Exhibit 10.1

1997 EditionElectronic Format

AIA Document A1111997

THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES. CONSULTATION WITH AN ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS COMPLETION OR
MODIFICATION. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401.

This document is not intended for use in competitive bidding.

AIA Document A201-1997, General Conditions of the Contract for Construction, is adopted in this
document by reference. Do not use with other general conditions unless this document is modified.

This document has been approved and endorsed by The Associated General Contractors of America.

[SEAL] ©1997 AIA®
AIA DOCUMENT A111 - 1997
OWNER - CONTRACTOR AGREEMENT

The American Institute of Architects
1735 New York Avenue, N.W.
Washington, D.C. 20006-5292

Standard Form of Agreement Between Owner and Contractorwhere the basis for payment is the COST OF THE WORK PLUS A FEE with a negotiated Guaranteed Maximum Price

AGREEMENTmade as of the 22nd day of July in the year 2002 (In words, indicate day, month and year)

BETWEENthe Owner: (Name, address and other information)CYMER, Inc.
16750 Via del Campo Court
San Diego, CA 92127-1712

and
the Contractor: (Name, address and other information)Hensel Phelps Construction Co.
2415 Campus Drive, Suite 100
Irvine, CA 92612

The
Project is: (Name and location)Cymer, Inc. (CSD-6)
Lots 46 and 47 of 4S Ranch
Thornmint Court
San Diego, CA 92127

The
Architect is: (Name, address and other information)Austin Veum Robbins Parshalle
One America Plaza
600 West Broadway
Suite 200
San Diego, CA 92101-3352

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© 1920, 1925, 1951, 1961, 1963, 1967, 1974, 1978, 1987, © 1997 by The American Institute of Architects. Reproduction of the material
herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject he violate to legal prosecution. WARNING:
Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in
accordance with your license without violation until the date of expiration as noted below. User Document: 97a111 - cymer worldwide customer operations facility (csd-6).aia9/10/2002. AIA
License Number 1006044, which expires on 2/28/2003.

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The Owner and Contractor agree as follows.

ARTICLE 1    THE CONTRACT DOCUMENTS

The Contract Documents consist of this Agreement, Conditions of the Contract (General, Supplementary and other Conditions), Drawings, Specifications, Addenda
issued prior to execution of this Agreement, other documents listed in this Agreement and Modifications issued after execution of this Agreement; these form the Contract, and are as fully a part of
the Contract as if attached to this Agreement or repeated herein. The Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations,
representations or agreements, either written or oral. An enumeration of the Contract Documents, other than Modifications, appears in Article 15, as may be amended. If anything in the other
Contract Documents is inconsistent with this Agreement, this Agreement shall govern.

ARTICLE 2    THE WORK OF THIS CONTRACT

The Contractor shall fully execute the Work described in the Contract Documents, except to the extent specifically indicated in the Contract Documents to be the
responsibility of others.

ARTICLE 3    RELATIONSHIP OF THE PARTIES

The Contractor accepts the relationship of trust and confidence established by this Agreement and covenants with the Owner to cooperate with the Architect and
exercise the Contractor's skill and judgment in furthering the interests of the Owner; to furnish efficient business administration 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 and approve, in a timely manner, information
required by the Contractor and to make payments to the Contractor in accordance with the requirements of the Contract Documents.

ARTICLE 4    DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION

4.1The date of commencement of the Work shall be the date of this Agreement unless a different date is stated below or
provision is made for the date to be fixed in a notice to proceed issued by the Owner.

(Insert the date of commencement, if it differs from the date of this Agreement or, if applicable, state that the date will be fixed in a notice to
proceed.)

August 1,
2002, contingent upon design and permit schedule performance in accordance with Exhibit C.

If,
prior to commencement of the Work, the Owner requires time to file mortgages, mechanic's liens and other security interests, the Owner's time requirement shall be as follows: Not
Applicable.

4.2The Contract Time shall be measured from the date of commencement.

4.3The Contractor shall achieve Substantial Completion of the entire Work not later than the date specified in Table A.5 of
Addendum No. 1.

Schedule
completion for each Major Sector is contingent upon the Architect meeting all design and permitting dates as indicated in Exhibit "C". If design and permitting dates are not
met, then the construction schedule for each Major Sector affected by the design or permitting delay shall be adjusted accordingly on a day for day basis.

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Except
for Contractor Design-Build items (Fire Protection), it is the responsibility of the Architect to design the facility to meet all codes, ordinances, CC&R's, or other requirements
as necessary so that TCO can be obtained when scheduled for each phase.

,
subject to adjustments of this Contract Time as provided in the Contract Documents.

(Insert provisions, if any, for liquidated damages relating to failure to complete on time, or for bonus payments for early completion of the
Work.)

It
is agreed that the damages due to Contractor caused delays shall be limited to the liquidated damages amounts set forth in Addendum No. 1. The total liquidated damages shall
not exceed the total Contractor's Fee as calculated in Section 5.1.2 of this Agreement.

ARTICLE 5    BASIS FOR PAYMENT

5.1    CONTRACT SUM

5.1.1The Owner shall pay the Contractor the Contract Sum in current funds for the Contractor's performance of the Contract.
The Contract Sum is the Cost of the Work as defined in Article 7 plus the Contractor's Fee.

5.1.2The Contractor's Fee is:

(State a lump sum, percentage of Cost of the Work or other provision for determining the Contractor's Fee, and describe the method of adjustment of the
Contractor's Fee for changes in the Work.)

5.0%
of the overall Cost of the Work.

5.2    GUARANTEED MAXIMUM PRICE

5.2.1The sum of the Cost of the Work and the Contractor's Fee is guaranteed by the Contractor not to exceed (TO BE
DETERMINED) Dollars ($ (TO BE DETERMINED)), subject to additions and deductions by Change Order as provided in the Contract Documents. Such maximum sum is referred to in the Contract Documents as the
Guaranteed Maximum Price. Costs which would cause the Guaranteed Maximum Price to be exceeded shall be paid by the Contractor without reimbursement by the Owner.

(Insert specific provisions if the Contractor is to participate in any savings.)

The
Guaranteed Maximum Price will be established after the completion of subcontractor bidding and will be incorporated into this Agreement by Change Order.

5.2.2The Guaranteed Maximum Price is based on the following alternates, if any, which are described in the Contract
Documents and are hereby accepted by the Owner:

(State the numbers or other identification of accepted alternates. If decisions on other alternates are to be made by the Owner subsequent to the execution of
this Agreement, attach a schedule of such other alternates showing the amount for each and the date when the amount expires.)

TO
BE DETERMINED

5.2.3Unit prices, if any, are as follows:

TO
BE DETERMINED

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5.2.4Allowances, if any, are as follows:

(Identify and state the amounts of any allowances, and state whether they include labor, materials, or both.)

TO
BE DETERMINED

5.2.5Assumptions, if any, on which the Guaranteed Maximum Price is based are as follows:

TO
BE DETERMINED

5.2.6To the extent that the Drawings and Specifications are anticipated to require further development by the Architect, the
Contractor has provided in the Guaranteed Maximum Price for such 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.

ARTICLE 6    CHANGES IN THE WORK

6.1Adjustments to the Guaranteed Maximum Price on account of changes in the Work may be determined by any of the methods
listed in Subparagraph 7.3.3 of AIA Document A201-1997.

6.2In 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 Clause 7.3.3.3 of AIA Document A201-1997 and the terms "costs" and "a reasonable allowance for overhead and profit" as used in
Subparagraph 7.3.6 of AIA Document A201-1997 shall have the meanings assigned to them in AIA Document A201-1997 and shall not be modified by Articles 5, 7 and 8 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.

6.3In calculating adjustments to the Guaranteed Maximum Price, the terms "cost" and "costs" as used in the above-referenced
provisions of AIA Document A201-1997 shall mean the Cost of the Work as defined in Article 7 of this Agreement and the terms "fee" and "a reasonable allowance for overhead and
profit" shall mean the Contractor's Fee as defined in Subparagraph 5.1.2 of this Agreement.

6.4If no specific provision is made in Paragraph 5.1 for adjustment of the Contractor'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 Paragraph 5.1 will cause substantial inequity to the Owner or Contractor,
the Contractor's Fee shall be equitably adjusted on the basis of the Fee established for the original Work, and the Guaranteed Maximum Price shall be adjusted accordingly.

ARTICLE 7    COSTS TO BE REIMBURSED

7.1    COST OF THE WORK

The term Cost of the Work shall mean costs necessarily incurred by the Contractor 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 this Article 7 and Addendum
No. 1.

7.2    LABOR COSTS

7.2.1Wages of construction workers directly employed by the Contractor to perform the construction of the Work at the site
or, with the Owner's approval, at off-site workshops.

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7.2.2Wages or salaries of the Contractor's supervisory and administrative personnel when stationed at the site with the
Owner's approval. See Exhibit E Salaried Billing Schedule.

(If it is intended that the wages or salaries of certain personnel stationed at the Contractor's principal or other offices shall be included in the Cost of the
Work, identify in Article 14 the personnel to be included and whether for all or only part of their time, and the rates at which their time will be charged to the Work.)

7.2.3Wages and salaries of the Contractor'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.

7.2.4Costs paid or incurred by the Contractor 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 Subparagraphs 7.2.1 through 7.2.3.

7.3    SUBCONTRACT COSTS

7.3.1Payments made by the Contractor to Subcontractors in accordance with the requirements of the subcontracts.

7.4    COSTS OF MATERIALS AND EQUIPMENT INCORPORATED IN THE COMPLETED CONSTRUCTION

7.4.1Costs, including transportation and storage, of materials and equipment incorporated or to be incorporated in the
completed construction.

7.4.2Costs of materials described in the preceding Subparagraph 7.4.1 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 of the Work or, at the Owner's option, shall be sold by the Contractor. Any amounts realized from such sales shall be credited to the Owner as a deduction from the
Cost of the Work.

7.5    COSTS OF OTHER MATERIALS AND EQUIPMENT, TEMPORARY FACILITIES AND RELATED ITEMS

7.5.1Costs, including transportation and 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 Contractor at the site and fully consumed in the performance of the
Work; and cost (less salvage value) of such items if not fully consumed, whether sold to others or retained by the Contractor. Cost for items previously used by the Contractor shall mean fair market
value.

7.5.2Rental charges for temporary facilities, machinery, equipment, and hand tools not customarily owned by construction
workers that are provided by the Contractor at the site, whether rented from the Contractor or others, and costs of transportation, installation, minor repairs and replacements, dismantling and
removal thereof. Rates and quantities of equipment rented shall be subject to the Owner's prior approval.

7.5.3Costs of removal of debris from the site.

7.5.4Costs 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; provided, however, that Contractor shall use reasonable efforts to control reproduction
costs and shall provide Owner with budget for same.

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7.5.5That portion of the reasonable expenses of the Contractor's personnel incurred while traveling in discharge of duties
connected with the Work.

7.5.6Costs of materials and equipment suitably stored off the site at a mutually acceptable location, if approved in advance
by the Owner.

7.6    MISCELLANEOUS COSTS

7.6.1That portion of insurance and bond premiums that can be directly attributed to this Contract and in the amounts set
forth in Addendum No. 1.

7.6.2Sales, use or similar taxes imposed by a governmental authority that are related to the Work.

7.6.3Fees and assessments for the building permit and for other permits, licenses and inspections for which the Contractor
is required by the Contract Documents to pay. Permit Costs, Plan Check Fees and Tests and Inspection Costs are excluded and are the responsibility of the Owner, with the sole exception of curtain wall
testing, which shall be included in the Cost of the Work.

7.6.4Fees of laboratories for tests required by the Contract Documents, except those related to defective or nonconforming
Work for which reimbursement is excluded by Subparagraph 13.5.3 of AIA Document A201-1997 or other provisions of the Contract Documents, and which do not fall within the scope of
Subparagraph 7.7.3.

7.6.5Royalties 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 Contractor 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 Contractor's Fee or subject to the Guaranteed Maximum Price. If such royalties, fees and costs are excluded by the last sentence of Subparagraph 3.17.1 of AIA Document
A201-1997 or other provisions of the Contract Documents, then they shall not be included in the Cost of the Work.

7.6.6Data processing costs related to the Work, to the extent such costs can be directly charged to Project and are included
in the Contractor's Job Site Overhead. There shall be no separate charge to Owner for such data processing costs outside of the Job Site Overhead.

7.6.7Deposits lost for causes other than the Contractor's negligence or failure to fulfill a specific responsibility to the
Owner as set forth in the Contract Documents.

7.6.8Reasonable legal, mediation and arbitration costs, including reasonable attorneys' fees, other than those arising
(1) from disputes between the Owner and Contractor, and (2) from the negligence or willful misconduct of the Contractor, reasonably incurred by the Contractor in the performance of the
Work and with the Owner's prior written approval; which approval shall not be unreasonably withheld.

7.6.9Expenses incurred in accordance with the Contractor's standard personnel policy for relocation and temporary living
allowances of personnel required for the Work, if approved by the Owner.

7.7    OTHER COSTS AND EMERGENCIES

7.7.1Other costs incurred in the performance of the Work if and to the extent approved in advance in writing by the Owner.

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7.7.2Costs due to emergencies 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 Paragraph 10.6 of AIA Document A201-1997.

7.7.3Reasonable Costs of repairing or correcting damaged Work executed by the Contractor, Subcontractors or suppliers,
provided that such damaged Work was not caused by negligence or failure to fulfill a specific responsibility of the Contractor and only to the extent that the cost of repair or correction is not
recoverable by the Contractor from insurance, sureties, Subcontractors or suppliers.

ARTICLE 8    COSTS NOT TO BE REIMBURSED

8.1The Cost of the Work shall not include:

8.1.1Salaries and other compensation of the Contractor's personnel stationed at the Contractor's principal office or offices
other than the site office, except as specifically provided in Subparagraphs 7.2.2 and 7.2.3 or as may be provided in Article 14.

8.1.2Expenses of the Contractor's principal office and offices other than the site office.

8.1.3Overhead and general expenses, except as may be expressly included in Article 7.

8.1.4The Contractor's capital expenses, including interest on the Contractor's capital employed for the Work.

8.1.5Rental costs of machinery and equipment, except as specifically provided in Subparagraph 7.5.2

8.1.6Except as provided in Subparagraph 7.7.3 of this Agreement, costs due to the negligence or failure to fulfill a
specific responsibility of the Contractor, Subcontractors and suppliers or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable.

8.1.7Any cost not specifically and expressly described in Article 7.

8.1.8Costs, other than costs included in Change Orders approved by the Owner, that would cause the Guaranteed Maximum Price
to be exceeded.

ARTICLE 9    DISCOUNTS, REBATES AND REFUNDS

9.1Cash discounts obtained on payments made by the Contractor shall accrue to the Owner if (1) before making the
payment, the Contractor included them in an Application for Payment and received payment therefor from the Owner, or (2) the Owner has deposited funds with the Contractor with which to make
payments; otherwise, cash discounts shall accrue to the Contractor. Trade discounts, rebates, refunds and amounts received from sales of surplus materials and equipment shall accrue to the Owner, and
the Contractor shall make provisions so that they can be secured.

9.2Amounts that accrue to the Owner in accordance with the provisions of Paragraph 9.1 shall be credited to the Owner
as a deduction from the Cost of the Work.

ARTICLE 10    SUBCONTRACTS AND OTHER AGREEMENTS

10.1Those portions of the Work that the Contractor does not customarily perform with the Contractor's own personnel shall be
performed under subcontracts or by other appropriate agreements with the Contractor. The Owner may designate specific persons or entities from whom the Contractor shall obtain bids. The Contractor
shall either (a) negotiate, with the consent of the Owner, Subcontract Agreements as appropriate and necessary due to schedule needs (includes Structural Steel, Kitchen Equipment, HVAC,
Plumbing, Controls, Fire Protection, Electrical and Fire Detection and Alarm) or (b) obtain bids from Subcontractors and from suppliers of materials or equipment fabricated especially

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for the Work and shall deliver such bids to the Owner and Architect. The Owner shall then determine, with the advice of the Contractor and the Architect, which bids will be accepted. The Contractor
shall not be required to contract with anyone to whom the Contractor has reasonable objection.

10.2If a specific bidder among those whose bids are delivered by the Contractor to the Owner and Architect (1) is
recommended to the Owner by the Contractor; (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 Contractor may require that a Change Order be issued to adjust the Guaranteed Maximum Price by the
difference between the bid of the person or entity recommended to the Owner by the Contractor and the amount of the subcontract or other agreement actually signed with the person or entity designated
by the Owner.

10.3Subcontracts 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.

ARTICLE 11    ACCOUNTING RECORDS

The Contractor shall keep full and detailed accounts and exercise such controls as may be necessary for proper financial management under this Contract, and the
accounting and control systems shall be satisfactory to the Owner. The Owner and the Owner's accountants shall be afforded access to, and shall be permitted to audit and copy, the Contractor's
records, books, correspondence, instructions, drawings, receipts, subcontracts, purchase orders, vouchers, memoranda and other data relating to this
Contract, and the Contractor shall preserve these for a period of three years after final payment, or for such longer period as may be required by law.

ARTICLE 12    PAYMENTS

12.1    PROGRESS PAYMENTS

12.1.1Based upon Applications for Payment submitted to the Architect and Owner by the Contractor and Certificates for
Payment issued by the Architect, the Owner shall make progress payments on account of the Contract Sum to the Contractor as provided below and elsewhere in the Contract Documents.

12.1.2The period covered by each Application for Payment shall be one calendar month ending on the last day of the month, or
as follows:

12.1.3Provided that an Application for Payment is received by the Architect and Owner not later than the first day of a
month, the Owner shall make payment to the Contractor not later than the last day of the month. If an Application for Payment is received by the Owner after the application date fixed above, payment
shall be made by the Owner not later than thirty days after the Owner receives the Application for Payment.

12.1.4With each Application for Payment, the Contractor 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 Contractor on account of the Cost of the
Work equal or exceed (1) progress payments already received by the Contractor; less (2) that portion of those payments attributable to the Contractor's Fee; plus (3) payrolls for
the period covered by the present Application for Payment.

12.1.5Each Application for Payment shall be based on the most recent schedule of values submitted by the Contractor in
accordance with the Contract Documents. The schedule of values

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submitted by the Contractor shall be reasonably detailed and shall be subject to Owner's review and approval. The schedule of values shall allocate the entire Guaranteed Maximum Price among the
various portions of the Work, except that the Contractor'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 Contractor's Applications for Payment.

12.1.6Applications 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 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 Contractor on account of that portion of the Work for which the Contractor 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.

12.1.7Subject to other provisions of the Contract Documents, the amount of each progress payment shall be computed as
follows:



12.1.8Except with Owner's prior approval, payments to Subcontractors shall be subject to retainage of not less than ten
percent (10%). The Owner and the Contractor shall agree upon a mutually acceptable procedure for review and approval of payments and retention for Subcontractors. See Section B.7 of Addendum
No. 1.

12.1.9In taking action on the Contractor's Applications for Payment, the Architect shall be entitled to rely on the accuracy
and completeness of the information furnished by the Contractor 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 Subparagraph 12.1.4 or other supporting data; that the Architect has made exhaustive or continuous on-site inspections or that the

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Architect has made examinations to ascertain how or for what purposes the Contractor 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 accountants acting in the sole interest of the Owner.

12.2    FINAL PAYMENT

12.2.1.1Final payment, constituting the entire unpaid balance of the Contract Sum less amounts retained by the Owner to
cover any Punch List Work pursuant to Section B.8 of Addendum No. 1 shall be made by the Owner to the Contractor when:



12.2.1.2Any retainage held by the Owner for Punch List Work shall be paid no later than 30 days after such Punch List
Work is completed.

12.2.2The Owner's final payment to the Contractor shall be made no later than 30 days after the issuance of the
Architect's final Certificate for Payment, or as follows:

12.2.3The Owner's accountants will review and report in writing on the Contractor's final accounting within 30 days
after delivery of the final accounting to the Architect by the Contractor. Based upon such Cost of the Work as the Owner's accountants report to be substantiated by the Contractor's final accounting,
and provided the other conditions of Subparagraph 12.2.1 have been met, the Architect will, within seven days after receipt of the written report of the Owner's accountants, either issue to the Owner
a final Certificate for Payment with a copy to the Contractor, or notify the Contractor and Owner in writing of the Architect's reasons for withholding a certificate as provided in Subparagraph 9.5.1
of the AIA Document A201-1997. The time periods stated in this Subparagraph 12.2.3 supersede those stated in Subparagraph 9.4.1 of the AIA Document A201-1997.

12.2.4If the Owner's accountants report the Cost of the Work as substantiated by the Contractor's final accounting to be
less than claimed by the Contractor, the Contractor may request arbitration of the disputed amount without a further decision of the Architect. Such request for arbitration may be made by the
Contractor within 30 days after the Contractor's receipt of a copy of the Architect's final Certificate for Payment. Pending a final resolution, the Owner shall pay the Contractor the amount
certified in the Architect's final Certificate for Payment. Any such arbitration shall be conducted in accordance with the construction arbitration rules of the American Arbitration Association.

12.2.5If, subsequent to final payment and at the Owner's request, the Contractor incurs costs described in Article 7
and not excluded by Article 8 to correct defective or nonconforming Work, the Owner shall reimburse the Contractor such costs and the Contractor'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 Contractor has participated in savings as provided in Paragraph 5.2, 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 Contractor.

ARTICLE 13    TERMINATION OR SUSPENSION

13.1The Contract may be terminated by the Contractor, or by the Owner for convenience, as provided in Article 14 of
AIA Document A201-1997. However, the amount to be paid to the

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Contractor under Subparagraph 14.1.3 of AIA Document A201-1997 shall not exceed the amount the Contractor would be entitled to receive under Paragraph 13.2 below, except that the
Contractor's Fee shall be calculated as if the Work had been fully completed by the Contractor, including a reasonable estimate of the Cost of the Work for Work not actually completed.

13.2The Contract may be terminated by the Owner for cause as provided in Article 14 of AIA Document
A201-1997. The amount, if any, to be paid to the Contractor under Subparagraph 14.2.4 of AIA Document A201-1997 shall not cause the Guaranteed Maximum Price to be exceeded, nor
shall it exceed an amount calculated as follows:

13.2.1Take the Cost of the Work incurred by the Contractor to the date of termination;

13.2.2Add the Contractor's Fee computed upon the Cost of the Work to the date of termination at the rate stated in
Subparagraph 5.1.2 or, if the Contractor's Fee is stated as a fixed sum in that Subparagraph, 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

13.2.3Subtract the aggregate of previous payments made by the Owner.

13.3The Owner shall also pay the Contractor fair compensation, either by purchase or rental at the election of the Owner,
for any equipment owned by the Contractor that the Owner elects to retain and that is not otherwise included in the Cost of the Work under Subparagraph 13.2.1. To the extent that the Owner elects to
take legal assignment of subcontracts and purchase orders (including rental agreements), the Contractor shall, as a condition of receiving the payments referred to in this Article 13, execute
and deliver all such papers and take all such steps, including the legal assignment of such subcontracts and other contractual rights of the Contractor, as the Owner may require for the purpose of
fully vesting in the Owner the rights and benefits of the Contractor under such subcontracts or purchase orders.

13.4The Work may be suspended by the Owner as provided in Article 14 of AIA Document A201-1997; in such
case, the Guaranteed Maximum Price and Contract Time shall be increased as provided in Subparagraph 14.3.2 of AIA Document A201-1997 except that the term "profit" shall be understood to
mean the Contractor's Fee as described in Subparagraphs 5.1.2 and Paragraph 6.4 of this Agreement.

ARTICLE 14    MISCELLANEOUS PROVISIONS

14.1Where reference is made in this Agreement to a provision AIA Document A201-1997 or another Contract
Document, the reference refers to that provision as amended or supplemented by other provisions of the Contract Documents.

14.2Payments due and unpaid under the Contract shall bear interest from the date payment is due at the rate stated below, or
in the absence thereof, at the legal rate prevailing from time to time at the place where the Project is located.

(Insert rate of interest agreed upon, if any.)

(Usury laws and requirements under the Federal Truth in Lending Act, similar state and local consumer credit laws and other regulations at
the Owner's and Contractor's principal places of business, the location of the Project and elsewhere may affect the validity of this provision. Legal advice should be obtained with respect to
deletions or modifications, and also regarding requirements such as written disclosures or waivers.)

14.3The Owner's representative is:

(Name, address and other information.)



14.4The Contractor's representative is:

(Name, address and other information.)



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14.5Neither the Owner's nor the Contractor's representative shall be changed without ten days' written notice to the other
party.

14.6Other provisions:



ARTICLE 15    ENUMERATION OF CONTRACT DOCUMENTS

15.1The Contract Documents, except for Modifications issued after execution of this Agreement, are enumerated as follows:
See Addendum No. 1.

15.1.1The Agreement is this executed 1997 edition of the Standard Form of Agreement Between Owner and Contractor, AIA
Document A111-1997, as amended.

15.1.2The General Conditions are the 1997 edition of the General Conditions of the Contract for Construction, AIA Document
A201-1997, as amended.

15.1.3The Supplementary and other Conditions of the Contract are those contained in the Project Manual dated (See phased
design dates in Exhibit C), and are as follows:

|Document |  | Title |  | Pages
|-------- |  | ----- |  | -----

Project
Manual, Supplementary and other Conditions have not yet been provided. All parties will negotiate in good faith to incorporate these documents into the Contract by Change Order
if and when available.

15.1.4The Specifications are those contained in the Project Manual dated as in Subparagraph 15.1.3, and are as follows:

(Either list the Specifications here or refer to an exhibit attached to this Agreement.)

|Section |  | Title |  | Pages
|------- |  | ----- |  | -----

The
Specifications have not yet been provided. All parties will negotiate in good faith to incorporate these documents into the Contract by Change Order when available.

15.1.5The Drawings are as follows, and are dated unless a different date is shown below:

(Either list the Drawings here or refer to an exhibit attached to this Agreement.)

|Number |  | Title |  | Date
|------ |  | ----- |  | ----

See Exhibit "A".

15.1.6The Addenda, if any, are as follows:

|Number |  | Date |  | Pages
|------ |  | ---- |  | -----

12

---

Exhibit
"A", Scope of Work.
Exhibit "B", Contractor Personnel Assigned to Cymer Inc.'s CSD-6
Exhibit "C", Concept Schedule for the Work dated August 9, 2002
Exhibit "D", Initial Budget Estimate dated 8/9/02. Revised/Current Budget dated 8/28/02. Estimate
History dated 8/19 & 20/02. Clarifications
Exhibit "E", Contractor's 2002-2003 Salaried Staff Billing Monthly Rates.
Exhibit "F", Conceptual Drawing of Side Elevation of Building 1, and
Exhibit "G", Certificates of Insurance
Addendum No. 1 to Standard Form of Agreement between Owner and Contractor (AIA Document Number A111-1997) dated September 11, 2002.

Portions
of Addenda relating to bidding requirements are not part of the Contract Documents unless the bidding requirements are also enumerated in this Article 15.

15.1.7Other Documents, if any, forming part of the Contract Documents are as follows:

(List here any additional documents, such as a list of alternates that are intended to form part of the Contract Documents. AIA Document A201-1997
provides that bidding requirements such as advertisement or invitation to bid, Instructions to Bidders, sample forms and the Contractor's bid are not part of the Contract Documents unless enumerated
in this Agreement. They should be listed here only if intended to be part of the Contract Documents.)

ARTICLE 16    INSURANCE AND BONDS

(List required limits of liability for insurance and bonds. AIA Document A201-1997 gives other specific requirements for
insurance and bonds.)

GCL
Policy



The
Contractor will provide General Liability Insurance at a rate of $5.70/$1,000 of Contract Value.

13

---

|"OWNER:"                          |                            | "CONTRACTOR:"                                             
|--------------------------------- | -------------------------- | ----------------------------------------------------------
|CYMER, INC., a Nevada corporation |                            | HENSEL PHELPS CONSTRUCTION COMPANY, a Delaware corporation
|By:                               | /s/ NANCY J. BAKER         |                                                           
|Printed Name:                     | Nancy J. Baker             |                                                           
|Its:                              | Sr. Vice President and CFO |                                                           
|/s/ DAN CANCELLERI 9/26           |                            |                                                           

14

---



CYMERHENSEL PHELPS AGREEMENT

1997 EditionElectronic Format

AIA Document A2011997

THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES. CONSULTATION WITH AN ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS
COMPLETION OR MODIFICATION. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE USING AIA DOCUMENT D401.

This document has been approved and endorsed by The Associated General Contractors of America.

[SEAL] ©1997 AIA®
AIA DOCUMENT A2011997
GENERAL CONDITIONS OF THE CONTRACT FOR CONSTRUCTION

The American Institute of Architects
1735 New York Avenue, N.W.
Washington, D.C. 20006-5292

General Conditions of the Contract for Construction

TABLE OF ARTICLES



---

Copyright 1911, 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1967, 1970, 1976, 1987, © 1997 by The American Institute of Architects,
Fifteenth Edition. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will
subject the violate to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced
with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below, expiration as noted below, expiration as noted below.
User Document: 97a201cymer worldwide customer operations facility (csd-6).aia9/10/2002. AIA License Number 1006044, which expires on 2/28/2003.

1

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|INDEX                                                  |  |                                                                                                                                                                                                                                                 
|------------------------------------------------------ |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|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                                    |  | 4.2.3, 10                                                                                                                                                                                                                                       
|Acts and Omissions                                     |  | 3.2, 3.3.2, 3.12.8, 3.18, 4.2.3, 4.3.8, 4.4.1, 8.3.1, 9.5.1, 10.2.5, 13.4.2, 13.7, 14.1                                                                                                                                                         
|Addenda                                                |  | 1.1.1, 3.11                                                                                                                                                                                                                                     
|Additional Costs, Claims for                           |  | 4.3.4, 4.3.5, 4.3.6, 6.1.1, 10.3                                                                                                                                                                                                                
|Additional Inspections and Testing                     |  | 9.8.3, 12.2.1, 13.5                                                                                                                                                                                                                             
|Additional Time, Claims for                            |  | 4.3.4, 4.3.7, 8.3.2                                                                                                                                                                                                                             
|ADMINISTRATION OF THE CONTRACT                         |  | 3.1.3, 4, 9.4, 9.5                                                                                                                                                                                                                              
|Advertisement or Invitation to Bid                     |  | 1.1.1                                                                                                                                                                                                                                           
|Aesthetic Effect                                       |  | 4.2.13, 4.5.1                                                                                                                                                                                                                                   
|Allowances                                             |  | 3.8                                                                                                                                                                                                                                             
|All-risk Insurance                                     |  | 11.4.1.1                                                                                                                                                                                                                                        
|Applications for Payment                               |  | 4.2.5, 7.3.8, 9.2, 9.3, 9.4, 9.5.1, 9.6.3, 9.7.1, 9.8.5, 9.10, 11.1.3, 14.2.4, 14.4.3                                                                                                                                                           
|Approvals                                              |  | 2.4, 3.1.3, 3.5, 3.10.2, 3.12, 4.2.7, 9.3.2, 13.4.2, 13.5                                                                                                                                                                                       
|Arbitration                                            |  | 4.3.3, 4.4, 4.5.1, 4.5.2, 4.6, 8.3.1, 9.7.1, 11.4.9, 11.4.10                                                                                                                                                                                    
|Architect                                              |  | 4.1                                                                                                                                                                                                                                             
|Architect, Definition of                               |  | 4.1.1                                                                                                                                                                                                                                           
|Architect, Extent of Authority                         |  | 2.4, 3.12.7, 4.2, 4.3.6, 4.4, 5.2, 6.3, 7.1.2, 7.3.6, 7.4, 9.2, 9.3.1, 9.4, 9.5, 9.8.3, 9.10.1, 9.10.3, 12.1, 12.2.1, 13.5.1, 13.5.2, 14.2.2, 14.2.4                                                                                            
|Architect, Limitations of Authority and Responsibility |  | 2.1.1, 3.3.3, 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, 4.4, 5.2.1, 7.4, 9.4.2, 9.6.4, 9.6.6                                                                                                   
|Architect's Additional Services and Expenses           |  | 2.4, 11.4.1.1, 12.2.1, 13.5.2, 13.5.3, 14.2.4                                                                                                                                                                                                   
|Architect's Administration of the Contract             |  | 3.1.3, 4.2, 4.3.4, 4.4, 9.4, 9.5                                                                                                                                                                                                                
|Architect's Approvals                                  |  | 2.4, 3.1.3, 3.5.1, 3.10.2, 4.2.7                                                                                                                                                                                                                
|Architect's Authority to Reject Work                   |  | 3.5.1, 4.2.6, 12.1.2, 12.2.1                                                                                                                                                                                                                    
|Architect's Copyright                                  |  | 1.6                                                                                                                                                                                                                                             
|Architect's Decisions                                  |  | 4.2.6, 4.2.7, 4.2.11, 4.2.12, 4.2.13, 4.3.4, 4.4.1, 4.4.5, 4.4.6, 4.5, 6.3, 7.3.6, 7.3.8, 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                                                                                   
|Architect's Inspections                                |  | 4.2.2, 4.2.9, 4.3.4, 9.4.2, 9.8.3, 9.9.2, 9.10.1, 13.5                                                                                                                                                                                          
|Architect's Instructions                               |  | 3.2.3, 3.3.1, 4.2.6, 4.2.7, 4.2.8, 7.4.1, 12.1, 13.5.2                                                                                                                                                                                          
|Architect's Interpretations                            |  | 4.2.11, 4.2.12, 4.3.6                                                                                                                                                                                                                           
|Architect's Project Representative                     |  | 4.2.10                                                                                                                                                                                                                                          
|Architect's Relationship with Contractor               |  | 1.1.2, 1.6, 3.1.3, 3.2.1, 3.2.2, 3.2.3, 3.3.1, 3.4.2, 3.5.1, 3.7.3, 3.10, 3.11, 3.12, 3.16, 3.18, 4.1.2, 4.1.3, 4.2, 4.3.4, 4.4.1, 4.4.7, 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, 11.4.7,
 12, 13.4.2, 13.5
|Architect's Relationship with Subcontractors           |  | 1.1.2, 4.2.3, 4.2.4, 4.2.6, 9.6.3, 9.6.4, 11.4.7                                                                                                                                                                                                
|Architect's Representations                            |  | 9.4.2, 9.5.1, 9.10.1                                                                                                                                                                                                                            
|Architect's Site Visits                                |  | 4.2.2, 4.2.5, 4.2.9, 4.3.4, 9.4.2, 9.5.1, 9.9.2, 9.10.1, 13.5                                                                                                                                                                                   

2

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|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, 1.1.7, 5.2.1, 11.5.1                                                                                                                      
|Boiler and Machinery Insurance                                     |  | 11.4.2                                                                                                                                           
|Bonds, Lien                                                        |  | 9.10.2                                                                                                                                           
|Bonds, Performance, and Payment                                    |  | 7.3.6.4, 9.6.7, 9.10.3, 11.4.9, 11.5                                                                                                             
|Building Permit                                                    |  | 3.7.1                                                                                                                                            
|Capitalization                                                     |  | 1.3                                                                                                                                              
|Certificate of Substantial Completion                              |  | 9.8.3, 9.8.4, 9.8.5                                                                                                                              
|Certificates for Payment                                           |  | 4.2.5, 4.2.9, 9.3.3, 9.4, 9.5, 9.6.1, 9.6.6, 9.7.1, 9.10.1, 9.10.3, 13.7, 14.1.1.3, 14.2.4                                                       
|Certificates of Inspection, Testing or Approval                    |  | 13.5.4                                                                                                                                           
|Certificates of Insurance                                          |  | 9.10.2, 11.1.3                                                                                                                                   
|Change Orders                                                      |  | 1.1.1, 2.4.1, 3.4.2, 3.8.2.3, 3.11.1, 3.12.8, 4.2.8, 4.3.4, 4.3.9, 5.2.3, 7.1, 7.2, 7.3, 8.3.1, 9.3.1.1, 9.10.3, 11.4.1.2, 11.4.4, 11.4.9, 12.1.2
|Change Orders, Definition of                                       |  | 7.2.1                                                                                                                                            
|CHANGES IN THE WORK                                                |  | 3.11, 4.2.8, 7, 8.3.1, 9.3.1.1, 11.4.9                                                                                                           
|Claim, Definition of                                               |  | 4.3.1                                                                                                                                            
|Claims and Disputes                                                |  | 3.2.3, 4.3, 4.4, 4.5, 4.6, 6.1.1, 6.3, 7.3.8, 9.3.3, 9.10.4, 10.3.3                                                                              
|Claims and Timely Assertion of Claims                              |  | 4.6.5                                                                                                                                            
|Claims for Additional Cost                                         |  | 3.2.3, 4.3.4, 4.3.5, 4.3.6, 6.1.1, 7.3.8, 10.3.2                                                                                                 
|Claims for Additional Time                                         |  | 3.2.3, 4.3.4, 4.3.7, 6.1.1, 8.3.2, 10.3.2                                                                                                        
|Claims for Concealed or Unknown Conditions                         |  | 4.3.4                                                                                                                                            
|Claims for Damages                                                 |  | 3.2.3, 3.18., 4.3.10, 6.1.1, 8.3.3, 9.5.1, 9.6.7, 10.3.3, 11.1.1, 11.4.5, 11.4.7, 14.1.3, 14.2.4                                                 
|Claims Subject to Arbitration                                      |  | 4.4.1, 4.5.1, 4.6.1                                                                                                                              
|Cleaning Up                                                        |  | 3.15, 6.3                                                                                                                                        
|Commencement of Statutory Limitation Period                        |  | 13.7                                                                                                                                             
|Commencement of the Work, Conditions Relating to                   |  | 2.2.1, 3.2.1, 3.4.1, 3.7.1, 3.10.1, 3.12.6, 4.3.5, 5.2.1, 5.2.3, 6.2.2, 8.1.2, 8.2.2, 8.3.1, 11.1, 11.4.1, 11.4.6, 11.5.1                        
|Commencement of the Work, Definition of                            |  | 8.1.2                                                                                                                                            
|Communications Facilitating Contract Administration                |  | 3.9.1, 4.2.4                                                                                                                                     
|Completion, Conditions Relating to                                 |  | 1.6.1, 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, 9.10.4.2, 12.2, 13.7                                                                      
|Compliance with Laws                                               |  | 1.6.1, 3.2.2, 3.6, 3.7, 3.12.10, 3.13, 4.1.1, 4.4.8, 4.6.4, 4.6.6, 9.6.4, 10.2.2, 11.1, 11.4, 13.1, 13.4, 13.5.1, 13.5.2, 13.6, 14.1.1, 14.2.1.3 
|Concealed or Unknown Conditions                                    |  | 4.3.4, 8.3.1, 10.3                                                                                                                               
|Conditions of the Contract                                         |  | 1.1.1, 1.1.7, 6.1.1, 6.1.4                                                                                                                       
|Consent, Written                                                   |  | 1.6, 3.4.2, 3.12.8, 3.14.2, 4.1.2, 4.3.4, 4.6.4, 9.3.2, 9.8.5, 9.9.1, 9.10.2, 9.10.3, 11.4.1, 13.2, 13.4.2                                       
|CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS                   |  | 1.1.4, 6                                                                                                                                         

3

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|Construction Change Directive, Definition of                           |  | 7.3.1                                                                                                                                                                                                                                           
|---------------------------------------------------------------------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Construction Change Directives                                         |  | 1.1.1, 3.12.8, 4.2.8, 4.3.9, 7.1, 7.3, 9.3.1.1                                                                                                                                                                                                  
|Construction Schedules, Contractor's                                   |  | 1.4.1.2, 3.10, 3.12.1, 3.12.2, 4.3.7.2, 6.1.3                                                                                                                                                                                                   
|Contingent Assignment of Subcontracts                                  |  | 5.4, 14.2.2.2                                                                                                                                                                                                                                   
|Continuing Contract Performance                                        |  | 4.3.3                                                                                                                                                                                                                                           
|Contract, Definition of                                                |  | 1.1.2                                                                                                                                                                                                                                           
|CONTRACT, TERMINATION OR SUSPENSION OF THE                             |  | 5.4.1.1, 11.4.9, 14                                                                                                                                                                                                                             
|Contract Administration                                                |  | 3.1.3, 4, 9.4, 9.5                                                                                                                                                                                                                              
|Contract Award and Execution, Conditions Relating to                   |  | 3.7.1, 3.10, 5.2, 6.1, 11.1.3, 11.4.6, 11.5.1                                                                                                                                                                                                   
|Contract Documents, The                                                |  | 1.1, 1.2                                                                                                                                                                                                                                        
|Contract Documents, Copies Furnished and Use of                        |  | 1.6, 2.2.5, 5.3                                                                                                                                                                                                                                 
|Contract Documents, Definition of                                      |  | 1.1.1                                                                                                                                                                                                                                           
|Contract Sum                                                           |  | 3.8, 4.3.4, 4.3.5, 4.4.5, 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, 11.4.1, 14.2.4, 14.3.2                                                                                                                                 
|Contract Sum, Definition of                                            |  | 9.1                                                                                                                                                                                                                                             
|Contract Time                                                          |  | 4.3.4, 4.3.7, 4.4.5, 5.2.3, 7.2.1.3, 7.3, 7.4, 8.1.1, 8.2, 8.3.1, 9.5.1, 9.7, 10.3.2, 12.1.1, 14.3.2                                                                                                                                            
|Contract Time, Definition of                                           |  | 8.1.1                                                                                                                                                                                                                                           
|CONTRACTOR                                                             |  | 3                                                                                                                                                                                                                                               
|Contractor, Definition of                                              |  | 3.1, 6.1.2                                                                                                                                                                                                                                      
|Contractor's Construction Schedules                                    |  | 1.4.1.2, 3.10, 3.12.1, 3.12.2, 4.3.7.2, 6.1.3                                                                                                                                                                                                   
|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, 11.4.7, 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, 11.4.7, 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, 11.4.1.2, 11.4.7, 11.4.8                                                                                                                                                                 
|Contractor's Relationship with the Architect                           |  | 1.1.2, 1.6, 3.1.3, 3.2.1, 3.2.2, 3.2.3, 3.3.1, 3.4.2, 3.5.1, 3.7.3, 3.10, 3.11, 3.12, 3.16, 3.18, 4.1.2, 4.1.3, 4.2, 4.3.4, 4.4.1, 4.4.7, 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, 11.4.7,
 12, 13.4.2, 13.5
|Contractor's Representations                                           |  | 1.5.2, 3.5.1, 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, 4.2.3, 4.3.8, 5.3.1, 6.1.3, 6.2, 6.3, 9.5.1, 10                                                                                                                                                                                    
|Contractor's Review of Contract Documents                              |  | 1.5.2, 3.2, 3.7.3                                                                                                                                                                                                                               
|Contractor's Right to Stop the Work                                    |  | 9.7                                                                                                                                                                                                                                             
|Contractor's Right to Terminate the Contract                           |  | 4.3.10, 14.1                                                                                                                                                                                                                                    
|Contractor's Submittals                                                |  | 3.10, 3.11, 3.12, 4.2.7, 5.2.1, 5.2.3, 7.3.6, 9.2, 9.3, 9.8.2, 9.8.3, 9.9.1, 9.10.2, 9.10.3, 11.1.3, 11.5.2                                                                                                                                     
|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, 4.3.3, 6.1.3, 6.2.4, 7.1.3, 7.3.4, 7.3.6, 8.2, 10, 12, 14                                                                                                                                               
|Contractual Liability Insurance                                        |  | 11.1.1.8, 11.2, 11.3                                                                                                                                                                                                                            
|Coordination and Correlation                                           |  | 1.2, 1.5.2, 3.3.1, 3.10, 3.12.6, 6.1.3, 6.2.1                                                                                                                                                                                                   
|Copies Furnished of Drawings and Specifications                        |  | 1.6, 2.2.5, 3.11                                                                                                                                                                                                                                
|Copyrights                                                             |  | 1.6, 3.17                                                                                                                                                                                                                                       
|Correction of Work                                                     |  | 2.3, 2.4, 3.7.4, 4.2.1, 9.4.2, 9.8.2, 9.8.3, 9.9.1, 12.1.2, 12.2, 13.7.1.3                                                                                                                                                                      
|Correlation and Intent of the Contract Documents                       |  | 1.2                                                                                                                                                                                                                                             
|Cost, Definition of                                                    |  | 7.3.6                                                                                                                                                                                                                                           

4

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|Costs                                                                    |  | 2.4, 3.2.3, 3.7.4, 3.8.2, 3.15.2, 4.3, 5.4.2, 6.1.1, 6.2.3, 7.3.3.3, 7.3.6, 7.3.7, 7.3.8, 9.10.2, 10.3.2, 10.5, 11.3, 11.4, 12.1, 12.2.1, 12.2.4, 13.5, 14           
|------------------------------------------------------------------------ |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Cutting and Patching                                                     |  | 6.2.5, 3.14                                                                                                                                                          
|Damage to Construction of Owner or Separate Contractors                  |  | 3.14.2, 6.2.4, 9.2.1.5, 10.2.1.2, 10.2.5, 10.6, 11.1, 11.4, 12.2.4                                                                                                   
|Damage to the Work                                                       |  | 3.14.2, 9.9.1, 10.2.1.2, 10.2.5, 10.6, 11.4, 12.2.4                                                                                                                  
|Damages, Claims for                                                      |  | 3.2.3, 3.18, 4.3.10, 6.1.1, 8.3.3, 9.5.1, 9.6.7, 10.3.3, 11.1.1, 11.4.5, 11.4.7, 14.1.3, 14.2.4                                                                      
|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                                               |  | 4.2.6, 4.2.7, 4.2.11, 4.2.12, 4.2.13, 4.3.4, 4.4.1, 4.4.5, 4.4.6, 4.5, 6.3, 7.3.6, 7.3.8, 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        
|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, 3.5.1, 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, 13.7.1.3                                                                           
|Defective Work, Definition of                                            |  | 3.5.1                                                                                                                                                                
|Definitions                                                              |  | 1.1, 2.1.1, 3.1, 3.5.1, 3.12.1, 3.12.2, 3.12.3, 4.1.1, 4.3.1, 5.1, 6.1.2, 7.2.1, 7.3.1, 7.3.6, 8.1, 9.1, 9.8.1                                                       
|Delays and Extensions of Time                                            |  | 3.2.3, 4.3.1, 4.3.4, 4.3.7, 4.4.5, 5.2.3, 7.2.1, 7.3.1, 7.4.1, 7.5.1, 8.3, 9.5.1, 9.7.1, 10.3.2, 10.6.1, 14.3.2                                                      
|Disputes                                                                 |  | 4.1.4, 4.3, 4.4, 4.5, 4.6, 6.3, 7.3.8                                                                                                                                
|Documents and Samples at the Site                                        |  | 3.11                                                                                                                                                                 
|Drawings, Definition of                                                  |  | 1.1.5                                                                                                                                                                
|Drawings and Specifications, Use and Ownership of                        |  | 1.1.1, 1.3, 2.2.5, 3.11, 5.3                                                                                                                                         
|Effective Date of Insurance                                              |  | 8.2.2, 11.1.2                                                                                                                                                        
|Emergencies                                                              |  | 4.3.5, 10.6, 14.1.1.2                                                                                                                                                
|Employees, Contractor's                                                  |  | 3.3.2, 3.4.3, 3.8.1, 3.9, 3.18.2, 4.2.3, 4.2.6, 10.2, 10.3, 11.1.1, 11.4.7, 14.1, 14.2.1.1                                                                           
|Equipment, Labor, Materials and                                          |  | 1.1.3, 1.1.6, 3.4, 3.5.1, 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, 7.3.6, 9.3.2, 9.3.3, 9.5.1.3, 9.10.2, 10.2.1, 10.2.4, 14.2.1.2               
|Execution and Progress of the Work                                       |  | 1.1.3, 1.2.1, 1.2.2, 2.2.3, 2.2.5, 3.1, 3.3, 3.4, 3.5, 3.7, 3.10, 3.12, 3.14, 4.2.2, 4.2.3, 4.3.3, 6.2.2, 7.1.3, 7.3.4, 8.2, 9.5, 9.9.1, 10.2, 10.3, 12.2, 14.2, 14.3
|Extensions of Time                                                       |  | 3.2.3, 4.3.1, 4.3.4, 4.3.7, 4.4.5, 5.2.3, 7.2.1, 7.3, 7.4.1, 9.5.1, 9.7.1, 10.3.2, 10.6.1, 14.3.2                                                                    
|Failure of Payment                                                       |  | 4.3.6, 9.5.1.3, 9.7, 9.10.2, 14.1.1.3, 14.2.1.2, 13.6                                                                                                                
|Faulty Work (See Defective or Nonconforming Work)                        |  |                                                                                                                                                                      
|Final Completion and Final Payment                                       |  | 4.2.1, 4.2.9, 4.3.2, 9.8.2, 9.10, 11.1.2, 11.1.3, 11.4.1, 11.4.5, 12.3.1, 13.7, 14.2.4, 14.4.3                                                                       
|Financial Arrangements, Owner's                                          |  | 2.2.1, 13.2.2, 14.1.1.5                                                                                                                                              
|Fire and Extended Coverage Insurance                                     |  | 11.4                                                                                                                                                                 
|GENERAL PROVISIONS                                                       |  | 1                                                                                                                                                                    

5

---

|Governing Law                                      |  | 13.1                                                                                                                                                                                                                                       
|-------------------------------------------------- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Guarantees (See Warranty)                          |  |                                                                                                                                                                                                                                            
|Hazardous Materials                                |  | 10.2.4, 10.3, 10.5                                                                                                                                                                                                                         
|Identification of Contract Documents               |  | 1.5.1                                                                                                                                                                                                                                      
|Indentification of Subcontractors and Suppliers    |  | 5.2.1                                                                                                                                                                                                                                      
|Indemnification                                    |  | 3.17, 3.18, 9.10.2, 10.3.3, 10.5, 11.4.1.2, 11.4.7                                                                                                                                                                                         
|Information and Services Required of the Owner     |  | 2.1.2, 2.2, 3.2.1, 3.12.4, 3.12.10, 4.2.7, 4.3.3, 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, 11.4, 13.5.1, 13.5.2, 14.1.1.4, 14.1.4                                                                            
|Injury or Damage to Person or Property             |  | 4.3.8, 10.2, 10.6                                                                                                                                                                                                                          
|Inspections                                        |  | 3.1.3, 3.3.3, 3.7.1, 4.2.2, 4.2.6, 4.2.9, 9.4.2, 9.8.2, 9.8.3, 9.9.2, 9.10.1, 12.2.1, 13.5                                                                                                                                                 
|Instructions to Bidders                            |  | 1.1.1                                                                                                                                                                                                                                      
|Instructions to the Contractor                     |  | 3.2.3, 3.3.1, 3.8.1, 4.2.8, 5.2.1, 7, 12, 8.2.2, 13.5.2                                                                                                                                                                                    
|Insurance                                          |  | 3.18.1, 6.1.1, 7.3.6, 8.2.1, 9.3.2, 9.8.4, 9.9.1, 9.10.2, 9.10.5, 11                                                                                                                                                                       
|Insurance, Boiler and Machinery                    |  | 11.4.2                                                                                                                                                                                                                                     
|Insurance, Contractor's Liability                  |  | 11.1                                                                                                                                                                                                                                       
|Insurance, Effective Date of                       |  | 8.2.2, 11.1.2                                                                                                                                                                                                                              
|Insurance, Loss of Use                             |  | 11.4.3                                                                                                                                                                                                                                     
|Insurance, Owner's Liability                       |  | 11.2                                                                                                                                                                                                                                       
|Insurance, Project Management Protective Liability |  | 11.3                                                                                                                                                                                                                                       
|Insurance, Property                                |  | 10.2.5, 11.4                                                                                                                                                                                                                               
|Insurance, Stored Materials                        |  | 9.3.2, 11.4.1.4                                                                                                                                                                                                                            
|INSURANCE AND BONDS                                |  | 11                                                                                                                                                                                                                                         
|Insurance Companies, Consent to Partial Occupancy  |  | 9.9.1, 11.4.1.5                                                                                                                                                                                                                            
|Insurance Companies, Settlement with               |  | 11.4.10                                                                                                                                                                                                                                    
|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, 4.3.1, 5.1, 6.1.2, 8.1.4                                                                                                                                                                                                
|Interpretations, Written                           |  | 4.2.11, 4.2.12, 4.3.6                                                                                                                                                                                                                      
|Joinder and Consolidation of Claims Required       |  | 4.6.4                                                                                                                                                                                                                                      
|Judgment on Final Award                            |  | 4.6.6                                                                                                                                                                                                                                      
|Labor and Materials, Equipment                     |  | 1.1.3, 1.1.6, 3.4, 3.5.1, 3.8.2, 3.8.3, 3.12, 3.13, 3.15.1, 42.6, 4.2.7, 5.2.1, 6.2.1, 7.3.6, 9.3.2, 9.3.3, 9.5.1.3, 9.10.2, 10.2.1, 10.2.4, 14.2.1.2                                                                                      
|Labor Disputes                                     |  | 8.3.1                                                                                                                                                                                                                                      
|Laws and Regulations                               |  | 1.6, 3.2.2, 3.6, 3.7, 3.12.10, 3.13, 4.1.1, 4.4.8, 4.6, 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                                                                                                             
|Liens                                              |  | 2.1.2, 4.4.8, 8.2.2, 9.3.3, 9.10                                                                                                                                                                                                           
|Limitation on Consolidation or Joinder             |  | 4.6.4                                                                                                                                                                                                                                      
|Limitations, Statutes of                           |  | 4.6.3, 12.2.6, 13.7                                                                                                                                                                                                                        
|Limitations of Liability                           |  | 2.3, 3.2.1, 3.5.1, 3.7.3, 3.12.8, 3.12.10, 3.17, 3.18, 4.2.6, 4.2.7, 4.2.12, 6.2.2, 9.4.2, 9.6.4, 9.6.7, 9.10.4, 10.3.3, 10.2.5, 11.1.2, 11.2.1, 11.4.7, 12.2.5, 13.4.2                                                                    
|Limitations of Time                                |  | 2.1.2, 2.2, 2.4, 3.2.1, 3.7.3, 3.10, 3.11, 3.12.5, 3.15.1, 4.2.7, 4.3, 4.4, 4.5, 4.6, 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, 11.4.1.5, 11.4.6, 11.4.10, 12.2,
13.5, 13.7, 14
|Loss of Use Insurance                              |  | 11.4.3                                                                                                                                                                                                                                     

6

---

|Material Suppliers                                                    |  | 1.6, 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, 10.5                                                                                                                                                                                                                                                       
|Materials, Labor, Equipment and                                       |  | 1.1.3, 1.1.6, 1.6.1, 3.4, 3.5.1, 3.8.2, 3.8.23, 3.12, 3.13, 3.15.1, 4.2.6, 4.2.7, 5.2.1, 6.2.1, 7.3.6, 9.3.2, 9.3.3, 9.5.1.3, 9.10.2, 10.2.1, 10.2.4, 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                                                       |  | 4.4.8                                                                                                                                                                                                                                                                    
|Mediation                                                             |  | 4.4.1, 4.4.5, 4.4.6, 4.4.8, 4.5, 4.6.1, 4.6.2, 8.3.1, 10.5                                                                                                                                                                                                               
|Minor Changes in the Work                                             |  | 1.1.1, 3.12.8, 4.2.8, 4.3.6, 7.1, 7.4                                                                                                                                                                                                                                    
|MISCELLANEOUS PROVISIONS                                              |  | 13                                                                                                                                                                                                                                                                       
|Modifications, Definition of                                          |  | 1.1.1                                                                                                                                                                                                                                                                    
|Modifications to the Contract                                         |  | 1.1.1, 1.1.2, 3.7.3, 3.11, 4.1.2, 4.2.1, 5.2.3, 7, 8.3.1, 9.7, 10.3.2, 11.4.1                                                                                                                                                                                            
|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, 3.5.1, 4.2.6, 6.2.5, 9.5.1, 9.8.2, 9.9.3, 9.10.4, 12.2.1, 13.7.1.3                                                                                                                                                                                             
|Notice                                                                |  | 2.2.1, 2.3, 2.4, 3.2.3, 3.3.1, 3.7.2, 3.7.4, 3.12.9, 4.3, 4.4.8, 4.6.5, 5.2.1, 8.2.2, 9.7, 9.10, 10.2.2, 11.1.3, 11.4.6, 12.2.2, 12.2.4, 13.3, 13.5.1, 13.5.2, 14.1, 14.2                                                                                                
|Notice, Written                                                       |  | 2.3, 2.4, 3.3.1, 3.9, 3.12.9, 3.12.10, 4.3, 4.4.8, 4.6.5, 5.2.1, 8.2.2, 9.7, 9.10, 10.2.2, 10.3, 11.1.3, 11.4.6, 12.2.2, 12.2.4, 13.3, 14                                                                                                                                
|Notice of Testing and Inspections                                     |  | 13.5.1, 13.5.2                                                                                                                                                                                                                                                           
|Notice to Proceed                                                     |  | 8.2.2                                                                                                                                                                                                                                                                    
|Notices, Permits, Fees and                                            |  | 2.2.2, 3.7, 3.13, 7.3.6.4, 10.2.2                                                                                                                                                                                                                                        
|Observations, Contractor's                                            |  | 1.5.2, 3.2, 3.7.3, 4.3.4                                                                                                                                                                                                                                                 
|Occupancy                                                             |  | 2.2.2, 9.6.6, 9.8, 11.4.1.5                                                                                                                                                                                                                                              
|Orders, Written                                                       |  | 1.1.1, 2.3, 3.9, 4.3.6, 7, 8.2.2, 11.4.9, 12.1, 12.2, 13.5.2, 14.3.1                                                                                                                                                                                                     
|OWNER                                                                 |  | 2                                                                                                                                                                                                                                                                        
|Owner, Definition of                                                  |  | 2.1                                                                                                                                                                                                                                                                      
|Owner, Information and Services Required of the                       |  | 2.1.2, 2.2, 3.2.1, 3.12.4, 3.12.10, 4.2.7, 4.3.3, 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, 11.4, 13.5.1, 13.5.2, 14.1.1.4, 14.1.4                                                                                                          
|Owner's Authority                                                     |  | 1.6, 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, 4.3.6, 4.4.7, 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, 9.9.1, 9.10.2, 10.3.2, 11.1.3, 11.3.1, 11.4.3,
11.4.10, 12.2.2, 12.3.1, 13.2.2, 14.3, 14.4
|Owner's Financial Capability                                          |  | 2.2.1, 13.2.2, 14.1.1.5                                                                                                                                                                                                                                                  
|Owner's Liability Insurance                                           |  | 11.2                                                                                                                                                                                                                                                                     
|Owner's Loss of Use Insurance                                         |  | 11.4.3                                                                                                                                                                                                                                                                   
|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, 12.2.4, 14.2.2.2                                                                                                                                                                                                                                                    
|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                                                                                                                                                                                                                                                                     

7

---

|Owner's Right to Terminate the Contract                                        |  | 14.2                                                                                                                          
|------------------------------------------------------------------------------ |  | ------------------------------------------------------------------------------------------------------------------------------
|Ownership and Use of Drawings, Specifications and Other Instruments of Service |  | 1.1.1, 1.6, 2.2.5, 3.2.1, 3.11.1, 3.17.1, 4.2.12, 5.3                                                                         
|Partial Occupancy or Use                                                       |  | 9.6.6, 9.9, 11.4.1.5                                                                                                          
|Patching, Cutting and                                                          |  | 3.14, 6.2.5                                                                                                                   
|Patents                                                                        |  | 3.17                                                                                                                          
|Payment, Applications for                                                      |  | 4.2.5, 7.3.8, 9.2, 9.3, 9.4, 9.5.1, 9.6.3, 9.7.1, 9.8.5, 9.10.1, 9.10.3, 9.10.5, 11.1.3, 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, 9.7.1, 9.10.1, 9.10.3, 13.7, 14.1.1.3, 14.2.4                                    
|Payment, Failure of                                                            |  | 4.3.6, 9.5.1.3, 9.7, 9.10.2, 14.1.1.3, 14.2.1.2, 13.6                                                                         
|Payment, Final                                                                 |  | 4.2.1, 4.2.9, 4.3.2, 9.8.2, 9.10, 11.1.2, 11.1.3, 11.4.1, 11.4.5, 12.3.1, 13.7, 14.2.4, 14.4.3                                
|Payment Bond, Performance Bond and                                             |  | 7.3.6.4, 9.6.7, 9.10.3, 11.4.9, 11.5                                                                                          
|Payments, Progress                                                             |  | 4.3.3, 9.3, 9.6, 9.8.5, 9.10.3, 13.6, 14.2.3                                                                                  
|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, 11.4.8, 14.2.1.2                                                                  
|PCB                                                                            |  | 10.3.1                                                                                                                        
|Performance Bond and Payment Bond                                              |  | 7.3.6.4, 9.6.7, 9.10.3, 11.4.9, 11.5                                                                                          
|Permits, Fees and Notices                                                      |  | 2.2.2, 3.7, 3.13, 7.3.6.4, 10.2.2                                                                                             
|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, 4.3.3, 8.2, 9.8, 9.9.1, 14.1.4                                                                                         
|Progress Payments                                                              |  | 4.3.3, 9.3, 9.6, 9.8.5, 9.10.3, 13.6, 14.2.3                                                                                  
|Project, Definition of the                                                     |  | 1.1.4                                                                                                                         
|Project Management Protective Liability Insurance                              |  | 11.3                                                                                                                          
|Project Manual, Definition of the                                              |  | 1.1.7                                                                                                                         
|Project Manuals                                                                |  | 2.2.5                                                                                                                         
|Project Representatives                                                        |  | 4.2.10                                                                                                                        
|Property Insurance                                                             |  | 10.2.5, 11.4                                                                                                                  
|PROTECTION OF PERSONS AND PROPERTY                                             |  | 10                                                                                                                            
|Regulations and Laws                                                           |  | 1.6, 3.2.2, 3.6, 3.7, 3.12.10, 3.13, 4.1.1, 4.4.8, 4.6, 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
|Rejection of Work                                                              |  | 3.5.1, 4.2.6, 12.2.1                                                                                                          
|Releases and Waivers of Liens                                                  |  | 9.10.2                                                                                                                        
|Representations                                                                |  | 1.5.2, 3.5.1, 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, 4.2.10, 5.1.1, 5.1.2, 13.2.1                                                                 
|Resolution of Claims and Disputes                                              |  | 4.4, 4.5, 4.6                                                                                                                 
|Responsibility for Those Performing the Work                                   |  | 3.3.2, 3.18, 4.2.3, 4.3.8, 5.3.1, 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                |  | 1.5.2, 3.2, 3.7.3, 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                                                                                                                          

8

---

|Rights and Remedies                       |  | 1.1.2, 2.3, 2.4, 3.5.1, 3.15.2, 4.2.6, 4.3.4, 4.5, 4.6, 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
|----------------------------------------- |  | ------------------------------------------------------------------------------------------------------------------------------------------
|Royalties, Patents and Copyrights         |  | 3.17                                                                                                                                      
|Rules and Notices for Arbitration         |  | 4.6.2                                                                                                                                     
|Safety of Persons and Property            |  | 10.2, 10.6                                                                                                                                
|Safety Precautions and Programs           |  | 3.3.1, 4.2.2, 4.2.7, 5.3.1, 10.1, 10.2, 10.6                                                                                              
|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                   |  | 1.4.1.2, 3.10, 3.12.1, 3.12.2, 4.3.7.2, 6.1.3                                                                                             
|Separate Contracts and Contractors        |  | 1.1.4, 3.12.5, 3.14.2, 4.2.4, 4.2.7, 4.6.4, 6, 8.3.1, 11.4.7, 12.1.2, 12.2.5                                                              
|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                          |  | 1.2.2, 3.2.1, 3.3.3, 3.7.1, 4.2, 4.3.4, 9.4.2, 9.10.1, 13.5                                                                               
|Site Visits, Architect's                  |  | 4.2.2, 4.2.9, 4.3.4, 9.4.2, 9.5.1, 9.9.2, 9.10.1, 13.5                                                                                    
|Special Inspections and Testing           |  | 4.2.6, 12.2.1, 13.5                                                                                                                       
|Specifications, Definition of the         |  | 1.1.6                                                                                                                                     
|Specifications, The                       |  | 1.1.1, 1.1.6, 1.1.7, 1.2.2, 1.6, 3.11, 3.12.10, 3.17                                                                                      
|Statute of Limitations                    |  | 4.6.3, 12.2.6, 13.7                                                                                                                       
|Stopping the Work                         |  | 2.3, 4.3.6, 9.7, 10.3, 14.1                                                                                                               
|Stored Materials                          |  | 6.2.1, 9.3.2, 10.2.1.2, 10.2.4, 11.4.1.4                                                                                                  
|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, 11.4.7, 11.4.8, 14.1, 14.2.1, 14.3.2                                                                
|Submittals                                |  | 1.6, 3.10, 3.11, 3.12, 4.2.7, 5.2.1, 5.2.3, 7.3.6, 9.2, 9.3, 9.8, 9.9.1, 9.10.2, 9.10.3, 11.1.3                                           
|Subrogation, Waivers of                   |  | 6.1.1, 11.4.5, 11.4.7                                                                                                                     
|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, 9.10.4.2, 12.2, 13.7                                                               
|Substantial Completion, Definition of     |  | 9.8.1                                                                                                                                     
|Substitution of Subcontractors            |  | 5.2.3, 5.2.4                                                                                                                              
|Substitution of Architect                 |  | 4.1.3                                                                                                                                     
|Substitutions of Materials                |  | 3.4.2, 3.5.1, 7.3.7                                                                                                                       
|Sub-subcontractor, Definition of          |  | 5.1.2                                                                                                                                     
|Subsurface Conditions                     |  | 4.3.4                                                                                                                                     
|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, 4.3.3, 6.1.3, 6.2.4, 7.1.3, 7.3.6, 8.2, 8.3.1, 9.4.2, 10, 12, 14                                  
|Surety                                    |  | 4.4.7, 5.4.1.2, 9.8.5, 9.10.2, 9.10.3, 14.2.2                                                                                             
|Surety, Consent of                        |  | 9.10.2, 9.10.3                                                                                                                            
|Surveys                                   |  | 2.2.3                                                                                                                                     
|Suspension by the Owner for Convenience   |  | 14.4                                                                                                                                      
|Suspension of the Work                    |  | 5.4.2, 14.3                                                                                                                               
|Suspension or Termination of the Contract |  | 4.3.6, 5.4.1.1, 11.4.9, 14                                                                                                                
|Taxes                                     |  | 3.6, 3.8.2.1, 7.3.6.4                                                                                                                     

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|Termination by the Contractor             |  | 4.3.10, 14.1                                                                                                                                                                                                                             
|----------------------------------------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Termination by the Owner for Cause        |  | 4.3.10, 5.4.1.1, 14.2                                                                                                                                                                                                                    
|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, 11.4.1.1, 12.2.1, 13.5                                                                                                                                           
|TIME                                      |  | 8                                                                                                                                                                                                                                        
|Time, Delays and Extensions of            |  | 3.2.3, 4.3.1, 4.3.4, 4.3.7, 4.4.5, 5.2.3, 7.2.1, 7.3.1, 7.4.1, 7.5.1, 8.3, 9.5.1, 9.7.1, 10.3.2, 10.6.1, 14.3.2                                                                                                                          
|Time Limits                               |  | 2.1.2, 2.2, 2.4, 3.2.1, 3.7.3, 3.10, 3.11, 3.12.5, 3.15.1, 4.2, 4.3, 4.4, 4.5, 4.6, 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, 11.4.1.5, 11.4.6, 11.4.10, 12.2,
13.5, 13.7, 14
|Time Limits on Claims                     |  | 4.3.2, 4.3.4, 4.3.8, 4.4, 4.5, 4.6                                                                                                                                                                                                       
|Title to Work                             |  | 9.3.2, 9.3.3                                                                                                                                                                                                                             
|UNCOVERING AND CORRECTION OF WORK         |  | 12                                                                                                                                                                                                                                       
|Uncovering of Work                        |  | 12.1                                                                                                                                                                                                                                     
|Unforeseen Conditions                     |  | 4.3.4, 8.3.1, 10.3                                                                                                                                                                                                                       
|Unit Prices                               |  | 4.3.9, 7.3.3.2                                                                                                                                                                                                                           
|Use of Documents                          |  | 1.1.1, 1.6, 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        |  | 4.3.10, 9.10.5, 11.4.7, 13.4.2                                                                                                                                                                                                           
|Waiver of Claims by the Owner             |  | 4.3.10, 9.9.3, 9.10.3, 9.10.4, 11.4.3, 11.4.5, 11.4.7, 12.2.2.1, 13.4.2, 14.2.4                                                                                                                                                          
|Waiver of Consequential Damages           |  | 4.3.10, 14.2.4                                                                                                                                                                                                                           
|Waiver of Liens                           |  | 9.10.2, 9.10.4                                                                                                                                                                                                                           
|Waivers of Subrogation                    |  | 6.1.1, 11.4.5, 11.4.7                                                                                                                                                                                                                    
|Warranty                                  |  | 3.5, 4.2.9, 4.3.5.3, 9.3.3, 9.8.4, 9.9.1, 9.10.4, 12.2.2, 13.7.1.3                                                                                                                                                                       
|Weather Delays                            |  | 4.3.7.2                                                                                                                                                                                                                                  
|Work, Definition of                       |  | 1.1.3                                                                                                                                                                                                                                    
|Written Consent                           |  | 1.6, 3.4.2, 3.12.8, 3.14.2, 4.1.2, 4.3.4, 4.6.4, 9.3.2, 9.8.5, 9.9.1, 9.10.2, 9.10.3, 11.4.1, 13.2, 13.4.2                                                                                                                               
|Written Interpretations                   |  | 4.2.11, 4.2.12, 4.3.6                                                                                                                                                                                                                    
|Written Notice                            |  | 2.3, 2.4, 3.3.1, 3.9, 3.12.9, 3.12.10, 4.3, 4.4.8, 4.6.5, 5.2.1, 8.2.2, 9.7, 9.10, 10.2.2, 10.3, 11.1.3, 11.4.6, 12.2.4, 12.2.2, 13.3, 14                                                                                                
|Written Orders                            |  | 1.1.1, 2.3, 3.9, 4.3.6, 7, 8.2.2, 11.4.9, 12.1, 12.2, 13.5.2, 14.3.1                                                                                                                                                                     

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ARTICLE 1    GENERAL PROVISIONS

1.1    BASIC DEFINITIONS

1.1.1    THE CONTRACT DOCUMENTS

The Contract Documents consist of the Agreement between Owner and Contractor (hereinafter the Agreement), Conditions of the Contract (General, Supplementary and
other Conditions), Drawings, Specifications, 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 other documents such as bidding requirements (advertisement or
invitation to bid, Instructions to Bidders, sample forms, the Contractor's bid or portions of Addenda relating to bidding requirements).

1.1.2    THE CONTRACT

The Contract Documents form the Contract for Construction. The Contract represents the entire and integrated agreement between the parties hereto and supersedes
prior negotiations, representations or agreements, either written or oral. The Contract may be amended or modified only by a Modification. The Contract Documents shall not be construed to create a
contractual relationship of any kind (1) between the Architect and Contractor, (2) between the Owner and a Subcontractor or Sub-subcontractor, (3) between the Owner
and Architect or (4) between any persons or entities other than the Owner and Contractor. The Architect shall, however, be entitled to performance and enforcement of obligations under the
Contract intended to facilitate performance of the Architect's duties.

1.1.3    THE WORK

The term "Work" means the construction and services required by the Contract Documents, whether completed or partially completed, and includes all other labor,
materials, equipment and services provided or to be provided by the Contractor to fulfill the Contractor's obligations. The Work may constitute the whole or a part of the Project.

1.1.4    THE PROJECT

The Project is the total construction of which the Work performed under the Contract Documents may be the whole or a part and which may include construction by
the Owner or by separate contractors.

1.1.5    THE DRAWINGS

The Drawings are the graphic and pictorial portions of the Contract Documents showing the design, location and dimensions of the Work, generally including plans,
elevations, sections, details, schedules and diagrams.

1.1.6    THE SPECIFICATIONS

The Specifications are that portion of the Contract Documents consisting of the written requirements for materials, equipment, systems, standards and workmanship
for the Work, and performance of related services.

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1.1.7    THE PROJECT MANUAL

The Project Manual is a volume assembled for the Work which may include the bidding requirements, sample forms, Conditions of the Contract and Specifications.

1.2    CORRELATION AND INTENT OF THE CONTRACT DOCUMENTS

1.2.1The 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.

1.2.2Organization 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.

1.2.3Unless otherwise stated in the Contract Documents, words which have well-known technical or construction
industry meanings are used in the Contract Documents in accordance with such recognized meanings.

1.3    CAPITALIZATION

1.3.1Terms capitalized in these General Conditions include those which are (1) specifically defined, (2) the
titles of numbered articles and identified references to Paragraphs, Subparagraphs and Clauses in the document or (3) the titles of other documents published by the American Institute of
Architects.

1.4    INTERPRETATION

1.4.1In 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    EXECUTION OF CONTRACT DOCUMENTS

1.5.1The Contract Documents shall be signed by the Owner and Contractor. If either the Owner or Contractor or both do not
sign all the Contract Documents, the Architect shall identify such unsigned Documents upon request.

1.5.2Execution 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.

1.6    OWNERSHIP AND USE OF DRAWINGS, SPECIFICATIONS AND OTHER INSTRUMENTS OF SERVICE

1.6.1The Drawings, Specifications and other documents, including those in electronic form, prepared by the Architect and the
Architect's consultants are Instruments of Service through which the Work to be executed by the Contractor is described. The Contractor may retain one record set. Neither the Contractor nor any
Subcontractor, Sub-subcontractor or material or equipment supplier shall own or claim a copyright in the Drawings, Specifications and other documents prepared by the Architect or the
Architect's consultants, and unless otherwise indicated the Architect and the Architect's consultants shall be deemed the authors of them and will retain all common law, statutory and other reserved

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rights, in addition to the copyrights. All copies of Instruments of Service, except the Contractor's record set, shall be returned or suitably accounted for to the Architect, on request, upon
completion of the Work. The Drawings, Specifications and other documents prepared by the Architect and the Architect's consultants, and copies thereof furnished to the Contractor, are for use solely
with respect to this Project. They are not to be used by the Contractor or any Subcontractor, Sub-subcontractor or material or equipment supplier 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. The Contractor, Subcontractors, Sub-subcontractors and
material or equipment suppliers are authorized to use and reproduce applicable portions of the Drawings, Specifications and other documents prepared by the Architect and the Architect's consultants
appropriate to and for use in the execution of their Work under the Contract Documents. All copies made under this authorization shall bear the statutory copyright notice, if any, shown on the
Drawings, Specifications and other documents prepared by the Architect and the Architect's consultants. Submittal or distribution to meet official regulatory requirements or for other purposes in
connection with this Project is not to be construed as publication in derogation of the Architect's or Architect's consultants' copyrights or other reserved rights.

ARTICLE 2    OWNER

2.1    GENERAL

2.1.1The 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 Subparagraph 4.2.1, the Architect does not have such authority. The term "Owner" means the Owner or the Owner's authorized representative.

2.1.2The 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

2.2.1The Owner shall, at the written request of the Contractor, prior to commencement of the Work and thereafter, furnish to
the Contractor a copy of its most recent Balance Sheet. Furnishing of such evidence shall be a condition precedent to commencement or continuation of the Work. After such evidence has been furnished,
the Owner shall not materially vary such financial arrangements without prior notice to the Contractor.

2.2.2Except for permits and fees, including those required under Subparagraph 3.7.1, which are the responsibility of the
Contractor under the Contract Documents, the Owner shall secure and pay for necessary approvals, easements, assessments and charges required for construction, use or occupancy of permanent structures
or for permanent changes in existing facilities.

2.2.3The 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.

2.2.4Information or services required of the Owner by the Contract Documents shall be furnished by the Owner with reasonable
promptness. Any other information or services relevant to the

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Contractor's performance of the Work under the Owner's control shall be furnished by the Owner after receipt from the Contractor of a written request for such information or services.

2.2.5Unless otherwise provided in the Contract Documents, the Contractor will be furnished, free of charge, such copies of
Drawings and Project Manuals as are reasonably necessary for execution of the Work.

2.3    OWNER'S RIGHT TO STOP THE WORK

2.3.1If the Contractor fails to correct Work which is not in accordance with the requirements of the Contract Documents as
required by Paragraph 12.2 or persistently 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 Subparagraph 6.1.3.

2.4    OWNER'S RIGHT TO CARRY OUT THE WORK

2.4.1If the Contractor defaults or neglects to carry out the Work in accordance with the Contract Documents and fails within
a seven-day period after receipt of written notice from the Owner to commence and continue correction of such default or neglect with diligence and promptness, the Owner may after such
seven-day period give the Contractor a second written notice to correct such deficiencies within a three-day period. If the Contractor within such three-day period
after receipt of such second notice fails to commence and continue to correct any deficiencies, the Owner may, without prejudice to other remedies the Owner may have, correct such deficiencies. 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

3.1.1The Contractor is the person or entity identified as such in the Agreement and is referred to throughout the Contract
Documents as if singular in number. The term "Contractor" means the Contractor or the Contractor's authorized representative.

3.1.2The Contractor shall perform the Work in accordance with the Contract Documents and submittals approved pursuant to
paragraph 3.12.

3.1.3The 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 other than the Contractor.

3.2    REVIEW OF CONTRACT DOCUMENTS AND FIELD CONDITIONS BY CONTRACTOR

3.2.1Since the Contract Documents are complementary, before starting each portion of the Work, the Contractor shall
carefully study and compare the various Drawings and other Contract Documents relative to that portion of the Work, as well as the information furnished by the Owner pursuant to Subparagraph 2.2.3,
shall take field measurements of any existing conditions related to that

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portion of the Work and shall observe any conditions at the site affecting it. These obligations are for the purpose of facilitating construction by the Contractor and are not for the purpose of
discovering errors, omissions, or inconsistencies in the Contract Documents; however, any errors, inconsistencies or omissions discovered by the Contractor shall be reported promptly to the Architect
as a request for information in such form as the Architect may require.

3.2.2Any design errors or omissions noted by the Contractor during this review shall be reported promptly to the Architect,
but 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. The Contractor is not required to ascertain that the Contract Documents are in accordance with applicable laws, statutes, ordinances, building codes, and rules and regulations, but any
nonconformity discovered by or made known to the Contractor shall be reported promptly to the Architect and Owner.

3.2.3If the Contractor believes that additional cost or time is involved because of clarifications or instructions issued by
the Architect in response to the Contractor's notices or requests for information pursuant to Subparagraphs 3.2.1 and 3.2.2, the Contractor shall make Claims as provided in Subparagraphs 4.3.6 and
4.3.7. If the Contractor fails to perform the obligations of Subparagraphs 3.2.1 and 3.2.2, the Contractor shall pay such costs and damages to the Owner as would have been avoided if the Contractor
had performed such obligations. Except with respect to design-build work, the Contractor shall not be liable to the Owner or Architect for damages resulting from errors, inconsistencies or omissions
in the Contract Documents unless the Contractor recognized such error, inconsistency, omission or difference and knowingly failed to report it to the Architect and Owner.

3.3    SUPERVISION AND CONSTRUCTION PROCEDURES

3.3.1The 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 resulting loss or damage.

3.3.2The 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.

3.3.3The 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

3.4.1Unless otherwise provided in the Contract Documents, the Contractor shall provide and pay for labor, materials,
equipment, tools, construction equipment and machinery, temporary water, temporary heat, temporary utilities, temporary toilets, transportation, and other facilities and services necessary for proper
execution and completion of the Work, whether temporary or permanent and

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whether or not incorporated or to be incorporated in the Work. The Owner shall pay the cost of utility consumption once the project is connected to permanent utilities.

3.4.2The Contractor may make substitutions only with the consent of the Owner, after evaluation by the Architect and in
accordance with a Change Order or an approved submittal which specifically identifies the substitution.

3.4.3The Contractor shall enforce strict discipline and good order among the Contractor's employees and other persons
carrying out the Contract. The Contractor shall not permit employment of unfit persons or persons not skilled in tasks assigned to them.

3.5    WARRANTY

3.5.1The Contractor warrants to the Owner and Architect that materials and equipment furnished under the Contract will be of
good quality and new unless otherwise required or permitted by the Contract Documents, that the Work will be free from defects not inherent in the quality required or
permitted, and that the Work will conform to the requirements of the Contract Documents. Work not conforming to these requirements, including substitutions not properly approved and authorized, may be
considered defective. The Contractor's warranty excludes remedy for damage or defect caused by abuse, modifications not executed by the Contractor, improper or insufficient maintenance, improper
operation, or normal wear and tear and normal usage. If required by the Architect, the Contractor shall furnish satisfactory evidence as to the kind and quality of materials and equipment.

3.6    TAXES

3.6.1The Contractor shall pay sales, consumer, use and similar taxes for the Work provided by the Contractor which are
legally enacted when bids are received or negotiations concluded, whether or not yet effective or merely scheduled to go into effect.

3.7    PERMITS, FEES AND NOTICES

3.7.1Unless otherwise provided in the Contract Documents, the Owner shall secure and pay for the building permit and other
permits and governmental fees, licenses and inspections necessary for proper execution and completion of the Work which are customarily secured after execution of the Contract and which are legally
required when bids are received or negotiations concluded. Items directly paid for by Owner shall not be included as part of the Cost of the Work for purposes of computing Contractor's Fee.

3.7.2The Contractor shall comply with and give notices required by laws, ordinances, rules, regulations and lawful orders of
public authorities applicable to performance of the Work.

3.7.3It is not the Contractor's responsibility to ascertain that the Contract Documents are in accordance with applicable
laws, statutes, ordinances, building codes, and rules and regulations. However, if the Contractor observes that portions of the Contract Documents are at variance therewith, the Contractor shall
promptly notify the Architect and Owner in writing, and necessary changes shall be accomplished by appropriate Modification.

3.7.4If the Contractor performs Work knowing it to be contrary to laws, statutes, ordinances, building codes, and rules and
regulations without such notice to the Architect and Owner, the Contractor shall assume appropriate responsibility for such Work and shall bear the costs attributable to correction.

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3.8    ALLOWANCES

3.8.1The 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.

3.8.2Unless otherwise provided in the Contract Documents:



3.8.3Materials and equipment under an allowance shall be selected by the Owner in sufficient time to avoid delay in the
Work.

3.9    SUPERINTENDENT

3.9.1The Contractor shall employ a competent Project Manager and necessary assistants who shall be in attendance at the
Project site during performance of the Work. The superintendent shall represent the Contractor, and communications given to the superintendent shall be as binding as if given to the Contractor.
Important communications shall be confirmed in writing. Other communications shall be similarly confirmed on written request in each case.

3.10    CONTRACTOR'S CONSTRUCTION SCHEDULES

3.10.1The 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.

3.10.2The Contractor shall prepare and keep current, for the Architect's approval, a schedule of submittals which is
coordinated with the Contractor's construction schedule and allows the Architect reasonable time to review submittals.

3.10.3The Contractor shall perform the Work in general accordance with the most recent schedules submitted to the Owner and
Architect.

3.11    DOCUMENTS AND SAMPLES AT THE SITE

3.11.1The Contractor shall maintain at the site for the Owner one record copy of the Drawings, Specifications, Addenda,
Change Orders and other Modifications, in good order and marked currently to record field changes and selections made during construction, and one record copy of approved Shop Drawings, Product Data,
Samples and similar required submittals. These shall be available to the Architect and shall be delivered to the Architect for submittal to the Owner upon completion of the Work.

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3.12    SHOP DRAWINGS, PRODUCT DATA AND SAMPLES

3.12.1Shop 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.

3.12.2Product 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.

3.12.3Samples are physical examples which illustrate materials, equipment or workmanship and establish standards by which
the Work will be judged.

3.12.4Shop Drawings, Product Data, Samples and similar submittals are not Contract Documents. The purpose of their submittal
is to demonstrate for those portions of the Work for which submittals are required by the Contract Documents the way by which the Contractor proposes to conform to the information given and the design
concept expressed in the Contract Documents. Review by the Architect is subject to the limitations of Subparagraph 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 which are not required by the Contract Documents may be returned by the Architect without action.

3.12.5The 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 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. Submittals which are not marked as reviewed for compliance with the Contract Documents and approved by the Contractor may be returned by the Architect without action.

3.12.6By approving and submitting Shop Drawings, Product Data, Samples and similar submittals, the Contractor represents
that the Contractor has determined and verified materials, field measurements and field construction criteria related thereto, or will do so, and has checked and coordinated the information contained
within such submittals with the requirements of the Work and of the Contract Documents.

3.12.7The 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.

3.12.8The 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. The Contractor shall not be
relieved of responsibility for errors or omissions in Shop Drawings, Product Data, Samples or similar submittals by the Architect's approval thereof.

3.12.9The 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.

3.12.10The Contractor shall not be required to provide professional services which constitute the practice of architecture
or engineering unless such services are specifically required by the Contract Documents for a portion of the 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

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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 or approvals performed 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 Subparagraph 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 or design
criteria required by the Contract Documents.

3.13    USE OF SITE

3.13.1The Contractor shall confine operations at the site to areas permitted by law, ordinances, permits and the Contract
Documents and shall not unreasonably encumber the site with materials or equipment.

3.14    CUTTING AND PATCHING

3.14.1The Contractor shall be responsible for cutting, fitting or patching required to complete the Work or to make its
parts fit together properly.

3.14.2The 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

3.15.1The Contractor shall keep the premises and surrounding area free from accumulation of waste materials or rubbish
caused by operations under the Contract. At completion of the Work, the Contractor shall remove from and about the Project waste materials, rubbish, the Contractor's tools, construction equipment,
machinery and surplus materials.

3.15.2If the Contractor fails to clean up as provided in the Contract Documents, the Owner may do so and the cost thereof
shall be charged to the Contractor.

3.16    ACCESS TO WORK

3.16.1The Contractor shall provide the Owner and Architect access to the Work in preparation and progress wherever located.

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3.17    ROYALTIES, PATENTS AND COPYRIGHTS

3.17.1The 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

3.18.1To the greatest extent permitted by law, Contractor shall defend, indemnify and hold Owner and its respective
employees, agents, and officers ("Indemnitees") harmless from and against any and all claims, losses, damages, or other liabilities, and any costs, expenses or fees, including attorney's fees,
consultant and expert witness fees, investigation and/or court costs, on account of bodily injury, disease or death of any person (including employees of Contractor or its Subcontractors), or loss,
injury, damage or destruction of any property, including the Work itself, directly or indirectly, allegedly or actually caused by, arising out of, or resulting from or incidental to any of
Contractor's Work, or, the work of its Subcontractors, representatives, agents or employees of any of them, or any party for whom Contractor may be legally liable. Contractor's defense and indemnity
obligations herein are in no way limited by the Contractor's requirement to provide the various insurance coverages specified elsewhere herein, including but not limited to the coverages of any
workers' compensation, disability benefit or other similar statute.

3.18.2The following is specifically understood: 1) Contractor's defense obligations hereunder shall extend to all
claimed losses or damages which have been caused in part by negligence or alleged negligence of Indemnitees, whether active or passive; 2) Contractor's indemnity obligations hereunder shall
include losses or damage which are determined to be caused in part by the negligence of Indemnitees, whether
active or passive; and 3) Contractor shall not be obligated to defend or indemnify Indemnitees for losses or damages caused by the sole negligence or willful misconduct of Indemnitees; and
4) This indemnity is not intended to extend to any claim or loss that arises from the negligence of the Architect or any of their consultants, agents or employees.

ARTICLE 4    ADMINISTRATION OF THE CONTRACT

4.1    ARCHITECT

4.1.1The Architect is the person lawfully licensed to practice architecture or an entity lawfully practicing architecture
identified as such in the Agreement and is referred to throughout the Contract Documents as if singular in number. The term "Architect" means the Architect or the Architect's authorized
representative.

4.1.2Duties, 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.

4.1.3If the employment of the Architect is terminated, the Owner shall employ a new Architect against whom the Contractor
has no reasonable objection and whose status under the Contract Documents shall be that of the former Architect.

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4.2    ARCHITECT'S ADMINISTRATION OF THE CONTRACT

4.2.1The Architect will provide administration of the Contract as described in the Contract Documents, and will be an
Owner's representative (1) during construction, (2) until final payment is due and (3) with
the Owner's concurrence, from time to time during the one-year period for correction of Work described in Paragraph 12.2. The Architect will have authority to act on behalf of the
Owner only to the extent provided in the Contract Documents, unless otherwise modified in writing in accordance with other provisions of the Contract.

4.2.2The Architect, as a representative of the Owner, will visit the site at intervals appropriate to the stage of the
Contractor's operations (1) to become generally familiar with and to keep the Owner informed about the progress and quality of the portion of the Work completed, (2) to endeavor to guard
the Owner against defects and deficiencies in the Work, and (3) to determine in general if the Work 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 neither have control over or charge of, nor be responsible 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 Subparagraph 3.3.1.

4.2.3The 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.

4.2.4Communications Facilitating Contract Administration.The Owner and
Contractor shall endeavor to communicate directly with each other about matters arising out of or relating to the Contract. Communications by and with the Architect's consultants shall be through the
Owner. Communications by and with Subcontractors and material suppliers shall be through the Contractor. Communications by and with separate contractors shall be through the Owner.

4.2.5Based 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.

4.2.6The Architect will have 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 Subparagraphs 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.

4.2.7The 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 with such reasonable promptness as to cause no delay in the Work or in the activities of the Owner, Contractor or separate contractors, 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 Paragraphs 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.

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4.2.8The Architect will prepare Change Orders and Construction Change Directives, and may authorize
minor changes in the
Work as provided in Paragraph 7.4.

4.2.9The Architect will conduct inspections to determine the date or dates of Substantial Completion and the date of final
completion, will receive and forward to the Owner, for the Owner's review and records, written warranties and related documents required by the Contract and assembled by the Contractor, and will issue
a final Certificate for Payment upon compliance with the requirements of the Contract Documents.

4.2.10If 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.

4.2.11The 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. If no agreement is made concerning the time within which interpretations required of the Architect shall be furnished in compliance with this Paragraph 4.2, then delay shall not be
recognized on account of failure by the Architect to furnish such interpretations until 15 days after written request is made for them.

4.2.12Interpretations 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 initial decisions, the Architect will endeavor to secure faithful performance by both Owner
and Contractor, will not show partiality to either.

4.2.13The Architect's decisions on matters relating to aesthetic effect will be final if consistent with the intent
expressed in the Contract Documents.

4.3    CLAIMS AND DISPUTES

4.3.1Definition.A Claim is a demand or assertion by one of the parties
seeking, as a matter of right, adjustment or interpretation of Contract terms, payment of money, extension of time or other relief with respect to the terms of the Contract. The term "Claim" also
includes other disputes and matters in question between the Owner and Contractor arising out of or relating to the Contract. Claims must be initiated by written notice. The responsibility to
substantiate Claims shall rest with the party making the Claim.

4.3.2Time Limits on Claims.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. Claims
must be initiated by written notice to the Architect and the other party.

4.3.3Continuing Contract Performance.Pending final resolution of a Claim
except as otherwise agreed in writing or as provided in Subparagraph 9.7.1 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.

4.3.4Claims for Concealed or Unknown Conditions.If conditions are
encountered at the site which are (1) subsurface or otherwise concealed physical conditions which differ materially from those indicated in the Contract Documents or (2) unknown physical
conditions of an unusual nature, which differ materially from those ordinarily found to exist and generally recognized as inherent in construction activities of the character provided for in the
Contract Documents, then notice by the observing party shall be given to the other party no later than 21 days after first observance of the

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conditions. The Architect will promptly investigate such conditions and, if they differ materially and cause an increase or decrease in the Contractor's cost of, or 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 so notify the Owner and Contractor in writing, stating the reasons.
Claims by either party in opposition to such determination must be made within 21 days after the Architect has given notice of the decision. If the conditions encountered are materially
different, the Contract Sum and Contract Time shall be equitably adjusted, but if the Owner and Contractor cannot agree on an adjustment in the Contract Sum or Contract Time, the adjustment shall be
referred to the Architect for initial determination, subject to further proceedings pursuant to Paragraph 4.4.

4.3.5Claims for Additional Cost.If the Contractor wishes to make Claim for
an increase in the Contract Sum, written notice as provided herein shall be given before proceeding to execute the Work. Prior notice is not required for Claims relating to an emergency endangering
life or property arising under Paragraph 10.6.

4.3.6If the Contractor believes additional cost is involved for reasons including but not limited to (1) a written
interpretation from the Architect, (2) an order by the Owner to stop the Work where the Contractor was not at fault, (3) a written order for a minor change in the Work issued by the
Architect, (4) failure of payment by the Owner, (5) termination of the Contract by the Owner, (6) Owner's suspension or (7) other reasonable grounds, Claim shall be filed
in accordance with this Paragraph 4.3.

4.3.7    Claims for Additional Time

4.3.7.1If the Contractor wishes to make Claim for an increase in the Contract Time, written notice as provided herein shall
be given. The Contractor's Claim shall include an estimate of cost and of probable effect of delay on progress of the Work. In the case of a continuing delay only one Claim is necessary.

4.3.7.2If 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. See
Section A.1(b)(2) of Addendum No. 1 for definition of Permitted Delays.

4.3.8Injury or Damage to Person or Property.If either party to the Contract
suffers injury or damage to person or property because of an act or omission of the other party, or of others for whose acts such party is legally responsible, written notice of such injury or damage,
whether or not insured, shall be given to the other party within a reasonable time not exceeding 21 days after discovery. The notice shall provide sufficient detail to enable the other party to
investigate the matter.

4.3.9If unit prices are stated in the Contract Documents or subsequently agreed upon, and if quantities originally
contemplated are materially changed in a proposed Change Order or Construction Change Directive so that application of such unit prices to quantities of Work proposed will cause substantial inequity
to the Owner or Contractor, the applicable unit prices shall be equitably adjusted.

4.3.10Claims 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:



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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 Subparagraph 4.3.10
shall be deemed to preclude an award of liquidated direct damages, when applicable, in accordance with the requirements of the Contract Documents.

4.4    RESOLUTION OF CLAIMS AND DISPUTES

4.4.1Decision of Architect.Claims, including those alleging an error or
omission by the Architect but excluding those arising under Paragraphs 10.3 through 10.5, shall be referred initially to the Owner for decision who may involve the Architect in the resolution of the
claims.

4.4.2The Owner will review Claims and within ten days of the receipt of the 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,
or (4) suggest a compromise.

4.5    MEDIATION

4.5.1Any Claim arising out of or related to the Contract 60 days after submission of the Claim to the Owner, be
subject to mediation as a condition precedent to arbitration or the institution of legal or equitable proceedings by either party.

4.5.2The parties shall endeavor to resolve their Claims by mediation which, unless the parties mutually agree otherwise,
shall be in accordance with the Construction Industry Mediation Rules of the American Arbitration Association currently in effect. Request for mediation shall be filed in writing with the other party
to the Contract and with the American Arbitration Association. The request may be made concurrently with the filing of a demand for arbitration but, in such event, mediation shall proceed in advance
of arbitration or legal or equitable 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.

4.5.3The 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.

4.6    ARBITRATION

4.6.1Any Claim arising out of or related to the Contract, except Claims relating to aesthetic effect and except those waived
as provided for in Subparagraphs 4.3.10, 9.10.4 and 9.10.5, may, after decision by the Owner or 30 days after submission of the Claim to the Owner, be submitted to binding arbitration if
agreed by the parties. Prior to arbitration, the parties shall endeavor to resolve disputes by mediation in accordance with the provisions of Paragraph 4.5.

4.6.2Claims not resolved by mediation may be decided by arbitration which, unless the parties mutually agree otherwise,
shall be in accordance with the Construction Industry Arbitration Rules of the American Arbitration Association currently in effect. Any request for arbitration shall be filed in writing with the
other party to the Contract.

4.6.3Any request for arbitration shall be made within the time limits specified in Subparagraphs 4.4.6 and 4.6.1 as
applicable, and in other cases within a reasonable time after the

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Claim has arisen, and in no event shall it be made after the date when institution of legal or equitable proceedings based on such Claim would be barred by the applicable statute of limitations as
determined pursuant to Paragraph 13.7.

4.6.4Limitation on Consolidation or Joinder. No arbitration shall include,
by consolidation or joinder or in any other manner, parties other than the Owner, Contractor, a separate contractor as described in Article 6 and other persons substantially involved in a
common question of fact or law whose presence is required if complete relief is to be accorded in arbitration. No person or entity other than the Owner, Contractor or a separate contractor as
described in Article 6 shall be included as an original third party or additional third party to an arbitration whose interest or responsibility is insubstantial. Consent to arbitration
involving an additional person or entity shall not constitute consent to arbitration of a Claim not described therein or with a person or entity not named or described therein. 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.

4.6.5Claims and Timely Assertion of Claims.The party filing a request for
arbitration must assert in the request all Claims then known to that party on which arbitration is requested.

4.6.6Judgment on Final Award.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.

ARTICLE 5    SUBCONTRACTORS

5.1    DEFINITIONS

5.1.1A 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.

5.1.2A 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

5.2.1Unless 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 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 Owner will promptly reply to the Contractor in writing stating whether or not the Owner, after due investigation, has reasonable objection to any such
proposed person or entity. Failure of the Owner to reply within five (5) days shall constitute notice of no reasonable objection.

5.2.2The Contractor shall not contract with a proposed person or entity to whom the Owner has made reasonable and timely
objection. The Contractor shall not be required to contract with anyone to whom the Contractor has made reasonable objection.

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5.2.3If the Owner has reasonable objection to a person or entity proposed by the Contractor, the Contractor shall propose
another to whom the Owner 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.

5.2.4The Contractor shall not change a Subcontractor, person or entity previously selected if the Owner or Architect makes
reasonable objection to such substitute.

5.3    SUBCONTRACTUAL RELATIONS

5.3.1By 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 to 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. 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, and, upon written request of the
Subcontractor, identify to the Subcontractor terms and conditions of the proposed subcontract agreement which may be at variance with the Contract Documents. Subcontractors will similarly make copies
of applicable portions of such documents available to their respective proposed Sub-subcontractors.

5.3.2The Owner is expressly designated a third-party beneficiary of the subcontracts between Contractor and its
Subcontractors.

5.4    CONTINGENT ASSIGNMENT OF SUBCONTRACTS

5.4.1Each subcontract agreement for a portion of the Work is assigned by the Contractor to the Owner provided that:



5.4.2Upon 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.

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ARTICLE 6    CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS

6.1    OWNER'S RIGHT TO PERFORM CONSTRUCTION AND TO AWARD SEPARATE CONTRACTS

6.1.1The 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 Paragraph 4.3.

6.1.2When 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.

6.1.3The Owner shall provide for coordination of the activities of the Owner's own forces and of each separate contractor
with the Work of the Contractor, who shall cooperate with them. The Contractor shall participate with other separate contractors and the Owner in reviewing their construction schedules when directed
to do so. The Contractor shall make any revisions to the construction schedule deemed necessary after a joint review and mutual agreement. The construction schedules shall then constitute the
schedules to be used by the Contractor, separate contractors and the Other until subsequently revised.

6.1.4Unless otherwise provided in the Contract Documents, when the Owner performs construction or operations related to the
Project with the Owner's own forces, the Owner shall be deemed to be subject to the same obligations and to have the same rights which apply to the 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

6.2.1The 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.

6.2.2If 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.

6.2.3The Owner shall be reimbursed by the Contractor for costs incurred by the Owner which are payable to a separate
contractor because of delays, improperly timed activities or defective construction of the Contractor. The Owner shall be responsible to the Contractor for costs incurred by the Contractor because of
delays, improperly timed activities, damage to the Work or defective construction of a separate contractor.

6.2.4The Contractor shall promptly remedy damage wrongfully caused by the Contractor to completed or partially completed
construction or to property of the Owner or separate contractors as provided in Subparagraph 10.2.5.

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6.2.5The Owner and each separate contractor shall have the same responsibilities for cutting and patching as are described
for the Contractor in Subparagraph 3.14.

6.3    OWNER'S RIGHT TO CLEAN UP

6.3.1If 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

7.1.1Changes 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.

7.1.2A Change Order shall be based upon agreement among the Owner and, Contractor; 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.

7.1.3Changes 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

7.2.1A Change Order is a written instrument prepared by the Architect and signed by the Owner and Contractor stating their
agreement upon all of the following:





7.2.2Methods used in determining adjustments to the Contract Sum may include those listed in Subparagraph 7.3.3.

7.3    CONSTRUCTION CHANGE DIRECTIVES

7.3.1A 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 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.

7.3.2A Construction Change Directive shall be used in the absence of total agreement on the terms of a Change Order.

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7.3.3If the Construction Change Directive provides for an adjustment to the Contract Sum, the adjustment shall be based on
one of the following methods:



7.3.4Upon receipt of a Construction Change Directive, the Contractor shall promptly proceed with the change in the Work
involved and advise the Owner 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.

7.3.5A Construction Change Directive signed by the Contractor indicates the agreement of the Contractor 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.

7.3.6If the Contractor does not respond promptly or disagrees with the method for adjustment in the Contract Sum, the method
and the adjustment shall be determined by the Owner 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, a reasonable allowance for overhead and profit. In such case, and also under Clause 7.3.3.3, the Contractor shall keep and present, in such form as the Owner may prescribe, an
itemized accounting together with appropriate supporting data. Unless otherwise provided in the Contract Documents, costs for the purposes of this Subparagraph 7.3.6 shall be limited to the following:



7.3.7The amount of credit to be allowed by the Contractor to the Owner for a deletion or change which 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.

7.3.8Pending final determination of the total cost of a Construction Change Directive to the Owner, amounts not in dispute
for such changes in the Work shall be included in Applications for Payment accompanied by a Change Order indicating the parties' agreement with part or all of such costs. For any portion of such cost
that remains in dispute, the Architect will make an interim determination for purposes of monthly certification for payment for those costs. That determination of

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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 4.

7.3.9When the Owner and Contractor agree concerning the adjustments in the Contract Sum and Contract Time, or otherwise
reach agreement upon the adjustments, such agreement shall be effective immediately and shall be recorded by preparation and execution of an appropriate Change Order.

7.4    MINOR CHANGES IN THE WORK

7.4.1The Architect will have 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 shall be effected by written order and shall be binding on the Owner and Contractor. The
Contractor shall carry out such written orders promptly.

ARTICLE 8    TIME

8.1    DEFINITIONS

8.1.1Unless otherwise provided, Contract Time is the period of time, including authorized adjustments, allotted in the
Contract Documents for Substantial Completion of the Work.

8.1.2The date of commencement of the Work is the date established in the Agreement.

8.1.3The date of Substantial Completion is the date certified by the Architect in accordance with Paragraph 9.8.

8.1.4The term "day" as used in the Contract Documents shall mean calendar day unless otherwise specifically defined.

8.2    PROGRESS AND COMPLETION

8.2.1Time 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.

8.2.2The 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 II 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. Unless the date of commencement is established by the Contract Documents or a notice to proceed given by the Owner, the Contractor shall notify the
Owner in writing not less than five days or other agreed period before commencing the Work to permit the timely filing of mortgages, mechanic's liens and other security interests.

8.2.3The Contractor shall proceed expeditiously with adequate forces and shall achieve Substantial Completion within the
Contract Time.

8.3    DELAYS AND EXTENSIONS OF TIME

8.3.1If the Contractor is delayed at any time in the commencement of progress of the Work by an act or neglect of the Owner
or Architect, or of an employee of either, or of a separate contractor employed by the Owner, or by changes ordered in the Work, or by labor disputes, fire, unusual delay in deliveries, unavoidable
casualties or other causes beyond the Contractor's control, or by delay authorized by the Owner pending mediation and arbitration, or by other causes which the Architect

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determines may justify delay, then the Contract Time shall be extended by Changes Order for such reasonable time as the Architect and Owner may determine.

8.3.2Claims relating to time shall be made in accordance with applicable provisions of Paragraph 4.3.

8.3.3This Paragraph 8.3 does not preclude recovery of damages for delay by either party under other provisions of the
Contract Documents.

ARTICLE 9    PAYMENTS AND COMPLETION

9.1    CONTRACT SUM

9.1.1The 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.

9.2    SCHEDULE OF VALUES

9.2.1Before the first Application for Payment, the Contractor shall submit to the Architect and Owner a schedule of values
allocated to various portions of the Work, prepared in such form and supported by such data to substantiate its accuracy as the Architect may require. This schedule, unless objected to by the
Architect or Owner, shall be used as a basis for reviewing the Contractor's Applications for Payment.

9.3    APPLICATIONS FOR PAYMENT

9.3.1At least ten days before the date established for each progress payment, the Contractor shall submit to the Architect
an itemized Application for Payment for operations completed in accordance with the schedule of values. 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 reasonably require, such as copies of requisitions from Subcontractors and material suppliers, and reflecting retainage if provided for in
the Contract Documents, and conditional mechanics lien releases form all parties receiving payment.

9.3.1.1As provided in Subparagraph 7.3.8, such applications may include requests for payment on account of changes in the
Work which have been properly authorized by Construction Change Directives, or by interim determinations of the Architect, but not yet included in Change Orders.

9.3.1.2Such applications may not include requests for payment for portions of the Work for which the Contractor does not
intend to pay to a Subcontractor or material supplier, unless such Work has been performed by others whom the Contractor intends to pay.

9.3.2Unless 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. Payment will 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.

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9.3.3The 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

9.4.1The 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 Subparagraph 9.5.1.

9.4.2The 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 the Work has progressed to the point indicated and that, to the best of the Architect's knowledge,
information and belief, 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 the 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.

9.5    DECISIONS TO WITHHOLD CERTIFICATION

9.5.1The 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 Subparagraph 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 Subparagraph 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 Subparagraph 3.3.2, because of:



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9.5.2When the above reasons for withholding certification are removed, certification will be made for amounts previously
withheld.

9.6    PROGRESS PAYMENTS

9.6.1After the Architect has issued a Certificate for Payment and Owner has approved the same, the Owner shall make payment
in the manner and within the time provided in the Contract Documents, and shall so notify the Architect.

9.6.2The Contractor shall promptly pay each Subcontractor, upon receipt of payment from the Owner, out of the amount paid to
the Contractor on account of such Subcontractor's portion of the Work, the amount to which said Subcontractor is entitled, reflecting percentages actually retained from payments to the Contractor on
account of such 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.

9.6.3The 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.

9.6.4Neither 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.

9.6.5Payment to material suppliers shall be treated in a manner similar to that provided in Subparagraphs 9.6.2, 9.6.3 and
9.6.4.

9.6.6A 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.

9.6.7Unless 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 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

9.7.1If 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

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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 arbitration, 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

9.8.1Substantial 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.

The
term "Substantial Completion" shall mean substantial completion of construction of the Project in accordance with the final Plans, Construction Documents, and applicable Governmental
Construction Requirements, subject only to completion of the Punchlist, so that owner can lawfully occupy and conduct its business at the Project. Substantial Completion shall be evidenced by:
(1) a Certificate of Substantial Completion on standard AIA Form G-704 executed by the Project Architect; (2) a written certification of Contractor that Contractor's
Work has been completed in accordance with applicable Governmental Construction Requirements, the Final Plans and the Construction Documents; (3) a certificate of occupancy (or temporary
certificate of occupancy or its equivalent. e.g., final inspection authorizing issuance of a certificate of occupancy) for the Building issued by the appropriate governmental authority; and
(4) all other certificates and permits (or final inspection authorizing issuance of such certificates or permits) which evidence completion of construction of the Building in
accordance with the Contract Documents and which are required by Governmental Requirements for lawful occupancy of the Building by Tenant. Contractor acknowledges and agrees that Substantial
Completion shall not have been achieved unless and until the plumbing, HVAC, electrical, and all other utility systems which serve the Building and which are required by the Construction Documents
have been installed and are operational in normal working order. Design of the Project shall be completed so that Substantial Completion for Phase 1B can be obtained by April 11, 2003, and for
all other Major Sectors of work as provided by Table A.5 of Addendum No. 1.

9.8.2When 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.

9.8.3Upon 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.

9.8.4When the Work or designated portion thereof is substantially complete, the Architect will prepare a Certificate of
Substantial Completion which shall establish the date of Substantial Completion, at which time the Owner shall assume responsibility for security, maintenance, heat, utilities, damage to the Work and
insurance, of completed work. After commencement of Owner FF&E and equipment testing or conversion from temporary utilities to permanent metering in each Phase, whichever occurs first, the Owner shall
pay for utility service costs. Warranties required by the Contract

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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. Such portions of the
Work shall correspond to the Major Sectors specified in specified in Addendum No. 1.

9.8.5The 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

9.9.1The 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 Clause 11.4.1.5 and authorized by public authorities having
jurisdiction over the Work. 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, 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 Subparagraph 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.

9.9.2Immediately 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.

9.9.3Unless 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

9.10.1Upon receipt of 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 Subparagraph 9.10.2 as precedent to the Contractor's being entitled
to final payment have been fulfilled.

9.10.2Neither 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

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no substantial reason that the insurance will not be renewable to cover the period required by the Contract Documents, (4) consent of surety, if any, to final payment and (5), 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 reasonably designated by the Owner. If a Subcontractor refuses to furnish a release or waiver required by the Owner, the Contractor shall indemnify the Owner
against such lien and in the event such lien is filed, either issue the payment required to discharge the lien or, if Contractor disputes the lien claim, file a bond in accordance with
statutory requirements to cause the Project and the property on which it is built to be discharged from the lien.

9.10.3If, 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.

9.10.4The making of final payment shall constitute a waiver of Claims by the Owner except those arising from:



9.10.5Acceptance 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

10.1.1The 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

10.2.1The Contractor shall take reasonable precautions for safety of, and shall provide reasonable protection to prevent
damage, injury or loss to:



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10.2.2The Contractor shall give notices and comply with applicable laws, ordinances, rules, regulations and lawful orders of
public authorities bearing on safety of persons or property or their protection from damage, injury or loss.

10.2.3The 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.

10.2.4When 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.

10.2.5The 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 Clauses 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 Clauses 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 Paragraph 3.18.

10.2.6The 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.

10.2.7The Contractor shall not load or permit any part of the construction or site to be loaded so as to endanger its
safety.

10.3    HAZARDOUS MATERIALS

10.3.1If 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.

10.3.2The Owner shall obtain the services of a licensed laboratory to verify the presence or absence of the material or
substance reported by the Contractor and, in the event such material or substance is found to be present, to verify that it has been rendered harmless. Unless otherwise required by the Contract
Documents, the Owner shall furnish in writing to the Contractor 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 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 the contractor has an objection to a person or entity proposed by the Owner, the Owner shall propose another to whom the
Contractor has 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. 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, which adjustments shall be accomplished as provided in Article 7.

10.3.3To the fullest extent permitted by law, the Owner shall indemnify and hold harmless the Contractor, and its
Subcontractors, and agents and employees of any of them from and against claims,

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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 Subparagraph 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) and provided that such damage, loss or expense is not due to the sole negligence of a party seeking
indemnity.

10.4The Owner shall not be responsible under Paragraph 10.3 for materials and substances brought to the site by the
Contractor unless such materials or substances were required by the Contract Documents.

10.5If, without negligence on the part of the Contractor, the Contractor is held liable for the cost of remediation of a
hazardous material or substance solely by reason of performing Work as required by the Contract Documents, the Owner shall indemnify the Contractor for all cost and expense thereby incurred.

10.6    EMERGENCIES

10.6.1In 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 Paragraph 4.3 and
Article 7.

ARTICLE 11    INSURANCE AND BONDS

11.1    CONTRACTOR'S LIABILITY INSURANCE

11.1.1The 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 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:



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11.1.2The insurance required by Subparagraph 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 date
of commencement of the Work until date of final payment and termination of any coverage required to be maintained after final payment. The Contractor shall name the Owner and Architect as additional
insureds on all of the policies described in Paragraph 11.1.1, which coverage shall include completed operations. The foregoing satisfies the "written contract" requirement of the last
paragraph of the Blanket Additional Insured endorsement to the Contractor's General Liability policy.

11.1.3Copies of endorsements and Certificates of insurance shall be filed with the Owner, and the Owner shall have
30 days to object to the nature of the endorsements supplied by Contractor. If no objection is received within 30 days of the Owner's receipt of the certificates and endorsements from
the Contractor, such certificates and endorsements shall be deemed acceptable to the Owner. These certificates and the insurance policies required by this Paragraph 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. If any of the foregoing
insurance coverages are required to remain in force after final payment and are reasonably available, an additional certificate evidencing continuation of such coverage shall be submitted with the
final Application for Payment as required by Subparagraph 9.10.2. 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 in accordance with the Contractor's information and belief.

11.2    OWNER'S LIABILITY INSURANCE

11.2.1The Owner shall be responsible for purchasing and maintaining the Owner's usual liability insurance.

11.3    PROJECT MANAGEMENT PROTECTIVE LIABILITY INSURANCE

11.3.1

11.4    PROPERTY INSURANCE

11.4.1Unless otherwise provided, 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 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 with deductibles of $10,000 for all perils except flood which has a $100,000 deductible and earthquake which is 5% of the value at risk at time of loss subject to a $250,000 minimum. 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 Paragraph 9.10 or until no person or entity other than the Owner has an insurable interest in the property required by this Paragraph 11.4 to
be covered, whichever is later. This insurance shall include interests of the Owner, the Contractor, Subcontractors and Sub-subcontractors in the Project.

11.4.1.1Property 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, resultant damage from defective workmanship, 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.

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11.4.1.2If 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 which 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.

11.4.1.3If the property insurance requires deductibles, the Owner shall pay costs not covered because of such deductibles.

11.4.1.4This property insurance shall cover portions of the Work stored off the site, and also portions of the Work in
transit.

11.4.1.5Partial occupancy or use in accordance with Paragraph 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.

11.4.2Boiler and Machinery Insurance.The Contractor 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.

11.4.3Loss 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.

11.4.4If 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.

11.4.5If 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 Subparagraph 11.4.7 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.

11.4.6Before an exposure to loss may occur, the Contractor shall file with the Owner a copy of each policy that includes
insurance coverages required by this Paragraph 11.4. 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.

11.4.7Waivers 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

40

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(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 Paragraph 11.4 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, 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.

11.4.8A loss insured under 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 Subparagraph 11.4.10. 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.

11.4.9If 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 in accordance with an arbitration award in which case the procedure shall be as
provided in Paragraph 4.6. 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.

11.4.10The 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 as provided in Paragraphs 4.5
and 4.6. The Owner 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.

11.5    PERFORMANCE BOND AND PAYMENT BOND

11.5.1The Owner shall have the right to require the Contractor to furnish bonds covering faithful performance of the
Contract and payment of obligations arising thereunder as stipulated in bidding requirements or specifically required in the Contract Documents on the date of execution of the Contract.

11.5.2Upon 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 permit a copy to be made.

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ARTICLE 12    UNCOVERING AND CORRECTION OF WORK

12.1    UNCOVERING OF WORK

12.1.1If 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 required in writing by the Architect, be uncovered for the Architect's examination and be replaced at the Contractor's expense without change in the Contract Time.

12.1.2If a portion of the Work has been covered which the Architect has not specifically requested to examine prior to its
being covered, the Architect may request to see such Work and 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, 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

12.2.1.1The 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 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

12.2.2.1In addition to the Contractor's obligations under Paragraph 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 Subparagraph 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 Paragraph 2.4.

12.2.2.2The 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 performance of the Work.

12.2.2.3The one-year period for correction of Work shall not be extended by corrective Work performed by the
Contractor pursuant to this Paragraph 12.2.

12.2.3The Contractor shall remove from the site portions of the Work which are not in accordance with the requirements of
the Contract Documents and are neither corrected by the Contractor nor accepted by the Owner.

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12.2.4The 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 which is not in accordance with the requirements of the Contract Documents.

12.2.5Nothing contained in this Paragraph 12.2 shall be construed to establish a period of limitation with respect to
other obligations which the Contractor might have under the Contract Documents. Establishment of the one-year period for correction of Work as described in Subparagraph 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

12.3.1If the Owner prefers to accept Work which 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

13.1.1The Contract shall be governed by the law of the State of California.

13.2    SUCCESSORS AND ASSIGNS

13.2.1The Owner and Contractor respectively bind themselves, their partners, successors, assigns and legal representatives
to the other party hereto and to partners, successors, assigns and legal representatives of such other party in respect to covenants, agreements and obligations contained in the Contract Documents.
Except as provided in Subparagraph 13.2.2, neither party to the Contract shall assign the Contract as a whole without written consent of the other, which consent will not be unreasonably withheld. 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.

13.2.2The Owner may, without consent of the Contractor, assign the Contract to an institutional lender providing
construction financing for the Project. In such event, the lender shall assume the Owner's
rights and obligations under the Contract Documents. The Contractor shall execute all consents reasonably required to facilitate such assignment.

13.3    WRITTEN NOTICE

13.3.1Written notice shall be deemed to have been duly served if delivered in person to the individual or a member of the
firm or entity or to an officer of the corporation for which it was intended, or if delivered at or sent by registered or certified mail to the last business address known to the party giving notice.

13.4    RIGHTS AND REMEDIES

13.4.1Duties 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.

43

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13.4.2No action or failure to act by the Owner, Architect or Contractor shall constitute a waiver of a right or duty
afforded them under the Contract, nor shall such action or failure to act constitute approval of or acquiescence in a breach thereunder, except as may be specifically agreed in writing.

13.5    TESTS AND INSPECTIONS

13.5.1Tests, inspections and approvals of portions of the Work required by the Contract Documents or by laws, ordinances,
rules, regulations or orders of public authorities having jurisdiction shall be made at an appropriate time. Unless otherwise provided, the Owner shall make arrangements for such tests, inspections
and approvals with an independent testing laboratory or entity, or with the appropriate public authority, and shall bear all related costs of tests, inspections and approvals. The Contractor
shall give the Architect and Owner's Test and Inspection entity timely notice of when and where tests and inspections are to be made so that the Architect may be present for such procedures.

13.5.2If the Architect, Owner or public authorities having jurisdiction determine that portions of the Work require
additional testing, inspection or approval not included under Subparagraph 13.5.1, the Architect will, upon written authorization from the Owner, instruct the Contractor to make arrangements for such
additional testing, inspection or approval by an entity acceptable to the Owner, and the Contractor shall give timely notice to the Architect and the Owner's Test and Inspection entity 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 Subparagraph 13.5.3, shall be at the Owner's expense.

13.5.3If such procedures for testing, inspection or approval under Subparagraphs 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.

13.5.4Required 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.

13.5.5If 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.

13.5.6Tests or inspections conducted pursuant to the Contract Documents shall be made promptly to avoid unreasonable delay
in the Work.

13.6    INTEREST

13.6.1Payments due and unpaid under the Contract Documents shall bear interest from the date payment is due at such rate as
the parties may agree upon in writing or, in the absence thereof, at the legal rate prevailing from time to time at the place where the Project is located.

13.7    COMMENCEMENT OF STATUTORY LIMITATION PERIOD

13.7.1As between the Owner and Contractor:



44

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ARTICLE 14    TERMINATION OR SUSPENSION OF THE CONTRACT

14.1    TERMINATION BY THE CONTRACTOR

14.1.1The 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:



14.1.2The Contractor may terminate the Contract if, through no act or fault of the Contractor or a Subcontractor,
Sub-subcontractor or their agents or employees or any other persons or entities performing portions of the Work under direct or indirect contract with the Contractor, repeated suspensions,
delays or interruptions of the entire Work by the Owner as described in Paragraph 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.

14.1.3If one of the reasons described in Subparagraph 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 and for proven loss with respect to materials, equipment, tools, and construction
equipment and machinery, including reasonable overhead, profit and damages.

14.1.4If the Work is stopped for a period of 30 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 persistently failed to fulfill the Owner's
obligations under the Contract Documents with respect to matters important to the progress of the Work, the Contractor may, upon seven additional days' written notice to the Owner and the Architect,
terminate the Contract and recover from the Owner as provided in Subparagraph 14.1.3.

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14.2    TERMINATION BY THE OWNER FOR CAUSE

14.2.1The Owner may terminate the Contract if the Contractor:



14.2.2When any of the above reasons exist, the Owner, upon certification by the Architect that sufficient cause exists to
justify such action, may without prejudice to any other rights or remedies of the Owner and after giving the Contractor and the Contractor's surety, if any, seven days' written notice, terminate
employment of the Contractor and may, subject to any prior rights of the surety:



14.2.3When the Owner terminates the Contract for one of the reasons stated in Subparagraph 14.2.1, the Contractor shall not
be entitled to receive further payment until the Work is finished.

14.2.4If 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 Architect, upon
application, and this obligation for payment shall survive termination of the Contract.

14.3    SUSPENSION BY THE OWNER FOR CONVENIENCE

14.3.1The 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.

14.3.2The Contract Sum and Contract Time shall be adjusted for increases in the cost and time caused by suspension, delay or
interruption as described in Subparagraph 14.3.1. Adjustment of the Contract Sum shall include profit. No adjustment shall be made to the extent:



14.4    TERMINATION BY THE OWNER FOR CONVENIENCE

14.4.1The Owner may, at any time, terminate the Contract for the Owner's convenience and without cause.

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14.4.2Upon receipt of written notice from the Owner of such termination for the Owner's convenience, the Contractor shall:



14.4.3In 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.

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EXHIBIT "A"  SCOPE OF WORK

The basis of the scope is defined schematically in both the Hensel Phelps Construction Co. Schedule dated August 2, 2002, and AVRP Pricing Documents dated
July 22, 2002. The scope is further defined in HPCC's August 9, 2002, "Cost Proposal" (Initial Budget Estimate), which includes Clarifications and Assumptions.

SCHEMATIC PRICING SET (25 Sheets) from AVRP dated 07/22/02

CS
T01.00Title Sheet
CS T01.01Accessibility Notes
CS T01.02Accessibility Notes
CS T01.03Accessibility Site Plan

CS
A01.01Site Plan
CS A02.01First Floor (Area A)
CS A02.02First Floor (Area B)
CS A02.03Second Floor (Area A)
CS A02.04Second Floor (Area B)
CS A02.05Third Floor (Area B)
CS A03.01Door Schedule
CS A05.01Roof Plan (Area A)
CS A05.02Roof Plan (Area C)
CS A06.01Exterior Elevations
CS A06.02Exterior Elevations
CS A07.01Building Sections
CS A07.02Building Sections
CS A09.01Enlarged Restroom Details

PS
A02.01Parking Level 1
PS A02.02Parking Level 2
PS A02.03Parking Level 3
PS A02.04Parking Level 4
PS A02.05Parking Level 5
PS A06.01Parking Structure Exterior Elevations
PS A07.01Parking Structure Section

SPECIFICATIONS

The Specifications have not been provided. All parties will negotiate in good faith to incorporate these documents into the Contract by Change Order.

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EXHIBIT "B"

HENSEL PHELPS CONSTRUCTION CO.

CYMER, Inc., CSD6 PERSONNEL

|STAFF POSITION                   |             | NAME            |  | Start
Date |        | MOS.
|-------------------------------- | ----------- | --------------- |  | ---------- | ------ | ----
|CONSTRUCTION-TO FINAL COMPLETION |             |                 |  | 13.5      
|Project Manager                  |             | John Goodman    |  | 6/24/02    |        | 15  
|Estimator/Buyout                 |             | Ken Ketchum     |  | 7/22/02    |        | 5   
|Supt - Site/CP/Park Gar          |             | Scott Vernon    |  | 7/15/02    |        | 11  
|Supt - Phase 1/2 Shell           |             | Keith Jester    |  | 10/1/02    |        | 13  
|Superintendent - Shift/TI        |             | Mike Pilling    |  | 9/1/02     |        | 9   
|Project Engineer                 |             | Alex Begg       |  | 7/22/02    |        | 15  
|Office Engineer #1               |             | Scott McBrayer  |  | 8/26/02    |        | 9   
|Office Engineer #2               |             | TBD             |  | 10/1/02    |        | 9   
|Office Engineer #3               |             | Steve Rudisill  |  | 7/29/02    |        | 14  
|Office Engineer #4               |             | TBD             |  | 9/23/02    |        | 10  
|Field Engineer #1 (Selfwork)     |             | Dave Lydick     |  | 8/26/02    |        | 10  
|Field Engineer #2                |             | Brian Shoemaker |  | 8/5/02     |        | 15  
|Field Engineer #3                |             | Chris McCoy     |  | 9/1/02     |        | 12  
|Field Engineer #4 (Selfwork)     |             | TBD             |  | 11/1/02    |        | 8   
|Field Engineer #5                |             | David Dion      |  | 9/1/02     |        | 13  
|Office Manager                   |             | Jody Ideker     |  | 8/5/02     |        | 15  
|                                 | DESCRIPTION |                 |  |            | MONTHS |     

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EXHIBIT "C"  CONCEPT SCHEDULEAUGUST 2, 2002

|Activity Name                                                               |                                                        | Start
Date |                                                      | Finish
Date
|--------------------------------------------------------------------------- | ------------------------------------------------------ | ---------- | ---------------------------------------------------- | -----------
|DESIGN                                                                      |                                                        |            |                                                      |            
|                                                                            | Site Civil Drawings                                    |            |                                                      |            
|Grading/Site Utility & Site Retaining Wall Docs for Permit/Bidding          |                                                        | 7/9/02     |                                                      | 7/19/02    
|PHASE 1 DESIGN                                                              |                                                        |            |                                                      |            
|                                                                            | Ph 1A: Building 1 Shell (Areas A, B & C)               |            |                                                      |            
|Core & Shell Schematic Design Documents Building 1                          |                                                        | 6/17/02    |                                                      | 7/12/02    
|Structural Design For Warehouse Purchase Building 1                         |                                                        | 7/8/02     |                                                      | 7/12/02    
|Core & Shell Design Development Docs Building 1                             |                                                        | 7/15/02    |                                                      | 8/9/02     
|100% Structural to Release Steel Building 1                                 |                                                        |            |                                                      | 8/9/02     
|Structural Documents for Permit/Misc Bids Building 1                        |                                                        | 7/15/02    |                                                      | 8/9/02     
|Underslab Utilities Documents for Permit Building 1                         |                                                        | 7/15/02    |                                                      | 9/2/02     
|Balance Core & Shell Documents for Permit/Misc Bids Building 1              |                                                        | 8/12/02    |                                                      | 10/11/02   
|                                                                            | Ph 1B: Manufacturing (Area A/Lev-1) & Central Plant TI |            |                                                      |            
|TI Schematic Docs (Includ. MEP)-Area A/Lev-1 Manuf/Util Corr/Central Plant  |                                                        | 7/8/02     |                                                      | 7/26/02    
|TI Design Development Docs-Area A/Lev-1 Manuf/Util Corr/Central Plant       |                                                        | 7/29/02    |                                                      | 8/23/02    
|Mockup/Evaluate/Select Demountable Wall System-Area A/Lev-1 Manuf           |                                                        | 7/29/02    |                                                      | 9/6/02     
|TI Const Docs for Permit/Bids-Area A/Lev-1 Manuf/Util Corr/Cent Plant       |                                                        | 8/26/02    |                                                      | 10/25/02   
|PHASE 2 DESIGN                                                              |                                                        |            |                                                      |            
|                                                                            | Ph 2A: Building 2-Parking Structure                    |            |                                                      |            
|Parking Garage Schematic Design                                             |                                                        | 7/8/02     |                                                      | 7/26/02    
|Parking Garage Design Development Docs                                      |                                                        | 7/29/02    |                                                      | 8/23/02    
|Parking Garage Const Docs for Permit/Bids                                   |                                                        | 8/26/02    |                                                      | 10/11/02   
|                                                                            | Ph 2B: Lobby/Offices/Breezeway (Area A/Lev-2) TI       |            |                                                      |            
|TI Schematic Docs-Lobby & Area A/Lev-2 Offices/Breezeway & Misc.            |                                                        | 7/8/02     |                                                      | 7/26/02    
|TI Design Development Docs-Lobby & Area A/Lev-2 Offices/Breezeway & Misc.   |                                                        | 7/29/02    |                                                      | 9/20/02    
|TI Const Docs for Permit/Bids-Lobby & Area A/Lev-2 Offices Breezeway & Misc |                                                        | 9/23/02    |                                                      | 11/15/02   
|                                                                            | Ph 2C: Offices (Area B/Lev-2) TI                       |            |                                                      |            
|TI Schematic Docs-Area B/Lev-2 Offices                                      |                                                        | 10/21/02   |                                                      | 11/22/02   
|TI Design Development Docs-Area B/Lev-2 Offices                             |                                                        | 11/25/02   |                                                      | 1/10/03    
|TI Const Docs for Permit/Bids-Area B/Lev-2 Offices                          |                                                        | 1/13/03    |                                                      | 2/21/03    
|PERMITS                                                                     |                                                        |            |                                                      |            
|                                                                            | Site Civil Permit                                      |            |                                                      |            
|Grading, Site Retaining Walls and Site Utilities (4 Wks)                    |                                                        | 7/22/02    |                                                      | 8/9/02     
|                                                                            |                                                        |            | -Soils Engr. Provides Final As-Graded Report         |            
|                                                                            |                                                        |            | -Civil Engr. Provides Certification of Grades Bldg 1 |            

1

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|PHASE 1 PERMITS                                                                        |                                                       |          |                                                          |         
|-------------------------------------------------------------------------------------- | ----------------------------------------------------- | -------- | -------------------------------------------------------- | --------
|                                                                                       | Ph 1A: Building 1 Shell (Areas A, B & C)              |          |                                                          |         
|Struct. Permit-Foundations/Bldg Retaining Walls/Struct Steel/Concrete Building 1       |                                                       | 8/9/02   |                                                          | 9/6/02  
|Underslab Utilities Permit-Building 1                                                  |                                                       | 8/9/02   |                                                          | 9/6/02  
|Balance Shell Permit including Exterior Struct. Studs/Misc. Structural-Building 1      |                                                       | 10/14/02 |                                                          | 11/8/02 
|                                                                                       | Ph. 1B: Manuf. (Area A/Lev 1) & Cent. Plant TI Permit |          |                                                          |         
|TI Permit-Area A/Lev-1 Manuf/Central Plant (as Req)/Utility Corridor                   |                                                       | 10/28/02 |                                                          | 11/22/02
|Temp Cert. of Occup.-TI Manuf. Area A/Lev-1: Includes Central Plant As Req & Util Corr |                                                       |          |                                                          | 4/11/03 
|PHASE 2 PERMITS                                                                        |                                                       |          |                                                          |         
|                                                                                       | Ph 2A: Parking Structure Permit                       |          |                                                          |         
|Parking Garage Permit                                                                  |                                                       | 10/14/02 |                                                          | 11/15/02
|Parking Garage Underslab Utilities Permit                                              |                                                       | 10/14/02 |                                                          | 11/15/02
|Temp. Cert. of Occup.-Parking Garage                                                   |                                                       |          |                                                          | 7/25/03 
|                                                                                       | Ph 2B: Lobby/Office/Brzewy (Area A/Lev 2) TI Permit   |          |                                                          |         
|TI Permit-Lobby & Area A/Lev 2 Offices/Breezeway & Misc. Areas                         |                                                       | 11/18/02 |                                                          | 12/13/02
|Temp. Cert. of Occup.-TI Lobby & Area A/Lev 2 Offices/Breezeway & Misc. Areas          |                                                       |          |                                                          | 7/25/03 
|                                                                                       | Ph 2C: Office (Area B/Lev 2) TI Permit                |          |                                                          |         
|TI Permit-Area B/Lev-2 Offices                                                         |                                                       | 2/24/03  |                                                          | 3/14/03 
|Temp. Cert. of Occup.-TI Area B/Level 2 Offices                                        |                                                       |          |                                                          | 10/10/03
|CONSTRUCTION                                                                           |                                                       |          |                                                          |         
|                                                                                       | Site Grading/Str. Excav./Site Utilities               |          |                                                          |         
|Clear and Grub Site                                                                    |                                                       | 8/12/02  |                                                          | 8/16/02 
|Mass Grading and Rough Pad Preparation/Erosion Control Building #1                     |                                                       | 8/14/02  |                                                          | 8/28/02 
|Overexcavate & Controlled Fill Pad for Building #1                                     |                                                       | 8/14/02  |                                                          | 9/04/02 
|                                                                                       |                                                       |          | -Soils Engr. Provides Final As-Graded Report Building #1 |         
|                                                                                       |                                                       |          | -Civil Engr. Provides Certification of Grades Bldg 1     |         
|Site Utilities & Utility Structures-North Half Site                                    |                                                       | 9/9/02   |                                                          | 10/18/02
|Site Utilities & Utility Structures-South Half Site                                    |                                                       | 12/9/02  |                                                          | 1/31/03 
|                                                                                       | Phase 1: Bldg 1 Shell/TI Manufacturing & Cent Plant   |          |                                                          |         
|Areas A & C (Central Plant) Shell                                                      |                                                       |          |                                                          |         
|Order/Fabricate Steel-Building 1 (=Areas A, B & C)                                     |                                                       | 8/9/02   |                                                          | 10/25/02
|Excav/Rebar Founds for Areas A & C Bldg Ret. Walls (includes Cent. Plant/Util Yard)    |                                                       | 9/4/02   |                                                          | 10/4/02 
|Underslab UtilitiesBuilding 1 Areas A & C                                             |                                                       | 9/4/02   |                                                          | 10/11/02
|Place Founds for Areas A & C & Bldg Ret. Walls (Incl. Cent. Plant/Util Yard)           |                                                       | 9/9/02   |                                                          | 10/4/02 
|Balance Foundations/Footings for Areas A & C                                           |                                                       | 9/16/02  |                                                          | 10/18/02
|Building Retaining Walls (Includes Central Plant/Utility Yard)                         |                                                       | 9/11/02  |                                                          | 11/1/02 

2

---

|Slab on Grade/PitsAreas A & C                                                     |  | 10/7/02  |  | 10/25/02
|---------------------------------------------------------------------------------- |  | -------- |  | --------
|Waterproof/Backfill Building Retaining WallsAreas A & C                           |  | 10/28/02 |  | 11/15/02
|Steel ErectionArea A & Area C                                                     |  | 10/28/02 |  | 11/22/02
|Metal Deck Areas A & C/Level 2                                                     |  | 11/4/02  |  | 11/15/02
|Stairs Areas A & C                                                                 |  | 11/4/02  |  | 12/14/02
|Slab-on-deck Areas A & C/Level 2                                                   |  | 11/18/02 |  | 11/29/02
|Fireproofing Areas A & CLevel 1 Cols & Beams                                      |  | 12/2/02  |  | 12/20/02
|Metal Deck Areas A & C Roof                                                        |  | 11/25/02 |  | 12/6/02 
|Slab-on-deck Areas A & C Roof                                                      |  | 12/9/02  |  | 12/27/02
|Exterior Framing/Sheathing/Waterproofing Areas A & C                               |  | 12/23/02 |  | 2/28/03 
|Set Rooftop Mechanical Equipment Area A                                            |  | 12/23/02 |  | 12/27/02
|Fireproofing Areas A & C/Level 2 Cols & Beams                                      |  | 12/30/02 |  | 1/24/03 
|Insulation & RoofingAreas A & C                                                   |  | 1/6/03   |  | 2/7/03  
|Exterior Wall Dry-in (Permanent + Temp As Req)Area A & Area C                     |  |          |  | 2/14/03 
|Exterior Finish & Glazing Systems Areas A & C                                      |  | 1/13/02  |  | 3/14/03 
|Rooftop Mechanical Screens/Hatches/MiscAreas A & C                                |  | 2/10/03  |  | 3/7/03  
|Manufacturing & Central Plant TI                                                   |  |          |  |         
|Prefabrication Pipe and Rack SystemsPhase 1A Manufacturing                        |  | 10/21/02 |  | 1/3/03  
|MEP Rough-in Systems and Process GasArea A/Level-1 Manuf., Util Corr &Cent Plant  |  | 12/2/02  |  | 2/7/03  
|Interior FramingArea A/Lev-1 Manufacturing & Util Corr/Cent. Plant & Shell as Req |  | 12/2/02  |  | 2/7/03  
|MEP Drops/Racks/FinishesArea A/Lev-1 Manuf                                        |  | 1/20/03  |  | 3/21/03 
|Drywall & TapeArea A Manufacturing & Areas A & C Shell Spaces as Required         |  | 1/13/03  |  | 2/21/03 
|Interior FinishesArea A/Lev-1 Manufacturing & Area A Shell Spaces as Required     |  | 2/3/03   |  | 3/7/03  
|Elevator & LiftArea A Shell as Required                                           |  | 2/10/03  |  | 3/21/03 
|Energize Main Electric Room                                                        |  |          |  | 2/14/03 
|Startup Mechanical Equipment for Manuf Area A/Lev-1 & Cent. Plant                  |  | 2/17/03  |  | 3/14/03 
|Demountable Wall SystemsManuf Area A/Lev-1                                        |  | 2/17/03  |  | 3/7/03  
|Exterior Hardscape & Landscape as Required for Ph                                  |  | 3/31/03  |  | 6/27/03 
|MEP Fitup on Demountable Wall SystemsManuf Area A/Lev-1                           |  | 2/24/03  |  | 3/21/03 
|Testing and Balancing Manuf. Area A/Lev-1 & Central Plant                          |  | 3/17/03  |  | 4/11/03 
|Owner FF & E Manuf Area A/Lev-1                                                    |  | 3/17/03  |  | 4/4/03  
|Punchlist Manuf Area A/Lev-1 & Central Plant                                       |  | 3/24/03  |  | 4/11/03 
|Process Gas Certification Manuf Area A/Lev-1 & Central Plant                       |  | 3/31/03  |  | 4/11/03 
|Substantial Completion for TCOManuf Area A/Lev-1 & Central Plant                  |  |          |  | 4/11/03 
|Completion of Lobby & Area A/Lev-2 Shell Interiors                                 |  |          |  |         
|MEP Rough-in As Required for Shell OnlyLobby & Area A/Lev-2                       |  | 12/9/02  |  | 2/21/03 
|Interior Framing As Required for Shell OnlyLobby & Area A/Lev-2                   |  | 12/16/02 |  | 2/21/03 
|Install Life Safety Systems As Required for Shell OnlyLobby & Area A/Lev-2        |  | 12/23/02 |  | 3/21/03 
|Drywall & Tape As Required for Shell OnlyLobby & Area A/Lev-2                     |  | 2/17/03  |  | 3/28/03 
|Energize Lobby & Area A/Lev-2 As Required for Shell Only                           |  |          |  | 3/14/03 
|Interior Finishes Lobby & Area A/Lev-2 As Required for Shell Only                  |  | 2/24/03  |  | 3/28/03 
|Test Life Safety Systems As Required for Shell OnlyLobby & Area A/Lev-2           |  | 3/3/03   |  | 3/28/03 
|Punchlist As Required for Shell OnlyLobby & Area A/Lev-2                          |  | 3/24/03  |  | 4/11/03 
|Completion of Shell As Required for Manuf TCOLobby & Area A/Lev-2 Only            |  |          |  | 4/11/03 

3

---

|Area B Levels 1,2 & 3Balance Building 1 Shell                             |  |          |  |         
|-------------------------------------------------------------------------- |  | -------- |  | --------
|Foundations for Area B & N/S Road Ret. Walls                               |  | 10/14/02 |  | 11/8/02 
|Balance Foundations/Footings for Area B                                    |  | 10/21/02 |  | 11/15/02
|Underslab UtilitiesBuilding 1 Area B                                      |  | 10/21/02 |  | 11/20/02
|Building Retaining Walls (Includes N/S Road Ret. Walls)                    |  | 11/4/02  |  | 12/6/02 
|Slab on Grade/PitsArea B                                                  |  | 11/4/02  |  | 11/22/02
|Waterproof/Backfill Building Retaining WallsArea B                        |  | 11/11/02 |  | 11/29/02
|Steel ErectionArea B                                                      |  | 11/18/02 |  | 12/20/02
|Metal Deck Area B/Lev-2                                                    |  | 12/9/02  |  | 12/20/02
|Stairs Area B                                                              |  | 12/9/02  |  | 1/31/03 
|Fireproofing Area BLevel 1 Cols & Beams                                   |  | 12/16/02 |  | 1/10/03 
|Metal Deck Area BLevel 3                                                  |  | 12/16/02 |  | 1/3/03  
|Slab-on-deck Area B/Lev-2                                                  |  | 12/23/02 |  | 1/17/03 
|Metal Deck Area B Roof                                                     |  | 12/23/02 |  | 1/10/03 
|Fireproofing Area B/Lev-2 Cols & Beams                                     |  | 12/30/02 |  | 1/17/03 
|Slab-on-deck Area B/Lev-3                                                  |  | 1/7/02   |  | 2/1/02  
|Exterior Framing/Sheathing/Finish & Glazing Systems Area B                 |  | 1/1/3/03 |  | 3/28/03 
|Fireproofing Area B /Level 3 Cols & Beams                                  |  | 1/20/03  |  | 2/14/03 
|Slab-on-deck Area B Roof                                                   |  | 1/20/03  |  | 2/7/03  
|Insulation & RoofingArea B                                                |  | 2/10/03  |  | 3/21/03 
|Exterior Wall Dry-in (Permanent + Temp As Req)Area B                      |  |          |  | 3/28/03 
|Exterior Finish & Glazing Systems Area B                                   |  | 2/9/03   |  | 4/18/03 
|MEP Rough-in As Required for Shell OnlyArea B/Levels 1 & 3                |  | 3/3/03   |  | 5/2/03  
|Rooftop Mechanical Screens/Hatches/MiscArea B                             |  | 3/17/03  |  | 4/18/03 
|Interior Framing As Required for Shell OnlyArea B/Levels 1 & 3            |  | 3/17/03  |  | 4/25/03 
|Exterior Hardscape & Landscape                                             |  | 3/31/03  |  | 6/27/03 
|Install Life Safety Systems As Required for Shell OnlyArea B/Levels 1 & 3 |  | 4/7/03   |  | 6/20/03 
|Drywall & Tape As Required for Shell OnlyArea B/Levels 1 & 3              |  | 4/21/03  |  | 5/30/03 
|Energize Area B/Levels 1 & 3 As Required for Shell Only                    |  |          |  | 4/28/03 
|Interior Finishes As Required for Shell OnlyArea B/Levels 1 & 3           |  | 5/12/03  |  | 6/13/03 
|Test Life Safety Systems As Required for Shell OnlyArea B/Levels 1 & 3    |  | 6/2/03   |  | 6/27/03 
|Punchlist As Required for Shell OnlyArea B/Levels 1 & 3                   |  | 6/23/03  |  | 7/18/03 
|Completion of Area B/Levels 1 & 3 Shell As Required for Area B/Lev2 TI TCO |  |          |  | 7/25/03 
|PHASE 2: Lobby & Lev-2 (Areas A & B) Offices & Parking                     |  |          |  |         
|Ph 2A: Parking Structure                                                   |  |          |  |         
|Excavation/Shoring/Retaining Walls Parking Structure                       |  | 9/2/02   |  | 11/8/02 
|Foundations Parking Structure                                              |  | 11/18/02 |  | 12/20/02
|Underslab Utilities Parking Structure                                      |  | 11/25/02 |  | 12/27/02
|Retaining Walls Parking Structure                                          |  | 12/9/02  |  | 1/3/03  
|Basement Slab-on-grade (Lev-1) Parking Structure                           |  | 12/30/02 |  | 1/10/03 
|Shear Walls Parking Structure                                              |  | 1/13/03  |  | 3/7/03  
|Waterproof/Backfill Building Retaining Walls Parking Structure             |  | 1/13/03  |  | 1/31/03 

4

---

|PHASE 2 CONSTRUCTION (cont.)                                                |  |          |  |         
|--------------------------------------------------------------------------- |  | -------- |  | --------
|Precast Erection Parking Structure                                          |  | 3/10/03  |  | 4/4/03  
|Lev-2 Floor Slab Parking Structure                                          |  | 3/31/03  |  | 4/11/03 
|MEP Rough-in Parking Structure                                              |  | 3/31/03  |  | 5/30/03 
|Lev-3d Floor Slab Parking Structure                                         |  | 4/14/03  |  | 4/25/03 
|Stair/Guardrail/Trellis Installation Parking Structure                      |  | 4/14/03  |  | 5/16/03 
|Bridge from Parking Structure to Building 1/Area B                          |  | 4/14/03  |  | 6/13/03 
|Lev-4 Floor Slab Parking Structure                                          |  | 4/21/03  |  | 5/2/03  
|Lev-5 (Roof Deck) Slab Parking Structure                                    |  | 4/28/03  |  | 5/9/03  
|MEP Finishes Parking Structure                                              |  | 5/5/03   |  | 6/27/03 
|Misc. Finishes Parking Structure                                            |  | 5/5/03   |  | 6/27/03 
|Punchlist Parking Structure                                                 |  | 6/30/03  |  | 7/18/03 
|Substantial Completion For TCOParking Structure                            |  |          |  | 7/25/03 
|Ph 2BLobby & Area A/Lev-2 Office & Breezeway TI                            |  |          |  |         
|MEP Plumbing Rough-inRestrooms/Kitchen & Servery/Misc Under DeckArea A/L2 |  | 12/23/02 |  | 1/23/03 
|MEP OverheadLobby, Offices & Kitchen/Servery/Misc Area A/Lev-2             |  | 12/23/02 |  | 2/28/03 
|Interior Framing and Balance of MEP Rough-inLobby/Breezeway & Area A/Lev-2 |  | 1/13/03  |  | 3/20/03 
|Elevators                                                                   |  | 2/10/03  |  | 6/20/03 
|Drywall, Tape & FinishLobby/Breezeway & Area A/Lev-2                       |  | 2/17/03  |  | 4/11/03 
|Kitchen/Servery Equipment & Fixture Installation                            |  | 2/24/03  |  | 4/4/03  
|Waterproofing Kitchen & Servery                                             |  | 3/3/03   |  | 3/14/03 
|Floor Tile Installation Kitchen/Servery & Restrooms                         |  | 3/17/03  |  | 4/4/03  
|FRP Panel & Stainless Steel Installation Kitchen                            |  | 4/7/03   |  | 5/2/03  
|Set Roof MEP Equipment                                                      |  |          |  | 4/8/03  
|Finishes Lobby/Breezeway & Area A/Lev-2                                     |  | 4/7/03   |  | 6/20/03 
|Equipment Startup & Pretesting Lobby/Breezeway & Area A/Lev-2               |  | 4/14/03  |  | 5/2/03  
|MEP Finishes Lobby/Breezeway & Area A/Lev-2                                 |  | 4/21/03  |  | 6/20/03 
|Ceiling Tile Lobby/Breezeway & Area A/Lev-2                                 |  | 5/5/03   |  | 6/20/03 
|Floor Finishes Lobby/Breezeway & Area A/Lev-2                               |  | 5/12/03  |  | 6/13/03 
|Final Cleanup Lobby/Breezeway & Area A/Lev-2                                |  | 6/9/03   |  | 6/27/03 
|Testing and Balancing Lobby/Breezeway & Area A/Lev-2                        |  | 6/23/03  |  | 7/18/03 
|Punchlist Lobby/Breezeway & Area A/Lev-2                                    |  | 6/30/03  |  | 7/18/03 
|System Furniture/IT Equipment & FF&E Lobby/Breezeway & Area A/Lev-2         |  | 7/7/03   |  | 7/25/03 
|Substantial Completion for TCOLobby/Breezeway & Area A/Lev-2               |  |          |  | 7/25/03 
|Ph 2C: Office (Area B/Lev 2) TI                                             |  |          |  |         
|MEP Plumbing Rough-inRestrooms/Misc Under DeckArea B/Lev-2                |  | 3/17/03  |  | 4/4/03  
|MEP OverheadRestrooms/Misc Under DeckArea B/Lev-2                         |  | 3/24/03  |  | 5/9/03  
|Interior Framing and MEP RoughinOffices/Misc Area B/Lev-2                  |  | 3/24/03  |  | 5/16/03 
|ElevatorsOffices/Misc Area B/Lev-2                                         |  | 4/7/03   |  | 7/25/03 
|Drywall, Tape & FinishOffices/Misc Area B/Lev-2                            |  | 4/21/03  |  | 6/13/03 
|Set Roof MEP EquipmentOffices/Misc Area B/Lev-2                            |  | 5/26/03  |  | 5/30/03 
|FinishesOffices/Misc Area B/Lev-2                                          |  | 6/9/03   |  | 8/22/03 
|Equipment Startup & Pretesting Offices/Misc Area B/Lev-2                    |  | 6/23/03  |  | 7/25/03 
|MEP Finishes Offices/Misc Area B/Lev-2                                      |  | 6/30/03  |  | 9/5/03  
|Ceiling Tile Offices/Misc Area B/Lev-2                                      |  | 7/21/03  |  | 8/29/03 
|Floor Finishes Offices/Misc Area B/Lev-2                                    |  | 7/28/03  |  | 9/5/03  
|Final Cleanup Offices/Misc Area B/Lev-2                                     |  | 8/18/03  |  | 9/5/03  
|Testing and Balancing Offices/Misc Area B/Lev-2                             |  | 8/25/03  |  | 9/19/03 
|Punchlist Offices/Misc Area B/Lev-2                                         |  | 9/8/03   |  | 9/26/03 
|Substantial Completion for TCOOffices/Misc Area B/Lev-2                    |  |          |  | 9/29/03 
|System Furniture/IT Equipment & FF&E Offices/Misc Area B/Lev-2              |  | 9/29/03  |  | 10/17/03

5

---

EXHIBIT "D"  CURRENT (Rev 13) BUDGET  (8/9/02 Est with  8/19/02 & 8/20/02 CHANGES)

Baseline Estimate (8/20/02)GMAX

|Owner: CYMER, Inc.
Architect: A.V.R.P. |  | Drawing Date: None
Revision No: 13
|-------------------------------------- |  | ----------------------------------

Project Description:
    Phased, 2 and 3 story building including Central Plant (270,000 SF) and 5 level Parking Garage

|      |  | PROJECT SECTOR:
  
  
  
GROSS FLOOR AREA:
SECONDARY UNIT: |  | Sector A
Phase 1Building 1
(Area A & B) Cold Core
& Shell w/ Lobby &
Central Plant/Yard
262,440 GSF |  | Sector B
Phase 1Manufacturing
(Lab) Tenant
Improvements + Whse &
Utility Corridor
53,350 GSF |  | Sector C
Phase 1Office Tenant
Improvements (2nd
Floor) & Building
Entrance (2 floors)
66,515 GSF |  | Sector D
Phase 2Parking
Structure
 
 
180,000 GSF
555 Stall |  | Sector E
Phase 2Office Tenant
Improvements (2nd
Floor, 3rd Floor Remains
C/S)
45,508 GSF |  | Sector F
Future Phase Rough-In
Manufacturing Area B
1st Floor
GSF |  | Site A
Sitework |  | Total
  
  
  
  
442,440 GSF | 
|----- |  | ---------------------------------------------------------- |  | ---------------------------------------------------------------------------------------------------- |  | --------------------------------------------------------------------------------------------- |  | ------------------------------------------------------------------------------------------------- |  | ------------------------------------------------------------ |  | ----------------------------------------------------------------------------------------- |  | ------------------------------------------------------------------- |  | --------------- |  | ----------------------------- | 
|
|
|A10   |  | FOUNDATIONS                                                |  | 4.78                                                                                                 |  | 1,254,424                                                                                     |  | 0.47                                                                                              |  | 25,000                                                       |  | 0.00                                                                                      |  | 0                                                                   |  | 3.00            |  | 539,600                       | 
|A20   |  | BASEMENT CONSTRUCTION                                      |  | 0.95                                                                                                 |  | 250,380                                                                                       |  | 0.00                                                                                              |  | 0                                                            |  | 0.00                                                                                      |  | 0                                                                   |  | 0.79            |  | 141,600                       | 
|B10   |  | SUPERSTRUCTURE                                             |  | 20.26                                                                                                |  | 5,318,154                                                                                     |  | 0.00                                                                                              |  | 0                                                            |  | 0.00                                                                                      |  | 0                                                                   |  | 14.21           |  | 2,558,400                     | 
|B20   |  | EXTERIOR CLOSURE                                           |  | 8.17                                                                                                 |  | 2,143,226                                                                                     |  | 0.00                                                                                              |  | 0                                                            |  | 0.00                                                                                      |  | 0                                                                   |  | 1.04            |  | 187,250                       | 
|B30   |  | ROOFING                                                    |  | 4.19                                                                                                 |  | 1,100,816                                                                                     |  | 0.00                                                                                              |  | 0                                                            |  | 0.00                                                                                      |  | 0                                                                   |  | 0.80            |  | 144,000                       | 
|C10   |  | INTERIOR CONSTRUCTION                                      |  | 2.50                                                                                                 |  | 656,405                                                                                       |  | 35.17                                                                                             |  | 1,876,500                                                    |  | 28.15                                                                                     |  | 1,872,700                                                           |  | 1.21            |  | 218,500                       | 
|C20   |  | STAIRS                                                     |  | 1.20                                                                                                 |  | 315,050                                                                                       |  | 0.00                                                                                              |  | 0                                                            |  | 0.00                                                                                      |  | 0                                                                   |  | 1.62            |  | 292,313                       | 
|C30   |  | INTERIOR FINISHES                                          |  | 0.85                                                                                                 |  | 222,500                                                                                       |  | 0.98                                                                                              |  | 52,500                                                       |  | 1.28                                                                                      |  | 85,000                                                              |  | 0.25            |  | 44,560                        | 
|D10   |  | CONVEYING                                                  |  | 1.37                                                                                                 |  | 359,000                                                                                       |  | 0.00                                                                                              |  | 0                                                            |  | 0.00                                                                                      |  | 0                                                                   |  | 0.61            |  | 110,000                       | 
|      |  | MECHANICAL                                                 |  | 3.15                                                                                                 |  | 825,691                                                                                       |  | 105.58                                                                                            |  | 5,632,677                                                    |  | 21.07                                                                                     |  | 1,401,354                                                           |  | 2.40            |  | 432,000                       | 
|D50   |  | ELECTRICAL                                                 |  | 0.30                                                                                                 |  | 78,732                                                                                        |  | 88.59                                                                                             |  | 4,726,065                                                    |  | 7.61                                                                                      |  | 506,123                                                             |  | 0.65            |  | 117,000                       | 
|E10   |  | EQUIPMENT                                                  |  | 0.13                                                                                                 |  | 33,880                                                                                        |  | 0.00                                                                                              |  | 0                                                            |  | 5.64                                                                                      |  | 375,000                                                             |  | 0.07            |  | 13,000                        | 
|E20   |  | FURNISHINGS                                                |  | 0.00                                                                                                 |  | 0                                                                                             |  | 0.00                                                                                              |  | 0                                                            |  | 0.00                                                                                      |  | 0                                                                   |  | 0.00            |  | 0                             | 
|F10   |  | SPECIAL CONSTRUCTION                                       |  | 0.00                                                                                                 |  | 0                                                                                             |  | 0.00                                                                                              |  | 0                                                            |  | 0.00                                                                                      |  | 0                                                                   |  | 0.00            |  | 0                             | 
|F20   |  | SELECTIVE BUILDING DEMOLITION                              |  | 0.08                                                                                                 |  | 20,000                                                                                        |  | 0.00                                                                                              |  | 0                                                            |  | 0.00                                                                                      |  | 0                                                                   |  | 0.00            |  | 0                             | 
|G00   |  | SITEWORK                                                   |  |                                                                                                     |  |                                                                                              |  |                                                                                                  |  |                                                             |  |                                                                                          |  |                                                                    |  |                |  |                              | 
|      |  |                                                            |  |                                                                                                      |  |                                                                                               |  |                                                                                                   |  |                                                              |  |                                                                                           |  |                                                                     |  |                 |  |                               | 
|      |  | SubtotalBUILDING & SITE                                   |  | 47.93                                                                                                |  | 12,578,259                                                                                    |  | 230.79                                                                                            |  | 12,312,742                                                   |  | 63.75                                                                                     |  | 4,240,176                                                           |  | 26.66           |  | 4,798,223                     | 
|      |  | GENERAL CONDITIONS                                         |  |                                                                                                      |  |                                                                                               |  |                                                                                                   |  |                                                              |  |                                                                                           |  |                                                                     |  |                 |  |                               | 
|Z1010 |  | General Conditions                                         |  | 2.88                                                                                                 |  | 754,696                                                                                       |  | 13.85                                                                                             |  | 738,764                                                      |  | 3.82                                                                                      |  | 254,411                                                             |  | 1.60            |  | 287,893                       | 
|Z1015 |  | Vertical Hoisting                                          |  | 0.00                                                                                                 |  | with C.O.W.                                                                                   |  | 0.00                                                                                              |  | with C.O.W.                                                  |  | 0.00                                                                                      |  | with C.O.W.                                                         |  | 0.00            |  | with C.O.W.                   | 
|      |  |                                                            |  |                                                                                                      |  |                                                                                               |  |                                                                                                   |  |                                                              |  |                                                                                           |  |                                                                     |  |                 |  |                               | 
|Z10   |  | General Conditions                                         |  | 2.88                                                                                                 |  | 754,696                                                                                       |  | 13.85                                                                                             |  | 738,764                                                      |  | 3.82                                                                                      |  | 254,411                                                             |  | 1.60            |  | 287,893                       | 
|      |  | INDIRECTS & RESERVES                                       |  |                                                                                                      |  |                                                                                               |  |                                                                                                   |  |                                                              |  |                                                                                           |  |                                                                     |  |                 |  |                               | 
|Z1020 |  | Subcontractor's Bonds                                      |  | 0.00                                                                                                 |  | with C.O.W.                                                                                   |  | 0.00                                                                                              |  | with C.O.W.                                                  |  | 0.00                                                                                      |  | with C.O.W.                                                         |  | 0.00            |  | with C.O.W.                   | 
|Z1030 |  | Builder's Risk Insurance                                   |  | 0.25                                                                                                 |  | 65,618                                                                                        |  | 1.20                                                                                              |  | 64,233                                                       |  | 0.33                                                                                      |  | 22,120                                                              |  | 0.14            |  | 25,031                        | 
|Z1040 |  | General Liability Insurance                                |  | 0.32                                                                                                 |  | 83,116                                                                                        |  | 1.53                                                                                              |  | 81,361                                                       |  | 0.42                                                                                      |  | 28,019                                                              |  | 0.18            |  | 31,706                        | 
|Z1050 |  | Permits                                                    |  | 0.00                                                                                                 |  | By Owner                                                                                      |  | 0.00                                                                                              |  | By Owner                                                     |  | 0.00                                                                                      |  | By Owner                                                            |  | 0.00            |  | By Owner                      | 
|Z1070 |  | A & E Design Costs                                         |  | 0.00                                                                                                 |  | By Owner                                                                                      |  | 0.00                                                                                              |  | By Owner                                                     |  | 0.00                                                                                      |  | By Owner                                                            |  | 0.00            |  | By Owner                      | 
|Z1080 |  | Professional Liability Insurance                           |  | 0.00                                                                                                 |  | By A/E                                                                                        |  | 0.00                                                                                              |  | By A/E                                                       |  | 0.00                                                                                      |  | By A/E                                                              |  | 0.00            |  | By A/E                        | 
|Z1090 |  | Gross Receipts Tax                                         |  | 0.00                                                                                                 |  | Not Reqd.                                                                                     |  | 0.00                                                                                              |  | Not Reqd.                                                    |  | 0.00                                                                                      |  | Not Reqd.                                                           |  | 0.00            |  | Not Reqd.                     | 
|Z1100 |  | Utility Development & Tap Fees                             |  | 0.00                                                                                                 |  | By Owner                                                                                      |  | 0.00                                                                                              |  | By Owner                                                     |  | 0.00                                                                                      |  | By Owner                                                            |  | 0.00            |  | By Owner                      | 
|Z1110 |  | Hazardous Material Abatement                               |  | 0.00                                                                                                 |  | By Owner                                                                                      |  | 0.00                                                                                              |  | By Owner                                                     |  | 0.00                                                                                      |  | By Owner                                                            |  | 0.00            |  | By Owner                      | 
|Z1120 |  | Testing & Inspections                                      |  | 0.00                                                                                                 |  | By Owner                                                                                      |  | 0.00                                                                                              |  | By Owner                                                     |  | 0.00                                                                                      |  | By Owner                                                            |  | 0.00            |  | By Owner                      | 
|Z1130 |  | Escalation                                                 |  | 0.00                                                                                                 |  | None                                                                                          |  | 0.00                                                                                              |  | None                                                         |  | 0.00                                                                                      |  | None                                                                |  | 0.00            |  | None                          | 
|Z1140 |  | Bidding & Construction Reserves                            |  | 1.41                                                                                                 |  | 370,656                                                                                       |  | 6.80                                                                                              |  | 362,832                                                      |  | 1.88                                                                                      |  | 124,950                                                             |  | 0.79            |  | 141,394                       | 
|Z1150 |  | Preconstruction Costs                                      |  | 0.00                                                                                                 |  | with GC's                                                                                     |  | 0.00                                                                                              |  | with GC's                                                    |  | 0.00                                                                                      |  | with GC's                                                           |  | 0.00            |  | with GC's                     | 
|Z1160 |  | G & ACorporate                                            |  | 1.11                                                                                                 |  | 292,284                                                                                       |  | 5.36                                                                                              |  | 286,115                                                      |  | 1.48                                                                                      |  | 98,530                                                              |  | 0.62            |  | 111,498                       | 
|      |  |                                                            |  |                                                                                                      |  |                                                                                               |  |                                                                                                   |  |                                                              |  |                                                                                           |  |                                                                     |  |                 |  |                               | 
|Z20   |  | Indirects & Reserves                                       |  | 3.09                                                                                                 |  | 811,674                                                                                       |  | 14.89                                                                                             |  | 794,540                                                      |  | 4.11                                                                                      |  | 273,618                                                             |  | 1.72            |  | 309,629                       | 
|      |  | FEES                                                       |  |                                                                                                      |  |                                                                                               |  |                                                                                                   |  |                                                              |  |                                                                                           |  |                                                                     |  |                 |  |                               | 
|Z1060 |  | Contractor's Fee                                           |  | 1.67                                                                                                 |  | 437,069                                                                                       |  | 8.02                                                                                              |  | 427,843                                                      |  | 2.22                                                                                      |  | 147,338                                                             |  | 0.93            |  | 166,729                       | 
|      |  |                                                            |  |                                                                                                      |  |                                                                                               |  |                                                                                                   |  |                                                              |  |                                                                                           |  |                                                                     |  |                 |  |                               | 
|Z10   |  | Fees                                                       |  | 1.67                                                                                                 |  | 437,069                                                                                       |  | 8.02                                                                                              |  | 427,843                                                      |  | 2.22                                                                                      |  | 147,338                                                             |  | 0.93            |  | 166,729                       | 
|      |  |                                                            |  |                                                                                                      |  |                                                                                               |  |                                                                                                   |  |                                                              |  |                                                                                           |  |                                                                     |  |                 |  |                               | 
|0     |  | Project Total                                              |  | 55.56                                                                                                |  | 14,581,697                                                                                    |  | 267.55                                                                                            |  | 14,273,889                                                   |  | 73.90                                                                                     |  | 4,915,543                                                           |  | 30.90           |  | 5,562,473                     | 
|      |  |                                                            |  |                                                                                                      |  |                                                                                               |  |                                                                                                   |  |                                                              |  |                                                                                           |  |                                                                     |  |                 |  |                               | 
|      |  | Total Cost / Unit                                          |  |                                                                                                      |  |                                                                                               |  |                                                                                                   |  |                                                              |  |                                                                                           |  |                                                                     |  |                 |  | 10,022                        | 
|      |  |                                                            |  |                                                                                                      |  |                                                                                               |  |                                                                                                   |  |                                                              |  |                                                                                           |  |                                                                     |  |                 |  |                               | 

The information contained in this estimate is the proprietary property of Hensel Phelps Construction Co. and may be used only by the authorized
recipient. Any reproduction or other reuse of this estimate or portions thereof without the express consent of Hensel Phelps Construction Co. is strictly prohibited.

|[LOGO]Page 1 of 1 |  | Hensel Phelps
Construction Co. |  | Estimator: KK, Estimate Checker: MV
Current Date: 24-Aug-2002
Workbook: New Estimate 13 Baseline August 20 Agreement.xls
|----------------- |  | ------------------------------ |  | ------------------------------------------------------------------------------------------------------------------------

---

EXHIBIT "D"
ESTIMATE HISTORY

CYMER, Inc. CSD6

Estimate History Aug 19 & 20

|  |  | Description                       |  | HPCC
7/1/02
Estimate |            | CYMER
7/1/02 Est
to Present |   | Description |  | HPCC
8/9/2002
Estimate             |  | Re-Arrange
HP 8/9/02
Estimate |            | Adj Parking
HP 8/9/02
Estimate |   | Adj VE & Cont
HP 8/9/02
Estimate |  | New 8/20/02
Est Format
Per DC
|- |  | --------------------------------- |  | -------------------- | ---------- | --------------------------- | - | ----------- |  | ---------------------------------- |  | ----------------------------- | ---------- | ------------------------------ | - | -------------------------------- |  | -----------------------------
|1 |  | Cold Shell                        |  |                      |            |                             |   |             |  | Building Cold Shell                |  | $                             | 14,566,729 |                                | $ | 14,566,729                       |  | $                            
|  |  | Building Cold Shell Phase 1       |  | $                    | 7,980,375  |                             |   |             |  | Add Sitework                       |  |                               |            |                                | $ | 2,930,813                        |  | $                            
|  |  | Central Plant                     |  | $                    | 633,600    |                             |   |             |  | Deduct Contingency Shell           |  |                               |            |                                | $ | -453,230                         |  | $                            
|  |  | Building Cold Shell Phase 2       |  | $                    | 8,258,000  |                             |   |             |  | Deduct Contingency Sitework        |  |                               |            |                                | $ | -90,588                          |  | $                            
|  |  | Subtotal Building Shell           |  | $                    | 16,381,975 |                             |   |             |  | Subtotal Building Shell            |  |                               |            |                                | $ | 17,053,744                       |  | $                            
|  |  | Tenant Improvements               |  |                      |            |                             |   |             |  |                                    |  |                               |            |                                |   |                                  |  |                              
|2 |  | Phase 1                           |  |                      |            |                             |   |             |  |                                    |  |                               |            |                                |   |                                  |  |                              
|  |  | Manufacturing                     |  | $                    | 8,050,000  |                             |   |             |  | Manufacturing                      |  | $                             | 14,950,229 |                                | $ | 14,950,229                       |  | $                            
|  |  | Utility Tunnel                    |  | $                    | 270,000    |                             |   |             |  | Deduct Contingency Manufacturing   |  |                               |            |                                | $ | -461,991                         |  | $                            
|  |  | Warm Shell                        |  | $                    | 139,200    |                             |   |             |  | Add Future Phase Manuf Rough-in    |  |                               |            |                                | $ | 184,854                          |  | $                            
|  |  | Manufacturing Office              |  | $                    | 195,000    |                             |   |             |  | Ded Fut Ph Manuf. Rough-in Conting |  |                               |            |                                | $ | -5,712                           |  | $                            
|  |  |                                   |  |                      |            |                             |   |             |  | Deduct & 20 VE include Fee         |  |                               |            |                                |   |                                  |  |                              
|  |  | Subtotal Phase 1 Manufacturing    |  | $                    | 8,654,200  |                             |   |             |  | Subtotal Phase 1 Manufacturing     |  |                               |            |                                | $ | 14,667,380                       |  | $                            
|3 |  | Phase 2                           |  |                      |            |                             |   |             |  |                                    |  |                               |            |                                |   |                                  |  |                              
|  |  | Office TI: Area A / Lev-2         |  | $                    | 3,091,790  |                             |   |             |  | Phase 1 Office TI: Area A / Lev-2  |  | $                             | 4,945,190  |                                | $ | 4,945,190                        |  | $                            
|  |  | Add to TI for Kitchen             |  | $                    | 280,000    |                             |   |             |  | Deduct Contingency Ph 1 Office Tl  |  |                               |            |                                | $ | -152,816                         |  | $                            
|  |  | Breezeway: Lev-2                  |  | $                    | 576,000    |                             |   |             |  | Phase 2 Office TI: Area B / Lev-2  |  | $                             | 2,388,148  |                                | $ | 2,388,148                        |  | $                            
|  |  | Breezeway: Lev-3                  |  | $                    | 207,000    |                             |   |             |  | Deduct Contingency Ph 2 Office TI  |  |                               |            |                                | $ | -73,798                          |  | $                            
|  |  | Lobby TI                          |  | $                    | 384,800    |                             |   |             |  | Deduct Arbitrary Breezeway Value   |  |                               |            |                                | $ | -1,156,000                       |  | $                            
|  |  | Subtotal Area A / Lev-2 Offices   |  | $                    | 4,539,590  |                             |   |             |  | Subtotal Offices                   |  |                               |            |                                | $ | 5,950,724                        |  | $                            
|  |  | Office TI: Area B / Lev-2         |  | $                    | 2,697,500  |                             |   |             |  | Breezeway / Utility Tunnel         |  |                               |            |                                | $ | 1,156,000                        |  | $                            
|  |  | Subtotal Offices                  |  | $                    | 7,237,090  |                             |   |             |  |                                    |  |                               |            |                                |   |                                  |  |                              
|  |  |                                   |  |                      |            |                             |   |             |  | Future Phase Manuf. Rough-in       |  | $                             | 184,854    |                                |   | w/Manuf                          |  |                              
|4 |  | Parking Structure                 |  | $                    | 6,020,000  |                             |   |             |  | Parking Structure                  |  | $                             | 8,549,098  |                                | $ | 8,549,098                        |  | $                            
|  |  |                                   |  |                      |            |                             |   |             |  | Deduct Contingency Parking         |  |                               |            |                                | $ | -202,380                         |  | $                            
|  |  |                                   |  |                      |            |                             |   |             |  | Deduct "Lower Parking One Level"   |  |                               |            |                                |   |                                  |  | $                            
|  |  |                                   |  |                      |            |                             |   |             |  | Subtotal Parking                   |  |                               |            |                                | $ | 6,346,718                        |  | $                            
|  |  |                                   |  |                      |            |                             |   |             |  | Sitework                           |  | $                             | 2,930,313  |                                |   | w/Shell                          |  |                              
|5 |  | Contingency                       |  | $                    | 2,909,495  |                             |   |             |  | Contingency                        |  |                               | w/Above    |                                | $ | 1,441,496                        |  | $                            
|  |  |                                   |  |                      |            |                             |   |             |  | Add Margin                         |  |                               |            |                                | $ | 72,075                           |  | $                            
|  |  |                                   |  |                      |            |                             |   |             |  | Deduct $500K Conting Per DC        |  |                               |            |                                |   |                                  |  |                              
|  |  |                                   |  |                      |            |                             |   |             |  | Subtotal Contingency               |  |                               |            |                                | $ | 1,513,571                        |  | $                            
|  |  | TOTAL                             |  | $                    | 41,702,780 |                             |   |             |  | TOTAL                              |  | $                             | 48,515,041 |                                | $ | 46,688,137                       |  | $                            
|1 |  | Shell                             |  |                      |            |                             |   |             |  |                                    |  |                               |            |                                |   |                                  |  |                              
|  |  | Building Cold Shell Phase 1       |  |                      |            |                             | $ | 7,980,375   |  |                                    |  |                               |            |                                |   |                                  |  |                              
|  |  | Central Plant                     |  |                      |            |                             | $ | 633,600     |  |                                    |  |                               |            |                                |   |                                  |  |                              
|  |  | Building Cold Shell Phase 2       |  |                      |            |                             | $ | 8,268,000   |  |                                    |  |                               |            |                                |   |                                  |  |                              
|  |  | Phase 1 TI Warm Shell             |  |                      |            |                             | $ | 139,200     |  |                                    |  |                               |            |                                |   |                                  |  |                              
|  |  | Subtotal Building Shell           |  |                      |            |                             | $ | 17,021,175  |  | Shell                              |  |                               |            |                                |   |                                  |  | $                            
|  |  |                                   |  |                      |            |                             |   |             |  | Deduct Site                        |  |                               |            |                                |   |                                  |  |                              
|2 |  | Breezeway / Utility Tunnel        |  |                      |            |                             |   |             |  | Add Back Contingency               |  |                               |            |                                |   |                                  |  |                              
|  |  | Utility Tunnel                    |  |                      |            |                             | $ | 270,000     |  | Subtotal Building Shell            |  |                               |            |                                |   |                                  |  |                              
|  |  | Breezeway Lev-2                   |  |                      |            |                             | $ | 576,000     |  |                                    |  |                               |            |                                |   |                                  |  |                              
|  |  | Breezeway Lev-3                   |  |                      |            |                             | $ | 207,000     |  |                                    |  |                               |            |                                |   |                                  |  |                              
|  |  | Subtotal Breezeway/Utility Tunnel |  |                      |            |                             | $ | 1,053,000   |  |                                    |  |                               |            |                                |   |                                  |  | $                            
|3 |  | Manufacturing                     |  |                      |            |                             | $ | 8,050,000   |  | Manufacturing                      |  |                               |            |                                |   |                                  |  | $                            
|  |  |                                   |  |                      |            |                             |   |             |  | Add Back Contingency               |  |                               |            |                                |   |                                  |  |                              
|4 |  | Office/Core                       |  |                      |            |                             |   |             |  | Add Util Tunnel                    |  |                               |            |                                |   |                                  |  |                              
|  |  | Manufacturing Office              |  |                      |            |                             | $ | 195,000     |  | Subtotal Manufacturing             |  |                               |            |                                |   |                                  |  |                              
|  |  | Office TI: Area A / Lev-2         |  |                      |            |                             | $ | 3,091,790   |  |                                    |  |                               |            |                                |   |                                  |  |                              
|  |  | Add to TI for Kitchen             |  |                      |            |                             | $ | 280,000     |  |                                    |  |                               |            |                                |   |                                  |  |                              
|  |  | Office TI: Area B / Lev-2         |  |                      |            |                             | $ | 2,697,500   |  |                                    |  |                               |            |                                |   |                                  |  |                              
|  |  | Lobby TI                          |  |                      |            |                             | $ | 384,500     |  |                                    |  |                               |            |                                |   |                                  |  |                              
|  |  | Subtotal Office/Core              |  |                      |            |                             | $ | 8,849,090   |  | Offices                            |  |                               |            |                                |   |                                  |  | $                            
|  |  |                                   |  |                      |            |                             |   |             |  | Add Back Contingency               |  |                               |            |                                |   |                                  |  |                              
|  |  |                                   |  |                      |            |                             |   |             |  | Add Back Breezeway                 |  |                               |            |                                |   |                                  |  |                              
|  |  |                                   |  |                      |            |                             |   |             |  | Subtotal Offices                   |  |                               |            |                                |   |                                  |  |                              
|5 |  | Parking                           |  |                      |            |                             | $ | 6,020,000   |  | Parking                            |  |                               |            |                                |   |                                  |  | $                            
|  |  |                                   |  |                      |            |                             |   |             |  | Add Back Contingency               |  |                               |            |                                |   |                                  |  |                              
|  |  |                                   |  |                      |            |                             |   |             |  |                                    |  |                               |            |                                |   |                                  |  |                              
|6 |  | Site                              |  |                      |            |                             |   | w/Shell     |  | Site                               |  |                               |            |                                |   |                                  |  |                              
|7 |  | Contingency                       |  |                      |            |                             | $ | 2,909,000   |  |                                    |  |                               |            |                                |   |                                  |  | $                            
|  |  | TOTAL                             |  |                      |            |                             | $ | 41,702,265  |  |                                    |  |                               |            |                                |   |                                  |  | $                            

---

Project Description:
        Phased, 2 and 3 story building including Central Plant (270,000 SF) and 5 level Parking Garage

|PROJECT SECTOR:
GROSS FLOOR AREA:
SECONDARY UNIT: |  | Sector A
Phase 1Building 1
(Area A & B) Cold Core
& Shell w/ Lobby &
Central Plant/Yard
262,440 GSF |  | Sector B
Phase 1Manufacturing
(Lab) Tenant
Improvements + Whse &
Utility Corridor
53,350 GSF |  | Sector C
Phase 1Office Tenant
Improvements (2nd
Floor) & Building
Entrance (2 floors)
66,515 GSF |  | Sector D
Phase 2Parking
Structure
180,000 GSF
555 Stall |  | Sector E
Phase 2Office Tenant
Improvements (2nd
Floor, 3rd Floor Remains
C/S)
45,508 GSF |  | Sector F
Future Phase Rough-In
Manufacturing Area B
1st Floor
GSF |  | Site A
Sitework |  | Total
607,813 GSF |  |            
|------------------------------------------------- |  | ---------------------------------------------------------------------------------------------------- |  | --------------------------------------------------------------------------------------------- |  | ------------------------------------------------------------------------------------------------- |  | -------------------------------------------------------- |  | ----------------------------------------------------------------------------------------- |  | ------------------------------------------------------------------- |  | --------------- |  | ----------------- |  | -----------
|
|
|A10                                               |  | FOUNDATIONS                                                                                          |  | 4.78                                                                                          |  | 1,254,424                                                                                         |  | 0.47                                                     |  | 25,000                                                                                    |  | 0.00                                                                |  | 0               |  | 3.00              |  | 539,600    
|A20                                               |  | BASEMENT CONSTRUCTION                                                                                |  | 0.95                                                                                          |  | 250,380                                                                                           |  | 0.00                                                     |  | 0                                                                                         |  | 0.00                                                                |  | 0               |  | 5.33              |  | 958,800    
|B10                                               |  | SUPERSTRUCTURE                                                                                       |  | 20.26                                                                                         |  | 5,318,154                                                                                         |  | 0.00                                                     |  | 0                                                                                         |  | 0.00                                                                |  | 0               |  | 14.21             |  | 2,558,400  
|B20                                               |  | EXTERIOR CLOSURE                                                                                     |  | 8.18                                                                                          |  | 2,140,726                                                                                         |  | 0.00                                                     |  | 0                                                                                         |  | 0.00                                                                |  | 0               |  | 1.04              |  | 187,250    
|B30                                               |  | ROOFING                                                                                              |  | 4.19                                                                                          |  | 1,100,816                                                                                         |  | 0.00                                                     |  | 0                                                                                         |  | 0.00                                                                |  | 0               |  | 0.80              |  | 144,000    
|C10                                               |  | INTERIOR CONSTRUCTION                                                                                |  | 2.50                                                                                          |  | 656,405                                                                                           |  | 36.11                                                    |  | 1,926,600                                                                                 |  | 28.15                                                               |  | 1,872,700       |  | 1.21              |  | 218,500    
|C20                                               |  | STAIRS                                                                                               |  | 1.20                                                                                          |  | 315,050                                                                                           |  | 0.00                                                     |  | 0                                                                                         |  | 0.00                                                                |  | 0               |  | 1.62              |  | 292,313    
|C30                                               |  | INTERIOR FINISHES                                                                                    |  | 0.85                                                                                          |  | 222,500                                                                                           |  | 0.98                                                     |  | 52,500                                                                                    |  | 1.28                                                                |  | 85,000          |  | 0.25              |  | 44,560     
|D10                                               |  | CONVEYING                                                                                            |  | 1.37                                                                                          |  | 359,000                                                                                           |  | 0.00                                                     |  | 0                                                                                         |  | 0.00                                                                |  | 0               |  | 0.61              |  | 110,000    
|                                                  |  | MECHANICAL                                                                                           |  | 3.15                                                                                          |  | 825,691                                                                                           |  | 105.58                                                   |  | 5,632,677                                                                                 |  | 21.07                                                               |  | 1,401,354       |  | 2.40              |  | 432,000    
|D50                                               |  | ELECTRICAL                                                                                           |  | 0.30                                                                                          |  | 78,732                                                                                            |  | 97.13                                                    |  | 5,182,065                                                                                 |  | 7.61                                                                |  | 506,123         |  | 0.85              |  | 117,000    
|E10                                               |  | EQUIPMENT                                                                                            |  | 0.13                                                                                          |  | 33,880                                                                                            |  | 0.00                                                     |  | 0                                                                                         |  | 5.64                                                                |  | 375,000         |  | 0.07              |  | 13,000     
|E20                                               |  | FURNISHINGS                                                                                          |  | 0.00                                                                                          |  | 0                                                                                                 |  | 0.00                                                     |  | 0                                                                                         |  | 0.00                                                                |  | 0               |  | 0.00              |  | 0          
|F10                                               |  | SPECIAL CONSTRUCTION                                                                                 |  | 0.00                                                                                          |  | 0                                                                                                 |  | 0.00                                                     |  | 0                                                                                         |  | 0.00                                                                |  | 0               |  | 0.00              |  | 0          
|F20                                               |  | SELECTIVE BUILDING DEMOLITION                                                                        |  | 0.08                                                                                          |  | 20,000                                                                                            |  | 0.00                                                     |  | 0                                                                                         |  | 0.00                                                                |  | 0               |  | 0.00              |  | 0          
|G00                                               |  | SITEWORK                                                                                             |  |                                                                                              |  |                                                                                                  |  |                                                         |  |                                                                                          |  |                                                                    |  |                |  |                  |  |           
|                                                  |  |                                                                                                      |  |                                                                                               |  |                                                                                                   |  |                                                          |  |                                                                                           |  |                                                                     |  |                 |  |                   |  |            
|                                                  |  | SubtotalBUILDING & SITE                                                                             |  | 47.92                                                                                         |  | 12,575,759                                                                                        |  | 240.28                                                   |  | 12,818,842                                                                                |  | 63.75                                                               |  | 4,240,176       |  | 31.20             |  | 5,615,423  
|                                                  |  | GENERAL CONDITIONS                                                                                   |  |                                                                                               |  |                                                                                                   |  |                                                          |  |                                                                                           |  |                                                                     |  |                 |  |                   |  |            
|Z1010                                             |  | General Conditions                                                                                   |  | 2.88                                                                                          |  | 754,546                                                                                           |  | 14.42                                                    |  | 756,130                                                                                   |  | 3.82                                                                |  | 254,411         |  | 1.87              |  | 336,925    
|Z1015                                             |  | Vertical Hoisting                                                                                    |  | 0.00                                                                                          |  | with C.O.W.                                                                                       |  | 0.00                                                     |  | with C.O.W.                                                                               |  | 0.00                                                                |  | with C.O.W.     |  | 0.00              |  | with C.O.W.
|                                                  |  |                                                                                                      |  |                                                                                               |  |                                                                                                   |  |                                                          |  |                                                                                           |  |                                                                     |  |                 |  |                   |  |            
|Z10                                               |  | General Conditions                                                                                   |  | 2.88                                                                                          |  | 754,546                                                                                           |  | 14.42                                                    |  | 769,130                                                                                   |  | 3.82                                                                |  | 254,411         |  | 1.87              |  | 336,925    
|                                                  |  | INDIRECTS & RESERVES                                                                                 |  |                                                                                               |  |                                                                                                   |  |                                                          |  |                                                                                           |  |                                                                     |  |                 |  |                   |  |            
|Z1020                                             |  | Subcontractor's Bonds                                                                                |  | 0.00                                                                                          |  | with C.O.W.                                                                                       |  | 0.00                                                     |  | with C.O.W.                                                                               |  | 0.00                                                                |  | with C.O.W.     |  | 0.00              |  | with C.O.W.
|Z1030                                             |  | Builder's Risk Insurance                                                                             |  | 0.25                                                                                          |  | 66,000                                                                                            |  | 1.26                                                     |  | 87,276                                                                                    |  | 0.33                                                                |  | 22,253          |  | 0.16              |  | 29,471     
|Z1040                                             |  | General Liability Insurance                                                                          |  | 0.32                                                                                          |  | 83,600                                                                                            |  | 1.60                                                     |  | 85,216                                                                                    |  | 0.42                                                                |  | 28,188          |  | 0.21              |  | 37,330     
|Z1050                                             |  | Permits                                                                                              |  | 0.00                                                                                          |  | By Owner                                                                                          |  | 0.00                                                     |  | By Owner                                                                                  |  | 0.00                                                                |  | By Owner        |  | 0.00              |  | By Owner   
|Z1070                                             |  | A & E Design Costs                                                                                   |  | 0.00                                                                                          |  | By Owner                                                                                          |  | 0.00                                                     |  | By Owner                                                                                  |  | 0.00                                                                |  | By Owner        |  | 0.00              |  | By Owner   
|Z1080                                             |  | Professional Liability Insurance                                                                     |  | 0.00                                                                                          |  | By A/E                                                                                            |  | 0.00                                                     |  | By A/E                                                                                    |  | 0.00                                                                |  | By A/E          |  | 0.00              |  | By A/E     
|Z1090                                             |  | Gross Receipts Tax                                                                                   |  | 0.00                                                                                          |  | Not Reqd.                                                                                         |  | 0.00                                                     |  | Not Reqd.                                                                                 |  | 0.00                                                                |  | Not Reqd.       |  | 0.00              |  | Not Reqd.  
|Z1100                                             |  | Utility Development & Tap Fees                                                                       |  | 0.00                                                                                          |  | By Owner                                                                                          |  | 0.00                                                     |  | By Owner                                                                                  |  | 0.00                                                                |  | By Owner        |  | 0.00              |  | By Owner   
|Z1110                                             |  | Hazardous Material Abatement                                                                         |  | 0.00                                                                                          |  | By Owner                                                                                          |  | 0.00                                                     |  | By Owner                                                                                  |  | 0.00                                                                |  | By Owner        |  | 0.00              |  | By Owner   
|Z1120                                             |  | Testing & Inspections                                                                                |  | 0.00                                                                                          |  | By Owner                                                                                          |  | 0.00                                                     |  | By Owner                                                                                  |  | 0.00                                                                |  | By Owner        |  | 0.00              |  | By Owner   
|Z1130                                             |  | Escalation                                                                                           |  | 0.00                                                                                          |  | None                                                                                              |  | 0.00                                                     |  | None                                                                                      |  | 0.00                                                                |  | None            |  | 0.00              |  | None       
|Z1140                                             |  | Bidding & Construction Reserves                                                                      |  | 1.73                                                                                          |  | 453,230                                                                                           |  | 8.66                                                     |  | 461,991                                                                                   |  | 2.30                                                                |  | 152,816         |  | 1.12              |  | 202,380    
|Z1150                                             |  | Preconstruction Costs                                                                                |  | 0.00                                                                                          |  | with GC's                                                                                         |  | 0.00                                                     |  | with GC's                                                                                 |  | 0.00                                                                |  | with GC's       |  | 0.00              |  | with GC's  
|Z1160                                             |  | G & ACorporate                                                                                      |  | 1.11                                                                                          |  | 292,596                                                                                           |  | 5.59                                                     |  | 298,252                                                                                   |  | 1.48                                                                |  | 98,855          |  | 0.73              |  | 130,652    
|                                                  |  |                                                                                                      |  |                                                                                               |  |                                                                                                   |  |                                                          |  |                                                                                           |  |                                                                     |  |                 |  |                   |  |            
|Z20                                               |  | Indirects & Reserves                                                                                 |  | 3.41                                                                                          |  | 895,427                                                                                           |  | 17.11                                                    |  | 912,735                                                                                   |  | 4.54                                                                |  | 301,912         |  | 2.22              |  | 399,833    
|                                                  |  | FEES                                                                                                 |  |                                                                                               |  |                                                                                                   |  |                                                          |  |                                                                                           |  |                                                                     |  |                 |  |                   |  |            
|Z1060                                             |  | Contractor's Fee                                                                                     |  | 1.68                                                                                          |  | 440,998                                                                                           |  | 8.43                                                     |  | 449,522                                                                                   |  | 2.24                                                                |  | 148,691         |  | 1.09              |  | 196,918    
|                                                  |  |                                                                                                      |  |                                                                                               |  |                                                                                                   |  |                                                          |  |                                                                                           |  |                                                                     |  |                 |  |                   |  |            
|Z10                                               |  | Fees                                                                                                 |  | 1.68                                                                                          |  | 440,998                                                                                           |  | 8.43                                                     |  | 449,522                                                                                   |  | 2.24                                                                |  | 148,691         |  | 1.09              |  | 196,918    
|                                                  |  |                                                                                                      |  |                                                                                               |  |                                                                                                   |  |                                                          |  |                                                                                           |  |                                                                     |  |                 |  |                   |  |            
|0                                                 |  | Project Total                                                                                        |  | 55.89                                                                                         |  | 14,666,729                                                                                        |  | 280.23                                                   |  | 14,950,229                                                                                |  | 74.35                                                               |  | 4,945,190       |  | 36.38             |  | 6,549,098  
|                                                  |  |                                                                                                      |  |                                                                                               |  |                                                                                                   |  |                                                          |  |                                                                                           |  |                                                                     |  |                 |  |                   |  |            
|                                                  |  | Total Cost/Unit                                                                                      |  |                                                                                               |  |                                                                                                   |  |                                                          |  |                                                                                           |  |                                                                     |  |                 |  |                   |  | 11,800     

The information contained in this estimate is the proprietary property of Hensel Phelps Construction Co. and may be used only by the authorized
recipient. Any reproduction or other reuse of this estimate or portions thereof without the express consent of Hensel Phelps Construction Co. is strictly prohibited.

|[LOGO]Page 1 of 1 |  | Hensel Phelps
Construction Co. |  | Estimator: KK, Estimate Checker: MV
Current Date: 9-Aug-2002
Workbook: New Estimate 11 Baseline August 8.xls
|----------------- |  | ------------------------------ |  | ------------------------------------------------------------------------------------------------------------

---



EXHIBIT "D"  Cymer CSD-6Rancho Bernardo, CaliforniaInitial Project Estimate  CLARIFICATIONS & ASSUMPTIONS  Architect: Austin Veum Robbins Parshalle (AVRP)

The estimate attached is Revision #11 dated August 9, 2002. It is based on the following Documents and Clarifications:

BASIS DOCUMENTS:

GENERAL ITEMS:

1

---

SITE WORK:

2

---

FOUNDATIONS:

SUBSTRUCTURE:

SUPERSTRUCTURE:

EXTERIOR CLOSURE:

3

---

ROOFING:

INTERIOR CONSTRUCTION:

CONVEYING:

Elevators
and systems listed belowareincluded.

4

---

Misc.
Provisions.

HVAC & CONTROLS:

PLUMBING:

DESIGN-BUILD GAS PROCESS PIPING:

FIRE PROTECTION:

5

---

ELECTRICAL & FIRE DETECTION & ALARM:

SPECIALITIES:

EQUIPMENT:

6

---

EXHIBIT "E"CYMER, Inc., CSD-6 Contract

HENSEL PHELPS CONSTRUCTION COMPANY
2002 - 2003 SALARIED STAFF BILLING MONTHLY RATES
CYMER, Inc., CSD-6

|                    |  | Base Wage |       | California Modifier |   | Incentive Bonus |  | Auto or Truck |        | Pension |   | Health Insur |  | Life Insur |       | Work Comp |   | Payroll Tax |  | Total |    | Bill Rate
|------------------- |  | --------- | ----- | ------------------- | - | --------------- |  | ------------- | ------ | ------- | - | ------------ |  | ---------- | ----- | --------- | - | ----------- |  | ----- | -- | ---------
|Project Manager     |  | $         | 8,000 |                     | $ | 800             |  | $             | 1,6000 |         | $ | 700          |  | $          | 1,200 |           | $ | 700         |  | $     | 40 |          
|Superintendent      |  | $         | 6,500 |                     | $ | 800             |  | $             | 975    |         | $ | 800          |  | $          | 975   |           | $ | 700         |  | $     | 40 |          
|Area Superintendent |  | $         | 5,800 |                     | $ | 750             |  | $             | 580    |         | $ | 800          |  | $          | 870   |           | $ | 700         |  | $     | 40 |          
|Sr. Estimator       |  | $         | 6,100 |                     | $ | 750             |  | $             | 610    |         | $ | 700          |  | $          | 915   |           | $ | 700         |  | $     | 40 |          
|MEP Coordinator     |  | $         | 6,100 |                     | $ | 450             |  | $             | 0      |         | $ | 700          |  | $          | 915   |           | $ | 700         |  | $     | 40 |          
|Project Engineer    |  | $         | 5,300 |                     | $ | 600             |  | $             | 530    |         | $ | 500          |  | $          | 795   |           | $ | 700         |  | $     | 40 |          
|Office Engineer     |  | $         | 4,100 |                     | $ | 450             |  | $             | 0      |         | $ | 0            |  | $          | 615   |           | $ | 700         |  | $     | 30 |          
|Field Engineer      |  | $         | 4,250 |                     | $ | 450             |  | $             | 0      |         | $ | 0            |  | $          | 638   |           | $ | 700         |  | $     | 30 |          
|Secretary           |  | $         | 3,675 |                     | $ | 0               |  | $             | 0      |         | $ | 0            |  | $          | 551   |           | $ | 700         |  | $     | 30 |          

---

---

EXHIBIT "F"        CONCEPTUAL DRAWING OF SIDE ELEVATION OF BUILDING 1

GRAPHIC

---



EXHIBIT "G"

|ACORDCERTIFICATE OF LIABILITY INSURANCE |  | DATE (MM/DD/YY)
08/26/02
|---------------------------------------- |  | ------------------------

|PRODUCER
Flood & Peterson Insurance Inc
P O Box 578
4687 West 18th Street
Greeley, CO 80632                                                                           |  | THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW.
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                                                                                                                                                                      |  | INSURERS AFFORDING COVERAGE                                                                                                                                                                                
|INSURED
                Hensel Phelps Construction Co
                Southern Calif District
                2415 Campus Dr Ste 100
                Irvine, CA 92612 |  | INSURER A: Travelers Indemnity Company of IL INSURER B:
INSURER C:
INSURER D:
INSURER E:                                                                                                                   
|COVERAGES                                                                                                                                                             |  |                                                                                                                                                                                                            

THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY
CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND
CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

|INS
LTR |  | TYPE OF INSURANCE                             |  | POLICY NUMBER                |  | POLICY EFFECTIVE
DATE (MM/DD/YY) |  | POLICY EXPIRATION
DATE (MM/DD/YY) |  | LIMITS                        
|------- |  | --------------------------------------------- |  | ---------------------------- |  | -------------------------------- |  | --------------------------------- |  | ------------------------------
|A       |  | GENERAL LIABILITY                             |  | GLSA260T8073                 |  | 06/01/02                         |  | 06/01/03                          |  | EACH OCCURRENCE               
|        |  | ý                                             |  | COMMERCIAL
GENERAL
LIABILITY |  |                                  |  |                                   |  |                               
|        |  | o  CLAIMS MADE                                |  | ý  OCCUR                     |  |                                  |  |                                   |  | MED EXP (Any one person)      
|        |  |                                               |  |                              |  |                                  |  |                                   |  | PERSONAL & ADV INJURY         
|        |  |                                               |  |                              |  |                                  |  |                                   |  | GENERAL AGGREGATE             
|        |  | GEN'L AGGREGATE LIMIT APPLIES PER:            |  |                              |  |                                  |  |                                   |  | PRODUCTSCOMP/OP AGG          
|        |  | o  POLICY  ý  PROJECT  o  LOG                 |  |                              |  |                                  |  |                                   |  |                               
|A       |  | AUTOMOBILE LIABILITY                          |  | CAP260T8061                  |  | 06/01/02                         |  | 06/01/03                          |  | COMBINED SINGLE LIMIT         
|        |  | ý                                             |  | ANY AUTO                     |  |                                  |  |                                   |  |                               
|        |  | o                                             |  | ALL OWNED AUTOS              |  |                                  |  |                                   |  |                               
|        |  | o                                             |  | SCHEDULED AUTOS              |  |                                  |  |                                   |  |                               
|        |  | o                                             |  | HIRED AUTOS                  |  |                                  |  |                                   |  |                               
|        |  | o                                             |  | NON-OWNED AUTOS              |  |                                  |  |                                   |  |                               
|        |  |                                               |  |                              |  |                                  |  |                                   |  |                               
|        |  | GARAGE LIABILITY                              |  |                              |  |                                  |  |                                   |  | AUTO ONLYEA ACCIDENT         
|        |  |                                               |  | ANY AUTO                     |  |                                  |  |                                   |  |                               
|        |  |                                               |  |                              |  |                                  |  |                                   |  |                               
|A       |  | EXCESS LIABILITY                              |  | CUP275T3633                  |  | 06/01/02                         |  | 06/01/03                          |  | EACH OCCURRENCE               
|        |  | ý  OCCUR                                      |  | o  CLAIMS MADE               |  |                                  |  |                                   |  | AGGREGATE                     
|        |  | o DEDUCTIBLE                                  |  |                              |  |                                  |  |                                   |  |                               
|        |  | o RETENTION        $                          |  |                              |  |                                  |  |                                   |  |                               
|A       |  | WORKERS COMPENSATION AND EMPLOYERS' LIABILITY |  | UB260T8036                   |  | 06/01/02                         |  | 06/01/03                          |  | ý  WC STATUTORY LIMITSo  OTHER
|        |  |                                               |  |                              |  |                                  |  |                                   |  |                               
|        |  |                                               |  |                              |  |                                  |  |                                   |  |                               
|        |  |                                               |  |                              |  |                                  |  |                                   |  |                               
|        |  | OTHER                                         |  |                              |  |                                  |  |                                   |  |                               

DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS
RE: CYMER, Inc. (CSD-6)
        San Diego, CA
CYMER, Inc., Austin Veum Robbins Parshalle and WES Consulting, Inc. are named as Additional Insureds as respects the General Liability.
(See Attached Descriptions)

|CERTIFICATE HOLDER  ý | ADDITIONAL INSURED; INSURER LETTER:                            | CANCELLATION                                                                                                                                                                                                                                                                                                                       
|--------------------- | -------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                      | CYMER, Inc.
16750 Via del Campo Court
San Diego, CA 92127-1712 | SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO
SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES.
|                      |                                                                | AUTHORIZED REPRESENTATIVE                                                                                                                                                                                                                                                                                                          
|                      |                                                                | /s/ CONNIE K. BOSTON                                                                                                                                                                                                                                                                                                               

ACORD 25-S (7/97) 1 of 3
#S222565/M216296                                       
         CIR ® ACORD CORPORATION 1988

1

---

IMPORTANT

If
the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

If
SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate
holder in lieu of such endorsement(s).

DISCLAIMER

The
Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does
it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon.

2

---

DESCRIPTIONS (Continued from Page 1)

The insurance coverage provided shall be primary and any other insurance coverage carried by the additional insured shall be excess insurance."

3

---

|POLICY NUMBER: RTC2J-GLSA-260T6073-TIL-01 |  | COMMERCIAL GENERAL LIABILITY
GENERAL PURPOSE ENDORSEMENT
|----------------------------------------- |  | --------------------------------------------------------
|                                          |  |                                                         

BLANKET
ADDITIONAL INSURED

THIS
ENDORSEMENT MODIFIES INSURANCE PROVIDED UNDER THE FOLLOWING:

COMMERCIAL
GENERAL LIABILITY COVERAGE PART

SECTION IIWHO
IS AN INSURED IS AMENDED TO INCLUDE ANY PERSON OR ORGANIZATION YOU ARE REQUIRED BY WRITTEN CONTRACT TO INCLUDE AS AN INSURED. INSURANCE SHALL BE LIMITED TO THE EXTENT
OF COVERAGE AND LIMITS OF LIABILITY REQUIRED BY THE WRITTEN CONTRACT. THE WRITTEN CONTRACT MUST BE EXECUTED PRIOR TO THE OCCURRENCE OF ANY LOSS. THIS ENDORSEMENT SHALL NOT INCREASE THE LIMITS STATED
IN SECTION IIILIMITS OF INSURANCE, OR THE EXTENT OF COVERAGE STATED IN THIS POLICY.

WE
FURTHER AGREE WITH YOU THAT THE INSURANCE AFFORDED THE ADDITIONAL INSURED DOES NOT APPLY TO LIABILITY FOR "BODILY INJURY", "PROPERTY DAMAGE", "PERSONAL INJURY", OR "ADVERTISING INJURY" ARISING OUT
OF THE ACTS OR OMISSIONS OF THE ADDITIONAL INSURED UNLESS THIS WAS AGREED TO BY WRITTEN CONTRACT EXECUTED PRIOR TO THE "OCCURRENCE" OF ANY LOSS.

4

---

|[LOGO]Zurich American Insurance Company
(A stock company herein called the Company)
1400 American Lane, Schaumberg, Illinois 50195-1058                               
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------
|CERTIFICATE OF INSURANCE                                                                                                                                              
|CERTIFICATE PERIOD 06/12/02 to 09/30/03 CERTIFICATE NUMBER IM 3703900 -
00                                                                                            
|This Certificate follows the terms and conditions of ZURICH AMERICAN INSURANCE COMPANY Policy IM 3590054 - 00                                                         
|This Certificate neither affirmatively nor negatively amends, extends or alters the coverage limits, terms or conditions of the policy unless expressly stated herein.
|                                                                                                                                                                      

|NAMED
INSURED                                                                                                    |  | Hertsel Phelps Construction Co.
Southern California                                                                                                                                                                                 |  |                                                                           
|---------------------------------------------------------------------------------------------------------------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | --------------------------------------------------------------------------
|                                                                                                                 |  |                                                                                                                                                                                                                                     |  |                                                                           
|BUSINESS
ADDRESS                                                                                                 |  | 2415 Campus Drive, Suite 100
Irvine, CA 92612                                                                                                                                                                                       |  |                                                                           
|                                                                                                                 |  |                                                                                                                                                                                                                                     |  |                                                                           
|                                                                                                                
|ADDITIONAL
INSUREDS(include address)                                                                             |  | CYMER, Inc.
18750 Via del Campo Court
San Diego, CA 92127-1712                                                                                                                                                                      |  | Austin Veum Robbins Parshalle
600 W. Broadway, Ste 200
San Diego, CA 92101
|                                                                                                                 |  |                                                                                                                                                                                                                                     |  |                                                                           
|                                                                                                                
|LOSS PAYEE(include address)                                                                                      |  |                                                                                                                                                                                                                                     |  |                                                                           
|                                                                                                                 |  |                                                                                                                                                                                                                                     |  |                                                                           
|                                                                                                                
|MORTGAGEE(include address)                                                                                       |  |                                                                                                                                                                                                                                     |  |                                                                           
|                                                                                                                 |  |                                                                                                                                                                                                                                     |  |                                                                           
|                                                                                                                
|PROJECT
LOCATION(include address)                                                                                |  | CYMER, Inc.
Lots 46 & 47 of 4S Ranch
10782 Thornmint Ct
San Diego, CA 92127                                                                                                                                                         |  |                                                                           
|                                                                                                                
|PROJECT
DESCRIPTION(Structural type, size, material type, occupancy, etc.)
(If renovation or rehab, be specific) |  | Project consisting of a building that is part 2 story and part 3 story, slab on grade, braced frame
Concrete foundation, street frame with glass, metal and plaster panel exterior. There is also a 4 story precast parking garage.
|                                                                                                                 |  |                                                                                                                                                                                                                                     |  |                                                                           
|                                                                                                                

5

---

CERTIFICATE NUMBER:    IM    3703          00

|                                     
|-------------------------------------
|STANDARD COVERAGE TERMS[ILLEGIBLE]   
|                                     
|LIMIT OF LIABILITY                   
|                                     
|SUB-LIMITS OF LIABILITY              
|                                     
|(Sub-limits are per OCCURRENCE*)     
|                                     
|                                     
|                                     
|                                     
|                                     
|                                     
|                                     
|                                     
|                                     
|                                     
|                                     
|                                     
|                                     
|                                     
|                                     
|ANNUAL AGGREGATE LIMITS              
|                                     
|(Aggregate limits apply to each      
|annual period within this Certificate
|beginning on the Certificate         
|inception date)                      
|                                     
|                                     
|                                     
|DEDUCTIBLES                          
|                                     
|                                     
|(Deductibles apply per OCCURRENCE*)  
|(When % is entered, the % is         
|applied against the total insured    
|physical damage values at risk at the
|time and place of loss subject to the
|dollar minimum)                      
|                                     
|                                     
|                                     
|                                     
|                                     

|DELAY IN COMPLETION COVERAGE TERMS[ILLEGIBLE]                                                           
|--------------------------------------------------------------------------------------------------------
|                                                                                                        
|NAMED INSURED
BUSINESS ADDRESS                                                                          
|                                                                                                        
|ANTICIPATED DATE OF COMPLETION*                                                                         
|                                                                                                        
|                                                                                                        
|Subject to individual sublimits shown below, the total sublimit for which the Company shall be liable is
|                                                                                                        
|                                                                                                        
|SUB-LIMITS OF LIABILITY                                                                                 
|                                                                                                        
|                                                                                                        
|                                                                                                        
|                                                                                                        
|                                                                                                        
|                                                                                                        
|                                                                                                        
|                                                                                                        
|                                                                                                        
|                                                                                                        
|                                                                                                        
|                                                                                                        
|                                                                                                        
|                                                                                                        
|                                                                                                        
|                                                                                                        
|                                                                                                        
|                                                                                                        
|                                                                                                        
|                                                                                                        
|                                                                                                        
|                                                                                                        
|                                                                                                        
|                                                                                                        
|                                                                                                        

6

---



HENSEL PHELPS CONSTRUCTION COMPANY  MASTER BUILDERS RISK PROGRAM  SECTION ADECLARATIONS

|A. |  | NAMED INSURED(S):                                                                                                                                                                                                                                                                                                                                               |  | Hensel Phelps Construction Company
420 Sixth Ave
Greeley, CO 80631
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------------------------------------------------------------
|B. |  | ADDITIONAL INSURED(S):                                                                                                                                                                                                                                                                                                                                          |  |                                                                   
|   |  | To the extent required by any contract or subcontract for anINSURED PROJECT*, and then only as their respective interests may appear, all owners, all contractors and subcontractors of every tier,
tenants of theINSURED PROJECT*and any other individual or entity specified in such contract or subcontract are recognized as Additional Insureds hereunder.

All hereinafter referred to as the Insured.

LOSS PAYEE(S):

Unless
otherwise amended on any Certificate issued to this Master Policy, loss, if any, shall be adjusted with and made payable to the Named Insured, or as per their order, whose receipt shall
constitute a release in full of all liability under this policy with respect to such loss.

TERM OF INSURANCE:

This
Master Policy shall be effective onAugust 1, 2000and shall continue in full force and effect until the expiration date of August 1, 2003, both at12:01 A.M.standard time at the address of the Named Insured, but only as
respects thoseINSURED PROJECTS*beginning on or after said effective date and prior to said expiration date.

Notwithstanding
the foregoing, or subsequent endorsements hereto, coverage under this Master Policy will apply only to those projects for which the Company has issued an individual Certificate to this
Master Policy. Such coverage will apply only for such periods commencing directly with work at theINSURED PROJECT*and continuing in full force and
effect until the earlier of the final acceptance by the owner or the expiry of the Named Insured's Interest unless otherwise agreed by endorsement to individual Certificates. It is understood that in
the event an owner places insurance on any portion of the work which has been declared and accepted as Substantially Complete, coverage hereunder as respects such portion of the work shall cease as of
the Substantial Completion Date as stated in the Certificate of Substantial Completion.

EXTENSION OF TERM OF INSURANCE:

The
term of any Certificate shall automatically be extended subject to payment of additional premium at the rates stated in said Certificate subject to the conditions of
Paragraph 9Reporting Provisions and Paragraph 10Premium Adjustment appearing in SECTION B on page 7 of this manuscript policy form.

This
Master Policy shall not be extended buy may be renewed at the Named Insured's request and upon the Company's acceptance subject to rates, deductibles, limits, terms and conditions to be agreed
upon. Such renewal shall only apply to those projects beginning on or after the expiration date of this policy. AnyINSURED PROJECT*in force prior to
the renewal of the Master Policy shall be held covered at the rates, deductibles, limits, terms and conditions of the Master Policy within which theINSURED
PROJECT*began.

AUTOMATIC ACQUISITION:

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[LOGO]  Flood and Peterson Insurance, Inc.

|FAX |  | SEP 24 2002 |  | Date:                                  |  | September 23, 2002 |  | 
|--- |  | ----------- |  | -------------------------------------- |  | ------------------ |  | 
|    |  |             |  |                                        |  |                    |  | 
|    |  | CLR         |  | Number of pages including cover sheet: |  | 3                  |  | 
|    |  |             |  |                                        |  |                    |  | 

|                                 |  |                           
|-------------------------------- |  | --------------------------
|To:                              |  | From:                     
|Jim Reynolds                     |  | Connie Boston             
|                                 |  |                           
|                                 |  |                           
|                                 |  |                           
|                                 |  |                           
|                                 |  |                           
|Phone:                           |  | Phone:    970-506-3202    
|                                 |  |                           
|Fax phone:    619-696-1410       |  | Fax phone:    970-506-3209
|                                 |  |                           
|CC:    Jeff D'Agosta    346-7252 |  |                           
|                                 |  |                           

|REMARKS: |  | / / |  | Urgent |  | /x/ |  | For your review |  | / / |  | Reply ASAP |  | / / |  | Please comment
|-------- |  | --- |  | ------ |  | --- |  | --------------- |  | --- |  | ---------- |  | --- |  | --------------

As I indicated on the phone, we do not endorse an umbrella policy to show CYMER as additional insured. However, since CYMER has additional insured status on the underlying
general liability the umbrella would follow form.

I
have attached wording from Hensel Phelps umbrella policy defining an insured.

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SECTION IIWHO IS AN INSURED.







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SECTION IIILIMITS OF INSURANCE.





To
determine the limit of our liability, all "bodily injury" and "property damage" arising out of continuous or repeated exposure to the same general conditions shall be considered one "occurrence".

The
limits of this insurance apply separately to each consecutive annual period and to any remaining period of less than 12 months. The policy period begins with the effective date shown in the
Declarations. If the policy period is extended after issuance for an additional period of less than 12 months, the additional period will be deemed part of the last preceding period.

SECTION IVCONDITIONS.

1.    APPEALS.



2.    BANKRUPTCY.



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REV. 10
Dated: 09-23-02

ADDENDUM NO. 1toSTANDARD FORM OF AGREEMENT  BETWEEN OWNER AND CONTRACTOR  (AIA DOCUMENT NUMBER A111-1997)forCYMER, INC.'S CSD-6  THORNMINT COURT, SAN DIEGO, CA 92127

Dated September 11, 2002

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A.Introductory Matters.

1.Interpretation.



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2.Exhibits.The following exhibits are attached to this
Agreement and incorporated into this Agreement by this reference:

| |  | (a) |  | Exhibit "A" |  |  |  | Scope of Work,                                                                                                                 
| |  | --- |  | ----------- |  | - |  | -------------------------------------------------------------------------------------------------------------------------------
| |  | (b) |  | Exhibit "B" |  |  |  | Contractor Personnel Assigned to Cymer, Inc.'s CSD-6,                                                                          
| |  | (c) |  | Exhibit "C" |  |  |  | Concept Schedule for the Work dated August 2, 2002,                                                                            
| |  | (d) |  | Exhibit "D" |  |  |  | Initial Budget Estimate dated 8/9/02, Revised/Current Budget dated 8/28/02, Estimate History dated 8/19 & 20/02, Clarifications
| |  | (e) |  | Exhibit "E" |  |  |  | Contractor's 2002-2003 Salaried Staff Billing Monthly Rates,                                                                   
| |  | (f) |  | Exhibit "F" |  |  |  | Conceptual Drawing of Side Elevation of Building 1, and                                                                        
| |  | (g) |  | Exhibit "G" |  |  |  | Certificates of Insurance                                                                                                      

3.Contract Documents.



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4.Description of Project.



5.Major Sectors of Work.The parties have divided the Work into
the Major Sectors identified in Column B of Table A.5 below. Contractor's references or identifications for the Major Sectors is listed in Column A of Table A.5. The parties intend that Substantial
Completion of the Major Sectors of the Work will occur in stages, at the various times specified in Column C of Table A.5.

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TABLE A.5Major Sectors of Work(Refer to Page 2 of Summary Schedule portion of Exhibit "C")

A

B

CContractor Phase No.

Description

Agreed Date for Substantial Completion1A

Building shell for Areas A, B and C

7/25/031B

Tenant improvements for Area A/Level 1 service yard, and the Central Plant (Area C) as required for Substantial completion

4/11/032A

Building 2 (all portions)

7/25/032B

Tenant improvements for lobby, Levels 1 and 2, offices and breezeway in Area A/Level 2, as required for Substantial Completion

7/25/032C

Tenant improvements for offices in Area B/Level 2 as required for Substantial Completion, it being agreed that Area B/Levels 1 and 3 will be left in shell condition

9/29/03


6.    [INTENTIONALLY BLANK]

7.Financial Summary.



B.General Modifications of AIA Form A111.

1.Commencement of Work (Section 4.1).For purposes of computing
the Contract Time, the amounts due Contractor for Contractor's Overhead, Contractor shall be deemed to have commenced the Work at such time as Contractor first mobilized on the Site (August 1,
2002). Following mobilization, grading equipment was moved on site (August 12, 2002) and grading commenced on August 14, 2002."

2.Substantial Completion of Phase 1B (Section 4.3).In
Column C of Table A.5, the agreed date for Substantial Completion of Phase 1B of the Work is April 11, 2003. Contractor understands that Owner desires that Substantial Completion of
Phase 1B of the Work occur on or before April 1, 2003 in order to meet Owner's delivery obligations to third party purchasers of the laser devices to be manufactured by Owner in the
subject space. Contractor agrees to endeavor to perform the Work such that Phase 1B is Substantially Completed on or before April 1, 2003; provided, however, that Contractor's efforts to
accelerate completion of Phase 1B shall not result in an increase in the Cost of the Work. Contractor shall not, however, incur any penalty if Substantial Completion of Phase 1B occurs
after April 1, 2003, but on or before April 11, 2003. Upon delivery of Phase 1B to Owner, the

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parties shall develop appropriate procedures to assure that Phase 1B is physically secure and Owner's employees have reasonable access to Phase 1B.

3.Schedule for Substantial Completion (Section 4.3).



TABLE B3
Schedule of Liquidated Damages

A

B

CContractor Phase No.

Agreed Date for Substantial Completion

Amount of Liquidated Damages1B

4/11/03

$2,000 per day2A

7/25/03

$1,000 per day2B

7/25/03

$1,000 per day2C

9/29/03

$1,000 per daySubstantial Completion for the entire Project

9/29/03

$1,000 per day




4.Guaranteed Maximum Price (Section 5.2.1).



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5.Cost Savings (Section 5.2.1).Owner and Contractor
acknowledge that it may be possible to achieve cost savings ("Cost Savings") under the Accepted Proposals through value engineering or otherwise. Owner and Contractor shall cooperate with one another
to achieve Cost Savings. Owner shall have the right to approve or disapprove of any changes in the Work that would generate Cost Savings.

6.Change Orders (Article 6).



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7.Retainage (Section 12.1.7)



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8.Punchlist Work (Section 12.2).Within five (5)
business days after the date of Substantial Completion of the Project, representatives of Owner and Contractor shall inspect the Project and, within fifteen (15) days thereafter, generate the
Punchlist. The Punchlist shall indicate the parties' estimate by of the cost of each item. After the Punchlist is prepared and agreed upon in writing by Owner and Contractor,
Contractor shall: complete the Punchlist Work and remedy the nonconforming or defective work set forth on the Punchlist within thirty (30) calendar days thereafter; provided, however, that as to items
of Punchlist Work which are of such a nature that completion thereof is not reasonably practicable within said 30-day period, Contractor shall complete all such items on the Punchlist with reasonable
diligence and within a specified time period, which as to each particular item, is reasonable, giving due regard for the nature of the work to be performed. Owner shall be entitled to withhold a
portion of Contractor's retainage after Substantial Completion of the Project and Final Payment until completion of the Punchlist Work, as provided above.

9.Design-Build Work (Section 14.6)



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C.Modification of General AIA Conditions.

1.Amendment of Section 3.9.1.Project Manager is John
Goodman. Mr. Goodman cannot be changed without Owner's consent, which shall not be unreasonable withheld.

2.Underground Conditions (Section 4.3.4).Contractor
shall be liable for underground conditions which may be reasonably anticipated based on soil tests performed prior to the commencement of the Work, except for soils contamination and the presence of
groundwater not disclosed in such soils reports.

3.Amendment of Section 8.3.1.If Contractor is delayed
at any time in the progress of the Work by: (a) any action or negligence of Owner, (b) any employee of Owner or Architect, (c) any separate contractor employed by Contractor,
(d) Change Orders (except Contractor-Initiated Change Orders), (e) labor disputes not involving Contractor or any Subcontractors, fire, unusual delay in deliveries, unavoidable
casualties, or (f) any other such causes that are wholly beyond Contractor's or its Subcontractors' (including any suppliers') control, are not reasonably anticipatable and justify delay, then
the Contract Time shall be extended by Change Order, without notice to sureties, for such reasonable time as the Owner may determine. A time extension shall be Contractor's sole remedy and
compensation for all such delays other than those resulting from the actions or negligence of Owner, the Architect or Owner's separate contractors, except as may be otherwise provided in
Section B.6 above with respect to certain types of Change Orders.

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