# Exhibit 10.1

Standard Form of Design-Build
Agreement and General Conditions between CommunitySouth Bancshares, Inc. and Trehel
Corporation dated August 3, 2005.

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STANDARD FORM OF
DESIGN-BUILD AGREEMENT ANDGENERAL CONDITIONS BETWEEN OWNER AND CONTRACTOR
(Where the Basic of Payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price Option)

ARTICLE 1AGREEMENT

This Agreement is made this Third day
of August in the year Two Thousand Five, by and between the

OWNER

|                   | 
|------------------ | 
|(Name and Address) | 
|                   | 
|                   | 

and the

CONTRACTOR

|                   | 
|------------------ | 
|(Name and Address) | 
|                   | 
|                   | 

For services in connection with the
following

PROJECT

A New Financial
Headquarters and Banking Facility

# Notice to the parties shall be given at the above addresses.

# _________________________________________________________________________________________________________________________________________
AGC DOCUMENT NO. 410 - STANDARD FORM OF DESIGN-BUILD AGREEMENT AND GENERAL CONDITIONS BETWEEN OWNER AND CONTRACTOR
© 1993 Associated General Contractors of America                           
                                  
                              
                             
                           
   1

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# ARTICLE 2 GENERAL PROVISIONS

2.1        TEAM RELATIONSHIP The Owner and
the Contractor agree to proceed with the Project on the basis of trust, good faith and
fair dealing, and shall take all actions reasonably to perform this Agreement in an
economical and timely manner, including consideration of design modifications and
alternative materials or equipment that will permit the Work to be constructed within the
Guaranteed Maximum Price (GMP) and by the date of Substantial Completion, if they are
established by Amendment No,. 1. The Contractor agrees to procure the architectural and
engineering services set forth below, and to furnish construction and administration of
the Work.

2.2        ARCHITECT/ENGINEER Architectural
and engineering services shall be procured from licensed, independent design professionals
retained by the Contractor or furnished by licensed employees of the Contractor, or as
permitted by the law of the state where the Project is located. The person or entity or
entity providing architectural and engineering services shall be referred to as the
Architect/Engineer. If the Architect/Engineer is an independent design providing
architectural and engineering services shall be procured pursuant to a separate agreement
between the Contractor and the Architect/Engineer. The Architect/Engineer for the Project
is Freeman-Major Architects, Greenville, SC; Britt, Peters & Associates Consulting
Engineers, Greenville, SC.

2.3        EXTENT OF AGREEMENT This
Agreement is solely for the benefit of the parties, represents the entire and integrated
agreement between the parties, and supersedes all prior negotiations, representations, or
agreements, either written or oral.

2.4        DEFINITIONS

| | .1 | The Contract Documents consist of:
| | -- | ----------------------------------

| | a. | Change Orders and written amendments to this Agreement signed by both the Owner
                    and Contractor, including Amendment No. 1 if executed;
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------

| | b. | this Agreement except for the existing Contract Documents set forth in item e below;
| | -- | ------------------------------------------------------------------------------------

| | c. | the most current Documents approved by the Owner pursuant to Subparagraphs 3.1.4.3.1.5 or
3.1.6;
| | -- | ------------------------------------------------------------------------------------------------

| | d. | the information provided by the Owner pursuant to Clause 4.1.2.1;
| | -- | -----------------------------------------------------------------

| | e. | the Contract Documents in existence at the time of execution of this Agreement
                    which are set forth in Article 15;
| | -- | -------------------------------------------------------------------------------------------------------------------------------------

| | f. | the Owners Program provided pursuant to Subparagraph 4.1.1.
| | -- | ------------------------------------------------------------

| | In case of any inconsistency, conflict or ambiguity among the Contract Documents, the
Documents shall govern in the order in which they are listed above.
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------

| | .2 | The Work is the Design Phase Services procured in accordance with Paragraph 3.1. the GMP
Proposal provided in accordance with Paragraph 3.2. the Construction Phase Services
provided in accordance with Paragraph 3.3. Additional Services that may be provided in
accordance with Paragraph 3.8. and other services which are necessary to complete the
Project in accordance with and reasonably inferable from the Contract Documents.
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | .3 | The term Day shall mean calendar day.
| | -- | -------------------------------------

| | .4 | A Subcontractor is a person or entity who has an agreement with the Contractor to perform
any portion of the Work. The term Subcontractor does not include the Architect/Engineer or
any separate contractor employed by the Owner or any separate contractors
subcontractors.
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | .5 | A Subsubcontractor is a person or entity who has an agreement with a Subcontractor to perform any
portion of the Subcontractor's work.
| | -- | --------------------------------------------------------------------------------------------------------------------------------------

| | .6 | Substantial Completion of the Work or a designated portion, occurs on the date when
construction is sufficiently complete in accordance with the Contract Documents so that
the Owner can occupy or utilize the Project, or a designated portion, for the use for
which it is intended. This date shall be confirmed by a certificate of Substantial
Completion signed by the Owner and Contractor. The certificate shall state the respective
responsibilities of the Owner and Contractor for security, maintenance, heat, utilities,
damage to the Work and insurance. The certificate shall also list the items to be
completed or corrected, and establish the time for their completion and correction.
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | .7 | The Owners Program is an initial description of the Owners objectives,
including budgetary and time criteria, space requirement s and relationships, flexibility
and expendability requirements, special equipment and systems, and site requirements.
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

# ARTICLE 3 CONTRACTORS
RESPONSIBILITIES

The Contractor shall be responsible
for procuring the design and for the construction of the Work consistent with the
Owners Program, as such Program may be modified by the Owner during the course of
the Work. The Contractor shall exercise reasonable skill and judgment in the performance
of its services, but does not warrant or guarantee schedules and estimates other than
those that are part of the GMP proposal.

# 3.1        DESIGN PHASE SERVICES

3.1.1    PRELIMINARY EVALUATION The
Contractor shall provide a preliminary evaluation of the Projects feasibility based
on the Owners Program and other relevant information.

3.1.2    PRELIMINARY SCHEDULE  The Contractor shall provide a preliminary schedule of the Work
for the Owner's written approval.  The schedule shall show the activities of the Owner.  Architect/Engineer and Contractor necessary to meet the Owner's completion
requirements.  The schedule shall be updated periodically with the level of detail for each schedule update reflecitng the information then available.
If an update indicates that a previously approved schedule will not be met, the Contractor shall recommend corrective action to the Owner in writing.

3.1.3    PRELIMINARY ESTIMATE When
sufficient Project information has been identified, the Contractor shall prepare for the
Owners written approval a preliminary estimate utilizing area, volume or similar
conceptual estimating techniques. The estimate shall be updated periodically with the
level of detail for each estimate update reflecting the information then available. If the
preliminary estimate or any update exceeds the Owners budget,

# _________________________________________________________________________________________________________________________________________
AGC DOCUMENT NO. 410 - STANDARD FORM OF DESIGN-BUILD AGREEMENT AND GENERAL CONDITIONS BETWEEN OWNER AND CONTRACTOR
© 1993 Associated General Contractors of America                           
                                  
                              
                             
                           
   2

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the Contractor shall make written
recommendations to the Owner.

3.1.4    SCHEMATIC DESIGN DOCUMENTS The
Contractor shall submit for the Owners written approval Schematic Design Documents,
based on the Owners Program and other relevant information. Schematic Design
Documents shall include drawings, outline specifications and other conceptual documents
illustrating the Projects basic elements, scale, and their relationship to the site.
One set of these documents shall be furnished to the Owner. The Contractor shall update
the preliminary schedule and estimate based on the Schematic Design Documents.

3.1.5    DESIGN DEVELOPMENT DOCUMENTS
The Contractor shall submit for the Owners written approval Design Development
Documents based on the approved Schematic Design Documents. The Design Documents shall
further define the Project including drawings and outline specifications fixing and
describing the Project size and character, and other appropriate elements incorporating
the structural, architectural, mechanical and electric al systems. One set of these
documents shall be furnished to the Owner. The Contractor shall update the schedule and
estimate based on the Design Development Documents.

3.1.6    CONSTRUCTION DOCUMENTS The
Contractor shall submit for the Owners written approval Construction Documents based
on the approved Design Development Documents. The Construction Documents shall set forth
in detail the requirements of construction of the Work, and shall consist of drawings and
specifications based upon codes, laws or regulations enacted at the time of their
preparation. Construction shall be in accordance with these approved Construction
Documents. One set of these documents shall be furnished to the Owner prior to
commencement of construction. If a GMP has not been established, the Contractor shall
prepare a further update of the schedule and estimate.

3.1.7    OWNERSHIP OF DOCUMENTS All
Documents shall remain the property of the Contractor and are not to be used by the Owner
without the written consent of the Contractor.

3.2        GUARANTEED MAXIMUM PRICE (GMP) PROPOSAL

3.2.1    When the drawings and
specifications are sufficiently complete, the Contractor shall, if requested by the Owner,
propose a GMP, which shall be the sum of the estimated Cost of the Work as defined in
Article 8 and the Contractors Fee as defined in Article 7. The GMP is subject to
modification as provided in Article 9.

3.2.2    If a GMP is not established,
all references in this Agreement to the GMP shall not be applicable, and the parties shall
proceed on the basis of reimbursement as provided in Articles 7 and 8. In the absence of a
GMP however, the parties may establish a date of Substantial Completion.

3.2.3    The estimated Cost of the Work
may include the Contractors contingency, a sum established by the Contractor for use
at the Contractors discretion to cover costs which have properly reimbursable as a
Cost of the Work but are not the basis for a Change Order.

3.2.4    BASIS OF GUARANTEED MAXIMUM
PRICE The Contractor shall include with the GMP proposal a written statement of its basis,
which shall include:

| | .1 | a list of the drawings and specifications, including all addenda, which were used in preparation of the
                  GMP proposal;
| | -- | ---------------------------------------------------------------------------------------------------------------------------------------

| | .2 | a list of allowances and a statement of their basis;
| | -- | ----------------------------------------------------

| | .3 | a list of the assumptions and clarifications made by the Contractor in the preparation of the GMP
proposal to supplement the information contained in the drawings and specifications;
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | .4 | the date of Substantial Completion upon which the proposed GMP is based, and the Schedule
of Work upon which the date of Substantial Completion is based;
| | -- | ---------------------------------------------------------------------------------------------------------------------------------------------------------

| | .5 | schedule of applicable alternate prices;
| | -- | ----------------------------------------

| | .6 | schedule of applicable unit prices
| | -- | -----------------------------------

| | .7 | statement of Additional Services included, if any, and
| | -- | ------------------------------------------------------

| | .8 | the time limit for acceptance of
the GMP proposal.
| | -- | --------------------------------------------------

3.2.5    The Contractor shall meet with
the Owner to review the GMP proposal. In the event that the Owner discovers any
inconsistencies or inaccuracies in the information presented, the Owner shall promptly
give written notice to the Contractor, who shall make appropriate adjustments to the GMP,
its basis or both.

3.2.6    Unless the Owner accepts the
GMP proposal in writing on or before the date specified in the proposal for such
acceptance and so notifies the Contractor, the GMP proposal shall not be effective without
written acceptance by the Contractor.

3.2.7    Prior to the Owners
acceptance of the Contractors GMP proposal, the Contractor shall not incur any cost
to be reimbursed as part of the Cost of the Work, except as provided in this Agreement or
as the Owner may specifically authorize in writing.

3.2.8    Upon acceptance by the Owner of
the GMP proposal, the GMP and its basis shall be set forth in Amendment No. 1. The GMP and
the date of Substantial Completion shall be subject to modification by changes in the Work
as provided in Articles 6 and 9.

3.2.9    The GMP shall include in he
Cost of the Work those taxes which are applicable at the time the GMP is established. If
in accordance with the Owners direction an exception is claimed for taxes, the Owner
agrees to indemnify, defend and hold the Contractor harmless for any liability, penalty,
interest, fine, tax assessment, attorney fees or other expense or cost incurred by the
Contractor as a result of any action taken by the Contractor in accordance wit the
Owners direction.

# 3.3        CONSTRUCTION PHASE SERVICES

3.3.1    The Construction Phase will
commence upon the issuance by the Owner of a written notice to proceed with construction.
If construction commences prior to execution of Amendment No. 1, the Owners written
notice to proceed shall list the documents that are applicable to the part of the Work
which the Owner has authorized.

3.3.2    In order to complete the Work,
the Contactor shall provide all necessary construction supervision, inspection,
construction equipment, labor, materials, tools, and subcontracted items.

3.3.3    The Contractor shall give all
notices and comply with all laws and ordinances legally enacted at the date of execution
of the Agreement which govern the proper performance of the Work.

# _________________________________________________________________________________________________________________________________________
AGC DOCUMENT NO. 410 - STANDARD FORM OF DESIGN-BUILD AGREEMENT AND GENERAL CONDITIONS BETWEEN OWNER AND CONTRACTOR
© 1993 Associated General Contractors of America                           
                                  
                              
                             
                           
   3

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3.3.4    The Contractor shall prepare
and submit a Schedule of Work for the Owners written approval. This schedule shall
indicate the dates for the start and completion of the various stages of the construction
including the dates when information and approvals are required from the Owner. It shall
be revised as required by the conditions of the Work.

3.3.5    The Contractor shall assist the
Owner in securing the building permits necessary for the construction of the Project.

3.3.6    The Contractor shall take
necessary precautions for the safety of its employees on the Project, and shall comply
with all applicable provisions of federal, state and municipal safety laws to prevent
accidents or injury to persons on about or adjacent to the Project site. The Contractor,
directly or through its Subcontractors, shall erect and properly maintain at al times, as
required by the conditions and progress of the Work necessary safeguards for the
protection of workers and the public. The Contractor, however, shall not be responsible
for the elimination or abatement of safety hazards created or otherwise resulting from
work at the Project site carried on by the Owner or its employees, agents, separate
contractors or tenants. The Owner agrees to cause its employees, agents, separate
contractors and tenants to abide by and fully adhere to all applicable provisions of
federal, state and municipal safety laws and regulations. The above provision shall not
relieve Subcontractors of their responsibility for the safety of persons or property in
the performance of their work, not for compliance with all applicable provisions of
relevant laws.

3.3.7    The Contractor shall keep such
full and detailed accounts as may be necessary for proper financial management under this
Agreement. The Owner shall be afforded access to all the Contractors records, books,
correspondence, instructions, drawings, receipts, vouchers, memoranda and similar data
relating to this Agreement. The Contractor shall preserve all such records for a period of
three years after the final payment or longer where required by law.

3.3.8    The Contractor shall provided
periodic written reports to the Owner on the progress of the Work as agreed to by the
Owner and Contractor.

3.3.9    The Contractor shall develop a
system of cost reporting for the Work, including regular monitoring of actual costs for
activities in progress and estimates for uncompleted tasks and proposed changes in the
Work. The reports shall be represented to the Owner at mutually agreeable intervals.

3.3.10   At all times the Contractor
shall maintain the site of the Work free from debris and waste materials resulting from
the Work. At the completion of the Work; the Contractor shall remove from the premises all
construction equipment, tools, surplus materials, waste materials and debris.

# 3.4        HAZARDOUS MATERIAL

3.4.1    A Hazardous Material is any
substance or material identified now or in the future as hazardous under any federal,
state or local law or regulation, or any other substance of material which may be
considered hazardous or otherwise subject to statutory or regulatory requirements
governing handling, disposal and/or clean-up. The Contractor shall not be obligated to
commence or continue Work until any known or suspected Hazardous Material discovered at
the Project site has been removed, rendered or determined to be harmless by the Owner as
certified by an independent testing laboratory and approved by the appropriate government
agency.

3.4.2    If after the commencement of
the Work; known or suspected Hazardous Material is discovered at the Project site, the
Contractor shall be entitled to immediately stop Work; in the affected area, and the
Contractor shall report the condition to the Owner and, if required, the government agency
with jurisdiction.

3.4.3    The Contractor shall not be
required to perform any Work relating to or in the area of known or suspected Hazardous
Material without written mutual agreement.

3.4.4    The Owner shall be responsible
for retaining an independent testing laboratory to determine the nature of the material
encountered and whether it is a Hazardous Material requiring corrective measures and/or
remedial action. Such measures shall be the sole responsibility of the Owner, and shall be
performed in a manner minimizing any adverse effect upon the Work of the Contractor. The
Contractor shall resume Work in the area affected by any Hazardous Material only upon
written agreement between the parties after the Hazardous Material has been removed or
rendered harmless.

3.4.5    If the Contractor incurs
additional costs and/or is delayed due to the presence of known or suspected Hazardous
Material, the Contractor shall be entitled to an equitable adjustment in the GMP and/or
the date of Substantial Completion.

3.4.6    To the extent not caused by the
negligent acts or omissions of the Contractor, its Subcontractors and Sub-subcontractors
and the agents of each of them, the Owner shall defend, indemnify and hold harmless the
Contractor, its Subcontractors or anyone employed directly or indirectly by any of them
from all claims, damages, losses, costs and expenses including any related to or arising
from the repair, replacement or re-performance of Work; and also including but not limited
to attorneys fees, costs and expenses incurred in connections with any testing, site
remediation, or dispute resolution process, arising out of or relating to the performance
of the Work in any area affected by Hazardous Material, which includes mold, mildew, fungi
or other similar microbial conditions. To the fullest extent permitted by law, such
indemnification shall apply regardless of fault, negligence, breach of warranty or
contract, or strict liability of the Owner.

3.4.7    The terms of this Paragraph 3.4
shall survive the completion of the Work under this Agreement and/or any termination of
this Agreement.

3.4.8    To the fullest extent permitted
by law, the Owner shall defend, indemnify and hold harmless the Contractor, it
Subcontractors or anyone employed directly or indirectly by any of them from all claims
for bodily injury and property damage that may arise by virtue of the existence,
development or growth of mold, mildew, fungi or other similar microbial conditions during
the performance of the Work, to the extent that such conditions are attributable to the
acts omissions or breaches of performance under this Contract by Owner, the Owners
other contractors or anyone for whose acts the Owner may be liable.

3.5        ROYALTIES, PATENTS AND
COPYRIGHTS  The Contractor shall pay all royalties and license fees which may be due on
the inclusion of any patented or copyrighted materials, methods or systems selected by the
Contractor and incorporated in the Work. The Contractor shall defend, Owner agrees to
defend, indemnify and hold the Contractor harmless from any suits or claims of
infringement of any patent rights or copyrights arising out of any patented or copyrighted
materials, thuds or systems specified by the Owner.

3.6        TAX EXEMPTION If in accordance
with the Owners direction an exemption is claimed for taxes, the Owner agrees to
defend, indemnify and hold the Contractor harmless from any liability, penalty, interest,
fine, tax assessment, attorneys fees or other expense or cost incurred by the Contractor
as a result of any action taken by the Contractor in accordance with the Owners
direction.

# _________________________________________________________________________________________________________________________________________
AGC DOCUMENT NO. 410 - STANDARD FORM OF DESIGN-BUILD AGREEMENT AND GENERAL CONDITIONS BETWEEN OWNER AND CONTRACTOR
© 1993 Associated General Contractors of America                           
                                  
                              
                             
                           
   4

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# 3.7        WARRANTIES AND COMPLETION

3.7.1    The Contractor warrants that
all materials and equipment furnished under the Construction Phase of this Agreement will
be new unless otherwise specified, of good quality, in conformance with the Contract
Documents, and free from defective workmanship and materials. Warranties shall commence on
the date of Substantial Completion of the Work or of a designated portion. The Contractors
agrees to correct all construction performed under this Agreement which proves to be
defective in workmanship and materials within a period of one year from the date of
Substantial Completion or for such longer periods of time as may be set forth with respect
to specified warranties required by the Contract Documents.

3.7.2    These products, equipment,
systems or materials incorporated in the Work at the direction of or upon the specific
request of the Owner shall be covered exclusively by the warranty of the manufacturer.
There are no warranties which extend beyond the description on the face thereof. All other
warranties expressed or implied including the warranty of merchantability and the warranty
of fitness for a particular purpose are expressly disclaimed.

3.7.3    The Contractor shall secure
required certificates of inspection, testing or approval and deliver them to the Owner.

3.7.4    The Contractor shall collect
all written warranties and equipment manuals and deliver them to the Owner.

3.7.5    With the assistance of the
Owners maintenance personnel, the Contractor shall direct the checkout of utilities
and operations of systems and equipment for readiness and assist in their initial start-up
and testing.

3.7.6    Upon Substantial Completion or
occupancy of the Work the Owner shall assume the sole responsibility to operate and
maintain the Work properly, and waives all claims by the Owner against the Contractor, its
Subcontractors and Sub-subcontractors and the agents, officers, directors and employees of
each of them, for any damages resulting from improper operation and maintenance,
including, but not limited to damages arising from mold and other microbial conditions.

3.8       ADDITIONAL SERVICES
The Contractor shall provide or procure the following Additional Services upon the request of
the Owner. A written agreement between the Owner and Contractor shall define the extent of
such Additional Services. If a GMP has been established for the Work or any portion of the
Work such Additional Services shall be considered a Change in the Work unless they are
specifically included in the statement of the basis of the GMP as set forth in Amendment
No. 1.

| | .1 | Documentation of the Owners Program, establishing the Project budget, investigating
sources of financing, general business planning and other information and documentation as
may be required to establish the feasibility of the Project.
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | .2 | Consultations, negotiations, and documentation supporting the procurement of Project financing.
| | -- | -----------------------------------------------------------------------------------------------

| | .3 | Surveys, site evaluations, legal descriptions and aerial photographs.
| | -- | ---------------------------------------------------------------------

| | .4 | Appraisals of existing equipment, existing properties, new equipment and developed properties.
| | -- | ----------------------------------------------------------------------------------------------

| | .5 | Soils,  subsurface  and  environmental  studies,  reports and  investigations  required for submission to
governmental authorities or others having jurisdiction over the Project.
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | .6 | Consultations and representations other than normal assistance in securing building
permits, before governmental authorities or others having jurisdictions over the Project.
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | .7 | Investigation  or making  measured  drawings of existing  conditions or the  verification  of drawings or
other Owner-provided information.
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------

| | .8 | Artistic renderings, models and mockups of the Project or any part of the Project or the Work.
| | -- | ----------------------------------------------------------------------------------------------

| | .9 | Inventories  of  existing   furniture,   fixtures,   furnishings  and  equipment  which  might  be  under
consideration for incorporation into the Work.
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------

| | .10 | Interior  design and related  services  including  procurement  and placement of furniture,  furnishings,
artwork and decorations.
| | --- | ----------------------------------------------------------------------------------------------------------------------------------

| | .11 | Making revisions to the Schematic Design, Design Development, Construction Documents or
documents forming the basis of the GMP after they have been approved by the owner, and
which are due to causes beyond the control of the Contractor.
| | --- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | .12 | Design, coordination, management, expediting and other services supporting the procurement
of materials to be obtained, or work to be performed, by the Owner, including but not
limited to telephone systems, computer wiring networks, sound systems, alarms, security
systems and other specialty systems which are not a part of this Agreement.
| | --- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | .13 | Estimates, proposals, appraisals, consultations, negotiations and services in connection
with the repair or replacement of an insured loss.
| | --- | -------------------------------------------------------------------------------------------------------------------------------------------

| | .14 | The premium portion of overtime work ordered by the Owner including productivity impact costs.
| | --- | ----------------------------------------------------------------------------------------------

| | .15 | Document reproduction exceeding the limits provided for in this Agreement.
| | --- | --------------------------------------------------------------------------

| | .16 | Out-of-town  travel  by  the   Architect/Engineer  in  connection  with  the  Work,  except  between  the
Architect/Engineer's office, Contractor's office, Owner's office and the Project site.
| | --- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | .17 | Obtaining service  contractors and training  maintenance  personnel,  assisting and consulting in the use
of systems  and  equipment  after the  initial  start up, and  adjusting  and  balancing  of systems  and
equipment.
| | --- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | .18 | Services for tenant or rental spaces not a part of this Agreement.
| | --- | ------------------------------------------------------------------

| | .19 | Services requested by the Owner or required by the Work which are not specified in the
Contract Documents and which are not normally part of generally accepted design and
construction practice.
| | --- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | .20 | Serving or preparing to serve as an expert witness in connection with any proceedings,
legal or otherwise, regarding the Project.
| | --- | ---------------------------------------------------------------------------------------------------------------------------------

| | .21 | Preparing reproducible record drawings from marked-up prints, drawings or other documents
that incorporate significant changes in the Work made during the Construction Phase.
| | --- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

# ARTICLE 4 OWNERS
RESPONSIBILITIES

# 4.1        INFORMATION AND SERVICES PROVIDED BY OWNER

# _________________________________________________________________________________________________________________________________________
AGC DOCUMENT NO. 410 - STANDARD FORM OF DESIGN-BUILD AGREEMENT AND GENERAL CONDITIONS BETWEEN OWNER AND CONTRACTOR
© 1993 Associated General Contractors of America                           
                                  
                              
                             
                           
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4.1.1    The Owner shall provide full
information in a timely manner regarding requirements for the Project, including the
Owners Program and other relevant information.

4.1.2    The Owner shall
provide:

| | .1 | all necessary information describing the physical characteristics of the site, including
surveys, site evaluations, legal descriptions, existing conditions, subsurface and
environmental studies, reports and investigations;
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | .2 | inspection and testing services during construction as required by law or as mutually
agreed; and
| | -- | -------------------------------------------------------------------------------------------------

| | .3 | unless otherwise provided in the Contract Documents, necessary approvals,
site plan review, rezoning,  easements and assessments, necessary permits, fees and charges required for the construction, use,
occupancy or renovation structures, including legal and other required services.
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

4.1.3    The Owner shall provide
reasonable evidence satisfactory to the Contractor prior to commencing the Work and during
the progress of the Work that sufficient funds are available and committed for the entire
cost of the Project, including an allowance for changes in the Work as may be approved in
the course of the Work. Unless such reasonable evidence is provided, the Contractor shall
not be required to commence or continue the Work. The Contractor may stop Work after seven
(7) days written notice to the Owner if such evidence is not presented within a
reasonable time. The failure of the Contractor to insist upon the providing of this
evidence at any one time shall not be a waiver of the Owners obligation to make
payments pursuant to this Agreement, nor shall it be a waiver of the Contractors
right to request or insist that such evidence be provided at a later date.

4.1.4    The Contractor shall be
entitled to rely on the completeness and accuracy of the information and services required
by this Paragraph 4.1.

4.1.5    The Owner acknowledges that
moisture and mold prevention requires appropriate design plans and specifications,
construction techniques, and building operation and maintenance. The Owner shall be
responsible for retaining an independent mold testing consultant to conduct tests and
inspect the Work; particularly interior walls, ceilings, and other substrate surfaces, for
certification and approval of moisture content and microbial conditions. The Owner shall
schedule all such tests, approvals or inspection so as not to delay the progress of the
Work or other work related to the project. The Owner shall bear all expenses associated
with tests, approvals, or inspections. Such certification and approval shall occur once
prior to Substantial Completion of the Work and again prior to the expiration of one year
from the date of Substantial Completion of the Work. The certificates of testing,
inspection, or approval shall be secured by the Owner and promptly delivered to the
Contractor. The Owner and Contractor are entitled to rely on the certifications and
approvals of the testing consultant. If the Contractor incurs additional costs and/or is
delayed due to the presence of moisture or remediation of unacceptable microbial
conditions, to the extent not caused by the negligent acts or omissions of the Contractor,
if Subcontractors and Sub-subcontractors, and the agents, officers, directors and
employees of each of them, the Contractor shall be entitled to an equitable adjustment in
the Contract Price and/or the Contract Time.

# 4.2        OWNER'S RESPONSIBILITIES DURING DESIGN PHASE

4.2.1    The Owner shall provide the
Owners Program at the inception of the Design Phase and shall review and timely
approve schedules, estimates, Schematic Design Documents. Design Development Documents and
Construction Documents furnished during the Design Phase as set forth in Paragraph 3.1.
and the GMP proposal as set forth in Paragraph 3.2.

# 4.3        OWNER'S RESPONSIBILITIES DURING CONSTRUCTION PHASE

4.3.1    The Owner shall review and
timely approve the Schedule of the Work as set forth in Subparagraph 3.3.4.

4.3.2    If the Owner becomes aware of
nay error, omission or failure to meet the requirements of the Contract Documents or any
fault or defect in the Work, the Owner shall give prompt written notice to the Contractor.

4.3.3    The Owner shall communicate
with the Contractors Subcontractors, suppliers and Architect/Engineer only through
the Contractor. The Owner shall have no contractual obligations to Subcontractors,
suppliers, or the Architect/Engineer.

4.3.4    The Owner shall provide
insurance for the Project as provided in Article 11.

4.4        OWNER'S  REPRESENTATIVE  The Owner's  representative  is Mr. Allan  Ducker,
who is agreed to by the  Contractor.  The representative:

| | .1 | shall be fully acquainted with the Project.
| | -- | -------------------------------------------

| | .2 | agrees to furnish the  information  and services  required of the Owner  pursuant to Paragraph  4.1 so as
not to delay the Contactor's Work; and
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------

| | .3 | shall have authority to bind the Owner in all matters requiring the Owners approval,
authorization or written notice. If the Owner changes its representative or the
representatives authority as listed above, the Owner shall notify the Contractor in
advance in writing. The Contractor shall have the right to approve any successor
representative.
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

# ARTICLE 5SUBCONTRACTS

Work not performed by the Contractor
with its own forces shall be performed by Subcontractors.

5.1        RETAINING SUBCONTRACTORS  The
Contractor shall not retain any Subcontractor to whom the Owner has a reasonable and
timely objection, provided that the Owner agrees to compensate the Contractor for any
additional costs incurred by the Contractor as a result of such objection. Te Contractor
shall not be required to retain any Subcontractor to whom the Contractor has a reasonable
objection.

5.2        MANAGEMENT OF  SUBCONTRACTORS
The Contractor  shall be responsible for the management of the  Subcontractors  in
the performance of their work.

5.3        ASSIGNMENT OF SUBCONTRACT
AGREEMENTS The Contractor shall provide for assignment of subcontract agreements in the
event that the Owner terminates this Agreement for cause as provided in Paragraph 12.2.
Following such termination, the Owner shall notify in writing those subcontractors whose
assignments will be accepted, subject to the rights of the sureties.

# _________________________________________________________________________________________________________________________________________
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# ARTICLE 6CONTRACT TIME

6.1        COMMENCEMENT OF THE WORK  The
Work shall commence on or about seven (7) days after receipt of building permit, and shall
proceed in general accordance with the Schedule of Work as such schedule may be amended
from time to time, subject, however, to the provisions of Paragraph 3.4 and Subparagraph
4.1.3.

6.2        SUBSTANTIAL COMPLETION  At such
time as a GMP is accepted, a date of Substantial Completion of the Work shall be
established as set forth in Amendment No. 1. If a GP is not established and the parties
desire to establish a date of Substantial Completion, it shall be set forth in Amendment
No. 1. If such a date is established, time shall be of the essence of this Agreement.

# 6.3        DELAYS IN THE WORK

6.3.1    If causes beyond the
Contractors control delay the progress of the Work, then the GIVIP, compensation for
Design Phase Services, the Contractors Fee and/or the date of Substantial Completion
shall be modified by Change Order as appropriate. Such causes shall include but not be
limited to: changes ordered in the Work, acts or omissions of the Owner or separate
contractors employed by the Owner, the Owner preventing the Contractor from performing the
Work pending dispute resolution. Hazardous Materials, differing site conditions, adverse
weather conditions not reasonably anticipated, fire, unusual transportation delays, labor
disputes, or unavoidable accidents or circumstances.

6.3.2    In the vent delays to the
project are encountered for any reason, the parties agree to undertake reasonable steps to
mitigate the effect of such delays.

# ARTICLE 7COMPENSATION

7.1        INITIAL PAYMENT  Upon execution
of this Agreement an initial payment of ZERO dollars ($0.00) shall be made to the
Contractor. The amount of the initial payment shall be credited to the Owners
account at final payment.

# 7.2        DESIGN PHASE COMPENSATION

7.2.1    The cost of services performed
directly by the Architect/Engineer is computed separately and is independent from the
Contractors compensation for work or services directly performed by the Contractor,
these costs shall be shown as separate items on applications for payment. If any
Architect/Engineer is retained by the Contractor, the payments to the Architect/Engineer
shall be as detailed in a separate agreement between the Contractor and
Architect/Engineer.

7.2.2    The Owner shall compensate the
Contractor for services performed during the Design Phase as described in Paragraph 3.1,
including preparation of a GMP proposal as described in Paragraph 3.2 as follows: Phase I:
Master Plan and Programming, $500.00 / Phase II: Schematic Design and Budget $2,500.00.

(State whether a stipulated sum,
actual cost, or other basis. If a stipulated sum, state what portion of the sum shall be
payable each month.)

7.2.3    Compensation for Design Phase
Services shall be equitably adjusted in such services extended beyond 90 days from the
date of this Agreement for reasons beyond the reasonable control of the Contractor shall
have the right to stop the Work and be entitled to payments due plus interest as provided
in Subparagraph 10.1.3 and 10.1.4.

7.2.4    Payments for Design Phase
Services shall be due and payable within ten (10) days following presentation of the
Contractors monthly invoice to the Owner. If the Owner fails to pay the Contractor
as agreed, then the Contractor shall have the right to stop the Work and be entitled to
payments due plus interest as provided in Subparagraphs 10.1.3 and 10.1.4.

# 7.3        CONSTRUCTION PHASE COMPENSATION

7.3.1    The Owner shall compensate the
Contractor for Work performed following the commencement of the Construction Phase on the
following basis:

| | .1 | the Cost of the Work as allowed in Article 8; and
| | -- | -------------------------------------------------

| | .2 | the Contractors Fee in the amount of One Hundred Ninety-One Thousand Four Hundred
Fifty-One and No / 100 dollars ($191,451.00), subject to adjustment as provided in
Paragraph 7.5 The Contractors Fee shall be paid proportionately to the ration that
the month Cost of the Work bears to the total estimate Cost of the Work.
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

7.3.2    The compensation to be paid
under this Paragraph 7.3 shall be limited to the GMP established in Amendment NO. 1, as
the GMP may be adjusted under Article 9. In the event the Cost of the Work plus the
Contractors Fee shall be less than the GMP as adjusted by Change Orders, the
resulting savings shall be shared by the Owner and the Contractor as follows: 100% of
construction savings returned to the Owner.

7.3.3    Payment for Construction Phase
Services shall be as set forth in Article 10. If Design Phase Services continue to be
provided after construction has commenced, the Contractor shall also continue to be
compensated as provided in Paragraph 7.2 or as mutually agreed.

7.4         CONTRACTOR'S FEE
The Contractor's Fee includes the following:

| | .1 | salaries and other  mandatory or customary  compensation of the  Contractor's  employees at its principal
                  and branch offices, except employees listed in Subparagraph 8.2.2;
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | .2 | general and administrative expenses of the Contractors principal and branch offices
other than the field office, except as may be expressly included in Article 8; and
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | .3 | the Contractor's capital expenses, including interest on the Contractor's capital employed for the Work.
| | -- | --------------------------------------------------------------------------------------------------------

7.5        ADJUSTMENT IN THE CONTRACTOR'S FEE
Adjustment in the Contractor's Fee shall be made as follows:

| | .1 | for  changes in the Work as  provided  in Article 9, the  Contractor's  Fee shall be adjusted as follows:
8% Overhead, 4% Fee.
| | -- | ------------------------------------------------------------------------------------------------------------------------------

| | .2 | for  delays in the Work not  caused by the  Contractor,  there  will be an  equitable  adjustment  in the
Contractor's fee to compensate the
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------

# _________________________________________________________________________________________________________________________________________
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| |  | Contractor for increased expenses; and
| |  | --------------------------------------

| | .3 | if the Contractor is placed in charge of managing the replacement of an insured or
uninsured loss, the Contractor shall be paid an additional Fee in the same proportion that
the Contractors Fee bears to the estimated Cost of the Work.
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

# ARTICLE 8 COST OF THE WORK

The Owner agrees to pay the
Contractor for the Cost of he Work as defined in this Article. This payment shall be in
addition to the Contractors Fee stipulated in Article 7.

# 8.1        COST ITEMS FOR DESIGN PHASE SERVICES

8.1.1    Compensation for Design Phase Services as provided in Paragraph 7.2.

# 8.2        COST ITEMS FOR CONSTRUCTION PHASE SERVICES

8.2.1    Wages paid for labor in the direct employ of the Contractor in the performance of the Work.

8.2.2    Salaries of Contractors
employees when stationed at the field office, in whatever capacity employed, employees
engaged on the road expediting the production or transportation of material and equipment
and employees from the principal or branch office performing the functions listed below:

Project Manager

8.2.3    Cost of all employee benefits
and taxes including but not limited to workers compensation, unemployment
compensation, Social Security, health, welfare, retirement and other fringe benefits as
required by law, labor agreements, or paid under the Contractors standard personnel
policy, insofar as such costs are paid to employees of the Contractor who are included in
the Cost of the Work under Subparagraphs 8.2.1 and 8.2.2.

8.2.4    Reasonable transportation,
travel, hotel and moving expenses of the Contractors personnel incurred in
connection with the Work.

8.2.5    Cost of all materials, supplies
and equipment incorporated in the Work, including costs of inspection, testing,
transportation, storage and handling.

8.2.6    Payments made by the Contractor
to Subcontractors for Work performed under this Agreement.

8.2.7    Fees and expenses for design
services procured by the Contractor except as provided by the Architect/Engineer and
compensated in Paragraph 7.2.

8.2.8    Cost, including transportation
and maintenance of all materials, supplies, equipment temporary facilities and hand tools
not owned by the Workers that are used or consumed in the performance of the Work, less
salvage value; and cost less salvage value on such items used, but not consumed that
remain the property of the Contractor.

8.2.9    Rental charges of all necessary
machinery and equipment, exclusive of hand tools owned by workers, used at the site of the
Work whether rented from the Contractor or others, including installation, repair and
replacement, dismantling, removal, maintenance, transportation and delivery costs at
rental charges consistent with those prevailing in the area.

8.2.10   Cost of the premiums for all
insurance and surety bonds which the Contractor is required to procure or deems necessary.

8.2.11   Sales, use, gross receipts or
other taxes, tariffs or duties related to the Work for which the Contractor is liable.

8.2.12   Permits, fees, licenses,
tests, royalties, damages for infringement of patents and/or copyrights, including costs
of defending related suits for which the Contractor is not responsible as set forth in
Paragraph 3.5, and deposits lost for causes other than the Contractors negligence.

8.2.13   Losses, expenses or damages to
the extent not compensated by insurance or otherwise, and the cost of corrective work
during the Construction Phase and for a period of one year following the date of
Substantial Completion.

8.2.14   All costs associated with
establishing equipping, operating, maintaining and demobilizing the field office.

8.2.15   Reproduction costs,
photographs, costs of telegrams, facsimile transmissions, long distance telephone calls,
data processing services, postage, express delivery charges, telephone service at the site
and reasonable petty cash expenses of the field office.

8.2.16   All water, power and fuel costs necessary for the work.

8.2.17   Cost of removal of all nonhazardous substances, debris and waste materials.

8.2.18   Costs incurred due to an emergency affecting the safety of persons and/or property.

8.2.19   Legal, mediation and
arbitration fees and costs, other than those arising from disputes between the Owner and
Contractor, reasonably and properly resulting from the Contractors performance of
the work.

8.2.20   All costs directly incurred in
the performance of the Work or in connection with the Project, and not included in the
Contractors Fee as set forth in Article 7, which are reasonably inferable from the
Contract Documents as necessary to produce the intended results.

8.3        DISCOUNTS  All discounts for
prompt payment shall accrue to the Owner to the extent such payments are made directly by
the Owner. To the extent payments are made with funds of the Contractor, all cash
discounts shall accrue to the Contractor. All trade discounts, rebates and refunds and
returns from sale of surplus materials and equipment, shall be credited to the Cost of the
Work.

# ARTICLE 9 CHANGES IN THE WORK

Changes in the Work which are within
the general scope of this Agreement by be accomplished by Change Order without invading
this

# _________________________________________________________________________________________________________________________________________
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9.1        CHANGE ORDERS  A Change Order is a
written instrument, issued after execution of this Agreement, signed by the Owner and
Contractor stating their agreement upon a change and the adjustment in the GPM,
compensation for Design Phase Services, the Contractors Fee and/or the date of
Substantial Completion. Each adjustment in the GMP resulting from a Change Order shall
clearly separate thee amount attributable to compensation for Design Phase Services, other
Cost of the Work and the Contractors Fee.

9.2        DETERMINATION OF COST  An increase
or decrease in the GMP resulting from a change in the Work shall be determined by one or
more of the following methods:

| | .1 | unit prices set forth in this Agreement or as subsequently agreed;
| | -- | ------------------------------------------------------------------

| | .2 | a mutually accepted, itemized lump sum;
| | -- | ---------------------------------------

| | .3 | costs determined as defined in Paragraph 7.2 and Article 8 and a mutually acceptable Contractor's Fee
as determined in Subparagraph 7.5.1; or
| | -- | ---------------------------------------------------------------------------------------------------------------------------------------------

| | .4 | if an increase or decrease cannot be agreed to as set forth in Subparagraphs 9.2.1 through
9.2.3 and the Owner issues a written order for the Contractor to proceed with the change,
the cost of the change in the Work shall be determined by the reasonable expense and
savings of the performance of the Work resulting from the change. If there is a net
increase in the GMP, the Contractors Fee shall be adjusted as set forth in
Subparagraph 7.5.1. In case of a net decrease in the GMP, the Contractors Fee shall
not be adjusted. The Contractor shall maintain a documented, itemized accounting
evidencing the expenses and savings.
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

9.3        NO OBLIGATION TO PERFORM  The
contractor shall not be obligated to perform changed Work until a Change Order has been
executed by the Owner and Contractor, except as provided in Subparagraph 9.2.4.

9.4        ADJUSTMENT OF UNIT PRICES  If a
proposed Change Order alters original quantities to a degree that application of
previously agreed to unit prices would be inequitable to either the Owner or the
Contractor, the unit prices and the GMP shall be equitably adjusted.

9.5        UNKNOWN CONDITIONS  If in the
performance of the Work the Contractors find latent, concealed or subsurface physical
conditions which differ from the conditions the Contractor reasonably anticipated, or if
physical conditions are materially different from those normally encountered and generally
recognized as inherent in the kind of work provided for in this Agreement, then the GMP
compensation for Design Phase Services, the Contractors Fee, and/or the date of
Substantial Completion shall be equitably adjusted by Change Order within a reasonable
time after the conditions are first observed.

9.6        CLAIMS FOR ADDITIONAL COST OR
TIME For any claim for an increase in the GMP, compensation for Design Phase Services, the
Contractors Fee and/or an extension in the date of Substantial Completion, the
Contractor shall give the Owner written notice of the claim within twenty-one (21) days
after the occurrence giving rise to the claim or within twenty-one (21) days after the
Contractor first recognizes the condition giving rise to the claim, whichever is later.
Except in an emergency, notice shall be given before proceeding with the Work. Claims for
design and estimating costs incurred in connection with possible changes requested by the
Owner, but which do not proceed, shall be made within twenty-one (21) days after the
decision is made not to proceed. Any change in the GMP compensation for Design Phase
Services, the Contractors Fee, and/or date of Substantial Completion resulting from
such claim shall be authorized by Change Order.

9.7        EMERGENCIES  In any emergency
affecting the safety of persons and/or property, the Contractor shall act, at its
discretion to prevent threatened damage, injury or loss. Any change in the GMP,
compensation for Design Phase Services, the Contractors Fee and/or extension of the
date of Substantial Completion on account of emergency work shall be determined as
provided in this Article.

# ARTICLE 10
PAYMENT FOR CONSTRUCTION PHASE SERVICES

# 10.1        PROGRESS PAYMENTS

10.1.1    On the 25th day of
each month after the Construction Phase has commenced, the Contractor shall submit to the
Owner an Application for Payment consisting of the Cost of the Work performed up to the
25th day of the preceding month, including the cost of material stored on the
site or at other locations approved by the Owner, along with a proportionate share of the
contractors Fee. Prior to submission of the next Application for Payment, the
Contractor shall furnish to the Owner a statement accounting for the disbursement of funds
received under the previous Application. The extent of such statement shall be as agreed
upon between the Owner and Contractor.

10.1.2    Within ten (10) days after
receipt of each monthly Application for Payment, the Owner shall pay directly to the
Contractor the appropriate amount for which Application for Payment is made, less amounts
previously paid by the Owner.

10.1.3.   
          If the Owner fails to pay the Contractor at the time payment of any amount
          becomes due, the Contractor may, at any time thereafter, upon serving written
          notice that the Work will be stopped within five (5) days after receipt of the
          notice by the Owner, and after such five (5) day period, stop the Work until
          payment is made, less amounts previously paid by the Owner.

10.1.4    Payments due but unpaid shall
bear interest at the rate the Owner is paying on its construction loan or at the current
prime rate of First Citizens bank; whichever is higher, plus two (2)
points.

10.1.5    The Contractor warrants and
guarantees that title to all Work materials and equipment covered by an Application for
Payment, whether incorporated in the Project or not, will pass to the Owner upon receipt
of such payment by the Contractor free and clear of all liens, claims, security interest
or encumbrances, hereinafter referred to as liens.

10.1.6    The Owners progress
payment, occupancy or use of the Project, whether in whole or in part, shall not be deemed
an acceptance of any Work not conforming to the requirements of the Contract Documents.

10.1.7    Upon Substantial Completion of
the Work, the Owner shall pay the Contractor the unpaid balance of the Cost of the Work,
compensation for Design Phase Services and the Contractors Fee, less a sum equal to
the contractors estimated cost of completing any unfinished items as agreed to
between the Owner and Contractor as to extent and time for completion. The Owner
thereafter shall pay the Contractor monthly the amount retained for unfinished items as
each item is completed.

# 10.2        FINAL PAYMENT

# _________________________________________________________________________________________________________________________________________
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10.2.1   Final payment, consisting o
the unpaid balance of the Cost of the Work, compensation for Design Phase Services and the
Contractors Fee, less the initial payment made under Paragraph 7.1, shall be due and
payable when the Work is fully completed. Before issuance of final payment, the Owner may
request satisfactory evidence that all payrolls, materials bills and other indebtedness
connected with the work have been paid or otherwise satisfied

10.2.2   In making final payment the Owner waives all claims except for:

| | .1 | outstanding liens;
| | -- | ------------------

| | .2 | improper workmanship or defective materials appearing within one year after the
date of Substantial Completion;
| | -- | ---------------------------------------------------------------------------------------------------------------

| | .3 | Work not in conformance with the Contractor
Documents; and
| | -- | ----------------------------------------------------------

| | .4 | terms of any special warranties required by the Contractor Documents.
| | -- | ---------------------------------------------------------------------

10.2.3. 
          In accepting final payment, the Contractor waives all claims except those
          previously made in writing and which remain unsettled.

# ARTICLE 11 
INDEMNITY, INSURANCE AND WAIVER OF SUBROGATION

# 11.1        INDEMNITY

11.1.1    To the fullest extent
permitted by law, the Contractor shall defend, indemnify and hold the Owner harmless from
all claims for bodily injury and property damage (other than to the Work itself and other
property insured under Paragraph 11.5), including resulting loss of use that may arise
from the performance of the Work, to the extent of the negligence attributed to such acts
or omissions by the Contractor, Subcontractors or anyone employed directly or indirectly
by any of them or by anyone for whose acts any of them may be liable. The Contractor shall
not be required to defend indemnify or hold harmless the Owner for any acts, omissions or
negligence of the Owner, Owners employees, agents or separate contractors.

11.1.2    The Owner shall cause any
other contractor who may have a contract with the Owner to perform work in the areas where
work will be performed under this Agreement to agree to indemnify the Contractor,
Subcontractors or anyone employed directly or indirectly by any of them or anyone for
whose acts any of them may be liable and hold them harmless from all claims for bodily
injury and property damage other than property insured under Paragraph 11.5, that may
arise from that contractors operations. Such provisions shall be in a form
satisfactory to the Contractor.

11.2.1 The Contractor shall obtain
and maintain insurance coverage for the following claims which may arise out of the
performance of this Agreement, whether resulting from the Contractors operations or
by the operations of any Subcontractor, anyone in the employ of any of them, or by an
individual or entity for whose acts they may be liable:

| | .1 | workers' compensation, disability and other employee benefit claims under acts applicable to
the Work;
| | -- | ------------------------------------------------------------------------------------------------------

| | .2 | under applicable employers liability law, bodily injury, occupational sickness, disease or
death claims of the Contractor's employees;
| | -- | --------------------------------------------------------------------------------------------------------------------------------------

| | .3 | bodily injury, sickness, disease or death claims for damages to persons not employed by the
Contractor;
| | -- | -------------------------------------------------------------------------------------------------------

| | .4 | usual personal injury liability claims for damages directly or indirectly related to the
person's employment by the Contractor or for damages to any other person;
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | .5 | damages to destruction of tangible property, including resulting loss of use, claims for
property other than the Work itself and other property insured under Paragraph 11.5;
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | .6 | bodily injury, death or property damage claims resulting from motor vehicle liability in
the use, maintenance or ownership of any motor vehicle; and
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------

| | .7 | contractual liability claims involving the Contractor's obligations under Subparagraph 11.1.1.
| | -- | ----------------------------------------------------------------------------------------------

11.2.2    The Contractors
Commercial General and Automobile Liability Insurance as required by Subparagraph 11.2.1
shall be written for not less than the following limits of liability:

| | .1 | Commercial General Liability Insurance
| | -- | --------------------------------------

| | a. | Each Occurrence Limits | $ 1,000,000.00
| | -- | ---------------------- | --------------

| | b. | General Aggregate | $ 2,000,000.00
| | -- | ----------------- | --------------

| | c. | Products Completed | 
| | -- | ------------------ | 

| |  | Operations Aggregate | $2,000,000.00
| |  | -------------------- | -------------

| | d. | Personal and Advertising | 
| | -- | ------------------------ | 

| |  | Injury Limit | $1,000,000.00
| |  | ------------ | -------------

| | .2 | Comprehensive Automobile Liability Insurance. | 
| | -- | --------------------------------------------- | 

| | a. | Combined Single Limit Bodily | 
| | -- | ---------------------------- | 

| |  | Injury and Property Damage | $1,000,000.00
           Each Occurrence
| |  | -------------------------- | ----------------------------------------

| |  | or | 
| |  | -- | 

| | b. | Bodily Injury | $ N/AEach Person
| | -- | ------------- | ----------------

| |  |  | $ N/AEach Occurrence
| |  |  | --------------------

| | c. | Property Damage | $ N/AEach Occurrence
| | -- | --------------- | --------------------

# _________________________________________________________________________________________________________________________________________
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11.2.3    Commercial General Liability
Insurance may be arranged under a single policy for the full limits required or by a
combination of underlying policies and an Excess or Umbrella Liability policy.

11.2.4    The policies shall contain a
provision that coverage will not be cancelled or not renewed until at least thirty (30)
days prior written notice has been given to the Owner. Certificates of insurance
showing coverage to be in force shall be filed with the Owner prior to commencement of the
Work.

11.2.5    Products and Completed
Operations insurance shall be maintained for a minimum period of at least one year(s)
after either ninety (90) days following the date of Substantial Completion or final
payment, whichever is earlier.

11.2.6    Upon request of the Owner, the
Contractor shall procure and maintain in force insurance coverage for mold and other
microbial conditions, written with a minimum limit of liability of desired, obtainable and
allowable amount, and through an insurance company lawfully authorized to do business in
the jurisdiction in which the Project is located. The cost of such insurance shall be
treated as a reimbursable expense of the Contractor or shall be memorialized in a written
Change Order. If requested, the Contractor shall furnish the Owner with a certificate
evidencing such insurance coverage.

11.3        PROFESSIONAL LIABILITY INSURANCE
The Architect/Engineers professional liability insurance for claims arising from the
negligent performance of professional services under this Agreement shall be written for
not less than $500,000 (Freeman-Major Architects) / $1000,000 (Britt, Peters & Assoc.)
per claim and in the aggregate with a deductible not to exceed $1,000 (Freeman-Major
Architects) / $5,000 (Britt Peters). These requirements shall be continued in effect for
one year(s) after the date of Substantial Completion. If the Architect/Engineer retains
consultants for a portion of the design, their professional liability insurance coverage
including deductible amounts, shall be set forth in Article 14 of this Agreement.

11.4        OWNERS LIABILITY INSURANCE
The Owner shall be responsible for obtaining and maintaining its own liability insurance.
Insurance for claims arising out of the performance of this Agreement may be purchased and
maintained at the Owners discretion.

# 11.5        INSURANCE TO PROTECT PROJECT

11.5.1    The Owner shall obtain and
maintain property insurance in a form acceptable to the Contractor upon the entire Project
for the full cost of replacement at the time of any loss. This insurance shall include as
named insureds the Owner, Contractor, Architect/Engineer, Subcontractors and
Subsubcontractors. This insurance shall insure against loss from the perils of fire and
extended coverage, and shall include all risk insurance for physical loss or
damage including without duplication of coverage at least: theft, vandalism, malicious
mischief, transit, collapse, falsework, temporary buildings, debris removal, floor,
earthquake, testing, and damage resulting from defective design, workmanship or material.
The Owner shall increase limits of coverage, if necessary, to reflect estimated
replacement cost. The Owner shall be responsible for any co-insurance penalties or
deductibles.

11.5.2    If the Owner occupies or uses
a portion of the Project prior to its Substantial Completion, such occupancy or use shall
not commence prior to a time mutually agreed to by the Owner and the Contractor and to
which the insurance company or companies providing the property insurance have consented
by endorsing the policy or policies. This insurance shall not be cancelled or lapsed on
account of partial occupancy. Consent of the Contractor to such early occupancy or use
shall not be unreasonably withheld.

11.5.3    The Owner shall obtain and
maintain boiler and machinery insurance as necessary. The interests of the Owner,
Contractor, Architect/Engineer, Subcontractors and Subsubcontractors shall be protected
under this coverage.

11.5.4    The Owner shall purchase and
maintain insurance to protect the Owner, Contractor, Architect/Engineer, Subcontractors
and Subsubcontractors against loss of use of Owners property due to those perils
insurance pursuant to Paragraph 11.5. Such policy will provide coverage for expediting
expenses of materials, continuing overhead of the Owner and the Contractor,
Architect/Engineer, Subcontractors and Subsubcontractors, necessary labor expense
including overtime, loss of income by the Owner and other determined exposures. Exposures
of the Owner, Contractor Architect/Engineer, Subcontractors and Subsubcontractors, shall
be determine by mutual agreement with separate limits of coverage fixed for each item.

11.5.5    Upon the Contractors
request, the Owner shall provide the Contractor with a copy of all policies before an
exposure to loss may occur. Copies of any subsequent endorsements shall be furnished to
the Contractor. The Contractor shall be given thirty (30) days notice of
cancellation, non-renewal, or any endorsements restricting or reducing coverage. The Owner
shall give written notice to the contractor before commencement of the Work if the Owner
will not be obtaining property insurance. In that case, the Contractor may obtain
insurance in order to protect its interest in the Work as well as the interest of
Architect/Engineer, Subcontractors and Subsubcontractors in the Work. The cost of this
insurance shall be a Cost of the work pursuant to Article 8, and the GMP shall be
increased by Change Order. If the Contractor is damaged by failure of the Owner to
purchase or maintain property insurance or to so notify the Contractor, the Owner shall
bear all reasonable costs incurred by the Contractor arising from the damage.

# 11.6        PROPERTY INSURANCE LOSS ADJUSTMENT

11.6.1    Any insured loss shall be
adjusted with the Owner and the Contractor and made payable to the Owner and Contractor as
trustees for the insureds, as their interests may appear, subject to any applicable
mortgagee clause.

11.6.2    Upon the occurrence of an
insured loss, monies received will be deposited in a separate account and the trustees
shall make distribution in accordance with the agreement of the parties in interest, or in
the absence of such agreement, in accordance with an arbitration award pursuant to Article
13. If the trustees are unable to agree between themselves on the settlement of the loss,
such dispute shall also be submitted for resolution pursuant to Article 13.

# 11.7        WAIVER OF SUBROGATION

11.7.1    The Owner and contractor waive
all rights against each other, the Architect/Engineer and any of their respective
employees, agents, consultants, subcontractors and subsubcontractors for damages caused by
risks covered by insurance provided in Paragraph 11.5 to the extent they are covered by
that insurance, except such rights as they may have to the proceeds of such insurance held
by the Owner and Contractor as trustees. The Contractor shall require similar waivers from
the Architect/Engineer and all Subcontractors, and shall require each of them to include
similar waivers in their subsubcontractors and consulting agreements.

# _________________________________________________________________________________________________________________________________________
AGC DOCUMENT NO. 410 - STANDARD FORM OF DESIGN-BUILD AGREEMENT AND GENERAL CONDITIONS BETWEEN OWNER AND CONTRACTOR
© 1993 Associated General Contractors of America                           
                                  
                              
                             
                           
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11.7.2    The Owner waive ssubrogation
against the Contractor, Architect/Engineer, Subcontractors and Subsubcontractors on all
property and consequential loss policies carried by the Owner on adjacent properties and
under property and consequential loss policies purchased for the Project after its
completion.

11.7.3    If the policies of insurance
referred to in this Paragraph require an endorsement to provide for continued coverage
where there is a waiver of subrogation, the owners of such policies will cause them to be
so endorsed.

# ARTICLE 12TERMINATION
OF THE AGREEMENT AND OWNERS RIGHT TO PERFORM CONTRACTORS RESPONSBILITIES

# 12.1      TERMINATION BY THE CONTRACTOR

12.1.1   Upon seven (7) days
written notice to the Owner, the Contractor may terminate this Agreement for any of the
following reasons:

| | .1 | if the Work has been stopped for a thirty (30) period;
| | -- | ------------------------------------------------------

| | a. | under court order or order of other governmental authorities having
          jurisdiction;
| | -- | -------------------------------------------------------------------------------------------

| | b. | as a result of the declaration of a national emergency or other
governmental act during which, through no act or fault of the Contractor, materials are not available; or
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | c. | because of the Owners failure to pay the Contractor in accordance with
               this Agreement;
| | -- | ------------------------------------------------------------------------------------------------------

| | .2 | if the Work is suspended by the Owner for sixty (60) days;
| | -- | ----------------------------------------------------------

| | .3 | if the Owner materially delays the Contractor in the performance of the Work;
| | -- | -----------------------------------------------------------------------------

| | .4 | if the Owner otherwise materially breaches this Agreement; or
| | -- | -------------------------------------------------------------

| | .5 | if the Owner fails to furnish reasonable evidence that sufficient funds are available and
committed for the entire cost of the Project in accordance with Subparagraph 4.1.3 of this
Agreement.
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

12.1.2   Upon termination by the
Contractor in accordance with Subparagraph 1.2.1 the Contractor shall be entitled to
recover from the Owner payment for all Work executed and for any proven loss, cost or
expense in connection with the Work; plus all demobilization costs and reasonable damages.
In addition, the Contractor shall be paid an amount calculated as set forth either in
Subparagraph 12.3.1 or 12.3.2, depending on when the termination occurs, and Subparagraphs
12.3.3 and 12.3.4.

# 12.2      OWNER'S RIGHT TO PERFORM CONTRACTOR'S OBLIGATIONS AND TERMINATION BY THE OWNER FOR CAUSE

12.2.1   If the Contractor persistently
fails to perform any of its obligations under this Agreement, the Owner may, after seven
(7) days written notice, during which period the Contractor fails to perform such
obligation, undertake to perform such obligations. The GMP shall be reduc3ed by the cost
to the Owner of performing such obligations.

12.2.2   Upon seven days written notice
to the Contractor and the Contractors surety, if any, the Owner may terminate this
Agreement for any of the following reasons:

| | .1 | if the Contractor persistently utilizes improper materials and/or inadequately skilled
workers;
| | -- | -----------------------------------------------------------------------------------------------

| | .2 | if the Contractor does not make property payment to laborers, material
suppliers or Subcontractors;
| | -- | ---------------------------------------------------------------------------------------------------

| | .3 | if the contractor persistently fails to abide by the orders, regulations, rules, ordinances or
laws of governmental authorities having jurisdiction; or
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------

| | .4 | if the Contractor otherwise materially breaches this Agreement.
| | -- | ---------------------------------------------------------------

If the Contractor fails to cure within the seven (7) days, the Owner, without prejudice to
any other right or remedy, may take possession of the site and complete the Work,
utilizing any reasonable means. In this event, the Contractor shall not have a right to
further payment until the Work is completed.

12.2.3   If the Contractor files a
petition under the Bankruptcy Code, this Agreement shall terminate if the Contractor or
the Contractors trustee rejects the Agreement or, if there has been a default, the
Contractor is unable to give adequate assurance that the Contractor will perform as
required by this Agreement or otherwise is unable to comply wit the requirements for
assuming this Agreement under the applicable provisions of the Bankruptcy Code.

12.2.4   In the event the Owner
exercises its rights under Subparagraph 12.2.1 or 12.2.2, upon the request of the
Contractor the Owner shall provide a detailed accounting of the cost incurred by the
Owner.

12.3      TERMINATION BY OWNER WIHTOUT
CAUSE If the Owner terminates this Agreement other than as set forth in Paragraph 12.2,
the Owner shall pay the Contractor for all Work executed and for any proven loss, cost or
expense in connection with the Work, plus all demobilization costs. In addition, the
Contractor shall be paid an amount calculated as set forth below:

| | .1 | If the Owner terminates this Agreement prior to commencement of the Construction Phase,
the Contractor shall be paid the balance of the Contractors Design Phase
compensation as set forth in Subparagraph 7.2.2 and 25% of the Contractors Fee as
set forth in Clause 7.3.1.2.
| | -- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | .2 | If the Owner terminates this Agreement after commencement of the Construction Phase, the
Contractor shall be paid the balance of the Contractors Design Phase compensation as
set forth in Subparagraph 7.2.2 and 100% of the Contractors Fee as set forth in
Clause 7.3.1.2.
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | .3 | In either event, the initial payment as provided in Paragraph 7.1 shall be credited to the
Owners account at the time of termination.
| | -- | --------------------------------------------------------------------------------------------------------------------------------------

| | .4 | The Owner shall also pay to the Contractor fair compensation, either by purchase or rental
at the election of the Owner, for any equipment retained. The Owner shall assume and
become liable for obligations, commitments and unsettled claims that the Contractor has
previously undertaken or incurred in good faith in connection with the Work or as a result
of the termination of this
| | -- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

# _________________________________________________________________________________________________________________________________________
AGC DOCUMENT NO. 410 - STANDARD FORM OF DESIGN-BUILD AGREEMENT AND GENERAL CONDITIONS BETWEEN OWNER AND CONTRACTOR
© 1993 Associated General Contractors of America                           
                                  
                              
                             
                           
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| | Agreement.  As a condition of receiving the payments provided under this Article 12, the
                    Contractor shall cooperate with the Owner by taking all steps necessary to
                    accomplish the legal assignment of the Contractors rights and benefits to
                    the Owner, including the execution and delivery of require papers.
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

# 12.4      SUSPENSION BY THE OWNER FOR CONVENIENCE

12.4.1    The Owner may order the
Contractor in writing to suspend, delay or interrupt all or any part of the Work without
cause for such period of time as the Owner may determine to be appropriate for its
convenience.

12.4.2    Adjustments caused by
suspension, delay or interruption shall be made for increases in the GMP, compensation for
Design Phase Services, the Contractors Fee and/or the date of Substantial
Completion. No adjust shall be made if the Contractor is or otherwise would have been
responsible for the suspension, delay or interruption of the Work, or if another provision
of this Agreement is applied to render an equitable adjustment.

# ARTICLE 13 DISPUTE RESOLUTION

13.1      INITIAL DISPUTE RESOLUTION If a
dispute arises out of or relates to this Agreement or its breach, the parties shall
endeavor to settle the dispute first through direct discussions. If the dispute cannot be
settled through direct discussions, the parties shall endeavor to settle the dispute by
mediation under the Construction Industry Mediation Rules of the American Arbitration
Association before recourse to arbitration. Issues to be mediated are subject to the
exceptions in Paragraph 13.2 for arbitration. The location of the mediation shall be the
location of the Project. Once one party files a request for mediation with the other
contracting party and with a mediator selected by mutual agreement of the parties, the
parties agree to conclude such mediation within sixty (60) days of filing of the request.

13.2     All claims, disputes, and other
matters in question between the Contractor and the Owner arising out of or related to this
Contract or the breach thereof, except for claims which have been waived by final payment
or not resolved in mediation, shall be decided by arbitration in accordance with the
construction Industry Arbitration Rules of the American Arbitration Association then
obtaining at the sole option of the Contractor. Notwithstanding any other choice of law
provisions, if any, the parties acknowledge that the Project affects interstate commerce
and that this Agreement to arbitrate shall be governed by the Federal Arbitration Act 9
U.S.C. § et seq.

13.3     AWARD The arbitration award
shall be final. Judgment upon the award may be confirmed in any court having jurisdiction.

13.4    WORK CONTINUANCE AND PAYMENT
Unless otherwise agreed in writing, the Contractor shall continue the Work and maintain
the approved schedules during any arbitration proceedings. If the Contractor continues to
perform, the Owner shall continue to make payments in accordance with this Agreement.

13.5     MULTIPARTY PROCEEDING The
parties agree that all parties necessary to resolve a claim shall be parties to the same
arbitration proceedings. Appropriate provisions shall be included in all other contracts
relating to the Work to provide for the consolidation of arbitrations.

13.6     COST OF DISPUTE RESOLUTION The
prevailing party in any dispute arising out of or relating to this Agreement or its breach
that is resolved by arbitration or litigation shall be entitled to recover from the other
party reasonable attorneys fees, costs and expenses incurred by the prevailing party
in connection with such arbitration or litigation.

# ARTICLE 14MISCELLANEOUS PROVISIONS

14.1     ASSIGNMENT Neither the Owner nor
the Contractor shall assign their interest in this Agreement without the written consent
of the other except as to the assignment of proceeds.

14.2     GOVERNING LAW  This Agreement shall be governed by the law in effect at the location of the Project.

14.3     SEVERABILITY  The partial or
complete invalidity of any one or more provisions of this Agreement shall not affect the validity or continuing
force and effect of any other provision.

14.4     NO WAIVER OF PERFORMANCE The
failure of either party to insist, in any one or more instances, on the performance of any
of the terms, covenants or conditions of this Agreement, or to exercise any of its rights,
shall not be construed as a waiver or relinquishment of such term, covenant, condition or
right with respect to further performance.

14.5    TITLES  The title give to the
Articles of this Agreement are for ease of reference only and shall not be relied upon or
cited for any other purpose.

# 14.6    OTHER PROVISIONS

# Base Budget: $1,979,916.00

# Add Executive Bath & Shower on Second Floor:  $4,429.00

# Add Mop Sink on Second
Floor: $860.00

# Delete All Vinyl
Wallcoverings: ($14,401.00)

# Add Furnish Kitchen
Appliances Allowance: $3,255.00

# Total GMP Contract:
$1,974.059.00

# _________________________________________________________________________________________________________________________________________
AGC DOCUMENT NO. 410 - STANDARD FORM OF DESIGN-BUILD AGREEMENT AND GENERAL CONDITIONS BETWEEN OWNER AND CONTRACTOR
© 1993 Associated General Contractors of America                           
                                  
                              
                             
                           
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# ARTICLE 15 EXISTING CONTRACT
DOCUMENTS

The
Contract Documents in existence at the time of execution of this Agreement are as follows:
Final Schematics (Main & Upper Levels), C1, C2, C3, C4, C5, and C6.

This
Agreement is entered into as of the date entered in Article 1.

|                        | 
|----------------------- | 
|                        | 
|                        | 
|ATTEST:  /s/ John Hobbs | 
|                        | 
|                        | 
|                        | 
|                        | 
|ATTEST:  /s/ Kelly Hall | 
|                        | 
|                        | 

# _________________________________________________________________________________________________________________________________________
AGC DOCUMENT NO. 410 - STANDARD FORM OF DESIGN-BUILD AGREEMENT AND GENERAL CONDITIONS BETWEEN OWNER AND CONTRACTOR
© 1993 Associated General Contractors of America                           
                                  
                              
                             
                           
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# AMENDMENT NO. 1 DATED
August 3, 2005, TO DESIGN-BUILD AGREEMENT BETWEEN OWNER & CONTRACTOR

Pursuant to Paragraph 3.2 of the
Agreement dated August 3, 2005 between the Owner, Community South Bank & Trust,
and the Contractor, Trehel Corporation, for (the Project), a new financial
headquarters and banking facility, the Owner and Contractor desire to establish a GMP for
the Work. Therefore, the Owner and Contractor agree as follows:

# ARTICLE 1.  GUARANTEED
MAXIMUM PRICE

The Contractors GMP for the
Work, including the Cost of the Work as defined in Article 8 and the Contractors Fee
as set forth in Paragraph 7.3.1.2, is ONE MILLION NINE HUNDRED SEVENTY-FOUR THOUSAND
FIFTY NINE and no/100 dollars ($1,974,059.00). The GMP is for the performance of the
Work in accordance with the documents listed below, which are part of the Agreement.

EXHIBIT A    Drawings and Specifications, including Addends, if any, dated _________________, _______ pages.

EXHIBIT B    Allowance Items,
dated August 3, 2005, one page.

EXHIBIT C    Assumptions and
Clarifications, datedMay 31, 2005, one page.

EXHIBIT D    A Schedule of Work, dated _______________, _____pages.

EXHIBIT E    Alternate Prices,
dated May 31, 2005, one page.

EXHIBIT F    Unit Prices, dated __________________, ____ pages.

EXHIBIT G    Additional Services included, dated _________________, _____ pages.

# ARTICLE 2.  DATE OF
SUBSTANTIAL COMPLETION

The date of Substantial Completion of
the Work is: Approximately 9 months from start of construction.

This Amendment is entered to as of
August 3, 2005.

|                        | 
|----------------------- | 
|                        | 
|                        | 
|ATTEST:  /s/ John Hobbs | 
|                        | 
|                        | 
|                        | 
|                        | 
|ATTEST:  /s/ Kelly Hall | 
|                        | 
|                        | 

# _________________________________________________________________________________________________________________________________________
AGC DOCUMENT NO. 410 - STANDARD FORM OF DESIGN-BUILD AGREEMENT AND GENERAL CONDITIONS BETWEEN OWNER AND CONTRACTOR
© 1993 Associated General Contractors of America                           
                                  
                              
                             
                           
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