indicated in the Agreement. Except for those Claims excluded by this Section 15.2.1, an initial decision shall be required as a condition precedent to mediation of any Claim arising prior to the date final payment is due, unless 30 days have passed after the Claim has been referred to the Initial Decision Maker with no decision having been rendered. Unless the Initial Decision Maker and all affected parties agree, the Initial Decision Maker will not decide disputes between the Contractor and persons or entities other than the Owner. § 15.2.2 The Initial Decision Maker will review Claims and within ten days of the receipt of a Claim take one or more of the following actions: (1) request additional supporting data from the claimant or a response with supporting data from the other party, (2) reject the Claim in whole or in part, (3) approve the Claim, (4) suggest a compromise, or (5) advise the parties that the Initial Decision Maker is unable to resolve the Claim if the Initial Decision Maker lacks sufficient information to evaluate the merits of the Claim or if the Initial Decision Maker concludes that, in the Initial Decision Maker’s sole discretion, it would be inappropriate for the Initial Decision Maker to resolve the Claim. § 15.2.3 In evaluating Claims, the Initial Decision Maker may, but shall not be obligated to, consult with or seek information from either party or from persons with special knowledge or expertise who may assist the Initial Decision Maker in rendering a decision. The Initial Decision Maker may request the Owner to authorize retention of such persons at the Owner’s expense. § 15.2.4 If the Initial Decision Maker requests a party to provide a response to a Claim or to furnish additional supporting data, such party shall respond, within ten days after receipt of such request, and shall either (1) provide a response on the requested supporting data, (2) advise the Initial Decision Maker when the response or supporting data will be furnished or (3) advise the Initial Decision Maker that no supporting data will be furnished. Upon receipt of the response or supporting data, if any, the Initial Decision Maker will either reject or approve the Claim in whole or in part.

AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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§ 15.2.5 The Initial Decision Maker will render an initial decision approving or rejecting the Claim, or indicating that the Initial Decision Maker is unable to resolve the Claim. This initial decision shall (1) be in writing; (2) state the reasons therefor; and (3) notify the parties and the Architect, if the Architect is not serving as the Initial Decision Maker, of any change in the Contract Sum or Contract Time or both. The initial decision shall be final and binding on the parties but subject to mediation and, if the parties fail to resolve their dispute through mediation, to binding dispute resolution. § 15.2.6 Either party may file for mediation of an initial decision at any time, subject to the terms of Section 15.2.6.1. § 15.2.6.1 Either party may, within 30 days from the date of an initial decision, demand in writing that the other party file for mediation within 60 days of the initial decision. If such a demand is made and the party receiving the demand fails to file for mediation within the time required, then both parties waive their rights to mediate or pursue binding dispute resolution proceedings with respect to the initial decision. § 15.2.7 In the event of a Claim against the Contractor, the Owner may, but is not obligated to, notify the surety, if any, of the nature and amount of the Claim. If the Claim relates to a possibility of a Contractor’s default, the Owner may, but is not obligated to, notify the surety and request the surety’s assistance in resolving the controversy. § 15.2.8 If a Claim relates to or is the subject of a mechanic’s lien, the party asserting such Claim may proceed in accordance with applicable law to comply with the lien notice or filing deadlines. § 15.3 Mediation § 15.3.1 Claims, disputes, or other matters in controversy arising out of or related to the Contract except those waived as provided for in Sections 9.10.4, 9.10.5, and 15.1.6 shall be subject to mediation as a condition precedent to binding dispute resolution. § 15.3.2 The parties shall endeavor to resolve their Claims by mediation which, unless the parties mutually agree otherwise, shall be administered by the American Arbitration Association in accordance with its Construction Industry Mediation Procedures in effect on the date of the Agreement. A request for mediation shall be made in writing, delivered to the other party to the Contract, and filed with the person or entity administering the mediation. The request may be made concurrently with the filing of binding dispute resolution proceedings but, in such event, mediation shall proceed in advance of binding dispute resolution proceedings, which shall be stayed pending mediation for a period of 60 days from the date of filing, unless stayed for a longer period by agreement of the parties or court order. If an arbitration is stayed pursuant to this Section 15.3.2, the parties may nonetheless proceed to the selection of the arbitrator(s) and agree upon a schedule for later proceedings. § 15.3.3 The parties shall share the mediator’s fee and any filing fees equally. The mediation shall be held in the place where the Project is located, unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof. § 15.4 Arbitration § 15.4.1 If the parties have selected arbitration as the method for binding dispute resolution in the Agreement, any Claim subject to, but not resolved by, mediation shall be subject to arbitration which, unless the parties mutually agree otherwise, shall be administered by the American Arbitration Association in accordance with its Construction Industry Arbitration Rules in effect on the date of the Agreement. A demand for arbitration shall be made in writing, delivered to the other party to the Contract, and filed with the person or entity administering the arbitration. The party filing a notice of demand for arbitration must assert in the demand all Claims then known to that party on which arbitration is permitted to be demanded. § 15.4.1.1 A demand for arbitration shall be made no earlier than concurrently with the filing of a request for mediation, but in no event shall it be made after the date when the institution of legal or equitable proceedings based on the Claim would be barred by the applicable statute of limitations. For statute of limitations purposes, receipt of a written demand for arbitration by the person or entity administering the arbitration shall constitute the institution of legal or equitable proceedings based on the Claim.

AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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§ 15.4.2 The award rendered by the arbitrator or arbitrators shall be final, and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof. § 15.4.3 The foregoing agreement to arbitrate and other agreements to arbitrate with an additional person or entity duly consented to by parties to the Agreement shall be specifically enforceable under applicable law in any court having jurisdiction thereof. § 15.4.4 Consolidation or Joinder § 15.4.4.1 Either party, at its sole discretion, may consolidate an arbitration conducted under this Agreement with any other arbitration to which it is a party provided that (1) the arbitration agreement governing the other arbitration permits consolidation, (2) the arbitrations to be consolidated substantially involve common questions of law or fact, and (3) the arbitrations employ materially similar procedural rules and methods for selecting arbitrator(s). § 15.4.4.2 Either party, at its sole discretion, may include by joinder persons or entities substantially involved in a common question of law or fact whose presence is required if complete relief is to be accorded in arbitration, provided that the party sought to be joined consents in writing to such joinder. Consent to arbitration involving an additional person or entity shall not constitute consent to arbitration of any claim, dispute or other matter in question not described in the written consent. § 15.4.4.3 The Owner and Contractor grant to any person or entity made a party to an arbitration conducted under this Section 15.4, whether by joinder or consolidation, the same rights of joinder and consolidation as the Owner and Contractor under this Agreement.

AIA Document A201™ – 2007 SP. Copyright © 2012 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:20 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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Addendum to AIA A201-2007SP

Modify Section 11.1 by inserting the following: 11.1.5 The Contractor shall purchase and maintain such insurance as will protect the Contractor from claims which may arise out of, or result from, the Contractor's operations under this Agreement, whether such operations are by the Contractor or by any Subcontractor, or by anyone directly employed by them, or by anyone for whose acts or omissions anyone of them may be liable.

11.1.5.1. Throughout the term of this Agreement, the Contractor shall secure the following coverages and comply with all provisions noted. Certificates of Insurance shall be issued to the Owner evidencing such coverage throughout the term of this Agreement.

11.1.5.2. During Preconstruction Phase: Commercial general liability of no less than $500,000 per claim, $500,000,000 per occurrence, $2,000,000 general aggregate, $2,000,000 products/completed operations total limit, $1,500,000 personal injury and advertising liability.

11.1.5.3. During the Construction Phase: The Contractor shall continue to maintain the insurance coverage required for the Preconstruction Phase, except that Section 11.1.5.2 shall be revised to read as follows: “Commercial General liability of no less than $500,000 per claim, $5,000,000 per occurrence, $5,000,000 project aggregate, $5,000,000 products/completed operations total limit, $5,000,000 personal injury and advertising liability�.

11.1.5.4. All policies shall be written on an occurrence basis using ISO form CG 00 01 or its equivalent. Coverage shall include contractual liability and XCU. Contractor will be required to provide proof of completed operations coverage for 3 years after Substantial Completion.

11.1.5.5. The Contractor is required to add Owner, its officials, employees, volunteers and agents as Additional Insured to the Contractor's Commercial General Liability and Umbrella policies with respect to liabilities caused in whole or part by Contractor's acts or omissions, or the acts or omissions of those acting on Contractor's behalf in the performance of the ongoing operations, services and completed operations of the Contractor under this Agreement. The coverage shall be primary and noncontributory.

11.1.5.6. Professional liability of no less than $1,000,000 per claim and $2,000,000 aggregate limit.

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11.1.5.7. Certificates of Insurance must indicate if the policy is issued on a claimsmade or occurrence basis. If coverage is carried on a claims-made basis, then 1) the retroactive date shall be noted on the Certificate and shall be prior to or the day of the inception of the contract; and 2) evidence of coverage shall be provided for three years beyond expiration of the Agreement.

11.1.5.8. Workers' Compensation as required by Minnesota Law. liability with limits of $500,000/$500,000/$500,000.

Employer's

11.1.5.9. An umbrella or excess liability policy over primary liability insurance coverages is an acceptable method to provide the required commercial general liability and employer's liability insurance amounts.

11.1.5.10. These are minimum insurance requirements. It is the sole responsibility of the Contractor to determine the need for and to procure additional insurance which may be needed in connection with this Agreement. Copies of policies shall be submitted to the Owner upon written request.

11.1.5.11. Certificates shall specifically indicate if the policy is written with an admitted or non-admitted carrier. Best's Rating for the insurer shall be noted on the Certificate, and shall not be less than an A-.

11.1.5.12. The Contractor shall not commence Work until it has obtained the required insurance and provided (an) acceptable Certificate (s) of Insurance to Owner.

11.1.5.13. Except as set forth in this Article, either the Contractor or its insurer shall provide Owner with prior notice of any lapse in the insurance required under this Agreement, including cancellation, non-renewal or material change in coverage.

11.1.5.14. Nothing in the Agreement (or any of the Contract Documents) shall constitute a waiver by Owner of any statutory or common law immunities, defenses, limits, or exceptions on liability.

Section 11.3 is modified by deleting Sections 11.3.1 through 11.3.1.5 of the form of AIA201 2017 SP and inserting the following:

11.3.1.1. The Contractor shall purchase and maintain, in a company or companies lawfully authorized to do business in the jurisdiction in which the Project is located, property insurance written on a builder’s risk “all risk� or equivalent policy form in amount of the Construction Cost under the Contract Documents, on a replacement cost basis without optional deductibles.

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11.3.1.2. The Contractor shall include Owner as an additional insured on the property insurance required by this subparagraph and shall furnish Owner with one (1) copy of the Certificate of Insurance which shall specifically set forth evidence of coverage required by this subparagraph. If Owner is damaged by the failure of the Contractor to procure or maintain such insurance, then the Contractor shall be liable for all damages, injury, costs and expenses, including attorneys’ fees, arising out of or resulting from the Contractor’s failure to procure or maintain such insurance.

11.3.1.3. Property insurance shall cover risks of direct physical loss unless the loss is limited by coverage from or cause by a peril excluded, and shall include insurance against the perils of fire (with extended coverage) and physical loss or damage including without duplication of coverage, theft, vandalism, malicious mischief, collapse, earthquake, flood, windstorm, falsework, testing and startup, temporary buildings and debris removal including demolition occasioned by enforcement of any applicable legal requirements and shall cover reasonable compensation for contractor’s services and expenses required as a result of such insured loss.

11.3.1.4. The Contractor, its Subcontractors and Sub-subcontractors are responsible for the deductible provided for under the property coverage and all other costs not covered by the property insurance.

11.3.1.5. A loss insured under the insurance required by this section shall, at the discretion of Owner, be adjusted by the Contractor as fiduciary and made payable to the Contractor as fiduciary for the insureds, as their interests may appear. The Contractor shall pay subcontractors their just shares of insurance proceeds received by the Contractor, and by appropriate agreements, written where legally required for validity, shall require subcontractors to make payments to their sub-subcontractors in similar manner.

11.3.1.6. The Contractor as fiduciary shall have the power to adjust and settle a loss with insurers unless one of the parties in interest shall object in writing within five (5) days after occurrence of loss to the Contractor’s exercise of this power; if such objection is made, the dispute shall be resolved by arbitration if agreed to by both parties. The Contractor as fiduciary shall, in the case of arbitration, make settlement with insurers in accordance with directions of the arbitrators. If distribution of insurance proceeds by arbitration is required, the arbitrators will direct such distribution.

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Modify Section 11.4 by deleting Section 11.4.1 of the form AIA201- 2017 SP and inserting the following:

11.4.1. The Contractor shall furnish bonds as described below, covering the faithful performance of the Contract and the payments of all obligations arising thereunder.

The GMP Addendum will not be signed until the CRWD has received the proper bonds specified under this clause, issued by a bonding company licensed to do business in Minnesota, and on the current list of Companies Holding Certificates of Authority as acceptable Sureties on Federal Bonds and as acceptable reinsuring companies as published in Circular 570 (Amended) by the Audit Staff Bureau of Accounts, U.S. Treasury Department. All bonds signed by an agent must be accompanied by a certified copy of the authority to act.

11.4.1.1. The bonds shall each be in the amount of 100% of the Construction Cost.

The term “Contract”, as used herein, shall include the original Contract plus all subsequent change orders and/or amendments. The contract price to which the principal is bound shall be the amount of the Construction Cost as reflected by the terms of the Contract.

11.4.1.2. Duly executed, notarized and updated Acknowledgments of both the Principal and Surety and the Surety’s Power of Attorney must be attached to each of the two required bonds.

11.4.1.3. Bond amounts shall not exceed the single bond limit for the Contractor’s bonding company as set forth in the federal register current as of the effective date of the Contract.

11.4.1.4. Bonds shall indemnify Owner for any loss sustained by Owner on account of or by reason of the acts of the Contractor or the acts of anyone else directly or indirectly employed by the contractor in the performance of the Work for the Project.

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X.X.X. Unless otherwise provided, CRWD shall purchase and maintain such boiler and machinery insurance required by this Part 2 Agreement or by law, which shall specifically cover such insured objects during installation and until final acceptance by CRWD. This insurance shall include interests of CRWD, the Contractor, the Contractor’s contractors and subcontractors in the Work, and the Contractor’s Architect and other design professionals. CRWD and the Contractor shall be named insureds.

X.X.X.1.

A loss insured under CRWD’s property insurance shall be adjusted

by CRWD as fiduciary and made payable to CRWD as fiduciary for the insureds, as their interests may appear, subject to requirements of any applicable mortgagee clause and of Section 2.6). The Contractor shall pay contractors their shares of insurance proceeds received by the Contractor, and by appropriate agreement, written where legally required for validity, shall require contractors to make payment to their subcontractors in similar manner.

X.X.X.3. Before an exposure to loss may occur, CRWD shall file with the Contractor a copy of a Certificate of Insurance for each policy that includes insurance coverages required by this Section 2). Each policy shall contain all generally applicable conditions, definitions, exclusions and endorsements related to this Project. Each policy shall contain a provision that the policy will not be canceled or allowed to expire until at least thirty (30) business days' prior written notice has been given to the Contractor.

X.Y.Z. CRWD and the Contractor waive all rights against each other and the Architect and other design professionals, contractors, subcontractors, agents and employees, each of the other, for damages caused by fire or other perils to the extent covered by property insurance obtained pursuant to this Section 2) or other property insurance applicable to the Work, except such rights as they may have to proceeds of such insurance held by CRWD as trustee. CRWD or Contractor, as appropriate, shall require from contractors and subcontractors by appropriate agreements, written where legally required for validity, similar waivers each in favor of the parties enumerated in this Section 2). The policies shall provide such waivers of subrogation by endorsement or otherwise. A waiver of subrogation shall be effective as to a person or entity even though that person or entity would otherwise have a duty of indemnification, contractual or otherwise, did not pay the insurance premium directly or indirectly, and whether or not the person or entity had an insurable interest in the property damaged.

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[CRWD as trustee shall have power to adjust and settle a loss with insurers unless one of the parties in interest shall object in writing, within five (5) business days after such notification of CRWD’s intent to exercise this power; if such objection be made, the parties shall enter into dispute resolution under procedures provided in this Part 2 Agreement. If distribution of insurance proceeds by arbitration is required, the arbitrators will direct such distribution. ] [Partial occupancy or use prior to Substantial Completion shall not commence until the insurance company or companies providing property insurance have consented to such partial occupancy or use by endorsement or otherwise. CRWD and the Contractor shall take reasonable steps to obtain consent of the insurance company or companies and shall not, without mutual written consent, take any action with respect to partial occupancy or use that would cause cancellation, lapse or reduction of coverage.]

[CRWD shall be responsible for purchasing and maintaining CRWD’s usual liability insurance and/or self-insurance program.]

[Note: Sections 4.5 and 4.6 are optional and will be determined during negotiations for the part 2 Agreement.

4.5. Pollution/ Environment impact coverage to cover any remedial and/or cleanups, suits, judgments, claims, and/or actions of any type that may arise out of or result from the Work contemplated by this Part 2 Agreement. Such coverage shall include the Work performed on behalf of the Contractor by the subcontractors. CRWD, its officials, employees, and agents will be an insured under the policy for covered operations performed by the Contractor under the terms of this Part 2 Agreement. Policy will be written on a project basis per occurrence.

4.6. Umbrella Liability 4.6.1. $10,000,000 per occurrence. $10,000,000 general aggregate.

4.6.2. CRWD, its officials, employees, and agents, shall be an additional insured as required under the Commercial General Liability policy.

4.6.3. The policy will provide excess coverage over the commercial general liability and automobile liability policies.]

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®

AIA Document A133 – 2009 SP TM

Standard Form of Agreement Between Owner and Construction Manager as Constructor, for use on a Sustainable Project where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price AGREEMENT made as of the « » day of « » in the year « » (In words, indicate day, month and year.)

BETWEEN the Owner: (Name, legal status and address) « »« » « » and the Construction Manager: (Name, legal status and address) « »« » « » for the following Project: (Name and address or location) « » « » The Architect: (Name, legal status and address)

ADDITIONS AND DELETIONS: The author of this document has added information needed for its completion. The author may also have revised the text of the original AIA standard form. An Additions and Deletions Report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed.

This document has important legal consequences.

Consultation with an attorney is encouraged with respect to its completion or modification.

AIA Document A201™–2007 SP, General Conditions of the Contract for Construction, for use on a Sustainable Project, is adopted in this document by reference. Do not use with other general conditions unless this document is modified.

« »« » « » The Owner’s Designated Representative: (Name, address and other information) « « « « « «

» » » » » »

The Construction Manager’s Designated Representative: (Name, address and other information) « « « « « «

» » » » » »

ELECTRONIC COPYING of any portion of this AIA® Document to another electronic file is prohibited and constitutes a violation of copyright laws as set forth in the footer of this document.

The Architect’s Designated Representative: AIA Document A133™ – 2009 SP. Copyright © 2013 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:58 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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(Name, address and other information) « « « « « «

» » » » » »

The Owner and Construction Manager agree as follows.

AIA Document A133™ – 2009 SP. Copyright © 2013 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:58 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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TABLE OF ARTICLES 1

GENERAL PROVISIONS

2

CONSTRUCTION MANAGER’S RESPONSIBILITIES

3

OWNER’S RESPONSIBILITIES

4

COMPENSATION AND PAYMENTS FOR PRECONSTRUCTION PHASE SERVICES

5

COMPENSATION FOR CONSTRUCTION PHASE SERVICES

6

COST OF THE WORK FOR CONSTRUCTION PHASE

7

PAYMENTS FOR CONSTRUCTION PHASE SERVICES

8

INSURANCE AND BONDS

9

DISPUTE RESOLUTION

10

TERMINATION OR SUSPENSION

11

MISCELLANEOUS PROVISIONS

12

SCOPE OF THE AGREEMENT

EXHIBIT A

GUARANTEED MAXIMUM PRICE AMENDMENT

ARTICLE 1 GENERAL PROVISIONS § 1.1 The Contract Documents The Contract Documents consist of this Agreement, Conditions of the Contract (General, Supplementary and other Conditions), Drawings, Specifications, the Sustainability Plan, Addenda issued prior to the execution of this Agreement, other documents listed in this Agreement, and Modifications issued after execution of this Agreement, all of which form the Contract and are as fully a part of the Contract as if attached to this Agreement or repeated herein.

Upon the Owner’s acceptance of the Construction Manager’s Guaranteed Maximum Price proposal, the Contract Documents will also include the documents described in Section 2.2.3 and identified in the Guaranteed Maximum Price Amendment and revisions prepared by the Architect and furnished by the Owner as described in Section 2.2.8.

The Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations or agreements, either written or oral. If anything in the other Contract Documents, other than a Modification, is inconsistent with this Agreement, this Agreement shall govern. § 1.2 Relationship of the Parties The Construction Manager accepts the relationship of trust and confidence established by this Agreement and covenants with the Owner to cooperate with the Architect and exercise the Construction Manager’s skill and judgment in furthering the interests of the Owner to furnish efficient construction administration, management services and supervision; to furnish at all times an adequate supply of workers and materials; and to perform the Work in an expeditious and economical manner consistent with the Owner’s interests. The Owner agrees to furnish or approve, in a timely manner, information required by the Construction Manager, including information relevant and necessary for achievement of the Sustainable Objective, and to make payments to the Construction Manager in accordance with the requirements of the Contract Documents. § 1.3 General Conditions For the Preconstruction Phase, AIA Document A201™–2007 SP, General Conditions of the Contract for Construction, for use on a Sustainable Project, shall apply only as specifically provided in this Agreement. For the Construction Phase, the general conditions of the contract shall be as set forth in A201–2007 SP, which document is AIA Document A133™ – 2009 SP. Copyright © 2013 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:58 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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incorporated herein by reference. The term “Contractor” as used in A201–2007 SP shall mean the Construction Manager.

ARTICLE 2 CONSTRUCTION MANAGER’S RESPONSIBILITIES The Construction Manager’s Preconstruction Phase responsibilities are set forth in Sections 2.1 and 2.2. The Construction Manager’s Construction Phase responsibilities are set forth in Section 2.3. The Owner and Construction Manager may agree, in consultation with the Architect, for the Construction Phase to commence prior to completion of the Preconstruction Phase, in which case, both phases will proceed concurrently. During the Preconstruction Phase and Construction Phase, the Construction Manager shall perform those Sustainable Measures identified as the responsibility of the Construction Manager in the approved Sustainability Plan and any approved changes to the Sustainability Plan. The Construction Manager shall identify a representative authorized to act on behalf of the Construction Manager with respect to the Project. § 2.1 Preconstruction Phase § 2.1.1 The Construction Manager shall provide a preliminary evaluation of the Owner’s program, anticipated Sustainable Objective, schedule and construction budget requirements, each in terms of the other. § 2.1.2 Sustainability Workshop The Construction Manager shall attend a Sustainability Workshop conducted by the Architect with the Owner and, as requested by the Architect, with the Owner’s consultants, the Architect’s consultants and the Construction Manager’s consultants, during which the participants will: review and discuss potential Sustainability Certifications; establish the Sustainable Objective; discuss potential Sustainable Measures to be targeted; examine strategies for implementation of the Sustainable Measures; and discuss the potential impact of the Sustainable Measures on the Project schedule and the Owner’s program and budget. § 2.1.3 Sustainability Documentation The Construction Manager shall prepare and submit to the Architect the Sustainability Documentation required from the Construction Manager by the Sustainability Plan. § 2.1.4 Consultation The Construction Manager shall schedule and conduct meetings with the Architect and Owner to discuss such matters as procedures, progress, coordination, and scheduling of the Work and the requirements of the Sustainability Plan. The Construction Manager shall advise the Owner and the Architect on proposed site use and improvements, selection of materials, and building systems and equipment. The Construction Manager shall also provide recommendations consistent with the Project requirements, including the Sustainability Plan, to the Owner and Architect on constructability; availability of materials and labor; time requirements for procurement, installation and construction; and factors related to construction cost including, but not limited to, costs of alternative designs or materials, preliminary budgets, life-cycle data, and possible cost reductions. The Construction Manager shall identify any potential impact its recommendations may have on achievement of the Sustainable Measures or the Sustainable Objective. § 2.1.5 When Project requirements in Section 3.1.1 have been sufficiently identified, the Construction Manager shall prepare and periodically update a Project schedule for the Architect’s review and the Owner’s acceptance. The Construction Manager shall obtain the Architect’s approval for the portion of the Project schedule relating to the performance of the Architect’s services, including preparation of the Sustainability Plan. The Project schedule shall coordinate and integrate the Construction Manager’s services, the Architect’s services, other Owner consultants’ services, and the Owner’s responsibilities and identify items that could affect the Project’s timely completion or achievement of the Sustainable Objective. The updated Project schedule shall include the following: submission of the Guaranteed Maximum Price proposal; components of the Work; times of commencement and completion required of each Subcontractor; ordering and delivery of products, including those that must be ordered well in advance of construction; specific milestone dates related to the requirements of the Sustainability Plan; and the occupancy requirements of the Owner. § 2.1.6 Phased Construction The Construction Manager shall provide recommendations with regard to accelerated or fast-track scheduling, procurement, or phased construction. The Construction Manager shall take into consideration cost reductions, cost information, constructability, provisions for temporary facilities and procurement and construction scheduling issues.

AIA Document A133™ – 2009 SP. Copyright © 2013 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:58 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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§ 2.1.7 Preliminary Cost Estimates § 2.1.7.1 Based on the preliminary design and other design criteria prepared by the Architect, and the Owner’s anticipated Sustainable Objective, the Construction Manager shall prepare preliminary estimates of the Cost of the Work or the cost of program requirements using area, volume or similar conceptual estimating techniques for the Architect’s review and Owner’s approval. If the Architect or Construction Manager suggests alternative materials and systems, the Construction Manager shall provide cost evaluations of those alternative materials and systems. § 2.1.7.2 As the Architect progresses with the preparation of the Schematic Design, Design Development and Construction Documents, and the Sustainability Plan the Construction Manager shall prepare and update, at appropriate intervals agreed to by the Owner, Construction Manager and Architect, estimates of the Cost of the Work of increasing detail and refinement and allowing for the further development of the design and the Sustainability Plan until such time as the Owner and Construction Manager agree on a Guaranteed Maximum Price for the Work. Such estimates shall be provided for the Architect’s review and the Owner’s approval. The Construction Manager shall inform the Owner and Architect when estimates of the Cost of the Work exceed the latest approved Project budget and make recommendations for corrective action. § 2.1.8 Subcontractors and Suppliers The Construction Manager shall develop bidders’ interest in the Project. § 2.1.9 The Construction Manager shall prepare, for the Architect’s review and the Owner’s acceptance, a procurement schedule for items that must be ordered well in advance of construction. The Construction Manager shall expedite and coordinate the ordering and delivery of materials that must be ordered well in advance of construction. If the Owner agrees to procure any items prior to the establishment of the Guaranteed Maximum Price, the Owner shall procure the items on terms and conditions acceptable to the Construction Manager. Upon the establishment of the Guaranteed Maximum Price, the Owner shall assign all contracts for these items to the Construction Manager and the Construction Manager shall thereafter accept responsibility for them. § 2.1.10 Extent of Responsibility § 2.1.10.1 The Construction Manager shall exercise reasonable care in preparing schedules and estimates. The Construction Manager, however, does not warrant or guarantee estimates and schedules except as may be included as part of the Guaranteed Maximum Price. The Construction Manager is not required to ascertain that the Drawings, Specifications, and the Sustainability Plan, are in accordance with applicable laws, statutes, ordinances, codes, rules and regulations, lawful orders of public authorities, or requirements of the Certifying Authority, but the Construction Manager shall promptly report to the Architect and Owner any nonconformity discovered by or made known to the Construction Manager as a request for information in such form as the Architect may require. § 2.1.10.2 The Owner and Construction Manager acknowledge that achieving the Sustainable Objective is dependent on many factors beyond the Construction Manager’s control, such as the Owner’s use and operation of the Project; the services provided by the Architect or the work or services provided by the Owner’s other contractors or consultants; or interpretation of credit requirements by a Certifying Authority. Accordingly, the Construction Manager does not warrant or guarantee that the Project will achieve the Sustainable Objective. § 2.1.11 Notices and Compliance with Laws The Construction Manager shall comply with applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities applicable to its performance under this Contract, and with equal employment opportunity programs, and other programs as may be required by governmental and quasi-governmental authorities for inclusion in the Contract Documents. § 2.2 Guaranteed Maximum Price Proposal and Contract Time § 2.2.1 At a time to be mutually agreed upon by the Owner and the Construction Manager and in consultation with the Architect, the Construction Manager shall prepare a Guaranteed Maximum Price proposal for the Owner’s review and acceptance. The Guaranteed Maximum Price in the proposal shall be the sum of the Construction Manager’s estimate of the Cost of the Work, including contingencies described in Section 2.2.4, and the Construction Manager’s Fee. § 2.2.2 To the extent that the Drawings and Specifications, and the Sustainability Plan, are anticipated to require further development by the Architect, the Construction Manager shall provide in the Guaranteed Maximum Price for such AIA Document A133™ – 2009 SP. Copyright © 2013 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:58 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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further development consistent with the Contract Documents and reasonably inferable therefrom. Such further development does not include such things as changes in scope, systems, kinds and quality of materials, finishes or equipment, all of which, if required, shall be incorporated by Change Order. § 2.2.3 The Construction Manager shall include with the Guaranteed Maximum Price proposal a written statement of its basis, which shall include the following: .1 A list of the Drawings and Specifications, including all Addenda thereto, and the Conditions of the Contract; .2 The Sustainability Plan; .3 A list of the clarifications and assumptions made by the Construction Manager in the preparation of the Guaranteed Maximum Price proposal, including assumptions under Section 2.2.2, to supplement the information provided by the Owner and contained in the Drawings and Specifications, and the Sustainability Plan; .4 A statement of the proposed Guaranteed Maximum Price, including a statement of the estimated Cost of the Work organized by trade categories or systems, allowances, contingency, and the Construction Manager’s Fee; .5 The anticipated date of Substantial Completion upon which the proposed Guaranteed Maximum Price is based; and .6 A date by which the Owner must accept the Guaranteed Maximum Price. § 2.2.4 In preparing the Construction Manager’s Guaranteed Maximum Price proposal, the Construction Manager shall include its contingency for the Construction Manager’s exclusive use to cover those costs considered reimbursable as the Cost of the Work but not included in a Change Order. § 2.2.5 The Construction Manager shall meet with the Owner and Architect to review the Guaranteed Maximum Price proposal. In the event that the Owner and Architect discover any inconsistencies or inaccuracies in the information presented, they shall promptly notify the Construction Manager, who shall make appropriate adjustments to the Guaranteed Maximum Price proposal, its basis, or both. § 2.2.6 If the Owner notifies the Construction Manager that the Owner has accepted the Guaranteed Maximum Price proposal in writing before the date specified in the Guaranteed Maximum Price proposal, the Guaranteed Maximum Price proposal shall be deemed effective without further acceptance from the Construction Manager. Following acceptance of a Guaranteed Maximum Price, the Owner and Construction Manager shall execute the Guaranteed Maximum Price Amendment amending this Agreement, a copy of which the Owner shall provide to the Architect. The Guaranteed Maximum Price Amendment shall set forth the agreed upon Guaranteed Maximum Price with the information and assumptions upon which it is based. § 2.2.7 The Construction Manager shall not incur any cost to be reimbursed as part of the Cost of the Work prior to the commencement of the Construction Phase, unless the Owner provides prior written authorization for such costs. § 2.2.8 The Owner shall authorize the Architect to provide the revisions to the Drawings and Specifications, and the Sustainability Plan, to incorporate the agreed upon assumptions and clarifications contained in the Guaranteed Maximum Price Amendment. The Owner shall promptly furnish those revised Drawings and Specifications, and the Sustainability Plan, to the Construction Manager as they are revised. The Construction Manager shall notify the Owner and Architect of any inconsistencies between the Guaranteed Maximum Price Amendment and the revised Drawings and Specifications and the Sustainability Plan. § 2.2.9 The Construction Manager shall include in the Guaranteed Maximum Price all sales, consumer, use and similar taxes for the Work provided by the Construction Manager that are legally enacted, whether or not yet effective, at the time the Guaranteed Maximum Price Amendment is executed. § 2.3 Construction Phase § 2.3.1 General § 2.3.1.1 For purposes of Section 8.1.2 of A201–2007 SP, the date of commencement of the Work shall mean the date of commencement of the Construction Phase.

AIA Document A133™ – 2009 SP. Copyright © 2013 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:58 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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§ 2.3.1.2 The Construction Phase shall commence upon the Owner’s acceptance of the Construction Manager’s Guaranteed Maximum Price proposal or the Owner’s issuance of a Notice to Proceed, whichever occurs earlier. § 2.3.2 Administration § 2.3.2.1 Those portions of the Work that the Construction Manager does not customarily perform with the Construction Manager’s own personnel shall be performed under subcontracts or by other appropriate agreements with the Construction Manager. The Owner may designate specific persons from whom, or entities from which, the Construction Manager shall obtain bids. The Construction Manager shall obtain bids from Subcontractors and from suppliers of materials or equipment fabricated especially for the Work and shall deliver such bids to the Architect. The Owner shall then determine, with the advice of the Construction Manager and the Architect, which bids will be accepted. The Construction Manager shall not be required to contract with anyone to whom the Construction Manager has reasonable objection. § 2.3.2.2 If the Guaranteed Maximum Price has been established and when a specific bidder (1) is recommended to the Owner by the Construction Manager, (2) is qualified to perform that portion of the Work, and (3) has submitted a bid that conforms to the requirements of the Contract Documents without reservations or exceptions, but the Owner requires that another bid be accepted, then the Construction Manager may require that a Change Order be issued to adjust the Contract Time and the Guaranteed Maximum Price by the difference between the bid of the person or entity recommended to the Owner by the Construction Manager and the amount and time requirement of the subcontract or other agreement actually signed with the person or entity designated by the Owner. § 2.3.2.3 Subcontracts or other agreements shall conform to the applicable payment provisions of this Agreement, and shall not be awarded on the basis of cost plus a fee without the prior consent of the Owner. If the Subcontract is awarded on a cost plus a fee basis, the Construction Manager shall provide in the Subcontract for the Owner to receive the same audit rights with regard to the Subcontractor as the Owner receives with regard to the Construction Manager in Section 6.11 below. § 2.3.2.4 If the Construction Manager recommends a specific bidder that may be considered a “related party” according to Section 6.10, then the Construction Manager shall promptly notify the Owner in writing of such relationship and notify the Owner of the specific nature of the contemplated transaction, according to Section 6.10.2. § 2.3.2.5 The Construction Manager shall schedule and conduct meetings to discuss such matters as procedures, progress, coordination, scheduling, and status of the Work. The Construction Manager shall prepare and promptly distribute minutes to the Owner and Architect. § 2.3.2.6 Upon the execution of the Guaranteed Maximum Price Amendment, the Construction Manager shall prepare and submit to the Owner and Architect a construction schedule for the Work and submittal schedule in accordance with Section 3.10 of A201–2007 SP. § 2.3.2.7 The Construction Manager shall record the progress of the Project and the progress toward achievement of the Sustainable Objective. On a monthly basis, or otherwise as agreed to by the Owner, the Construction Manager shall submit written progress reports to the Owner and Architect, showing percentages of completion and other information required by the Owner. The Construction Manager shall also keep, and make available to the Owner and Architect, a daily log containing a record for each day of weather, portions of the Work in progress, number of workers on site, identification of equipment on site, problems that might affect progress of the work, accidents, injuries, and other information required by the Owner. § 2.3.2.8 The Construction Manager shall develop a system of cost control for the Work, including regular monitoring of actual costs for activities in progress and estimates for uncompleted tasks and proposed changes. The Construction Manager shall identify variances between actual and estimated costs and report the variances to the Owner and Architect and shall provide this information in its monthly reports to the Owner and Architect, in accordance with Section 2.3.2.7 above. § 2.4 Professional Services Section 3.12.10 of A201–2007 SP shall apply to both the Preconstruction and Construction Phases.

AIA Document A133™ – 2009 SP. Copyright © 2013 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:58 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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§ 2.5 Hazardous Materials Section 10.3 of A201–2007 SP shall apply to both the Preconstruction and Construction Phases.

ARTICLE 3 OWNER’S RESPONSIBILITIES § 3.1 Information and Services Required of the Owner § 3.1.1 The Owner shall provide information with reasonable promptness, regarding requirements for and limitations on the Project, including a written program which shall set forth the Owner’s objectives, including the Owner’s anticipated Sustainable Objective, constraints, and criteria, including schedule, space requirements and relationships, flexibility and expandability, special equipment, systems, sustainability and site requirements. § 3.1.2 Prior to the execution of the Guaranteed Maximum Price Amendment, the Construction Manager may request in writing that the Owner provide reasonable evidence that the Owner has made financial arrangements to fulfill the Owner’s obligations under the Contract. Thereafter, the Construction Manager may only request such evidence if (1) the Owner fails to make payments to the Construction Manager as the Contract Documents require, (2) a change in the Work materially changes the Contract Sum, or (3) the Construction Manager identifies in writing a reasonable concern regarding the Owner’s ability to make payment when due. The Owner shall furnish such evidence as a condition precedent to commencement or continuation of the Work or the portion of the Work affected by a material change.

After the Owner furnishes the evidence, the Owner shall not materially vary such financial arrangements without prior notice to the Construction Manager and Architect. § 3.1.3 The Owner shall establish and periodically update the Owner’s budget for the Project, including (1) the budget for the Cost of the Work as defined in Section 6.1.1, (2) the Owner’s other costs, and (3) reasonable contingencies related to all of these costs. If the Owner significantly increases or decreases the Owner’s budget for the Cost of the Work, the Owner shall notify the Construction Manager and Architect. The Owner and the Architect, in consultation with the Construction Manager, shall thereafter agree to a corresponding change in the Project’s scope and quality. § 3.1.4 Structural and Environmental Tests, Surveys and Reports. During the Preconstruction Phase, the Owner shall furnish the following information or services with reasonable promptness. The Owner shall also furnish any other information or services under the Owner’s control and relevant to the Construction Manager’s performance of the Work with reasonable promptness after receiving the Construction Manager’s written request for such information or services. The Construction Manager shall be entitled to rely on the accuracy of information and services furnished by the Owner but shall exercise proper precautions relating to the safe performance of the Work. § 3.1.4.1 The Owner shall furnish tests, inspections and reports required by law and as otherwise agreed to by the parties, such as structural, mechanical, and chemical tests, tests for air and water pollution, and tests for hazardous materials. § 3.1.4.2 The Owner shall furnish surveys describing physical characteristics, legal limitations and utility locations for the site of the Project, and a legal description of the site. The surveys and legal information shall include, as applicable, grades and lines of streets, alleys, pavements and adjoining property and structures; designated wetlands; adjacent drainage; rights-of-way, restrictions, easements, encroachments, zoning, deed restrictions, boundaries and contours of the site; locations, dimensions and necessary data with respect to existing buildings, other improvements and trees; and information concerning available utility services and lines, both public and private, above and below grade, including inverts and depths. All the information on the survey shall be referenced to a Project benchmark. § 3.1.4.3 The Owner, when such services are requested, shall furnish services of geotechnical engineers, which may include but are not limited to test borings, test pits, determinations of soil bearing values, percolation tests, evaluations of hazardous materials, seismic evaluation, ground corrosion tests and resistivity tests, including necessary operations for anticipating subsoil conditions, with written reports and appropriate recommendations. § 3.1.4.4 During the Construction Phase, the Owner shall furnish information or services required of the Owner by the Contract Documents with reasonable promptness. The Owner shall also furnish any other information or services under the Owner’s control and relevant to the Construction Manager’s performance of the Work with reasonable promptness after receiving the Construction Manager’s written request for such information or services. § 3.1.5 Based on the Owner’s approval of the Sustainability Plan and any approved changes to the Sustainability Plan, the Owner shall perform those Sustainable Measures identified as the responsibility of the Owner in the Sustainability AIA Document A133™ – 2009 SP. Copyright © 2013 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:58 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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Plan, or as otherwise required by the Contract Documents. The Owner shall require that each of its contractors and consultants performs the contractor’s or consultant’s services in accordance with the Sustainability Plan. § 3.1.6 The Owner shall provide to the Construction Manager any information requested by the Construction Manager that is relevant and necessary for achievement of the Sustainable Objective. § 3.1.7 The Owner shall comply with the requirements of the Certifying Authority as they relate to the ownership, operation and maintenance of the Project both during construction and after completion of the Project. § 3.1.8 The Owner shall provide the services of a commissioning agent that shall be responsible for commissioning of the Project. § 3.2 Owner’s Designated Representative The Owner shall identify a representative authorized to act on behalf of the Owner with respect to the Project. The Owner’s representative shall render decisions promptly and furnish information expeditiously, so as to avoid unreasonable delay in the services or Work of the Construction Manager. Except as otherwise provided in Section 4.2.1 of A201–2007 SP, the Architect does not have such authority. The term “Owner” means the Owner or the Owner’s authorized representative. § 3.2.1 Legal Requirements. The Owner shall furnish all legal, insurance and accounting services, including auditing services, that may be reasonably necessary at any time for the Project to meet the Owner’s needs and interests. § 3.3 Architect The Owner shall retain an Architect to provide services, duties and responsibilities as described in AIA Document B103™–2007 SP, Standard Form of Agreement Between Owner and Architect, for use on a Sustainable Project, including any additional services requested by the Construction Manager that are necessary for the Preconstruction and Construction Phase services under this Agreement. The Owner shall provide the Construction Manager a copy of the executed agreement between the Owner and the Architect, and any further modifications to the agreement.

ARTICLE 4 COMPENSATION AND PAYMENTS FOR PRECONSTRUCTION PHASE SERVICES § 4.1 Compensation § 4.1.1 For the Construction Manager’s Preconstruction Phase services, the Owner shall compensate the Construction Manager as follows: § 4.1.2 For the Construction Manager’s Preconstruction Phase services described in Sections 2.1 and 2.2: (Insert amount of, or basis for, compensation and include a list of reimbursable cost items, as applicable.) « » § 4.1.3 If the Preconstruction Phase services covered by this Agreement have not been completed within « » ( « » ) months of the date of this Agreement, through no fault of the Construction Manager, the Construction Manager’s compensation for Preconstruction Phase services shall be equitably adjusted. § 4.1.4 Compensation based on Direct Personnel Expense includes the direct salaries of the Construction Manager’s personnel providing Preconstruction Phase services on the Project and the Construction Manager’s costs for the mandatory and customary contributions and benefits related thereto, such as employment taxes and other statutory employee benefits, insurance, sick leave, holidays, vacations, employee retirement plans and similar contributions. § 4.2 Payments § 4.2.1 Unless otherwise agreed, payments for services shall be made monthly in proportion to services performed. § 4.2.2 Payments are due and payable upon presentation of the Construction Manager’s invoice. Amounts unpaid « » ( « » ) days after the invoice date shall bear interest at the rate entered below, or in the absence thereof at the legal rate prevailing from time to time at the principal place of business of the Construction Manager.

(Insert rate of monthly or annual interest agreed upon.) « »%« » AIA Document A133™ – 2009 SP. Copyright © 2013 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:58 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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ARTICLE 5 COMPENSATION FOR CONSTRUCTION PHASE SERVICES § 5.1 For the Construction Manager’s performance of the Work as described in Section 2.3, the Owner shall pay the Construction Manager the Contract Sum in current funds. The Contract Sum is the Cost of the Work as defined in Section 6.1.1 plus the Construction Manager’s Fee. § 5.1.1 The Construction Manager’s Fee: (State a lump sum, percentage of Cost of the Work or other provision for determining the Construction Manager’s Fee.) « » § 5.1.2 The method of adjustment of the Construction Manager’s Fee for changes in the Work: « » § 5.1.3 Limitations, if any, on a Subcontractor’s overhead and profit for increases in the cost of its portion of the Work: « » § 5.1.4 Rental rates for Construction Manager-owned equipment shall not exceed « » percent ( « » %) of the standard rate paid at the place of the Project. § 5.1.5 Unit prices, if any: (Identify and state the unit price; state the quantity limitations, if any, to which the unit price will be applicable.)

Item « »

Units and Limitations

Price per Unit ($0.00)

§ 5.2 Guaranteed Maximum Price § 5.2.1 The Construction Manager guarantees that the Contract Sum shall not exceed the Guaranteed Maximum Price set forth in the Guaranteed Maximum Price Amendment, as it is amended from time to time. To the extent the Cost of the Work exceeds the Guaranteed Maximum Price, the Construction Manager shall bear such costs in excess of the Guaranteed Maximum Price without reimbursement or additional compensation from the Owner.

(Insert specific provisions if the Construction Manager is to participate in any savings.) « » § 5.2.2 The Guaranteed Maximum Price is subject to additions and deductions by Change Order as provided in the Contract Documents and the Date of Substantial Completion shall be subject to adjustment as provided in the Contract Documents. § 5.3 Changes in the Work § 5.3.1 The Owner may, without invalidating the Contract, order changes in the Work within the general scope of the Contract consisting of additions, deletions or other revisions. The Owner shall issue such changes in writing. The Architect may make minor changes in the Work as provided in Section 7.4 of AIA Document A201–2007 SP, General Conditions of the Contract for Construction, for use on a Sustainable Project. The Construction Manager shall be entitled to an equitable adjustment in the Contract Time as a result of changes in the Work. § 5.3.2 Adjustments to the Guaranteed Maximum Price on account of changes in the Work subsequent to the execution of the Guaranteed Maximum Price Amendment may be determined by any of the methods listed in Section 7.3.3 of AIA Document A201–2007 SP, General Conditions of the Contract for Construction, for use on a Sustainable Project. § 5.3.3 In calculating adjustments to subcontracts (except those awarded with the Owner’s prior consent on the basis of cost plus a fee), the terms “cost” and “fee” as used in Section 7.3.3.3 of AIA Document A201–2007 SP and the term “costs” as used in Section 7.3.7 of AIA Document A201–2007 SP shall have the meanings assigned to them in AIA Document A201–2007 SP and shall not be modified by Sections 5.1 and 5.2, Sections 6.1 through 6.7, and Section 6.8 AIA Document A133™ – 2009 SP. Copyright © 2013 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:58 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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of this Agreement. Adjustments to subcontracts awarded with the Owner’s prior consent on the basis of cost plus a fee shall be calculated in accordance with the terms of those subcontracts. § 5.3.4 In calculating adjustments to the Guaranteed Maximum Price, the terms “cost” and “costs” as used in the above-referenced provisions of AIA Document A201–2007 SP shall mean the Cost of the Work as defined in Sections 6.1 to 6.7 of this Agreement and the term “fee” shall mean the Construction Manager’s Fee as defined in Section 5.1 of this Agreement. § 5.3.5 If no specific provision is made in Section 5.1.2 for adjustment of the Construction Manager’s Fee in the case of changes in the Work, or if the extent of such changes is such, in the aggregate, that application of the adjustment provisions of Section 5.1.2 will cause substantial inequity to the Owner or Construction Manager, the Construction Manager’s Fee shall be equitably adjusted on the same basis that was used to establish the Fee for the original Work, and the Guaranteed Maximum Price shall be adjusted accordingly.

ARTICLE 6 COST OF THE WORK FOR CONSTRUCTION PHASE § 6.1 Costs to Be Reimbursed § 6.1.1 The term Cost of the Work shall mean costs necessarily incurred by the Construction Manager in the proper performance of the Work. Such costs shall be at rates not higher than the standard paid at the place of the Project except with prior consent of the Owner. The Cost of the Work shall include only the items set forth in Sections 6.1 through 6.7. § 6.1.2 Where any cost is subject to the Owner’s prior approval, the Construction Manager shall obtain this approval prior to incurring the cost. The parties shall endeavor to identify any such costs prior to executing Guaranteed Maximum Price Amendment. § 6.2 Labor Costs § 6.2.1 Wages of construction workers directly employed by the Construction Manager to perform the construction of the Work at the site or, with the Owner’s prior approval, at off-site workshops. § 6.2.2 Wages or salaries of the Construction Manager’s supervisory and administrative personnel when stationed at the site with the Owner’s prior approval.

(If it is intended that the wages or salaries of certain personnel stationed at the Construction Manager’s principal or other offices shall be included in the Cost of the Work, identify in Section 11.5, the personnel to be included, whether for all or only part of their time, and the rates at which their time will be charged to the Work.) § 6.2.3 Wages and salaries of the Construction Manager’s supervisory or administrative personnel engaged at factories, workshops or on the road, in expediting the production or transportation of materials or equipment required for the Work, but only for that portion of their time required for the Work. § 6.2.4 Costs paid or incurred by the Construction Manager for taxes, insurance, contributions, assessments and benefits required by law or collective bargaining agreements and, for personnel not covered by such agreements, customary benefits such as sick leave, medical and health benefits, holidays, vacations and pensions, provided such costs are based on wages and salaries included in the Cost of the Work under Sections 6.2.1 through 6.2.3. § 6.2.5 Bonuses, profit sharing, incentive compensation and any other discretionary payments paid to anyone hired by the Construction Manager or paid to any Subcontractor or vendor, with the Owner’s prior approval. § 6.3 Subcontract Costs Payments made by the Construction Manager to Subcontractors in accordance with the requirements of the subcontracts. § 6.4 Costs of Materials and Equipment Incorporated in the Completed Construction § 6.4.1 Costs, including transportation and storage, of materials and equipment incorporated or to be incorporated in the completed construction. § 6.4.2 Costs of materials described in the preceding Section 6.4.1 in excess of those actually installed to allow for reasonable waste and spoilage. Unused excess materials, if any, shall become the Owner’s property at the completion AIA Document A133™ – 2009 SP. Copyright © 2013 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:58 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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of the Work or, at the Owner’s option, shall be sold by the Construction Manager. Any amounts realized from such sales shall be credited to the Owner as a deduction from the Cost of the Work. § 6.5 Costs of Other Materials and Equipment, Temporary Facilities and Related Items § 6.5.1 Costs of transportation, storage, installation, maintenance, dismantling and removal of materials, supplies, temporary facilities, machinery, equipment and hand tools not customarily owned by construction workers that are provided by the Construction Manager at the site and fully consumed in the performance of the Work. Costs of materials, supplies, temporary facilities, machinery, equipment and tools that are not fully consumed shall be based on the cost or value of the item at the time it is first used on the Project site less the value of the item when it is no longer used at the Project site. Costs for items not fully consumed by the Construction Manager shall mean fair market value. § 6.5.2 Rental charges for temporary facilities, machinery, equipment and hand tools not customarily owned by construction workers that are provided by the Construction Manager at the site and costs of transportation, installation, minor repairs, dismantling and removal. The total rental cost of any Construction Manager-owned item may not exceed the purchase price of any comparable item. Rates of Construction Manager-owned equipment and quantities of equipment shall be subject to the Owner’s prior approval. § 6.5.3 Costs of removal of debris from the site of the Work and its proper and legal disposal. § 6.5.4 Costs of document reproductions, facsimile transmissions and long-distance telephone calls, postage and parcel delivery charges, telephone service at the site and reasonable petty cash expenses of the site office. § 6.5.5 That portion of the reasonable expenses of the Construction Manager’s supervisory or administrative personnel incurred while traveling in discharge of duties connected with the Work. § 6.5.6 Costs of materials and equipment suitably stored off the site at a mutually acceptable location, subject to the Owner’s prior approval. § 6.6 Miscellaneous Costs § 6.6.1 Premiums for that portion of insurance and bonds required by the Contract Documents that can be directly attributed to this Contract. Self-insurance for either full or partial amounts of the coverages required by the Contract Documents, with the Owner’s prior approval. § 6.6.2 Sales, use or similar taxes imposed by a governmental authority that are related to the Work and for which the Construction Manager is liable. § 6.6.3 Fees and assessments for the building permit and for other permits, licenses and inspections for which the Construction Manager is required by the Contract Documents to pay. § 6.6.4 Fees of laboratories for tests required by the Contract Documents, except those related to defective or nonconforming Work for which reimbursement is excluded by Section 13.5.3 of AIA Document A201–2007 SP or by other provisions of the Contract Documents, and which do not fall within the scope of Section 6.7.3. § 6.6.5 Royalties and license fees paid for the use of a particular design, process or product required by the Contract Documents; the cost of defending suits or claims for infringement of patent rights arising from such requirement of the Contract Documents; and payments made in accordance with legal judgments against the Construction Manager resulting from such suits or claims and payments of settlements made with the Owner’s consent. However, such costs of legal defenses, judgments and settlements shall not be included in the calculation of the Construction Manager’s Fee or subject to the Guaranteed Maximum Price. If such royalties, fees and costs are excluded by the last sentence of Section 3.17 of AIA Document A201–2007 SP or other provisions of the Contract Documents, then they shall not be included in the Cost of the Work. § 6.6.6 Costs for electronic equipment and software, directly related to the Work with the Owner’s prior approval. § 6.6.7 Deposits lost for causes other than the Construction Manager’s negligence or failure to fulfill a specific responsibility in the Contract Documents.

AIA Document A133™ – 2009 SP. Copyright © 2013 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:58 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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§ 6.6.8 Legal, mediation and arbitration costs, including attorneys’ fees, other than those arising from disputes between the Owner and Construction Manager, reasonably incurred by the Construction Manager after the execution of this Agreement in the performance of the Work and with the Owner’s prior approval, which shall not be unreasonably withheld. § 6.6.9 Subject to the Owner’s prior approval, expenses incurred in accordance with the Construction Manager’s standard written personnel policy for relocation and temporary living allowances of the Construction Manager’s personnel required for the Work. § 6.7 Other Costs and Emergencies § 6.7.1 Other costs incurred in the performance of the Work if, and to the extent, approved in advance in writing by the Owner. § 6.7.2 Costs incurred in taking action to prevent threatened damage, injury or loss in case of an emergency affecting the safety of persons and property, as provided in Section 10.4 of AIA Document A201–2007 SP. § 6.7.3 Costs of repairing or correcting damaged or nonconforming Work executed by the Construction Manager, Subcontractors or suppliers, provided that such damaged or nonconforming Work was not caused by negligence or failure to fulfill a specific responsibility of the Construction Manager and only to the extent that the cost of repair or correction is not recovered by the Construction Manager from insurance, sureties, Subcontractors, suppliers, or others. § 6.7.4 The costs described in Sections 6.1 through 6.7 shall be included in the Cost of the Work, notwithstanding any provision of AIA Document A201–2007 SP or other Conditions of the Contract which may require the Construction Manager to pay such costs, unless such costs are excluded by the provisions of Section 6.8. § 6.8 Costs Not To Be Reimbursed § 6.8.1 The Cost of the Work shall not include the items listed below: .1 Salaries and other compensation of the Construction Manager’s personnel stationed at the Construction Manager’s principal office or offices other than the site office, except as specifically provided in Section 6.2, or as may be provided in Article 11; .2 Expenses of the Construction Manager’s principal office and offices other than the site office; .3 Overhead and general expenses, except as may be expressly included in Sections 6.1 to 6.7; .4 The Construction Manager’s capital expenses, including interest on the Construction Manager’s capital employed for the Work; .5 Except as provided in Section 6.7.3 of this Agreement, costs due to the negligence or failure of the Construction Manager, Subcontractors and suppliers or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable to fulfill a specific responsibility of the Contract; .6 Any cost not specifically and expressly described in Sections 6.1 to 6.7; .7 Costs, other than costs included in Change Orders approved by the Owner, that would cause the Guaranteed Maximum Price to be exceeded; and .8 Costs for services incurred during the Preconstruction Phase. § 6.9 Discounts, Rebates and Refunds § 6.9.1 Cash discounts obtained on payments made by the Construction Manager shall accrue to the Owner if (1) before making the payment, the Construction Manager included them in an Application for Payment and received payment from the Owner, or (2) the Owner has deposited funds with the Construction Manager with which to make payments; otherwise, cash discounts shall accrue to the Construction Manager. Trade discounts, rebates, refunds and amounts received from sales of surplus materials and equipment shall accrue to the Owner, and the Construction Manager shall make provisions so that they can be obtained. § 6.9.2 Amounts that accrue to the Owner in accordance with the provisions of Section 6.9.1 shall be credited to the Owner as a deduction from the Cost of the Work. § 6.10 Related Party Transactions § 6.10.1 For purposes of Section 6.10, the term “related party” shall mean a parent, subsidiary, affiliate or other entity having common ownership or management with the Construction Manager; any entity in which any stockholder in, or management employee of, the Construction Manager owns any interest in excess of ten percent in the aggregate; or AIA Document A133™ – 2009 SP. Copyright © 2013 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:58 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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any person or entity which has the right to control the business or affairs of the Construction Manager. The term “related party” includes any member of the immediate family of any person identified above. § 6.10.2 If any of the costs to be reimbursed arise from a transaction between the Construction Manager and a related party, the Construction Manager shall notify the Owner of the specific nature of the contemplated transaction, including the identity of the related party and the anticipated cost to be incurred, before any such transaction is consummated or cost incurred. If the Owner, after such notification, authorizes the proposed transaction, then the cost incurred shall be included as a cost to be reimbursed, and the Construction Manager shall procure the Work, equipment, goods or service from the related party, as a Subcontractor, according to the terms of Section 2.3.2.1, 2.3.2.2 and 2.3.2.3. If the Owner fails to authorize the transaction, the Construction Manager shall procure the Work, equipment, goods or service from some person or entity other than a related party according to the terms of Sections 2.3.2.1, 2.3.2.2 and 2.3.2.3. § 6.11 Accounting Records The Construction Manager shall keep full and detailed records and accounts related to the cost of the Work and exercise such controls as may be necessary for proper financial management under this Contract and to substantiate all costs incurred. The accounting and control systems shall be satisfactory to the Owner. The Owner and the Owner’s auditors shall, during regular business hours and upon reasonable notice, be afforded access to, and shall be permitted to audit and copy, the Construction Manager’s records and accounts, including complete documentation supporting accounting entries, books, correspondence, instructions, drawings, receipts, subcontracts, Subcontractor’s proposals, purchase orders, vouchers, memoranda and other data relating to this Contract. The Construction Manager shall preserve these records for a period of three years after final payment, or for such longer period as may be required by law.

ARTICLE 7 PAYMENTS FOR CONSTRUCTION PHASE SERVICES § 7.1 Progress Payments § 7.1.1 Based upon Applications for Payment submitted to the Architect by the Construction Manager and Certificates for Payment issued by the Architect, the Owner shall make progress payments on account of the Contract Sum to the Construction Manager as provided below and elsewhere in the Contract Documents. § 7.1.2 The period covered by each Application for Payment shall be one calendar month ending on the last day of the month, or as follows: « » § 7.1.3 Provided that an Application for Payment is received by the Architect not later than the « » day of a month, the Owner shall make payment of the certified amount to the Construction Manager not later than the « » day of the « » month. If an Application for Payment is received by the Architect after the application date fixed above, payment shall be made by the Owner not later than « » ( « » ) days after the Architect receives the Application for Payment.

(Federal, state or local laws may require payment within a certain period of time.) § 7.1.4 With each Application for Payment, the Construction Manager shall submit payrolls, petty cash accounts, receipted invoices or invoices with check vouchers attached, and any other evidence required by the Owner or Architect to demonstrate that cash disbursements already made by the Construction Manager on account of the Cost of the Work equal or exceed progress payments already received by the Construction Manager, less that portion of those payments attributable to the Construction Manager’s Fee, plus payrolls for the period covered by the present Application for Payment. § 7.1.5 Each Application for Payment shall be based on the most recent schedule of values submitted by the Construction Manager in accordance with the Contract Documents. The schedule of values shall allocate the entire Guaranteed Maximum Price among the various portions of the Work, except that the Construction Manager’s Fee shall be shown as a single separate item. The schedule of values shall be prepared in such form and supported by such data to substantiate its accuracy as the Architect may require. This schedule, unless objected to by the Architect, shall be used as a basis for reviewing the Construction Manager’s Applications for Payment. § 7.1.6 Applications for Payment shall show the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment. The percentage of completion shall be the lesser of (1) the AIA Document A133™ – 2009 SP. Copyright © 2013 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:58 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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percentage of that portion of the Work which has actually been completed, or (2) the percentage obtained by dividing (a) the expense that has actually been incurred by the Construction Manager on account of that portion of the Work for which the Construction Manager has made or intends to make actual payment prior to the next Application for Payment by (b) the share of the Guaranteed Maximum Price allocated to that portion of the Work in the schedule of values. § 7.1.7 Subject to other provisions of the Contract Documents, the amount of each progress payment shall be computed as follows: .1 Take that portion of the Guaranteed Maximum Price properly allocable to completed Work as determined by multiplying the percentage of completion of each portion of the Work by the share of the Guaranteed Maximum Price allocated to that portion of the Work in the schedule of values. Pending final determination of cost to the Owner of changes in the Work, amounts not in dispute shall be included as provided in Section 7.3.9 of AIA Document A201–2007 SP; .2 Add that portion of the Guaranteed Maximum Price properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work, or if approved in advance by the Owner, suitably stored off the site at a location agreed upon in writing; .3 Add the Construction Manager’s Fee, less retainage of « » percent ( « » %). The Construction Manager’s Fee shall be computed upon the Cost of the Work at the rate stated in Section 5.1 or, if the Construction Manager’s Fee is stated as a fixed sum in that Section, shall be an amount that bears the same ratio to that fixed-sum fee as the Cost of the Work bears to a reasonable estimate of the probable Cost of the Work upon its completion; .4 Subtract retainage of « » percent ( « » %) from that portion of the Work that the Construction Manager self-performs; .5 Subtract the aggregate of previous payments made by the Owner; .6 Subtract the shortfall, if any, indicated by the Construction Manager in the documentation required by Section 7.1.4 to substantiate prior Applications for Payment, or resulting from errors subsequently discovered by the Owner’s auditors in such documentation; and .7 Subtract amounts, if any, for which the Architect has withheld or nullified a Certificate for Payment as provided in Section 9.5 of AIA Document A201–2007 SP. § 7.1.8 The Owner and Construction Manager shall agree upon (1) a mutually acceptable procedure for review and approval of payments to Subcontractors and (2) the percentage of retainage held on Subcontracts, and the Construction Manager shall execute subcontracts in accordance with those agreements. § 7.1.9 Except with the Owner’s prior approval, the Construction Manager shall not make advance payments to suppliers for materials or equipment which have not been delivered and stored at the site. § 7.1.10 In taking action on the Construction Manager’s Applications for Payment, the Architect shall be entitled to rely on the accuracy and completeness of the information furnished by the Construction Manager and shall not be deemed to represent that the Architect has made a detailed examination, audit or arithmetic verification of the documentation submitted in accordance with Section 7.1.4 or other supporting data; that the Architect has made exhaustive or continuous on-site inspections; or that the Architect has made examinations to ascertain how or for what purposes the Construction Manager has used amounts previously paid on account of the Contract. Such examinations, audits and verifications, if required by the Owner, will be performed by the Owner’s auditors acting in the sole interest of the Owner. § 7.2 Final Payment § 7.2.1 Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the Owner to the Construction Manager when .1 the Construction Manager has fully performed the Contract except for the Construction Manager’s responsibility to correct Work as provided in Section 12.2.2 of AIA Document A201–2007 SP, and to satisfy other requirements, if any, which extend beyond final payment; .2 the Construction Manager has submitted a final accounting for the Cost of the Work and a final Application for Payment; and .3 a final Certificate for Payment has been issued by the Architect.

AIA Document A133™ – 2009 SP. Copyright © 2013 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:58 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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The Owner’s final payment to the Construction Manager shall be made no later than 30 days after the issuance of the Architect’s final Certificate for Payment, or as follows: « » § 7.2.2 The Owner’s auditors will review and report in writing on the Construction Manager’s final accounting within 30 days after delivery of the final accounting to the Architect by the Construction Manager. Based upon such Cost of the Work as the Owner’s auditors report to be substantiated by the Construction Manager’s final accounting, and provided the other conditions of Section 7.2.1 have been met, the Architect will, within seven days after receipt of the written report of the Owner’s auditors, either issue to the Owner a final Certificate for Payment with a copy to the Construction Manager, or notify the Construction Manager and Owner in writing of the Architect’s reasons for withholding a certificate as provided in Section 9.5.1 of the AIA Document A201–2007 SP. The time periods stated in this Section supersede those stated in Section 9.4.1 of the AIA Document A201–2007 SP. The Architect is not responsible for verifying the accuracy of the Construction Manager’s final accounting. § 7.2.3 If the Owner’s auditors report the Cost of the Work as substantiated by the Construction Manager’s final accounting to be less than claimed by the Construction Manager, the Construction Manager shall be entitled to request mediation of the disputed amount without seeking an initial decision pursuant to Section 15.2 of A201–2007 SP. A request for mediation shall be made by the Construction Manager within 30 days after the Construction Manager’s receipt of a copy of the Architect’s final Certificate for Payment. Failure to request mediation within this 30-day period shall result in the substantiated amount reported by the Owner’s auditors becoming binding on the Construction Manager. Pending a final resolution of the disputed amount, the Owner shall pay the Construction Manager the amount certified in the Architect’s final Certificate for Payment. § 7.2.4 If, subsequent to final payment and at the Owner’s request, the Construction Manager incurs costs described in Section 6.1.1 and not excluded by Section 6.8 to correct defective or nonconforming Work, the Owner shall reimburse the Construction Manager such costs and the Construction Manager’s Fee applicable thereto on the same basis as if such costs had been incurred prior to final payment, but not in excess of the Guaranteed Maximum Price. If the Construction Manager has participated in savings as provided in Section 5.2.1, the amount of such savings shall be recalculated and appropriate credit given to the Owner in determining the net amount to be paid by the Owner to the Construction Manager.

ARTICLE 8 INSURANCE AND BONDS For all phases of the Project, the Construction Manager and the Owner shall purchase and maintain insurance, and the Construction Manager shall provide bonds as set forth in Article 11 of AIA Document A201–2007 SP. (State bonding requirements, if any, and limits of liability for insurance required in Article 11 of AIA Document A201–2007 SP.) Type of Insurance or Bond « »

Limit of Liability or Bond Amount ($0.00)

ARTICLE 9 DISPUTE RESOLUTION § 9.1 Any Claim between the Owner and Construction Manager shall be resolved in accordance with the provisions set forth in this Article 9 and Article 15 of A201–2007 SP. However, for Claims arising from or relating to the Construction Manager’s Preconstruction Phase services, no decision by the Initial Decision Maker shall be required as a condition precedent to mediation or binding dispute resolution, and Section 9.3 of this Agreement shall not apply. § 9.2 For any Claim subject to, but not resolved by mediation pursuant to Section 15.3 of AIA Document A201–2007 SP, the method of binding dispute resolution shall be as follows: (Check the appropriate box. If the Owner and Construction Manager do not select a method of binding dispute resolution below, or do not subsequently agree in writing to a binding dispute resolution method other than litigation, Claims will be resolved by litigation in a court of competent jurisdiction.) [« »]

Arbitration pursuant to Section 15.4 of AIA Document A201–2007 SP

[« »]

Litigation in a court of competent jurisdiction

AIA Document A133™ – 2009 SP. Copyright © 2013 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:58 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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[« »]

Other: (Specify)

« » § 9.3 Initial Decision Maker The Architect will serve as the Initial Decision Maker pursuant to Section 15.2 of AIA Document A201–2007 SP for Claims arising from or relating to the Construction Manager’s Construction Phase services, unless the parties appoint below another individual, not a party to the Agreement, to serve as the Initial Decision Maker.

(If the parties mutually agree, insert the name, address and other contact information of the Initial Decision Maker, if other than the Architect.) « « « «

» » » »

ARTICLE 10 TERMINATION OR SUSPENSION § 10.1 Termination Prior to Establishment of the Guaranteed Maximum Price § 10.1.1 Prior to the execution of the Guaranteed Maximum Price Amendment, the Owner may terminate this Agreement upon not less than seven days’ written notice to the Construction Manager for the Owner’s convenience and without cause, and the Construction Manager may terminate this Agreement, upon not less than seven days’ written notice to the Owner, for the reasons set forth in Section 14.1.1 of A201–2007 SP. § 10.1.2 In the event of termination of this Agreement pursuant to Section 10.1.1, the Construction Manager shall be equitably compensated for Preconstruction Phase services performed prior to receipt of a notice of termination. In no event shall the Construction Manager’s compensation under this Section exceed the compensation set forth in Section 4.1. § 10.1.3 If the Owner terminates the Contract pursuant to Section 10.1.1 after the commencement of the Construction Phase but prior to the execution of the Guaranteed Maximum Price Amendment, the Owner shall pay to the Construction Manager an amount calculated as follows, which amount shall be in addition to any compensation paid to the Construction Manager under Section 10.1.2: .1 Take the Cost of the Work incurred by the Construction Manager to the date of termination; .2 Add the Construction Manager’s Fee computed upon the Cost of the Work to the date of termination at the rate stated in Section 5.1 or, if the Construction Manager’s Fee is stated as a fixed sum in that Section, an amount that bears the same ratio to that fixed-sum Fee as the Cost of the Work at the time of termination bears to a reasonable estimate of the probable Cost of the Work upon its completion; and .3 Subtract the aggregate of previous payments made by the Owner for Construction Phase services.

The Owner shall also pay the Construction Manager fair compensation, either by purchase or rental at the election of the Owner, for any equipment owned by the Construction Manager which the Owner elects to retain and which is not otherwise included in the Cost of the Work under Section 10.1.3.1. To the extent that the Owner elects to take legal assignment of subcontracts and purchase orders (including rental agreements), the Construction Manager shall, as a condition of receiving the payments referred to in this Article 10, execute and deliver all such papers and take all such steps, including the legal assignment of such subcontracts and other contractual rights of the Construction Manager, as the Owner may require for the purpose of fully vesting in the Owner the rights and benefits of the Construction Manager under such subcontracts or purchase orders. All Subcontracts, purchase orders and rental agreements entered into by the Construction Manager will contain provisions allowing for assignment to the Owner as described above.

If the Owner accepts assignment of subcontracts, purchase orders or rental agreements as described above, the Owner will reimburse or indemnify the Construction Manager for all costs arising under the subcontract, purchase order or rental agreement, if those costs would have been reimbursable as Cost of the Work if the contract had not been terminated. If the Owner chooses not to accept assignment of any subcontract, purchase order or rental agreement that would have constituted a Cost of the Work had this agreement not been terminated, the Construction Manager will terminate the subcontract, purchase order or rental agreement and the Owner will pay the Construction Manager the costs necessarily incurred by the Construction Manager because of such termination.

AIA Document A133™ – 2009 SP. Copyright © 2013 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:58 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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§ 10.2 Termination Subsequent to Establishing Guaranteed Maximum Price Following execution of the Guaranteed Maximum Price Amendment and subject to the provisions of Section 10.2.1 and 10.2.2 below, the Contract may be terminated as provided in Article 14 of AIA Document A201–2007 SP. § 10.2.1 If the Owner terminates the Contract after execution of the Guaranteed Maximum Price Amendment, the amount payable to the Construction Manager pursuant to Sections 14.2 and 14.4 of A201–2007 SP shall not exceed the amount the Construction Manager would otherwise have received pursuant to Sections 10.1.2 and 10.1.3 of this Agreement. § 10.2.2 If the Construction Manager terminates the Contract after execution of the Guaranteed Maximum Price Amendment, the amount payable to the Construction Manager under Section 14.1.3 of A201–2007 SP shall not exceed the amount the Construction Manager would otherwise have received under Sections 10.1.2 and 10.1.3 above, except that the Construction Manager’s Fee shall be calculated as if the Work had been fully completed by the Construction Manager, utilizing as necessary a reasonable estimate of the Cost of the Work for Work not actually completed. § 10.3 Suspension The Work may be suspended by the Owner as provided in Article 14 of AIA Document A201–2007 SP. In such case, the Guaranteed Maximum Price and Contract Time shall be increased as provided in Section 14.3.2 of AIA Document A201–2007 SP, except that the term “profit” shall be understood to mean the Construction Manager’s Fee as described in Sections 5.1 and 5.3.5 of this Agreement.

ARTICLE 11 MISCELLANEOUS PROVISIONS § 11.1 Terms in this Agreement shall have the same meaning as those in A201–2007 SP. § 11.2 Ownership and Use of Documents Section 1.5 of A201–2007 SP shall apply to both the Preconstruction and Construction Phases. § 11.3 Governing Law Section 13.1 of A201–2007 SP shall apply to both the Preconstruction and Construction Phases. § 11.4 Assignment The Owner and Construction Manager, respectively, bind themselves, their agents, successors, assigns and legal representatives to this Agreement. Neither the Owner nor the Construction Manager shall assign this Agreement without the written consent of the other, except that the Owner may assign this Agreement to a lender providing financing for the Project if the lender agrees to assume the Owner’s rights and obligations under this Agreement.

Except as provided in Section 13.2.2 of A201–2007 SP, neither party to the Contract shall assign the Contract as a whole without written consent of the other. If either party attempts to make such an assignment without such consent, that party shall nevertheless remain legally responsible for all obligations under the Contract. § 11.5 Other provisions: « » ARTICLE 12 SCOPE OF THE AGREEMENT § 12.1 This Agreement represents the entire and integrated agreement between the Owner and the Construction Manager and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both Owner and Construction Manager. § 12.2 The following documents comprise the Agreement: .1 AIA Document A133™–2009 SP, Standard Form of Agreement Between Owner and Construction Manager as Constructor, for use on a Sustainable Project where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price .2 AIA Document A201™–2007 SP, General Conditions of the Contract for Construction, for use on a Sustainable Project .3 AIA Document E201™–2007, Digital Data Protocol Exhibit, if completed, or the following: AIA Document A133™ – 2009 SP. Copyright © 2013 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:58 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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« » .4 AIA Document E202™–2008, Building Information Modeling Protocol Exhibit, if completed, or the following: « » .5 Other documents: (List other documents, if any, forming part of the Agreement.) « » This Agreement is entered into as of the day and year first written above. « »

« »

OWNER (Signature) « »« »

CONSTRUCTION MANAGER (Signature) « »« »

(Printed name and title)

(Printed name and title)

AIA Document A133™ – 2009 SP. Copyright © 2013 by The American Institute of Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction or distribution of this AIA® Document, or any portion of it, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. This draft was produced by AIA software at 17:08:58 on 09/07/2017 under Order No. 3020188009 which expires on 06/27/2018, and is not for resale.

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Revision to AIA A133

Modify § 2.3.2. Administration by deleting §2.3.2.1 and inserting the following: § 2.3.2.1 Owner and the Construction Manager must comply with the requirements of Minn. Stat. § 471.345, the provisions of which shall take precedence over any inconsistent provisions of the Contract Documents. Except as specified below, the Construction Manager shall assemble the bidding materials, manage the bidding process, and obtain bids from Subcontractors and from suppliers of materials or equipment fabricated especially for the Work and shall deliver such bids to the Architect and the Owner. The Owner shall then determine, with the advice of the Construction Manager and the Architect, which bids will be accepted. Unless all bids are rejected, Subcontractor bid packages shall be awarded to the responsible and responsive bidder submitting the low responsive bid. .1 The Construction Manager may organize and solicit bids for the subcontract work in whatever combinations or packages it chooses, but the Construction Manager may not use alternates without approval of the Owner. .2 The Construction Manager shall bid out the Subcontractor bid packages in accordance with its approved Subcontracting Plan. The Construction Manager shall document and report monthly to the Owner on its procurement process. The Owner’s written approval is required for changes to the Subcontracting Plan. .3 Before initially soliciting bids for the first Subcontractor bid package, the Construction Manager shall submit, and the Owner shall reasonably approve, final bid package estimates for all Subcontractor bid packages in the approved Subcontracting Plan. .4 When in the best interests of the Project and critical to the successful completion of a Subcontractor bid package, the Owner and Construction Manager may make a pre-bid determination of Subcontractor eligibility. .5 As part of its Subcontracting Plan, the Construction Manager shall promptly notify the Owner of Work that it will seek to self-perform. The Construction Manager, including its subsidiaries and affiliates, may bid on a Subcontractor bid package if the Work within the Subcontractor bid package is customarily performed by the Construction Manager, if the Construction Manager has, in the Owner’s reasonable opinion, aggressively and proactively sought competition, and if the Construction Manager otherwise complies with Minn. Stat. § 471.345. In no event may the total value of subcontract work performed by the Construction Manager exceed _____ of the cost of the Work, exclusive of the CM’s Fee. The Construction Manager shall coordinate Subcontractor bid package work it performs with the work of other Subcontractors. .6 The Construction Manager shall require a bid bond from Subcontractors bidding work excepted to cost more than $_____, and all Subcontractors awarded a subcontract in excess of $______ shall provide a performance and payment bond for the subcontract amount.

226340v1

.7 The cost of the self-performed work shall be included in the GMP and will include: (1) competitively bid materials and supplies, and (2) labor hours at wage rates that were competitively submitted in the bid.

226340v1

September 20, 2017 V. Unfinished Business B). CRWD’s New Website (Bromelkamp) DATE: TO: FROM: RE:

September 13, 2017 CRWD Board of Managers Jessica Bromelkamp CRWD’s New Website

Background CRWD staff began informally discussing developing a new website for the District in mid-2016. Ms. Bromelkamp met with program staff in February 2017 to determine each program’s needs for a new website as well as what is or is not working on the current CRWD website. A summary of staff feedback was developed and presented to the Board and CAC in March 2017. This information, combined with staff research, informed development of a Request for Qualifications (RFQ). A Website Committee was formed to guide the selection process and convey program priorities throughout the design process. The Committee will also provide input on how best to engage internal and external audiences of the District.

Issues The RFQ was distributed to eight website design firms in June 2017. Five of the firms submitted Statements of Qualification and three of those firms were selected for interviews including Zenman, Westwerk and Windmill Design. Interviews were conducted in August. A summary of the Committee’s feedback has been included below for reference.

Firm

Zenman (zenman.com)

Westwerk (westerk.com)

Windmill Design (windmilldesign.com)

Interview

Website Committee Comments

Yes

Zenman's SOQ was thoughtfully put together and the same thoroughness was demonstrated during the interview process from the discovery phase to exploring information architecture to establishing a plan for future maintenance. Zenman is customer service oriented and their reference was outstanding. Zenman builds two in-person meetings into contracts at no charge to clients. They also have experience presenting to key audiences within organizations to obtain feedback and build project support. Their portfolio includes a variety of high-quality websites that tell the stories of their clients in unqiue and engaging ways.

Yes

Westwerk’s portfolio includes several well-designed websites that are visually appealing and thoughtfully organized. Their process includes a unique discovery phase where clients create Pinterest boards to better understand their design preferences. Their staff were professional and experienced. They provided timely responses to our inquiries. Westwerk has developed new websites from other watershed management organizations and their reference was positive.

Yes

Windmill Design submitted a thorough SOQ. Their team demonstrated professionalism and experience during the interview. Their portfolio includes strong examples of recent work including Nine Mile Creek Watershed District’s new website. However, the quality of the examples in their portfolio was inconsistent and in some cases, the examples were content heavy. This was a concern of the committee since the firm we select will need to assist us with condensing information to make it more digestible and scanable for the reader.

Our mission is to protect, manage and improve the water resources of Capitol Region Watershed District.

Based on the SOQ, interviews, references and correspondence, the Committee has selected Zenman from Denver, Colorado to design a new website for the District. Next, staff will work with Zenman to develop a contract focused on developing a detailed scope of work for the project.

Action Requested No Action Requested. For Information Only.

W:\07 Programs\Edu-Outreach\Website\Statement of Qualifications\Board Memo – CRWD’s New Website

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DATE: TO: FROM: RE:

September 14, 2017 CRWD Board of Managers and Staff Mark Doneux, Administrator August 2017 Administrator’s Report

1) Administrator Approved or Executed Agreements a) Consultant Services Agreement with Pat Cavanaugh for 2017 History Study not to exceed an amount of $9,000. b) Consultant Services Agreement with Hamline University’s Center for Global and Environmental Education for 2017 Adopt a Drain for an amount not to exceed $6, 501.50. c) Partner Grant Agreement with Lower Phalen Creek for 2017 project in an amount not to exceed $26,875. d) Stewardship Grant Agreement with Sarah Rosales for 2017 Raingarden for an amount not to exceed $1,765. e) Consultant Services Agreement with Bluestem Heritage Group for 2017 New Office History Report for an amount not to exceed $9,320. f) Stewardship Grant Agreement with Kerry Antrim for 2017 Rice-Maryland Community Garden for an amount not to exceed $1,000. g) Stewardship Grant Agreement with Judith Guidarelli for two raingardens in an amount not to exceed $2,265. h) Contract Amendment with SRF Consulting Group for Parkview Center School in an amount not to exceed $7,500. i) Consultant Services Agreement with C. Lanphear Design for 2017 design services in an amount not to exceed $5,015. j) Consultant Services Agreement amendment with MSR Design for an amount not to exceed $21,350. k) Consultant Services Agreement amendment with MSR Design for an amount not to exceed $285,626. l) Stewardship Grant Agreement with Jennifer Feidhamer for 2017 Raingarden in an amount not to exceed $1337 m) Stewardship Grant Agreement with Terrence Troy for 2017 Raingarden in an amount not to exceed $3,421.

2) Board Approved Agreements a) Special Grant Agreement with St. Paul Public Schools for the Highland Park High Senior Stormwater Improvement Project in an amount not to exceed $69,500 3) General Updates a) Ford Site Public Hearing before the St Paul City Council, Wednesday, September 20th, 5:30 PM b) Planes, Ponds and Pints, Stormwater Tour of the Minneapolis St Paul Airport, 1:00 PM Sept 21st c) Growing Beyond Green Forum with Dr. Dorceta Taylor, McKnight Foundation, Sept 29th, 8:00 AM 4) Past and Upcoming CRWD events and meetings a) Wednesday, October 4, 2017 Board Meeting b) Wednesday, October 11, 2017 CAC Meeting W:\04 Board of Managers\Correspondence\Administrator's report 2017\Administrator's Report 9-14-17.docx

Our Mission is to protect, manage and improve the water resources of Capitol Region Watershed District.